Quotient Technology (QUOT) 10-Q 9 Aug 19 2019 Q2 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	6 Months Ended
	Jun. 30, 2019	Aug. 02, 2019
Document And Entity Information [Abstract]
Document Type	10-Q
Amendment Flag	false
Document Period End Date	Jun. 30, 2019
Document Fiscal Year Focus	2019
Document Fiscal Period Focus	Q2
Trading Symbol	QUOT
Entity Registrant Name	Quotient Technology Inc.
Entity Central Index Key	0001115128
Current Fiscal Year End Date	--12-31
Entity Filer Category	Large Accelerated Filer
Entity Small Business	false
Entity Emerging Growth Company	false
Entity Common Stock, Shares Outstanding		88,694,555
Entity Shell Company	false
Entity Current Reporting Status	Yes
Entity File Number	001-36331
Entity Tax Identification Number	770485123
Entity Address, Address Line One	400 Logue Avenue
Entity Address, City or Town	Mountain View
Entity Address, State or Province	California
Entity Address, Postal Zip Code	94043
City Area Code	650
Local Phone Number	605-4600

CONDENSED CONSOLIDATED BALANCE

CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) - USD ($) $ in Thousands	Jun. 30, 2019	Dec. 31, 2018
Current assets:
Cash and cash equivalents	$ 253,578	$ 302,028
Short-term investments		20,738
Accounts receivable, net of allowance for doubtful accounts of $1,381 and $1,200 at June 30, 2019 and December 31, 2018, respectively	108,374	112,108
Prepaid expenses and other current assets	12,978	10,044
Total current assets	374,930	444,918
Property and equipment, net	15,890	15,579
Intangible assets, net	70,106	81,724
Goodwill	118,821	118,821
Other assets	7,840	1,311
Total assets	587,587	662,353
Current liabilities:
Accounts payable	22,338	17,060
Accrued compensation and benefits	9,850	13,107
Other current liabilities	41,527	53,255
Deferred revenues	10,302	8,686
Contingent consideration related to acquisitions	26,001
Total current liabilities	110,018	92,108
Other non-current liabilities	6,950	3,622
Contingent consideration related to acquisitions	3,015	28,963
Convertible senior notes, net	160,868	155,719
Deferred tax liabilities	1,754	1,854
Total liabilities	282,605	282,266
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 June 30, 2019 and December 31, 2018
Common stock, $0.00001 par value—250,000,000 shares authorized; 89,793,236 and 94,995,211 shares issued and outstanding at June 30, 2019 and December 31, 2018, respectively	1	1
Additional paid-in capital	665,665	703,023
Accumulated other comprehensive loss	(799)	(844)
Accumulated deficit	(359,885)	(322,093)
Total stockholders’ equity	304,982	380,087
Total liabilities and stockholders’ equity	$ 587,587	$ 662,353

CONDENSED CONSOLIDATED BALANC_2

CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) (Parenthetical) - USD ($) $ in Thousands	Jun. 30, 2019	Dec. 31, 2018
Statement Of Financial Position [Abstract]
Allowance for doubtful accounts	$ 1,381	$ 1,200
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	89,793,236	94,995,211
Common stock, shares outstanding	89,793,236	94,995,211

CONDENSED CONSOLIDATED STATEMEN

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited) - USD ($) shares in Thousands, $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2019	Jun. 30, 2018	Jun. 30, 2019	Jun. 30, 2018
Income Statement [Abstract]
Revenues	$ 104,691	$ 89,545	$ 202,798	$ 176,311
Costs and expenses:
Cost of revenues	64,106	47,769	120,929	88,222
Sales and marketing	23,870	20,530	49,393	44,360
Research and development	8,699	12,122	19,069	24,748
General and administrative	12,835	11,528	26,458	22,920
Change in fair value of escrowed shares and contingent consideration, net	(3,009)		53	7,350
Total costs and expenses	106,501	91,949	215,902	187,600
Loss from operations	(1,810)	(2,404)	(13,104)	(11,289)
Interest expense	(3,470)	(3,326)	(6,909)	(6,634)
Other income (expense), net	1,508	1,270	3,039	2,208
Loss before income taxes	(3,772)	(4,460)	(16,974)	(15,715)
Provision for income taxes	134	200	160	302
Net loss	$ (3,906)	$ (4,660)	$ (17,134)	$ (16,017)
Net loss per share, basic and diluted	$ (0.04)	$ (0.05)	$ (0.18)	$ (0.17)
Weighted-average number of common shares used in computing net loss per share, basic and diluted	92,558	93,643	93,406	93,180

CONDENSED CONSOLIDATED STATEM_2

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS (Unaudited) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2019	Jun. 30, 2018	Jun. 30, 2019	Jun. 30, 2018
Statement Of Income And Comprehensive Income [Abstract]
Net loss	$ (3,906)	$ (4,660)	$ (17,134)	$ (16,017)
Other comprehensive income (loss):
Foreign currency translation adjustments	15	(96)	45	(118)
Comprehensive loss	$ (3,891)	$ (4,756)	$ (17,089)	$ (16,135)

CONDENSED CONSOLIDATED STATEM_3

CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY (Unaudited) - USD ($) $ in Thousands	Total	Common Stock and Additional Paid-In Capital	Treasury Stock	Accumulated Other Comprehensive Loss	Accumulated Deficit
Beginning balances at Dec. 31, 2017	$ 398,041	$ 686,025		$ (700)	$ (287,285)
Other comprehensive income (loss)	(118)			(118)
Repurchase of common stock			$ (6,734)
Cumulative-effect of accounting change					105
Stock-based compensation		16,096
Exercise of employee stock options		2,659
Issuance of common stock, stock purchase plan		1,858
Payments for taxes related to net share settlement of equity awards		(8,242)
Retirement of treasury stock		(3,641)	6,734		(3,094)
Change in fair value of escrowed shares related to a services and data agreement		1,350
Net loss	(16,017)				(16,017)
Ending balance at Jun. 30, 2018	388,996	696,105		(818)	(306,291)
Beginning balances at Mar. 31, 2018	390,789	690,048		(722)	(298,537)
Other comprehensive income (loss)	(96)			(96)
Repurchase of common stock			(6,734)
Stock-based compensation		8,239
Exercise of employee stock options		984
Issuance of common stock, stock purchase plan		1,858
Payments for taxes related to net share settlement of equity awards		(1,383)
Retirement of treasury stock		(3,641)	6,734		(3,094)
Net loss	(4,660)				(4,660)
Ending balance at Jun. 30, 2018	388,996	696,105		(818)	(306,291)
Beginning balances at Dec. 31, 2018	380,087	703,023		(844)	(322,093)
Other comprehensive income (loss)	45			45
Repurchase of common stock			(70,946)
Stock-based compensation		16,329
Exercise of employee stock options		1,636
Issuance of common stock, stock purchase plan		1,427
Payments for taxes related to net share settlement of equity awards		(6,461)
Retirement of treasury stock		(50,288)	70,946		(20,658)
Net loss	(17,134)				(17,134)
Ending balance at Jun. 30, 2019	304,982	665,666		(799)	(359,885)
Beginning balances at Mar. 31, 2019	346,620	689,810		(814)	(342,376)
Other comprehensive income (loss)	15			15
Repurchase of common stock			(45,784)
Stock-based compensation		8,227
Exercise of employee stock options		193
Issuance of common stock, stock purchase plan		1,427
Payments for taxes related to net share settlement of equity awards		(1,810)
Retirement of treasury stock		(32,181)	$ 45,784		(13,603)
Net loss	(3,906)				(3,906)
Ending balance at Jun. 30, 2019	$ 304,982	$ 665,666		$ (799)	$ (359,885)

CONDENSED CONSOLIDATED STATEM_4

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2019	Jun. 30, 2018
Cash flows from operating activities:
Net loss	$ (17,134)	$ (16,017)
Adjustments to reconcile net loss to net cash provided by operating activities:
Depreciation and amortization	15,632	10,507
Stock-based compensation	16,084	16,035
Amortization of debt discount and issuance cost	5,150	4,883
Allowance for doubtful accounts	366	49
Deferred income taxes	160	302
Change in fair value of escrowed shares and contingent consideration, net	53	7,350
Other non-cash expenses	1,219	34
Changes in operating assets and liabilities:
Accounts receivable	3,368	(10,741)
Prepaid expenses and other current assets	(2,779)	(1,967)
Accounts payable and other current liabilities	3,349	(3,152)
Accrued compensation and benefits	(3,249)	(4,535)
Deferred revenues	1,616	1,109
Net cash provided by operating activities	23,835	3,857
Cash flows from investing activities:
Purchases of property and equipment	(4,729)	(2,327)
Purchase of intangible assets	(14,811)	(6,500)
Acquisitions, net of cash acquired		(20,947)
Purchases of short-term investments		(50,175)
Proceeds from maturities of short-term investment	20,738	59,902
Net cash provided by (used in) investing activities	1,198	(20,047)
Cash flows from financing activities:
Proceeds from issuances of common stock under stock plans	3,063	4,515
Payments for taxes related to net share settlement of equity awards	(6,461)	(8,240)
Repurchases and retirement of common stock under share repurchase program	(69,879)	(6,734)
Principal payments on promissory note and capital lease obligations	(229)	(156)
Net cash used in financing activities	(73,506)	(10,615)
Effect of exchange rates on cash and cash equivalents	23	6
Net decrease in cash and cash equivalents	(48,450)	(26,799)
Cash and cash equivalents at beginning of period	302,028	334,635
Cash and cash equivalents at end of period	253,578	307,836
Supplemental disclosures of cash flow information:
Cash paid for income taxes	119	87
Cash paid for interest	1,760	1,901
Supplemental disclosures of noncash investing and financing activities:
Fixed asset purchases not yet paid	355	$ 708
Repurchase of common stock not settled	$ 2,623

