Document and Entity Information
Document and Entity Information - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2016 | Feb. 16, 2017 | Jun. 30, 2016 | |
Document and Entity Information | |||
Entity Registrant Name | CALLIDUS SOFTWARE INC | ||
Entity Central Index Key | 1,035,748 | ||
Document Type | 10-K | ||
Document Period End Date | Dec. 31, 2016 | ||
Amendment Flag | false | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Filer Category | Large Accelerated Filer | ||
Entity Public Float | $ 1,157 | ||
Entity Common Stock, Shares Outstanding | 63,730,685 | ||
Document Fiscal Year Focus | 2,016 | ||
Document Fiscal Period Focus | FY |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Current assets: | ||
Cash and cash equivalents | $ 148,008 | $ 77,232 |
Short-term investments | 39,266 | 19,977 |
Accounts receivable, net of allowances of $1,536 and $1,310 at December 31, 2016 and 2015, respectively | 55,464 | 43,461 |
Prepaid and other current assets | 18,275 | 11,385 |
Total current assets | 261,013 | 152,055 |
Property and equipment, net | 35,456 | 20,540 |
Goodwill | 63,957 | 50,146 |
Intangible assets, net | 21,659 | 14,885 |
Deposits and other assets | 4,416 | 4,016 |
Total assets | 386,501 | 241,642 |
Current liabilities: | ||
Accounts payable | 3,573 | 3,636 |
Accrued payroll and related expenses | 17,831 | 12,510 |
Accrued expenses | 15,126 | 11,017 |
Deferred revenue | 99,758 | 74,644 |
Total current liabilities | 136,288 | 101,807 |
Deferred revenue, noncurrent | 3,209 | 5,186 |
Deferred income taxes, noncurrent | 1,541 | 1,477 |
Other liabilities | 8,602 | 4,371 |
Total liabilities | 149,640 | 112,841 |
Commitments and contingencies (Note 7) | ||
Stockholders' equity: | ||
Preferred stock, $0.001 par value; 5,000 shares authorized; no shares issued or outstanding | 0 | 0 |
Common stock, $0.001 par value; 100,000 shares authorized; 66,031 and 58,612 shares issued and 63,692 and 56,273 shares outstanding at December 31, 2016 and 2015, respectively | 64 | 56 |
Additional paid-in capital | 559,200 | 428,776 |
Treasury stock; 2,339 shares at December 31, 2016 and 2015 | (14,430) | (14,430) |
Accumulated other comprehensive loss | (5,141) | (1,735) |
Accumulated deficit | (302,832) | (283,866) |
Total stockholders' equity | 236,861 | 128,801 |
Total liabilities and stockholders' equity | $ 386,501 | $ 241,642 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Statement of Financial Position [Abstract] | ||
Accounts receivable, allowances | $ 1,536 | $ 1,310 |
Preferred stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
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) | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 100,000,000 | 100,000,000 |
Common stock, shares issued | 66,031,000 | 58,612,000 |
Common stock, shares outstanding | 63,692,000 | 56,273,000 |
Treasury stock, shares | 2,339,000 | 2,339,000 |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS - USD ($) shares in Thousands, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Revenue: | |||
Recurring | $ 162,586 | $ 129,911 | $ 99,807 |
Services and license | 44,132 | 43,176 | 36,811 |
Total revenue | 206,718 | 173,087 | 136,618 |
Cost of revenue: | |||
Recurring | 42,719 | 34,306 | 31,282 |
Services and license | 35,358 | 32,145 | 24,756 |
Total cost of revenue | 78,077 | 66,451 | 56,038 |
Gross profit | 128,641 | 106,636 | 80,580 |
Operating expenses: | |||
Sales and marketing | 78,601 | 58,785 | 47,040 |
Research and development | 31,712 | 26,088 | 20,307 |
General and administrative | 35,795 | 33,290 | 26,255 |
Income from settlement and patent licensing | (500) | (500) | (500) |
Restructuring and other | 482 | 628 | 1,025 |
Total operating expenses | 146,090 | 118,291 | 94,127 |
Operating loss | (17,449) | (11,655) | (13,547) |
Interest income and other income (expense), net | (122) | (522) | 3,504 |
Interest expense | (267) | (180) | (506) |
Loss before provision (benefit) for income taxes | (17,838) | (12,357) | (10,549) |
Provision for income taxes | 1,128 | 791 | 1,012 |
Net loss | $ (18,966) | $ (13,148) | $ (11,561) |
Net loss per share—basic and diluted: | |||
Net loss per share (in dollars per share) | $ (0.32) | $ (0.24) | $ (0.24) |
Shares used in basic and diluted per share computation (in shares) | 58,852 | 54,719 | 47,547 |
Comprehensive loss: | |||
Net loss | $ (18,966) | $ (13,148) | $ (11,561) |
Unrealized losses on available-for-sale securities | (1) | (15) | (7) |
Foreign currency translation adjustments | (3,405) | (981) | (897) |
Comprehensive loss | $ (22,372) | $ (14,144) | $ (12,465) |
CONSOLIDATED STATEMENTS OF STOC
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY - USD ($) shares in Thousands, $ in Thousands | Total | Common Stock | Additional Paid-in Capital | Treasury Stock | Accumulated Other Comprehensive Income (Loss) | Accumulated Deficit |
Balance as of beginning of period at Dec. 31, 2013 | $ 42,053 | $ 45 | $ 315,430 | $ (14,430) | $ 165 | $ (259,157) |
Balance as of beginning of period (in shares) at Dec. 31, 2013 | 47,817 | 2,339 | ||||
Increase (Decrease) in Shareholders' Equity | ||||||
Exercise of stock options under stock incentive plans (in shares) | 701 | |||||
Exercise of stock options under stock incentive plans | 2,870 | $ 1 | 2,869 | |||
Issuance of common stock under stock purchase plans (in shares) | 319 | |||||
Issuance of common stock under stock purchase plans | 1,983 | $ 0 | 1,983 | |||
Issuance of common stock upon vesting of restricted units, net of withholding taxes | (1,722) | $ 1 | (1,723) | |||
Restricted stock units acquired to settle employee withholding liability (in shares) | 607 | |||||
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 | |||||
Unrealized gain (loss) on investments | (7) | (7) | ||||
Cumulative translation adjustment | (897) | (897) | ||||
Net loss | (11,561) | (11,561) | ||||
Balance as of end of period at Dec. 31, 2014 | 58,474 | $ 49 | 344,312 | $ (14,430) | (739) | (270,718) |
Balance as of end of period (in shares) at Dec. 31, 2014 | 51,285 | 2,339 | ||||
Increase (Decrease) in Shareholders' Equity | ||||||
Exercise of stock options under stock incentive plans (in shares) | 442 | |||||
Exercise of stock options under stock incentive plans | 2,046 | $ 1 | 2,045 | |||
Issuance of common stock under stock purchase plans (in shares) | 256 | |||||
Issuance of common stock under stock purchase plans | 2,439 | $ 0 | 2,439 | |||
Issuance of common stock upon vesting of restricted units, net of withholding taxes | (3,069) | $ 1 | (3,070) | |||
Restricted stock units acquired to settle employee withholding liability (in shares) | 1,339 | |||||
Stock-based compensation | 18,592 | 18,592 | ||||
Conversion of debt to equity | 64,372 | $ 5 | 64,367 | |||
Conversion of debt to equity (in shares) | 5,290 | |||||
Excess tax benefit | 91 | 91 | ||||
Unrealized gain (loss) on investments | (15) | (15) | ||||
Cumulative translation adjustment | (981) | (981) | ||||
Net loss | (13,148) | (13,148) | ||||
Balance as of end of period at Dec. 31, 2015 | 128,801 | $ 56 | 428,776 | $ (14,430) | (1,735) | (283,866) |
Balance as of end of period (in shares) at Dec. 31, 2015 | 58,612 | 2,339 | ||||
Increase (Decrease) in Shareholders' Equity | ||||||
Exercise of stock options under stock incentive plans (in shares) | 198 | |||||
Exercise of stock options under stock incentive plans | 1,330 | $ 0 | 1,330 | |||
Issuance of common stock under stock purchase plans (in shares) | 277 | |||||
Issuance of common stock under stock purchase plans | 3,054 | $ 1 | 3,053 | |||
Issuance of common stock upon vesting of restricted units, net of withholding taxes | (3,479) | $ 1 | (3,480) | |||
Restricted stock units acquired to settle employee withholding liability (in shares) | 1,079 | |||||
Stock-based compensation | 29,123 | 29,123 | ||||
Conversion of debt to equity | 100,345 | $ 6 | 100,339 | |||
Conversion of debt to equity (in shares) | 5,865 | |||||
Excess tax benefit | 59 | 59 | ||||
Unrealized gain (loss) on investments | (1) | (1) | ||||
Cumulative translation adjustment | (3,405) | (3,405) | ||||
Net loss | (18,966) | (18,966) | ||||
Balance as of end of period at Dec. 31, 2016 | $ 236,861 | $ 64 | $ 559,200 | $ (14,430) | $ (5,141) | $ (302,832) |
Balance as of end of period (in shares) at Dec. 31, 2016 | 66,031 | 2,339 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Cash flows from operating activities: | |||
Net loss | $ (18,966) | $ (13,148) | $ (11,561) |
Adjustments to reconcile net loss to net cash provided by (used in) operating activities: | |||
Depreciation expense | 8,041 | 6,011 | 5,503 |
Amortization of intangible assets | 6,431 | 5,687 | 4,971 |
Provision for doubtful accounts | 1,548 | 1,897 | 852 |
Stock-based compensation | 29,123 | 18,592 | 11,813 |
Deferred income taxes | 210 | 26 | (86) |
Increase (Decrease) in Deferred Income Taxes | 23 | 0 | 0 |
Release of valuation allowance | 0 | 0 | (265) |
Excess tax benefits from stock-based compensation | (59) | (91) | 0 |
Loss on disposal of property and equipment | 23 | 10 | 43 |
Amortization of convertible notes issuance cost | 0 | 0 | 58 |
Gain on sale of intangible assets | 0 | 0 | (3,862) |
Net amortization on investments | 170 | 133 | 27 |
Changes in operating assets and liabilities: | |||
Accounts receivable | (12,439) | (2,944) | (11,746) |
Prepaid and other current assets | (6,118) | (972) | (3,749) |
Other noncurrent assets | (426) | (549) | (1,088) |
Accounts payable | (1,088) | 1,413 | (794) |
Accrued expenses and other liabilities | (1,237) | 67 | 6,696 |
Accrued payroll and related expenses | 5,321 | 3,459 | 1,149 |
Accrued restructuring and other expenses | 252 | (131) | (181) |
Deferred revenue | 18,970 | 7,009 | 11,371 |
Net cash provided by operating activities | 29,779 | 26,469 | 9,151 |
Cash flows from investing activities: | |||
Purchases of investments | (37,409) | (24,479) | (2,784) |
Proceeds from maturities and sale of investments | 17,441 | 7,119 | 7,850 |
Purchases of property and equipment | (15,599) | (13,128) | (7,121) |
Proceeds from sale of intangible assets, net of expenses | 0 | 0 | 4,651 |
Purchases of intangible assets | (962) | (827) | (1,112) |
Acquisitions, net of cash acquired | (22,574) | (4,365) | (15,488) |
Net cash used in investing activities | (59,103) | (35,680) | (14,004) |
Cash flows from financing activities: | |||
Proceed from follow-on offering, net of issuance costs | 100,345 | 64,372 | 0 |
Proceeds from issuance of common stock | 4,384 | 4,484 | 4,852 |
Restricted stock units acquired to settle employee withholding tax liability | (3,479) | (3,070) | (1,723) |
Excess tax benefits from stock-based compensation | 59 | 91 | 0 |
Payment of consideration related to acquisitions | (510) | (1,802) | (630) |
Payment on debt conversion | 0 | 0 | (645) |
Proceeds (repayment) from Revolver line of credit | 0 | (10,481) | 10,481 |
Payment of principal under capital leases | 0 | (1,001) | (1,294) |
Net cash provided by financing activities | 100,799 | 52,593 | 11,041 |
Effect of exchange rates on cash and cash equivalents | (699) | (350) | (283) |
Net increase in cash and cash equivalents | 70,776 | 43,032 | 5,905 |
Cash and cash equivalents at beginning of period | 77,232 | 34,200 | 28,295 |
Cash and cash equivalents at end of period | 148,008 | 77,232 | 34,200 |
Supplemental disclosures of cash flow information: | |||
Cash paid for interest on convertible debt | 0 | 0 | 277 |
Cash paid for interest on capital leases | 0 | 18 | 59 |
Cash paid for interest on line of credit | 68 | 104 | 0 |
Cash paid for income taxes | 757 | 542 | 182 |
Noncash investing and financing activities: | |||
Conversion of convertible debt to equity | 0 | 0 | 14,197 |
Reclassification of unamortized debt issuance cost to additional paid-in capital as a result of debt conversion | 0 | 0 | 253 |
Purchases of property and equipment through accounts payable and other accrued liabilities | $ 7,291 | $ 5,314 | $ 5,829 |
The Company and Significant Acc
The Company and Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2016 | |
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. ("Callidus" or "CallidusCloud") is a global leader in cloud-based sales, marketing, learning and customer experience solutions. CallidusCloud enables its customers to sell more, faster with its Lead to Money suite of solutions that, among other things, identifies leads, trains personnel, implements territory and quota plans, enables sales forces, automates configuration pricing and quoting, manages contracts, streamlines sales compensation, captures customer feedback and provides rich predictive analytics for competitive advantage. 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, Ireland, Japan, Malaysia, Mexico, Netherlands, New Zealand, Serbia, Singapore, and the United Kingdom. All intercompany transactions and balances have been eliminated in the consolidation. Use of Estimates Preparation of the consolidated financial statements in conformity with U.S. generally accepted accounting principals ("GAAP") and the rules and regulations of the U.S. Securities and Exchange Commission ("SEC") requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the consolidated financial statements, the reported amounts of revenue and expenses during the reporting period and the accompanying notes. Estimates are used for, but not limited to, the allocation of the value of purchase consideration for business acquisitions and other contingencies, allowances for doubtful accounts, the useful lives of fixed assets and intangible assets, the attainment of performance-based restricted stock units, stock-based compensation forfeiture rates, accrued liabilities and uncertain tax positions. These estimates and assumptions are based on management’s best estimates and judgment. Management evaluates such estimates and assumptions on an ongoing basis for continued reasonableness, using historical experience and other factors, including the current economic environment. Appropriate adjustments, if any, to the estimates used are made prospectively based upon such evaluation. Illiquid credit markets, volatile equity and foreign currency markets and fluctuations in information technology spending by prospective customers can increase the uncertainty inherent in such estimates and assumptions. As future events and their effects cannot be determined with precision, actual results could differ materially from those estimates. Changes in those estimates, if any, resulting from continuing changes in the economic environment, will be reflected in the consolidated financial statements in future periods. Foreign Currency Translation The Company transacts 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 income 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, 2016 and 2015 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, 2016 and 2015, all investment securities were designated as "available-for-sale". The Company considers available-for-sale securities that have an original maturity date longer than three months on the date of purchase to be short-term investments, including those investments that have 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 5, Fair Value Measurements, for discussion regarding the valuation of the Company's investments. Financial instruments that potentially subject the Company to concentrations of credit risk are cash equivalents, 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, 2016 and 2015, the Company had no customers comprising greater than 10% of net accounts receivable or total revenue. Refer to Note 13, Segment, Geographic and Customer Information, 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 the Company 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 . In September 2014, the Company increased the maximum borrowing amount to $15.0 million . The Revolver matures in May 2019. In June 2015, the Company paid off the then outstanding amount of $10.5 million . As of December 31, 2016 and 2015, the Company had no borrowings under the Revolver. 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. Derivative Financial Instruments During 2016, the Company entered into foreign currency derivative contracts with financial institutions to reduce the risk that its cash flows and earnings will be adversely affected by foreign currency exchange rate fluctuations. The Company uses forward currency derivative contracts to minimize the Company’s exposure to balances primarily denominated in Euros, Australian dollars and British pounds. The Company’s foreign currency derivative contracts, which are not designated as hedging instruments, are used to reduce the exchange rate risk associated primarily with cash, accounts receivable and intercompany receivables and payables. The Company’s derivative financial instruments program is not designated for trading or speculative purposes. As of December 31, 2016, the foreign currency derivative contracts that were not settled were recorded at fair value on the consolidated balance sheets. Foreign currency derivative contracts are marked-to-market at the end of each reporting period with gains and losses recognized as other expense to offset the gains or losses resulting from the settlement or remeasurement of the underlying foreign currency denominated cash, receivables and payables. While the contract or notional amount is often used to express the volume of foreign currency derivative contracts, the amounts potentially subject to credit risk are generally limited to the amounts, if any, by which the counterparties’ obligations under the agreements exceed the obligations of the Company to the counterparties. 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 in the Company's consolidated statements of comprehensive loss. Below is a summary of the changes in the Company's allowance for doubtful accounts for 2016 , 2015 and 2014 (in thousands): Balance at Beginning of Year Additions Deductions Balance at End of Year Allowance for doubtful accounts Year ended December 31, 2016 $ 1,310 $ 1,194 $ (968 ) $ 1,536 Year ended December 31, 2015 1,063 912 (665 ) 1,310 Year ended December 31, 2014 650 996 (583 ) 1,063 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 two to eight 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 more frequently under certain circumstances. The Company performs such testing of goodwill in the fourth quarter of each year, and earlier if 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 of December 31, 2016 , 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. In 2015, the Company recorded impairment expense of $0.3 million . In 2016 and 2014, there was no impairment expense related to intangible assets. 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 other impairment charges recorded during the years ended December 31, 2016 , 2015 and 2014 . 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 comprehensive loss. See Note 2, Acquisitions, for a discussion of the Company's acquisitions during 2016 and 2015. 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. The Company estimates the fair value of an indemnity holdback payable, which relates to business combinations, based on the contract value. The terms of the holdback payable include standard representations and warranties. 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's 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. Revenue Recognition The Company generates revenue by providing software-as-a-service ("SaaS") solutions through on-demand subscription, on-premise 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, is recognized ratably over the stated contractual period. SaaS revenue consists of subscription fees from customers accessing the Company's cloud-based service offerings. Maintenance revenue consists of fees from customers purchasing licenses and receiving support for such on-premise solutions. The Company also recognizes SaaS and maintenance revenue associated with customers using its products in excess of contracted usage ("Overages"). Overages are primarily attributed to SaaS products and such Overages are recorded in SaaS revenue in the period incurred. Revenue related to Overages was immaterial for all the years presented. Service and License Revenue. Service and license revenue primarily consists of training, integration and configuration services. Generally, the Company's professional services arrangements are billed on a time-and-materials basis. Time and material services are recognized as the services are rendered based on inputs to the project, such as billable hours incurred. For fixed-fee professional services 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 license revenue also includes revenue from perpetual licenses, which is recognized upon delivery of the product, using the residual method, assuming all the other conditions for revenue recognition have been met. In a limited number of 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 license revenue, and an equivalent amount of reimbursable expenses is included in cost of services and license revenue. In general, recurring revenue agreements are entered into for 12 to 36 months with some extending out to 10 years, 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 Finance 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 and on-premise software licenses. 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 stand-alone basis for on-demand services; average billing rates 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 arrangements. 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 is able to establish VSOE because it has a sufficient history of selling these deliverables at an established price. The Company's revenue arrangements do not include a general right of return relative to the delivered products. Generally, for the Company's term-based licenses, if the only undelivered element is maintenance, the entire amount of revenue is recognized ratably over the maintenance period. 