Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Mar. 31, 2016 | Apr. 25, 2016 | |
Document And Entity Information [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Mar. 31, 2016 | |
Document Fiscal Year Focus | 2,016 | |
Document Fiscal Period Focus | Q1 | |
Trading Symbol | SPSC | |
Entity Registrant Name | SPS COMMERCE INC | |
Entity Central Index Key | 1,092,699 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Large Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 16,883,068 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets (Unaudited) - USD ($) $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 |
CURRENT ASSETS | ||
Cash and cash equivalents | $ 110,889 | $ 121,538 |
Short-term marketable securities | 10,010 | 7,517 |
Accounts receivable, less allowance for doubtful accounts of $444 and $446, respectively | 20,426 | 17,615 |
Deferred costs | 15,799 | 15,086 |
Other current assets | 5,529 | 5,030 |
Total current assets | 162,653 | 166,786 |
PROPERTY AND EQUIPMENT, net | 13,972 | 13,620 |
GOODWILL | 50,921 | 33,848 |
INTANGIBLE ASSETS, net | 23,845 | 15,081 |
MARKETABLE SECURITIES, non-current | 12,529 | 14,950 |
OTHER ASSETS | ||
Deferred costs, non-current | 5,311 | 5,260 |
Deferred income tax asset, non-current | 11,451 | 11,149 |
Other non-current assets | 1,043 | 1,037 |
Total assets | 281,725 | 261,731 |
CURRENT LIABILITIES | ||
Accounts payable | 3,900 | 2,163 |
Accrued compensation | 11,333 | 11,150 |
Accrued expenses | 2,926 | 1,987 |
Deferred revenue | 11,334 | 7,740 |
Deferred rent | 1,081 | 1,194 |
Total current liabilities | 30,574 | 24,234 |
OTHER LIABILITIES | ||
Deferred revenue, non-current | 10,876 | 11,005 |
Deferred rent, non-current | 4,486 | 4,307 |
Deferred income tax liability, non-current | 2,396 | |
Total liabilities | $ 48,332 | $ 39,546 |
COMMITMENTS and CONTINGENCIES | ||
STOCKHOLDERS' EQUITY | ||
Preferred stock, $0.001 par value; 5,000,000 shares authorized; 0 shares issued and outstanding | ||
Common stock, $0.001 par value; 55,000,000 shares authorized; 16,881,758 and 16,723,994 shares issued and outstanding, respectively | $ 17 | $ 17 |
Additional paid-in capital | 272,533 | 265,265 |
Accumulated deficit | (38,405) | (39,449) |
Accumulated other comprehensive loss | (752) | (3,648) |
Total stockholders' equity | 233,393 | 222,185 |
Total liabilities and stockholders' equity | $ 281,725 | $ 261,731 |
Condensed Consolidated Balance3
Condensed Consolidated Balance Sheets (Unaudited) (Parenthetical) - USD ($) $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 |
Statement of Financial Position [Abstract] | ||
Allowance for doubtful accounts | $ 444 | $ 446 |
Preferred stock, par value | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized | 5,000,000 | 5,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 55,000,000 | 55,000,000 |
Common stock, shares issued | 16,881,758 | 16,723,994 |
Common stock, shares outstanding | 16,881,758 | 16,723,994 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Comprehensive Income (Loss) (Unaudited) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Income Statement [Abstract] | ||
Revenues | $ 45,599 | $ 36,970 |
Cost of revenues | 14,881 | 11,572 |
Gross profit | 30,718 | 25,398 |
Operating expenses | ||
Sales and marketing | 15,889 | 13,744 |
Research and development | 5,069 | 4,069 |
General and administrative | 7,285 | 5,818 |
Amortization of intangible assets | 1,161 | 845 |
Total operating expenses | 29,404 | 24,476 |
Income from operations | 1,314 | 922 |
Other income (expense) | ||
Interest income, net | 145 | 37 |
Other income (expense), net | 293 | (112) |
Total other income (expense), net | 438 | (75) |
Income before income taxes | 1,752 | 847 |
Income tax expense | (708) | (261) |
Net income | $ 1,044 | $ 586 |
Net income per share | ||
Basic | $ 0.06 | $ 0.04 |
Diluted | $ 0.06 | $ 0.03 |
Weighted average common shares used to compute net income per share | ||
Basic | 16,783 | 16,433 |
Diluted | 17,029 | 17,011 |
Other comprehensive income (loss) | ||
Foreign currency translation adjustments | $ 2,821 | $ (1,299) |
Unrealized gain on investments | 75 | |
Comprehensive income (loss) | $ 3,940 | $ (713) |
Condensed Consolidated Stateme5
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Cash flows from operating activities | ||
Net income | $ 1,044 | $ 586 |
Reconciliation of net income to net cash provided by operating activities | ||
Deferred income taxes | (302) | (51) |
Share based earn-out liability | (365) | |
Depreciation and amortization of property and equipment | 1,626 | 1,541 |
Amortization of intangible assets | 1,161 | 845 |
Provision for doubtful accounts | 304 | 138 |
Stock-based compensation | 1,927 | 1,499 |
Changes in assets and liabilities | ||
Accounts receivable | (2,189) | (594) |
Deferred costs | (765) | (863) |
Other current and non-current assets | 99 | (105) |
Accounts payable | 1,694 | (477) |
Accrued compensation | (319) | 420 |
Accrued expenses | (90) | 347 |
Deferred revenue | 3,019 | (78) |
Deferred rent | 67 | (146) |
Net cash provided by operating activities | 6,911 | 3,062 |
Cash flows from investing activities | ||
Purchases of property and equipment | (2,116) | (2,308) |
Purchases of marketable securities | (2,495) | |
Maturities of marketable securities | 2,500 | |
Business acquisitions, net of cash acquired | (17,942) | |
Net cash used in investing activities | (20,053) | (2,308) |
Cash flows from financing activities | ||
Net proceeds from exercise of options to purchase common stock | 1,069 | 2,047 |
Excess tax benefit from exercise of options to purchase common stock | 1,021 | 300 |
Net cash provided by financing activities | 2,090 | 2,347 |
Effect of foreign currency exchange rate changes | 403 | (346) |
Net increase (decrease) in cash and cash equivalents | (10,649) | 2,755 |
Cash and cash equivalents at beginning of period | 121,538 | 130,795 |
Cash and cash equivalents at end of period | $ 110,889 | $ 133,550 |
General
General | 3 Months Ended |
Mar. 31, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
General | NOTE A – General Business Description We are a leading provider of cloud-based supply chain management solutions, providing network-proven integrations and comprehensive retail performance analytics to thousands of customers worldwide. We provide our solutions through the SPS Commerce platform, a cloud-based product suite that improves the way suppliers, retailers, distributors and other customers manage and fulfill orders. We derive the majority of our revenues from thousands of monthly recurring subscriptions from businesses that utilize our solutions. Basis of Presentation The accompanying unaudited condensed consolidated financial statements include the accounts of SPS Commerce, Inc. and its subsidiaries. All intercompany accounts and transactions have been eliminated in the condensed consolidated financial statements, which have been prepared in conformity with U.S. generally accepted accounting principles (“GAAP”) for interim financial information and with the instructions to Form 10-Q and Rule 10-01 of Regulation S-X. Accordingly, these condensed