Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Mar. 31, 2018 | Apr. 30, 2018 | |
Document and Entity Information [Abstract] | ||
Entity Registrant Name | STAMPS.COM INC | |
Entity Central Index Key | 1,082,923 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Large Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 17,923,853 | |
Document Fiscal Year Focus | 2,018 | |
Document Fiscal Period Focus | Q1 | |
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Mar. 31, 2018 |
CONSOLIDATED BALANCE SHEETS (Un
CONSOLIDATED BALANCE SHEETS (Unaudited) - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 |
Current assets: | ||
Cash and cash equivalents | $ 195,848 | $ 153,903 |
Accounts receivable, net | 92,064 | 80,797 |
Current income taxes | 21,648 | 22,344 |
Other current assets | 16,052 | 14,449 |
Total current assets | 325,612 | 271,493 |
Property and equipment, net | 36,598 | 37,507 |
Goodwill | 239,705 | 239,705 |
Intangible assets, net | 76,981 | 80,990 |
Deferred income taxes, net | 42,276 | 43,148 |
Other assets | 6,224 | 6,261 |
Total assets | 727,396 | 679,104 |
Current liabilities: | ||
Accounts payable and accrued expenses | 103,653 | 103,076 |
Deferred revenue | 3,842 | 3,871 |
Current portion of debt, net of debt issuance costs | 8,907 | 8,392 |
Total current liabilities | 116,402 | 115,339 |
Long-term debt, net of debt issuance costs | 58,158 | 60,642 |
Other liabilities | 6,182 | 5,310 |
Total liabilities | 180,742 | 181,291 |
Commitments and contingencies (Note 3) | ||
Stockholders' equity: | ||
Common stock, $.001 par value per share Authorized shares: 47,500 in 2018 and 2017 Issued shares: 32,628 in 2018 and 32,177 in 2017 Outstanding shares: 17,883 in 2018 and 17,573 in 2017 | 55 | 55 |
Additional paid-in capital | 991,388 | 962,227 |
Treasury stock, at cost, 14,745 shares in 2018 and 14,604 in 2017 | (414,910) | (387,545) |
Accumulated deficit | (29,886) | (76,930) |
Accumulated other comprehensive income | 7 | 6 |
Total stockholders' equity | 546,654 | 497,813 |
Total liabilities and stockholders' equity | $ 727,396 | $ 679,104 |
CONSOLIDATED BALANCE SHEETS (U3
CONSOLIDATED BALANCE SHEETS (Unaudited) (Parenthetical) - $ / shares | Mar. 31, 2018 | Dec. 31, 2017 |
Stockholders' equity: | ||
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Common stock, shares authorized (in shares) | 47,500,000 | 47,500,000 |
Common stock, shares issued (in shares) | 32,628,000 | 32,177,000 |
Common stock, shares outstanding (in shares) | 17,883,000 | 17,573,000 |
Treasury stock, shares (in shares) | 14,745,000 | 14,604,000 |
CONSOLIDATED STATEMENTS OF INCO
CONSOLIDATED STATEMENTS OF INCOME (Unaudited) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Revenues: | ||
Service | $ 120,916 | $ 92,420 |
Product | 5,679 | 5,714 |
Insurance | 4,368 | 4,440 |
Customized postage | 2,580 | 2,442 |
Other | 22 | 24 |
Total revenues | 133,565 | 105,040 |
Cost of revenues (exclusive of amortization of intangible assets, which is included in general and administrative expense): | ||
Service | 20,649 | 12,676 |
Product | 1,751 | 1,802 |
Insurance | 998 | 1,368 |
Customized postage | 2,129 | 1,892 |
Total cost of revenues | 25,527 | 17,738 |
Gross profit | 108,038 | 87,302 |
Operating expenses: | ||
Sales and marketing | 25,748 | 23,150 |
Research and development | 12,073 | 10,522 |
General and administrative | 21,016 | 18,982 |
Total operating expenses | 58,837 | 52,654 |
Income from operations | 49,201 | 34,648 |
Interest expense | (590) | (880) |
Interest and other income | 49 | 30 |
Income before income taxes | 48,660 | 33,798 |
Income tax expense | 1,616 | 660 |
Net income | $ 47,044 | $ 33,138 |
Net income per share: | ||
Basic (in dollars per share) | $ 2.67 | $ 1.96 |
Diluted (in dollars per share) | $ 2.54 | $ 1.82 |
Weighted average shares outstanding: | ||
Basic (in shares) | 17,644 | 16,902 |
Diluted (in shares) | 18,511 | 18,170 |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Statement of Comprehensive Income [Abstract] | ||
Net income | $ 47,044 | $ 33,138 |
Other comprehensive gain (loss), net of tax: | ||
Unrealized gain (loss) on investments | 1 | (2) |
Comprehensive income | $ 47,045 | $ 33,136 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Operating activities: | ||
Net income | $ 47,044 | $ 33,138 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation and amortization | 5,335 | 5,227 |
Stock-based compensation expense | 7,548 | 11,367 |
Deferred income tax expense | 872 | 2,817 |
Accretion of debt issuance costs | 93 | 93 |
Changes in operating assets and liabilities, net of assets and liabilities acquired: | ||
Accounts receivable | (11,267) | 790 |
Other current assets | (1,603) | (1,682) |
Current income taxes | 696 | 0 |
Other assets | 37 | (523) |
Deferred revenue | (29) | (34) |
Other liabilities | 872 | 0 |
Accounts payable and accrued expenses | 5,690 | (2,399) |
Net cash provided by operating activities | 55,288 | 48,794 |
Investing activities: | ||
Purchase of long-term investments | 0 | (4) |
Acquisition of property and equipment | (447) | (3,065) |
Net cash used in investing activities | (447) | (3,069) |
Financing activities: | ||
Proceeds from short term financing obligation, net of repayments | (938) | (545) |
Principal payments on term loan | (2,062) | (1,547) |
Payment on revolving credit facility | 0 | (10,000) |
Proceeds from exercise of stock options | 19,632 | 18,797 |
Issuance of common stock under Employee Stock Purchase Plan | 1,981 | 1,469 |
Repurchase of common stock | (27,365) | (43,896) |
Payments related to tax withholding for share-based compensation | (4,144) | 0 |
Net cash used in financing activities | (12,896) | (35,722) |
Net increase in cash and cash equivalents | 41,945 | 10,003 |
Cash and cash equivalents at beginning of period | 153,903 | 106,932 |
Cash and cash equivalents at end of period | 195,848 | 116,935 |
Supplemental information: | ||
Accrual for payment of employee income taxes | 0 | 799 |
Capital expenditures accrued but not paid at period end | 0 | 641 |
Tenant improvement allowance | $ 0 | $ 355 |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 3 Months Ended |
Mar. 31, 2018 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies Basis of Presentation We prepared the consolidated financial statements included herein pursuant to the rules and regulations of the Securities and Exchange Commission (SEC). Certain information and footnote disclosures normally included in financial statements prepared in accordance with United States (U.S.) generally accepted accounting principles (GAAP) have been condensed or omitted pursuant to such rules and regulations. We believe that the disclosures are adequate to make the information presented not misleading. We recommend that these consolidated financial statements be read in conjunction with the audited consolidated financial statements and the notes thereto included in our latest annual report on Form 10-K for the fiscal year ended December 31, 2017 , filed with the SEC on February 28, 2018. In our opinion, these unaudited consolidated financial statements contain all adjustments (consisting only of normal recurring adjustments) considered necessary to present fairly our financial position as of March 31, 2018 , our results of operations for the three months ended March 31, 2018 , and our cash flows for the three months ended March 31, 2018 . The results of operations for the interim period are not necessarily indicative of the results that may be expected for the fiscal year ending December 31, 2018 . Basis of Consolidation The consolidated financial statements include all the assets, liabilities, revenues, expenses and cash flows of entities in which we have a 100% voting control, which includes Stamps.com Inc., Auctane LLC (ShipStation), Interapptive, Inc. (ShipWorks), PSI Systems Inc. (Endicia), ShippingEasy Group, Inc. (ShippingEasy) and PhotoStamps Inc. In July 2016, we completed our acquisition of 100% of the outstanding shares of ShippingEasy. Please see Note 2 - “Acquisitions” in our Notes to Consolidated Financial Statements for further description. Intercompany accounts and transactions between consolidated entities have been eliminated in consolidation. Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires us to make estimates, judgments and assumptions that affect the amounts reported in the consolidated financial statements and the accompanying notes. Actual results could differ from those estimates, and such differences may be material to the consolidated financial statements. Significant estimates and judgments inherent in the preparation of the consolidated financial statements include estimates of loss contingencies and the realizability of deferred income taxes. Business Combinations The acquisition method of accounting is used for business combinations. The results of operations of acquired businesses are included in our consolidated financial statements prospectively from the date of acquisition. The fair value of purchase consideration is allocated to the assets acquired and liabilities assumed from the acquired entity and is generally based on their fair value at the acquisition date. The excess of the fair value of purchase consideration over the fair value of the assets acquired and liabilities assumed is recorded as goodwill. Historically, the primary items that have generated goodwill include anticipated synergies between the acquired business and the Company and the acquired assembled workforce, neither of which qualifies for recognition as an intangible asset. Acquisition-related expenses are recognized in our consolidated financial statements as incurred. Contingencies and Litigation In the ordinary course of business, we are subject to various routine litigation matters as a claimant and a defendant. We record any amounts recovered in these matters when received. We establish loss provisions for claims against us when the loss is both probable and can be reasonably estimated. If either or both of the criteria are not met, we assess whether there is at least a reasonable possibility that a loss, or additional losses, may have been incurred. If there is a reasonable possibility that a loss or additional loss may have been incurred for such proceedings, we disclose the estimate of the amount of loss or possible range of loss, or disclose that an estimate of loss cannot be made, as applicable. Deferred Revenue Our deferred revenue relates mainly to service revenue, which generally arises due to the timing of payment versus the provision of services for certain customers