Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Sep. 30, 2018 | Nov. 02, 2018 | |
Document And Entity Information [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Sep. 30, 2018 | |
Document Fiscal Year Focus | 2,018 | |
Document Fiscal Period Focus | Q3 | |
Trading Symbol | QUOT | |
Entity Registrant Name | Quotient Technology Inc. | |
Entity Central Index Key | 1,115,128 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | true | |
Entity Ex Transition Period | true | |
Entity Common Stock, Shares Outstanding | 95,189,382 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) - USD ($) $ in Thousands | Sep. 30, 2018 | Dec. 31, 2017 |
Current assets: | ||
Cash and cash equivalents | $ 288,475 | $ 334,635 |
Short-term investments | 40,160 | 59,902 |
Accounts receivable, net of allowance for doubtful accounts of $973 and $786 at September 30, 2018 and December 31, 2017, respectively | 106,217 | 81,189 |
Prepaid expenses and other current assets | 11,973 | 8,737 |
Total current assets | 446,825 | 484,463 |
Property and equipment, net | 14,349 | 16,610 |
Intangible assets, net | 61,852 | 46,490 |
Goodwill | 109,196 | 80,506 |
Other assets | 1,226 | 1,006 |
Total assets | 633,448 | 629,075 |
Current liabilities: | ||
Accounts payable | 9,755 | 6,090 |
Accrued compensation and benefits | 11,551 | 13,914 |
Other current liabilities | 42,333 | 35,538 |
Deferred revenues | 7,634 | 6,276 |
Contingent consideration related to acquisitions | 18,500 | |
Total current liabilities | 71,273 | 80,318 |
Other non-current liabilities | 3,336 | 3,205 |
Contingent consideration related to acquisitions | 16,874 | |
Convertible senior notes, net | 153,195 | 145,821 |
Deferred tax liabilities | 1,999 | 1,690 |
Total liabilities | 246,677 | 231,034 |
Commitments and contingencies (Note 14) | ||
Stockholders’ equity: | ||
Preferred stock, $0.00001 par value—10,000,000 shares authorized and no shares issued or outstanding at September 30, 2018 and December 31, 2017 | ||
Common stock, $0.00001 par value—250,000,000 shares authorized; 95,128,082 and 93,199,718 shares issued and outstanding at September 30, 2018 and December 31, 2017, respectively | 1 | 1 |
Additional paid-in capital | 703,794 | 686,025 |
Accumulated other comprehensive loss | (939) | (700) |
Accumulated deficit | (316,085) | (287,285) |
Total stockholders’ equity | 386,771 | 398,041 |
Total liabilities and stockholders’ equity | $ 633,448 | $ 629,075 |
CONDENSED CONSOLIDATED BALANC_2
CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) (Parenthetical) - USD ($) $ in Thousands | Sep. 30, 2018 | Dec. 31, 2017 |
Statement Of Financial Position [Abstract] | ||
Allowance for doubtful accounts | $ 973 | $ 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 | 95,128,082 | 93,199,718 |
Common stock, shares outstanding | 95,128,082 | 93,199,718 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |||
Income Statement [Abstract] | ||||||
Revenues | $ 103,591 | $ 81,950 | [1] | $ 279,902 | $ 229,022 | [1] |
Costs and expenses: | ||||||
Cost of revenues | 57,073 | 37,501 | 145,295 | 96,734 | ||
Sales and marketing | 22,782 | 22,002 | 67,142 | 67,456 | ||
Research and development | 11,974 | 12,255 | 36,722 | 38,149 | ||
General and administrative | 12,574 | 11,702 | 35,494 | 35,398 | ||
Change in fair value of escrowed shares and contingent consideration, net | 4,692 | 9,700 | 12,042 | 11,015 | ||
Total costs and expenses | 109,095 | 93,160 | 296,695 | 248,752 | ||
Loss from operations | (5,504) | (11,210) | (16,793) | (19,730) | ||
Interest expense | (3,373) | (10,007) | ||||
Other income (expense), net | 1,267 | 276 | 3,475 | 537 | ||
Loss before income taxes | (7,610) | (10,934) | (23,325) | (19,193) | ||
Provision for (benefit from) income taxes | 195 | (107) | 497 | 66 | ||
Net loss | $ (7,805) | $ (10,827) | $ (23,822) | $ (19,259) | ||
Net loss per share, basic and diluted | $ (0.08) | $ (0.12) | $ (0.25) | $ (0.22) | ||
Weighted-average number of common shares used in computing net loss per share, basic and diluted | 94,066 | 90,492 | 93,478 | 89,000 | ||
[1] | As noted above, prior period amounts have not been adjusted under the modified retrospective method. |
CONDENSED CONSOLIDATED STATEM_2
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Statement Of Income And Comprehensive Income [Abstract] | ||||
Net loss | $ (7,805) | $ (10,827) | $ (23,822) | $ (19,259) |
Other comprehensive income (loss): | ||||
Foreign currency translation adjustments | (121) | (21) | (239) | 27 |
Comprehensive loss | $ (7,926) | $ (10,848) | $ (24,061) | $ (19,232) |
CONDENSED CONSOLIDATED STATEM_3
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2018 | Sep. 30, 2017 | |
Cash flows from operating activities: | ||
Net loss | $ (23,822) | $ (19,259) |
Adjustments to reconcile net loss to net cash provided by operating activities: | ||
Depreciation and amortization | 17,226 | 13,280 |
Stock-based compensation | 24,455 | 24,302 |
Amortization of debt discount and issuance cost | 7,374 | |
Loss on disposal of property and equipment | 130 | |
Allowance (recovery) for doubtful accounts | 271 | (548) |
Deferred income taxes | 497 | 66 |
Change in fair value of escrowed shares and contingent consideration, net | 12,042 | 11,015 |
Changes in operating assets and liabilities: | ||
Accounts receivable | (20,185) | (1,776) |
Prepaid expenses and other current assets | (2,520) | (2,231) |
Accounts payable and other current liabilities | 6,320 | 5,882 |
Payments for contingent consideration | (9,700) | |
Accrued compensation and benefits | (2,857) | (1,454) |
Deferred revenues | (1,026) | 718 |
Net cash provided by operating activities | 8,205 | 29,995 |
Cash flows from investing activities: | ||
Purchases of property and equipment | (3,814) | (4,383) |
Purchase of intangible assets | (13,046) | |
Acquisitions, net of cash acquired | (26,628) | (21,048) |
Purchases of short-term investments | (75,120) | (64,685) |
Proceeds from maturities of short-term investment | 94,862 | 109,250 |
Net cash (used in) provided by investing activities | (23,746) | 19,134 |
Cash flows from financing activities: | ||
Proceeds from issuances of common stock under stock plans | 5,824 | 5,880 |
Payments for taxes related to net share settlement of equity awards | (10,449) | (2,326) |
Repurchases and retirement of common stock under share repurchase program | (10,971) | |
Principal payments on promissory note and capital lease obligations | (232) | (161) |
Payments for contingent consideration | (14,800) | |
Net cash (used in) provided by financing activities | (30,628) | 3,393 |
Effect of exchange rates on cash and cash equivalents | 9 | (32) |
Net (decrease) increase in cash and cash equivalents | (46,160) | 52,490 |
Cash and cash equivalents at beginning of period | 334,635 | 106,174 |
Cash and cash equivalents at end of period | 288,475 | 158,664 |
Supplemental disclosures of cash flow information: | ||
Cash paid for income taxes | 173 | 113 |
Cash paid for interest | 1,898 | 20 |
Supplemental disclosures of noncash investing and financing activities: | ||
Fixed asset purchases not yet paid | $ 387 | 461 |
Computer equipment acquired under promissory note | 819 | |
Property and equipment acquired under capital lease | 31 | |
Crisp Acquisition | ||
Supplemental disclosures of noncash investing and financing activities: | ||
Issuance of shares related to Crisp acquisition | $ 12,957 |
Description of Business
Description of Business | 9 Months Ended |
Sep. 30, 2018 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Description of Business | 1. Description of Business Quotient Technology Inc. (together with its subsidiaries, 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 | 9 Months Ended |
Sep. 30, 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’s adoption of 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, coupon code sales return reserve, 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 accounting 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 the consolidated balance sheet for fiscal year ended December 31, 2017. The impact to revenues as a result of applying Topic 606 for the three and nine months ended September 30, 2018 was an increase of $0.8 million and $1.5 million, respectively. 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. Following the adoption of ASU 2016-15, cash payments that are not made soon after the consummation of a business combination to settle a contingent consideration liability will be classified as cash outflows for financing and operating activities, as applicable. ASU 2016-15 requires that the portion of the cash payment up to the acquisition date fair value of the contingent consideration liability should be classified as a financing outflow, and amounts paid in excess of the acquisition date fair value of that liability should be classified as operating outflows. The Company adopted ASU 2016-15 as of January 1, 2018 and classified the cash payments related to contingent consideration in accordance with this guidance. 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. The pricing for promotion arrangements generally includes both coupon setup fees and coupon transaction fees. Coupon setup fees are related to the creation of digital coupons and set up of the underlying campaign on Quotient’s proprietary platform for tracking of related activations or redemptions. The Company recognizes revenues related to coupon setup fees over time, proportionally, on a per transaction basis, using the number of authorized transactions per insertion order, commencing on the date of the first coupon transaction. Coupon transaction fees are 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, 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 the Company 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 for the periods beginning with the first quarter ended March 31, 2018 versus a contra-asset within accounts receivable, net of allowance for doubtful accounts on the 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. Deferred Revenues Deferred revenues consist of coupon setup fees, coupon transaction fees and digital media fees that are expected to be recognized upon coupon activations, or delivery of media impressions or clicks, which generally occur 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 nine months ended September 30, 2018 is primarily driven by cash payments received or due in advance of satisfying the Company’s performance obligations of $15.2 million, partially offset by $13.9 million of recognized revenue. 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 September 30, Nine Months Ended September 30, 2018 2017 (1) 2018 2017 (1) Promotion $ 63,260 $ 58,060 $ 187,955 $ 173,762 Media 40,331 23,890 91,947 55,260 Total Revenue $ 103,591 $ 81,950 $ 279,902 $ 229,022 (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 | 9 Months Ended |