consolidated financial statements do not include all of the information and notes required by GAAP. We have included all normal recurring adjustments considered necessary to give a fair statement of our financial position, results of operations and cash flows for the interim periods shown. Operating results for these interim periods are not necessarily indicative of the results to be expected for the full year. The December 31, 2015 condensed consolidated balance sheet data was derived from our audited financial statements at that date. For further information, refer to the consolidated financial statements and accompanying notes for the year ended December 31, 2015 included in our Annual Report on Form 10-K as filed with the Securities and Exchange Commission on February 24, 2016. Use of Estimates Preparing financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting periods. Actual results could differ from those estimates. Significant Accounting Policies During the three months ended March 31, 2016, there were no material changes in our significant accounting policies. See Note A to the consolidated financial statements included in our Annual Report on Form 10-K for the year ended December 31, 2015, as filed with the Securities and Exchange Commission on February 24, 2016, for additional information regarding our significant accounting policies. Recent Accounting Pronouncements In May 2014, the FASB issued Accounting Standards Update (ASU) No. 2014-09, Revenue from Contracts with Customers (Topic 606) In November 2015, the FASB issued ASU No. 2015-17, Balance Sheet Classification of Deferred Taxes In February 2016, the FASB issued ASU 2016-02, Leases In March 2016, the FASB issued ASU 2016-09, Compensation – Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting, |
Business Acquisitions
Business Acquisitions | 3 Months Ended |
Mar. 31, 2016 | |
Business Combinations [Abstract] | |
Business Acquisitions | NOTE B – Business Acquisitions Toolbox Solutions, Inc. On January 5, 2016, we completed our acquisition of all of the outstanding common shares of Toolbox Solutions, Inc., a privately held company providing point-of-sale analytics and category management services to retailers and consumer packaged goods suppliers in North America. This acquisition expands our retail network and strengthens our analytics offerings. Pursuant to the share purchase agreement, we paid $17.9 million in cash and issued $3.3 million in stock, or 48,668 shares of common stock, to the shareholders of Toolbox Solutions. Furthermore, up to an additional 16,222 shares of common stock will be payable contingent upon the completion of certain revenue milestones. See Note C for subsequent measurements of this contingent liability. Purchase Price Allocation We accounted for the acquisition as a business combination. We allocated the purchase price to the tangible and identifiable intangible assets acquired and liabilities assumed based on their estimated fair values as of the acquisition date. We engaged a third-party valuation firm to assist us in the determination of the value of the purchased intangible assets. The excess of the purchase price over the fair value of net tangible and identifiable intangible assets acquired was recorded as goodwill. Goodwill is attributed to a trained workforce and other buyer-specific value resulting from expected synergies, including long-term cost savings, which are not included in the fair values of assets. The purchase price consisted of the following (in thousands): Cash $ 17,942 SPS Commerce, Inc. common stock 3,251 Fair value of share-based earn-out liability 1,043 $ 22,236 The final purchase price is subject to a net working capital adjustment to be determined by SPS Commerce and the sellers, pursuant to the terms of the purchase agreement. The number of shares of our common stock issued for the acquisition was 48,668 shares as calculated according to the terms of the purchase agreement. The fair value of the shares issued was determined using the closing price of our common stock on the acquisition date. The following table summarizes the estimated fair values of the assets acquired, net of cash acquired of $359,000, and liabilities assumed at the acquisition date (in thousands): Current assets $ 1,233 Property and equipment 56 Goodwill 15,430 Intangible assets 9,070 Current liabilities (1,031 ) Deferred revenue (301 ) Deferred income tax liability (2,221 ) $ 22,236 Purchased Intangible Assets The following table summarizes the estimated fair value of the purchased intangible assets and their estimated useful lives: Purchased Intangible Assets Estimated Estimated Subscriber relationships $ 7,400 8 Developed technology 1,200 4 Trade names 70 1 Non-competition agreements 400 5 Total $ 9,070 The fair values of purchased intangible assets are preliminary and are subject to adjustment as additional information becomes available about the facts and circumstances that existed at the acquisition date. The purchased intangible assets are being amortized on a straight-line basis over their estimated useful lives. Amortization expense for the period from January 5, 2016 through March 31, 2016 was $337,000. Acquisition-Related Costs and Post-Acquisition Operating Results Acquisition-related costs were $107,000 and are included in our condensed consolidated statements of income for the three months ended March 31, 2016. The operating results of Toolbox Solutions, Inc. have been included in our condensed consolidated financial statements from January 5, 2016, the closing date of the acquisition. For the period from January 5, 2016 through March 31, 2016, approximately $1.6 million of our revenues were derived from Toolbox Solutions’ customers. The amount of operating income or loss from Toolbox Solutions was not separately identifiable due to our integration. Pro Forma Financial Information The pro forma financial information in the table below presents the combined operating results of SPS Commerce and Toolbox Solutions as if the acquisition had occurred on January 1, 2015. The pro forma information includes the historical operating results of each company and pro forma adjustments for the approximate $1.5 million of annual amortization expense related to purchased intangible assets and the additional impact on the provision or benefit for income taxes, resulting from the combined income and intangible amortization expense, using our statutory blended income tax rate of 26.5%. Three Months Ended (in thousands, except per share data) 2016 2015 Pro forma total revenue $ 45,829 $ 38,717 Pro forma net income (loss) 1,310 (482 ) Pro forma net income per share Basic 0.08 (0.03 ) Diluted 0.08 (0.03 ) The pro forma financial information is presented for informational purposes only and is not necessarily indicative of the results of operations that would have actually been reported had the acquisition occurred on January 1, 2015, nor is it necessarily indicative of our results of operations for any future periods. |
Financial Instruments
Financial Instruments | 3 Months Ended |
Mar. 31, 2016 | |
Investments, Debt and Equity Securities [Abstract] | |
