Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Mar. 31, 2018 | Apr. 30, 2018 | |
Document And Entity Information [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Mar. 31, 2018 | |
Document Fiscal Year Focus | 2,018 | |
Document Fiscal Period Focus | Q1 | |
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 | 94,319,682 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 |
Current assets: | ||
Cash and cash equivalents | $ 330,447 | $ 334,635 |
Short-term investments | 50,874 | 59,902 |
Accounts receivable, net of allowance for doubtful accounts of $814 and $786 at March 31, 2018 and December 31, 2017, respectively | 85,631 | 81,189 |
Prepaid expenses and other current assets | 10,092 | 8,737 |
Total current assets | 477,044 | 484,463 |
Property and equipment, net | 16,149 | 16,610 |
Intangible assets, net | 43,652 | 46,490 |
Goodwill | 80,506 | 80,506 |
Other assets | 1,264 | 1,006 |
Total assets | 618,615 | 629,075 |
Current liabilities: | ||
Accounts payable | 2,942 | 6,090 |
Accrued compensation and benefits | 8,022 | 13,914 |
Other current liabilities | 31,897 | 35,538 |
Deferred revenues | 6,944 | 6,276 |
Contingent consideration related to acquisitions | 24,500 | 18,500 |
Total current liabilities | 74,305 | 80,318 |
Other non-current liabilities | 3,540 | 3,205 |
Convertible senior notes, net | 148,246 | 145,821 |
Deferred tax liabilities | 1,734 | 1,690 |
Total liabilities | 227,825 | 231,034 |
Commitments and contingencies (Note 13) | ||
Stockholders’ equity: | ||
Preferred stock, $0.00001 par value—10,000,000 shares authorized and no shares issued or outstanding at March 31, 2018 and December 31, 2017 | ||
Common stock, $0.00001 par value—250,000,000 shares authorized; 94,247,342 and 93,199,718 shares issued and outstanding at March 31, 2018 and December 31, 2017, respectively | 1 | 1 |
Additional paid-in capital | 690,049 | 686,025 |
Accumulated other comprehensive loss | (722) | (700) |
Accumulated deficit | (298,538) | (287,285) |
Total stockholders’ equity | 390,790 | 398,041 |
Total liabilities and stockholders’ equity | $ 618,615 | $ 629,075 |
CONDENSED CONSOLIDATED BALANCE3
CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) (Parenthetical) - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 |
Statement Of Financial Position [Abstract] | ||
Allowance for doubtful accounts | $ 814 | $ 786 |
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 | 94,247,342 | 93,199,718 |
Common stock, shares outstanding | 94,247,342 | 93,199,718 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | ||
Mar. 31, 2018 | Mar. 31, 2017 | ||
Income Statement [Abstract] | |||
Revenues | $ 86,766 | $ 72,579 | [1] |
Costs and expenses: | |||
Cost of revenues | 40,453 | 29,212 | |
Sales and marketing | 23,830 | 23,837 | |
Research and development | 12,626 | 13,120 | |
General and administrative | 11,392 | 11,893 | |
Change in fair value of escrowed shares and contingent consideration, net | 7,350 | (2,585) | |
Total costs and expenses | 95,651 | 75,477 | |
Loss from operations | (8,885) | (2,898) | |
Interest expense | (3,308) | ||
Other income (expense), net | 938 | 127 | |
Loss before income taxes | (11,255) | (2,771) | |
Provision for (benefit from) income taxes | 102 | (97) | |
Net loss | $ (11,357) | $ (2,674) | |
Net loss per share, basic and diluted | $ (0.12) | $ (0.03) | |
Weighted-average number of common shares used in computing net loss per share, basic and diluted | 92,711 | 87,490 | |
[1] | As noted above, prior period amounts have not been adjusted under the modified retrospective method. |
CONDENSED CONSOLIDATED STATEME5
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Statement Of Income And Comprehensive Income [Abstract] | ||
Net loss | $ (11,357) | $ (2,674) |
Other comprehensive income (loss): | ||
Foreign currency translation adjustments | (22) | 41 |
Comprehensive loss | $ (11,379) | $ (2,633) |
CONDENSED CONSOLIDATED STATEME6
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Cash flows from operating activities: | ||
Net loss | $ (11,357) | $ (2,674) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation and amortization | 4,417 | 4,532 |
Stock-based compensation | 7,796 | 7,756 |
Amortization of debt discount and issuance cost | 2,425 | |
Loss on disposal of property and equipment | 2 | |
Allowance for doubtful accounts | 95 | (268) |
Deferred income taxes | 102 | (97) |
Change in fair value of escrowed shares and contingent consideration, net | 7,350 | (2,585) |
Changes in operating assets and liabilities: | ||
Accounts receivable | (4,433) | 264 |
Prepaid expenses and other current assets | (1,634) | (1,295) |
Accounts payable and other current liabilities | (5,783) | (1,749) |
Accrued compensation and benefits | (5,901) | (4,843) |
Deferred revenues | 668 | 726 |
Net cash used in operating activities | (6,253) | (233) |
Cash flows from investing activities: | ||
Purchases of property and equipment | (1,713) | (1,637) |
Purchases of short-term investments | (25,721) | (25,078) |
Proceeds from maturities of short-term investment | 34,750 | 50,116 |
Net cash provided by investing activities | 7,316 | 23,401 |
Cash flows from financing activities: | ||
Proceeds from issuances of common stock under stock plans | 1,675 | 1,144 |
Payments for taxes related to net share settlement of equity awards | (6,857) | |
Principal payments on promissory note and capital lease obligations | (82) | (9) |
Net cash provided by (used in) financing activities | (5,264) | 1,135 |
Effect of exchange rates on cash and cash equivalents | 13 | 9 |
Net increase (decrease) in cash and cash equivalents | (4,188) | 24,312 |
Cash and cash equivalents at beginning of period | 334,635 | 106,174 |
Cash and cash equivalents at end of period | 330,447 | 130,486 |
Supplemental disclosures of cash flow information: | ||
Cash paid for income taxes | 42 | 24 |
Cash paid for interest | 8 | |
Supplemental disclosures of noncash investing and financing activities: | ||
Fixed asset purchases not yet paid | $ 320 | 562 |
Computer equipment acquired under promissory note | 819 | |
Property and equipment acquired under capital lease | $ 31 |
Description of Business
Description of Business | 3 Months Ended |
Mar. 31, 2018 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Description of Business | 1. Description of Business Quotient Technology Inc. (the “Company), is a provider of an industry leading digital marketing platform that drives sales by delivering personalized and targeted coupons and ads to shoppers at the right moment on their path to purchase. The Company has built a scaled network of consumer packaged goods (“CPG”) brands, retailers and shoppers, all digitally connected through our core platform, called Retailer iQ. Using proprietary and licensed data, including online behaviors, purchase intent, and retailers’ in-store point-of-sale (“POS”) shopper data, the Company targets shoppers with the most relevant digital coupons and ads, as well as measures campaign performance, including attribution of dollars spent on digital marketing to in-store sales. Customers and partners use the Company’s digital platform as a more effective channel to influence shoppers. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 3 Months Ended |
Mar. 31, 2018 | |
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, 2017. 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, 2018 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 the Company adopting Accounting Standard Update (“ASU”) 2014-09, Revenue from Contracts with Customers (Topic 606) using the modified retrospective basis which resulted in a cumulative effect adjustment of $0.1 million recorded to retained earnings as of January 1, 2018. 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 February 2016, the Financial Accounting Standards Board (“FASB”) issued ASU 2016-02, Leases (Topic 842). Accounting Pronouncements Adopted Topic 606: In May 2014, FASB issued Topic 606, which supersedes the revenue recognition requirements in Topic 605 “Revenue Recognition” (Topic 605), and requires entities to recognize revenue when control of the promised goods or services is transferred to customers at an amount that reflects the consideration to which the entity expects to be entitled to in exchange for those goods or services. Additionally, the standard requires reporting companies to also disclose the nature, amount, timing, and uncertainty of revenue and cash flows arising from contracts with customers. The Company adopted Topic 606 as of January 1, 2018, using the modified retrospective method applied to those contracts which were not completed as of January 1, 2018. Results for reporting periods beginning after January 1, 2018 are presented under Topic 606, while prior periods are not adjusted and continue to be reported in accordance with its historic superseded accounting policy under Topic 605. As a result of adopting the new standard, the Company recorded a net increase to retained earnings of $0.1 million as of January 1, 2018, with the impact primarily related to unbilled receivables for performance obligations that have been satisfied but no invoice has been issued. Also, under Topic 606, the Company presents sales returns reserve as a liability versus a contra-asset within accounts receivable, net of allowance for doubtful accounts on our consolidated balance sheet for fiscal year ended December 31, 2017. The impact to revenues for the quarter ended March 31, 2018 was an increase of $0.2 million as a result of applying Topic 606. Topic 230: In August 2016, the FASB issued ASU 2016-15, (Topic 230): (ASU 2016-15), which clarifies how companies present and classify certain cash receipts and cash payments in the statement of cash flows. The standard is effective for public business entities for annual reporting years beginning after December 15, 2017, and interim periods within that reporting period, which is the first quarter of 2018 for the Company. Early adoption is permitted. The Company has adopted the standard beginning on January 1, 2018, and has determined that the impact on its statements of cash flows is not material. Revenue Recognition The Company primarily generates revenue by providing digital promotions and media solutions to its customers and partners. Revenues are recognized when control of the promised goods or services is transferred to the Company’s customers, in an amount that reflects the consideration the Company expects to be entitled to in exchange for those goods or services. We determine revenue recognition through the following steps: • Identification of the contract, or contracts, with a customer • Identification of the performance obligations in the contract • Determination of the transaction price • Allocation of the transaction price to the performance obligations in the contract • Recognition of revenue when, or as, we satisfy a performance obligation Promotion Revenue The Company generates revenue from promotions, in which consumer packaged goods brands, or CPGs, pay the Company to deliver coupons to consumers through its network of publishers and retail partners. The Company generates revenues, as consumers select, activate, or redeem a coupon