General | NOTE A – General Business Description We are a leading provider of cloud-based supply chain management solutions, providing network-proven fulfillment, sourcing, and item assortment management solutions, along with 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 retailers, suppliers, distributors and logistics firms orchestrate the sourcing, set up of new vendors and items and fulfillment of products that consumers buy. 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 unaudited condensed consolidated financial statements, which Effective January 1, 2018, we adopted the requirements of Accounting Standards Update ("ASU") No. 2014-09 (“ASU 2014-09”), Revenue from Contracts with Customers (Topic 606) 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. Recently Adopted Accounting Pronouncements In May 2014, the Financial Accounting Standards Board (“FASB”) issued ASU 2014-09 which requires an entity to recognize the amount of revenue to which it expects to be entitled for the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. This guidance replaced most existing revenue recognition guidance in GAAP. Topic 606 also includes Subtopic 340-40, Other Assets and Deferred Costs – Contracts with Customers We adopted the new standard effective January 1, 2018, on a retrospective basis. The new standard did not impact our recognition of the recurring revenue received from customers for our cloud-based supply chain solutions; however, the adoption of the new standard impacted our accounting for certain upfront set-up fees, the periods over which the related revenues are recognized and the timing of revenue recognition for these set-up fees. The adoption of the new standard also impacted our accounting for certain costs to obtain our contracts, specifically related to the periods over which commissions are recognized as well as the timing of cost recognition. Selected condensed consolidated balance sheet line items, which reflect the adoption of ASU 2014-09 are as follows (in thousands): December 31, 2017 As previously reported Adjustments As adjusted ASSETS Deferred costs $ 25,091 $ 4,875 $ 29,966 Deferred costs, non-current 6,770 3,197 9,967 Deferred income tax asset 17,551 (3,854 ) 13,697 LIABILITIES Accrued compensation 15,886 (658 ) 15,228 Deferred revenue 16,407 1,456 17,863 Deferred revenue, non-current 10,602 (7,871 ) 2,731 STOCKHOLDERS’ EQUITY Accumulated deficit (19,902 ) 11,291 (8,611 ) Selected unaudited condensed consolidated statement of operations line items, which reflect the adoption of ASU 2014-09 are as follows (in thousands): For the three months ended September 30, 2017 As previously reported Adjustments As adjusted Revenues 56,150 (93 ) 56,057 Operating expenses Sales and marketing 18,239 (601 ) 17,638 Income from operations 2,846 508 3,354 Income tax expense 1,058 197 1,255 Net income $ 1,865 $ 311 $ 2,176 Net income per share Basic $ 0.11 $ 0.02 $ 0.13 Diluted $ 0.11 $ 0.02 $ 0.13 For the nine months ended September 30, 2017 As previously reported Adjustments As adjusted Revenues 162,366 (338 ) 162,028 Operating expenses Sales and marketing 54,059 (1,078 ) 52,981 Income from operations 8,949 740 9,689 Income tax expense 2,636 272 2,908 Net income $ 6,661 $ 468 $ 7,129 Net income per share Basic $ 0.39 $ 0.03 $ 0.42 Diluted $ 0.38 $ 0.03 $ 0.41 Selected unaudited condensed consolidated statement of cash flows line items, which reflect the adoption of ASU 2014-09 are as follows (in thousands): For the nine months ended September 30, 2017 As previously reported Adjustments As adjusted Cash flows from operating activities Net income $ 6,661 $ 468 $ 7,129 Reconciliation of net income to net cash provided by operating activities Deferred income taxes 1,968 272 2,240 Changes in assets and liabilities Deferred costs (4,487 ) (701 ) (5,188 ) Accrued compensation (1,140 ) (377 ) (1,517 ) Deferred revenue 4,932 338 5,270 Net cash provided by operating activities 21,972 — 21,972 In March 2018, we adopted FASB ASU 2018-05, Income Taxes (Topic 740): Amendments to SEC Paragraphs Pursuant to SEC Staff Accounting Bulletin No. 118 Accounting Pronouncements Not Yet Adopted In February 2016, the FASB issued ASU 2016-02, Leases We will adopt the new standard on January 1, 2019 and use the effective date as our date of initial application. Consequently, financial information will not be updated and the disclosures required under the new standard will not be provided for dates and periods before January 1, 2019. The new standard provides several optional practical expedients in transition. We expect to elect the ‘package of practical expedients’, which permits us not to reassess under the new standard our prior conclusions about lease identification, lease classification and initial direct costs. We do not expect to elect the use-of hindsight or the practical expedient pertaining to land easements; the latter not being applicable to us. The new standard also provides practical expedients for an entity’s ongoing accounting. We currently expect to elect the short-term lease recognition exemption for all leases that qualify which means we will not recognize right-of-use (“ROU”) assets or lease liabilities for these leases, and this includes not recognizing ROU assets or lease liabilities for existing short-term leases of those assets in transition. We also currently expect to elect the practical expedient to not separate lease and non-lease components for all leases. We expect that this standard will have a material effect on our financial statements. While we continue to assess all of the effects of adoption, we currently believe the most significant effects relate to the recognition of new ROU assets and lease liabilities on our balance sheet for our existing operating leases. We are in the process of determining the financial statement impact and are currently unable to estimate the extent of the impact on our consolidated financial statements. In February 2018, the FASB issued ASU 2018-02, Income Statement – Reporting Comprehensive Income (Topic 220) In January 2017, the FASB