Cover Page
Cover Page - USD ($) | 12 Months Ended | ||
Dec. 31, 2020 | Jan. 31, 2021 | Jun. 30, 2020 | |
Cover [Abstract] | |||
Document Type | 10-K | ||
Document Annual Report | true | ||
Document Period End Date | Dec. 31, 2020 | ||
Document Transition Report | false | ||
Entity File Number | 000-26427 | ||
Entity Registrant Name | Stamps.com Inc | ||
Entity Incorporation, State or Country Code | DE | ||
Entity Tax Identification Number | 77-0454966 | ||
Entity Address, Address Line One | 1990 E. Grand Avenue | ||
Entity Address, City or Town | El Segundo | ||
Entity Address, State or Province | CA | ||
Entity Address, Postal Zip Code | 90245 | ||
City Area Code | 310 | ||
Local Phone Number | 482-5800 | ||
Title of 12(b) Security | Common Stock, $.001 par value | ||
Trading Symbol | STMP | ||
Security Exchange Name | NASDAQ | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | Yes | ||
Entity Filer Category | Large Accelerated Filer | ||
Entity Small Business | false | ||
Entity Emerging Growth Company | false | ||
ICFR Auditor Attestation Flag | true | ||
Entity Shell Company | false | ||
Entity Public Float | $ 3,067,831,488 | ||
Entity Common Stock, Shares Outstanding | 18,370,567 | ||
Entity Central Index Key | 0001082923 | ||
Current Fiscal Year End Date | --12-31 | ||
Document Fiscal Year Focus | 2020 | ||
Document Fiscal Period Focus | FY | ||
Amendment Flag | false | ||
Documents Incorporated by Reference | DOCUMENTS INCORPORATED BY REFERENCE Portions of the Registrant’s Proxy Statement for the 2021 Annual Meeting of Stockholders to be filed with the Securities and Exchange Commission are incorporated by reference in Part III of this Form 10-K. |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Current assets: | ||
Cash and cash equivalents | $ 443,552 | $ 156,307 |
Accounts receivable, net | 63,308 | 74,898 |
Current income taxes | 8,035 | 300 |
Prepaid expenses | 17,480 | 20,447 |
Other current assets | 86,319 | 22,731 |
Total current assets | 618,694 | 274,683 |
Property and equipment, net | 32,887 | 32,983 |
Goodwill | 388,753 | 384,540 |
Intangible assets, net | 125,254 | 145,063 |
Deferred income taxes, net | 26,378 | 27,056 |
Lease right-of-use assets | 58,506 | 17,697 |
Other assets | 46,827 | 20,474 |
Total assets | 1,297,299 | 902,496 |
Current liabilities: | ||
Accounts payable and other current liabilities | 215,967 | 121,853 |
Deferred revenue | 7,833 | 8,015 |
Current portion of debt, net of debt issuance costs | 0 | 50,188 |
Current portion of lease right-of-use liabilities | 6,285 | 4,612 |
Total current liabilities | 230,085 | 184,668 |
Deferred income taxes, net | 7,524 | 11,455 |
Long-term portion of lease right-of-use liabilities | 53,986 | 14,191 |
Other liabilities | 31,585 | 26,557 |
Total liabilities | 323,180 | 236,871 |
Commitments and contingencies (Note 12) | ||
Stockholders’ equity: | ||
Common stock, $0.001 par value per share; Authorized shares: 47,500 in 2020 and 2019; Issued shares: 34,707 in 2020 and 33,130 in 2019; Outstanding shares: 18,306 in 2020 and 17,029 in 2019 | 57 | 56 |
Additional paid-in capital | 1,276,484 | 1,098,426 |
Treasury stock, at cost, 16,401 shares in 2020 and 16,101 in 2019 | (648,132) | (593,511) |
Retained earnings | 329,606 | 150,941 |
Accumulated other comprehensive income | 16,104 | 9,713 |
Total stockholders’ equity | 974,119 | 665,625 |
Total liabilities and stockholders’ equity | $ 1,297,299 | $ 902,496 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | Dec. 31, 2020 | Dec. 31, 2019 |
Stockholders’ equity: | ||
Common stock, par value (in USD per share) | $ 0.001 | $ 0.001 |
Common stock, shares authorized (in shares) | 47,500,000 | 47,500,000 |
Common stock shares issued (in shares) | 34,707,000 | 33,130,000 |
Common stock shares outstanding (in shares) | 18,306,000 | 17,029,000 |
Treasury stock, shares (in shares) | 16,401,000 | 16,101,000 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Thousands, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Revenues: | |||
Revenues | $ 757,980 | $ 571,850 | $ 586,930 |
Cost of revenues (exclusive of amortization of intangible assets, which is included in general and administrative expense): | |||
Total cost of revenues | 178,816 | 155,216 | 126,909 |
Gross profit | 579,164 | 416,634 | 460,021 |
Operating expenses: | |||
Sales and marketing | 166,742 | 134,226 | 112,080 |
Research and development | 95,600 | 78,041 | 56,591 |
General and administrative | 118,670 | 110,804 | 96,951 |
Total operating expenses | 381,012 | 323,071 | 265,622 |
Income from operations | 198,152 | 93,563 | 194,399 |
Foreign currency exchange gain (loss), net | (470) | (506) | (992) |
Interest expense | (1,114) | (2,513) | (2,595) |
Interest income and other income, net | 68 | 205 | 102 |
Income before income taxes | 196,636 | 90,749 | 190,914 |
Income tax expense | 17,971 | 31,520 | 22,272 |
Net income | $ 178,665 | $ 59,229 | $ 168,642 |
Net income per share | |||
Basic (in USD per share) | $ 10.15 | $ 3.43 | $ 9.39 |
Diluted (in USD per share) | $ 9.37 | $ 3.33 | $ 8.99 |
Weighted average shares outstanding | |||
Basic (in shares) | 17,600 | 17,260 | 17,952 |
Diluted (in shares) | 19,059 | 17,795 | 18,762 |
Service | |||
Revenues: | |||
Revenues | $ 705,544 | $ 523,528 | $ 530,682 |
Cost of revenues (exclusive of amortization of intangible assets, which is included in general and administrative expense): | |||
Total cost of revenues | 161,031 | 137,716 | 101,921 |
Product | |||
Revenues: | |||
Revenues | 24,277 | 20,494 | 20,424 |
Cost of revenues (exclusive of amortization of intangible assets, which is included in general and administrative expense): | |||
Total cost of revenues | 7,785 | 6,349 | 6,153 |
Insurance | |||
Revenues: | |||
Revenues | 16,268 | 13,102 | 16,189 |
Cost of revenues (exclusive of amortization of intangible assets, which is included in general and administrative expense): | |||
Total cost of revenues | 0 | 0 | 2,945 |
Customized postage | |||
Revenues: | |||
Revenues | 11,891 | 14,726 | 19,583 |
Cost of revenues (exclusive of amortization of intangible assets, which is included in general and administrative expense): | |||
Total cost of revenues | 10,000 | 11,151 | 15,890 |
Other | |||
Revenues: | |||
Revenues | $ 0 | $ 0 | $ 52 |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Statement of Comprehensive Income [Abstract] | |||
Net income | $ 178,665 | $ 59,229 | $ 168,642 |
Other comprehensive loss, net of tax: | |||
Foreign currency translation adjustments | 6,391 | 8,960 | 753 |
Unrealized gain (loss) on investments | 0 | (4) | (2) |
Comprehensive income | $ 185,056 | $ 68,185 | $ 169,393 |
CONSOLIDATED STATEMENTS OF STOC
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY - USD ($) shares in Thousands, $ in Thousands | Total | Common Stock | Additional Paid-in Capital | Treasury Stock at Cost | Retained Earnings (Accumulated Deficit) | Accumulated Other Comprehensive Income (Loss) |
Beginning Balance (in shares) at Dec. 31, 2017 | 17,573 | |||||
Beginning Balance at Dec. 31, 2017 | $ 497,813 | $ 55 | $ 962,227 | $ (387,545) | $ (76,930) | $ 6 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Net income | 168,642 | 168,642 | ||||
Other comprehensive income (loss) | 751 | 751 | ||||
Issuance of shares for performance-based awards (in shares) | 57 | |||||
Stock-based compensation expense | $ 36,349 | 36,349 | ||||
Exercise of stock options (in shares) | 784 | 783 | ||||
Exercise of stock options | $ 47,338 | $ 1 | 47,337 | |||
Shares issued under the Employee Stock Purchase Plan (in shares) | 25 | |||||
Shares issued under the Employee Stock Purchase Plan | $ 3,756 | 3,756 | ||||
Stock repurchase, excluding tax withholding stock repurchase (in shares) | (755) | (755) | ||||
Stock repurchase, excluding tax withholding stock repurchase | $ (136,840) | (136,840) | ||||
Tax withholding stock repurchase (in shares) | (21) | |||||
Tax withholding stock repurchase | (4,144) | (4,144) | ||||
Ending Balance (in shares) at Dec. 31, 2018 | 17,662 | |||||
Ending Balance at Dec. 31, 2018 | 613,665 | $ 56 | 1,049,669 | (528,529) | 91,712 | 757 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Net income | 59,229 | 59,229 | ||||
Other comprehensive income (loss) | 8,956 | 8,956 | ||||
Issuance of shares for performance-based awards (in shares) | 4 | |||||
Stock-based compensation expense | $ 42,891 | 42,891 | ||||
Exercise of stock options (in shares) | 53 | 53 | ||||
Exercise of stock options | $ 3,049 | $ 0 | 3,049 | |||
Shares issued under the Employee Stock Purchase Plan (in shares) | 31 | |||||
Shares issued under the Employee Stock Purchase Plan | $ 2,817 | 2,817 | ||||
Stock repurchase, excluding tax withholding stock repurchase (in shares) | (720) | (720) | ||||
Stock repurchase, excluding tax withholding stock repurchase | $ (64,889) | (64,889) | ||||
Tax withholding stock repurchase (in shares) | (1) | |||||
Tax withholding stock repurchase | $ (93) | (93) | ||||
Ending Balance (in shares) at Dec. 31, 2019 | 17,029 | 17,029 | ||||
Ending Balance at Dec. 31, 2019 | $ 665,625 | $ 56 | 1,098,426 | (593,511) | 150,941 | 9,713 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Net income | 178,665 | 178,665 | ||||
Other comprehensive income (loss) | 6,391 | 6,391 | ||||
Stock-based compensation expense | $ 43,532 | 43,532 | ||||
Exercise of stock options (in shares) | 1,496 | 1,496 | ||||
Exercise of stock options | $ 130,680 | $ 1 | 130,679 | |||
Shares issued under the Employee Stock Purchase Plan (in shares) | 80 | |||||
Shares issued under the Employee Stock Purchase Plan | $ 3,847 | 3,847 | ||||
Stock repurchase, excluding tax withholding stock repurchase (in shares) | (299) | (299) | ||||
Stock repurchase, excluding tax withholding stock repurchase | $ (54,621) | (54,621) | ||||
Ending Balance (in shares) at Dec. 31, 2020 | 18,306 | 18,306 | ||||
Ending Balance at Dec. 31, 2020 | $ 974,119 | $ 57 | $ 1,276,484 | $ (648,132) | $ 329,606 | $ 16,104 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Net Cash Provided by (Used in) Operating Activities [Abstract] | |||
Net income | $ 178,665 | $ 59,229 | $ 168,642 |
Adjustments to reconcile net income to net cash provided by operating activities: | |||
Depreciation and amortization | 25,964 | 27,868 | 24,092 |
Stock-based compensation expense | 43,532 | 42,891 | 36,349 |
Deferred income tax expense (benefit) | (3,495) | (1,424) | 12,580 |
Accretion of debt issuance costs | 532 | 373 | 372 |
Changes in operating assets and liabilities, net of assets and liabilities acquired: | |||
Accounts receivable, net | 12,097 | 9,052 | 7,015 |
Prepaid expenses | 3,076 | (7,815) | (5,660) |
Other current assets | (63,624) | (12,024) | (886) |
Current income taxes | (7,709) | 8,176 | 13,879 |
Lease right-of-use assets | 4,536 | 3,185 | 0 |
Other assets | (25,781) | (9,091) | (5,124) |
Deferred revenue | (267) | 790 | 2,150 |
Accounts payable and other current liabilities | 78,824 | 12,517 | 9,792 |
Lease right-of-use liabilities | (3,880) | (3,400) | 0 |
Other liabilities | 4,868 | 6,826 | 12,880 |
Net cash provided by operating activities | 247,338 | 137,153 | 276,081 |
Investing activities: | |||
Acquisition of Metapack, net of cash acquired | 0 | 0 | (208,500) |
Acquisition of property and equipment | (3,561) | (2,256) | (2,898) |
Net cash used in investing activities | (3,561) | (2,256) | (211,398) |
Financing activities: | |||
Net proceeds from (repayments of) short term financing obligations | 14,088 | (22,818) | 6,593 |
Debt issuance costs | (762) | 0 | 0 |
Principal payments on term loan | (50,530) | (10,828) | (8,764) |
Payments on revolving credit facility | 0 | 0 | (12,716) |
Proceeds from exercise of stock options | 130,680 | 3,049 | 47,338 |
Issuance of common stock under Employee Stock Purchase Plan | 3,847 | 2,817 | 3,756 |
Payments related to tax withholding for share-based compensation | 0 | (93) | (4,144) |
Repurchase of common stock | (54,621) | (64,889) | (136,840) |
Net cash used in financing activities | 42,702 | (92,762) | (104,777) |
Effect of exchange rate changes | 766 | 415 | (52) |
Net increase (decrease) in cash and cash equivalents | 287,245 | 42,550 | (40,146) |
Cash and cash equivalents at beginning of period | 156,307 | 113,757 | 153,903 |
Cash and cash equivalents at end of period | 443,552 | 156,307 | 113,757 |
Supplemental Information: | |||
Capital expenditures accrued but not paid at period end | 352 | 34 | 40 |
Tenant improvement allowance | 0 | 0 | 600 |
Income taxes paid (refunded), net | 27,672 | 13,844 | (10,100) |
Interest paid | 579 | 2,141 | 2,701 |
Cash paid for amounts included in the measurement of lease liabilities included in cash provided by operating activities | 6,084 | 4,935 | 0 |
Lease liabilities arising from obtaining right-of-use assets | $ 45,534 | $ 8,771 | $ 0 |
Description of Business
Description of Business | 12 Months Ended |
Dec. 31, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Description of Business | Description of BusinessStamps.com® is a leading provider of Internet-based mailing and shipping solutions in the United States (US) and Europe. Our solutions are marketed under the brand names Stamps.com®, Endicia®, Metapack®, ShippingEasy®, ShipEngine®, ShipStation®, and ShipWorks®. Our software solutions allow customers to print mailing and shipping labels for multiple carriers around the world through downloadable software, web-based user interfaces (UIs) and application programming interfaces (APIs). Our solutions provide our customers with access to discounted carrier rates for select carriers, including USPS® and UPS® and functionality users can leverage for both improved operational efficiency and financial savings. Our customers primarily include small businesses, home offices, medium-size businesses, large enterprises, e-commerce merchants, large retailers and high volume shippers including warehouses, fulfillment houses and omni-channel retailers. |
Subsequent Events
Subsequent Events | 12 Months Ended |
Dec. 31, 2020 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent EventsWe are not aware of any material subsequent events or transactions that have occurred that would require recognition in the consolidated financial statements or disclosure in the notes to the consolidated financial statements. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2020 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies Basis of Consolidation The consolidated financial statements include all the assets, liabilities, revenues, expenses and cash flows of Stamps.com Inc. and the entities in which we have 100% voting and/or economic control. In August 2018, we completed our acquisition of 100% of the outstanding shares of Metapack. Please see Note 3 - “Acquisitions” in our Notes to Consolidated Financial Statements for further description. References in this Report to "we" "us" "our" or "Company" are references to Stamps.com Inc. and its subsidiaries. Intercompany accounts and transactions between consolidated entities have been eliminated in consolidation. Use of Estimates The preparation of financial statements in conformity with US 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. There are significant estimates and judgments inherent in the preparation of the consolidated financial statements including those related to the fair value of intangible assets and goodwill and the allowance for credit losses. The Company considered the impact of COVID-19 on the assumptions and estimates used and determined that there were no material adverse impacts on the consolidated financial statements for the period ended December 31, 2020. As events continue to evolve and additional information becomes available, our assumptions and estimates may change materially in future periods. Prior Period Reclassifications Certain amounts in prior periods have been reclassified to conform with current period presentation. Accounts Receivable Our accounts receivable relate to mailing and shipping services, postage purchasing and invoicing, customized postage sales, branded insurance provided to customers prior to billing and other receivables. We maintain an allowance for credit losses for expected uncollectible accounts which is recorded as an offset to accounts receivable and changes in such are classified as general and administrative expense in the consolidated statements of operations. We evaluate collectability by reviewing accounts receivable on a collective basis where similar characteristics exist and on an individual basis when we identify specific customers with known collectability issues. The evaluation is based on a combination of factors. If we become aware of a customer’s inability to meet its financial obligations, an allowance is recorded to reduce the net receivable to the amount reasonably believed to be collectible from the customer. Accounts receivable are written off against the allowance for uncollectible accounts when we determine amounts are no longer collectible. Beginning January 1, 2020, as part of the adoption of ASU 2016-13 as described below in Accounting Guidance Adopted in 2020, we recognize allowances for credit losses for all other customers based on either the age of the receivable or applying a loss rate method which incorporates historical experience and an evaluation of macroeconomic factors. As a result of the adoption, we recorded an immaterial increase to our allowance for credit losses which included the estimated impact of COVID-19 on the collectability of our accounts receivable. As additional information becomes available to us, our future assessment of our allowance for credit losses could materially and adversely impact our consolidated financial statements in future reporting periods. There were no material write offs or recoveries against the allowance for uncollectible accounts during fiscal 2020 and 2019, respectively. The allowance for credit losses on accounts receivable was approximately $11.9 million and $6.9 million as of December 31, 2020 and 2019, respectively. Advertising and Trade Show Costs Advertising expense, which includes direct mail, online, radio, television, and others, is recorded in sales and marketing expense on the consolidated statements of operations. We expense the costs of producing advertisements as incurred, and expense the costs of communicating and placing the advertising in the period in which the advertising space or airtime is used. For the years ended December 31, 2020, 2019 and 2018, advertising and trade show costs were $80.0 million, $60.9 million, and $51.6 million, respectively. 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. 