through its platform by either saving it to a retailer loyalty account for automatic digital redemption, or printing it for physical redemption at a retailer. Coupon pricing is generally determined on a per unit activation or per redemption basis, and are generally billed monthly. Insertion orders generally include a limit on the number of activations, or times consumers may select a coupon. Promotion revenues also include the Company’s Specialty Retail business, in which specialty stores including clothing, electronics, home improvement and others that offer coupon codes that the Company distributes. Each time a consumer makes a purchase using a coupon code, a transaction occurs and a distribution fee is generally paid to the Company. The Company generally generates revenues when a consumer makes a purchase using a coupon code from its platform and completion of the order is reported to the Company. In the same period that it recognizes revenues for the delivery of coupon codes, it also estimates and records a reserve, based upon historical experience, to provide for end-user cancelations or product returns which may not be reported until a subsequent date. The Company presents sales returns reserve as a liability effective the first quarter ended March 31, 2018 versus a contra-asset within accounts receivable, net of allowance for doubtful accounts on our consolidated balance sheet for the year ended December 31, 2017. Media Revenue The Company’s media services enable CPGs and retailers to distribute digital media to promote their brands and products on our websites, and mobile apps, and through a network of affiliate publishers and non-publisher third parties that display our media offerings on their websites or mobile apps. Revenue is generally recognized each time a digital media ad is displayed or each time a user clicks on the media ad displayed on the Company’s websites, mobile apps or on third party websites. Media pricing is generally determined on a per impression or per click basis and are generally billed monthly. Gross Versus Net Revenue Reporting In the normal course of business and through its distribution network, the Company delivers digital coupons and media on retailers’ websites through retailers’ loyalty programs, and on the websites of digital publishers. In these situations, the Company evaluates whether it is the principal (i.e., report revenues on a gross basis) or agent (i.e., report revenues on a net basis). Generally, the Company reports digital promotion and media advertising revenues for campaigns placed on third party owned properties on a gross basis, that is, the amounts billed to its customers are recorded as revenues, and distribution fees paid to retailers or digital publishers are recorded as cost of revenues. The Company is the principal because it controls the digital coupon and media advertising inventory before it is transferred to its customers. The Company’s control is evidenced by its sole ability to monetize the digital coupon and media advertising inventory, being primarily responsible to its customers, having discretion in establishing pricing for the delivery of the digital coupons and media, or a combination of these. Arrangements with Multiple Performance Obligations Our contracts with customers may include multiple performance obligations. For these contracts, we account for individual performance obligations separately if they are distinct. The transaction price is allocated to the separate performance obligations on a relative standalone selling price (SSP), basis. We generally determine the standalone selling prices based on our overall pricing objectives, taking into consideration market conditions and other factors, including the value of our contracts and characteristics of targeted customers. Accounts Receivables, Net of Allowance for Doubtful Accounts Trade and other receivables are included in accounts receivables and primarily comprised of trade receivables that are recorded at invoiced amounts and do not bear interest, net of an allowance for doubtful accounts. Other receivables included unbilled receivables related to digital promotions and media advertising contracts with customers. The Company generally does not require collateral and performs ongoing credit evaluations of its customers and maintains allowances for potential credit losses. The Company maintains an allowance for doubtful accounts based upon the expected collectability of its accounts receivable. The allowance is determined based upon specific account identification and historical experience of uncollectable accounts. The expectation of collectability is based on the Company’s review of credit profiles of customers, contractual terms and conditions, current economic trends, and historical payment experience. When the Company determines that the amounts are uncollectible, the Company writes them off against the allowance for doubtful accounts. Deferred Revenues Deferred revenues consist of coupon activation fees and digital media fees that are expected to be recognized upon coupon activations, or delivery of media impressions or clicks, which generally occurs within the next twelve months. The Company records deferred revenues, including amounts which are refundable, when cash payments are received or become due in advance of the Company satisfying its performance obligations. The increase in the deferred revenue balance for the three months ended March 31, 2018 is primarily driven by cash payments received or due in advance of satisfying the Company’s performance obligations of $4.7 million, partially offset by $4.0 million of revenues recognized that were included in the deferred revenue balance at the beginning of the period. The Company’s payment terms vary by the type and size of our customers. For certain products or services and customer types, we require payment before the products or services are delivered to the customer. Disaggregated Revenue The following table presents the Company’s revenues disaggregated by type of services (in thousands, unaudited). The majority of the Company’s revenue is generated from sales in the United States. Three Months Ended March 31, 2018 2017 (1) Promotion $ 63,783 $ 57,319 Media 22,983 15,260 Total Revenue 86,766 72,579 (1) Practical Expedients and Exemptions The Company does not disclose the value of unsatisfied performance obligations for (i) contracts with an original expected length of one year or less and (ii) contracts for which it recognizes revenue for an amount where it has the right to invoice for services performed. Sales Commissions The Company generally incurs and expenses sales commissions upon recognition of revenue for related goods and services, which typically occurs within one year or less. Sales commissions earned related to revenues for initial contracts are commensurate with sales commissions related to renewal contracts. These costs are recorded within sales and marketing expenses on the condensed consolidated statements of operations. |
Fair Value Measurements
Fair Value Measurements | 3 Months Ended |
Mar. 31, 2018 | |
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. Assets and Liabilities Measured at Fair Value on a 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): March 31, 2018 Level 1 Level 2 Level 3 Total Assets: Cash and cash equivalents: Money market funds $ 150,526 — — $ 150,526 Certificate of deposit — 9,216 — 9,216 Short-Term investments: Certificate of deposit — 50,874 — 50,874 Total $ 150,526 $ 60,090 $ — $ 210,616 Liabilities: Contingent consideration related to Crisp acquisition (1) — — 24,500 24,500 Total $ — $ — $ 24,500 $ 24,500 December 31, 2017 Level 1 Level 2 Level 3 Total Assets: Cash and cash equivalents: Money market funds $ 100,152 — — $ 100,152 Short-Term investments: Certificate of deposit — 59,902 — 59,902 Total $ 100,152 $ 59,902 $ — $ 160,054 Liabilities: Contingent consideration related to Crisp acquisition (1) — — 18,500 18,500 Total $ — $ — $ 18,500 $ 18,500 (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 at December 31, 2017, 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. The fair value of contingent consideration related to the acquisition of Crisp was estimated based on the expected achievement of meeting the financial metrics for the maximum payout as of March 31, 2018. Refer to Note 6 for further details related to the acquisition. The following table represents the change in the contingent consideration (in thousands): Three Months Ended March 31, 2018 Crisp Level 3 Balance as of December 31, 2017 $ 18,500 Change in fair value 6,000 Balance as of March 31, 2018 $ 24,500 For the three months ended March 31, 2018, the Company recorded a loss of $6.0 million, related to the changes in fair value of Crisp contingent consideration due to an increase in expected achievement of certain financial metrics over the contingent consideration period. The As of December 31, 2017, the Company determined that Shopmium S.A. (“Shopmium”) did not meet its revenue and profit milestones for the years ending December 31, 2016 and 2017, during the contingent consideration measurement period. Accordingly, the Company determined that there was no payout required when the contingent consideration payment period expired on March 31, 2018. There were no transfers between fair value hierarchies during the three months ended March 31, 2018 and 2017. Fair Value Measurements of Other Financial Instruments As of March 31, 2018 and December 31, 2017, the fair value of the 1.75% convertible senior notes due 2022 was $207.8 million and $196.3 million, respectively. The fair value was determined based on a quoted price of the convertible senior notes in an over-the-counter market on the last trading day of the reporting period. Accordingly, these convertible senior notes are classified within Level 2 in the fair value hierarchy. Refer to Note 8 for additional information related to the Company’s convertible debt. |
Allowance for Doubtful Accounts
Allowance for Doubtful Accounts | 3 Months Ended |
Mar. 31, 2018 | |
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 March 31, 2018 2017 Balance at the beginning of period $ 786 $ 1,338 Bad debt expense (recovery) 95 (268 ) Write-offs (67 ) (11 ) Balance at the end of period $ 814 $ 1,059 |
Balance Sheet Components
Balance Sheet Components | 3 Months Ended |
Mar. 31, 2018 | |
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): March 31, 2018 December 31, 2017 Software $ 33,248 $ 33,198 Computer equipment 24,853 24,342 Leasehold improvements 7,854 7,905 Furniture and fixtures 2,147 2,107 Total 68,102 67,552 Accumulated depreciation and amortization (57,315 ) (55,752 ) Projects in process 5,362 4,810 Property and equipment, net $ 16,149 $ 16,610 Depreciation and amortization expense related to property and equipment was $1.6 million and $2.1 million for the three months ended March 31, 2018 and 2017, respectively. The Company capitalized internal use software development and enhancement costs of $0.9 million and $1.0 million during the three months ended March 31, 2018 and 2017, respectively. Accrued Compensation and Benefits Accrued compensation and benefits consist of the following (in thousands): March 31, 2018 December 31, 2017 Bonus $ 2,435 $ 7,212 Commissions 2,314 4,199 Vacation 503 371 Payroll and related expenses 2,770 2,132 Accrued compensation and benefits $ 8,022 $ 13,914 Other Current Liabilities Other current liabilities consist of the following (in thousands): March 31, 2018 December 31, 2017 Distribution fees $ 15,394 $ 18,485 Marketing expenses 2,505 2,826 Prefunded liability 1,723 2,151 Traffic acquisition cost 2,289 3,040 Other 9,986 9,036 Other current liabilities $ 31,897 $ 35,538 |