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 asset balance for deferred commissions on the Company's consolidated balance sheets totaled $ 11.5 million and $7.1 million at December 31, 2016 and 2015, respectively. As of December 31, 2016 and 2015, $ 9.5 million and $6.0 million , respectively, of deferred commissions are included in prepaid and other current assets in total current 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 and third parties 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 and impairment of intangible assets. The Company reassesses the liability for excess facilities periodically based on market conditions. Restructuring and other expense was $0.5 million , $0.6 million and $1.0 million during the years 2016, 2015 and 2014, respectively. 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 expense is measured at the grant date based on the fair value of the award and is recognized on a straight-line basis over the requisite service period, which is generally the vesting period. Stock-based compensation expense for restricted stock units is estimated based on the closing price of the Company's common stock on the date of grant and the estimated forfeiture rate, which is based on historical forfeitures. The Company measures stock-based compensation expense for employee stock purchase plan shares using the Black-Scholes-Merton option pricing model. These variables include: the expected term of the plan, taking into account projected exercises; the Company's expected stock price volatility over the expected term of the awards; the risk-free interest rate; and expected dividends. The Company estimates forfeiture rate based on an analysis of actual forfeitures and they will continue to evaluate the adequacy of the forfeiture rate based on actual forfeiture experience and other factors. Changes in these variables could affect stock-based compensation expense in the future. The Company granted performance-based restricted stock units ("PSUs") to select executives and other key employees. Vesting of the Company's PSUs is based on achievement of specified company or other goals. In 2016, the Company granted PSUs to its CEO with vesting contingent upon the Company's relative total shareholder return over a three year period compared to the Company's 2016 executive compensation peer group companies. In 2015, the Company granted PSUs with vesting contingent on its absolute SaaS revenue growth over the three-year period from July 1, 2015 to June 30, 2018. In 2014, the Company granted PSUs with vesting contingent on its absolute SaaS revenue growth over the three-year period from January 1, 2014 to December 31, 2016, and on our relative total shareholder return over the same three-year period compared to an index of 17 SaaS companies. These PSUs 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 it is more-likely-than-not to 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. Except for the net deferred tax assets of two of the Company's foreign subsidiaries, the Company maintained a full valuation allowance against its net deferred tax assets at December 31, 2016 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. The Company regularly reviews its tax positions and benefits to be realized. The Company recognizes tax liabilities based upon its estimate of whether, and the extent to which, additional taxes will be due when such estimates are more-likely-than-not to be sustained. An uncertain income tax position will not be recognized if it has less than a 50% likelihood of being sustained. The Company recognizes interest and penalties related to income tax matters as income tax expense. Interest or penalties associated with unrecognized tax benefits was immaterial for all the years presented. Advertising Costs The Company expenses advertising costs in the period incurred. Advertising expense was $3.8 million , $2.1 million , and $1.2 million for 2016 , 2015 and 2014 , 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 October 2016, the FASB issued ASU 2016-16, Intra-Entity Transfers of Assets Other Than Inventory. This guidance improves the accounting for the income tax consequences of intra-entity transfers of assets other than inventory. Under current U.S. GAAP, the recognition of current and deferred income taxes for an intra-entity asset transfer is prohibited until the asset has been sold to an outside party. Under the new standard, an entity will recognize the income tax consequences of an intra-entity transfer of an asset other than inventory when the transfer occurs. Two common examples of assets included in the scope of this update are intellectual property and property, plant and equipment. The amendments in this update are effective for annual reporting periods beginning after December 15, 2017, including interim reporting periods within those annual reporting periods. The Company is currently evaluating the impact this ASU will have on its consolidated financial statements. In August 2016, the FASB issued ASU 2016-15, Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments . The guidance addresses eight specific cash flow issues with the objective of reducing the existing diversity in practice for certain cash receipts and cash payments. The amendments in this guidance are effective for public business entities for fiscal years beginning after December 15, 2017 and interim periods within those fiscal years. Entities are permitted to adopt the standard early in any interim or annual period, and a retrospective application is required. The Company is currently evaluating the impact this ASU will have on its consolidated financial statements. In March 2016, the FASB issued ASU 2016-09, Compensation-Stock Compensation: Improvements to Employee Share-Based Payment Accounting , which simplifies various aspects related to the accounting and presentation of share-based payments. The amendments require entities to record all tax effects related to share-based payments at settlement or expiration through the income statement and the windfall tax benefit to be recorded when it arises, subject to normal valuation allowance considerations. All tax-related cash flows resulting from the share-based payments are required to be reported as operating activities in the statement of cash flows. The updates relating to the income tax effects of the share-based payments including the cash flow presentation must be adopted either prospectively or retrospectively. Further, the amendments allow the entities to make an accounting policy election to either estimate forfeitures or recognize forfei |
Acquisitions
Acquisitions | 12 Months Ended |
Dec. 31, 2016 | |
Business Combinations [Abstract] | |
Acquisitions | Acquisitions DataHug Ltd. On November 7, 2016, the Company acquired DataHug Ltd. ("DataHug"), a privately-held company and provider of SaaS predictive forecasting and sales analytics. The Company's purchase of DataHug is intended to utilize its unique, patented technology to deliver predictive analysis of sales pipelines that is easy to understand and visualize. The purchase consideration was $13.0 million which included $11.7 million paid in cash and a $1.3 million indemnity holdback to be paid one year from the date of the agreement. The preliminary purchase price allocation for DataHug is summarized as follows (in thousands): Fair Value Net liabilities assumed $ (600 ) Intangible assets 5,350 Goodwill 8,138 Total purchase price, net of cash acquired $ 12,888 Under the acquisition method of accounting, the Company allocated the purchase price to the identifiable assets and liabilities based on their estimated fair value at the date of acquisition. The fair value of the intangible assets at the date of acquisition require significant judgment, and were measured primarily based on inputs that are not observable in the market and thus represent a Level 3 measurement as defined in ASC 820, Fair Value Measurements. The methodologies used in valuing the intangible assets include, but are not limited to, multiple period excess earnings method for developed technology, with and without method for customer contracts and related relationships, the relief-from-royalty method for trademarks, tradenames and domain names and the multiple period excess earnings method for order backlog. The values assigned to the assets acquired and liabilities assumed are based on preliminary estimates of fair value available as of the date of this Annual Report on Form 10-K, and may be adjusted during the measurement period of up to 12 months from the date of acquisition as further information becomes available. Any changes in the fair values of the assets acquired and liabilities assumed during the measurement period may result in adjustments to goodwill. As of December 31, 2016, the primary areas that are not yet finalized due to information that may become available subsequently and may result in changes in the values assigned to various assets and liabilities, include the fair values of intangible assets and deferred tax liabilities as well as assumed tax assets and liabilities. The excess of the purchase price over the total net identifiable assets has been recorded as goodwill which includes synergies expected from the expanded service capabilities and the value of the assembled workforce in accordance with generally accepted accounting principles. The goodwill balance is primarily attributed to the extension of the predictive analysis of the sales pipeline to the Company's Lead to Money suite. The goodwill balance is not deductible for income tax purposes. The Company did not record any in-process research and development intangible assets in connection with the acquisition. The following table sets forth the components of identifiable intangible assets acquired and their estimated useful lives, as of the date of the DataHug acquisition (in thousands): Fair Value Weighted Average Useful Life Consolidated statements of comprehensive loss Classification:Amortization expense Developed technology $ 3,800 4 years Cost of sales Customer contracts and related relationships 1,250 6 years Sales and marketing expense Order backlog 150 2 years Cost of sales Trademarks/trade names/domain names 150 3 years General and administrative Total intangible assets subject to amortization $ 5,350 The financial results of DataHug are included in the Company's consolidated financial statements from the date of acquisition through December 31, 2016 . The acquisition of DataHug did not have a material impact on the Company's consolidated financial statements and therefore pro forma disclosures have not been presented. Badgeville, Inc. On June 24, 2016, the Company acquired certain assets of Badgeville, Inc. ("Badgeville"), a privately-held company and a leading technology provider in enterprise gamification and digital motivation. The Company's purchase of Badgeville is intended to extend digital motivation as part of the Company's Lead to Money suite. The purchase consideration was $7.5 million in cash. The purchase price allocation for Badgeville is summarized as follows (in thousands): Fair Value Net liabilities assumed $ (1,791 ) Intangible assets 5,200 Goodwill 4,091 Total purchase price $ 7,500 Under the acquisition method of accounting, the Company allocated the purchase price to the identifiable assets and liabilities based on their estimated fair value at the date of acquisition. The fair value of the intangible assets at the date of acquisition require significant judgment, and were measured primarily based on inputs that are not observable in the market and thus represent a Level 3 measurement as defined in ASC 820, Fair Value Measurements. To determine the value of the intangible assets, the Company made various estimates and assumptions. The methodologies used in valuing the intangible assets include, but are not limited to, cost approach for customer contracts and related relationships, multiple period excess earnings method for developed technology and the relief-from-royalty method for trademarks, tradenames and domain names. The excess of the purchase price over the total net identifiable assets has been recorded as goodwill which includes synergies expected from the expanded service capabilities and the value of the assembled workforce in accordance with generally accepted accounting principles. The goodwill balance is primarily attributed to the extension of gamification and digital motivation to the Company's Lead to Money suite. The goodwill balance is deductible for income tax purposes. The Company did not record any in-process research and development intangible assets in connection with the acquisition. The following table sets forth the components of identifiable intangible assets acquired and their estimated useful lives, as of the date of the Badgeville acquisition (in thousands): Fair Value Weighted Average Useful Life Consolidated statements of comprehensive loss Classification:Amortization expense Developed technology 4,300 5 years Cost of sales Customer contracts and related relationships $ 700 3 years Sales and marketing expense Trademarks / trade names / domain names 200 7 years General and administrative Total intangible assets subject to amortization $ 5,200 The financial results of Badgeville are included in the Company's consolidated financial statements from the date of acquisition through December 31, 2016 . The acquisition of Badgeville did not have a material impact on the Company's consolidated financial statements and therefore pro forma disclosures have not been presented. ViewCentral LLC On April 8, 2016, the Company acquired certain assets of ViewCentral LLC ("ViewCentral"). The acquisition is intended to augment the Company's Litmos mobile learning solution with a full revenue management and e-commerce platform designed for selling and optimizing profitable training for customers. The purchase consideration was $4.0 million in cash. The purchase price allocation for ViewCentral is summarized as follows (in thousands): Fair Value Net liabilities assumed $ (1,568 ) Intangible assets 1,700 Goodwill 3,868 Total purchase price $ 4,000 Under the acquisition method of accounting, the Company allocated the purchase price to the identifiable assets and liabilities based on their estimated fair value at the date of acquisition. The fair value of the intangible assets at the date of acquisition require significant judgment, and were measured primarily based on inputs that are not observable in the market and thus represent a Level 3 measurement as defined in ASC 820, Fair Value Measurements. The methodologies used in valuing the intangible assets include, but are not limited to, multiple period excess earnings method for customer contracts and related relationships and order backlog and the relief-from-royalty method for developed technology. The excess of the purchase price over the total net identifiable assets has been recorded as goodwill which includes synergies expected from the expanded service capabilities and the value of the assembled workforce in accordance with generally accepted accounting principles. The goodwill balance is primarily attributed to the anticipated synergies from the expanded market opportunities for the Company's Litmos mobile learning applications. The goodwill balance is deductible for income tax purposes. The Company did not record any in-process research and development intangible assets in connection with the acquisition. The following table sets forth the components of identifiable intangible assets acquired and their estimated useful lives, as of the date of the ViewCentral acquisition (in thousands): Fair Value Weighted Average Useful Life Consolidated statements of comprehensive loss Customer contracts and related relationships $ 850 6 years Sales and marketing expense Developed technology 700 3 years Cost of sales Order backlog 150 1.8 years Cost of sales Total intangible assets subject to amortization $ 1,700 The financial results of ViewCentral are included in the Company's consolidated financial statements from the date of acquisition through December 31, 2016 . The acquisition of ViewCentral did not have a material impact on the Company's consolidated financial statements and therefore pro forma disclosures have not been presented. BridgeFront LLC On July 22, 2015, the Company acquired BridgeFront LLC ("BridgeFront"), a leading provider of cloud-based education content for the healthcare sector, most notably in the compliance and revenue cycle domains. The purchase consideration was $5.0 million , which included $4.4 million paid in cash, $0.1 million held back to cover expenses of the stakeholder representative which is payable in early 2017, and $ 0.4 million indemnity holdback payable upon the one-year closing anniversary, which was paid during 2016. As of December 31, 2016, the $0.1 million held back to cover stakeholder representatives remained outstanding. The terms of the BridgeFront acquisition also provided for potential earn-out payments of up to an aggregate of $0.6 million . Although earn-out payments based on achievement of targets are normally treated as purchase price because of the service conditions, $0.5 million of the $0.6 million was treated as compensation expense and is recognized over the term of the payments in 2015 and 2016. The remaining balance of $0.1 million was recorded as contingent consideration. As of December 31, 2015, the fair value of this contingent consideration, which included compensation expense from July 23, 2015 to December 31, 2015, was $0.3 million , which was paid in 2016. As of December 31, 2016, the second earnout for $0.4 million was not achieved and the related compensation expense was reversed. The purchase price allocation for BridgeFront is summarized as follows (in thousands): Fair Value Net liabilities assumed $ (849 ) Intangible assets 2,100 Goodwill 3,750 Total purchase price $ 5,001 Goodwill represents the excess of the purchase price over the fair value of the net tangible and identifiable assets acquired and a working capital adjustment for $0.1 million . The goodwill balance is primarily attributed to the anticipated synergies from the acquisition and the expanded market opportunities of our Litmos mobile learning applications in the healthcare industry. The financial results of BridgeFront are included in the Company's consolidated financial statements from the date of acquisition to December 31, 2015 and for the year ended December 31, 2016. The acquisition of BridgeFront did not have a material impact on the Company's consolidated financial statements and therefore pro forma disclosures have not been presented. The following table sets forth the components of identifiable intangible assets acquired, their weighted-average useful lives over which they will be amortized using the higher of the straight-line method or the pattern in which the economic benefits of the intangible assets will be consumed. The classification of their amortized expense in the consolidated statements of comprehensive loss (in thousands): Fair Value Weighted -Average Useful life Consolidated statements of comprehensive loss Classification: Amortization Expense Developed technology $ 1,800 5 years Cost of sales Customer contracts and relationships 300 5 years Sales and marketing expense Total intangible assets subject to amortization $ 2,100 Under the acquisition method of accounting, the Company allocated the purchase price to the identifiable assets and liabilities based on their estimated fair value at the date of acquisition. The fair values of the intangible assets at the date of acquisition require significant judgment, and were measured primarily based on inputs that are not observable in the market and thus represent a Level 3 measurement as defined in ASC 820, Fair Value Measurements. To determine the value of the intangible assets, the Company made various estimates and assumptions. The methodologies used in valuing the intangible assets include, but are not limited to the multiple period excess earnings method for customer contracts and related relationships and the relief-from-royalty method for developed technology. |
Goodwill and Intangible Assets
Goodwill and Intangible Assets | 12 Months Ended |
Dec. 31, 2016 | |
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, 2016 and 2015 are as follows (in thousands): Goodwill Balance as of December 31, 2014 $ 46,970 Acquisitions 3,750 Foreign currency translation impact (574 ) Balance as of December 31, 2015 50,146 Acquisitions 16,097 Working capital adjustment (157 ) Foreign currency translation impact (2,129 ) Balance as of December 31, 2016 $ 63,957 In April 2016, the Company recorded goodwill of $3.9 million related to the acquisition of ViewCentral. In June 2016, the Company recorded goodwill of $4.1 million related to the acquisition of Badgeville. In November 2016, the Company recorded goodwill of $8.1 million related to the acquisition of DataHug. Refer to Note 2, Acquisitions, for further details. In July 2015, the Company recorded goodwill of $ 3.8 million related to the acquisition of BridgeFront. Refer to Note 2, Acquisitions, for further details. Based on the Company's annual impairment review in the fourth quarter of 2016, 2015 and 2014, goodwill was not impaired in any of the years presented. Intangible assets Intangible assets consisted of the following as of December 31, 2016 and 2015 (in thousands): December 31, 2015 Cost December 31, 2015 Net Net Additions (1) Foreign Currency Translation Impact Amortization Expense December 31, 2016 Net Weighted Average Amortization Period (Years) Developed technology $ 27,500 $ 9,172 $ 9,790 $ (328 ) $ (4,220 ) $ 14,414 2.1 Customer contracts and relationships 9,714 3,075 2,800 (91 ) (1,435 ) 4,349 4.9 Tradenames 2,208 755 375 (55 ) (339 ) 736 2.9 Patents and licenses 3,279 1,883 145 — (373 ) 1,655 5.8 Other 195 — 569 — (64 ) 505 1.1 Intangible assets, net $ 42,896 $ 14,885 $ 13,679 $ (474 ) $ (6,431 ) $ 21,659 (1) Included in the additions are the intangibles acquired for ViewCentral of $1.7 million , Badgeville of $5.2 million and DataHug of $5.4 million as discussed in Note 2, Acquisitions, to the consolidated financial statements. December 31, December 31, 2014 Net Net Additions (1) Foreign Currency Translation Impact Amortization Expense (2) December 31, Weighted Developed technology $ 25,093 $ 10,251 $ 2,407 $ (32 ) $ (3,450 ) $ 9,172 3.5 Customer contracts and relationships 9,414 4,270 300 (39 ) (1,456 ) 3,075 3.0 Tradenames 2,208 1,191 — (37 ) (399 ) 755 2.8 Patents and licenses 3,059 2,045 220 — (382 ) 1,883 5.4 Other 195 — — — — — N/A Intangible assets, net $ 39,969 $ 17,757 $ 2,927 $ (108 ) $ (5,687 ) $ 14,885 ( 1) Included in the additions are the intangibles acquired in 2015 for BridgeFront of $2.1 million as discussed in Note 2, Acquisitions, to the consolidated financial statements. (2) Included in amortization expense is $0.3 million of impairment on intangibles. Amortization expense related to intangible assets was $ 6.4 million , $ 5.7 million and $ 5.0 million in 2016, 2015 and 2014, 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. Additionally, in 2016 and 2014 there was no impairment expense related to intangible assets and in 2015 the Company recorded impairment expense of $ 0.3 million . 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 Technology Customer Contracts and Relationships Tradenames Patents and Licenses Other Total Year Ending December 31, 2017 $ 5,261 $ 1,475 $ 268 $ 378 $ 271 $ 7,653 2018 4,302 1,077 161 347 186 6,073 2019 2,535 497 147 212 45 3,436 2020 1,241 354 64 201 3 1,863 2021 557 320 41 200 — 1,118 2022 and beyond 518 626 55 317 — 1,516 Total expected amortization expense $ 14,414 $ 4,349 $ 736 $ 1,655 $ 505 $ 21,659 |
