Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Sep. 30, 2016 | Nov. 03, 2016 | |
Document And Entity Information [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Sep. 30, 2016 | |
Document Fiscal Year Focus | 2,016 | |
Document Fiscal Period Focus | Q3 | |
Trading Symbol | QUOT | |
Entity Registrant Name | Quotient Technology Inc. | |
Entity Central Index Key | 1,115,128 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 88,022,983 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) - USD ($) $ in Thousands | Sep. 30, 2016 | Dec. 31, 2015 |
Current assets: | ||
Cash and cash equivalents | $ 92,496 | $ 134,947 |
Short-term investments | 69,116 | 25,000 |
Accounts receivable, net of allowance for doubtful accounts of $931 and $833 at September 30, 2016 and December 31, 2015, respectively | 66,972 | 63,239 |
Prepaid expenses and other current assets | 8,193 | 5,297 |
Total current assets | 236,777 | 228,483 |
Property and equipment, net | 19,282 | 25,128 |
Intangible assets, net | 50,440 | 14,880 |
Goodwill | 43,895 | 43,895 |
Other assets | 1,029 | 8,685 |
Total assets | 351,423 | 321,071 |
Current liabilities: | ||
Accounts payable | 6,063 | 8,187 |
Accrued compensation and benefits | 9,955 | 15,237 |
Other current liabilities | 17,822 | 20,170 |
Deferred revenues | 7,750 | 7,342 |
Total current liabilities | 41,590 | 50,936 |
Other non-current liabilities | 70 | 5 |
Deferred rent | 2,215 | 701 |
Contingent consideration related to acquisitions | 552 | 1,407 |
Deferred tax liabilities | 2,519 | 2,532 |
Total liabilities | 46,946 | 55,581 |
Commitments and contingencies (Note 12) | ||
Stockholders’ equity: | ||
Preferred stock, $0.00001 par value—10,000,000 shares authorized and no shares issued or outstanding at September 30, 2016 and December 31, 2015 | ||
Common stock, $0.00001 par value—250,000,000 shares authorized; 97,391,192 shares issued and 87,755,940 outstanding at September 30, 2016; 89,935,381 shares issued and 81,995,286 outstanding at December 31, 2015 | 1 | 1 |
Additional paid-in capital | 643,601 | 570,588 |
Treasury stock, at cost | (96,449) | (85,427) |
Accumulated other comprehensive loss | (738) | (747) |
Accumulated deficit | (241,938) | (218,925) |
Total stockholders’ equity | 304,477 | 265,490 |
Total liabilities and stockholders’ equity | $ 351,423 | $ 321,071 |
CONDENSED CONSOLIDATED BALANCE3
CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) (Parenthetical) - USD ($) $ in Thousands | Sep. 30, 2016 | Dec. 31, 2015 |
Statement Of Financial Position [Abstract] | ||
Allowance for doubtful accounts | $ 931 | $ 833 |
Preferred stock, par value | $ 0.00001 | $ 0.00001 |
Preferred stock, shares authorized | 10,000,000 | 10,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value | $ 0.00001 | $ 0.00001 |
Common stock, shares authorized | 250,000,000 | 250,000,000 |
Common stock, shares issued | 97,391,192 | 89,935,381 |
Common stock, shares outstanding | 87,755,940 | 81,995,286 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Income Statement [Abstract] | ||||
Revenues | $ 66,470 | $ 56,467 | $ 199,768 | $ 167,896 |
Costs and expenses: | ||||
Cost of revenues | 35,126 | 22,778 | 85,500 | 66,767 |
Sales and marketing | 20,415 | 23,403 | 67,656 | 66,321 |
Research and development | 12,414 | 11,890 | 38,419 | 36,671 |
General and administrative | 10,041 | 8,382 | 32,394 | 24,740 |
Change in fair value of escrowed shares and contingent consideration, net | 105 | (238) | (963) | 1,484 |
Total costs and expenses | 78,101 | 66,215 | 223,006 | 195,983 |
Loss from operations | (11,631) | (9,748) | (23,238) | (28,087) |
Interest expense | (126) | (288) | ||
Other income (expense), net | 398 | 47 | 418 | 26 |
Gain on sale of a right to use a web domain name | 4,800 | |||
Loss before income taxes | (11,233) | (9,827) | (22,820) | (23,549) |
Provision for (benefit from) income taxes | 79 | (9) | 193 | (388) |
Net loss | $ (11,312) | $ (9,818) | $ (23,013) | $ (23,161) |
Net loss per share attributable to common stockholders, basic and diluted | $ (0.13) | $ (0.12) | $ (0.28) | $ (0.28) |
Weighted-average number of common shares used in computing net loss per share attributable to common stockholders, basic and diluted | 84,732 | 82,831 | 83,484 | 83,335 |
CONDENSED CONSOLIDATED STATEME5
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Statement Of Income And Comprehensive Income [Abstract] | ||||
Net loss | $ (11,312) | $ (9,818) | $ (23,013) | $ (23,161) |
Other comprehensive (income) loss: | ||||
Foreign currency translation adjustments | 3 | (67) | 9 | (50) |
Comprehensive loss | $ (11,309) | $ (9,885) | $ (23,004) | $ (23,211) |
CONDENSED CONSOLIDATED STATEME6
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2016 | Sep. 30, 2015 | |
Cash flows from operating activities: | ||
Net loss | $ (23,013) | $ (23,161) |
Adjustments to reconcile net loss to net cash provided by operating activities: | ||
Depreciation and amortization | 16,252 | 11,879 |
Stock-based compensation | 21,647 | 25,513 |
Amortization of debt issuance costs | 134 | |
Loss on disposal of property and equipment | 245 | 2 |
Gain on sale of a right to use a web domain name | (4,800) | |
Allowance for doubtful accounts | 237 | 46 |
Deferred income taxes | 193 | (456) |
One-time charge for certain distribution fees | 7,435 | |
Change in fair value of escrowed shares and contingent consideration, net | (963) | 1,484 |
Changes in operating assets and liabilities: | ||
Accounts receivable | (3,970) | (2,295) |
Prepaid expenses and other current assets | (596) | (2,790) |
Accounts payable and other current liabilities | (3,720) | 2,061 |
Accrued compensation and benefits | (5,180) | (3,279) |
Deferred revenues | 408 | 1,190 |
Net cash provided by operating activities | 8,975 | 5,528 |
Cash flows from investing activities: | ||
Purchases of property and equipment | (5,004) | (9,406) |
Purchase of intangible assets | (63) | (283) |
Purchase of short-term investments | (69,116) | |
Proceeds from maturity of short-term investment | 25,000 | |
Proceeds from sale of a right to use a web domain name | 4,800 | |
Net cash used in investing activities | (49,183) | (4,889) |
Cash flows from financing activities: | ||
Proceeds from issuance of common stock | 9,613 | 4,656 |
Repurchases of common stock | (11,819) | (8,852) |
Repayment of debt obligations | (7,500) | |
Principal payments on capital lease obligations | (38) | (46) |
Net cash used in financing activities | (2,244) | (11,742) |
Effect of exchange rates on cash and cash equivalents | 1 | 16 |
Net decrease in cash and cash equivalents | (42,451) | (11,087) |
Cash and cash equivalents at beginning of period | 134,947 | 201,075 |
Cash and cash equivalents at end of period | 92,496 | $ 189,988 |
Supplemental disclosure of non-cash investing and financing activities: | ||
Fair value of common stock issued in connection with a services and data agreement | $ 39,570 |
Description of Business
Description of Business | 9 Months Ended |
Sep. 30, 2016 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Description of Business | 1. Description of Business Quotient Technology Inc. (the “Company"), is a provider of digital promotions and media solutions driven by consumer-shopping data. The Company connects consumer packaged goods (“CPG”) brands and retailers with shoppers by delivering digital promotions and media to shoppers through mobile, web and social channels. Leading brands, as well as leading retailers in the grocery, drug, dollar, club and mass merchandise channels, use its platform to engage shoppers at the critical moments when they are choosing what products to buy and where to shop. The Company, which was formerly known as Coupons.com Incorporated, changed its name effective October 20, 2015, to better reflect the breadth and sophistication of its business offerings, along with its deepening relationships with Fortune 500 CPGs and retailers. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 9 Months Ended |
Sep. 30, 2016 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | 2. Summary of Significant Accounting Policies Basis of Presentation and Consolidation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“U.S. GAAP”) and applicable rules and regulations of the Securities and Exchange Commission (“SEC”) regarding interim financial reporting. Certain information and note disclosures normally included in the financial statements prepared in accordance with U.S. GAAP have been condensed or omitted pursuant to such rules and regulations. As such, the information included in this Quarterly Report on Form 10-Q should be read in conjunction with the audited consolidated financial statements and accompanying notes included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2015. The Company’s condensed consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries. All significant intercompany transactions and balances have been eliminated. The accompanying unaudited condensed consolidated financial statements reflect all normal recurring adjustments necessary to present fairly the financial position, results of operations, comprehensive loss, and cash flows for the interim periods, but are not necessarily indicative of the results of operations to be anticipated for the full year ending December 31, 2016 or for any other period. There have been no changes to the Company’s significant accounting policies described in the Annual Report on Form 10-K that have had a material impact on its condensed consolidated financial statements and related notes. Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the amounts reported and disclosed in the Company’s condensed consolidated financial statements and accompanying notes. Such management estimates include, but are not limited to, revenue recognition, collectability of accounts receivable, recoverability of non-refundable distribution fees, the valuation and useful lives of intangible assets and property and equipment, goodwill, stock-based compensation, contingent consideration and income taxes. Actual results may differ from the Company’s estimates, and such differences may be material to the accompanying condensed consolidated financial statements. When the Company delivers a digital coupon on a retailer’s website or mobile app or through its loyalty program, or the website or mobile app of a publisher, or through its Retailer iQ platform, and the consumer takes certain actions, the Company pays a distribution fee to the retailer or other publisher, which, in some cases may be prepaid prior to being incurred. During the three months ended September 30, 2016, the Company recorded a one-time charge associated with certain distribution fees under an arrangement with a retailer partner that were deemed unrecoverable. The Company considered various factors in its assessment including its historical experience with transaction volumes through the retailer and other comparative retailers, ongoing communications with the retailer to increase its marketing efforts to promote the digital platform, as well as the projected revenues, and associated revenue share payments. Accordingly, during the three months ended September 30, 2016, the Company recognized a one-time charge of $7.4 million related to such distribution fees in cost of revenues on the accompanying condensed consolidated statement of operations. As of September 30, 2016, the Company had a remaining non-refundable distribution fee prepayment balance of $0.6 million. Foreign Currency Prior to the first quarter of 2016, the functional currency of each of the Company’s international subsidiaries was the local currency, as its international subsidiaries negotiated and managed business locally with minimal involvement from the U.S. parent entity. Beginning the first quarter of 2016, the functional currency of certain international subsidiaries changed from its local currency to U.S. Dollar (“USD”). The change in functional currency was the result of changes in the Company’s international strategy primarily resulting from the acquisition of Shopmium S.A. (a private company based in France). The Company acquired Shopmium S.A. as part of its strategy to broaden international operations and subsequently, the Company reviewed its international strategy, including management of its relationships with international CPG brands, evaluation of worldwide competition and international pricing strategy, its plan to manage future billings and collections for international customers and plan to further develop the acquired technology for its subsequent use by various entities. Consequently, as part of the Company’s new international strategy and changes to the way the Company runs its business internationally, it modified its existing international structure and entered into various inter-company licensing agreements between its U.S. entity and certain international entities. As these changes were significant, the Company considered the economic factors outlined in ASC 830, Foreign Currency Matters, The change in functional currency is applied on a prospective basis beginning with our first quarter of 2016 and translation adjustments for prior periods will continue to remain as a component of accumulated other comprehensive loss. Gains (losses) from foreign currency transactions are included in other income (expense), net in the accompanying condensed consolidated statements of operations. Foreign currency transaction gains (losses) were immaterial in the three and nine months ended September 30, 2016. Recently Issued Accounting Pronouncements Accounting Pronouncements Not Yet Adopted In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standard Update (“ASU”) 2014-09— Revenue from Contracts with Customers (Topic 606), – Revenue from Contracts with Customers (Topic 606): Deferral of the Effective Date Early adoption is permitted, but not before the original effective date of the amendment, which is the first quarter of 2017. The Company In February 2016, the FASB issued ASU 2016-02— Leases (Topic 842). In March 2016, the FASB issued ASU 2016-09— Stock Compensation (Topic 718) In August 2016, the FASB issued ASU. 2016-15, Statement of Cash Flows Classification of Certain Cash Receipts and Cash Payments |
Fair Value Measurements
Fair Value Measurements | 9 Months Ended |
Sep. 30, 2016 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | 3. Fair Value Measurements The fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Fair value is estimated by applying the following hierarchy, which prioritizes the inputs used to measure fair value into three levels and bases the categorization within the hierarchy upon the lowest level of input that is available and significant to the fair value measurement: Level 1—Quoted prices in active markets for identical assets or liabilities. Level 2—Observable inputs other than quoted prices in active markets for identical assets and liabilities, quoted prices for identical or similar assets or liabilities in inactive markets, or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. Level 3—Inputs that are generally unobservable and typically reflect management’s estimate of assumptions that market participants would use in pricing the asset or liability. The Company’s fair value hierarchy for its financial assets and liabilities that are measured at fair value on a recurring basis are as follows (in thousands): September 30, 2016 Level 1 Level 2 Level 3 Total Assets: Certificate of deposits (2) — 69,116 — 69,116 Total $ — $ 69,116 $ — $ 69,116 Liabilities: Contingent consideration related to Shopmium acquisition $ — $ — $ 552 $ 552 Total $ — $ — $ 552 $ 552 December 31, 2015 Level 1 Level 2 Level 3 Total Assets: Money market funds (1) $ 19,948 $ — $ — $ 19,948 Certificate of deposit (2) — 25,000 — 25,000 Total $ 19,948 $ 25,000 $ — $ 44,948 Liabilities: Contingent consideration related to Eckim acquisition (3) $ 2,291 $ — $ — $ 2,291 Contingent consideration related to Shopmium acquisition — — 1,407 1,407 Total $ 2,291 $ — $ 1,407 $ 3,698 (1) (2) (3) The valuation technique used to measure the fair value of money market funds included using quoted prices in active markets for identical assets or liabilities. The valuation technique used to measure the fair value of certificate of deposits included using quoted prices in active markets for similar assets. The fair value of contingent consideration related to the acquisition of Shopmium S.A. (Shopmium) was estimated using a Monte Carlo simulation and was based on significant inputs not observable in the market, thus classified as a Level 3 instrument. The inputs include the expected achievement of certain revenue and profit milestones for the years ending December 31, 2016 and 2017, historical volatility and risk free interest rate. The fair value of contingent consideration related to the asset purchase agreement with Eckim LLC (Eckim) was determined based on an estimate of shares issuable to Eckim for achieving certain revenue and profit milestones at the end of the earnout period as of December 31, 2015. The inputs include the Company’s stock price and the number of shares issuable. On January 26, 2016, the Company and the sellers of Eckim agreed on performance against the milestones and the shares to be issued. Accordingly, the Company reclassified the contingent liability of $1.9 million related to Eckim to stockholder’s equity in the first quarter of 2016. The shares were issued during the second quarter of 2016. The following table represents the change in the contingent consideration (in thousands): Three Months Ended Nine Months Ended September 30, 2016 September 30, 2016 Eckim Shopmium Eckim Shopmium Level 1 Level 3 Level 1 Level 3 Balance at the beginning of period $ — $ 687 $ 2,291 $ 1,407 Change in fair value — (135 ) (348 ) (855 ) Settlement — — (1,943 ) — Balance as of September 30, 2016 $ — $ 552 $ — $ 552 For the three and nine months ended September 30, 2016, the Company recorded gains of $0.1 million and $1.2 million, respectively, related to the changes in fair value of contingent consideration. The change in fair value of Shopmium contingent consideration is due to a decline in expected revenue and profit milestones for the years ending December 31, 2016 and 2017. The change in fair value of Eckim contingent consideration is due to changes in the Company’s stock price at the valuation dates. The There were no transfers between fair value hierarchies during the three and nine months ended September 30, 2016 and 2015. |
Allowance for Doubtful Accounts
Allowance for Doubtful Accounts | 9 Months Ended |
Sep. 30, 2016 | |
Receivables [Abstract] | |
Allowance for Doubtful Accounts | 4. Allowance for Doubtful Accounts The summary of activity in the allowance for doubtful accounts is as follows (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2016 2015 2016 2015 Balance at the beginning of period $ 883 $ 245 $ 833 $ 408 Bad debt expense 86 81 237 46 Write-offs, net (38 ) (24 ) (139 ) (152 ) Balance as of September30, 2016 $ 931 $ 302 $ 931 $ 302 |
Balance Sheet Components
Balance Sheet Components | 9 Months Ended |
Sep. 30, 2016 | |
Balance Sheet Related Disclosures [Abstract] | |
Balance Sheet Components | 5. Balance Sheet Components Property and Equipment, Net Property and equipment consist of the following (in thousands): September 30, 2016 December 31, 2015 Software $ 32,656 $ 33,139 Computer equipment 22,535 21,186 Leasehold improvements 8,390 4,721 Furniture and fixtures 2,372 1,670 Total 65,953 60,716 Accumulated depreciation and amortization (47,912 ) (39,124 ) Projects in process 1,241 3,536 Property and equipment, net $ 19,282 $ 25,128 Depreciation and amortization expense related to property and equipment was $4.1 million and $3.3 million for the three months ended September 30, 2016 and 2015, respectively, and $12.0 million and $9.6 million for the nine months ended September 30, 2016 and 2015, respectively. The Company capitalized internal use software development and enhancement costs of $0.3 million during each of the three months ended September 30, 2016, and 2015, and Accrued Compensation and Benefits Accrued compensation and benefits consist of the following (in thousands): September 30, 2016 December 31, 2015 Bonus $ 3,825 $ 6,858 Commissions 1,943 3,645 Vacation 1,918 2,118 Payroll and related expenses 2,269 2,616 Accrued compensation and benefits $ 9,955 $ 15,237 Other Current Liabilities Other current liabilities consist of the following (in thousands): September 30, 2016 December 31, 2015 Distribution fees $ 12,113 $ 8,349 Marketing expenses 1,853 3,336 Deferred rent, current 345 346 Legal and professional fees 335 745 Contingent consideration — 2,291 Other 3,176 5,103 Other current liabilities $ 17,822 $ 20,170 |
