Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Sep. 30, 2017 | Oct. 31, 2017 | |
Document And Entity Information [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Sep. 30, 2017 | |
Document Fiscal Year Focus | 2,017 | |
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 | 92,784,396 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) - USD ($) $ in Thousands | Sep. 30, 2017 | Dec. 31, 2016 |
Current assets: | ||
Cash and cash equivalents | $ 158,664 | $ 106,174 |
Short-term investments | 24,607 | 69,172 |
Accounts receivable, net of allowance for doubtful accounts of $913 and $1,338 at September 30, 2017 and December 31, 2016, respectively | 78,476 | 71,945 |
Prepaid expenses and other current assets | 8,530 | 6,293 |
Total current assets | 270,277 | 253,584 |
Property and equipment, net | 15,638 | 16,376 |
Intangible assets, net | 49,446 | 47,987 |
Goodwill | 80,506 | 43,895 |
Other assets | 936 | 914 |
Total assets | 416,803 | 362,756 |
Current liabilities: | ||
Accounts payable | 4,129 | 4,968 |
Accrued compensation and benefits | 11,811 | 13,202 |
Other current liabilities | 28,839 | 20,864 |
Contingent consideration related to acquisitions | 16,200 | |
Deferred revenues | 7,575 | 6,856 |
Total current liabilities | 68,554 | 45,890 |
Other non-current liabilities | 520 | 78 |
Deferred rent | 1,922 | 2,285 |
Contingent consideration related to acquisitions | 185 | |
Deferred tax liabilities | 2,466 | 2,569 |
Total liabilities | 73,462 | 51,007 |
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, 2017 and December 31, 2016 | ||
Common stock, $0.00001 par value—250,000,000 shares authorized; 102,336,142 shares issued and 92,688,435 outstanding at September 30, 2017; 98,208,117 shares issued and 88,560,409 outstanding at December 31, 2016 | 1 | 1 |
Additional paid-in capital | 701,679 | 647,474 |
Treasury stock, at cost | (96,574) | (96,574) |
Accumulated other comprehensive loss | (721) | (748) |
Accumulated deficit | (261,044) | (238,404) |
Total stockholders’ equity | 343,341 | 311,749 |
Total liabilities and stockholders’ equity | $ 416,803 | $ 362,756 |
CONDENSED CONSOLIDATED BALANCE3
CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) (Parenthetical) - USD ($) $ in Thousands | Sep. 30, 2017 | Dec. 31, 2016 |
Statement Of Financial Position [Abstract] | ||
Allowance for doubtful accounts | $ 913 | $ 1,338 |
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 | 102,336,142 | 98,208,117 |
Common stock, shares outstanding | 92,688,435 | 88,560,409 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Income Statement [Abstract] | ||||
Revenues | $ 81,950 | $ 66,470 | $ 229,022 | $ 199,768 |
Costs and expenses: | ||||
Cost of revenues | 37,501 | 35,126 | 96,734 | 85,500 |
Sales and marketing | 22,002 | 20,415 | 67,456 | 67,656 |
Research and development | 12,255 | 12,414 | 38,149 | 38,419 |
General and administrative | 11,702 | 10,041 | 35,398 | 32,394 |
Change in fair value of escrowed shares and contingent consideration, net | 9,700 | 105 | 11,015 | (963) |
Total costs and expenses | 93,160 | 78,101 | 248,752 | 223,006 |
Loss from operations | (11,210) | (11,631) | (19,730) | (23,238) |
Other income (expense), net | 276 | 398 | 537 | 418 |
Loss before income taxes | (10,934) | (11,233) | (19,193) | (22,820) |
Provision for (benefit from) income taxes | (107) | 79 | 66 | 193 |
Net loss | $ (10,827) | $ (11,312) | $ (19,259) | $ (23,013) |
Net loss per share, basic and diluted | $ (0.12) | $ (0.13) | $ (0.22) | $ (0.28) |
Weighted-average number of common shares used in computing net loss per share, basic and diluted | 90,492 | 84,732 | 89,000 | 83,484 |
CONDENSED CONSOLIDATED STATEME5
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Statement Of Income And Comprehensive Income [Abstract] | ||||
Net loss | $ (10,827) | $ (11,312) | $ (19,259) | $ (23,013) |
Other comprehensive income: | ||||
Foreign currency translation adjustments | (21) | 3 | 27 | 9 |
Comprehensive loss | $ (10,848) | $ (11,309) | $ (19,232) | $ (23,004) |
CONDENSED CONSOLIDATED STATEME6
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2017 | Sep. 30, 2016 | |
Cash flows from operating activities: | ||
Net loss | $ (19,259) | $ (23,013) |
Adjustments to reconcile net loss to net cash provided by operating activities: | ||
Depreciation and amortization | 13,280 | 16,252 |
Stock-based compensation | 24,302 | 21,647 |
Loss on disposal of property and equipment | 245 | |
Allowance for doubtful accounts | (548) | 237 |
Deferred income taxes | 66 | 193 |
One-time charge for certain distribution fees | 7,435 | |
Change in fair value of escrowed shares and contingent consideration, net | 11,015 | (963) |
Changes in operating assets and liabilities: | ||
Accounts receivable | (1,776) | (3,970) |
Prepaid expenses and other current assets | (2,231) | (596) |
Accounts payable and other current liabilities | 5,882 | (3,720) |
Accrued compensation and benefits | (1,454) | (5,180) |
Deferred revenues | 718 | 408 |
Net cash provided by operating activities | 29,995 | 8,975 |
Cash flows from investing activities: | ||
Purchases of property and equipment | (4,383) | (5,004) |
Purchase of intangible assets | (63) | |
Acquisitions, net of cash acquired | (21,048) | |
Purchases of short-term investments | (64,685) | (69,116) |
Proceeds from maturities of short-term investment | 109,250 | 25,000 |
Net cash provided by (used in) investing activities | 19,134 | (49,183) |
Cash flows from financing activities: | ||
Proceeds from issuances of common stock under stock plans | 5,880 | 9,613 |
Payments for taxes related to net share settlement of equity awards | (2,326) | |
Repurchases of common stock | (11,819) | |
Principal payments on promissory note and capital lease obligations | (161) | (38) |
Net cash provided by (used in) financing activities | 3,393 | (2,244) |
Effect of exchange rates on cash and cash equivalents | (32) | 1 |
Net increase (decrease) in cash and cash equivalents | 52,490 | (42,451) |
Cash and cash equivalents at beginning of period | 106,174 | 134,947 |
Cash and cash equivalents at end of period | 158,664 | 92,496 |
Supplemental disclosures of cash flow information: | ||
Cash paid for income taxes | 113 | 94 |
Cash paid for interest | 20 | 3 |
Supplemental disclosures of noncash investing and financing activities: | ||
Fair value of common stock issued in connection with a services and data agreement | 39,570 | |
Fixed asset purchases not yet paid | 461 | $ 1,163 |
Computer equipment acquired under promissory note | 819 | |
Property and equipment acquired under capital lease | 31 | |
Crisp Acquisition | ||
Supplemental disclosures of noncash investing and financing activities: | ||
Issuance of shares related to Crisp acquisition | $ 12,957 |
Description of Business
Description of Business | 9 Months Ended |
Sep. 30, 2017 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Description of Business | 1. Description of Business Quotient Technology Inc. (“Quotient” or, the “Company”), is a provider of an industry leading digital platform that enables consumer packaged goods (“CPG”) brands and retailers to engage shoppers through personalized and targeted promotions and media. Through our platform, CPGs and retailers are able to use online and in-store point-of-sale (POS) shopper data and analytics to drive sales with improved efficiency, as compared to traditional offline promotional and advertising vehicles. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 9 Months Ended |
Sep. 30, 2017 | |
