Ipass (IPAS) 10-Q 5 Nov 15 2015 Q3 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	9 Months Ended
	Sep. 30, 2015	Oct. 30, 2015
Document and Entity Information [Abstract]
Document Type	10-Q
Amendment Flag	false
Document Period End Date	Sep. 30, 2015
Document Fiscal Year Focus	2,015
Document Fiscal Period Focus	Q3
Entity Registrant Name	IPASS INC
Entity Central Index Key	1,053,374
Current Fiscal Year End Date	--12-31
Entity Filer Category	Accelerated Filer
Entity Common Stock, Shares Outstanding		64,520,886

Condensed Consolidated Balance

Condensed Consolidated Balance Sheets - USD ($) $ in Thousands	Sep. 30, 2015	Dec. 31, 2014
Current assets:
Cash and cash equivalents	$ 24,243	$ 33,814
Accounts receivable, net	10,180	10,063
Prepaid expenses and other current assets	2,526	4,318
Total current assets	36,949	48,195
Property and equipment, net	4,582	6,213
Other assets	612	847
Total assets	42,143	55,255
Current liabilities:
Accounts payable	6,994	7,301
Accrued liabilities	6,773	7,188
Deferred revenue, short-term	2,272	437
Total current liabilities	16,039	14,926
Deferred revenue, long-term	245	115
Vendor financed property and equipment	0	854
Other long-term liabilities	1,018	879
Total liabilities	17,302	16,774
Stockholders’ equity:
Common stock	65	65
Additional paid-in capital	219,973	220,368
Accumulated deficit	(195,197)	(181,952)
Total stockholders’ equity	24,841	38,481
Total liabilities and stockholders’ equity	$ 42,143	$ 55,255

Condensed Consolidated Balance3

Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands	Sep. 30, 2015	Dec. 31, 2014
Statement of Financial Position [Abstract]
Accounts receivable, allowance for doubtful accounts	$ 81	$ 172

Condensed Consolidated Statemen

Condensed Consolidated Statements of Operations and Comprehensive Income (Loss) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2015	Sep. 30, 2014	Sep. 30, 2015	Sep. 30, 2014
Statement of Comprehensive Income [Abstract]
Revenue	$ 14,985	$ 17,250	$ 47,138	$ 52,649
Cost of revenue and operating expenses:
Network access costs	7,186	7,584	20,899	22,462
Network operations	2,169	3,093	7,629	10,146
Research and development	2,456	2,853	7,948	9,114
Sales and marketing	2,506	3,548	8,072	12,325
General and administrative	3,067	4,286	11,274	13,287
Restructuring charges and related adjustments	916	715	4,179	745
Total cost of revenue and operating expenses	18,300	22,079	60,001	68,079
Operating loss	(3,315)	(4,829)	(12,863)	(15,430)
Interest expense, net	(12)	(29)	(50)	(95)
Foreign exchange gain (loss), net	(72)	45	(1)	(132)
Other gain (loss), net	0	345	(135)	345
Loss from continuing operations before income taxes	(3,399)	(4,468)	(13,049)	(15,312)
(Provision for) benefit from income taxes	(29)	1,355	(196)	5,538
Net loss from continuing operations	(3,428)	(3,113)	(13,245)	(9,774)
Net income (loss) from discontinued operations (Note 11)	0	(1,296)	0	20,693
Total net income (loss)	(3,428)	(4,409)	(13,245)	10,919
Total comprehensive net income (loss)	$ (3,428)	$ (4,409)	$ (13,245)	$ 10,919
Total income (loss) per share - basic and diluted
Continuing operations (USD per share)	$ (0.05)	$ (0.05)	$ (0.21)	$ (0.16)
Discontinued operations (USD per share)	0	(0.02)	0	0.33
Total net income (loss) per share (USD per share)	$ (0.05)	$ (0.07)	$ (0.21)	$ 0.17
Weighted average shares outstanding - basic and diluted	62,979,830	62,696,930	62,862,144	62,507,683

Condensed Consolidated Stateme5

Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2015	Sep. 30, 2014
Cash flows from operating activities:
Net income (loss)	$ (13,245)	$ 10,919
Adjustments to reconcile net income (loss) to net cash used in operating activities:
Gain on sale of discontinued operations	0	(25,014)
Stock-based compensation (benefit) expense	(522)	1,107
Depreciation and amortization	2,214	2,539
Deferred income taxes	7	(2)
Loss on disposal of property and equipment	4	36
Recovery of doubtful accounts	(32)	(108)
Changes in operating assets and liabilities:
Accounts receivable	(86)	519
Prepaid expenses and other current assets	235	847
Other assets	235	10
Accounts payable	(251)	(903)
Accrued liabilities	(437)	(2,399)
Deferred revenue	1,965	(548)
Other liabilities	139	763
Net cash used in operating activities	(9,774)	(12,234)
Cash flows from investing activities:
Purchases of property and equipment	(642)	(1,112)
Proceeds from sale of discontinued operations	0	26,750
Release of cash held in escrow and change in restricted cash	1,550	100
Net cash provided by investing activities	908	25,738
Cash flows from financing activities:
Net proceeds from issuance of common stock	127	184
Principal payments for vendor financed property and equipment	(832)	(590)
Net cash used in financing activities	(705)	(406)
Net (decrease) increase in cash and cash equivalents	(9,571)	13,098
Cash and cash equivalents at beginning of period	33,814	24,017
Cash and cash equivalents at end of period	24,243	37,115
Supplemental disclosures of cash flow information:
Net cash paid for taxes	51	220
Vendor financing of property and equipment	56	20
Vendor Financed Computer Software and Hardware	$ 0	$ 501