Intangible Assets
Intangible Assets | 9 Months Ended |
Sep. 30, 2016 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Intangible Assets | 6. Intangible Assets On August 3, 2016, the Company entered into a services and data agreement, (the “Agreement”), which provides the Company with certain exclusive rights to provide promotion and media services, and the use of shopper data, for 5.5 years, with certain rights continuing on a non-exclusive basis for up to an additional 4.5 years. In exchange, the Company agreed to issue 3,000,000 shares of common stock. The consideration for such services and data rights aggregated to $39.6 million based on the fair value of 3,000,000 shares of the Company’s common stock at the date of entering into the Agreement. Out of the 3,000,000 shares issued, 1,000,000 shares were issued within five business days of execution of the Agreement and 2,000,000 shares are held in escrow and will be released in two equal installments, within 15 business days following the years ending December 31, 2017 and 2018. The fair value of the shares held in escrow was recorded in additional paid in capital and is subject to re-measurement until released from escrow. During the three months ended September 30, 2016, the Company recorded a loss of $0.2 million due to the change in the Company’s stock price. Gains and losses as a result of the changes in the fair value of the shares that are being held in escrow are included in change in fair value of escrowed shares and contingent consideration, net on the accompanying condensed consolidated statement of operations. The consideration of $39.6 million as well as the capitalized transaction costs of $0.1 million were allocated to the acquired intangible assets based on the respective fair values. The Company is amortizing the intangible assets on a straight-line basis over their respective estimated useful lives in cost of revenues on the accompanying condensed consolidated statement of operations. The following table presents the details of the acquired intangible assets (in thousands): Amount Estimated Useful Life (Years) Promotion service rights $ 22,492 7.5 Media service rights 6,383 5.8 Data access rights 10,801 5.8 Total identifiable intangible assets $ 39,676 Intangible assets consist of the following (in thousands): September 30, 2016 Gross Accumulated Amortization Foreign Currency Translation Net Weighted Average Amortization Period (Years) Promotion service rights $ 22,492 $ (501 ) $ — $ 21,991 7.3 Data access rights 10,801 $ (314 ) — 10,487 5.6 Customer relationships 8,860 (4,567 ) (36 ) 4,257 3.3 Developed technologies 7,460 (2,768 ) (89 ) 4,603 3.6 Media service rights 6,383 (185 ) — 6,198 5.6 Domain names 5,948 (3,900 ) (9 ) 2,039 2.4 Patents 975 (705 ) — 270 5.9 Vendor relationships 890 (612 ) — 278 1.3 Registered users 420 (92 ) (11 ) 317 3.6 Trade names 167 (168 ) 1 — — $ 64,396 $ (13,812 ) $ (144 ) $ 50,440 5.8 As of September 30, 2016, the Company has a domain name with a gross value of $0.4 million that has an indefinite useful life, hence is not subject to amortization. December 31, 2015 Gross Accumulated Amortization Foreign Currency Translation Net Weighted Average Amortization Period (Years) Customer relationships $ 8,860 $ (3,345 ) $ (36 ) $ 5,479 4 Developed technologies 7,460 (1,709 ) (89 ) 5,662 4 Domain names 5,948 (3,419 ) (9 ) 2,520 3 Patents 1,050 (686 ) — 364 6 Vendor relationships 890 (445 ) — 445 2 Registered users 420 (18 ) (11 ) 391 4 Trade names 167 (149 ) 1 19 1 $ 24,795 $ (9,771 ) $ (144 ) $ 14,880 4 Amortization expense related to intangible assets subject to amortization was $2.1 million and $0.8 million during the three months ended September 30, 2016 and 2015, respectively, and $4.3 million and $2.3 million during the nine months ended September 30, 2016 and 2015, respectively. Estimated future amortization expense related to intangible assets as of September 30, 2016 is as follows (in thousands): Total 2016, remaining three months $ 2,452 2017 9,696 2018 9,419 2019 8,330 2020 6,908 2021 and beyond 13,282 Total estimated amortization expense $ 50,087 |
Debt Obligation
Debt Obligation | 9 Months Ended |
Sep. 30, 2016 | |
Debt Disclosure [Abstract] | |
Debt Obligation | 7. Debt Obligation In September 2013, the Company entered into an agreement with a commercial bank to establish an accounts receivable based revolving line of credit. During the year ended December 31, 2015, the Company terminated the line of credit and paid off the balance in full. |
Stock-Based Compensation
Stock-Based Compensation | 9 Months Ended |
Sep. 30, 2016 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Stock-Based Compensation | 8. Stock-based Compensation 2013 Equity Incentive Plan In October 2013, the Company adopted the 2013 Equity Incentive Plan (the “2013 Plan”), which became effective in March 2014 and serves as the successor to the Company’s 2006 Stock Plan (the “2006 Plan”). Under the 2013 Plan, the Company may grant stock options, stock appreciation rights, restricted stock and restricted stock units, performance shares and units to employees, directors and consultants. Stock Options The fair value of each option was estimated on the date of grant for the period presented using the following assumptions: Three Months Ended September 30, Nine Months Ended September 30, 2016 2015 2016 2015 Expected life (in years) 6.08 6.08 2.5 – 6.08 5.50 – 6.08 Risk-free interest rate 1.22% 1.67% 0.68% – 1.34% 1.67% – 1.89% Volatility 55% 60% 55% – 70% 55% – 60% Dividend yield — — — — The weighted-average grant-date fair value of options granted was $6.87 and $5.34 per share during the three months ended September 30, 2016 and 2015, respectively, and $5.25 and $5.57 per share during the nine months ended September 30, 2016 and 2015, respectively. Restricted Stock Units The fair value of RSUs equals the market value of the Company’s common stock on the date of the grant. The RSUs are excluded from issued and outstanding shares until they are vested. A summary of the Company’s stock option and RSU award activity under the 2013 Plan is as follows: RSUs Outstanding Options Outstanding Shares Available for Grant Number of Shares Weighted Average Grant Date Fair Value Number of Shares Weighted Average Exercise Price Weighted Average Remaining Contractual Term (Years) Aggregate Intrinsic Value (in Balance as of December 31, 2015 2,889,301 6,786,446 $ 13.14 8,469,666 $ 7.62 5.91 $ 19,231 Increase in shares authorized 3,279,811 Options granted (2,197,432 ) 2,197,432 $ 8.99 Options exercised — (1,898,237 ) $ 4.78 $ 11,935 Options canceled or expired 581,550 (581,550 ) $ 8.98 RSUs granted (2,778,817 ) 2,778,817 $ 10.34 RSUs vested — (2,124,767 ) $ 12.28 RSUs canceled or expired 1,423,989 (1,423,989 ) $ 12.04 Balance as of September 30, 2016 3,198,402 6,016,507 $ 11.92 8,187,311 $ 8.55 6.21 $ 50,249 Vested and expected to vest as of September 30, 2016 7,619,564 $ 8.33 6.04 $ 48,236 Vested and exercisable as of September 30, 2016 5,443,565 $ 7.40 4.96 $ 40,130 The aggregate intrinsic value disclosed in the table above is based on the difference between the exercise price of the options and the fair value of the Company’s common stock. The aggregate total fair value of options which vested was $0.9 million and $0.8 million during the three months ended September 30, 2016 and 2015, respectively, and $2.4 million and $3.0 million during the nine months ended September 30, 2016 and 2015, respectively. Employee Stock Purchase Plan Eligible employees can enroll and elect to contribute up to 15% of their base compensation through payroll withholdings in each offering period which is six months in duration, subject to certain limitations. The fair value of the option feature is estimated using the Black-Scholes model for the period presented based on the following assumptions: Three Months Ended September 30, Nine Months Ended September 30, 2016 2015 2016 2015 Expected life (in years) 0.50 0.50 0.50 0.50 Risk-free interest rate 0.38% 0.08% 0.38% 0.08% Volatility 74% 63% 74% 63% Dividend yield — — — — As of September 30, 2016, a total of 460,502 shares of common stock were issued under the 2013 Employee Stock Purchase Plan (“ESPP”). As of September 30, 2016, a total of 1,539,498 shares are available for issuance under the ESPP. Stock-based Compensation Expense The following table sets forth the total stock-based compensation expense resulting from stock options, RSUs and ESPP included in the Company’s condensed consolidated statements of operations (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2016 2015 2016 2015 Cost of revenues $ 467 $ 419 $ 1,457 $ 1,301 Sales and marketing 1,155 2,723 4,279 9,097 Research and development 1,837 2,411 5,728 7,460 General and administrative 3,269 2,521 10,183 7,655 Total stock-based compensation expense $ 6,728 $ 8,074 $ 21,647 $ 25,513 During nine months ended September 30, 2016, the Company recorded $1.0 million of stock-based compensation expense on account of modification of stock options and RSUs granted to a former employee pursuant to transitioning from an employee to a special advisor consulting arrangement. Under the original terms of the grant agreements, the unvested options and RSUs would be forfeited upon termination. The transition arrangement extended the period over which the vested awards can be exercised and allows for continued vesting of unvested options and RSUs subject to the former employee continuing to provide services in accordance with the special advisor consulting arrangement. The expense is included in general and administrative expense in the Company’s condensed consolidated statement of operations. The amount of stock-based compensation cost capitalized in property and equipment, net, on the accompanying condensed consolidated balance sheets, was immaterial for all periods presented. As of September 30, 2016, there was $52.2 million of unrecognized stock-based compensation expense (net of estimated forfeitures), of which $9.2 million is related to stock options and ESPP shares and $43.0 million is related to RSUs. The total unrecognized stock-based compensation expense related to stock options and ESPP as of September 30, 2016 will be amortized over a weighted-average period of 2.71 years. The total unrecognized stock-based compensation expense related to RSUs as of September 30, 2016 will be amortized over a weighted-average period of 2.65 years. |