Financial Instruments
Financial Instruments | 12 Months Ended |
Dec. 31, 2016 | |
Financial Instruments | |
Financial Instruments | Financial Instruments As of December 31, 2016, all marketable debt securities are classified as available-for-sale and carried at estimated fair value, which is determined based on the inputs described in Note 5, Fair Value Measurements, to the consolidated financial statements. 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 an original 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, 2016 and 2015, 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, 2016 (in thousands): December 31, 2016 Amortized Gross Gross Estimated Cash $ 147,680 $ — $ — $ 147,680 Cash equivalents: Money market funds 328 — — 328 Total cash equivalents 328 — — 328 Total cash and cash equivalents $ 148,008 $ — $ — $ 148,008 Short-term investments: Certificate of deposits $ 1,200 $ — $ — $ 1,200 U.S. government and agency obligations 19,351 19 (18 ) 19,352 Corporate notes and obligations 18,716 18 (20 ) 18,714 Total short-term investments $ 39,267 $ 37 $ (38 ) $ 39,266 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, 2016 (in thousands): Contractual Maturity Amortized Cost Estimated Fair Value Less than 1 year $ 32,252 $ 32,262 Between 1 and 2 years 7,015 7,004 Total $ 39,267 $ 39,266 The components of the Company's marketable debt securities classified as available-for-sale were as follows at December 31, 2015 (in thousands): December 31, 2015 Amortized Gross Gross Estimated Cash $ 77,191 $ — $ — $ 77,191 Cash equivalents: Money market funds 41 — — 41 Total cash equivalents 41 — — 41 Total cash and cash equivalents $ 77,232 $ — $ — $ 77,232 Short-term investments: Certificate of deposits $ 1,500 $ — $ — $ 1,500 U.S. government and agency obligations 7,423 — (16 ) 7,407 Corporate notes and obligations 11,087 — (17 ) 11,070 Total short-term investments $ 20,010 $ — $ (33 ) $ 19,977 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, 2015 (in thousands): Contractual Maturity Amortized Estimated Less than 1 year $ 15,151 $ 15,133 Between 1 and 2 years 4,859 4,844 Total $ 20,010 $ 19,977 The Company had no realized losses on sales of its investments during the years ended December 31, 2016 , 2015 and 2014. In 2016 and 2015, the Company had purchases, net of proceeds from investments, of $20.0 million and $17.4 million , respectively. The short-term investments in 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 in order to assess whether any of the impairments will be considered other-than-temporary. The Company did not identify any securities held as of December 31, 2016 and 2015 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, 2016 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Fair Value Measurements Valuation of Investments Level 1 and Level 2 The Company's available-for-sale securities include money market funds, U.S. Treasury bills, 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, 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. The Company also classifies the foreign currency derivative contracts as Level 2. Level 3 The contingent consideration are related liabilities defined as earn-out payments that the Company may pay in connection with the acquisition of BridgeFront. Contingent consideration and related liabilities were classified as Level 3 liabilities because the Company used unobservable inputs to value them, which is a probability-based income approach. Subsequent changes to the fair value of contingent consideration and related liabilities will be recorded in the Company's consolidated statements of comprehensive loss. The Company had no level 3 inputs as of December 31, 2016. The Company did not have any transfers between Level 1, Level 2 and Level 3 fair value measurements during the years presented as there were no changes in the composition in Level 1, 2 or 3. The Company measures financial assets and liabilities 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, 2016 and 2015 (in thousands): Fair Value Measurements at Reporting Date Using: Quoted Prices in Active Markets for Identical Assets Significant Other Observable Inputs Significant Unobservable Inputs December 31, 2016 Total (Level 1) (Level 2) (Level 3) Assets: Money market funds (1) $ 328 $ 328 $ — $ — Certificates of deposit (2) 1,200 — 1,200 — U.S. government and agency obligations (2) 19,352 — 19,352 — Corporate notes and obligations (2) 18,714 — 18,714 — Foreign currency derivative contracts (3) 76 76 Total $ 39,670 $ 328 $ 39,342 $ — Liabilities: Foreign currency derivative contracts (4) $ 53 $ — $ 53 $ — Total $ 53 $ — $ 53 $ — Fair Value Measurements at Reporting Date Using: Quoted Prices in Significant Significant December 31, 2015 Total (Level 1) (Level 2) (Level 3) Assets: Money market funds (1) $ 41 $ 41 $ — $ — Certificates of deposit (2) 1,500 — 1,500 — U.S. government and agency obligations (2) 7,407 — 7,407 — Corporate notes and obligations (2) 11,070 — 11,070 — Total $ 20,018 $ 41 $ 19,977 $ — Liabilities: Contingent consideration and related liabilities (4) $ 324 $ — $ — $ 324 Total $ 324 $ — $ — $ 324 _____________________________________________________________________________ (1) Included in cash and cash equivalents on the consolidated balance sheets. (2) Included in short-term investments on the consolidated balance sheets. (3) Included in prepaid and other current assets on the consolidated balance sheets. (4) Included in accrued expenses on the consolidated balance sheets. Derivative Financial Instruments Details on outstanding foreign currency derivative contracts related primarily to receivables and payables are presented below (in thousands): As of December 31, 2016 2015 Notional amount of foreign currency derivative contracts $ 3,850 $ — Fair value of foreign currency derivative contracts $ 3,873 $ — The fair value of the Company’s outstanding derivative instruments are summarized below (in thousands): Fair Value of Derivative Instruments As of December 31, Balance Sheet Location 2016 2015 Derivative Assets Derivatives not designated as hedging instruments: Foreign currency derivative contracts Prepaid expenses and other current assets $ 75 $ — Derivative Liabilities Derivatives not designated as hedging instruments: Foreign currency derivative contracts Accrued expenses $ 52 $ — The Company accounts for the derivative instruments at fair value with changes in the fair value recorded as a component of interest income and other income (expense), net. During the year ended December 31, 2016, such changes were immaterial. |
Balance Sheet Components
Balance Sheet Components | 12 Months Ended |
Dec. 31, 2016 | |
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, 2016 2015 Equipment 3-8 years $ 38,770 $ 27,481 Purchased software 3 years 15,588 6,860 Furniture and fixtures 5 years 2,499 2,220 Leasehold improvements Lease term up to 5 years 5,316 4,305 Construction in progress 1,462 2,190 Property and equipment, gross 63,635 43,056 Less: Accumulated depreciation 28,179 22,516 Property and equipment, net $ 35,456 $ 20,540 Depreciation expense for the years ended December 31, 2016, 2015 and 2014 was $ 8.0 million , $6.0 million and $4.8 million , respectively. During the year ended December 31, 2016, the Company significantly improved and expanded its data processing centers and incurred equipment and purchased software costs. The Company entered into an equipment financing agreement related to these purchases with the final installment due on November 1, 2018. The outstanding balance under this agreement is recorded in the Company’s consolidated balance sheet under accrued expenses and other liabilities for the current and non-current portions of this obligation, respectively. Total prepaid and other current assets consisted of the following (in thousands): As of December 31, 2016 2015 Deferred commissions $ 9,477 $ 5,971 Prepaid expenses 7,378 4,894 Other current assets 1,420 520 Total prepaid and other current assets $ 18,275 $ 11,385 Accrued payroll and related expenses consisted of the following (in thousands): As of December 31, 2016 2015 Commissions $ 6,909 $ 3,362 Vacation accrual 3,641 3,189 Bonus 3,599 3,173 ESPP 1,723 1,109 Accrued payroll related expenses 1,959 1,677 Total accrued payroll related expenses $ 17,831 $ 12,510 Accrued expenses consisted of the following (in thousands): As of December 31, 2016 2015 Equipment financing arrangement $ 2,586 $ — Holdback payable 1,300 403 Customer payments 1,078 1,046 Versata litigation settlement 465 1,963 Other accrued expenses 9,697 7,605 Total accrued expenses $ 15,126 $ 11,017 |
Contractual Obligations, Commit
Contractual Obligations, Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2016 | |
Commitments and Contingencies Disclosure [Abstract] | |
Contractual Obligations, Commitments and Contingencies | Contractual Obligations, Commitments and Contingencies Contractual Obligations and Commitments During the year ended December 31, 2016, the Company entered into various contractual obligations, long-term operating lease obligations and unconditional purchase commitments. Future minimum lease payments under non-cancellable operating leases (with initial or remaining lease terms in excess of one year) and purchase commitments as of December 31, 2016 are as follows (in thousands): Unconditional Purchase Commitments (1) Operating Lease Commitments (2) Year Ending December 31: 2017 $ 18,189 $ 3,504 2018 9,504 4,190 2019 6,004 3,880 2020 3,008 3,979 2021 — 3,737 2022 and beyond — 2,693 Future minimum payments $ 36,705 $ 21,983 (1) Primarily represents amounts associated with agreements that are enforceable, legally binding and specify terms, including: software purchases, data center equipment purchases and maintenance agreements. In addition, amounts include unconditional purchase agreements during the normal course of business with various vendors for future services. (2) The Company has facilities under several non-cancellable operating lease agreements that expire at various dates through 2025. The Company's rent expense for the years ended December 31, 2016 , 2015 and 2014 was $ 3.6 million , $ 3.0 million and $ 2.1 million , respectively. During the year ended December 31, 2016, the Company entered into an office lease expansion of its headquarters in Dublin, California, as well as office space leases for facilities in Hyderabad, India and Belgrade, Serbia. Contractual cash obligations that are cancellable upon notice and without significant penalties are not included in the table above. Included in non-current deposits and other assets in the consolidated balance sheets at December 31, 2016 and 2015 is restricted cash and rental deposits totaling $0.2 million and $0.3 million , respectively, related to security deposits on leased facilities. The restricted cash represents investments in certificates of deposit required by landlords to meet security deposit requirements for the leased facilities. 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"). The term of the Sublease commenced in February 2015, when the Sublandlord delivered possession of the Subleased Premises to the Company, and expires on May 15, 2022. In July 2016, the Company entered into an amended coterminous agreement to include additional office space, in the building. Unrecognized Tax Benefit As of December 31, 2016, the total gross unrecognized tax benefit before the impact of the valuation allowance was $ 3.7 million , including immaterial interest and penalties. The Company has made an election to recognize the interest and penalties as a component of income tax expense. If recognized, the amount of the unrecognized tax benefit that would impact the tax expense is $0.5 million . It is possible that the amount of existing unrecognized tax benefits may decrease within 12 months as a result of statute of limitations lapses in some of the jurisdictions, however, an estimate of the range cannot be made. Revolver 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 the Company 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 . 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 borrowing amount to $15.0 million . As of December 31, 2016 and 2015, the Company have no outstanding borrowings under the Revolver. Letter of Credit The Company obtained a $1.4 million letter of credit in October 2016 for its leased space in Dublin, California. The letter of credit will expire on October 1, 2017. As of December 31, 2016, there was no balance outstanding under this line of credit. 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 and with the final payment in November 2016. 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, 2016, 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. |
Net Loss Per Share
Net Loss Per Share | 12 Months Ended |
Dec. 31, 2016 | |
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 Stock Purchase Plan ("ESPP") to the extent these shares are dilutive. For 2016, 2015 and 2014, 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): Year Ended December 31, 2016 2015 2014 Restricted stock 3,667 2,728 2,379 Stock options 548 883 1,630 ESPP 66 10 39 Convertible notes — — 829 Total 4,281 3,621 4,877 The weighted average exercise price of stock options excluded for 2016, 2015 and 2014 was $6.66 , $6.21 and $4.09 , respectively. |
Stock-Based Compensation
Stock-Based Compensation | 12 Months Ended |
Dec. 31, 2016 | |
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. The Company initially reserved 3,469,500 shares of common stock for issuance under the 2013 Plan and, in 2015, the Company reserved an additional 5,000,000 shares of common stock for issuance 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, performance-based restricted stock units ("PSU"), restricted stock units ("RSU"), 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 . No stock options were granted in 2016, 2015 and 2014. The restricted stock units and performance-based 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: Year Ended December 31, 2016 2015 2014 (Number of Shares) Beginning Available 4,358,989 770,511 2,478,798 Authorized — 5,000,000 — Granted (2,160,627 ) (1,865,864 ) (1,913,499 ) Cancelled 317,234 454,342 383,549 Expired — — (178,337 ) Ending Available 2,515,596 4,358,989 770,511 Expense Summary Stock-based compensation expenses of $29.1 million , $18.6 million and $11.8 million was recorded during the years ended December 31, 2016, 2015 and 2014, in the consolidated statement of comprehensive loss. The table below sets forth a summary of stock-based compensation expense as follows (in thousands). Year Ended December 31, 2016 2015 2014 Stock-based compensation: Stock Options $ 579 $ 613 $ 790 Restricted Stock Units ("RSU") 20,452 13,524 7,705 Performance-based Restricted Stock Units ("PSU") 6,517 3,505 2,370 Employee Stock Purchase Plan ("ESPP") 1,575 950 948 Total stock-based compensation $ 29,123 $ 18,592 $ 11,813 The table below sets forth the functional classification of stock-based compensation expense as follows (in thousands): Year Ended December 31, 2016 2015 2014 Stock-based compensation: Cost of recurring revenue $ 1,639 $ 1,237 $ 911 Cost of services and other revenue 2,097 1,149 1,026 Sales and marketing 9,244 5,488 3,518 Research and development 5,147 3,031 2,012 General and administrative 10,996 7,687 4,346 Total stock-based compensation $ 29,123 $ 18,592 $ 11,813 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 PSU granted during 2016 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 using the Black-Scholes-Merton valuation model. No stock options were granted during 2016, 2015 and 2014. 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. Year Ended December 31, 2016 2015 2014 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 0.45% to 0.57% 0.25% to 0.38% 0.05% to 0.12% Volatility 33% to 43% 39% to 40% 47% to 50% Dividend Yield — — — Expected Dividend Yield —The Company has never paid dividends and does 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, 2016 , the Company had $ 0.3 million of unrecognized compensation expense, net of forfeitures, which it expects to recognize over a weighted average period of 0.6 years . No stock options were granted during the years ended December 31, 2016 , 2015 and 2014. The total intrinsic value of stock options exercised was $2.2 million , $4.9 million and $5.9 million for 2016 , 2015 and 2014, respectively. The total cash received from employees as a result of stock option exercises was $1.3 million , $2.0 million and $2.9 million for 2016 , 2015 and 2014, respectively. Stock option activity is summarized below: Number of Shares Weighted Average Exercise Price Weighted Average Remaining Contractual Term (Years) Aggregate Intrinsic Value (in thousands) Outstanding as of December 31, 2013 1,948,214 $ 5.34 Exercised (701,220 ) 4.09 $ 5,940 Forfeited (44,407 ) 7.40 Expired (26,626 ) 10.17 Outstanding as of December 31, 2014 1,175,961 5.89 Exercised (452,554 ) 4.63 4,913 Forfeited (50,760 ) 6.21 Outstanding as of December 31, 2015 672,647 6.63 Exercised (197,879 ) 6.73 2,232 Forfeited (45,000 ) 5.74 Outstanding as of December 31, 2016 429,768 $ 6.68 6.47 $ 4,287 Vested and Expected to Vest as of December 31, 2016 428,099 $ 6.67 6.47 $ 4,271 Exercisable as of December 31, 2016 349,185 $ 6.60 6.46 $ 3,507 As of December 31, 2016 , 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 Shares Weighted Average Remaining Contractual Life (Years) Weighted Average Exercise Price Number of Shares Weighted Average Exercise Price $4.31 - $4.31 4,688 6.33 $ 4.31 2,604 $ 4.31 $5.27 - $5.27 15,000 5.43 5.27 15,000 5.27 $6.01 - $6.01 122,000 6.41 6.01 109,291 6.01 $6.25 - $6.25 15,000 6.43 6.25 15,000 6.25 $6.42 - $6.42 3,200 5.00 6.42 3,200 6.42 $6.59 - $6.59 111,574 6.49 6.59 88,045 6.59 $6.67 - $6.67 40,000 6.58 6.67 34,166 6.67 $7.69 - $7.69 113,681 6.66 7.69 79,004 7.69 $9.17 - $9.17 1,625 6.75 9.17 500 9.17 $10.35 - $10.35 3,000 6.83 10.35 2,375 10.35 $4.31 - $10.35 429,768 6.47 $ 6.68 349,185 6.60 Restricted Stock Units and Performance-based Restricted Stock Units As of December 31, 2016 , the Company had $ 26.7 million of unrecognized compensation expense, net of forfeitures, for time-based restricted stock units, which it expects to recognize over a weighted-average period of 1.8 years , and $ 5.1 million of unrecognized compensation expense, net of forfeitures, for performance-based restricted stock units, which it expects to recognize over a weighted-average period of 0.9 years . Restricted unit and performance-based restricted stock unit activity is summarized below: Restricted Stock Units Performance-based Restricted Stock Units Number of Shares Weighted Average Remaining Contractual Term (Years) Aggregate Intrinsic Value (in thousands) Number of Shares Weighted Aggregate Unreleased as of December 31, 2013 1,525,381 182,033 Granted 1,441,699 471,800 Released (653,412 ) (82,857 ) Forfeited (138,745 ) (44,862 ) Unreleased as of December 31, 2014 2,174,923 526,114 Granted 1,446,908 418,956 Released (1,453,595 ) (89,314 ) Forfeited (169,472 ) (58,997 ) Unreleased as of December 31, 2015 1,998,764 796,759 Granted 2,098,302 62,325 Released (1,293,244 ) — Forfeited (87,856 ) — Unreleased as of December 31, 2016 2,715,966 0.78 $ 45,221 859,084 0.91 $ 14,304 Vested and Expected to Vest as of December 31, 2016 2,547,930 0.79 $ 42,423 812,919 0.88 $ 13,535 Restricted stock units and performance-based 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 Restricted Stock Units In 2016, the Company granted performance-based restricted stock units with vesting contingent on attainment of pre-set SaaS revenue growth and recurring revenue gross profit target over the three -year period from January 1, 2016 through December 31, 2019 and performance-based restricted stock units with vesting contingent upon the Company's relative total shareholder return over the same three-year period compared to an index of 17 SaaS companies. In 2016 , $ 0.4 million of expense, net of forfeiture, was recognized. In 2015, the Company granted performance-based restricted stock units with vesting contingent on successful attainment of pre-set SaaS revenue growth and recurring revenue gross profit target over the three-year period from July 1, 2015 through June 30, 2018. The Company records stock-based compensation expense on a straight-line basis over the requisite service period. In 2016 and 2015, $ 3.1 million and $ 0.7 million , respectively of expense, net of forfeiture, was recognized. In 2014, the Company granted performance-based restricted stock units with vesting contingent on absolute SaaS revenue growth over the three-year period from January 1, 2014 through December 31, 2016, and on the Company's relative total shareholder return over the same three-year period compared to an index of 17 SaaS companies. The Company records stock-based compensation expense on a straight-line basis over the requisite service period. In 2016, 2015 and 2014, $ 3.0 million , $ 2.8 million and $ 1.9 million , respectively of expense, net of forfeiture, was recognized. Employee Stock Purchase Plan The Company's 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 277,000 , 256,000 and 319,000 shares under the ESPP during the years ended December 31, 2016 , 2015 and 2014 , respectively. The weighted-average fair value of stock purchase rights granted under the ESPP during 2016 , 2015 and 2014 was $4.54 , $4.61 and, $3.59 per share respectively. As of December 31, 2016 , the Company had $ 0.3 million of unrecognized compensation expense related to ESPP subscriptions that will be recognized over 0.1 years . |