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, 2016. 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. Certain prior period balances have been reclassified to conform to the current period's presentation. 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, 2017 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, except for Company electing to change its accounting policy to account for forfeitures as they occur. The change was applied on a modified retrospective basis with a cumulative effect adjustment of $3.4 million recorded to accumulated deficit balance as of January 1, 2017. 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. 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). Early adoption is permitted, but not before the original effective date of the amendment, which was the first quarter of 2017. The Company is continuing to evaluate the overall impact of the new standard on its accounting policies, processes, system requirements, and internal controls over financial reporting. In addition to internal resources, the Company engaged third-party service providers to assist with the evaluation. The Company has made and will continue to make investments in systems to enable timely and accurate reporting under the new standard. The Company currently anticipates adopting the standard using the modified retrospective method. While the Company is still in the process of completing its analysis on the impact the guidance will have on its consolidated financial statements, related disclosures, and internal controls over financial reporting, it does not expect the impact to be material. In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842). In August 2016, the FASB issued ASU 2016-15, Statement of Cash Flows Classification of Certain Cash Receipts and Cash Payments Accounting Pronouncements Adopted In March 2016, the FASB issued ASU 2016-09, Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting . The guidance requires all of the tax effects related to share based payments to be recorded through the income statement. The guidance also removes the present requirement to delay recognition of an excess tax benefit (“windfall tax benefit”) until it reduces current taxes payable; instead it is recognized at the time of settlement, subject to normal valuation allowance consideration. While the simplification will eliminate some administrative complexities, it will increase the volatility of income tax expense. The standard was effective for the Company beginning January 1, 2017, and interim periods within that reporting period. Early adoption was permitted. The Company adopted ASU 2016-09 in the first quarter of 2017. Upon adoption, the Company elected to change its accounting policy to account for forfeitures as they occur. The change was applied on a modified retrospective basis with a cumulative effect adjustment of $3.4 million recorded to accumulated deficit balance as of January 1, 2017. The amendments related to accounting for previously unrecognized excess tax benefits as deferred tax assets have been adopted on a modified retrospective basis with a cumulative-effect adjustment to opening retained earnings of $25.5 million, fully offset by a valuation allowance. This adjustment resulted in no impact to retained earnings upon adoption. The amendments related to accounting for excess tax benefits have been adopted prospectively, resulting in no impact as the Company is in a net operating loss position with a full valuation allowance. |
Fair Value Measurements
Fair Value Measurements | 9 Months Ended |
Sep. 30, 2017 | |
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, 2017 Level 1 Level 2 Level 3 Total Assets: Cash and cash equivalents: Money market funds $ 25,068 — — $ 25,068 Certificate of deposit — 35,092 — 35,092 Short-Term investments: Certificate of deposit — 24,607 — 24,607 Total $ 25,068 $ 59,699 $ — $ 84,767 Liabilities: Contingent consideration related to Crisp acquisition (1) — — 16,200 16,200 Contingent consideration related to Shopmium acquisition (1) — — — — Total $ — $ — $ 16,200 $ 16,200 December 31, 2016 Level 1 Level 2 Level 3 Total Assets: Short-Term investments: Certificate of deposit — 69,172 — 69,172 Total $ — $ 69,172 $ — $ 69,172 Liabilities: Contingent consideration related to Shopmium acquisition (1) — — 185 185 Total $ — $ — $ 185 $ 185 (1) Included in contingent consideration related to acquisitions The valuation technique used to measure the fair value of money market funds included using quoted prices in active markets. The money market funds have a fixed net asset value (NAV) of $1. The valuation technique 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 Crisp Media, Inc. (“Crisp”) was estimated using an option pricing method and was based on significant inputs not observable in the market, thus classified as a Level 3 instrument. The inputs include expected achievement of certain financial metrics over the contingent consideration period, historical volatility and discount rate. Refer to Note 6 for further details related to the acquisition. 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 following table represents the change in the contingent consideration (in thousands): Three Months Ended Nine Months Ended September 30, 2017 September 30, 2017 Shopmium Crisp Shopmium Crisp Level 3 Level 3 Level 3 Level 3 Balance at the beginning of period $ — $ 14,800 $ 185 $ — Addition related to acquisition — — — 14,800 Change in fair value — 1,400 (185 ) 1,400 Balance as of September 30, 2017 $ — $ 16,200 $ — $ 16,200 For the three and nine months ended September 30, 2017, the Company recorded losses of $1.4 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 Crisp contingent consideration is due to an increase in expected achievement of certain financial metrics over the contingent consideration period. The There were no transfers between fair value hierarchies during the three and nine months ended September 30, 2017 and 2016. |
Allowance for Doubtful Accounts
Allowance for Doubtful Accounts | 9 Months Ended |
Sep. 30, 2017 | |
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, 2017 2016 2017 2016 Balance at the beginning of period $ 1,035 $ 883 $ 1,338 $ 833 Additions related to Crisp acquisition — — 229 — Bad debt expense (recovery) (51 ) 86 (548 ) 237 Write-offs, net (71 ) (38 ) (106 ) (139 ) Balance at the end of period $ 913 $ 931 $ 913 $ 931 |
Balance Sheet Components
Balance Sheet Components | 9 Months Ended |
Sep. 30, 2017 | |
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, 2017 December 31, 2016 Software $ 32,803 $ 32,286 Computer equipment 24,133 22,664 Leasehold improvements 8,187 8,141 Furniture and fixtures 2,354 2,296 Total 67,477 65,387 Accumulated depreciation and amortization (55,493 ) (50,249 ) Projects in process 3,654 1,238 Property and equipment, net $ 15,638 $ 16,376 Depreciation and amortization expense related to property and equipment was $1.6 million and $4.1 million for the three months ended September 30, 2017 and 2016, respectively, and $5.3 million and $12.0 million for the nine months ended September 30, 2017 and 2016, respectively. The Company capitalized internal use software development and enhancement costs of $1.0 million and $0.3 million during the three months ended September 30, 2017 and 2016, respectively, and $3.1 million and $0.4 million Accrued Compensation and Benefits Accrued compensation and benefits consist of the following (in thousands): September 30, 2017 December 31, 2016 Bonus $ 5,164 $ 5,985 Commissions 2,549 3,572 Vacation 1,380 1,916 Payroll and related expenses 2,718 1,729 Accrued compensation and benefits $ 11,811 $ 13,202 Other Current Liabilities Other current liabilities consist of the following (in thousands): September 30, 2017 December 31, 2016 Distribution fees $ 16,633 $ 12,463 Marketing expenses 1,915 3,383 Prefunded Liability 1,890 1,345 Traffic Acquisition Cost 1,747 — Other 6,654 3,673 Other current liabilities $ 28,839 $ 20,864 |
Acquisitions
Acquisitions | 9 Months Ended |
Sep. 30, 2017 | |
Business Combinations [Abstract] | |