Sep. 30, 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 (unadjusted) 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): September 30, 2018 Level 1 Level 2 Level 3 Total Assets: Cash equivalents: Money market funds $ 141,775 — — $ 141,775 Certificate of deposit — 5,096 — 5,096 Short-Term investments: Certificate of deposit — 40,160 — 40,160 Total $ 141,775 $ 45,256 $ — $ 187,031 Liabilities: Contingent consideration related to acquisitions — — 16,874 16,874 Total $ — $ — $ 16,874 $ 16,874 December 31, 2017 Level 1 Level 2 Level 3 Total Assets: 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 acquisitions — — 18,500 18,500 Total $ — $ — $ 18,500 $ 18,500 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 contingent consideration as of September 30, 2018 is related to the acquisition of MLW Squared Inc., doing business as Ahalogy (“Ahalogy”) and as of December 31, 2017 is related to the Crisp Media, Inc. (“Crisp”) acquisition. The fair value of the contingent consideration is based on achieving certain revenue targets as defined under the Share Purchase Agreement and was estimated using an option pricing method and was based on significant inputs not observable in the market, thus classified as a Level 3 instrument. The inputs included expected achievement of certain financial metrics over the contingent consideration period, volatility and discount rate. The fair-value of the contingent consideration is classified as a liability and is remeasured each reporting period. 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 September 30, 2018 Nine Months Ended September 30, 2018 Ahalogy Crisp Ahalogy Crisp Level 3 Level 3 Level 3 Level 3 Balance at the beginning of period $ 14,582 $ 24,500 $ — $ 18,500 Addition related to acquisition — — 14,582 — Change in fair value during the period 2,292 — 2,292 6,000 Payments made during the period — (24,500 ) — (24,500 ) Balance as of September 30, 2018 $ 16,874 $ — $ 16,874 $ — For the three and nine months ended September 30, 2018, the Company remeasured the contingent consideration to fair value and recognized a charge of $2.3 million and $8.3 million, respectively, related to the changes in fair value of the contingent consideration and included as a component of operations in the accompanying condensed consolidated statements of operations. Crisp achieved the financial metrics subject to contingent consideration during the measurement period ending May 31, 2018 and the Company paid out $24.5 million during the three months ended September 30, 2018 and as a result, no liability exists as of September 30, 2018. As of December 31, 2017, the Company determined that Shopmium S.A. (“Shopmium”) did not meet its revenue and profit milestones for the years ended December 31, 2016 and 2017, during the contingent consideration measurement period and the fair value was concluded to be zero. Accordingly, the Company determined that there was no payout required when the contingent consideration period expired on March 31, 2018. Fair Value Measurements of Other Financial Instruments As of September 30, 2018 and December 31, 2017, the fair value of the Company’s 1.75% convertible senior notes due 2022 was $223.0 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 9 for additional information related to the Company’s convertible debt. Assets and Liabilities Measured at Fair Value on a Nonrecurring Basis Assets and liabilities are valued on the date of acquisition for businesses acquired on a nonrecurring basis. As of September 30, 2018 and December 31, 2017, there were no assets and liabilities that are required to be measured at fair value on a nonrecurring basis. |
Allowance for Doubtful Accounts
Allowance for Doubtful Accounts | 9 Months Ended |
Sep. 30, 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 September 30, Nine Months Ended September 30, 2018 2017 2018 2017 Balance at the beginning of period $ 768 $ 1,035 $ 786 $ 1,338 Additions related to acquisitions 32 — 32 229 Bad debt expense (recovery) 222 (51 ) 271 (548 ) Write-offs (49 ) (71 ) (116 ) (106 ) Balance at the end of period $ 973 $ 913 $ 973 $ 913 |
Balance Sheet Components
Balance Sheet Components | 9 Months Ended |
Sep. 30, 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): September 30, 2018 December 31, 2017 Software $ 37,926 $ 33,198 Computer equipment 23,772 24,342 Leasehold improvements 7,798 7,905 Furniture and fixtures 2,111 2,107 Total 71,607 67,552 Accumulated depreciation and amortization (59,139 ) (55,752 ) Projects in process 1,881 4,810 Property and equipment, net $ 14,349 $ 16,610 Depreciation and amortization expense related to property and equipment was $1.9 million and $1.6 million for the three months ended September 30, 2018 and 2017, respectively, and $5.4 million and $5.4 million for the nine months ended September 30, 2018 and 2017, respectively. The Company capitalized internal use software development and enhancement costs of $0.4 million and $2.0 million during the three and nine months ended September 30, 2018, respectively, and $1.0 million and $3.1 million during the three and nine months ended September 30, 2017, respectively. During the three and nine months ended September 30, 2018, the Company had $0.4 million and $0.8 million, respectively, in amortization expense related to internal use software, which is included in property and equipment depreciation and amortization expense and recorded as cost of revenues, and zero and $0.6 million, respectively, during the comparable periods of 2017. The unamortized capitalized development and enhancement costs were $5.6 million and $4.4 million as of September 30, 2018 and December 31, 2017, respectively. Accrued Compensation and Benefits Accrued compensation and benefits consist of the following (in thousands): September 30, 2018 December 31, 2017 Bonus $ 4,758 $ 7,212 Commissions 3,275 4,199 Vacation 299 371 Payroll and related expenses 3,219 2,132 Accrued compensation and benefits $ 11,551 $ 13,914 Other Current Liabilities Other current liabilities consist of the following (in thousands): September 30, 2018 December 31, 2017 Distribution fees $ 17,362 $ 18,485 Marketing expenses 2,247 2,826 Prefunded liability 5,325 2,151 Traffic acquisition cost 6,185 3,040 Facility exit costs 1,105 1,105 Interest payable 1,157 418 Other 8,952 7,513 Other current liabilities $ 42,333 $ 35,538 |
Acquisitions
Acquisitions | 9 Months Ended |
Sep. 30, 2018 | |
Business Combinations [Abstract] | |
Acquisitions | 6. Acquisitions Acquisition of SavingStar, Inc. On August 27, 2018, the Company acquired all the outstanding shares of SavingStar, Inc. (“SavingStar”), a digital promotions company The total preliminary acquisition consideration at closing consisted of $7.5 million in cash. In addition, SavingStar may receive potential contingent consideration of up to $10.6 million payable in all cash, subject to achieving certain financial metrics between closing through February 29, 2020. At the date of acquisition, the contingent consideration’s fair value was determined to be zero using an option pricing model. The fair value of the contingent consideration is remeasured every reporting period. Acquisition of Ahalogy On June 1, 2018, the Company acquired all the outstanding shares of Ahalogy, an influencer marketing firm that delivers premium content across social media channels for CPG brands. The acquisition enhances the Company’s performance media solutions for CPGs and retailers, adding social media expertise and a roster of influencers. The total preliminary acquisition consideration of $36.4 million consisted of $21.8 million in cash and contingent consideration of up to $30.0 million payable in all cash with an estimated fair value of $14.6 million as of the acquisition date. The contingent consideration payout is based on Ahalogy achieving certain financial metrics between closing through December 31, 2019. At the date of acquisition, the contingent consideration’s fair value of $14.6 million was determined by using an option pricing model. The fair value of the contingent consideration is remeasured every reporting period. Refer to Note 3 for the fair value of contingent consideration at September 30, 2018. Certain closing balance sheet items in connection with the acquisition of Ahalogy were finalized during the third quarter of 2018. As a result, the net assets acquired decreased by $0.5 million which was accounted for as measurement period adjustments in the third quarter of 2018 with a corresponding adjustment to goodwill. Acquisition of Crisp On May 31, 2017, the Company acquired all of 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 the Company’s proprietary shopper data, retail network and existing promotions and media offerings. The total 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. At the date of acquisition, the contingent consideration’s fair value of $14.8 million was determined by using an option pricing method. The fair value of contingent consideration was remeasured every reporting period. The Company recorded a charge of $9.7 million since the acquisition date, 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. As of May 31, 2018, the date that the contingent consideration period ended, Crisp earned the full payout of the contingent consideration by achieving certain financial metrics and the Company paid out $24.5 million during the three months ended September 30, 2018, and as a result, no liability exists as of September 30, 2018. Of the total $24.5 million, $14.8 million is classified as a financing outflow and the