Stockholders' Equity
Stockholders' Equity | 12 Months Ended |
Dec. 31, 2016 | |
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, 2016 and 2015 . Common Stock In March 2015, the Company completed a public offering of approximately $5.3 million newly-issued shares of its common stock at a public offering price of $13.00 per share. The Company received net proceeds of $64.4 million after deducting underwriting discounts and commissions of $4.1 million and other offering expenses of $0.3 million . In September 2016, the Company completed a follow-on offering in which the Company issued 5.1 million shares of its common stock at a public offering price of $18.25 per share. The Company received net proceeds of $87.1 million after deducting underwriting discounts and commissions of $5.6 million and other offering expenses of $0.4 million . In October 2016, the Company received an additional $13.1 million , after deducting underwriting discounts and commissions of $0.8 million , related to the underwriters' purchase of an additional 0.8 million shares at the public offering price of $18.25 per share. |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2016 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes The following is a geographical breakdown of consolidated income (loss) before income taxes by income tax jurisdiction (in thousands): Year Ended December 31, 2016 2015 2014 United States $ (19,164 ) $ (13,000 ) $ (11,557 ) Foreign 1,326 643 1,008 Total $ (17,838 ) $ (12,357 ) $ (10,549 ) The provision for income taxes consists of the following (in thousands): Year Ended December 31, 2016 2015 2014 Current: Federal $ (20 ) $ 4 $ (25 ) State (4 ) 3 3 Foreign 973 992 1,138 Deferred: Federal 272 148 78 State 21 1 (89 ) Foreign (114 ) (357 ) (93 ) Provision for income taxes $ 1,128 $ 791 $ 1,012 The increase in provision for income tax in 2016 from 2015 was primarily attributable to higher deferred tax liabilities from acquisitions in 2016, as well as an increase in sales to foreign customers subject to withholding taxes. Provision for income tax decreased in 2015 as compared to 2014 as a result of a decrease in foreign withholding taxes, in part offset by an increase in income taxes in foreign jurisdictions. 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, 2016 2015 2014 Federal tax at statutory rate $ (6,065 ) $ (4,200 ) $ (3,587 ) State taxes, net of benefit — 4 3 Non-deductible expenses 1,946 600 453 Foreign taxes 408 415 703 Current year net operating losses and other deferred tax assets for which no benefit has been recognized 5,476 4,423 4,828 Research and experimentation credit (637 ) (451 ) (1,239 ) Tax benefit due to the recognition of acquired deferred tax liabilities — — (149 ) Provision for income taxes $ 1,128 $ 791 $ 1,012 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. Deferred tax accounts consist of the following (in thousands): As of December 31, 2016 2015 Deferred tax assets: Net operating loss carryforwards $ 58,215 $ 57,058 Accrued expenses 1,600 4,743 Unrealized gain/loss on investments 72 263 Research and experimentation credit carryforwards 15,086 13,682 Capitalized research and experimentation costs 19,558 16,660 Deferred stock compensation 7,717 4,775 Gross deferred tax assets 102,248 97,181 Less valuation allowance (101,698 ) (96,608 ) Total deferred tax assets, net of valuation allowance 550 573 Deferred tax liabilities: Goodwill (1,479 ) (1,174 ) Property and equipment and intangibles (574 ) (816 ) Gross deferred tax liabilities (2,053 ) (1,990 ) Net deferred tax liabilities $ (1,503 ) $ (1,417 ) 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, 2016 and 2015, a valuation allowance has been recorded on all deferred tax assets, except the deferred tax assets related to three of its foreign subsidiaries, based on the analysis of profitability for those subsidiaries. The net changes for valuation allowance for years ended December 31, 2016 and 2015 were an increase of $ 5.1 million and $ 6.0 million , respectively. As of December 31, 2016, the Company had net operating loss carryforwards for federal and California income tax purposes of $ 191.6 million and $ 40.8 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 2017. Not included in the deferred income tax asset balance at December 31, 2016 is approximately $ 14.0 million , which pertains to certain net operating loss carryforwards resulting from the exercise of employee stock options. The Company also has research credit carryforwards for federal and California income tax purposes of approximately $ 9.8 million and $ 10.6 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, 2016 of $ 5.3 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): Year Ended December 31, 2016 2015 2014 Beginning balance $ 3,213 $ 3,037 $ 2,843 Decreases related to prior year tax positions (31 ) (59 ) (44 ) Increases related to current year tax positions 313 239 270 Reductions to unrecognized tax benefits as a result of a lapse of applicable statute of limitations (28 ) (4 ) (32 ) Ending balance (1) (2) (3) $ 3,467 $ 3,213 $ 3,037 (1) 2014 ending balance consists of $2.7 million of the unrecognized tax benefits which reduced deferred tax assets, and $0.3 million was included in other liabilities on the consolidated balance sheet. (2) 2015 ending balance consists of $ 2.9 million of the unrecognized tax benefits which reduced deferred tax assets, and $ 0.4 million was included in other liabilities on the consolidated balance sheet. (3) 2016 ending balance consists of $ 3.1 million of the unrecognized tax benefits which reduced deferred tax assets, and $ 0.4 million was included in other liabilities on the consolidated balance sheet. If recognized, $ 0.4 million of the unrecognized tax benefits at December 31, 2016 would reduce the Company's annual effective tax rate. The Company also accrued potential penalties and interest of $ 15,000 related to these unrecognized tax benefits during 2016, and in total, as of December 31, 2016, 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 it 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. federal, 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 2009 through 2016 tax years generally remain subject to examination by their respective tax authorities. |
Employee Benefit Plan
Employee Benefit Plan | 12 Months Ended |
Dec. 31, 2016 | |
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. 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 per participating employee, and the vesting of the Company's contributions is based on an employee's years of service. During the years ended December 31, 2016 and 2015 , the Company recognized approximately $0.6 million and $0.4 million , respectively, in expense related to the 401(k) Plan match. |
Segment, Geographic and Custome
Segment, Geographic and Customer Information | 12 Months Ended |
Dec. 31, 2016 | |
Segment Reporting [Abstract] | |
Segment, Geographic and Customer Information | Segment, Geographic and Customer Information The Company operates as one operating segment. Operating segments are defined as components of an enterprise for which separate financial information is evaluated regularly by the chief operating decision maker, who in the Company's case is the chief executive officer, in deciding how to allocate resources and assess performance. The Company's chief executive officer ("CEO") is considered to be the chief operating decision maker. 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 business segment, which is the development, marketing and sale of the Company's cloud-based sales, marketing, learning and customer experience solutions. The following table summarizes revenue by geographic areas (in thousands): Year Ended December 31, 2016 2015 2014 United States and Canada $ 168,957 $ 142,276 $ 110,707 EMEA 22,888 17,695 15,162 Asia Pacific 10,265 9,627 8,400 Other 4,608 3,489 2,349 $ 206,718 $ 173,087 $ 136,618 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, 2016 and 2015. As of December 31, 2016 , the Company's goodwill balance was $ 64.0 million , of which $ 15.4 million was located in the U.K. and Ireland (EMEA) and the Company's intangible asset balance of $21.7 million , of which $ 5.7 million was located in the U.K. and Ireland (EMEA). No other individual country outside the U.S. accounted for more than 10% of goodwill and intangible asset balance as of December 31, 2016 . In 2016, 2015 and 2014, no single customer accounted for more than 10% of the Company's total revenue. |
Related Party Transactions
Related Party Transactions | 12 Months Ended |
Dec. 31, 2016 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Related Party Transactions Lithium Technologies, Inc. In the normal course of business, the Company entered into agreements with Lithium Technologies, Inc. (“Lithium”), whose Chief Financial Officer is a member of the Company's Board of Directors. On August 31, 2016, that member of the Company's Board of Directors ceased to be the Chief Financial Officer of Lithium Technologies, Inc. In 2015, Lithium entered into a three -year SaaS subscription agreement with the Company in the amount of $0.1 million per year, from which the company recognized $0.1 million in SaaS revenue during the year ended December 31, 2016. In addition, during 2015, the Company entered into various agreements with Lithium for professional services, and recognized $29,000 in professional services revenue during the year ended December 31, 2016. In 2016, the Company purchased a one -year consulting and services contract for Community Optimization, Social Response, Training & Certification, and platform optimization from Lithium for $60,000 , which was paid in full in August 2016. As of December 31, 2016 approximately $32,000 was included in prepaid and other current assets. In addition, the Company purchased a one -year subscription for Lithium's Customer Community platform for $0.2 million , which was paid in full in April 2016. As of December 31, 2016, approximately $75,000 was included in prepaid and other current assets. TIBCO Software Inc. During 2016, the Company renewed an annual subscription services agreement for $0.1 million with TIBCO Software Inc. ("TIBCO"), whose chief executive officer and director is a member of the Company's Board of Directors. The original agreement had been entered into between TIBCO and ViewCentral prior to the Company's acquisition of the assets of ViewCentral, and the renewal was at the same terms as the original agreement. During 2016, the Company recognized $75,000 of revenue in connection with the arrangement. |
The Company and Significant A21
The Company and Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Description of Business | Description of Business |
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, Ireland, Japan, Malaysia, Mexico, Netherlands, New Zealand, Serbia, Singapore, and the United Kingdom. All intercompany transactions and balances have been eliminated in the consolidation. |
Use of Estimates | Use of Estimates Preparation of the consolidated financial statements in conformity with U.S. generally accepted accounting principals ("GAAP") and the rules and regulations of the U.S. Securities and Exchange Commission ("SEC") requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the consolidated financial statements, the reported amounts of revenue and expenses during the reporting period and the accompanying notes. Estimates are used for, but not limited to, the allocation of the value of purchase consideration for business acquisitions and other contingencies, allowances for doubtful accounts, the useful lives of fixed assets and intangible assets, the attainment of performance-based restricted stock units, stock-based compensation forfeiture rates, accrued liabilities and uncertain tax positions. These estimates and assumptions are based on management’s best estimates and judgment. Management evaluates such estimates and assumptions on an ongoing basis for continued reasonableness, using historical experience and other factors, including the current economic environment. Appropriate adjustments, if any, to the estimates used are made prospectively based upon such evaluation. Illiquid credit markets, volatile equity and foreign currency markets and fluctuations in information technology spending by prospective customers can increase the uncertainty inherent in such estimates and assumptions. As future events and their effects cannot be determined with precision, actual results could differ materially from those estimates. Changes in those estimates, if any, resulting from continuing changes in the economic environment, will be reflected in the consolidated financial statements in future periods. |
Foreign Currency Translation | Foreign Currency Translation The Company transacts 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 income 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, 2016 and 2015 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, 2016 and 2015, all investment securities were designated as "available-for-sale". The Company considers available-for-sale securities that have an original maturity date longer than three months on the date of purchase to be short-term investments, including those investments that have 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 5, Fair Value Measurements, for discussion regarding the valuation of the Company's investments. Financial instruments that potentially subject the Company to concentrations of credit risk are cash equivalents, 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, 2016 and 2015, the Company had no customers comprising greater than 10% of net accounts receivable or total revenue. Refer to Note 13, Segment, Geographic and Customer Information, 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 the Company 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 . In September 2014, the Company increased the maximum borrowing amount to $15.0 million . The Revolver matures in May 2019. In June 2015, the Company paid off the then outstanding amount of $10.5 million . As of December 31, 2016 and 2015, the Company had no borrowings under the Revolver. 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. |
Derivative Financial Instruments | Derivative Financial Instruments During 2016, the Company entered into foreign currency derivative contracts with financial institutions to reduce the risk that its cash flows and earnings will be adversely affected by foreign currency exchange rate fluctuations. The Company uses forward currency derivative contracts to minimize the Company’s exposure to balances primarily denominated in Euros, Australian dollars and British pounds. The Company’s foreign currency derivative contracts, which are not designated as hedging instruments, are used to reduce the exchange rate risk associated primarily with cash, accounts receivable and intercompany receivables and payables. The Company’s derivative financial instruments program is not designated for trading or speculative purposes. As of December 31, 2016, the foreign currency derivative contracts that were not settled were recorded at fair value on the consolidated balance sheets. Foreign currency derivative contracts are marked-to-market at the end of each reporting period with gains and losses recognized as other expense to offset the gains or losses resulting from the settlement or remeasurement of the underlying foreign currency denominated cash, receivables and payables. While the contract or notional amount is often used to express the volume of foreign currency derivative contracts, the amounts potentially subject to credit risk are generally limited to the amounts, if any, by which the counterparties’ obligations under the agreements exceed the obligations of the Company to the counterparties. |
Allowance for Doubtful Accounts | 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 in the Company's consolidated statements of comprehensive loss. |
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 two to eight 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, 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 more frequently under certain circumstances. The Company performs such testing of goodwill in the fourth quarter of each year, and earlier if 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 of December 31, 2016 , 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. In 2015, the Company recorded impairment expense of $0.3 million . In 2016 and 2014, there was no impairment expense related to intangible assets. 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 other impairment charges recorded during the years ended December 31, 2016 , 2015 and 2014 . |
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 comprehensive loss. See Note 2, Acquisitions, for a discussion of the Company's acquisitions during 2016 and 2015. 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 | Revenue Recognition The Company generates revenue by providing software-as-a-service ("SaaS") solutions through on-demand subscription, on-premise 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, is recognized ratably over the stated contractual period. SaaS revenue consists of subscription fees from customers accessing the Company's cloud-based service offerings. Maintenance revenue consists of fees from customers purchasing licenses and receiving support for such on-premise solutions. The Company also recognizes SaaS and maintenance revenue associated with customers using its products in excess of contracted usage ("Overages"). Overages are primarily attributed to SaaS products and such Overages are recorded in SaaS revenue in the period incurred. Revenue related to Overages was immaterial for all the years presented. Service and License Revenue. Service and license revenue primarily consists of training, integration and configuration services. Generally, the Company's professional services arrangements are billed on a time-and-materials basis. Time and material services are recognized as the services are rendered based on inputs to the project, such as billable hours incurred. For fixed-fee professional services 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 license revenue also includes revenue from perpetual licenses, which is recognized upon delivery of the product, using the residual method, assuming all the other conditions for revenue recognition have been met. In a limited number of 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 license revenue, and an equivalent amount of reimbursable expenses is included in cost of services and license revenue. In general, recurring revenue agreements are entered into for 12 to 36 months with some extending out to 10 years, 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 Finance 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 and on-premise software licenses. 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 stand-alone basis for on-demand services; average billing rates 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 arrangements. 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 is able to establish VSOE because it has a sufficient history of selling these deliverables at an established price. The Company's revenue arrangements do not include a general right of return relative to the delivered products. Generally, for the Company's term-based licenses, if the only undelivered element is maintenance, the entire amount of revenue is recognized ratably over the maintenance period. 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 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 | Deferred Commissions The asset balance for deferred commissions on the Company's consolidated balance sheets totaled $ 11.5 million and $7.1 million at December 31, 2016 and 2015, respectively. As of December 31, 2016 and 2015, $ 9.5 million and $6.0 million , respectively, of deferred commissions are included in prepaid and other current assets in total current 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 and third parties 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 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 and impairment of intangible assets. The Company reassesses 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 Stock-based compensation expense is measured at the grant date based on the fair value of the award and is recognized on a straight-line basis over the requisite service period, which is generally the vesting period. Stock-based compensation expense for restricted stock units is estimated based on the closing price of the Company's common stock on the date of grant and the estimated forfeiture rate, which is based on historical forfeitures. The Company measures stock-based compensation expense for employee stock purchase plan shares using the Black-Scholes-Merton option pricing model. These variables include: the expected term of the plan, taking into account projected exercises; the Company's expected stock price volatility over the expected term of the awards; the risk-free interest rate; and expected dividends. The Company estimates forfeiture rate based on an analysis of actual forfeitures and they will continue to evaluate the adequacy of the forfeiture rate based on actual forfeiture experience and other factors. Changes in these variables could affect stock-based compensation expense in the future. The Company granted performance-based restricted stock units ("PSUs") to select executives and other key employees. Vesting of the Company's PSUs is based on achievement of specified company or other goals. In 2016, the Company granted PSUs to its CEO with vesting contingent upon the Company's relative total shareholder return over a three year period compared to the Company's 2016 executive compensation peer group companies. In 2015, the Company granted PSUs with vesting contingent on its absolute SaaS revenue growth over the three-year period from July 1, 2015 to June 30, 2018. In 2014, the Company granted PSUs with vesting contingent on its absolute SaaS revenue growth over the three-year period from January 1, 2014 to December 31, 2016, and on our relative total shareholder return over the same three-year period compared to an index of 17 SaaS companies. These PSUs 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 it is more-likely-than-not to 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. Except for the net deferred tax assets of two of the Company's foreign subsidiaries, the Company maintained a full valuation allowance against its net deferred tax assets at December 31, 2016 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. The Company regularly reviews its tax positions and benefits to be realized. The Company recognizes tax liabilities based upon its estimate of whether, and the extent to which, additional taxes will be due when such estimates are more-likely-than-not to be sustained. An uncertain income tax position will not be recognized if it has less than a 50% likelihood of being sustained. The Company recognizes interest and penalties related to income tax matters as income tax expense. Interest or penalties associated with unrecognized tax benefits was immaterial for all the years presented. |