Common Stock Repurchase Program
Common Stock Repurchase Program | 9 Months Ended |
Sep. 30, 2016 | |
Common Stock Repurchase Program [Abstract] | |
Common Stock Repurchase Program | 9. Common Stock Repurchase Program In February 2015, the Company’s board of directors authorized a Share Repurchase Program (“Program”) to repurchase up to $50.0 million of the Company’s common stock through February 2016, subject to certain limitations. Through February 2016, a total of $31.3 million in stock was repurchased under this Program. The Program expired in February 2016 with an unused balance of $18.7 million. In February 2016, the Company’s board of directors authorized a new share repurchase program (“New Program”) to repurchase up to $50.0 million of the Company’s common stock through February 2017. During the nine months ended September 30, 2016, the Company repurchased shares of its common stock for an aggregate amount of $11.0 million. During the three months ended September 30, 2016, the Company did not repurchase any shares of its common stock. As of September 30, 2016, $46.9 million remains available for future share repurchases under the New Program. |
Income Taxes
Income Taxes | 9 Months Ended |
Sep. 30, 2016 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 10. Income Taxes The Company recorded an income tax provision of $0.1 million and $0.2 million for the three and nine months ended September 30, 2016, respectively, and an income tax benefit of an insignificant amount and $0.4 million for the three and nine months ended September 30, 2015, respectively. The income tax provision for the three and nine months ended September 30, 2016 was primarily attributable to a net increase in deferred tax liabilities associated with the change in fair value of contingent consideration from prior year acquisitions and a decrease in foreign income taxed at non-US tax rates. The income tax benefit for the three and nine months ended September 30, 2015 was primarily attributable to the net decrease in deferred tax liabilities associated with the change in fair value of contingent consideration related to a prior year acquisition. The Company’s federal income tax returns for calendar years 2013 and 2014 are under examination by the Internal Revenue Service. The Company believes that an adequate provision has been made for any adjustments that may result from the IRS examination. |
Net Loss Per Share
Net Loss Per Share | 9 Months Ended |
Sep. 30, 2016 | |
Earnings Per Share [Abstract] | |
Net Loss Per Share | 11. Net Loss Per Share The computation of the Company’s basic and diluted net loss per share attributable to common stockholders is as follows (in thousands, except per share data): Three Months Ended September 30, Nine Months Ended September 30, 2016 2015 2016 2015 Net loss $ (11,312 ) $ (9,818 ) $ (23,013 ) $ (23,161 ) Weighted-average number of common shares used in computing net loss per share attributable to common stockholders, basic and diluted 84,732 82,831 83,484 83,335 Net loss per share attributable to common stockholders, basic and diluted $ (0.13 ) $ (0.12 ) $ (0.28 ) $ (0.28 ) The outstanding common equivalent shares excluded from the computation of the diluted net loss per share attributable to common stockholders for the periods presented because including them would have been antidilutive are as follows (in thousands): Three and Nine Months Ended September 30, 2016 2015 Stock options and ESPP 8,287 8,846 Restricted stock units 6,017 7,160 Shares held in escrow 2,000 — 16,304 18,021 |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2016 | |
Commitments And Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 12. Commitments and Contingencies Leases As of September 30, 2016, the Company’s minimum payments under its non-cancelable operating and capital leases are as follows (in thousands): Operating Leases Capital Leases 2016, remaining three months $ 953 $ 11 2017 4,289 22 2018 4,029 18 2019 4,088 1 2020 1,989 — 2021 656 — 2022 and thereafter 1,742 — Total minimum payments $ 17,746 $ 52 Less: Amount representing interest 2 Present value of capital lease obligations 50 Less: Current portion 26 Capital lease obligation, net of current portion $ 24 The Company leases various office facilities, including its corporate headquarters in Mountain View, California and various sales offices, under non-cancelable operating lease agreements that expire through December 2024. In the first quarter of 2016, the Company entered into a lease agreement for an office facility located in Cincinnati, Ohio which will expire in June 2024. The terms of the lease agreements provide for rental payments on a graduated basis. The Company recognizes rent expense on a straight-line basis over the lease periods. Additionally, the Company leases certain equipment under non-cancelable operating leases at its facilities and its leased data center operations. Rent expense pursuant to all operating lease agreements Purchase Obligations The Company has unconditional purchase obligations which expire through 2034 in the amount of $6.8 million for marketing arrangements relating to the purchase of a 20-year suite license for a professional sports team which it uses for sales and marketing purposes. The Company’s open purchase commitments which primarily relate to software license fees was $2.8 million as of September 30, 2016. Indemnification In the normal course of business, to facilitate transactions related to the Company’s operations, the Company indemnifies certain parties, including CPGs, advertising agencies and other third parties including retailers. The Company has agreed to hold certain parties harmless against losses arising from claims of intellectual property infringement or other liabilities relating to or arising from our products or services or other contractual infringement. The term of these indemnity provisions generally survive termination or expiration of the applicable agreement. To date, the Company has not recorded any liabilities related to these agreements. Litigation On March 11, 2015, a putative stockholder class action lawsuit was filed against us, the members of our board of directors, certain of our executive officers and the underwriters of our IPO: Nguyen v. Coupons.com Incorporated, Nguyen v. Coupons.com Incorporated O’Donnell v. Coupons.com Incorporated So v. Coupons.com Incorporated Silverberg v. Coupons.com Incorporated Nguyen, So and Silverberg O’Donnell In the ordinary course of business, the Company may be involved in lawsuits, claims, investigations, and proceedings consisting of intellectual property, commercial, employment, and other matters. The Company records a provision for these claims when it is both probable that a liability has been incurred and the amount of the loss, or a range of the potential loss, can be reasonably estimated. These provisions are reviewed regularly and adjusted to reflect the impacts of negotiations, settlements, rulings, advice of legal counsel, and other information or events pertaining to a particular case. In the event that one or more of these matters were to result in a claim against the Company, an adverse outcome, including a judgment or settlement, may cause a material adverse effect on the Company’s future business, operating results, or financial condition. The Company believes that liabilities associated with existing claims are remote, therefore the Company has not recorded any accrual for claims as of September 30, 2016 and December 31, 2015. The Company expenses legal fees in the period in which they are incurred. |
Employee Benefit Plan
Employee Benefit Plan | 9 Months Ended |
Sep. 30, 2016 | |
Defined Contribution Pension And Other Postretirement Plans Disclosure [Abstract] | |
Employee Benefit Plan | 13. Employee Benefit Plan The Company maintains a defined-contribution plan under Section 401(k) of the Internal Revenue Code. The 401(k) plan provides retirement benefits for eligible employees. Eligible employees may elect to contribute to the 401(k) plan. The Company provides a match of up to the lesser of 3% of each employee’s annual salary or $6,000, which vests fully after four years of continuous employment. The Company’s matching contribution expense was $0.3 million and $0.2 million during the three months ended September 30, 2016 and 2015, respectively, and $1.4 million and $1.2 million during the nine months ended September 30, 2016 and 2015, respectively. |
Information About Geographic Ar
Information About Geographic Areas | 9 Months Ended |
Sep. 30, 2016 | |
Segments Geographical Areas [Abstract] | |
Information About Geographic Areas | 14. Information About Geographic Areas Revenues generated outside of the United States were insignificant for all periods presented. Additionally, as the Company’s assets are primarily located in the United States, information regarding geographical location is not presented, as such amounts are immaterial to these condensed consolidated financial statements taken as a whole. |
Summary of Significant Accoun21
Summary of Significant Accounting Policies (Policies) | 9 Months Ended |
Sep. 30, 2016 | |
Accounting Policies [Abstract] | |