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 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. Cash Equivalents and Investments 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. Our cash equivalents consisted of money market funds at December 31, 2020 and 2019. Cash equivalents are carried at cost, which approximates fair value. There were no material investments at December 31, 2020 or 2019. Realized gains and losses are reflected in interest and other income, net while unrealized gains and losses are recorded in accumulated other comprehensive income as a component of stockholders’ equity. Concentration of Risk Our cash and cash equivalents are potentially subject to concentration of credit risk. Cash and cash equivalents are placed with financial institutions that management believes are of high credit quality in order to mitigate this risk. From time to time, cash and cash equivalents held with financial institutions may exceed Federal Deposit Insurance Corporation insurance limits. When drawn, outstanding borrowings under our Amended and Restated Credit Agreement and, prior to June 2020, our Credit Agreement, are subject to market risk, primarily interest rate risk. Interest rate fluctuations impact the interest expense incurred on borrowings under the Amended and Restated Credit Agreement, as the interest rate is based on the London Interbank Offered Rate (LIBOR). See Note 7 - "Debt" in our Notes to Consolidated Financial Statements for further description. During 2020, 2019 and 2018, we did not recognize revenue from any one customer that represented 10% or more of revenues. Cost of Revenue Cost of service revenue principally consists of the cost of customer service, certain promotional expenses, system operating costs, credit card processing fees, vendor costs and expenses and customer misprints that do not qualify for reimbursement from the USPS. Cost of product revenue principally consists of the cost of products sold through our supplies stores and the related costs of shipping and handling. For the periods presented prior to October 1, 2018, the cost of insurance revenue principally consists of parcel insurance offering costs through our third party insurance providers as described in the Revenue Recognition section below. Prior to termination of the program in June 2020 as described in the Revenue Recognition section below, the cost of customized postage revenue principally consists of the face value of postage, customer service, image review costs, and printing and fulfillment costs. 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 $7.9 million of revenue recognized in the year ended December 31, 2020 was included in the deferred revenue balance at December 31, 2019. Approximately $6.3 million of revenue recognized in the year ended December 31, 2019 was included in the deferred revenue balance at December 31, 2018. 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. When drawn, the Company’s outstanding debt held by third party financial institutions is carried at cost, adjusted for debt issuance costs. When drawn, 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 6 in our Consolidated Financial Statements. Foreign Currency Translation The functional currency of the Company’s major foreign subsidiaries is generally the local currency. Adjustments resulting from translating foreign functional currency financial statements into US dollars are recorded in accumulated other comprehensive income as a component of stockholders’ equity. Foreign currency transaction gains and losses are included in foreign currency exchange gain (loss), net. All assets and liabilities denominated in a foreign currency are translated into US dollars at the exchange rate on the balance sheet date. Revenues and expenses are translated at the average exchange rate during the period. General and Administrative General and administrative expense principally consists of compensation and related costs for executive and administrative personnel, fees for legal and other professional services, depreciation of equipment, software and building used for general corporate purposes; and amortization of 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 business combinations. 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. Goodwill is reviewed for impairment annually on October 1 utilizing either a qualitative or quantitative assessment. 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 a quantitative assessment, we compare the fair value of the 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 the reporting unit exceeds its carrying value, the goodwill is not considered impaired. If the carrying value is higher than the fair value, the difference is recognized as an impairment loss. As of December 31, 2020, we are not aware of any indicators of impairment that would require an impairment analysis other than our annual goodwill impairment analysis. No instances of impairment to the Company's goodwill were identified during our October 1, 2020, October 1, 2019, or October 1, 2018 reviews. Indefinite-lived intangible assets are reviewed for impairment annually on October 1 and whenever events or circumstances indicate that the fair value of an indefinite-lived intangible asset may be below its carrying value. 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 December 31, 2020, 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. The Company concluded that it was more likely than not the fair value of each of the Company’s intangible assets not subject to amortization was in excess of its respective carrying value during our October 1, 2020, October 1, 2019, or October 1, 2018 reviews. 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 ten Income Taxes We are subject to income taxes in the US and foreign jurisdictions. We provide for income taxes at the current and future enacted tax rate and consistent with the laws applicable in each jurisdiction. We account for income taxes in accordance with Financial Accounting Standards Board (FASB) Accounting Standards Codification (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. Inventories Inventories consist of finished products sold through our supplies stores and are accounted for using the lower of cost (first-in, first-out method) or net realizable value. Inventories reported as a component of other current assets on the consolidated balance sheets were $3.6 million and $3.9 million at December 31, 2020 and 2019, respectively. Leases We determine if an arrangement is a lease at inception. Right-of-use (ROU) assets and liabilities are recognized at the present value of the future lease payments at the lease commencement date. For this purpose, we consider only payments that are fixed and determinable at the time of commencement. As most of our leases do not provide an implicit rate, the interest rate used to determine the present value of future lease payments is an estimated incremental borrowing rate. Many of our leases include one or more options to renew. These options are factored into the determination of the lease term and lease payments when their exercise is considered to be reasonably certain. Our lease agreements generally contain lease and non-lease components. Non-lease components primarily include payments for maintenance and utilities. We elected the practical expedient to combine fixed payments for non-lease components with our lease payments and account for them together as a single lease component which increases the amount of the ROU assets and liabilities. We also elected to recognize the associated lease payments for leases with an initial term of 12 months or less in the consolidated statements of operations on a straight-line basis without recognizing a ROU asset or liability. Operating leases are included in lease right-of-use assets, current portion of lease right-of-use liabilities, and long-term portion of lease right-of-use liabilities on our consolidated balance sheets. Operating lease expense is recognized on a straight-line basis over the lease term in income from operations on our consolidated statements of operations. Net Income per Share Net income per share represents net income attributable to common stockholders divided by the weighted average number of common shares outstanding during a reported period. The diluted net income per share reflects the potential dilution that could occur if securities or other contracts to issue common stock, including stock options (commonly and hereafter referred to as “common stock equivalents”), were exercised or converted into common stock. Diluted net income per share is calculated by dividing net income during a reported period by the sum of the weighted average number of common shares outstanding plus common stock equivalents for the period. The following table reconciles share amounts utilized to calculate basic and diluted net income per share (in thousands, except per share data): Year Ended December 31, 2020 2019 2018 Net income $ 178,665 $ 59,229 $ 168,642 Basic - weighted average common shares 17,600 17,260 17,952 Dilutive effect of common stock equivalents 1,459 535 810 Diluted - weighted average common shares 19,059 17,795 18,762 Earnings per share: Basic $ 10.15 $ 3.43 $ 9.39 Diluted $ 9.37 $ 3.33 $ 8.99 The calculation of dilutive shares excludes the effect of the following options that are considered anti-dilutive (in thousands): Year Ended December 31, 2020 2019 2018 Anti-dilutive stock options 688 1,940 285 Other Current Assets Other current assets principally consist of prepayments for postage and shipping labels and inventory. Prepayments for postage and shipping labels totaled $82.4 million at December 31, 2020 and $17.4 million at December 31, 2019. Other Liabilities Other liabilities principally consist of long-term unrecognized income tax benefits, as well as indirect tax liabilities and other liabilities. Research and Development Costs Research and development expense principally consists of compensation and related expenses for personnel involved in the development of our services, depreciation of equipment and software and expenditures for consulting services and third party software. 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 operations. Service revenue is recognized over time for each month that customers have access to our platform or at a point in time when assets are transferred to the customer. 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, for which we provide them access to our platform, in which case revenue is earned over the period of time that the customers have access to the platform which is typically month-to-month; (2) we may be compensated directly by our carriers for shipping labels printed that meet certain requirements, in which case revenue is earned over time, which is typically in the same month that the relevant labels are printed; (3) we may earn revenue from customers when they purchase postage, print shipping labels or perform other transactions using our solutions, in which case revenue is earned at the point in time we transfer an asset to the customer and have a present right of payment for the asset transferred; (4) we may earn revenue that may take the form of some or all of the spread between the rate a customer pays and the rate the carrier or integration partner receives, either charged directly or paid by our partners, in which case revenue is earned at a point in time, which is typically when the customer purchases postage or prints a shipping label; and (5) we may earn other types of revenue shares or other compensation from specific customers that have access to our platform or through integration partners, in which case revenue is recognized at a point in time, which is when we have fulfilled our performance obligations. In the case of monthly fees based on subscription plans, the Company recognizes a reduction of revenue in the period for which a waiver is granted or when a refund is processed, which is typically the same period in which the associated subscription revenue is recognized or, in the case of refunds, could be a later period. Waivers and refunds were not material to the consolidated financial statements in 2020, 2019 or 2018. Customers may purchase delivery services from 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 mailing labels, shipping labels, thermal printers, scales, and other mailing and shipping-focused office supplies. We recognize product revenue on product purchases upon shipment of orders to customers. We provide our customers with the opportunity to purchase parcel insurance directly through our solutions. Beginning October 1, 2018, insurance revenue represents the amount we receive from customers net of the costs paid to our insurance providers. For the periods presented prior to October 1, 2018, insurance revenue represented the gross amount charged to the customer for purchasing insurance and the insurance cost of revenues represented the amount paid to our insurance providers. We recognize insurance revenue on insurance purchases upon the ship date of the insured package, which is the point in time when we have fulfilled our performance obligations. Customized postage revenue, which includes the face value of postage, from the sale of customized postage sheets and rolls is recognized upon transfer of control of the product to the customer, which occurs upon our delivery to the carrier. In the second quarter of 2020, we received notification from the US Postal Service (USPS) that it was eliminating its customized postage program and also revoking our authorization to offer products pursuant to that program effective June 16, 2020. As a result, we do not expect material customized postage revenue or cost of revenue after June 2020. 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 2020, 2019 or 2018. Sales and Marketing Sales and marketing expense principally consists of spending to acquire new customers and compensation and related expenses for personnel engaged in sales, marketing, and business development activities. Our sales and marketing programs include direct sales, customer referral programs, customer re-marketing efforts, direct mail, online advertising, partnerships, telemarketing, and traditional advertising. Segment Information Our operations consist of two segments: Stamps.com and Metapack. Please see Note 13 - “Segment and Geographical Information” in our Notes to Consolidated Financial Statements for further description. Short-Term Financing Obligations We utilize short-term financing, which is separate from our debt as described in Note – 7 “Debt,” to fund certain Company operations. Short-term financing obligations are included in accounts payable and other current liabilities in the accompanying consolidated balance sheets. As of December 31, 2020, we had $15.1 million in short-term financing obligations and $57.0 million of unused credit. As of December 31, 2019, we had $1.0 million in short-term financing obligations and $69.5 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. 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 estimates and subjective assumptions, including stock price volatility, expected term, and risk-free interest rates. 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 US 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. In 2018, our stock-based compensation expense included performance-based inducement equity awards relating to the ShippingEasy acquisition . Starting in the third quarter of fiscal 2018, our stock-based compensation expense included inducement equity awards relating to the Metapack acquisition as described in Note 3 - “Acquisitions.” The following table sets forth the stock-based compensation expense that we recognized for the periods indicated (in thousands): 2020 2019 2018 Stock-based compensation expense relating to: Stock options $ 41,479 $ 40,936 $ 34,773 Employee stock purchases 2,053 2,004 1,576 Total stock-based compensation expense $ 43,532 $ 42,940 $ 36,349 Stock-based compensation expense relating to: Cost of revenues $ 3,707 $ 3,083 $ 2,955 Sales and marketing 9,482 9,716 6,892 Research and development 12,168 10,521 8,120 General and administrative 18,175 19,620 18,382 Total stock-based compensation expense $ 43,532 $ 42,940 $ 36,349 The following are the weighted average assumptions used in the Black-Scholes-Merton option valuation model for the periods indicated: 2020 2019 2018 Expected dividend yield — % — % — % Risk-free interest rate 0.5 % 1.9 % 2.6 % Expected volatility 87.3 % 73.6 % 50.2 % Expected life (in years) 3.3 3.3 3.3 Trademarks, Trade Names, and Other Intangible Assets (excluding Goodwill) Acquired trademarks, trade names, 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 2020, 2019, and 2018, we repurchased approximately 299,000, 720,000, and 755,000 shares for $54.6 million, $64.9 million, and $136.8 million, respectively. Also, in the first quarters of 2019 and 2018, we withheld 1,039 and 21,076 of shares, respectively, to satisfy income tax obligations related to performance-based inducement equity awards issued to the General Manager and the then Chief Technology Officer of ShippingEasy. Website Development Costs We develop and maintain our websites. Costs associated with the operation of our websites consist primarily of software and hardware purchased from third parties and administrative costs relating to the maintenance and development of the respective website. Costs related to the purchase of software and hardware are capitalized based on our property and equipment capitalization policy. These capitalized costs are amortized based on their estimated useful life. Administrative costs related to the maintenance and development of our Company websites are expensed as incurred. Accounting Guidance Adopted in 2020 Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract In August 2018, the FASB issued ASU 2018-15, a standard which aligns the capitalization requirements for implementation costs incurred in a hosting arrangement that is a service contract with the existing capitalization requirements for implementation costs incurred to develop or obtain internal-use software. The service element of a hosting arrangement that is a service contract is not affected by this update, meaning service costs will continue to be expensed as incurred. The guidance became effective on a prospective basis for the Company on January 1, 2020. The adoption of the guidance did not have a material impact on the Company's consolidated financial statements. 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 became effective on a prospective basis for the Company on January 1, 2020. The adoption of the guidance did not have a material impact on the Company's consolidated financial statements. Fair Value Measurements In August 2018, the FASB issued ASU |
Acquisitions
Acquisitions | 12 Months Ended |
Dec. 31, 2020 | |