Financial Instruments | NOTE C – Financial Instruments We invest primarily in money market funds, highly liquid debt instruments of the U.S. government, and U.S. corporate debt securities. All highly liquid investments with original maturities of 90 days or less are classified as cash equivalents. All investments with original maturities greater than 90 days and remaining maturities less than one year from the balance sheet date are classified as short-term marketable securities. Investments with remaining maturities of more than one year from the balance sheet date are classified as marketable securities, non-current. Short-term marketable securities and marketable securities, non-current, are also classified as available-for-sale. We intend to hold marketable securities until maturity; however, we may sell these securities at any time for use in current operations or for other purposes. Consequently, we may or may not keep securities with stated holding periods to maturity. Our fixed income investments are carried at fair value and unrealized gains and losses on these investments are included in other comprehensive income (loss) in the condensed consolidated statements of comprehensive income (loss). Realized gains or losses are included in other income (expense) in the condensed consolidated statements of comprehensive income (loss). When a determination has been made that an other-than-temporary decline in fair value has occurred, the amount of the decline that is related to a credit loss is realized and is included in other income (expense), net in the condensed consolidated statements of comprehensive income (loss). Cash equivalents and marketable securities, consisted of the following (in thousands): March 31, 2016 Amortized Unrealized Unrealized Fair Cash equivalents: Money market funds $ 65,300 $ — $ — $ 65,300 Marketable securities: Corporate bonds 10,043 26 (23 ) 10,046 Commercial paper 2,494 1 — 2,495 U.S. treasury securities 7,489 6 — 7,495 U.S. agency obligations 2,497 6 — 2,503 $ 87,823 $ 39 $ (23 ) $ 87,839 Due within one year $ 75,310 Due within two years 12,529 Total $ 87,839 December 31, 2015 Amortized Unrealized Unrealized Fair Cash equivalents: Money market funds $ 79,717 $ — $ — $ 79,717 Marketable securities: Corporate bonds 10,042 — (34 ) 10,008 Commercial paper 2,499 1 — 2,500 U.S. treasury securities 7,489 — (27 ) 7,462 U.S. agency obligations 2,497 1 — 2,498 $ 102,244 $ 2 $ (61 ) $ 102,185 Due within one year $ 87,235 Due within two years 14,950 Total $ 102,185 We do not believe any of the unrealized losses represent an other-than-temporary impairment based on our valuation of available evidence as of March 31, 2016. We expect to receive the full principal and interest on all of these cash equivalents and marketable securities. Fair Value Measurements We measure certain financial assets at fair value on a recurring basis based on a fair value hierarchy that requires us to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. A financial instrument’s categorization within the fair value hierarchy is based upon the lowest level of input that is significant to the fair value measurement. The three levels of inputs that may be used to measure fair value are: • Level 1 – quoted prices in active markets for identical assets or liabilities • Level 2 – observable inputs other than Level 1 prices, such as (a) quoted prices for similar assets or liabilities, (b) quoted prices in markets with insufficient volume or infrequent transactions (less active markets), or (c) model-derived valuations in which all significant inputs are observable or can be derived principally from or corroborated by observable market data for substantially the full term of the assets or liabilities. • Level 3 – unobservable inputs to the valuation methodology that are significant to the measurement of fair value of assets or liabilities. Level 1 Measurements Our cash equivalents held in money market funds are measured at fair value using level 1 inputs. Level 2 Measurements Our available-for-sale U.S. treasury securities, U.S. agency obligations, commercial paper and corporate debt securities are measured at fair value using level 2 inputs. We obtain the fair values of our level 2 available-for-sale securities from a professional pricing service. Level 3 Measurements Our valuation technique used to measure the fair value of our share-based earn-out liability was based on the present value of probability-weighted future cash flows related to the contingent earn-out criteria and the fair value of our common stock on each reporting date. While the fair value of our common stock is an observable input, the probability-weighted future cash flows related to the outcome of the earn-out represent a significant unobservable input to the valuation methodology. Accordingly, we have classified the earn-out liability as a Level 3 measurement. The following table presents information about our financial assets that are measured at fair value on a recurring basis and indicates the fair value hierarchy of the valuation techniques utilized to determine such fair value (in thousands): Level 1 Level 2 Level 3 Total Assets at March 31, 2016: Cash and cash equivalents: Money market funds $ 65,300 $ — $ — $ 65,300 Marketable securities: Corporate bonds — 10,046 — 10,046 Commerical paper — 2,495 — 2,495 U.S. treasury securities — 7,495 — 7,495 U.S. agency obligations — 2,503 — 2,503 Total Assets $ 65,300 $ 22,539 $ — $ 87,839 Liabilities at March 31, 2016: Share-based earn-out liability $ — $ — $ 666 $ 666 Total liabilities $ — $ — $ 666 $ 666 Assets at December 31, 2015: Cash and cash equivalents: Money market funds $ 79,717 $ — $ — $ 79,717 Marketable securities: Corporate bonds — 10,008 — 10,008 Commerical paper — 2,500 — 2,500 U.S. treasury securities — 7,462 — 7,462 U.S. agency obligations — 2,498 — 2,498 $ 79,717 $ 22,468 $ — $ 102,185 We classify our cash and cash equivalents and marketable securities within Level 1 or Level 2 because we use quoted market prices or alternative pricing sources and models utilizing market observable inputs to determine their fair value. As described above, we classify our share-based earn-out liability in connection with our acquisition of Toolbox Solutions within Level 3 as factors used to develop the estimated fair value are unobservable. Our fair value estimate of this liability was $1.0 million at the date of acquisition and subsequent changes in the fair value of the share-based earn-out liability, whether due to changes in our probability assessment or the fair value of our common stock, are recognized in earnings in the period when the change in the estimated fair value occurs. During the quarter ended March 31, 2016, we recognized a $365,000 change in the fair value of our share-based earn-out liability in other income (expense), net in our condensed consolidated statements of comprehensive income primarily due to the change in the fair value of our common stock. |
Goodwill and Intangible Assets,
Goodwill and Intangible Assets, net | 3 Months Ended |
