Document_and_Entity_Informatio
Document and Entity Information | 3 Months Ended | |
Mar. 31, 2015 | 7-May-15 | |
Document and Entity Information [Abstract] | ||
Entity Registrant Name | RACKSPACE HOSTING, INC. | |
Entity Central Index Key | 1107694 | |
Current Fiscal Year End Date | -19 | |
Entity Filer Category | Large Accelerated Filer | |
Document Type | 10-Q | |
Document Period End Date | 31-Mar-15 | |
Document Fiscal Year Focus | 2015 | |
Document Fiscal Period Focus | Q1 | |
Amendment Flag | FALSE | |
Entity Common Stock, Shares Outstanding | 142,818,367 |
Consolidated_Balance_Sheets
Consolidated Balance Sheets (USD $) | Mar. 31, 2015 | Dec. 31, 2014 |
In Millions, unless otherwise specified | ||
Current assets: | ||
Cash and cash equivalents | $275.70 | $213.50 |
Accounts receivable, net of allowance for doubtful accounts and customer credits of $5.3 as of December 31, 2014 and $6.5 as of March 31, 2015 | 154 | 156.5 |
Deferred income taxes | 8 | 9.3 |
Prepaid expenses | 32.3 | 33.6 |
Other current assets | 9.1 | 8.8 |
Total current assets | 479.1 | 421.7 |
Property and equipment, net | 1,068.80 | 1,057.70 |
Goodwill | 81.1 | 81.1 |
Intangible assets, net | 14.6 | 16.6 |
Other non-current assets | 48.7 | 47.2 |
Total assets | 1,692.30 | 1,624.30 |
Current liabilities: | ||
Accounts payable and accrued expenses | 135.1 | 137.3 |
Accrued compensation and benefits | 68.8 | 66.7 |
Income and other taxes payable | 10.9 | 11.8 |
Deferred revenue | 24.6 | 20.9 |
Capital lease obligations | 9.9 | 15 |
Debt | 0.1 | 25.1 |
Total current liabilities | 249.4 | 276.8 |
Non-current liabilities: | ||
Deferred revenue | 1.5 | 1.4 |
Capital lease obligations | 0.8 | 1.5 |
Finance lease obligations for build-to-suit leases | 146.6 | 117.4 |
Deferred income taxes | 60.8 | 71.2 |
Deferred rent | 50 | 49.9 |
Other liabilities | 30.3 | 32.3 |
Total liabilities | 539.4 | 550.5 |
COMMITMENTS AND CONTINGENCIES | ||
Stockholders' equity: | ||
Common stock, $0.001 par value per share: 300,000,000 shares authorized; 140,945,171 shares issued and outstanding as of December 31, 2014; 142,694,732 shares issued and outstanding as of March 31, 2015 | 0.1 | 0.1 |
Additional paid-in capital | 757.9 | 696 |
Accumulated other comprehensive loss | -31.9 | -20.7 |
Retained earnings | 426.8 | 398.4 |
Total stockholders’ equity | 1,152.90 | 1,073.80 |
Total liabilities and stockholders' equity | $1,692.30 | $1,624.30 |
Consolidated_Balance_Sheets_Pa
Consolidated Balance Sheets (Parentheticals) (USD $) | Mar. 31, 2015 | Dec. 31, 2014 |
In Millions, except Share data, unless otherwise specified | ||
Current assets: | ||
Allowance for doubtful accounts and customer credits | $6.50 | $5.30 |
Stockholders' equity: | ||
Common stock, par value | $0.00 | $0.00 |
Common stock, shares authorized | 300,000,000 | 300,000,000 |
Common stock, shares issued | 142,694,732 | 140,945,171 |
Common stock, shares outstanding | 142,694,732 | 140,945,171 |
Consolidated_Statements_of_Com
Consolidated Statements of Comprehensive Income (USD $) | 3 Months Ended | |
In Millions, except Per Share data, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
Net revenue | $480.20 | $421 |
Costs and expenses: | ||
Cost of revenue | 161.3 | 140.4 |
Research and development | 32 | 25.2 |
Sales and marketing | 59 | 57.4 |
General and administrative | 86.6 | 71.1 |
Depreciation and amortization | 96.9 | 87.8 |
Total costs and expenses | 435.8 | 381.9 |
Income from operations | 44.4 | 39.1 |
Other income (expense): | ||
Interest expense | -0.4 | -0.5 |
Interest and other income (expense) | -2 | 0.3 |
Total other income (expense) | -2.4 | -0.2 |
Income before income taxes | 42 | 38.9 |
Income taxes | 13.6 | 13.5 |
Net income | 28.4 | 25.4 |
Other comprehensive income, net of tax | ||
Foreign currency translation adjustments | -11.2 | 2.9 |
Other comprehensive income (loss) | -11.2 | 2.9 |
Comprehensive income | $17.20 | $28.30 |
Net income per share | ||
Basic | $0.20 | $0.18 |
Diluted | $0.20 | $0.18 |
Weighted average number of shares outstanding | ||
Basic | 141.4 | 141 |
Diluted | 144.2 | 143.8 |
Consolidated_Statements_of_Cas
Consolidated Statements of Cash Flows (USD $) | 3 Months Ended | |
In Millions, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
Cash Flows From Operating Activities | ||
Net income | $28.40 | $25.40 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation and amortization | 96.9 | 87.8 |
Deferred income taxes | -14.7 | -10.1 |
Share-based compensation expense | 20 | 12.7 |
Excess tax benefits from share-based compensation arrangements | -20.2 | -15.1 |
Other operating activities | 2.8 | 2 |
Changes in operating assets and liabilities: | ||
Accounts receivable | -1.8 | 3.9 |
Prepaid expenses and other current assets | 0.8 | 3.3 |
Accounts payable, accrued expenses, and other current liabilities | 26.9 | 30.3 |
Deferred revenue | 4.3 | -2.1 |
Deferred rent | 0.4 | 2.3 |
Other non-current assets and liabilities | 1.5 | 1.3 |
Net cash provided by operating activities | 145.3 | 141.7 |
Cash Flows From Investing Activities | ||
Purchases of property and equipment | -92.5 | -85 |
All other investing activities | 0.7 | 0.5 |
Net cash used in investing activities | -91.8 | -84.5 |
Cash Flows From Financing Activities | ||