Acquisitions | 6. Acquisitions On May 31, 2017, the Company acquired all the outstanding shares of Crisp, a mobile marketing and advertising company, delivering shopper marketing media campaigns for CPGs and retailers. Crisp’s mobile media expertise complements Quotient’s proprietary shopper data, retail network and existing promotions and media offerings. The total preliminary acquisition consideration of $51.9 million consisted of $24.1 million in cash, 1,177,927 shares of the Company’s common stock with a fair value of $13.0 million or $11.00 per share, and contingent consideration of up to $24.5 million payable in cash with a fair value of $14.8 million. The contingent consideration payout is based on Crisp achieving certain financial metrics over a period of one year after closing and is payable within 105 days after May 31, 2018. At the date of acquisition, the contingent consideration’s fair value of $14.8 million was determined by using an option pricing method. Fair value of contingent consideration is remeasured every reporting period. Refer to Note 3 for the fair value of contingent consideration at September 30, 2017. The Crisp acquisition provides the Company with customer relationships, developed technologies and trade names. The fair value of the customer relationships intangible asset was determined by using a discounted cash flow model. The fair values of developed technologies and trade names intangible assets were determined by using the relief from royalty methods. The excess of the consideration paid over the fair value of the net tangible assets and identifiable intangible assets acquired is recorded as goodwill. The goodwill is attributable to expected synergies from combined operations and Crisp’s knowhow. The transaction was accounted for as a business combination. Accordingly, assets acquired and liabilities assumed were recorded at their estimated fair values as of the acquisition date. The Company expensed all transaction costs in the period in which they were incurred. The following table summarizes the preliminary acquisition consideration and the related fair values of the assets acquired and liabilities assumed (in thousands): Purchase Consideration Net Tangible Assets Acquired/ (Liabilities Assumed) Identifiable Intangible Assets Goodwill Goodwill Deductible for Taxes (1) Acquisition Related Expenses Crisp $ 51,904 $ 5,893 $ 9,400 $ 36,611 Not $ 1,504 (1) Expensed as general and administrative The following sets forth each component of identifiable intangible assets acquired in connection with the Crisp acquisition (in thousands): Crisp Estimated Useful Life (in Years) Developed technologies $ 5,000 4.0 Customer relationships 2,800 7.0 Trade names 1,600 4.0 Total identifiable intangible assets $ 9,400 |
Intangible Assets
Intangible Assets | 9 Months Ended |
Sep. 30, 2017 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Intangible Assets | 7. Intangible Assets Intangible assets consist of the following (in thousands): September 30, 2017 Gross Accumulated Amortization Foreign Currency Translation Net Weighted Average Amortization Period (Years) Promotion service rights $ 22,492 $ (3,497 ) $ — $ 18,995 6.3 Data access rights 10,801 (2,192 ) — 8,609 4.6 Customer relationships 11,660 (6,069 ) (36 ) 5,555 4.4 Developed technologies 12,187 (4,268 ) (89 ) 7,830 3.2 Media service rights 6,383 (1,295 ) — 5,088 4.6 Domain names 5,949 (4,525 ) (9 ) 1,415 1.5 Trade names 1,767 (302 ) 1 1,466 3.7 Patents 975 (757 ) — 218 4.8 Vendor relationships 890 (834 ) — 56 0.3 Registered users 420 (195 ) (11 ) 214 2.5 $ 73,524 $ (23,934 ) $ (144 ) $ 49,446 4.9 As of September 30, 2017, and December 31, 2016, the Company has a domain name with a gross value of $0.4 million with an indefinite useful life that is not subject to amortization. December 31, 2016 Gross Accumulated Amortization Foreign Currency Translation Net Weighted Average Amortization Period (Years) Promotion service rights $ 22,492 $ (1,256 ) $ — $ 21,236 7.1 Data access rights 10,801 (787 ) — 10,014 5.3 Customer relationships 8,860 (4,915 ) (36 ) 3,909 3.1 Developed technologies 7,187 (2,837 ) (89 ) 4,261 3.3 Media service rights 6,383 (465 ) — 5,918 5.3 Domain names 5,948 (4,061 ) (9 ) 1,878 2.2 Patents 975 (718 ) — 257 5.6 Vendor relationships 890 (667 ) — 223 1.0 Registered users 420 (118 ) (11 ) 291 3.3 Trade names 167 (168 ) 1 — — $ 64,123 $ (15,992 ) $ (144 ) $ 47,987 5.6 Amortization expense related to intangible assets subject to amortization was $2.9 million and $2.1 million during the three months ended September 30, 2017 and 2016, respectively, and $7.9 million and $4.3 million during the nine months ended September 30, 2017 and 2016, respectively. Estimated future amortization expense related to intangible assets as of September 30, 2017 is as follows (in thousands): Total 2017, remaining three months $ 2,955 2018 11,467 2019 10,379 2020 8,962 2021 7,104 2022 and beyond 8,226 Total estimated amortization expense $ 49,093 |
Stock-Based Compensation
Stock-Based Compensation | 9 Months Ended |
Sep. 30, 2017 | |
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, 2017 2016 2017 2016 Expected life (in years) 6.25 6.08 5.50 - 6.25 2.50 - 6.08 Risk-free interest rate 1.98% 1.22% 1.87% - 2.14% 0.68% - 1.34% Volatility 50% 55% 50% 55% - 70% Dividend yield — — — — The weighted-average grant-date fair value of options granted was $5.81 and $6.87 per share during the three months ended September 30, 2017 and 2016, respectively, and $6.33 and $5.25 per share during the nine months ended September 30, 2017 and 2016, respectively. Restricted Stock Units The fair value of restricted stock units (“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. On September 28, 2017 (the “Grant Date”), the Company granted 128,205 performance-based RSUs (“PSU Award”), under the 2013 Equity Incentive Plan, to Mir Aamir, in connection with his promotion to President and Chief Executive Officer. The PSU Award represents the right to receive shares of the Company’s common stock upon meeting certain vesting conditions which were tied to achievement of certain Company stock price goals. The fair value of the PSU Award was measured using a Monte Carlo simulation. During the three months ended September 30, 2017, the expense recognized in the consolidated financial statements related to the PSU Award was insignificant. Subsequent to September 30, 2017, the Company modified the terms of the PSU Award to provide incentives based on targets that can be directly tied to the Company’s performance. Refer to Part II – Other Information, Item 5. for further details. 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 thousands) Balance as of December 31, 2016 3,424,730 5,504,084 $ 12.02 7,746,067 $ 8.83 6.12 $ 30,507 Increase in shares authorized 3,542,416 — — — — — — Options granted (1,319,680 ) — — 1,319,680 $ 12.76 — — Options exercised — — — (1,262,802 ) $ 4.01 — $ 9,683 Options canceled or expired 184,359 — — (184,359 ) $ 9.86 — — RSUs granted (2,401,441 ) 2,401,441 $ 11.95 — — — — RSUs vested — (1,774,008 ) $ 12.49 — — — — RSUs canceled or expired 684,840 (684,840 ) $ 11.45 — — — — RSUs withheld for taxes 178,748 — — — — — — Balance as of September 30, 2017 4,293,972 5,446,677 $ 12.12 7,618,586 $ 10.29 6.41 $ 48,718 Vested and exercisable as of September 30, 2017 5,279,392 $ 9.80 5.33 $ 38,421 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 $1.5 million and $0.9 million during the three months ended September 30, 2017 and 2016, respectively, and $5.5 million and $2.4 million during the nine months ended September 30, 2017 and 2016, 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, 2017 2016 2017 2016 Expected life (in years) 0.50 0.50 0.50 0.50 Risk-free interest rate 1.04% 0.38% 0.62% - 1.04% 0.33% - 0.38% Volatility 50% 74% 50% 72% - 74% Dividend yield — — — — As of September 30, 2017, a total of 642,124 shares of common stock were issued under the 2013 Employee Stock Purchase Plan (“ESPP”), since inception of the plan. As of September 30, 2017, a total of 1,757,876 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, 2017 2016 2017 2016 Cost of revenues $ 521 $ 467 $ 1,457 $ 1,457 Sales and marketing 1,832 1,155 4,858 4,279 Research and development 1,894 1,837 5,890 5,728 General and administrative 4,233 3,269 12,097 10,183 Total stock-based compensation expense $ 8,480 $ 6,728 $ 24,302 $ 21,647 As of September 30, 2017, there was $62.9 million of unrecognized stock-based compensation expense, of which $12.2 million is related to stock options and ESPP shares and $50.7 million is related to RSUs. The total unrecognized stock-based compensation expense related to stock options and ESPP as of September 30, 2017 will be amortized over a weighted-average period of 2.7 years. The total unrecognized stock-based compensation expense related to RSUs as of September 30, 2017 will be amortized over a weighted-average period of 2.4 years. During the three and nine months ended September 30, 2017, the Company capitalized $0.2 million of stock-based compensation cost in projects in process as part of property and equipment, net on the accompanying consolidated balance sheets. |