Mar. 31, 2016 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets, net | NOTE D – Goodwill and Intangible Assets, net The change in our goodwill for the three months ended March 31, 2016 was due to the acquisition of Toolbox Solutions (see Note B) of $15.4 million as well as the effect of foreign currency translation. Intangible assets, net included the following (in thousands): March 31, 2016 December 31, 2015 Carrying Accumulated Carrying Accumulated Amount Amortization Net Amount Amortization Net Subscriber relationships $ 34,483 $ (12,841 ) $ 21,642 $ 26,337 $ (11,856 ) $ 14,481 Non-competition agreements 2,272 (1,699 ) 573 1,834 (1,653 ) 181 Technology and other 2,230 (600 ) 1,630 819 (400 ) 419 $ 38,985 $ (15,140 ) $ 23,845 $ 28,990 $ (13,909 ) $ 15,081 At March 31, 2016, future amortization expense for intangible assets was as follows (in thousands): Remainder of 2016 $ 3,602 2017 4,459 2018 3,867 2019 3,575 2020 3,234 Thereafter 5,108 $ 23,845 |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2016 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | NOTE E – Commitments and Contingencies Operating Leases At March 31, 2016, our future minimum payments under operating leases were as follows (in thousands): Remainder of 2016 $ 2,508 2017 2,968 2018 2,900 2019 2,996 2020 1,475 Thereafter 1,861 $ 14,708 |
Stock-Based Compensation
Stock-Based Compensation | 3 Months Ended |
Mar. 31, 2016 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Stock-Based Compensation | NOTE F – Stock-Based Compensation Our equity compensation plans provide for the grant of incentive and nonqualified stock options, as well as other stock-based awards including restricted stock and restricted stock units, to employees, non-employee directors and other consultants who provide services to us. Restricted stock awards result in the issuance of new shares when granted. For other stock-based awards, new shares are issued when the award is exercised, vested or released according to the terms of the agreement. In February 2016, 1,003,439 additional shares were reserved for future issuance under our 2010 Equity Incentive Plan. At March 31, 2016, there were approximately 3.9 million shares available for grant under approved equity compensation plans. We recorded stock-based compensation expense of $1.9 million and $1.5 million for the three months ended March 31, 2016 and 2015, respectively. This expense was allocated as follows (in thousands): Three Months Ended 2016 2015 Cost of revenues $ 280 $ 172 Operating expenses Sales and marketing 654 542 Research and development 138 135 General and administrative 855 650 Total stock-based compensation expense $ 1,927 $ 1,499 At March 31, 2016, there was approximately $19.1 million of unrecognized stock-based compensation expense under our equity compensation plans, which is expected to be recognized on a straightline basis over a weighted average period of 3.1 years. Stock Options Stock options generally vest over four years and have a contractual term of seven to ten years from the date of grant. Our stock option activity was as follows: Options Weighted Average Outstanding at December 31, 2015 943,103 $ 37.91 Granted 293,173 48.08 Exercised (57,096 ) 18.73 Forfeited (9,479 ) 55.09 Outstanding at March 31, 2016 1,169,701 41.26 Of the total outstanding options at March 31, 2016, 651,062 were exercisable with a weighted average exercise price of $31.10 per share. The total outstanding options had a weighted average remaining contractual life of 5.0 years. The weighted average grant date fair value of options granted during the first three months of 2016 was $16.08 and this was estimated on the date of grant using the Black-Scholes option pricing model with the following weighted-average assumptions: Volatility 37.9 % Dividend yield 0 % Life (in years) 4.6 Risk-free interest rate 1.18 % Restricted Stock Units and Awards Restricted stock units vest over four years and, upon vesting, the holder is entitled to receive shares of our common stock. With restricted stock awards, shares of our common stock are issued when the award is granted and the restrictions lapse over one year. Our restricted stock units activity was as follows: Restricted Stock Weighted Average Outstanding at December 31, 2015 140,565 $ 56.88 Granted 107,263 48.08 Vested and common stock issued (52,000 ) 48.17 Forfeited (2,666 ) 67.10 Outstanding at March 31, 2016 193,162 54.20 The number of restricted stock units outstanding at March 31, 2016 included 193,162 units that have vested, but for which shares of common stock have not yet been issued pursuant to the terms of the agreement. Our restricted stock awards activity was as follows: Restricted Stock Weighted Average Outstanding at December 31, 2015 1,032 $ 67.39 Restricted common stock issued — — Restrictions lapsed (1,032 ) 67.37 Forfeited — — Outstanding at March 31, 2016 — — Employee Stock Purchase Plan Our employee stock purchase plan allows participating employees to purchase shares of our common stock at a discount through payroll deductions. The plan is available to all employees subject to certain eligibility requirements. Participating employees may purchase common stock, on a voluntary after tax basis, at a price that is the lower of 85% of the fair market value of one share of common stock at the beginning or end of each stock purchase period. The plan consists of two six-month offering periods, beginning on January 1 and July 1 of each calendar year, respectively. A total of 1.1 million shares of common stock are reserved for issuance under the plan. For the offering period that began on January 1, 2016, we withheld approximately $426,000 from employees participating in the plan as of March 31, 2016. For the three months ended March 31, 2016, we recorded approximately $107,000 of stock-based compensation expense associated with the employee stock purchase plan. The fair value was estimated based on the market price of our common stock at the beginning of the offering period using the Black-Scholes option pricing model with the following assumptions: Volatility 24.8 % Dividend yield 0 % Life (in years) 0.5 Risk-free interest rate 0.49 % |
Income Taxes
Income Taxes | 3 Months Ended |
Mar. 31, 2016 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | NOTE G – Income Taxes We record our interim provision for income taxes by applying our estimated annual effective tax rate to our year-to-date pretax income and adjust the provision for discrete tax items recorded in the period. Differences between our effective tax rate and statutory tax rates are primarily due to the impact of permanently non-deductible expenses partially offset by the federal research and development credit. Our provisions for income taxes included current foreign and state income tax expense, as well as deferred tax expense. As of March 31, 2016 we do not have any unrecognized tax benefits nor any accrued interest or tax penalties. |
Net Income Per Share
Net Income Per Share | 3 Months Ended |
Mar. 31, 2016 | |
Earnings Per Share [Abstract] | |