Basis of Presentation and Recen

Basis of Presentation and Recent Accounting Pronouncements	9 Months Ended
	Sep. 30, 2015
Accounting Policies [Abstract]
Basis of Presentation and Recent Accounting Pronouncements	Basis of Presentation and Recent Accounting Pronouncements Basis of Presentation The Condensed Consolidated Financial Statements include the accounts of iPass Inc. and its wholly owned subsidiaries ("iPass" and the “Company”). The Condensed Consolidated Financial Statements that accompany these notes have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) consistent in all material respects with those applied in the Company’s Annual Report on Form 10-K as of and for the year ended December 31, 2014. The Condensed Consolidated Financial Statements as of and for December 31, 2014, were derived from audited financial statements but do not include all disclosures required by GAAP. The interim financial information is unaudited but reflects all normal adjustments that are, in the opinion of management, necessary to provide a fair presentation for the interim periods presented. This interim financial information should be read in conjunction with the Consolidated Financial Statements and the Notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2014. The results of operations for the three and nine months ended September 30, 2015 are not necessarily indicative of the operating results for the full fiscal year or any future periods. The preparation of the condensed consolidated financial statements in conformity with GAAP requires management to make estimates and judgments that affect the amounts reported in the condensed consolidated financial statements and accompanying notes. Actual results that the Company experiences may differ materially from those estimates. Estimates are used for, but not limited to, the valuation of accounts receivables, other long-lived assets, recognition of deferred revenue, network access costs, stock-based compensation, legal contingencies, and income taxes. The Company reports total comprehensive net income (loss) in a single continuous financial statement within its Condensed Consolidated Statements of Operations and Comprehensive Income (Loss). The Company’s comprehensive net income (loss) is equivalent to its total net income (loss) because the Company does not have any transactions that are recorded through other comprehensive income (loss). The Condensed Consolidated Statements of Operations and Comprehensive Income (Loss) have been reclassified for all periods presented to reflect discontinued operations treatment (refer to Note 11 for discussion related to Divestiture of Business Segment). Recent Accounting Pronouncements In April 2015, the FASB issued ASU No. 2015-05, “Customer's Accounting for Fees Paid in a Cloud Computing Arrangement.” The amendments in this update provide guidance to customers about whether a cloud computing arrangement includes a software license. Under application of this guidance, if a cloud computing arrangement includes a software license, the update specifies that the customer should account for the software license element of the arrangement consistent with the acquisition of other software licenses. A customer should account for a cloud computing arrangement as a service contract if the arrangement does not include a software license. ASU No. 2015-05 is effective for 2016 and early adoption is allowed. The Company is currently assessing the impact of this update and the timing of adoption. In May 2014, the FASB issued ASU No. 2014-09, “Revenue from Contracts with Customers.” Under this guidance, an entity is required to recognize revenue upon transfer of promised goods or services to customers, in an amount that reflects the expected consideration received in exchange for those goods or services. As such, an entity will need to use more judgment and make more estimates than under the current guidance. Under application of the existing guidance, the Company’s sales made to distributors and retailers are generally deferred until the distributors or retailers sell the merchandise to their end customer. Under the new standard, the Company’s sales made to distributors and retailers are expected to be recognized upon transfer of inventory to the distributor or retailer resulting in earlier revenue recognition than per existing guidance with additional use of estimation. In August 2015, the FASB issued ASU No. 2015-14, which defers by one year the effective date of ASU No. 2014-09. The Company is currently evaluating the appropriate transition method, timing of adoption and any further impact of this guidance on its Consolidated Financial Statements and related disclosures.

Financial Instruments and Fair

Financial Instruments and Fair Value	9 Months Ended
	Sep. 30, 2015
Fair Value Disclosures [Abstract]
Financial Instruments and Fair Value	Financial Instruments and Fair Value Fair value is the price that would be received from selling an asset or paid to transfer a liability in an orderly transaction in the principal or most advantageous market between market participants at the measurement date. When determining the fair value measurements for assets and liabilities required or permitted to be recorded at fair value, the Company considers assumptions that market participants would use when pricing the asset or liability. Fair Value Hierarchy The three levels of inputs that may be used to measure fair value are as follows: • Level 1—Quoted prices in active markets for identical assets or liabilities; • Level 2—Inputs other than Level 1 that are observable, either directly or indirectly, such as quoted prices for similar assets or liabilities, quoted prices in markets that are not active, or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities; and • Level 3—Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. The recurring fair value measurements of these financial assets (excluding cash) were determined using the following inputs at September 30, 2015 , and December 31, 2014 , respectively: As of September 30, 2015 As of December 31, 2014 Fair Value Measured Using Total Balance Fair Value Measured Using Total Balance Level 1 Level 2 Level 3 Level 1 Level 2 Level 3 (In thousands) Financial assets Money market funds (1) $ 20,315 $ — $ — $ 20,315 $ 29,306 $ — $ — $ 29,306 Total financial assets $ 20,315 $ — $ — $ 20,315 $ 29,306 $ — $ — $ 29,306 (1) Held in cash and cash equivalents on the Company’s condensed consolidated balance sheets. There were no transfers between Levels 1, 2, and 3 from December 31, 2014 through September 30, 2015 . As of September 30, 2015 and December 31, 2014 , the carrying amounts of accounts receivable, accounts payable, and accrued liabilities approximated fair value due to their short maturities (refer to Note 6 and 7 for discussion related to Accrued Restructuring and Vendor Financed Property and Equipment).

Property and Equipment, Net

Property and Equipment, Net	9 Months Ended
	Sep. 30, 2015
Property, Plant and Equipment [Abstract]
Property and Equipment, Net	Property and Equipment, net Property and equipment, net, consisted of the following: September 30, December 31, 2014 (In thousands) Equipment $ 10,426 $ 10,242 Furniture and fixtures 322 1,923 Computer software 9,884 9,356 Construction in progress — 306 Leasehold improvements 460 912 21,092 22,739 Less: Accumulated depreciation and amortization (16,510 ) (16,526 ) Property and equipment, net $ 4,582 $ 6,213 For the three and nine months ended September 30, 2015, depreciation expense for continuing operations was approximately $0.7 million and $ 2.2 million , respectively. For the three and nine months ended September 30, 2014, depreciation expense for continuing operations was approximately and $0.8 million and $2.4 million respectively. Depreciation expense for discontinued operations was less than $0.1 million for each of three and nine months ended September 30, 2014. During the three and nine months ended September 30, 2015, the Company retired gross property and equipment related to continuing operations of approximately $0 and $2.2 million , respectively, and during the three and nine months ended September 30, 2014 approximately $0.9 million and $2.2 million , respectively, all of which was nearly fully depreciated. In connection with the sale of discontinued operations, the Company sold approximately $2.0 million of gross property and equipment related to discontinued operations.