Common Stock Repurchase Program
Common Stock Repurchase Program | 9 Months Ended |
Sep. 30, 2017 | |
Common Stock Repurchase Program [Abstract] | |
Common Stock Repurchase Program | 9. Common Stock Repurchase Program The Company’s Board of Directors has approved programs for it to repurchase shares of its common stock. In April 2017, the Board of Directors authorized a share repurchase program (“2017 Program”) for the Company to repurchase up to $50.0 million of its common stock. The 2017 Program has a one year duration beginning on May 5, 2017. Stock repurchases may be made from time-to-time and the timing of any repurchases and the actual number of shares repurchased will depend on a variety of factors. The Company may suspend, modify or terminate this repurchase program at any time without prior notice. Subsequent to September 30, 2017, the Board of Directors authorized the retirement of 9,647,708 shares of the Company’s treasury stock. |
Income Taxes
Income Taxes | 9 Months Ended |
Sep. 30, 2017 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 10. Income Taxes The Company recorded an income tax benefit of $0.1 million and an income tax provision $0.1 million during the three and nine months ended September 30, 2017, respectively, and an income tax provision of $0.1 million and $0.2 million during the three and nine months ended September 30, 2016, respectively. The income tax benefit for the three months ended September 30, 2017 was primarily attributable to a net decrease in foreign profits. The income tax provision for the nine months ended September 30, 2017 was primarily attributable to foreign income taxed at non-US tax rates. 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 related to an acquisition and a decrease in foreign income taxed at non-US tax rates. |
Net Loss Per Share
Net Loss Per Share | 9 Months Ended |
Sep. 30, 2017 | |
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 is as follows (in thousands, except per share data): Three Months Ended September 30, Nine Months Ended September 30, 2017 2016 2017 2016 Net loss $ (10,827 ) $ (11,312 ) $ (19,259 ) $ (23,013 ) Weighted-average number of common shares used in computing net loss per share, basic and diluted 90,492 84,732 89,000 83,484 Net loss per share, basic and diluted $ (0.12 ) $ (0.13 ) $ (0.22 ) $ (0.28 ) The outstanding common equivalent shares excluded from the computation of the diluted net loss per share for the periods presented because including them would have been antidilutive are as follows (in thousands): Three and Nine Months Ended September 30, 2017 2016 Stock options and ESPP 7,770 8,287 Restricted stock units 5,447 6,017 Shares held in escrow 2,000 2,000 15,217 16,304 |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2017 | |
Commitments And Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 12. Commitments and Contingencies Leases As of September 30, 2017, the Company’s minimum payments under its non-cancelable operating and capital leases are as follows (in thousands): Operating Leases Capital Leases 2017, remaining three months $ 1,125 $ 12 2018 4,787 42 2019 4,506 10 2020 2,176 — 2021 805 — 2022 825 — 2023 and thereafter 1,327 — Total minimum payments $ 15,551 $ 64 Less: Amount representing interest 2 Present value of capital lease obligations 62 Less: Current portion 46 Capital lease obligation, net of current portion $ 16 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 commitments which expire through 2034 in the amount of $6.5 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 also has unconditional purchase commitments, primarily related to software license fees and marketing services, of $5.7 million as of September 30, 2017. Promissory Note In January 2017, the Company entered into a promissory note agreement with a lender to finance the purchase of computer equipment for $0.8 million to be paid in quarterly installments over three years. As of September 30, 2017, the Company had a remaining balance of $0.7 million under the agreement, which is included in other current liabilities and other non-current liabilities on the condensed consolidated balance sheets. 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 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, 2017 and December 31, 2016. The Company expenses legal fees in the period in which they are incurred. |
Employee Benefit Plan
Employee Benefit Plan | 9 Months Ended |
Sep. 30, 2017 | |
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 over four years of continuous employment. The Company’s matching contribution expense was $0.4 million and $0.3 million during the three months ended September 30, 2017 and 2016, respectively, and $1.3 million and $1.4 million during the nine months ended September 30, 2017 and 2016, respectively. |
Information About Geographic Ar
Information About Geographic Areas | 9 Months Ended |
Sep. 30, 2017 | |
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, 2017 | |
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, 2016. 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. Certain prior period balances have been reclassified to conform to the current period's presentation. 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, 2017 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, except for Company electing to change its accounting policy to account for forfeitures as they occur. The change was applied on a modified retrospective basis with a cumulative effect adjustment of $3.4 million recorded to accumulated deficit balance as of January 1, 2017. |
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. |
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). Early adoption is permitted, but not before the original effective date of the amendment, which was the first quarter of 2017. The Company is continuing to evaluate the overall impact of the new standard on its accounting policies, processes, system requirements, and internal controls over financial reporting. In addition to internal resources, the Company engaged third-party service providers to assist with the evaluation. The Company has made and will continue to make investments in systems to enable timely and accurate reporting under the new standard. The Company currently anticipates adopting the standard using the modified retrospective method. While the Company is still in the process of completing its analysis on the impact the guidance will have on its consolidated financial statements, related disclosures, and internal controls over financial reporting, it does not expect the impact to be material. In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842). In August 2016, the FASB issued ASU 2016-15, Statement of Cash Flows Classification of Certain Cash Receipts and Cash Payments Accounting Pronouncements Adopted In March 2016, the FASB issued ASU 2016-09, Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting . The guidance requires all of the tax effects related to share based payments to be recorded through the income statement. The guidance also removes the present requirement to delay recognition of an excess tax benefit (“windfall tax benefit”) until it reduces current taxes payable; instead it is recognized at the time of settlement, subject to normal valuation allowance consideration. While the simplification will eliminate some administrative complexities, it will increase the volatility of income tax expense. The standard was effective for the Company beginning January 1, 2017, and interim periods within that reporting period. Early adoption was permitted. The Company adopted ASU 2016-09 in the first quarter of 2017. Upon adoption, the Company elected to change its accounting policy to account for forfeitures as they occur. The change was applied on a modified retrospective basis with a cumulative effect adjustment of $3.4 million recorded to accumulated deficit balance as of January 1, 2017. The amendments related to accounting for previously unrecognized excess tax benefits as deferred tax assets have been adopted on a modified retrospective basis with a cumulative-effect adjustment to opening retained earnings of $25.5 million, fully offset by a valuation allowance. This adjustment resulted in no impact to retained earnings upon adoption. The amendments related to accounting for excess tax benefits have been adopted prospectively, resulting in no impact as the Company is in a net operating loss position with a full valuation allowance. |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