remaining $9.7 million is classified as an operating outflow. Refer to Note 3 for the fair value of contingent consideration at September 30, 2018. The SavingStar, Ahalogy, and Crisp transactions were each accounted for as a business combination. Accordingly, assets acquired and liabilities assumed were recorded at their estimated fair values as of the acquisition date when control was obtained. The Company expensed all transaction costs in the period in which they were incurred. The Company acquired various intangible assets resulting from these acquisitions, such as, customer relationships, vendor relationships, developed technologies and trade names. The fair value of the customer relationships was determined by using a discounted cash flow model. The fair value of the vendor relationships was determined by using a cost approach. The fair value of developed technologies was determined by using the relief from royalty method or the with-and-without method. The fair value of trade names was determined by using the relief from royalty method. The excess of the consideration paid over the fair value of the net tangible assets and liabilities and identifiable intangible assets acquired is recorded as goodwill. The goodwill arising from the acquisitions are largely attributable to the synergies expected to be realized. None of the goodwill recorded from the acquisitions will be deductible for income tax purposes. For each of these transactions, 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 SavingStar $ 7,485 $ (1,126 ) $ 2,577 $ 6,034 Not $ 419 Ahalogy $ 36,432 $ 2,196 $ 11,580 $ 22,656 Not $ 684 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 acquisitions (in thousands): SavingStar Estimated Useful Life (in Years) Ahalogy Estimated Useful Life (in Years) Crisp Estimated Useful Life (in Years) Developed technologies $ 1,476 3.0 $ 3,100 4.0 $ 5,000 4.0 Customer relationships 1,040 3.0 6,210 6.0 2,800 7.0 Trade names 61 1.5 650 4.0 1,600 4.0 Vendor relationships — — 1,620 2.0 — — Total identifiable intangible assets $ 2,577 $ 11,580 $ 9,400 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets | 9 Months Ended |
Sep. 30, 2018 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets | 7. Goodwill and Intangible Assets Goodwill: Goodwill represents the excess of the consideration paid over the fair value of the net tangible and identifiable intangible assets acquired in a business combination. The change in the carrying value of goodwill is as follows (in thousands): Goodwill Balance as of December 31, 2017 $ 80,506 Acquisition of Ahalogy 22,656 Acquisition of SavingStar 6,034 Balance as of September 30, 2018 $ 109,196 Intangible Assets: The following table summarizes the gross carrying amount and accumulated amortization for the intangible assets (in thousands): September 30, 2018 Gross Accumulated Amortization Net Weighted Average Amortization Period (Years) Promotion service rights $ 22,492 $ (6,493 ) $ 15,999 5.3 Media service rights 19,428 (4,584 ) 14,844 2.8 Customer relationships 18,911 (8,295 ) 10,616 4.6 Developed technologies 16,763 (7,265 ) 9,498 2.8 Data access rights 10,801 (4,070 ) 6,731 3.6 Domain names 5,948 (5,130 ) 818 0.7 Vendor relationships 2,510 (1,160 ) 1,350 1.7 Trade names 2,478 (760 ) 1,718 3.0 Patents 975 (808 ) 167 3.8 Registered users 420 (309 ) 111 1.3 $ 100,726 $ (38,874 ) $ 61,852 3.8 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 As of September 30, 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. During the second quarter of 2018, the Company entered into an agreement which provides the Company among other things with certain exclusive rights in exchange for $13.0 million cash consideration. The consideration, as well as capitalized transaction costs of $0.1 million, were recognized as an intangible asset and recorded as media service rights, which is being amortized on a straight-line basis over its estimated useful life in cost of revenues on the accompanying condensed consolidated statement of operations. Intangible assets subject to amortization are amortized over their useful lives as shown in the table above. Amortization expense related to intangible assets subject to amortization was $4.8 million and $2.9 million during the three months ended September 30, 2018 and 2017, respectively, and $11.8 million and $7.9 million during the nine months ended September 30, 2018 and 2017, respectively. Estimated future amortization expense related to intangible assets as of September 30, 2018 is as follows (in thousands): Total 2018, remaining three months $ 4,949 2019 18,583 2020 16,493 2021 10,597 2022 5,730 2023 and beyond 5,148 Total estimated amortization expense $ 61,500 |
Restructuring Charges
Restructuring Charges | 9 Months Ended |
Sep. 30, 2018 | |
Restructuring And Related Activities [Abstract] | |
Restructuring Charges | 8. Restructuring Charges The Company has carried out certain restructuring activities to further drive operational efficiencies and to align its resources with its business strategies. Restructuring charges include facility exit costs related to future contractual lease payments recorded in general and administrative expense on the condensed consolidated statements of operations and severance and benefit costs related to headcount reduction recorded on the condensed consolidated statement of operations based on the impacted employees function. During the three months ended September 30, 2018 and 2017, the Company recognized restructuring expense of $1.3 million and zero, respectively. During the nine months ended September 30, 2018 and 2017, the company recognized restructuring expense of $2.7 million and $1.3 million respectively. As of September 30, 2018 and December 31, 2017, the Company has $2.0 million and $2.1 million, respectively, in restructuring accrual. The amount related to facility exit costs is included in other current liabilities and other non-current liabilities on the condensed consolidated balance sheets, and the amounts related to severance is included in accrued compensation and benefits on the condensed consolidated balance sheets. |
Debt Obligations
Debt Obligations | 9 Months Ended |
Sep. 30, 2018 | |
Debt Disclosure [Abstract] | |
Debt Obligations | 9. Debt Obligations 2017 Convertible Senior Notes In November 2017, the Company issued and sold $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 is initially 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): September 30, 2018 Principal $ 200,000 Unamortized debt discount (42,944 ) Unamortized debt issuance costs (3,861 ) Net carrying amount of the liability component $ 153,195 The net carrying amount of the equity component of the notes recorded in additional paid-in capital on the condensed consolidated balance sheets was $49.1 million, net of debt issuance costs of $1.6 million as of September 30, 2018 and December 31, 2017. The following table sets forth the interest expense related to the notes recognized in interest expense on the condensed consolidated statements of operations (in thousands): Three Months Ended September 30, 2018 Nine Months Ended September 30, 2018 Contractual interest expense $ 875 $ 2,625 Amortization of debt discount 2,262 6,687 Amortization of debt issuance costs 229 687 Total interest expense related to the Notes $ 3,366 $ 9,999 |
Stock-Based Compensation
Stock-Based Compensation | 9 Months Ended |
Sep. 30, 2018 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Stock-Based Compensation | 10. 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 September 30, Nine Months Ended September 30, 2018* 2017 2018 2017 Expected life (in years) — 6.25 6.02 5.50 - 6.25 Risk-free interest rate — 1.98% 2.66% 1.87% - 2.14% Volatility — 50% 50% 50% Dividend yield — — — — * There were no option grants during the three months ended September 30, 2018. The weighted-average grant-date fair value of options was $5.81 per share during the three months ended September 30, 2017, and $6.59 and $6.33 per share during the nine months ended September 30, 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 — — — (1,319,427 ) $ 3.01 — $ 13,745 Options canceled or expired 161,116 — — (161,116 ) $ 11.02 — — RSUs granted (2,648,561 ) 2,648,561 $ 13.11 — — — — RSUs vested — (2,023,492 ) $ 13.11 — — — — RSUs canceled or expired 484,986 (484,986 ) $ 11.73 — — — — RSUs vested and withheld for taxes 784,467 — — — — — — Balance as of September 30, 2018 6,134,152 5,334,375 $ 12.41 6,732,685 $ 12.11 6.44 $ 30,861 Vested and exercisable as of September 30, 2018 4,834,658 $ 12.18 5.63 $ 24,125 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 vested was $1.3 million and $1.5 million during the three months ended September 30, 2018 and 2017, respectively, and $5.3 million and $5.5 million during the nine months ended September 30, 2018 and 2017, respectively. Employee Stock Purchase Plan The Company’s Board of Directors adopted the 2013 Employee Stock Purchase Plan (“ESPP”), which became effective in March 2014. Eligible employees can enroll and elect to contribute up to 15% of their base compensation through payroll withholdings in each offering period which is six months in duration, subject to certain limitations. The fair value of the option feature is estimated using the Black-Scholes model for the period presented based on the following assumptions: Three Months Ended September 30, Nine Months Ended September 30, 2018 2017 2018 2017 Expected life (in years) 0.50 0.50 0.50 0.50 Risk-free interest rate 2.09% 1.04% 1.42% - 2.09% 0.62% - 1.04% Volatility 40% 50% 40% 50% Dividend yield — — — — As of September 30, 2018, a total of 1,003,568 shares of common stock were issued under the ESPP since inception of the plan. As of September 30, 2018, a total of 1,796,432 shares are available for issuance under the ESPP. Stock-based Compensation Expense The following table sets forth the total stock-based compensation expense resulting from stock options, RSUs and ESPP included in the Company’s condensed consolidated statements of operations (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2018 2017 2018 2017 Cost of revenues $ 571 $ 521 $ 1,690 $ 1,457 Sales and marketing 1,689 1,832 5,024 4,858 Research and development 1,908 1,894 5,597 5,890 General and administrative 4,252 4,233 12,144 12,097 Total stock-based compensation expense $ 8,420 $ 8,480 $ 24,455 $ 24,302 As of September 30, 2018, there was $65.7 million of unrecognized stock-based compensation expense, of which $11.6 million is related to stock options and ESPP shares and $54.1 million is related to RSUs. The total unrecognized stock-based compensation expense related to stock options and ESPP as of September 30, 2018 will be amortized over a weighted-average period of 2.51 years. The total unrecognized stock-based compensation expense related to RSUs as of September 30, 2018 will be amortized over a weighted-average period of 2.66 years. During the three months ended September 30, 2018 and 2017, the Company capitalized an immaterial amount, and $0.2 million, respectively, of stock-based compensation cost in projects in process as part of property and equipment, net. During the nine months ended September 30, 2018 and 2017, the Company capitalized $0.1 million and $0.2 million of stock-based compensation cost, respectively, in process as part of property and equipment, net on the accompanying condensed consolidated balance sheets. |