Principal payments of capital and build-to-suit leases | -5.6 | -12.5 |
Repayments of debt | -25.1 | -0.1 |
Payments for deferred acquisition obligations | -0.1 | -0.1 |
Receipt of Texas Enterprise Fund grant | 0 | 5.5 |
Shares of common stock withheld for employee taxes | 0 | -13.6 |
Proceeds from employee stock plans | 21.8 | 2.1 |
Excess tax benefits from share-based compensation arrangements | 20.2 | 15.1 |
Net cash provided by (used in) financing activities | 11.2 | -3.6 |
Effect of exchange rate changes on cash and cash equivalents | -2.5 | 0.5 |
Increase in cash and cash equivalents | 62.2 | 54.1 |
Cash and cash equivalents, beginning of period | 213.5 | 259.7 |
Cash and cash equivalents, end of period | 275.7 | 313.8 |
Supplemental Cash Flow Information | ||
Cash payments for interest, net of amount capitalized | 0.3 | 0.5 |
Cash payments for income taxes, net of refunds | $3.80 | $0.90 |
Consolidated_Statements_of_Cas1
Consolidated Statements of Cash Flows, Non-cash Investing and Financing Activities (USD $) | 3 Months Ended | |
In Millions, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
Non-Cash Purchases of Property and Equipment | ||
Non-cash purchases of property and equipment | ($2.30) | $15.70 |
Additional finance lease obligations for build-to-suit leases and other | 35.1 | 17.6 |
Acquisition of property and equipment by capital leases | ||
Non-Cash Purchases of Property and Equipment | ||
Non-cash purchases of property and equipment | 0 | 0.9 |
Increase (decrease) in property and equipment in accounts payable and accrued expenses | ||
Non-Cash Purchases of Property and Equipment | ||
Non-cash purchases of property and equipment | ($2.30) | $14.80 |
Company_Overview_Basis_of_Pres
Company Overview, Basis of Presentation, and Summary of Significant Accounting Policies | 3 Months Ended |
Mar. 31, 2015 | |
Company Overview, Basis of Presentation, and Summary of Significant Accounting Policies [Abstract] | |
Company Overview, Basis of Presentation, and Summary of Significant Accounting Policies | Company Overview, Basis of Presentation, and Summary of Significant Accounting Policies |
Nature of Operations | |
As used in this report, the terms “Rackspace,” “Rackspace Hosting,” “we,” “our company,” “the company,” “us,” or “our” refer to Rackspace® Hosting, Inc. and its subsidiaries. Rackspace Hosting, Inc., through its operating subsidiaries, is a provider of cloud computing services, managing web-based IT systems for small and medium-sized businesses as well as large enterprises. We focus on providing a service experience for our customers, which we call Fanatical Support®. | |
Our operations began in 1998 as a limited partnership, and Rackspace Hosting, Inc. was incorporated in Delaware in March 2000. | |
Basis of Consolidation | |
The accompanying consolidated financial statements include the accounts of Rackspace Hosting, Inc. and our wholly-owned subsidiaries, which include, among others, Rackspace US, Inc., our domestic operating entity, and Rackspace Limited, our United Kingdom operating entity. Intercompany transactions and balances have been eliminated in consolidation. | |
Foreign currency translation adjustments arising from differences in exchange rates from period to period are included in the foreign currency translation adjustment account in accumulated other comprehensive income (loss). There were no income taxes allocated to foreign currency translation adjustments during the three months ended March 31, 2014 or 2015. | |
Unaudited Interim Financial Information | |
The accompanying consolidated financial statements as of March 31, 2015, and for the three months ended March 31, 2014 and 2015, are unaudited and have been prepared in accordance with accounting principles generally accepted in the United States (“GAAP”) for interim financial information and Rule 10-01 of Regulation S-X. Accordingly, they do not include all financial information and disclosures required by GAAP for complete financial statements, and certain information and footnote disclosures normally included in financial statements prepared in accordance with GAAP have been condensed or omitted. These unaudited interim consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto as of December 31, 2014 included in our Annual Report on Form 10-K filed with the Securities and Exchange Commission on March 2, 2015 (the "2014 Annual Consolidated Financial Statements"). The unaudited interim consolidated financial statements have been prepared on the same basis as the 2014 Annual Consolidated Financial Statements and, in the opinion of management, reflect all adjustments, which include normal recurring adjustments, necessary for a fair statement of our financial position as of March 31, 2015, our results of operations for the three months ended March 31, 2014 and 2015, and our cash flows for the three months ended March 31, 2014 and 2015. | |
The results of operations for the three months ended March 31, 2015 are not necessarily indicative of the results of operations to be expected for the year ending December 31, 2015, or for any other interim period, or for any other future year. | |
Use of Estimates | |
