Document and Entity Information
Document and Entity Information - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2018 | Feb. 25, 2019 | Jun. 30, 2018 | |
Document And Entity Information [Abstract] | |||
Document Type | 10-K | ||
Amendment Flag | false | ||
Document Period End Date | Dec. 31, 2018 | ||
Document Fiscal Year Focus | 2,018 | ||
Document Fiscal Period Focus | FY | ||
Trading Symbol | QUOT | ||
Entity Registrant Name | Quotient Technology Inc. | ||
Entity Central Index Key | 1,115,128 | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Current Reporting Status | Yes | ||
Entity Voluntary Filers | No | ||
Entity Filer Category | Large Accelerated Filer | ||
Entity Public Float | $ 739.2 | ||
Entity Common Stock, Shares Outstanding | 94,057,914 | ||
Entity Shell Company | false | ||
Entity Small Business | false | ||
Entity Emerging Growth Company | false |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Current assets: | ||
Cash and cash equivalents | $ 302,028 | $ 334,635 |
Short-term investments | 20,738 | 59,902 |
Accounts receivable, net of allowance for doubtful accounts of $1,200 and $786 at December 31, 2018 and 2017, respectively | 112,108 | 81,189 |
Prepaid expenses and other current assets | 10,044 | 8,737 |
Total current assets | 444,918 | 484,463 |
Property and equipment, net | 15,579 | 16,610 |
Intangible assets, net | 81,724 | 46,490 |
Goodwill | 118,821 | 80,506 |
Other assets | 1,311 | 1,006 |
Total assets | 662,353 | 629,075 |
Current liabilities: | ||
Accounts payable | 17,060 | 6,090 |
Accrued compensation and benefits | 13,107 | 13,914 |
Other current liabilities | 53,255 | 35,538 |
Deferred revenues | 8,686 | 6,276 |
Contingent consideration related to acquisitions | 18,500 | |
Total current liabilities | 92,108 | 80,318 |
Other non-current liabilities | 3,622 | 3,205 |
Contingent consideration related to acquisitions | 28,963 | |
Convertible senior notes, net | 155,719 | 145,821 |
Deferred tax liabilities | 1,854 | 1,690 |
Total liabilities | 282,266 | 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 December 31, 2018 and 2017 | ||
Common stock, $0.00001 par value—250,000,000 shares authorized; 94,995,211 and 93,199,718 shares issued and outstanding at December 31, 2018 and 2017, respectively | 1 | 1 |
Additional paid-in capital | 703,023 | 686,025 |
Accumulated other comprehensive loss | (844) | (700) |
Accumulated deficit | (322,093) | (287,285) |
Total stockholders’ equity | 380,087 | 398,041 |
Total liabilities and stockholders’ equity | $ 662,353 | $ 629,075 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Statement Of Financial Position [Abstract] | ||
Allowance for doubtful accounts | $ 1,200 | $ 786 |
Preferred stock, par value | $ 0.00001 | $ 0.00001 |
Preferred stock, shares authorized | 10,000,000 | 10,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value | $ 0.00001 | $ 0.00001 |
Common stock, shares authorized | 250,000,000 | 250,000,000 |
Common stock, shares issued | 94,995,211 | 93,199,718 |
Common stock, shares outstanding | 94,995,211 | 93,199,718 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Income Statement [Abstract] | |||||||||||
Revenues | $ 107,056 | $ 103,591 | $ 89,545 | $ 86,766 | $ 93,093 | $ 81,950 | $ 74,493 | $ 72,579 | $ 386,958 | $ 322,115 | $ 275,190 |
Costs and expenses: | |||||||||||
Cost of revenues | 60,935 | 57,073 | 47,769 | 40,453 | 44,018 | 37,501 | 30,021 | 29,212 | 206,230 | 140,752 | 114,870 |
Sales and marketing | 22,944 | 22,782 | 20,530 | 23,830 | 25,377 | 22,002 | 21,617 | 23,837 | 90,086 | 92,833 | 92,596 |
Research and development | 10,151 | 11,974 | 12,122 | 12,626 | 11,860 | 12,255 | 12,774 | 13,120 | 46,873 | 50,009 | 50,503 |
General and administrative | 14,311 | 12,574 | 11,528 | 11,392 | 12,726 | 11,702 | 11,803 | 11,893 | 49,805 | 48,124 | 43,404 |
Change in fair value of escrowed shares and contingent consideration, net | 1,148 | 4,692 | 7,350 | (5,500) | 9,700 | 3,900 | (2,585) | 13,190 | 5,515 | (6,450) | |
Total costs and expenses | 109,489 | 109,095 | 91,949 | 95,651 | 88,481 | 93,160 | 80,115 | 75,477 | 406,184 | 337,233 | 294,923 |
Loss from operations | (2,433) | (5,504) | (2,404) | (8,885) | 4,612 | (11,210) | (5,622) | (2,898) | (19,226) | (15,118) | (19,733) |
Interest expense | (3,404) | (3,373) | (3,326) | (3,308) | (1,589) | (13,411) | (1,589) | ||||
Other income (expense), net | 1,326 | 1,267 | 1,270 | 938 | 391 | 276 | 134 | 127 | 4,801 | 928 | 495 |
Loss before income taxes | (4,511) | (7,610) | (4,460) | (11,255) | 3,414 | (10,934) | (5,488) | (2,771) | (27,836) | (15,779) | (19,238) |
Provision for (benefit from) income taxes | (15) | 195 | 200 | 102 | (768) | (107) | 270 | (97) | 482 | (702) | 241 |
Net loss | $ (4,496) | $ (7,805) | $ (4,660) | $ (11,357) | $ 4,182 | $ (10,827) | $ (5,758) | $ (2,674) | $ (28,318) | $ (15,077) | $ (19,479) |
Net loss per share, basic and diluted | $ (0.30) | $ (0.17) | $ (0.23) | ||||||||
Weighted-average number of common shares used in computing net loss per share, basic and diluted | 93,676 | 89,505 | 84,157 |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Statement Of Income And Comprehensive Income [Abstract] | |||
Net loss | $ (28,318) | $ (15,077) | $ (19,479) |
Other comprehensive income (loss): | |||
Foreign currency translation adjustments | (144) | 48 | (1) |
Comprehensive loss | $ (28,462) | $ (15,029) | $ (19,480) |
CONSOLIDATED STATEMENTS OF STOC
CONSOLIDATED STATEMENTS OF STOCKHOLDERS EQUITY - USD ($) $ in Thousands | Total | Service and Data Agreement | Common Stock | Common StockService and Data Agreement | Additional Paid-In Capital | Additional Paid-In CapitalService and Data Agreement | Treasury Stock | Accumulated Other Comprehensive Loss | Accumulated Deficit |
Balance at Dec. 31, 2015 | $ 265,490 | $ 1 | $ 570,588 | $ (85,427) | $ (747) | $ (218,925) | |||
Balance in shares at Dec. 31, 2015 | 81,995,286 | 7,940,095 | |||||||
Exercise of employee stock options | $ 10,578 | 10,578 | |||||||
Exercise of employee stock options, shares | 2,328,197 | 2,328,197 | |||||||
Vesting of restricted stock units | 2,422,146 | ||||||||
Issuance of common stock, stock purchase plan | $ 1,388 | 1,388 | |||||||
Issuance of common stock, stock purchase plan, shares | 185,066 | ||||||||
Issuance of common stock, acquisition | 1,944 | 1,944 | |||||||
Issuance of common stock, acquisition, shares | 337,327 | ||||||||
Issuance of common stock related to agreement | $ 39,570 | $ 39,570 | |||||||
Issuance of common stock related to agreement, shares | 3,000,000 | ||||||||
Stock-based compensation | 28,286 | 28,286 | |||||||
Change in fair value of escrowed shares related to a services and data agreement | (4,880) | (4,880) | |||||||
Repurchases of common stock | (11,147) | $ (11,147) | |||||||
Repurchases of common stock, Shares | (1,707,613) | 1,707,613 | |||||||
Other comprehensive loss | (1) | (1) | |||||||
Net loss | (19,479) | (19,479) | |||||||
Balance at Dec. 31, 2016 | 311,749 | $ 1 | 647,474 | $ (96,574) | (748) | (238,404) | |||
Balance in shares at Dec. 31, 2016 | 88,560,409 | 9,647,708 | |||||||
Exercise of employee stock options | $ 6,200 | 6,200 | |||||||
Exercise of employee stock options, shares | 1,435,484 | 1,435,484 | |||||||
Vesting of restricted stock units | 1,750,137 | ||||||||
Issuance of common stock, stock purchase plan | $ 2,563 | 2,563 | |||||||
Issuance of common stock, stock purchase plan, shares | 275,761 | ||||||||
Payments for taxes related to net share settlement of equity awards | (4,012) | (4,012) | |||||||
Issuance of common stock, acquisition | 12,957 | 12,957 | |||||||
Issuance of common stock, acquisition, shares | 1,177,927 | ||||||||
Cumulative-effect of accounting change | 3,381 | (3,381) | |||||||
Conversion feature of convertible senior notes, net of issuance costs | $ 49,090 | 49,090 | |||||||
Retirement of treasury stock | (66,151) | $ 96,574 | (30,423) | ||||||
Retirement of treasury stock, shares | (9,647,708) | (9,647,708) | |||||||
Stock-based compensation | $ 32,523 | 32,523 | |||||||
Change in fair value of escrowed shares related to a services and data agreement | 2,000 | 2,000 | |||||||
Other comprehensive loss | 48 | 48 | |||||||
Net loss | (15,077) | (15,077) | |||||||
Balance at Dec. 31, 2017 | 398,041 | $ 1 | 686,025 | (700) | (287,285) | ||||
Balance in shares at Dec. 31, 2017 | 93,199,718 | ||||||||
Exercise of employee stock options | $ 4,028 | 4,028 | |||||||
Exercise of employee stock options, shares | 1,329,361 | 1,329,361 | |||||||
Vesting of restricted stock units | 2,287,008 | ||||||||
Issuance of common stock, stock purchase plan | $ 3,467 | 3,467 | |||||||
Issuance of common stock, stock purchase plan, shares | 1,149,287 | 323,439 | |||||||
Payments for taxes related to net share settlement of equity awards | $ (11,658) | (11,658) | |||||||
Payments for taxes related to equity awards. shares | (880,262) | ||||||||
Cumulative-effect of accounting change | $ 105 | 105 | |||||||
Retirement of treasury stock | (9,248) | $ 15,843 | (6,595) | ||||||
Retirement of treasury stock, shares | (1,264,053) | (1,264,053) | |||||||
Stock-based compensation | $ 31,479 | 31,479 | |||||||
Change in fair value of escrowed shares related to a services and data agreement | (1,070) | (1,070) | |||||||
Repurchases of common stock | (15,843) | $ (15,843) | |||||||
Repurchases of common stock, Shares | (1,264,053) | 1,264,053 | |||||||
Other comprehensive loss | (144) | (144) | |||||||
Net loss | (28,318) | (28,318) | |||||||
Balance at Dec. 31, 2018 | $ 380,087 | $ 1 | $ 703,023 | $ (844) | $ (322,093) | ||||
Balance in shares at Dec. 31, 2018 | 94,995,211 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Cash flows from operating activities: | |||
Net loss | $ (28,318) | $ (15,077) | $ (19,479) |
Adjustments to reconcile net loss to net cash provided by operating activities: | |||
Depreciation and amortization | 25,041 | 17,840 | 22,770 |
Stock-based compensation | 31,386 | 32,252 | 28,286 |
Amortization of debt discount and issuance cost | 9,898 | 1,148 | |
Restructuring charge related to facility exit costs | 1,057 | 2,074 | |
Loss on disposal of property and equipment | 207 | 85 | 476 |
Allowance (recovery) for doubtful accounts | 509 | (655) | 652 |
Deferred income taxes | 482 | (702) | 241 |
One-time charge for certain distribution fees | 7,435 | ||
Change in fair value of escrowed shares and contingent consideration, net | 13,190 | 5,515 | (6,450) |
Changes in operating assets and liabilities: | |||
Accounts receivable | (26,032) | (4,382) | (9,358) |
Prepaid expenses and other current assets | (861) | (2,553) | 1,360 |
Accounts payable and other current liabilities | 6,449 | 12,834 | (1,718) |
Payments for contingent consideration | (9,700) | ||
Accrued compensation and benefits | (1,287) | 658 | (1,914) |
Deferred revenues | 27 | (580) | (486) |
Net cash provided by operating activities | 22,048 | 48,457 | 21,815 |
Cash flows from investing activities: | |||
Purchases of property and equipment | (6,077) | (6,475) | (6,281) |
Purchases of intangible assets | (20,545) | (106) | |
Acquisitions, net of cash acquired | (33,661) | (21,048) | |
Purchases of short-term investments | (75,120) | (114,239) | (88,172) |
Proceeds from maturities of short-term investment | 114,284 | 123,509 | 44,000 |
Net cash used in investing activities | (21,119) | (18,253) | (50,559) |
Cash flows from financing activities: | |||
Proceeds from borrowings on convertible senior notes, net of issuance costs | 193,763 | ||
Proceeds from issuances of common stock under stock plans | 7,495 | 8,763 | 11,966 |
Payments for taxes related to net share settlement of equity awards | (11,658) | (4,012) | |
Repurchases and retirement of common stock under share repurchase program | (14,285) | (11,944) | |
Principal payments on promissory note and capital lease obligations | (310) | (238) | (48) |
Payments of contingent consideration | (14,800) | ||
Net cash (used in) provided by financing activities | (33,558) | 198,276 | (26) |
Effect of exchange rates on cash and cash equivalents | 22 | (19) | (3) |
Net (decrease) increase in cash and cash equivalents | (32,607) | 228,461 | (28,773) |
Cash and cash equivalents at beginning of period | 334,635 | 106,174 | 134,947 |
Cash and cash equivalents at end of period | 302,028 | 334,635 | 106,174 |
Supplemental disclosures of cash flow information | |||
Cash paid for income taxes | 246 | 168 | 140 |
Cash paid for interest | 3,655 | 29 | 3 |
Supplemental disclosures of noncash investing and financing activities | |||
Fair value of common stock issued in connection with a services and data agreement | 39,570 | ||
Repurchase of common stock not settled | 1,558 | ||
Computer equipment acquired under promissory note | 819 | ||
Property and equipment acquired under capital leases | 31 | 22 | |
Intangible asset acquisitions not yet paid | 14,548 | ||
Fixed asset purchases not yet paid | 1,253 | 973 | 1,324 |
Crisp Acquisition | |||
Changes in operating assets and liabilities: | |||
Payments for contingent consideration | (9,700) | ||
Cash flows from financing activities: | |||
Payments of contingent consideration | $ (14,800) | ||
Supplemental disclosures of noncash investing and financing activities | |||
Issuance of shares related to Crisp acquisition | $ 12,957 | $ 1,944 |
Background
Background | 12 Months Ended |
Dec. 31, 2018 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Background | 1. Background Description of Business Quotient Technology Inc. (together with its subsidiaries, the “Company”), is an industry leading digital marketing platform, providing technology and services that power integrated digital promotions and media programs for consumer packaged goods (“CPG”s) brands and retailers. These programs are delivered across the Company’s network, including its flagship consumer brand Coupons.com and retail partners. This network provides the Company with proprietary and licensed data, including online behaviors, purchase intent, and retailers’ in-store point-of-sale (“POS”) shopper data, to target shoppers with the most relevant digital coupons and ads. Customers and partners use the Company to influence shoppers via digital channels, integrate marketing and merchandising programs, and leverage shopper data and insights to drive measurable sales results. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2018 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | 2. Summary of Significant Accounting Policies Basis of Presentation and Consolidation The accompanying consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“U.S. GAAP”). The Company’s consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries. All significant intercompany transactions and balances have been eliminated. There have been no changes to the Company’s significant accounting policies that have had a material impact on the Company’s consolidated financial statements and related notes, including the adoption of the requirements of Accounting Standards Update ("ASU") No. 2014-09, Revenue from Contracts with Customers, Statement of Cash Flows Classification of Certain Cash Receipts and Cash Payments Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent liabilities at the date of the financial statements as well as the reported amounts of revenues and expenses during the reporting period. Such management estimates include, but are not limited to, revenue recognition, collectability of accounts receivable, coupon code sales return reserve, valuation of assets acquired and liabilities assumed in a business combination, useful lives of intangible assets and property and equipment, estimates related to recovery of long-lived assets and goodwill, stock-based compensation, measurement of contingent consideration, restructuring accruals, classification of current and non-current deferred revenue, debt discounts, and income taxes deferred income tax assets and associated valuation allowances. These estimates generally require judgments, may involve the analysis of historical and prediction of future trends, and are subject to change from period to period. Actual results may differ from the Company’s estimates, and such differences may be material to the accompanying consolidated financial statements. Cash, Cash Equivalents and Short-term Investments The Company considers all highly liquid investments with original maturities of three months or less at the time of purchase to be cash equivalents. The Company’s short-term investments consists of certificates of deposits with original maturities of greater than three months and remaining maturities less than one year as of the balance sheet date. We classify all of our cash equivalents and short-term investments as available-for-sale, which are recorded at fair value. Unrealized gains and losses are included in accumulated other comprehensive (loss) income in stockholders’ equity. Realized gains and losses are included in other income (expense), net. Accounts Receivable , 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. Property and Equipment, net Property and equipment, net, are stated at cost less accumulated depreciation and amortization. Depreciation and amortization are computed using the straight-line method over the estimated useful lives of the assets, which are three years for computer equipment and software and five years for all other asset categories except leasehold improvements, which are amortized over the shorter of the lease term or the expected useful life of the improvements. Equipment leased under capital leases is amortized over the shorter of the lease term or the asset’s estimated useful life. Internal-Use Software Development Costs For costs incurred for computer software developed or obtained for internal use, the Company begins to capitalize its costs to develop software when preliminary development efforts are successfully completed, management has authorized and committed project funding, and it is probable that the project will be completed and the software will be used as intended. These costs are amortized to cost of revenues over the estimated useful life of the related asset, generally estimated to be three years. Costs related to preliminary project activities and post implementation activities, including training and maintenance are expensed as incurred and recorded in research and development expense on the Company’s consolidated statements of operations. Leases Leases meeting certain criteria are accounted for as capital leases. The imputed interest is included in interest expense in the accompanying consolidated statements of operations, and the capitalized value is amortized as part of the Company’s property and equipment, net. Obligations under capital leases are reduced by lease payments, net of imputed interest. All other leases are accounted for as operating leases. When an operating lease contains a predetermined fixed escalation of the minimum rent, or if tenant allowances have been received, the related rent expense is recognized on a straight-line basis over the term of the lease, with the difference between the recognized rent expense and amounts payable under the lease recorded as deferred rent liability. Business Combinations The Company accounts for acquisitions of entities that include inputs and processes and have the ability to create outputs as business combinations. Under the acquisition method of accounting, the total consideration is allocated to the tangible and identifiable intangible assets acquired and liabilities assumed based on their estimated fair values at the acquisition date. The excess of the consideration transferred over those fair values is recorded as goodwill. During the measurement period, which may be up to one year from the acquisition date, the Company may record adjustments to the assets acquired and liabilities assumed with the corresponding offset to goodwill. Acquisition related costs are not considered part of the consideration, and are expensed as general and administrative expense as incurred. Contingent consideration, if any, is measured at fair value initially on the acquisition date as well as subsequently at the end of each reporting period, typically based on the expected achievement of certain financial metrics, until, the assessment period is over and it gets finally settled. Goodwill and Intangible Assets Intangible assets with a finite life are amortized over their estimated useful lives. Goodwill is not subject to amortization but is tested for impairment at least annually, and more frequently upon the occurrence of certain events that may indicate that the carrying value of goodwill may not be recoverable. The Company completes its annual impairment test during the fourth quarter of each year, Long-Lived assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of such assets may not be recoverable. Recoverability of assets to be held and used is measured first by a comparison of the carrying amount of an asset to future undiscounted net cash flows expected to be generated by the asset. If such assets are considered to be impaired, an impairment loss would be recognized for an amount by which the carrying amount of the asset exceeds the fair value of the asset. During the third quarter of 2016, the Company recorded a one-time charge associated with certain distribution fees under an arrangement with a retail partner that were deemed unrecoverable. When the Company delivers a digital coupon on a retailer’s website or mobile app or through its loyalty program, or the website or mobile app of a publisher, or through its Retailer iQ platform, and the consumer takes certain actions, the Company pays a distribution fee to the retailer or other publisher, which, in some cases may be prepaid prior to being incurred. The Company considered various factors in its assessment including its historical experience with transaction volumes through the retailer and other comparative retailers, ongoing communications with the retailer to increase its marketing efforts to promote the digital platform, as well as the projected revenues, and associated revenue share payments. Accordingly, during the three months ended September 30, 2016, the Company recognized a one-time charge of $7.4 million related to such distribution fees in cost of revenues on the accompanying consolidated statement of operations. As of December 31, 2018, the Company had no prepaid non-refundable payments with its Retailer iQ partners. Fair Value of Financial Instruments The carrying values of the Company’s financial instruments, including cash equivalents, accounts receivable, accounts payable, accrued compensation and benefits, and other current liabilities, approximate fair value due to their short-term nature. The Company records money market funds, short-term investments and contingent consideration at fair value. See Note 3 (Fair Value Measurements) Convertible Senior Notes In November 2017, the Company issued $200.0 million aggregate principal amount of 1.75% convertible senior notes due 2022 (the “notes”). 