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 . Metapack Acquisition On August 15, 2018, we, through our wholly owned subsidiary Pacific Shelf 1855 Limited (Pacific Shelf), completed the acquisition of Metapack Limited, a private limited company incorporated in England and Wales, pursuant to a share purchase agreement dated July 24, 2018, as amended (the “Agreement”), by and among certain key sellers named in the Agreement (the “Key Sellers”), Metapack, Pacific Shelf, and Stamps.com Inc. as Pacific Shelf’s guarantor. Metapack provides multi-carrier enterprise-level solutions to many of the world’s preeminent e-commerce retailers and brands. Pursuant to the Agreement and a related agreement to purchase Minority Shares (as defined below), Pacific Shelf acquired 100% of Metapack’s issued and to be issued share capital by purchasing (i) all of the Key Sellers’ shares of Metapack, representing approximately 80% of the total outstanding shares and (ii) all other issued and to be issued shares of Metapack (Minority Shares), for a final adjusted purchase price, for all such shares, of approximately £171 million, or $217.7 million using the August 15, 2018 GBP to USD exchange rate. Total cash paid for the acquisition was funded from cash and investment balances. Stamps.com granted inducement stock options for an aggregate of 320,250 shares of Stamps.com common stock to 72 new employees after completion of its acquisition of Metapack. The stock options were granted as inducements material to the new employees entering into employment with Stamps.com, pursuant to the Stamps.com 2018 Metapack Equity Inducement Plan, which was approved by Stamps.com’s Compensation Committee. The awards were granted without stockholder approval in accordance with Nasdaq Listing Rule 5635(c)(4). Each option vests 25% on the one year anniversary of the grant date with the remaining 75% vesting in approximately equal monthly increments over the succeeding thirty-six months, provided that the option holder is still employed by Stamps.com or one of its subsidiaries on the vesting dates. The stock options have a ten Under the acquisition method of accounting under ASC 805, the total purchase price of the acquired company is allocated to the assets acquired and the liabilities assumed based on their fair values. We have made significant estimates and assumptions in determining the allocation of the purchase price. The final purchase price of Metapack has been allocated as follows to the tangible and intangible assets acquired and liabilities assumed based on their estimated fair values based on the August 15, 2018 GBP to USD exchange rate (in thousands, except years): Fair Value Fair Value Useful Life Weighted Cash and cash equivalents $ 9,186 Trade accounts receivable 9,767 Other current assets 2,776 Property and equipment 1,039 Goodwill 138,956 Identifiable intangible assets: Trade names $ 10,936 12 Developed technology 40,691 16 Customer relationships 49,211 16 Total identifiable intangible assets 100,838 16 Accounts payable and other current liabilities (13,519) Deferred revenue (1,145) Revolving credit facility (12,716) Deferred income tax liability (15,963) Other liabilities (1,533) Total purchase consideration $ 217,686 The fair value of the assets acquired and liabilities assumed were determined using income, cost and market participant approaches. The fair value measurements were primarily based on significant inputs that are not observable in the market and thus represent a Level 3 measurement as defined in ASC Topic No. 820, Fair Value Measurement . The identified intangible assets consist of trade names, developed technology, and customer relationships. The estimated fair values of the trade names and developed technology were determined using the “relief from royalty” method. The estimated fair value of customer relationships was determined using the “excess earnings” method. The rate utilized to discount net cash flows to their present values was approximately 15% and was determined after consideration of the overall enterprise rate of return and the relative risk and importance of the assets to the generation of future cash flows. Intangible assets are being amortized on a straight-line basis over their estimated useful lives. Based on the August 15, 2018 exchange rate, we expect the amortization of acquired intangibles will be approximately $1.6 million per quarter for the remaining estimated useful lives. Goodwill represents the excess of the consideration given over the sum of the fair values assigned to identifiable assets acquired less liabilities assumed in a business combination. The goodwill balance is primarily attributable to the expanded market opportunities for the Company internationally and Metapack in the United States and the Company's ability to generate future technology. None of the goodwill recognized is expected to be deductible for income tax purposes. The goodwill recorded as part of this acquisition is included in the Metapack segment (see Note 4 - “Goodwill and Intangible Assets” in our Notes to Consolidated Financial Statements). Immediately following the acquisition, we repaid in full Metapack's existing revolving credit facility balance of approximately $12.7 million. We incurred approximately $2.5 million in transaction costs included in general and administrative expense and $1.0 million of nonrecurring foreign currency exchange loss directly related to the acquisition during the year ended December 31, 2018. Metapack revenues and net income included in the Consolidated Statements of Operations for the year ended December 31, 2018 were $20.3 million and $1.5 million, respectively, reflecting activity since the acquisition date. |
Goodwill and Intangible Assets
Goodwill and Intangible Assets | 12 Months Ended |
Dec. 31, 2020 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets | Goodwill and Intangible Assets The following table summarizes goodwill as of December 31, 2020 (in thousands): 2020 Stamps.com Segment Metapack Segment Total Goodwill balance at December 31, 2019 $ 241,984 $ 142,556 $ 384,540 Foreign currency translation — 4,213 4,213 Goodwill balance at December 31, 2020 $ 241,984 $ 146,769 $ 388,753 The following table summarizes goodwill as of December 31, 2019 (in thousands): 2019 Stamps.com Segment Metapack Segment Total Goodwill balance at December 31, 2018 $ 242,241 $ 139,469 $ 381,710 Acquisition of Metapack (see Note 3 - "Acquisitions" ) (257) (2,255) (2,512) Foreign currency translation — 5,342 5,342 Goodwill balance at December 31, 2019 $ 241,984 $ 142,556 $ 384,540 Beginning October 1, 2020, the Stamps.com segment includes operations in Atlanta, Georgia that were previously reported as part of the Metapack segment. All prior periods have been updated to conform to current year presentation of goodwill by segment. We have amortizable and non-amortizable intangible assets consisting of trademarks, trade names, developed technology, non-compete agreements, customer relationships, and other. The gross carrying amount of amortizable and non-amortizable intangible assets was $232.3 million at December 31, 2020 and $229.4 million at December 31, 2019. Non-amortizable assets of $11.4 million as of both December 31, 2020 and December 31, 2019 consist primarily of the trade name relating to the Endicia acquisition. The following table summarizes our amortizable intangible assets as of December 31, 2020 (in thousands, except years): Gross Carrying Amount Accumulated Amortization Net Carrying Amount Remaining weighted average amortization period (years) Patents and others $ 8,195 $ 8,195 $ — 0.0 Customer relationships 113,398 59,762 53,636 7.0 Technology 83,427 33,248 50,179 8.5 Non-compete 2,211 2,104 107 0.5 Trademarks and trade names 13,689 3,746 9,943 8.4 Total amortizable intangible assets at December 31, 2020 $ 220,920 $ 107,055 $ 113,865 7.7 The following table summarizes our amortizable intangible assets as of December 31, 2019 (in thousands, except years): Gross Accumulated Net Carrying Remaining weighted average amortization period (years) Patents and others $ 8,195 $ 8,195 $ — 0.0 Customer relationships 111,997 46,503 65,494 7.7 Technology 82,269 25,240 57,029 9.4 Non-compete 2,211 1,889 322 1.5 Trademarks and trade names 13,378 2,549 10,829 9.9 Total amortizable intangible assets at December 31, 2019 $ 218,050 $ 84,376 $ 133,674 8.5 We recorded amortization of intangible assets totaling approximately $21.9 million, $22.2 million, and $18.3 million for the years ended December 31, 2020, 2019, and 2018, respectively. Amortization of intangible assets is included in general and administrative expense in the accompanying consolidated statements of operations. Our estimated amortization expense for the next five years and thereafter is as follows (in thousands): Year Ended December 31, Estimated Amortization Expense 2021 $ 19,982 2022 10,899 2023 10,012 2024 9,688 2025 6,949 Thereafter 56,335 Total $ 113,865 |
Cash and Cash Equivalents
Cash and Cash Equivalents | 12 Months Ended |
Dec. 31, 2020 | |
Cash and Cash Equivalents [Abstract] | |
Cash and Cash Equivalents | Cash and Cash Equivalents Our cash equivalents consisted of money market funds at December 31, 2020 and 2019. 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 December 31, 2020 and 2019, we had no material investments. The following tables summarize our cash and cash equivalents as of December 31, 2020 and 2019 (in thousands): December 31, 2020 Cost or Gross Gross Estimated Fair Value Cash and cash equivalents: Cash $ 436,720 $ — $ — $ 436,720 Money market 6,832 — — 6,832 Cash and cash equivalents $ 443,552 $ — $ — $ 443,552 December 31, 2019 Cost or Gross Gross Estimated Cash and cash equivalents: Cash $ 149,508 $ — $ — $ 149,508 Money market 6,799 — — 6,799 Cash and cash equivalents $ 156,307 $ — $ — $ 156,307 |
Fair Value Measurements
Fair Value Measurements | 12 Months Ended |
Dec. 31, 2020 | |
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 December 31, 2020 and 2019 (in thousands): Fair Value Measurement at Reporting Date Using Description December 31, 2020 Quoted Prices in Significant Significant Cash and cash equivalents $ 443,552 $ 443,552 $ — $ — Total $ 443,552 $ 443,552 $ — $ — Fair Value Measurement at Reporting Date Using Description December 31, 2019 Quoted Prices in Significant Significant Cash and cash equivalents $ 156,307 $ 156,307 $ — $ — Total $ 156,307 $ 156,307 $ — $ — |
Debt
Debt | 12 Months Ended |
Dec. 31, 2020 | |
Debt Disclosure [Abstract] | |
Debt | Debt During the second quarter of 2020, the Company repaid the existing term loan balance outstanding under the Credit Agreement dated November 18, 2015. The optional prepayment satisfied the $47.5 million term loan balance, gross of debt issuance costs, in full. The Credit Agreement was with a group of banks and provided for a term loan of $82.5 million and a revolving credit facility with a maximum borrowing of $82.5 million. Our Credit Agreement had an original maturity date of November 18, 2020. The Credit Agreement was secured by substantially all of our assets. In connection with entering into the Credit Agreement, we incurred approximately $1.8 million in debt issuance costs which were recorded as debt discount and were being accreted as interest expense over the life of the Credit Agreement. Interest expense associated with debt issuance costs was approximately $186,000 and $373,000 in the years ended December 31, 2020 and December 31, 2019, respectively. As of December 31, 2019 our outstanding debt under the Credit Agreement, gross of debt issuance costs, was approximately $50.5 million under our term loan. Revolving Credit Facility On June 29, 2020, we entered into a $130 million revolving credit facility (the "Amended and Restated Credit Agreement") with a group of banks. Our Amended and Restated Credit Agreement matures on June 29, 2022 (the “Maturity Date”). The Amended and Restated Credit Agreement contains an option, subject to certain conditions, to arrange with existing lenders and/or new lenders to provide up to an aggregate of an additional $75 million in revolving loans. The Amended and Restated Credit Agreement is secured by substantially all of our assets. In connection with entering into the Amended and Restated Credit Agreement, we incurred approximately $762,000 in creditor and third-party fees which were recorded as deferred expense and is being amortized as interest expense over the two year life of the Amended and Restated Credit Agreement. There were no amounts drawn on the revolving credit facility as of December 31, 2020. Because we have a letter of credit outstanding totaling approximately $60,000 relating to a facility lease, we have approximately $129.9 million of available and unused borrowings under the revolving credit facility as of December 31, 2020. Borrowings under the Amended and Restated Credit Agreement are payable on the Maturity Date. The borrowings bear interest, at our option, at the base rate, as defined, plus an applicable margin or a LIBOR plus an applicable margin, in each case such margin will be between 1.25% and 3.00% and is determined by certain financial measures. We will also pay commitment fees on the average daily unused portion of the revolving credit facility, as defined, based upon certain financial measures through the Maturity Date in addition to other fees customary to a credit facility of this size and type. We are subject to certain customary affirmative and negative covenants under our Amended and Restated Credit Agreement, including quarterly financial covenants such as a maximum Consolidated Total Leverage Ratio and a minimum Consolidated Interest Coverage Ratio, as defined therein. As of December 31, 2020, we were in compliance with the covenants of the Amended and Restated Credit Agreement. The Amended and Restated Credit Agreement also includes negative covenants, subject to exceptions, restricting or limiting our ability to among other things, incur additional indebtedness, grant liens, repurchase stock, pay dividends and engage in certain investment, acquisition and disposition transactions. The Amended and Restated Credit Agreement imposes certain requirements in order for us to make any dividend payments. As of December 31, 2020, we were in compliance with these financial covenants. Potential Impact of LIBOR Transition The Chief Executive of the UK Financial Conduct Authority (the “FCA”), which regulates LIBOR, has announced that the FCA will no longer persuade or compel banks to submit rates for the calculation of LIBOR after 2021. That announcement indicates that the continuation of LIBOR on the current basis cannot and will not be guaranteed after 2021. Moreover, it is possible that LIBOR will be discontinued or modified prior to 2021. Under the terms of the Company's Amended and Restated Credit Agreement, in the event of the discontinuance of the LIBOR Rate, a mutually agreed-upon alternate benchmark rate will be established to replace the LIBOR Rate. The Company and the Administrative Agent (as defined in the Amended and Restated Credit Agreement) shall, in good faith, endeavor to establish an alternate benchmark rate that gives due consideration to prevailing market convention for determining a rate of interest for similar credit arrangements in the US at such time. The Company does not anticipate that the discontinuance or modification of the LIBOR Rate will materially impact its liquidity or financial position. |
Accounts Payable and Other Curr
Accounts Payable and Other Current Liabilities | 12 Months Ended |
Dec. 31, 2020 | |
Payables and Accruals [Abstract] | |
Accounts Payable and Other Current Liabilities | Accounts Payable and Other Current Liabilities The following table summarizes our accounts payable and other current liabilities as of December 31, 2020 and 2019 (in thousands): 2020 2019 Accounts payable $ 69,912 $ 47,783 Customer prepayments for postage and shipping labels 92,852 40,132 Income taxes payable 7,268 7,996 Payroll and related accrual 29,108 23,029 Short-term financing obligations 15,071 982 Other accruals 1,756 1,931 Accounts payable and other current liabilities $ 215,967 $ 121,853 |
Property and Equipment
Property and Equipment | 12 Months Ended |
Dec. 31, 2020 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment | Property and Equipment Property and equipment is summarized as follows as of December 31, 2020 and 2019 (in thousands): 2020 2019 Land $ 7,155 $ 7,155 Building 4,886 4,886 Building improvements 20,560 20,018 Leasehold improvements 6,219 4,027 Furniture and equipment 3,813 3,611 Computers and software 20,972 21,970 63,605 61,667 Less accumulated depreciation and amortization (30,718) (28,684) Property and equipment, net $ 32,887 $ 32,983 |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2020 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes The income tax expense consists of (in thousands): 2020 2019 2018 Current: Federal $ 13,074 $ 22,342 $ 3,333 State 4,872 6,913 5,561 Foreign 3,324 3,470 790 21,270 32,725 9,684 Deferred: Federal 1,020 1,753 15,396 State (1,217) 387 (2,250) Foreign (3,102) (3,345) (558) (3,299) (1,205) 12,588 Income tax expense $ 17,971 $ 31,520 $ 22,272 Income tax expense differs from the amounts computed by applying the US federal statutory tax rate as a result of the following (in thousands): 2020 2019 2018 Income tax at US federal statutory tax rate $ 41,294 $ 19,057 $ 40,092 State income tax, net of federal benefit 4,776 5,332 3,488 Foreign rate differential 1,578 1,372 226 Stock-based compensation (31,578) 2,352 (19,631) Nondeductible items 6,957 2,611 1,119 Research and development (9,528) (2,379) (4,622) Uncertain tax positions 2,902 2,714 2,699 Change in tax rate – other 1,066 — (508) Change in valuation allowance 601 530 692 Other, net (97) (69) (1,283) Income tax expense $ 17,971 $ 31,520 $ 22,272 The difference between the statutory federal income tax rate and the Company’s effective tax rate in 2020, 2019, and 2018 is primarily attributable to the effect of state income taxes, research and development tax credits, share-based compensation and other non-deductible permanent items. The tax effect of temporary differences that give rise to a significant portion of the deferred tax assets and liabilities at December 31, 2020 and 2019 are presented below (in thousands): 2020 2019 Deferred tax assets: Net operating loss carryforward $ 7,659 $ 4,006 Tax credit carryforwards 9,046 7,287 Lease right of use liabilities 15,946 4,537 Stock compensation 11,249 13,419 Accruals 12,277 8,543 Fixed assets 211 — Gross deferred tax assets 56,388 37,792 Less: Valuation allowance (2,509) (1,717) Deferred tax assets, net of valuation allowance 53,879 36,075 Deferred tax liabilities: Fixed assets — (127) Intangibles (18,995) (15,331) Lease right of use assets (15,308) (4,140) Federal benefit of state tax deferred tax assets (722) (876) Gross deferred tax liabilities (35,025) (20,474) Deferred tax assets, net $ 18,854 $ 15,601 As of December 31, 2020, we have approximately $18.9 million of net deferred tax assets. We recognize valuation allowances on deferred tax assets if, based on the weight of the evidence, we believe that it is more likely than not that some or all of the deferred tax assets will not be realized. We have recorded a valuation allowance of $2.5 million and $1.7 million as of December 31, 2020 and 2019, respectively, against certain state research and development credits. As of December 31, 2020, we have federal net operating loss carry-forwards of approximately $1.3 million and state net operating loss carry-forwards of $23.8 million, expiring at various times starting in 2023 with certain losses carried over indefinitely. In addition, as of December 31, 2020, we have foreign net operating loss carry-forwards of $31.6 million that can be carried over indefinitely. We have no available tax credit carry-forwards for federal income tax purposes at December 31, 2020. We have available tax credit carry-forwards of approximately $8.9 million, net of unrecognized tax benefit for state income tax purposes at December 31, 2020, which can be carried forward to offset future taxable liabilities. Under California law, the California tax credits do not have an expiration date. Under Texas law, Texas R&D credits can be carried forward 20 years, and will begin to expire in 2034. The following is a tabular reconciliation of the total amounts of unrecognized tax benefits for the years ended December 31, 2020, 2019 and 2018 (in thousands): Unrecognized Tax Benefits Balance at December 31, 2017 $ (9,650) Additions for tax positions of prior years (1,396) Reduction for tax positions of prior years 275 Additions for tax positions of the current year (2,418) Balance at December 31, 2018 $ (13,189) Additions for tax positions of prior years (1,416) Reduction for tax positions of prior years 104 Additions for tax positions of the current year (1,522) Additions related to acquisitions (523) Balance at December 31, 2019 $ (16,546) Additions for tax positions of prior years (661) Reduction for tax positions of prior years 11 Additions for tax positions of the current year (2,340) Balance at December 31, 2020 $ (19,536) Included in the balance of unrecognized tax benefits as of December 31, 2020, 2019, and 2018 were $19.5 million, $16.6 million, and $13.2 million, respectively, of tax benefits that, if recognized, would affect the effective tax rate. Our policy is to recognize interest and penalties related to unrecognized tax benefits as a component of income tax expense. During 2020, 2019, and 2018 we recognized income tax expense on interest and penalties of $733,000, $806,000, and $655,000 respectively, in connection with our unrecognized tax benefits. The Company does not expect any material changes in the amount of unrecognized tax benefits within the next twelve months. We are subject to taxation in the United States, various state jurisdictions, and various foreign jurisdictions. We are subject to income tax examination by US and state tax authorities for the calendar year ended December 31, 2016 and forward. However, to the extent allowed by law, the taxing authorities may have the right to examine prior periods where net operating losses and credits were generated and carried forward, and make adjustments up to the amount of the net operating losses and credits utilized in open tax years. As of December 31, 2020, taxes were not provided for an immaterial amount of cumulative earnings of the foreign subsidiaries as we have invested or expect to invest the undistributed earnings indefinitely. If these earnings are repatriated to the United States, or if we determine that the earnings will be remitted in the foreseeable future, the unremitted earnings could be subject to withholding taxes and certain state taxes. Due to the complexities in the laws of foreign jurisdictions and assumptions that would have to be made, it is not practical to estimate the amount of foreign withholding or state taxes associated with such unremitted earnings. |