billed in advance. Approximately $2.1 million of revenue recognized in the three months ended March 31, 2018 was included in the deferred revenue balance at December 31, 2017. Fair Value of Financial Instruments Carrying amounts of certain of our financial instruments, including cash and cash equivalents, accounts receivable and accounts payable, approximate fair value due to their short maturities. The Company’s outstanding debt held by third-party financial institutions is carried at cost, adjusted for debt issuance costs. The Company’s debt is not publicly traded and the carrying amount typically approximates fair value for debt that accrues interest at a variable rate for companies with similar financial characteristics as the Company, which are considered Level 2 fair value inputs as defined in Note 8 in our Consolidated Financial Statements. Goodwill and Indefinite-Lived Intangible Assets Goodwill represents the excess of the fair value of consideration given over the fair value of the tangible assets, identifiable intangible assets and liabilities assumed in a business combination. We are required to test goodwill for impairment annually and whenever events or circumstances indicate the fair value of a reporting unit may be below its carrying value. A reporting unit is the operating segment or a business that is one level below that operating segment. Reporting units are aggregated as a single reporting unit if they have similar economic characteristics. We aggregated our reporting units into a single reporting unit because we determined they have similar economic characteristics. Goodwill is reviewed for impairment annually on October 1 utilizing either a qualitative assessment or a two-step process. We have an option to make a qualitative assessment of a reporting unit's goodwill for impairment. If we choose to perform a qualitative assessment and determine the fair value more likely than not exceeds the carrying value, no further evaluation is necessary. When we perform the two-step process, the first step requires us to compare the fair value of our reporting unit, which we primarily determine using an income approach based on the present value of discounted cash flows, to the respective carrying value, which includes goodwill. If the fair value of our reporting unit exceeds its carrying value, the goodwill is not considered impaired. If the carrying value is higher than the fair value, there is an indication that impairment may exist and the second step is required. In step two, the implied fair value of goodwill is calculated as the excess of the fair value of our reporting unit over the fair values assigned to its assets and liabilities. If the implied fair value of goodwill is less than the carrying value of our reporting unit's goodwill, the difference is recognized as an impairment loss. As of March 31, 2018 , we are not aware of any indicators of impairment that would require an impairment analysis other than our annual goodwill impairment analysis. Indefinite-lived intangible assets are reviewed for impairment annually on October 1. In assessing other intangible assets not subject to amortization for impairment, the Company also has the option to perform a qualitative assessment to determine whether the existence of events or circumstances leads to a determination that it is more likely than not that the fair value of such an intangible asset is less than its carrying amount. If the Company determines that it is not more likely than not that the fair value of such an intangible asset is less than its carrying amount, then the Company is not required to perform any additional tests for assessing those intangible assets for impairment. However, if the Company concludes otherwise or elects not to perform the qualitative assessment, then it is required to perform a quantitative impairment test that involves a comparison of the estimated fair value of the intangible asset with its carrying value. If the carrying value of the intangible asset exceeds its fair value, an impairment loss is recognized in an amount equal to that excess. As of March 31, 2018 , we are not aware of any indicators of impairment that would require an impairment analysis other than our annual indefinite-lived intangible assets impairment analysis. Long-Lived Assets and Finite-Lived Intangible Assets Long-lived assets including intangible assets with finite useful lives are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Recoverability of assets to be held and used is measured by a comparison of the carrying amount of an asset to future net cash flows expected to be generated by the asset. If such assets are considered to be impaired, the impairment to be recognized is measured by the amount by which the carrying amount of the assets exceeds the fair value of the assets. Assets to be disposed of are reported at the lower of the carrying amount or fair value less costs to sell. We account for property and equipment at cost less accumulated depreciation and amortization. We compute depreciation using the straight-line method over the estimated useful life of the asset, generally three to five years for furniture, fixtures, and equipment and ten to forty years for building and building improvements. Leasehold improvements are capitalized and amortized over the shorter of the useful life of the asset or the remaining term of the lease. We have a policy of capitalizing expenditures that materially increase assets' useful lives and charging ordinary maintenance and repairs to operations as incurred. When property or equipment is disposed of, the cost and related accumulated depreciation and amortization are removed, and any gain or loss is included in income from operations. Income Taxes We account for income taxes in accordance with Financial Accounting Standards Board (FASB) ASC Topic No. 740, Income Taxes ( Income Taxes ), which requires that deferred tax assets and liabilities be recognized using enacted tax rates for the effect of temporary differences between the book and tax basis of recorded assets and liabilities. Income Taxes also requires that deferred tax assets be reduced by a valuation allowance if it is more likely than not that some or all of the net deferred tax assets will not be realized. We record a valuation allowance to reduce our gross deferred tax assets to the amount that is more likely than not (a likelihood of more than 50 percent) to be realized. In order for us to realize our deferred tax assets, we must be able to generate sufficient taxable income. We evaluate the appropriateness of our deferred tax assets and related valuation allowance in accordance with Income Taxes based on all available positive and negative evidence. Revenue Recognition We recognize revenues when we transfer control of promised goods or services to our customers in an amount that reflects the consideration to which we expect to be entitled to in exchange for those goods or services. We account for a contract when it has approval and commitment from both parties, the rights of the parties are identified, payment terms are identified, the contract has commercial substance, and collectability of consideration is probable. Our payment terms vary by the products and services offered. The term between billings and when payment is due is not significant. Revenues are presented on a disaggregated basis on the consolidated statements of income. Service revenues are recognized at a point in time, as transactions are processed, or over a period of time, typically one month or less. We earn service revenue from our mailing and shipping operations in several different ways: (1) customers may pay us a monthly fee based on a subscription plan which may be waived or refunded for certain customers; (2) we may be compensated directly by the United States Postal Service (USPS) for certain qualifying customers under our USPS partnership; (3) we may earn transaction related revenue based on customers purchasing postage or printing shipping labels; (4) we may earn compensation by offering customers a discounted postage rate that is provided to the customers by our integration partners; and (5) we may earn other types of revenue shares or other compensation from specific customers or integration partners. Customers may purchase postage and other delivery services from the USPS and other carriers through our mailing and shipping solutions. When funds are transferred directly from customers to the carrier, these funds are not recognized as revenue. We also provide mailing and shipping services for which the cost of postage or delivery is included in the cost of the service and, therefore, is recognized as service revenue. Product revenue consists of products sold through the mailing and shipping supplies stores which are available to our customers from within some of our mailing and shipping solutions. Products sold include shipping labels, mailing labels, dedicated postage printers, scales, and other mailing and shipping-focused office supplies. We recognize product revenue on product purchases upon delivery of the order to the customer. We provide our customers with the opportunity to purchase parcel insurance directly through our solutions. Insurance revenue represents the gross amount charged to the customer for purchasing insurance and the related cost represents the amount paid to our insurance providers. We recognize insurance revenue on insurance purchases upon the ship date of the insured package. Customized postage revenue, which includes the face value of postage, from the sale of PhotoStamps sheets and rolls is made pursuant to a sales contract that provides for transfer of both title and risk of loss upon our delivery to the carrier and revenue is recognized at that time. On a limited basis, we allow third parties to offer products and promotions to our customer base. These arrangements generally provide payment in the form of a flat fee or revenue sharing arrangements where we receive payment upon customers accessing third party products and services. Total revenue from such advertising arrangements was not significant during the three months ended March 31, 2018 or 2017 , respectively. Short-Term Financing Obligations We utilize short-term financing, which is separate from our debt, to fund certain Company operations. Short-term financing obligations are included in accounts payable and accrued expenses in the accompanying consolidated balance sheets. As of March 31, 2018 , we had $16.3 million in short-term financing obligations and $89.2 million