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 was calculated by measuring the fair value of a similar liability that does not have an associated convertible feature. The carrying amount of the equity component representing the conversion option was determined by deducting the fair value of the liability component from the par value of the notes as a whole. This difference represents a debt discount that is amortized to interest expense over the terms of the notes. The equity component is not remeasured as long as it continues to meet the conditions for equity classification. In accounting for the issuance costs related to the notes, the Company allocated the total amount incurred to the liability and equity components. Issuance costs attributable to the liability components are being amortized to expense over the contractual term of the notes, and issuance costs attributable to the equity component were netted with the equity component in additional paid-in capital. 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. The Company determines 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 its websites, and mobile apps, and through a network of affiliate publishers and non-publisher third parties that display its 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 campaign, 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 The Company’s contracts with customers may include multiple performance obligations. For these contracts, the Company accounts 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 basis. The Company determines its best estimate of its standalone selling prices based on its overall pricing objectives, taking into consideration market conditions and other factors, including the value of its contracts and characteristics of targeted customers. Deferred Revenues Deferred revenues consist of coupon setup, coupon transaction 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 year ended December 31, 2018 is primarily driven by cash payments received or due in advance of satisfying our performance obligations of $20.6 million, partially offset by $18.2 million of recognized revenue. The Company’s payment terms vary by the type and size of its 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). The majority of the Company’s revenue is generated from sales in the United States. Year Ended December 31, 2018 2017 (1) 2016 (1) Promotion $ 245,493 $ 237,184 $ 212,110 Media 141,465 84,931 63,080 Total Revenue $ 386,958 $ 322,115 $ 275,190 (1) As noted above, prior period amounts have not been adjusted under the modified retrospective method. 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. Cost of Revenues Cost of revenues consist primarily of distribution fees, personnel costs, depreciation related to data center equipment, and amortization expense related to capitalized internal use software, acquisition related intangible assets and purchased intangible assets, data center costs, third-party service fees including traffic acquisition costs and purchase of third-party data. Distribution fees consist of payments to partners within the Company’s network for their digital coupon publishing services. Personnel costs include salaries, bonuses, stock-based awards and employee benefits and are primarily attributable to individuals maintaining the Company’s data centers and operations, which initiate, sets up and deliver digital coupon media campaigns. Third-party service fees including traffic acquisition costs consist of payments related to delivering campaigns on certain networks or sites. 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 included in sales and marketing expenses within the consolidated statements of operations. Research and Development Expense The Company expenses the cost of research and development as incurred. Research and development expense consists primarily of personnel and related headcount costs and costs of professional services associated with the ongoing development of the Company’s technology. Stock-Based Compensation The Company accounts for stock-based compensation for all stock-based awards made to employees and directors, including stock options, restricted stock units, performance-based restricted stock units, and employee stock purchase plan using the fair value method. This method requires the Company to measure the stock-based compensation based on the grant-date fair value of the awards and recognize the compensation expense over the requisite service period. The fair values of stock options and shares pursuant to Employee Stock Purchase Plan (“ESPP”) are estimated at the date of grant using the Black-Scholes-Merton option pricing model, which includes assumptions for the dividend yield, expected volatility, risk-free interest rate, and expected life. The fair values of restricted stock and restricted stock units are determined based upon the fair value of the underlying common stock at the date of grant. The Company expenses stock-based compensation using the straight-line method over the vesting term of all awards except for performance-based restricted stock units, which are expensed using the accelerated attribution method. The Company adopted ASU 2016-09 Stock Compensation Improvements to Employee Share-Based Payment Accounting Advertising Expense Advertising costs are expensed when incurred and are included in sales and marketing expense on the accompanying consolidated statements of operations. The Company incurred $0.3 million, $1.0 million and $2.7 million of advertising costs during the years ended December 31, 2018, 2017 and 2016, respectively. Advertising costs consist primarily of online marketing costs, such as sponsored search, advertising on social networking sites, e-mail marketing campaigns, loyalty programs, and affiliate programs. Income Taxes The Company accounts for income taxes in accordance with authoritative guidance, which requires the use of the liability method. Under this method, deferred income tax assets and liabilities are determined based upon the difference between the consolidated financial statement carrying amounts and the tax basis of assets and liabilities and are measured using the enacted tax rate expected to apply to taxable income in the years in which the differences are expected to reverse. A valuation allowance is provided when it is more likely than not that the deferred tax assets will not be realized. The Company recognizes liabilities for uncertain tax positions based upon a two-step process. To the extent a tax position does not meet a more-likely-than-not level of certainty, no benefit is recognized in the consolidated financial statements. If a position meets the more-likely-than-not level of certainty, it is recognized in the consolidated financial statements at the largest amount that has a greater than 50% likelihood of being realized upon ultimate settlement. The Company accounts for any applicable interest and penalties as a component of income tax expense. Foreign Currency Foreign currency denominated assets and liabilities of foreign subsidiaries, where the local currency is the functional currency, are translated into U.S. Dollars using the exchange rates in effect at the balance sheet dates, and income and expenses are translated using average exchange rates during the period. The resulting foreign currency translation adjustments are recorded in accumulated other comprehensive loss, a component of stockholders’ equity. Gains and losses from foreign currency transactions are included in other income (expense), net in the accompanying consolidated statements of operations. Foreign currency transaction gains (losses) were immaterial for all the periods presented in the accompanying consolidated financial statements. Other Comprehensive Income (Loss) Other comprehensive income (loss) consists of foreign currency translation adjustments. Net Income (Loss) per Share The Company’s basic net income (loss) per share attributable to common stockholders is computed by dividing the net income (loss) by the weighted-average number of shares of common stock outstanding during the period. The diluted net income (loss) per share is computed by giving effect to all potentially dilutive common share equivalents outstanding during the period. The dilutive effect of dilutive common share equivalents is reflected in diluted net income (loss) per share by application of the treasury stock method. Since the Company intends to settle the principal amount of its outstanding convertible senior notes in cash, the Company uses the treasury stock method for calculating any potential dilutive effect of the conversion spread on diluted net income per share, if applicable. The effects of options to purchase common stock, RSUs, certain shares held in escrow, and convertible senior notes are excluded from the computation of diluted net loss per share attributable to common stockholders because their effect is antidilutive. Segments The Company’s chief operating decision maker (“CODM”), who is the Chief Executive Officer, reviews the Company’s financial information presented on a consolidated basis for purposes of allocating resources and evaluating its financial performance. There are no segment managers who are held accountable by the CODM, or anyone else, for operations, operating results, and planning for levels or components below the consolidated unit level. Accordingly, the Company has determined that it operates in one single reporting segment. Concentration of Credit Risk Financial instruments that potentially subject the Company to concentrations of credit risk consist primarily of cash, cash equivalents, short-term investments and accounts receivable. For cash, cash equivalents and short-term investments, the Company is exposed to credit risk in the event of default by the financial institutions to the extent of the amounts recorded on the accompanying consolidated balance sheets. Credit risk with respect to accounts receivable is dispersed due to the large number of customers. The Company does not require collateral for accounts receivable. Recently Issued Accounting Pronouncements Accounting Pronouncements Not Yet Adopted In February 2016, the Financial Accounting Standards Board (“FASB”) Leases The Company currently anticipates the most significant impact will be from the recognition of ROU assets and lease liabilities related to its office space operating leases. In preparation for the adoption of the new standard, the Company is in process of finalizing its accounting policies and procedures and implementing internal controls over financial reporting. The Company will adopt the new lease standard in the first quarter of 2019, using the optional transitional method, and does not expect that the adoption of the new accounting standard will have a material impact on its consolidated financial statements. Accounting Pronouncements Adopted Topic 606: In May 2014, FASB issued ASU 2014-09, (“Topic 606”), which supersedes the revenue recognition requirements in ASC 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 year ended December 31, 2018 was an increase of $1.0 million. Topic 230: In August 2016, the FASB issued ASU 2016-15, Statement of Cash Flows (“Topic 230”): Classification of Certain Cash Receipts and Cash Payments , which clarifies how companies present and classify certain cash receipts and cash payments in the statement of cash flows. Following the adoption of Topic 230, 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. Topic 230 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 Topic 230 as of January 1, 2018 and classified the cash payments related to contingent consideration in accordance with this guidance. |
Fair Value Measurements
Fair Value Measurements | 12 Months Ended |
Dec. 31, 2018 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | 3. Fair Value Measurements The fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Fair value is estimated by applying the following hierarchy, which prioritizes the inputs used to measure fair value into three levels and bases the categorization within the hierarchy upon the lowest level of input that is available and significant to the fair value measurement: Level 1—Quoted prices (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 similar assets or liabilities in active or 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): December 31, 2018 Level 1 Level 2 Level 3 Total Assets: Cash equivalents: Money market funds $ 142,507 — — $ 142,507 U.S. Treasury Bills 19,689 — — 19,689 Short-Term investments: Certificate of deposit — 20,738 — 20,738 Total $ 162,196 $ 20,738 $ — $ 182,934 Liabilities: Contingent consideration related to acquisitions — — 28,963 28,963 Total $ — $ — $ 28,963 $ 28,963 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 and U.S. Treasury Bills includes 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 December 31, 2018 relates to the acquisition of MLW Squared Inc. (“Ahalogy”) and Elevaate Ltd. (“Elevaate”). The contingent consideration as of December 31, 2017 relates to the acquisition of Crisp Media, Inc. (“Crisp”). The fair values of contingent consideration are based on the expected achievement of certain revenue targets as defined under the acquisition agreements and was estimated using an option pricing method with significant inputs that are not observable in the market, thus classified as a Level 3 instrument. The inputs included the 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 re-measured 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): Elevaate Ahalogy Crisp Shopmium Eckim Level 3 Level 3 Level 3 Level 3 Level 1 Total Balance as of December 31, 2015 $ — $ — $ — $ 1,407 $ 2,291 $ 3,698 Change in fair value during the period — — — (1,222 ) (347 ) (1,569 ) Settlement — — — — (1,944 ) (1,944 ) Balance as of December 31, 2016 — — — 185 — 185 Addition related to acquisition (initial measurement) — — 14,800 — — 14,800 Change in fair value during the period — — 3,700 (185 ) — 3,515 Balance as of December 31, 2017 — — 18,500 — — 18,500 Addition related to acquisition (initial measurement) 6,121 14,582 — — — 20,703 Change in fair value during the period — 8,260 6,000 — — 14,260 Payments made during the period — — (24,500 ) — — (24,500 ) Balance as of December 31, 2018 $ 6,121 $ 22,842 $ — $ — $ — $ 28,963 During the years ended December 31, 2018, 2017, and 2016, the $14.3 During the year ended December 31, 2018, the Company paid $24.5 million related to Crisp’s achievement of financial metrics subject to contingent consideration during the measurement period ending May 31, 2018, and as a result, no liability exists as of December 31, 2018. Out of the total consideration paid, $14.8 million was originally measured and recorded on the acquisition date and $9.7 million was recorded subsequent to the acquisition date through changes in fair value of contingent consideration within the consolidated statements of operations. As of December 31, 2017, the Company determined that Shopmium S.A. (“Shopmium”) did not meet its revenue and profit milestones, during the contingent consideration measurement period, and the fair value was concluded to be zero. Accordingly, the Company determined that no payout was required when the contingent consideration period expired on March 31, 2018. Fair Value Measurements of Other Financial Instruments As of December 31, 2018 and 2017, the fair value of the 1.75% convertible senior notes due 2022 was $187.5 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 December 31, 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 | 12 Months Ended |
Dec. 31, 2018 | |
Receivables [Abstract] | |
Allowance for Doubtful Accounts | 4. Allowance for Doubtful Accounts The summary of activities in the allowance for doubtful accounts is as follows (in thousands): Year Ended December 31, 2018 2017 2016 Balance at beginning of period $ 786 $ 1,338 $ 833 Additions related to acquisitions 32 229 — Bad debt expense (recovery) 509 (655 ) 652 Write-offs (127 ) (126 ) (147 ) Balance at end of period $ 1,200 $ 786 $ 1,338 |
Balance Sheet Components
Balance Sheet Components | 12 Months Ended |
Dec. 31, 2018 | |
Balance Sheet Related Disclosures [Abstract] | |
Balance Sheet Components | 5. Balance Sheet Components Property and Equipment, Net Property and equipment consist of the following (in thousands): December 31, 2018 2017 Software $ 37,987 $ 33,198 Computer equipment 23,986 24,342 Leasehold improvements 8,147 7,905 Furniture and fixtures 2,057 2,107 Total 72,177 67,552 Accumulated depreciation and amortization (59,348 ) (55,752 ) Projects in process 2,750 4,810 Property and equipment, net $ 15,579 $ 16,610 Depreciation and amortization expense of property and equipment was $7.2 million, $6.9 million and $16.0 million for the years ended December 31, 2018, 2017 and 2016, respectively. The Company capitalized internal use software development costs of $2.9 million, $3.8 million, and $0.7 million during the years ended December 31, 2018, 2017, and 2016, respectively. During the years ended December 31, 2018, 2017 and 2016, the Company had $1.3 million, $0.6 million and $10.5 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. The unamortized capitalized internal use software development costs were $6.1 million and $4.4 million as of December 31, 2018 and 2017, respectively and included as part of software costs. Accrued Compensation and Benefits Accrued compensation and benefits consist of the following (in thousands): December 31, 2018 2017 Bonus $ 5,997 $ 7,212 Commissions 4,104 4,199 Payroll and related expenses 1,938 2,132 Severance related to restructuring 709 — Vacation 359 371 Accrued compensation and benefits $ 13,107 $ 13,914 Other Current Liabilities Other current liabilities consist of the following (in thousands): December 31, 2018 2017 Distribution fees $ 15,389 $ 18,485 Liability related to purchased intangible asset 14,500 — Prefunded liability 5,131 2,151 Traffic acquisition cost 2,417 3,040 Marketing expenses 2,416 2,826 Facility exit costs related to restructuring 1,019 1,105 Interest payable 282 418 Other 12,101 7,513 Other current liabilities $ 53,255 $ 35,538 |
Acquisitions
Acquisitions | 12 Months Ended |
Dec. 31, 2018 | |
Business Combinations [Abstract] | |
Acquisitions | 6. Acquisitions Acquisition of Elevaate On October 26, 2018, the Company acquired all the outstanding shares of Elevaate, a sponsored search company for retail partners and CPG brands. The total preliminary acquisition consideration of $13.3 million consisted of $7.2 million in cash and contingent consideration of up to $18.5 million payable in cash with an estimated fair value of $6.1 million as of the acquisition date. The contingent consideration payout is based on Elevaate achieving certain financial metrics between February 1, 2019 through January 31, 2021. The acquisition date fair value of the contingent consideration was determined by using an option pricing model. The fair value of the contingent consideration will be remeasured every reporting period. Refer to Note 3 for the fair value of contingent consideration at December 31, 2018. 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 and remains zero as of December 31, 2018. 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. The acquisition date fair value of the contingent consideration 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 December 31, 2018. Acquisition of Crisp On May 31, 2017, the Company acquired all the outstanding shares of Crisp, a mobile marketing and advertising company delivering shopper marketing media campaigns for CPGs and retailers. Crisp’s mobile media expertise complements 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. The acquisition date fair value of the contingent consideration was determined by using an option pricing method. The fair value of the contingent consideration is 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 year ended December 31, 2018, and as a result, no liability exists as of December 31, 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 December 31, 2018. Each of these acquisitions were 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 acquisitions, Assets acquired and liabilities assumed were recorded at their fair values as of the respective acquisition dates. The following table summarizes the consideration paid for each acquisition 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 Acquisition Related Expenses (1) Elevaate $ 13,346 $ (60 ) $ 3,781 $ 9,625 Not $ 549 SavingStar $ 7,485 $ (1,126 ) $ 2,577 $ 6,034 Not $ 556 Ahalogy $ 36,432 $ 2,196 $ 11,580 $ 22,656 Not $ 684 Crisp $ 51,904 $ 5,893 $ 9,400 $ 36,611 Not $ 1,504 $ 109,167 $ 6,903 $ 27,338 $ 74,926 $ 3,293 (1) Expensed as general and administrative The following table sets forth each component of identifiable intangible assets acquired in connection with the acquisitions: (in thousands): Elevaate Estimated Useful Life (in Years) SavingStar Estimated Useful Life (in Years) Ahalogy Estimated Useful Life (in Years) Crisp Estimated Useful Life (in Years) Developed technologies $ 3,307 5.0 $ 1,476 3.0 $ 3,100 4.0 $ 5,000 4.0 Customer relationships 379 5.0 1,040 3.0 6,210 6.0 2,800 7.0 Trade names 95 3.0 61 1.5 650 4.0 1,600 4.0 Vendor relationships — — — — 1,620 2.0 — — Total identifiable intangible assets $ 3,781 $ 2,577 $ 11,580 $ 9,400 The financial results of the acquired companies are included in the Company’s consolidated statements of operations from their respective acquisition dates and were insignificant to the Company’s operating results. The pro forma impact of these acquisitions on consolidated revenues, income (loss) from operations and net loss was not material. |
Goodwill and Intangible Assets
Goodwill and Intangible Assets | 12 Months Ended |