Acquisitions
Acquisitions | 3 Months Ended |
Mar. 31, 2018 | |
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 as of the acquisition date. 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 March 31, 2018. 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 | 3 Months Ended |
Mar. 31, 2018 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Intangible Assets | 7. Intangible Assets Intangible assets consist of the following (in thousands): March 31, 2018 Gross Accumulated Amortization Net Weighted Average Amortization Period (Years) Promotion service rights $ 22,492 $ (4,991 ) $ 17,501 5.8 Developed technologies 12,187 (5,656 ) 6,531 2.8 Customer relationships 11,660 (6,979 ) 4,681 4.1 Data access rights 10,801 (3,129 ) 7,672 4.1 Media service rights 6,383 (1,849 ) 4,534 4.1 Domain names 5,949 (4,839 ) 1,110 1.1 Trade names 1,767 (500 ) 1,267 3.2 Patents 975 (782 ) 193 4.2 Vendor relationships 890 (890 ) — — Registered users 420 (257 ) 163 1.9 $ 73,524 $ (29,872 ) $ 43,652 4.5 As of March 31, 2018, and December 31, 2017, 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, 2017 Gross Accumulated Amortization Net Weighted Average Amortization Period (Years) Promotion service rights $ 22,492 $ (4,252 ) $ 18,240 6.1 Developed technologies 12,187 (5,013 ) 7,174 3.0 Customer relationships 11,660 (6,547 ) 5,113 4.3 Data access rights 10,801 (2,666 ) 8,135 4.3 Media service rights 6,383 (1,575 ) 4,808 4.3 Domain names 5,949 (4,689 ) 1,260 1.3 Trade names 1,767 (401 ) 1,366 3.4 Patents 975 (769 ) 206 4.5 Vendor relationships 890 (890 ) — — Registered users 420 (232 ) 188 2.2 $ 73,524 $ (27,034 ) $ 46,490 4.7 Amortization expense related to intangible assets subject to amortization was $2.8 million and $2.4 million during the three months ended March 31, 2018 and 2017, respectively. Estimated future amortization expense related to intangible assets as of March 31, 2018 is as follows (in thousands): Total 2018, remaining nine months $ 8,629 2019 10,379 2020 8,962 2021 7,104 2022 4,408 2023 and beyond 3,817 Total estimated amortization expense $ 43,299 |
Debt Obligations
Debt Obligations | 3 Months Ended |
Mar. 31, 2018 | |
Debt Disclosure [Abstract] | |
Debt Obligations | 8. Debt Obligations 2017 Convertible Senior Notes In November 2017, the Company issued $200.0 million aggregate principal amount of 1.75% convertible senior notes due 2022 in a private placement to qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended, (the “notes”). The notes are unsecured obligations of the Company and bear interest at a fixed rate of 1.75% per annum, payable semi-annually in arrears on June 1 and December 1 of each year, commencing on June 1, 2018. The total net proceeds from the debt offering, after deducting transaction costs, were approximately $193.8 million. The conversion rate for the notes will initially be 57.6037 shares of the Company’s common stock per $1,000 principal amount of notes, which is equivalent to an initial conversion price of approximately $17.36 per share of common stock, subject to adjustment upon the occurrence of specified events. Holders of the notes may convert their notes at their option at any time prior to the close of business on the business day immediately preceding September 1, 2022, only under the following circumstances: (1) during any calendar quarter commencing after the calendar quarter ending on March 31, 2018 (and only during such calendar quarter), if the last reported sale price of the Company’s common stock for at least 20 trading days (whether or not consecutive) during a period of 30 consecutive trading days ending on, and including, the last trading day of the immediately preceding calendar quarter is greater than or equal to 130% of the conversion price on each applicable trading day; (2) during the five-business day period after any five consecutive trading day period (the “measurement period”) in which the trading price per $1,000 principal amount of notes for each trading day of the measurement period was less than 98% of the product of the last reported sale price of the Company’s common stock and the conversion rate for the notes on each such trading day; (3) if the Company calls any or all of the notes for redemption, at any time prior to the close of business on the scheduled trading day immediately preceding the redemption date; or (4) upon the occurrence of specified corporate events. On or after September 1, 2022, holders may convert all or any portion of their notes at any time prior to the close of business on the scheduled trading day immediately preceding the maturity date regardless of the foregoing conditions. Upon conversion, the Company will pay or deliver, as the case may be, cash, shares of its common stock or a combination of cash and shares of its common stock, at its election. The Company intends to settle the principal amount of the notes with cash. The Company may not redeem the notes prior to December 5, 2020. It may redeem for cash all or any portion of the notes, at its option, on or after December 5, 2020 if the last reported sale price of its common stock has been at least 130% of the conversion price then in effect for at least 20 trading days (whether or not consecutive) during any 30 consecutive trading day period (including the last trading day of such period) ending not more than three trading days preceding the date on which it provides notice of redemption at a redemption price equal to 100% of the principal amount of the notes to be redeemed, plus accrued and unpaid interest to, but excluding, the redemption date. No sinking fund is provided for the notes. If the Company undergoes a fundamental change prior to the maturity date, holders may require the Company to repurchase for cash all or any portion of their notes at a fundamental change repurchase price equal to 100% of the principal amount of the notes to be repurchased, plus accrued and unpaid interest to, but excluding, the fundamental change repurchase date. In accounting for the issuance of the notes, the Company separated the notes into liability and equity components. The carrying amount of the liability component of $149.3 million was calculated by measuring the fair value of a similar debt instrument that does not have an associated convertible feature. The carrying amount of the equity component of $50.7 million, representing the conversion option, was determined by deducting the fair value of the liability component from the par value of the notes. The excess of the principal amount of the liability component over its carrying amount (“debt discount”) is amortized to interest expense over the term of the notes at an effective interest rate of 5.8%. The Company allocated the total debt issuance costs incurred of $6.2 million to the liability and equity components of the notes in proportion to the respective values. Issuance costs attributable to the liability component of $4.6 million are being amortized to interest expense using the effective interest method over the contractual terms of the notes. Issuance costs attributable to the equity component of $1.6 million were netted with the equity component in additional paid-in capital. The net carrying amount of the liability component of the notes recorded in convertible senior notes, net on the condensed consolidated balance sheets was as follows (in thousands): March 31, 2018 Principal $ 200,000 Unamortized debt discount (47,435 ) Unamortized debt issuance costs (4,319 ) Net carrying amount of the liability component $ 148,246 The net carrying amount of the equity component of the notes recorded in additional paid-in capital on the consolidated balance sheets was $49.1 million, net of debt issuance costs of $1.6 million as of March 31, 2018 and December 31, 2017. The following table sets forth the interest expense related to the notes recognized in interest expense on the consolidated statements of operations (in thousands): Three Months Ended March 31, 2018 Contractual interest expense $ 875 Amortization of debt discount 2,197 Amortization of debt issuance costs 229 Total interest expense related to the Notes $ 3,301 |
Stock-Based Compensation
Stock-Based Compensation | 3 Months Ended |
Mar. 31, 2018 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Stock-Based Compensation | 9. 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”). Pursuant to the 2013 Plan, 4,000,000 shares of common stock were initially reserved for grant, plus (1) any shares that were reserved and available for issuance under the 2006 Plan at the time the 2013 Plan became effective, (2) any shares that become available upon forfeiture or repurchase by the Company under the 2006 Plan and (3) any shares added to the 2013 Plan pursuant to the next paragraph. Under the 2013 Plan, the Company may grant stock options, stock appreciation rights, restricted stock and restricted stock units (“RSUs”), performance shares and units to employees, directors and consultants. The shares available will be increased at the beginning of each year by the lesser of (i) 4% of outstanding common stock on the last day of the immediately preceding year, or (ii) such number determined by the Board of Directors and subject to additional restrictions relating to the maximum number of shares issuable pursuant to incentive stock options. Under the 2013 Plan, both the ISOs and NSOs are granted at a price per share not less than 100% of the fair market value on the effective date of the grant. The Board of Directors determines the vesting period for each option award on the grant date, and the options generally expire 10 years from the grant date or such shorter term as may be determined by the Board of Directors. Stock Options The fair value of each option was estimated using the Black-Scholes model on the date of grant for the periods presented using the following assumptions: Three Months Ended March 31, 2018 2017 Expected life (in years) 6.02 6.08 - 6.25 Risk-free interest rate 2.66% 2.05% - 2.14% Volatility 50% 50% Dividend yield — — The weighted-average grant-date fair value of options granted was $6.59 and $6.44 per share during the three months ended March 31, 2018 and 2017, respectively. Restricted Stock Units and Performance-Based 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 thousands) Balance as of December 31, 2017 4,425,155 5,194,292 $ 12.26 7,412,228 $ 10.36 6.09 $ 25,415 Increase in shares authorized 3,727,989 — — — — — — Options granted (801,000 ) — — 801,000 $ 13.10 — — Options exercised — — — (229,658 ) $ 7.29 — $ 1,318 Options canceled or expired 69,869 — — (69,869 ) $ 11.54 — — RSUs granted (2,018,982 ) 2,018,982 $ 13.06 — — — — RSUs vested — (1,342,056 ) $ 13.49 — — — — RSUs canceled or expired 155,766 (155,766 ) $ 11.33 — — — — RSUs withheld for taxes 524,090 — — — — — — Balance as of March 31, 2018 6,082,887 5,715,452 $ 12.28 7,913,701 $ 10.72 6.22 $ 30,327 Vested and exercisable as of March 31, 2018 5,459,769 $ 10.23 5.07 $ 27,111 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 $2.4 million and $2.3 million during the three months ended March 31, 2018 and 2017, 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 March 31, 2018 2017 Expected life (in years) 0.50 0.50 Risk-free interest rate 1.42% 0.62% Volatility 40% 50% Dividend yield — — As of March 31, 2018, a total of 825,848 shares of common stock were issued under the 2013 Employee Stock Purchase Plan (“ESPP”), since inception of the plan. As of March 31, 2018, a total of 1,974,152 shares are available for issuance under the ESPP. The ESPP provides that the shares available thereunder will be increased at the beginning of each year by the lesser of (i) 0.5% of outstanding common stock on the last day of the immediately preceding year, (ii) 400,000 shares, or (iii) such number determined by the Board of Directors. 