Net Income Per Share | NOTE H – Net Income Per Share Basic net income per share has been computed using the weighted average number of shares of common stock outstanding during each period. Diluted net income per share also includes the impact of our outstanding potential common shares, including options and restricted stock units. Potential common shares that are anti-dilutive are excluded from the calculation of diluted net income per share. The following table presents the components of the computation of basic and diluted net income per share for the periods indicated (in thousands, except per share amounts): Three Months Ended 2016 2015 Numerator Net income $ 1,044 $ 586 Denominator Weighted average common shares outstanding, basic 16,783 16,433 Options to purchase common stock 244 553 Restricted stock units — 24 Employee stock purchase plan 2 1 Weighted average common shares outstanding, diluted 17,029 17,011 Net income per share Basic $ 0.06 $ 0.04 Diluted $ 0.06 $ 0.03 The effect of approximately 325,000 and 256,000 outstanding potential common shares was excluded from the calculation of diluted net income per share for the three months ended March 31, 2016 and 2015, respectively, as they were anti-dilutive. |
General (Policies)
General (Policies) | 3 Months Ended |
Mar. 31, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Business Description | Business Description We are a leading provider of cloud-based supply chain management solutions, providing network-proven integrations and comprehensive retail performance analytics to thousands of customers worldwide. We provide our solutions through the SPS Commerce platform, a cloud-based product suite that improves the way suppliers, retailers, distributors and other customers manage and fulfill orders. We derive the majority of our revenues from thousands of monthly recurring subscriptions from businesses that utilize our solutions. |
Basis of Presentation | Basis of Presentation The accompanying unaudited condensed consolidated financial statements include the accounts of SPS Commerce, Inc. and its subsidiaries. All intercompany accounts and transactions have been eliminated in the condensed consolidated financial statements, which have been prepared in conformity with U.S. generally accepted accounting principles (“GAAP”) for interim financial information and with the instructions to Form 10-Q and Rule 10-01 of Regulation S-X. Accordingly, these condensed consolidated financial statements do not include all of the information and notes required by GAAP. We have included all normal recurring adjustments considered necessary to give a fair statement of our financial position, results of operations and cash flows for the interim periods shown. Operating results for these interim periods are not necessarily indicative of the results to be expected for the full year. The December 31, 2015 condensed consolidated balance sheet data was derived from our audited financial statements at that date. For further information, refer to the consolidated financial statements and accompanying notes for the year ended December 31, 2015 included in our Annual Report on Form 10-K as filed with the Securities and Exchange Commission on February 24, 2016. |
Use of Estimates | Use of Estimates Preparing financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting periods. Actual results could differ from those estimates. |
Significant Accounting Policies | Significant Accounting Policies During the three months ended March 31, 2016, there were no material changes in our significant accounting policies. See Note A to the consolidated financial statements included in our Annual Report on Form 10-K for the year ended December 31, 2015, as filed with the Securities and Exchange Commission on February 24, 2016, for additional information regarding our significant accounting policies. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements In May 2014, the FASB issued Accounting Standards Update (ASU) No. 2014-09, Revenue from Contracts with Customers (Topic 606) In November 2015, the FASB issued ASU No. 2015-17, Balance Sheet Classification of Deferred Taxes In February 2016, the FASB issued ASU 2016-02, Leases In March 2016, the FASB issued ASU 2016-09, Compensation – Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting, |
Business Acquisitions (Tables)
Business Acquisitions (Tables) - Toolbox Solutions, Inc. [Member] | 3 Months Ended |
Mar. 31, 2016 | |
Business Purchase Price | The purchase price consisted of the following (in thousands): Cash $ 17,942 SPS Commerce, Inc. common stock 3,251 Fair value of share-based earn-out liability 1,043 $ 22,236 |
Estimated Fair Values of Assets Acquired, Net of Cash Acquired and Liabilities Assumed at Acquisition Date | The following table summarizes the estimated fair values of the assets acquired, net of cash acquired of $359,000, and liabilities assumed at the acquisition date (in thousands): Current assets $ 1,233 Property and equipment 56 Goodwill 15,430 Intangible assets 9,070 Current liabilities (1,031 ) Deferred revenue (301 ) Deferred income tax liability (2,221 ) $ 22,236 |
Estimated Fair Value of Purchased Intangible Assets and Estimated Useful Lives | The following table summarizes the estimated fair value of the purchased intangible assets and their estimated useful lives: Purchased Intangible Assets Estimated Estimated Subscriber relationships $ 7,400 8 Developed technology 1,200 4 Trade names 70 1 Non-competition agreements 400 5 Total $ 9,070 |
Unaudited Pro Forma Financial Information | Three Months Ended (in thousands, except per share data) 2016 2015 Pro forma total revenue $ 45,829 $ 38,717 Pro forma net income (loss) 1,310 (482 ) Pro forma net income per share Basic 0.08 (0.03 ) Diluted 0.08 (0.03 ) |
Financial Instruments (Tables)
Financial Instruments (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Investments, Debt and Equity Securities [Abstract] | |
Summary of Investment in Cash Equivalents and Marketable Securities | Cash equivalents and marketable securities, consisted of the following (in thousands): March 31, 2016 Amortized Unrealized Unrealized Fair Cash equivalents: Money market funds $ 65,300 $ — $ — $ 65,300 Marketable securities: Corporate bonds 10,043 26 (23 ) 10,046 Commercial paper 2,494 1 — 2,495 U.S. treasury securities 7,489 6 — 7,495 U.S. agency obligations 2,497 6 — 2,503 $ 87,823 $ 39 $ (23 ) $ 87,839 Due within one year $ 75,310 Due within two years 12,529 Total $ 87,839 December 31, 2015 Amortized Unrealized Unrealized Fair Cash equivalents: Money market funds $ 79,717 $ — $ — $ 79,717 Marketable securities: Corporate bonds 10,042 — (34 ) 10,008 Commercial paper 2,499 1 — 2,500 U.S. treasury securities 7,489 — (27 ) 7,462 U.S. agency obligations 2,497 1 — 2,498 $ 102,244 $ 2 $ (61 ) $ 102,185 Due within one year $ 87,235 Due within two years 14,950 Total $ 102,185 |