Dec. 31, 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 changes in the carrying value of goodwill are as follows (in thousands): Goodwill Balance as of December 31, 2016 $ 43,895 Acquisition of Crisp 36,611 Balance as of December 31, 2017 80,506 Acquisition of Ahalogy 22,656 Acquisition of SavingStar 6,034 Acquisition of Elevaate 9,625 Balance as of December 31, 2018 $ 118,821 Intangible Assets: The following table summarizes the gross carrying amount and accumulated amortization for the intangible assets (in thousands): December 31, 2018 Gross Accumulated Amortization Net Weighted Average Amortization Period (Years) Media service rights $ 34,476 $ (6,838 ) $ 27,638 3.2 Promotion service rights 29,492 (7,248 ) 22,244 5.1 Developed technologies 20,070 (8,353 ) 11,717 3.2 Customer relationships 19,290 (9,145 ) 10,145 4.5 Data access rights 10,801 (4,544 ) 6,257 3.3 Domain names 5,948 (5,260 ) 688 0.5 Trade names 2,573 (923 ) 1,650 2.7 Vendor relationships 2,510 (1,364 ) 1,146 1.4 Patents 975 (821 ) 154 3.6 Registered users 420 (335 ) 85 1.0 $ 126,555 $ (44,831 ) $ 81,724 3.7 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 In August 2016, the Company entered into a services and data agreement, (the “Agreement”), which provides the Company with certain exclusive rights to provide promotion and media services, and the use of shopper data, for 5.5 years, with certain rights continuing on a non-exclusive basis for up to an additional 4.5 years. In exchange, the Company agreed to issue 3,000,000 shares of common stock. The consideration for such services and data rights aggregated to $39.6 million based on the fair value of 3,000,000 shares of the Company’s common stock at the date of entering into the Agreement. Out of the 3,000,000 shares issued, 1,000,000 shares were issued within five business days of execution of the Agreement and 2,000,000 shares are held in escrow and will be released in two equal installments, within 15 business days following the years ending December 31, 2017 and 2018. The fair value of the shares held in escrow was recorded in additional paid in capital and is subject to re-measurement until released from escrow. During the years ended December 31, 2018, 2017 and 2016, the Company recorded a gain of $1.1 million, a loss of $2.0 million, and a gain of $4.9 million, respectively, due to the change in the Company’s stock price with a corresponding adjustment into additional paid in capital. Gains and losses as a result of the changes in the fair value of the shares that are being held in escrow are included in change in fair value of escrowed shares and contingent consideration, net on the accompanying consolidated statement of operations. At December 31, 2018 and 2017, the contingencies for the release of each respective installment of 1,000,000 shares held in escrow have been met. During the year ended December 31, 2018, the initial installment of 1,000,000 shares was released from escrow. Subsequent to December 31, 2018, the remaining installment of 1,000,000 shares was released from escrow. The consideration of $39.6 million as well as the capitalized transaction costs of $0.1 million were allocated to the acquired intangible assets based on the respective fair values. The Company is amortizing the intangible assets on a straight-line basis over their respective estimated useful lives in cost of revenues on the accompanying consolidated statement of operations. In April 2018, the Company entered into an agreement which provides the Company with, amongst other things, certain exclusive media service rights in exchange for $13.0 million cash consideration for up . The consideration, as well as capitalized transaction costs of $0.1 million, were recorded as media service rights intangible asset, and is being amortized on a straight-line basis over its estimated useful life in cost of revenues on the accompanying consolidated statement of operations. In October 2018, the Company entered into an agreement which provides the Company with, amongst other things, certain exclusive media service rights for up to four years in exchange for $15.0 million cash consideration with 50% due upon execution and the remaining 50% due in January 2019. The second installment of $7.5 million is included in other current liabilities in the accompanying consolidated balance sheets. The total consideration, as well as capitalized transaction costs of $0.1 million, were recorded as media service rights intangible asset, and is being amortized on a straight-line basis over its estimated useful life in cost of revenues on the accompanying consolidated statement of operations. The agreement includes provisions for additional cash consideration, up to a total of $5.0 million, if certain contingencies are resolved within a two-year expiration period from the effective date of the agreement. If any of the contingencies are resolved in the future, the Company will account for such cash payments in a consistent manner as the initial intangible asset and amortized over the remaining useful life. In December 2018, the Company entered into another agreement which provides the Company with certain exclusive in-lane printing promotion service rights in exchange for $8.0 million cash consideration, of which $7.0 million is due upon entering into the agreement and $1.0 million is due upon launch of services. The initial consideration of $7.0 million was recorded as an intangible asset with a corresponding charge to other current liabilities and the remaining $1.0 million will be recorded as intangible assets upon launch of services. The total cash consideration including any capitalized transaction costs will be amortized on a straight-line basis beginning the launch date over its estimated useful life in cost of revenues on the accompanying 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 $17.8 million, $10.9 million and $6.8 million for the years ended December 31, 2018, 2017 and 2016, respectively. Estimated future amortization expense related to intangible assets as of December 31, 2018 is as follows (in thousands): Total 2019 $ 24,578 2020 23,530 2021 17,608 2022 9,894 2023 4,949 Thereafter 812 Total estimated amortization expense $ 81,371 As of December 31, 2018 and 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 |
Restructuring Charges
Restructuring Charges | 12 Months Ended |
Dec. 31, 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 consolidated statements of operations and severance and benefit costs related to headcount reduction recorded on the consolidated statement of operations based on the impacted employees function. During the years ended December 31, 2018, 2017, and 2016, the Company recognized restructuring expense of $4.4 million, $3.4 million, and zero, respectively. As of December 31, 2018 and 2017, the Company has restructuring accruals of $1.7 million and $2.1 million, respectively, primarily related to facility exit costs, which is included in other current liabilities and other non-current liabilities on the consolidated balance sheets, and severance, which is included in accrued compensation and benefits on the consolidated balance sheets. |
Debt Obligations
Debt Obligations | 12 Months Ended |
Dec. 31, 2018 | |
Debt Disclosure [Abstract] | |
Debt Obligations | 9. Debt Obligations 2017 Convertible Senior Notes In November 2017, the Company issued $200.0 million aggregate principal amount of 1.75% convertible senior notes due 2022 in a private placement to qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended, (the “notes”). The notes are unsecured obligations of the Company and bear interest at a fixed rate of 1.75% per annum, payable semi-annually in arrears on June 1 and December 1 of each year, commencing on June 1, 2018. The total net proceeds from the debt offering, after deducting transaction costs, were approximately $193.8 million. The conversion rate for the notes will initially be 57.6037 shares of the Company’s common stock per $1,000 principal amount of notes, which is equivalent to an initial conversion price of approximately $17.36 per share of common stock, subject to adjustment upon the occurrence of specified events. Holders of the notes may convert their notes at their option at any time prior to the close of business on the business day immediately preceding September 1, 2022, only under the following circumstances: (1) during any calendar quarter commencing after the calendar quarter ending on March 31, 2018 (and only during such calendar quarter), if the last reported sale price of the Company’s common stock for at least 20 trading days (whether or not consecutive) during a period of 30 consecutive trading days ending on, and including, the last trading day of the immediately preceding calendar quarter is greater than or equal to 130% of the conversion price on each applicable trading day; (2) during the five-business day period after any five consecutive trading day period (the “measurement period”) in which the trading price per $1,000 principal amount of notes for each trading day of the measurement period was less than 98% of the product of the last reported sale price of the Company’s common stock and the conversion rate for the notes on each such trading day; (3) if the Company calls any or all of the notes for redemption, at any time prior to the close of business on the scheduled trading day immediately preceding the redemption date; or (4) upon the occurrence of specified corporate events. On or after September 1, 2022, holders may convert all or any portion of their notes at any time prior to the close of business on the scheduled trading day immediately preceding the maturity date regardless of the foregoing conditions. Upon conversion, the Company will pay or deliver, as the case may be, cash, shares of its common stock or a combination of cash and shares of its common stock, at its election. The Company intends to settle the principal amount of the notes with cash. The Company may not redeem the notes prior to December 5, 2020. It may redeem for cash all or any portion of the notes, at its option, on or after December 5, 2020 if the last reported sale price of its common stock has been at least 130% of the conversion price then in effect for at least 20 trading days (whether or not consecutive) during any 30 consecutive trading day period (including the last trading day of such period) ending not more than three trading days preceding the date on which it provides notice of redemption at a redemption price equal to 100% of the principal amount of the notes to be redeemed, plus accrued and unpaid interest to, but excluding, the redemption date. No sinking fund is provided for the notes. If the Company undergoes a fundamental change prior to the maturity date, holders may require the Company to repurchase for cash all or any portion of their notes at a fundamental change repurchase price equal to 100% of the principal amount of the notes to be repurchased, plus accrued and unpaid interest to, but excluding, the fundamental change repurchase date. In accounting for the issuance of the notes, the Company separated the notes into liability and equity components. The carrying amount of the liability component of $149.3 million was calculated by measuring the fair value of a similar debt instrument that does not have an associated convertible feature. The carrying amount of the equity component of $50.7 million, representing the conversion option, was determined by deducting the fair value of the liability component from the par value of the notes. The excess of the principal amount of the liability component over its carrying amount (“debt discount”) is amortized to interest expense over the term of the notes at an effective interest rate of 5.8%. The Company allocated the total debt issuance costs incurred of $6.2 million to the liability and equity components of the notes in proportion to the respective values. Issuance costs attributable to the liability component of $4.6 million are being amortized to interest expense using the effective interest method over the contractual terms of the notes. Issuance costs attributable to the equity component of $1.6 million were netted with the equity component in additional paid-in capital. The net carrying amount of the liability component of the notes recorded in convertible senior notes, net on the consolidated balance sheets was as follows (in thousands): December 31, December 31, 2018 2017 Principal $ 200,000 $ 200,000 Unamortized debt discount (40,650 ) (49,631 ) Unamortized debt issuance costs (3,631 ) (4,548 ) Net carrying amount of the liability component $ 155,719 $ 145,821 The net carrying amount of the equity component of the notes recorded in additional paid-in capital on the consolidated balance sheets was $49.1 million, net of debt issuance costs of $1.6 million as of December 31, 2018 and 2017. The following table sets forth the interest expense related to the notes recognized in interest expense on the consolidated statements of operations (in thousands): Year Ended Year Ended December 31, December 31, 2018 2017 Contractual interest expense $ 3,500 $ 406 Amortization of debt discount 8,981 1,039 Amortization of debt issuance costs 917 109 Total interest expense related to the Notes $ 13,398 $ 1,554 |
Stock-Based Compensation
Stock-Based Compensation | 12 Months Ended |
Dec. 31, 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, and (2) any shares that become available upon forfeiture or repurchase by the Company under the 2006 Plan and 2000 Plan. Under the 2013 Plan, the Company may grant stock options, stock appreciation rights, restricted stock and restricted stock units, performance-based stock and units to employees, directors and consultants. The shares available will be increased at the beginning of each year by 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. 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 Black-Scholes model on the date of grant for the periods presented using the following assumptions: Year Ended December 31, 2018 2017 2016 Expected life (in years) 6.02 5.50 - 6.25 2.30 - 6.08 Risk-free interest rate 2.66 % 1.87% - 2.14% 0.68% - 1.34% Volatility 50 % 50 % 55% - 70% Dividend yield — — — The weighted-average grant-date fair value of options granted was $6.59, $6.33 and $5.14 per share during the years ended December 31, 2018, 2017 and 2016, 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 grant. The RSUs are excluded from issued and outstanding shares until they are vested. On September 28, 2017 (the “Grant Date”), the Company granted 128,205 performance-based RSUs (“PSU Award”), under the 2013 Equity Incentive Plan, to Mir Aamir, in connection with his promotion to President and Chief Executive Officer. The original PSU Award represented the right to receive shares of the Company’s common stock upon meeting certain vesting conditions which were tied to achievement of certain Company stock price goals. The terms of the original PSU Award were subsequently modified to provide incentives based on targets directly tied to the Company’s performance. The fair value of the original PSU Award of $1.6 million was measured using a Monte Carlo simulation and will be recognized over the requisite service period. The incremental fair value of the modified award of $0.4 million was derived from the excess fair value of the modified PSU award, based on the Company’s stock price as of the modification date, over the fair value of the original PSU award, and will be recognized if the achievement of the performance condition is considered probable over the requisite service period. During the years ended December 31, 2018 and 2017, the Company recognized $0.9 million and $0.2 million stock-based compensation expense, respectively, in the consolidated financial statements related to the PSU Award. A summary of the Company’s stock option and RSUs award activity under the Plans is as follows: Options Outstanding RSUs Outstanding Shares Available for Grant Number of Shares Weighted Average Exercise Price Weighted Average Remaining Contractual Term (Years) Aggregate Intrinsic Value (in thousands) Number of Shares Weighted Average Grant Date Fair Value Balance as of December 31, 2015 2,889,301 8,469,666 $ 7.62 5.91 $ 19,231 6,786,446 $ 13.14 Increase in shares authorized 3,279,811 — — — — — — Options granted (2,197,432 ) 2,197,432 8.99 — — — — Options exercised — (2,328,197 ) 4.54 — 15,485 — — Options canceled or expired 592,834 (592,834 ) 8.97 — — — — RSUs granted (2,855,267 ) — — — — 2,855,267 10.37 RSUs released — — — — — (2,422,146 ) 11.92 RSUs canceled or expired 1,715,483 — — — — (1,715,483 ) 11.81 Balance as of December 31, 2016 3,424,730 7,746,067 $ 8.83 6.12 $ 30,507 5,504,084 $ 12.02 Increase in shares authorized 3,542,416 — — — — — — Options granted (1,319,680 ) 1,319,680 $ 12.76 — — — — Options exercised — (1,435,484 ) $ 4.32 — $ 10,768 — — Options canceled or expired 218,035 (218,035 ) $ 10.34 — — — — RSUs and PSUs granted (2,517,721 ) — — — — 2,517,721 $ 12.04 RSUs released — — — — — (2,040,504 ) $ 12.20 RSUs canceled or expired 787,009 — — — — (787,009 ) $ 11.47 RSUs vested and withheld for taxes 290,366 — — — — — — Balance as of December 31, 2017 4,425,155 7,412,228 $ 10.36 6.09 $ 25,415 5,194,292 $ 12.26 Increase in shares authorized 3,727,989 — — — — — — Options granted (801,000 ) 801,000 $ 13.10 — — — — Options exercised — (1,329,361 ) $ 3.03 — $ 13,821 — — Options canceled or expired 261,861 (261,861 ) $ 11.38 — — — — RSUs granted (2,838,879 ) — — — — 2,838,879 $ 13.12 RSUs released — — — — — (2,287,045 ) $ 12.97 RSUs canceled or expired 841,965 — — — — (841,965 ) $ 11.99 RSUs vested and withheld for taxes 880,262 — — — — — — Balance as of December 31, 2018 6,497,353 6,622,006 $ 12.12 5.96 $ 9,987 4,904,161 $ 12.48 Vested and exercisable as of December 31, 2018 5,023,286 $ 12.16 5.21 $ 9,258 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 shares vested during the years ended December 31, 2018, 2017 and 2016 was $6.7 million, $6.6 million and $3.7 million, respectively. Additional information for options outstanding and exercisable as of December 31, 2018 is as follows: Options Outstanding Options Exercisable Weighted Average Weighted Weighted Remaining Average Average Number of Contractual Term Exercise Number of Exercise Exercise Prices Shares (Years) Price Shares Price $0.15 - $5.33 779,837 2.25 $ 4.29 779,837 $ 4.29 $5.48 - $8.51 1,241,532 6.70 8.27 905,841 8.17 $8.65 - $13.00 2,168,338 6.25 10.77 1,638,000 10.12 $13.04 - $16.25 1,632,299 7.32 14.29 899,608 15.26 $25.00 800,000 4.87 $ 25.00 800,000 $ 25.00 6,622,006 5,023,286 Employee Stock Purchase Plan The Company’s Board of Directors adopted the 2013 Employee Stock Purchase Plan (“ESPP”), which became effective in March 2014, pursuant to which 1,200,000 shares of common stock were reserved for future issuance. In addition, ESPP provides for annual increases in the number of shares available for issuance on the first day of each year equal to the least of (i) 0.5% of the outstanding shares of common stock on the last day of the immediately preceding year, (ii) 400,000 shares or (iii) such other amount as may be determined by the Board of Directors. Eligible employees can enroll and elect to contribute up to 15% of their base compensation through payroll withholdings in each offering period, subject to certain limitations. Each offering period is six months in duration. The purchase price of the stock is the lower of 85% of the fair market value on (a) the first day of the offering period or (b) the purchase date. The fair value of the option feature is estimated using the Black-Scholes model for the period presented based on the following assumptions: Year Ended December 31, 2018 2017 2016 Expected life (in years) 0.50 0.50 0.50 Risk-free interest rate 1.42% - 2.50% 0.62% - 1.42% 0.38% - 0.62% Volatility 35 - 40% 40% - 50% 50% - 74% Dividend yield — — — During the year ended December 31, 2018, a total of 1,149,287 shares of common stock were issued under the 2013 Employee Stock Purchase Plan (“ESPP”), since inception of the plan. As of December 31, 2018, a total of 1,650,713 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 consolidated statements of operations (in thousands): Year Ended December 31, 2018 2017 2016 Cost of revenues $ 2,315 $ 2,000 $ 1,821 Sales and marketing 6,596 6,621 5,776 Research and development 6,137 7,949 7,286 General and administrative 16,338 15,682 13,403 Total stock-based compensation expense $ 31,386 $ 32,252 $ 28,286 During the years ended December 31, 2018, 2017, and 2016 the Company capitalized stock-based compensation cost of $0.1 million, $0.3 million, and zero, respectively, in projects in process as part of property and equipment, net on the accompanying consolidated balance sheets. During 2016, the Company recorded $1.0 million of stock-based compensation expense on account of modification of stock options and RSUs granted to a former employee pursuant to transitioning from an employee to a special advisor consulting arrangement. Under the original terms of the grant agreements, the unvested options and RSUs would be forfeited upon termination. The transition arrangement extended the period over which the vested awards can be exercised and allows for continued vesting of unvested options and RSUs subject to the former employee continuing to provide services in accordance with the special advisor consulting arrangement. The expense is included in general and administrative expense in the Company’s consolidated statement of operations. As of December 31, 2018, there was $56.6 million unrecognized stock-based compensation expense of which $10.0 million is related to stock options and ESPP and $46.6 million is related to RSUs. The total unrecognized stock-based compensation expense related to stock options and ESPP as of December 31, 2018 will be amortized over a weighted-average period of 2.28 years. The total unrecognized stock-based compensation expense related to RSUs as of December 31, 2018 will be amortized over a weighted-average period of 2.59 years. |
Stockholders' Equity
Stockholders' Equity | 12 Months Ended |
Dec. 31, 2018 | |
Stockholders Equity Note [Abstract] | |