of unused credit. As of December 31, 2017 , we had $17.2 million in short-term financing obligations and $103.4 million of unused credit. Stock-Based Compensation We account for share-based employee compensation plans under the fair value recognition and measurement provisions in accordance with applicable accounting standards, which require all share-based payments to employees, including grants of stock options and restricted stock units (RSUs), to be measured based on the grant date fair value of the awards, with the resulting expense generally recognized on a straight-line basis over the period during which the employee is required to perform service in exchange for the award. We account for forfeitures as they occur. Prior to the adoption of ASU 2016-09, Compensation-Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting, in 2017, share-based compensation expense was recorded net of estimated forfeitures, which were based on historical forfeitures and adjusted to reflect changes in facts and circumstances, if any. We use the Black-Scholes-Merton option valuation model to estimate the fair value of share-based payment awards on the date of grant, which requires us to use a number of complex estimates and subjective assumptions, including stock price volatility, expected term, risk-free interest rates, and projected employee stock option exercise behaviors. In the case of options we grant, our assumption of expected volatility is based on the historical volatility of our stock price over the term equal to the expected life of the options. We base the risk-free interest rate on U.S. Treasury zero-coupon issues with a remaining term equal to the expected life of the options assumed at the date of grant. The estimated expected life represents the weighted average period the stock options are expected to remain outstanding, determined based on an analysis of historical exercise behavior. Trademarks and Other Intangible Assets (excluding Goodwill) Acquired trademarks and other intangibles (excluding goodwill) include both amortizable and non-amortizable assets and are included in intangible assets, net in the accompanying consolidated balance sheets. Intangible assets are carried at cost less accumulated amortization. Cost associated with internally developed intangible assets is typically expensed as incurred as research and development costs. Amortization of amortizable intangible assets is calculated on a straight-line basis, which is consistent with the expected future cash flows. Treasury Stock During the three-months ended March 31, 2018 and March 31, 2017 , we repurchased approximately 120,000 shares and 356,000 shares for $23.2 million and $43.9 million , respectively. Also, during the three-months ended March 31, 2018 and March 31, 2017 , we withheld 21,076 and 6,670 of shares, respectively, to satisfy income tax obligations related to performance-based inducement equity awards issued to the General Manager and Chief Technology Officer of ShippingEasy as described in Note 2 - “Acquisitions.” Accounting Guidance Adopted in 2018 Definition of a Business In January 2017, the FASB issued ASU 2017-01, guidance that changes the definition of a business for accounting purposes. Under the new guidance, an entity first determines whether substantially all of the fair value of a set of assets acquired is concentrated in a single identifiable asset or a group of similar identifiable assets. If this threshold is met, the set of assets is not deemed to be a business. If this threshold is not met, the entity then evaluates whether the set of assets meets the requirement to be deemed a business, which at minimum, requires there to be an input and a substantive process that together significantly contribute to the ability to create outputs. The guidance became effective on a prospective basis for the Company on January 1, 2018. The Company's adoption of the guidance on January 1, 2018 did not have a material impact on the Company’s consolidated financial statements. Modification of Share-Based Payments In May 2017, the FASB issued ASU 2017-09, guidance that clarifies when changes to the terms and conditions of share-based awards must be accounted for as modifications. The guidance does not change the accounting treatment for modifications. The guidance became effective for the Company on January 1, 2018 and was adopted on a prospective basis. The adoption of the guidance did not have a material impact on the Company’s consolidated financial statements. Revenue Recognition In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers , an updated standard on revenue recognition. This ASU superseded the revenue recognition requirements in Accounting Standards Codification Topic 605, Revenue Recognition , and most industry-specific guidance. ASU 2014-09 provides enhancements to the quality and consistency of how revenue is reported while also improving comparability in the financial statements of companies reporting using U.S. GAAP and International Financial Reporting Standards. The core principle of the new standard is for companies to recognize revenue to depict the transfer of goods or services to customers in amounts that reflect the consideration to which the company expects to be entitled in exchange for those goods or services. In doing so, companies may be required to use more judgment and make more estimates than under current authoritative guidance. During fiscal 2017, the FASB issued additional clarification guidance on the new revenue recognition standard which also included certain scope improvements and practical expedients. The new revenue recognition standard became effective for the Company on January 1, 2018 and could be applied retrospectively to each prior reporting period presented (full retrospective method) or retrospectively with the cumulative effect of initially applying the guidance recognized at the date of initial application (modified retrospective method). On January 1, 2018, the Company adopted the guidance under the modified retrospective method. The adoption of the guidance did not have a material impact on the Company's consolidated financial statements. Accounting Guidance Not Yet Adopted Goodwill Impairment In January 2017, the FASB issued ASU 2017-04, a standard which simplifies the accounting for goodwill impairment. The guidance removes Step 2 of the goodwill impairment test, which requires a hypothetical purchase price allocation. Goodwill impairment will now be the amount by which a reporting unit's carrying value exceeds its fair value, not to exceed the carrying amount of goodwill. The guidance will become effective on a prospective basis for the Company on January 1, 2020 and is not expected to have a material impact on the Company's consolidated financial statements. Leases In February 2016, the FASB issued ASU 2016-02, a new accounting standard for leases. The new standard generally requires the recognition of financing and operating lease liabilities and corresponding right-of-use assets on the balance sheet. For financing leases, a lessee recognizes amortization of the right-of-use asset as an operating expense over the lease term separately from interest on the lease liability. For operating leases, a lessee recognizes its total lease expense as an operating expense over the lease term. The amendments are effective for the Company in the first quarter of 2019 using a modified retrospective approach with early adoption permitted. The Company is currently evaluating the impact the adoption of this standard will have on its consolidated financial statements. Subsequent Events We are not aware of any material subsequent events or transactions that have occurred that would require recognition in the financial statements or disclosure in the notes to the financial statements. |
Acquisitions
Acquisitions | 3 Months Ended |
Mar. 31, 2018 | |
Business Combinations [Abstract] | |
Acquisitions | Acquisitions We have accounted for all of our acquisitions under the acquisition method of accounting in accordance with the provisions of FASB ASC Topic No. 805, Business Combinations . ShippingEasy Acquisition On July 1, 2016, we completed our acquisition of ShippingEasy Group, Inc. (ShippingEasy). The net purchase price including adjustments for net working capital totaled approximately $55.4 million and was funded from current cash and investment balances. In connection with the acquisition, we issued performance-based inducement equity awards to each of the General Manager and Chief Technology Officer of ShippingEasy. These inducement awards cover an aggregate of up to 43,567 common shares each if earnings targets for ShippingEasy are achieved over a two and one-half year period which began July 1, 2016. The awards are subject to proration if at least 75% of the applicable target is achieved and are subject to forfeiture or acceleration based on changes in employment circumstances over the performance period. In fiscal 2016, we determined the achievement of 100% of the earnings target for the six months ended December 31, 2016 was probable, therefore, we recognized approximately $1.9 million of stock-based compensation expense, representing 21,783 shares, for these inducement equity awards during the six months ended December 31, 2016. The equity award for the first phase was issued in the first quarter of 2017 with 15,113 shares distributed and 6,670 shares withheld to satisfy income tax obligations. In fiscal 2017, we determined the achievement of 100% of the earnings target for the twelve months ended December 31, 2017 was probable, therefore, we recognized approximately $4.9 million of stock-based compensation expense, representing 56,638 shares, for these inducement equity awards during the year ended December 31, 2017. The equity award for the second phase was issued in the first quarter of 2018 with 35,562 shares distributed and 21,076 shares withheld to satisfy income tax obligations. In the first quarter of 2018, we determined the achievement of 100% of the earnings target for the twelve months ended December 31, 2018 is probable, therefore, we recognized approximately $189,000 of stock-based compensation expense, representing 25% of the 8,713 shares that would be earned in the year ending December 31, 2018 , for these inducement equity awards during the three months ended March 31, 2018 . We also issued inducement stock option grants for an aggregate of approximately 62,000 shares of Stamps.com common stock to 48 new employees in connection with our acquisition of