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, 2017 Level 1 Level 2 Level 3 Total Assets: Cash and cash equivalents: Money market funds $ 25,068 — — $ 25,068 Certificate of deposit — 35,092 — 35,092 Short-Term investments: Certificate of deposit — 24,607 — 24,607 Total $ 25,068 $ 59,699 $ — $ 84,767 Liabilities: Contingent consideration related to Crisp acquisition (1) — — 16,200 16,200 Contingent consideration related to Shopmium acquisition (1) — — — — Total $ — $ — $ 16,200 $ 16,200 December 31, 2016 Level 1 Level 2 Level 3 Total Assets: Short-Term investments: Certificate of deposit — 69,172 — 69,172 Total $ — $ 69,172 $ — $ 69,172 Liabilities: Contingent consideration related to Shopmium acquisition (1) — — 185 185 Total $ — $ — $ 185 $ 185 (1) Included in contingent consideration related to acquisitions |
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, 2017 September 30, 2017 Shopmium Crisp Shopmium Crisp Level 3 Level 3 Level 3 Level 3 Balance at the beginning of period $ — $ 14,800 $ 185 $ — Addition related to acquisition — — — 14,800 Change in fair value — 1,400 (185 ) 1,400 Balance as of September 30, 2017 $ — $ 16,200 $ — $ 16,200 |
Allowance for Doubtful Accoun23
Allowance for Doubtful Accounts (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
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, 2017 2016 2017 2016 Balance at the beginning of period $ 1,035 $ 883 $ 1,338 $ 833 Additions related to Crisp acquisition — — 229 — Bad debt expense (recovery) (51 ) 86 (548 ) 237 Write-offs, net (71 ) (38 ) (106 ) (139 ) Balance at the end of period $ 913 $ 931 $ 913 $ 931 |
Balance Sheet Components (Table
Balance Sheet Components (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Balance Sheet Related Disclosures [Abstract] | |
Property and Equipment, Net | Property and equipment consist of the following (in thousands): September 30, 2017 December 31, 2016 Software $ 32,803 $ 32,286 Computer equipment 24,133 22,664 Leasehold improvements 8,187 8,141 Furniture and fixtures 2,354 2,296 Total 67,477 65,387 Accumulated depreciation and amortization (55,493 ) (50,249 ) Projects in process 3,654 1,238 Property and equipment, net $ 15,638 $ 16,376 |
Accrued Compensation and Benefits | Accrued compensation and benefits consist of the following (in thousands): September 30, 2017 December 31, 2016 Bonus $ 5,164 $ 5,985 Commissions 2,549 3,572 Vacation 1,380 1,916 Payroll and related expenses 2,718 1,729 Accrued compensation and benefits $ 11,811 $ 13,202 |
Other Current Liabilities | Other current liabilities consist of the following (in thousands): September 30, 2017 December 31, 2016 Distribution fees $ 16,633 $ 12,463 Marketing expenses 1,915 3,383 Prefunded Liability 1,890 1,345 Traffic Acquisition Cost 1,747 — Other 6,654 3,673 Other current liabilities $ 28,839 $ 20,864 |
Acquisitions (Tables)
Acquisitions (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Business Combinations [Abstract] | |
Summary of Preliminary Acquisition Consideration and the Related Fair Values of Assets Acquired and Liabilities Assumed | The following table summarizes the preliminary acquisition consideration and the related fair values of the assets acquired and liabilities assumed (in thousands): Purchase Consideration Net Tangible Assets Acquired/ (Liabilities Assumed) Identifiable Intangible Assets Goodwill Goodwill Deductible for Taxes (1) Acquisition Related Expenses Crisp $ 51,904 $ 5,893 $ 9,400 $ 36,611 Not $ 1,504 (1) Expensed as general and administrative |
Component of Identifiable Intangible Assets | The following sets forth each component of identifiable intangible assets acquired in connection with the Crisp acquisition (in thousands): Crisp Estimated Useful Life (in Years) Developed technologies $ 5,000 4.0 Customer relationships 2,800 7.0 Trade names 1,600 4.0 Total identifiable intangible assets $ 9,400 |
Intangible Assets (Tables)
Intangible Assets (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Intangible Assets | Intangible assets consist of the following (in thousands): September 30, 2017 Gross Accumulated Amortization Foreign Currency Translation Net Weighted Average Amortization Period (Years) Promotion service rights $ 22,492 $ (3,497 ) $ — $ 18,995 6.3 Data access rights 10,801 (2,192 ) — 8,609 4.6 Customer relationships 11,660 (6,069 ) (36 ) 5,555 4.4 Developed technologies 12,187 (4,268 ) (89 ) 7,830 3.2 Media service rights 6,383 (1,295 ) — 5,088 4.6 Domain names 5,949 (4,525 ) (9 ) 1,415 1.5 Trade names 1,767 (302 ) 1 1,466 3.7 Patents 975 (757 ) — 218 4.8 Vendor relationships 890 (834 ) — 56 0.3 Registered users 420 (195 ) (11 ) 214 2.5 $ 73,524 $ (23,934 ) $ (144 ) $ 49,446 4.9 As of September 30, 2017, and December 31, 2016, the Company has a domain name with a gross value of $0.4 million with an indefinite useful life that is not subject to amortization. December 31, 2016 Gross Accumulated Amortization Foreign Currency Translation Net Weighted Average Amortization Period (Years) Promotion service rights $ 22,492 $ (1,256 ) $ — $ 21,236 7.1 Data access rights 10,801 (787 ) — 10,014 5.3 Customer relationships 8,860 (4,915 ) (36 ) 3,909 3.1 Developed technologies 7,187 (2,837 ) (89 ) 4,261 3.3 Media service rights 6,383 (465 ) — 5,918 5.3 Domain names 5,948 (4,061 ) (9 ) 1,878 2.2 Patents 975 (718 ) — 257 5.6 Vendor relationships 890 (667 ) — 223 1.0 Registered users 420 (118 ) (11 ) 291 3.3 Trade names 167 (168 ) 1 — — $ 64,123 $ (15,992 ) $ (144 ) $ 47,987 5.6 |
Estimated Amortization of Intangible Assets | Estimated future amortization expense related to intangible assets as of September 30, 2017 is as follows (in thousands): Total 2017, remaining three months $ 2,955 2018 11,467 2019 10,379 2020 8,962 2021 7,104 2022 and beyond 8,226 Total estimated amortization expense $ 49,093 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
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, 2017 2016 2017 2016 Expected life (in years) 6.25 6.08 5.50 - 6.25 2.50 - 6.08 Risk-free interest rate 1.98% 1.22% 1.87% - 2.14% 0.68% - 1.34% Volatility 50% 55% 50% 55% - 70% 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 thousands) Balance as of December 31, 2016 3,424,730 5,504,084 $ 12.02 7,746,067 $ 8.83 6.12 $ 30,507 Increase in shares authorized 3,542,416 — — — — — — Options granted (1,319,680 ) — — 1,319,680 $ 12.76 — — Options exercised — — — (1,262,802 ) $ 4.01 — $ 9,683 Options canceled or expired 184,359 — — (184,359 ) $ 9.86 — — RSUs granted (2,401,441 ) 2,401,441 $ 11.95 — — — — RSUs vested — (1,774,008 ) $ 12.49 — — — — RSUs canceled or expired 684,840 (684,840 ) $ 11.45 — — — — RSUs withheld for taxes 178,748 — — — — — — Balance as of September 30, 2017 4,293,972 5,446,677 $ 12.12 7,618,586 $ 10.29 6.41 $ 48,718 Vested and exercisable as of September 30, 2017 5,279,392 $ 9.80 5.33 $ 38,421 |
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, 2017 2016 2017 2016 Expected life (in years) 0.50 0.50 0.50 0.50 Risk-free interest rate 1.04% 0.38% 0.62% - 1.04% 0.33% - 0.38% Volatility 50% 74% 50% 72% - 74% 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, 2017 2016 2017 2016 Cost of revenues $ 521 $ 467 $ 1,457 $ 1,457 Sales and marketing 1,832 1,155 4,858 4,279 Research and development 1,894 1,837 5,890 5,728 General and administrative 4,233 3,269 12,097 10,183 Total stock-based compensation expense $ 8,480 $ 6,728 $ 24,302 $ 21,647 |