Basis of Presentation and Consolidation | Basis of Presentation and Consolidation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“U.S. GAAP”) and applicable rules and regulations of the Securities and Exchange Commission (“SEC”) regarding interim financial reporting. Certain information and note disclosures normally included in the financial statements prepared in accordance with U.S. GAAP have been condensed or omitted pursuant to such rules and regulations. As such, the information included in this Quarterly Report on Form 10-Q should be read in conjunction with the audited consolidated financial statements and accompanying notes included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2015. The Company’s condensed consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries. All significant intercompany transactions and balances have been eliminated. The accompanying unaudited condensed consolidated financial statements reflect all normal recurring adjustments necessary to present fairly the financial position, results of operations, comprehensive loss, and cash flows for the interim periods, but are not necessarily indicative of the results of operations to be anticipated for the full year ending December 31, 2016 or for any other period. There have been no changes to the Company’s significant accounting policies described in the Annual Report on Form 10-K that have had a material impact on its condensed consolidated financial statements and related notes. |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the amounts reported and disclosed in the Company’s condensed consolidated financial statements and accompanying notes. Such management estimates include, but are not limited to, revenue recognition, collectability of accounts receivable, recoverability of non-refundable distribution fees, the valuation and useful lives of intangible assets and property and equipment, goodwill, stock-based compensation, contingent consideration and income taxes. Actual results may differ from the Company’s estimates, and such differences may be material to the accompanying condensed consolidated financial statements. When the Company delivers a digital coupon on a retailer’s website or mobile app or through its loyalty program, or the website or mobile app of a publisher, or through its Retailer iQ platform, and the consumer takes certain actions, the Company pays a distribution fee to the retailer or other publisher, which, in some cases may be prepaid prior to being incurred. During the three months ended September 30, 2016, the Company recorded a one-time charge associated with certain distribution fees under an arrangement with a retailer partner that were deemed unrecoverable. The Company considered various factors in its assessment including its historical experience with transaction volumes through the retailer and other comparative retailers, ongoing communications with the retailer to increase its marketing efforts to promote the digital platform, as well as the projected revenues, and associated revenue share payments. Accordingly, during the three months ended September 30, 2016, the Company recognized a one-time charge of $7.4 million related to such distribution fees in cost of revenues on the accompanying condensed consolidated statement of operations. As of September 30, 2016, the Company had a remaining non-refundable distribution fee prepayment balance of $0.6 million. |
Foreign Currency | Foreign Currency Prior to the first quarter of 2016, the functional currency of each of the Company’s international subsidiaries was the local currency, as its international subsidiaries negotiated and managed business locally with minimal involvement from the U.S. parent entity. Beginning the first quarter of 2016, the functional currency of certain international subsidiaries changed from its local currency to U.S. Dollar (“USD”). The change in functional currency was the result of changes in the Company’s international strategy primarily resulting from the acquisition of Shopmium S.A. (a private company based in France). The Company acquired Shopmium S.A. as part of its strategy to broaden international operations and subsequently, the Company reviewed its international strategy, including management of its relationships with international CPG brands, evaluation of worldwide competition and international pricing strategy, its plan to manage future billings and collections for international customers and plan to further develop the acquired technology for its subsequent use by various entities. Consequently, as part of the Company’s new international strategy and changes to the way the Company runs its business internationally, it modified its existing international structure and entered into various inter-company licensing agreements between its U.S. entity and certain international entities. As these changes were significant, the Company considered the economic factors outlined in ASC 830, Foreign Currency Matters, The change in functional currency is applied on a prospective basis beginning with our first quarter of 2016 and translation adjustments for prior periods will continue to remain as a component of accumulated other comprehensive loss. Gains (losses) from foreign currency transactions are included in other income (expense), net in the accompanying condensed consolidated statements of operations. Foreign currency transaction gains (losses) were immaterial in the three and nine months ended September 30, 2016. |
Recently Issued Accounting Pronouncements | Recently Issued Accounting Pronouncements Accounting Pronouncements Not Yet Adopted In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standard Update (“ASU”) 2014-09— Revenue from Contracts with Customers (Topic 606), – Revenue from Contracts with Customers (Topic 606): Deferral of the Effective Date Early adoption is permitted, but not before the original effective date of the amendment, which is the first quarter of 2017. The Company In February 2016, the FASB issued ASU 2016-02— Leases (Topic 842). In March 2016, the FASB issued ASU 2016-09— Stock Compensation (Topic 718) In August 2016, the FASB issued ASU. 2016-15, Statement of Cash Flows Classification of Certain Cash Receipts and Cash Payments |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Fair Value Disclosures [Abstract] | |
Financial Assets and Liabilities Measured at Fair Value on Recurring Basis | The Company’s fair value hierarchy for its financial assets and liabilities that are measured at fair value on a recurring basis are as follows (in thousands): September 30, 2016 Level 1 Level 2 Level 3 Total Assets: Certificate of deposits (2) — 69,116 — 69,116 Total $ — $ 69,116 $ — $ 69,116 Liabilities: Contingent consideration related to Shopmium acquisition $ — $ — $ 552 $ 552 Total $ — $ — $ 552 $ 552 December 31, 2015 Level 1 Level 2 Level 3 Total Assets: Money market funds (1) $ 19,948 $ — $ — $ 19,948 Certificate of deposit (2) — 25,000 — 25,000 Total $ 19,948 $ 25,000 $ — $ 44,948 Liabilities: Contingent consideration related to Eckim acquisition (3) $ 2,291 $ — $ — $ 2,291 Contingent consideration related to Shopmium acquisition — — 1,407 1,407 Total $ 2,291 $ — $ 1,407 $ 3,698 (1) (2) (3) |
Summary of Changes in Contingent Consideration | The following table represents the change in the contingent consideration (in thousands): Three Months Ended Nine Months Ended September 30, 2016 September 30, 2016 Eckim Shopmium Eckim Shopmium Level 1 Level 3 Level 1 Level 3 Balance at the beginning of period $ — $ 687 $ 2,291 $ 1,407 Change in fair value — (135 ) (348 ) (855 ) Settlement — — (1,943 ) — Balance as of September 30, 2016 $ — $ 552 $ — $ 552 |
Allowance for Doubtful Accoun23
Allowance for Doubtful Accounts (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Receivables [Abstract] | |
Summary of Activity in Allowance for Doubtful Accounts | The summary of activity in the allowance for doubtful accounts is as follows (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2016 2015 2016 2015 Balance at the beginning of period $ 883 $ 245 $ 833 $ 408 Bad debt expense 86 81 237 46 Write-offs, net (38 ) (24 ) (139 ) (152 ) Balance as of September30, 2016 $ 931 $ 302 $ 931 $ 302 |
Balance Sheet Components (Table
Balance Sheet Components (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Balance Sheet Related Disclosures [Abstract] | |
Property and Equipment, Net | Property and equipment consist of the following (in thousands): September 30, 2016 December 31, 2015 Software $ 32,656 $ 33,139 Computer equipment 22,535 21,186 Leasehold improvements 8,390 4,721 Furniture and fixtures 2,372 1,670 Total 65,953 60,716 Accumulated depreciation and amortization (47,912 ) (39,124 ) Projects in process 1,241 3,536 Property and equipment, net $ 19,282 $ 25,128 |
Accrued Compensation and Benefits | Accrued compensation and benefits consist of the following (in thousands): September 30, 2016 December 31, 2015 Bonus $ 3,825 $ 6,858 Commissions 1,943 3,645 Vacation 1,918 2,118 Payroll and related expenses 2,269 2,616 Accrued compensation and benefits $ 9,955 $ 15,237 |
Other Current Liabilities | Other current liabilities consist of the following (in thousands): September 30, 2016 December 31, 2015 Distribution fees $ 12,113 $ 8,349 Marketing expenses 1,853 3,336 Deferred rent, current 345 346 Legal and professional fees 335 745 Contingent consideration — 2,291 Other 3,176 5,103 Other current liabilities $ 17,822 $ 20,170 |
Intangible Assets (Tables)
Intangible Assets (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Acquired Intangible Assets | The following table presents the details of the acquired intangible assets (in thousands): Amount Estimated Useful Life (Years) Promotion service rights $ 22,492 7.5 Media service rights 6,383 5.8 Data access rights 10,801 5.8 Total identifiable intangible assets $ 39,676 |