Description of Business

Description of Business	6 Months Ended
	Jun. 30, 2019
Organization Consolidation And Presentation Of Financial Statements [Abstract]
Description of Business	1. Description of Business Quotient Technology Inc. (together with its subsidiaries, the “Company”), is 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	6 Months Ended
	Jun. 30, 2019
Accounting Policies [Abstract]
Summary of Significant Accounting Policies	2. Summary of Significant Accounting Policies Basis of Presentation and Consolidation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“U.S. GAAP”) and applicable rules and regulations of the Securities and Exchange Commission (“SEC”) regarding interim financial reporting. Certain information and note disclosures normally included in the financial statements prepared in accordance with U.S. GAAP have been condensed or omitted pursuant to such rules and regulations. As such, the information included in this Quarterly Report on Form 10-Q should be read in conjunction with the audited consolidated financial statements and accompanying notes included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2018. The Company’s condensed consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries. All significant intercompany transactions and balances have been eliminated. The accompanying unaudited condensed consolidated financial statements reflect all normal recurring adjustments necessary to present fairly the financial position, results of operations, comprehensive loss, and cash flows for the interim periods, but are not necessarily indicative of the results of operations to be anticipated for the full year ending December 31, 2019 or for any other period. There have been no changes to the Company’s significant accounting policies described in the Annual Report on Form 10-K that have had a material impact on its condensed consolidated financial statements and related notes except for the adoption of the requirements of Accounting Standards Update ("ASU") No. 2016-02, Leases Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the amounts reported and disclosed in the Company’s condensed consolidated financial statements and accompanying notes. Such management estimates include, but are not limited to, revenue recognition, collectability of accounts receivable, coupon code sales return reserve, 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 condensed consolidated financial statements. Recently Issued Accounting Pronouncements Accounting Pronouncements Adopted Leases Topic 842: In February 2016, the Financial Accounting Standards Board (“FASB”) issued ASU 2016-02, Leases Topic 842 The Company adopted ASU 2016-02 in the first quarter of 2019 utilizing the modified retrospective transition method through a cumulative-effect adjustment at the beginning of the first quarter of 2019. The Company has elected certain practical expedients, which allows the Company not to reassess (i) whether any expired or existing contracts as of the adoption date are or contain a lease, (ii) lease classification for any expired or existing leases as of the adoption date and (iii) initial direct costs for any existing leases as of the adoption date. The Company has elected to account for lease and non-lease components as a single lease component. In addition, the Company has elected not to recognize right-of-use assets and liabilities for short-term leases with terms of twelve months or less. The adoption of ASU 2016-02 on January 1, 2019, resulted in the recognition of 1) right-of-use assets of $8.5 million, adjusted for deferred rent and lease incentives as of the adoption date, and 2) lease liabilities for operating leases of $11.5 million on its condensed consolidated balance sheet, with no material impact to its condensed consolidated statements of operations and cash flows. Refer to Note 13 for further information regarding the impact of adoption of the standard on the Company’s condensed consolidated financial statements. Revenue from Contracts with Customers Topic 606: In May 2014, FASB issued ASU 2014-09, Revenue from Contracts with Customers The Company adopted Topic 606 as of January 1, 2018, using the modified retrospective method. 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. 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. Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That is a Service Contract Topic 350: In August 2018, the FASB issued ASU No. 2018-15, Intangibles Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract Revenue Recognition The Company primarily generates revenue by providing digital promotions and media solutions to its customers and partners. Revenues are recognized when control of the promised goods or services is transferred to the Company’s customers, in an amount that reflects the consideration the Company expects to be entitled to in exchange for those goods or services. We determine revenue recognition through the following steps: • Identification of the contract, or contracts, with a customer • Identification of the performance obligations in the contract • Determination of the transaction price • Allocation of the transaction price to the performance obligations in the contract • Recognition of revenue when, or as, we satisfy a performance obligation Promotion Revenue The Company generates revenue from promotions, in which consumer packaged goods brands, or CPGs, pay the Company to deliver coupons to consumers through its network of publishers and retail partners. The Company generates revenues, as consumers select, activate, or redeem a coupon through its platform by either saving it to a retailer loyalty account for automatic digital redemption, or printing it for physical redemption at a retailer. The pricing for promotion arrangements generally includes both coupon setup fees and coupon transaction fees. Coupon setup fees are related to the creation of digital coupons and set up of the underlying campaign on Quotient’s proprietary platform for tracking of related activations or redemptions. The Company recognizes revenues related to coupon setup fees over time, proportionally, on a per transaction basis, using the number of authorized transactions per insertion order, commencing on the date of the first coupon transaction. Coupon transaction fees are generally determined on a per unit activation or per redemption basis, and are generally billed monthly. Insertion orders generally include a limit on the number of activations, or times consumers may select a coupon. Promotion revenues also include the Company’s Specialty Retail business, in which specialty stores including clothing, electronics, home improvement and others, offer coupon codes that the Company distributes. Each time a consumer makes a purchase using a coupon code, a transaction occurs and a distribution fee is generally paid to the Company. The Company generally generates revenues when a consumer makes a purchase using a coupon code from its platform and completion of the order is reported to the Company. In the same period that the Company recognizes revenues for the delivery of coupon codes, it also estimates and records a reserve, based upon historical experience, to provide for end-user cancelations or product returns which may not be reported until a subsequent date. 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. Accounts Receivables, Net of Allowance for Doubtful Accounts Trade and other receivables are included in accounts receivables and primarily comprised of trade receivables that are recorded at invoiced amounts and do not bear interest, net of an allowance for doubtful accounts. Other receivables included unbilled receivables related to digital promotions and media advertising contracts with customers. The Company generally does not require collateral and performs ongoing credit evaluations of its customers and maintains allowances for potential credit losses. The Company maintains an allowance for doubtful accounts based upon the expected collectability of its accounts receivable. The allowance is determined based upon specific account identification and historical experience of uncollectable accounts. The expectation of collectability is based on the Company’s review of credit profiles of customers, contractual terms and conditions, current economic trends, and historical payment experience. Deferred Revenues Deferred revenues consist of coupon setup fees, coupon transaction fees and digital media fees that are expected to be recognized upon coupon activations, or delivery of media impressions or clicks, which generally occur within the next twelve months. The Company records deferred revenues, including amounts which are refundable, when cash payments are received or become due in advance of the Company satisfying its performance obligations. The increase in the deferred revenue balance for the six months ended June 30, 2019 is primarily driven by cash payments received or due in advance of satisfying the Company’s performance obligations of $12.8 million, partially offset by $11.1 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, unaudited). The majority of the Company’s revenue is generated from sales in the United States. Three Months Ended June 30, Six Months Ended June 30, 2019 2018 2019 2018 Promotion $ 57,551 $ 60,912 $ 121,118 $ 124,695 Media 47,140 28,633 81,680 51,616 Total Revenue $ 104,691 $ 89,545 $ 202,798 $ 176,311 Practical Expedients and Exemptions The Company does not disclose the value of unsatisfied performance obligations for (i) contracts with an original expected length of one year or less and (ii) contracts for which it recognizes revenue for an amount where it has the right to invoice for services performed. Sales Commissions The Company generally incurs and expenses sales commissions upon recognition of revenue for related goods and services, which typically occurs within one year or less. Sales commissions earned related to revenues for initial contracts are commensurate with sales commissions related to renewal contracts. These costs are recorded within sales and marketing expenses on the condensed consolidated statements of operations.

Fair Value Measurements

Fair Value Measurements	6 Months Ended
	Jun. 30, 2019
Fair Value Disclosures [Abstract]
Fair Value Measurements	3. Fair Value Measurements The fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Fair value is estimated by applying the following hierarchy, which prioritizes the inputs used to measure fair value into three levels and bases the categorization within the hierarchy upon the lowest level of input that is available and significant to the fair value measurement: Level 1—Quoted prices (unadjusted) in active markets for identical assets or liabilities. Level 2—Observable inputs other than quoted prices in active markets for identical assets and liabilities, quoted prices for identical or similar assets or liabilities in inactive markets, or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. Level 3—Inputs that are generally unobservable and typically reflect management’s estimate of assumptions that market participants would use in pricing the asset or liability. Assets and Liabilities Measured at Fair Value on a Recurring Basis The Company’s fair value hierarchy for its financial assets and liabilities that are measured at fair value on a recurring basis are as follows (in thousands): June 30, 2019 Level 1 Level 2 Level 3 Total Assets: Cash equivalents: Money market funds $ 124,095 — — $ 124,095 U.S. Treasury Bills 41,075 — — 41,075 Total $ 165,170 $ — $ — $ 165,170 Liabilities: Contingent consideration related to acquisitions — — 29,016 29,016 Total $ — $ — $ 29,016 $ 29,016 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 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 June 30, 2019 and December 31, 2019 relates to the acquisitions of MLW Squared Inc. (“Ahalogy”) and Elevaate Ltd. (“Elevaate”) The fair values of contingent consideration are based on the expected achievement of certain revenue targets as defined under the acquisition agreements and were 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 acquisitions. The following table represents the change in the contingent consideration (in thousands): Three Months Ended June 30, 2019 Six Months Ended June 30, 2019 Elevaate Ahalogy Elevaate Ahalogy Level 3 Level 3 Level 3 Level 3 Balance at the beginning of period $ 7,133 $ 24,893 $ 6,121 $ 22,842 Change in fair value during the period (4,118 ) 1,108 (3,106 ) 3,159 Balance as of June 30, 2019 $ 3,015 $ 26,001 $ 3,015 $ 26,001 Three Months Ended June 30, 2018 Six Months Ended June 30, 2018 Ahalogy Crisp Ahalogy Crisp Level 3 Level 3 Level 3 Level 3 Balance at the beginning of period $ — $ 24,500 $ — $ 18,500 Addition related to acquisition 14,582 — 14,582 — Change in fair value during the period — — — 6,000 Transfers out of Level 3 — (24,500 ) — (24,500 ) Balance as of June 30, 2018 $ 14,582 $ — $ 14,582 $ — The Company recorded a benefit of $3.0 million and a charge of $0.1 million during the three and six months ended June 30, 2019, respectively, for the re-measurement of the fair values of contingent consideration related to acquisitions, as a component of operating expenses in the accompanying condensed consolidated statements of operations. The Company recorded no gains or losses due to the change in fair value of the contingent consideration The determination of contingent consideration related to the acquisition of Crisp Media, Inc. (“Crisp”) was settled during the six months ended June 30, 2018, during the six months ended June 30, 2018 Fair Value Measurements of Other Financial Instruments As of June 30, 2019 and December 31, 2018, the fair value of the Company’s 1.75% convertible senior notes due 2022 was $194.3 million and $187.5 million, respectively. The fair value was determined based on a quoted price of the convertible senior notes in an over-the-counter market on the last trading day of the reporting period. Accordingly, these convertible senior notes are classified within Level 2 in the fair value hierarchy. Refer to Note 8 for additional information related to the Company’s convertible debt. 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 June 30, 2019 and December 31, 2018, 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	6 Months Ended
	Jun. 30, 2019
Receivables [Abstract]
Allowance for Doubtful Accounts	4. Allowance for Doubtful Accounts The summary of activity in the allowance for doubtful accounts is as follows (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2019 2018 2019 2018 Balance at the beginning of period $ 1,331 $ 814 $ 1,200 $ 786 Bad debt expense (recovery) 234 (46 ) 366 49 Write-offs (184 ) — (185 ) (67 ) Balance at the end of period $ 1,381 $ 768 $ 1,381 $ 768