issued ASU 2017-04, Intangibles - Goodwill and Other (Topic 350) Significant Accounting Policies Except for the accounting policies for revenue recognition and deferred commissions that were updated as a result of adopting ASU 2014-09, there were no material changes in our significant accounting policies during the nine months ended September 30, 2018. See Note A to the consolidated financial statements included in our Annual Report on Form 10-K for the year ended December 31, 2017, as filed with the SEC on February 26, 2018, for additional information regarding our significant accounting policies. Revenue Recognition We derive our revenues primarily from the following revenue streams (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2018 2017 2018 2017 Recurring revenues: Fulfillment $ 48,482 $ 41,962 $ 140,326 $ 120,754 Analytics 8,750 8,679 25,639 25,517 Other 1,412 1,257 3,969 3,721 Recurring Revenues 58,644 51,898 169,934 149,992 One-time revenues 4,224 4,159 13,117 12,036 $ 62,868 $ 56,057 $ 183,051 $ 162,028 Revenues are recognized when our services are made available to our customers, in an amount that reflects the consideration we are contractually and legally entitled to in exchange for those services. We determine revenue recognition through the following steps: - Identification of the contract, or contracts, with a customer - Identification of the performance obligations in the contract - Determination of the transaction price - Allocation of the transaction price to the performance obligations in the contract - Recognition of revenue when, or as, we satisfy a performance obligation Recurring Revenues Recurring revenues consists of recurring subscriptions from customers that utilize our Fulfillment, Analytics and Other cloud-based supply chain management solutions. Revenue for these solutions is generally recognized on a ratable basis over the contract term beginning on the date that our service is made available to the customer. Our contracts with our recurring revenue customers are recurring in nature, ranging from monthly to annual, and generally allow the customer to cancel the contract for any reason with 30 to 90 days’ notice. Timing of billings varies by customer and by contract type and are either in advance or within 30 days of the service being performed. The deferred revenue liabilities for recurring revenue contracts are for one year or less and recognized on a ratable basis over the contract term. We have applied the optional exemption under ASC 606-10-50-14(a) and will not disclose information about the remaining performance obligations for contracts which have original durations of one year or less. One-time Revenues One-time revenues consist of set-up fees from customers and miscellaneous one-time fees. Set-up fees are specific for each connection a customer has with a trading partner and many of our customers have connections with numerous trading partners. Set-up fees related to our cloud-based supply chain management solutions are nonrefundable upfront fees that are necessary for our customers to utilize our cloud-based services. These set-up fees do not provide any standalone value to our customers. Except for our Analytics platform, we have determined the set-up fees represent a material renewal option right to our customers as they will not be incurred again upon renewal. These set-up fees and related costs are deferred and recognized ratably over two years, which is the estimated connection life between the customer and the trading partner. For our Analytics platform, we have determined the set-up fees do not represent a material customer renewal right and, as such, are deferred and recognized ratably over the estimated initial contract term, which is one year. The table below presents the activity of the portion of the deferred revenue liability relating to set-up fees (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2018 2017 2018 2017 Balances, at beginning of period $ 9,886 $ 10,280 $ 10,031 $ 9,995 Invoiced set-up fees 2,697 2,450 7,807 8,063 Amortized set-up fees (2,596 ) (2,634 ) (7,851 ) (7,962 ) Balances, at end of period $ 9,987 $ 10,096 $ 9,987 $ 10,096 The entire balance of set-up fees will be recognized within two years and, as such, current amounts will be recognized in the next 1-12 months and long-term amounts will be recognized in the next 13-24 months. Miscellaneous one-time fees consist of professional services and testing and certification. The deferred revenue liability for these one-time fees are for one year or less and recognized at the time service is provided. We have applied the optional exemption under ASC 606-10-50-14(a) and will not disclose information about the remaining performance obligations for contracts which have original durations of one year or less. Deferred Costs Deferred costs consist of costs to obtain customer contracts, such as commissions paid to sales personnel and to third-party partners for customer referrals, and costs to fulfill customer contracts, such as customer implementation costs. Sales commissions relating to recurring revenues are considered incremental and recoverable costs of obtaining a contract with our customer. These commissions are calculated based on estimated annual recurring revenue to be generated over the customer’s initial contract year. These costs are deferred and amortized over the expected period of benefit which we have determined to be two years. Amortization expense is included in sales and marketing expenses in the accompanying condensed consolidated statements of operations. The table below presents the activity of deferred costs and amortization of set-up fees (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2018 2017 2018 2017 Balances, at beginning of period $ 42,544 $ 35,332 $ 39,933 $ 32,117 Incurred deferred costs 12,391 11,294 36,807 32,142 Amortized deferred costs (11,204 ) (9,316 ) (33,009 ) (26,949 ) Balances, at end of period $ 43,731 $ 37,310 $ 43,731 $ 37,310 There was no impairment loss in relation to the costs capitalized for the periods presented. |