Other Assets

Other Assets	9 Months Ended
	Sep. 30, 2015
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract]
Other Assets	Other Assets Other assets (non-current) consisted of the following: September 30, 2015 December 31, 2014 (In thousands) Deposits $ 478 $ 563 Long-term deferred tax assets, net 134 134 Restricted cash — 150 $ 612 $ 847

Accrued Liabilities

Accrued Liabilities	9 Months Ended
	Sep. 30, 2015
Payables and Accruals [Abstract]
Accrued Liabilities	Accrued Liabilities Accrued liabilities consisted of the following: September 30, 2015 December 31, 2014 (In thousands) Accrued tax liabilities $ 1,287 $ 1,300 Accrued restructuring liabilities (1) 952 160 Accrued bonus, commissions and other employee benefits 1,330 2,043 Accrued vendor financed property and equipment (2) 854 832 Amounts due to customers 833 1,016 Other accrued liabilities 1,517 1,837 $ 6,773 $ 7,188 (1) See Note 6 "Accrued Restructuring" (2) See Note 7 "Vendor Financed Property and Equipment"

Accrued Restructuring

Accrued Restructuring	9 Months Ended
	Sep. 30, 2015
Restructuring and Related Activities [Abstract]
Accrued Restructuring	Accrued Restructuring During the year ended December 31, 2009, the Company announced restructuring plans (the “2009 Plans”) to reduce operating costs and focus resources on key strategic priorities, which resulted in a workforce reduction of 146 positions across all functional areas and abandonment of certain facilities and termination of a contract obligation. As of September 30, 2015, the Company completed all of the related payments associated with the 2009 Plans. During the third quarter of 2014, the Company announced a restructuring plan (the "Q3 2014 Plan") to re-align its cost structure as a result of the divestiture of its Unity business, which resulted in workforce reduction of approximately 20 employees worldwide and the termination of lease contracts for certain leased facilities. The Company recorded approximately $0.7 million of restructuring charges at the third quarter of 2014, and as of September 30, 2015 the Company has completed all of the related payments associated with the Q3 2014 Plan. During the second quarter of 2015, the Company announced a restructuring plan (the "Q2 2015 Plan") intended to flatten the organization, create a more nimble sales and delivery infrastructure to support a SaaS go to market strategy, and accelerate the cash flow break-even point for the Company. The Q2 2015 Plan reduced headcount globally by approximately 14% and the Company recorded approximately $4.2 million of restructuring charges, which included an additional $0.9 million in the third quarter of 2015 related to severance obligations for certain international employees. The following is a rollforward of restructuring liability for the Plans: Three Months Ended September 30, 2015 2014 (In thousands) Beginning balance $ 1,833 $ 181 Restructuring charges and related adjustments 916 715 Payments and adjustments (1,797 ) (544 ) Ending balance $ 952 $ 352 Nine Months Ended September 30, 2015 2014 (In thousands) Beginning balance $ 160 $ 317 Restructuring charges and related adjustments 4,179 745 Payments and adjustments (3,387 ) (710 ) Ending balance $ 952 $ 352 As of September 30, 2015, the balance primarily represents remaining employee termination obligations, the majority of which are expected to be paid in the fourth quarter of 2015. There is no long-term restructuring liability as of September 30, 2015.

Vendor Financed Property and Eq

Vendor Financed Property and Equipment	9 Months Ended
	Sep. 30, 2015
Property, Plant and Equipment [Abstract]
Vendor Financed Property and Equipment	Vendor Financed Property and Equipment In October 2013, the Company acquired enterprise database software and infrastructure hardware. This purchase was financed through a vendor and is payable over three years. In April 2014, the Company acquired additional enterprise infrastructure hardware which was financed through the vendor and is payable over two years. The total purchases financed by the vendor were approximately $3.1 million . Since October 2013, the Company made approximately $2.2 million of principal payments, and as of September 30, 2015, approximately $ 0.9 million was recorded to accrued liabilities. The Company expects to pay principal payments of $0.3 million and $0.6 million during fourth quarter 2015 and in fiscal year 2016, respectively.

Commitments and Contingencies

Commitments and Contingencies	9 Months Ended
	Sep. 30, 2015
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies	Commitments and Contingencies Lease and Purchase Commitments The Company leases facilities under operating leases that expire at various dates through October 2020. Future minimum lease payments under these operating leases as of September 30, 2015, are as follows: Year Operating Leases (In thousands) Remainder of 2015 $ 452 2016 1,671 2017 1,494 2018 1,091 2019 1,082 Thereafter 1,017 $ 6,807 The Company has contracts with certain network service providers which have minimum purchase commitments that expire on various dates through October 2017 . Future minimum purchase commitments as of September 30, 2015, under all agreements are as follows: Year Minimum Purchase Commitments (In thousands) Remainder of 2015 $ 2,665 2016 4,431 2017 1,851 $ 8,947 Included above, the Company has a future minimum purchase commitment of approximately $0.2 million related to an annual support fee for acquired enterprise infrastructure hardware to be paid over the next year, plus vendor financed property and equipment payments of $0.3 million and $0.6 million for the remainder of fiscal year 2015 and fiscal year 2016, respectively. Legal Proceedings The Company is involved in legal proceedings and claims arising in the ordinary course of business. While there can be no assurances as to the ultimate outcome of any litigation involving the Company, management does not believe any such pending legal proceeding or claim will result in a judgment or settlement that would have a material adverse effect on the Company’s financial position, results of operations or cash flows. In the ordinary course of business, the Company may provide indemnifications of varying scope and terms to customers, business partners, and other parties with respect to certain matters, including, but not limited to, losses arising out of breach of such agreements, services to be provided by the Company, or from intellectual property infringement claims made by third-parties. Certain indemnification agreements may not be subject to maximum loss clauses. If the potential loss from any indemnification claim is considered probable and the amount or the range of the loss can be estimated, the Company accrues a liability for the estimated loss. To date, claims under such indemnification provisions have not been significant.