Balance Sheet Components

Balance Sheet Components	6 Months Ended
	Jun. 30, 2019
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): June 30, 2019 December 31, 2018 Software $ 40,582 $ 37,987 Computer equipment 25,145 23,986 Leasehold improvements 8,188 8,147 Furniture and fixtures 2,074 2,057 Total 75,989 72,177 Accumulated depreciation and amortization (62,784 ) (59,348 ) Projects in process 2,685 2,750 Total property and equipment, net $ 15,890 $ 15,579 Depreciation and amortization expense related to property and equipment was $1.9 million and $3.7 million for the three and six months ended June 30, 2019, respectively, and $1.9 million and $3.5 million for the three and six months ended June 30, 2018, respectively. The Company capitalized internal use software development and enhancement costs of $2.0 million and $3.0 million during the three and six months ended June 30, 2019, respectively, and $0.7 million and $1.6 million during the three and six months ended June 30, 2018, respectively. During the three and six months ended June 30, 2019, the Company had $0.6 million and $1.2 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, as compared to $0.4 million in each respective period, during the comparable period of 2018. The unamortized capitalized development costs were $7.8 million and $6.1 million as of June 30, 2019 and December 31, 2018, respectively. Accrued Compensation and Benefits Accrued compensation and benefits consist of the following (in thousands): June 30, 2019 December 31, 2018 Bonus $ 4,056 $ 5,997 Commissions 3,543 4,104 Payroll and related expenses 1,785 1,938 Vacation 466 359 Severance related to restructuring — 709 Total accrued compensation and benefits $ 9,850 $ 13,107 Other Current Liabilities Other current liabilities consist of the following (in thousands): June 30, 2019 December 31, 2018 Distribution fees $ 18,112 $ 15,389 Prefunded liability 5,309 5,131 Operating lease liabilities 3,819 — Marketing expenses 1,899 2,416 Traffic acquisition cost 704 2,417 Interest payable 282 282 Facility exit costs related to restructuring — 1,019 Liability related to purchased intangible asset — 14,500 Other 11,402 12,101 Total other current liabilities $ 41,527 $ 53,255

Acquisitions

Acquisitions	6 Months Ended
	Jun. 30, 2019
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 June 30, 2019. 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 and June 30, 2019, the contingent consideration’s fair value was determined to be zero using an option pricing model. The fair value of the contingent consideration is remeasured every reporting period. Acquisition of Ahalogy On June 1, 2018, the Company acquired all the outstanding shares of Ahalogy, an influencer marketing firm that delivers premium content across social media channels for CPG brands. The acquisition enhances the Company’s performance media solutions for CPGs and retailers, adding social media expertise and a roster of influencers. The total preliminary acquisition consideration of $36.4 million consisted of $21.8 million in cash and contingent consideration of up to $30.0 million payable in all cash with an estimated fair value of $14.6 million as of the acquisition date. The contingent consideration payout is based on Ahalogy achieving certain financial metrics between closing through December 31, 2019. At the date of acquisition, the contingent consideration’s fair value 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 June 30, 2019. The Elevaate, SavingStar and Ahalogy, transactions were each accounted for as a business combination. Accordingly, assets acquired and liabilities assumed were recorded at their estimated fair values as of the acquisition date when control was obtained. The Company expensed all transaction costs in the period in which they were incurred. The Company acquired various intangible assets resulting from these acquisitions, such as, customer relationships, vendor relationships, developed technologies and trade names. The fair value of the customer relationships was determined by using a discounted cash flow model. The fair value of the vendor relationships was determined by using a cost approach. The fair value of developed technologies was determined by using the relief from royalty method or the with-and-without method. The fair value of trade names was determined by using the relief from royalty method. The excess of the consideration paid over the fair value of the net tangible assets and liabilities and identifiable intangible assets acquired is recorded as goodwill. The goodwill arising from the acquisitions are largely attributable to the synergies expected to be realized. None of the goodwill recorded from the acquisitions will be deductible for income tax purposes. For each of these transactions, The following table summarizes the preliminary acquisition consideration and the related fair values of the assets acquired and liabilities assumed (in thousands): Purchase Consideration Net Tangible Assets Acquired/ (Liabilities Assumed) Identifiable Intangible Assets Goodwill Goodwill Deductible for Taxes (1) Acquisition Related Expenses Elevaate $ 13,346 $ (60 ) $ 3,781 $ 9,625 Not $ 549 SavingStar $ 7,485 $ (1,126 ) $ 2,577 $ 6,034 Not Deductible $ 419 Ahalogy $ 36,432 $ 2,196 $ 11,580 $ 22,656 Not Deductible $ 684 $ 57,263 $ 1,010 $ 17,938 Not Deductible $ 1,652 (1) Expensed as general and administrative The following 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) Developed technologies $ 3,307 5.0 $ 1,476 3.0 $ 3,100 4.0 Customer relationships 379 5.0 1,040 3.0 6,210 6.0 Trade names 95 3.0 61 1.5 650 4.0 Vendor relationships — — — — 1,620 2.0 Total identifiable intangible assets $ 3,781 $ 2,577 $ 11,580

Intangible Assets

Intangible Assets	6 Months Ended
	Jun. 30, 2019
Goodwill And Intangible Assets Disclosure [Abstract]
Intangible Assets	7. Intangible Assets The following table summarizes the gross carrying amount and accumulated amortization for the intangible assets (in thousands): June 30, 2019 Gross Accumulated Amortization Net Weighted Average Amortization Period (Years) Media service rights $ 34,684 $ (11,440 ) $ 23,244 2.7 Promotion service rights 29,548 (8,734 ) 20,814 4.6 Developed technologies 20,070 (10,538 ) 9,532 2.8 Customer relationships 19,290 (10,813 ) 8,477 4.3 Data access rights 10,801 (5,475 ) 5,326 2.8 Domain names 5,948 (5,468 ) 480 0.3 Trade names 2,573 (1,247 ) 1,326 2.3 Vendor relationships 2,510 (1,765 ) 745 0.9 Patents 975 (847 ) 128 3.2 Registered users 420 (386 ) 34 0.4 $ 126,819 $ (56,713 ) $ 70,106 3.3 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 As of June 30, 2019 and December 31, 2018, 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. 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 $6.0 million and $4.2 million during the three months ended June 30, 2019 and 2018, respectively, and $11.9 million and $7.0 million during the six months ended June 30, 2019 and 2018, respectively. Total 2019, remaining six months $ 11,306 2020 21,121 2021 15,206 2022 9,304 2023 4,949 2024 and beyond 812 Total estimated amortization expense $ 62,698

Debt Obligations

Debt Obligations	6 Months Ended
	Jun. 30, 2019
Debt Disclosure [Abstract]
Debt Obligations	8. Debt Obligations 2018 Convertible Senior Notes In November 2017, the Company issued and sold $200.0 million aggregate principal amount of 1.75% convertible senior notes due 2022 in a private placement to qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended, (the “notes”). The notes are unsecured obligations of the Company and bear interest at a fixed rate of 1.75% per annum, payable semi-annually in arrears on June 1 and December 1 of each year, commencing on June 1, 2018. The total net proceeds from the debt offering, after deducting transaction costs, were approximately $193.8 million. The conversion rate for the notes is initially 57.6037 shares of the Company’s common stock per $1,000 principal amount of notes, which is equivalent to an initial conversion price of approximately $17.36 per share of common stock, subject to adjustment upon the occurrence of specified events. Holders of the notes may convert their notes at their option at any time prior to the close of business on the business day immediately preceding September 1, 2022, only under the following circumstances: (1) during any calendar quarter commencing after the calendar quarter ending on March 31, 2018 (and only during such calendar quarter), if the last reported sale price of the Company’s common stock for at least 20 trading days (whether or not consecutive) during a period of 30 consecutive trading days ending on, and including, the last trading day of the immediately preceding calendar quarter is greater than or equal to 130% of the conversion price on each applicable trading day; (2) during the five-business day period after any five consecutive trading day period (the “measurement period”) in which the trading price per $1,000 principal amount of notes for each trading day of the measurement period was less than 98% of the product of the last reported sale price of the Company’s common stock and the conversion rate for the notes on each such trading day; (3) if the Company calls any or all of the notes for redemption, at any time prior to the close of business on the scheduled trading day immediately preceding the redemption date; or (4) upon the occurrence of specified corporate events. On or after September 1, 2022, holders may convert all or any portion of their notes at any time prior to the close of business on the scheduled trading day immediately preceding the maturity date regardless of the foregoing conditions. Upon conversion, the Company will pay or deliver, as the case may be, cash, shares of its common stock or a combination of cash and shares of its common stock, at its election. The Company intends to settle the principal amount of the notes with cash. The Company may not redeem the notes prior to December 5, 2020. It may redeem for cash all or any portion of the notes, at its option, on or after December 5, 2020 if the last reported sale price of its common stock has been at least 130% of the conversion price then in effect for at least 20 trading days (whether or not consecutive) during any 30 consecutive trading day period (including the last trading day of such period) ending not more than three trading days preceding the date on which it provides notice of redemption at a redemption price equal to 100% of the principal amount of the notes to be redeemed, plus accrued and unpaid interest to, but excluding, the redemption date. No sinking fund is provided for the notes. If the Company undergoes a fundamental change prior to the maturity date, holders may require the Company to repurchase for cash all or any portion of their notes at a fundamental change repurchase price equal to 100% of the principal amount of the notes to be repurchased, plus accrued and unpaid interest to, but excluding, the fundamental change repurchase date. In accounting for the issuance of the notes, the Company separated the notes into liability and equity components. The carrying amount of the liability component of $149.3 million was calculated by measuring the fair value of a similar debt instrument that does not have an associated convertible feature. The carrying amount of the equity component of $50.7 million, representing the conversion option, was determined by deducting the fair value of the liability component from the par value of the notes. The excess of the principal amount of the liability component over its carrying amount (“debt discount”) is amortized to interest expense over the term of the notes at an effective interest rate of 5.8%. The Company allocated the total debt issuance costs incurred of $6.2 million to the liability and equity components of the notes in proportion to the respective values. Issuance costs attributable to the liability component of $4.6 million are being amortized to interest expense using the effective interest method over the contractual terms of the notes. Issuance costs attributable to the equity component of $1.6 million were netted with the equity component in additional paid-in capital. The net carrying amount of the liability component of the notes recorded in convertible senior notes, net on the condensed consolidated balance sheets was as follows (in thousands): June 30, December 31, 2019 2018 Principal $ 200,000 $ 200,000 Unamortized debt discount (35,960 ) (40,650 ) Unamortized debt issuance costs (3,172 ) (3,631 ) Net carrying amount of the liability component $ 160,868 $ 155,719 The net carrying amount of the equity component of the notes recorded in additional paid-in capital on the condensed consolidated balance sheets was $49.1 million, net of debt issuance costs of $1.6 million as of June 30, 2019 and December 31, 2018. The following table sets forth the interest expense related to the notes recognized in interest expense on the condensed consolidated statements of operations (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2019 2018 2019 2018 Contractual interest expense $ 875 $ 875 $ 1,750 $ 1,750 Amortization of debt discount 2,362 2,228 4,690 4,425 Amortization of debt issuance costs 230 229 460 458 Total interest expense related to the Notes $ 3,467 $ 3,332 $ 6,900 $ 6,633