Common Stock Repurchase Program
Common Stock Repurchase Programs | 9 Months Ended |
Sep. 30, 2018 | |
Common Stock Repurchase Program [Abstract] | |
Common Stock Repurchase Programs | 11. Common Stock Repurchase Programs The Board of Directors has approved programs for the Company to repurchase shares of its common stock. In April 2018, the Board of Directors authorized a one-year share repurchase program (“2018 Program”) for the Company to repurchase up to $100.0 million of its common stock from May 2018 through May 2019. |
Income Taxes
Income Taxes | 9 Months Ended |
Sep. 30, 2018 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 12. Income Taxes The Company recorded a provision for income taxes of $0.2 million and $0.5 million during the three and nine months ended September 30, 2018, respectively, and a benefit from income taxes of $0.1 million during the three months ended September 30, 2017 and a provision for income taxes of $0.1 million during the three months ended September 30, 2017. The provision for income taxes for the three and nine months ended September 30, 2018 was primarily attributable to the Company’s foreign operations and amortization of tax deductible goodwill from prior year acquisitions. The benefit and provision for income taxes for the three and nine months ended September 30, 2017, respectively, was primarily attributable to net foreign profits and foreign income taxed at non-US tax rates. On December 22, 2017, the Tax Cuts and Jobs Act of 2017 (the “Tax 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 Tax Act. The Company has determined that the $27.7 million recorded in connection with the re-measurement of certain deferred tax assets and liabilities, and corresponding valuation allowance of $28.4 million was a provisional amount and a reasonable estimate at December 31, 2017. The difference between the deferred tax asset and the valuation allowance is related to a deferred tax liability that was also re-measured on December 31, 2017, resulting in a provisional income tax benefit of $0.7 million. During the nine months ended September 30, 2018, the Company did not have any significant adjustments to the provisional amounts recorded during the year ended December 31, 2017. 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 during the fourth quarter of 2018. |
Net Loss Per Share
Net Loss Per Share | 9 Months Ended |
Sep. 30, 2018 | |
Earnings Per Share [Abstract] | |
Net Loss Per Share | 13. Net Loss Per Share The computation of the Company’s basic and diluted net loss per share is as follows (in thousands, except per share data): Three Months Ended September 30, Nine Months Ended September 30, 2018 2017 2018 2017 Net loss $ (7,805 ) $ (10,827 ) $ (23,822 ) $ (19,259 ) Weighted-average number of common shares used in computing net loss per share, basic and diluted 94,066 90,492 93,478 89,000 Net loss per share, basic and diluted $ (0.08 ) $ (0.12 ) $ (0.25 ) $ (0.22 ) The outstanding common equivalent shares excluded from the computation of the diluted net loss per share for the periods presented because including them would have been antidilutive are as follows (in thousands): Three and Nine Months Ended September 30, 2018 2017 Stock options and ESPP 6,866 7,770 Restricted stock units 5,334 5,447 Shares held in escrow 1,000 2,000 Shares related to convertible senior notes 11,521 — 24,721 15,217 |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2018 | |
Commitments And Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 14. Commitments and Contingencies Leases As of September 30, 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 three months $ 1,047 $ 9 2019 4,182 33 2020 3,124 33 2021 1,503 7 2022 1,544 — 2023 1,565 — 2024 and thereafter 1,020 — Total minimum payments $ 13,985 $ 82 Less: Amount representing interest 8 Present value of capital lease obligations 74 Less: Current portion 30 Capital lease obligation, net of current portion $ 44 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. In the second quarter of 2018, the Company entered into a lease agreement for an office facility located in Cincinnati, Ohio which will expire in November 2023. In the third quarter of 2018, the Company entered into a lease agreement for an office facility located in Pleasanton, California which will expire in December 2020. The terms of the lease agreements provide for rental payments on a graduated basis. The Company recognizes rent expense on a straight-line basis over the lease periods. Additionally, the Company leases certain equipment under non-cancelable operating leases at its facilities and its leased data center operations. Rent expense pursuant to all operating lease agreements Purchase Obligations The Company has unconditional purchase commitments which expire through 2034 in the amount of $6.1 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 $10.1 million as of September 30, 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 September 30, 2018, the Company had a remaining balance of $0.4 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 September 30, 2018 and December 31, 2017. The Company expenses legal fees in the period in which they are incurred. |
Employee Benefit Plan
Employee Benefit Plan | 9 Months Ended |
Sep. 30, 2018 | |
Defined Contribution Pension And Other Postretirement Plans Disclosure [Abstract] | |
Employee Benefit Plan | 15. Employee Benefit Plan The Company maintains a defined-contribution plan under Section 401(k) of the Internal Revenue Code. The 401(k) plan provides retirement benefits for eligible employees. Eligible employees may elect to contribute to the 401(k) plan. The Company provides a match of up to the lesser of 3% of each employee’s annual salary or $6,000, which vests fully over four years of continuous employment. The Company’s matching contribution expense was $0.4 million and $0.4 million during the three months ended September 30, 2018 and 2017, respectively, and $1.5 million and $1.3 million during the nine months ended September 30, 2018 and 2017, respectively. |
Information About Geographic Ar
Information About Geographic Areas | 9 Months Ended |
Sep. 30, 2018 | |
Segments Geographical Areas [Abstract] | |
Information About Geographic Areas | 16. 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 | 9 Months Ended |
Sep. 30, 2018 | |
Subsequent Events [Abstract] | |
Subsequent Events | 17. Subsequent Events In October 2018, the Company acquired U.K.-based Elevaate Limited (“Elevaate”), which has an in-market technology platform that drives ecommerce sales through sponsored search and product ads on retailers’ ecommerce properties and elsewhere on the web. The acquisition enables the Company to help its retailer partners boost ecommerce media and sales at a time when shoppers are initiating more of their trips directly on retailer websites. The total preliminary acquisition consideration at closing consisted of cash consideration and potential contingent consideration payable in all cash subject to Elevaate achieving certain financial metrics. The acquisition will be accounted for under the acquisition method of accounting. Due to the short period of time between the acquisition date and filing of our Quarterly Report on Form 10-Q with the SEC, the acquisition-date fair value of the total consideration transferred and measurement of the assets acquired and liabilities assumed has not been determined. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 9 Months Ended |
Sep. 30, 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’s adoption of 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, coupon code sales return reserve, 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 accounting 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 the consolidated balance sheet for fiscal year ended December 31, 2017. The impact to revenues as a result of applying Topic 606 for the three and nine months ended September 30, 2018 was an increase of $0.8 million and $1.5 million, respectively. 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. Following the adoption of ASU 2016-15, cash payments that are not made soon after the consummation of a business combination to settle a contingent consideration liability will be classified as cash outflows for financing and operating activities, as applicable. ASU 2016-15 requires that the portion of the cash payment up to the acquisition date fair value of the contingent consideration liability should be classified as a financing outflow, and amounts paid in excess of the acquisition date fair value of that liability should be classified as operating outflows. The Company adopted ASU 2016-15 as of January 1, 2018 and classified the cash payments related to contingent consideration in accordance with this guidance. |