Net Income (Loss) Per Common Sh

Net Income (Loss) Per Common Share	9 Months Ended
	Sep. 30, 2015
Earnings Per Share [Abstract]
Net Income (Loss) Per Common Share	Net Income (Loss) Per Share Basic net income (loss) per share is computed by dividing net income (loss) available to shareholders by the weighted average number of shares outstanding during the period. Diluted net income (loss) per share is computed by dividing net income (loss) available to shareholders by the weighted average number of diluted shares outstanding. Unvested participating securities that vest based on service are included in the weighted daily average number of shares outstanding used in the calculation of basic net income per share and excluded in the calculation of basic net loss per share. When an entity has a loss from continuing operations, including potential shares in the denominator of diluted per-share computations for continuing operations will generally be antidilutive, even if the entity has net income after adjusting for discontinued operations. That is, including potential shares in the denominator of the earnings per share calculation for a loss-making entity will generally decrease the loss per share and therefore those shares should be excluded from calculations of diluted earnings per share. Accordingly, for all periods presented, basic weighted-average shares outstanding were used in calculating the diluted net income (loss) per share. The following table sets forth the computation of basic and diluted net income (loss) per share: Three Months Ended Nine Months Ended 2015 2014 2015 2014 (In thousands, except share and per share amounts) Numerator: Net loss from continuing operations $ (3,428 ) $ (3,113 ) $ (13,245 ) $ (9,774 ) Net income (loss) from discontinued operations — (1,296 ) — 20,693 Net income (loss) $ (3,428 ) $ (4,409 ) $ (13,245 ) $ 10,919 Denominator: Weighted average shares outstanding - basic and diluted 62,979,830 62,696,930 62,862,144 62,507,683 Total income (loss) per share - basic and diluted: Continuing operations $ (0.05 ) $ (0.05 ) $ (0.21 ) $ (0.16 ) Discontinued operations — (0.02 ) — 0.33 Total net income (loss) per share $ (0.05 ) $ (0.07 ) $ (0.21 ) $ 0.17 The following weighted average potential shares of common stock have been excluded from the computation of diluted net income (loss) per share because the effect of including these shares would have been anti-dilutive: Three Months Ended Nine Months Ended 2015 2014 2015 2014 Options to purchase common stock 6,778,265 4,926,571 5,498,476 4,830,072 Restricted stock awards, including participating securities 1,657,500 1,838,500 1,907,500 2,195,750 Total 8,435,765 6,765,071 7,405,976 7,025,822

Segment and Geographical Inform

Segment and Geographical Information	9 Months Ended
	Sep. 30, 2015
Segment Reporting [Abstract]
Segment and Geographical Information	Segment and Geographical Information The Company sold its iPass Unity Network Services business segment during the second quarter of 2014 and has subsequently managed the business as a single reportable segment which it refers to as Mobility Services. The following table presents comparative percent of revenue from continuing operations by country or by geographic region. Mobility Services Three Months Ended September 30, Nine Months Ended September 30, 2015 2014 2015 2014 United States 43 % 35 % 40 % 35 % EMEA 48 % 49 % 50 % 48 % Asia Pacific 8 % 14 % 9 % 15 % Rest of the World 1 % 2 % 1 % 2 % For the three months ended September 30, 2015, the United States and Germany accounted for 43% and 15% of total revenues, respectively. For nine months ended September 30, 2015, the United States, Germany and the United Kingdom represented 40% , 15% and 10% of total revenues, respectively. No other country represented 10% or more of total revenue during those periods. One customer represented 10% and 11% of total revenues for the three and nine months ended September 30, 2015, respectively, and no other individual customer accounted for 10% or more of total revenues during those periods. For the three months ended September 30, 2014, the United States, Germany and the United Kingdom represented 35% , 12% and 11% of total revenue, respectively. For the nine months ended September 30, 2014, the United States, Germany and the United Kingdom represented 35% , 11% and 12% of total revenue, respectively. No other country represented 10% or more of total revenue for those periods. No individual customer represented 10% or more of total revenue for the three months and nine months ended September 30, 2014. Substantially all of the Company’s long-lived assets are located in the United States.

Divestiture of Business Segment

Divestiture of Business Segment	9 Months Ended
	Sep. 30, 2015
Discontinued Operations and Disposal Groups [Abstract]
Divestiture of Business Segment	Divestiture of Business Segment During the second quarter of 2014, the Company entered into an agreement and completed the sale of its Unity business segment for gross cash proceeds of approximately $28.1 million and accrued approximately $2.2 million of transaction costs which were fully paid in 2014. The Company recorded a gain on sale of approximately $25.0 million . In accordance with ASC 205-20, the results of operations for the Unity business segment have been reported as discontinued operations in the Company's condensed consolidated financial statements. The gross cash proceeds of the sale included $1.4 million placed in escrow as of June 30, 2014 to cover any contingent claims made by the buyer against iPass through June 30, 2015, which was recorded in Prepaid Expenses and Other Current Assets. There were no claims made against the escrow and the cash proceeds were released to the Company effective June 30, 2015. Tax provision expense of approximately $1.3 million and $5.8 million was recorded to discontinued operations for the three and nine months ended September 30, 2014, respectively. This primarily reflects tax provision expense from discontinued operations for the three and nine months ended September 30, 2014, offset by tax provision benefit from continuing operations of $1.4 million and $5.8 million , respectively, which represents the Company’s ability to utilize net operating losses to offset tax associated with the gain on the sale of the Unity business. The following table presents revenues and the components of discontinued operations, net of tax. Three Months Ended Nine Months Ended 2015 2014 2015 2014 (In thousands) Revenue $ — $ — $ — $ 15,458 Income from discontinued operations before income taxes $ — $ — $ — $ 1,506 Gain on sale of discontinued operations before income taxes — — — 25,014 Provision for income taxes — (1,296 ) — (5,827 ) Income (loss) from discontinued operations, net of tax $ — $ (1,296 ) $ — $ 20,693 The table above excludes certain shared overhead costs and transfer pricing adjustments that were previously allocated to the Unity business segment in the historical iPass consolidated financial statements that were filed with the Securities and Exchange Commission ("SEC") as ASC 205-20 prohibits the allocation of general overhead costs to the discontinued operation. The provisions for income taxes primarily reflect tax expense on discontinued operations including the gain on sale, which is mostly offset by benefit in continuing operations.