Stock-Based Compensation

Stock-Based Compensation	6 Months Ended
	Jun. 30, 2019
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract]
Stock-Based Compensation	9. Stock-based Compensation 2013 Equity Incentive Plan In October 2013, the Company adopted the 2013 Equity Incentive Plan (the “2013 Plan”), which became effective in March 2014 and serves as the successor to the Company’s 2006 Stock Plan (the “2006 Plan”). Pursuant to the 2013 Plan, 4,000,000 shares of common stock were initially reserved for grant, plus (1) any shares that were reserved and available for issuance under the 2006 Plan at the time the 2013 Plan became effective, (2) any shares that become available upon forfeiture or repurchase by the Company under the 2006 Plan and (3) any shares added to the 2013 Plan pursuant to the next paragraph. Under the 2013 Plan, the Company may grant stock options, stock appreciation rights, restricted stock and restricted stock units (“RSUs”), performance shares and units to employees, directors and consultants. The shares available will be increased at the beginning of each year by the lesser of (i) 4% of outstanding common stock on the last day of the immediately preceding year, or (ii) such number determined by the Board of Directors and subject to additional restrictions relating to the maximum number of shares issuable pursuant to incentive stock options. Under the 2013 Plan, both the ISOs and NSOs are granted at a price per share not less than 100% of the fair market value on the effective date of the grant. The Board of Directors determines the vesting period for each option award on the grant date, and the options generally expire 10 years from the grant date or such shorter term as may be determined by the Board of Directors. Stock Options The fair value of each option was estimated using the Black-Scholes model on the date of grant for the periods presented using the following assumptions: Six Months Ended June 30, 2019 2018 Expected life (in years) 6.02 6.02 Risk-free interest rate 2.66% 2.66% Volatility 50% 50% Dividend yield — — There were no option grants during the three months ended June 30, 2019 and 2018. The weighted-average grant date fair value of options was $5.01 and $6.59 per share during the six months ended June 30, 2019 and 2018, respectively. Restricted Stock Units and Performance-Based Restricted Stock Units The fair value of RSUs equals the market value of the Company’s common stock on the date of the grant. The RSUs are excluded from issued and outstanding shares until they are vested. A summary of the Company’s stock option and RSU award activity under the 2013 Plan is as follows: RSUs Outstanding Options Outstanding Shares Available for Grant Number of Shares Weighted Average Grant Date Fair Value Number of Shares Weighted Average Exercise Price Weighted Average Remaining Contractual Term (Years) Aggregate Intrinsic Value (in thousands) Balance as of December 31, 2018 6,497,353 4,904,161 $ 12.48 6,622,006 $ 12.12 5.96 $ 9,987 Increase in shares authorized 3,799,808 — — — — — — Options granted (1,317,926 ) — — 1,317,926 $ 9.96 — — Options exercised — — — (332,523 ) $ 4.92 — $ 2,065 Options canceled or expired 68,583 — — (68,583 ) $ 10.96 — — RSUs granted (2,643,610 ) 2,643,610 $ 10.01 — — — — RSUs vested — (1,754,901 ) $ 12.06 — — — — RSUs canceled or expired 377,914 (377,914 ) $ 12.02 — — — — RSUs vested and withheld for taxes 639,848 — — — — — — Balance as of June 30, 2019 7,421,970 5,414,956 $ 11.44 7,538,826 $ 12.07 6.47 $ 9,223 Vested and exercisable as of June 30, 2019 5,114,675 $ 12.53 5.36 $ 7,865 The aggregate intrinsic value disclosed in the table above is based on the difference between the exercise price of the options and the fair value of the Company’s common stock. The aggregate total fair value of options vested was $1.7 million and $1.6 million during the three months ended June 30, 2019 and 2018, respectively, and $3.0 million and $4.0 million during the six months ended June 30, 2019 and 2018, respectively. Employee Stock Purchase Plan The Company’s Board of Directors adopted the 2013 Employee Stock Purchase Plan (“ESPP”), which became effective in March 2014. Eligible employees can enroll and elect to contribute up to 15% of their base compensation through payroll withholdings in each offering period which is six months in duration, subject to certain limitations. The fair value of the option feature is estimated using the Black-Scholes model for the period presented based on the following assumptions: Three Months Ended June 30, Six Months Ended June 30, 2019 2018 2019 2018 Expected life (in years) 0.50 0.50 0.50 0.50 Risk-free interest rate 2.43% 2.09% 2.43% - 2.50% 1.42% - 2.09% Volatility 35% 40% 35% 40% Dividend yield — — — — As of June 30, 2019, a total of 1,310,299 shares of common stock were issued under the ESPP since inception of the plan. As of June 30, 2019, a total of 1,889,771 shares are available for issuance under the ESPP. Stock-based Compensation Expense The following table sets forth the total stock-based compensation expense resulting from stock options, RSUs and ESPP included in the Company’s condensed consolidated statements of operations (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2019 2018 2019 2018 Cost of revenues $ 562 $ 579 $ 1,164 $ 1,119 Sales and marketing 1,825 1,735 3,563 3,335 Research and development 1,073 1,862 2,439 3,689 General and administrative 4,576 4,063 8,918 7,892 Total stock-based compensation expense $ 8,036 $ 8,239 $ 16,084 $ 16,035 As of June 30, 2019, there was $69.1 million of unrecognized stock-based compensation expense, of which $13.6 million is related to stock options and ESPP shares and $55.5 million is related to RSUs. The total unrecognized stock-based compensation expense related to stock options and ESPP as of June 30, 2019 will be amortized over a weighted-average period of 2.70 years. The total unrecognized stock-based compensation expense related to RSUs as of June 30, 2019 will be amortized over a weighted-average period of 2.74 years. During the three months ended June 30, 2019 and 2018, the Company capitalized $0.1 million and zero, respectively, and $0.2 million and $0.1 million during the six months ended June 30, 2019 and 2018, respectively, of stock-based compensation expense in projects in process as part of property and equipment, net on the accompanying condensed consolidated balance sheets.

Common Stock Repurchase Program

Common Stock Repurchase Programs	6 Months Ended
	Jun. 30, 2019
Common Stock Repurchase Program [Abstract]
Common Stock Repurchase Programs	10. Common Stock Repurchase Programs The Board of Directors has approved programs for the Company to repurchase shares of its common stock. During May 2019, the active repurchase program (“2018 Program”) at that time expired. In April 2019, the Company’s Board of Directors authorized a one-year share repurchase program (“2019 Program”) for the Company to repurchase up to $60.0 million of its common stock from May 2019 through May 2020. During the six months ended June 30, 2019, the Company repurchased and retired 4,298,860 shares of its common stock for an aggregate of $45.8 million, under the 2018 and 2019 Programs. As of June 30, 2019, $14.5 million remained available for repurchases under the 2019 Program and was subsequently used to repurchase 1,278,500 shares of the Company’s common stock. As of July 16, 2019, the 2019 Program was terminated since the Company repurchased the maximum value in the 2019 Program. Stock repurchases may be made from time to time in open market transactions or privately negotiated transactions, and the Company may use a plan that is intended to meet the requirements of SEC Rule 10b5-1 to enable stock repurchases to occur during periods when the trading window would otherwise be closed.

Income Taxes

Income Taxes	6 Months Ended
	Jun. 30, 2019
Income Tax Disclosure [Abstract]
Income Taxes	11. Income Taxes The Company recorded a provision for income taxes of $0.1 million and $0.2 million during the three and six months ended June 30, 2019, respectively, and a provision for income taxes of $0.2 million and $0.3 million during the three and six months ended June 30, 2018, respectively. The provision for income taxes for the three and six months ended June 30, 2019 and 2018 was primarily attributable to the Company’s foreign operations and amortization of tax deductible goodwill from prior year acquisitions.