Net Loss Per Share (Tables)
Net Loss Per Share (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Earnings Per Share [Abstract] | |
Schedule of Computation of Basic and Diluted Net Loss Per Share | The computation of the Company’s basic and diluted net loss per share is as follows (in thousands, except per share data): Three Months Ended September 30, Nine Months Ended September 30, 2017 2016 2017 2016 Net loss $ (10,827 ) $ (11,312 ) $ (19,259 ) $ (23,013 ) Weighted-average number of common shares used in computing net loss per share, basic and diluted 90,492 84,732 89,000 83,484 Net loss per share, basic and diluted $ (0.12 ) $ (0.13 ) $ (0.22 ) $ (0.28 ) |
Schedule of Outstanding Common Equivalent Shares Excluded from Computation of Diluted Net Loss Per Share | The outstanding common equivalent shares excluded from the computation of the diluted net loss per share for the periods presented because including them would have been antidilutive are as follows (in thousands): Three and Nine Months Ended September 30, 2017 2016 Stock options and ESPP 7,770 8,287 Restricted stock units 5,447 6,017 Shares held in escrow 2,000 2,000 15,217 16,304 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Commitments And Contingencies Disclosure [Abstract] | |
Minimum Payments Under Non-cancelable Operating and Capital Leases | As of September 30, 2017, the Company’s minimum payments under its non-cancelable operating and capital leases are as follows (in thousands): Operating Leases Capital Leases 2017, remaining three months $ 1,125 $ 12 2018 4,787 42 2019 4,506 10 2020 2,176 — 2021 805 — 2022 825 — 2023 and thereafter 1,327 — Total minimum payments $ 15,551 $ 64 Less: Amount representing interest 2 Present value of capital lease obligations 62 Less: Current portion 46 Capital lease obligation, net of current portion $ 16 |
Summary of Significant Accoun30
Summary of Significant Accounting Policies - Additional Information (Details) - ASU 2016-09 - USD ($) $ in Millions | Sep. 30, 2017 | Jan. 01, 2017 |
Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items] | ||
Modified retrospective basis with cumulative effect adjustment, recorded to accumulated deficit balance | $ 3.4 | |
Retained Earnings | ||
Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items] | ||
Unrecognized excess tax benefits as deferred tax assets, cumulative-effect adjustment to opening retained earnings | $ 25.5 |
Fair Value Measurements - Finan
Fair Value Measurements - Financial Assets and Liabilities Measured at Fair Value on Recurring Basis (Details) - USD ($) $ in Thousands | Sep. 30, 2017 | Dec. 31, 2016 | |
Assets: | |||
Assets fair value | $ 84,767 | $ 69,172 | |
Liabilities: | |||
Liabilities fair value | 16,200 | 185 | |
Contingent Consideration | Shopmium Acquisition | |||
Liabilities: | |||
Liabilities fair value | [1] | 185 | |
Contingent Consideration | Crisp Acquisition | |||
Liabilities: | |||
Liabilities fair value | [1] | 16,200 | |
Cash and Cash Equivalents | Money Market Funds | |||
Assets: | |||
Assets fair value | 25,068 | ||
Cash and Cash Equivalents | Certificates of Deposit | |||
Assets: | |||
Assets fair value | 35,092 | ||
Short-Term Investments | Certificates of Deposit | |||
Assets: | |||
Assets fair value | 24,607 | 69,172 | |
Level 1 | |||
Assets: | |||
Assets fair value | 25,068 | ||
Level 1 | Cash and Cash Equivalents | Money Market Funds | |||
Assets: | |||
Assets fair value | 25,068 | ||
Level 2 | |||
Assets: | |||
Assets fair value | 59,699 | 69,172 | |
Level 2 | Cash and Cash Equivalents | Certificates of Deposit | |||
Assets: | |||
Assets fair value | 35,092 | ||
Level 2 | Short-Term Investments | Certificates of Deposit | |||
Assets: | |||
Assets fair value | 24,607 | 69,172 | |
Level 3 | |||
Liabilities: | |||
Liabilities fair value | 16,200 | 185 | |
Level 3 | Contingent Consideration | Shopmium Acquisition | |||
Liabilities: | |||
Liabilities fair value | [1] | $ 185 | |
Level 3 | Contingent Consideration | Crisp Acquisition | |||
Liabilities: | |||
Liabilities fair value | [1] | $ 16,200 | |
[1] | Included in contingent consideration related to acquisitions |
Fair Value Measurements - Addit
Fair Value Measurements - Additional Information (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||||
Losses from reclassification of contingent liability | $ 1,400,000 | $ 1,200,000 | ||
Transfers between fair value hierarchies | $ 0 | $ 0 | $ 0 | $ 0 |
Money Market Funds | ||||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||||
Fixed net asset value | $ 1 | $ 1 |
Fair Value Measurements - Summa
Fair Value Measurements - Summary of Changes in Contingent Consideration (Details) - Level 3 - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended |
Sep. 30, 2017 | Sep. 30, 2017 | |
Shopmium | ||
Fair Value Liabilities Measured On Recurring Basis Unobservable Input Reconciliation [Line Items] | ||
Balance at the beginning of period | $ 185 | |
Change in fair value | (185) | |
Crisp Media, Inc | ||
Fair Value Liabilities Measured On Recurring Basis Unobservable Input Reconciliation [Line Items] | ||
Balance at the beginning of period | $ 14,800 | |
Addition related to acquisition | 14,800 | |
Change in fair value | 1,400 | 1,400 |
Balance as of September 30, 2017 | $ 16,200 | $ 16,200 |
Allowance for Doubtful Accoun34
Allowance for Doubtful Accounts - Summary of Activity in Allowance for Doubtful Accounts (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Accounts Notes And Loans Receivable [Line Items] | ||||
Balance at the beginning of period | $ 1,035 | $ 883 | $ 1,338 | $ 833 |
Bad debt expense (recovery) | (51) | 86 | (548) | 237 |
Write-offs, net | (71) | (38) | (106) | (139) |
Balance at the end of period | $ 913 | $ 931 | 913 | $ 931 |
Crisp Acquisition | ||||
Accounts Notes And Loans Receivable [Line Items] | ||||
Additions related to Crisp acquisition | $ 229 |
Balance Sheet Components - Prop
Balance Sheet Components - Property and Equipment, Net (Details) - USD ($) $ in Thousands | Sep. 30, 2017 | Dec. 31, 2016 |
Property Plant And Equipment [Line Items] | ||
Property and equipment, Total | $ 67,477 | $ 65,387 |
Accumulated depreciation and amortization | (55,493) | (50,249) |
Projects in process | 3,654 | 1,238 |
Property and equipment, net | 15,638 | 16,376 |
Software | ||
Property Plant And Equipment [Line Items] | ||
Property and equipment, Total | 32,803 | 32,286 |
Computer Equipment | ||
Property Plant And Equipment [Line Items] | ||
Property and equipment, Total | 24,133 | 22,664 |
Leasehold Improvements | ||
Property Plant And Equipment [Line Items] | ||
Property and equipment, Total | 8,187 | 8,141 |
Furniture and Fixtures | ||
Property Plant And Equipment [Line Items] | ||
Property and equipment, Total | $ 2,354 | $ 2,296 |
Balance Sheet Components - Addi
Balance Sheet Components - Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | Dec. 31, 2016 | |
Property Plant And Equipment [Abstract] | |||||
Depreciation | $ 1.6 | $ 4.1 | $ 5.3 | $ 12 | |
Capitalized costs | 1 | 0.3 | 3.1 | 0.4 | |
Amortization expense | 0 | $ 2.6 | 0.6 | $ 7.9 | |
Unamortized costs | $ 3.7 | $ 3.7 | $ 1.2 |
Balance Sheet Components - Accr
Balance Sheet Components - Accrued Compensation and Benefits (Details) - USD ($) $ in Thousands | Sep. 30, 2017 | Dec. 31, 2016 |
Payables And Accruals [Abstract] | ||
Bonus | $ 5,164 | $ 5,985 |
Commissions | 2,549 | 3,572 |
Vacation | 1,380 | 1,916 |
Payroll and related expenses | 2,718 | 1,729 |
Accrued compensation and benefits | $ 11,811 | $ 13,202 |
Balance Sheet Components - Othe
Balance Sheet Components - Other Current Liabilities (Details) - USD ($) $ in Thousands | Sep. 30, 2017 | Dec. 31, 2016 |
Payables And Accruals [Abstract] | ||
Distribution fees | $ 16,633 | $ 12,463 |
Marketing expenses | 1,915 | 3,383 |
Prefunded Liability | 1,890 | 1,345 |
Traffic Acquisition Cost | 1,747 | |
Other | 6,654 | 3,673 |