ShippingEasy. |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2018 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Legal Proceedings We are subject to various routine legal proceedings and claims incidental to our business, and we do not believe that these proceedings and claims would reasonably be expected to have a material adverse effect on our financial position, results of operations, or cash flows. On February 8, 2018, a putative class action complaint was filed against us in a case entitled Juan Lopez and Nicholas Dixon v. Stamps.com, Inc. , Case No. 2:18-cv-01101, in the United States District Court for the Central District of California, Western Division, alleging wage and hour claims on behalf of our current and former “non-exempt” hourly call center employees. The complaint seeks class certification, unspecified damages, unpaid wages, penalties, restitution, interest, and attorneys’ fees and costs. We expect to defend this case vigorously. Due to the preliminary nature of the case, an estimate of the possible loss or range of loss, if any, cannot be determined. The Company had not accrued any amounts related to any of the Company’s legal proceedings as of March 31, 2018 and December 31, 2017 , respectively. Although management at present believes that the ultimate outcome of the various routine proceedings, individually and in the aggregate, will not materially harm our financial position, results of operations, cash flows, or overall trends, legal proceedings are subject to inherent uncertainties, and unfavorable rulings or other events could occur. An unfavorable outcome for an amount in excess of management's present expectations may result in a material adverse impact on our business, results of operations, financial position, and overall trends. Commitments The Company leases facilities pursuant to noncancelable operating lease agreements expiring through 2021. Rent expense is recognized on a straight-line basis over the lease term. Lease incentives are amortized over the lease term on a straight-line basis. Leasehold improvements are capitalized and amortized over the shorter of the useful life of the asset or the remaining term of the lease. Rent expense for the three months ended March 31, 2018 was approximately $933,000 . Rent expense for the three months ended March 31, 2017 was approximately $1.0 million . The following table is a schedule of our significant contractual obligations and commercial commitments (other than debt commitments), which consist of minimum operating lease payments as of March 31, 2018 (in thousands): Twelve Month Period Ending March 31, Operating 2019 $ 2,889 2020 1,379 2021 1,407 2022 507 Thereafter — Total $ 6,182 |
Net Income per Share
Net Income per Share | 3 Months Ended |
Mar. 31, 2018 | |
Earnings Per Share [Abstract] | |
Net Income per Share | Net Income per Share The following table reconciles share amounts utilized to calculate basic and diluted net income per share (in thousands, except per share data): Three Months Ended 2018 2017 Net income $ 47,044 $ 33,138 Basic - weighted average common shares 17,644 16,902 Diluted effect of common stock equivalents 867 1,268 Diluted - weighted average common shares 18,511 18,170 Earnings per share: Basic 2.67 1.96 Diluted 2.54 1.82 The calculation of dilutive shares excludes the effect of the following options that are considered anti-dilutive (in thousands): Three Months Ended 2018 2017 Anti-dilutive stock options 95 — |
Stock-Based Compensation
Stock-Based Compensation | 3 Months Ended |
Mar. 31, 2018 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Stock-Based Compensation | Stock-Based Compensation Compensation expense for employee stock options granted is generally recognized using the straight-line method over their respective vesting periods of up to five years. Starting in the third quarter of fiscal 2016, our stock-based compensation expense included performance-based inducement equity awards relating to the ShippingEasy acquisition as described in Note 2 - "Acquisitions." The following table sets forth the stock-based compensation expense that we recognized for the periods indicated (in thousands): Three Months Ended 2018 2017 Stock-based compensation expense relating to: Stock options $ 7,191 $ 11,135 Employee stock purchases 357 232 Total stock-based compensation expense $ 7,548 $ 11,367 Stock-based compensation expense relating to: Cost of revenues $ 483 $ 548 Sales and marketing 1,518 2,307 Research and development 1,927 2,496 General and administrative 3,620 6,016 Total stock-based compensation expense $ 7,548 $ 11,367 The following are the weighted average assumptions used in the Black-Scholes-Merton option valuation model for the periods indicated: Three Months Ended 2018 2017 Expected dividend yield — % — % Risk-free interest rate 2.3 % 1.5 % Expected volatility 50.5 % 46.6 % Expected life (in years) 3.4 3.4 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets | 3 Months Ended |
Mar. 31, 2018 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets | Goodwill and Intangible Assets Goodwill represents the excess of the fair value of consideration given over the fair value of the tangible assets, identifiable intangible assets and liabilities assumed in business combinations. Goodwill was approximately $239.7 million as of March 31, 2018 and December 31, 2017 , respectively. We have amortizable and non-amortizable intangible assets consisting of trademarks, trade names, developed technology, non-compete agreements, customer relationships and other totaling approximately $125.4 million in gross carrying amount as of both March 31, 2018 and December 31, 2017 . Non-amortizable assets of $11.4 million as of both March 31, 2018 and December 31, 2017 consist primarily of the trade name relating to the Endicia acquisition. The following table summarizes our amortizable intangible assets as of March 31, 2018 (in thousands): Gross Carrying Amount Accumulated Amortization Net Carrying Amount Remaining weighted average amortization period (years) Patents and Others $ 8,889 $ 8,832 $ 57 1.2 Customer Relationships 60,816 24,663 36,153 3.7 Technology 40,048 12,596 27,452 5.6 Non-Compete 2,211 1,405 806 1.8 Trademark 2,004 880 1,124 4.4 Total amortizable intangible assets at March 31, 2018 $ 113,968 $ 48,376 $ 65,592 4.4 The following table summarizes our amortizable intangible assets as of December 31, 2017 (in thousands): Gross Carrying Amount Accumulated Amortization Net Carrying Amount Remaining weighted average amortization period (years) Patents and Others $ 8,889 $ 8,820 $ 69 1.5 Customer Relationships 60,816 22,170 38,646 3.9 Technology 40,048 11,297 28,751 5.9 Non-Compete 2,211 1,280 931 2.0 Trademark 2,004 800 1,204 4.6 Total amortizable intangible assets at December 31, 2017 $ 113,968 $ 44,367 $ 69,601 4.6 We recorded amortization of intangible assets totaling approximately $4.0 million for each of the three months ended March 31, 2018 and 2017 . Amortization of intangible assets is included in general and administrative expense in the accompanying consolidated statements of income. Our estimated amortization expense for the next five years and thereafter is as follows (in thousands): Twelve Month Period Ending March 31, Estimated Amortization Expense 2019 $ 15,755 2020 15,594 2021 15,336 2022 10,459 2023 3,411 Thereafter 5,037 Total $ 65,592 |
Income Taxes
Income Taxes | 3 Months Ended |
Mar. 31, 2018 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes Our income tax expense for the three months ended March 31, 2018 and 2017 was $1.6 million and $660,000 , respectively. The income tax expense for the three months ended March 31, 2018 was primarily due to our pre-tax income multiplied by an estimated annual effective tax rate and discrete tax benefits of approximately $10.7 million recorded during the quarter related to exercises of stock awards. The income tax expense for the three months ended March 31, 2017 was primarily due to our pre-tax income multiplied by an estimated annual effective tax rate and discrete tax benefits of approximately $12.6 million recorded during the quarter related to exercises of stock awards. Our income tax expense for the three months ended March 31, 2018 was higher than our income tax expense for the three months ended March 31, 2017 primarily due to higher pre-tax income and lower discrete tax benefits related to exercises of stock awards. Our effective income tax rate differs from the statutory income tax rate primarily as a result of permanent tax adjustments for tax benefits from exercises of stock awards and research and development tax credits, as well as nondeductible items and state taxes. As of March 31, 2018 and December 31, 2017 , we have recorded a valuation allowance of $490,000 and $410,000 against certain state research and development credits for which we believe it is more likely than not that these deferred tax assets will not be realized. We recorded provisional amounts as of December 31, 2017 related to certain income tax effects of the Tax Cuts and Jobs Act enacted December 22, 2017 under guidance set forth in Staff Accounting Bulletin No. 118 (SAB 118). These amounts have not been adjusted as of March 31, 2018 , and we will continue to monitor any changes to the provisional amounts during the measurement period or until the accounting is complete. Any subsequent adjustment to the these amounts will be recorded to current tax expense in the quarters of 2018 when the analysis is complete. |
Fair Value Measurements
Fair Value Measurements | 3 Months Ended |
Mar. 31, 2018 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Fair Value Measurements Financial assets measured at fair value on a recurring basis are classified in one of the three categories described below: Level 1 - Valuations based on unadjusted quoted prices for identical assets in an active market Level 2 - Valuations based on quoted prices in markets where trading occurs infrequently or whose values are based on quoted prices of instruments with similar attributes in active markets Level 3 - Valuations based on inputs that are unobservable and involve management judgment and our own assumptions about market participants and pricing The following tables summarize our financial assets measured at fair value on a recurring basis as of March 31, 2018 and December 31, 2017 (in thousands): Fair Value Measurement at Reporting Date Using Description March 31, 2018 Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Cash and cash equivalents $ 195,848 $ 195,848 — — Total $ 195,848 $ 195,848 — — Fair Value Measurement at Reporting Date Using Description December 31, 2017 Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Cash and cash equivalents $ 153,903 $ 153,903 — — Total $ 153,903 $ 153,903 $ — — |