Net Loss Per Share

Net Loss Per Share	6 Months Ended
	Jun. 30, 2019
Earnings Per Share [Abstract]
Net Loss Per Share	12. Net Loss Per Share The computation of the Company’s basic and diluted net loss per share is as follows (in thousands, except per share data): Three Months Ended June 30, Six Months Ended June 30, 2019 2018 2019 2018 Net loss $ (3,906 ) $ (4,660 ) $ (17,134 ) $ (16,017 ) Weighted-average number of common shares used in computing net loss per share, basic and diluted 92,558 93,643 93,406 93,180 Net loss per share, basic and diluted $ (0.04 ) $ (0.05 ) $ (0.18 ) $ (0.17 ) The outstanding common equivalent shares excluded from the computation of the diluted net loss per share for the periods presented because including them would have been antidilutive are as follows (in thousands): Three and Six Months Ended June 30, 2019 2018 Stock options and ESPP 7,581 6,961 Restricted stock units 5,415 5,399 Shares held in escrow — 1,000 Shares related to convertible senior notes 11,521 11,521 24,517 24,881

Leases

Leases	6 Months Ended
	Jun. 30, 2019
Leases [Abstract]
Leases	13. Leases The Company has entered into operating leases primarily for office facilities. These leases have terms which typically range from 1 year to 5 years, and often include options to renew. These renewal terms can extend the lease term up to 6 years, and are included in the lease term when it is reasonably certain that the Company will exercise the option. Effective January 1, 2019, t Based on the present value of the lease payments for the remaining lease term of the Company's existing leases, the Company recognized 1) right-of-use assets of $8.5 million, adjusted for deferred rent and lease incentives as of the adoption date, and 2) lease liabilities for operating leases of $11.5 million on January 1, 2019. Operating lease right-of-use assets and liabilities commencing after January 1, 2019 are recognized at commencement date based on the present value of lease payments over the lease term. The Company has entered into short-term leases primarily for office facilities with an initial term of twelve months or less, and a professional sports team suite with a 20-year term, which it uses for sales and marketing purposes. The effective lease term for the professional sports team suite is based on the cumulative days available for use throughout the 20-year contractual term, which is less than twelve months and therefore is classified as a short-term lease. As of June 30, 2019, the Company’s lease commitment of $5.8 million, relating to the professional sports team suite, expires in 2034, and does not reflect short-term lease costs. These leases are not recorded on the Company's condensed consolidated balance sheet due to the accounting policy election as discussed under Note 2 to the condensed consolidated financial statements. All operating lease expense is recognized on a straight-line basis over the lease term . During the three and six months ended June 30, 2019, the Company recognized $0.9 million and $1.8 million, respectively, in total lease costs, which is comprised of $0.8 million and $1.6 million, respectively, in operating lease costs for right-of-use assets and $0.1 million and $0.2 million, respectively, in short-term lease costs related to short-term operating leases. Because the rate implicit in each lease is not readily determinable, the Company uses its incremental borrowing rate to determine the present value of the lease payments. The Company has certain contracts for office facilities which may contain lease and non-lease components which it has elected to be treat ed as a single lease component due to the accounting policy election as discussed under Note 2 to the condensed consolidated financial statements . Supplemental cash flow information related to operating leases was as follows (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2019 2018 Cash paid for operating lease liabilities $ 1,469 $ 2,817 Right-of-use assets obtained in exchange for lease obligations — 12,955 Supplemental balance sheet information related to operating leases was as follows (in thousands, except lease term and discount rate): June 30, 2019 Operating right-of-use assets reported as: Other assets $ 6,761 Operating lease liabilities reported as: Other current liabilities $ 3,819 Other non-current liabilities 6,699 Total operating lease liabilities $ 10,518 Weighted average remaining lease term (in years) 3.5 Weighted average discount rate 7.9 % Maturities of operating lease liabilities were as follows (in thousands): Operating Leases 2019, remaining six months $ 2,704 2020 3,541 2021 1,889 2022 1,572 2023 1,551 2024 and thereafter 910 Total lease payments $ 12,167 Less: Imputed Interest (1,649 ) Total $ 10,518

Commitments and Contingencies

Commitments and Contingencies	6 Months Ended
	Jun. 30, 2019
Commitments And Contingencies Disclosure [Abstract]
Commitments and Contingencies	14. Commitments and Contingencies Purchase Obligations The Company has unconditional purchase commitments, primarily related to software license fees and marketing services, of $9.7 million as of June 30, 2019. 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 June 30, 2019, the Company had a remaining balance of $0.2 million under the agreement, which is included in other current liabilities and other non-current liabilities on the condensed consolidated balance sheets. Indemnification In the normal course of business, to facilitate transactions related to the Company’s operations, the Company indemnifies certain parties, including CPGs, advertising agencies, retailers and other third parties. The Company has agreed to hold certain parties harmless against losses arising from claims of intellectual property infringement or other liabilities relating to or arising from our products or services or other contractual infringement. The term of these indemnity provisions generally survive termination or expiration of the applicable agreement. To date, the Company has not recorded any liabilities related to these agreements. Litigation In the ordinary course of business, the Company may be involved in lawsuits, claims, investigations, and proceedings consisting of intellectual property, commercial, employment, and other matters. The Company records a provision for these claims when it is both probable that a liability has been incurred and the amount of the loss, or a range of the potential loss, can be reasonably estimated. These provisions are reviewed regularly and adjusted to reflect the impacts of negotiations, settlements, rulings, advice of legal counsel, and other information or events pertaining to a particular case. In the event that one or more of these matters were to result in a claim against the Company, an adverse outcome, including a judgment or settlement, may cause a material adverse effect on the Company’s future business, operating results, or financial condition. The Company believes that liabilities associated with existing claims are remote, therefore the Company has not recorded any accrual for claims as of June 30, 2019 and December 31, 2018. The Company expenses legal fees in the period in which they are incurred.

Employee Benefit Plan

Employee Benefit Plan	6 Months Ended
	Jun. 30, 2019
Defined Contribution Pension And Other Postretirement Plans Disclosure [Abstract]
Employee Benefit Plan	15. Employee Benefit Plan The Company maintains a defined-contribution plan under Section 401(k) of the Internal Revenue Code. The 401(k) plan provides retirement benefits for eligible employees. Eligible employees may elect to contribute to the 401(k) plan. The Company provides a match of up to the lesser of 3% of each employee’s annual salary or $6,000, which vests immediately for employees with tenure of over a year. Previously, the Company’s 401(k) plan contributions vest over four years after continuous employment. The Company’s matching contribution expense was $0.1 million and $0.5 million during the three months ended June 30, 2019 and 2018, respectively and $0.8 million and $1.1 million during the six months ended June 30, 2019 and 2018, respectively.

Information About Geographic Ar

Information About Geographic Areas	6 Months Ended
	Jun. 30, 2019
Segments Geographical Areas [Abstract]
Information About Geographic Areas	16. Information About Geographic Areas Revenues generated outside of the United States were insignificant for all periods presented. Additionally, as the Company’s assets are primarily located in the United States, information regarding geographical location is not presented, as such amounts are immaterial to these condensed consolidated financial statements taken as a whole.