Employee Stock Plans
Employee Stock Plans | 12 Months Ended |
Dec. 31, 2020 | |
Share-based Payment Arrangement [Abstract] | |
Employee Stock Plans | Employee Stock Plans Stock Incentive Plans Our 1999 Stock Incentive Plan (the “1999 Plan”), which became effective in June 1999, was the successor to the 1998 Stock Plan (the “1998 Plan”). Upon approval of the 1999 Plan, all outstanding options under the 1998 Plan were transferred to the 1999 Plan, and no further option grants were made under the 1998 Plan. All outstanding options under the 1998 Plan continue to be governed by the terms and conditions of the existing option agreements for those grants, unless our compensation committee decides to extend one or more features of the 1999 Plan to those options. In June 2009, our 1999 Plan expired and no further options grants were made under the 1999 Plan. Our 2010 Equity Incentive Plan (the “2010 Plan”) was approved by our stockholders in June 2010. Under the 2010 Plan, we were initially authorized to issue 3,500,000 shares of common stock and stock units, although “full value” awards (such as restricted stock and restricted stock units) will be counted against the 2010 Plan’s overall limits as two shares (rather than one), while options and stock appreciation rights will be counted as one share. On September 9, 2014, our board of directors approved an amendment (the “2014 Amendment”) to our 2010 Plan, which was approved by our shareholders on June 17, 2015. Pursuant to the 2014 Amendment, the maximum aggregate number of shares of common stock and stock units available for the grant of awards under the 2010 Plan was increased by an additional 2,100,000 shares. On April 28, 2016, our board of directors adopted an amendment (the “2016 Amendment”) to increase the maximum aggregate number of shares of common stock and stock units available for grants by an additional 1,200,000 shares, which was approved by our shareholders on June 13, 2016. On April 25, 2018, our board of directors adopted an amendment (the “2018 Amendment”) to our 2010 Plan, which was approved by our shareholders on June 11, 2018. The 2018 Amendment: (i) increased the maximum aggregate number of shares of common stock and stock units available for the grant of awards under the 2010 Plan by 2,200,000 shares; (ii) extended the term of the 2010 Plan through April 25, 2028; (iii) added a requirement that, except in the case of substitute awards which may be granted in connection with certain business combinations, any awards granted after the effective date of the 2018 Amendment (except for 5% of the shares reserved under the 2010 Plan) shall be granted with a minimum vesting period of at least 12 months, subject to the Compensation Committee's discretionary authority to accelerate such awards in the event of the participant's retirement, death or disability, or upon a change in control of the company; and (iv) prohibits the payment of dividends on awards that are unvested or subject to restrictions. At December 31, 2020, the number of shares of common stock remaining available for future issuance under the equity compensation plans was 304,000 excluding the number of shares of common stock to be issued upon exercise of outstanding options, warrants and rights. Except for the 2014, 2016, and 2018 Amendments to the 2010 Plan described above, the 2010 Plan otherwise remains materially unchanged. On April 9, 2015, pursuant to the 2014 Amendment, our compensation committee approved additional performance-based stock option grants for certain employees. These additional option awards granted under the 2014 Amendment vest monthly in equal parts over a 36-month period that commenced on the closing of our acquisition of Endicia, except for the awards for a former employee which were fully expensed on an accelerated basis in the third quarter of 2017 based on specific events and circumstances of the employee’s status change to a consultant in the third quarter of 2017. The number of options issued was approximately 175,000. For these awards subject to performance conditions, the fair value per award was fixed at the grant date on June 17, 2015, the date the 2014 Amendment was approved by the shareholders. For the years ended December 31, 2020 and 2019, there was no stock-based compensation expense for these performance-based awards. For the year ended December 31, 2018, the total stock-based compensation expense for these performance-based awards was approximately $878,000. A summary of stock option activity is as follows: Options (in thousands) Weighted Average Exercise Price Weighted Average Remaining Contractual Term Aggregate Intrinsic Value (in thousands) Outstanding at December 31, 2017 2,745 $ 89.99 8.2 years $ 269,018 Granted 851 $ 221.58 Forfeited or expired (171) $ 139.99 Exercised (784) $ 60.45 Outstanding at December 31, 2018 2,641 $ 137.88 8.1 years $ 104,348 Granted 2,043 $ 42.77 Forfeited or expired (350) $ 152.17 Exercised (53) $ 57.41 Outstanding at December 31, 2019 4,281 $ 92.31 8.1 years $ 100,494 Granted 191 $ 204.06 Forfeited or expired (83) $ 135.70 Exercised (1,496) $ 87.35 Outstanding at December 31, 2020 2,893 $ 101.00 7.6 years $ 295,378 Exercisable at December 31, 2020 1,530 $ 109.74 6.9 years $ 141,215 The aggregate intrinsic value in the table above represents the total pretax intrinsic value, based on our closing stock price of $196.19 at December 31, 2020, the last trading day of 2020, which would have been received by award holders had all award holders exercised their awards that were in-the-money as of that date. The weighted average fair value of stock options granted for 2020, 2019 and 2018 using the Black-Scholes valuation method are as follows: 2020 2019 2018 Weighted average fair value of stock options with an exercise price equal to the market price on the grant date $ 118.95 $ 23.64 $ 84.55 Weighted average fair value of stock options with an exercise price greater than the market price on the grant date — — — Total $ 118.95 $ 23.64 $ 84.55 Weighted average exercise prices for stock options exercised in 2020 are as follows: 2020 Weighted average exercise price of stock options with an exercise price equal to the market price on the grant date $ 87.35 Weighted average exercise price of stock options with an exercise price greater than the market price on the grant date — Total weighted average exercise price $ 87.35 The weighted average grant date fair value of options vested during 2020, 2019 and 2018 was $34.93, $54.87 and $43.30, respectively. The total intrinsic value of options exercised during 2020, 2019 and 2018 was approximately $205.6 million, $3.5 million and $125.3 million, respectively. The following table summarizes the status of our non-vested stock options as of December 31, 2020: Non-vested Weighted Average Grant Date Fair Value per Option Non-vested at December 31, 2019 2,614 $ 34.40 Granted 191 $ 118.95 Vested (1,359) $ 34.93 Forfeited / Cancelled (83) $ 58.16 Non-vested at December 31, 2020 1,363 $ 44.25 As of December 31, 2020, there was $58.6 million of total unrecognized compensation cost related to non-vested share-based compensation arrangements, which is expected to be recognized over a weighted average period of approximately 2 years. Equity Inducement Plans In connection with the ShippingEasy acquisition, we issued performance-based inducement equity awards to two executives of ShippingEasy covering an aggregate of up to approximately 87,000 shares of common stock if earnings targets for ShippingEasy are achieved over a two and one-half year period which began July 1, 2016. The awards were subject to proration if at least 75% of the applicable target was achieved and were subject to forfeiture or acceleration based on changes in employment circumstances over the performance period. In addition, in connection with the ShippingEasy acquisition we made inducement stock option grants for an aggregate of 62,000 shares of Stamps.com common stock to 48 employees. Each option vested 25% on the one year anniversary of the grant date and the remaining 75% vest in approximately equal monthly increments over the succeeding thirty-six months provided that the option holder is still employed by the Company on the vesting dates. The stock options have a ten year term and an exercise price equal to the closing price of Stamps.com common stock on the grant date of July 1, 2016. In 2018, we granted inducement stock options to purchase 60,000 shares of Stamps.com common stock to a newly hired executive officer. Such option vests 25% on the one year anniversary of the grant date with the remaining 75% vesting in approximately equal monthly increments over the succeeding thirty-six months provided that the option holder is still employed by the Company on the vesting dates. The stock options have a ten year term and an exercise price equal to the closing price of Stamps.com common stock on the grant date of February 26, 2018. Further, in connection with the Metapack acquisition we made inducement stock option grants for an aggregate of 320,250 shares of Stamps.com common stock to 72 employees. Each option vests 25% on the one year anniversary of the grant date with the remaining 75% vesting in approximately equal monthly increments over the succeeding thirty-six months provided that the option holder is still employed by the Company on the vesting dates. The stock options have a ten year term and an exercise price equal to the closing price of Stamps.com common stock on the grant date of August 15, 2018. The inducement plans were exempt from stockholder approval requirements as an employment inducement grant plan under applicable Nasdaq Listing Rule 5635(c)(4) as inducements material to the new employees entering into employment with Stamps.com. Employee Stock Purchase Plan In June 1999, our board of directors adopted an Employee Stock Purchase Plan (ESPP), which allows our eligible employees to purchase shares of common stock, at semi-annual intervals, with their accumulated payroll deductions. Eligible participants may contribute up to 15% of cash earnings through payroll deductions, and the accumulated deductions will be applied to the purchase of shares on each semi-annual purchase date. The purchase price per share is equal to 85% of the fair market value per share on the participant’s entry date into the offering period or, if lower, 85% of the fair market value per share on the semi-annual purchase date. Upon adoption of the ESPP, 150,000 shares of common stock were reserved for issuance. This reserve automatically increases on the first trading day in January each year, by an amount equal to 1% of the total number of outstanding shares of our common stock on the last trading day in December in the prior year. In no event will any annual increase exceed 260,786 shares. In July 2009, our board of directors amended our ESPP to extend it for a period of ten years beyond its original expiration date of July 31, 2009. Under this amendment, the total shares available for issuance may not increase. In October 2018, the board of directors further amended our ESPP to extend its expiration date for an additional period of ten years to July 31, 2029. As of December 31, 2020 and 2019, we had approximately 1.4 million and 1.5 million shares available for issuance under our ESPP, respectively. Total shares of common stock issued pursuant to the ESPP during 2020, 2019 and 2018 were approximately 80,000, 31,000, and 25,000, respectively. Savings Plan We have a savings plan for all eligible employees which qualifies under Section 401(k) of the Internal Revenue Code. Participating employees may contribute any percentage of their pretax salary, but not more than statutory dollar limits. We match participant contributions up to certain limitations. We expensed approximately $2.5 million, $2.0 million, and $1.7 million in 2020, 2019 and 2018, respectively, related to this plan. In Europe where applicable, we have savings plans for all eligible employees which conform to country-specific regulations. Participating employees may contribute any percentage of their salary, but not more than statutory dollar limits. We match participant contributions up to certain limitations. Matching contributions to these plans were not material in 2020 or 2019. |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2020 | |
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 28, 2019 and March 13, 2019, two putative class action complaints were filed against us in the United States District Court for the Central District of California, Western Division. One of the two putative class actions was dismissed without prejudice, and in the other case, styled as Karinski v. Stamps.com, Inc. et al, Case 2:19-cv-01828 (the “Securities Class Action”), the Court appointed a lead plaintiff and approved lead plaintiff’s selection of lead counsel. Lead plaintiff filed a consolidated complaint in August 2019, purportedly on behalf of all those who purchased, or otherwise acquired, Stamps.com common stock between May 3, 2017 and May 8, 2019, alleging violations of the Securities Exchange Act of 1934 based on public disclosures that were purportedly rendered misleading based on certain uses of reseller rates. We filed a motion to dismiss in October 2019, and our motion to dismiss was granted in part and denied in part in January 2020. The Court granted plaintiff's motion for class certification on November 9, 2020, and we have requested that the Court of Appeals permit an appeal from that order. The parties are currently engaged in fact discovery with trial scheduled for March 2022. We believe that the case is without merit and intend to defend it vigorously. Due to the early stage of the case, neither the likelihood that a loss, if any, will be realized, nor an estimate of the possible loss or range of loss, if any, can be determined. On May 16, 2019 and May 21, 2019, two purported shareholder derivative suits were filed in the United States District Court for the Central District of California, Western Division, alleging breaches of fiduciary duties by officers and/or directors, unjust enrichment, abuse of control, waste of corporate assets, and violations of the Securities Exchange Act of 1934, and seeking unspecified damages, attorneys' fees and costs. The two cases were consolidated as In re Stamps.com Stockholder Derivative Litigation, Case 2:19-cv-04272, co-lead plaintiffs and colead counsel were appointed, and the case was subsequently transferred to the United States District Court for the District of Delaware. On February 3, 2021, the case was consolidated with Harvey v. Kenneth T. McBride, et al (described below). We believe that the case is without merit and intend to defend it vigorously. Due to the early stage of the case, neither the likelihood that a loss, if any, will be realized, nor an estimate of the possible loss or range of loss, if any, can be determined. On August 19, 2019, a purported shareholder derivative suit was filed against us in a case titled City of Cambridge Retirement System v. Kenneth T. McBride, et al, Case No. 2019-0658-AGB, in the Delaware Court of Chancery, alleging breaches of fiduciary duties by officers and/or directors, insider trading, waste of corporate assets, and unjust enrichment. We filed a motion to dismiss in October 2019. We believe that the case is without merit and intend to defend this case vigorously. Due to the early stage of the case, neither the likelihood that a loss, if any, will be realized, nor an estimate of the possible loss or range of loss, if any, can be determined. On October 3, 2019, a purported shareholder derivative suit was filed against us in a case titled Harvey v. Kenneth T. McBride, et al, Case No. 1:19-cv-01861-CFC, in the United States District Court for the District of Delaware, alleging breaches of fiduciary duties by officers and/or directors, unjust enrichment, waste of corporate assets, and violations of the Securities Exchange Act of 1934. The Court had entered a stipulation to stay the derivative case pending the outcome of the derivative lawsuit pending in the Delaware Court of Chancery. On February 3, 2021, the Court lifted the stay and consolidated the case with In re Stamps.com Stockholder Derivative Litigation (described above), and vacated a prior order appointing lead counsel. The cases are consolidated as In re Stamps.com Stockholder Derivative Litigation, Case No. 1:19-cv-01861-CFC. We believe that the case is without merit and intend to defend this case vigorously. Due to the early stage of the case, neither the likelihood that a loss, if any, will be realized, nor an estimate of the possible loss or range of loss, if any, can be determined. The Company had not accrued any material amounts related to any of the Company’s legal proceedings as of December 31, 2020 or 2019. Although management at present believes that the ultimate outcome of the various 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 Our significant contractual obligations and commercial commitments (other than debt commitments, which are summarized in Note 7 - “Debt” ) consist of operating lease obligations as of December 31, 2020. Please see Note 14 - “Leases” for additional information. |
Segment Information and Geograp
Segment Information and Geographic Data | 12 Months Ended |
Dec. 31, 2020 | |
Segment Reporting [Abstract] | |