Cash and Cash Equivalents
Cash and Cash Equivalents | 3 Months Ended |
Mar. 31, 2018 | |
Cash and Cash Equivalents [Abstract] | |
Cash and Cash Equivalents | Cash and Cash Equivalents Our cash equivalents consisted of money market funds at March 31, 2018 and December 31, 2017 . We consider all highly liquid investments with an original or remaining maturity of three months or less at the date of purchase to be cash equivalents. At March 31, 2018 and December 31, 2017 , we had no material investments. The following tables summarize our cash and cash equivalents as of March 31, 2018 and December 31, 2017 (in thousands): March 31, 2018 Cost or Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Estimated Fair Value Cash and cash equivalents: Cash $ 189,308 — — $ 189,308 Money market 6,540 — — 6,540 Cash and cash equivalents $ 195,848 — — $ 195,848 December 31, 2017 Cost or Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Estimated Fair Value Cash and cash equivalents: Cash $ 147,386 — — $ 147,386 Money market 6,517 — — 6,517 Cash and cash equivalents $ 153,903 — — $ 153,903 |
Summary of Significant Accoun16
Summary of Significant Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 2018 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation We prepared the consolidated financial statements included herein pursuant to the rules and regulations of the Securities and Exchange Commission (SEC). Certain information and footnote disclosures normally included in financial statements prepared in accordance with United States (U.S.) generally accepted accounting principles (GAAP) have been condensed or omitted pursuant to such rules and regulations. We believe that the disclosures are adequate to make the information presented not misleading. We recommend that these consolidated financial statements be read in conjunction with the audited consolidated financial statements and the notes thereto included in our latest annual report on Form 10-K for the fiscal year ended December 31, 2017 , filed with the SEC on February 28, 2018. In our opinion, these unaudited consolidated financial statements contain all adjustments (consisting only of normal recurring adjustments) considered necessary to present fairly our financial position as of March 31, 2018 , our results of operations for the three months ended March 31, 2018 , and our cash flows for the three months ended March 31, 2018 . The results of operations for the interim period are not necessarily indicative of the results that may be expected for the fiscal year ending December 31, 2018 . |
Principles of Consolidation | Basis of Consolidation The consolidated financial statements include all the assets, liabilities, revenues, expenses and cash flows of entities in which we have a 100% voting control, which includes Stamps.com Inc., Auctane LLC (ShipStation), Interapptive, Inc. (ShipWorks), PSI Systems Inc. (Endicia), ShippingEasy Group, Inc. (ShippingEasy) and PhotoStamps Inc. In July 2016, we completed our acquisition of 100% of the outstanding shares of ShippingEasy. Please see Note 2 - “Acquisitions” in our Notes to Consolidated Financial Statements for further description. Intercompany accounts and transactions between consolidated entities have been eliminated in consolidation. |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires us to make estimates, judgments and assumptions that affect the amounts reported in the consolidated financial statements and the accompanying notes. Actual results could differ from those estimates, and such differences may be material to the consolidated financial statements. Significant estimates and judgments inherent in the preparation of the consolidated financial statements include estimates of loss contingencies and the realizability of deferred income taxes. |
Business Combinations | Business Combinations The acquisition method of accounting is used for business combinations. The results of operations of acquired businesses are included in our consolidated financial statements prospectively from the date of acquisition. The fair value of purchase consideration is allocated to the assets acquired and liabilities assumed from the acquired entity and is generally based on their fair value at the acquisition date. The excess of the fair value of purchase consideration over the fair value of the assets acquired and liabilities assumed is recorded as goodwill. Historically, the primary items that have generated goodwill include anticipated synergies between the acquired business and the Company and the acquired assembled workforce, neither of which qualifies for recognition as an intangible asset. Acquisition-related expenses are recognized in our consolidated financial statements as incurred. We have accounted for all of our acquisitions under the acquisition method of accounting in accordance with the provisions of FASB ASC Topic No. 805, Business Combinations . |
Contingencies and Litigation | Contingencies and Litigation In the ordinary course of business, we are subject to various routine litigation matters as a claimant and a defendant. We record any amounts recovered in these matters when received. We establish loss provisions for claims against us when the loss is both probable and can be reasonably estimated. If either or both of the criteria are not met, we assess whether there is at least a reasonable possibility that a loss, or additional losses, may have been incurred. If there is a reasonable possibility that a loss or additional loss may have been incurred for such proceedings, we disclose the estimate of the amount of loss or possible range of loss, or disclose that an estimate of loss cannot be made, as applicable. |
Deferred Revenue | Deferred Revenue Our deferred revenue relates mainly to service revenue, which generally arises due to the timing of payment versus the provision of services for certain customers billed in advance. |
Fair Value of Financial Instruments | Fair Value of Financial Instruments Carrying amounts of certain of our financial instruments, including cash and cash equivalents, accounts receivable and accounts payable, approximate fair value due to their short maturities. The Company’s outstanding debt held by third-party financial institutions is carried at cost, adjusted for debt issuance costs. The Company’s debt is not publicly traded and the carrying amount typically approximates fair value for debt that accrues interest at a variable rate for companies with similar financial characteristics as the Company, which are considered Level 2 fair value inputs as defined in Note 8 in our Consolidated Financial Statements. |
Goodwill and Indefinite-lived Intangible Assets | Goodwill and Indefinite-Lived Intangible Assets Goodwill represents the excess of the fair value of consideration given over the fair value of the tangible assets, identifiable intangible assets and liabilities assumed in a business combination. We are required to test goodwill for impairment annually and whenever events or circumstances indicate the fair value of a reporting unit may be below its carrying value. A reporting unit is the operating segment or a business that is one level below that operating segment. Reporting units are aggregated as a single reporting unit if they have similar economic characteristics. We aggregated our reporting units into a single reporting unit because we determined they have similar economic characteristics. Goodwill is reviewed for impairment annually on October 1 utilizing either a qualitative assessment or a two-step process. We have an option to make a qualitative assessment of a reporting unit's goodwill for impairment. If we choose to perform a qualitative assessment and determine the fair value more likely than not exceeds the carrying value, no further evaluation is necessary. When we perform the two-step process, the first step requires us to compare the fair value of our reporting unit, which we primarily determine using an income approach based on the present value of discounted cash flows, to the respective carrying value, which includes goodwill. If the fair value of our reporting unit exceeds its carrying value, the goodwill is not considered impaired. If the carrying value is higher than the fair value, there is an indication that impairment may exist and the second step is required. In step two, the implied fair value of goodwill is calculated as the excess of the fair value of our reporting unit over the fair values assigned to its assets and liabilities. If the implied fair value of goodwill is less than the carrying value of our reporting unit's goodwill, the difference is recognized as an impairment loss. As of March 31, 2018 , we are not aware of any indicators of impairment that would require an impairment analysis other than our annual goodwill impairment analysis. Indefinite-lived intangible assets are reviewed for impairment annually on October 1. In assessing other intangible assets not subject to amortization for impairment, the Company also has the option to perform a qualitative assessment to determine whether the existence of events or circumstances leads to a determination that it is more likely than not that the fair value of such an intangible asset is less than its carrying amount. If the Company determines that it is not more likely than not that the fair value of such an intangible asset is less than its carrying amount, then the Company is not required to perform any additional tests for assessing those intangible assets for impairment. However, if the Company concludes otherwise or elects not to perform the qualitative assessment, then it is required to perform a quantitative impairment test that involves a comparison of the estimated fair value of the intangible asset with its carrying value. If the carrying value of the intangible asset exceeds its fair value, an impairment loss is recognized in an amount equal to that excess. As of March 31, 2018 , we are not aware of any indicators of impairment that would require an impairment analysis other than our annual indefinite-lived intangible assets impairment analysis. |