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 March 31, 2018 2017 Cost of revenues $ 540 $ 451 Sales and marketing 1,600 1,332 Research and development 1,827 2,011 General and administrative 3,829 3,962 Total stock-based compensation expense $ 7,796 $ 7,756 As of March 31, 2018, there was $77.2 million of unrecognized stock-based compensation expense, of which $14.3 million is related to stock options and ESPP shares and $62.9 million is related to RSUs. The total unrecognized stock-based compensation expense related to stock options and ESPP as of March 31, 2018 will be amortized over a weighted-average period of 2.93 years. The total unrecognized stock-based compensation expense related to RSUs as of March 31, 2018 will be amortized over a weighted-average period of 2.96 years. During the three months ended March 31, 2018 and 2017, the Company capitalized $0.1 million and $0.1 million of stock-based compensation cost, respectively, in projects in process as part of property and equipment, net on the accompanying consolidated balance sheets. |
Common Stock Repurchase Program
Common Stock Repurchase Programs | 3 Months Ended |
Mar. 31, 2018 | |
Common Stock Repurchase Program [Abstract] | |
Common Stock Repurchase Programs | 10. Common Stock Repurchase Programs The Board of Directors has approved programs for the Company 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 had a one year duration beginning on May 5, 2017. Additionally, in April 2018, the Company’s Board of Directors authorized a share repurchase program (the “2018 Program”) for the Company to repurchase up to $100 million of its common stock for a one-year duration from May 2018 through May 2019. Stock repurchases may be made from time to time in open market transactions or privately negotiated transactions, and the Company may use a plan that is intended to meet the requirements of SEC Rule 10b5-1 to enable stock repurchases to occur during periods when the trading window would otherwise be closed. The Company may suspend, modify or terminate the 2018 Program at any time without prior notice. |
Income Taxes
Income Taxes | 3 Months Ended |
Mar. 31, 2018 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 11. Income Taxes On December 22, 2017, the Tax Cuts and Jobs Act of 2017 (the “Act”) was signed into law making significant changes to the Internal Revenue Code. Changes include, but are not limited to, a federal corporate tax rate decrease from 35% to 21%, effective for tax years beginning after December 31, 2017, the transition of U.S. international taxation from a worldwide tax system to a territorial system, and a one-time transition tax on the mandatory deemed repatriation of cumulative foreign earnings. On December 22, 2017, Staff Accounting Bulletin No. 118 ("SAB 118") was issued to address the application of U.S. GAAP in situations when a registrant does not have the necessary information available, prepared, or analyzed (including computations) in reasonable detail to complete the accounting for certain income tax effects of the Act. During the first quarter of 2018, The Company did not have any significant adjustments to the provisional amounts recorded during the year ended December 31, 2017, related to the re-measurement of certain deferred tax assets and liabilities. As the Company collects and prepares necessary data, and interprets the Tax Act and any additional guidance issued by the U.S. Treasury Department, the Internal Revenue Service (IRS), and other standard-setting bodies, the Company may make adjustments to the provisional amounts. The accounting for the tax effects of the Tax Act will be completed later in 2018. The Company recorded a provision for income taxes of $0.1 million and a benefit from income taxes of $0.1 million during the three months ended March 31, 2018 and 2017, respectively. The income tax provision for the three months ended March 31, 2018 was primarily attributable to the Company’s foreign operations. The benefit from income taxes for the three months ended March 31, 2017 was primarily attributable to foreign tax benefit from the enactment of a lower corporate income tax rate by France’s tax authorities. |
Net Loss Per Share
Net Loss Per Share | 3 Months Ended |
Mar. 31, 2018 | |
Earnings Per Share [Abstract] | |
Net Loss Per Share | 12. 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 March 31, 2018 2017 Net loss $ (11,357 ) $ (2,674 ) Weighted-average number of common shares used in computing net loss per share, basic and diluted 92,711 87,490 Net loss per share, basic and diluted $ (0.12 ) $ (0.03 ) 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 Months Ended March 31, 2018 2017 Stock options and ESPP 8,071 8,531 Restricted stock units 5,715 4,955 Shares held in escrow 1,000 2,000 Shares related to convertible senior notes 11,521 - 26,307 15,486 |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2018 | |
Commitments And Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 13. Commitments and Contingencies Leases As of March 31, 2018, the Company’s minimum payments under its non-cancelable operating and capital leases are as follows (in thousands): Operating Leases Capital Leases 2018, remaining nine months $ 2,839 $ 36 2019 3,813 13 2020 2,624 — 2021 1,306 — 2022 1,340 — 2023 1,375 — 2024 and thereafter 1,026 — Total minimum payments $ 14,323 $ 49 Less: Amount representing interest 1 Present value of capital lease obligations 48 Less: Current portion 39 Capital lease obligation, net of current portion $ 9 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 2018, the Company entered into a lease agreement for an office facility located in New York, New York which will expire in December 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 During the fourth quarter of 2017, the Company recorded a restructuring charge of $2.1 million related to facility exit costs, which primarily relates to future contractual lease payments, in general and administrative expense on the consolidated statements of operations. As of March 31, 2018 and December 31, 2017, the Company had a remaining restructuring accrual balance of $1.6 million and $1.9 million, respectively, included in other current liabilities and other non-current liabilities on the condensed consolidated balance sheets. Purchase Obligations The Company has unconditional purchase commitments which expire through 2034 in the amount of $6.1 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 $6.1 million as of March 31, 2018. 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 March 31, 2018, the Company had a remaining balance of $0.6 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, retailers and other third parties. 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 March 31, 2018 and December 31, 2017. The Company expenses legal fees in the period in which they are incurred. |
Employee Benefit Plan
Employee Benefit Plan | 3 Months Ended |
Mar. 31, 2018 | |
Defined Contribution Pension And Other Postretirement Plans Disclosure [Abstract] | |
Employee Benefit Plan | 14. 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 $0.6 million and $0.6 million during the three months ended March 31, 2018 and 2017, respectively. |
Information About Geographic Ar
Information About Geographic Areas | 3 Months Ended |
Mar. 31, 2018 | |
Segments Geographical Areas [Abstract] | |
Information About Geographic Areas | 15. 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. |
Subsequent Events
Subsequent Events | 3 Months Ended |
Mar. 31, 2018 | |
Subsequent Events [Abstract] | |
Subsequent Events | 16. Subsequent Events In April 2018, the Company’s Board of Directors authorized a share repurchase program for us to repurchase up to $100 million of the Company’s common stock for a one-year duration from May 2018 through May 2019. 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. |
Summary of Significant Accoun23
Summary of Significant Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 2018 | |
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, 2017. 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, 2018 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 the Company adopting Accounting Standard Update (“ASU”) 2014-09, Revenue from Contracts with Customers (Topic 606) using the modified retrospective basis which resulted in a cumulative effect adjustment of $0.1 million recorded to retained earnings as of January 1, 2018. |
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 February 2016, the Financial Accounting Standards Board (“FASB”) issued ASU 2016-02, Leases (Topic 842). Accounting Pronouncements Adopted Topic 606: In May 2014, FASB issued Topic 606, which supersedes the revenue recognition requirements in Topic 605 “Revenue Recognition” (Topic 605), and requires entities to recognize revenue when control of the promised goods or services is transferred to customers at an amount that reflects the consideration to which the entity expects to be entitled to in exchange for those goods or services. Additionally, the standard requires reporting companies to also disclose the nature, amount, timing, and uncertainty of revenue and cash flows arising from contracts with customers. The Company adopted Topic 606 as of January 1, 2018, using the modified retrospective method applied to those contracts which were not completed as of January 1, 2018. Results for reporting periods beginning after January 1, 2018 are presented under Topic 606, while prior periods are not adjusted and continue to be reported in accordance with its historic superseded accounting policy under Topic 605. As a result of adopting the new standard, the Company recorded a net increase to retained earnings of $0.1 million as of January 1, 2018, with the impact primarily related to unbilled receivables for performance obligations that have been satisfied but no invoice has been issued. Also, under Topic 606, the Company presents sales returns reserve as a liability versus a contra-asset within accounts receivable, net of allowance for doubtful accounts on our consolidated balance sheet for fiscal year ended December 31, 2017. The impact to revenues for the quarter ended March 31, 2018 was an increase of $0.2 million as a result of applying Topic 606. Topic 230: In August 2016, the FASB issued ASU 2016-15, (Topic 230): (ASU 2016-15), which clarifies how companies present and classify certain cash receipts and cash payments in the statement of cash flows. The standard is effective for public business entities for annual reporting years beginning after December 15, 2017, and interim periods within that reporting period, which is the first quarter of 2018 for the Company. Early adoption is permitted. The Company has adopted the standard beginning on January 1, 2018, and has determined that the impact on its statements of cash flows is not material. |