The preparation of consolidated financial statements in conformity with GAAP requires us 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 consolidated financial statements and reported amounts of revenue and expenses during the reporting period. On an ongoing basis, we evaluate our estimates, including those related to accounts receivable and customer credits, property and equipment, fair values of intangible assets and goodwill, useful lives of intangible assets, fair value of share-based compensation, contingencies, and income taxes, among others. We base our estimates on historical experience and on various other assumptions that we believe to be reasonable, the results of which form the basis for making judgments about the carrying values of assets and liabilities. Actual results could differ from our estimates. | |
Significant Accounting Policies and Estimates | |
Our 2014 Annual Consolidated Financial Statements include an additional discussion of the significant accounting policies and estimates used in the preparation of our consolidated financial statements. There were no material changes to our significant accounting policies and estimates during the three months ended March 31, 2015. | |
Recent Accounting Pronouncements Not Yet Adopted | |
In May 2014, the Financial Accounting Standards Board ("FASB") issued guidance to clarify principles for recognizing revenue and to develop a common revenue standard for GAAP and International Financial Reporting Standards. The core principle of the guidance is that an entity should recognize revenue to depict 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. In addition, the standard requires capitalization of incremental costs to obtain a contract and significantly expanded quantitative and qualitative disclosures. The standard is effective for annual reporting periods beginning after December 15, 2016, however, the FASB has proposed a one year deferral of the effective date. If this proposal is approved, early adoption would be permitted as of the original effective date. Upon adoption, the new guidance will be applied retrospectively using one of two methods. One method is to apply the guidance retrospectively to each prior period presented with practical expedients available. The second method is to apply the guidance retrospectively with the cumulative effect of initially applying the standard recognized at the date of initial application. We are evaluating the impact on our consolidated financial statements of adopting this new accounting standard. |
Net_Income_Per_Share
Net Income Per Share | 3 Months Ended | ||||||||
Mar. 31, 2015 | |||||||||
Earnings Per Share [Abstract] | |||||||||
Net Income Per Share | Net Income Per Share | ||||||||
The following table sets forth the computation of basic and diluted net income per share: | |||||||||
Three Months Ended March 31, | |||||||||
(In millions, except per share data) | 2014 | 2015 | |||||||
Basic net income per share: | |||||||||
Net income | $ | 25.4 | $ | 28.4 | |||||
Weighted average shares outstanding: | |||||||||
Common stock | 141 | 141.4 | |||||||
Number of shares used in per share computations | 141 | 141.4 | |||||||
Net income per share | $ | 0.18 | $ | 0.2 | |||||
Diluted net income per share: | |||||||||
Net income | $ | 25.4 | $ | 28.4 | |||||
Weighted average shares outstanding: | |||||||||
Common stock | 141 | 141.4 | |||||||
Stock options, awards and employee share purchase plans | 2.8 | 2.8 | |||||||
Number of shares used in per share computations | 143.8 | 144.2 | |||||||
Net income per share | $ | 0.18 | $ | 0.2 | |||||
We excluded 6.9 million and 2.5 million potential common shares from the computation of dilutive net income per share for the three months ended March 31, 2014 and 2015, respectively, because the effect would have been anti-dilutive. |
Property_and_Equipment_net
Property and Equipment, net | 3 Months Ended | |||||||||||||
Mar. 31, 2015 | ||||||||||||||
Property, Plant and Equipment [Abstract] | ||||||||||||||
Property and Equipment, net | Property and Equipment, net | |||||||||||||
Property and equipment consisted of: | ||||||||||||||
(Dollar amounts in millions) | Estimated Useful Lives | December 31, | March 31, | |||||||||||
2014 | 2015 | |||||||||||||
Computers and equipment | 3 | - | 5 | years | $ | 1,495.20 | $ | 1,538.40 | ||||||
Computer software | 1 | - | 5 | years | 318.9 | 338.2 | ||||||||
Furniture and fixtures | 7 | years | 56.7 | 58.3 | ||||||||||
Buildings and leasehold improvements | 2 | - | 30 | years | 253.6 | 301.7 | ||||||||
Land | 27.9 | 27.4 | ||||||||||||
Property and equipment, at cost | 2,152.30 | 2,264.00 | ||||||||||||
Less accumulated depreciation and amortization | (1,249.5 | ) | (1,317.1 | ) | ||||||||||
Work in process | 154.9 | 121.9 | ||||||||||||
Property and equipment, net | $ | 1,057.70 | $ | 1,068.80 | ||||||||||
At December 31, 2014, the work in process balance consisted of build outs of $51.3 million for office facilities, $80.5 million for data centers, and $23.1 million for capitalized software and other projects. At March 31, 2015, the work in process balance consisted of build outs of $59.7 million for office facilities, $46.2 million for data centers, and $16.0 million for capitalized software and other projects. During the first quarter of 2015, we placed into service and began depreciating $51.4 million of construction costs related to the completed portion of a data center in the U.K., for which we are deemed the owner for accounting purposes. See Note 4. "Build-to-Suit Leases" for more information. | ||||||||||||||