Segment Information and Geographic Data | Segment Information and Geographic Data Segment Information Operating segments are defined as components of an enterprise for which discrete financial information is available that is evaluated regularly by the chief operating decision maker (CODM) for purposes of allocating resources and evaluating financial performance. The Company's Chairman and Chief Executive Officer has been identified as the CODM as defined by guidance regarding segment disclosures. The Company’s reportable segments have been determined based on the distinct nature of their operations and customer bases, and the financial information that is evaluated regularly by the CODM. Following the Metapack acquisition (see Note 3) in 2018, the Company added a new segment for the Metapack business. Previously, the Company had a single reportable segment. The Stamps.com segment derives revenue from external customers from offering mailing and shipping labels online and shipping software solutions to consumers, small businesses, e-commerce shippers, enterprise mailers, and high volume shippers. The Stamps.com reportable segment includes the results of brand names Stamps.com, Endicia, ShippingEasy, ShipStation, and ShipWorks. Stamps.com's customers are primarily located in the US. Beginning October 1, 2020, the Stamps.com segment includes operations in Atlanta, Georgia that were previously reported as part of the Metapack segment. Prior period segment revenues and income (loss) from operations have not been restated as the impact was not material. The Metapack segment consists of the operations of Metapack which derives revenues from external customers from offering multi-carrier enterprise-level shipping software solutions to large e-commerce retailers and brands. Metapack's customers are primarily located in Europe. Revenues, cost of revenues, and operating expenses are generally directly attributed to our segments. Inter-segment revenues are not presented separately, as these amounts are immaterial. Our CODM does not evaluate operating segments using asset information, and therefore total segment assets are not presented. The following table presents our segment information and includes a reconciliation of income from operations to income before income taxes (in thousands): Year Ended December 31, 2020 2019 2018 Segment revenues Stamps.com $ 695,929 $ 519,088 $ 566,580 Metapack 62,051 52,762 20,350 Total revenues $ 757,980 $ 571,850 $ 586,930 Segment income (loss) from operations Stamps.com $ 205,863 $ 105,242 $ 195,409 Metapack (7,711) (11,679) (1,010) Total income (loss) from operations $ 198,152 $ 93,563 $ 194,399 Company's total segment income from operations $ 198,152 $ 93,563 $ 194,399 Foreign currency exchange loss, net (470) (506) (992) Interest expense (1,114) (2,513) (2,595) Interest income and other income, net 68 205 102 Income before income taxes $ 196,636 $ 90,749 $ 190,914 Stamps.com segment income from operations included depreciation and amortization expense of $19.1 million, $20.4 million, and $21.3 million in the years ended December 31, 2020, 2019 and 2018, respectively. Metapack segment loss from operations included depreciation and amortization expense of $6.9 million, $7.5 million, and $2.8 million in years ended December 31, 2020, 2019 and 2018, respectively. Stamps.com segment income from operations included share-based compensation expense of $36.6 million, $38.2 million, and $33.7 million in years ended December 31, 2020, 2019 and 2018, respectively. Metapack segment loss from operations included share-based compensation expense of $6.9 million, $4.7 million, and $2.6 million in years ended December 31, 2020, 2019 and 2018, respectively. Geographic Data No sales to an individual customer or country other than the US accounted for more than 10% of revenue for the years ended December 31, 2020, 2019, or 2018. The following table presents our revenues by geography, based on the billing addresses of our customers (in thousands, unaudited): Year Ended December 31, 2020 2019 2018 Revenues United States $ 691,891 $ 517,987 $ 564,731 International 66,089 53,863 22,199 Total revenues $ 757,980 $ 571,850 $ 586,930 |
Leases
Leases | 12 Months Ended |
Dec. 31, 2020 | |
Leases [Abstract] | |
Leases | Leases The Company's material lease contracts are generally for corporate office space. The Company leases facilities pursuant to noncancelable operating lease agreements expiring through 2032. Operating lease cost was approximately $6.4 million, $4.9 million, and $4.2 million, for the years ended December 31, 2020, 2019 and 2018, respectively. The following table is a schedule of maturities of operating lease liabilities as of December 31, 2020 (in thousands): Twelve Month Period Ending December 31, Operating 2021 $ 618 2022 9,643 2023 9,471 2024 6,728 2025 7,096 Thereafter 45,600 Total undiscounted cash flows 79,156 Less amount representing interest (18,885) Present value of lease liabilities $ 60,271 The table above reflects payments for noncancelable operating leases with initial or remaining terms of one year or more, net of cash reimbursements for tenant improvements which the Company reasonably expects to receive, as of December 31, 2020. The table above does not include obligations for leases that have not yet commenced and does not include lease payments that were not fixed at commencement or modification. As of December 31, 2020, the weighted-average remaining lease term (in years) and discount rate related to the operating leases were as follows: December 31, 2020 Weighted-average remaining lease term 9.8 Weighted-average discount rate 4.7 % |
Quarterly Information (Unaudite
Quarterly Information (Unaudited) | 12 Months Ended |
Dec. 31, 2020 | |
Quarterly Financial Information Disclosure [Abstract] | |
Quarterly Information (Unaudited) | Quarterly Information (Unaudited) Quarter Ended March June September December (in thousands except per share data) Fiscal Year 2020: Revenues $ 151,346 $ 206,730 $ 193,917 $ 205,987 Gross profit 110,966 158,969 149,965 159,264 Income from operations 24,171 61,186 54,622 58,173 Net income 16,494 51,726 63,971 $ 46,474 Net income per share: Basic $ 0.97 $ 3.00 $ 3.59 $ 2.54 Diluted $ 0.91 $ 2.73 $ 3.30 $ 2.36 Weighted average shares outstanding: Basic 17,064 17,231 17,826 18,267 Diluted 18,189 18,927 19,406 19,706 Fiscal Year 2019: Revenues $ 136,003 $ 138,773 $ 136,172 $ 160,902 Gross profit 99,664 102,332 97,970 116,668 Income from operations 23,241 22,425 15,651 32,246 Net income 15,755 13,992 9,148 20,334 Net income per share: Basic $ 0.90 $ 0.81 $ 0.53 $ 1.19 Diluted $ 0.87 $ 0.79 $ 0.52 $ 1.13 Weighted average shares outstanding: Basic 17,547 17,291 17,144 17,064 Diluted 18,015 17,809 17,441 17,923 Quarterly and year-to-date computations of per share amounts are made independently. Therefore, the sum of per share amounts for the quarters may not agree with per share amounts for the year shown elsewhere in our Annual Report on Form 10-K. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2020 | |
Accounting Policies [Abstract] | |
Basis of Consolidation | Basis of Consolidation The consolidated financial statements include all the assets, liabilities, revenues, expenses and cash flows of Stamps.com Inc. and the entities in which we have 100% voting and/or economic control. In August 2018, we completed our acquisition of 100% of the outstanding shares of Metapack. Please see Note 3 - “Acquisitions” in our Notes to Consolidated Financial Statements for further description. References in this Report to "we" "us" "our" or "Company" are references to Stamps.com Inc. and its subsidiaries. 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 US 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. There are significant estimates and judgments inherent in the preparation of the consolidated financial statements including those related to the fair value of intangible assets and goodwill and the allowance for credit losses. The Company considered the impact of COVID-19 on the assumptions and estimates used and determined that there were no material adverse impacts on the consolidated financial statements for the period ended December 31, 2020. As events continue to evolve and additional information becomes available, our assumptions and estimates may change materially in future periods. |
Prior Period Reclassifications | Prior Period Reclassifications Certain amounts in prior periods have been reclassified to conform with current period presentation. |
Accounts Receivable | Accounts Receivable Our accounts receivable relate to mailing and shipping services, postage purchasing and invoicing, customized postage sales, branded insurance provided to customers prior to billing and other receivables. We maintain an allowance for credit losses for expected uncollectible accounts which is recorded as an offset to accounts receivable and changes in such are classified as general and administrative expense in the consolidated statements of operations. |
Advertising and Trade Show Costs | Advertising and Trade Show CostsAdvertising expense, which includes direct mail, online, radio, television, and others, is recorded in sales and marketing expense on the consolidated statements of operations. We expense the costs of producing advertisements as incurred, and expense the costs of communicating and placing the advertising in the period in which the advertising space or airtime is used. |
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. Acquisition-related expenses are recognized in our consolidated financial statements as incurred. |
Contingencies and Litigation | Contingencies and Litigation In the ordinary course of business, we are subject to various 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. |
Cash Equivalents and Investments | Cash Equivalents and Investments 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. Our cash equivalents consisted of money market funds at December 31, 2020 and 2019. Cash equivalents are carried at cost, which approximates fair value. |
Concentration of Risk | Concentration of Risk Our cash and cash equivalents are potentially subject to concentration of credit risk. Cash and cash equivalents are placed with financial institutions that management believes are of high credit quality in order to mitigate this risk. From time to time, cash and cash equivalents held with financial institutions may exceed Federal Deposit Insurance Corporation insurance limits. When drawn, outstanding borrowings under our Amended and Restated Credit Agreement and, prior to June 2020, our Credit Agreement, are subject to market risk, primarily interest rate risk. Interest rate fluctuations impact the interest expense incurred on borrowings under the Amended and Restated Credit Agreement, as the interest rate is based on the London Interbank Offered Rate (LIBOR). See Note 7 - "Debt" in our Notes to Consolidated Financial Statements for further description. |
Revenue Recognition | Cost of Revenue Cost of service revenue principally consists of the cost of customer service, certain promotional expenses, system operating costs, credit card processing fees, vendor costs and expenses and customer misprints that do not qualify for reimbursement from the USPS. Cost of product revenue principally consists of the cost of products sold through our supplies stores and the related costs of shipping and handling. For the periods presented prior to October 1, 2018, the cost of insurance revenue principally consists of parcel insurance offering costs through our third party insurance providers as described in the Revenue Recognition section below. Prior to termination of the program in June 2020 as described in the Revenue Recognition section below, the cost of customized postage revenue principally consists of the face value of postage, customer service, image review costs, and printing and fulfillment costs. Deferred Revenue 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 operations. Service revenue is recognized over time for each month that customers have access to our platform or at a point in time when assets are transferred to the customer. 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, for which we provide them access to our platform, in which case revenue is earned over the period of time that the customers have access to the platform which is typically month-to-month; (2) we may be compensated directly by our carriers for shipping labels printed that meet certain requirements, in which case revenue is earned over time, which is typically in the same month that the relevant labels are printed; (3) we may earn revenue from customers when they purchase postage, print shipping labels or perform other transactions using our solutions, in which case revenue is earned at the point in time we transfer an asset to the customer and have a present right of payment for the asset transferred; (4) we may earn revenue that may take the form of some or all of the spread between the rate a customer pays and the rate the carrier or integration partner receives, either charged directly or paid by our partners, in which case revenue is earned at a point in time, which is typically when the customer purchases postage or prints a shipping label; and (5) we may earn other types of revenue shares or other compensation from specific customers that have access to our platform or through integration partners, in which case revenue is recognized at a point in time, which is when we have fulfilled our performance obligations. In the case of monthly fees based on subscription plans, the Company recognizes a reduction of revenue in the period for which a waiver is granted or when a refund is processed, which is typically the same period in which the associated subscription revenue is recognized or, in the case of refunds, could be a later period. Waivers and refunds were not material to the consolidated financial statements in 2020, 2019 or 2018. Customers may purchase delivery services from 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 mailing labels, shipping labels, thermal printers, scales, and other mailing and shipping-focused office supplies. We recognize product revenue on product purchases upon shipment of orders to customers. We provide our customers with the opportunity to purchase parcel insurance directly through our solutions. Beginning October 1, 2018, insurance revenue represents the amount we receive from customers net of the costs paid to our insurance providers. For the periods presented prior to October 1, 2018, insurance revenue represented the gross amount charged to the customer for purchasing insurance and the insurance cost of revenues represented the amount paid to our insurance providers. We recognize insurance revenue on insurance purchases upon the ship date of the insured package, which is the point in time when we have fulfilled our performance obligations. Customized postage revenue, which includes the face value of postage, from the sale of customized postage sheets and rolls is recognized upon transfer of control of the product to the customer, which occurs upon our delivery to the carrier. In the second quarter of 2020, we received notification from the US Postal Service (USPS) that it was eliminating its customized postage program and also revoking our authorization to offer products pursuant to that program effective June 16, 2020. As a result, we do not expect material customized postage revenue or cost of revenue after June 2020. |
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. When drawn, the Company’s outstanding debt held by third party financial institutions is carried at cost, adjusted for debt issuance costs. When drawn, 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 6 in our Consolidated Financial Statements. |
Foreign Currency Translation | Foreign Currency Translation The functional currency of the Company’s major foreign subsidiaries is generally the local currency. Adjustments resulting from translating foreign functional currency financial statements into US dollars are recorded in accumulated other comprehensive income as a component of stockholders’ equity. Foreign currency transaction gains and losses are included in foreign currency exchange gain (loss), net. All assets and liabilities denominated in a foreign currency are translated into US dollars at the exchange rate on the balance sheet date. Revenues and expenses are translated at the average exchange rate during the period. |
General and Administrative | General and Administrative General and administrative expense principally consists of compensation and related costs for executive and administrative personnel, fees for legal and other professional services, depreciation of equipment, software and building used for general corporate purposes; and amortization of intangible assets. |
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 business combinations. 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. Goodwill is reviewed for impairment annually on October 1 utilizing either a qualitative or quantitative assessment. 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 a quantitative assessment, we compare the fair value of the 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 the reporting unit exceeds its carrying value, the goodwill is not considered impaired. If the carrying value is higher than the fair value, the difference is recognized as an impairment loss. As of December 31, 2020, we are not aware of any indicators of impairment that would require an impairment analysis other than our annual goodwill impairment analysis. No instances of impairment to the Company's goodwill were identified during our October 1, 2020, October 1, 2019, or October 1, 2018 reviews. |
Long-Lived Assets and Finite-Lived Intangible Assets | 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 ten |
Income Taxes | Income Taxes We are subject to income taxes in the US and foreign jurisdictions. We provide for income taxes at the current and future enacted tax rate and consistent with the laws applicable in each jurisdiction. We account for income taxes in accordance with Financial Accounting Standards Board (FASB) Accounting Standards Codification (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. |
Inventories | InventoriesInventories consist of finished products sold through our supplies stores and are accounted for using the lower of cost (first-in, first-out method) or net realizable value. |
Leases | Leases We determine if an arrangement is a lease at inception. Right-of-use (ROU) assets and liabilities are recognized at the present value of the future lease payments at the lease commencement date. For this purpose, we consider only payments that are fixed and determinable at the time of commencement. As most of our leases do not provide an implicit rate, the interest rate used to determine the present value of future lease payments is an estimated incremental borrowing rate. Many of our leases include one or more options to renew. These options are factored into the determination of the lease term and lease payments when their exercise is considered to be reasonably certain. Our lease agreements generally contain lease and non-lease components. Non-lease components primarily include payments for maintenance and utilities. We elected the practical expedient to combine fixed payments for non-lease components with our lease payments and account for them together as a single lease component which increases the amount of the ROU assets and liabilities. We also elected to recognize the associated lease payments for leases with an initial term of 12 months or less in the consolidated statements of operations on a straight-line basis without recognizing a ROU asset or liability. Operating leases are included in lease right-of-use assets, current portion of lease right-of-use liabilities, and long-term portion of lease right-of-use liabilities on our consolidated balance sheets. Operating lease expense is recognized on a straight-line basis over the lease term in income from operations on our consolidated statements of operations. |