Long-Lived Assets and Finite-Lived Intangible Asset | Long-Lived Assets and Finite-Lived Intangible Assets Long-lived assets including intangible assets with finite useful lives are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Recoverability of assets to be held and used is measured by a comparison of the carrying amount of an asset to future net cash flows expected to be generated by the asset. If such assets are considered to be impaired, the impairment to be recognized is measured by the amount by which the carrying amount of the assets exceeds the fair value of the assets. Assets to be disposed of are reported at the lower of the carrying amount or fair value less costs to sell. We account for property and equipment at cost less accumulated depreciation and amortization. We compute depreciation using the straight-line method over the estimated useful life of the asset, generally three to five years for furniture, fixtures, and equipment and ten to forty years for building and building improvements. Leasehold improvements are capitalized and amortized over the shorter of the useful life of the asset or the remaining term of the lease. We have a policy of capitalizing expenditures that materially increase assets' useful lives and charging ordinary maintenance and repairs to operations as incurred. When property or equipment is disposed of, the cost and related accumulated depreciation and amortization are removed, and any gain or loss is included in income from operations. |
Income Taxes | Income Taxes We account for income taxes in accordance with Financial Accounting Standards Board (FASB) ASC Topic No. 740, Income Taxes ( Income Taxes ), which requires that deferred tax assets and liabilities be recognized using enacted tax rates for the effect of temporary differences between the book and tax basis of recorded assets and liabilities. Income Taxes also requires that deferred tax assets be reduced by a valuation allowance if it is more likely than not that some or all of the net deferred tax assets will not be realized. We record a valuation allowance to reduce our gross deferred tax assets to the amount that is more likely than not (a likelihood of more than 50 percent) to be realized. In order for us to realize our deferred tax assets, we must be able to generate sufficient taxable income. We evaluate the appropriateness of our deferred tax assets and related valuation allowance in accordance with Income Taxes based on all available positive and negative evidence. |
Revenue Recognition | Revenue Recognition We recognize revenues when we transfer control of promised goods or services to our customers in an amount that reflects the consideration to which we expect to be entitled to in exchange for those goods or services. We account for a contract when it has approval and commitment from both parties, the rights of the parties are identified, payment terms are identified, the contract has commercial substance, and collectability of consideration is probable. Our payment terms vary by the products and services offered. The term between billings and when payment is due is not significant. Revenues are presented on a disaggregated basis on the consolidated statements of income. Service revenues are recognized at a point in time, as transactions are processed, or over a period of time, typically one month or less. We earn service revenue from our mailing and shipping operations in several different ways: (1) customers may pay us a monthly fee based on a subscription plan which may be waived or refunded for certain customers; (2) we may be compensated directly by the United States Postal Service (USPS) for certain qualifying customers under our USPS partnership; (3) we may earn transaction related revenue based on customers purchasing postage or printing shipping labels; (4) we may earn compensation by offering customers a discounted postage rate that is provided to the customers by our integration partners; and (5) we may earn other types of revenue shares or other compensation from specific customers or integration partners. Customers may purchase postage and other delivery services from the USPS and other carriers through our mailing and shipping solutions. When funds are transferred directly from customers to the carrier, these funds are not recognized as revenue. We also provide mailing and shipping services for which the cost of postage or delivery is included in the cost of the service and, therefore, is recognized as service revenue. Product revenue consists of products sold through the mailing and shipping supplies stores which are available to our customers from within some of our mailing and shipping solutions. Products sold include shipping labels, mailing labels, dedicated postage printers, scales, and other mailing and shipping-focused office supplies. We recognize product revenue on product purchases upon delivery of the order to the customer. We provide our customers with the opportunity to purchase parcel insurance directly through our solutions. Insurance revenue represents the gross amount charged to the customer for purchasing insurance and the related cost represents the amount paid to our insurance providers. We recognize insurance revenue on insurance purchases upon the ship date of the insured package. Customized postage revenue, which includes the face value of postage, from the sale of PhotoStamps sheets and rolls is made pursuant to a sales contract that provides for transfer of both title and risk of loss upon our delivery to the carrier and revenue is recognized at that time. On a limited basis, we allow third parties to offer products and promotions to our customer base. These arrangements generally provide payment in the form of a flat fee or revenue sharing arrangements where we receive payment upon customers accessing third party products and services. Total revenue from such advertising arrangements was not significant during the three months ended March 31, 2018 or 2017 , respectively. |
Short-Term Financing Obligations | Short-Term Financing Obligations We utilize short-term financing, which is separate from our debt, to fund certain Company operations. Short-term financing obligations are included in accounts payable and accrued expenses in the accompanying consolidated balance sheets. As of March 31, 2018 , we had $16.3 million in short-term financing obligations and $89.2 million of unused credit. As of December 31, 2017 , we had $17.2 million in short-term financing obligations and $103.4 million of unused credit. |
Stock-Based Compensation | Stock-Based Compensation We account for share-based employee compensation plans under the fair value recognition and measurement provisions in accordance with applicable accounting standards, which require all share-based payments to employees, including grants of stock options and restricted stock units (RSUs), to be measured based on the grant date fair value of the awards, with the resulting expense generally recognized on a straight-line basis over the period during which the employee is required to perform service in exchange for the award. We account for forfeitures as they occur. Prior to the adoption of ASU 2016-09, Compensation-Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting, in 2017, share-based compensation expense was recorded net of estimated forfeitures, which were based on historical forfeitures and adjusted to reflect changes in facts and circumstances, if any. We use the Black-Scholes-Merton option valuation model to estimate the fair value of share-based payment awards on the date of grant, which requires us to use a number of complex estimates and subjective assumptions, including stock price volatility, expected term, risk-free interest rates, and projected employee stock option exercise behaviors. In the case of options we grant, our assumption of expected volatility is based on the historical volatility of our stock price over the term equal to the expected life of the options. We base the risk-free interest rate on U.S. Treasury zero-coupon issues with a remaining term equal to the expected life of the options assumed at the date of grant. The estimated expected life represents the weighted average period the stock options are expected to remain outstanding, determined based on an analysis of historical exercise behavior. |
Trademarks and Other Intangible Assets (excluding Goodwill) | Trademarks and Other Intangible Assets (excluding Goodwill) Acquired trademarks and other intangibles (excluding goodwill) include both amortizable and non-amortizable assets and are included in intangible assets, net in the accompanying consolidated balance sheets. Intangible assets are carried at cost less accumulated amortization. Cost associated with internally developed intangible assets is typically expensed as incurred as research and development costs. Amortization of amortizable intangible assets is calculated on a straight-line basis, which is consistent with the expected future cash flows. |
Treasury Stock | Treasury Stock During the three-months ended March 31, 2018 and March 31, 2017 , we repurchased approximately 120,000 shares and 356,000 shares for $23.2 million and $43.9 million , respectively. Also, during the three-months ended March 31, 2018 and March 31, 2017 , we withheld 21,076 and 6,670 of shares, respectively, to satisfy income tax obligations related to performance-based inducement equity awards issued to the General Manager and Chief Technology Officer of ShippingEasy as described in Note 2 - “Acquisitions.” |