Stockholders' Equity | 11. Stockholders’ Equity Amended and Restated Certificate of Incorporation In March 2014, the Company filed an amended and restated certificate of incorporation, which became effective immediately following the completion of the Company’s IPO. Under the restated certificate of incorporation, the authorized capital stock consists of 250,000,000 shares of common stock and 10,000,000 shares of preferred stock. Common Stock . The rights, preferences and privileges of the holders of common stock are subject to the rights of the holders of shares of any series of preferred stock which the Company may issue in the future. Subject to the foregoing, for as long as such stock is outstanding, the holders of common stock are entitled to receive ratably any dividends as may be declared by the Board of Directors out of funds legally available for dividends. Holders of common stock are entitled to one vote per share on any matter to be voted upon by stockholders. The amended and restated certificate of incorporation establishes a classified Board of Directors that is divided into three classes with staggered three year terms. Only the directors in one class will be subject to election at each annual meeting of stockholders, with the directors in other classes continuing for the remainder of their three year terms. Upon liquidation, dissolution or winding-up, the assets legally available for distribution to the Company’s stockholders would be distributable ratably among the holders of common stock and any participating preferred stock outstanding at that time, subject to prior satisfaction of all outstanding debt and liabilities and the preferential rights of and the payment of liquidation preferences, if any, on any outstanding shares of preferred stock. Preferred Stock . The Board of Directors is authorized to issue undesignated preferred stock in one or more series without stockholder approval and to determine for each such series of preferred stock the voting powers, designations, preferences, and special rights, qualifications, limitations, or restrictions as permitted by law, in each case without further vote of action by the stockholders. The Board of Directors can also increase or decrease the number of shares of any series of preferred stock, but not below the number of shares of that series then outstanding, without any further vote or action by the stockholders. The Board of Directors may authorize the issuance of preferred stock with voting or conversion rights that could adversely affect the voting power or other rights of the holders of common stock. Amendment . The amendment of the provisions in the restated certificate requires approval by holders of at least 66 2/3% of the Company’s outstanding capital stock entitled to vote generally in the election of directors. Common Stock Repurchases 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. Stock repurchases may be made from time to time at prevailing market prices, subject to certain restrictions on volume, pricing and timing. The repurchases may be made in the open market, through negotiated transactions, including accelerated share repurchase agreements, and through plans designed to comply with Rule 10b5-1 under the Securities Act. The 2018 Program is discretionary, and we may suspend, modify or terminate the 2018 Program at any time without prior notice. During the year ended December 31, 2018, the Company repurchased 1,264,053 During the years ended December 31, 2018 and 2017, the Company retired 1,264,053 and 9,647,708 shares of its treasury stock, respectively. The Company accounted for the retirement of treasury stock by allocating the excess repurchase price over par value of the repurchased shares between additional paid-in capital and accumulated deficit. When the repurchase price of the shares repurchased is greater than the original issue proceeds, the excess is charged to accumulated deficit. |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2018 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 12. Income Taxes The components of the Company’s loss before provision for (benefit from) income taxes were as follows (in thousands): Year Ended December 31, 2018 2017 2016 Domestic $ 26,813 $ 12,770 $ 18,041 Foreign 1,023 3,009 1,197 Total $ 27,836 $ 15,779 $ 19,238 The components of the provision for (benefit from) income taxes are as follows (in thousands): Year Ended December 31, 2018 2017 2016 Current: Federal $ — $ — $ 43 State 147 4 8 Foreign 390 173 84 Total current income tax expense (benefit) 537 177 135 Deferred: Federal 120 (673 ) 142 State 102 84 14 Foreign (277 ) (290 ) (50 ) Total deferred income tax expense (benefit) (55 ) (879 ) 106 Total $ 482 $ (702 ) $ 241 A reconciliation of the federal statutory income tax rate to the Company’s effective tax rate is as follows: Year Ended December 31, 2018 2017 2016 Federal tax (21.00 %) (34.00 %) (34.00 %) State income tax, net of federal tax benefit 0.91 % 0.56 % 0.11 % Tax credits (4.55 %) (8.29 %) (8.14 %) Stock-based compensation 0.44 % (0.54 %) 1.52 % Foreign income taxes at other than U.S. rates (0.85 %) 5.74 % 2.29 % Acquisition related costs 1.10 % 1.66 % — Contingent consideration related to acquisitions 10.90 % 12.28 % (9.04 %) 162(m) 1.31 % — — Other 1.69 % 2.93 % 2.77 % IRS Settlement — — (12.42 %) Tax Cuts and Jobs Act 0.00 % 175.93 % — Valuation allowance, net 11.82 % (160.72 %) 58.16 % Effective tax rate 1.77 % (4.45 %) 1.25 % On December 22, 2017, the Tax Cuts and Jobs Act of 2017 (the “Act”) was signed into law making significant changes to the Internal Revenue Code. Changes include, but are not limited to, a federal corporate tax rate decrease from 35% to 21%, effective for tax years beginning after December 31, 2017, the transition of U.S. international taxation from a worldwide tax system to a territorial system, and a one-time transition tax on the mandatory deemed repatriation of cumulative foreign earnings. As of December 31, 2017, the Company recorded a provisional impact for the re-measurement of deferred taxes of $0.7 million as an income tax benefit. The provisional amount related to the re-measurement of certain deferred tax assets and liabilities, based on the rates at which they are expected to reverse in the future, was $27.7 million, with a corresponding provisional valuation allowance of $28.4 million, resulting in a provisional income tax benefit of $0.7 million attributable to the re-measurement of certain indefinite lived deferred tax liabilities related to tax deductible goodwill. The Tax Act’s new international rules, including Global Intangible Low-Taxed Income (“GILTI”), Foreign Derived Intangible Income (“FDII”), and Base Erosion Anti-Avoidance Tax (“BEAT”) are effective beginning in 2018. For year 2018, the Company has included these effects of the Tax Act in its 2018 financial statements and has concluded the impact will not be material. As of December 31, 2018, pursuant to SEC Staff Accounting Bulletin (“SAB”) 118 (regarding the application of ASC 740, Income Taxes (“ASC 740”) associated with the enactment of the Tax Act), the Company has completed its accounting under ASC 740 for the provisions of the Tax Act and no material adjustments were recorded. The Company recorded a provision for income taxes of $0.5 million for the year ended December 31, 2018, a benefit from income taxes of $0.7 million for the year ended December 31, 2017, and a provision for income taxes of $0.2 million for the year ended December 31, 2016. The provision for income taxes for the year ended December 31, 2018 was primarily attributable to the impact of the indefinite lived deferred tax liabilities related to tax deductible goodwill, change in the geographical mix of earnings in foreign jurisdictions and state taxes. The benefit from income taxes for the year ended December 31, 2017 was primarily attributable to the provisional impact of the re-measurement of certain indefinite lived deferred tax liabilities related to tax deductible goodwill as a result of the Tax Act. The provision for income taxes for the year ended December 31, 2016 was primarily attributable to an increase in deferred tax liabilities associated with the change in fair value of contingent consideration from prior year acquisitions and a decrease in foreign income taxed at non-US tax rates. As a result of meeting certain employment and capital investment actions under Section 10AA of the Indian Income Tax Act, the Company’s Indian subsidiary is wholly exempt from income tax for tax years beginning April 1, 2014 through March 31, 2019 and partially exempt from income tax for tax years beginning April 1, 2019 through March 31, 2024. A portion of these tax incentives will expire at the beginning April 1, 2020. The components of the Company’s deferred tax assets and liabilities are as follows (in thousands): Year Ended December 31, 2018 2017 Deferred tax assets: Credits and net operating loss carryforward $ 100,326 $ 90,729 Accrued compensation 240 (31 ) Deferred revenues 246 54 Stock-based compensation 6,811 7,416 Property and equipment 391 1,231 Other deferred tax assets 1,533 1,495 Total deferred tax assets 109,547 100,894 Valuation allowance (95,301 ) (84,619 ) Deferred tax liabilities: Basis difference on purchased intangible assets 6,211 6,559 Other deferred tax liabilities 9,889 11,406 Total deferred tax liabilities 16,100 17,965 Net deferred tax assets (liabilities) $ (1,854 ) $ (1,690 ) Other deferred tax assets and liabilities are primarily comprised of the tax effects of accounts receivable reserves, sales allowances, deferred rent, and other miscellaneous accruals. As of December 31, 2018 and 2017, the Company had gross deferred tax assets of $109.6 million and $100.9 million, respectively. The Company also had deferred tax liabilities of $16.1 million and $18.0 million as of December 31, 2018 and 2017, respectively. Realization of the deferred tax assets is dependent upon the generation of future taxable income, if any, the amount and timing of which is uncertain. Based on the available objective evidence, and historical operating performance, management believes that it is more likely than not that all U.S. and certain foreign deferred tax assets are not realizable. Accordingly, the net deferred tax assets have been fully offset with a valuation allowance. The net valuation allowance increased by approximately $10.7 million and decreased $2.6 million for the years ended December 31, 2018 and 2017, respectively. As of December 31, 2018, the Company had federal net operating loss carryforwards of approximately $283.9 million which will begin to expire in 2020. The Company had state net and foreign operating loss carryforwards of approximately $242.7 million and $18.5 million, respectively. As of December 31, 2018, the Company has research credit carryforwards for federal income tax purposes of approximately $14.9 million which will begin to expire in the year 2032. The Company also had state net research credit carryforwards for income tax purposes of approximately $16.9 million which can be carried forward indefinitely. A reconciliation of the gross unrecognized tax benefit is as follows (in thousands): Year Ended December 31, 2018 2017 2016 Unrecognized tax benefit - beginning balance $ 7,527 $ 6,447 $ 8,759 Increases for tax positions taken in prior years — 16 313 Decreases for tax positions taken in prior years (242 ) — (785 ) Increases for tax positions taken in current year 932 1,064 1,163 Settlements — — (3,003 ) Unrecognized tax benefit - ending balance $ 8,217 $ 7,527 $ 6,447 The unrecognized tax benefits, if recognized, would not impact the Company's effective tax rate as the recognition of these tax benefits would be offset by changes in the Company's valuation allowance. The Company does not believe there will be any material changes in its unrecognized tax benefits over the next twelve months. The Company’s policy is to recognize interest and penalties related to income tax matters in income tax expense. As of December 31, 2018 and 2017, the Company had no accrued interest or penalties related to uncertain tax positions. Due to the Company’s historical loss position, all tax years from inception through December 31, 2018 remain open due to unutilized net operating losses. The Company files income tax returns in the United States and various states and foreign jurisdictions and is subject to examination by various taxing authorities including major jurisdiction like the United States. As such, all its net operating loss and research credit carryforwards that may be used in future years are subject to adjustment, if and when utilized. Utilization of the net operating loss carryforwards and credits may be subject to a substantial annual limitation due to the ownership change limitations provided by the Internal Revenue Code of 1986, as amended, and similar state provisions. The annual limitation may result in the expiration of net operating losses and credits before their utilization. |
Net Income (Loss) per Share
Net Income (Loss) per Share | 12 Months Ended |
Dec. 31, 2018 | |
Earnings Per Share [Abstract] | |
Net Income (Loss) Per Share | 13. Net Income (Loss) per Share Net Loss per Share Attributable to Common Stockholders The computation of the Company’s basic and diluted net loss per share is as follows (in thousands, except per share data): Year Ended December 31, 2018 2017 2016 Net loss $ (28,318 ) $ (15,077 ) $ (19,479 ) Weighted-average number of shares used to compute net loss per share, basic and diluted 93,676 89,505 84,157 Net loss per share, basic and diluted $ (0.30 ) $ (0.17 ) $ (0.23 ) Basic and diluted net loss per share is the same for each period presented, as the inclusion of all potential common shares outstanding would have been anti-dilutive. 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): Year Ended December 31, 2018 2017 2016 Stock options and ESPP 6,664 7,465 7,854 Restricted stock units 4,904 5,194 5,504 Shares held in escrow — 1,000 2,000 Shares related to convertible senior notes 11,521 11,521 — 23,089 25,180 15,358 |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2018 | |
Commitments And Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 14. Commitments and Contingencies Leases The Company leases office space under non-cancelable operating leases with lease terms ranging from one to six years. Additionally, the Company leases certain equipment under non-cancelable operating leases at its facilities and its leased data center operations. Rent expense was $3.8 million, $4.3 million and $4.4 million for the years ended December 31, 2018, 2017 and 2016, respectively. Aggregate Future Contractual Obligations and Lease Commitments As of December 31, 2018, the Company’s unconditional purchase commitments and minimum payments under its non-cancelable operating and capital leases are as follows (in thousands): Operating Leases Capital Leases 2019 $ 5,850 $ 39 2020 3,561 39 2021 1,501 12 2022 1,542 — 2023 1,563 — 2024 and thereafter 1,018 — Total minimum payments $ 15,035 $ 90 Less: Amount representing interest 8 Present value of capital lease obligations 82 Less: Current portion 34 Capital lease obligation, net of current portion $ 48 Other Future Commitments 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 $9.2 million as of December 31, 2018. Promissory Note In January 2017, the Company entered into a promissory note agreement with a lender to finance the purchase of computer equipment for $0.8 million to be paid in quarterly installments over three years. As of December 31, 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 consolidated balance sheets. Indemnification In the normal course of business, to facilitate transactions related to the Company’s operations, the Company indemnifies certain parties, including CPGs, advertising agencies and other third parties. 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, 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. In accordance with our bylaws and/or pursuant to indemnification agreements entered into with directors, officers and certain employees, we have indemnification obligations to our directors, officers and employees for claims brought against these persons arising out of certain events or occurrences while they are serving at our request in such a capacity. We maintain a director and officer liability insurance coverage to reduce our exposure to such obligations, and payments made under these agreements. To date, there have been no indemnification claims by these directors, officers and employees. We maintain various insurance coverages, subject to policy limits, that enable us to recover a portion of any amounts paid by us in connection with our obligation to indemnify our customers and vendors. However, because our maximum liability associated with such indemnification obligations generally is not stated explicitly in the related agreements, and further because many states prohibit limitations of liability for such indemnified claims, the maximum potential amount of future payments we could be required to make under these indemnification provisions could significantly exceed insurance policy limits. 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 any claims are remote, therefore the Company has not recorded any accrual for claims as of December 31, 2018 and 2017. The Company expenses legal fees in the period in which they are incurred. |
Employee Benefit Plan
Employee Benefit Plan | 12 Months Ended |
Dec. 31, 2018 | |
Defined Contribution Pension And Other Postretirement Plans Disclosure [Abstract] | |
Employee Benefit Plan | 15. Employee Benefit Plan The Company maintains a defined-contribution plan in United States that is intended to qualify under Section 401(k) of the Internal Revenue Code. The 401(k) plan provides retirement benefits for eligible employees. Eligible employees may elect to contribute to the 401(k) plan. The Company provides a match of up to the lesser of 3% of each employee’s annual salary or $6,000, which vests fully after four years of continuous employment. The Company’s matching contribution expense was $1.9 million, $1.6 million and $1.7 million for the years ended December 31, 2018, 2017 and 2016, respectively. |
Concentrations
Concentrations | 12 Months Ended |
Dec. 31, 2018 | |
Risks And Uncertainties [Abstract] | |
Concentrations | 16. Concentrations As of December 31, 2018, there was one customer with an accounts receivable balance greater than 10% of total accounts receivable. As of December 31, 2017, there was no customer with an accounts receivable balance greater than 10% of total accounts receivable. For the years ended December 31, 2018 and 2017, there was no customer that accounted for revenues greater than 10% of total revenues. For the year ended December 31, 2016, there was one customer that accounted for revenues greater than 10% of total revenues . |
Information About Geographic Ar
Information About Geographic Areas | 12 Months Ended |
Dec. 31, 2018 | |
Segments Geographical Areas [Abstract] | |
Information About Geographic Areas | 17. 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 consolidated financial statements taken as a whole. |
Selected Quarterly Financial Da
Selected Quarterly Financial Data (Unaudited) | 12 Months Ended |
Dec. 31, 2018 | |
Segments Geographical Areas [Abstract] | |
Selected Quarterly Financial Data (Unaudited) | 18. Selected Quarterly Financial Data (Unaudited) The following tables set forth our quarterly unaudited consolidated statements of operations for each of the eight quarters in the years ended December 31, 2018 and 2017 (in thousands, except per share data): Year Ended December 31, 2018 Year Ended December 31, 2017 Q4 Q3 Q2 Q1 Q4 Q3 Q2 Q1 Revenues $ 107,056 $ 103,591 $ 89,545 $ 86,766 $ 93,093 $ 81,950 $ 74,493 $ 72,579 Costs and expenses: Cost of revenues 60,935 57,073 47,769 40,453 44,018 37,501 30,021 29,212 Sales and marketing 22,944 22,782 20,530 23,830 25,377 22,002 21,617 23,837 Research and development 10,151 11,974 12,122 12,626 11,860 12,255 12,774 13,120 General and administrative 14,311 12,574 11,528 11,392 12,726 11,702 11,803 11,893 Change in fair value of escrowed shares and contingent consideration, net 1,148 4,692 — 7,350 (5,500 ) 9,700 3,900 (2,585 ) Total cost and expenses 109,489 109,095 91,949 95,651 88,481 93,160 80,115 75,477 Income (loss) from operations (2,433 ) (5,504 ) (2,404 ) (8,885 ) 4,612 (11,210 ) (5,622 ) (2,898 ) Interest expense (3,404 ) (3,373 ) (3,326 ) (3,308 ) (1,589 ) — — — Other income (expense), net 1,326 1,267 1,270 938 391 276 134 127 Income (loss) before income taxes (4,511 ) (7,610 ) (4,460 ) (11,255 ) 3,414 (10,934 ) (5,488 ) (2,771 ) Provision for (benefit from) income taxes (15 ) 195 200 102 (768 ) (107 ) 270 (97 ) Net income (loss) $ (4,496 ) $ (7,805 ) $ (4,660 ) $ (11,357 ) $ 4,182 $ (10,827 ) $ (5,758 ) $ (2,674 ) Net income (loss) per share: Basic $ (0.05 ) $ (0.08 ) $ (0.05 ) $ (0.12 ) $ 0.05 $ (0.12 ) $ (0.06 ) $ (0.03 ) Diluted $ (0.05 ) $ (0.08 ) $ (0.05 ) $ (0.12 ) $ 0.04 $ (0.12 ) $ (0.06 ) $ (0.03 ) Weighted-average number of common shares used in computing net income (loss) per share: Basic 94,262 94,066 93,643 92,711 91,002 90,492 88,985 87,490 Diluted 94,262 94,066 93,643 92,711 95,679 90,492 88,985 87,490 |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2018 | |
Accounting Policies [Abstract] | |
Basis of Presentation and Consolidation | Basis of Presentation and Consolidation The accompanying consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“U.S. GAAP”). The Company’s consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries. All significant intercompany transactions and balances have been eliminated. There have been no changes to the Company’s significant accounting policies that have had a material impact on the Company’s consolidated financial statements and related notes, including the adoption of the requirements of Accounting Standards Update ("ASU") No. 2014-09, Revenue from Contracts with Customers, Statement of Cash Flows Classification of Certain Cash Receipts and Cash Payments |
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 reported amounts of assets and liabilities and disclosure of contingent liabilities at the date of the financial statements as well as the reported amounts of revenues and expenses during the reporting period. Such management estimates include, but are not limited to, revenue recognition, collectability of accounts receivable, coupon code sales return reserve, valuation of assets acquired and liabilities assumed in a business combination, useful lives of intangible assets and property and equipment, estimates related to recovery of long-lived assets and goodwill, stock-based compensation, measurement of contingent consideration, restructuring accruals, classification of current and non-current deferred revenue, debt discounts, and income taxes deferred income tax assets and associated valuation allowances. These estimates generally require judgments, may involve the analysis of historical and prediction of future trends, and are subject to change from period to period. Actual results may differ from the Company’s estimates, and such differences may be material to the accompanying consolidated financial statements. |
Cash, Cash Equivalents and Short-term Investments | Cash, Cash Equivalents and Short-term Investments The Company considers all highly liquid investments with original maturities of three months or less at the time of purchase to be cash equivalents. The Company’s short-term investments consists of certificates of deposits with original maturities of greater than three months and remaining maturities less than one year as of the balance sheet date. We classify all of our cash equivalents and short-term investments as available-for-sale, which are recorded at fair value. Unrealized gains and losses are included in accumulated other comprehensive (loss) income in stockholders’ equity. Realized gains and losses are included in other income (expense), net. |