For the three months ended March 31, 2015, we capitalized non-cash interest of $1.8 million related to finance lease obligations for build-to-suit leases. There was no interest capitalized during the three months ended March 31, 2014. |
BuildtoSuit_Leases
Build-to-Suit Leases | 3 Months Ended |
Mar. 31, 2015 | |
Leases [Abstract] | |
Build-to-Suit Leases | Build-to-Suit Leases |
We have entered into multiple complex real estate development and build-to-suit lease arrangements with independent real estate developers to design, construct and lease certain real estate projects. While the independent developers legally own the real estate projects and must finance the overall construction, we agreed to fund certain structural improvements and/or retain obligations related to certain potential construction cost overruns. As a result of our involvement during the construction period, we are considered the owner of the construction project, for accounting purposes only. We have recorded construction costs for these projects as an asset and a corresponding long-term liability within "Property and equipment, net" and "Finance lease obligations for build-to-suit leases," respectively, on our consolidated balance sheets. | |
When construction of a project is complete, we evaluate whether the build-to-suit lease arrangement qualifies for sales recognition under sale-leaseback accounting guidance. If the lease meets the criteria to qualify as a sale-leaseback, the asset and liability can be derecognized and the lease is accounted for as an operating lease with rent expense recognized over the lease term. If the sale-leaseback criteria are not met, the asset and liability remain on our consolidated balance sheets. The asset is then depreciated over the term of the lease and rental payments under the lease are recorded as a reduction of the liability and interest expense. | |
During the first quarter of 2015, we changed our non-current liability account title for finance lease obligations for assets under construction to finance lease obligations for build-to-suit leases. This non-current liability account now includes all build-to-suit finance lease obligations, including those for assets under construction as well as projects that did not qualify as a sale-leaseback at the completion of construction. As a result, finance obligations of $7.4 million as of December 31, 2014 and March 31, 2015, respectively, associated with build-to-suit construction projects that have failed sale leaseback, have been reclassified from capital lease obligations to finance lease obligations for build-to-suit leases in the consolidated balance sheets. Such amount as of December 31, 2014 was reclassified to conform to the current period presentation. | |
During the first quarter of 2015, construction of one of these real estate projects, a data center in the U.K., was partially completed. However, since the project is considered one unit of accounting, we will not perform a sale-leaseback analysis until the entire project is complete. As a result, we placed into service and began depreciating $51.4 million of construction costs related to the completed portion of the project as building and leasehold improvements within "Property and equipment, net" on our consolidated balance sheets. The lease on a portion of the project commenced during the first quarter of 2015 and rental payments are recorded as a reduction of the corresponding liability and as interest expense. At the end of the lease term, we will derecognize the remaining asset and liability balances. | |
As of December 31, 2014 and March 31, 2015 we had $117.4 million and $146.6 million, respectively, of finance lease obligations for build-to-suit leases related to real estate projects either completed or under construction for which we are deemed the accounting owner. |
Contingencies
Contingencies | 3 Months Ended |
Mar. 31, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | |
Contingencies | Contingencies |
We have contingent liabilities resulting from various litigation, claims and commitments. We record accruals for loss contingencies when losses are considered probable and can be reasonably estimated. The amount that will ultimately be paid related to these matters may differ from the recorded accruals, and the timing of such payments is uncertain. | |
We are a party to various claims that certain of our products, services, and technologies infringe the intellectual property rights of others. Adverse results in these lawsuits may include awards of substantial monetary damages, costly royalty or licensing agreements, or orders preventing us from offering certain features, products, or services, and may also cause us to change our business practices and require development of non-infringing products or technologies, which could result in a loss of revenue for us and otherwise harm our business. We have disputed the allegations of wrongdoing in these proceedings and intend to vigorously defend ourselves in all such matters. | |