Net Income per Share | Net Income per Share Net income per share represents net income attributable to common stockholders divided by the weighted average number of common shares outstanding during a reported period. The diluted net income per share reflects the potential dilution that could occur if securities or other contracts to issue common stock, including stock options (commonly and hereafter referred to as “common stock equivalents”), were exercised or converted into common stock. Diluted net income per share is calculated by dividing net income during a reported period by the sum of the weighted average number of common shares outstanding plus common stock equivalents for the period. |
Other Current Assets | Other Current AssetsOther current assets principally consist of prepayments for postage and shipping labels and inventory. |
Other Liabilities | Other Liabilities Other liabilities principally consist of long-term unrecognized income tax benefits, as well as indirect tax liabilities and other liabilities. |
Research and Development Costs | Research and Development Costs Research and development expense principally consists of compensation and related expenses for personnel involved in the development of our services, depreciation of equipment and software and expenditures for consulting services and third party software. |
Sales and Marketing | Sales and Marketing Sales and marketing expense principally consists of spending to acquire new customers and compensation and related expenses for personnel engaged in sales, marketing, and business development activities. Our sales and marketing programs include direct sales, customer referral programs, customer re-marketing efforts, direct mail, online advertising, partnerships, telemarketing, and traditional advertising. |
Segment Information | Segment InformationOur operations consist of two segments: Stamps.com and Metapack. |
Short-Term Financing Obligations | Short-Term Financing Obligations We utilize short-term financing, which is separate from our debt as described in Note – 7 “Debt,” |
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. 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 estimates and subjective assumptions, including stock price volatility, expected term, and risk-free interest rates. 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 US 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, Trade Names, and Other Intangible Assets (excluding Goodwill) | Trademarks, Trade Names, and Other Intangible Assets (excluding Goodwill) Acquired trademarks, trade names, 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. |
Website Development Costs | Website Development Costs We develop and maintain our websites. Costs associated with the operation of our websites consist primarily of software and hardware purchased from third parties and administrative costs relating to the maintenance and development of the respective website. Costs related to the purchase of software and hardware are capitalized based on our property and equipment capitalization policy. These capitalized costs are amortized based on their estimated useful life. Administrative costs related to the maintenance and development of our Company websites are expensed as incurred. |
Accounting Guidance Adopted | Accounting Guidance Adopted in 2020 Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract In August 2018, the FASB issued ASU 2018-15, a standard which aligns the capitalization requirements for implementation costs incurred in a hosting arrangement that is a service contract with the existing capitalization requirements for implementation costs incurred to develop or obtain internal-use software. The service element of a hosting arrangement that is a service contract is not affected by this update, meaning service costs will continue to be expensed as incurred. The guidance became effective on a prospective basis for the Company on January 1, 2020. The adoption of the guidance did not have a material impact on the Company's consolidated financial statements. 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 became effective on a prospective basis for the Company on January 1, 2020. The adoption of the guidance did not have a material impact on the Company's consolidated financial statements. Fair Value Measurements In August 2018, the FASB issued ASU 2018-13, a standard which modifies the disclosure requirements on fair value measurements. The guidance became effective for the Company on January 1, 2020. The adoption of this guidance did not have a material impact on the Company's consolidated financial statements. Financial Instruments - Credit Losses In June 2016, the FASB issued ASU 2016-13, a standard that replaces the incurred loss impairment methodology under current GAAP with a methodology that reflects expected credit losses and requires consideration of a broader range of reasonable and supportable information to inform credit loss estimates. We are required to use a forward-looking expected credit loss model for accounts receivable, loans, and other financial instruments. The guidance became effective for the Company on January 1, 2020 using a modified retrospective approach. The adoption of this guidance did not have a material impact on the Company's consolidated financial statements. Accounting Guidance Not Yet Adopted Income Taxes In December 2019, the FASB issued ASU 2019-12, a standard which eliminates certain exceptions to the general principles of ASC Topic No. 740, Income Taxes . The guidance is effective for reporting periods after December 15, 2020; however, early adoption is permitted. We are currently evaluating the impact of the adoption of this guidance on our consolidated financial statements. Reference Rate Reform In March 2020, the FASB issued 2020-04, optional accounting guidance for a limited period of time to ease the potential burden in accounting for reference rate reform. The new standard provides expedients and exceptions to existing accounting requirements for contract modifications and hedge accounting related to transitioning from discontinued reference rates, such as the London Interbank Offered Rate (LIBOR), to alternative reference rates, if certain criteria are met. The new standard was effective upon issuance and generally can be applied to applicable contract modifications through December 31, 2022. We are currently evaluating the impact of the transition from LIBOR to alternative reference interest rates on our Amended and Restated Credit Agreement, as described in Note 7 - " Debt ", but do not expect a significant impact to our operating results, financial position or cash flows. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Accounting Policies [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): Year Ended December 31, 2020 2019 2018 Net income $ 178,665 $ 59,229 $ 168,642 Basic - weighted average common shares 17,600 17,260 17,952 Dilutive effect of common stock equivalents 1,459 535 810 Diluted - weighted average common shares 19,059 17,795 18,762 Earnings per share: Basic $ 10.15 $ 3.43 $ 9.39 Diluted $ 9.37 $ 3.33 $ 8.99 |
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): Year Ended December 31, 2020 2019 2018 Anti-dilutive stock options 688 1,940 285 |
Schedule of Compensation Cost for Share-based Payment Arrangements, Allocation of Share-based Compensation Costs by Plan | The following table sets forth the stock-based compensation expense that we recognized for the periods indicated (in thousands): 2020 2019 2018 Stock-based compensation expense relating to: Stock options $ 41,479 $ 40,936 $ 34,773 Employee stock purchases 2,053 2,004 1,576 Total stock-based compensation expense $ 43,532 $ 42,940 $ 36,349 Stock-based compensation expense relating to: Cost of revenues $ 3,707 $ 3,083 $ 2,955 Sales and marketing 9,482 9,716 6,892 Research and development 12,168 10,521 8,120 General and administrative 18,175 19,620 18,382 Total stock-based compensation expense $ 43,532 $ 42,940 $ 36,349 |
Weighted Average Assumptions Used in Black-Scholes Valuation Model | The following are the weighted average assumptions used in the Black-Scholes-Merton option valuation model for the periods indicated: 2020 2019 2018 Expected dividend yield — % — % — % Risk-free interest rate 0.5 % 1.9 % 2.6 % Expected volatility 87.3 % 73.6 % 50.2 % Expected life (in years) 3.3 3.3 3.3 |
Acquisitions (Tables)
Acquisitions (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Business Combinations [Abstract] | |
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed | The final purchase price of Metapack has been allocated as follows to the tangible and intangible assets acquired and liabilities assumed based on their estimated fair values based on the August 15, 2018 GBP to USD exchange rate (in thousands, except years): Fair Value Fair Value Useful Life Weighted Cash and cash equivalents $ 9,186 Trade accounts receivable 9,767 Other current assets 2,776 Property and equipment 1,039 Goodwill 138,956 Identifiable intangible assets: Trade names $ 10,936 12 Developed technology 40,691 16 Customer relationships 49,211 16 Total identifiable intangible assets 100,838 16 Accounts payable and other current liabilities (13,519) Deferred revenue (1,145) Revolving credit facility (12,716) Deferred income tax liability (15,963) Other liabilities (1,533) Total purchase consideration $ 217,686 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Goodwill | The following table summarizes goodwill as of December 31, 2020 (in thousands): 2020 Stamps.com Segment Metapack Segment Total Goodwill balance at December 31, 2019 $ 241,984 $ 142,556 $ 384,540 Foreign currency translation — 4,213 4,213 Goodwill balance at December 31, 2020 $ 241,984 $ 146,769 $ 388,753 The following table summarizes goodwill as of December 31, 2019 (in thousands): 2019 Stamps.com Segment Metapack Segment Total Goodwill balance at December 31, 2018 $ 242,241 $ 139,469 $ 381,710 Acquisition of Metapack (see Note 3 - "Acquisitions" ) (257) (2,255) (2,512) Foreign currency translation — 5,342 5,342 Goodwill balance at December 31, 2019 $ 241,984 $ 142,556 $ 384,540 |
Schedule of Acquired Intangible Assets | The following table summarizes our amortizable intangible assets as of December 31, 2020 (in thousands, except years): Gross Carrying Amount Accumulated Amortization Net Carrying Amount Remaining weighted average amortization period (years) Patents and others $ 8,195 $ 8,195 $ — 0.0 Customer relationships 113,398 59,762 53,636 7.0 Technology 83,427 33,248 50,179 8.5 Non-compete 2,211 2,104 107 0.5 Trademarks and trade names 13,689 3,746 9,943 8.4 Total amortizable intangible assets at December 31, 2020 $ 220,920 $ 107,055 $ 113,865 7.7 The following table summarizes our amortizable intangible assets as of December 31, 2019 (in thousands, except years): Gross Accumulated Net Carrying Remaining weighted average amortization period (years) Patents and others $ 8,195 $ 8,195 $ — 0.0 Customer relationships 111,997 46,503 65,494 7.7 Technology 82,269 25,240 57,029 9.4 Non-compete 2,211 1,889 322 1.5 Trademarks and trade names 13,378 2,549 10,829 9.9 Total amortizable intangible assets at December 31, 2019 $ 218,050 $ 84,376 $ 133,674 8.5 |
Schedule of Future Amortization Expense | Our estimated amortization expense for the next five years and thereafter is as follows (in thousands): Year Ended December 31, Estimated Amortization Expense 2021 $ 19,982 2022 10,899 2023 10,012 2024 9,688 2025 6,949 Thereafter 56,335 Total $ 113,865 |
Cash and Cash Equivalents (Tabl
Cash and Cash Equivalents (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Cash and Cash Equivalents [Abstract] | |
Cash, Cash Equivalents and Investments | The following tables summarize our cash and cash equivalents as of December 31, 2020 and 2019 (in thousands): December 31, 2020 Cost or Gross Gross Estimated Fair Value Cash and cash equivalents: Cash $ 436,720 $ — $ — $ 436,720 Money market 6,832 — — 6,832 Cash and cash equivalents $ 443,552 $ — $ — $ 443,552 December 31, 2019 Cost or Gross Gross Estimated Cash and cash equivalents: Cash $ 149,508 $ — $ — $ 149,508 Money market 6,799 — — 6,799 Cash and cash equivalents $ 156,307 $ — $ — $ 156,307 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
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 December 31, 2020 and 2019 (in thousands): Fair Value Measurement at Reporting Date Using Description December 31, 2020 Quoted Prices in Significant Significant Cash and cash equivalents $ 443,552 $ 443,552 $ — $ — Total $ 443,552 $ 443,552 $ — $ — Fair Value Measurement at Reporting Date Using Description December 31, 2019 Quoted Prices in Significant Significant Cash and cash equivalents $ 156,307 $ 156,307 $ — $ — Total $ 156,307 $ 156,307 $ — $ — |
Accounts Payable and Other Cu_2
Accounts Payable and Other Current Liabilities (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Payables and Accruals [Abstract] | |
Schedule of Accounts Payable and Accrued Liabilities | The following table summarizes our accounts payable and other current liabilities as of December 31, 2020 and 2019 (in thousands): 2020 2019 Accounts payable $ 69,912 $ 47,783 Customer prepayments for postage and shipping labels 92,852 40,132 Income taxes payable 7,268 7,996 Payroll and related accrual 29,108 23,029 Short-term financing obligations 15,071 982 Other accruals 1,756 1,931 Accounts payable and other current liabilities $ 215,967 $ 121,853 |
Property and Equipment (Tables)
Property and Equipment (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment | Property and equipment is summarized as follows as of December 31, 2020 and 2019 (in thousands): 2020 2019 Land $ 7,155 $ 7,155 Building 4,886 4,886 Building improvements 20,560 20,018 Leasehold improvements 6,219 4,027 Furniture and equipment 3,813 3,611 Computers and software 20,972 21,970 63,605 61,667 Less accumulated depreciation and amortization (30,718) (28,684) Property and equipment, net $ 32,887 $ 32,983 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Income Tax Disclosure [Abstract] | |
Schedule of Components of Income Tax Expense (Benefit) | The income tax expense consists of (in thousands): 2020 2019 2018 Current: Federal $ 13,074 $ 22,342 $ 3,333 State 4,872 6,913 5,561 Foreign 3,324 3,470 790 21,270 32,725 9,684 Deferred: Federal 1,020 1,753 15,396 State (1,217) 387 (2,250) Foreign (3,102) (3,345) (558) (3,299) (1,205) 12,588 Income tax expense $ 17,971 $ 31,520 $ 22,272 |
Differences Between Provision for Income Taxes and Income Taxes at Statutory Federal Income Tax Rate | Income tax expense differs from the amounts computed by applying the US federal statutory tax rate as a result of the following (in thousands): 2020 2019 2018 Income tax at US federal statutory tax rate $ 41,294 $ 19,057 $ 40,092 State income tax, net of federal benefit 4,776 5,332 3,488 Foreign rate differential 1,578 1,372 226 Stock-based compensation (31,578) 2,352 (19,631) Nondeductible items 6,957 2,611 1,119 Research and development (9,528) (2,379) (4,622) Uncertain tax positions 2,902 2,714 2,699 Change in tax rate – other 1,066 — (508) Change in valuation allowance 601 530 692 Other, net (97) (69) (1,283) Income tax expense $ 17,971 $ 31,520 $ 22,272 |
Deferred Tax Assets and Liabilities | The tax effect of temporary differences that give rise to a significant portion of the deferred tax assets and liabilities at December 31, 2020 and 2019 are presented below (in thousands): 2020 2019 Deferred tax assets: Net operating loss carryforward $ 7,659 $ 4,006 Tax credit carryforwards 9,046 7,287 Lease right of use liabilities 15,946 4,537 Stock compensation 11,249 13,419 Accruals 12,277 8,543 Fixed assets 211 — Gross deferred tax assets 56,388 37,792 Less: Valuation allowance (2,509) (1,717) Deferred tax assets, net of valuation allowance 53,879 36,075 Deferred tax liabilities: Fixed assets — (127) Intangibles (18,995) (15,331) Lease right of use assets (15,308) (4,140) Federal benefit of state tax deferred tax assets (722) (876) Gross deferred tax liabilities (35,025) (20,474) Deferred tax assets, net $ 18,854 $ 15,601 |
Reconciliation of Total Amounts of Unrecognized Tax Benefits | The following is a tabular reconciliation of the total amounts of unrecognized tax benefits for the years ended December 31, 2020, 2019 and 2018 (in thousands): Unrecognized Tax Benefits Balance at December 31, 2017 $ (9,650) Additions for tax positions of prior years (1,396) Reduction for tax positions of prior years 275 Additions for tax positions of the current year (2,418) Balance at December 31, 2018 $ (13,189) Additions for tax positions of prior years (1,416) Reduction for tax positions of prior years 104 Additions for tax positions of the current year (1,522) Additions related to acquisitions (523) Balance at December 31, 2019 $ (16,546) Additions for tax positions of prior years (661) Reduction for tax positions of prior years 11 Additions for tax positions of the current year (2,340) Balance at December 31, 2020 $ (19,536) |
Employee Stock Plans (Tables)
Employee Stock Plans (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Share-based Payment Arrangement [Abstract] | |
Stock Option Activity | A summary of stock option activity is as follows: Options (in thousands) Weighted Average Exercise Price Weighted Average Remaining Contractual Term Aggregate Intrinsic Value (in thousands) Outstanding at December 31, 2017 2,745 $ 89.99 8.2 years $ 269,018 Granted 851 $ 221.58 Forfeited or expired (171) $ 139.99 Exercised (784) $ 60.45 Outstanding at December 31, 2018 2,641 $ 137.88 8.1 years $ 104,348 Granted 2,043 $ 42.77 Forfeited or expired (350) $ 152.17 Exercised (53) $ 57.41 Outstanding at December 31, 2019 4,281 $ 92.31 8.1 years $ 100,494 Granted 191 $ 204.06 Forfeited or expired (83) $ 135.70 Exercised (1,496) $ 87.35 Outstanding at December 31, 2020 2,893 $ 101.00 7.6 years $ 295,378 Exercisable at December 31, 2020 1,530 $ 109.74 6.9 years $ 141,215 |
Weighted-Average Fair Value of Stock Options Grants | The weighted average fair value of stock options granted for 2020, 2019 and 2018 using the Black-Scholes valuation method are as follows: 2020 2019 2018 Weighted average fair value of stock options with an exercise price equal to the market price on the grant date $ 118.95 $ 23.64 $ 84.55 Weighted average fair value of stock options with an exercise price greater than the market price on the grant date — — — Total $ 118.95 $ 23.64 $ 84.55 |
Weighted Average Exercise Prices for Stock Options Exercised | Weighted average exercise prices for stock options exercised in 2020 are as follows: 2020 Weighted average exercise price of stock options with an exercise price equal to the market price on the grant date $ 87.35 Weighted average exercise price of stock options with an exercise price greater than the market price on the grant date — Total weighted average exercise price $ 87.35 |
Non-Vested Stock Options | The following table summarizes the status of our non-vested stock options as of December 31, 2020: Non-vested Weighted Average Grant Date Fair Value per Option Non-vested at December 31, 2019 2,614 $ 34.40 Granted 191 $ 118.95 Vested (1,359) $ 34.93 Forfeited / Cancelled (83) $ 58.16 Non-vested at December 31, 2020 1,363 $ 44.25 |