Subsequent Events

Subsequent Events	9 Months Ended
	Sep. 30, 2015
Subsequent Events [Abstract]
Subsequent Events	Subsequent Events On November 3, 2015, the Board authorized a share repurchase program of up to $3.0 million of the Company’s Common Stock beginning in the fourth quarter of 2015. Under the repurchase program, the Company is authorized to repurchase shares through open market purchases, in accordance with applicable federal securities laws, including through trading plans under Rule 10b5-1 of the Securities and Exchange Act of 1934. The repurchase program shall run through December 31, 2016, unless earlier completed or terminated by the Board. The number of shares to be purchased and the timing of purchases will be based on general business and market conditions, and other factors, including legal requirements.

Basis of Presentation and Rec18

Basis of Presentation and Recent Accounting Pronouncements (Policies)	9 Months Ended
	Sep. 30, 2015
Accounting Policies [Abstract]
Recent Accounting Pronouncements	Recent Accounting Pronouncements In April 2015, the FASB issued ASU No. 2015-05, “Customer's Accounting for Fees Paid in a Cloud Computing Arrangement.” The amendments in this update provide guidance to customers about whether a cloud computing arrangement includes a software license. Under application of this guidance, if a cloud computing arrangement includes a software license, the update specifies that the customer should account for the software license element of the arrangement consistent with the acquisition of other software licenses. A customer should account for a cloud computing arrangement as a service contract if the arrangement does not include a software license. ASU No. 2015-05 is effective for 2016 and early adoption is allowed. The Company is currently assessing the impact of this update and the timing of adoption. In May 2014, the FASB issued ASU No. 2014-09, “Revenue from Contracts with Customers.” Under this guidance, an entity is required to recognize revenue upon transfer of promised goods or services to customers, in an amount that reflects the expected consideration received in exchange for those goods or services. As such, an entity will need to use more judgment and make more estimates than under the current guidance. Under application of the existing guidance, the Company’s sales made to distributors and retailers are generally deferred until the distributors or retailers sell the merchandise to their end customer. Under the new standard, the Company’s sales made to distributors and retailers are expected to be recognized upon transfer of inventory to the distributor or retailer resulting in earlier revenue recognition than per existing guidance with additional use of estimation. In August 2015, the FASB issued ASU No. 2015-14, which defers by one year the effective date of ASU No. 2014-09. The Company is currently evaluating the appropriate transition method, timing of adoption and any further impact of this guidance on its Consolidated Financial Statements and related disclosures.

Financial Instruments and Fai19

Financial Instruments and Fair Value (Tables)	9 Months Ended
	Sep. 30, 2015
Fair Value Disclosures [Abstract]
Fair Value of Financial Assets (Excluding Cash) and Financial Liabilities	The recurring fair value measurements of these financial assets (excluding cash) were determined using the following inputs at September 30, 2015 , and December 31, 2014 , respectively: As of September 30, 2015 As of December 31, 2014 Fair Value Measured Using Total Balance Fair Value Measured Using Total Balance Level 1 Level 2 Level 3 Level 1 Level 2 Level 3 (In thousands) Financial assets Money market funds (1) $ 20,315 $ — $ — $ 20,315 $ 29,306 $ — $ — $ 29,306 Total financial assets $ 20,315 $ — $ — $ 20,315 $ 29,306 $ — $ — $ 29,306 (1) Held in cash and cash equivalents on the Company’s condensed consolidated balance sheets.

Property and Equipment, Net (Ta

Property and Equipment, Net (Tables)	9 Months Ended
	Sep. 30, 2015
Property, Plant and Equipment [Abstract]
Components of Property and Equipment, Net	Property and equipment, net, consisted of the following: September 30, December 31, 2014 (In thousands) Equipment $ 10,426 $ 10,242 Furniture and fixtures 322 1,923 Computer software 9,884 9,356 Construction in progress — 306 Leasehold improvements 460 912 21,092 22,739 Less: Accumulated depreciation and amortization (16,510 ) (16,526 ) Property and equipment, net $ 4,582 $ 6,213

Other Assets (Tables)

Other Assets (Tables)	9 Months Ended
	Sep. 30, 2015
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract]
Components of Other Assets	Other assets (non-current) consisted of the following: September 30, 2015 December 31, 2014 (In thousands) Deposits $ 478 $ 563 Long-term deferred tax assets, net 134 134 Restricted cash — 150 $ 612 $ 847

Accrued Liabilities (Tables)

Accrued Liabilities (Tables)	9 Months Ended
	Sep. 30, 2015
Payables and Accruals [Abstract]
Schedule of Accrued Liabilities	Accrued liabilities consisted of the following: September 30, 2015 December 31, 2014 (In thousands) Accrued tax liabilities $ 1,287 $ 1,300 Accrued restructuring liabilities (1) 952 160 Accrued bonus, commissions and other employee benefits 1,330 2,043 Accrued vendor financed property and equipment (2) 854 832 Amounts due to customers 833 1,016 Other accrued liabilities 1,517 1,837 $ 6,773 $ 7,188 (1) See Note 6 "Accrued Restructuring" (2) See Note 7 "Vendor Financed Property and Equipment"