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. The pricing for promotion arrangements generally includes both coupon setup fees and coupon transaction fees. Coupon setup fees are related to the creation of digital coupons and set up of the underlying campaign on Quotient’s proprietary platform for tracking of related activations or redemptions. The Company recognizes revenues related to coupon setup fees over time, proportionally, on a per transaction basis, using the number of authorized transactions per insertion order, commencing on the date of the first coupon transaction. Coupon transaction fees are 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, 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 the Company 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 for the periods beginning with the first quarter ended March 31, 2018 versus a contra-asset within accounts receivable, net of allowance for doubtful accounts on the 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. |
Deferred Revenues | Deferred Revenues Deferred revenues consist of coupon setup fees, coupon transaction fees and digital media fees that are expected to be recognized upon coupon activations, or delivery of media impressions or clicks, which generally occur 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 nine months ended September 30, 2018 is primarily driven by cash payments received or due in advance of satisfying the Company’s performance obligations of $15.2 million, partially offset by $13.9 million of recognized revenue. 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 September 30, Nine Months Ended September 30, 2018 2017 (1) 2018 2017 (1) Promotion $ 63,260 $ 58,060 $ 187,955 $ 173,762 Media 40,331 23,890 91,947 55,260 Total Revenue $ 103,591 $ 81,950 $ 279,902 $ 229,022 (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 Accoun_3
Summary of Significant Accounting Policies (Tables) | 9 Months Ended |
Sep. 30, 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 September 30, Nine Months Ended September 30, 2018 2017 (1) 2018 2017 (1) Promotion $ 63,260 $ 58,060 $ 187,955 $ 173,762 Media 40,331 23,890 91,947 55,260 Total Revenue $ 103,591 $ 81,950 $ 279,902 $ 229,022 (1) |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 9 Months Ended |
Sep. 30, 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): September 30, 2018 Level 1 Level 2 Level 3 Total Assets: Cash equivalents: Money market funds $ 141,775 — — $ 141,775 Certificate of deposit — 5,096 — 5,096 Short-Term investments: Certificate of deposit — 40,160 — 40,160 Total $ 141,775 $ 45,256 $ — $ 187,031 Liabilities: Contingent consideration related to acquisitions — — 16,874 16,874 Total $ — $ — $ 16,874 $ 16,874 December 31, 2017 Level 1 Level 2 Level 3 Total Assets: 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 acquisitions — — 18,500 18,500 Total $ — $ — $ 18,500 $ 18,500 |
Summary of Changes in Contingent Consideration | The following table represents the change in the contingent consideration (in thousands): Three Months Ended September 30, 2018 Nine Months Ended September 30, 2018 Ahalogy Crisp Ahalogy Crisp Level 3 Level 3 Level 3 Level 3 Balance at the beginning of period $ 14,582 $ 24,500 $ — $ 18,500 Addition related to acquisition — — 14,582 — Change in fair value during the period 2,292 — 2,292 6,000 Payments made during the period — (24,500 ) — (24,500 ) Balance as of September 30, 2018 $ 16,874 $ — $ 16,874 $ — |
Allowance for Doubtful Accoun_2
Allowance for Doubtful Accounts (Tables) | 9 Months Ended |
Sep. 30, 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 September 30, Nine Months Ended September 30, 2018 2017 2018 2017 Balance at the beginning of period $ 768 $ 1,035 $ 786 $ 1,338 Additions related to acquisitions 32 — 32 229 Bad debt expense (recovery) 222 (51 ) 271 (548 ) Write-offs (49 ) (71 ) (116 ) (106 ) Balance at the end of period $ 973 $ 913 $ 973 $ 913 |
Balance Sheet Components (Table
Balance Sheet Components (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Balance Sheet Related Disclosures [Abstract] | |
Property and Equipment, Net | Property and equipment consist of the following (in thousands): September 30, 2018 December 31, 2017 Software $ 37,926 $ 33,198 Computer equipment 23,772 24,342 Leasehold improvements 7,798 7,905 Furniture and fixtures 2,111 2,107 Total 71,607 67,552 Accumulated depreciation and amortization (59,139 ) (55,752 ) Projects in process 1,881 4,810 Property and equipment, net $ 14,349 $ 16,610 |
Accrued Compensation and Benefits | Accrued compensation and benefits consist of the following (in thousands): September 30, 2018 December 31, 2017 Bonus $ 4,758 $ 7,212 Commissions 3,275 4,199 Vacation 299 371 Payroll and related expenses 3,219 2,132 Accrued compensation and benefits $ 11,551 $ 13,914 |
Other Current Liabilities | Other current liabilities consist of the following (in thousands): September 30, 2018 December 31, 2017 Distribution fees $ 17,362 $ 18,485 Marketing expenses 2,247 2,826 Prefunded liability 5,325 2,151 Traffic acquisition cost 6,185 3,040 Facility exit costs 1,105 1,105 Interest payable 1,157 418 Other 8,952 7,513 Other current liabilities $ 42,333 $ 35,538 |
Acquisitions (Tables)
Acquisitions (Tables) | 9 Months Ended |
Sep. 30, 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 SavingStar $ 7,485 $ (1,126 ) $ 2,577 $ 6,034 Not $ 419 Ahalogy $ 36,432 $ 2,196 $ 11,580 $ 22,656 Not $ 684 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 acquisitions (in thousands): SavingStar Estimated Useful Life (in Years) Ahalogy Estimated Useful Life (in Years) Crisp Estimated Useful Life (in Years) Developed technologies $ 1,476 3.0 $ 3,100 4.0 $ 5,000 4.0 Customer relationships 1,040 3.0 6,210 6.0 2,800 7.0 Trade names 61 1.5 650 4.0 1,600 4.0 Vendor relationships — — 1,620 2.0 — — Total identifiable intangible assets $ 2,577 $ 11,580 $ 9,400 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Changes in Carrying Value of Goodwill | The change in the carrying value of goodwill is as follows (in thousands): Goodwill Balance as of December 31, 2017 $ 80,506 Acquisition of Ahalogy 22,656 Acquisition of SavingStar 6,034 Balance as of September 30, 2018 $ 109,196 |
Intangible Assets | The following table summarizes the gross carrying amount and accumulated amortization for the intangible assets (in thousands): September 30, 2018 Gross Accumulated Amortization Net Weighted Average Amortization Period (Years) Promotion service rights $ 22,492 $ (6,493 ) $ 15,999 5.3 Media service rights 19,428 (4,584 ) 14,844 2.8 Customer relationships 18,911 (8,295 ) 10,616 4.6 Developed technologies 16,763 (7,265 ) 9,498 2.8 Data access rights 10,801 (4,070 ) 6,731 3.6 Domain names 5,948 (5,130 ) 818 0.7 Vendor relationships 2,510 (1,160 ) 1,350 1.7 Trade names 2,478 (760 ) 1,718 3.0 Patents 975 (808 ) 167 3.8 Registered users 420 (309 ) 111 1.3 $ 100,726 $ (38,874 ) $ 61,852 3.8 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 September 30, 2018 is as follows (in thousands): Total 2018, remaining three months $ 4,949 2019 18,583 2020 16,493 2021 10,597 2022 5,730 2023 and beyond 5,148 Total estimated amortization expense $ 61,500 |
Debt Obligations (Tables)
Debt Obligations (Tables) | 9 Months Ended |
Sep. 30, 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): September 30, 2018 Principal $ 200,000 Unamortized debt discount (42,944 ) Unamortized debt issuance costs (3,861 ) Net carrying amount of the liability component $ 153,195 |
Schedule Of Interest Expense | The following table sets forth the interest expense related to the notes recognized in interest expense on the condensed consolidated statements of operations (in thousands): Three Months Ended September 30, 2018 Nine Months Ended September 30, 2018 Contractual interest expense $ 875 $ 2,625 Amortization of debt discount 2,262 6,687 Amortization of debt issuance costs 229 687 Total interest expense related to the Notes $ 3,366 $ 9,999 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 9 Months Ended |
Sep. 30, 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 September 30, Nine Months Ended September 30, 2018* 2017 2018 2017 Expected life (in years) — 6.25 6.02 5.50 - 6.25 Risk-free interest rate — 1.98% 2.66% 1.87% - 2.14% Volatility — 50% 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 — — — (1,319,427 ) $ 3.01 — $ 13,745 Options canceled or expired 161,116 — — (161,116 ) $ 11.02 — — RSUs granted (2,648,561 ) 2,648,561 $ 13.11 — — — — RSUs vested — (2,023,492 ) $ 13.11 — — — — RSUs canceled or expired 484,986 (484,986 ) $ 11.73 — — — — RSUs vested and withheld for taxes 784,467 — — — — — — Balance as of September 30, 2018 6,134,152 5,334,375 $ 12.41 6,732,685 $ 12.11 6.44 $ 30,861 Vested and exercisable as of September 30, 2018 4,834,658 $ 12.18 5.63 $ 24,125 |
Summary of Assumptions Used to Estimate the Fair Value of Employee Stock Purchase Plan | The fair value of the option feature is estimated using the Black-Scholes model for the period presented based on the following assumptions: Three Months Ended September 30, Nine Months Ended September 30, 2018 2017 2018 2017 Expected life (in years) 0.50 0.50 0.50 0.50 Risk-free interest rate 2.09% 1.04% 1.42% - 2.09% 0.62% - 1.04% Volatility 40% 50% 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 September 30, Nine Months Ended September 30, 2018 2017 2018 2017 Cost of revenues $ 571 $ 521 $ 1,690 $ 1,457 Sales and marketing 1,689 1,832 5,024 4,858 Research and development 1,908 1,894 5,597 5,890 General and administrative 4,252 4,233 12,144 12,097 Total stock-based compensation expense $ 8,420 $ 8,480 $ 24,455 $ 24,302 |
Net Loss Per Share (Tables)
Net Loss Per Share (Tables) | 9 Months Ended |
Sep. 30, 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 September 30, Nine Months Ended September 30, 2018 2017 2018 2017 Net loss $ (7,805 ) $ (10,827 ) $ (23,822 ) $ (19,259 ) Weighted-average number of common shares used in computing net loss per share, basic and diluted 94,066 90,492 93,478 89,000 Net loss per share, basic and diluted $ (0.08 ) $ (0.12 ) $ (0.25 ) $ (0.22 ) |
Schedule of Outstanding Common Equivalent Shares Excluded from Computation of Diluted Net Loss Per Share | The outstanding common equivalent shares excluded from the computation of the diluted net loss per share for the periods presented because including them would have been antidilutive are as follows (in thousands): Three and Nine Months Ended September 30, 2018 2017 Stock options and ESPP 6,866 7,770 Restricted stock units 5,334 5,447 Shares held in escrow 1,000 2,000 Shares related to convertible senior notes 11,521 — 24,721 15,217 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Commitments And Contingencies Disclosure [Abstract] | |