Segment Information and Geogr_2
Segment Information and Geographic Data (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Segment Reporting [Abstract] | |
Schedule of Segment Reporting Information, by Segment | The following table presents our segment information and includes a reconciliation of income from operations to income before income taxes (in thousands): Year Ended December 31, 2020 2019 2018 Segment revenues Stamps.com $ 695,929 $ 519,088 $ 566,580 Metapack 62,051 52,762 20,350 Total revenues $ 757,980 $ 571,850 $ 586,930 Segment income (loss) from operations Stamps.com $ 205,863 $ 105,242 $ 195,409 Metapack (7,711) (11,679) (1,010) Total income (loss) from operations $ 198,152 $ 93,563 $ 194,399 Company's total segment income from operations $ 198,152 $ 93,563 $ 194,399 Foreign currency exchange loss, net (470) (506) (992) Interest expense (1,114) (2,513) (2,595) Interest income and other income, net 68 205 102 Income before income taxes $ 196,636 $ 90,749 $ 190,914 |
Revenue from External Customers by Geographic Areas | The following table presents our revenues by geography, based on the billing addresses of our customers (in thousands, unaudited): Year Ended December 31, 2020 2019 2018 Revenues United States $ 691,891 $ 517,987 $ 564,731 International 66,089 53,863 22,199 Total revenues $ 757,980 $ 571,850 $ 586,930 |
Leases (Tables)
Leases (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Leases [Abstract] | |
Lessee, Operating Lease, Liability, Maturity | The following table is a schedule of maturities of operating lease liabilities as of December 31, 2020 (in thousands): Twelve Month Period Ending December 31, Operating 2021 $ 618 2022 9,643 2023 9,471 2024 6,728 2025 7,096 Thereafter 45,600 Total undiscounted cash flows 79,156 Less amount representing interest (18,885) Present value of lease liabilities $ 60,271 |
Lessee, Operating Lease, Liability, Term And Discount Rate | As of December 31, 2020, the weighted-average remaining lease term (in years) and discount rate related to the operating leases were as follows: December 31, 2020 Weighted-average remaining lease term 9.8 Weighted-average discount rate 4.7 % |
Quarterly Information (Unaudi_2
Quarterly Information (Unaudited) (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Quarterly Financial Information Disclosure [Abstract] | |
Quarterly Information (Unaudited) | Quarter Ended March June September December (in thousands except per share data) Fiscal Year 2020: Revenues $ 151,346 $ 206,730 $ 193,917 $ 205,987 Gross profit 110,966 158,969 149,965 159,264 Income from operations 24,171 61,186 54,622 58,173 Net income 16,494 51,726 63,971 $ 46,474 Net income per share: Basic $ 0.97 $ 3.00 $ 3.59 $ 2.54 Diluted $ 0.91 $ 2.73 $ 3.30 $ 2.36 Weighted average shares outstanding: Basic 17,064 17,231 17,826 18,267 Diluted 18,189 18,927 19,406 19,706 Fiscal Year 2019: Revenues $ 136,003 $ 138,773 $ 136,172 $ 160,902 Gross profit 99,664 102,332 97,970 116,668 Income from operations 23,241 22,425 15,651 32,246 Net income 15,755 13,992 9,148 20,334 Net income per share: Basic $ 0.90 $ 0.81 $ 0.53 $ 1.19 Diluted $ 0.87 $ 0.79 $ 0.52 $ 1.13 Weighted average shares outstanding: Basic 17,547 17,291 17,144 17,064 Diluted 18,015 17,809 17,441 17,923 Quarterly and year-to-date computations of per share amounts are made independently. Therefore, the sum of per share amounts for the quarters may not agree with per share amounts for the year shown elsewhere in our Annual Report on Form 10-K. |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies - Narrative (Details) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||
Mar. 31, 2019shares | Mar. 31, 2018shares | Dec. 31, 2020USD ($)segmentshares | Dec. 31, 2019USD ($)shares | Dec. 31, 2018USD ($)shares | Aug. 31, 2018 | Aug. 15, 2018 | |
Summary Of Significant Accounting Policies [Line Items] | |||||||
Allowances for uncollectible accounts | $ 11,900 | $ 6,900 | |||||
Advertising and tradeshow costs | 80,000 | 60,900 | $ 51,600 | ||||
Revenue recognized | 7,900 | 6,300 | |||||
Inventory, net | 3,600 | 3,900 | |||||
Prepaid postage and shipping labels | $ 82,400 | 17,400 | |||||
Number of operating segments | segment | 2 | ||||||
Short-term financing obligations | $ 15,071 | 982 | |||||
Unused credit | $ 57,000 | $ 69,500 | |||||
Treasury shares acquired (in shares) | shares | 299,000 | 720,000 | 755,000 | ||||
Treasury stock, value, acquired, cost method | $ 54,621 | $ 64,889 | $ 136,840 | ||||
Minimum | Furniture, Fixtures and Equipment | |||||||
Summary Of Significant Accounting Policies [Line Items] | |||||||
Estimated useful life | 3 years | ||||||
Minimum | Building and Building Improvements | |||||||
Summary Of Significant Accounting Policies [Line Items] | |||||||
Estimated useful life | 10 years | ||||||
Maximum | Furniture, Fixtures and Equipment | |||||||
Summary Of Significant Accounting Policies [Line Items] | |||||||
Estimated useful life | 5 years | ||||||
Maximum | Building and Building Improvements | |||||||
Summary Of Significant Accounting Policies [Line Items] | |||||||
Estimated useful life | 40 years | ||||||
MetaPack | |||||||
Summary Of Significant Accounting Policies [Line Items] | |||||||
Business acquisition, percentage of voting interests acquired | 100.00% | 100.00% | |||||
ShippingEasy | |||||||
Summary Of Significant Accounting Policies [Line Items] | |||||||
Shares withheld to satisfy income tax obligations (in shares) | shares | 1,039 | 21,076 |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies - Schedule Of Basic And Diluted Net Income (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2020 | Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Accounting Policies [Abstract] | |||||||||||
Net income | $ 46,474 | $ 63,971 | $ 51,726 | $ 16,494 | $ 20,334 | $ 9,148 | $ 13,992 | $ 15,755 | $ 178,665 | $ 59,229 | $ 168,642 |
Basic - weighted average common shares (in shares) | 18,267 | 17,826 | 17,231 | 17,064 | 17,064 | 17,144 | 17,291 | 17,547 | 17,600 | 17,260 | 17,952 |
Dilutive effect of common stock equivalents (in shares) | 1,459 | 535 | 810 | ||||||||
Diluted - weighted average common shares (in shares) | 19,706 | 19,406 | 18,927 | 18,189 | 17,923 | 17,441 | 17,809 | 18,015 | 19,059 | 17,795 | 18,762 |
Earnings per share: | |||||||||||
Basic (in USD per share) | $ 2.54 | $ 3.59 | $ 3 | $ 0.97 | $ 1.19 | $ 0.53 | $ 0.81 | $ 0.90 | $ 10.15 | $ 3.43 | $ 9.39 |
Diluted (in USD per share) | $ 2.36 | $ 3.30 | $ 2.73 | $ 0.91 | $ 1.13 | $ 0.52 | $ 0.79 | $ 0.87 | $ 9.37 | $ 3.33 | $ 8.99 |
Stock options | |||||||||||
Anti-dilutive Shares Excluded from Computation of Diluted Shares [Abstract] | |||||||||||
Antidilutive securities excluded from computation of earnings per share, amount | 688 | 1,940 | 285 |
Summary of Significant Accoun_6
Summary of Significant Accounting Policies - Schedule of Stock Based Compensation (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Summary Of Significant Accounting Policies [Line Items] | |||
Total stock-based compensation expense | $ 43,532 | $ 42,940 | $ 36,349 |
Cost of revenues | |||
Summary Of Significant Accounting Policies [Line Items] | |||
Total stock-based compensation expense | 3,707 | 3,083 | 2,955 |
Sales and marketing | |||
Summary Of Significant Accounting Policies [Line Items] | |||
Total stock-based compensation expense | 9,482 | 9,716 | 6,892 |
Research and development | |||
Summary Of Significant Accounting Policies [Line Items] | |||
Total stock-based compensation expense | 12,168 | 10,521 | 8,120 |
General and administrative | |||
Summary Of Significant Accounting Policies [Line Items] | |||
Total stock-based compensation expense | 18,175 | 19,620 | 18,382 |
Stock options | |||
Summary Of Significant Accounting Policies [Line Items] | |||
Total stock-based compensation expense | 41,479 | 40,936 | 34,773 |
Employee stock purchases | |||
Summary Of Significant Accounting Policies [Line Items] | |||
Total stock-based compensation expense | $ 2,053 | $ 2,004 | $ 1,576 |
Summary of Significant Accoun_7
Summary of Significant Accounting Policies - Assumptions (Details) | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Weighted Average Fair Value of Stock Grants Using Black-Scholes Valuation Model [Abstract] | |||
Expected dividend yield | 0.00% | 0.00% | 0.00% |
Risk-free interest rate | 0.50% | 1.90% | 2.60% |
Expected volatility | 87.30% | 73.60% | 50.20% |
Expected life (in years) | 3 years 3 months 18 days | 3 years 3 months 18 days | 3 years 3 months 18 days |
Acquisitions - Narrative (Detai
Acquisitions - Narrative (Details) £ in Millions | Aug. 16, 2018USD ($) | Aug. 15, 2018GBP (£)employeeshares | Aug. 15, 2018USD ($)employeeshares | Dec. 31, 2020USD ($) | Mar. 31, 2020USD ($) | Dec. 31, 2020shares | Dec. 31, 2019USD ($)shares | Dec. 31, 2018USD ($)shares | Aug. 31, 2018 |
Business Acquisition [Line Items] | |||||||||
Granted (in shares) | shares | 191,000 | 2,043,000 | 851,000 | ||||||
Discount net cash flows to present value, rate | 15.00% | 15.00% | |||||||
Expected amortization of intangible assets per quarter | $ 1,600,000 | ||||||||
Decrease in goodwill | $ 2,512,000 | ||||||||
MetaPack | |||||||||
Business Acquisition [Line Items] | |||||||||
Business acquisition, percentage of voting interests acquired | 100.00% | 100.00% | |||||||
Business acquisition, key sellers shares of voting interest acquired, percentage of total outstanding shares | 80.00% | ||||||||
Business combination, consideration transferred | £ 171 | $ 217,700,000 | |||||||
Granted (in shares) | shares | 320,250 | 320,250 | |||||||
Business acquisition, shares granted, number of new employees | employee | 72 | 72 | |||||||
Expiration period | 10 years | 10 years | |||||||
Business acquisition, goodwill, expected tax deductible amount | $ 0 | ||||||||
Business combination, acquisition related costs | 2,500,000 | ||||||||
Foreign currency transaction gain (loss), before tax | $ (1,000,000) | ||||||||
Business combination, pro forma information, revenue of acquiree since acquisition date, actual | $ 20,300,000 | ||||||||
Business combination, pro forma information, earnings or loss of acquiree since acquisition date, actual | $ 1,500,000 | ||||||||
Decrease in goodwill | $ 2,500,000 | ||||||||
Line of Credit | MetaPack | Revolving Credit Facility | |||||||||
Business Acquisition [Line Items] | |||||||||
Repayments of long-term lines of credit | $ 12,700,000 | ||||||||
Vesting Option One | MetaPack | |||||||||
Business Acquisition [Line Items] | |||||||||
Percentage of options vesting | 25.00% | 25.00% | |||||||
Expected life (in years) | 1 year | 1 year | |||||||
Vesting Option Two | MetaPack | |||||||||
Business Acquisition [Line Items] | |||||||||
Percentage of options vesting | 75.00% | 75.00% | |||||||
Expected life (in years) | 36 months | 36 months |
Acquisitions - MetaPack Acquisi
Acquisitions - MetaPack Acquisition - Allocation Of Purchase Price (Details) - USD ($) $ in Thousands | Aug. 15, 2018 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 |
Business Acquisition [Line Items] | ||||
Goodwill | $ 388,753 | $ 384,540 | $ 381,710 | |
MetaPack | ||||
Business Acquisition [Line Items] | ||||
Cash and cash equivalents | $ 9,186 | |||
Trade accounts receivable | 9,767 | |||
Other current assets | 2,776 | |||
Property and equipment | 1,039 | |||
Goodwill | 138,956 | |||
Business combination, recognized identifiable assets acquired and liabilities assumed, finite-lived intangibles | $ 100,838 | |||
Acquired finite-lived intangible assets, weighted average useful life | 16 years | |||
Accounts payable and other current liabilities | $ (13,519) | |||
Deferred revenue | (1,145) | |||
Revolving credit facility | (12,716) | |||
Deferred income tax liability | (15,963) | |||
Other liabilities | (1,533) | |||
Total purchase consideration | 217,686 | |||
Trade Names | MetaPack | ||||
Business Acquisition [Line Items] | ||||
Business combination, recognized identifiable assets acquired and liabilities assumed, finite-lived intangibles | $ 10,936 | |||
Acquired finite-lived intangible assets, weighted average useful life | 12 years | |||
Technology | MetaPack | ||||
Business Acquisition [Line Items] | ||||
Business combination, recognized identifiable assets acquired and liabilities assumed, finite-lived intangibles | $ 40,691 | |||
Acquired finite-lived intangible assets, weighted average useful life | 16 years | |||
Customer relationships | MetaPack | ||||
Business Acquisition [Line Items] | ||||
Business combination, recognized identifiable assets acquired and liabilities assumed, finite-lived intangibles | $ 49,211 | |||
Acquired finite-lived intangible assets, weighted average useful life | 16 years |
Goodwill and Intangible Asset_2
Goodwill and Intangible Assets - Schedule of Goodwill Balance (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Goodwill [Roll Forward] | ||
Goodwill, beginning balance | $ 384,540 | $ 381,710 |
Acquisition of Metapack (see Note 3 - "Acquisitions") | (2,512) | |
Foreign currency translation | 4,213 | 5,342 |
Goodwill ending balance | 388,753 | 384,540 |
Stamps.com | ||
Goodwill [Roll Forward] | ||
Goodwill, beginning balance | 241,984 | 242,241 |
Acquisition of Metapack (see Note 3 - "Acquisitions") | (257) | |
Foreign currency translation | 0 | 0 |
Goodwill ending balance | 241,984 | 241,984 |
MetaPack Segment | ||
Goodwill [Roll Forward] | ||
Goodwill, beginning balance | 142,556 | 139,469 |
Acquisition of Metapack (see Note 3 - "Acquisitions") | (2,255) | |
Foreign currency translation | 4,213 | 5,342 |
Goodwill ending balance | $ 146,769 | $ 142,556 |
Goodwill and Intangible Asset_3
Goodwill and Intangible Assets - Narrative (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |||
Intangible assets, gross (excluding goodwill) | $ 232.3 | $ 229.4 | |
Indefinite-lived intangible sssets (excluding goodwill) | 11.4 | 11.4 | |
Amortization of intangible assets | $ 21.9 | $ 22.2 | $ 18.3 |
Goodwill and Intangible Asset_4
Goodwill and Intangible Assets - Schedule of Amortizable Intangible Assets (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Finite-Lived Intangible Assets, Net [Abstract] | ||
Gross Carrying Amount | $ 220,920 | $ 218,050 |
Accumulated Amortization | 107,055 | 84,376 |
Total | $ 113,865 | $ 133,674 |
Remaining weighted average amortization period | 7 years 8 months 12 days | 8 years 6 months |
Patents and others | ||
Finite-Lived Intangible Assets, Net [Abstract] | ||
Gross Carrying Amount | $ 8,195 | $ 8,195 |
Accumulated Amortization | 8,195 | 8,195 |
Total | $ 0 | $ 0 |
Remaining weighted average amortization period | 0 years | 0 years |
Customer relationships | ||
Finite-Lived Intangible Assets, Net [Abstract] | ||
Gross Carrying Amount | $ 113,398 | $ 111,997 |
Accumulated Amortization | 59,762 | 46,503 |
Total | $ 53,636 | $ 65,494 |
Remaining weighted average amortization period | 7 years | 7 years 8 months 12 days |
Technology | ||
Finite-Lived Intangible Assets, Net [Abstract] | ||
Gross Carrying Amount | $ 83,427 | $ 82,269 |
Accumulated Amortization | 33,248 | 25,240 |
Total | $ 50,179 | $ 57,029 |
Remaining weighted average amortization period | 8 years 6 months | 9 years 4 months 24 days |
Non-compete | ||
Finite-Lived Intangible Assets, Net [Abstract] | ||
Gross Carrying Amount | $ 2,211 | $ 2,211 |
Accumulated Amortization | 2,104 | 1,889 |
Total | $ 107 | $ 322 |
Remaining weighted average amortization period | 6 months | 1 year 6 months |
Trademarks and trade names | ||
Finite-Lived Intangible Assets, Net [Abstract] | ||
Gross Carrying Amount | $ 13,689 | $ 13,378 |
Accumulated Amortization | 3,746 | 2,549 |
Total | $ 9,943 | $ 10,829 |
Remaining weighted average amortization period | 8 years 4 months 24 days | 9 years 10 months 24 days |
Goodwill and Intangible Asset_5
Goodwill and Intangible Assets - Amortization Expense (Details) - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Finite-Lived Intangible Assets, Net, Amortization Expense, Fiscal Year Maturity [Abstract] | ||
2021 | $ 19,982 | |
2022 | 10,899 | |
2023 | 10,012 | |
2024 | 9,688 | |
2025 | 6,949 | |
Thereafter | 56,335 | |
Total | $ 113,865 | $ 133,674 |
Cash and Cash Equivalents (Deta
Cash and Cash Equivalents (Details) - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Cash and cash equivalents [Abstract] | ||
Cost or Amortized Cost | $ 443,552 | $ 156,307 |
Gross Unrealized Gains | 0 | 0 |
Gross Unrealized Losses | 0 | 0 |
Estimated Fair Value | 443,552 | 156,307 |
Cash | ||
Cash and cash equivalents [Abstract] | ||
Cost or Amortized Cost | 436,720 | 149,508 |
Gross Unrealized Gains | 0 | 0 |
Gross Unrealized Losses | 0 | 0 |
Estimated Fair Value | 436,720 | 149,508 |
Money Market Funds | ||
Cash and cash equivalents [Abstract] | ||
Cost or Amortized Cost | 6,832 | 6,799 |
Gross Unrealized Gains | 0 | 0 |
Gross Unrealized Losses | 0 | 0 |
Estimated Fair Value | $ 6,832 | $ 6,799 |
Fair Value Measurements (Detail
Fair Value Measurements (Details) - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash equivalents | $ 443,552 | $ 156,307 |
Fair Value, Measurements, Recurring | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash equivalents | 443,552 | 156,307 |
Total | 443,552 | 156,307 |
Fair Value, Measurements, Recurring | Quoted Prices in Active Markets for Identical Assets (Level 1) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash equivalents | 443,552 | 156,307 |
Total | 443,552 | 156,307 |
Fair Value, Measurements, Recurring | Significant Other Observable Inputs (Level 2) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash equivalents | 0 | 0 |
Total | 0 | 0 |
Fair Value, Measurements, Recurring | Significant Unobservable Inputs (Level 3) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash equivalents | 0 | 0 |
Total | $ 0 | $ 0 |
Debt (Details)
Debt (Details) - USD ($) | Jun. 29, 2020 | Dec. 31, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 |
Line of Credit Facility [Line Items] | |||||
Repayments of debt | $ 50,530,000 | $ 10,828,000 | $ 8,764,000 | ||
Term Loan | |||||
Line of Credit Facility [Line Items] | |||||
Repayments of debt | $ 47,500,000 | ||||
Letter of Credit | |||||
Line of Credit Facility [Line Items] | |||||
Total debt | 60,000 | 60,000 | |||
Amended Credit Agreement | Revolving Credit Facility | |||||
Line of Credit Facility [Line Items] | |||||
Line of credit facility, maximum borrowing capacity | $ 130,000,000 | ||||
Additional borrowing capacity | 75,000,000 | ||||
Debt issuance costs | $ 762,000 | ||||
Debt Issuance costs, amortization period | 2 years | ||||
Draws on revolving credit facility | 0 | ||||
Unused borrowing capacity | 129,900,000 | $ 129,900,000 | |||
Amended Credit Agreement | Revolving Credit Facility | London Interbank Offered Rate | Minimum | |||||
Line of Credit Facility [Line Items] | |||||
Debt instrument, basis spread on variable rate (percent) | 1.25% | ||||
Amended Credit Agreement | Revolving Credit Facility | London Interbank Offered Rate | Maximum | |||||
Line of Credit Facility [Line Items] | |||||
Debt instrument, basis spread on variable rate (percent) | 3.00% | ||||
Credit Agreement | |||||
Line of Credit Facility [Line Items] | |||||
Debt issuance costs | 1,800,000 | $ 1,800,000 | |||
Interest expense | 186,000 | 373,000 | |||
Credit Agreement | Term Loan | |||||
Line of Credit Facility [Line Items] | |||||
Line of credit facility, maximum borrowing capacity | 82,500,000 | 82,500,000 | |||
Total debt | $ 50,500,000 | ||||
Credit Agreement | Revolving Credit Facility | |||||
Line of Credit Facility [Line Items] | |||||
Line of credit facility, maximum borrowing capacity | $ 82,500,000 | $ 82,500,000 |