Accrued Restructuring (Tables)

Accrued Restructuring (Tables)	9 Months Ended
	Sep. 30, 2015
Restructuring and Related Activities [Abstract]
Summary of Accrued Restructuring	The following is a rollforward of restructuring liability for the Plans: Three Months Ended September 30, 2015 2014 (In thousands) Beginning balance $ 1,833 $ 181 Restructuring charges and related adjustments 916 715 Payments and adjustments (1,797 ) (544 ) Ending balance $ 952 $ 352 Nine Months Ended September 30, 2015 2014 (In thousands) Beginning balance $ 160 $ 317 Restructuring charges and related adjustments 4,179 745 Payments and adjustments (3,387 ) (710 ) Ending balance $ 952 $ 352

Commitments and Contingencies (

Commitments and Contingencies (Tables)	9 Months Ended
	Sep. 30, 2015
Commitments and Contingencies Disclosure [Abstract]
Schedule of Future Minimum Lease Payments	The Company leases facilities under operating leases that expire at various dates through October 2020. Future minimum lease payments under these operating leases as of September 30, 2015, are as follows: Year Operating Leases (In thousands) Remainder of 2015 $ 452 2016 1,671 2017 1,494 2018 1,091 2019 1,082 Thereafter 1,017 $ 6,807
Schedule of Future Minimum Purchase Commitments	Future minimum purchase commitments as of September 30, 2015, under all agreements are as follows: Year Minimum Purchase Commitments (In thousands) Remainder of 2015 $ 2,665 2016 4,431 2017 1,851 $ 8,947

Net Income (Loss) Per Common 25

Net Income (Loss) Per Common Share (Tables)	9 Months Ended
	Sep. 30, 2015
Earnings Per Share [Abstract]
Schedule of Computation of Basic and Diluted Net Loss Per Share	The following table sets forth the computation of basic and diluted net income (loss) per share: Three Months Ended Nine Months Ended 2015 2014 2015 2014 (In thousands, except share and per share amounts) Numerator: Net loss from continuing operations $ (3,428 ) $ (3,113 ) $ (13,245 ) $ (9,774 ) Net income (loss) from discontinued operations — (1,296 ) — 20,693 Net income (loss) $ (3,428 ) $ (4,409 ) $ (13,245 ) $ 10,919 Denominator: Weighted average shares outstanding - basic and diluted 62,979,830 62,696,930 62,862,144 62,507,683 Total income (loss) per share - basic and diluted: Continuing operations $ (0.05 ) $ (0.05 ) $ (0.21 ) $ (0.16 ) Discontinued operations — (0.02 ) — 0.33 Total net income (loss) per share $ (0.05 ) $ (0.07 ) $ (0.21 ) $ 0.17
Schedule of Anti-dilutive Shares Excluded from Computation of Diluted Net Loss Per Share	The following weighted average potential shares of common stock have been excluded from the computation of diluted net income (loss) per share because the effect of including these shares would have been anti-dilutive: Three Months Ended Nine Months Ended 2015 2014 2015 2014 Options to purchase common stock 6,778,265 4,926,571 5,498,476 4,830,072 Restricted stock awards, including participating securities 1,657,500 1,838,500 1,907,500 2,195,750 Total 8,435,765 6,765,071 7,405,976 7,025,822

Segment and Geographical Info26

Segment and Geographical Information (Tables)	9 Months Ended
	Sep. 30, 2015
Segment Reporting [Abstract]
Summary of Revenue by Geographical Region	Mobility Services Three Months Ended September 30, Nine Months Ended September 30, 2015 2014 2015 2014 United States 43 % 35 % 40 % 35 % EMEA 48 % 49 % 50 % 48 % Asia Pacific 8 % 14 % 9 % 15 % Rest of the World 1 % 2 % 1 % 2 %

Divestiture of Business Segme27

Divestiture of Business Segment (Tables)	9 Months Ended
	Sep. 30, 2015
Discontinued Operations and Disposal Groups [Abstract]
Schedule of Discontinued Operations, Income Statement	The following table presents revenues and the components of discontinued operations, net of tax. Three Months Ended Nine Months Ended 2015 2014 2015 2014 (In thousands) Revenue $ — $ — $ — $ 15,458 Income from discontinued operations before income taxes $ — $ — $ — $ 1,506 Gain on sale of discontinued operations before income taxes — — — 25,014 Provision for income taxes — (1,296 ) — (5,827 ) Income (loss) from discontinued operations, net of tax $ — $ (1,296 ) $ — $ 20,693

Financial Instruments and Fai28

Financial Instruments and Fair Value - Fair Value of Financial Assets (Excluding Cash) and Financial Liabilities (Detail) - USD ($) $ in Thousands		Sep. 30, 2015	Dec. 31, 2014
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total financial assets		$ 20,315	$ 29,306
Money market funds
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total financial assets	[1]	20,315	29,306
Fair Value Measurements Recurring | Level 1
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total financial assets		20,315	29,306
Fair Value Measurements Recurring | Level 1 | Money market funds
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total financial assets	[1]	20,315	29,306
Fair Value Measurements Recurring | Level 2
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total financial assets		0	0
Fair Value Measurements Recurring | Level 2 | Money market funds
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total financial assets	[1]	0	0
Fair Value Measurements Recurring | Level 3
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total financial assets		0	0
Fair Value Measurements Recurring | Level 3 | Money market funds
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total financial assets	[1]	$ 0	$ 0
[1]	Held in cash and cash equivalents on the Company’s condensed consolidated balance sheets.