Accounts Receivable, Net of Allowance for Doubtful Accounts | Accounts Receivable , 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. |
Property and Equipment, Net | Property and Equipment, net Property and equipment, net, are stated at cost less accumulated depreciation and amortization. Depreciation and amortization are computed using the straight-line method over the estimated useful lives of the assets, which are three years for computer equipment and software and five years for all other asset categories except leasehold improvements, which are amortized over the shorter of the lease term or the expected useful life of the improvements. Equipment leased under capital leases is amortized over the shorter of the lease term or the asset’s estimated useful life. |
Internal-Use Software Development Costs | Internal-Use Software Development Costs For costs incurred for computer software developed or obtained for internal use, the Company begins to capitalize its costs to develop software when preliminary development efforts are successfully completed, management has authorized and committed project funding, and it is probable that the project will be completed and the software will be used as intended. These costs are amortized to cost of revenues over the estimated useful life of the related asset, generally estimated to be three years. Costs related to preliminary project activities and post implementation activities, including training and maintenance are expensed as incurred and recorded in research and development expense on the Company’s consolidated statements of operations. |
Leases | Leases Leases meeting certain criteria are accounted for as capital leases. The imputed interest is included in interest expense in the accompanying consolidated statements of operations, and the capitalized value is amortized as part of the Company’s property and equipment, net. Obligations under capital leases are reduced by lease payments, net of imputed interest. All other leases are accounted for as operating leases. When an operating lease contains a predetermined fixed escalation of the minimum rent, or if tenant allowances have been received, the related rent expense is recognized on a straight-line basis over the term of the lease, with the difference between the recognized rent expense and amounts payable under the lease recorded as deferred rent liability. |
Business Combinations | Business Combinations The Company accounts for acquisitions of entities that include inputs and processes and have the ability to create outputs as business combinations. Under the acquisition method of accounting, the total consideration is allocated to the tangible and identifiable intangible assets acquired and liabilities assumed based on their estimated fair values at the acquisition date. The excess of the consideration transferred over those fair values is recorded as goodwill. During the measurement period, which may be up to one year from the acquisition date, the Company may record adjustments to the assets acquired and liabilities assumed with the corresponding offset to goodwill. Acquisition related costs are not considered part of the consideration, and are expensed as general and administrative expense as incurred. Contingent consideration, if any, is measured at fair value initially on the acquisition date as well as subsequently at the end of each reporting period, typically based on the expected achievement of certain financial metrics, until, the assessment period is over and it gets finally settled. |
Goodwill and Intangible Assets | Goodwill and Intangible Assets Intangible assets with a finite life are amortized over their estimated useful lives. Goodwill is not subject to amortization but is tested for impairment at least annually, and more frequently upon the occurrence of certain events that may indicate that the carrying value of goodwill may not be recoverable. The Company completes its annual impairment test during the fourth quarter of each year, Long-Lived assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of such assets may not be recoverable. Recoverability of assets to be held and used is measured first by a comparison of the carrying amount of an asset to future undiscounted net cash flows expected to be generated by the asset. If such assets are considered to be impaired, an impairment loss would be recognized for an amount by which the carrying amount of the asset exceeds the fair value of the asset. During the third quarter of 2016, the Company recorded a one-time charge associated with certain distribution fees under an arrangement with a retail partner that were deemed unrecoverable. When the Company delivers a digital coupon on a retailer’s website or mobile app or through its loyalty program, or the website or mobile app of a publisher, or through its Retailer iQ platform, and the consumer takes certain actions, the Company pays a distribution fee to the retailer or other publisher, which, in some cases may be prepaid prior to being incurred. The Company considered various factors in its assessment including its historical experience with transaction volumes through the retailer and other comparative retailers, ongoing communications with the retailer to increase its marketing efforts to promote the digital platform, as well as the projected revenues, and associated revenue share payments. Accordingly, during the three months ended September 30, 2016, the Company recognized a one-time charge of $7.4 million related to such distribution fees in cost of revenues on the accompanying consolidated statement of operations. As of December 31, 2018, the Company had no prepaid non-refundable payments with its Retailer iQ partners. |
Fair Value of Financial Instruments | Fair Value of Financial Instruments The carrying values of the Company’s financial instruments, including cash equivalents, accounts receivable, accounts payable, accrued compensation and benefits, and other current liabilities, approximate fair value due to their short-term nature. The Company records money market funds, short-term investments and contingent consideration at fair value. See Note 3 (Fair Value Measurements) |
Convertible Senior Notes | Convertible Senior Notes In November 2017, the Company issued $200.0 million aggregate principal amount of 1.75% convertible senior notes due 2022 (the “notes”). 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 was calculated by measuring the fair value of a similar liability that does not have an associated convertible feature. The carrying amount of the equity component representing the conversion option was determined by deducting the fair value of the liability component from the par value of the notes as a whole. This difference represents a debt discount that is amortized to interest expense over the terms of the notes. The equity component is not remeasured as long as it continues to meet the conditions for equity classification. In accounting for the issuance costs related to the notes, the Company allocated the total amount incurred to the liability and equity components. Issuance costs attributable to the liability components are being amortized to expense over the contractual term of the notes, and issuance costs attributable to the equity component were netted with the equity component in additional paid-in capital. |
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. The Company determines 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 its websites, and mobile apps, and through a network of affiliate publishers and non-publisher third parties that display its 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 campaign, 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 The Company’s contracts with customers may include multiple performance obligations. For these contracts, the Company accounts 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 basis. The Company determines its best estimate of its standalone selling prices based on its overall pricing objectives, taking into consideration market conditions and other factors, including the value of its contracts and characteristics of targeted customers. |
Deferred Revenues | Deferred Revenues Deferred revenues consist of coupon setup, coupon transaction 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 year ended December 31, 2018 is primarily driven by cash payments received or due in advance of satisfying our performance obligations of $20.6 million, partially offset by $18.2 million of recognized revenue. The Company’s payment terms vary by the type and size of its 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). The majority of the Company’s revenue is generated from sales in the United States. Year Ended December 31, 2018 2017 (1) 2016 (1) Promotion $ 245,493 $ 237,184 $ 212,110 Media 141,465 84,931 63,080 Total Revenue $ 386,958 $ 322,115 $ 275,190 (1) As noted above, prior period amounts have not been adjusted under the modified retrospective method. |
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. |
Cost of Revenues | Cost of Revenues Cost of revenues consist primarily of distribution fees, personnel costs, depreciation related to data center equipment, and amortization expense related to capitalized internal use software, acquisition related intangible assets and purchased intangible assets, data center costs, third-party service fees including traffic acquisition costs and purchase of third-party data. Distribution fees consist of payments to partners within the Company’s network for their digital coupon publishing services. Personnel costs include salaries, bonuses, stock-based awards and employee benefits and are primarily attributable to individuals maintaining the Company’s data centers and operations, which initiate, sets up and deliver digital coupon media campaigns. Third-party service fees including traffic acquisition costs consist of payments related to delivering campaigns on certain networks or sites. |
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 included in sales and marketing expenses within the consolidated statements of operations. |
Research and Development Expense | Research and Development Expense The Company expenses the cost of research and development as incurred. Research and development expense consists primarily of personnel and related headcount costs and costs of professional services associated with the ongoing development of the Company’s technology. |
Stock-Based Compensation | Stock-Based Compensation The Company accounts for stock-based compensation for all stock-based awards made to employees and directors, including stock options, restricted stock units, performance-based restricted stock units, and employee stock purchase plan using the fair value method. This method requires the Company to measure the stock-based compensation based on the grant-date fair value of the awards and recognize the compensation expense over the requisite service period. The fair values of stock options and shares pursuant to Employee Stock Purchase Plan (“ESPP”) are estimated at the date of grant using the Black-Scholes-Merton option pricing model, which includes assumptions for the dividend yield, expected volatility, risk-free interest rate, and expected life. The fair values of restricted stock and restricted stock units are determined based upon the fair value of the underlying common stock at the date of grant. The Company expenses stock-based compensation using the straight-line method over the vesting term of all awards except for performance-based restricted stock units, which are expensed using the accelerated attribution method. The Company adopted ASU 2016-09 Stock Compensation Improvements to Employee Share-Based Payment Accounting |
Advertising Expense | Advertising Expense Advertising costs are expensed when incurred and are included in sales and marketing expense on the accompanying consolidated statements of operations. The Company incurred $0.3 million, $1.0 million and $2.7 million of advertising costs during the years ended December 31, 2018, 2017 and 2016, respectively. Advertising costs consist primarily of online marketing costs, such as sponsored search, advertising on social networking sites, e-mail marketing campaigns, loyalty programs, and affiliate programs. |
Income Taxes | Income Taxes The Company accounts for income taxes in accordance with authoritative guidance, which requires the use of the liability method. Under this method, deferred income tax assets and liabilities are determined based upon the difference between the consolidated financial statement carrying amounts and the tax basis of assets and liabilities and are measured using the enacted tax rate expected to apply to taxable income in the years in which the differences are expected to reverse. A valuation allowance is provided when it is more likely than not that the deferred tax assets will not be realized. The Company recognizes liabilities for uncertain tax positions based upon a two-step process. To the extent a tax position does not meet a more-likely-than-not level of certainty, no benefit is recognized in the consolidated financial statements. If a position meets the more-likely-than-not level of certainty, it is recognized in the consolidated financial statements at the largest amount that has a greater than 50% likelihood of being realized upon ultimate settlement. The Company accounts for any applicable interest and penalties as a component of income tax expense. |
Foreign Currency | Foreign Currency Foreign currency denominated assets and liabilities of foreign subsidiaries, where the local currency is the functional currency, are translated into U.S. Dollars using the exchange rates in effect at the balance sheet dates, and income and expenses are translated using average exchange rates during the period. The resulting foreign currency translation adjustments are recorded in accumulated other comprehensive loss, a component of stockholders’ equity. Gains and losses from foreign currency transactions are included in other income (expense), net in the accompanying consolidated statements of operations. Foreign currency transaction gains (losses) were immaterial for all the periods presented in the accompanying consolidated financial statements. |
Other Comprehensive Income (Loss) | Other Comprehensive Income (Loss) Other comprehensive income (loss) consists of foreign currency translation adjustments. |
Net Income (Loss) per Share | Net Income (Loss) per Share The Company’s basic net income (loss) per share attributable to common stockholders is computed by dividing the net income (loss) by the weighted-average number of shares of common stock outstanding during the period. The diluted net income (loss) per share is computed by giving effect to all potentially dilutive common share equivalents outstanding during the period. The dilutive effect of dilutive common share equivalents is reflected in diluted net income (loss) per share by application of the treasury stock method. Since the Company intends to settle the principal amount of its outstanding convertible senior notes in cash, the Company uses the treasury stock method for calculating any potential dilutive effect of the conversion spread on diluted net income per share, if applicable. The effects of options to purchase common stock, RSUs, certain shares held in escrow, and convertible senior notes are excluded from the computation of diluted net loss per share attributable to common stockholders because their effect is antidilutive. |
Segments | Segments The Company’s chief operating decision maker (“CODM”), who is the Chief Executive Officer, reviews the Company’s financial information presented on a consolidated basis for purposes of allocating resources and evaluating its financial performance. There are no segment managers who are held accountable by the CODM, or anyone else, for operations, operating results, and planning for levels or components below the consolidated unit level. Accordingly, the Company has determined that it operates in one single reporting segment. |
Concentration of Credit Risk | Concentration of Credit Risk Financial instruments that potentially subject the Company to concentrations of credit risk consist primarily of cash, cash equivalents, short-term investments and accounts receivable. For cash, cash equivalents and short-term investments, the Company is exposed to credit risk in the event of default by the financial institutions to the extent of the amounts recorded on the accompanying consolidated balance sheets. Credit risk with respect to accounts receivable is dispersed due to the large number of customers. The Company does not require collateral for accounts receivable. |
Recently Issued Accounting Pronouncements | Recently Issued Accounting Pronouncements Accounting Pronouncements Not Yet Adopted In February 2016, the Financial Accounting Standards Board (“FASB”) Leases The Company currently anticipates the most significant impact will be from the recognition of ROU assets and lease liabilities related to its office space operating leases. In preparation for the adoption of the new standard, the Company is in process of finalizing its accounting policies and procedures and implementing internal controls over financial reporting. The Company will adopt the new lease standard in the first quarter of 2019, using the optional transitional method, and does not expect that the adoption of the new accounting standard will have a material impact on its consolidated financial statements. Accounting Pronouncements Adopted Topic 606: In May 2014, FASB issued ASU 2014-09, (“Topic 606”), which supersedes the revenue recognition requirements in ASC 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 year ended December 31, 2018 was an increase of $1.0 million. Topic 230: In August 2016, the FASB issued ASU 2016-15, Statement of Cash Flows (“Topic 230”): Classification of Certain Cash Receipts and Cash Payments , which clarifies how companies present and classify certain cash receipts and cash payments in the statement of cash flows. Following the adoption of Topic 230, 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. Topic 230 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 Topic 230 as of January 1, 2018 and classified the cash payments related to contingent consideration in accordance with this guidance. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Accounting Policies [Abstract] | |
Summary of Revenues Disaggregated by Type of Services | The following table presents the Company’s revenues disaggregated by type of services (in thousands). The majority of the Company’s revenue is generated from sales in the United States. Year Ended December 31, 2018 2017 (1) 2016 (1) Promotion $ 245,493 $ 237,184 $ 212,110 Media 141,465 84,931 63,080 Total Revenue $ 386,958 $ 322,115 $ 275,190 (1) As noted above, prior period amounts have not been adjusted under the modified retrospective method. |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Fair Value Disclosures [Abstract] | |
Financial Assets and Liabilities Measured at Fair Value on Recurring Basis | The Company’s fair value hierarchy for its financial assets and liabilities that are measured at fair value on a recurring basis are as follows (in thousands): December 31, 2018 Level 1 Level 2 Level 3 Total Assets: Cash equivalents: Money market funds $ 142,507 — — $ 142,507 U.S. Treasury Bills 19,689 — — 19,689 Short-Term investments: Certificate of deposit — 20,738 — 20,738 Total $ 162,196 $ 20,738 $ — $ 182,934 Liabilities: Contingent consideration related to acquisitions — — 28,963 28,963 Total $ — $ — $ 28,963 $ 28,963 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): Elevaate Ahalogy Crisp Shopmium Eckim Level 3 Level 3 Level 3 Level 3 Level 1 Total Balance as of December 31, 2015 $ — $ — $ — $ 1,407 $ 2,291 $ 3,698 Change in fair value during the period — — — (1,222 ) (347 ) (1,569 ) Settlement — — — — (1,944 ) (1,944 ) Balance as of December 31, 2016 — — — 185 — 185 Addition related to acquisition (initial measurement) — — 14,800 — — 14,800 Change in fair value during the period — — 3,700 (185 ) — 3,515 Balance as of December 31, 2017 — — 18,500 — — 18,500 Addition related to acquisition (initial measurement) 6,121 14,582 — — — 20,703 Change in fair value during the period — 8,260 6,000 — — 14,260 Payments made during the period — — (24,500 ) — — (24,500 ) Balance as of December 31, 2018 $ 6,121 $ 22,842 $ — $ — $ — $ 28,963 |
Allowance for Doubtful Accoun_2
Allowance for Doubtful Accounts (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Receivables [Abstract] | |
Summary of Activity in Allowance for Doubtful Accounts | The summary of activities in the allowance for doubtful accounts is as follows (in thousands): Year Ended December 31, 2018 2017 2016 Balance at beginning of period $ 786 $ 1,338 $ 833 Additions related to acquisitions 32 229 — Bad debt expense (recovery) 509 (655 ) 652 Write-offs (127 ) (126 ) (147 ) Balance at end of period $ 1,200 $ 786 $ 1,338 |
Balance Sheet Components (Table
Balance Sheet Components (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Balance Sheet Related Disclosures [Abstract] | |
Property and Equipment, Net | Property and equipment consist of the following (in thousands): December 31, 2018 2017 Software $ 37,987 $ 33,198 Computer equipment 23,986 24,342 Leasehold improvements 8,147 7,905 Furniture and fixtures 2,057 2,107 Total 72,177 67,552 Accumulated depreciation and amortization (59,348 ) (55,752 ) Projects in process 2,750 4,810 Property and equipment, net $ 15,579 $ 16,610 |
Accrued Compensation and Benefits | Accrued compensation and benefits consist of the following (in thousands): December 31, 2018 2017 Bonus $ 5,997 $ 7,212 Commissions 4,104 4,199 Payroll and related expenses 1,938 2,132 Severance related to restructuring 709 — Vacation 359 371 Accrued compensation and benefits $ 13,107 $ 13,914 |
Other Current Liabilities | Other current liabilities consist of the following (in thousands): December 31, 2018 2017 Distribution fees $ 15,389 $ 18,485 Liability related to purchased intangible asset 14,500 — Prefunded liability 5,131 2,151 Traffic acquisition cost 2,417 3,040 Marketing expenses 2,416 2,826 Facility exit costs related to restructuring 1,019 1,105 Interest payable 282 418 Other 12,101 7,513 Other current liabilities $ 53,255 $ 35,538 |