Accounts Payable and Other Cu_3
Accounts Payable and Other Current Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Payables and Accruals [Abstract] | ||
Accounts payable | $ 69,912 | $ 47,783 |
Customer prepayments for postage and shipping labels | 92,852 | 40,132 |
Income taxes payable | 7,268 | 7,996 |
Payroll and related accrual | 29,108 | 23,029 |
Short-term financing obligations | 15,071 | 982 |
Other accruals | 1,756 | 1,931 |
Accounts payable and other current liabilities | $ 215,967 | $ 121,853 |
Property and Equipment (Details
Property and Equipment (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Property, Plant and Equipment [Line Items] | |||
Property and equipment, gross | $ 63,605 | $ 61,667 | |
Less accumulated depreciation and amortization | (30,718) | (28,684) | |
Property and equipment, net | 32,887 | 32,983 | |
Depreciation and amortization expense related to property and equipment | 4,000 | 5,700 | $ 5,800 |
Land | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment, gross | 7,155 | 7,155 | |
Building | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment, gross | 4,886 | 4,886 | |
Building improvements | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment, gross | 20,560 | 20,018 | |
Leasehold improvements | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment, gross | 6,219 | 4,027 | |
Furniture and equipment | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment, gross | 3,813 | 3,611 | |
Computers and software | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment, gross | $ 20,972 | $ 21,970 |
Income Taxes - Schedule of Inco
Income Taxes - Schedule of Income Taxes (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Current: | |||
Federal | $ 13,074 | $ 22,342 | $ 3,333 |
State | 4,872 | 6,913 | 5,561 |
Foreign | 3,324 | 3,470 | 790 |
Total | 21,270 | 32,725 | 9,684 |
Deferred: | |||
Federal | 1,020 | 1,753 | 15,396 |
State | (1,217) | 387 | (2,250) |
Foreign | (3,102) | (3,345) | (558) |
Total | (3,299) | (1,205) | 12,588 |
Income tax expense | $ 17,971 | $ 31,520 | $ 22,272 |
Income Taxes - Schedule of In_2
Income Taxes - Schedule of Income Tax Breakdown (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Effective Income Tax Rate Reconciliation, Amount [Abstract] | |||
Income tax at US federal statutory tax rate | $ 41,294 | $ 19,057 | $ 40,092 |
State income tax, net of federal benefit | 4,776 | 5,332 | 3,488 |
Foreign rate differential | 1,578 | 1,372 | 226 |
Stock-based compensation | (31,578) | 2,352 | (19,631) |
Nondeductible items | 6,957 | 2,611 | 1,119 |
Research and development | (9,528) | (2,379) | (4,622) |
Uncertain tax positions | 2,902 | 2,714 | 2,699 |
Change in tax rate – other | 1,066 | 0 | (508) |
Change in valuation allowance | 601 | 530 | 692 |
Other, net | (97) | (69) | (1,283) |
Income tax expense | $ 17,971 | $ 31,520 | $ 22,272 |
Income Taxes - Schedule Of Defe
Income Taxes - Schedule Of Deferred Tax Assets (Details) - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Deferred Tax Assets, Net [Abstract] | ||
Net operating loss carryforward | $ 7,659 | $ 4,006 |
Tax credit carryforwards | 9,046 | 7,287 |
Lease right of use liabilities | 15,946 | 4,537 |
Stock compensation | 11,249 | 13,419 |
Accruals | 12,277 | 8,543 |
Fixed assets | 211 | 0 |
Gross deferred tax assets | 56,388 | 37,792 |
Less: Valuation allowance | (2,509) | (1,717) |
Deferred tax assets, net of valuation allowance | 53,879 | 36,075 |
Deferred tax liabilities: | ||
Fixed assets | 0 | (127) |
Intangibles | (18,995) | (15,331) |
Lease right of use assets | (15,308) | (4,140) |
Federal benefit of state tax deferred tax assets | (722) | (876) |
Gross deferred tax liabilities | (35,025) | (20,474) |
Deferred tax assets, net | $ 18,854 | $ 15,601 |
Income Taxes - Narrative (Detai
Income Taxes - Narrative (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Tax Credit Carryforward [Line Items] | |||
Deferred tax assets, net | $ 18,854 | $ 15,601 | |
Deferred tax assets, valuation allowance | 2,509 | 1,717 | |
NOL carryforward for federal income tax purpose | 1,300 | ||
NOL carryforward for state income tax purpose | 23,800 | ||
Deferred tax assets, operating loss carryforwards, foreign | 31,600 | ||
Unrecognized tax benefit that would impact effective tax rate | 19,500 | 16,600 | $ 13,200 |
Income tax penalties and expense | 733 | $ 806 | $ 655 |
State and Local Jurisdiction | |||
Tax Credit Carryforward [Line Items] | |||
Tax credit carryforward | $ 8,900 |
Income Taxes - Schedule of Unre
Income Taxes - Schedule of Unrecognized Tax Assets (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward] | |||
Balance | $ (16,546) | $ (13,189) | $ (9,650) |
Additions for tax positions of prior years | (661) | (1,416) | (1,396) |
Reduction for tax positions of prior years | 11 | 104 | 275 |
Additions for tax positions of the current year | (2,340) | (1,522) | (2,418) |
Additions related to acquisitions | (523) | ||
Balance | $ (19,536) | $ (16,546) | $ (13,189) |
Employee Stock Plans - Narrativ
Employee Stock Plans - Narrative (Details) | Aug. 15, 2018employeeshares | Jun. 11, 2018shares | Feb. 26, 2018shares | Jul. 01, 2016employeeexecutiveshares | Jun. 13, 2016shares | Jun. 17, 2015shares | Apr. 09, 2015shares | Jun. 30, 2010shares | Jul. 31, 2009 | Dec. 31, 2020USD ($)$ / sharesshares | Dec. 31, 2019USD ($)$ / sharesshares | Dec. 31, 2018USD ($)$ / sharesshares |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||
Stock-based compensation expense | $ | $ 43,532,000 | $ 42,940,000 | $ 36,349,000 | |||||||||
Closing stock price (in USD per share) | $ / shares | $ 196.19 | |||||||||||
Weighted average grant date fair value of options vested (in USD per share) | $ / shares | $ 34.93 | $ 54.87 | $ 43.30 | |||||||||
Total intrinsic value of options exercised | $ | $ 205,600,000 | $ 3,500,000 | $ 125,300,000 | |||||||||
Total unrecognized compensation cost related to non-vested share-based compensation arrangements | $ | $ 58,600,000 | |||||||||||
Weighted average period for recognition of unrecognized non-vested share-based compensation | 2 years | |||||||||||
Granted (in shares) | 191,000 | 2,043,000 | 851,000 | |||||||||
MetaPack | ||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||
Expiration period | 10 years | |||||||||||
Granted (in shares) | 320,250 | |||||||||||
Business acquisition, shares granted, number of new employees | employee | 72 | |||||||||||
MetaPack | Vesting Option One | ||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||
Option vesting period | 1 year | |||||||||||
Percentage of options vesting | 25.00% | |||||||||||
MetaPack | Vesting Option Two | ||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||
Option vesting period | 36 months | |||||||||||
Percentage of options vesting | 75.00% | |||||||||||
Executive Officer | ||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||
Expiration period | 10 years | |||||||||||
Granted (in shares) | 60,000 | |||||||||||
Executive Officer | Vesting Option One | ||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||
Percentage of options vesting | 25.00% | |||||||||||
Executive Officer | Vesting Option Two | ||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||
Percentage of options vesting | 75.00% | |||||||||||
Stock Incentive Plans | ||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||
Aggregate number of common shares reserved for future issuance upon adoption (in shares) | 304,000 | |||||||||||
Maximum aggregate number of shares of common stock and stock equivalents (in shares) | 2,100,000 | |||||||||||
Share-based compensation arrangement by share-based payment award, number of additional shares authorized (in shares) | 2,200,000 | |||||||||||
Share-based compensation, shares reserved under plan | 5.00% | |||||||||||
Stock Incentive Plans | Board of Directors | ||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||
Aggregate number of common shares reserved for future issuance upon adoption (in shares) | 3,500,000 | |||||||||||
Maximum aggregate number of shares of common stock and stock equivalents (in shares) | 1,200,000 | |||||||||||
Stock Incentive Plans | Restricted Stock | ||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||
Full value awards counted against Plan's overall limits (in shares) | 2 | |||||||||||
Earlier Full value awards counted against Plan's overall limits (in shares) | 1 | |||||||||||
Stock Incentive Plans | Stock Appreciation Rights (SARs) | ||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||
Full value awards counted against Plan's overall limits (in shares) | 1 | |||||||||||
Stock Incentive Plans | Performance Shares | ||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||
Option vesting period | 36 months | |||||||||||
Aggregate shares issued (in shares) | 175,000 | |||||||||||
Stock-based compensation expense | $ | $ 0 | $ 0 | $ 878,000 | |||||||||
Equity Inducement Plans | ShippingEasy | ||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||
Business acquisition, equity awards issued, number of executives | executive | 2 | |||||||||||
Period of performance based inducement equity awards (years) | 2 years 6 months | |||||||||||
Shares granted for number of new employees | employee | 48 | |||||||||||
Expiration period | 10 years | |||||||||||
Equity Inducement Plans | ShippingEasy | Vesting Option One | ||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||
Option vesting period | 1 year | |||||||||||
Percentage of options vesting | 25.00% | |||||||||||
Equity Inducement Plans | ShippingEasy | Vesting Option Two | ||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||
Option vesting period | 36 months | |||||||||||
Percentage of options vesting | 75.00% | |||||||||||
Equity Inducement Plans | Performance Shares | ShippingEasy | ||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||
Aggregate shares issued (in shares) | 62,000 | |||||||||||
Employee Stock Purchase Plan | ||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||
Aggregate number of common shares reserved for future issuance upon adoption (in shares) | 150,000 | |||||||||||
Aggregate shares issued (in shares) | 80,000 | 31,000 | 25,000 | |||||||||
Expiration period | 10 years | |||||||||||
Contribution by participants of cash earnings through payroll deductions, maximum | 15.00% | |||||||||||
Purchase price per share of fair market value on participant's entry date into offering period | 85.00% | |||||||||||
Increase in percentage of total number of outstanding shares of our common stock | 1.00% | |||||||||||
Extension of period beyond expiration date | 10 years | |||||||||||
Shares held in ESPP (in shares) | 1,400,000 | 1,500,000 | ||||||||||
Savings Plan | ||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||
Compensation expense | $ | $ 2,500,000 | $ 2,000,000 | $ 1,700,000 | |||||||||
Minimum | Stock Incentive Plans | ||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||
Option vesting period | 12 months | |||||||||||
Maximum | Equity Inducement Plans | ShippingEasy | ||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||
Percentage of awards subject to proration | 75.00% | |||||||||||
Maximum | Equity Inducement Plans | Performance Shares | Management | ShippingEasy | ||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||
Aggregate shares issued (in shares) | 87,000 | |||||||||||
Maximum | Employee Stock Purchase Plan | ||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||
Common stock were reserved for annual issuance, maximum (in shares) | 260,786 |
Employee Stock Plans - Stock Op
Employee Stock Plans - Stock Option Activity (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 12 Months Ended | |||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward] | ||||
Balance (in shares) | 4,281 | 2,641 | 2,745 | |
Granted (in shares) | 191 | 2,043 | 851 | |
Forfeited or expired (in shares) | (83) | (350) | (171) | |
Exercised (in shares) | (1,496) | (53) | (784) | |
Balance (in shares) | 2,893 | 4,281 | 2,641 | 2,745 |
Exercisable (in shares) | 1,530 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price [Abstract] | ||||
Balance (in USD per share) | $ 92.31 | $ 137.88 | $ 89.99 | |
Granted (in USD per share) | 204.06 | 42.77 | 221.58 | |
Forfeited or expired (in USD per share) | 135.70 | 152.17 | 139.99 | |
Exercised (in USD per share) | 87.35 | 57.41 | 60.45 | |
Balance (in USD per share) | 101 | $ 92.31 | $ 137.88 | $ 89.99 |
Exercisable (in USD per share) | $ 109.74 | |||
Weighted Average Remaining Contractual Term [Abstract] | ||||
Weighted average remaining contractual term outstanding | 7 years 7 months 6 days | 8 years 1 month 6 days | 8 years 1 month 6 days | 8 years 2 months 12 days |
Weighted average remaining contractual term exercisable | 6 years 10 months 24 days | |||
Aggregate Intrinsic Value [Abstract] | ||||
Balance | $ 295,378 | $ 100,494 | $ 104,348 | $ 269,018 |
Exercisable at December, 31, 2017 | $ 141,215 |
Employee Stock Plans - Weighted
Employee Stock Plans - Weighted Average Fair Value Of Stock Options (Details) - $ / shares | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Weighted Average Fair Value of Stock Grants Using Black-Scholes Valuation Model [Abstract] | |||
Weighted average fair value of stock options with an exercise price equal to the market price on the grant date (in USD per share) | $ 118.95 | $ 23.64 | $ 84.55 |
Weighted average fair value of stock options with an exercise price greater than the market price on the grant date (in USD per share) | 0 | 0 | 0 |
Total (in USD per share) | $ 118.95 | $ 23.64 | $ 84.55 |
Employee Stock Plans - Weight_2
Employee Stock Plans - Weighted Average Stock Price (Details) - $ / shares | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Weighted Average Exercise Prices for Stock Options Exercised [Abstract] | |||
Weighted average exercise price of stock options with an exercise price equal to the market price on the grant date (in USD per share) | $ 87.35 | ||
Weighted average exercise price of stock options with an exercise price greater than the market price on the grant date (in USD per share) | 0 | ||
Total weighted average exercise price (in USD per share) | $ 87.35 | $ 57.41 | $ 60.45 |
Employee Stock Plans - Non-vest
Employee Stock Plans - Non-vested Stock Options (Details) - $ / shares shares in Thousands | 12 Months Ended | |||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2020 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Nonvested, Number of Shares [Roll Forward] | ||||
Nonvested, Beginning Balance (in shares) | 2,614 | |||
Granted (in shares) | 191 | 2,043 | 851 | |
Vested (in shares) | (1,359) | |||
Forfeited / Cancelled (in shares) | (83) | |||
Nonvested, Ending Balance (in shares) | 2,614 | 2,614 | 1,363 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract] | ||||
Nonvested, beginning balance (in USD per share) | $ 34.40 | |||
Granted (in USD per share) | 118.95 | $ 23.64 | $ 84.55 | |
Vested (in USD per share) | 34.93 | 54.87 | $ 43.30 | |
Forfeited / Cancelled (in USD per share) | 58.16 | |||
Nonvested, ending balance (in USD per share) | $ 44.25 | $ 34.40 |
Commitments and Contingencies (
Commitments and Contingencies (Details) | May 19, 2019claim | Mar. 13, 2019claim | Dec. 31, 2020USD ($) | Dec. 31, 2019USD ($) |
Loss Contingencies [Line Items] | ||||
Loss contingency accrual | $ | $ 0 | $ 0 | ||
Karinski v. Stamps.com, Inc. et al, Case 2:19-cv-01828 | Pending Litigation | ||||
Loss Contingencies [Line Items] | ||||
Number of complaints or suits filed | 2 | |||
Putative Class Action Complaint | ||||
Loss Contingencies [Line Items] | ||||
Number of claims dismissed | 1 | |||
In Re Stamps.com Stockholder Derivative Litigation, Case 2:19-cv-04272 | Pending Litigation | ||||
Loss Contingencies [Line Items] | ||||
Number of complaints or suits filed | 2 |
Segment Information and Geogr_3
Segment Information and Geographic Data (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2020 | Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Segment Reporting Information [Line Items] | |||||||||||
Revenues | $ 757,980 | $ 571,850 | $ 586,930 | ||||||||
Income from operations | $ 58,173 | $ 54,622 | $ 61,186 | $ 24,171 | $ 32,246 | $ 15,651 | $ 22,425 | $ 23,241 | 198,152 | 93,563 | 194,399 |
Foreign currency exchange loss, net | (470) | (506) | (992) | ||||||||
Interest expense | (1,114) | (2,513) | (2,595) | ||||||||
Interest income and other income, net | 68 | 205 | 102 | ||||||||
Income before income taxes | 196,636 | 90,749 | 190,914 | ||||||||
Depreciation and amortization | 25,964 | 27,868 | 24,092 | ||||||||
Total stock-based compensation expense | 43,532 | 42,940 | 36,349 | ||||||||
Stamps.com | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Revenues | 695,929 | 519,088 | 566,580 | ||||||||
Income from operations | 205,863 | 105,242 | 195,409 | ||||||||
Depreciation and amortization | 19,100 | 20,400 | 21,300 | ||||||||
Total stock-based compensation expense | 36,600 | 38,200 | 33,700 | ||||||||
MetaPack | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Revenues | 62,051 | 52,762 | 20,350 | ||||||||
Income from operations | (7,711) | (11,679) | (1,010) | ||||||||
Depreciation and amortization | 6,900 | 7,500 | 2,800 | ||||||||
Total stock-based compensation expense | $ 6,900 | $ 4,700 | $ 2,600 |
Segment Information and Geogr_4
Segment Information and Geographic Data - Schedule of Revenue by Geographical Data (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Segment Reporting Information [Line Items] | |||
Revenues | $ 757,980 | $ 571,850 | $ 586,930 |
United States | |||
Segment Reporting Information [Line Items] | |||
Revenues | 691,891 | 517,987 | 564,731 |
International | |||
Segment Reporting Information [Line Items] | |||
Revenues | $ 66,089 | $ 53,863 | $ 22,199 |
Leases (Details)
Leases (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Leases [Abstract] | |||
Operating lease cost | $ 6,400 | $ 4,900 | $ 4,200 |
2021 | 618 | ||
2022 | 9,643 | ||
2023 | 9,471 | ||
2024 | 6,728 | ||
2025 | 7,096 | ||
Thereafter | 45,600 | ||
Total undiscounted cash flows | 79,156 | ||
Less amount representing interest | (18,885) | ||
Present value of lease liabilities | $ 60,271 | ||
Weighted-average remaining lease term | 9 years 9 months 18 days | ||
Weighted-average discount rate | 4.70% |
Quarterly Information (Unaudi_3
Quarterly Information (Unaudited) (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2020 | Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Quarterly Financial Information Disclosure [Abstract] | |||||||||||
Revenues | $ 205,987 | $ 193,917 | $ 206,730 | $ 151,346 | $ 160,902 | $ 136,172 | $ 138,773 | $ 136,003 | |||
Gross profit | 159,264 | 149,965 | 158,969 | 110,966 | 116,668 | 97,970 | 102,332 | 99,664 | $ 579,164 | $ 416,634 | $ 460,021 |
Income from operations | 58,173 | 54,622 | 61,186 | 24,171 | 32,246 | 15,651 | 22,425 | 23,241 | 198,152 | 93,563 | 194,399 |
Net income | $ 46,474 | $ 63,971 | $ 51,726 | $ 16,494 | $ 20,334 | $ 9,148 | $ 13,992 | $ 15,755 | $ 178,665 | $ 59,229 | $ 168,642 |
Net income per share | |||||||||||
Basic (in USD per share) | $ 2.54 | $ 3.59 | $ 3 | $ 0.97 | $ 1.19 | $ 0.53 | $ 0.81 | $ 0.90 | $ 10.15 | $ 3.43 | $ 9.39 |
Diluted (in USD per share) | $ 2.36 | $ 3.30 | $ 2.73 | $ 0.91 | $ 1.13 | $ 0.52 | $ 0.79 | $ 0.87 | $ 9.37 | $ 3.33 | $ 8.99 |
Weighted average shares outstanding | |||||||||||
Basic (in shares) | 18,267 | 17,826 | 17,231 | 17,064 | 17,064 | 17,144 | 17,291 | 17,547 | 17,600 | 17,260 | 17,952 |
Diluted (in shares) | 19,706 | 19,406 | 18,927 | 18,189 | 17,923 | 17,441 | 17,809 | 18,015 | 19,059 | 17,795 | 18,762 |