Financial Instruments and Fai29

Financial Instruments and Fair Value - Narrative (Detail)	9 Months Ended
	Sep. 30, 2015USD ($)
Fair Value Disclosures [Abstract]
Transfers between Levels 1, 2, and 3	$ 0

Property and Equipment, Net - C

Property and Equipment, Net - Components of Property and Equipment, Net (Detail) - USD ($) $ in Thousands	Sep. 30, 2015	Dec. 31, 2014
Property, Plant and Equipment [Abstract]
Equipment	$ 10,426	$ 10,242
Furniture and fixtures	322	1,923
Computer software	9,884	9,356
Construction in progress	0	306
Leasehold improvements	460	912
Property plant and equipment, gross	21,092	22,739
Less: Accumulated depreciation and amortization	(16,510)	(16,526)
Property and equipment, net	$ 4,582	$ 6,213

Property and Equipment, Net - N

Property and Equipment, Net - Narrative (Detail) - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2015	Sep. 30, 2014	Sep. 30, 2015	Sep. 30, 2014
Property, Plant and Equipment [Line Items]
Property and equipment, wrote-off	$ 0	$ 900,000	$ 2,200,000	$ 2,200,000
Continuing Operations
Property, Plant and Equipment [Line Items]
Depreciation expense	$ 700,000	800,000	$ 2,200,000	2,400,000
Discontinued Operations
Property, Plant and Equipment [Line Items]
Depreciation expense		$ 100,000		100,000
Property and equipment, wrote-off				$ 2,000,000

Other Assets - Components of Ot

Other Assets - Components of Other Assets (Detail) - USD ($) $ in Thousands	Sep. 30, 2015	Dec. 31, 2014
Other Assets [Abstract]
Deposits	$ 478	$ 563
Long-term deferred tax assets, net	134	134
Restricted cash	0	150
Other Assets	$ 612	$ 847

Accrued Liabilities - Schedule

Accrued Liabilities - Schedule of Accrued Liabilities (Detail) - USD ($) $ in Thousands		Sep. 30, 2015	Dec. 31, 2014
Payables and Accruals [Abstract]
Accrued tax liabilities		$ 1,287	$ 1,300
Accrued restructuring liabilities - current	[1]	952	160
Accrued bonus, commissions and other employee benefits		1,330	2,043
Accrued vendor financed property and equipment (2)	[2]	854	832
Amounts due to customers		833	1,016
Other accrued liabilities		1,517	1,837
Accrued liabilities		$ 6,773	$ 7,188
[1]	See Note 6 "Accrued Restructuring"
[2]	See Note 7 "Vendor Financed Property and Equipment"

Accrued Restructuring - Narrati

Accrued Restructuring - Narrative (Detail) $ in Thousands	3 Months Ended		9 Months Ended		12 Months Ended
	Sep. 30, 2015USD ($)	Sep. 30, 2014USD ($)Employee	Sep. 30, 2015USD ($)	Sep. 30, 2014USD ($)	Dec. 31, 2009Employee	Mar. 31, 2015USD ($)	Dec. 31, 2014USD ($)	Mar. 31, 2014USD ($)	Dec. 31, 2013USD ($)
Restructuring Cost and Reserve [Line Items]
Restructuring charges	$ 916	$ 715	$ 4,179	$ 745
Remaining restructuring charges	952	$ 352	$ 952	$ 352		$ 1,833	$ 160	$ 181	$ 317
2009 Plans
Restructuring Cost and Reserve [Line Items]
Restructuring plan, number of positions | Employee					146
Q3 2014 Plan
Restructuring Cost and Reserve [Line Items]
Restructuring plan, number of positions | Employee		20
Restructuring charges		$ 700
Q2 2015 Plan
Restructuring Cost and Reserve [Line Items]
Restructuring charges	$ 4,200
Reduction in headcount, percent	14.00%
Severance obligations | Q2 2015 Plan
Restructuring Cost and Reserve [Line Items]
Restructuring charges	$ 900

Accrued Restructuring - Summary

Accrued Restructuring - Summary of Accrued Restructuring (Detail) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2015	Sep. 30, 2014	Sep. 30, 2015	Sep. 30, 2014
Restructuring and Related Activities [Abstract]
Beginning balance			$ 160	$ 317
Restructuring charges and related adjustments	$ 916	$ 715	4,179	745
Payments	(1,797)	(544)	(3,387)	(710)
Ending balance	$ 952	$ 352	$ 952	$ 352

Vendor Financed Property and 36

Vendor Financed Property and Equipment - Narrative (Details) - USD ($) $ in Thousands		1 Months Ended		9 Months Ended
		Apr. 30, 2014	Oct. 31, 2013	Sep. 30, 2015	Sep. 30, 2014	Dec. 31, 2014
Property, Plant and Equipment [Line Items]
Vendor financed property and equipment repayment period		2 years	3 years
Vendor financed computer software and hardware				$ 0	$ 501
Accrued vendor financed property and equipment (2)	[1]			854		$ 832
Vendor financed property and equipment				0		$ 854
Computer Equipment
Property, Plant and Equipment [Line Items]
Vendor financed computer software and hardware			$ 3,100
Repayments of vendor financed equipment obligations				2,200
Accrued vendor financed property and equipment (2)				900
Accrued vendor payable, due 2015				300
Accrued vendor payable, due 2016				$ 600
[1]	See Note 7 "Vendor Financed Property and Equipment"

Commitments and Contingencies -

Commitments and Contingencies - Narrative (Detail) $ in Thousands	9 Months Ended
	Sep. 30, 2015USD ($)
Commitment And Contingencies [Line Items]
Purchase commitments expiration period	expire on various dates through October 2017
Purchase obligation	$ 8,947
Computer Equipment
Commitment And Contingencies [Line Items]
Purchase obligation	200
Accrued vendor payable, due 2015	300
Accrued vendor payable, due 2016	$ 600