Advertising Costs | Advertising Costs The Company expenses advertising costs in the period incurred. Advertising expense was $3.8 million , $2.1 million , and $1.2 million for 2016 , 2015 and 2014 , 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 | ecent Accounting Pronouncements In October 2016, the FASB issued ASU 2016-16, Intra-Entity Transfers of Assets Other Than Inventory. This guidance improves the accounting for the income tax consequences of intra-entity transfers of assets other than inventory. Under current U.S. GAAP, the recognition of current and deferred income taxes for an intra-entity asset transfer is prohibited until the asset has been sold to an outside party. Under the new standard, an entity will recognize the income tax consequences of an intra-entity transfer of an asset other than inventory when the transfer occurs. Two common examples of assets included in the scope of this update are intellectual property and property, plant and equipment. The amendments in this update are effective for annual reporting periods beginning after December 15, 2017, including interim reporting periods within those annual reporting periods. The Company is currently evaluating the impact this ASU will have on its consolidated financial statements. In August 2016, the FASB issued ASU 2016-15, Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments . The guidance addresses eight specific cash flow issues with the objective of reducing the existing diversity in practice for certain cash receipts and cash payments. The amendments in this guidance are effective for public business entities for fiscal years beginning after December 15, 2017 and interim periods within those fiscal years. Entities are permitted to adopt the standard early in any interim or annual period, and a retrospective application is required. The Company is currently evaluating the impact this ASU will have on its consolidated financial statements. In March 2016, the FASB issued ASU 2016-09, Compensation-Stock Compensation: Improvements to Employee Share-Based Payment Accounting , which simplifies various aspects related to the accounting and presentation of share-based payments. The amendments require entities to record all tax effects related to share-based payments at settlement or expiration through the income statement and the windfall tax benefit to be recorded when it arises, subject to normal valuation allowance considerations. All tax-related cash flows resulting from the share-based payments are required to be reported as operating activities in the statement of cash flows. The updates relating to the income tax effects of the share-based payments including the cash flow presentation must be adopted either prospectively or retrospectively. Further, the amendments allow the entities to make an accounting policy election to either estimate forfeitures or recognize forfeitures as they occur. If an election is made, the change to recognize forfeitures as they occur must be adopted using a modified retrospective approach with a cumulative effect adjustment recorded to opening retained earnings. The effective date of the new standard for public companies is for fiscal years beginning after December 15, 2016 and interim periods within those fiscal years. Early adoption is permitted. The Company will adopt the updated standard in the first quarter of fiscal 2017. The Company believes that the new standard may cause volatility in its tax provision. The volatility in future periods will depend on the Company's stock price at the awards' vest dates and the number of awards that vest in each period. Further, the Company will not elect an accounting policy change to record forfeitures as they occur and will continue to estimate forfeitures at each period. In February 2016, the FASB issued ASU 2016-02, Leases, which requires the recognition of assets and liabilities arising from lease transactions on the balance sheet and the disclosure of key information about leasing arrangements. Accordingly, a lessee will recognize a lease asset for its right to use the underlying asset and a lease liability for the corresponding lease obligation. Both the asset and liability will initially be measured at the present value of the future minimum lease payments over the lease term. Subsequent measurement, including the presentation of expenses and cash flows, will depend on the classification of the lease as either a finance or an operating lease. Initial costs directly attributable to negotiating and arranging the lease will be included in the asset. For leases with a term of 12 months or less, a lessee can make an accounting policy election by class of underlying asset to not recognize an asset and corresponding liability. Lessees will also be required to provide additional qualitative and quantitative disclosures regarding the amount, timing and uncertainty of cash flows arising from leases. These disclosures are intended to supplement the amounts recorded in the financial statements and provide additional information about the nature of an organization’s leasing activities. The new standard is effective for fiscal years beginning after December 15, 2018, and interim periods within those years, with early adoption permitted. In transition, lessees are required to recognize and measure leases at the beginning of the earliest period presented using a modified retrospective approach. The transition guidance also provides specific guidance for sale and leaseback transactions, build-to-suit leases and amounts previously recognized in accordance with the business combinations guidance for leases. The updated standard is effective for the Company beginning in the first quarter of fiscal 2019. The Company is currently evaluating its expected adoption method and timeline, and the impact of this new standard on its consolidated financial statements. As the Company has not yet selected a transition method, it cannot reasonably estimate the impact that the adoption of this standard will have on its financial statements. In May 2014, August 2015, April 2016 and May 2016, the FASB issued ASU 2014-09, Revenue from Contracts with Customers , ASU 2015-14, Revenue from Contracts with Customers, Deferral of the Effective Date , ASU 2016-10, Revenue from Contracts with Customers, Identifying Performance Obligations and Licensing , and ASU 2016-12, Revenue from Contracts with Customers, Narrow-Scope Improvements and Practical Expedients , respectively, (collectively referred to as "Topic 606"). Topic 606 outlines a single comprehensive model for entities to use in accounting for revenue arising from contracts with customers, and supersedes most current revenue recognition guidance, including industry-specific guidance. It also requires entities to disclose both quantitative and qualitative information that enable financial statements users to understand the nature, amount, timing, and uncertainty of revenue and cash flows arising from contracts with customers. The amendments in these ASUs are effective for fiscal years, and interim periods within those years, beginning after December 15, 2017. Early adoption is permitted for annual periods beginning after December 15, 2016, but the Company has elected not to early adopt. The two permitted transition methods under the new standard are the full retrospective method, in which case the standard would be applied to each prior reporting period presented and the cumulative effect of applying the standard would be recognized at the earliest period shown, or the modified retrospective method, in which case the cumulative effect of applying the standard would be recognized at the date of initial application. The Company will adopt the guidance on January 1, 2018 and currently intends to elect the modified retrospective transition approach. The Company is in the process of evaluating the impact of the adoption of Topic 606 on its consolidated financial statements. Except for the updated standards discussed above, there have been no new accounting pronouncements not yet effective that have significance, or potential significance, to the Company's consolidated financial statements. |
The Company and Significant A22
The Company and Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Summary of changes in allowance for doubtful accounts | Below is a summary of the changes in the Company's allowance for doubtful accounts for 2016 , 2015 and 2014 (in thousands): Balance at Beginning of Year Additions Deductions Balance at End of Year Allowance for doubtful accounts Year ended December 31, 2016 $ 1,310 $ 1,194 $ (968 ) $ 1,536 Year ended December 31, 2015 1,063 912 (665 ) 1,310 Year ended December 31, 2014 650 996 (583 ) 1,063 |
Acquisition (Tables)
Acquisition (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Acquisitions | |
Schedule of intangible assets | Intangible assets consisted of the following as of December 31, 2016 and 2015 (in thousands): December 31, 2015 Cost December 31, 2015 Net Net Additions (1) Foreign Currency Translation Impact Amortization Expense December 31, 2016 Net Weighted Average Amortization Period (Years) Developed technology $ 27,500 $ 9,172 $ 9,790 $ (328 ) $ (4,220 ) $ 14,414 2.1 Customer contracts and relationships 9,714 3,075 2,800 (91 ) (1,435 ) 4,349 4.9 Tradenames 2,208 755 375 (55 ) (339 ) 736 2.9 Patents and licenses 3,279 1,883 145 — (373 ) 1,655 5.8 Other 195 — 569 — (64 ) 505 1.1 Intangible assets, net $ 42,896 $ 14,885 $ 13,679 $ (474 ) $ (6,431 ) $ 21,659 (1) Included in the additions are the intangibles acquired for ViewCentral of $1.7 million , Badgeville of $5.2 million and DataHug of $5.4 million as discussed in Note 2, Acquisitions, to the consolidated financial statements. December 31, December 31, 2014 Net Net Additions (1) Foreign Currency Translation Impact Amortization Expense (2) December 31, Weighted Developed technology $ 25,093 $ 10,251 $ 2,407 $ (32 ) $ (3,450 ) $ 9,172 3.5 Customer contracts and relationships 9,414 4,270 300 (39 ) (1,456 ) 3,075 3.0 Tradenames 2,208 1,191 — (37 ) (399 ) 755 2.8 Patents and licenses 3,059 2,045 220 — (382 ) 1,883 5.4 Other 195 — — — — — N/A Intangible assets, net $ 39,969 $ 17,757 $ 2,927 $ (108 ) $ (5,687 ) $ 14,885 ( 1) Included in the additions are the intangibles acquired in 2015 for BridgeFront of $2.1 million as discussed in Note 2, Acquisitions, to the consolidated financial statements. (2) Included in amortization expense is $0.3 million of impairment on intangibles. |
DataHug, Ltd. | |
Acquisitions | |
Schedule of components of acquisition purchase price | The preliminary purchase price allocation for DataHug is summarized as follows (in thousands): Fair Value Net liabilities assumed $ (600 ) Intangible assets 5,350 Goodwill 8,138 Total purchase price, net of cash acquired $ 12,888 |
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 DataHug acquisition (in thousands): Fair Value Weighted Average Useful Life Consolidated statements of comprehensive loss Classification:Amortization expense Developed technology $ 3,800 4 years Cost of sales Customer contracts and related relationships 1,250 6 years Sales and marketing expense Order backlog 150 2 years Cost of sales Trademarks/trade names/domain names 150 3 years General and administrative Total intangible assets subject to amortization $ 5,350 |
Badgeville, Inc. | |
Acquisitions | |
Schedule of components of acquisition purchase price | The purchase price allocation for Badgeville is summarized as follows (in thousands): Fair Value Net liabilities assumed $ (1,791 ) Intangible assets 5,200 Goodwill 4,091 Total purchase price $ 7,500 |
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 Badgeville acquisition (in thousands): Fair Value Weighted Average Useful Life Consolidated statements of comprehensive loss Classification:Amortization expense Developed technology 4,300 5 years Cost of sales Customer contracts and related relationships $ 700 3 years Sales and marketing expense Trademarks / trade names / domain names 200 7 years General and administrative Total intangible assets subject to amortization $ 5,200 |
ViewCentral LLC | |
Acquisitions | |
Schedule of components of acquisition purchase price | The purchase price allocation for ViewCentral is summarized as follows (in thousands): Fair Value Net liabilities assumed $ (1,568 ) Intangible assets 1,700 Goodwill 3,868 Total purchase price $ 4,000 |
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 ViewCentral acquisition (in thousands): Fair Value Weighted Average Useful Life Consolidated statements of comprehensive loss Customer contracts and related relationships $ 850 6 years Sales and marketing expense Developed technology 700 3 years Cost of sales Order backlog 150 1.8 years Cost of sales Total intangible assets subject to amortization $ 1,700 |
BridgeFront LLC | |
Acquisitions | |
Schedule of components of acquisition purchase price | The purchase price allocation for BridgeFront is summarized as follows (in thousands): Fair Value Net liabilities assumed $ (849 ) Intangible assets 2,100 Goodwill 3,750 Total purchase price $ 5,001 |
Schedule of intangible assets | The following table sets forth the components of identifiable intangible assets acquired, their weighted-average useful lives over which they will be amortized using the higher of the straight-line method or the pattern in which the economic benefits of the intangible assets will be consumed. The classification of their amortized expense in the consolidated statements of comprehensive loss (in thousands): Fair Value Weighted -Average Useful life Consolidated statements of comprehensive loss Classification: Amortization Expense Developed technology $ 1,800 5 years Cost of sales Customer contracts and relationships 300 5 years Sales and marketing expense Total intangible assets subject to amortization $ 2,100 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
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, 2016 and 2015 are as follows (in thousands): Goodwill Balance as of December 31, 2014 $ 46,970 Acquisitions 3,750 Foreign currency translation impact (574 ) Balance as of December 31, 2015 50,146 Acquisitions 16,097 Working capital adjustment (157 ) Foreign currency translation impact (2,129 ) Balance as of December 31, 2016 $ 63,957 |
Schedule of intangible assets | Intangible assets consisted of the following as of December 31, 2016 and 2015 (in thousands): December 31, 2015 Cost December 31, 2015 Net Net Additions (1) Foreign Currency Translation Impact Amortization Expense December 31, 2016 Net Weighted Average Amortization Period (Years) Developed technology $ 27,500 $ 9,172 $ 9,790 $ (328 ) $ (4,220 ) $ 14,414 2.1 Customer contracts and relationships 9,714 3,075 2,800 (91 ) (1,435 ) 4,349 4.9 Tradenames 2,208 755 375 (55 ) (339 ) 736 2.9 Patents and licenses 3,279 1,883 145 — (373 ) 1,655 5.8 Other 195 — 569 — (64 ) 505 1.1 Intangible assets, net $ 42,896 $ 14,885 $ 13,679 $ (474 ) $ (6,431 ) $ 21,659 (1) Included in the additions are the intangibles acquired for ViewCentral of $1.7 million , Badgeville of $5.2 million and DataHug of $5.4 million as discussed in Note 2, Acquisitions, to the consolidated financial statements. December 31, December 31, 2014 Net Net Additions (1) Foreign Currency Translation Impact Amortization Expense (2) December 31, Weighted Developed technology $ 25,093 $ 10,251 $ 2,407 $ (32 ) $ (3,450 ) $ 9,172 3.5 Customer contracts and relationships 9,414 4,270 300 (39 ) (1,456 ) 3,075 3.0 Tradenames 2,208 1,191 — (37 ) (399 ) 755 2.8 Patents and licenses 3,059 2,045 220 — (382 ) 1,883 5.4 Other 195 — — — — — N/A Intangible assets, net $ 39,969 $ 17,757 $ 2,927 $ (108 ) $ (5,687 ) $ 14,885 ( 1) Included in the additions are the intangibles acquired in 2015 for BridgeFront of $2.1 million as discussed in Note 2, Acquisitions, to the consolidated financial statements. (2) Included in amortization expense is $0.3 million of impairment on intangibles. |
Schedule of future expected amortization | Total future expected amortization is as follows (in thousands): Developed Technology Customer Contracts and Relationships Tradenames Patents and Licenses Other Total Year Ending December 31, 2017 $ 5,261 $ 1,475 $ 268 $ 378 $ 271 $ 7,653 2018 4,302 1,077 161 347 186 6,073 2019 2,535 497 147 212 45 3,436 2020 1,241 354 64 201 3 1,863 2021 557 320 41 200 — 1,118 2022 and beyond 518 626 55 317 — 1,516 Total expected amortization expense $ 14,414 $ 4,349 $ 736 $ 1,655 $ 505 $ 21,659 |
Financial Instruments (Tables)
Financial Instruments (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
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, 2015 (in thousands): December 31, 2015 Amortized Gross Gross Estimated Cash $ 77,191 $ — $ — $ 77,191 Cash equivalents: Money market funds 41 — — 41 Total cash equivalents 41 — — 41 Total cash and cash equivalents $ 77,232 $ — $ — $ 77,232 Short-term investments: Certificate of deposits $ 1,500 $ — $ — $ 1,500 U.S. government and agency obligations 7,423 — (16 ) 7,407 Corporate notes and obligations 11,087 — (17 ) 11,070 Total short-term investments $ 20,010 $ — $ (33 ) $ 19,977 The components of the Company's marketable debt securities classified as available-for-sale were as follows at December 31, 2016 (in thousands): December 31, 2016 Amortized Gross Gross Estimated Cash $ 147,680 $ — $ — $ 147,680 Cash equivalents: Money market funds 328 — — 328 Total cash equivalents 328 — — 328 Total cash and cash equivalents $ 148,008 $ — $ — $ 148,008 Short-term investments: Certificate of deposits $ 1,200 $ — $ — $ 1,200 U.S. government and agency obligations 19,351 19 (18 ) 19,352 Corporate notes and obligations 18,716 18 (20 ) 18,714 Total short-term investments $ 39,267 $ 37 $ (38 ) $ 39,266 |
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, 2016 (in thousands): Contractual Maturity Amortized Cost Estimated Fair Value Less than 1 year $ 32,252 $ 32,262 Between 1 and 2 years 7,015 7,004 Total $ 39,267 $ 39,266 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, 2015 (in thousands): Contractual Maturity Amortized Estimated Less than 1 year $ 15,151 $ 15,133 Between 1 and 2 years 4,859 4,844 Total $ 20,010 $ 19,977 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Fair Value Disclosures [Abstract] | |
Schedule of estimated fair value of financial assets | The Company measures financial assets and liabilities 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, 2016 and 2015 (in thousands): Fair Value Measurements at Reporting Date Using: Quoted Prices in Active Markets for Identical Assets Significant Other Observable Inputs Significant Unobservable Inputs December 31, 2016 Total (Level 1) (Level 2) (Level 3) Assets: Money market funds (1) $ 328 $ 328 $ — $ — Certificates of deposit (2) 1,200 — 1,200 — U.S. government and agency obligations (2) 19,352 — 19,352 — Corporate notes and obligations (2) 18,714 — 18,714 — Foreign currency derivative contracts (3) 76 76 Total $ 39,670 $ 328 $ 39,342 $ — Liabilities: Foreign currency derivative contracts (4) $ 53 $ — $ 53 $ — Total $ 53 $ — $ 53 $ — Fair Value Measurements at Reporting Date Using: Quoted Prices in Significant Significant December 31, 2015 Total (Level 1) (Level 2) (Level 3) Assets: Money market funds (1) $ 41 $ 41 $ — $ — Certificates of deposit (2) 1,500 — 1,500 — U.S. government and agency obligations (2) 7,407 — 7,407 — Corporate notes and obligations (2) 11,070 — 11,070 — Total $ 20,018 $ 41 $ 19,977 $ — Liabilities: Contingent consideration and related liabilities (4) $ 324 $ — $ — $ 324 Total $ 324 $ — $ — $ 324 _____________________________________________________________________________ (1) Included in cash and cash equivalents on the consolidated balance sheets. (2) Included in short-term investments on the consolidated balance sheets. (3) Included in prepaid and other current assets on the consolidated balance sheets. (4) Included in accrued expenses on the consolidated balance sheets. |