Acquisitions (Tables)
Acquisitions (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Business Combinations [Abstract] | |
Summary of Consideration Paid for Each Acquisition and Related Fair Values of Assets Acquired and Liabilities Assumed | Assets acquired and liabilities assumed were recorded at their fair values as of the respective acquisition dates. The following table summarizes the consideration paid for each acquisition 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 Acquisition Related Expenses (1) Elevaate $ 13,346 $ (60 ) $ 3,781 $ 9,625 Not $ 549 SavingStar $ 7,485 $ (1,126 ) $ 2,577 $ 6,034 Not $ 556 Ahalogy $ 36,432 $ 2,196 $ 11,580 $ 22,656 Not $ 684 Crisp $ 51,904 $ 5,893 $ 9,400 $ 36,611 Not $ 1,504 $ 109,167 $ 6,903 $ 27,338 $ 74,926 $ 3,293 (1) Expensed as general and administrative |
Component of Identifiable Intangible Assets | The following table sets forth each component of identifiable intangible assets acquired in connection with the acquisitions: (in thousands): Elevaate Estimated Useful Life (in Years) SavingStar Estimated Useful Life (in Years) Ahalogy Estimated Useful Life (in Years) Crisp Estimated Useful Life (in Years) Developed technologies $ 3,307 5.0 $ 1,476 3.0 $ 3,100 4.0 $ 5,000 4.0 Customer relationships 379 5.0 1,040 3.0 6,210 6.0 2,800 7.0 Trade names 95 3.0 61 1.5 650 4.0 1,600 4.0 Vendor relationships — — — — 1,620 2.0 — — Total identifiable intangible assets $ 3,781 $ 2,577 $ 11,580 $ 9,400 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Changes in Carrying Value of Goodwill | The changes in the carrying value of goodwill are as follows (in thousands): Goodwill Balance as of December 31, 2016 $ 43,895 Acquisition of Crisp 36,611 Balance as of December 31, 2017 80,506 Acquisition of Ahalogy 22,656 Acquisition of SavingStar 6,034 Acquisition of Elevaate 9,625 Balance as of December 31, 2018 $ 118,821 |
Summary of Gross Carrying Amount and Accumulated Amortization for Intangible Assets Intangible Assets | The following table summarizes the gross carrying amount and accumulated amortization for the intangible assets (in thousands): December 31, 2018 Gross Accumulated Amortization Net Weighted Average Amortization Period (Years) Media service rights $ 34,476 $ (6,838 ) $ 27,638 3.2 Promotion service rights 29,492 (7,248 ) 22,244 5.1 Developed technologies 20,070 (8,353 ) 11,717 3.2 Customer relationships 19,290 (9,145 ) 10,145 4.5 Data access rights 10,801 (4,544 ) 6,257 3.3 Domain names 5,948 (5,260 ) 688 0.5 Trade names 2,573 (923 ) 1,650 2.7 Vendor relationships 2,510 (1,364 ) 1,146 1.4 Patents 975 (821 ) 154 3.6 Registered users 420 (335 ) 85 1.0 $ 126,555 $ (44,831 ) $ 81,724 3.7 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 December 31, 2018 is as follows (in thousands): Total 2019 $ 24,578 2020 23,530 2021 17,608 2022 9,894 2023 4,949 Thereafter 812 Total estimated amortization expense $ 81,371 |
Debt Obligations (Tables)
Debt Obligations (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Debt Disclosure [Abstract] | |
Schedule of Net Carrying Amount of Liability Component | The net carrying amount of the liability component of the notes recorded in convertible senior notes, net on the consolidated balance sheets was as follows (in thousands): December 31, December 31, 2018 2017 Principal $ 200,000 $ 200,000 Unamortized debt discount (40,650 ) (49,631 ) Unamortized debt issuance costs (3,631 ) (4,548 ) Net carrying amount of the liability component $ 155,719 $ 145,821 |
Schedule Of Interest Expense | The following table sets forth the interest expense related to the notes recognized in interest expense on the consolidated statements of operations (in thousands): Year Ended Year Ended December 31, December 31, 2018 2017 Contractual interest expense $ 3,500 $ 406 Amortization of debt discount 8,981 1,039 Amortization of debt issuance costs 917 109 Total interest expense related to the Notes $ 13,398 $ 1,554 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Summary of Assumptions Used to Estimate the Fair Value of Stock Options | The fair value of each option was estimated using Black-Scholes model on the date of grant for the periods presented using the following assumptions: Year Ended December 31, 2018 2017 2016 Expected life (in years) 6.02 5.50 - 6.25 2.30 - 6.08 Risk-free interest rate 2.66 % 1.87% - 2.14% 0.68% - 1.34% Volatility 50 % 50 % 55% - 70% Dividend yield — — — |
Summary of Stock Option and Restricted Stock Units Award Activity | A summary of the Company’s stock option and RSUs award activity under the Plans is as follows: Options Outstanding RSUs Outstanding Shares Available for Grant Number of Shares Weighted Average Exercise Price Weighted Average Remaining Contractual Term (Years) Aggregate Intrinsic Value (in thousands) Number of Shares Weighted Average Grant Date Fair Value Balance as of December 31, 2015 2,889,301 8,469,666 $ 7.62 5.91 $ 19,231 6,786,446 $ 13.14 Increase in shares authorized 3,279,811 — — — — — — Options granted (2,197,432 ) 2,197,432 8.99 — — — — Options exercised — (2,328,197 ) 4.54 — 15,485 — — Options canceled or expired 592,834 (592,834 ) 8.97 — — — — RSUs granted (2,855,267 ) — — — — 2,855,267 10.37 RSUs released — — — — — (2,422,146 ) 11.92 RSUs canceled or expired 1,715,483 — — — — (1,715,483 ) 11.81 Balance as of December 31, 2016 3,424,730 7,746,067 $ 8.83 6.12 $ 30,507 5,504,084 $ 12.02 Increase in shares authorized 3,542,416 — — — — — — Options granted (1,319,680 ) 1,319,680 $ 12.76 — — — — Options exercised — (1,435,484 ) $ 4.32 — $ 10,768 — — Options canceled or expired 218,035 (218,035 ) $ 10.34 — — — — RSUs and PSUs granted (2,517,721 ) — — — — 2,517,721 $ 12.04 RSUs released — — — — — (2,040,504 ) $ 12.20 RSUs canceled or expired 787,009 — — — — (787,009 ) $ 11.47 RSUs vested and withheld for taxes 290,366 — — — — — — Balance as of December 31, 2017 4,425,155 7,412,228 $ 10.36 6.09 $ 25,415 5,194,292 $ 12.26 Increase in shares authorized 3,727,989 — — — — — — Options granted (801,000 ) 801,000 $ 13.10 — — — — Options exercised — (1,329,361 ) $ 3.03 — $ 13,821 — — Options canceled or expired 261,861 (261,861 ) $ 11.38 — — — — RSUs granted (2,838,879 ) — — — — 2,838,879 $ 13.12 RSUs released — — — — — (2,287,045 ) $ 12.97 RSUs canceled or expired 841,965 — — — — (841,965 ) $ 11.99 RSUs vested and withheld for taxes 880,262 — — — — — — Balance as of December 31, 2018 6,497,353 6,622,006 $ 12.12 5.96 $ 9,987 4,904,161 $ 12.48 Vested and exercisable as of December 31, 2018 5,023,286 $ 12.16 5.21 $ 9,258 |
Summary of Option Outstanding and Exercisable | Additional information for options outstanding and exercisable as of December 31, 2018 is as follows: Options Outstanding Options Exercisable Weighted Average Weighted Weighted Remaining Average Average Number of Contractual Term Exercise Number of Exercise Exercise Prices Shares (Years) Price Shares Price $0.15 - $5.33 779,837 2.25 $ 4.29 779,837 $ 4.29 $5.48 - $8.51 1,241,532 6.70 8.27 905,841 8.17 $8.65 - $13.00 2,168,338 6.25 10.77 1,638,000 10.12 $13.04 - $16.25 1,632,299 7.32 14.29 899,608 15.26 $25.00 800,000 4.87 $ 25.00 800,000 $ 25.00 6,622,006 5,023,286 |
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: Year Ended December 31, 2018 2017 2016 Expected life (in years) 0.50 0.50 0.50 Risk-free interest rate 1.42% - 2.50% 0.62% - 1.42% 0.38% - 0.62% Volatility 35 - 40% 40% - 50% 50% - 74% Dividend yield — — — |
Schedule of Stock Based Compensation Expense | The following table sets forth the total stock-based compensation expense resulting from stock options, RSUs, and ESPP included in the Company’s consolidated statements of operations (in thousands): Year Ended December 31, 2018 2017 2016 Cost of revenues $ 2,315 $ 2,000 $ 1,821 Sales and marketing 6,596 6,621 5,776 Research and development 6,137 7,949 7,286 General and administrative 16,338 15,682 13,403 Total stock-based compensation expense $ 31,386 $ 32,252 $ 28,286 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Income Tax Disclosure [Abstract] | |
Components of Loss Before Provision for (Benefit from) Income Taxes | The components of the Company’s loss before provision for (benefit from) income taxes were as follows (in thousands): Year Ended December 31, 2018 2017 2016 Domestic $ 26,813 $ 12,770 $ 18,041 Foreign 1,023 3,009 1,197 Total $ 27,836 $ 15,779 $ 19,238 |
Components of Provision for (Benefit from) Income Taxes | The components of the provision for (benefit from) income taxes are as follows (in thousands): Year Ended December 31, 2018 2017 2016 Current: Federal $ — $ — $ 43 State 147 4 8 Foreign 390 173 84 Total current income tax expense (benefit) 537 177 135 Deferred: Federal 120 (673 ) 142 State 102 84 14 Foreign (277 ) (290 ) (50 ) Total deferred income tax expense (benefit) (55 ) (879 ) 106 Total $ 482 $ (702 ) $ 241 |
Reconciliation of Statutory Income Tax Rate | A reconciliation of the federal statutory income tax rate to the Company’s effective tax rate is as follows: Year Ended December 31, 2018 2017 2016 Federal tax (21.00 %) (34.00 %) (34.00 %) State income tax, net of federal tax benefit 0.91 % 0.56 % 0.11 % Tax credits (4.55 %) (8.29 %) (8.14 %) Stock-based compensation 0.44 % (0.54 %) 1.52 % Foreign income taxes at other than U.S. rates (0.85 %) 5.74 % 2.29 % Acquisition related costs 1.10 % 1.66 % — Contingent consideration related to acquisitions 10.90 % 12.28 % (9.04 %) 162(m) 1.31 % — — Other 1.69 % 2.93 % 2.77 % IRS Settlement — — (12.42 %) Tax Cuts and Jobs Act 0.00 % 175.93 % — Valuation allowance, net 11.82 % (160.72 %) 58.16 % Effective tax rate 1.77 % (4.45 %) 1.25 % |
Components of Deferred Tax Assets and Liabilities | The components of the Company’s deferred tax assets and liabilities are as follows (in thousands): Year Ended December 31, 2018 2017 Deferred tax assets: Credits and net operating loss carryforward $ 100,326 $ 90,729 Accrued compensation 240 (31 ) Deferred revenues 246 54 Stock-based compensation 6,811 7,416 Property and equipment 391 1,231 Other deferred tax assets 1,533 1,495 Total deferred tax assets 109,547 100,894 Valuation allowance (95,301 ) (84,619 ) Deferred tax liabilities: Basis difference on purchased intangible assets 6,211 6,559 Other deferred tax liabilities 9,889 11,406 Total deferred tax liabilities 16,100 17,965 Net deferred tax assets (liabilities) $ (1,854 ) $ (1,690 ) |
Unrecognized Tax Benefits and Effect on Effective Income Tax Rate | A reconciliation of the gross unrecognized tax benefit is as follows (in thousands): Year Ended December 31, 2018 2017 2016 Unrecognized tax benefit - beginning balance $ 7,527 $ 6,447 $ 8,759 Increases for tax positions taken in prior years — 16 313 Decreases for tax positions taken in prior years (242 ) — (785 ) Increases for tax positions taken in current year 932 1,064 1,163 Settlements — — (3,003 ) Unrecognized tax benefit - ending balance $ 8,217 $ 7,527 $ 6,447 |
Net Income (Loss) per Share (Ta
Net Income (Loss) per Share (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Earnings Per Share [Abstract] | |
Schedule of Computation of Basic and Diluted Net Loss Per Share | The computation of the Company’s basic and diluted net loss per share is as follows (in thousands, except per share data): Year Ended December 31, 2018 2017 2016 Net loss $ (28,318 ) $ (15,077 ) $ (19,479 ) Weighted-average number of shares used to compute net loss per share, basic and diluted 93,676 89,505 84,157 Net loss per share, basic and diluted $ (0.30 ) $ (0.17 ) $ (0.23 ) |
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): Year Ended December 31, 2018 2017 2016 Stock options and ESPP 6,664 7,465 7,854 Restricted stock units 4,904 5,194 5,504 Shares held in escrow — 1,000 2,000 Shares related to convertible senior notes 11,521 11,521 — 23,089 25,180 15,358 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Commitments And Contingencies Disclosure [Abstract] | |
Minimum Payments Under Non-cancelable Operating and Capital Leases | As of December 31, 2018, the Company’s unconditional purchase commitments and minimum payments under its non-cancelable operating and capital leases are as follows (in thousands): Operating Leases Capital Leases 2019 $ 5,850 $ 39 2020 3,561 39 2021 1,501 12 2022 1,542 — 2023 1,563 — 2024 and thereafter 1,018 — Total minimum payments $ 15,035 $ 90 Less: Amount representing interest 8 Present value of capital lease obligations 82 Less: Current portion 34 Capital lease obligation, net of current portion $ 48 |
Selected Quarterly Financial _2
Selected Quarterly Financial Data (Unaudited) (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Receivables [Abstract] | |
Quarterly Unaudited Consolidated Statements of Operations | The following tables set forth our quarterly unaudited consolidated statements of operations for each of the eight quarters in the years ended December 31, 2018 and 2017 (in thousands, except per share data): Year Ended December 31, 2018 Year Ended December 31, 2017 Q4 Q3 Q2 Q1 Q4 Q3 Q2 Q1 Revenues $ 107,056 $ 103,591 $ 89,545 $ 86,766 $ 93,093 $ 81,950 $ 74,493 $ 72,579 Costs and expenses: Cost of revenues 60,935 57,073 47,769 40,453 44,018 37,501 30,021 29,212 Sales and marketing 22,944 22,782 20,530 23,830 25,377 22,002 21,617 23,837 Research and development 10,151 11,974 12,122 12,626 11,860 12,255 12,774 13,120 General and administrative 14,311 12,574 11,528 11,392 12,726 11,702 11,803 11,893 Change in fair value of escrowed shares and contingent consideration, net 1,148 4,692 — 7,350 (5,500 ) 9,700 3,900 (2,585 ) Total cost and expenses 109,489 109,095 91,949 95,651 88,481 93,160 80,115 75,477 Income (loss) from operations (2,433 ) (5,504 ) (2,404 ) (8,885 ) 4,612 (11,210 ) (5,622 ) (2,898 ) Interest expense (3,404 ) (3,373 ) (3,326 ) (3,308 ) (1,589 ) — — — Other income (expense), net 1,326 1,267 1,270 938 391 276 134 127 Income (loss) before income taxes (4,511 ) (7,610 ) (4,460 ) (11,255 ) 3,414 (10,934 ) (5,488 ) (2,771 ) Provision for (benefit from) income taxes (15 ) 195 200 102 (768 ) (107 ) 270 (97 ) Net income (loss) $ (4,496 ) $ (7,805 ) $ (4,660 ) $ (11,357 ) $ 4,182 $ (10,827 ) $ (5,758 ) $ (2,674 ) Net income (loss) per share: Basic $ (0.05 ) $ (0.08 ) $ (0.05 ) $ (0.12 ) $ 0.05 $ (0.12 ) $ (0.06 ) $ (0.03 ) Diluted $ (0.05 ) $ (0.08 ) $ (0.05 ) $ (0.12 ) $ 0.04 $ (0.12 ) $ (0.06 ) $ (0.03 ) Weighted-average number of common shares used in computing net income (loss) per share: Basic 94,262 94,066 93,643 92,711 91,002 90,492 88,985 87,490 Diluted 94,262 94,066 93,643 92,711 95,679 90,492 88,985 87,490 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies - Additional Information (Details) | 1 Months Ended | 3 Months Ended | 12 Months Ended | ||||
Nov. 30, 2017USD ($) | Sep. 30, 2016USD ($) | Dec. 31, 2018USD ($)Segment | Dec. 31, 2017USD ($) | Dec. 31, 2016USD ($) | Jan. 01, 2018USD ($) | Jan. 01, 2017USD ($) | |
Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items] | |||||||
Estimated useful life of assets | 3 years | ||||||
Impairment of goodwill | $ 0 | $ 0 | $ 0 | ||||
One-time charge related to distribution fees | $ 7,400,000 | 7,435,000 | |||||
Prepaid non-refundable payments | 0 | ||||||
Impairment of long-lived assets | 0 | 0 | |||||
Deferred revenue due to performance obligations | 27,000 | (580,000) | (486,000) | ||||
Advertising Cost | $ 300,000 | $ 1,000,000 | $ 2,700,000 | ||||
Number of reporting segment | Segment | 1 | ||||||
Lesser Than Level Of Certainty | |||||||
Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items] | |||||||
Income tax benefit recognized from uncertain tax positions | $ 0 | ||||||
Greater Than Level Of Certainty | |||||||
Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items] | |||||||
Income tax benefit minimum percentage from uncertain tax positions | 50.00% | ||||||
ASU 2014-09 | |||||||
Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items] | |||||||
Deferred revenue due to performance obligations | $ 20,600,000 | ||||||
Deferred revenue, revenue recognized | 18,200,000 | ||||||
Impact to revenues due to adoption of new standard | $ 1,000,000 | ||||||
ASU 2014-09 | Retained Earnings | |||||||
Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items] | |||||||
Cumulative effect adjustment to retained earnings | $ 100,000 | ||||||
ASU 2016-09 | |||||||
Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items] | |||||||
Modified retrospective basis with cumulative effect adjustment, recorded to accumulated deficit balance | $ 3,400,000 | ||||||
1.75% Convertible Senior Notes Due 2022 | |||||||
Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items] | |||||||
Debt instrument aggregate principal amount | $ 200,000,000 | ||||||
Debt instrument fixed interest rate per annum | 1.75% | ||||||
Debt instrument maturity year | 2,022 | ||||||
Computer Equipment and Software | |||||||
Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items] | |||||||
Estimated useful life of assets | 3 years | ||||||
All Other Asset | |||||||
Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items] | |||||||
Estimated useful life of assets | 5 years | ||||||
Cash and Cash Equivalents | Maximum | |||||||
Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items] | |||||||
Liquid investments maturity | 3 months | ||||||
Certificates Of Deposits | Maximum | |||||||
Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items] | |||||||
Short-term investments maturity | 1 year | ||||||
Certificates Of Deposits | Minimum | |||||||
Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items] | |||||||
Short-term investments maturity | 3 months |
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 | 12 Months Ended | |||||||||
Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Disaggregation Of Revenue [Line Items] | |||||||||||
Total Revenue | $ 107,056 | $ 103,591 | $ 89,545 | $ 86,766 | $ 93,093 | $ 81,950 | $ 74,493 | $ 72,579 | $ 386,958 | $ 322,115 | $ 275,190 |
Promotion | |||||||||||
Disaggregation Of Revenue [Line Items] | |||||||||||
Total Revenue | 245,493 | 237,184 | 212,110 | ||||||||
Media | |||||||||||
Disaggregation Of Revenue [Line Items] | |||||||||||
Total Revenue | $ 141,465 | $ 84,931 | $ 63,080 |
Fair Value Measurements - Finan
Fair Value Measurements - Financial Assets and Liabilities Measured at Fair Value on Recurring Basis (Details) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Assets: | ||
Assets fair value | $ 182,934 | $ 160,054 |
Liabilities: | ||
Liabilities fair value | 28,963 | 18,500 |
Contingent Consideration | ||
Liabilities: | ||
Liabilities fair value | 28,963 | |
Cash Equivalents | U.S. Treasury Bills | ||
Assets: | ||
Assets fair value | 19,689 | |
Cash Equivalents | Money Market Funds | ||
Assets: | ||
Assets fair value | 142,507 | 100,152 |
Short-Term Investments | Certificates of Deposit | ||
Assets: | ||
Assets fair value | 20,738 | 59,902 |
Level 1 | ||
Assets: | ||
Assets fair value | 162,196 | 100,152 |
Level 1 | Cash Equivalents | U.S. Treasury Bills | ||
Assets: | ||
Assets fair value | 19,689 | |
Level 1 | Cash Equivalents | Money Market Funds | ||
Assets: | ||
Assets fair value | 142,507 | 100,152 |
Level 2 | ||
Assets: | ||
Assets fair value | 20,738 | 59,902 |
Level 2 | Short-Term Investments | Certificates of Deposit | ||
Assets: | ||
Assets fair value | 20,738 | 59,902 |
Level 3 | ||
Liabilities: | ||
Liabilities fair value | 28,963 | $ 18,500 |
Level 3 | Contingent Consideration | ||
Liabilities: | ||
Liabilities fair value | $ 28,963 |
Fair Value Measurements - Addit
Fair Value Measurements - Additional Information (Details) - USD ($) | May 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2018 | Nov. 30, 2017 |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||||||
Charge (gain) related to changes in fair value of contingent consideration | $ 14,300,000 | $ 3,500,000 | $ (1,600,000) | |||
Contingent consideration, fair value | 28,963,000 | $ 28,963,000 | ||||
Contingent consideration payout | 14,800,000 | |||||
Assets fair value | 182,934,000 | 160,054,000 | 182,934,000 | |||
Liabilities fair value | 28,963,000 | 18,500,000 | 28,963,000 | |||
Fair Value, Measurements, Nonrecurring | ||||||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||||||
Assets fair value | 0 | 0 | 0 | |||
Liabilities fair value | 0 | 0 | 0 | |||
Level 2 | ||||||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||||||
Assets fair value | 20,738,000 | 59,902,000 | 20,738,000 | |||
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 | $ 187,500,000 | $ 196,300,000 | $ 187,500,000 | |||
Debt instrument fixed interest rate per annum | 1.75% | 1.75% | 1.75% | |||
Crisp Media, Inc | ||||||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||||||
Charge (gain) related to changes in fair value of contingent consideration | $ 9,700,000 | |||||
Contingent consideration paid out | $ 14,800,000 | $ 24,500,000 | 9,700,000 | |||
Contingent consideration, fair value | $ 14,800,000 | 0 | $ 0 | |||
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 |
Fair Value Measurements - Summa
Fair Value Measurements - Summary of Changes in Contingent Consideration (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Fair Value Liabilities Measured On Recurring Basis Unobservable Input Reconciliation [Line Items] | |||
Balance at the beginning of period | $ 18,500 | $ 185 | $ 3,698 |
Addition related to acquisition (initial measurement) | 20,703 | 14,800 | |
Change in fair value during the period | 14,260 | 3,515 | (1,569) |
Settlement | (24,500) | (1,944) | |
Balance at the end of period | 28,963 | 18,500 | 185 |
Level 3 | Elevaate | |||
Fair Value Liabilities Measured On Recurring Basis Unobservable Input Reconciliation [Line Items] | |||
Addition related to acquisition (initial measurement) | 6,121 | ||
Balance at the end of period | 6,121 | ||
Level 3 | Ahalogy | |||
Fair Value Liabilities Measured On Recurring Basis Unobservable Input Reconciliation [Line Items] | |||
Addition related to acquisition (initial measurement) | 14,582 | ||
Change in fair value during the period | 8,260 | ||
Balance at the end of period | 22,842 | ||
Level 3 | Shopmium | |||
Fair Value Liabilities Measured On Recurring Basis Unobservable Input Reconciliation [Line Items] | |||
Balance at the beginning of period | 185 | 1,407 | |
Change in fair value during the period | (185) | (1,222) | |
Balance at the end of period | 185 | ||
Level 3 | Crisp Media, Inc | |||
Fair Value Liabilities Measured On Recurring Basis Unobservable Input Reconciliation [Line Items] | |||
Balance at the beginning of period | 18,500 | ||
Addition related to acquisition (initial measurement) | 14,800 | ||
Change in fair value during the period | 6,000 | 3,700 | |