We cannot predict the impact, if any, that any of the matters described above may have on our business, results of operations, financial position, or cash flows. Because of the inherent uncertainties of such matters, including the early stage and lack of specific damage claims in many of them, we cannot estimate the range of possible losses from them. |
ShareBased_Compensation
Share-Based Compensation | 3 Months Ended | ||||||||
Mar. 31, 2015 | |||||||||
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |||||||||
Share-Based Compensation | Share-Based Compensation | ||||||||
We have granted equity awards to our employees and directors in the form of stock options and restricted stock. The exercise price of all stock options granted is not less than 100% of the fair market value of a share of common stock as of the date of grant. The stock options granted vest ratably over a four-year period. All stock options expire seven to ten years following the grant date. The restricted stock generally vests ratably over a four-year period. Certain key executives have received restricted stock grants that cliff-vest over various terms from one to three years. Vesting of these grants are generally based on predetermined market and/or performance conditions. | |||||||||
The composition of the equity awards outstanding as of December 31, 2014 and March 31, 2015 was as follows: | |||||||||
(in millions) | December 31, | March 31, | |||||||
2014 | 2015 | ||||||||
Restricted stock | 4.3 | 4.1 | |||||||
Stock options | 6.8 | 5.2 | |||||||
Total outstanding awards | 11.1 | 9.3 | |||||||
We also have an Employee Stock Purchase Plan (the "ESPP"). Under the ESPP, eligible employees may purchase a limited number of shares of our common stock at the lesser of 85% of the market value on the enrollment date or 85% of the market value on the purchase date. The ESPP is made up of a series of offering periods. Each offering period has a maximum term of 24 months and is divided into semi-annual purchase intervals. Eligible employees may enroll at the beginning of any semi-annual purchase interval. | |||||||||
Share-Based Compensation Expense | |||||||||
Share-based compensation expense was recognized as follows: | |||||||||
Three Months Ended March 31, | |||||||||
(in millions) | 2014 | 2015 | |||||||
Cost of revenue | $ | 3.8 | $ | 4 | |||||
Research and development | 2.8 | 3.2 | |||||||
Sales and marketing | 2.1 | 2.7 | |||||||
General and administrative | 4 | 10.1 | |||||||
Pre-tax share-based compensation | 12.7 | 20 | |||||||
Less: Income tax benefit | (4.4 | ) | (6.5 | ) | |||||
Total share-based compensation expense, net of tax | $ | 8.3 | $ | 13.5 | |||||
As of March 31, 2015, there was $163.1 million of total unrecognized compensation cost related to restricted stock, stock options and the ESPP, which will be recognized using the straight-line method over a weighted average period of 2.4 years. |
Taxes
Taxes | 3 Months Ended |
Mar. 31, 2015 | |
Income Tax Disclosure [Abstract] | |
Taxes | Taxes |
We are subject to U.S. federal income tax and various state, local, and international income taxes in numerous jurisdictions. Our domestic and international tax liabilities are subject to the allocation of revenue and expenses in different jurisdictions and the timing of recognizing revenue and expenses. As such, our effective tax rate is impacted by the geographical distribution of income and mix of profits in the various jurisdictions. Additionally, the amount of income taxes paid is subject to our interpretation of applicable tax laws in the jurisdictions in which we file. | |
We expect a taxable profit in the U.S. and U.K. for the full year 2015 before consideration of excess tax benefits, and therefore we anticipate utilizing benefits of tax deductions related to stock compensation in 2015. As a result, we have recognized an excess tax benefit in the U.S. and U.K. during the current period. |
Summary_of_Significant_Account
Summary of Significant Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 2015 | |
Accounting Policies [Abstract] | |
Basis of Consolidation | The accompanying consolidated financial statements include the accounts of Rackspace Hosting, Inc. and our wholly-owned subsidiaries, which include, among others, Rackspace US, Inc., our domestic operating entity, and Rackspace Limited, our United Kingdom operating entity. Intercompany transactions and balances have been eliminated in consolidation. |
Foreign Currency Translation | Foreign currency translation adjustments arising from differences in exchange rates from period to period are included in the foreign currency translation adjustment account in accumulated other comprehensive income (loss). There were no income taxes allocated to foreign currency translation adjustments during the three months ended March 31, 2014 or 2015. |