Other current liabilities | $ 28,839 | $ 20,864 |
Acquisitions - Additional Infor
Acquisitions - Additional Information (Details) - USD ($) $ / shares in Units, $ in Thousands | May 31, 2017 | Dec. 31, 2016 |
Business Acquisition [Line Items] | ||
Contingent consideration, fair value | $ 185 | |
Crisp Media, Inc | ||
Business Acquisition [Line Items] | ||
Total preliminary acquisition consideration | $ 51,900 | |
Cash payments for purchase of assets | $ 24,100 | |
Number of shares Issuable | 1,177,927 | |
Total acquisition consideration (Values) | $ 13,000 | |
Business acquisitions, fair value of common stock per share | $ 11 | |
Contingent consideration payable in cash | $ 24,500 | |
Contingent consideration, fair value | $ 14,800 | |
Contingent consideration, milestones achievement period | 1 year | |
Contingent consideration payout period | 105 days | |
Business combination, contingent consideration payable start date | May 31, 2018 |
Acquisitions - Summary of Preli
Acquisitions - Summary of Preliminary Acquisition Consideration and the Related Fair Values of Assets Acquired and Liabilities Assumed (Details) - Crisp Media, Inc $ in Thousands | May 31, 2017USD ($) |
Business Acquisition [Line Items] | |
Purchase Consideration | $ 51,904 |
Net Tangible Assets Acquired/ (Liabilities Assumed) | 5,893 |
Identifiable Intangible Assets | 9,400 |
Goodwill | $ 36,611 |
Goodwill Deductible for Taxes | Not Deductible |
Acquisition Related Expenses | $ 1,504 |
Acquisitions - Component of Ide
Acquisitions - Component of Identifiable Intangible Assets (Details) - Crisp Media, Inc $ in Thousands | May 31, 2017USD ($) |
Acquired Finite Lived Intangible Assets [Line Items] | |
Identifiable intangible assets | $ 9,400 |
Developed Technologies | |
Acquired Finite Lived Intangible Assets [Line Items] | |
Identifiable intangible assets | $ 5,000 |
Estimated Useful Life (in Years) | 4 years |
Customer Relationships | |
Acquired Finite Lived Intangible Assets [Line Items] | |
Identifiable intangible assets | $ 2,800 |
Estimated Useful Life (in Years) | 7 years |
Trade Names | |
Acquired Finite Lived Intangible Assets [Line Items] | |
Identifiable intangible assets | $ 1,600 |
Estimated Useful Life (in Years) | 4 years |
Intangible Assets - Intangible
Intangible Assets - Intangible Assets (Details) - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended |
Sep. 30, 2017 | Dec. 31, 2016 | |
Finite Lived Intangible Assets [Line Items] | ||
Gross | $ 73,524 | $ 64,123 |
Accumulated Amortization | (23,934) | (15,992) |
Foreign Currency Translation | (144) | (144) |
Net | $ 49,446 | $ 47,987 |
Weighted Average Amortization Period (Years) | 4 years 10 months 25 days | 5 years 7 months 6 days |
Promotion Service Rights | ||
Finite Lived Intangible Assets [Line Items] | ||
Gross | $ 22,492 | $ 22,492 |
Accumulated Amortization | (3,497) | (1,256) |
Net | $ 18,995 | $ 21,236 |
Weighted Average Amortization Period (Years) | 6 years 3 months 18 days | 7 years 1 month 6 days |
Data Access Rights | ||
Finite Lived Intangible Assets [Line Items] | ||
Gross | $ 10,801 | $ 10,801 |
Accumulated Amortization | (2,192) | (787) |
Net | $ 8,609 | $ 10,014 |
Weighted Average Amortization Period (Years) | 4 years 7 months 6 days | 5 years 3 months 18 days |
Customer Relationships | ||
Finite Lived Intangible Assets [Line Items] | ||
Gross | $ 11,660 | $ 8,860 |
Accumulated Amortization | (6,069) | (4,915) |
Foreign Currency Translation | (36) | (36) |
Net | $ 5,555 | $ 3,909 |
Weighted Average Amortization Period (Years) | 4 years 4 months 24 days | 3 years 1 month 6 days |
Developed Technologies | ||
Finite Lived Intangible Assets [Line Items] | ||
Gross | $ 12,187 | $ 7,187 |
Accumulated Amortization | (4,268) | (2,837) |
Foreign Currency Translation | (89) | (89) |
Net | $ 7,830 | $ 4,261 |
Weighted Average Amortization Period (Years) | 3 years 2 months 12 days | 3 years 3 months 18 days |
Media Service Rights | ||
Finite Lived Intangible Assets [Line Items] | ||
Gross | $ 6,383 | $ 6,383 |
Accumulated Amortization | (1,295) | (465) |
Net | $ 5,088 | $ 5,918 |
Weighted Average Amortization Period (Years) | 4 years 7 months 6 days | 5 years 3 months 18 days |
Domain Names | ||
Finite Lived Intangible Assets [Line Items] | ||
Gross | $ 5,949 | $ 5,948 |
Accumulated Amortization | (4,525) | (4,061) |
Foreign Currency Translation | (9) | (9) |
Net | $ 1,415 | $ 1,878 |
Weighted Average Amortization Period (Years) | 1 year 6 months | 2 years 2 months 12 days |
Patents | ||
Finite Lived Intangible Assets [Line Items] | ||
Gross | $ 975 | $ 975 |
Accumulated Amortization | (757) | (718) |
Net | $ 218 | $ 257 |
Weighted Average Amortization Period (Years) | 4 years 9 months 18 days | 5 years 7 months 6 days |
Vendor Relationships | ||
Finite Lived Intangible Assets [Line Items] | ||
Gross | $ 890 | $ 890 |
Accumulated Amortization | (834) | (667) |
Net | $ 56 | $ 223 |
Weighted Average Amortization Period (Years) | 3 months 19 days | 1 year |
Registered Users | ||
Finite Lived Intangible Assets [Line Items] | ||
Gross | $ 420 | $ 420 |
Accumulated Amortization | (195) | (118) |
Foreign Currency Translation | (11) | (11) |
Net | $ 214 | $ 291 |
Weighted Average Amortization Period (Years) | 2 years 6 months | 3 years 3 months 18 days |
Trade Names | ||
Finite Lived Intangible Assets [Line Items] | ||
Gross | $ 1,767 | $ 167 |
Accumulated Amortization | (302) | (168) |
Foreign Currency Translation | 1 | $ 1 |
Net | $ 1,466 | |
Weighted Average Amortization Period (Years) | 3 years 8 months 12 days |
Intangible Assets - Additional
Intangible Assets - Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | Dec. 31, 2016 | |
Intangible Assets [Line Items] | |||||
Amortization expense of intangible assets | $ 2.9 | $ 2.1 | $ 7.9 | $ 4.3 | |
Domain Names | |||||
Intangible Assets [Line Items] | |||||
Indefinite lived intangible, gross value | $ 0.4 | $ 0.4 | $ 0.4 |
Intangible Assets - Estimated A
Intangible Assets - Estimated Amortization of Intangible Assets (Details) $ in Thousands | Sep. 30, 2017USD ($) |
Goodwill And Intangible Assets Disclosure [Abstract] | |
2017, remaining three months | $ 2,955 |
2,018 | 11,467 |
2,019 | 10,379 |
2,020 | 8,962 |
2,021 | 7,104 |
2022 and beyond | 8,226 |
Total estimated amortization expense | $ 49,093 |
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, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
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 | 1.04% | 0.38% | ||
Volatility | 50.00% | 74.00% | 50.00% | |
Minimum | Employee Stock Purchase Plan | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Risk-free interest rate | 0.62% | 0.33% | ||
Volatility | 72.00% | |||
Maximum | Employee Stock Purchase Plan | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Risk-free interest rate | 1.04% | 0.38% | ||
Volatility | 74.00% | |||
Stock Options | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Expected life (in years) | 6 years 3 months | 6 years 30 days | ||
Risk-free interest rate | 1.98% | 1.22% | ||
Risk-free interest rate, minimum | 1.87% | 0.68% | ||
Risk-free interest rate, maximum | 2.14% | 1.34% | ||
Volatility | 50.00% | 55.00% | 50.00% | |
Volatility, minimum | 55.00% | |||
Volatility, maximum | 70.00% | |||
Stock Options | Minimum | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Expected life (in years) | 5 years 6 months | 2 years 5 months 30 days | ||
Stock Options | Maximum | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Expected life (in years) | 6 years 3 months | 6 years 30 days |
Stock-Based Compensation - Addi
Stock-Based Compensation - Additional Information (Details) - USD ($) $ / shares in Units, $ in Thousands | Sep. 30, 2017 | Sep. 28, 2017 | Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||
Weighted average grant date fair value | $ 5.81 | $ 6.87 | $ 6.33 | $ 5.25 | ||
RSUs granted | 2,401,441 | |||||
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 | 642,124 | |||||
Shares available for issuance | 1,757,876 | 1,757,876 | 1,757,876 | |||
Stock-based compensation | $ 8,480 | $ 6,728 | $ 24,302 | $ 21,647 | ||