Summary of Significant Accoun_2

Summary of Significant Accounting Policies (Policies)	6 Months Ended
	Jun. 30, 2019
Accounting Policies [Abstract]
Basis of Presentation and Consolidation	Basis of Presentation and Consolidation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“U.S. GAAP”) and applicable rules and regulations of the Securities and Exchange Commission (“SEC”) regarding interim financial reporting. Certain information and note disclosures normally included in the financial statements prepared in accordance with U.S. GAAP have been condensed or omitted pursuant to such rules and regulations. As such, the information included in this Quarterly Report on Form 10-Q should be read in conjunction with the audited consolidated financial statements and accompanying notes included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2018. The Company’s condensed consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries. All significant intercompany transactions and balances have been eliminated. The accompanying unaudited condensed consolidated financial statements reflect all normal recurring adjustments necessary to present fairly the financial position, results of operations, comprehensive loss, and cash flows for the interim periods, but are not necessarily indicative of the results of operations to be anticipated for the full year ending December 31, 2019 or for any other period. There have been no changes to the Company’s significant accounting policies described in the Annual Report on Form 10-K that have had a material impact on its condensed consolidated financial statements and related notes except for the adoption of the requirements of Accounting Standards Update ("ASU") No. 2016-02, Leases
Use of Estimates	Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the amounts reported and disclosed in the Company’s condensed consolidated financial statements and accompanying notes. Such management estimates include, but are not limited to, revenue recognition, collectability of accounts receivable, coupon code sales return reserve, 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 condensed consolidated financial statements.
Recently Issued Accounting Pronouncements	Recently Issued Accounting Pronouncements Accounting Pronouncements Adopted Leases Topic 842: In February 2016, the Financial Accounting Standards Board (“FASB”) issued ASU 2016-02, Leases Topic 842 The Company adopted ASU 2016-02 in the first quarter of 2019 utilizing the modified retrospective transition method through a cumulative-effect adjustment at the beginning of the first quarter of 2019. The Company has elected certain practical expedients, which allows the Company not to reassess (i) whether any expired or existing contracts as of the adoption date are or contain a lease, (ii) lease classification for any expired or existing leases as of the adoption date and (iii) initial direct costs for any existing leases as of the adoption date. The Company has elected to account for lease and non-lease components as a single lease component. In addition, the Company has elected not to recognize right-of-use assets and liabilities for short-term leases with terms of twelve months or less. The adoption of ASU 2016-02 on January 1, 2019, resulted in the recognition of 1) right-of-use assets of $8.5 million, adjusted for deferred rent and lease incentives as of the adoption date, and 2) lease liabilities for operating leases of $11.5 million on its condensed consolidated balance sheet, with no material impact to its condensed consolidated statements of operations and cash flows. Refer to Note 13 for further information regarding the impact of adoption of the standard on the Company’s condensed consolidated financial statements. Revenue from Contracts with Customers Topic 606: In May 2014, FASB issued ASU 2014-09, Revenue from Contracts with Customers The Company adopted Topic 606 as of January 1, 2018, using the modified retrospective method. 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. 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. Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That is a Service Contract Topic 350: In August 2018, the FASB issued ASU No. 2018-15, Intangibles Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract
Revenue Recognition	Revenue Recognition The Company primarily generates revenue by providing digital promotions and media solutions to its customers and partners. Revenues are recognized when control of the promised goods or services is transferred to the Company’s customers, in an amount that reflects the consideration the Company expects to be entitled to in exchange for those goods or services. We determine revenue recognition through the following steps: • Identification of the contract, or contracts, with a customer • Identification of the performance obligations in the contract • Determination of the transaction price • Allocation of the transaction price to the performance obligations in the contract • Recognition of revenue when, or as, we satisfy a performance obligation
Promotion Revenue	Promotion Revenue The Company generates revenue from promotions, in which consumer packaged goods brands, or CPGs, pay the Company to deliver coupons to consumers through its network of publishers and retail partners. The Company generates revenues, as consumers select, activate, or redeem a coupon through its platform by either saving it to a retailer loyalty account for automatic digital redemption, or printing it for physical redemption at a retailer. The pricing for promotion arrangements generally includes both coupon setup fees and coupon transaction fees. Coupon setup fees are related to the creation of digital coupons and set up of the underlying campaign on Quotient’s proprietary platform for tracking of related activations or redemptions. The Company recognizes revenues related to coupon setup fees over time, proportionally, on a per transaction basis, using the number of authorized transactions per insertion order, commencing on the date of the first coupon transaction. Coupon transaction fees are generally determined on a per unit activation or per redemption basis, and are generally billed monthly. Insertion orders generally include a limit on the number of activations, or times consumers may select a coupon. Promotion revenues also include the Company’s Specialty Retail business, in which specialty stores including clothing, electronics, home improvement and others, offer coupon codes that the Company distributes. Each time a consumer makes a purchase using a coupon code, a transaction occurs and a distribution fee is generally paid to the Company. The Company generally generates revenues when a consumer makes a purchase using a coupon code from its platform and completion of the order is reported to the Company. In the same period that the Company recognizes revenues for the delivery of coupon codes, it also estimates and records a reserve, based upon historical experience, to provide for end-user cancelations or product returns which may not be reported until a subsequent date.
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.
Accounts Receivable, Net of Allowance for Doubtful Accounts	Accounts Receivables, Net of Allowance for Doubtful Accounts Trade and other receivables are included in accounts receivables and primarily comprised of trade receivables that are recorded at invoiced amounts and do not bear interest, net of an allowance for doubtful accounts. Other receivables included unbilled receivables related to digital promotions and media advertising contracts with customers. The Company generally does not require collateral and performs ongoing credit evaluations of its customers and maintains allowances for potential credit losses. The Company maintains an allowance for doubtful accounts based upon the expected collectability of its accounts receivable. The allowance is determined based upon specific account identification and historical experience of uncollectable accounts. The expectation of collectability is based on the Company’s review of credit profiles of customers, contractual terms and conditions, current economic trends, and historical payment experience.
Deferred Revenues	Deferred Revenues Deferred revenues consist of coupon setup fees, coupon transaction fees and digital media fees that are expected to be recognized upon coupon activations, or delivery of media impressions or clicks, which generally occur within the next twelve months. The Company records deferred revenues, including amounts which are refundable, when cash payments are received or become due in advance of the Company satisfying its performance obligations. The increase in the deferred revenue balance for the six months ended June 30, 2019 is primarily driven by cash payments received or due in advance of satisfying the Company’s performance obligations of $12.8 million, partially offset by $11.1 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, unaudited). The majority of the Company’s revenue is generated from sales in the United States. Three Months Ended June 30, Six Months Ended June 30, 2019 2018 2019 2018 Promotion $ 57,551 $ 60,912 $ 121,118 $ 124,695 Media 47,140 28,633 81,680 51,616 Total Revenue $ 104,691 $ 89,545 $ 202,798 $ 176,311
Disaggregated Revenue	Disaggregated Revenue The following table presents the Company’s revenues disaggregated by type of services (in thousands, unaudited). The majority of the Company’s revenue is generated from sales in the United States. Three Months Ended June 30, Six Months Ended June 30, 2019 2018 2019 2018 Promotion $ 57,551 $ 60,912 $ 121,118 $ 124,695 Media 47,140 28,633 81,680 51,616 Total Revenue $ 104,691 $ 89,545 $ 202,798 $ 176,311
Practical Expedients and Exemptions	Practical Expedients and Exemptions The Company does not disclose the value of unsatisfied performance obligations for (i) contracts with an original expected length of one year or less and (ii) contracts for which it recognizes revenue for an amount where it has the right to invoice for services performed.
Sales Commissions	Sales Commissions The Company generally incurs and expenses sales commissions upon recognition of revenue for related goods and services, which typically occurs within one year or less. Sales commissions earned related to revenues for initial contracts are commensurate with sales commissions related to renewal contracts. These costs are recorded within sales and marketing expenses on the condensed consolidated statements of operations.

Summary of Significant Accoun_3

Summary of Significant Accounting Policies (Tables)	6 Months Ended
	Jun. 30, 2019
Accounting Policies [Abstract]
Summary of Revenues Disaggregated by Type of Services	The following table presents the Company’s revenues disaggregated by type of services (in thousands, unaudited). The majority of the Company’s revenue is generated from sales in the United States. Three Months Ended June 30, Six Months Ended June 30, 2019 2018 2019 2018 Promotion $ 57,551 $ 60,912 $ 121,118 $ 124,695 Media 47,140 28,633 81,680 51,616 Total Revenue $ 104,691 $ 89,545 $ 202,798 $ 176,311

Fair Value Measurements (Tables

Fair Value Measurements (Tables)	6 Months Ended
	Jun. 30, 2019
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): June 30, 2019 Level 1 Level 2 Level 3 Total Assets: Cash equivalents: Money market funds $ 124,095 — — $ 124,095 U.S. Treasury Bills 41,075 — — 41,075 Total $ 165,170 $ — $ — $ 165,170 Liabilities: Contingent consideration related to acquisitions — — 29,016 29,016 Total $ — $ — $ 29,016 $ 29,016 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
Summary of Changes in Contingent Consideration	The following table represents the change in the contingent consideration (in thousands): Three Months Ended June 30, 2019 Six Months Ended June 30, 2019 Elevaate Ahalogy Elevaate Ahalogy Level 3 Level 3 Level 3 Level 3 Balance at the beginning of period $ 7,133 $ 24,893 $ 6,121 $ 22,842 Change in fair value during the period (4,118 ) 1,108 (3,106 ) 3,159 Balance as of June 30, 2019 $ 3,015 $ 26,001 $ 3,015 $ 26,001 Three Months Ended June 30, 2018 Six Months Ended June 30, 2018 Ahalogy Crisp Ahalogy Crisp Level 3 Level 3 Level 3 Level 3 Balance at the beginning of period $ — $ 24,500 $ — $ 18,500 Addition related to acquisition 14,582 — 14,582 — Change in fair value during the period — — — 6,000 Transfers out of Level 3 — (24,500 ) — (24,500 ) Balance as of June 30, 2018 $ 14,582 $ — $ 14,582 $ —

Allowance for Doubtful Accoun_2

Allowance for Doubtful Accounts (Tables)	6 Months Ended
	Jun. 30, 2019
Receivables [Abstract]
Summary of Activity in Allowance for Doubtful Accounts	The summary of activity in the allowance for doubtful accounts is as follows (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2019 2018 2019 2018 Balance at the beginning of period $ 1,331 $ 814 $ 1,200 $ 786 Bad debt expense (recovery) 234 (46 ) 366 49 Write-offs (184 ) — (185 ) (67 ) Balance at the end of period $ 1,381 $ 768 $ 1,381 $ 768

Balance Sheet Components (Table

Balance Sheet Components (Tables)	6 Months Ended
	Jun. 30, 2019
Balance Sheet Related Disclosures [Abstract]
Property and Equipment, Net	Property and equipment consist of the following (in thousands): June 30, 2019 December 31, 2018 Software $ 40,582 $ 37,987 Computer equipment 25,145 23,986 Leasehold improvements 8,188 8,147 Furniture and fixtures 2,074 2,057 Total 75,989 72,177 Accumulated depreciation and amortization (62,784 ) (59,348 ) Projects in process 2,685 2,750 Total property and equipment, net $ 15,890 $ 15,579
Accrued Compensation and Benefits	Accrued compensation and benefits consist of the following (in thousands): June 30, 2019 December 31, 2018 Bonus $ 4,056 $ 5,997 Commissions 3,543 4,104 Payroll and related expenses 1,785 1,938 Vacation 466 359 Severance related to restructuring — 709 Total accrued compensation and benefits $ 9,850 $ 13,107
Other Current Liabilities	Other current liabilities consist of the following (in thousands): June 30, 2019 December 31, 2018 Distribution fees $ 18,112 $ 15,389 Prefunded liability 5,309 5,131 Operating lease liabilities 3,819 — Marketing expenses 1,899 2,416 Traffic acquisition cost 704 2,417 Interest payable 282 282 Facility exit costs related to restructuring — 1,019 Liability related to purchased intangible asset — 14,500 Other 11,402 12,101 Total other current liabilities $ 41,527 $ 53,255

Acquisitions (Tables)

Acquisitions (Tables)	6 Months Ended
	Jun. 30, 2019
Business Combinations [Abstract]
Summary of Preliminary Acquisition Consideration and the Related Fair Values of Assets Acquired and Liabilities Assumed	The following table summarizes the preliminary acquisition consideration and the related fair values of the assets acquired and liabilities assumed (in thousands): Purchase Consideration Net Tangible Assets Acquired/ (Liabilities Assumed) Identifiable Intangible Assets Goodwill Goodwill Deductible for Taxes (1) Acquisition Related Expenses Elevaate $ 13,346 $ (60 ) $ 3,781 $ 9,625 Not $ 549 SavingStar $ 7,485 $ (1,126 ) $ 2,577 $ 6,034 Not Deductible $ 419 Ahalogy $ 36,432 $ 2,196 $ 11,580 $ 22,656 Not Deductible $ 684 $ 57,263 $ 1,010 $ 17,938 Not Deductible $ 1,652 (1) Expensed as general and administrative
Component of Identifiable Intangible Assets	The following sets forth each component of identifiable intangible assets acquired in connection with the acquisitions (in thousands): Elevaate Estimated Useful Life (in Years) SavingStar Estimated Useful Life (in Years) Ahalogy Estimated Useful Life (in Years) Developed technologies $ 3,307 5.0 $ 1,476 3.0 $ 3,100 4.0 Customer relationships 379 5.0 1,040 3.0 6,210 6.0 Trade names 95 3.0 61 1.5 650 4.0 Vendor relationships — — — — 1,620 2.0 Total identifiable intangible assets $ 3,781 $ 2,577 $ 11,580