Balance Sheet Components (Table
Balance Sheet Components (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
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, 2016 2015 Equipment 3-8 years $ 38,770 $ 27,481 Purchased software 3 years 15,588 6,860 Furniture and fixtures 5 years 2,499 2,220 Leasehold improvements Lease term up to 5 years 5,316 4,305 Construction in progress 1,462 2,190 Property and equipment, gross 63,635 43,056 Less: Accumulated depreciation 28,179 22,516 Property and equipment, net $ 35,456 $ 20,540 |
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, 2016 2015 Deferred commissions $ 9,477 $ 5,971 Prepaid expenses 7,378 4,894 Other current assets 1,420 520 Total prepaid and other current assets $ 18,275 $ 11,385 |
Schedule of components of accrued payroll and related expenses | Accrued payroll and related expenses consisted of the following (in thousands): As of December 31, 2016 2015 Commissions $ 6,909 $ 3,362 Vacation accrual 3,641 3,189 Bonus 3,599 3,173 ESPP 1,723 1,109 Accrued payroll related expenses 1,959 1,677 Total accrued payroll related expenses $ 17,831 $ 12,510 |
Schedule of components of accrued expenses | Accrued expenses consisted of the following (in thousands): As of December 31, 2016 2015 Equipment financing arrangement $ 2,586 $ — Holdback payable 1,300 403 Customer payments 1,078 1,046 Versata litigation settlement 465 1,963 Other accrued expenses 9,697 7,605 Total accrued expenses $ 15,126 $ 11,017 |
Contractual Obligations, Comm28
Contractual Obligations, Commitments and Contingencies (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of non-cancelable long-term operating and capital lease obligations and unconditional purchase commitments | Future minimum lease payments under non-cancellable operating leases (with initial or remaining lease terms in excess of one year) and purchase commitments as of December 31, 2016 are as follows (in thousands): Unconditional Purchase Commitments (1) Operating Lease Commitments (2) Year Ending December 31: 2017 $ 18,189 $ 3,504 2018 9,504 4,190 2019 6,004 3,880 2020 3,008 3,979 2021 — 3,737 2022 and beyond — 2,693 Future minimum payments $ 36,705 $ 21,983 (1) Primarily represents amounts associated with agreements that are enforceable, legally binding and specify terms, including: software purchases, data center equipment purchases and maintenance agreements. In addition, amounts include unconditional purchase agreements during the normal course of business with various vendors for future services. (2) The Company has facilities under several non-cancellable operating lease agreements that expire at various dates through 2025. The Company's rent expense for the years ended December 31, 2016 , 2015 and 2014 was $ 3.6 million , $ 3.0 million and $ 2.1 million , respectively. During the year ended December 31, 2016, the Company entered into an office lease expansion of its headquarters in Dublin, California, as well as office space leases for facilities in Hyderabad, India and Belgrade, Serbia. |
Net Loss Per Share (Tables)
Net Loss Per Share (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
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): Year Ended December 31, 2016 2015 2014 Restricted stock 3,667 2,728 2,379 Stock options 548 883 1,630 ESPP 66 10 39 Convertible notes — — 829 Total 4,281 3,621 4,877 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
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: Year Ended December 31, 2016 2015 2014 (Number of Shares) Beginning Available 4,358,989 770,511 2,478,798 Authorized — 5,000,000 — Granted (2,160,627 ) (1,865,864 ) (1,913,499 ) Cancelled 317,234 454,342 383,549 Expired — — (178,337 ) Ending Available 2,515,596 4,358,989 770,511 |
Summary of stock-based compensation expenses | The table below sets forth a summary of stock-based compensation expense as follows (in thousands). Year Ended December 31, 2016 2015 2014 Stock-based compensation: Stock Options $ 579 $ 613 $ 790 Restricted Stock Units ("RSU") 20,452 13,524 7,705 Performance-based Restricted Stock Units ("PSU") 6,517 3,505 2,370 Employee Stock Purchase Plan ("ESPP") 1,575 950 948 Total stock-based compensation $ 29,123 $ 18,592 $ 11,813 |
Schedule of functional classification of stock-based compensation expense | The table below sets forth the functional classification of stock-based compensation expense as follows (in thousands): Year Ended December 31, 2016 2015 2014 Stock-based compensation: Cost of recurring revenue $ 1,639 $ 1,237 $ 911 Cost of services and other revenue 2,097 1,149 1,026 Sales and marketing 9,244 5,488 3,518 Research and development 5,147 3,031 2,012 General and administrative 10,996 7,687 4,346 Total stock-based compensation $ 29,123 $ 18,592 $ 11,813 |
Schedule of valuation assumptions for determining the fair value of stock options and employee stock purchase plans | 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. Year Ended December 31, 2016 2015 2014 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 0.45% to 0.57% 0.25% to 0.38% 0.05% to 0.12% Volatility 33% to 43% 39% to 40% 47% to 50% Dividend Yield — — — |
Schedule of stock option activity | Stock option activity is summarized below: Number of Shares Weighted Average Exercise Price Weighted Average Remaining Contractual Term (Years) Aggregate Intrinsic Value (in thousands) Outstanding as of December 31, 2013 1,948,214 $ 5.34 Exercised (701,220 ) 4.09 $ 5,940 Forfeited (44,407 ) 7.40 Expired (26,626 ) 10.17 Outstanding as of December 31, 2014 1,175,961 5.89 Exercised (452,554 ) 4.63 4,913 Forfeited (50,760 ) 6.21 Outstanding as of December 31, 2015 672,647 6.63 Exercised (197,879 ) 6.73 2,232 Forfeited (45,000 ) 5.74 Outstanding as of December 31, 2016 429,768 $ 6.68 6.47 $ 4,287 Vested and Expected to Vest as of December 31, 2016 428,099 $ 6.67 6.47 $ 4,271 Exercisable as of December 31, 2016 349,185 $ 6.60 6.46 $ 3,507 |
Schedule of range of exercise prices and weighted average remaining contractual life of outstanding options | As of December 31, 2016 , 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 Shares Weighted Average Remaining Contractual Life (Years) Weighted Average Exercise Price Number of Shares Weighted Average Exercise Price $4.31 - $4.31 4,688 6.33 $ 4.31 2,604 $ 4.31 $5.27 - $5.27 15,000 5.43 5.27 15,000 5.27 $6.01 - $6.01 122,000 6.41 6.01 109,291 6.01 $6.25 - $6.25 15,000 6.43 6.25 15,000 6.25 $6.42 - $6.42 3,200 5.00 6.42 3,200 6.42 $6.59 - $6.59 111,574 6.49 6.59 88,045 6.59 $6.67 - $6.67 40,000 6.58 6.67 34,166 6.67 $7.69 - $7.69 113,681 6.66 7.69 79,004 7.69 $9.17 - $9.17 1,625 6.75 9.17 500 9.17 $10.35 - $10.35 3,000 6.83 10.35 2,375 10.35 $4.31 - $10.35 429,768 6.47 $ 6.68 349,185 6.60 |
Schedule of restricted and performance stock unit activity | Restricted unit and performance-based restricted stock unit activity is summarized below: Restricted Stock Units Performance-based Restricted Stock Units Number of Shares Weighted Average Remaining Contractual Term (Years) Aggregate Intrinsic Value (in thousands) Number of Shares Weighted Aggregate Unreleased as of December 31, 2013 1,525,381 182,033 Granted 1,441,699 471,800 Released (653,412 ) (82,857 ) Forfeited (138,745 ) (44,862 ) Unreleased as of December 31, 2014 2,174,923 526,114 Granted 1,446,908 418,956 Released (1,453,595 ) (89,314 ) Forfeited (169,472 ) (58,997 ) Unreleased as of December 31, 2015 1,998,764 796,759 Granted 2,098,302 62,325 Released (1,293,244 ) — Forfeited (87,856 ) — Unreleased as of December 31, 2016 2,715,966 0.78 $ 45,221 859,084 0.91 $ 14,304 Vested and Expected to Vest as of December 31, 2016 2,547,930 0.79 $ 42,423 812,919 0.88 $ 13,535 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
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 income (loss) before income taxes by income tax jurisdiction (in thousands): Year Ended December 31, 2016 2015 2014 United States $ (19,164 ) $ (13,000 ) $ (11,557 ) Foreign 1,326 643 1,008 Total $ (17,838 ) $ (12,357 ) $ (10,549 ) |
Schedule of provision for income taxes | The provision for income taxes consists of the following (in thousands): Year Ended December 31, 2016 2015 2014 Current: Federal $ (20 ) $ 4 $ (25 ) State (4 ) 3 3 Foreign 973 992 1,138 Deferred: Federal 272 148 78 State 21 1 (89 ) Foreign (114 ) (357 ) (93 ) Provision for income taxes $ 1,128 $ 791 $ 1,012 |
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, 2016 2015 2014 Federal tax at statutory rate $ (6,065 ) $ (4,200 ) $ (3,587 ) State taxes, net of benefit — 4 3 Non-deductible expenses 1,946 600 453 Foreign taxes 408 415 703 Current year net operating losses and other deferred tax assets for which no benefit has been recognized 5,476 4,423 4,828 Research and experimentation credit (637 ) (451 ) (1,239 ) Tax benefit due to the recognition of acquired deferred tax liabilities — — (149 ) Provision for income taxes $ 1,128 $ 791 $ 1,012 |
Schedule of components of net deferred tax assets | Deferred tax accounts consist of the following (in thousands): As of December 31, 2016 2015 Deferred tax assets: Net operating loss carryforwards $ 58,215 $ 57,058 Accrued expenses 1,600 4,743 Unrealized gain/loss on investments 72 263 Research and experimentation credit carryforwards 15,086 13,682 Capitalized research and experimentation costs 19,558 16,660 Deferred stock compensation 7,717 4,775 Gross deferred tax assets 102,248 97,181 Less valuation allowance (101,698 ) (96,608 ) Total deferred tax assets, net of valuation allowance 550 573 Deferred tax liabilities: Goodwill (1,479 ) (1,174 ) Property and equipment and intangibles (574 ) (816 ) Gross deferred tax liabilities (2,053 ) (1,990 ) Net deferred tax liabilities $ (1,503 ) $ (1,417 ) |
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): Year Ended December 31, 2016 2015 2014 Beginning balance $ 3,213 $ 3,037 $ 2,843 Decreases related to prior year tax positions (31 ) (59 ) (44 ) Increases related to current year tax positions 313 239 270 Reductions to unrecognized tax benefits as a result of a lapse of applicable statute of limitations (28 ) (4 ) (32 ) Ending balance (1) (2) (3) $ 3,467 $ 3,213 $ 3,037 (1) 2014 ending balance consists of $2.7 million of the unrecognized tax benefits which reduced deferred tax assets, and $0.3 million was included in other liabilities on the consolidated balance sheet. (2) 2015 ending balance consists of $ 2.9 million of the unrecognized tax benefits which reduced deferred tax assets, and $ 0.4 million was included in other liabilities on the consolidated balance sheet. (3) 2016 ending balance consists of $ 3.1 million of the unrecognized tax benefits which reduced deferred tax assets, and $ 0.4 million was included in other liabilities on the consolidated balance sheet. |
Segment, Geographic and Custo32
Segment, Geographic and Customer Information (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Segment Reporting [Abstract] | |
Summary of revenues by geographic areas | The following table summarizes revenue by geographic areas (in thousands): Year Ended December 31, 2016 2015 2014 United States and Canada $ 168,957 $ 142,276 $ 110,707 EMEA 22,888 17,695 15,162 Asia Pacific 10,265 9,627 8,400 Other 4,608 3,489 2,349 $ 206,718 $ 173,087 $ 136,618 |
The Company and Significant A33
The Company and Significant Accounting Policies - Fair Value of Financial Instruments and Concentrations of Credit Risk (Details) - Line of Credit - Wells Fargo Credit Agreement - USD ($) | 1 Months Ended | 12 Months Ended | |||
Jun. 30, 2015 | Dec. 31, 2016 | Sep. 30, 2015 | Sep. 30, 2014 | May 31, 2014 | |
Line of Credit Facility [Line Items] | |||||
Maximum borrowing capacity | $ 15,000,000 | $ 15,000,000 | $ 10,000,000 | ||
Minimum | |||||
Line of Credit Facility [Line Items] | |||||
Maximum borrowing capacity | 5,000,000 | ||||
Maximum | |||||
Line of Credit Facility [Line Items] | |||||
Maximum borrowing capacity | $ 10,000,000 | ||||
Revolving Credit Facility [Member] | |||||
Line of Credit Facility [Line Items] | |||||
Repayments of lines of credit | $ 10,500,000 | ||||
Borrowings outstanding during period | $ 0 | ||||
Revolving Credit Facility [Member] | Minimum | |||||
Line of Credit Facility [Line Items] | |||||
Basis spread on variable rate (as a percent) | 0.75% | ||||
Revolving Credit Facility [Member] | Maximum | |||||
Line of Credit Facility [Line Items] | |||||
Basis spread on variable rate (as a percent) | 2.25% |
The Company and Significant A34
The Company and Significant Accounting Policies - Allowance for Doubtful Accounts (Details) - Allowance for doubtful accounts - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Allowance for doubtful accounts | |||
Balance at Beginning of Year | $ 1,310 | $ 1,063 | $ 650 |
Additions | 1,194 | 912 | 996 |
Deductions | (968) | (665) | (583) |
Balance at End of Year | $ 1,536 | $ 1,310 | $ 1,063 |
The Company and Significant A35
The Company and Significant Accounting Policies - Property and Equipment, net (Details) | 12 Months Ended |
Dec. 31, 2016 | |
Minimum | |
Property and Equipment, net | |
Useful lives | 2 years |
Maximum | |
Property and Equipment, net | |
Useful lives | 8 years |
The Company and Significant A36
The Company and Significant Accounting Policies - Goodwill, Intangible Assets, Long-Lived Assets and Impairment Assessments (Details) | 12 Months Ended | ||
Dec. 31, 2016USD ($)segment | Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($) | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |||
Number of reporting units | segment | 1 | ||
Intangible assets with finite lives | |||
Impairment on intangible assets | $ | $ 0 | $ 300,000 | $ 0 |
Minimum | |||
Intangible assets with finite lives | |||
Amortization period | 1 year | ||
Maximum | |||
Intangible assets with finite lives | |||
Amortization period | 12 years |
The Company and Significant A37
The Company and Significant Accounting Policies - Business Combinations (Details) | 12 Months Ended |
Dec. 31, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Measurement period of business combinations | 1 year |
The Company and Significant A38
The Company and Significant Accounting Policies - Deferred Commissions (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |||
Deferred Costs | $ 11.5 | $ 7.1 | |
Deferred commissions included in prepaid and other current assets | 9.5 | 6 | |
Restructuring Charges | $ 1 | $ 0.6 | $ 1 |
The Company and Significant A39
The Company and Significant Accounting Policies - Income Taxes (Details) $ in Thousands | Dec. 31, 2016USD ($) |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Interest and penalties associated with unrecognized tax benefits | $ 15 |
The Company and Significant A40
The Company and Significant Accounting Policies - Advertising Costs (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |||
Advertising expense | $ 3.8 | $ 2.1 | $ 1.2 |
Acquisitions - Narrative (Detai
Acquisitions - Narrative (Details) - USD ($) $ in Millions | Nov. 07, 2016 | Jun. 24, 2016 | Apr. 08, 2016 | Jul. 22, 2015 | Dec. 31, 2016 |
DataHug, Ltd. | |||||
Acquisitions | |||||
Purchase consideration | $ 13 | ||||
Cash paid for the acquisition | 11.7 | ||||
Consideration held back for stakeholder representative expenses | $ 1.3 | ||||
Holdback period | 1 year | ||||
ViewCentral LLC | |||||
Acquisitions | |||||
Cash paid for the acquisition | $ 4 | ||||
BridgeFront LLC | |||||
Acquisitions | |||||
Cash paid for the acquisition | $ 4.4 | ||||
Consideration held back for stakeholder representative expenses | 0.1 | ||||
Indemnity holdback | 0.4 | ||||
Earn out payments | 0.6 | ||||
Earn out payments compensation expense | 0.5 | ||||
Working capital adjustment | 0.1 | ||||
BridgeFront LLC | Earn-Out | |||||
Acquisitions | |||||
Contingent consideration liability | $ 0.1 | $ 0.3 | |||
Badgeville, Inc. | |||||
Acquisitions | |||||
Cash paid for the acquisition | $ 7.5 |
Acquisitions - Summary of Purch
Acquisitions - Summary of Purchase Price Allocation (Details) - USD ($) $ in Thousands | Nov. 07, 2016 | Jun. 24, 2016 | Apr. 08, 2016 | Jul. 22, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 |
Components of identifiable intangible assets acquired in connection with the acquisition | |||||||
Goodwill | $ 63,957 | $ 50,146 | $ 46,970 | ||||
DataHug, Ltd. | |||||||
Components of identifiable intangible assets acquired in connection with the acquisition | |||||||
Net liabilities assumed | $ (600) | ||||||
Identifiable intangible assets | 5,350 | ||||||
Goodwill | 8,138 | ||||||
Total purchase price | $ 12,888 | ||||||
Badgeville, Inc. | |||||||
Components of identifiable intangible assets acquired in connection with the acquisition | |||||||
Net liabilities assumed | $ (1,791) | ||||||
Identifiable intangible assets | 5,200 | ||||||
Goodwill | 4,091 | ||||||
Total purchase price | $ 7,500 | ||||||
ViewCentral LLC | |||||||
Components of identifiable intangible assets acquired in connection with the acquisition | |||||||
Net liabilities assumed | $ (1,568) | ||||||
Identifiable intangible assets | 1,700 | ||||||
Goodwill | 3,868 | ||||||
Total purchase price | $ 4,000 | ||||||
BridgeFront LLC | |||||||
Components of identifiable intangible assets acquired in connection with the acquisition | |||||||
Net liabilities assumed | $ (849) | ||||||
Identifiable intangible assets | 2,100 | ||||||
Goodwill | 3,750 | ||||||
Total purchase price | $ 5,001 |
Acquisitions - Schedule of Inta
Acquisitions - Schedule of Intangible Assets (Details) - USD ($) $ in Thousands | Nov. 07, 2016 | Jun. 24, 2016 | Apr. 08, 2016 | Jul. 22, 2015 | Dec. 31, 2016 | Dec. 31, 2015 |
Business Acquisition [Line Items] | ||||||
Finite-lived Intangible Assets Acquired | $ 13,679 | $ 2,927 | ||||
DataHug, Ltd. | ||||||
Business Acquisition [Line Items] | ||||||
Finite-lived Intangible Assets Acquired | $ 5,350 | 5,400 | ||||
Badgeville, Inc. | ||||||
Business Acquisition [Line Items] | ||||||
Finite-lived Intangible Assets Acquired | $ 5,200 | 5,200 | ||||
ViewCentral LLC | ||||||
Business Acquisition [Line Items] | ||||||
Finite-lived Intangible Assets Acquired | $ 1,700 | 1,700 | ||||
BridgeFront LLC | ||||||
Business Acquisition [Line Items] | ||||||
Finite-lived Intangible Assets Acquired | $ 2,100 | |||||
Technology-Based Intangible Assets | DataHug, Ltd. | ||||||
Business Acquisition [Line Items] | ||||||
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 4 years | |||||
Technology-Based Intangible Assets | Badgeville, Inc. | ||||||
Business Acquisition [Line Items] | ||||||
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 5 years | |||||
Technology-Based Intangible Assets | ViewCentral LLC | ||||||
Business Acquisition [Line Items] | ||||||
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 3 years | |||||
Technology-Based Intangible Assets | BridgeFront LLC | ||||||
Business Acquisition [Line Items] | ||||||
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 5 years | |||||
Customer Contracts | DataHug, Ltd. | ||||||
Business Acquisition [Line Items] | ||||||
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 6 years | |||||
Customer Contracts | Badgeville, Inc. | ||||||
Business Acquisition [Line Items] | ||||||
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 3 years | |||||
Customer Contracts | ViewCentral LLC | ||||||
Business Acquisition [Line Items] | ||||||
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 6 years | |||||
Order or Production Backlog | DataHug, Ltd. | ||||||
Business Acquisition [Line Items] | ||||||
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 2 years | |||||
Order or Production Backlog | ViewCentral LLC | ||||||
Business Acquisition [Line Items] | ||||||
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 1 year 9 months 18 days | |||||
Trademarks and Trade Names | DataHug, Ltd. | ||||||
Business Acquisition [Line Items] | ||||||
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 3 years | |||||
Trademarks and Trade Names | Badgeville, Inc. | ||||||
Business Acquisition [Line Items] | ||||||
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 7 years | |||||
Customer relationships | ||||||
Business Acquisition [Line Items] | ||||||
Finite-lived Intangible Assets Acquired | $ 2,800 | $ 300 | ||||
Customer relationships | BridgeFront LLC | ||||||
Business Acquisition [Line Items] | ||||||
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 5 years | |||||
Cost of Sales | Technology-Based Intangible Assets | DataHug, Ltd. | ||||||
Business Acquisition [Line Items] | ||||||
Finite-lived Intangible Assets Acquired | $ 3,800 | |||||
Cost of Sales | Technology-Based Intangible Assets | Badgeville, Inc. | ||||||
Business Acquisition [Line Items] | ||||||
Finite-lived Intangible Assets Acquired | $ 4,300 | |||||
Cost of Sales | Technology-Based Intangible Assets | ViewCentral LLC | ||||||
Business Acquisition [Line Items] | ||||||
Finite-lived Intangible Assets Acquired | $ 700 | |||||
Cost of Sales | Technology-Based Intangible Assets | BridgeFront LLC | ||||||
Business Acquisition [Line Items] | ||||||
Finite-lived Intangible Assets Acquired | $ 1,800 | |||||
Cost of Sales | Order or Production Backlog | DataHug, Ltd. | ||||||
Business Acquisition [Line Items] | ||||||
Finite-lived Intangible Assets Acquired | 150 | |||||
Cost of Sales | Order or Production Backlog | ViewCentral LLC | ||||||
Business Acquisition [Line Items] | ||||||
Finite-lived Intangible Assets Acquired | 150 | |||||
Sales and marketing | Customer Contracts | DataHug, Ltd. | ||||||
Business Acquisition [Line Items] | ||||||
Finite-lived Intangible Assets Acquired | 1,250 | |||||