Settlement | $ (24,500) | ||
Balance at the end of period | $ 18,500 | ||
Level 1 | Eckim | |||
Fair Value Liabilities Measured On Recurring Basis Unobservable Input Reconciliation [Line Items] | |||
Balance at the beginning of period | 2,291 | ||
Change in fair value during the period | (347) | ||
Settlement | $ (1,944) |
Allowance for Doubtful Accoun_3
Allowance for Doubtful Accounts - Summary of Activity in Allowance for Doubtful Accounts (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Receivables [Abstract] | |||
Balance at beginning of period | $ 786 | $ 1,338 | $ 833 |
Additions related to acquisitions | 32 | 229 | |
Bad debt expense (recovery) | 509 | (655) | 652 |
Write-offs | (127) | (126) | (147) |
Balance at end of period | $ 1,200 | $ 786 | $ 1,338 |
Balance Sheet Components - Prop
Balance Sheet Components - Property and Equipment, Net (Details) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Property Plant And Equipment [Line Items] | ||
Property and equipment, Total | $ 72,177 | $ 67,552 |
Accumulated depreciation and amortization | (59,348) | (55,752) |
Projects in process | 2,750 | 4,810 |
Property and equipment, net | 15,579 | 16,610 |
Software | ||
Property Plant And Equipment [Line Items] | ||
Property and equipment, Total | 37,987 | 33,198 |
Computer Equipment | ||
Property Plant And Equipment [Line Items] | ||
Property and equipment, Total | 23,986 | 24,342 |
Leasehold Improvements | ||
Property Plant And Equipment [Line Items] | ||
Property and equipment, Total | 8,147 | 7,905 |
Furniture and Fixtures | ||
Property Plant And Equipment [Line Items] | ||
Property and equipment, Total | $ 2,057 | $ 2,107 |
Balance Sheet Components - Addi
Balance Sheet Components - Additional Information (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Property Plant And Equipment [Abstract] | |||
Depreciation | $ 7.2 | $ 6.9 | $ 16 |
Capitalized costs | 2.9 | 3.8 | 0.7 |
Amortization expense | 1.3 | 0.6 | $ 10.5 |
Unamortized costs | $ 6.1 | $ 4.4 |
Balance Sheet Components - Accr
Balance Sheet Components - Accrued Compensation and Benefits (Details) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Payables And Accruals [Abstract] | ||
Bonus | $ 5,997 | $ 7,212 |
Commissions | 4,104 | 4,199 |
Payroll and related expenses | 1,938 | 2,132 |
Severance related to restructuring | 709 | |
Vacation | 359 | 371 |
Accrued compensation and benefits | $ 13,107 | $ 13,914 |
Balance Sheet Components - Othe
Balance Sheet Components - Other Current Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Payables And Accruals [Abstract] | ||
Distribution fees | $ 15,389 | $ 18,485 |
Liability related to purchased intangible asset | 14,500 | |
Prefunded liability | 5,131 | 2,151 |
Traffic acquisition cost | 2,417 | 3,040 |
Marketing expenses | 2,416 | 2,826 |
Facility exit costs related to restructuring | 1,019 | 1,105 |
Interest payable | 282 | 418 |
Other | 12,101 | 7,513 |
Other current liabilities | $ 53,255 | $ 35,538 |
Acquisitions - Additional Infor
Acquisitions - Additional Information (Details) - USD ($) | Oct. 26, 2018 | Aug. 27, 2018 | Jun. 01, 2018 | May 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2018 |
Business Acquisition [Line Items] | ||||||||
Contingent consideration, fair value | $ 28,963,000 | $ 28,963,000 | ||||||
Change in fair value of contingent consideration | 14,300,000 | $ 3,500,000 | $ (1,600,000) | |||||
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 | ||||||
Elevaate | ||||||||
Business Acquisition [Line Items] | ||||||||
Total preliminary acquisition consideration | $ 13,300,000 | |||||||
Cash payments for purchase of assets | 7,200,000 | |||||||
Contingent consideration payable in cash | 18,500,000 | |||||||
Contingent consideration, fair value | $ 6,100,000 | |||||||
Contingent consideration, milestones achievement period start date | Feb. 1, 2019 | |||||||
Contingent consideration, milestones achievement period end date | Jan. 31, 2021 | |||||||
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, fair value | $ 0 | 0 | 0 | |||||
Contingent consideration, milestones achievement period end date | Feb. 29, 2020 | |||||||
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, fair value | $ 14,600,000 | |||||||
Contingent consideration, milestones achievement period end date | Dec. 31, 2019 | |||||||
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 | |||||
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 | $ 14,800,000 | 24,500,000 | 9,700,000 | |||||
Contingent consideration liability | 0 | $ 0 | ||||||
Contingent consideration paid out, financing outflow | 14,800,000 | |||||||
Contingent consideration paid out, operating outflow | $ 9,700,000 |
Acquisitions - Summary of Consi
Acquisitions - Summary of Consideration Paid for Each Acquisition and Related Fair Values of Assets Acquired and Liabilities Assumed (Details) - USD ($) $ in Thousands | Oct. 26, 2018 | Aug. 27, 2018 | Jun. 01, 2018 | May 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2018 |
Business Acquisition [Line Items] | |||||||
Purchase Consideration | $ 109,167 | $ 109,167 | |||||
Net Tangible Assets Acquired/ (Liabilities Assumed) | 6,903 | 6,903 | |||||
Identifiable Intangible Assets | 27,338 | 27,338 | |||||
Goodwill | 74,926 | ||||||
Acquisition Related Expenses | $ 3,293 | ||||||
Elevaate | |||||||
Business Acquisition [Line Items] | |||||||
Purchase Consideration | $ 13,346 | ||||||
Net Tangible Assets Acquired/ (Liabilities Assumed) | (60) | ||||||
Identifiable Intangible Assets | 3,781 | ||||||
Goodwill | $ 9,625 | 9,625 | |||||
Goodwill Deductible for Taxes | Not Deductible | ||||||
Acquisition Related Expenses | $ 549 | ||||||
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 | $ 556 | ||||||
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 | $ 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 | Oct. 26, 2018 | Aug. 27, 2018 | Jun. 01, 2018 | May 31, 2017 | Dec. 31, 2018 |
Acquired Finite Lived Intangible Assets [Line Items] | |||||
Identifiable intangible assets | $ 27,338 | ||||
Estimated Useful Life (in Years) | 3 years | ||||
Elevaate | |||||
Acquired Finite Lived Intangible Assets [Line Items] | |||||
Identifiable intangible assets | $ 3,781 | ||||
Crisp Media, Inc | |||||
Acquired Finite Lived Intangible Assets [Line Items] | |||||
Identifiable intangible assets | $ 9,400 | ||||
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 | ||||
Developed Technologies | Elevaate | |||||
Acquired Finite Lived Intangible Assets [Line Items] | |||||
Identifiable intangible assets | $ 3,307 | ||||
Estimated Useful Life (in Years) | 5 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 | ||||
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 | ||||
Customer Relationships | Elevaate | |||||
Acquired Finite Lived Intangible Assets [Line Items] | |||||
Identifiable intangible assets | $ 379 | ||||
Estimated Useful Life (in Years) | 5 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 | ||||
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 | ||||
Trade Names | Elevaate | |||||
Acquired Finite Lived Intangible Assets [Line Items] | |||||
Identifiable intangible assets | $ 95 | ||||
Estimated Useful Life (in Years) | 3 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 | ||||
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 | ||||
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 | Oct. 26, 2018 | Aug. 27, 2018 | Jun. 01, 2018 | May 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2018 |
Goodwill [Line Items] | |||||||
Beginning Balance | $ 80,506 | $ 43,895 | |||||
Goodwill | $ 74,926 | ||||||
Ending Balance | 118,821 | 80,506 | $ 118,821 | ||||
Crisp Acquisition | |||||||
Goodwill [Line Items] | |||||||
Goodwill | $ 36,611 | $ 36,611 | |||||
Elevaate Acquisition | |||||||
Goodwill [Line Items] | |||||||
Goodwill | $ 9,625 | 9,625 | |||||
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 - Summary of Gross Carrying Amount and Accumulated Amortization for Intangible Assets Intangible Assets (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Finite Lived Intangible Assets [Line Items] | ||
Gross | $ 126,555 | $ 73,524 |
Accumulated Amortization | (44,831) | (27,034) |
Net | $ 81,724 | $ 46,490 |
Weighted Average Amortization Period (Years) | 3 years 8 months 12 days | 4 years 8 months 12 days |
Promotion Service Rights | ||
Finite Lived Intangible Assets [Line Items] | ||
Gross | $ 29,492 | $ 22,492 |
Accumulated Amortization | (7,248) | (4,252) |
Net | $ 22,244 | $ 18,240 |
Weighted Average Amortization Period (Years) | 5 years 1 month 6 days | 6 years 1 month 6 days |
Developed Technologies | ||
Finite Lived Intangible Assets [Line Items] | ||
Gross | $ 20,070 | $ 12,187 |
Accumulated Amortization | (8,353) | (5,013) |
Net | $ 11,717 | $ 7,174 |
Weighted Average Amortization Period (Years) | 3 years 2 months 12 days | 3 years |
Customer Relationships | ||
Finite Lived Intangible Assets [Line Items] | ||
Gross | $ 19,290 | $ 11,660 |
Accumulated Amortization | (9,145) | (6,547) |
Net | $ 10,145 | $ 5,113 |
Weighted Average Amortization Period (Years) | 4 years 6 months | 4 years 3 months 18 days |
Data Access Rights | ||
Finite Lived Intangible Assets [Line Items] | ||
Gross | $ 10,801 | $ 10,801 |
Accumulated Amortization | (4,544) | (2,666) |
Net | $ 6,257 | $ 8,135 |
Weighted Average Amortization Period (Years) | 3 years 3 months 18 days | 4 years 3 months 18 days |
Media Service Rights | ||
Finite Lived Intangible Assets [Line Items] | ||
Gross | $ 34,476 | $ 6,383 |
Accumulated Amortization | (6,838) | (1,575) |
Net | $ 27,638 | $ 4,808 |
Weighted Average Amortization Period (Years) | 3 years 2 months 12 days | 4 years 3 months 18 days |
Domain Names | ||
Finite Lived Intangible Assets [Line Items] | ||
Gross | $ 5,948 | $ 5,949 |
Accumulated Amortization | (5,260) | (4,689) |
Net | $ 688 | $ 1,260 |
Weighted Average Amortization Period (Years) | 6 months | 1 year 3 months 18 days |
Trade Names | ||
Finite Lived Intangible Assets [Line Items] | ||
Gross | $ 2,573 | $ 1,767 |
Accumulated Amortization | (923) | (401) |
Net | $ 1,650 | $ 1,366 |
Weighted Average Amortization Period (Years) | 2 years 8 months 12 days | 3 years 4 months 24 days |
Patents | ||
Finite Lived Intangible Assets [Line Items] | ||
Gross | $ 975 | $ 975 |
Accumulated Amortization | (821) | (769) |
Net | $ 154 | $ 206 |
Weighted Average Amortization Period (Years) | 3 years 7 months 6 days | 4 years 6 months |
Vendor Relationships | ||
Finite Lived Intangible Assets [Line Items] | ||
Gross | $ 2,510 | $ 890 |
Accumulated Amortization | (1,364) | (890) |
Net | $ 1,146 | |
Weighted Average Amortization Period (Years) | 1 year 4 months 24 days | |
Registered Users | ||
Finite Lived Intangible Assets [Line Items] | ||
Gross | $ 420 | 420 |
Accumulated Amortization | (335) | (232) |
Net | $ 85 | $ 188 |
Weighted Average Amortization Period (Years) | 1 year | 2 years 2 months 12 days |
Goodwill and Intangible Asset_4
Goodwill and Intangible Assets - Additional Information (Details) | Aug. 03, 2016USD ($)Installmentshares | Jan. 31, 2019 | Dec. 31, 2018USD ($)shares | Oct. 31, 2018USD ($) | Apr. 30, 2018USD ($) | Aug. 31, 2016shares | Dec. 31, 2018USD ($)shares | Dec. 31, 2017USD ($)shares | Dec. 31, 2016USD ($) | Jan. 01, 2019shares |
Goodwill And Intangible Assets [Line Items] | ||||||||||
Cash consideration paid to acquire rights | $ 20,545,000 | $ 106,000 | ||||||||
Second instalment amount to acquire rights | $ 14,500,000 | 14,500,000 | ||||||||
Contingencies expiration period | 2 years | |||||||||
Intangible asset | 81,371,000 | 81,371,000 | ||||||||
Amortization expense of intangible assets | 17,800,000 | $ 10,900,000 | 6,800,000 | |||||||
Maximum | ||||||||||
Goodwill And Intangible Assets [Line Items] | ||||||||||
Provisions for additional cash consideration related to intangible assests | $ 5,000,000 | |||||||||
Media Service Rights | ||||||||||
Goodwill And Intangible Assets [Line Items] | ||||||||||
Cash consideration paid to acquire rights | 15,000,000 | $ 13,000,000 | ||||||||
Capitalized transaction costs | $ 100,000 | $ 100,000 | ||||||||
Percentage of cash payment to acquire right | 50.00% | |||||||||
Second instalment amount to acquire rights | 7,500,000 | 7,500,000 | ||||||||
Media Service Rights | Maximum | ||||||||||
Goodwill And Intangible Assets [Line Items] | ||||||||||
Inatngible assets use rights period | 4 years | 4 years | ||||||||
In-Lane Printing Promotion Service Rights | ||||||||||
Goodwill And Intangible Assets [Line Items] | ||||||||||
Cash consideration paid to acquire rights | 8,000,000 | |||||||||
Cash consideration paid to acquire rights upon entering into agreement | 7,000,000 | |||||||||
Cash consideration paid to acquire rights upon launch of services | 1,000,000 | |||||||||
Intangible asset | 7,000,000 | 7,000,000 | ||||||||
Intangible assets to be recorded upon launch of services | 1,000,000 | 1,000,000 | ||||||||
Domain Names | ||||||||||
Goodwill And Intangible Assets [Line Items] | ||||||||||
Indefinite lived intangible, gross value | $ 400,000 | $ 400,000 | 400,000 | |||||||
Subsequent Event | Media Service Rights | ||||||||||
Goodwill And Intangible Assets [Line Items] | ||||||||||
Percentage of cash payment to acquire right | 50.00% | |||||||||
Service and Data Agreement | ||||||||||
Goodwill And Intangible Assets [Line Items] | ||||||||||
Service agreement contractual term | 5 years 6 months | |||||||||
Additional service agreement contractual term for certain rights | 4 years 6 months | |||||||||
Issuance of common stock for services | shares | 3,000,000 | |||||||||
Issuance of common stock for services, value | $ 39,600,000 | 39,570,000 | ||||||||
Common stock issue description | the Company agreed to issue 3,000,000 shares of common stock, out of the 3,000,000 shares issued, 1,000,000 shares were issued within five business days of execution of the Agreement and 2,000,000 shares are held in an escrow and will be released in two equal installments, within 15 business days following the years ending December 31, 2017 and 2018. | |||||||||
Number of installments | Installment | 2 | |||||||||
Gain due to change in company's stock price | $ 1,100,000 | $ (2,000,000) | $ 4,900,000 | |||||||
Exclusivity Services And Data Agreement | ||||||||||
Goodwill And Intangible Assets [Line Items] | ||||||||||
Issuance of common stock for services | shares | 1,000,000 | |||||||||
Shares of common stock held in escrow | shares | 2,000,000 | |||||||||
Shares released from escrow | shares | 1,000,000 | 1,000,000 | 1,000,000 | |||||||
Initial installment shares released from escrow | shares | 1,000,000 | |||||||||
Exclusivity Services And Data Agreement | Subsequent Event | ||||||||||
Goodwill And Intangible Assets [Line Items] | ||||||||||
Shares released from escrow | shares | 1,000,000 |
Goodwill and Intangible Asset_5
Goodwill and Intangible Assets - Estimated Amortization of Intangible Assets (Details) $ in Thousands | Dec. 31, 2018USD ($) |
Goodwill And Intangible Assets Disclosure [Abstract] | |
2,019 | $ 24,578 |
2,020 | 23,530 |
2,021 | 17,608 |
2,022 | 9,894 |
2,023 | 4,949 |
Thereafter | 812 |
Total estimated amortization expense | $ 81,371 |
Restructuring Charges - Additio
Restructuring Charges - Additional Information (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Restructuring And Related Activities [Abstract] | |||
Restructuring expense | $ 4,400,000 | $ 3,400,000 | $ 0 |
Restructuring accrual | $ 1,700,000 | $ 2,100,000 |
Debt Obligations - Additional I
Debt Obligations - Additional Information (Details) - 1.75% Convertible Senior Notes Due 2022 | 1 Months Ended | 12 Months Ended | |
Nov. 30, 2017USD ($)d$ / sharesshares | Dec. 31, 2018USD ($) | Dec. 31, 2017USD ($) | |
Line Of Credit Facility [Line Items] | |||
Debt instrument aggregate principal amount | $ 200,000,000 | ||
Debt instrument maturity year | 2,022 | ||
Debt instrument fixed interest rate per annum | 1.75% | ||
Debt instrument, frequency of payment | Payable semi-annually in arrears on June 1 and December 1 of each year, commencing on June 1, 2018. | ||
Net proceeds from the debt offering, after deducting transaction costs | $ 193,800,000 | ||
Convertible notes, shares issued | shares | 57.6037 | ||
Convertible notes, principal amount | $ 1,000 | ||
Convertible notes, initial conversion price | $ / shares | $ 17.36 | ||
Convertible notes, type of equity security issued | Common stock | ||
Convertible notes, conversion description | Holders of the notes may convert their notes at their option at any time prior to the close of business on the business day immediately preceding September 1, 2022, only under the following circumstances: (1) during any calendar quarter commencing after the calendar quarter ending on March 31, 2018 (and only during such calendar quarter), if the last reported sale price of the Company’s common stock for at least 20 trading days (whether or not consecutive) during a period of 30 consecutive trading days ending on, and including, the last trading day of the immediately preceding calendar quarter is greater than or equal to 130% of the conversion price on each applicable trading day; (2) during the five-business day period after any five consecutive trading day period (the “measurement period”) in which the trading price per $1,000 principal amount of notes for each trading day of the measurement period was less than 98% of the product of the last reported sale price of the Company’s common stock and the conversion rate for the notes on each such trading day; (3) if the Company calls any or all of the notes for redemption, at any time prior to the close of business on the scheduled trading day immediately preceding the redemption date; or (4) upon the occurrence of specified corporate events. On or after September 1, 2022, holders may convert all or any portion of their notes at any time prior to the close of business on the scheduled trading day immediately preceding the maturity date regardless of the foregoing conditions. Upon conversion, the Company will pay or deliver, as the case may be, cash, shares of its common stock or a combination of cash and shares of its common stock, at its election. The Company intends to settle the principal amount of the notes with cash. | ||
Convertible notes, percentage of conversion price | 130.00% | ||
Convertible notes, redemption description | The Company may not redeem the notes prior to December 5, 2020. It may redeem for cash all or any portion of the notes, at its option, on or after December 5, 2020 if the last reported sale price of its common stock has been at least 130% of the conversion price then in effect for at least 20 trading days (whether or not consecutive) during any 30 consecutive trading day period (including the last trading day of such period) ending not more than three trading days preceding the date on which it provides notice of redemption at a redemption price equal to 100% of the principal amount of the notes to be redeemed, plus accrued and unpaid interest to, but excluding, the redemption date. | ||
Convertible notes, redemption percentage | 100.00% | ||
Convertible notes, sinking fund | $ 0 | ||
Percentage of repurchase price is equal to principal amount of convertible notes | 100.00% | ||
Carrying amount of the liability component | $ 149,300,000 | ||
Carrying amount of the equity component | $ 50,700,000 | ||
Convertible notes, effective interest rate | 5.80% | ||
Debt issuance costs | $ 6,200,000 | ||
Amortization of interest expense | 4,600,000 | $ 917,000 | $ 109,000 |
Adjustments to additional paid in capital, equity component of debt issuance costs | $ 1,600,000 | 1,600,000 | 1,600,000 |
Additional Paid-In Capital | |||
Line Of Credit Facility [Line Items] | |||
Carrying amount of the equity component | $ 49,100,000 | $ 49,100,000 | |
90% Applicable Conversion Price | |||
Line Of Credit Facility [Line Items] | |||
Convertible notes, consecutive trading days | d | 5 | ||
Minimum | 130% Applicable Conversion Price | |||
Line Of Credit Facility [Line Items] | |||
Convertible notes, consecutive trading days | d | 20 | ||
Maximum | |||
Line Of Credit Facility [Line Items] | |||
Convertible notes, percentage of last reported sale price of common stock | 98.00% | ||
Maximum | 130% Applicable Conversion Price | |||
Line Of Credit Facility [Line Items] | |||
Convertible notes, consecutive trading days | d | 30 |
Debt Obligations -Schedule of N
Debt Obligations -Schedule of Net Carrying Amount of Liability Component (Details) - 1.75% Convertible Senior Notes Due 2022 - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Line Of Credit Facility [Line Items] | ||
Principal | $ 200,000 | $ 200,000 |
Unamortized debt discount | (40,650) | (49,631) |
Unamortized debt issuance costs | (3,631) | (4,548) |
Net carrying amount of the liability component | $ 155,719 | $ 145,821 |
Debt Obligations - Interest Exp
Debt Obligations - Interest Expense (Details) - 1.75% Convertible Senior Notes Due 2022 - USD ($) $ in Thousands | 1 Months Ended | 12 Months Ended | |
Nov. 30, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | |
Line Of Credit Facility [Line Items] | |||
Contractual interest expense | $ 3,500 | $ 406 | |
Amortization of debt discount | 8,981 | 1,039 | |
Amortization of debt issuance costs | $ 4,600 | 917 | 109 |
Total interest expense related to the Notes | $ 13,398 | $ 1,554 |
Stock-Based Compensation - Addi
Stock-Based Compensation - Additional Information (Details) - USD ($) | Sep. 28, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Weighted average grant date fair value | $ 6.59 | $ 6.33 | $ 5.14 | |
RSUs granted | 2,838,879 | 2,517,721 | 2,855,267 | |
Stock-based compensation | $ 31,386,000 | $ 32,252,000 | $ 28,286,000 | |
Issuance of common stock, stock purchase plan, shares | 1,149,287 | |||
Shares available for issuance | 1,650,713 | |||
Property and Equipment | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Stock-based compensation | $ 100,000 | 300,000 | $ 0 | |
2013 Equity Incentive Plan | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Common stock reserved for future issuance | 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% | |||
PSU Award | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
RSUs granted | 128,205 | |||
Fair value of the original award | $ 1,600,000 | |||
Stock-based compensation expense due to plan modification | $ 400,000 | |||
Stock-based compensation | $ 900,000 | $ 200,000 | ||
Restricted Stock Units | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
RSUs granted | 2,838,879 | 2,517,721 | 2,855,267 | |
Fair value of options vested, total | $ 6,700,000 | $ 6,600,000 | $ 3,700,000 | |
Unrecognized stock based compensation | $ 46,600,000 | |||