Intangible Assets (Tables)

Intangible Assets (Tables)	6 Months Ended
	Jun. 30, 2019
Goodwill And Intangible Assets Disclosure [Abstract]
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): June 30, 2019 Gross Accumulated Amortization Net Weighted Average Amortization Period (Years) Media service rights $ 34,684 $ (11,440 ) $ 23,244 2.7 Promotion service rights 29,548 (8,734 ) 20,814 4.6 Developed technologies 20,070 (10,538 ) 9,532 2.8 Customer relationships 19,290 (10,813 ) 8,477 4.3 Data access rights 10,801 (5,475 ) 5,326 2.8 Domain names 5,948 (5,468 ) 480 0.3 Trade names 2,573 (1,247 ) 1,326 2.3 Vendor relationships 2,510 (1,765 ) 745 0.9 Patents 975 (847 ) 128 3.2 Registered users 420 (386 ) 34 0.4 $ 126,819 $ (56,713 ) $ 70,106 3.3 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
Estimated Amortization of Intangible Assets	Total 2019, remaining six months $ 11,306 2020 21,121 2021 15,206 2022 9,304 2023 4,949 2024 and beyond 812 Total estimated amortization expense $ 62,698

Debt Obligations (Tables)

Debt Obligations (Tables)	6 Months Ended
	Jun. 30, 2019
Debt Disclosure [Abstract]
Schedule of Net Carrying Amount of Liability Component	The net carrying amount of the liability component of the notes recorded in convertible senior notes, net on the condensed consolidated balance sheets was as follows (in thousands): June 30, December 31, 2019 2018 Principal $ 200,000 $ 200,000 Unamortized debt discount (35,960 ) (40,650 ) Unamortized debt issuance costs (3,172 ) (3,631 ) Net carrying amount of the liability component $ 160,868 $ 155,719
Schedule Of Interest Expense	The following table sets forth the interest expense related to the notes recognized in interest expense on the condensed consolidated statements of operations (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2019 2018 2019 2018 Contractual interest expense $ 875 $ 875 $ 1,750 $ 1,750 Amortization of debt discount 2,362 2,228 4,690 4,425 Amortization of debt issuance costs 230 229 460 458 Total interest expense related to the Notes $ 3,467 $ 3,332 $ 6,900 $ 6,633

Stock-Based Compensation (Table

Stock-Based Compensation (Tables)	6 Months Ended
	Jun. 30, 2019
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract]
Summary of Assumptions Used to Estimate the Fair Value of Stock Options	The fair value of each option was estimated using the Black-Scholes model on the date of grant for the periods presented using the following assumptions: Six Months Ended June 30, 2019 2018 Expected life (in years) 6.02 6.02 Risk-free interest rate 2.66% 2.66% Volatility 50% 50% Dividend yield — —
Summary of Stock Option and Restricted Stock Units Award Activity	A summary of the Company’s stock option and RSU award activity under the 2013 Plan is as follows: RSUs Outstanding Options Outstanding Shares Available for Grant Number of Shares Weighted Average Grant Date Fair Value Number of Shares Weighted Average Exercise Price Weighted Average Remaining Contractual Term (Years) Aggregate Intrinsic Value (in thousands) Balance as of December 31, 2018 6,497,353 4,904,161 $ 12.48 6,622,006 $ 12.12 5.96 $ 9,987 Increase in shares authorized 3,799,808 — — — — — — Options granted (1,317,926 ) — — 1,317,926 $ 9.96 — — Options exercised — — — (332,523 ) $ 4.92 — $ 2,065 Options canceled or expired 68,583 — — (68,583 ) $ 10.96 — — RSUs granted (2,643,610 ) 2,643,610 $ 10.01 — — — — RSUs vested — (1,754,901 ) $ 12.06 — — — — RSUs canceled or expired 377,914 (377,914 ) $ 12.02 — — — — RSUs vested and withheld for taxes 639,848 — — — — — — Balance as of June 30, 2019 7,421,970 5,414,956 $ 11.44 7,538,826 $ 12.07 6.47 $ 9,223 Vested and exercisable as of June 30, 2019 5,114,675 $ 12.53 5.36 $ 7,865
Summary of Assumptions Used to Estimate the Fair Value of Employee Stock Purchase Plan	The fair value of the option feature is estimated using the Black-Scholes model for the period presented based on the following assumptions: Three Months Ended June 30, Six Months Ended June 30, 2019 2018 2019 2018 Expected life (in years) 0.50 0.50 0.50 0.50 Risk-free interest rate 2.43% 2.09% 2.43% - 2.50% 1.42% - 2.09% Volatility 35% 40% 35% 40% Dividend yield — — — —
Schedule of Stock Based Compensation Expense	The following table sets forth the total stock-based compensation expense resulting from stock options, RSUs and ESPP included in the Company’s condensed consolidated statements of operations (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2019 2018 2019 2018 Cost of revenues $ 562 $ 579 $ 1,164 $ 1,119 Sales and marketing 1,825 1,735 3,563 3,335 Research and development 1,073 1,862 2,439 3,689 General and administrative 4,576 4,063 8,918 7,892 Total stock-based compensation expense $ 8,036 $ 8,239 $ 16,084 $ 16,035

Net Loss Per Share (Tables)

Net Loss Per Share (Tables)	6 Months Ended
	Jun. 30, 2019
Earnings Per Share [Abstract]
Schedule of Computation of Basic and Diluted Net Loss Per Share	The computation of the Company’s basic and diluted net loss per share is as follows (in thousands, except per share data): Three Months Ended June 30, Six Months Ended June 30, 2019 2018 2019 2018 Net loss $ (3,906 ) $ (4,660 ) $ (17,134 ) $ (16,017 ) Weighted-average number of common shares used in computing net loss per share, basic and diluted 92,558 93,643 93,406 93,180 Net loss per share, basic and diluted $ (0.04 ) $ (0.05 ) $ (0.18 ) $ (0.17 )
Schedule of Outstanding Common Equivalent Shares Excluded from Computation of Diluted Net Loss Per Share	The outstanding common equivalent shares excluded from the computation of the diluted net loss per share for the periods presented because including them would have been antidilutive are as follows (in thousands): Three and Six Months Ended June 30, 2019 2018 Stock options and ESPP 7,581 6,961 Restricted stock units 5,415 5,399 Shares held in escrow — 1,000 Shares related to convertible senior notes 11,521 11,521 24,517 24,881

Leases (Tables)

Leases (Tables)	6 Months Ended
	Jun. 30, 2019
Leases [Abstract]
Schedule of Supplemental Cash Flow Information Related to Operating Leases	Supplemental cash flow information related to operating leases was as follows (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2019 2018 Cash paid for operating lease liabilities $ 1,469 $ 2,817 Right-of-use assets obtained in exchange for lease obligations — 12,955
Supplemental Balance Sheet Information Related to Operating Leases	Supplemental balance sheet information related to operating leases was as follows (in thousands, except lease term and discount rate): June 30, 2019 Operating right-of-use assets reported as: Other assets $ 6,761 Operating lease liabilities reported as: Other current liabilities $ 3,819 Other non-current liabilities 6,699 Total operating lease liabilities $ 10,518 Weighted average remaining lease term (in years) 3.5 Weighted average discount rate 7.9 %
Maturities of Operating Lease Liabilities	Maturities of operating lease liabilities were as follows (in thousands): Operating Leases 2019, remaining six months $ 2,704 2020 3,541 2021 1,889 2022 1,572 2023 1,551 2024 and thereafter 910 Total lease payments $ 12,167 Less: Imputed Interest (1,649 ) Total $ 10,518

Summary of Significant Accoun_4

Summary of Significant Accounting Policies - Additional Information (Details) - USD ($) $ in Thousands	6 Months Ended		12 Months Ended
	Jun. 30, 2019	Jun. 30, 2018	Dec. 31, 2018	Jan. 01, 2019	Jan. 01, 2018
Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items]
Operating lease, right-of-use asset	$ 6,761			$ 8,500
Operating lease, liability	10,518			$ 11,500
Deferred revenue due to performance obligations	1,616	$ 1,109
ASU 2016-02
Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items]
Operating lease, right-of-use asset	8,500
Operating lease, liability	11,500
ASU 2014-09
Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items]
Impact to revenues due to adoption of new standard			$ 1,000
Deferred revenue, revenue recognized	11,100
Deferred revenue due to performance obligations	$ 12,800
ASU 2014-09 | Retained Earnings
Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items]
Cumulative effect adjustment to retained earnings					$ 100

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		6 Months Ended
	Jun. 30, 2019	Jun. 30, 2018	Jun. 30, 2019	Jun. 30, 2018
Disaggregation Of Revenue [Line Items]
Total Revenue	$ 104,691	$ 89,545	$ 202,798	$ 176,311
Promotion
Disaggregation Of Revenue [Line Items]
Total Revenue	57,551	60,912	121,118	124,695
Media
Disaggregation Of Revenue [Line Items]
Total Revenue	$ 47,140	$ 28,633	$ 81,680	$ 51,616

Fair Value Measurements - Finan

Fair Value Measurements - Financial Assets and Liabilities Measured at Fair Value on Recurring Basis (Details) - USD ($) $ in Thousands	Jun. 30, 2019	Dec. 31, 2018
Assets:
Assets fair value	$ 165,170	$ 182,934
Liabilities:
Liabilities fair value	29,016	28,963
Contingent Consideration
Liabilities:
Liabilities fair value	29,016	28,963
Cash Equivalents | Money Market Funds
Assets:
Assets fair value	124,095	142,507
Cash Equivalents | U.S. Treasury Bills
Assets:
Assets fair value	41,075	19,689
Short-term Investments | Certificate of Deposit
Assets:
Assets fair value		20,738
Level 1
Assets:
Assets fair value	165,170	162,196
Level 1 | Cash Equivalents | Money Market Funds
Assets:
Assets fair value	124,095	142,507
Level 1 | Cash Equivalents | U.S. Treasury Bills
Assets:
Assets fair value	41,075	19,689
Level 2
Assets:
Assets fair value		20,738
Level 2 | Short-term Investments | Certificate of Deposit
Assets:
Assets fair value		20,738
Level 3
Liabilities:
Liabilities fair value	29,016	28,963
Level 3 | Contingent Consideration
Liabilities:
Liabilities fair value	$ 29,016	$ 28,963