Property and Equipment | ||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||
Stock-based compensation | 200 | $ 200 | ||||
PSU Award | ||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||
RSUs granted | 128,205 | |||||
Restricted Stock Units | ||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||
RSUs granted | 2,401,441 | |||||
Fair value of options vested, total | 1,500 | $ 900 | $ 5,500 | $ 2,400 | ||
Unrecognized stock based compensation | $ 50,700 | 50,700 | $ 50,700 | |||
Unrecognized stock based compensation, amortized weighted average period | 2 years 4 months 25 days | |||||
Stock Based Compensation Expense | ||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||
Unrecognized stock based compensation | 62,900 | 62,900 | $ 62,900 | |||
Stock Options | ||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||
Unrecognized stock based compensation | $ 12,200 | $ 12,200 | $ 12,200 | |||
Unrecognized stock based compensation, amortized weighted average period | 2 years 8 months 13 days |
Stock-Based Compensation - Su47
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, 2017 | Dec. 31, 2016 | |
Shares Available for Grant | ||
Beginning balance | 3,424,730 | |
Increase in shares authorized | 3,542,416 | |
Options granted | (1,319,680) | |
Options canceled or expired | 184,359 | |
RSUs granted | (2,401,441) | |
RSUs canceled or expired | 684,840 | |
RSUs withheld for taxes | 178,748 | |
Ending balance | 4,293,972 | 3,424,730 |
Number of Shares | ||
Beginning balance | 7,746,067 | |
Options granted | 1,319,680 | |
Options exercised | (1,262,802) | |
Options canceled or expired | (184,359) | |
Ending balance | 7,618,586 | 7,746,067 |
Vested and exercisable at the end of period | 5,279,392 | |
Weighted Average Exercise Price | ||
Beginning balance | $ 8.83 | |
Options granted | 12.76 | |
Options exercised | 4.01 | |
Options canceled or expired | 9.86 | |
Ending balance | 10.29 | $ 8.83 |
Vested and exercisable at the end of period | $ 9.80 | |
Weighted Average Remaining Contractual Term (Years) / Aggregate Intrinsic Value | ||
Weighted Average Remaining Contractual Term (Years) | 6 years 4 months 28 days | 6 years 1 month 13 days |
Vested and exercisable at the end of period | 5 years 4 months | |
Aggregate Intrinsic Value, Beginning balance | $ 30,507 | |
Aggregate Intrinsic Value, Options exercised | 9,683 | |
Aggregate Intrinsic Value, Ending balance | 48,718 | $ 30,507 |
Vested and exercisable at the end of period | $ 38,421 | |
Restricted Stock Units, Number of Shares | ||
RSUs granted | 2,401,441 | |
RSUs canceled or expired | (684,840) | |
Restricted Stock Units | ||
Shares Available for Grant | ||
RSUs granted | (2,401,441) | |
RSUs vested | 1,774,008 | |
RSUs canceled or expired | 684,840 | |
Restricted Stock Units, Number of Shares | ||
Beginning balance | 5,504,084 | |
RSUs granted | 2,401,441 | |
RSUs vested | (1,774,008) | |
RSUs canceled or expired | (684,840) | |
Ending balance | 5,446,677 | 5,504,084 |
Weighted Average Grant Date Fair Value | ||
Beginning Balance | $ 12.02 | |
RSUs granted | 11.95 | |
RSUs vested | 12.49 | |
RSUs canceled or expired | 11.45 | |
Ending balance | $ 12.12 | $ 12.02 |
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, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||||
Stock-based compensation | $ 8,480 | $ 6,728 | $ 24,302 | $ 21,647 |
Cost of Revenues | ||||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||||
Stock-based compensation | 521 | 467 | 1,457 | 1,457 |
Sales and Marketing | ||||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||||
Stock-based compensation | 1,832 | 1,155 | 4,858 | 4,279 |
Research and Development | ||||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||||
Stock-based compensation | 1,894 | 1,837 | 5,890 | 5,728 |
General and Administrative | ||||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||||
Stock-based compensation | $ 4,233 | $ 3,269 | $ 12,097 | $ 10,183 |
Common Stock Repurchase Progr49
Common Stock Repurchase Program - Additional Information (Details) - USD ($) | Nov. 02, 2017 | Apr. 30, 2017 | Sep. 30, 2017 |
Subsequent Event | |||
Common Stock Repurchases [Line Items] | |||
Retirement of treasury stock | 9,647,708 | ||
Share Repurchase Program ("2017 Program") | |||
Common Stock Repurchases [Line Items] | |||
Stock repurchase program duration | 1 year | ||
Share repurchase program, beginning date | May 5, 2017 | ||
Number of shares repurchased | 0 | ||
Remaining amount available for future share repurchases | $ 50,000,000 | ||
Share Repurchase Program ("2017 Program") | Maximum | |||
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, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Income Tax Disclosure [Abstract] | ||||
Provision for (benefit from) income taxes | $ (107) | $ 79 | $ 66 | $ 193 |
Net Loss Per Share - Schedule o
Net Loss Per Share - Schedule of Computation of Basic and Diluted Net Loss Per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Earnings Per Share [Abstract] | ||||
Net loss | $ (10,827) | $ (11,312) | $ (19,259) | $ (23,013) |
Weighted-average number of common shares used in computing net loss per share, basic and diluted | 90,492 | 84,732 | 89,000 | 83,484 |
Net loss per share, basic and diluted | $ (0.12) | $ (0.13) | $ (0.22) | $ (0.28) |
Net Loss Per Share - Schedule52
Net Loss Per Share - Schedule of Outstanding Common Equivalent Shares Excluded from Computation of Diluted Net Loss Per Share (Details) - shares shares in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||||
Outstanding common equivalent shares | 15,217 | 16,304 | 15,217 | 16,304 |
Stock Options and ESPP | ||||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||||
Outstanding common equivalent shares | 7,770 | 8,287 | 7,770 | 8,287 |
Restricted Stock Units | ||||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||||
Outstanding common equivalent shares | 5,447 | 6,017 | 5,447 | 6,017 |
Shares Held in Escrow | ||||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||||
Outstanding common equivalent shares | 2,000 | 2,000 | 2,000 | 2,000 |
Commitments and Contingencies -
Commitments and Contingencies - Minimum Payments Under Non-Cancelable Operating and Capital Leases (Details) $ in Thousands | Sep. 30, 2017USD ($) |
Operating Leases | |
2017, remaining three months | $ 1,125 |
2,018 | 4,787 |
2,019 | 4,506 |
2,020 | 2,176 |
2,021 | 805 |
2,022 | 825 |
2023 and thereafter | 1,327 |
Total minimum payments | 15,551 |
Capital Leases | |
2017, remaining three months | 12 |
2,018 | 42 |
2,019 | 10 |
Total minimum payments | 64 |
Less: Amount representing interest | 2 |
Present value of capital lease obligations | 62 |
Less: Current portion | 46 |
Capital lease obligation, net of current portion | $ 16 |
Commitments and Contingencies54
Commitments and Contingencies - Additional Information (Details) - USD ($) | 1 Months Ended | 3 Months Ended | 9 Months Ended | ||
Jan. 31, 2017 | Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Commitments And Contingencies [Line Items] | |||||
Non-cancelable operating lease agreements expiration | 2024-12 | ||||
Rent expense | $ 1,100,000 | $ 1,300,000 | $ 3,300,000 | $ 3,200,000 | |
Computer Equipment | Promissory Note | |||||
Commitments And Contingencies [Line Items] | |||||
Debt instrument, used to finance | $ 800,000 | ||||
Debt instrument, frequency of payment | quarterly | ||||
Debt instrument, maturity period | 3 years | ||||
Debt instrument, remaining amount | 700,000 | $ 700,000 | |||
Marketing Arrangements | |||||
Commitments And Contingencies [Line Items] | |||||
Unconditional purchase commitments | $ 6,500,000 | $ 6,500,000 | |||
Unconditional purchase commitment year | 2,034 | ||||
Unconditional purchase commitment term | 20 years | ||||
Open Purchase Commitments | |||||
Commitments And Contingencies [Line Items] | |||||
Software license fees and marketing services | $ 5,700,000 | ||||
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, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
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 | $ 400,000 | $ 300,000 | $ 1,300,000 | $ 1,400,000 |