Sales and marketing | Customer Contracts | Badgeville, Inc. | ||||||
Business Acquisition [Line Items] | ||||||
Finite-lived Intangible Assets Acquired | 700 | |||||
Sales and marketing | Customer Contracts | ViewCentral LLC | ||||||
Business Acquisition [Line Items] | ||||||
Finite-lived Intangible Assets Acquired | $ 850 | |||||
Sales and marketing | Customer relationships | BridgeFront LLC | ||||||
Business Acquisition [Line Items] | ||||||
Finite-lived Intangible Assets Acquired | $ 300 | |||||
General and administrative | Trademarks and Trade Names | DataHug, Ltd. | ||||||
Business Acquisition [Line Items] | ||||||
Finite-lived Intangible Assets Acquired | $ 150 | |||||
General and administrative | Trademarks and Trade Names | Badgeville, Inc. | ||||||
Business Acquisition [Line Items] | ||||||
Finite-lived Intangible Assets Acquired | $ 200 |
Goodwill and Intangible Asset44
Goodwill and Intangible Assets - Changes in Carrying Amount of Goodwill (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2016 | Dec. 31, 2015 | |
Changes in the carrying amount of goodwill | ||
Balance at the beginning of the period | $ 50,146 | $ 46,970 |
Acquisitions | 16,097 | 3,750 |
Working capital adjustment | (157) | |
Foreign currency translation impact | (2,129) | (574) |
Balance at the end of the period | $ 63,957 | $ 50,146 |
Goodwill and Intangible Asset45
Goodwill and Intangible Assets - Narrative (Details) - USD ($) | 1 Months Ended | 12 Months Ended | |||||||||
Nov. 30, 2016 | Jun. 30, 2016 | Apr. 30, 2016 | Jul. 31, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | Nov. 07, 2016 | Jun. 24, 2016 | Apr. 08, 2016 | Jul. 22, 2015 | |
Intangible assets with finite lives | |||||||||||
Acquisitions | $ 16,097,000 | $ 3,750,000 | |||||||||
Amortization of intangible assets | 6,431,000 | 5,687,000 | $ 4,971,000 | ||||||||
Impairment on intangible assets | $ 0 | $ 300,000 | $ 0 | ||||||||
Minimum | |||||||||||
Intangible assets with finite lives | |||||||||||
Amortization period | 1 year | ||||||||||
Maximum | |||||||||||
Intangible assets with finite lives | |||||||||||
Amortization period | 12 years | ||||||||||
ViewCentral LLC | |||||||||||
Intangible assets with finite lives | |||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Intangible Assets, Other than Goodwill | $ 1,700,000 | ||||||||||
Acquisitions | $ 3,900,000 | ||||||||||
Badgeville, Inc. | |||||||||||
Intangible assets with finite lives | |||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Intangible Assets, Other than Goodwill | $ 5,200,000 | ||||||||||
Acquisitions | $ 4,100,000 | ||||||||||
DataHug, Ltd. | |||||||||||
Intangible assets with finite lives | |||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Intangible Assets, Other than Goodwill | $ 5,350,000 | ||||||||||
Acquisitions | $ 8,100,000 | ||||||||||
BridgeFront LLC | |||||||||||
Intangible assets with finite lives | |||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Intangible Assets, Other than Goodwill | $ 2,100,000 | ||||||||||
Acquisitions | $ 3,800,000 |
Goodwill and Intangible Asset46
Goodwill and Intangible Assets - Schedule of Intangible Assets (Details) - USD ($) | Nov. 07, 2016 | Jun. 24, 2016 | Apr. 08, 2016 | Jul. 22, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 |
Changes in intangible assets during the year | |||||||
Cost | $ 42,896,000 | $ 39,969,000 | |||||
Balance at the beginning of the period, net | $ 14,885,000 | 17,757,000 | |||||
Net Additions | 13,679,000 | 2,927,000 | |||||
Foreign Currency Translation Impact | (474,000) | (108,000) | |||||
Amortization Expense | (6,431,000) | (5,687,000) | (4,971,000) | ||||
Balance at the end of the period, net | 21,659,000 | 14,885,000 | 17,757,000 | ||||
Impairment on intangible assets | 0 | 300,000 | 0 | ||||
Developed technology | |||||||
Changes in intangible assets during the year | |||||||
Cost | 27,500,000 | 25,093,000 | |||||
Balance at the beginning of the period, net | 9,172,000 | 10,251,000 | |||||
Net Additions | 9,790,000 | 2,407,000 | |||||
Foreign Currency Translation Impact | (328,000) | (32,000) | |||||
Amortization Expense | (4,220,000) | (3,450,000) | |||||
Balance at the end of the period, net | $ 14,414,000 | $ 9,172,000 | 10,251,000 | ||||
Developed technology | Weighted average | |||||||
Changes in intangible assets during the year | |||||||
Weighted Average Amortization Period | 2 years 1 month 6 days | 3 years 6 months | |||||
Customer relationships | |||||||
Changes in intangible assets during the year | |||||||
Cost | $ 9,714,000 | 9,414,000 | |||||
Balance at the beginning of the period, net | $ 3,075,000 | 4,270,000 | |||||
Net Additions | 2,800,000 | 300,000 | |||||
Foreign Currency Translation Impact | (91,000) | (39,000) | |||||
Amortization Expense | (1,435,000) | (1,456,000) | |||||
Balance at the end of the period, net | $ 4,349,000 | $ 3,075,000 | 4,270,000 | ||||
Customer relationships | Weighted average | |||||||
Changes in intangible assets during the year | |||||||
Weighted Average Amortization Period | 4 years 10 months 24 days | 3 years | |||||
Tradenames | |||||||
Changes in intangible assets during the year | |||||||
Cost | $ 2,208,000 | 2,208,000 | |||||
Balance at the beginning of the period, net | $ 755,000 | 1,191,000 | |||||
Net Additions | 375,000 | 0 | |||||
Foreign Currency Translation Impact | (55,000) | (37,000) | |||||
Amortization Expense | (339,000) | (399,000) | |||||
Balance at the end of the period, net | $ 736,000 | $ 755,000 | 1,191,000 | ||||
Tradenames | Weighted average | |||||||
Changes in intangible assets during the year | |||||||
Weighted Average Amortization Period | 2 years 10 months 24 days | 2 years 9 months 18 days | |||||
Patents and licenses | |||||||
Changes in intangible assets during the year | |||||||
Cost | $ 3,279,000 | 3,059,000 | |||||
Balance at the beginning of the period, net | $ 1,883,000 | 2,045,000 | |||||
Net Additions | 145,000 | 220,000 | |||||
Foreign Currency Translation Impact | 0 | 0 | |||||
Amortization Expense | (373,000) | (382,000) | |||||
Balance at the end of the period, net | $ 1,655,000 | $ 1,883,000 | 2,045,000 | ||||
Patents and licenses | Weighted average | |||||||
Changes in intangible assets during the year | |||||||
Weighted Average Amortization Period | 5 years 9 months 18 days | 5 years 4 months 24 days | |||||
Other | |||||||
Changes in intangible assets during the year | |||||||
Cost | $ 195,000 | 195,000 | |||||
Balance at the beginning of the period, net | $ 0 | 0 | |||||
Net Additions | 569,000 | 0 | |||||
Foreign Currency Translation Impact | 0 | 0 | |||||
Amortization Expense | (64,000) | 0 | |||||
Balance at the end of the period, net | $ 505,000 | $ 0 | $ 0 | ||||
Other | Weighted average | |||||||
Changes in intangible assets during the year | |||||||
Weighted Average Amortization Period | 1 year 1 month 6 days | ||||||
BridgeFront LLC | |||||||
Changes in intangible assets during the year | |||||||
Net Additions | $ 2,100,000 | ||||||
ViewCentral LLC | |||||||
Changes in intangible assets during the year | |||||||
Net Additions | $ 1,700,000 | $ 1,700,000 | |||||
Badgeville, Inc. | |||||||
Changes in intangible assets during the year | |||||||
Net Additions | $ 5,200,000 | 5,200,000 | |||||
DataHug, Ltd. | |||||||
Changes in intangible assets during the year | |||||||
Net Additions | $ 5,350,000 | $ 5,400,000 |
Goodwill and Intangible Asset47
Goodwill and Intangible Assets - Schedule of Future Expected Amortization (Details) $ in Thousands | Dec. 31, 2016USD ($) |
Future expected amortization expense | |
2,017 | $ 7,653 |
2,018 | 6,073 |
2,019 | 3,436 |
2,020 | 1,863 |
2,021 | 1,118 |
2022 and beyond | 1,516 |
Total expected amortization expense | 21,659 |
Developed technology | |
Future expected amortization expense | |
2,017 | 5,261 |
2,018 | 4,302 |
2,019 | 2,535 |
2,020 | 1,241 |
2,021 | 557 |
2022 and beyond | 518 |
Total expected amortization expense | 14,414 |
Customer relationships | |
Future expected amortization expense | |
2,017 | 1,475 |
2,018 | 1,077 |
2,019 | 497 |
2,020 | 354 |
2,021 | 320 |
2022 and beyond | 626 |
Total expected amortization expense | 4,349 |
Tradenames | |
Future expected amortization expense | |
2,017 | 268 |
2,018 | 161 |
2,019 | 147 |
2,020 | 64 |
2,021 | 41 |
2022 and beyond | 55 |
Total expected amortization expense | 736 |
Patents and licenses | |
Future expected amortization expense | |
2,017 | 378 |
2,018 | 347 |
2,019 | 212 |
2,020 | 201 |
2,021 | 200 |
2022 and beyond | 317 |
Total expected amortization expense | 1,655 |
Other | |
Future expected amortization expense | |
2,017 | 271 |
2,018 | 186 |
2,019 | 45 |
2,020 | 3 |
2,021 | 0 |
2022 and beyond | 0 |
Total expected amortization expense | $ 505 |
Financial Instruments - Narrati
Financial Instruments - Narrative (Details) | 12 Months Ended | ||
Dec. 31, 2016USD ($)investment | Dec. 31, 2015USD ($)investment | Dec. 31, 2014USD ($) | |
Financial Instruments | |||
Short-term investments in unrealized loss position for a duration greater than 12 months | investment | 0 | 0 | |
Realized losses on sale of investments | $ 0 | $ 0 | $ 0 |
Proceeds from maturities and sales of investments, net of purchases | $ 20,000,000 | $ 17,400,000 |
Financial Instruments - Compone
Financial Instruments - Components of Marketable Debt Securities (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 |
Financial instruments | ||||
Cash and cash equivalents | $ 148,008 | $ 77,232 | $ 34,200 | $ 28,295 |
Cash | ||||
Financial instruments | ||||
Cash and cash equivalents | 147,680 | 77,191 | ||
Gross Unrealized Gains | 0 | 0 | ||
Gross Unrealized Losses | 0 | 0 | ||
Estimated Fair Value | 147,680 | 77,191 | ||
Money market funds | ||||
Financial instruments | ||||
Cash and cash equivalents | 328 | 41 | ||
Gross Unrealized Gains | 0 | 0 | ||
Gross Unrealized Losses | 0 | 0 | ||
Estimated Fair Value | 328 | 41 | ||
Cash equivalents | ||||
Financial instruments | ||||
Cash and cash equivalents | 328 | 41 | ||
Gross Unrealized Gains | 0 | 0 | ||
Gross Unrealized Losses | 0 | 0 | ||
Estimated Fair Value | 328 | 41 | ||
Cash and cash equivalents | ||||
Financial instruments | ||||
Cash and cash equivalents | 148,008 | 77,232 | ||
Gross Unrealized Gains | 0 | 0 | ||
Gross Unrealized Losses | 0 | 0 | ||
Estimated Fair Value | 148,008 | 77,232 | ||
Short-term investments | ||||
Financial instruments | ||||
Gross Unrealized Gains | 37 | 0 | ||
Gross Unrealized Losses | (38) | (33) | ||
Total | 39,267 | 20,010 | ||
Total | 39,266 | 19,977 | ||
Certificates of deposit | ||||
Financial instruments | ||||
Gross Unrealized Gains | 0 | 0 | ||
Gross Unrealized Losses | 0 | 0 | ||
Total | 1,200 | 1,500 | ||
Total | 1,200 | 1,500 | ||
U.S. government and agency obligations | ||||
Financial instruments | ||||
Gross Unrealized Gains | 19 | 0 | ||
Gross Unrealized Losses | (18) | (16) | ||
Total | 19,351 | 7,423 | ||
Total | 19,352 | 7,407 | ||
Corporate notes and obligations | ||||
Financial instruments | ||||
Gross Unrealized Gains | 18 | 0 | ||
Gross Unrealized Losses | (20) | (17) | ||
Total | 18,716 | 11,087 | ||
Total | $ 18,714 | $ 11,070 |
Financial Instruments - Schedul
Financial Instruments - Schedule of Maturity Groupings (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Contractual maturity, Amortized Cost | ||
Less than 1 year | $ 32,252 | $ 15,151 |
Between 1 and 2 years | 7,015 | 4,859 |
Total | 39,267 | 20,010 |
Contractual maturity, Estimated Fair value | ||
Less than 1 year | 32,262 | 15,133 |
Between 1 and 2 years | 7,004 | 4,844 |
Total | $ 39,266 | $ 19,977 |
Fair Value Measurements (Detail
Fair Value Measurements (Details) - Ongoing basis - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Assets: | ||
Fair value of assets | $ 39,670 | $ 20,018 |
Liabilities: | ||
Fair value of contingent consideration and related liabilities | 53 | 324 |
Fair value of liabilities | 53 | 324 |
Money market funds | ||
Assets: | ||
Fair value of assets | 328 | 41 |
Certificates of deposit | ||
Assets: | ||
Fair value of assets | 1,200 | 1,500 |
U.S. government and agency obligations | ||
Assets: | ||
Fair value of assets | 19,352 | 7,407 |
Corporate notes and obligations | ||
Assets: | ||
Fair value of assets | 18,714 | 11,070 |
Foreign currency derivative contracts | ||
Assets: | ||
Fair value of assets | 76 | |
Quoted Prices in Active Markets for Identical Assets (Level 1) | ||
Assets: | ||
Fair value of assets | 328 | 41 |
Liabilities: | ||
Fair value of contingent consideration and related liabilities | 0 | 0 |
Fair value of liabilities | 0 | 0 |
Quoted Prices in Active Markets for Identical Assets (Level 1) | Money market funds | ||
Assets: | ||
Fair value of assets | 328 | 41 |
Quoted Prices in Active Markets for Identical Assets (Level 1) | Certificates of deposit | ||
Assets: | ||
Fair value of assets | 0 | 0 |
Quoted Prices in Active Markets for Identical Assets (Level 1) | U.S. government and agency obligations | ||
Assets: | ||
Fair value of assets | 0 | 0 |
Quoted Prices in Active Markets for Identical Assets (Level 1) | Corporate notes and obligations | ||
Assets: | ||
Fair value of assets | 0 | 0 |
Significant Other Observable Inputs (Level 2) | ||
Assets: | ||
Fair value of assets | 39,342 | 19,977 |
Liabilities: | ||
Fair value of contingent consideration and related liabilities | 53 | 0 |
Fair value of liabilities | 53 | 0 |
Significant Other Observable Inputs (Level 2) | Money market funds | ||
Assets: | ||
Fair value of assets | 0 | 0 |
Significant Other Observable Inputs (Level 2) | Certificates of deposit | ||
Assets: | ||
Fair value of assets | 1,200 | 1,500 |
Significant Other Observable Inputs (Level 2) | U.S. government and agency obligations | ||
Assets: | ||
Fair value of assets | 19,352 | 7,407 |
Significant Other Observable Inputs (Level 2) | Corporate notes and obligations | ||
Assets: | ||
Fair value of assets | 18,714 | 11,070 |
Significant Other Observable Inputs (Level 2) | Foreign currency derivative contracts | ||
Assets: | ||
Fair value of assets | 76 | |
Significant Unobservable Inputs (Level 3) | ||
Assets: | ||
Fair value of assets | 0 | 0 |
Liabilities: | ||
Fair value of contingent consideration and related liabilities | 0 | 324 |
Fair value of liabilities | 0 | 324 |
Significant Unobservable Inputs (Level 3) | Money market funds | ||
Assets: | ||
Fair value of assets | 0 | 0 |
Significant Unobservable Inputs (Level 3) | Certificates of deposit | ||
Assets: | ||
Fair value of assets | 0 | 0 |
Significant Unobservable Inputs (Level 3) | U.S. government and agency obligations | ||
Assets: | ||
Fair value of assets | 0 | 0 |
Significant Unobservable Inputs (Level 3) | Corporate notes and obligations | ||
Assets: | ||
Fair value of assets | $ 0 | $ 0 |
Balance Sheet Components (Detai
Balance Sheet Components (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Property and equipment | |||
Property and equipment, gross | $ 63,635 | $ 43,056 | |
Less: Accumulated depreciation | 28,179 | 22,516 | |
Property and equipment, net | 35,456 | 20,540 | |
Depreciation expense | 8,000 | 6,000 | $ 4,800 |
Prepaids and other current assets | |||
Deferred commissions | 9,477 | 5,971 | |
Prepaid expenses | 7,378 | 4,894 | |
Other current assets | 1,420 | 520 | |
Total prepaid and other current assets | 18,275 | 11,385 | |
Accrued payroll and related expenses | |||
Vacation accrual | 6,909 | 3,362 | |
Commissions | 3,641 | 3,189 | |
Accrued Bonuses, Current | 3,599 | 3,173 | |
ESPP | 1,723 | 1,109 | |
Accrued payroll related expenses | 1,959 | 1,677 | |
Total accrued payroll related expenses | 17,831 | 12,510 | |
Accrued expenses | |||
Sales tax payable | 2,586 | 0 | |
Estimated Litigation Liability, Current | 465 | 1,963 | |
Business Acquisition, Indemnity Holdback Accrued | 1,300 | 403 | |
Customer Deposits, Current | 1,078 | 1,046 | |
Other Accrued Liabilities, Current | 9,697 | 7,605 | |
Total accrued expenses | $ 15,126 | 11,017 | |
Minimum | |||
Property and equipment | |||
Useful lives | 2 years | ||
Maximum | |||
Property and equipment | |||
Useful lives | 8 years | ||
Equipment | |||
Property and equipment | |||
Property and equipment, gross | $ 38,770 | 27,481 | |
Equipment | Minimum | |||
Property and equipment | |||
Useful lives | 3 years | ||
Equipment | Maximum | |||
Property and equipment | |||
Useful lives | 5 years | ||
Purchased software | |||
Property and equipment | |||
Property and equipment, gross | $ 15,588 | 6,860 | |
Useful lives | 3 years | ||
Furniture and fixtures | |||
Property and equipment | |||
Property and equipment, gross | $ 2,499 | 2,220 | |
Useful lives | 5 years | ||
Leasehold improvements | |||
Property and equipment | |||
Property and equipment, gross | $ 5,316 | 4,305 | |
Useful lives | 5 years | ||
Construction in progress | |||
Property and equipment | |||
Property and equipment, gross | $ 1,462 | $ 2,190 |
Contractual Obligations, Comm53
Contractual Obligations, Commitments and Contingencies - Schedule of Obligations and Commitments (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Contractual cash obligations | |||
2022 and beyond | $ 0 | ||
Operating lease rent expense | 3,600 | $ 3,000 | $ 2,100 |
Principal of settlement payable | |||
Contractual cash obligations | |||
Future minimum payments | $ 4,300 | ||
Unconditional purchase commitments | |||
Contractual cash obligations | |||
2,017 | 18,189 | ||
2,018 | 9,504 | ||
2,019 | 6,004 | ||
2,020 | 3,008 | ||
2,021 | 0 | ||
Future minimum payments | 36,705 | ||
Operating lease commitments | |||
Contractual cash obligations | |||
2,017 | 3,504 | ||
2,018 | 4,190 | ||
2,019 | 3,880 | ||
2,020 | 3,979 | ||
2,021 | 3,737 | ||
2022 and beyond | 2,693 | ||
Future minimum payments | $ 21,983 |
Contractual Obligations, Comm54
Contractual Obligations, Commitments and Contingencies - Narrative (Details) - USD ($) | 1 Months Ended | 12 Months Ended | ||||
Oct. 31, 2016 | Dec. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Sep. 30, 2014 | May 31, 2014 | |
Commitments and Contingencies | ||||||
Restricted cash and rental deposits | $ 200,000 | $ 300,000 | ||||
Unrecognized Tax Benefits | 3,700,000 | |||||
Unrecognized Tax Benefits that Would Impact Effective Tax Rate | 500,000 | |||||
Estimated Litigation Liability | $ 4,500,000 | |||||
Prepaid royalties | 1,400,000 | |||||
Long-term Line of Credit | 0 | |||||
Versata | ||||||
Commitments and Contingencies | ||||||
Patent settlement | 2,900,000 | |||||
Amortization period | 9 years 6 months | |||||
Xactly Corporation | ||||||
Commitments and Contingencies | ||||||
Quarterly installment of legal settlement | 500,000 | |||||
License fee | $ 2,000,000 | |||||
Principal of settlement payable | ||||||
Commitments and Contingencies | ||||||
Contractual Obligation | $ 4,300,000 | |||||
Line of Credit | Wells Fargo Credit Agreement | ||||||
Commitments and Contingencies | ||||||
Maximum borrowing capacity | $ 15,000,000 | $ 15,000,000 | $ 10,000,000 | |||
Minimum | ||||||
Commitments and Contingencies | ||||||
Amortization period | 1 year | |||||
Minimum | Line of Credit | Wells Fargo Credit Agreement | ||||||
Commitments and Contingencies | ||||||
Maximum borrowing capacity | 5,000,000 | |||||
Maximum | ||||||
Commitments and Contingencies | ||||||
Amortization period | 12 years | |||||
Maximum | Line of Credit | Wells Fargo Credit Agreement | ||||||
Commitments and Contingencies | ||||||
Maximum borrowing capacity | $ 10,000,000 | |||||
Revolving Credit Facility | Minimum | Line of Credit | Wells Fargo Credit Agreement | ||||||
Commitments and Contingencies | ||||||
Basis spread on variable rate (as a percent) | 0.75% | |||||
Revolving Credit Facility | Maximum | Line of Credit | Wells Fargo Credit Agreement | ||||||
Commitments and Contingencies | ||||||
Basis spread on variable rate (as a percent) | 2.25% | |||||
Letter of Credit | Dublin (CA) Headquarter | ||||||
Commitments and Contingencies | ||||||
Line of Credit Facility, Increase (Decrease), Net | $ 1,400,000 | |||||
Line of Credit, Current | $ 0 |
Net Loss Per Share (Details)
Net Loss Per Share (Details) - $ / shares shares in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Net Loss Per Share | |||
Anti-dilutive securities excluded from computation of diluted net loss per share (in shares) | 4,281 | 3,621 | 4,877 |
Restricted stock | |||
Net Loss Per Share | |||
Anti-dilutive securities excluded from computation of diluted net loss per share (in shares) | 3,667 | 2,728 | 2,379 |
Stock options | |||
Net Loss Per Share | |||
Anti-dilutive securities excluded from computation of diluted net loss per share (in shares) | 548 | 883 | 1,630 |
Weighted average exercise price (in dollars per share) | $ 6.66 | $ 6.21 | $ 4.09 |
ESPP | |||
Net Loss Per Share | |||
Anti-dilutive securities excluded from computation of diluted net loss per share (in shares) | 66 | 10 | 39 |
Convertible notes | |||
Net Loss Per Share | |||
Anti-dilutive securities excluded from computation of diluted net loss per share (in shares) | 0 | 0 | 829 |
Stock-Based Compensation - Narr
Stock-Based Compensation - Narrative (Details) $ / shares in Units, $ in Thousands | 12 Months Ended | |||
Dec. 31, 2016USD ($)purchase_periods$ / sharesshares | Dec. 31, 2015USD ($)$ / sharesshares | Dec. 31, 2014USD ($)$ / sharesshares | Jun. 30, 2013shares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Number of shares authorized | shares | 0 | 5,000,000 | 0 | |
Stock-based compensation expense | $ 29,123 | $ 18,592 | $ 11,813 | |
Restricted Stock Units | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Unrecognized compensation expense, share-based awards other than options | $ 26,700 | |||
Weighted average recognition period | 1 year 10 months 2 days | |||
Vesting period | 3 years | |||
Stock options | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Unrecognized compensation expense, stock options | $ 300 | |||
Stock-based compensation expense | $ 579 | 613 | 790 | |
Weighted average recognition period | 6 months 22 days | |||
Intrinsic value of stock options exercised (in dollars) | $ 2,232 | 4,913 | 5,940 | |
Total cash received from employees as a result of stock options exercised | $ 1,300 | 2,000 | 2,900 | |