Revenue Recognition | Revenue Recognition The Company primarily generates revenue by providing digital promotions and media solutions to its customers and partners. Revenues are recognized when control of the promised goods or services is transferred to the Company’s customers, in an amount that reflects the consideration the Company expects to be entitled to in exchange for those goods or services. We determine revenue recognition through the following steps: • Identification of the contract, or contracts, with a customer • Identification of the performance obligations in the contract • Determination of the transaction price • Allocation of the transaction price to the performance obligations in the contract • Recognition of revenue when, or as, we satisfy a performance obligation |
Promotion Revenue | Promotion Revenue The Company generates revenue from promotions, in which consumer packaged goods brands, or CPGs, pay the Company to deliver coupons to consumers through its network of publishers and retail partners. The Company generates revenues, as consumers select, activate, or redeem a coupon through its platform by either saving it to a retailer loyalty account for automatic digital redemption, or printing it for physical redemption at a retailer. Coupon pricing is generally determined on a per unit activation or per redemption basis, and are generally billed monthly. Insertion orders generally include a limit on the number of activations, or times consumers may select a coupon. Promotion revenues also include the Company’s Specialty Retail business, in which specialty stores including clothing, electronics, home improvement and others that offer coupon codes that the Company distributes. Each time a consumer makes a purchase using a coupon code, a transaction occurs and a distribution fee is generally paid to the Company. The Company generally generates revenues when a consumer makes a purchase using a coupon code from its platform and completion of the order is reported to the Company. In the same period that it recognizes revenues for the delivery of coupon codes, it also estimates and records a reserve, based upon historical experience, to provide for end-user cancelations or product returns which may not be reported until a subsequent date. The Company presents sales returns reserve as a liability effective the first quarter ended March 31, 2018 versus a contra-asset within accounts receivable, net of allowance for doubtful accounts on our consolidated balance sheet for the year ended December 31, 2017. |
Media Revenue | Media Revenue The Company’s media services enable CPGs and retailers to distribute digital media to promote their brands and products on our websites, and mobile apps, and through a network of affiliate publishers and non-publisher third parties that display our media offerings on their websites or mobile apps. Revenue is generally recognized each time a digital media ad is displayed or each time a user clicks on the media ad displayed on the Company’s websites, mobile apps or on third party websites. Media pricing is generally determined on a per impression or per click basis and are generally billed monthly. |
Gross versus Net Revenue Reporting | Gross Versus Net Revenue Reporting In the normal course of business and through its distribution network, the Company delivers digital coupons and media on retailers’ websites through retailers’ loyalty programs, and on the websites of digital publishers. In these situations, the Company evaluates whether it is the principal (i.e., report revenues on a gross basis) or agent (i.e., report revenues on a net basis). Generally, the Company reports digital promotion and media advertising revenues for campaigns placed on third party owned properties on a gross basis, that is, the amounts billed to its customers are recorded as revenues, and distribution fees paid to retailers or digital publishers are recorded as cost of revenues. The Company is the principal because it controls the digital coupon and media advertising inventory before it is transferred to its customers. The Company’s control is evidenced by its sole ability to monetize the digital coupon and media advertising inventory, being primarily responsible to its customers, having discretion in establishing pricing for the delivery of the digital coupons and media, or a combination of these. |
Arrangements with Multiple Performance Obligations | Arrangements with Multiple Performance Obligations Our contracts with customers may include multiple performance obligations. For these contracts, we account for individual performance obligations separately if they are distinct. The transaction price is allocated to the separate performance obligations on a relative standalone selling price (SSP), basis. We generally determine the standalone selling prices based on our overall pricing objectives, taking into consideration market conditions and other factors, including the value of our contracts and characteristics of targeted customers. |
Accounts Receivables, Net of Allowance for Doubtful Accounts | Accounts Receivables, Net of Allowance for Doubtful Accounts Trade and other receivables are included in accounts receivables and primarily comprised of trade receivables that are recorded at invoiced amounts and do not bear interest, net of an allowance for doubtful accounts. Other receivables included unbilled receivables related to digital promotions and media advertising contracts with customers. The Company generally does not require collateral and performs ongoing credit evaluations of its customers and maintains allowances for potential credit losses. The Company maintains an allowance for doubtful accounts based upon the expected collectability of its accounts receivable. The allowance is determined based upon specific account identification and historical experience of uncollectable accounts. The expectation of collectability is based on the Company’s review of credit profiles of customers, contractual terms and conditions, current economic trends, and historical payment experience. When the Company determines that the amounts are uncollectible, the Company writes them off against the allowance for doubtful accounts. |
Deferred Revenues | Deferred Revenues Deferred revenues consist of coupon activation fees and digital media fees that are expected to be recognized upon coupon activations, or delivery of media impressions or clicks, which generally occurs within the next twelve months. The Company records deferred revenues, including amounts which are refundable, when cash payments are received or become due in advance of the Company satisfying its performance obligations. The increase in the deferred revenue balance for the three months ended March 31, 2018 is primarily driven by cash payments received or due in advance of satisfying the Company’s performance obligations of $4.7 million, partially offset by $4.0 million of revenues recognized that were included in the deferred revenue balance at the beginning of the period. The Company’s payment terms vary by the type and size of our customers. For certain products or services and customer types, we require payment before the products or services are delivered to the customer. |
Disaggregated Revenue | Disaggregated Revenue The following table presents the Company’s revenues disaggregated by type of services (in thousands, unaudited). The majority of the Company’s revenue is generated from sales in the United States. Three Months Ended March 31, 2018 2017 (1) Promotion $ 63,783 $ 57,319 Media 22,983 15,260 Total Revenue 86,766 72,579 (1) |
Practical Expedients and Exemptions | Practical Expedients and Exemptions The Company does not disclose the value of unsatisfied performance obligations for (i) contracts with an original expected length of one year or less and (ii) contracts for which it recognizes revenue for an amount where it has the right to invoice for services performed. |
Sales Commissions | Sales Commissions The Company generally incurs and expenses sales commissions upon recognition of revenue for related goods and services, which typically occurs within one year or less. Sales commissions earned related to revenues for initial contracts are commensurate with sales commissions related to renewal contracts. These costs are recorded within sales and marketing expenses on the condensed consolidated statements of operations. |
Summary of Significant Accoun24
Summary of Significant Accounting Policies (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Accounting Policies [Abstract] | |
Summary of Revenues Disaggregated by Type of Services | The following table presents the Company’s revenues disaggregated by type of services (in thousands, unaudited). The majority of the Company’s revenue is generated from sales in the United States. Three Months Ended March 31, 2018 2017 (1) Promotion $ 63,783 $ 57,319 Media 22,983 15,260 Total Revenue 86,766 72,579 (1) |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
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): March 31, 2018 Level 1 Level 2 Level 3 Total Assets: Cash and cash equivalents: Money market funds $ 150,526 — — $ 150,526 Certificate of deposit — 9,216 — 9,216 Short-Term investments: Certificate of deposit — 50,874 — 50,874 Total $ 150,526 $ 60,090 $ — $ 210,616 Liabilities: Contingent consideration related to Crisp acquisition (1) — — 24,500 24,500 Total $ — $ — $ 24,500 $ 24,500 December 31, 2017 Level 1 Level 2 Level 3 Total Assets: Cash and cash equivalents: Money market funds $ 100,152 — — $ 100,152 Short-Term investments: Certificate of deposit — 59,902 — 59,902 Total $ 100,152 $ 59,902 $ — $ 160,054 Liabilities: Contingent consideration related to Crisp acquisition (1) — — 18,500 18,500 Total $ — $ — $ 18,500 $ 18,500 (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 March 31, 2018 Crisp Level 3 Balance as of December 31, 2017 $ 18,500 Change in fair value 6,000 Balance as of March 31, 2018 $ 24,500 |
Allowance for Doubtful Accoun26
Allowance for Doubtful Accounts (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
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 March 31, 2018 2017 Balance at the beginning of period $ 786 $ 1,338 Bad debt expense (recovery) 95 (268 ) Write-offs (67 ) (11 ) Balance at the end of period $ 814 $ 1,059 |
Balance Sheet Components (Table