Basis of Accounting | The accompanying consolidated financial statements as of March 31, 2015, and for the three months ended March 31, 2014 and 2015, are unaudited and have been prepared in accordance with accounting principles generally accepted in the United States (“GAAP”) for interim financial information and Rule 10-01 of Regulation S-X. Accordingly, they do not include all financial information and disclosures required by GAAP for complete financial statements, and certain information and footnote disclosures normally included in financial statements prepared in accordance with GAAP have been condensed or omitted. These unaudited interim consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto as of December 31, 2014 included in our Annual Report on Form 10-K filed with the Securities and Exchange Commission on March 2, 2015 (the "2014 Annual Consolidated Financial Statements"). The unaudited interim consolidated financial statements have been prepared on the same basis as the 2014 Annual Consolidated Financial Statements and, in the opinion of management, reflect all adjustments, which include normal recurring adjustments, necessary for a fair statement of our financial position as of March 31, 2015, our results of operations for the three months ended March 31, 2014 and 2015, and our cash flows for the three months ended March 31, 2014 and 2015. |
The results of operations for the three months ended March 31, 2015 are not necessarily indicative of the results of operations to be expected for the year ending December 31, 2015, or for any other interim period, or for any other future year. | |
Use of Estimates | The preparation of consolidated financial statements in conformity with GAAP requires us 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 consolidated financial statements and reported amounts of revenue and expenses during the reporting period. On an ongoing basis, we evaluate our estimates, including those related to accounts receivable and customer credits, property and equipment, fair values of intangible assets and goodwill, useful lives of intangible assets, fair value of share-based compensation, contingencies, and income taxes, among others. We base our estimates on historical experience and on various other assumptions that we believe to be reasonable, the results of which form the basis for making judgments about the carrying values of assets and liabilities. Actual results could differ from our estimates. |
Recent Accounting Pronouncements Not Yet Adopted | In May 2014, the Financial Accounting Standards Board ("FASB") issued guidance to clarify principles for recognizing revenue and to develop a common revenue standard for GAAP and International Financial Reporting Standards. The core principle of the guidance is that an entity should recognize revenue to depict 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. In addition, the standard requires capitalization of incremental costs to obtain a contract and significantly expanded quantitative and qualitative disclosures. The standard is effective for annual reporting periods beginning after December 15, 2016, however, the FASB has proposed a one year deferral of the effective date. If this proposal is approved, early adoption would be permitted as of the original effective date. Upon adoption, the new guidance will be applied retrospectively using one of two methods. One method is to apply the guidance retrospectively to each prior period presented with practical expedients available. The second method is to apply the guidance retrospectively with the cumulative effect of initially applying the standard recognized at the date of initial application. We are evaluating the impact on our consolidated financial statements of adopting this new accounting standard. |
Real Estate Held for Development and Sale | We have entered into multiple complex real estate development and build-to-suit lease arrangements with independent real estate developers to design, construct and lease certain real estate projects. While the independent developers legally own the real estate projects and must finance the overall construction, we agreed to fund certain structural improvements and/or retain obligations related to certain potential construction cost overruns. As a result of our involvement during the construction period, we are considered the owner of the construction project, for accounting purposes only. We have recorded construction costs for these projects as an asset and a corresponding long-term liability within "Property and equipment, net" and "Finance lease obligations for build-to-suit leases," respectively, on our consolidated balance sheets. |
When construction of a project is complete, we evaluate whether the build-to-suit lease arrangement qualifies for sales recognition under sale-leaseback accounting guidance. If the lease meets the criteria to qualify as a sale-leaseback, the asset and liability can be derecognized and the lease is accounted for as an operating lease with rent expense recognized over the lease term. If the sale-leaseback criteria are not met, the asset and liability remain on our consolidated balance sheets. The asset is then depreciated over the term of the lease and rental payments under the lease are recorded as a reduction of the liability and interest expense. | |
Contingencies | We have contingent liabilities resulting from various litigation, claims and commitments. We record accruals for loss contingencies when losses are considered probable and can be reasonably estimated. The amount that will ultimately be paid related to these matters may differ from the recorded accruals, and the timing of such payments is uncertain. |