Intangible Assets | Intangible assets consist of the following (in thousands): September 30, 2016 Gross Accumulated Amortization Foreign Currency Translation Net Weighted Average Amortization Period (Years) Promotion service rights $ 22,492 $ (501 ) $ — $ 21,991 7.3 Data access rights 10,801 $ (314 ) — 10,487 5.6 Customer relationships 8,860 (4,567 ) (36 ) 4,257 3.3 Developed technologies 7,460 (2,768 ) (89 ) 4,603 3.6 Media service rights 6,383 (185 ) — 6,198 5.6 Domain names 5,948 (3,900 ) (9 ) 2,039 2.4 Patents 975 (705 ) — 270 5.9 Vendor relationships 890 (612 ) — 278 1.3 Registered users 420 (92 ) (11 ) 317 3.6 Trade names 167 (168 ) 1 — — $ 64,396 $ (13,812 ) $ (144 ) $ 50,440 5.8 As of September 30, 2016, the Company has a domain name with a gross value of $0.4 million that has an indefinite useful life, hence is not subject to amortization. December 31, 2015 Gross Accumulated Amortization Foreign Currency Translation Net Weighted Average Amortization Period (Years) Customer relationships $ 8,860 $ (3,345 ) $ (36 ) $ 5,479 4 Developed technologies 7,460 (1,709 ) (89 ) 5,662 4 Domain names 5,948 (3,419 ) (9 ) 2,520 3 Patents 1,050 (686 ) — 364 6 Vendor relationships 890 (445 ) — 445 2 Registered users 420 (18 ) (11 ) 391 4 Trade names 167 (149 ) 1 19 1 $ 24,795 $ (9,771 ) $ (144 ) $ 14,880 4 |
Estimated Amortization of Intangible Assets | Estimated future amortization expense related to intangible assets as of September 30, 2016 is as follows (in thousands): Total 2016, remaining three months $ 2,452 2017 9,696 2018 9,419 2019 8,330 2020 6,908 2021 and beyond 13,282 Total estimated amortization expense $ 50,087 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Summary of Assumptions Used to Estimate the Fair Value of Stock Options | The fair value of each option was estimated on the date of grant for the period presented using the following assumptions: Three Months Ended September 30, Nine Months Ended September 30, 2016 2015 2016 2015 Expected life (in years) 6.08 6.08 2.5 – 6.08 5.50 – 6.08 Risk-free interest rate 1.22% 1.67% 0.68% – 1.34% 1.67% – 1.89% Volatility 55% 60% 55% – 70% 55% – 60% Dividend yield — — — — |
Summary of Stock Option and Restricted Stock Units Award Activity | A summary of the Company’s stock option and RSU award activity under the 2013 Plan is as follows: RSUs Outstanding Options Outstanding Shares Available for Grant Number of Shares Weighted Average Grant Date Fair Value Number of Shares Weighted Average Exercise Price Weighted Average Remaining Contractual Term (Years) Aggregate Intrinsic Value (in Balance as of December 31, 2015 2,889,301 6,786,446 $ 13.14 8,469,666 $ 7.62 5.91 $ 19,231 Increase in shares authorized 3,279,811 Options granted (2,197,432 ) 2,197,432 $ 8.99 Options exercised — (1,898,237 ) $ 4.78 $ 11,935 Options canceled or expired 581,550 (581,550 ) $ 8.98 RSUs granted (2,778,817 ) 2,778,817 $ 10.34 RSUs vested — (2,124,767 ) $ 12.28 RSUs canceled or expired 1,423,989 (1,423,989 ) $ 12.04 Balance as of September 30, 2016 3,198,402 6,016,507 $ 11.92 8,187,311 $ 8.55 6.21 $ 50,249 Vested and expected to vest as of September 30, 2016 7,619,564 $ 8.33 6.04 $ 48,236 Vested and exercisable as of September 30, 2016 5,443,565 $ 7.40 4.96 $ 40,130 |
Summary of Assumptions Used to Estimate the Fair Value of Employee Stock Purchase Plan | The fair value of the option feature is estimated using the Black-Scholes model for the period presented based on the following assumptions: Three Months Ended September 30, Nine Months Ended September 30, 2016 2015 2016 2015 Expected life (in years) 0.50 0.50 0.50 0.50 Risk-free interest rate 0.38% 0.08% 0.38% 0.08% Volatility 74% 63% 74% 63% Dividend yield — — — — |
Schedule of Stock Based Compensation Expense | The following table sets forth the total stock-based compensation expense resulting from stock options, RSUs and ESPP included in the Company’s condensed consolidated statements of operations (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2016 2015 2016 2015 Cost of revenues $ 467 $ 419 $ 1,457 $ 1,301 Sales and marketing 1,155 2,723 4,279 9,097 Research and development 1,837 2,411 5,728 7,460 General and administrative 3,269 2,521 10,183 7,655 Total stock-based compensation expense $ 6,728 $ 8,074 $ 21,647 $ 25,513 |
Net Loss Per Share (Tables)
Net Loss Per Share (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Earnings Per Share [Abstract] | |
Schedule of Computation of Basic and Diluted Net Loss Per Share Attributable to Common Stockholders | The computation of the Company’s basic and diluted net loss per share attributable to common stockholders is as follows (in thousands, except per share data): Three Months Ended September 30, Nine Months Ended September 30, 2016 2015 2016 2015 Net loss $ (11,312 ) $ (9,818 ) $ (23,013 ) $ (23,161 ) Weighted-average number of common shares used in computing net loss per share attributable to common stockholders, basic and diluted 84,732 82,831 83,484 83,335 Net loss per share attributable to common stockholders, basic and diluted $ (0.13 ) $ (0.12 ) $ (0.28 ) $ (0.28 ) |
Schedule of Outstanding Common Equivalent Shares Excluded from Computation of Diluted Net Loss Per Share Attributable to Common Stockholders | The outstanding common equivalent shares excluded from the computation of the diluted net loss per share attributable to common stockholders for the periods presented because including them would have been antidilutive are as follows (in thousands): Three and Nine Months Ended September 30, 2016 2015 Stock options and ESPP 8,287 8,846 Restricted stock units 6,017 7,160 Shares held in escrow 2,000 — 16,304 18,021 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Commitments And Contingencies Disclosure [Abstract] | |
Minimum Payments Under Non-Cancelable Operating and Capital Leases | As of September 30, 2016, the Company’s minimum payments under its non-cancelable operating and capital leases are as follows (in thousands): Operating Leases Capital Leases 2016, remaining three months $ 953 $ 11 2017 4,289 22 2018 4,029 18 2019 4,088 1 2020 1,989 — 2021 656 — 2022 and thereafter 1,742 — Total minimum payments $ 17,746 $ 52 Less: Amount representing interest 2 Present value of capital lease obligations 50 Less: Current portion 26 Capital lease obligation, net of current portion $ 24 |
Summary of Significant Accoun29
Summary of Significant Accounting Policies - Additional Information (Details) $ in Thousands | 3 Months Ended | 9 Months Ended |
Sep. 30, 2016USD ($) | Sep. 30, 2016USD ($) | |
Accounting Policies [Abstract] | ||
One-time charge related to distribution fees | $ 7,400 | $ 7,435 |
Remaining balance of non-refundable distribution fee prepayment | $ 600 | $ 600 |
Fair Value Measurements - Finan
Fair Value Measurements - Financial Assets and Liabilities Measured at Fair Value on Recurring Basis (Details) - USD ($) $ in Thousands | Sep. 30, 2016 | Dec. 31, 2015 | |
Assets: | |||
Assets fair value | $ 69,116 | $ 44,948 | |
Liabilities: | |||
Liabilities fair value | 552 | 3,698 | |
Money Market Funds | |||
Assets: | |||
Assets fair value | [1] | 19,948 | |
Certificate Of Deposits | |||
Assets: | |||
Assets fair value | [2] | 69,116 | 25,000 |
Contingent Consideration | Shopmium Acquisition | |||
Liabilities: | |||
Liabilities fair value | 552 | 1,407 | |
Contingent Consideration | Eckim Acquisition | |||
Liabilities: | |||
Liabilities fair value | [3] | 2,291 | |
Level 1 | |||
Assets: | |||
Assets fair value | 19,948 | ||
Liabilities: | |||
Liabilities fair value | 2,291 | ||
Level 1 | Money Market Funds | |||
Assets: | |||
Assets fair value | [1] | 19,948 | |
Level 1 | Contingent Consideration | Eckim Acquisition | |||
Liabilities: | |||
Liabilities fair value | [3] | 2,291 | |
Level 2 | |||
Assets: | |||
Assets fair value | 69,116 | 25,000 | |
Level 2 | Certificate Of Deposits | |||
Assets: | |||
Assets fair value | [2] | 69,116 | 25,000 |
Level 3 | |||
Liabilities: | |||
Liabilities fair value | 552 | 1,407 | |
Level 3 | Contingent Consideration | Shopmium Acquisition | |||
Liabilities: | |||
Liabilities fair value | $ 552 | $ 1,407 | |
[1] | Included in cash and cash equivalents | ||
[2] | Included in short-term investments | ||
[3] | Included in other current liabilities |
Fair Value Measurements - Addit
Fair Value Measurements - Additional Information (Details) - USD ($) | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2016 | Mar. 31, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |||||
Gains from reclassification of contingent liability | $ 100,000 | $ 1,200,000 | |||
Transfers between fair value hierarchies | $ 0 | $ 0 | $ 0 | $ 0 | |
Eckim, LLC | |||||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |||||
Reclassification of contingent liability to stockholder's equity | $ 1,900,000 | ||||
Business combination, shares issued period | Second quarter of 2016 |
Fair Value Measurements - Summa
Fair Value Measurements - Summary of Changes in Contingent Consideration (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended |
Sep. 30, 2016 | Sep. 30, 2016 | |
Fair Value Liabilities Measured On Recurring Basis Unobservable Input Reconciliation [Line Items] | ||
Balance at the beginning of period | $ 1,407 | |
Change in fair value | $ 100 | 1,200 |
Balance as of September 30, 2016 | 552 | 552 |
Eckim, LLC | Level 1 | ||
Fair Value Liabilities Measured On Recurring Basis Unobservable Input Reconciliation [Line Items] | ||
Balance at the beginning of period | 2,291 | |
Change in fair value | (348) | |
Settlement | (1,943) | |
Shopmium | Level 3 | ||
Fair Value Liabilities Measured On Recurring Basis Unobservable Input Reconciliation [Line Items] | ||
Balance at the beginning of period | 687 | 1,407 |
Change in fair value | (135) | (855) |
Balance as of September 30, 2016 | $ 552 | $ 552 |
Allowance for Doubtful Accoun33
Allowance for Doubtful Accounts - Summary of Activity in Allowance for Doubtful Accounts (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Receivables [Abstract] | ||||
Balance at the beginning of period | $ 883 | $ 245 | $ 833 | $ 408 |
Bad debt expense | 86 | 81 | 237 | 46 |
Write-offs, net | (38) | (24) | (139) | (152) |
Balance as of September30, 2016 | $ 931 | $ 302 | $ 931 | $ 302 |
Balance Sheet Components - Prop