Balance Sheet Components (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Balance Sheet Related Disclosures [Abstract] | |
Property and Equipment, Net | Property and equipment consist of the following (in thousands): March 31, 2018 December 31, 2017 Software $ 33,248 $ 33,198 Computer equipment 24,853 24,342 Leasehold improvements 7,854 7,905 Furniture and fixtures 2,147 2,107 Total 68,102 67,552 Accumulated depreciation and amortization (57,315 ) (55,752 ) Projects in process 5,362 4,810 Property and equipment, net $ 16,149 $ 16,610 |
Accrued Compensation and Benefits | Accrued compensation and benefits consist of the following (in thousands): March 31, 2018 December 31, 2017 Bonus $ 2,435 $ 7,212 Commissions 2,314 4,199 Vacation 503 371 Payroll and related expenses 2,770 2,132 Accrued compensation and benefits $ 8,022 $ 13,914 |
Other Current Liabilities | Other current liabilities consist of the following (in thousands): March 31, 2018 December 31, 2017 Distribution fees $ 15,394 $ 18,485 Marketing expenses 2,505 2,826 Prefunded liability 1,723 2,151 Traffic acquisition cost 2,289 3,040 Other 9,986 9,036 Other current liabilities $ 31,897 $ 35,538 |
Acquisitions (Tables)
Acquisitions (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
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) | 3 Months Ended |
Mar. 31, 2018 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Intangible Assets | Intangible assets consist of the following (in thousands): March 31, 2018 Gross Accumulated Amortization Net Weighted Average Amortization Period (Years) Promotion service rights $ 22,492 $ (4,991 ) $ 17,501 5.8 Developed technologies 12,187 (5,656 ) 6,531 2.8 Customer relationships 11,660 (6,979 ) 4,681 4.1 Data access rights 10,801 (3,129 ) 7,672 4.1 Media service rights 6,383 (1,849 ) 4,534 4.1 Domain names 5,949 (4,839 ) 1,110 1.1 Trade names 1,767 (500 ) 1,267 3.2 Patents 975 (782 ) 193 4.2 Vendor relationships 890 (890 ) — — Registered users 420 (257 ) 163 1.9 $ 73,524 $ (29,872 ) $ 43,652 4.5 As of March 31, 2018, and December 31, 2017, 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, 2017 Gross Accumulated Amortization Net Weighted Average Amortization Period (Years) Promotion service rights $ 22,492 $ (4,252 ) $ 18,240 6.1 Developed technologies 12,187 (5,013 ) 7,174 3.0 Customer relationships 11,660 (6,547 ) 5,113 4.3 Data access rights 10,801 (2,666 ) 8,135 4.3 Media service rights 6,383 (1,575 ) 4,808 4.3 Domain names 5,949 (4,689 ) 1,260 1.3 Trade names 1,767 (401 ) 1,366 3.4 Patents 975 (769 ) 206 4.5 Vendor relationships 890 (890 ) — — Registered users 420 (232 ) 188 2.2 $ 73,524 $ (27,034 ) $ 46,490 4.7 |
Estimated Amortization of Intangible Assets | Estimated future amortization expense related to intangible assets as of March 31, 2018 is as follows (in thousands): Total 2018, remaining nine months $ 8,629 2019 10,379 2020 8,962 2021 7,104 2022 4,408 2023 and beyond 3,817 Total estimated amortization expense $ 43,299 |
Debt Obligations (Tables)
Debt Obligations (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Debt Disclosure [Abstract] | |
Schedule of Net Carrying Amount of Liability Component | The net carrying amount of the liability component of the notes recorded in convertible senior notes, net on the condensed consolidated balance sheets was as follows (in thousands): March 31, 2018 Principal $ 200,000 Unamortized debt discount (47,435 ) Unamortized debt issuance costs (4,319 ) Net carrying amount of the liability component $ 148,246 |
Schedule Of Interest Expense | The following table sets forth the interest expense related to the notes recognized in interest expense on the consolidated statements of operations (in thousands): Three Months Ended March 31, 2018 Contractual interest expense $ 875 Amortization of debt discount 2,197 Amortization of debt issuance costs 229 Total interest expense related to the Notes $ 3,301 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
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 using the Black-Scholes model on the date of grant for the periods presented using the following assumptions: Three Months Ended March 31, 2018 2017 Expected life (in years) 6.02 6.08 - 6.25 Risk-free interest rate 2.66% 2.05% - 2.14% Volatility 50% 50% 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, 2017 4,425,155 5,194,292 $ 12.26 7,412,228 $ 10.36 6.09 $ 25,415 Increase in shares authorized 3,727,989 — — — — — — Options granted (801,000 ) — — 801,000 $ 13.10 — — Options exercised — — — (229,658 ) $ 7.29 — $ 1,318 Options canceled or expired 69,869 — — (69,869 ) $ 11.54 — — RSUs granted (2,018,982 ) 2,018,982 $ 13.06 — — — — RSUs vested — (1,342,056 ) $ 13.49 — — — — RSUs canceled or expired 155,766 (155,766 ) $ 11.33 — — — — RSUs withheld for taxes 524,090 — — — — — — Balance as of March 31, 2018 6,082,887 5,715,452 $ 12.28 7,913,701 $ 10.72 6.22 $ 30,327 Vested and exercisable as of March 31, 2018 5,459,769 $ 10.23 5.07 $ 27,111 |
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 March 31, 2018 2017 Expected life (in years) 0.50 0.50 Risk-free interest rate 1.42% 0.62% Volatility 40% 50% 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 March 31, 2018 2017 Cost of revenues $ 540 $ 451 Sales and marketing 1,600 1,332 Research and development 1,827 2,011 General and administrative 3,829 3,962 Total stock-based compensation expense $ 7,796 $ 7,756 |
Net Loss Per Share (Tables)
Net Loss Per Share (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
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 March 31, 2018 2017 Net loss $ (11,357 ) $ (2,674 ) Weighted-average number of common shares used in computing net loss per share, basic and diluted 92,711 87,490 Net loss per share, basic and diluted $ (0.12 ) $ (0.03 ) |
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 Months Ended March 31, 2018 2017 Stock options and ESPP 8,071 8,531 Restricted stock units 5,715 4,955 Shares held in escrow 1,000 2,000 Shares related to convertible senior notes 11,521 - 26,307 15,486 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Commitments And Contingencies Disclosure [Abstract] | |
Minimum Payments Under Non-cancelable Operating and Capital Leases | As of March 31, 2018, the Company’s minimum payments under its non-cancelable operating and capital leases are as follows (in thousands): Operating Leases Capital Leases 2018, remaining nine months $ 2,839 $ 36 2019 3,813 13 2020 2,624 — 2021 1,306 — 2022 1,340 — 2023 1,375 — 2024 and thereafter 1,026 — Total minimum payments $ 14,323 $ 49 Less: Amount representing interest 1 Present value of capital lease obligations 48 Less: Current portion 39 Capital lease obligation, net of current portion $ 9 |
Summary of Significant Accoun34
Summary of Significant Accounting Policies - Additional Information (Details) - ASU 2014-09 - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2018 | Jan. 01, 2018 | |
Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items] | ||
Impact to revenues due to adoption of new standard | $ 0.2 | |
Revenues recognized that were included in beginning deferred revenue balance | 4 | |
Deferred revenue due to performance obligations | $ 4.7 | |
Retained Earnings | ||
Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items] | ||
Cumulative effect adjustment to retained earnings | $ 0.1 |
Summary of Significant Accoun35
Summary of Significant Accounting Policies - Summary of Revenues Disaggregated by Type of Services (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2018 | Mar. 31, 2017 | [1] | |
Disaggregation Of Revenue [Line Items] | |||
Revenues | $ 86,766 | $ 72,579 | |
Promotion | |||
Disaggregation Of Revenue [Line Items] | |||
Revenues | 63,783 | 57,319 | |
Media | |||
Disaggregation Of Revenue [Line Items] | |||
Revenues | $ 22,983 | $ 15,260 | |
[1] | As noted above, prior period amounts have not been adjusted under the modified retrospective method. |
Fair Value Measurements - Finan
Fair Value Measurements - Financial Assets and Liabilities Measured at Fair Value on Recurring Basis (Details) - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 | |
Assets: | |||
Assets fair value | $ 210,616 | $ 160,054 | |
Liabilities: | |||
Liabilities fair value | 24,500 | 18,500 | |
Contingent Consideration | Crisp Acquisition | |||
Liabilities: | |||
Liabilities fair value | [1] | 24,500 | 18,500 |
Cash and Cash Equivalents | Money Market Funds | |||
Assets: | |||
Assets fair value | 150,526 | 100,152 | |
Cash and Cash Equivalents | Certificates of Deposit | |||
Assets: | |||
Assets fair value | 9,216 | ||
Short-Term Investments | Certificates of Deposit | |||
Assets: | |||
Assets fair value | 50,874 | 59,902 | |
Level 1 | |||
Assets: | |||
Assets fair value | 150,526 | 100,152 | |
Level 1 | Cash and Cash Equivalents | Money Market Funds | |||
Assets: | |||
Assets fair value | 150,526 | 100,152 | |
Level 2 | |||
Assets: | |||
Assets fair value | 60,090 | 59,902 | |
Level 2 | Cash and Cash Equivalents | Certificates of Deposit | |||
Assets: | |||
Assets fair value | 9,216 | ||
Level 2 | Short-Term Investments | Certificates of Deposit | |||
Assets: | |||
Assets fair value | 50,874 | 59,902 | |
Level 3 | |||
Liabilities: | |||
Liabilities fair value | 24,500 | 18,500 | |
Level 3 | Contingent Consideration | Crisp Acquisition | |||
Liabilities: | |||
Liabilities fair value | [1] | $ 24,500 | $ 18,500 |
[1] | Included in contingent consideration related to acquisitions |
Fair Value Measurements - Addit
Fair Value Measurements - Additional Information (Details) - USD ($) | 3 Months Ended | 12 Months Ended |
Mar. 31, 2018 | Dec. 31, 2017 | |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Loss from reclassification of contingent liability | $ 6,000,000 | |
Transfers between fair value hierarchies | 0 | $ 0 |
Shopmium | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Contingent consideration payout | $ 0 | |
Contingent consideration milestones expiration period | Mar. 31, 2018 | |
1.75% Convertible Senior Notes Due 2022 | Level 2 | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Fair value of convertible senior notes | $ 207,800,000 | $ 196,300,000 |
Money Market Funds | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Fixed net asset value | $ 1 |
Fair Value Measurements - Summa
Fair Value Measurements - Summary of Changes in Contingent Consideration (Details) - Level 3 - Crisp Media, Inc $ in Thousands | 3 Months Ended |
Mar. 31, 2018USD ($) | |
Fair Value Liabilities Measured On Recurring Basis Unobservable Input Reconciliation [Line Items] | |
Balance as of December 31, 2017 | $ 18,500 |
Change in fair value | 6,000 |
Balance as of March 31, 2018 | $ 24,500 |
Allowance for Doubtful Accoun39
Allowance for Doubtful Accounts - Summary of Activity in Allowance for Doubtful Accounts (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Receivables [Abstract] | ||
Balance at the beginning of period | $ 786 | $ 1,338 |
Bad debt expense (recovery) | 95 | (268) |
Write-offs | (67) | (11) |
Balance at the end of period | $ 814 | $ 1,059 |
Balance Sheet Components - Prop
Balance Sheet Components - Property and Equipment, Net (Details) - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 |