Net_Income_Per_Share_Tables
Net Income Per Share (Tables) | 3 Months Ended | ||||||||
Mar. 31, 2015 | |||||||||
Earnings Per Share [Abstract] | |||||||||
Computation of Basic and Diluted Net Income Per Share | The following table sets forth the computation of basic and diluted net income per share: | ||||||||
Three Months Ended March 31, | |||||||||
(In millions, except per share data) | 2014 | 2015 | |||||||
Basic net income per share: | |||||||||
Net income | $ | 25.4 | $ | 28.4 | |||||
Weighted average shares outstanding: | |||||||||
Common stock | 141 | 141.4 | |||||||
Number of shares used in per share computations | 141 | 141.4 | |||||||
Net income per share | $ | 0.18 | $ | 0.2 | |||||
Diluted net income per share: | |||||||||
Net income | $ | 25.4 | $ | 28.4 | |||||
Weighted average shares outstanding: | |||||||||
Common stock | 141 | 141.4 | |||||||
Stock options, awards and employee share purchase plans | 2.8 | 2.8 | |||||||
Number of shares used in per share computations | 143.8 | 144.2 | |||||||
Net income per share | $ | 0.18 | $ | 0.2 | |||||
Property_and_Equipment_net_Tab
Property and Equipment, net (Tables) | 3 Months Ended | |||||||||||||
Mar. 31, 2015 | ||||||||||||||
Property, Plant and Equipment [Abstract] | ||||||||||||||
Property and Equipment | Property and equipment consisted of: | |||||||||||||
(Dollar amounts in millions) | Estimated Useful Lives | December 31, | March 31, | |||||||||||
2014 | 2015 | |||||||||||||
Computers and equipment | 3 | - | 5 | years | $ | 1,495.20 | $ | 1,538.40 | ||||||
Computer software | 1 | - | 5 | years | 318.9 | 338.2 | ||||||||
Furniture and fixtures | 7 | years | 56.7 | 58.3 | ||||||||||
Buildings and leasehold improvements | 2 | - | 30 | years | 253.6 | 301.7 | ||||||||
Land | 27.9 | 27.4 | ||||||||||||
Property and equipment, at cost | 2,152.30 | 2,264.00 | ||||||||||||
Less accumulated depreciation and amortization | (1,249.5 | ) | (1,317.1 | ) | ||||||||||
Work in process | 154.9 | 121.9 | ||||||||||||
Property and equipment, net | $ | 1,057.70 | $ | 1,068.80 | ||||||||||
ShareBased_Compensation_Tables
Share-Based Compensation (Tables) | 3 Months Ended | ||||||||
Mar. 31, 2015 | |||||||||
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |||||||||
Composition of equity awards outstanding | The composition of the equity awards outstanding as of December 31, 2014 and March 31, 2015 was as follows: | ||||||||
(in millions) | December 31, | March 31, | |||||||
2014 | 2015 | ||||||||
Restricted stock | 4.3 | 4.1 | |||||||
Stock options | 6.8 | 5.2 | |||||||
Total outstanding awards | 11.1 | 9.3 | |||||||
Allocation of share-based compensation expense to income statement line items | Share-based compensation expense was recognized as follows: | ||||||||
Three Months Ended March 31, | |||||||||
(in millions) | 2014 | 2015 | |||||||
Cost of revenue | $ | 3.8 | $ | 4 | |||||
Research and development | 2.8 | 3.2 | |||||||
Sales and marketing | 2.1 | 2.7 | |||||||
General and administrative | 4 | 10.1 | |||||||
Pre-tax share-based compensation | 12.7 | 20 | |||||||
Less: Income tax benefit | (4.4 | ) | (6.5 | ) | |||||
Total share-based compensation expense, net of tax | $ | 8.3 | $ | 13.5 | |||||
Company_Overview_Basis_of_Pres1
Company Overview, Basis of Presentation, and Summary of Significant Accounting Policies (Details) (USD $) | 3 Months Ended | |
Mar. 31, 2015 | Mar. 31, 2014 | |
Foreign Currency | ||
Income tax expense allocated to foreign currency translation adjustments | $0 | $0 |
Net_Income_Per_Share_Details
Net Income Per Share (Details) (USD $) | 3 Months Ended | |
In Millions, except Per Share data, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
Basic net income per share: | ||
Net income | $28.40 | $25.40 |
Weighted average shares outstanding: | ||
Common stock | 141.4 | 141 |
Number of shares used in per share computations | 141.4 | 141 |
Net income per share - basic | $0.20 | $0.18 |
Diluted net income per share: | ||
Net income | $28.40 | $25.40 |
Weighted average shares outstanding: | ||
Common stock | 141.4 | 141 |
Stock options, awards and employee share purchase plans | 2.8 | 2.8 |
Number of shares used in per share computations | 144.2 | 143.8 |
Net income per share - diluted | $0.20 | $0.18 |
Number of potential common shares excluded from the computation of dilutive net income per share because the effect would have been anti-dilutive | 2.5 | 6.9 |
Property_and_Equipment_net_Det
Property and Equipment, net (Details) (USD $) | 3 Months Ended | ||
Mar. 31, 2015 | Mar. 31, 2014 | Dec. 31, 2014 | |
Property and equipment, net | |||
Property and equipment, at cost | $2,264,000,000 | $2,152,300,000 | |
Less accumulated depreciation and amortization | -1,317,100,000 | -1,249,500,000 | |
Work in process | 121,900,000 | 154,900,000 | |
Property and equipment, net | 1,068,800,000 | 1,057,700,000 | |
Interest capitalized | 1,800,000 | 0 | |
Computers and equipment | |||
Property and equipment, net | |||
Property and equipment, at cost | 1,538,400,000 | 1,495,200,000 | |
Computers and equipment | Minimum | |||
Property and equipment, net | |||
Estimated useful lives | 3 years | ||