Accounting Guidance Adopted in 2018 and Guidance Not Yet Adopted | Accounting Guidance Adopted in 2018 Definition of a Business In January 2017, the FASB issued ASU 2017-01, guidance that changes the definition of a business for accounting purposes. Under the new guidance, an entity first determines whether substantially all of the fair value of a set of assets acquired is concentrated in a single identifiable asset or a group of similar identifiable assets. If this threshold is met, the set of assets is not deemed to be a business. If this threshold is not met, the entity then evaluates whether the set of assets meets the requirement to be deemed a business, which at minimum, requires there to be an input and a substantive process that together significantly contribute to the ability to create outputs. The guidance became effective on a prospective basis for the Company on January 1, 2018. The Company's adoption of the guidance on January 1, 2018 did not have a material impact on the Company’s consolidated financial statements. Modification of Share-Based Payments In May 2017, the FASB issued ASU 2017-09, guidance that clarifies when changes to the terms and conditions of share-based awards must be accounted for as modifications. The guidance does not change the accounting treatment for modifications. The guidance became effective for the Company on January 1, 2018 and was adopted on a prospective basis. The adoption of the guidance did not have a material impact on the Company’s consolidated financial statements. Revenue Recognition In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers , an updated standard on revenue recognition. This ASU superseded the revenue recognition requirements in Accounting Standards Codification Topic 605, Revenue Recognition , and most industry-specific guidance. ASU 2014-09 provides enhancements to the quality and consistency of how revenue is reported while also improving comparability in the financial statements of companies reporting using U.S. GAAP and International Financial Reporting Standards. The core principle of the new standard is for companies to recognize revenue to depict the transfer of goods or services to customers in amounts that reflect the consideration to which the company expects to be entitled in exchange for those goods or services. In doing so, companies may be required to use more judgment and make more estimates than under current authoritative guidance. During fiscal 2017, the FASB issued additional clarification guidance on the new revenue recognition standard which also included certain scope improvements and practical expedients. The new revenue recognition standard became effective for the Company on January 1, 2018 and could be applied retrospectively to each prior reporting period presented (full retrospective method) or retrospectively with the cumulative effect of initially applying the guidance recognized at the date of initial application (modified retrospective method). On January 1, 2018, the Company adopted the guidance under the modified retrospective method. The adoption of the guidance did not have a material impact on the Company's consolidated financial statements. Accounting Guidance Not Yet Adopted Goodwill Impairment In January 2017, the FASB issued ASU 2017-04, a standard which simplifies the accounting for goodwill impairment. The guidance removes Step 2 of the goodwill impairment test, which requires a hypothetical purchase price allocation. Goodwill impairment will now be the amount by which a reporting unit's carrying value exceeds its fair value, not to exceed the carrying amount of goodwill. The guidance will become effective on a prospective basis for the Company on January 1, 2020 and is not expected to have a material impact on the Company's consolidated financial statements. Leases In February 2016, the FASB issued ASU 2016-02, a new accounting standard for leases. The new standard generally requires the recognition of financing and operating lease liabilities and corresponding right-of-use assets on the balance sheet. For financing leases, a lessee recognizes amortization of the right-of-use asset as an operating expense over the lease term separately from interest on the lease liability. For operating leases, a lessee recognizes its total lease expense as an operating expense over the lease term. The amendments are effective for the Company in the first quarter of 2019 using a modified retrospective approach with early adoption permitted. The Company is currently evaluating the impact the adoption of this standard will have on its consolidated financial statements. |
Subsequent Events | Subsequent Events We are not aware of any material subsequent events or transactions that have occurred that would require recognition in the financial statements or disclosure in the notes to the financial statements. |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Commitments and Contingencies Disclosure [Abstract] | |
Future Minimum Lease Payment under Operating Leases | The following table is a schedule of our significant contractual obligations and commercial commitments (other than debt commitments), which consist of minimum operating lease payments as of March 31, 2018 (in thousands): Twelve Month Period Ending March 31, Operating 2019 $ 2,889 2020 1,379 2021 1,407 2022 507 Thereafter — Total $ 6,182 |
Net Income per Share (Tables)
Net Income per Share (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Earnings Per Share [Abstract] | |
Calculation of Basic and Diluted Net Income Per Share | The following table reconciles share amounts utilized to calculate basic and diluted net income per share (in thousands, except per share data): Three Months Ended 2018 2017 Net income $ 47,044 $ 33,138 Basic - weighted average common shares 17,644 16,902 Diluted effect of common stock equivalents 867 1,268 Diluted - weighted average common shares 18,511 18,170 Earnings per share: Basic 2.67 1.96 Diluted 2.54 1.82 |
Anti-dilutive Securities Excluded from Computation of Earnings Per Share | The calculation of dilutive shares excludes the effect of the following options that are considered anti-dilutive (in thousands): Three Months Ended 2018 2017 Anti-dilutive stock options 95 — |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Stock-Based Compensation Expense | The following table sets forth the stock-based compensation expense that we recognized for the periods indicated (in thousands): Three Months Ended 2018 2017 Stock-based compensation expense relating to: Stock options $ 7,191 $ 11,135 Employee stock purchases 357 232 Total stock-based compensation expense $ 7,548 $ 11,367 Stock-based compensation expense relating to: Cost of revenues $ 483 $ 548 Sales and marketing 1,518 2,307 Research and development 1,927 2,496 General and administrative 3,620 6,016 Total stock-based compensation expense $ 7,548 $ 11,367 |
Weighted Average Assumptions Used in Black-Scholes-Merton Option Valuation Model | The following are the weighted average assumptions used in the Black-Scholes-Merton option valuation model for the periods indicated: Three Months Ended 2018 2017 Expected dividend yield — % — % Risk-free interest rate 2.3 % 1.5 % Expected volatility 50.5 % 46.6 % Expected life (in years) 3.4 3.4 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Acquired Intangible Assets | The following table summarizes our amortizable intangible assets as of March 31, 2018 (in thousands): Gross Carrying Amount Accumulated Amortization Net Carrying Amount Remaining weighted average amortization period (years) Patents and Others $ 8,889 $ 8,832 $ 57 1.2 Customer Relationships 60,816 24,663 36,153 3.7 Technology 40,048 12,596 27,452 5.6 Non-Compete 2,211 1,405 806 1.8 Trademark 2,004 880 1,124 4.4 Total amortizable intangible assets at March 31, 2018 $ 113,968 $ 48,376 $ 65,592 4.4 The following table summarizes our amortizable intangible assets as of December 31, 2017 (in thousands): Gross Carrying Amount Accumulated Amortization Net Carrying Amount Remaining weighted average amortization period (years) Patents and Others $ 8,889 $ 8,820 $ 69 1.5 Customer Relationships 60,816 22,170 38,646 3.9 Technology 40,048 11,297 28,751 5.9 Non-Compete 2,211 1,280 931 2.0 Trademark 2,004 800 1,204 4.6 Total amortizable intangible assets at December 31, 2017 $ 113,968 $ 44,367 $ 69,601 4.6 |
Schedule of Future Amortization Expense | Our estimated amortization expense for the next five years and thereafter is as follows (in thousands): Twelve Month Period Ending March 31, Estimated Amortization Expense 2019 $ 15,755 2020 15,594 2021 15,336 2022 10,459 2023 3,411 Thereafter 5,037 Total $ 65,592 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Fair Value Disclosures [Abstract] | |
Financial Assets Measured at Fair Value on a Recurring Basis | The following tables summarize our financial assets measured at fair value on a recurring basis as of March 31, 2018 and December 31, 2017 (in thousands): Fair Value Measurement at Reporting Date Using Description March 31, 2018 Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Cash and cash equivalents $ 195,848 $ 195,848 — — Total $ 195,848 $ 195,848 — — Fair Value Measurement at Reporting Date Using Description December 31, 2017 Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Cash and cash equivalents $ 153,903 $ 153,903 — — Total $ 153,903 $ 153,903 $ — — |
Cash and Cash Equivalents (Tabl
Cash and Cash Equivalents (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Cash and Cash Equivalents [Abstract] | |
Summary of Cash and Cash Equivalents | The following tables summarize our cash and cash equivalents as of March 31, 2018 and December 31, 2017 (in thousands): March 31, 2018 Cost or Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Estimated Fair Value Cash and cash equivalents: Cash $ 189,308 — — $ 189,308 Money market 6,540 — — 6,540 Cash and cash equivalents $ 195,848 — — $ 195,848 December 31, 2017 Cost or Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Estimated Fair Value Cash and cash equivalents: Cash $ 147,386 — — $ 147,386 Money market 6,517 — — 6,517 Cash and cash equivalents $ 153,903 — — $ 153,903 |
Summary of Significant Accoun23
Summary of Significant Accounting Policies - Principles of Consolidation (Details) | Mar. 31, 2018 | Jul. 01, 2016 |
Stamps.com Inc. - 100% | ||
Principles of Consolidation [Abstract] | ||
Percentage of voting control | 100.00% | |
Auctane LLC - 100% | ||
Principles of Consolidation [Abstract] | ||
Percentage of voting control | 100.00% | |
Interapptive, Inc. - 100% | ||
Principles of Consolidation [Abstract] | ||
Percentage of voting control | 100.00% | |
PSI Systems Inc - 100% | ||
Principles of Consolidation [Abstract] | ||
Percentage of voting control | 100.00% | |
Shipping Easy - 100% | ||
Principles of Consolidation [Abstract] | ||
Percentage of voting control | 100.00% | |
PhotoStamps Inc - 100% | ||
Principles of Consolidation [Abstract] | ||
Percentage of voting control | 100.00% | |
ShippingEasy | ||
Principles of Consolidation [Abstract] | ||
Percentage of outstanding equity purchased | 100.00% |
Summary of Significant Accoun24
Summary of Significant Accounting Policies Summary of Significant Accounting Policies - Deferred Revenue (Details) $ in Millions | 3 Months Ended |
Mar. 31, 2018USD ($) | |
Accounting Policies [Abstract] | |
Deferred revenue recognized in the period | $ 2.1 |
Summary of Significant Accoun25
Summary of Significant Accounting Policies - Property, Plant and Equipment (Details) | 3 Months Ended |
Mar. 31, 2018 | |
Furniture, Fixtures and Equipment | Minimum | |
Property, Plant and Equipment [Abstract] | |
Estimated useful life | 3 years |
Furniture, Fixtures and Equipment | Maximum | |
Property, Plant and Equipment [Abstract] | |
Estimated useful life | 5 years |
Building and Building Improvements | Minimum | |