Balance Sheet Components - Property and Equipment, Net (Details) - USD ($) $ in Thousands | Sep. 30, 2016 | Dec. 31, 2015 |
Property Plant And Equipment [Line Items] | ||
Property and equipment, Total | $ 65,953 | $ 60,716 |
Accumulated depreciation and amortization | (47,912) | (39,124) |
Projects in process | 1,241 | 3,536 |
Property and equipment, net | 19,282 | 25,128 |
Software | ||
Property Plant And Equipment [Line Items] | ||
Property and equipment, Total | 32,656 | 33,139 |
Computer Equipment | ||
Property Plant And Equipment [Line Items] | ||
Property and equipment, Total | 22,535 | 21,186 |
Leasehold Improvements | ||
Property Plant And Equipment [Line Items] | ||
Property and equipment, Total | 8,390 | 4,721 |
Furniture and Fixtures | ||
Property Plant And Equipment [Line Items] | ||
Property and equipment, Total | $ 2,372 | $ 1,670 |
Balance Sheet Components - Addi
Balance Sheet Components - Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | Dec. 31, 2015 | |
Property Plant And Equipment [Abstract] | |||||
Depreciation | $ 4.1 | $ 3.3 | $ 12 | $ 9.6 | |
Capitalized costs | 0.3 | 0.3 | 0.4 | 1.1 | |
Amortization expense | 2.6 | $ 2.4 | 7.9 | $ 7 | |
Unamortized costs | $ 3.4 | $ 3.4 | $ 11.1 |
Balance Sheet Components - Accr
Balance Sheet Components - Accrued Compensation and Benefits (Details) - USD ($) $ in Thousands | Sep. 30, 2016 | Dec. 31, 2015 |
Payables And Accruals [Abstract] | ||
Bonus | $ 3,825 | $ 6,858 |
Commissions | 1,943 | 3,645 |
Vacation | 1,918 | 2,118 |
Payroll and related expenses | 2,269 | 2,616 |
Accrued compensation and benefits | $ 9,955 | $ 15,237 |
Balance Sheet Components - Othe
Balance Sheet Components - Other Current Liabilities (Details) - USD ($) $ in Thousands | Sep. 30, 2016 | Dec. 31, 2015 |
Payables And Accruals [Abstract] | ||
Distribution fees | $ 12,113 | $ 8,349 |
Marketing expenses | 1,853 | 3,336 |
Deferred rent, current | 345 | 346 |
Legal and professional fees | 335 | 745 |
Contingent consideration | 2,291 | |
Other | 3,176 | 5,103 |
Other current liabilities | $ 17,822 | $ 20,170 |
Intangible Assets - Additional
Intangible Assets - Additional Information (Details) $ in Millions | Aug. 03, 2016USD ($)Installmentshares | Sep. 30, 2016USD ($) | Sep. 30, 2015USD ($) | Sep. 30, 2016USD ($) | Sep. 30, 2015USD ($) |
Intangible Assets [Line Items] | |||||
Amortization expense of intangible assets | $ 2.1 | $ 0.8 | $ 4.3 | $ 2.3 | |
Domain Names | |||||
Intangible Assets [Line Items] | |||||
Indefinite-Lived Intangible Assets (Excluding Goodwill) | 0.4 | $ 0.4 | |||
Service and Data Agreement | |||||
Intangible Assets [Line Items] | |||||
Service agreement contractual term | 5 years 6 months | ||||
Additional service agreement contractual term for certain rights | 4 years 6 months | ||||
Issuance of common stock for services | shares | 3,000,000 | ||||
Issuance of common stock for services, value | $ 39.6 | ||||
Common stock issue description | the Company agreed to issue 3,000,000 shares of common stock, out of the 3,000,000 shares issued, 1,000,000 shares were issued within five business days of execution of the Agreement and 2,000,000 shares are held in an escrow and will be released in two equal installments, within 15 business days following the years ending December 31, 2017 and 2018. | ||||
Number of installments | Installment | 2 | ||||
Loss due to change in company's stock price | $ 0.2 | ||||
Capitalized transaction costs | $ 0.1 | ||||
Exclusivity Services And Data Agreement | |||||
Intangible Assets [Line Items] | |||||
Issuance of common stock for services | shares | 1,000,000 | ||||
Shares of common stock held in escrow | shares | 2,000,000 |
Intangible Assets - Acquired In
Intangible Assets - Acquired Intangible Assets (Details) $ in Thousands | Aug. 03, 2016USD ($) |
Acquired Finite Lived Intangible Assets [Line Items] | |
Total identifiable intangible assets, Amount | $ 39,676 |
Promotion Service Rights | |
Acquired Finite Lived Intangible Assets [Line Items] | |
Total identifiable intangible assets, Amount | $ 22,492 |
Total identifiable intangible assets, Estimated Useful Life (Years) | 7 years 6 months |
Media Service Rights | |
Acquired Finite Lived Intangible Assets [Line Items] | |
Total identifiable intangible assets, Amount | $ 6,383 |
Total identifiable intangible assets, Estimated Useful Life (Years) | 5 years 9 months 18 days |
Data Access Rights | |
Acquired Finite Lived Intangible Assets [Line Items] | |
Total identifiable intangible assets, Amount | $ 10,801 |
Total identifiable intangible assets, Estimated Useful Life (Years) | 5 years 9 months 18 days |
Intangible Assets - Intangible
Intangible Assets - Intangible Assets (Details) - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended |
Sep. 30, 2016 | Dec. 31, 2015 | |
Finite Lived Intangible Assets [Line Items] | ||
Gross | $ 64,396 | $ 24,795 |
Accumulated Amortization | (13,812) | (9,771) |
Foreign Currency Translation | (144) | (144) |
Net | $ 50,440 | $ 14,880 |
Weighted Average Amortization Period (Years) | 5 years 9 months 18 days | 4 years |
Promotion Service Rights | ||
Finite Lived Intangible Assets [Line Items] | ||
Gross | $ 22,492 | |
Accumulated Amortization | (501) | |
Net | $ 21,991 | |
Weighted Average Amortization Period (Years) | 7 years 3 months 18 days | |
Data Access Rights | ||
Finite Lived Intangible Assets [Line Items] | ||
Gross | $ 10,801 | |
Accumulated Amortization | (314) | |
Net | $ 10,487 | |
Weighted Average Amortization Period (Years) | 5 years 7 months 6 days | |
Developed Technologies | ||
Finite Lived Intangible Assets [Line Items] | ||
Gross | $ 7,460 | $ 7,460 |
Accumulated Amortization | (2,768) | (1,709) |
Foreign Currency Translation | (89) | (89) |
Net | $ 4,603 | $ 5,662 |
Weighted Average Amortization Period (Years) | 3 years 7 months 6 days | 4 years |
Customer Relationships | ||
Finite Lived Intangible Assets [Line Items] | ||
Gross | $ 8,860 | $ 8,860 |
Accumulated Amortization | (4,567) | (3,345) |
Foreign Currency Translation | (36) | (36) |
Net | $ 4,257 | $ 5,479 |
Weighted Average Amortization Period (Years) | 3 years 3 months 18 days | 4 years |
Domain Names | ||
Finite Lived Intangible Assets [Line Items] | ||
Gross | $ 5,948 | $ 5,948 |
Accumulated Amortization | (3,900) | (3,419) |
Foreign Currency Translation | (9) | (9) |
Net | $ 2,039 | $ 2,520 |
Weighted Average Amortization Period (Years) | 2 years 4 months 24 days | 3 years |
Patents | ||
Finite Lived Intangible Assets [Line Items] | ||
Gross | $ 975 | $ 1,050 |
Accumulated Amortization | (705) | (686) |
Net | $ 270 | $ 364 |
Weighted Average Amortization Period (Years) | 5 years 10 months 24 days | 6 years |
Media Service Rights | ||
Finite Lived Intangible Assets [Line Items] | ||
Gross | $ 6,383 | |
Accumulated Amortization | (185) | |
Net | $ 6,198 | |
Weighted Average Amortization Period (Years) | 5 years 7 months 6 days | |
Vendor Relationships | ||
Finite Lived Intangible Assets [Line Items] | ||
Gross | $ 890 | $ 890 |
Accumulated Amortization | (612) | (445) |
Net | $ 278 | $ 445 |
Weighted Average Amortization Period (Years) | 1 year 3 months 18 days | 2 years |
Registered Users | ||
Finite Lived Intangible Assets [Line Items] | ||
Gross | $ 420 | $ 420 |
Accumulated Amortization | (92) | (18) |
Foreign Currency Translation | (11) | (11) |
Net | $ 317 | $ 391 |
Weighted Average Amortization Period (Years) | 3 years 7 months 6 days | 4 years |
Trade Names | ||
Finite Lived Intangible Assets [Line Items] | ||
Gross | $ 167 | $ 167 |
Accumulated Amortization | (168) | (149) |
Foreign Currency Translation | $ 1 | 1 |
Net | $ 19 | |
Weighted Average Amortization Period (Years) | 1 year |
Intangible Assets - Estimated A
Intangible Assets - Estimated Amortization of Intangible Assets (Details) $ in Thousands | Sep. 30, 2016USD ($) |
Goodwill And Intangible Assets Disclosure [Abstract] | |
2016, remaining three months | $ 2,452 |
2,017 | 9,696 |
2,018 | 9,419 |
2,019 | 8,330 |
2,020 | 6,908 |
2021 and beyond | 13,282 |
Total estimated amortization expense | $ 50,087 |
Stock-Based Compensation - Summ
Stock-Based Compensation - Summary of Assumptions Used to Estimate the Fair Value of Stock Options and Employee Stock Purchase Plan (Details) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Employee Stock Purchase Plan | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Expected life (in years) | 6 months | 6 months | 6 months | 6 months |
Risk-free interest rate | 0.38% | 0.08% | 0.38% | 0.08% |
Volatility | 74.00% | 63.00% | 74.00% | 63.00% |
Stock Options | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Expected life (in years) | 6 years 29 days | 6 years 29 days | ||
Risk-free interest rate | 1.22% | 1.67% | ||
Risk-free interest rate, minimum | 0.68% | 1.67% | ||
Risk-free interest rate, maximum | 1.34% | 1.89% | ||
Volatility | 55.00% | 60.00% | ||
Volatility, minimum | 55.00% | 55.00% | ||
Volatility, maximum | 70.00% | 60.00% | ||
Stock Options | Minimum | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Expected life (in years) | 2 years 6 months | 5 years 6 months | ||
Stock Options | Maximum | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Expected life (in years) | 6 years 29 days | 6 years 29 days |
Stock-Based Compensation - Addi
Stock-Based Compensation - Additional Information (Details) - USD ($) $ / shares in Units, $ in Millions | Sep. 30, 2016 | Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Weighted average grant date fair value | $ 6.87 | $ 5.34 | $ 5.25 | $ 5.57 | |
Maximum contribution of base compensation for employee stock purchase plan | 15.00% | ||||
Offering period of employee stock purchase plan | 6 months | ||||
Purchase price of common stock percentage of fair market value | 85.00% | ||||
Issuance of common stock, stock purchase plan, shares | 460,502 | ||||
Shares available for issuance | 1,539,498 | 1,539,498 | 1,539,498 | ||
Restricted Stock Units | |||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Fair value of options vested, total | $ 0.9 | $ 0.8 | $ 2.4 | $ 3 | |
Unrecognized stock based compensation, net of forfeitures | $ 43 | 43 | $ 43 | ||