Vesting period | 4 years | |||
Restricted stock units and performance awards | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Stock-based compensation expense | $ 6,517 | 3,505 | 2,370 | |
Performance stock units | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Performance Period | 3 years | |||
Stock-based compensation expense | $ 5,100 | |||
Weighted average recognition period | 10 months 28 days | |||
ESPP | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Stock-based compensation expense | $ 1,575 | $ 950 | $ 948 | |
Offering period | 12 months | |||
Number of consecutive stock purchase periods in the offering period | purchase_periods | 2 | |||
Purchase price of shares of common stock (as a percent) | 85.00% | |||
Issuance of common stock under stock purchase plans (in shares) | shares | 277,000 | 256,000 | 319,000 | |
Weighted-average fair value of stock units granted (in dollars per share) | $ / shares | $ 4.54 | $ 4.61 | $ 3.59 | |
Unrecognized compensation expense, share-based awards other than options | $ 300 | |||
Weighted average recognition period | 22 days | |||
2015 | Restricted stock units and performance awards | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Stock-based compensation expense | $ 3,100 | $ 700 | ||
2015 | Performance stock units | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Stock-based compensation expense | 400 | |||
2014 | Restricted stock units and performance awards | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Stock-based compensation expense | $ 3,000 | $ 2,800 | $ 1,900 | |
2013 Stock Incentive Plan | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Number of shares authorized | shares | 5,000,000 | 3,469,500 |
Stock-Based Compensation - Shar
Stock-Based Compensation - Shares Available for Grant (Details) - shares | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Shares Available for Grant | |||
Beginning Available (in shares) | 4,358,989 | 770,511 | 2,478,798 |
Authorized (in shares) | 0 | 5,000,000 | 0 |
Granted (in shares) | 2,160,627 | (1,865,864) | (1,913,499) |
Cancelled (in shares) | 317,234 | 454,342 | 383,549 |
Expired (in shares) | 0 | 0 | (178,337) |
Ending Available (in shares) | 2,515,596 | 4,358,989 | 770,511 |
Stock-Based Compensation - Summ
Stock-Based Compensation - Summary of Stock-Based Compensation (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Stock-based compensation | |||
Stock-based compensation expense | $ 29,123 | $ 18,592 | $ 11,813 |
Options | |||
Stock-based compensation | |||
Stock-based compensation expense | 579 | 613 | 790 |
Performance Awards | |||
Stock-based compensation | |||
Stock-based compensation expense | 6,517 | 3,505 | 2,370 |
Non-performance Awards | |||
Stock-based compensation | |||
Stock-based compensation expense | 20,452 | 13,524 | 7,705 |
ESPP | |||
Stock-based compensation | |||
Stock-based compensation expense | $ 1,575 | $ 950 | $ 948 |
Stock-Based Compensation - Func
Stock-Based Compensation - Functional Classification of Stock-based Compensation Expense (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Classification of stock-based compensation expense | |||
Stock-based compensation expense | $ 29,123 | $ 18,592 | $ 11,813 |
Cost of recurring revenues | |||
Classification of stock-based compensation expense | |||
Stock-based compensation expense | 1,639 | 1,237 | 911 |
Cost of services and other revenues | |||
Classification of stock-based compensation expense | |||
Stock-based compensation expense | 2,097 | 1,149 | 1,026 |
Sales and marketing | |||
Classification of stock-based compensation expense | |||
Stock-based compensation expense | 9,244 | 5,488 | 3,518 |
Research and development | |||
Classification of stock-based compensation expense | |||
Stock-based compensation expense | 5,147 | 3,031 | 2,012 |
General and administrative | |||
Classification of stock-based compensation expense | |||
Stock-based compensation expense | $ 10,996 | $ 7,687 | $ 4,346 |
Stock-Based Compensation - Sche
Stock-Based Compensation - Schedule of Assumptions (Details) | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Stock options | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Risk-free interest rate, minimum (as a percent) | 0.00% | ||
Risk-free interest rate, maximum (as a percent) | 0.00% | ||
Volatility, minimum (as a percent) | 0.00% | ||
Volatility, maximum (as a percent) | 0.00% | ||
Stock options | Minimum | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Expected life | 0 years | ||
Stock options | Maximum | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Expected life | 0 years | ||
ESPP | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Risk-free interest rate, minimum (as a percent) | 0.45% | 0.25% | 0.05% |
Risk-free interest rate, maximum (as a percent) | 0.57% | 0.38% | 0.12% |
Volatility, minimum (as a percent) | 33.00% | 39.00% | 47.00% |
Volatility, maximum (as a percent) | 43.00% | 40.00% | 50.00% |
Dividend Yield (as a percent) | 0.00% | 0.00% | 0.00% |
ESPP | Minimum | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Expected life | 6 months | 6 months | 6 months |
ESPP | Maximum | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Expected life | 1 year | 1 year | 1 year |
Stock-Based Compensation - Sc61
Stock-Based Compensation - Schedule of Activity (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Stock options | |||
Number of Shares | |||
Outstanding at the beginning of the period (in shares) | 672,647 | 1,175,961 | 1,948,214 |
Exercised (in shares) | (197,879) | (452,554) | (701,220) |
Forfeited (in shares) | (45,000) | (50,760) | (44,407) |
Expired (in shares) | (26,626) | ||
Outstanding at the end of the period (in shares) | 429,768 | 672,647 | 1,175,961 |
Vested and Expected to Vest at the end of the period (in shares) | 428,099 | ||
Exercisable at the end of the period (in shares) | 349,185 | ||
Weighted Average Exercise Price | |||
Outstanding at the beginning of the period (in dollars per share) | $ 6.63 | $ 5.89 | $ 5.34 |
Exercised (in dollars per share) | 6.73 | 4.63 | 4.09 |
Forfeited (in dollars per share) | 5.74 | 6.21 | 7.40 |
Expired (in dollars per share) | 10.17 | ||
Outstanding at the end of the period (in dollars per share) | 6.68 | $ 6.63 | $ 5.89 |
Vested and Expected to Vest at the end of the period (in dollars per share) | 6.67 | ||
Exercisable at the end of the period (in dollars per share) | $ 6.60 | ||
Weighted Average Remaining Contractual Term | |||
Outstanding at the end of the period | 6 years 5 months 19 days | ||
Vested and Expected to Vest at the end of the period | 6 years 5 months 19 days | ||
Exercisable at the end of the period | 6 years 5 months 16 days | ||
Aggregate Intrinsic Value | |||
Exercised (in dollars) | $ 2,232 | $ 4,913 | $ 5,940 |
Outstanding at the end of the period (in dollars) | 4,287,000 | ||
Vested and Expected to Vest at the end of the period (in dollars) | 4,271,000 | ||
Exercisable at the end of the period (in dollars) | $ 3,507,000 | ||
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) | 1,998,764 | 2,174,923 | 1,525,381 |
Granted (in shares) | 2,098,302 | 1,446,908 | 1,441,699 |
Released (in shares) | (1,293,244) | (1,453,595) | (653,412) |
Forfeited (in shares) | (87,856) | (169,472) | (138,745) |
Outstanding at the end of the period (in shares) | 2,715,966 | 1,998,764 | 2,174,923 |
Vested or Expected to Vest at the end of the period (in shares) | 2,547,930 | ||
Weighted Average Remaining Contractual Term | |||
Outstanding at the end of the period | 9 months 11 days | ||
Vested and Expected to Vest at the end of the period | 9 months 15 days | ||
Aggregate Intrinsic Value | |||
Outstanding at the end of the period (in dollars) | $ 45,221 | ||
Vested or Expected to Vest at the end of the period (in dollars) | $ 42,423 | ||
Stock Option Plan 1997 and Stock Incentive Plan 2003 [Member] | Performance stock units | |||
Number of Shares | |||
Outstanding at the beginning of the period (in shares) | 796,759 | 526,114 | 182,033 |
Granted (in shares) | 62,325 | 418,956 | 471,800 |
Released (in shares) | 0 | (89,314) | (82,857) |
Forfeited (in shares) | 0 | (58,997) | (44,862) |
Outstanding at the end of the period (in shares) | 859,084 | 796,759 | 526,114 |
Vested or Expected to Vest at the end of the period (in shares) | 812,919 | ||
Weighted Average Remaining Contractual Term | |||
Outstanding at the end of the period | 10 months 28 days | ||
Vested and Expected to Vest at the end of the period | 10 months 17 days | ||
Aggregate Intrinsic Value | |||
Outstanding at the end of the period (in dollars) | $ 14,304 | ||
Vested or Expected to Vest at the end of the period (in dollars) | $ 13,535 |
- Schedule of Exercise Prices a
- Schedule of Exercise Prices and Weighted Average Remaining Contractual Life (Details) - Stock options | 12 Months Ended |
Dec. 31, 2016$ / sharesshares | |
$4.31 - $4.31 | |
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) | $ 4.31 |
Options Outstanding, Number of Shares | shares | 4,688 |
Options Outstanding, Weighted Average Remaining Contractual Life | 6 years 3 months 29 days |
Options Outstanding, Weighted Average Exercise Price (in dollars per share) | $ 4.31 |
Options Exercisable, Number of Shares | shares | 2,604 |
Options Exercisable, Weighted Average Exercise Price (in dollars per share) | $ 4.31 |
$5.27 - $5.27 | |
Stock-Based Compensation | |
Range of exercise prices - lower limit (in dollars per share) | 5.27 |
Range of exercise prices - upper limit (in dollars per share) | $ 5.27 |
Options Outstanding, Number of Shares | shares | 15,000 |
Options Outstanding, Weighted Average Remaining Contractual Life | 5 years 5 months 5 days |
Options Outstanding, Weighted Average Exercise Price (in dollars per share) | $ 5.27 |
Options Exercisable, Number of Shares | shares | 15,000 |
Options Exercisable, Weighted Average Exercise Price (in dollars per share) | $ 5.27 |
$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 | shares | 122,000 |
Options Outstanding, Weighted Average Remaining Contractual Life | 6 years 4 months 28 days |
Options Outstanding, Weighted Average Exercise Price (in dollars per share) | $ 6.01 |
Options Exercisable, Number of Shares | shares | 109,291 |
Options Exercisable, Weighted Average Exercise Price (in dollars per share) | $ 6.01 |
$6.25 - $6.25 | |
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) | $ 6.25 |
Options Outstanding, Number of Shares | shares | 15,000 |
Options Outstanding, Weighted Average Remaining Contractual Life | 6 years 5 months 5 days |
Options Outstanding, Weighted Average Exercise Price (in dollars per share) | $ 6.25 |
Options Exercisable, Number of Shares | shares | 15,000 |
Options Exercisable, Weighted Average Exercise Price (in dollars per share) | $ 6.25 |
$6.42 - $6.42 | |
Stock-Based Compensation | |
Range of exercise prices - lower limit (in dollars per share) | 6.42 |
Range of exercise prices - upper limit (in dollars per share) | $ 6.42 |
Options Outstanding, Number of Shares | shares | 3,200 |
Options Outstanding, Weighted Average Remaining Contractual Life | 5 years |
Options Outstanding, Weighted Average Exercise Price (in dollars per share) | $ 6.42 |
Options Exercisable, Number of Shares | shares | 3,200 |
Options Exercisable, Weighted Average Exercise Price (in dollars per share) | $ 6.42 |
$6.25 - $6.42 | |
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 | shares | 111,574 |
Options Outstanding, Weighted Average Remaining Contractual Life | 6 years 5 months 27 days |
Options Outstanding, Weighted Average Exercise Price (in dollars per share) | $ 6.59 |
Options Exercisable, Number of Shares | shares | 88,045 |
Options Exercisable, Weighted Average Exercise Price (in dollars per share) | $ 6.59 |
$6.59 - $6.59 | |
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) | $ 6.67 |
Options Outstanding, Number of Shares | shares | 40,000 |
Options Outstanding, Weighted Average Remaining Contractual Life | 6 years 6 months 29 days |
Options Outstanding, Weighted Average Exercise Price (in dollars per share) | $ 6.67 |
Options Exercisable, Number of Shares | shares | 34,166 |
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 | shares | 113,681 |
Options Outstanding, Weighted Average Remaining Contractual Life | 6 years 7 months 28 days |
Options Outstanding, Weighted Average Exercise Price (in dollars per share) | $ 7.69 |
Options Exercisable, Number of Shares | shares | 79,004 |
Options Exercisable, Weighted Average Exercise Price (in dollars per share) | $ 7.69 |
$7.69 - $7.69 | |
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) | $ 9.17 |
Options Outstanding, Number of Shares | shares | 1,625 |
Options Outstanding, Weighted Average Remaining Contractual Life | 6 years 9 months |
Options Outstanding, Weighted Average Exercise Price (in dollars per share) | $ 9.17 |
Options Exercisable, Number of Shares | shares | 500 |
Options Exercisable, Weighted Average Exercise Price (in dollars per share) | $ 9.17 |
$10.35 - $10.35 | |
Stock-Based Compensation | |
Range of exercise prices - lower limit (in dollars per share) | 10.35 |
Range of exercise prices - upper limit (in dollars per share) | $ 10.35 |
Options Outstanding, Number of Shares | shares | 3,000 |
Options Outstanding, Weighted Average Remaining Contractual Life | 6 years 9 months 29 days |
Options Outstanding, Weighted Average Exercise Price (in dollars per share) | $ 10.35 |
Options Exercisable, Number of Shares | shares | 2,375 |
Options Exercisable, Weighted Average Exercise Price (in dollars per share) | $ 10.35 |
$4.31 - $10.35 | |
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) | $ 10.35 |
Options Outstanding, Number of Shares | shares | 429,768 |
Options Outstanding, Weighted Average Remaining Contractual Life | 6 years 5 months 19 days |
Options Outstanding, Weighted Average Exercise Price (in dollars per share) | $ 6.68 |
Options Exercisable, Number of Shares | shares | 349,185 |
Options Exercisable, Weighted Average Exercise Price (in dollars per share) | $ 6.60 |
Stockholders' Equity (Details)
Stockholders' Equity (Details) - USD ($) $ / shares in Units, $ in Millions | 1 Months Ended | |||||
Oct. 31, 2016 | Sep. 30, 2016 | Mar. 31, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Nov. 30, 2003 | |
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) | $ 0.001 | $ 0.001 | $ 0.001 | |||
Preferred stock, shares outstanding | 0 | 0 | ||||
Subsidiary, Sale of Stock [Line Items] | ||||||
Sale of Stock, Number of Shares Issued in Transaction | 5,100,000 | 5,300,000 | ||||
Sale of Stock, Price Per Share | $ 18.25 | $ 13 | ||||
Sale of Stock, Consideration Received on Transaction | $ 87.1 | $ 64.4 | ||||
Payments of Stock Issuance Costs | 5.6 | 4.1 | ||||
Deferred Offering Costs | $ 0.4 | $ 0.3 | ||||
Over-Allotment Option | ||||||
Subsidiary, Sale of Stock [Line Items] | ||||||
Sale of Stock, Number of Shares Issued in Transaction | 800,000 | |||||
Sale of Stock, Price Per Share | $ 18.25 | |||||
Sale of Stock, Consideration Received on Transaction | $ 13.1 | |||||
Payments of Stock Issuance Costs | $ 0.8 |
Income Taxes - Summary of Incom
Income Taxes - Summary of Income Taxes (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Income Tax Disclosure [Abstract] | |||
Unrecognized Tax Benefits Reserves on Deferred Tax Assets Included in Unrecognized Tax Benefits | $ 3,100 | $ 2,900 | $ 2,700 |
Amount of unrecognized tax benefits included in accrued expenses | 400 | 400 | 300 |
Loss before income taxes | |||
United States | (19,164) | (13,000) | (11,557) |
Foreign | 1,326 | 643 | 1,008 |
Loss before provision (benefit) for income taxes | (17,838) | (12,357) | (10,549) |
Current: | |||
Federal | (20) | 4 | (25) |
State | (4) | 3 | 3 |
Foreign | 973 | 992 | 1,138 |
Deferred: | |||
Federal | 272 | 148 | 78 |
State | 21 | 1 | (89) |
Foreign | (114) | (357) | (93) |
Provision for income taxes | 1,128 | 791 | 1,012 |
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 | (6,065) | (4,200) | (3,587) |
State taxes, net of benefit | 0 | 4 | 3 |
Non-deductible expenses | 1,946 | 600 | 453 |
Foreign taxes | 408 | 415 | 703 |
Current year net operating losses and other deferred tax assets for which no benefit has been recognized | 5,476 | 4,423 | 4,828 |
Research and experimentation credit | (637) | (451) | (1,239) |
Tax benefit due to the recognition of acquired deferred tax liabilities | 0 | 0 | (149) |
Provision for income taxes | 1,128 | 791 | 1,012 |
Deferred tax assets | |||
Net operating loss carryforwards and deferred start-up costs | 58,215 | 57,058 | |
Accrued expenses | 1,600 | 4,743 | |
Unrealized gain/loss on investments | 72 | 263 | |
Research and experimentation credit carryforwards | 15,086 | 13,682 | |
Capitalized research and experimentation costs | 19,558 | 16,660 | |
Deferred stock compensation | 7,717 | 4,775 | |
Gross deferred tax assets | 102,248 | 97,181 | |
Less valuation allowance | (101,698) | (96,608) | |
Total deferred tax assets, net of valuation allowance | 550 | 573 | |
Deferred tax liabilities | |||
Property and equipment | (574) | (816) | |
Goodwill | (1,479) | (1,174) | |
Gross deferred tax liabilities | (2,053) | (1,990) | |
Net deferred tax liabilities | (1,503) | (1,417) | |
Activity related to the Company's unrecognized tax benefits | |||
Balance at the beginning of the period | 3,213 | 3,037 | 2,843 |
Increases related to prior year tax positions | (31) | (59) | (44) |
Increases related to current year tax positions | 313 | 239 | 270 |
Reductions to unrecognized tax benefits as a result of a lapse of applicable statue of limitations | (28) | (4) | (32) |
Balance at the end of the period | $ 3,467 | $ 3,213 | $ 3,037 |
Income Taxes - Narrative (Detai
Income Taxes - Narrative (Details) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016USD ($)subsidiary | Dec. 31, 2015USD ($)subsidiary | Dec. 31, 2014USD ($) | |
Income Tax Disclosure [Abstract] | |||
Net changes for valuation allowance | $ 5,100 | $ 6,000 | |
Operating Loss Carryforwards [Line Items] | |||
Unrecognized Tax Benefits Reserves on Deferred Tax Assets Included in Unrecognized Tax Benefits | $ 3,100 | $ 2,900 | $ 2,700 |
Valuation Allowance Number of Foreign Subsidiaries for which No Valuation Allowances has been Recorded on Deferred Tax Assets | subsidiary | 3 | 3 | |
Net operating loss carryforwards resulting from exercise of employee stock options | $ 14,000 | ||
Undistributed earnings of the non-U.S. subsidiaries | 5,300 | ||
Amount of unrecognized tax benefits included in accrued expenses | 400 | $ 400 | $ 300 |
Interest and penalties associated with unrecognized tax benefits | 15 | ||
Liability for potential penalties and interest | 200 | ||
Federal | |||
Operating Loss Carryforwards [Line Items] | |||
Outstanding net operating loss carryforwards | $ 191,600 | ||
Expiry period of net operating loss carryforwards, if remained unutilized | 20 years | ||
California | |||
Operating Loss Carryforwards [Line Items] | |||
Outstanding net operating loss carryforwards | $ 40,800 | ||
Research credit carryforwards | Federal | |||
Operating Loss Carryforwards [Line Items] | |||
Research credit carryforwards | $ 9,800 | ||
Expiry period of tax credit carryforward, if not utilized | 20 years | ||
Research credit carryforwards | California | |||
Operating Loss Carryforwards [Line Items] | |||
Research credit carryforwards | $ 10,600 |
Employee Benefit Plan (Details)
Employee Benefit Plan (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2016 | Dec. 31, 2015 | |
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 | $ 600,000 | $ 400,000 |
Segment, Geographic and Custo67
Segment, Geographic and Customer Information (Details) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016USD ($)segmentcustomer | Dec. 31, 2015USD ($)customer | Dec. 31, 2014USD ($)customer | |
Segment Reporting [Abstract] | |||
Number of operating segments | segment | 1 | ||
Revenues by geographic area | |||
Revenues | $ 206,718 | $ 173,087 | $ 136,618 |
Goodwill | 63,957 | 50,146 | 46,970 |
Intangible Assets, Net (Excluding Goodwill) | $ 21,659 | $ 14,885 | $ 17,757 |
Concentration Risk Number of Customers | customer | 0 | 0 | 0 |
United States and Canada | |||
Revenues by geographic area | |||
Revenues | $ 168,957 | $ 142,276 | $ 110,707 |
EMEA | |||
Revenues by geographic area | |||
Revenues | 22,888 | 17,695 | 15,162 |
Asia Pacific | |||
Revenues by geographic area | |||
Revenues | 10,265 | 9,627 | 8,400 |
Other | |||
Revenues by geographic area | |||
Revenues | 4,608 | $ 3,489 | $ 2,349 |
Europe | |||
Revenues by geographic area | |||
Goodwill | 15,400 | ||
Intangible Assets, Net (Excluding Goodwill) | $ 5,700 |
Related Party Transactions (Det
Related Party Transactions (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2016 | Dec. 31, 2015 | |
TIBCO [Member] | Service Agreements [Member] | ||
Related party transactions | ||
Revenue from Related Parties | $ 100,000 | |
Related Party Transaction, Amounts of Transaction | 100,000 | |
Lithium [Member] | Subscription Arrangement [Member] | ||
Related party transactions | ||
Revenue from Related Parties | 200,000 | |
Lithium [Member] | Service Agreements [Member] | ||
Related party transactions | ||
Related Party Transaction, Agreement Term | 3 years | |
Related Party Transaction, Amounts of Transaction | $ 100,000 | |
Lithium [Member] | Hosting Agreement [Member] | ||
Related party transactions | ||
Revenue from Related Parties | $ 100,000 | |
Lithium [Member] | Affiliated Entity [Member] | Subscription Arrangement [Member] | Prepaid Expenses and Other Current Assets | ||
Related party transactions | ||
Related Party Transaction, Agreement Term | 1 year | |
Annual subscription recorded in prepaid expense and other current assets | $ 75,000 | |
Lithium [Member] | Affiliated Entity [Member] | Service Agreements [Member] | ||
Related party transactions | ||
Related Party Transaction, Agreement Term | 1 year | |
Annual subscription recorded in prepaid expense and other current assets | $ 32,000 | |
Related Party Transaction, Amounts of Transaction | $ 60,000 |