Minimum Payments Under Non-cancelable Operating and Capital Leases | As of September 30, 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 three months $ 1,047 $ 9 2019 4,182 33 2020 3,124 33 2021 1,503 7 2022 1,544 — 2023 1,565 — 2024 and thereafter 1,020 — Total minimum payments $ 13,985 $ 82 Less: Amount representing interest 8 Present value of capital lease obligations 74 Less: Current portion 30 Capital lease obligation, net of current portion $ 44 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies - Additional Information (Details) - ASU 2014-09 - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | |
Sep. 30, 2018 | Sep. 30, 2018 | Jan. 01, 2018 | |
Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items] | |||
Impact to revenues due to adoption of new standard | $ 0.8 | $ 1.5 | |
Deferred revenue, revenue recognized | 13.9 | ||
Deferred revenue due to performance obligations | $ 15.2 | ||
Retained Earnings | |||
Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items] | |||
Cumulative effect adjustment to retained earnings | $ 0.1 |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies - Summary of Revenues Disaggregated by Type of Services (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||||
Sep. 30, 2018 | Sep. 30, 2017 | [1] | Sep. 30, 2018 | Sep. 30, 2017 | [1] | |
Disaggregation Of Revenue [Line Items] | ||||||
Total Revenue | $ 103,591 | $ 81,950 | $ 279,902 | $ 229,022 | ||
Promotion | ||||||
Disaggregation Of Revenue [Line Items] | ||||||
Total Revenue | 63,260 | 58,060 | 187,955 | 173,762 | ||
Media | ||||||
Disaggregation Of Revenue [Line Items] | ||||||
Total Revenue | $ 40,331 | $ 23,890 | $ 91,947 | $ 55,260 | ||
[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 | Sep. 30, 2018 | Dec. 31, 2017 |
Assets: | ||
Assets fair value | $ 187,031 | $ 160,054 |
Liabilities: | ||
Liabilities fair value | 16,874 | 18,500 |
Contingent Consideration | ||
Liabilities: | ||
Liabilities fair value | 16,874 | 18,500 |
Cash Equivalents | Money Market Funds | ||
Assets: | ||
Assets fair value | 141,775 | 100,152 |
Cash Equivalents | Certificates of Deposit | ||
Assets: | ||
Assets fair value | 5,096 | |
Short-Term Investments | Certificates of Deposit | ||
Assets: | ||
Assets fair value | 40,160 | 59,902 |
Level 1 | ||
Assets: | ||
Assets fair value | 141,775 | 100,152 |
Level 1 | Cash Equivalents | Money Market Funds | ||
Assets: | ||
Assets fair value | 141,775 | 100,152 |
Level 2 | ||
Assets: | ||
Assets fair value | 45,256 | 59,902 |
Level 2 | Cash Equivalents | Certificates of Deposit | ||
Assets: | ||
Assets fair value | 5,096 | |
Level 2 | Short-Term Investments | Certificates of Deposit | ||
Assets: | ||
Assets fair value | 40,160 | 59,902 |
Level 3 | ||
Liabilities: | ||
Liabilities fair value | 16,874 | 18,500 |
Level 3 | Contingent Consideration | ||
Liabilities: | ||
Liabilities fair value | $ 16,874 | $ 18,500 |
Fair Value Measurements - Addit
Fair Value Measurements - Additional Information (Details) - USD ($) | 3 Months Ended | 9 Months Ended | 16 Months Ended | |||
Sep. 30, 2018 | Sep. 30, 2018 | Sep. 30, 2018 | Dec. 31, 2017 | Nov. 30, 2017 | May 31, 2017 | |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||||||
Charge related to changes in fair value of contingent consideration | $ 2,300,000 | $ 8,300,000 | ||||
Contingent consideration, fair value | 16,874,000 | 16,874,000 | $ 16,874,000 | |||
Contingent consideration payout | 14,800,000 | |||||
Assets fair value | 187,031,000 | 187,031,000 | 187,031,000 | $ 160,054,000 | ||
Liabilities fair value | 16,874,000 | 16,874,000 | 16,874,000 | 18,500,000 | ||
Fair Value, Measurements, Nonrecurring | ||||||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||||||
Assets fair value | 0 | 0 | 0 | 0 | ||
Liabilities fair value | 0 | 0 | 0 | 0 | ||
Level 2 | ||||||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||||||
Assets fair value | 45,256,000 | 45,256,000 | 45,256,000 | 59,902,000 | ||
1.75% Convertible Senior Notes Due 2022 | ||||||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||||||
Debt instrument fixed interest rate per annum | 1.75% | |||||
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 | $ 223,000,000 | $ 223,000,000 | $ 223,000,000 | $ 196,300,000 | ||
Debt instrument fixed interest rate per annum | 1.75% | 1.75% | 1.75% | 1.75% | ||
Crisp Media, Inc | ||||||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||||||
Charge related to changes in fair value of contingent consideration | $ 9,700,000 | |||||
Contingent consideration paid out | $ 24,500,000 | |||||
Contingent consideration, fair value | 0 | $ 0 | $ 0 | $ 14,800,000 | ||
Contingent consideration payout | $ 14,800,000 | |||||
Shopmium | ||||||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||||||
Contingent consideration, fair value | $ 0 | |||||
Contingent consideration payout | $ 0 | |||||
Contingent consideration milestones expiration period | Mar. 31, 2018 | |||||
Money Market Funds | ||||||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||||||
Fixed net asset value | $ 1 | $ 1 | $ 1 |
Fair Value Measurements - Summa
Fair Value Measurements - Summary of Changes in Contingent Consideration (Details) - Level 3 - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended |
Sep. 30, 2018 | Sep. 30, 2018 | |
Ahalogy | ||
Fair Value Liabilities Measured On Recurring Basis Unobservable Input Reconciliation [Line Items] | ||
Balance at the beginning of period | $ 14,582 | |
Addition related to acquisition | $ 14,582 | |
Change in fair value during the period | 2,292 | 2,292 |
Balance as of September 30, 2018 | 16,874 | 16,874 |
Crisp Media, Inc | ||
Fair Value Liabilities Measured On Recurring Basis Unobservable Input Reconciliation [Line Items] | ||
Balance at the beginning of period | 24,500 | 18,500 |
Change in fair value during the period | 6,000 | |
Payments made during the period | $ (24,500) | $ (24,500) |
Allowance for Doubtful Accoun_3
Allowance for Doubtful Accounts - Summary of Activity in Allowance for Doubtful Accounts (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Receivables [Abstract] | ||||
Balance at the beginning of period | $ 768 | $ 1,035 | $ 786 | $ 1,338 |
Additions related to acquisitions | 32 | 32 | 229 | |
Bad debt expense (recovery) | 222 | (51) | 271 | (548) |
Write-offs | (49) | (71) | (116) | (106) |
Balance at the end of period | $ 973 | $ 913 | $ 973 | $ 913 |
Balance Sheet Components - Prop
Balance Sheet Components - Property and Equipment, Net (Details) - USD ($) $ in Thousands | Sep. 30, 2018 | Dec. 31, 2017 |
Property Plant And Equipment [Line Items] | ||
Property and equipment, Total | $ 71,607 | $ 67,552 |
Accumulated depreciation and amortization | (59,139) | (55,752) |
Projects in process | 1,881 | 4,810 |
Property and equipment, net | 14,349 | 16,610 |
Software | ||
Property Plant And Equipment [Line Items] | ||
Property and equipment, Total | 37,926 | 33,198 |
Computer Equipment | ||
Property Plant And Equipment [Line Items] | ||
Property and equipment, Total | 23,772 | 24,342 |
Leasehold Improvements | ||
Property Plant And Equipment [Line Items] | ||
Property and equipment, Total | 7,798 | 7,905 |
Furniture and Fixtures | ||
Property Plant And Equipment [Line Items] | ||
Property and equipment, Total | $ 2,111 | $ 2,107 |
Balance Sheet Components - Addi
Balance Sheet Components - Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | Dec. 31, 2017 | |
Property Plant And Equipment [Abstract] | |||||
Depreciation | $ 1.9 | $ 1.6 | $ 5.4 | $ 5.4 | |
Capitalized costs | 0.4 | 1 | 2 | 3.1 | |
Amortization expense | 0.4 | $ 0 | 0.8 | $ 0.6 | |
Unamortized costs | $ 5.6 | $ 5.6 | $ 4.4 |
Balance Sheet Components - Accr
Balance Sheet Components - Accrued Compensation and Benefits (Details) - USD ($) $ in Thousands | Sep. 30, 2018 | Dec. 31, 2017 |
Payables And Accruals [Abstract] | ||
Bonus | $ 4,758 | $ 7,212 |
Commissions | 3,275 | 4,199 |
Vacation | 299 | 371 |
Payroll and related expenses | 3,219 | 2,132 |
Accrued compensation and benefits | $ 11,551 | $ 13,914 |
Balance Sheet Components - Othe
Balance Sheet Components - Other Current Liabilities (Details) - USD ($) $ in Thousands | Sep. 30, 2018 | Dec. 31, 2017 |
Payables And Accruals [Abstract] | ||
Distribution fees | $ 17,362 | $ 18,485 |
Marketing expenses | 2,247 | 2,826 |
Prefunded liability | 5,325 | 2,151 |
Traffic acquisition cost | 6,185 | 3,040 |
Facility exit costs | 1,105 | 1,105 |
Interest payable | 1,157 | 418 |
Other | 8,952 | 7,513 |
Other current liabilities | $ 42,333 | $ 35,538 |
Acquisitions - Additional Infor
Acquisitions - Additional Information (Details) - USD ($) | Aug. 27, 2018 | Jun. 01, 2018 | May 31, 2017 | Sep. 30, 2018 | Sep. 30, 2018 | Sep. 30, 2018 | Dec. 31, 2017 |
Business Acquisition [Line Items] | |||||||
Contingent consideration, fair value | $ 16,874,000 | $ 16,874,000 | $ 16,874,000 | ||||
Change in fair value of contingent consideration | 2,300,000 | 8,300,000 | |||||
Contingent consideration liability | $ 18,500,000 | ||||||
Contingent consideration paid out, financing outflow | 14,800,000 | ||||||
Contingent consideration paid out, operating outflow | 9,700,000 | ||||||
Goodwill deductible for income tax purposes | 0 | 0 | 0 | ||||
SavingStar, Inc | |||||||
Business Acquisition [Line Items] | |||||||
Cash payments for purchase of assets | $ 7,500,000 | ||||||
Contingent consideration payable in cash | $ 10,600,000 | ||||||
Contingent consideration, milestones achievement period end date | Feb. 29, 2020 | ||||||
Contingent consideration, fair value | $ 0 | ||||||
Ahalogy | |||||||
Business Acquisition [Line Items] | |||||||
Total preliminary acquisition consideration | $ 36,400,000 | ||||||
Cash payments for purchase of assets | 21,800,000 | ||||||
Contingent consideration payable in cash | $ 30,000,000 | ||||||
Contingent consideration, milestones achievement period end date | Dec. 31, 2019 | ||||||
Contingent consideration, fair value | $ 14,600,000 | ||||||