Summary of Financial Assets Measured at Fair Value on a Recurring Basis | The following table presents information about our financial assets that are measured at fair value on a recurring basis and indicates the fair value hierarchy of the valuation techniques utilized to determine such fair value (in thousands): Level 1 Level 2 Level 3 Total Assets at March 31, 2016: Cash and cash equivalents: Money market funds $ 65,300 $ — $ — $ 65,300 Marketable securities: Corporate bonds — 10,046 — 10,046 Commerical paper — 2,495 — 2,495 U.S. treasury securities — 7,495 — 7,495 U.S. agency obligations — 2,503 — 2,503 Total Assets $ 65,300 $ 22,539 $ — $ 87,839 Liabilities at March 31, 2016: Share-based earn-out liability $ — $ — $ 666 $ 666 Total liabilities $ — $ — $ 666 $ 666 Assets at December 31, 2015: Cash and cash equivalents: Money market funds $ 79,717 $ — $ — $ 79,717 Marketable securities: Corporate bonds — 10,008 — 10,008 Commerical paper — 2,500 — 2,500 U.S. treasury securities — 7,462 — 7,462 U.S. agency obligations — 2,498 — 2,498 $ 79,717 $ 22,468 $ — $ 102,185 |
Goodwill and Intangible Asset17
Goodwill and Intangible Assets, net (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Intangible Assets | Intangible assets, net included the following (in thousands): March 31, 2016 December 31, 2015 Carrying Accumulated Carrying Accumulated Amount Amortization Net Amount Amortization Net Subscriber relationships $ 34,483 $ (12,841 ) $ 21,642 $ 26,337 $ (11,856 ) $ 14,481 Non-competition agreements 2,272 (1,699 ) 573 1,834 (1,653 ) 181 Technology and other 2,230 (600 ) 1,630 819 (400 ) 419 $ 38,985 $ (15,140 ) $ 23,845 $ 28,990 $ (13,909 ) $ 15,081 |
Future Amortization Expense for Intangible Assets | At March 31, 2016, future amortization expense for intangible assets was as follows (in thousands): Remainder of 2016 $ 3,602 2017 4,459 2018 3,867 2019 3,575 2020 3,234 Thereafter 5,108 $ 23,845 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Commitments and Contingencies Disclosure [Abstract] | |
Future Minimum Payments Under Operating Leases | At March 31, 2016, our future minimum payments under operating leases were as follows (in thousands): Remainder of 2016 $ 2,508 2017 2,968 2018 2,900 2019 2,996 2020 1,475 Thereafter 1,861 $ 14,708 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Stock-Based Compensation Expense | This expense was allocated as follows (in thousands): Three Months Ended 2016 2015 Cost of revenues $ 280 $ 172 Operating expenses Sales and marketing 654 542 Research and development 138 135 General and administrative 855 650 Total stock-based compensation expense $ 1,927 $ 1,499 |
Stock Option Activity | Our stock option activity was as follows: Options Weighted Average Outstanding at December 31, 2015 943,103 $ 37.91 Granted 293,173 48.08 Exercised (57,096 ) 18.73 Forfeited (9,479 ) 55.09 Outstanding at March 31, 2016 1,169,701 41.26 |
Weighted Average Grant Date Fair Value of Options Granted, Assumptions | The weighted average grant date fair value of options granted during the first three months of 2016 was $16.08 and this was estimated on the date of grant using the Black-Scholes option pricing model with the following weighted-average assumptions: Volatility 37.9 % Dividend yield 0 % Life (in years) 4.6 Risk-free interest rate 1.18 % |
Fair Value Estimation of Common Stock Using Black-Scholes Option Pricing Model, Assumptions | The fair value was estimated based on the market price of our common stock at the beginning of the offering period using the Black-Scholes option pricing model with the following assumptions: Volatility 24.8 % Dividend yield 0 % Life (in years) 0.5 Risk-free interest rate 0.49 % |
Restricted Stock Units [Member] | |
Restricted Stock Units and Restricted Stock Awards | Our restricted stock units activity was as follows: Restricted Stock Weighted Average Outstanding at December 31, 2015 140,565 $ 56.88 Granted 107,263 48.08 Vested and common stock issued (52,000 ) 48.17 Forfeited (2,666 ) 67.10 Outstanding at March 31, 2016 193,162 54.20 |
Restricted Stock Award [Member] | |
Restricted Stock Units and Restricted Stock Awards | Our restricted stock awards activity was as follows: Restricted Stock Weighted Average Outstanding at December 31, 2015 1,032 $ 67.39 Restricted common stock issued — — Restrictions lapsed (1,032 ) 67.37 Forfeited — — Outstanding at March 31, 2016 — — |
Net Income Per Share (Tables)
Net Income Per Share (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Earnings Per Share [Abstract] | |
Components of Computation of Basic and Diluted Net Income Per Share | The following table presents the components of the computation of basic and diluted net income per share for the periods indicated (in thousands, except per share amounts): Three Months Ended 2016 2015 Numerator Net income $ 1,044 $ 586 Denominator Weighted average common shares outstanding, basic 16,783 16,433 Options to purchase common stock 244 553 Restricted stock units — 24 Employee stock purchase plan 2 1 Weighted average common shares outstanding, diluted 17,029 17,011 Net income per share Basic $ 0.06 $ 0.04 Diluted $ 0.06 $ 0.03 |
Business Acquisitions - Additio
Business Acquisitions - Additional Information (Detail) - USD ($) | Jan. 05, 2016 | Mar. 31, 2016 | Mar. 31, 2015 |
Business Acquisition [Line Items] | |||
Amortization expense for purchased intangible assets | $ 1,161,000 | $ 845,000 | |
Toolbox Solutions, Inc. [Member] | |||
Business Acquisition [Line Items] | |||
Payments to acquire business | $ 17,900,000 | 17,942,000 | |
Stock issued for acquisition | $ 3,300,000 | 3,251,000 | |
Stock issued for acquisition, Shares | 48,668 | ||
Number of shares of common stock issuable | 16,222 | ||
Cash Acquired from Acquisition | $ 359,000 | ||
Amortization expense for purchased intangible assets | 337,000 | ||
Acquisition-related cost included in consolidated statements | 107,000 | ||
Revenues from acquisition | 1,600,000 | ||
Proforma adjustments in amortization | $ 1,500,000 | ||
Statutory blended income tax rate | 26.50% |
Business Acquisitions - Busines
Business Acquisitions - Business Purchase Price (Detail) - Toolbox Solutions, Inc. [Member] - USD ($) $ in Thousands | Jan. 05, 2016 | Mar. 31, 2016 |
Business Acquisition [Line Items] | ||
Cash | $ 17,900 | $ 17,942 |
SPS Commerce, Inc. common stock | $ 3,300 | 3,251 |
Fair value of share-based earn-out liability | 1,043 | |
Total purchase price | $ 22,236 |
Business Acquisitions - Estimat
Business Acquisitions - Estimated Fair Values of the Assets Acquired, Net of Cash acquired and Liabilities Assumed at the Acquisition Date (Detail) - USD ($) $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 |
Schedule Of Business Acquisitions Purchase Price Allocation [Line Items] | ||
GOODWILL | $ 50,921 | $ 33,848 |
Toolbox Solutions, Inc. [Member] | ||
Schedule Of Business Acquisitions Purchase Price Allocation [Line Items] | ||
Current assets | 1,233 | |
Property and equipment | 56 | |
GOODWILL | 15,430 | |
Intangible assets | 9,070 | |
Current liabilities | (1,031) | |
Deferred revenue | (301) | |
Deferred income tax liability | (2,221) | |
Total purchase price | $ 22,236 |
Business Acquisitions - Estim24
Business Acquisitions - Estimated Fair Value of Purchased Intangible Assets and Estimated Useful Lives (Detail) - Toolbox Solutions, Inc. [Member] $ in Thousands | 3 Months Ended |
Mar. 31, 2016USD ($) | |
Finite-Lived Intangible Assets [Line Items] | |
Estimated Fair Value | $ 9,070 |
Subscriber Relationships [Member] | |