Unrecognized stock based compensation, amortized weighted average period | 2 years 7 months 2 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% | |||
2013 Employee Stock Purchase Plan (“ESPP”) | Employee Stock Purchase Plan | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Common stock reserved for future issuance | 1,200,000 | |||
Increase in the number of shares available for issuance description | (i) 0.5% of the outstanding shares of common stock on the last day of the immediately preceding year, (ii) 400,000 shares or (iii) such other amount as may be determined by the Board of Directors. | |||
2013 Employee Stock Purchase Plan (“ESPP”) | Scenario One | Employee Stock Purchase Plan | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Percentage of outstanding stock | 0.50% | |||
2013 Employee Stock Purchase Plan (“ESPP”) | Scenario Two | Employee Stock Purchase Plan | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Annual increases in number of shares available for issuance | 400,000 | |||
Stock Based Compensation Expense | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Unrecognized stock based compensation | $ 56,600,000 | |||
Stock Options | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Unrecognized stock based compensation | $ 10,000,000 | |||
Unrecognized stock based compensation, amortized weighted average period | 2 years 3 months 10 days | |||
Stock Options and Restricted Stock Units | Former Employee | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Stock-based compensation expense due to plan modification | $ 1,000,000 |
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) | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Employee Stock Purchase Plan | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Expected life (in years) | 6 months | 6 months | 6 months |
Risk-free interest rate, minimum | 1.42% | 0.62% | 0.38% |
Risk-free interest rate, maximum | 2.50% | 1.42% | 0.62% |
Volatility, minimum | 35.00% | 40.00% | 50.00% |
Volatility, maximum | 40.00% | 50.00% | 74.00% |
Stock Options | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Expected life (in years) | 6 years 7 days | ||
Risk-free interest rate | 2.66% | ||
Risk-free interest rate, minimum | 1.87% | 0.68% | |
Risk-free interest rate, maximum | 2.14% | 1.34% | |
Volatility | 50.00% | 50.00% | |
Volatility, minimum | 55.00% | ||
Volatility, maximum | 70.00% | ||
Stock Options | Minimum | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Expected life (in years) | 5 years 6 months | 2 years 3 months 18 days | |
Stock Options | Maximum | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Expected life (in years) | 6 years 3 months | 6 years 29 days |
Stock-Based Compensation - Su_2
Stock-Based Compensation - Summary of Stock Option and Restricted Stock Units Award Activity (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | |||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Shares Available for Grant | ||||
Beginning balance | 4,425,155 | 3,424,730 | 2,889,301 | |
Increase in shares authorized | 3,727,989 | 3,542,416 | 3,279,811 | |
Options granted | (801,000) | (1,319,680) | (2,197,432) | |
Options canceled or expired | 261,861 | 218,035 | 592,834 | |
RSUs and PSUs granted | (2,838,879) | (2,517,721) | (2,855,267) | |
RSUs canceled or expired | 841,965 | 787,009 | 1,715,483 | |
RSUs vested and withheld for taxes | 880,262 | 290,366 | ||
Ending balance | 6,497,353 | 4,425,155 | 3,424,730 | 2,889,301 |
Number of Shares | ||||
Beginning balance | 7,412,228 | 7,746,067 | 8,469,666 | |
Options granted | 801,000 | 1,319,680 | 2,197,432 | |
Options exercised | (1,329,361) | (1,435,484) | (2,328,197) | |
Options canceled or expired | (261,861) | (218,035) | (592,834) | |
Ending balance | 6,622,006 | 7,412,228 | 7,746,067 | 8,469,666 |
Vested and exercisable at the end of period | 5,023,286 | |||
Weighted Average Exercise Price | ||||
Beginning balance | $ 10.36 | $ 8.83 | $ 7.62 | |
Options granted | 13.10 | 12.76 | 8.99 | |
Options exercised | 3.03 | 4.32 | 4.54 | |
Options canceled or expired | 11.38 | 10.34 | 8.97 | |
Ending balance | 12.12 | $ 10.36 | $ 8.83 | $ 7.62 |
Vested and exercisable at the end of period | $ 12.16 | |||
Weighted Average Remaining Contractual Term (Years) / Aggregate Intrinsic Value | ||||
Weighted Average Remaining Contractual Term (Years) | 5 years 11 months 15 days | 6 years 1 month 2 days | 6 years 1 month 13 days | 5 years 10 months 28 days |
Vested and exercisable at the end of period | 5 years 2 months 15 days | |||
Aggregate Intrinsic Value | $ 9,987 | $ 25,415 | $ 30,507 | $ 19,231 |
Aggregate Intrinsic Value, Options exercised | 13,821 | $ 10,768 | $ 15,485 | |
Vested and exercisable at the end of period | $ 9,258 | |||
Restricted Stock Units, Number of Shares | ||||
RSUs and PSUs granted | 2,838,879 | 2,517,721 | 2,855,267 | |
RSUs canceled or expired | (841,965) | (787,009) | (1,715,483) | |
Restricted Stock Units | ||||
Shares Available for Grant | ||||
RSUs and PSUs granted | (2,838,879) | (2,517,721) | (2,855,267) | |
RSUs canceled or expired | 841,965 | 787,009 | 1,715,483 | |
Restricted Stock Units, Number of Shares | ||||
Beginning balance | 5,194,292 | 5,504,084 | 6,786,446 | |
RSUs and PSUs granted | 2,838,879 | 2,517,721 | 2,855,267 | |
RSUs released | (2,287,045) | (2,040,504) | (2,422,146) | |
RSUs canceled or expired | (841,965) | (787,009) | (1,715,483) | |
Ending balance | 4,904,161 | 5,194,292 | 5,504,084 | 6,786,446 |
Weighted Average Grant Date Fair Value | ||||
Beginning Balance | $ 12.26 | $ 12.02 | $ 13.14 | |
RSUs and PSUs granted | 13.12 | 12.04 | 10.37 | |
RSUs released | 12.97 | 12.20 | 11.92 | |
RSUs canceled or expired | 11.99 | 11.47 | 11.81 | |
Ending balance | $ 12.48 | $ 12.26 | $ 12.02 | $ 13.14 |
Stock-Based Compensation - Bala
Stock-Based Compensation - Balance of Outstanding and Exercisable Stock Options (Details) - $ / shares | 12 Months Ended | |||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Options Outstanding, Number of Shares | 6,622,006 | 7,412,228 | 7,746,067 | 8,469,666 |
Options Exercisable, Number of Shares | 5,023,286 | |||
Exercise Prices 0.15 - 5.33 | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Price Range, Minimum | $ 0.15 | |||
Price Range, Maximum | $ 5.33 | |||
Options Outstanding, Number of Shares | 779,837 | |||
Options Outstanding, Weighted Average Remaining Contractual Term (Years) | 2 years 3 months | |||
Options Outstanding, Weighted Average Exercise Price | $ 4.29 | |||
Options Exercisable, Number of Shares | 779,837 | |||
Options Exercisable, Weighted Average Exercise Price | $ 4.29 | |||
Exercise Prices 5.48 - 8.51 | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Price Range, Minimum | 5.48 | |||
Price Range, Maximum | $ 8.51 | |||
Options Outstanding, Number of Shares | 1,241,532 | |||
Options Outstanding, Weighted Average Remaining Contractual Term (Years) | 6 years 8 months 12 days | |||
Options Outstanding, Weighted Average Exercise Price | $ 8.27 | |||
Options Exercisable, Number of Shares | 905,841 | |||
Options Exercisable, Weighted Average Exercise Price | $ 8.17 | |||
Exercise Prices 8.65 - 13.00 | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Price Range, Minimum | 8.65 | |||
Price Range, Maximum | $ 13 | |||
Options Outstanding, Number of Shares | 2,168,338 | |||
Options Outstanding, Weighted Average Remaining Contractual Term (Years) | 6 years 3 months | |||
Options Outstanding, Weighted Average Exercise Price | $ 10.77 | |||
Options Exercisable, Number of Shares | 1,638,000 | |||
Options Exercisable, Weighted Average Exercise Price | $ 10.12 | |||
Exercise Prices 13.04 - 16.25 | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Price Range, Minimum | 13.04 | |||
Price Range, Maximum | $ 16.25 | |||
Options Outstanding, Number of Shares | 1,632,299 | |||
Options Outstanding, Weighted Average Remaining Contractual Term (Years) | 7 years 3 months 25 days | |||
Options Outstanding, Weighted Average Exercise Price | $ 14.29 | |||
Options Exercisable, Number of Shares | 899,608 | |||
Options Exercisable, Weighted Average Exercise Price | $ 15.26 | |||
Exercise Prices 25.00 | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Price Range | $ 25 | |||
Options Outstanding, Number of Shares | 800,000 | |||
Options Outstanding, Weighted Average Remaining Contractual Term (Years) | 4 years 10 months 13 days | |||
Options Outstanding, Weighted Average Exercise Price | $ 25 | |||
Options Exercisable, Number of Shares | 800,000 | |||
Options Exercisable, Weighted Average Exercise Price | $ 25 |
Stock-Based Compensation - Sche
Stock-Based Compensation - Schedule of Stock Based Compensation Expense (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | |||
Stock-based compensation | $ 31,386 | $ 32,252 | $ 28,286 |
Cost of Revenues | |||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | |||
Stock-based compensation | 2,315 | 2,000 | 1,821 |
Sales and Marketing | |||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | |||
Stock-based compensation | 6,596 | 6,621 | 5,776 |
Research and Development | |||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | |||
Stock-based compensation | 6,137 | 7,949 | 7,286 |
General and Administrative | |||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | |||
Stock-based compensation | $ 16,338 | $ 15,682 | $ 13,403 |
Stockholders' Equity - Addition
Stockholders' Equity - Additional Information (Details) | 1 Months Ended | 12 Months Ended | |||
Apr. 30, 2018USD ($) | Dec. 31, 2018USD ($)VoteClassshares | Dec. 31, 2017shares | Dec. 31, 2016USD ($) | Mar. 31, 2014shares | |
Class Of Stock [Line Items] | |||||
Common stock, shares authorized | shares | 250,000,000 | 250,000,000 | 250,000,000 | ||
Preferred stock, shares authorized | shares | 10,000,000 | 10,000,000 | 10,000,000 | ||
Number of votes per common stock | Vote | 1 | ||||
Number of classes of Board of Directors | Class | 3 | ||||
Board of Directors term | 3 years | ||||
Board of Directors classes subject to election each year | Class | 1 | ||||
Common stock, voting rights | Amendment. The amendment of the provisions in the restated certificate requires approval by holders of at least 66 2/3% of the Company’s outstanding capital stock entitled to vote generally in the election of directors. | ||||
Aggregate cost of shares repurchased | $ | $ 15,843,000 | $ 11,147,000 | |||
Retirement of treasury stock | shares | 1,264,053 | 9,647,708 | |||
Share Repurchase Program ("2018 Program") | |||||
Class Of Stock [Line Items] | |||||
Stock repurchase program duration | 1 year | ||||
Share repurchase program, beginning date | 2018-05 | ||||
Share repurchase program, end date | 2019-05 | ||||
Number of shares repurchased | shares | 1,264,053 | ||||
Aggregate cost of shares repurchased | $ | $ 15,800,000 | ||||
Remaining amount available for future share repurchases | $ | $ 84,200,000 | ||||
Share Repurchase Program ("2018 Program") | Maximum | |||||
Class Of Stock [Line Items] | |||||
Repurchase of authorized common stock | $ | $ 100,000,000 |
Income Taxes - Components of Lo
Income Taxes - Components of Loss Before Provision for (Benefit from) Income Taxes (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Income Tax Disclosure [Abstract] | |||||||||||
Domestic | $ 26,813 | $ 12,770 | $ 18,041 | ||||||||
Foreign | 1,023 | 3,009 | 1,197 | ||||||||
Total | $ 4,511 | $ 7,610 | $ 4,460 | $ 11,255 | $ (3,414) | $ 10,934 | $ 5,488 | $ 2,771 | $ 27,836 | $ 15,779 | $ 19,238 |
Income Taxes - Components of Pr
Income Taxes - Components of Provision for (Benefit from) Income Taxes (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Current: | |||||||||||
Federal | $ 43 | ||||||||||
State | $ 147 | $ 4 | 8 | ||||||||
Foreign | 390 | 173 | 84 | ||||||||
Total current income tax expense (benefit) | 537 | 177 | 135 | ||||||||
Deferred: | |||||||||||
Federal | 120 | (673) | 142 | ||||||||
State | 102 | 84 | 14 | ||||||||
Foreign | (277) | (290) | (50) | ||||||||
Total deferred income tax expense (benefit) | (55) | (879) | 106 | ||||||||
Total | $ (15) | $ 195 | $ 200 | $ 102 | $ (768) | $ (107) | $ 270 | $ (97) | $ 482 | $ (702) | $ 241 |
Income Taxes - Reconciliation o
Income Taxes - Reconciliation of Statutory Income Tax Rate (Details) | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Income Tax Disclosure [Abstract] | |||
Federal tax | (21.00%) | (34.00%) | (34.00%) |
State income tax, net of federal tax benefit | 0.91% | 0.56% | 0.11% |
Tax credits | (4.55%) | (8.29%) | (8.14%) |
Stock-based compensation | 0.44% | (0.54%) | 1.52% |
Foreign income taxes at other than U.S. rates | (0.85%) | 5.74% | 2.29% |
Acquisition related costs | 1.10% | 1.66% | |
Contingent consideration related to acquisitions | 10.90% | 12.28% | (9.04%) |
162(m) | 1.31% | ||
Other | 1.69% | 2.93% | 2.77% |
IRS Settlement | (12.42%) | ||
Tax Cuts and Jobs Act | (0.00%) | 175.93% | |
Valuation allowance, net | 11.82% | (160.72%) | 58.16% |
Effective tax rate | 1.77% | (4.45%) | 1.25% |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Details) - USD ($) | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Income Tax Disclosure [Line Items] | |||||||||||
Federal corporate tax rate | 21.00% | 34.00% | 34.00% | ||||||||
Provision for (benefit from) income taxes | $ (15,000) | $ 195,000 | $ 200,000 | $ 102,000 | $ (768,000) | $ (107,000) | $ 270,000 | $ (97,000) | $ 482,000 | $ (702,000) | $ 241,000 |
Income tax reconciliation, re-measurement of deferred tax assets and liabilities | 27,700,000 | ||||||||||
Provisional valuation allowance | 28,400,000 | ||||||||||
Income tax holiday expiration period | Apr. 1, 2020 | ||||||||||
Deferred tax assets | 109,600,000 | 100,900,000 | $ 109,600,000 | 100,900,000 | |||||||
Deferred tax liabilities | 16,100,000 | 17,965,000 | 16,100,000 | 17,965,000 | |||||||
Decrease (increase) in valuation allowance | (10,700,000) | 2,600,000 | |||||||||
Income tax penalties and interest accrued | 0 | $ 0 | 0 | $ 0 | |||||||
Federal | |||||||||||
Income Tax Disclosure [Line Items] | |||||||||||
Operating loss carryforwards | 283,900,000 | $ 283,900,000 | |||||||||
Operating loss carryforwards expiration year | 2,020 | ||||||||||
Federal | Research | |||||||||||
Income Tax Disclosure [Line Items] | |||||||||||
Tax credit carryforwards | 14,900,000 | $ 14,900,000 | |||||||||
Tax credit carryforwards expiration year | 2,032 | ||||||||||
State | |||||||||||
Income Tax Disclosure [Line Items] | |||||||||||
Operating loss carryforwards | 242,700,000 | $ 242,700,000 | |||||||||
State | Research | |||||||||||
Income Tax Disclosure [Line Items] | |||||||||||
Tax credit carryforwards | 16,900,000 | 16,900,000 | |||||||||
Foreign | |||||||||||
Income Tax Disclosure [Line Items] | |||||||||||
Operating loss carryforwards | $ 18,500,000 | $ 18,500,000 | |||||||||
Earliest Tax Holiday Year | |||||||||||
Income Tax Disclosure [Line Items] | |||||||||||
Income tax wholly exempted period | Apr. 1, 2014 | ||||||||||
Income tax partially exempted period | Apr. 1, 2019 | ||||||||||
Latest Tax Holiday Year | |||||||||||
Income Tax Disclosure [Line Items] | |||||||||||
Income tax wholly exempted period | Mar. 31, 2019 | ||||||||||
Income tax partially exempted period | Mar. 31, 2024 |
Income Taxes - Components of De
Income Taxes - Components of Deferred Tax Assets and Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Deferred tax assets: | ||
Credits and net operating loss carryforward | $ 100,326 | $ 90,729 |
Accrued compensation, assets | 240 | |
Accrued compensation, liabilities | (31) | |
Deferred revenues | 246 | 54 |
Stock-based compensation | 6,811 | 7,416 |
Property and equipment | 391 | 1,231 |
Other deferred tax assets | 1,533 | 1,495 |
Total deferred tax assets | 109,547 | 100,894 |
Valuation allowance | (95,301) | (84,619) |
Deferred tax liabilities: | ||
Basis difference on purchased intangible assets | 6,211 | 6,559 |
Other deferred tax liabilities | 9,889 | 11,406 |
Total deferred tax liabilities | 16,100 | 17,965 |
Net deferred tax assets (liabilities) | $ (1,854) | $ (1,690) |
Income Taxes - Unrecognized Tax
Income Taxes - Unrecognized Tax Benefits and Effect on Effective Income Tax Rate (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Income Tax Disclosure [Abstract] | |||
Unrecognized tax benefit - beginning balance | $ 7,527 | $ 6,447 | $ 8,759 |
Increases for tax positions taken in prior years | 16 | 313 | |
Decreases for tax positions taken in prior years | (242) | (785) | |
Increases for tax positions taken in current year | 932 | 1,064 | 1,163 |
Settlements | (3,003) | ||
Unrecognized tax benefit - ending balance | $ 8,217 | $ 7,527 | $ 6,447 |
Net Income (Loss) per Share - S
Net Income (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 | 12 Months Ended | |||||||||
Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Earnings Per Share [Abstract] | |||||||||||
Net loss | $ (4,496) | $ (7,805) | $ (4,660) | $ (11,357) | $ 4,182 | $ (10,827) | $ (5,758) | $ (2,674) | $ (28,318) | $ (15,077) | $ (19,479) |
Weighted-average number of shares used to compute net loss per share, basic and diluted | 93,676 | 89,505 | 84,157 | ||||||||
Net loss per share, basic and diluted | $ (0.30) | $ (0.17) | $ (0.23) |
Net Income (Loss) per Share -_2
Net Income (Loss) per Share - Schedule of Outstanding Common Equivalent Shares Excluded from Computation of Diluted Net Loss Per Share (Details) - shares shares in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | |||
Outstanding common equivalent shares | 23,089 | 25,180 | 15,358 |
Stock Options and ESPP | |||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | |||
Outstanding common equivalent shares | 6,664 | 7,465 | 7,854 |
Restricted Stock Units | |||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | |||
Outstanding common equivalent shares | 4,904 | 5,194 | 5,504 |
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 | 11,521 |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Details) - USD ($) | 1 Months Ended | 12 Months Ended | ||
Jan. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Commitments And Contingencies [Line Items] | ||||
Rent expense | $ 3,800,000 | $ 4,300,000 | $ 4,400,000 | |
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 | |||
Open Purchase Commitments | ||||
Commitments And Contingencies [Line Items] | ||||
Software license fees and marketing services | 9,200,000 | |||
Marketing Arrangements | ||||
Commitments And Contingencies [Line Items] | ||||
Unconditional purchase commitments | $ 6,100,000 | |||
Unconditional purchase commitment year | 2,034 | |||
Unconditional purchase commitment term | 20 years | |||
Minimum | ||||
Commitments And Contingencies [Line Items] | ||||
Term of non-cancelable operating lease | 1 year | |||
Maximum | ||||
Commitments And Contingencies [Line Items] | ||||
Term of non-cancelable operating lease | 6 years |
Commitments and Contingencies_2
Commitments and Contingencies - Minimum Payments Under Non-cancelable Operating and Capital Leases (Details) $ in Thousands | Dec. 31, 2018USD ($) |
Operating Leases | |
2,019 | $ 5,850 |
2,020 | 3,561 |
2,021 | 1,501 |
2,022 | 1,542 |
2,023 | 1,563 |
2024 and thereafter | 1,018 |
Total minimum payments | 15,035 |
Capital Leases | |
2,019 | 39 |
2,020 | 39 |
2,021 | 12 |
Total minimum payments | 90 |
Less: Amount representing interest | 8 |
Present value of capital lease obligations | 82 |
Less: Current portion | 34 |
Capital lease obligation, net of current portion | $ 48 |
Employee Benefit Plan - Additio
Employee Benefit Plan - Additional Information (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Defined Contribution Pension And Other Postretirement Plans Disclosure [Abstract] | |||
Rate at which the company matches employee contribution | 3.00% | ||
Maximum contribution amount | $ 6,000 | ||
Defined contribution vesting period | 4 years | ||
Matching contribution expense | $ 1,900,000 | $ 1,600,000 | $ 1,700,000 |
Concentrations - Additional Inf
Concentrations - Additional Information (Details) - Customer Concentration Risk - Customer | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Accounts Receivable | |||
Concentration Risk [Line Items] | |||
Number of customers accounted greater than 10% concentration risk | 1 | 0 | |
Revenues | |||
Concentration Risk [Line Items] | |||
Number of customers accounted greater than 10% concentration risk | 0 | 0 | 1 |
Selected Quarterly Financial _3
Selected Quarterly Financial Data (Unaudited) - Quarterly Unaudited Consolidated Statements of Operations (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Quarterly Financial Information Disclosure [Abstract] | |||||||||||
Revenues | $ 107,056 | $ 103,591 | $ 89,545 | $ 86,766 | $ 93,093 | $ 81,950 | $ 74,493 | $ 72,579 | $ 386,958 | $ 322,115 | $ 275,190 |
Costs and expenses: | |||||||||||
Cost of revenues | 60,935 | 57,073 | 47,769 | 40,453 | 44,018 | 37,501 | 30,021 | 29,212 | 206,230 | 140,752 | 114,870 |
Sales and marketing | 22,944 | 22,782 | 20,530 | 23,830 | 25,377 | 22,002 | 21,617 | 23,837 | 90,086 | 92,833 | 92,596 |
Research and development | 10,151 | 11,974 | 12,122 | 12,626 | 11,860 | 12,255 | 12,774 | 13,120 | 46,873 | 50,009 | 50,503 |
General and administrative | 14,311 | 12,574 | 11,528 | 11,392 | 12,726 | 11,702 | 11,803 | 11,893 | 49,805 | 48,124 | 43,404 |
Change in fair value of escrowed shares and contingent consideration, net | 1,148 | 4,692 | 7,350 | (5,500) | 9,700 | 3,900 | (2,585) | 13,190 | 5,515 | (6,450) | |
Total costs and expenses | 109,489 | 109,095 | 91,949 | 95,651 | 88,481 | 93,160 | 80,115 | 75,477 | 406,184 | 337,233 | 294,923 |
Loss from operations | (2,433) | (5,504) | (2,404) | (8,885) | 4,612 | (11,210) | (5,622) | (2,898) | (19,226) | (15,118) | (19,733) |
Interest expense | 3,404 | 3,373 | 3,326 | 3,308 | 1,589 | 13,411 | 1,589 | ||||
Other income (expense), net | 1,326 | 1,267 | 1,270 | 938 | 391 | 276 | 134 | 127 | 4,801 | 928 | 495 |
Loss before income taxes | (4,511) | (7,610) | (4,460) | (11,255) | 3,414 | (10,934) | (5,488) | (2,771) | (27,836) | (15,779) | (19,238) |
Provision for (benefit from) income taxes | (15) | 195 | 200 | 102 | (768) | (107) | 270 | (97) | 482 | (702) | 241 |
Net loss | $ (4,496) | $ (7,805) | $ (4,660) | $ (11,357) | $ 4,182 | $ (10,827) | $ (5,758) | $ (2,674) | $ (28,318) | $ (15,077) | $ (19,479) |
Net income (loss) per share: | |||||||||||
Basic | $ (50) | $ (80) | $ (50) | $ (120) | $ 50 | $ (120) | $ (60) | $ (30) | |||
Diluted | $ (50) | $ (80) | $ (50) | $ (120) | $ 40 | $ (120) | $ (60) | $ (30) | |||
Weighted-average number of common shares used in computing net income (loss) per share: | |||||||||||
Basic | 94,262 | 94,066 | 93,643 | 92,711 | 91,002 | 90,492 | 88,985 | 87,490 | |||
Diluted | 94,262 | 94,066 | 93,643 | 92,711 | 95,679 | 90,492 | 88,985 | 87,490 |