Net assets acquired, measurement period adjustments | 500,000 | ||||||
Crisp Media, Inc | |||||||
Business Acquisition [Line Items] | |||||||
Total preliminary acquisition consideration | $ 51,900,000 | ||||||
Cash payments for purchase of assets | 24,100,000 | ||||||
Contingent consideration payable in cash | 24,500,000 | ||||||
Contingent consideration, fair value | $ 14,800,000 | 0 | 0 | 0 | |||
Number of shares Issuable | 1,177,927 | ||||||
Total acquisition consideration (Values) | $ 13,000,000 | ||||||
Business acquisitions, fair value of common stock per share | $ 11 | ||||||
Contingent consideration, milestones achievement period | 1 year | ||||||
Change in fair value of contingent consideration | 9,700,000 | ||||||
Contingent consideration paid out | 24,500,000 | ||||||
Contingent consideration liability | 0 | $ 0 | $ 0 | ||||
Contingent consideration paid out, financing outflow | 14,800,000 | ||||||
Contingent consideration paid out, operating outflow | $ 9,700,000 |
Acquisitions - Summary of Preli
Acquisitions - Summary of Preliminary Acquisition Consideration and the Related Fair Values of Assets Acquired and Liabilities Assumed (Details) - USD ($) $ in Thousands | Aug. 27, 2018 | Jun. 01, 2018 | May 31, 2017 | Sep. 30, 2018 |
SavingStar, Inc | ||||
Business Acquisition [Line Items] | ||||
Purchase Consideration | $ 7,485 | |||
Net Tangible Assets Acquired/ (Liabilities Assumed) | (1,126) | |||
Identifiable Intangible Assets | 2,577 | |||
Goodwill | $ 6,034 | $ 6,034 | ||
Goodwill Deductible for Taxes | Not Deductible | |||
Acquisition Related Expenses | $ 419 | |||
Ahalogy | ||||
Business Acquisition [Line Items] | ||||
Purchase Consideration | $ 36,432 | |||
Net Tangible Assets Acquired/ (Liabilities Assumed) | 2,196 | |||
Identifiable Intangible Assets | 11,580 | |||
Goodwill | $ 22,656 | $ 22,656 | ||
Goodwill Deductible for Taxes | Not Deductible | |||
Acquisition Related Expenses | $ 684 | |||
Crisp Media, Inc | ||||
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) - USD ($) $ in Thousands | Aug. 27, 2018 | Jun. 01, 2018 | May 31, 2017 |
SavingStar, Inc | |||
Acquired Finite Lived Intangible Assets [Line Items] | |||
Identifiable intangible assets | $ 2,577 | ||
Ahalogy | |||
Acquired Finite Lived Intangible Assets [Line Items] | |||
Identifiable intangible assets | $ 11,580 | ||
Crisp Media, Inc | |||
Acquired Finite Lived Intangible Assets [Line Items] | |||
Identifiable intangible assets | $ 9,400 | ||
Developed Technologies | SavingStar, Inc | |||
Acquired Finite Lived Intangible Assets [Line Items] | |||
Identifiable intangible assets | $ 1,476 | ||
Estimated Useful Life (in Years) | 3 years | ||
Developed Technologies | Ahalogy | |||
Acquired Finite Lived Intangible Assets [Line Items] | |||
Identifiable intangible assets | $ 3,100 | ||
Estimated Useful Life (in Years) | 4 years | ||
Developed Technologies | Crisp Media, Inc | |||
Acquired Finite Lived Intangible Assets [Line Items] | |||
Identifiable intangible assets | $ 5,000 | ||
Estimated Useful Life (in Years) | 4 years | ||
Customer Relationships | SavingStar, Inc | |||
Acquired Finite Lived Intangible Assets [Line Items] | |||
Identifiable intangible assets | $ 1,040 | ||
Estimated Useful Life (in Years) | 3 years | ||
Customer Relationships | Ahalogy | |||
Acquired Finite Lived Intangible Assets [Line Items] | |||
Identifiable intangible assets | $ 6,210 | ||
Estimated Useful Life (in Years) | 6 years | ||
Customer Relationships | Crisp Media, Inc | |||
Acquired Finite Lived Intangible Assets [Line Items] | |||
Identifiable intangible assets | $ 2,800 | ||
Estimated Useful Life (in Years) | 7 years | ||
Trade Names | SavingStar, Inc | |||
Acquired Finite Lived Intangible Assets [Line Items] | |||
Identifiable intangible assets | $ 61 | ||
Estimated Useful Life (in Years) | 1 year 6 months | ||
Trade Names | Ahalogy | |||
Acquired Finite Lived Intangible Assets [Line Items] | |||
Identifiable intangible assets | $ 650 | ||
Estimated Useful Life (in Years) | 4 years | ||
Trade Names | Crisp Media, Inc | |||
Acquired Finite Lived Intangible Assets [Line Items] | |||
Identifiable intangible assets | $ 1,600 | ||
Estimated Useful Life (in Years) | 4 years | ||
Vendor Relationships | Ahalogy | |||
Acquired Finite Lived Intangible Assets [Line Items] | |||
Identifiable intangible assets | $ 1,620 | ||
Estimated Useful Life (in Years) | 2 years |
Goodwill and Intangible Asset_2
Goodwill and Intangible Assets - Changes in Carrying Value of Goodwill (Details) - USD ($) $ in Thousands | Aug. 27, 2018 | Jun. 01, 2018 | Sep. 30, 2018 |
Goodwill [Line Items] | |||
Beginning Balance | $ 80,506 | ||
Ending Balance | 109,196 | ||
Ahalogy Acquisition | |||
Goodwill [Line Items] | |||
Goodwill | $ 22,656 | 22,656 | |
SavingStar, Inc | |||
Goodwill [Line Items] | |||
Goodwill | $ 6,034 | $ 6,034 |
Goodwill and Intangible Asset_3
Goodwill and Intangible Assets - Intangible Assets (Details) - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended |
Sep. 30, 2018 | Dec. 31, 2017 | |
Finite Lived Intangible Assets [Line Items] | ||
Gross | $ 100,726 | $ 73,524 |
Accumulated Amortization | (38,874) | (27,034) |
Net | $ 61,852 | $ 46,490 |
Weighted Average Amortization Period (Years) | 3 years 9 months 18 days | 4 years 8 months 12 days |
Promotion Service Rights | ||
Finite Lived Intangible Assets [Line Items] | ||
Gross | $ 22,492 | $ 22,492 |
Accumulated Amortization | (6,493) | (4,252) |
Net | $ 15,999 | $ 18,240 |
Weighted Average Amortization Period (Years) | 5 years 3 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 | (4,070) | (2,666) |
Net | $ 6,731 | $ 8,135 |
Weighted Average Amortization Period (Years) | 3 years 7 months 6 days | 4 years 3 months 18 days |
Customer Relationships | ||
Finite Lived Intangible Assets [Line Items] | ||
Gross | $ 18,911 | $ 11,660 |
Accumulated Amortization | (8,295) | (6,547) |
Net | $ 10,616 | $ 5,113 |
Weighted Average Amortization Period (Years) | 4 years 7 months 6 days | 4 years 3 months 18 days |
Media Service Rights | ||
Finite Lived Intangible Assets [Line Items] | ||
Gross | $ 19,428 | $ 6,383 |
Accumulated Amortization | (4,584) | (1,575) |
Net | $ 14,844 | $ 4,808 |
Weighted Average Amortization Period (Years) | 2 years 9 months 18 days | 4 years 3 months 18 days |
Developed Technologies | ||
Finite Lived Intangible Assets [Line Items] | ||
Gross | $ 16,763 | $ 12,187 |
Accumulated Amortization | (7,265) | (5,013) |
Net | $ 9,498 | $ 7,174 |
Weighted Average Amortization Period (Years) | 2 years 9 months 18 days | 3 years |
Domain Names | ||
Finite Lived Intangible Assets [Line Items] | ||
Gross | $ 5,948 | $ 5,949 |
Accumulated Amortization | (5,130) | (4,689) |
Net | $ 818 | $ 1,260 |
Weighted Average Amortization Period (Years) | 8 months 12 days | 1 year 3 months 18 days |
Vendor Relationships | ||
Finite Lived Intangible Assets [Line Items] | ||
Gross | $ 2,510 | $ 890 |
Accumulated Amortization | (1,160) | (890) |
Net | $ 1,350 | |
Weighted Average Amortization Period (Years) | 1 year 8 months 12 days | |
Patents | ||
Finite Lived Intangible Assets [Line Items] | ||
Gross | $ 975 | 975 |
Accumulated Amortization | (808) | (769) |
Net | $ 167 | $ 206 |
Weighted Average Amortization Period (Years) | 3 years 9 months 18 days | 4 years 6 months |
Registered Users | ||
Finite Lived Intangible Assets [Line Items] | ||
Gross | $ 420 | $ 420 |
Accumulated Amortization | (309) | (232) |
Net | $ 111 | $ 188 |
Weighted Average Amortization Period (Years) | 1 year 3 months 18 days | 2 years 2 months 12 days |
Trade Names | ||
Finite Lived Intangible Assets [Line Items] | ||
Gross | $ 2,478 | $ 1,767 |
Accumulated Amortization | (760) | (401) |
Net | $ 1,718 | $ 1,366 |
Weighted Average Amortization Period (Years) | 3 years | 3 years 4 months 24 days |
Goodwill and Intangible Asset_4
Goodwill and Intangible Assets - Additional Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||||
Sep. 30, 2018 | Jun. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | Dec. 31, 2017 | |
Intangible Assets [Line Items] | ||||||
Cash consideration paid to acquire rights | $ 13,000 | $ 13,046 | ||||
Amortization expense of intangible assets | $ 4,800 | $ 2,900 | 11,800 | $ 7,900 | ||
Domain Names | ||||||
Intangible Assets [Line Items] | ||||||
Indefinite lived intangible, gross value | $ 400 | $ 400 | $ 400 | |||
Media Service Rights | ||||||
Intangible Assets [Line Items] | ||||||
Capitalized transaction costs | $ 100 |
Goodwill and Intangible Asset_5
Goodwill and Intangible Assets - Estimated Amortization of Intangible Assets (Details) $ in Thousands | Sep. 30, 2018USD ($) |
Goodwill And Intangible Assets Disclosure [Abstract] | |
2018, remaining three months | $ 4,949 |
2,019 | 18,583 |
2,020 | 16,493 |
2,021 | 10,597 |
2,022 | 5,730 |
2023 and beyond | 5,148 |
Total estimated amortization expense | $ 61,500 |
Restructuring Charges - Additio
Restructuring Charges - Additional Information (Details) - USD ($) | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | Dec. 31, 2017 | |
Restructuring And Related Activities [Abstract] | |||||
Restructuring expense | $ 1,300 | $ 0 | $ 2,700 | $ 1,300 | |
Restructuring accrual | $ 2,000 | $ 2,000 | $ 2,100 |
Debt Obligations - Additional I
Debt Obligations - Additional Information (Details) - 1.75% Convertible Senior Notes Due 2022 | 1 Months Ended | 3 Months Ended | 9 Months Ended | |
Nov. 30, 2017USD ($)d$ / sharesshares | Sep. 30, 2018USD ($) | Sep. 30, 2018USD ($) | 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 | $ 687,000 | |
Adjustments to additional paid in capital, equity component of debt issuance costs | $ 1,600,000 | 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 | $ 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 | Sep. 30, 2018USD ($) |
Line Of Credit Facility [Line Items] | |
Principal | $ 200,000 |
Unamortized debt discount | (42,944) |
Unamortized debt issuance costs | (3,861) |
Net carrying amount of the liability component | $ 153,195 |
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 | 9 Months Ended |
Nov. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2018 | |
Line Of Credit Facility [Line Items] | |||
Contractual interest expense | $ 875 | $ 2,625 | |
Amortization of debt discount | 2,262 | 6,687 | |