Finite-Lived Intangible Assets [Line Items] | |
Estimated Fair Value | $ 7,400 |
Estimated Life (in years) | 8 years |
Developed Technology [Member] | |
Finite-Lived Intangible Assets [Line Items] | |
Estimated Fair Value | $ 1,200 |
Estimated Life (in years) | 4 years |
Trade Names [Member] | |
Finite-Lived Intangible Assets [Line Items] | |
Estimated Fair Value | $ 70 |
Estimated Life (in years) | 1 year |
Non-competition Agreements [Member] | |
Finite-Lived Intangible Assets [Line Items] | |
Estimated Fair Value | $ 400 |
Estimated Life (in years) | 5 years |
Business Acquisitions - Unaudit
Business Acquisitions - Unaudited Pro Forma Financial Information (Detail) - Toolbox Solutions, Inc. [Member] - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Business Acquisition [Line Items] | ||
Pro forma total revenue | $ 45,829 | $ 38,717 |
Pro forma net income (loss) | $ 1,310 | $ (482) |
Pro forma net income per share, Basic | $ 0.08 | $ (0.03) |
Pro forma net income per share, Diluted | $ 0.08 | $ (0.03) |
Financial Instruments - Summary
Financial Instruments - Summary of Investment in Cash Equivalents and Marketable Securities (Detail) - USD ($) | Mar. 31, 2016 | Dec. 31, 2015 |
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized Cost | $ 87,823,000 | $ 102,244,000 |
Due within one year | 75,310,000 | 87,235,000 |
Unrealized Gains | 39,000 | 2,000 |
Due within two years | 12,529,000 | 14,950,000 |
Unrealized Losses | (23,000) | (61,000) |
Fair Value | 87,839,000 | 102,185,000 |
Money Market Funds [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized Cost | 65,300,000 | 79,717,000 |
Unrealized Losses | 0 | |
Fair Value | 65,300,000 | 79,717,000 |
Corporate Bonds [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized Cost | 10,043,000 | 10,042,000 |
Unrealized Gains | 26,000 | |
Unrealized Losses | (23,000) | (34,000) |
Fair Value | 10,046,000 | 10,008,000 |
Commercial Paper [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized Cost | 2,494,000 | 2,499,000 |
Unrealized Gains | 1,000 | 1,000 |
Fair Value | 2,495,000 | 2,500,000 |
U.S. Treasury Securities [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized Cost | 7,489,000 | 7,489,000 |
Unrealized Gains | 6,000 | |
Unrealized Losses | (27,000) | |
Fair Value | 7,495,000 | 7,462,000 |
U.S. Agency Obligations [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized Cost | 2,497,000 | 2,497,000 |
Unrealized Gains | 6,000 | 1,000 |
Fair Value | $ 2,503,000 | $ 2,498,000 |
Financial Instruments - Additio
Financial Instruments - Additional Information (Detail) - USD ($) | 3 Months Ended | |
Mar. 31, 2016 | Dec. 31, 2015 | |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Unrealized Losses | $ 23,000 | $ 61,000 |
Change in fair value of share based earn-out liability in other income (expense), net | (365,000) | |
Estimate of Fair Value Measurement [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Estimated fair value of liability | 1,000,000 | |
Money Market Funds [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Unrealized Losses | $ 0 |
Financial Instruments - Summa28
Financial Instruments - Summary of Financial Assets Measured at Fair Value on a Recurring Basis (Detail) - Fair Value, Measurements, Recurring [Member] - USD ($) $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Assets fair value | $ 87,839 | $ 102,185 |
Liabilities fair value | 666 | |
Money Market Funds [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Assets fair value | 65,300 | 79,717 |
Corporate Bonds [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Assets fair value | 10,046 | 10,008 |
Commercial Paper [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Assets fair value | 2,495 | 2,500 |
U.S. Treasury Securities [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Assets fair value | 7,495 | 7,462 |
U.S. Agency Obligations [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Assets fair value | 2,503 | 2,498 |
Share-based Earn-Out Liability [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Liabilities fair value | 666 | |
Level 1 [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Assets fair value | 65,300 | 79,717 |
Level 1 [Member] | Money Market Funds [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Assets fair value | 65,300 | 79,717 |
Level 2 [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Assets fair value | 22,539 | 22,468 |
Level 2 [Member] | Corporate Bonds [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Assets fair value | 10,046 | 10,008 |
Level 2 [Member] | Commercial Paper [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Assets fair value | 2,495 | 2,500 |
Level 2 [Member] | U.S. Treasury Securities [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Assets fair value | 7,495 | 7,462 |
Level 2 [Member] | U.S. Agency Obligations [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Assets fair value | 2,503 | $ 2,498 |
Level 3 [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Liabilities fair value | 666 | |
Level 3 [Member] | Share-based Earn-Out Liability [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Liabilities fair value | $ 666 |
Goodwill and Intangible Asset29
Goodwill and Intangible Assets, net - Additional Information (Detail) $ in Millions | 3 Months Ended |
Mar. 31, 2016USD ($) | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Change in goodwill from acquisitions during the period | $ 15.4 |
Goodwill and Intangible Asset30
Goodwill and Intangible Assets, net - Intangible Assets (Detail) - USD ($) $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 |
Finite-Lived Intangible Assets [Line Items] | ||
Carrying Amount | $ 38,985 | $ 28,990 |
Accumulated Amortization | (15,140) | (13,909) |
Net | 23,845 | 15,081 |
Subscriber Relationships [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Carrying Amount | 34,483 | 26,337 |
Accumulated Amortization | (12,841) | (11,856) |
Net | 21,642 | 14,481 |
Non-competition Agreements [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Carrying Amount | 2,272 | 1,834 |
Accumulated Amortization | (1,699) | (1,653) |
Net | 573 | 181 |
Technology and Other [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Carrying Amount | 2,230 | 819 |
Accumulated Amortization | (600) | (400) |
Net | $ 1,630 | $ 419 |
Goodwill and Intangible Asset31
Goodwill and Intangible Assets, net - Future Amortization Expense for Intangible Assets (Detail) - USD ($) $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
Remainder of 2016 | $ 3,602 | |
2,017 | 4,459 | |
2,018 | 3,867 | |
2,019 | 3,575 | |
2,020 | 3,234 | |
Thereafter | 5,108 | |
Net | $ 23,845 | $ 15,081 |
Commitments and Contingencies -
Commitments and Contingencies - Future Minimum Payments Under Operating Leases (Detail) $ in Thousands | Mar. 31, 2016USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
Remainder of 2016 | $ 2,508 |
2,017 | 2,968 |
2,018 | 2,900 |
2,019 | 2,996 |
2,020 | 1,475 |
Thereafter | 1,861 |
Operating leases, total | $ 14,708 |
Stock-Based Compensation - Addi
Stock-Based Compensation - Additional Information (Detail) | 1 Months Ended | 3 Months Ended | |