Computers and equipment | Maximum | |||
Property and equipment, net | |||
Estimated useful lives | 5 years | ||
Computer software | |||
Property and equipment, net | |||
Property and equipment, at cost | 338,200,000 | 318,900,000 | |
Computer software | Minimum | |||
Property and equipment, net | |||
Estimated useful lives | 1 year | ||
Computer software | Maximum | |||
Property and equipment, net | |||
Estimated useful lives | 5 years | ||
Furniture and fixtures | |||
Property and equipment, net | |||
Estimated useful lives | 7 years | ||
Property and equipment, at cost | 58,300,000 | 56,700,000 | |
Buildings and leasehold improvements | |||
Property and equipment, net | |||
Property and equipment, at cost | 301,700,000 | 253,600,000 | |
Buildings and leasehold improvements | Data center in the U.K. real estate project | |||
Property and equipment, net | |||
Construction costs placed into service | 51,400,000 | ||
Buildings and leasehold improvements | Minimum | |||
Property and equipment, net | |||
Estimated useful lives | 2 years | ||
Buildings and leasehold improvements | Maximum | |||
Property and equipment, net | |||
Estimated useful lives | 30 years | ||
Land | |||
Property and equipment, net | |||
Property and equipment, at cost | 27,400,000 | 27,900,000 | |
Office facility build outs | |||
Property and equipment, net | |||
Work in process | 59,700,000 | 51,300,000 | |
Data center build outs | |||
Property and equipment, net | |||
Work in process | 46,200,000 | 80,500,000 | |
Capitalized software and other projects | |||
Property and equipment, net | |||
Work in process | $16,000,000 | $23,100,000 |
BuildtoSuit_Leases_Details
Build-to-Suit Leases (Details) (USD $) | 3 Months Ended | |
In Millions, unless otherwise specified | Mar. 31, 2015 | Dec. 31, 2014 |
Build-to-Suit Leases | ||
Finance lease obligations for build-to-suit leases | $146.60 | $117.40 |
Build-to-suit construction projects that have failed sale leaseback | Reclassified from capital lease obligations to finance lease obligations for build-to-suit leases | ||
Build-to-Suit Leases | ||
Finance lease obligations for build-to-suit leases | 7.4 | 7.4 |
Data center in the U.K. real estate project | Buildings and leasehold improvements | ||
Build-to-Suit Leases | ||
Construction costs placed into service | $51.40 |
ShareBased_Compensation_Detail
Share-Based Compensation (Details 1) - General | 3 Months Ended | |
In Millions, unless otherwise specified | Mar. 31, 2015 | Dec. 31, 2014 |
Share-Based Compensation | ||
Restricted stock | 4.1 | 4.3 |
Stock options | 5.2 | 6.8 |
Total outstanding awards | 9.3 | 11.1 |
Stock Options | ||
Share-Based Compensation | ||
Award vesting period | 4 years | |
Stock Options | Minimum | ||
Share-Based Compensation | ||
Award expiration period | 7 years | |
Stock Options | Maximum | ||
Share-Based Compensation | ||
Award expiration period | 10 years | |
Stock Options | Grant Date | Minimum | ||
Share-Based Compensation | ||
Purchase price of common stock, as a percentage of market value | 100.00% | |
Restricted Stock | ||
Share-Based Compensation | ||
Award vesting period | 4 years | |
Restricted Stock | Certain key executives | Minimum | ||
Share-Based Compensation | ||
Award vesting period | 1 year | |
Restricted Stock | Certain key executives | Maximum | ||
Share-Based Compensation | ||
Award vesting period | 3 years | |
Employee Stock Purchase Plan | Maximum | ||
Share-Based Compensation | ||
Expected term of award | 24 months | |
Employee Stock Purchase Plan | Enrollment Date | Maximum | ||
Share-Based Compensation | ||
Purchase price of common stock, as a percentage of market value | 85.00% | |
Employee Stock Purchase Plan | Purchase Date | Maximum | ||
Share-Based Compensation | ||
Purchase price of common stock, as a percentage of market value | 85.00% |
ShareBased_Compensation_Detail1
Share-Based Compensation (Details 2) - Share-Based Compensation Expense (USD $) | 3 Months Ended | |
In Millions, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
Allocation of share-based compensation expense to income statement line items | ||
Pre-tax share-based compensation | $20 | $12.70 |
Less: Income tax benefit | -6.5 | -4.4 |
Total share-based compensation expense, net of tax | 13.5 | 8.3 |
Share-Based Compensation Expense, Aggregate Disclosures | ||
Total unrecognized compensation cost related to restricted stock, stock options and the ESPP ($) | 163.1 | |
Remaining weighted-average period over which the unrecognized compensation cost related to restricted stock, stock options and the ESPP will be recognized | 2 years 4 months 24 days | |
Cost of revenue | ||
Allocation of share-based compensation expense to income statement line items | ||
Pre-tax share-based compensation | 4 | 3.8 |
Research and development | ||
Allocation of share-based compensation expense to income statement line items | ||
Pre-tax share-based compensation | 3.2 | 2.8 |
Sales and marketing | ||
Allocation of share-based compensation expense to income statement line items | ||
Pre-tax share-based compensation | 2.7 | 2.1 |
General and administrative | ||
Allocation of share-based compensation expense to income statement line items | ||
Pre-tax share-based compensation | $10.10 | $4 |