Property Plant And Equipment [Line Items] | ||
Property and equipment, Total | $ 68,102 | $ 67,552 |
Accumulated depreciation and amortization | (57,315) | (55,752) |
Projects in process | 5,362 | 4,810 |
Property and equipment, net | 16,149 | 16,610 |
Software | ||
Property Plant And Equipment [Line Items] | ||
Property and equipment, Total | 33,248 | 33,198 |
Computer Equipment | ||
Property Plant And Equipment [Line Items] | ||
Property and equipment, Total | 24,853 | 24,342 |
Leasehold Improvements | ||
Property Plant And Equipment [Line Items] | ||
Property and equipment, Total | 7,854 | 7,905 |
Furniture and Fixtures | ||
Property Plant And Equipment [Line Items] | ||
Property and equipment, Total | $ 2,147 | $ 2,107 |
Balance Sheet Components - Addi
Balance Sheet Components - Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | ||
Mar. 31, 2018 | Mar. 31, 2017 | Dec. 31, 2017 | |
Property Plant And Equipment [Abstract] | |||
Depreciation | $ 1.6 | $ 2.1 | |
Capitalized costs | 0.9 | 1 | |
Amortization expense | 0 | $ 0.6 | |
Unamortized costs | $ 5.3 | $ 4.4 |
Balance Sheet Components - Accr
Balance Sheet Components - Accrued Compensation and Benefits (Details) - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 |
Payables And Accruals [Abstract] | ||
Bonus | $ 2,435 | $ 7,212 |
Commissions | 2,314 | 4,199 |
Vacation | 503 | 371 |
Payroll and related expenses | 2,770 | 2,132 |
Accrued compensation and benefits | $ 8,022 | $ 13,914 |
Balance Sheet Components - Othe
Balance Sheet Components - Other Current Liabilities (Details) - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 |
Payables And Accruals [Abstract] | ||
Distribution fees | $ 15,394 | $ 18,485 |
Marketing expenses | 2,505 | 2,826 |
Prefunded liability | 1,723 | 2,151 |
Traffic acquisition cost | 2,289 | 3,040 |
Other | 9,986 | 9,036 |
Other current liabilities | $ 31,897 | $ 35,538 |
Acquisitions - Additional Infor
Acquisitions - Additional Information (Details) - Crisp Media, Inc $ / shares in Units, $ in Millions | May 31, 2017USD ($)$ / sharesshares |
Business Acquisition [Line Items] | |
Total preliminary acquisition consideration | $ 51.9 |
Cash payments for purchase of assets | $ 24.1 |
Number of shares Issuable | shares | 1,177,927 |
Total acquisition consideration (Values) | $ 13 |
Business acquisitions, fair value of common stock per share | $ / shares | $ 11 |
Contingent consideration payable in cash | $ 24.5 |
Contingent consideration, fair value | $ 14.8 |
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 | 3 Months Ended | 12 Months Ended |
Mar. 31, 2018 | Dec. 31, 2017 | |
Finite Lived Intangible Assets [Line Items] | ||
Gross | $ 73,524 | $ 73,524 |
Accumulated Amortization | (29,872) | (27,034) |
Net | $ 43,652 | $ 46,490 |
Weighted Average Amortization Period (Years) | 4 years 6 months | 4 years 8 months 12 days |
Promotion Service Rights | ||
Finite Lived Intangible Assets [Line Items] | ||
Gross | $ 22,492 | $ 22,492 |
Accumulated Amortization | (4,991) | (4,252) |
Net | $ 17,501 | $ 18,240 |
Weighted Average Amortization Period (Years) | 5 years 9 months 18 days | 6 years 1 month 6 days |
Data Access Rights | ||
Finite Lived Intangible Assets [Line Items] | ||
Gross | $ 10,801 | $ 10,801 |
Accumulated Amortization | (3,129) | (2,666) |
Net | $ 7,672 | $ 8,135 |
Weighted Average Amortization Period (Years) | 4 years 1 month 6 days | 4 years 3 months 18 days |
Customer Relationships | ||
Finite Lived Intangible Assets [Line Items] | ||
Gross | $ 11,660 | $ 11,660 |
Accumulated Amortization | (6,979) | (6,547) |
Net | $ 4,681 | $ 5,113 |
Weighted Average Amortization Period (Years) | 4 years 1 month 6 days | 4 years 3 months 18 days |
Developed Technologies | ||
Finite Lived Intangible Assets [Line Items] | ||
Gross | $ 12,187 | $ 12,187 |
Accumulated Amortization | (5,656) | (5,013) |
Net | $ 6,531 | $ 7,174 |
Weighted Average Amortization Period (Years) | 2 years 9 months 18 days | 3 years |
Media Service Rights | ||
Finite Lived Intangible Assets [Line Items] | ||
Gross | $ 6,383 | $ 6,383 |
Accumulated Amortization | (1,849) | (1,575) |
Net | $ 4,534 | $ 4,808 |
Weighted Average Amortization Period (Years) | 4 years 1 month 6 days | 4 years 3 months 18 days |
Domain Names | ||
Finite Lived Intangible Assets [Line Items] | ||
Gross | $ 5,949 | $ 5,949 |
Accumulated Amortization | (4,839) | (4,689) |
Net | $ 1,110 | $ 1,260 |
Weighted Average Amortization Period (Years) | 1 year 1 month 6 days | 1 year 3 months 18 days |
Patents | ||
Finite Lived Intangible Assets [Line Items] | ||
Gross | $ 975 | $ 975 |
Accumulated Amortization | (782) | (769) |
Net | $ 193 | $ 206 |
Weighted Average Amortization Period (Years) | 4 years 2 months 12 days | 4 years 6 months |
Vendor Relationships | ||
Finite Lived Intangible Assets [Line Items] | ||
Gross | $ 890 | $ 890 |
Accumulated Amortization | (890) | (890) |
Registered Users | ||
Finite Lived Intangible Assets [Line Items] | ||
Gross | 420 | 420 |
Accumulated Amortization | (257) | (232) |
Net | $ 163 | $ 188 |
Weighted Average Amortization Period (Years) | 1 year 10 months 24 days | 2 years 2 months 12 days |
Trade Names | ||
Finite Lived Intangible Assets [Line Items] | ||
Gross | $ 1,767 | $ 1,767 |
Accumulated Amortization | (500) | (401) |
Net | $ 1,267 | $ 1,366 |
Weighted Average Amortization Period (Years) | 3 years 2 months 12 days | 3 years 4 months 24 days |
Intangible Assets - Additional
Intangible Assets - Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | ||
Mar. 31, 2018 | Mar. 31, 2017 | Dec. 31, 2017 | |
Intangible Assets [Line Items] | |||
Amortization expense of intangible assets | $ 2.8 | $ 2.4 | |
Domain Names | |||
Intangible Assets [Line Items] | |||
Indefinite lived intangible, gross value | $ 0.4 | $ 0.4 |
Intangible Assets - Estimated A
Intangible Assets - Estimated Amortization of Intangible Assets (Details) $ in Thousands | Mar. 31, 2018USD ($) |
Goodwill And Intangible Assets Disclosure [Abstract] | |
2018, remaining nine months | $ 8,629 |
2,019 | 10,379 |
2,020 | 8,962 |
2,021 | 7,104 |
2,022 | 4,408 |
2023 and beyond | 3,817 |
Total estimated amortization expense | $ 43,299 |
Debt Obligations - Additional I
Debt Obligations - Additional Information (Details) - 1.75% Convertible Senior Notes Due 2022 | 1 Months Ended | 3 Months Ended | |
Nov. 30, 2017USD ($)d$ / sharesshares | Mar. 31, 2018USD ($) | Dec. 31, 2017USD ($) | |
Line Of Credit Facility [Line Items] | |||
Debt instrument aggregate principal amount | $ 200,000,000 | ||
Debt instrument maturity year | 2,022 | ||
Debt instrument fixed interest rate per annum | 1.75% | ||
Debt instrument, frequency of payment | Payable semi-annually in arrears on June 1 and December 1 of each year, commencing on June 1, 2018. | ||
Net proceeds from the debt offering, after deducting transaction costs | $ 193,800,000 | ||
Convertible notes, shares issued | shares | 57.6037 | ||
Convertible notes, principal amount | $ 1,000 | ||
Convertible notes, initial conversion price | $ / shares | $ 17.36 | ||
Convertible notes, type of equity security issued | Common stock | ||
Convertible notes, conversion description | Holders of the notes may convert their notes at their option at any time prior to the close of business on the business day immediately preceding September 1, 2022, only under the following circumstances: (1) during any calendar quarter commencing after the calendar quarter ending on March 31, 2018 (and only during such calendar quarter), if the last reported sale price of the Company’s common stock for at least 20 trading days (whether or not consecutive) during a period of 30 consecutive trading days ending on, and including, the last trading day of the immediately preceding calendar quarter is greater than or equal to 130% of the conversion price on each applicable trading day; (2) during the five-business day period after any five consecutive trading day period (the “measurement period”) in which the trading price per $1,000 principal amount of notes for each trading day of the measurement period was less than 98% of the product of the last reported sale price of the Company’s common stock and the conversion rate for the notes on each such trading day; (3) if the Company calls any or all of the notes for redemption, at any time prior to the close of business on the scheduled trading day immediately preceding the redemption date; or (4) upon the occurrence of specified corporate events. On or after September 1, 2022, holders may convert all or any portion of their notes at any time prior to the close of business on the scheduled trading day immediately preceding the maturity date regardless of the foregoing conditions. Upon conversion, the Company will pay or deliver, as the case may be, cash, shares of its common stock or a combination of cash and shares of its common stock, at its election. The Company intends to settle the principal amount of the notes with cash. | ||
Convertible notes, percentage of conversion price | 130.00% | ||
Convertible notes, redemption description | The Company may not redeem the notes prior to December 5, 2020. It may redeem for cash all or any portion of the notes, at its option, on or after December 5, 2020 if the last reported sale price of its common stock has been at least 130% of the conversion price then in effect for at least 20 trading days (whether or not consecutive) during any 30 consecutive trading day period (including the last trading day of such period) ending not more than three trading days preceding the date on which it provides notice of redemption at a redemption price equal to 100% of the principal amount of the notes to be redeemed, plus accrued and unpaid interest to, but excluding, the redemption date. | ||
Convertible notes, redemption percentage | 100.00% | ||
Convertible notes, sinking fund | $ 0 | ||
Percentage of repurchase price is equal to principal amount of convertible notes | 100.00% | ||
Carrying amount of the liability component | $ 149,300,000 | ||
Carrying amount of the equity component | $ 50,700,000 | ||
Convertible notes, effective interest rate | 5.80% | ||
Debt issuance costs | $ 6,200,000 | ||
Amortization of interest expense | 4,600,000 | $ 229,000 | |
Adjustments to additional paid in capital, equity component of debt issuance costs | $ 1,600,000 | 1,600,000 | $ 1,600,000 |
Additional Paid-In Capital | |||
Line Of Credit Facility [Line Items] | |||
Carrying amount of the equity component | $ 49,100,000 | $ 49,100,000 | |
90% Applicable Conversion Price | |||
Line Of Credit Facility [Line Items] | |||
Convertible notes, consecutive trading days | d | 5 | ||
Minimum | 130% Applicable Conversion Price | |||
Line Of Credit Facility [Line Items] | |||
Convertible notes, consecutive trading days | d | 20 | ||
Maximum | |||
Line Of Credit Facility [Line Items] | |||
Convertible notes, percentage of last reported sale price of common stock | 98.00% | ||
Maximum | 130% Applicable Conversion Price | |||
Line Of Credit Facility [Line Items] | |||
Convertible notes, consecutive trading days | d | 30 |
Debt Obligations -Schedule of N
Debt Obligations -Schedule of Net Carrying Amount of Liability Component (Details) - 1.75% Convertible Senior Notes Due 2022 $ in Thousands | Mar. 31, 2018USD ($) |