Feb. 29, 2016shares | Mar. 31, 2016USD ($)OfferingPeriods$ / sharesshares | Mar. 31, 2015USD ($) | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Shares available for grant | 3,900,000 | ||
Stock-based compensation expense | $ | $ 1,927,000 | $ 1,499,000 | |
Unrecognized stock-based compensation expense | $ | $ 19,100,000 | ||
Unrecognized stock-based compensation, expected to be recognized, weighted average period | 3 years 1 month 6 days | ||
Stock options vest, period | 4 years | ||
Stock options contractual term, from the date of grant | Seven to ten years | ||
Stock options exercisable | 651,062 | ||
Weighted average exercise price | $ / shares | $ 31.10 | ||
Weighted average remaining contractual life | 5 years | ||
Weighted average fair value per share of options granted | $ / shares | $ 16.08 | ||
Number of RSU's vested and not issued during the period | 193,162 | ||
Percentage of common stock on fair market value | 85.00% | ||
Number of offerings per year | OfferingPeriods | 2 | ||
Employee Stock Purchase Plan [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock-based compensation expense | $ | $ 107,000 | ||
Common stock reserved for future issuance | 1,100,000 | ||
Restricted Stock Units [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock options vest, period | 4 years | ||
Restricted Stock Award [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Restricted stock awards units vest over, period | 1 year | ||
Equity Incentive Plan [Member] | 2010 [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Additional shares were authorized under 2010 Equity Incentive Plan | 1,003,439 | ||
Stock Options [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Employee stock purchase plan, employees contribution | $ | $ 426,000 | ||
Maximum [Member] | Stock Options [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock options contractual term range | 10 years | ||
Minimum [Member] | Stock Options [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock options contractual term range | 7 years |
Stock-Based Compensation - Stoc
Stock-Based Compensation - Stock-Based Compensation Expense (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||
Stock-based compensation expense | $ 1,927 | $ 1,499 |
Cost of Revenues [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||
Stock-based compensation expense | 280 | 172 |
Sales and Marketing [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||
Stock-based compensation expense | 654 | 542 |
Research and Development [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||
Stock-based compensation expense | 138 | 135 |
General and Administrative [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||
Stock-based compensation expense | $ 855 | $ 650 |
Stock-Based Compensation - St35
Stock-Based Compensation - Stock Option Activity (Detail) | 3 Months Ended |
Mar. 31, 2016$ / sharesshares | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Options Outstanding, Beginning balance | shares | 943,103 |
Options, Granted | shares | 293,173 |
Options, Exercised | shares | (57,096) |
Options, Forfeited | shares | (9,479) |
Options Outstanding, Ending balance | shares | 1,169,701 |
Weighted Average Exercise Price, Outstanding, Beginning Balance | $ / shares | $ 37.91 |
Weighted Average Exercise Price, Granted | $ / shares | 48.08 |
Weighted Average Exercise Price, Exercised | $ / shares | 18.73 |
Weighted Average Exercise Price, Forfeited | $ / shares | 55.09 |
Weighted Average Exercise Price, Outstanding, Ending Balance | $ / shares | $ 41.26 |
Stock-Based Compensation - Weig
Stock-Based Compensation - Weighted Average Grant Date Fair Value of Options Granted, Assumptions (Detail) - Stock Options [Member] | 3 Months Ended |
Mar. 31, 2016 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Volatility | 37.90% |
Dividend yield | 0.00% |
Life (in years) | 4 years 7 months 6 days |
Risk-free interest rate | 1.18% |
Stock-Based Compensation - Rest
Stock-Based Compensation - Restricted Stock Units (Detail) - Restricted Stock Units [Member] | 3 Months Ended |
Mar. 31, 2016$ / sharesshares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Stock awards, Outstanding, Beginning Balance | shares | 140,565 |
Granted, stock units | shares | 107,263 |
Vested, stock units | shares | (52,000) |
Forfeited, stock units | shares | (2,666) |
Stock awards, Outstanding, Ending Balance | shares | 193,162 |
Weighted average grant date fair value, Outstanding, Beginning Balance | $ / shares | $ 56.88 |
Granted, Weighted Average Grant Date Fair Value | $ / shares | 48.08 |
Vested, Weighted Average Grant Date Fair Value | $ / shares | 48.17 |
Forfeited, Weighted Average Grant Date Fair Value | $ / shares | 67.10 |
Weighted average grant date fair value, Outstanding, Ending Balance | $ / shares | $ 54.20 |
Stock-Based Compensation - Re38
Stock-Based Compensation - Restricted Stock Awards (Detail) - Restricted Stock Award [Member] | 3 Months Ended |
Mar. 31, 2016$ / sharesshares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Stock awards, Outstanding, Beginning Balance | shares | 1,032 |
Restricted common stock issued, stock awards | shares | 0 |
Restrictions lapsed, stock awards | shares | (1,032) |
Forfeited, stock awards | shares | 0 |
Stock awards, Outstanding, Ending Balance | shares | 0 |
Weighted average grant date fair value, Outstanding, Beginning Balance | $ / shares | $ 67.39 |
Restricted common stock issued, Weighted Average Grant Date Fair Value | $ / shares | 0 |
Restrictions lapsed, Weighted Average Grant Date Fair Value | $ / shares | 67.37 |
Forfeited, Weighted Average Grant Date Fair Value | $ / shares | 0 |
Weighted average grant date fair value, Outstanding, Ending Balance | $ / shares | $ 0 |
Stock-Based Compensation - Fair
Stock-Based Compensation - Fair Value Estimation of Common Stock Using Black-Scholes Option Pricing Model, Assumptions (Detail) - Employee Stock Purchase Plan [Member] | 3 Months Ended |
Mar. 31, 2016 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Volatility | 24.80% |
Dividend yield | 0.00% |
Life (in years) | 6 months |
Risk-free interest rate | 0.49% |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) | Mar. 31, 2016USD ($) |
Income Tax Disclosure [Abstract] | |
Unrecognized tax benefits | $ 0 |
Net Income Per Share - Componen
Net Income Per Share - Components of Computation of Basic and Diluted Net Income Per Share (Detail) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Numerator | ||
Net income | $ 1,044 | $ 586 |
Denominator | ||
Weighted average common shares outstanding, basic | 16,783 | 16,433 |
Options to purchase common stock | 244 | 553 |
Restricted stock units | 24 | |
Employee stock purchase plan | 2 | 1 |
Weighted average common shares outstanding, diluted | 17,029 | 17,011 |
Net income per share | ||
Basic | $ 0.06 | $ 0.04 |
Diluted | $ 0.06 | $ 0.03 |
Net Income Per Share - Addition
Net Income Per Share - Additional Information (Detail) - shares shares in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Earnings Per Share [Abstract] | ||
Outstanding potential common shares excluded from computation of net income per share | 325 | 256 |