Commitments and Contingencies38

Commitments and Contingencies - Schedule of Future Minimum Lease Payments (Detail) $ in Thousands	Sep. 30, 2015USD ($)
Commitments and Contingencies Disclosure [Abstract]
Remainder of 2015	$ 452
2,016	1,671
2,017	1,494
2,018	1,091
2,019	1,082
Thereafter	1,017
Operating leases, future minimum payments	$ 6,807

Commitments and Contingencies39

Commitments and Contingencies - Schedule of Future Minimum Purchase Commitments (Detail) $ in Thousands	Sep. 30, 2015USD ($)
Commitments and Contingencies Disclosure [Abstract]
Remainder of 2015	$ 2,665
2,016	4,431
2,017	1,851
Future minimum purchase commitments	$ 8,947

Net Income (Loss) Per Common 40

Net Income (Loss) Per Common Share - Schedule of Computation of Basic and Diluted Net Loss Per Share (Detail) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2015	Sep. 30, 2014	Sep. 30, 2015	Sep. 30, 2014
Numerator:
Net loss from continuing operations	$ (3,428)	$ (3,113)	$ (13,245)	$ (9,774)
Net income (loss) from discontinued operations	0	(1,296)	0	20,693
Net income (loss)	$ (3,428)	$ (4,409)	$ (13,245)	$ 10,919
Denominator:
Weighted average shares outstanding - basic and diluted	62,979,830	62,696,930	62,862,144	62,507,683
Total income (loss) per share - basic and diluted:
Continuing operations (USD per share)	$ (0.05)	$ (0.05)	$ (0.21)	$ (0.16)
Discontinued operations (USD per share)	0	(0.02)	0	0.33
Net loss per share (USD per share)	$ (0.05)	$ (0.07)	$ (0.21)	$ 0.17

Net Income (Loss) Per Common 41

Net Income (Loss) Per Common Share - Schedule of Anti-Dilutive Shares Excluded from Computation of Diluted Net Loss Per Share (Detail) - shares	3 Months Ended		9 Months Ended
	Sep. 30, 2015	Sep. 30, 2014	Sep. 30, 2015	Sep. 30, 2014
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Total	8,435,765	6,765,071	7,405,976	7,025,822
Options to Purchase Common Stock
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Total	6,778,265	4,926,571	5,498,476	4,830,072
Restricted Stock Awards, Including Participating Securities
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Total	1,657,500	1,838,500	1,907,500	2,195,750

Segment and Geographical Info42

Segment and Geographical Information - Narrative (Detail)	3 Months Ended		9 Months Ended
	Sep. 30, 2015Customer	Sep. 30, 2014	Sep. 30, 2015CustomerSegment	Sep. 30, 2014
Revenues from External Customers and Long-Lived Assets [Line Items]
Number of reportable segments | Segment			1
Revenue | Customer Concentration Risk
Revenues from External Customers and Long-Lived Assets [Line Items]
Number of individual customer			1
United States | Revenue | Geographic Concentration Risk
Revenues from External Customers and Long-Lived Assets [Line Items]
Concentration risk, percentage	43.00%	35.00%	40.00%	35.00%
Germany | Revenue | Geographic Concentration Risk
Revenues from External Customers and Long-Lived Assets [Line Items]
Concentration risk, percentage	15.00%	12.00%	15.00%	11.00%
United Kingdom | Revenue | Geographic Concentration Risk
Revenues from External Customers and Long-Lived Assets [Line Items]
Concentration risk, percentage		11.00%	10.00%	12.00%
Customer A | Revenue | Customer Concentration Risk
Revenues from External Customers and Long-Lived Assets [Line Items]
Concentration risk, percentage	10.00%		11.00%
Number of individual customer	1

Segment and Geographical Info43

Segment and Geographical Information - Summary of Revenue by Geographical Region (Detail) - Revenue - Geographic Concentration Risk	3 Months Ended		9 Months Ended
	Sep. 30, 2015	Sep. 30, 2014	Sep. 30, 2015	Sep. 30, 2014
United States
Revenues from External Customers and Long-Lived Assets [Line Items]
Percentage of revenue by geographical region	43.00%	35.00%	40.00%	35.00%
EMEA
Revenues from External Customers and Long-Lived Assets [Line Items]
Percentage of revenue by geographical region	48.00%	49.00%	50.00%	48.00%
Asia Pacific
Revenues from External Customers and Long-Lived Assets [Line Items]
Percentage of revenue by geographical region	8.00%	14.00%	9.00%	15.00%
Rest of the World
Revenues from External Customers and Long-Lived Assets [Line Items]
Percentage of revenue by geographical region	1.00%	2.00%	1.00%	2.00%

Divestiture of Business Segme44

Divestiture of Business Segment - Schedule of Discontinued Income (Details) - iPass Unity - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2015	Sep. 30, 2014	Sep. 30, 2015	Sep. 30, 2014
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Revenue	$ 0	$ 0	$ 0	$ 15,458
Income from discontinued operations before income taxes	0	0	0	1,506
Gain on sale of discontinued operations before income taxes	0	0	0	25,014
Provision for income taxes	0	(1,296)	0	(5,827)
Income (loss) from discontinued operations, net of tax	$ 0	$ (1,296)	$ 0	$ 20,693

Divestiture of Business Segme45

Divestiture of Business Segment - Narrative (Details) - iPass Unity - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2015	Sep. 30, 2014	Sep. 30, 2015	Sep. 30, 2014
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Consideration for sale of business		$ 28,100		$ 28,100
Accrued transaction costs for disposition of business		2,200		2,200
Gain on sale of business	$ 0	0	$ 0	25,014
Contingent liability on sale of business		1,400		1,400
Tax effect of income (loss) from disposal of discontinued operation	$ 0	1,296	$ 0	5,827
Tax effect of recognition of operating loss carryforward from disposal of discontinued operation		$ 1,400		$ 5,800

Subsequent Events - Narrative (

Subsequent Events - Narrative (Details)	Nov. 03, 2015USD ($)
Subsequent Event [Member]
Subsequent Event [Line Items]
Authorized amount under Share Repurchase Program	$ 3,000,000