Unrecognized stock based compensation, amortized weighted average period | 2 years 7 months 24 days | ||||
Stock Based Compensation Expense | |||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Unrecognized stock based compensation, net of forfeitures | 52.2 | 52.2 | $ 52.2 | ||
Stock Options | |||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Unrecognized stock based compensation, net of forfeitures | $ 9.2 | $ 9.2 | $ 9.2 | ||
Unrecognized stock based compensation, amortized weighted average period | 2 years 8 months 16 days | ||||
Stock Options and Restricted Stock Units | Former Employee | |||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Stock-based compensation expense due to plan modification | $ 1 |
Stock-Based Compensation - Su44
Stock-Based Compensation - Summary of Stock Option and Restricted Stock Units Award Activity (Details) - USD ($) $ / shares in Units, $ in Thousands | 9 Months Ended | 12 Months Ended |
Sep. 30, 2016 | Dec. 31, 2015 | |
Shares Available for Grant | ||
Beginning balance | 2,889,301 | |
Increase in shares authorized | 3,279,811 | |
Options granted | (2,197,432) | |
Options canceled or expired | 581,550 | |
RSUs granted | (2,778,817) | |
RSUs canceled or expired | 1,423,989 | |
Ending balance | 3,198,402 | 2,889,301 |
Number of Shares | ||
Beginning balance | 8,469,666 | |
Options granted | 2,197,432 | |
Options exercised | (1,898,237) | |
Options canceled or expired | (581,550) | |
Ending balance | 8,187,311 | 8,469,666 |
Vested and expected to vest at the end of period | 7,619,564 | |
Vested and exercisable at the end of period | 5,443,565 | |
Weighted Average Exercise Price | ||
Beginning balance | $ 7.62 | |
Options granted | 8.99 | |
Options exercised | 4.78 | |
Options canceled or expired | 8.98 | |
Ending balance | 8.55 | $ 7.62 |
Vested and expected to vest at the end of period | 8.33 | |
Vested and exercisable at the end of period | $ 7.40 | |
Weighted Average Remaining Contractual Term (Years) / Aggregate Intrinsic Value | ||
Weighted Average Remaining Contractual Term (Years) | 6 years 2 months 16 days | 5 years 10 months 28 days |
Vested and expected to vest at the end of period | 6 years 15 days | |
Vested and exercisable at the end of period | 4 years 11 months 16 days | |
Aggregate Intrinsic Value, Beginning balance | $ 19,231 | |
Aggregate Intrinsic Value, Options exercised | 11,935 | |
Aggregate Intrinsic Value, Ending balance | 50,249 | $ 19,231 |
Vested and expected to vest at the end of period | 48,236 | |
Vested and exercisable at the end of period | $ 40,130 | |
Restricted Stock Units, Number of Shares | ||
RSUs granted | 2,778,817 | |
RSUs canceled or expired | (1,423,989) | |
Restricted Stock Units | ||
Shares Available for Grant | ||
RSUs granted | (2,778,817) | |
RSUs canceled or expired | 1,423,989 | |
Restricted Stock Units, Number of Shares | ||
Beginning balance | 6,786,446 | |
RSUs granted | 2,778,817 | |
RSUs vested | (2,124,767) | |
RSUs canceled or expired | (1,423,989) | |
Ending balance | 6,016,507 | 6,786,446 |
Weighted Average Grant Date Fair Value | ||
Beginning Balance | $ 13.14 | |
RSUs granted | 10.34 | |
RSUs vested | 12.28 | |
RSUs canceled or expired | 12.04 | |
Ending balance | $ 11.92 | $ 13.14 |
Stock-Based Compensation - Sche
Stock-Based Compensation - Schedule of Stock Based Compensation Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||||
Stock-based compensation | $ 6,728 | $ 8,074 | $ 21,647 | $ 25,513 |
Cost of Revenues | ||||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||||
Stock-based compensation | 467 | 419 | 1,457 | 1,301 |
Sales and Marketing | ||||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||||
Stock-based compensation | 1,155 | 2,723 | 4,279 | 9,097 |
Research and Development | ||||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||||
Stock-based compensation | 1,837 | 2,411 | 5,728 | 7,460 |
General and Administrative | ||||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||||
Stock-based compensation | $ 3,269 | $ 2,521 | $ 10,183 | $ 7,655 |
Common Stock Repurchase Progr46
Common Stock Repurchase Program - Additional Information (Details) - USD ($) | 3 Months Ended | 9 Months Ended | 12 Months Ended | |
Sep. 30, 2016 | Sep. 30, 2016 | Feb. 29, 2016 | Feb. 28, 2015 | |
Share Repurchase Program | ||||
Common Stock Repurchases [Line Items] | ||||
Stock repurchased, amount | $ 0 | $ 11,000,000 | $ 31,300,000 | |
Remaining amount available for future share repurchases | 18,700,000 | |||
Stock repurchase program expiration month and year | 2016-02 | |||
New Share Purchase Program | ||||
Common Stock Repurchases [Line Items] | ||||
Remaining amount available for future share repurchases | $ 46,900,000 | $ 46,900,000 | ||
Stock repurchase program expiration month and year | 2017-02 | |||
Maximum | Share Repurchase Program | ||||
Common Stock Repurchases [Line Items] | ||||
Repurchase of authorized common stock | $ 50,000,000 | |||
Maximum | Common Stock | Stock Repurchase Program through February 2017 | ||||
Common Stock Repurchases [Line Items] | ||||
Repurchase of authorized common stock | $ 50,000,000 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Income Tax Disclosure [Abstract] | ||||
Provision for (benefit from) income taxes | $ 79 | $ (9) | $ 193 | $ (388) |
Net Loss Per Share - Schedule o
Net Loss Per Share - Schedule of Computation of Basic and Diluted Net Loss Per Share Attributable to Common Stockholders (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Earnings Per Share [Abstract] | ||||
Net loss | $ (11,312) | $ (9,818) | $ (23,013) | $ (23,161) |
Weighted-average number of common shares used in computing net loss per share attributable to common stockholders, basic and diluted | 84,732 | 82,831 | 83,484 | 83,335 |
Net loss per share attributable to common stockholders, basic and diluted | $ (0.13) | $ (0.12) | $ (0.28) | $ (0.28) |
Net Loss Per Share - Schedule49
Net Loss Per Share - Schedule of Outstanding Common Equivalent Shares Excluded from Computation of Diluted Net Loss Per Share Attributable to Common Stockholders (Details) - shares shares in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||||
Outstanding common equivalent shares | 16,304 | 18,021 | 16,304 | 18,021 |
Stock Options and ESPP | ||||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||||
Outstanding common equivalent shares | 8,287 | 8,846 | 8,287 | 8,846 |
Restricted Stock Units | ||||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||||
Outstanding common equivalent shares | 6,017 | 7,160 | 6,017 | 7,160 |
Shares Held in Escrow | ||||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||||
Outstanding common equivalent shares | 2,000 | 2,000 |
Commitments and Contingencies -
Commitments and Contingencies - Minimum Payments Under Non-Cancelable Operating and Capital Leases (Details) $ in Thousands | Sep. 30, 2016USD ($) |
Operating Leases | |
2016, remaining three months | $ 953 |
2,017 | 4,289 |
2,018 | 4,029 |
2,019 | 4,088 |
2,020 | 1,989 |
2,021 | 656 |
2022 and thereafter | 1,742 |
Total minimum payments | 17,746 |
Capital Leases | |
2016, remaining three months | 11 |
2,017 | 22 |
2,018 | 18 |
2,019 | 1 |
Total minimum payments | 52 |
Less: Amount representing interest | 2 |
Present value of capital lease obligations | 50 |
Less: Current portion | 26 |
Capital lease obligation, net of current portion | $ 24 |
Commitments and Contingencies51
Commitments and Contingencies - Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Commitments And Contingencies [Line Items] | ||||
Non-cancelable operating lease agreements expiration | 2024-12 | |||
Rent expense | $ 1.3 | $ 0.8 | $ 3.2 | $ 2.3 |
Loss Contingency, Lawsuit Filing Date | On March 11, 2015, a putative stockholder class action lawsuit was filed against us, the members of our board of directors, certain of our executive officers and the underwriters of our IPO: Nguyen v. Coupons.com Incorporated, Case No. CGC-15-544654 (California Superior Court, San Francisco County). The complaint asserted claims under the Securities Act and sought unspecified damages and other relief on behalf of a putative class of persons and entities who purchased stock pursuant or traceable to the registration statement and prospectus for our IPO. Plaintiff Nguyen requested and obtained a dismissal without prejudice of his San Francisco action and filed another complaint with substantially the same allegations in the Santa Clara County Superior Court, Nguyen v. Coupons.com Incorporated, Case No. 1-15-CV-278777 (California Superior Court, Santa Clara County) (Mar. 30, 2015). Three other complaints with substantially the same allegations have also been filed: O’Donnell v. Coupons.com Incorporated, Case No. 1-15-CV-278399 (California Superior Court, Santa Clara County) (Mar. 20, 2015); So v. Coupons.com Incorporated, Case No. 1-15-CV-278774 (California Superior Court, Santa Clara County) (Mar. 30, 2015); and Silverberg v. Coupons.com Incorporated, Case No. 1-15-CV-278891 (California Superior Court, Santa Clara County) (Apr. 2, 2015). On May 7, 2015, the Santa Clara court consolidated the Nguyen, So and Silverberg actions with the O’Donnell action. | |||
Marketing Arrangements | ||||
Commitments And Contingencies [Line Items] | ||||
Unconditional purchase obligations | $ 6.8 | $ 6.8 | ||
Unconditional purchase obligations year | 2,034 | |||
Unconditional purchase obligations term | 20 years | |||
Open Purchase Commitments | ||||
Commitments And Contingencies [Line Items] | ||||
Software license fees | $ 2.8 | |||
Ohio | ||||
Commitments And Contingencies [Line Items] | ||||
Non-cancelable operating lease agreements expiration | 2024-06 |
Employee Benefit Plan - Additio
Employee Benefit Plan - Additional Information (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Defined Contribution Pension And Other Postretirement Plans Disclosure [Abstract] | ||||
Rate at which the company matches employee contribution | 3.00% | |||
Maximum contribution amount | $ 6,000 | |||
Defined contribution vesting period | 4 years | |||
Matching contribution expense | $ 300,000 | $ 200,000 | $ 1,400,000 | $ 1,200,000 |