Amortization of debt issuance costs | $ 4,600 | 229 | 687 |
Total interest expense related to the Notes | $ 3,366 | $ 9,999 |
Stock-Based Compensation - Addi
Stock-Based Compensation - Additional Information (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | 55 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Weighted average grant date fair value | $ 5.81 | $ 6.59 | $ 6.33 | ||
Issuance of common stock, stock purchase plan, shares | 1,003,568 | ||||
Shares available for issuance | 1,796,432 | 1,796,432 | 1,796,432 | ||
Stock-based compensation | $ 8,420 | $ 8,480 | $ 24,455 | $ 24,302 | |
Property and Equipment | |||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Stock-based compensation | 200 | $ 100 | 200 | ||
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 | 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 | $ 1,300 | $ 1,500 | $ 5,300 | $ 5,500 | |
Unrecognized stock based compensation | 54,100 | $ 54,100 | $ 54,100 | ||
Unrecognized stock based compensation, amortized weighted average period | 2 years 7 months 28 days | ||||
2013 Employee Stock Purchase Plan (“ESPP”) | |||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
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% | ||||
Stock Based Compensation Expense | |||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Unrecognized stock based compensation | 65,700 | $ 65,700 | 65,700 | ||
Stock Options | |||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Unrecognized stock based compensation | $ 11,600 | $ 11,600 | $ 11,600 | ||
Unrecognized stock based compensation, amortized weighted average period | 2 years 6 months 3 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 | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Employee Stock Purchase Plan | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Expected life (in years) | 6 months | 6 months | 6 months | 6 months |
Risk-free interest rate | 2.09% | 1.04% | ||
Risk-free interest rate, minimum | 1.42% | 0.62% | ||
Risk-free interest rate, maximum | 2.09% | 1.04% | ||
Volatility | 40.00% | 50.00% | 40.00% | 50.00% |
Stock Options | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Expected life (in years) | 6 years 3 months | 6 years 7 days | ||
Risk-free interest rate | 1.98% | 2.66% | ||
Risk-free interest rate, minimum | 1.87% | |||
Risk-free interest rate, maximum | 2.14% | |||
Volatility | 50.00% | 50.00% | 50.00% | |
Stock Options | Minimum | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Expected life (in years) | 5 years 6 months | |||
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 - Su_2
Stock-Based Compensation - Summary of Assumptions Used to Estimate the Fair Value of Stock Options and Employee Stock Purchase Plan (Parenthetical) (Details) - shares | 3 Months Ended | 9 Months Ended |
Sep. 30, 2018 | Sep. 30, 2018 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | ||
Options granted | 0 | 801,000 |
Stock-Based Compensation - Su_3
Stock-Based Compensation - Summary of Stock Option and Restricted Stock Units Award Activity (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended |
Sep. 30, 2018 | Sep. 30, 2018 | Dec. 31, 2017 | |
Shares Available for Grant | |||
Beginning balance | 4,425,155 | ||
Increase in shares authorized | 3,727,989 | ||
Options granted | 0 | (801,000) | |
Options canceled or expired | 161,116 | ||
RSUs granted | (2,648,561) | ||
RSUs canceled or expired | 484,986 | ||
RSUs vested and withheld for taxes | 784,467 | ||
Ending balance | 6,134,152 | 6,134,152 | 4,425,155 |
Number of Shares | |||
Beginning balance | 7,412,228 | ||
Options granted | 0 | 801,000 | |
Options exercised | (1,319,427) | ||
Options canceled or expired | (161,116) | ||
Ending balance | 6,732,685 | 6,732,685 | 7,412,228 |
Vested and exercisable at the end of period | 4,834,658 | 4,834,658 | |
Weighted Average Exercise Price | |||
Beginning balance | $ 10.36 | ||
Options granted | 13.10 | ||
Options exercised | 3.01 | ||
Options canceled or expired | 11.02 | ||
Ending balance | $ 12.11 | 12.11 | $ 10.36 |
Vested and exercisable at the end of period | $ 12.18 | $ 12.18 | |
Weighted Average Remaining Contractual Term (Years) / Aggregate Intrinsic Value | |||
Weighted Average Remaining Contractual Term (Years) | 6 years 5 months 8 days | 6 years 1 month 2 days | |
Vested and exercisable at the end of period | 5 years 7 months 17 days | ||
Aggregate Intrinsic Value, Beginning balance | $ 25,415 | ||
Aggregate Intrinsic Value, Options exercised | 13,745 | ||
Aggregate Intrinsic Value, Ending balance | $ 30,861 | 30,861 | $ 25,415 |
Vested and exercisable at the end of period | $ 24,125 | $ 24,125 | |
Restricted Stock Units, Number of Shares | |||
RSUs granted | 2,648,561 | ||
RSUs canceled or expired | (484,986) | ||
Restricted Stock Units | |||
Shares Available for Grant | |||
RSUs granted | (2,648,561) | ||
RSUs vested | 2,023,492 | ||
RSUs canceled or expired | 484,986 | ||
Restricted Stock Units, Number of Shares | |||
Beginning balance | 5,194,292 | ||
RSUs granted | 2,648,561 | ||
RSUs vested | (2,023,492) | ||
RSUs canceled or expired | (484,986) | ||
Ending balance | 5,334,375 | 5,334,375 | 5,194,292 |
Weighted Average Grant Date Fair Value | |||
Beginning Balance | $ 12.26 | ||
RSUs granted | 13.11 | ||
RSUs vested | 13.11 | ||
RSUs canceled or expired | 11.73 | ||
Ending balance | $ 12.41 | $ 12.41 | $ 12.26 |
Stock-Based Compensation - Sche
Stock-Based Compensation - Schedule of Stock Based Compensation Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||||
Stock-based compensation | $ 8,420 | $ 8,480 | $ 24,455 | $ 24,302 |
Cost of Revenues | ||||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||||
Stock-based compensation | 571 | 521 | 1,690 | 1,457 |
Sales and Marketing | ||||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||||
Stock-based compensation | 1,689 | 1,832 | 5,024 | 4,858 |
Research and Development | ||||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||||
Stock-based compensation | 1,908 | 1,894 | 5,597 | 5,890 |
General and Administrative | ||||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||||
Stock-based compensation | $ 4,252 | $ 4,233 | $ 12,144 | $ 12,097 |
Common Stock Repurchase Progr_2
Common Stock Repurchase Programs - Additional Information (Details) - Share Repurchase Program ("2018 Program") - USD ($) | 1 Months Ended | 3 Months Ended | 9 Months Ended |
Apr. 30, 2018 | Sep. 30, 2018 | Sep. 30, 2018 | |
Common Stock Repurchases [Line Items] | |||
Number of shares repurchased and retired | 307,771 | 807,771 | |
Remaining amount available for future share repurchases | $ 89,100,000 | $ 89,100,000 | |
Aggregate cost of shares repurchased and retired | $ 4,200,000 | $ 10,900,000 | |
Stock repurchase program duration | 1 year | ||
Share repurchase program, beginning date | 2018-05 | ||
Share repurchase program, end date | 2019-05 | ||
Maximum | |||
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 | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | Dec. 31, 2017 | |
Income Tax Disclosure [Abstract] | |||||
Provision for (benefit from) income taxes | $ 195 | $ (107) | $ 497 | $ 66 | $ (700) |
Federal corporate tax rate | 21.00% | 35.00% | |||
Income tax reconciliation, re-measurement of deferred tax assets and liabilities | $ 27,700 | ||||
Provisional valuation allowance | $ 28,400 |
Net Loss Per Share - Schedule o
Net Loss Per Share - Schedule of Computation of Basic and Diluted Net Loss Per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Earnings Per Share [Abstract] | ||||
Net loss | $ (7,805) | $ (10,827) | $ (23,822) | $ (19,259) |
Weighted-average number of common shares used in computing net loss per share, basic and diluted | 94,066 | 90,492 | 93,478 | 89,000 |
Net loss per share, basic and diluted | $ (0.08) | $ (0.12) | $ (0.25) | $ (0.22) |
Net Loss Per Share - Schedule_2
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 | |
Sep. 30, 2018 | Sep. 30, 2017 | |
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Outstanding common equivalent shares | 24,721 | 15,217 |
Stock Options and ESPP | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Outstanding common equivalent shares | 6,866 | 7,770 |
Restricted Stock Units | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Outstanding common equivalent shares | 5,334 | 5,447 |
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 | Sep. 30, 2018USD ($) |
Operating Leases | |
2018, remaining three months | $ 1,047 |
2,019 | 4,182 |
2,020 | 3,124 |
2,021 | 1,503 |
2,022 | 1,544 |
2,023 | 1,565 |
2024 and thereafter | 1,020 |
Total minimum payments | 13,985 |
Capital Leases | |
2018, remaining three months | 9 |
2,019 | 33 |
2,020 | 33 |
2,021 | 7 |
Total minimum payments | 82 |
Less: Amount representing interest | 8 |
Present value of capital lease obligations | 74 |
Less: Current portion | 30 |
Capital lease obligation, net of current portion | $ 44 |
Commitments and Contingencies_2
Commitments and Contingencies - Additional Information (Details) - USD ($) | 1 Months Ended | 3 Months Ended | 9 Months Ended | ||
Jan. 31, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Commitments And Contingencies [Line Items] | |||||
Non-cancelable operating lease agreements expiration | 2024-12 | ||||
Rent expense | $ 1,000,000 | $ 1,100,000 | $ 2,800,000 | $ 3,300,000 | |
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 | 400,000 | $ 400,000 | |||
Marketing Arrangements | |||||
Commitments And Contingencies [Line Items] | |||||
Unconditional purchase commitments | $ 6,100,000 | $ 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 | $ 10,100,000 | ||||
NEW YORK | |||||
Commitments And Contingencies [Line Items] | |||||
Non-cancelable operating lease agreements expiration | 2024-12 | ||||
OHIO | |||||
Commitments And Contingencies [Line Items] | |||||
Non-cancelable operating lease agreements expiration | 2023-11 | ||||
CALIFORNIA | |||||
Commitments And Contingencies [Line Items] | |||||
Non-cancelable operating lease agreements expiration | 2020-12 |
Employee Benefit Plan - Additio
Employee Benefit Plan - Additional Information (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 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 | $ 400,000 | $ 400,000 | $ 1,500,000 | $ 1,300,000 |