Line Of Credit Facility [Line Items] | |
Principal | $ 200,000 |
Unamortized debt discount | (47,435) |
Unamortized debt issuance costs | (4,319) |
Net carrying amount of the liability component | $ 148,246 |
Debt Obligations - Interest Exp
Debt Obligations - Interest Expense (Details) - 1.75% Convertible Senior Notes Due 2022 - USD ($) $ in Thousands | 1 Months Ended | 3 Months Ended |
Nov. 30, 2017 | Mar. 31, 2018 | |
Line Of Credit Facility [Line Items] | ||
Contractual interest expense | $ 875 | |
Amortization of debt discount | 2,197 | |
Amortization of debt issuance costs | $ 4,600 | 229 |
Total interest expense related to the Notes | $ 3,301 |
Stock-Based Compensation - Addi
Stock-Based Compensation - Additional Information (Details) - USD ($) $ / shares in Units, $ in Thousands | Mar. 31, 2018 | Mar. 31, 2018 | Mar. 31, 2017 |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Weighted average grant date fair value | $ 6.59 | $ 6.44 | |
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 | 825,848 | ||
Shares available for issuance | 1,974,152 | 1,974,152 | |
Stock-based compensation | $ 7,796 | $ 7,756 | |
Property and Equipment | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Stock-based compensation | $ 100 | 100 | |
Employee Stock Purchase Plan | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Increase in the number of shares available for issuance description | (i) 0.5% of outstanding common stock on the last day of the immediately preceding year, (ii) 400,000 shares, or (iii) such number determined by the Board of Directors. | ||
Scenario One | Employee Stock Purchase Plan | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Percentage of outstanding stock | 0.50% | ||
Scenario Two | Employee Stock Purchase Plan | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Annual increases in number of shares available for issuance | 400,000 | 400,000 | |
2013 Equity Incentive Plan | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Common stock reserved for future issuance | 4,000,000 | 4,000,000 | |
Percentage of outstanding stock | 4.00% | ||
Options expiration period | 10 years | ||
2013 Equity Incentive Plan | Minimum | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Granted price per share percent | 100.00% | ||
Restricted Stock Units | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Fair value of options vested, total | $ 2,400 | $ 2,300 | |
Unrecognized stock based compensation | $ 62,900 | $ 62,900 | |
Unrecognized stock based compensation, amortized weighted average period | 2 years 11 months 15 days | ||
Stock Based Compensation Expense | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Unrecognized stock based compensation | 77,200 | $ 77,200 | |
Stock Options | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Unrecognized stock based compensation | $ 14,300 | $ 14,300 | |
Unrecognized stock based compensation, amortized weighted average period | 2 years 11 months 4 days |
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 | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Employee Stock Purchase Plan | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Expected life (in years) | 6 months | 6 months |
Risk-free interest rate | 1.42% | 0.62% |
Volatility | 40.00% | 50.00% |
Stock Options | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Expected life (in years) | 6 years 7 days | |
Risk-free interest rate | 2.66% | |
Risk-free interest rate, minimum | 2.05% | |
Risk-free interest rate, maximum | 2.14% | |
Volatility | 50.00% | 50.00% |
Stock Options | Minimum | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Expected life (in years) | 6 years 30 days | |
Stock Options | Maximum | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Expected life (in years) | 6 years 3 months |
Stock-Based Compensation - Su55
Stock-Based Compensation - Summary of Stock Option and Restricted Stock Units Award Activity (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended |
Mar. 31, 2018 | Dec. 31, 2017 | |
Shares Available for Grant | ||
Beginning balance | 4,425,155 | |
Increase in shares authorized | 3,727,989 | |
Options granted | (801,000) | |
Options canceled or expired | 69,869 | |
RSUs granted | (2,018,982) | |
RSUs canceled or expired | 155,766 | |
RSUs withheld for taxes | 524,090 | |
Ending balance | 6,082,887 | 4,425,155 |
Number of Shares | ||
Beginning balance | 7,412,228 | |
Options granted | 801,000 | |
Options exercised | (229,658) | |
Options canceled or expired | (69,869) | |
Ending balance | 7,913,701 | 7,412,228 |
Vested and exercisable at the end of period | 5,459,769 | |
Weighted Average Exercise Price | ||
Beginning balance | $ 10.36 | |
Options granted | 13.10 | |
Options exercised | 7.29 | |
Options canceled or expired | 11.54 | |
Ending balance | 10.72 | $ 10.36 |
Vested and exercisable at the end of period | $ 10.23 | |
Weighted Average Remaining Contractual Term (Years) / Aggregate Intrinsic Value | ||
Weighted Average Remaining Contractual Term (Years) | 6 years 2 months 19 days | 6 years 1 month 2 days |
Vested and exercisable at the end of period | 5 years 25 days | |
Aggregate Intrinsic Value, Beginning balance | $ 25,415 | |
Aggregate Intrinsic Value, Options exercised | 1,318 | |
Aggregate Intrinsic Value, Ending balance | 30,327 | $ 25,415 |
Vested and exercisable at the end of period | $ 27,111 | |
Restricted Stock Units, Number of Shares | ||
RSUs granted | 2,018,982 | |
RSUs canceled or expired | (155,766) | |
Restricted Stock Units | ||
Shares Available for Grant | ||
RSUs granted | (2,018,982) | |
RSUs vested | 1,342,056 | |
RSUs canceled or expired | 155,766 | |
Restricted Stock Units, Number of Shares | ||
Beginning balance | 5,194,292 | |
RSUs granted | 2,018,982 | |
RSUs vested | (1,342,056) | |
RSUs canceled or expired | (155,766) | |
Ending balance | 5,715,452 | 5,194,292 |
Weighted Average Grant Date Fair Value | ||
Beginning Balance | $ 12.26 | |
RSUs granted | 13.06 | |
RSUs vested | 13.49 | |
RSUs canceled or expired | 11.33 | |
Ending balance | $ 12.28 | $ 12.26 |
Stock-Based Compensation - Sche
Stock-Based Compensation - Schedule of Stock Based Compensation Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||
Stock-based compensation | $ 7,796 | $ 7,756 |
Cost of Revenues | ||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||
Stock-based compensation | 540 | 451 |
Sales and Marketing | ||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||
Stock-based compensation | 1,600 | 1,332 |
Research and Development | ||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||
Stock-based compensation | 1,827 | 2,011 |
General and Administrative | ||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||
Stock-based compensation | $ 3,829 | $ 3,962 |
Common Stock Repurchase Progr57
Common Stock Repurchase Programs - Additional Information (Details) - USD ($) | 1 Months Ended | 3 Months Ended | |
Apr. 30, 2018 | Apr. 30, 2017 | Mar. 31, 2018 | |
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 ("2018 Program") | Subsequent Event | |||
Common Stock Repurchases [Line Items] | |||
Stock repurchase program duration | 1 year | ||
Share repurchase program, beginning date | 2018-05 | ||
Share repurchase program, end date | 2019-05 | ||
Maximum | Share Repurchase Program ("2017 Program") | |||
Common Stock Repurchases [Line Items] | |||
Repurchase of authorized common stock | $ 50,000,000 | ||
Maximum | Share Repurchase Program ("2018 Program") | Subsequent Event | |||
Common Stock Repurchases [Line Items] | |||
Repurchase of authorized common stock | $ 100,000,000 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | Dec. 31, 2017 | |
Income Tax Disclosure [Abstract] | |||
Federal corporate tax rate | 21.00% | 35.00% | |
Provision for (benefit from) income taxes | $ 102 | $ (97) |
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 | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Earnings Per Share [Abstract] | ||
Net loss | $ (11,357) | $ (2,674) |
Weighted-average number of common shares used in computing net loss per share, basic and diluted | 92,711 | 87,490 |
Net loss per share, basic and diluted | $ (0.12) | $ (0.03) |
Net Loss Per Share - Schedule60
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 | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Outstanding common equivalent shares | 26,307 | 15,486 |
Stock Options and ESPP | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Outstanding common equivalent shares | 8,071 | 8,531 |
Restricted Stock Units | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Outstanding common equivalent shares | 5,715 | 4,955 |
Shares Held in Escrow | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Outstanding common equivalent shares | 1,000 | 2,000 |
Shares Related to Convertible Senior Notes | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Outstanding common equivalent shares | 11,521 |
Commitments and Contingencies -
Commitments and Contingencies - Minimum Payments Under Non-Cancelable Operating and Capital Leases (Details) $ in Thousands | Mar. 31, 2018USD ($) |
Operating Leases | |
2018, remaining nine months | $ 2,839 |
2,019 | 3,813 |
2,020 | 2,624 |
2,021 | 1,306 |
2,022 | 1,340 |
2,023 | 1,375 |
2024 and thereafter | 1,026 |
Total minimum payments | 14,323 |
Capital Leases | |
2018, remaining nine months | 36 |
2,019 | 13 |
Total minimum payments | 49 |
Less: Amount representing interest | 1 |
Present value of capital lease obligations | 48 |
Less: Current portion | 39 |
Capital lease obligation, net of current portion | $ 9 |
Commitments and Contingencies62
Commitments and Contingencies - Additional Information (Details) - USD ($) | 1 Months Ended | 3 Months Ended | ||
Jan. 31, 2017 | Mar. 31, 2018 | Dec. 31, 2017 | Mar. 31, 2017 | |
Commitments And Contingencies [Line Items] | ||||
Non-cancelable operating lease agreements expiration | 2024-12 | |||
Rent expense | $ 900,000 | $ 1,100,000 | ||
Restructuring charge related to facility exit costs | $ 2,100,000 | |||
Restructuring accrual balance | $ 1,600,000 | $ 1,900,000 | ||
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 | $ 600,000 | |||
Marketing Arrangements | ||||
Commitments And Contingencies [Line Items] | ||||
Unconditional purchase commitments | $ 6,100,000 | |||
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 | $ 6,100,000 | |||
NEW YORK | ||||
Commitments And Contingencies [Line Items] | ||||
Non-cancelable operating lease agreements expiration | 2024-12 |
Employee Benefit Plan - Additio
Employee Benefit Plan - Additional Information (Details) - USD ($) | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
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 | $ 600,000 | $ 600,000 |
Subsequent Events - Additional
Subsequent Events - Additional Information (Details) - Share Repurchase Program ("2018 Program") - Subsequent Event | 1 Months Ended |
Apr. 30, 2018USD ($) | |
Subsequent Event [Line Items] | |
Stock repurchase program duration | 1 year |
Share repurchase program, beginning date | 2018-05 |
Share repurchase program, end date | 2019-05 |
Maximum | |
Subsequent Event [Line Items] | |
Repurchase of authorized common stock | $ 100,000,000 |