Property, Plant and Equipment [Abstract] | |
Estimated useful life | 10 years |
Building and Building Improvements | Maximum | |
Property, Plant and Equipment [Abstract] | |
Estimated useful life | 40 years |
Summary of Significant Accoun26
Summary of Significant Accounting Policies - Short Term Obligations (Details) - USD ($) $ in Millions | Mar. 31, 2018 | Dec. 31, 2017 |
Accounting Policies [Abstract] | ||
Short-term financing obligation | $ 16.3 | $ 17.2 |
Unused credits | $ 89.2 | $ 103.4 |
Summary of Significant Accoun27
Summary of Significant Accounting Policies - Treasury Stock (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Equity, Class of Treasury Stock [Line Items] | ||
Stock repurchased during period, shares (in shares) | 120,000 | 356,000 |
Stock repurchased during period, amount | $ 23.2 | $ 43.9 |
ShippingEasy | ||
Equity, Class of Treasury Stock [Line Items] | ||
Shares withheld to satisfy income tax obligations (in shares) | 21,076 | 6,670 |
Acquisitions (Details)
Acquisitions (Details) $ in Thousands | Jul. 01, 2016USD ($)employeeshares | Mar. 31, 2018USD ($)shares | Mar. 31, 2017USD ($)shares | Dec. 31, 2016USD ($)shares | Dec. 31, 2017USD ($)shares |
Business Acquisition [Line Items] | |||||
Stock-based compensation expense | $ | $ 7,548 | $ 11,367 | |||
ShippingEasy | |||||
Business Acquisition [Line Items] | |||||
Purchase price including adjustments for net working capital | $ | $ 55,400 | ||||
Earnings target percentage | 100.00% | 100.00% | 100.00% | ||
Stock-based compensation expense | $ | $ 189 | $ 1,900 | $ 4,900 | ||
Share-based compensation arrangement by share-based payment award, percentage | 25.00% | ||||
Share-based compensation, shares earned throughout the year | 8,713 | ||||
Stock-based compensation expense (in shares) | 21,783 | 56,638 | |||
Shares issued and distributed (in shares) | 35,562 | 15,113 | |||
Shares withheld to satisfy income tax obligations (in shares) | 21,076 | 6,670 | |||
ShippingEasy | Minimum | |||||
Business Acquisition [Line Items] | |||||
Percentage of awards subject to proration | 75.00% | ||||
ShippingEasy | Chief Technology Officer [Member] | Maximum | |||||
Business Acquisition [Line Items] | |||||
Aggregate shares issued (in shares) | 43,567 | ||||
ShippingEasy | General Manager [Member] | Maximum | |||||
Business Acquisition [Line Items] | |||||
Aggregate shares issued (in shares) | 43,567 | ||||
ShippingEasy | New employee | |||||
Business Acquisition [Line Items] | |||||
Aggregate shares issued (in shares) | 62,000 | ||||
Shares granted for number of new employees | employee | 48 |
Commitments and Contingencies29
Commitments and Contingencies (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Commitments and Contingencies Disclosure [Abstract] | ||
Rent expense | $ 933 | $ 1,000 |
Future Minimum Lease Payment Under Operating Leases [Abstract] | ||
2,019 | 2,889 | |
2,020 | 1,379 | |
2,021 | 1,407 | |
2,022 | 507 | |
Thereafter | 0 | |
Total | $ 6,182 |
Net Income per Share (Details)
Net Income per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Earnings Per Share [Abstract] | ||
Net income | $ 47,044 | $ 33,138 |
Basic - weighted average common shares (in shares) | 17,644 | 16,902 |
Diluted effect of common stock equivalents (in shares) | 867 | 1,268 |
Diluted - weighted average common shares (in shares) | 18,511 | 18,170 |
Earnings per share: | ||
Basic (in dollars per share) | $ 2.67 | $ 1.96 |
Diluted (in dollars per share) | $ 2.54 | $ 1.82 |
Employee stock option | ||
Antidilutive Securities Excluded from Computation of Diluted Shares [Line Items] | ||
Anti-dilutive stock option shares (in shares) | 95 | 0 |
Stock-Based Compensation (Detai
Stock-Based Compensation (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||
Stock-based compensation expense | $ 7,548 | $ 11,367 |
Weighted Average Assumptions used in Black-Scholes-Merton Option Valuation Model [Abstract] | ||
Expected dividend yield | 0.00% | 0.00% |
Risk-free interest rate | 2.30% | 1.50% |
Expected volatility | 50.50% | 46.60% |
Expected life (in years) | 3 years 4 months 24 days | 3 years 4 months 24 days |
Cost of revenues | ||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||
Stock-based compensation expense | $ 483 | $ 548 |
Sales and marketing | ||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||
Stock-based compensation expense | 1,518 | 2,307 |
Research and development | ||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||
Stock-based compensation expense | 1,927 | 2,496 |
General and administrative | ||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||
Stock-based compensation expense | 3,620 | 6,016 |
Stock options | ||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||
Stock-based compensation expense | 7,191 | 11,135 |
Employee stock purchases | ||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||
Stock-based compensation expense | $ 357 | $ 232 |
Maximum | ||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||
Vesting period | 5 years |
Goodwill and Intangible Asset32
Goodwill and Intangible Assets (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | Dec. 31, 2017 | |
Goodwill and Intangible Assets [Line Items] | |||
Goodwill | $ 239,705 | $ 239,705 | |
Amortizable and non-amortizable intangible assets gross carrying amount | 125,400 | 125,400 | |
Non-amortizable assets | 11,400 | 11,400 | |
Finite-Lived Intangible Assets, Net [Abstract] | |||
Gross Carrying Amount | 113,968 | 113,968 | |
Accumulated Amortization | 48,376 | 44,367 | |
Net Carrying Amount | $ 65,592 | $ 69,601 | |
Remaining weighted average amortization period (years) | 4 years 4 months 24 days | 4 years 7 months 6 days | |
Amortization of intangible assets | $ 4,000 | $ 4,000 | |
Finite-Lived Intangible Assets, Net, Amortization Expense, Fiscal Year Maturity [Abstract] | |||
2,019 | 15,755 | ||
2,020 | 15,594 | ||
2,021 | 15,336 | ||
2,022 | 10,459 | ||
2,023 | 3,411 | ||
Thereafter | 5,037 | ||
Net Carrying Amount | 65,592 | $ 69,601 | |
Patents and Others | |||
Finite-Lived Intangible Assets, Net [Abstract] | |||
Gross Carrying Amount | 8,889 | 8,889 | |
Accumulated Amortization | 8,832 | 8,820 | |
Net Carrying Amount | $ 57 | $ 69 | |
Remaining weighted average amortization period (years) | 1 year 2 months 12 days | 1 year 6 months | |
Finite-Lived Intangible Assets, Net, Amortization Expense, Fiscal Year Maturity [Abstract] | |||
Net Carrying Amount | $ 57 | $ 69 | |
Customer Relationships | |||
Finite-Lived Intangible Assets, Net [Abstract] | |||
Gross Carrying Amount | 60,816 | 60,816 | |
Accumulated Amortization | 24,663 | 22,170 | |
Net Carrying Amount | $ 36,153 | $ 38,646 | |
Remaining weighted average amortization period (years) | 3 years 8 months 12 days | 3 years 10 months 24 days | |
Finite-Lived Intangible Assets, Net, Amortization Expense, Fiscal Year Maturity [Abstract] | |||
Net Carrying Amount | $ 36,153 | $ 38,646 | |
Technology | |||
Finite-Lived Intangible Assets, Net [Abstract] | |||
Gross Carrying Amount | 40,048 | 40,048 | |
Accumulated Amortization | 12,596 | 11,297 | |
Net Carrying Amount | $ 27,452 | $ 28,751 | |
Remaining weighted average amortization period (years) | 5 years 7 months 6 days | 5 years 10 months 24 days | |
Finite-Lived Intangible Assets, Net, Amortization Expense, Fiscal Year Maturity [Abstract] | |||
Net Carrying Amount | $ 27,452 | $ 28,751 | |
Non-Compete | |||
Finite-Lived Intangible Assets, Net [Abstract] | |||
Gross Carrying Amount | 2,211 | 2,211 | |
Accumulated Amortization | 1,405 | 1,280 | |
Net Carrying Amount | $ 806 | $ 931 | |
Remaining weighted average amortization period (years) | 1 year 9 months 18 days | 2 years | |
Finite-Lived Intangible Assets, Net, Amortization Expense, Fiscal Year Maturity [Abstract] | |||
Net Carrying Amount | $ 806 | $ 931 | |
Trademark | |||
Finite-Lived Intangible Assets, Net [Abstract] | |||
Gross Carrying Amount | 2,004 | 2,004 | |
Accumulated Amortization | 880 | 800 | |
Net Carrying Amount | $ 1,124 | $ 1,204 | |
Remaining weighted average amortization period (years) | 4 years 4 months 24 days | 4 years 7 months 6 days | |
Finite-Lived Intangible Assets, Net, Amortization Expense, Fiscal Year Maturity [Abstract] | |||
Net Carrying Amount | $ 1,124 | $ 1,204 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2018 | Mar. 31, 2017 | Dec. 31, 2017 | |
Tax Credit Carryforward [Line Items] | |||
Income tax expense | $ 1,616 | $ 660 | |
Discrete tax benefits related to exercises of stock awards | 10,700 | $ 12,600 | |
State and Local Jurisdiction | Research Tax Credit Carryforward | |||
Tax Credit Carryforward [Line Items] | |||
Valuation allowance | $ 490 | $ 410 |
Fair Value Measurements (Detail
Fair Value Measurements (Details) - Fair Value, Measurements, Recurring - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 |
Financial assets measured at fair value on a recurring basis [Abstract] | ||
Cash and cash equivalents | $ 195,848 | $ 153,903 |
Total | 195,848 | 153,903 |
Quoted Prices in Active Markets for Identical Assets (Level 1) | ||
Financial assets measured at fair value on a recurring basis [Abstract] | ||
Cash and cash equivalents | 195,848 | 153,903 |
Total | 195,848 | 153,903 |
Significant Other Observable Inputs (Level 2) | ||
Financial assets measured at fair value on a recurring basis [Abstract] | ||
Cash and cash equivalents | 0 | 0 |
Total | 0 | 0 |
Significant Unobservable Inputs (Level 3) | ||
Financial assets measured at fair value on a recurring basis [Abstract] | ||
Cash and cash equivalents | 0 | 0 |
Total | $ 0 | $ 0 |
Cash and Cash Equivalents (Deta
Cash and Cash Equivalents (Details) - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 | Mar. 31, 2017 | Dec. 31, 2016 |
Cash and cash equivalents [Abstract] | ||||
Cost or Amortized Cost | $ 195,848 | $ 153,903 | $ 116,935 | $ 106,932 |
Total Cash and Cash Equivalents | ||||
Cash and cash equivalents [Abstract] | ||||
Cost or Amortized Cost | 195,848 | 153,903 | ||
Gross Unrealized Gains | 0 | 0 | ||
Gross Unrealized Losses | 0 | 0 | ||
Estimated Fair Value | 195,848 | 153,903 | ||
Cash | Total Cash and Cash Equivalents | ||||
Cash and cash equivalents [Abstract] | ||||
Cost or Amortized Cost | 189,308 | 147,386 | ||
Gross Unrealized Gains | 0 | 0 | ||
Gross Unrealized Losses | 0 | 0 | ||
Estimated Fair Value | 189,308 | 147,386 | ||
Money market | Total Cash and Cash Equivalents | ||||
Cash and cash equivalents [Abstract] | ||||
Cost or Amortized Cost | 6,540 | 6,517 | ||
Gross Unrealized Gains | 0 | 0 | ||
Gross Unrealized Losses | 0 | 0 | ||
Estimated Fair Value | $ 6,540 | $ 6,517 |