Fair Value Measurements - Addit

Fair Value Measurements - Additional Information (Details) - USD ($)	3 Months Ended		6 Months Ended
	Jun. 30, 2019	Jun. 30, 2018	Jun. 30, 2019	Jun. 30, 2018	Dec. 31, 2018	Nov. 30, 2017
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Charge (benefit) related to changes in fair value of contingent consideration	$ (3,000,000)	$ 0	$ 100,000	$ 6,000,000
Assets fair value	165,170,000		165,170,000		$ 182,934,000
Liabilities fair value	29,016,000		29,016,000		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
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	$ 194,300,000		$ 194,300,000		$ 187,500,000
Debt instrument fixed interest rate per annum	1.75%		1.75%		1.75%
Money Market Funds
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Fixed net asset value	$ 1		$ 1

Fair Value Measurements - Summa

Fair Value Measurements - Summary of Changes in Contingent Consideration (Details) - Level 3 - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2019	Jun. 30, 2018	Jun. 30, 2019	Jun. 30, 2018
Elevaate
Fair Value Liabilities Measured On Recurring Basis Unobservable Input Reconciliation [Line Items]
Balance at the beginning of period	$ 7,133		$ 6,121
Change in fair value during the period	(4,118)		(3,106)
Balance at the end of period	3,015		3,015
Ahalogy
Fair Value Liabilities Measured On Recurring Basis Unobservable Input Reconciliation [Line Items]
Balance at the beginning of period	24,893		22,842
Addition related to acquisition		$ 14,582		$ 14,582
Change in fair value during the period	1,108		3,159
Balance at the end of period	$ 26,001	14,582	$ 26,001	14,582
Crisp Media, Inc
Fair Value Liabilities Measured On Recurring Basis Unobservable Input Reconciliation [Line Items]
Balance at the beginning of period		24,500		18,500
Change in fair value during the period				6,000
Transfers out of Level 3		$ (24,500)		$ (24,500)

Allowance for Doubtful Accoun_3

Allowance for Doubtful Accounts - Summary of Activity in Allowance for Doubtful Accounts (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2019	Jun. 30, 2018	Jun. 30, 2019	Jun. 30, 2018
Receivables [Abstract]
Balance at the beginning of period	$ 1,331	$ 814	$ 1,200	$ 786
Bad debt expense (recovery)	234	(46)	366	49
Write-offs	(184)		(185)	(67)
Balance at the end of period	$ 1,381	$ 768	$ 1,381	$ 768

Balance Sheet Components - Prop

Balance Sheet Components - Property and Equipment, Net (Details) - USD ($) $ in Thousands	Jun. 30, 2019	Dec. 31, 2018
Property Plant And Equipment [Line Items]
Property and equipment, Total	$ 75,989	$ 72,177
Accumulated depreciation and amortization	(62,784)	(59,348)
Projects in process	2,685	2,750
Total property and equipment, net	15,890	15,579
Software
Property Plant And Equipment [Line Items]
Property and equipment, Total	40,582	37,987
Computer Equipment
Property Plant And Equipment [Line Items]
Property and equipment, Total	25,145	23,986
Leasehold Improvements
Property Plant And Equipment [Line Items]
Property and equipment, Total	8,188	8,147
Furniture and Fixtures
Property Plant And Equipment [Line Items]
Property and equipment, Total	$ 2,074	$ 2,057

Balance Sheet Components - Addi

Balance Sheet Components - Additional Information (Details) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2019	Jun. 30, 2018	Jun. 30, 2019	Jun. 30, 2018	Dec. 31, 2018
Property Plant And Equipment [Abstract]
Depreciation	$ 1.9	$ 1.9	$ 3.7	$ 3.5
Capitalized costs	2	0.7	3	1.6
Amortization expense	0.6	$ 0.4	1.2	$ 0.4
Unamortized costs	$ 7.8		$ 7.8		$ 6.1

Balance Sheet Components - Accr

Balance Sheet Components - Accrued Compensation and Benefits (Details) - USD ($) $ in Thousands	Jun. 30, 2019	Dec. 31, 2018
Payables And Accruals [Abstract]
Bonus	$ 4,056	$ 5,997
Commissions	3,543	4,104
Payroll and related expenses	1,785	1,938
Vacation	466	359
Severance related to restructuring		709
Total accrued compensation and benefits	$ 9,850	$ 13,107

Balance Sheet Components - Othe

Balance Sheet Components - Other Current Liabilities (Details) - USD ($) $ in Thousands	Jun. 30, 2019	Dec. 31, 2018
Payables And Accruals [Abstract]
Distribution fees	$ 18,112	$ 15,389
Prefunded liability	5,309	5,131
Operating lease liabilities	3,819
Marketing expenses	1,899	2,416
Traffic acquisition cost	704	2,417
Interest payable	282	282
Facility exit costs related to restructuring		1,019
Liability related to purchased intangible asset		14,500
Other	11,402	12,101
Total other current liabilities	$ 41,527	$ 53,255

Acquisitions - Additional Infor

Acquisitions - Additional Information (Details) - USD ($)	Oct. 26, 2018	Aug. 27, 2018	Jun. 01, 2018	Jun. 30, 2019	Dec. 31, 2018
Business Acquisition [Line Items]
Contingent consideration, fair value				$ 3,015,000	$ 28,963,000
Goodwill deductible for income tax purposes				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
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

Acquisitions - Summary of Preli

Acquisitions - Summary of Preliminary Acquisition Consideration and the Related Fair Values of Assets Acquired and Liabilities Assumed (Details) - USD ($) $ in Thousands	Oct. 26, 2018	Aug. 27, 2018	Jun. 01, 2018	Mar. 31, 2019
Business Acquisition [Line Items]
Purchase Consideration				$ 57,263
Net Tangible Assets Acquired/ (Liabilities Assumed)				1,010
Identifiable Intangible Assets				$ 17,938
Goodwill Deductible for Taxes				Not Deductible
Acquisition Related Expenses				$ 1,652
Elevaate
Business Acquisition [Line Items]
Purchase Consideration	$ 13,346
Net Tangible Assets Acquired/ (Liabilities Assumed)	(60)
Identifiable Intangible Assets	3,781
Goodwill	$ 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
Goodwill Deductible for Taxes		Not Deductible
Acquisition Related Expenses		$ 419
Ahalogy
Business Acquisition [Line Items]
Purchase Consideration			$ 36,432
Net Tangible Assets Acquired/ (Liabilities Assumed)			2,196
Identifiable Intangible Assets			11,580
Goodwill			$ 22,656
Goodwill Deductible for Taxes			Not Deductible
Acquisition Related Expenses			$ 684

Acquisitions - Component of Ide

Acquisitions - Component of Identifiable Intangible Assets (Details) - USD ($) $ in Thousands	Oct. 26, 2018	Aug. 27, 2018	Jun. 01, 2018	Mar. 31, 2019
Acquired Finite Lived Intangible Assets [Line Items]
Identifiable intangible assets				$ 17,938
Elevaate
Acquired Finite Lived Intangible Assets [Line Items]
Identifiable intangible assets	$ 3,781
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 | 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 | 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 | 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

Intangible Assets - Summary of

Intangible Assets - Summary of Gross Carrying Amount and Accumulated Amortization for Intangible Assets Intangible Assets (Details) - USD ($) $ in Thousands	6 Months Ended	12 Months Ended
	Jun. 30, 2019	Dec. 31, 2018
Finite Lived Intangible Assets [Line Items]
Gross	$ 126,819	$ 126,555
Accumulated Amortization	(56,713)	(44,831)
Net	$ 70,106	$ 81,724
Weighted Average Amortization Period (Years)	3 years 3 months 18 days	3 years 8 months 12 days
Media Service Rights
Finite Lived Intangible Assets [Line Items]
Gross	$ 34,684	$ 34,476
Accumulated Amortization	(11,440)	(6,838)
Net	$ 23,244	$ 27,638
Weighted Average Amortization Period (Years)	2 years 8 months 12 days	3 years 2 months 12 days
Promotion Service Rights
Finite Lived Intangible Assets [Line Items]
Gross	$ 29,548	$ 29,492
Accumulated Amortization	(8,734)	(7,248)
Net	$ 20,814	$ 22,244
Weighted Average Amortization Period (Years)	4 years 7 months 6 days	5 years 1 month 6 days
Developed Technologies
Finite Lived Intangible Assets [Line Items]
Gross	$ 20,070	$ 20,070
Accumulated Amortization	(10,538)	(8,353)
Net	$ 9,532	$ 11,717
Weighted Average Amortization Period (Years)	2 years 9 months 18 days	3 years 2 months 12 days
Customer Relationships
Finite Lived Intangible Assets [Line Items]
Gross	$ 19,290	$ 19,290
Accumulated Amortization	(10,813)	(9,145)
Net	$ 8,477	$ 10,145
Weighted Average Amortization Period (Years)	4 years 3 months 18 days	4 years 6 months
Data Access Rights
Finite Lived Intangible Assets [Line Items]
Gross	$ 10,801	$ 10,801
Accumulated Amortization	(5,475)	(4,544)
Net	$ 5,326	$ 6,257
Weighted Average Amortization Period (Years)	2 years 9 months 18 days	3 years 3 months 18 days
Domain Names
Finite Lived Intangible Assets [Line Items]
Gross	$ 5,948	$ 5,948
Accumulated Amortization	(5,468)	(5,260)
Net	$ 480	$ 688
Weighted Average Amortization Period (Years)	3 months 18 days	6 months
Trade Names
Finite Lived Intangible Assets [Line Items]
Gross	$ 2,573	$ 2,573
Accumulated Amortization	(1,247)	(923)
Net	$ 1,326	$ 1,650
Weighted Average Amortization Period (Years)	2 years 3 months 18 days	2 years 8 months 12 days
Vendor Relationships
Finite Lived Intangible Assets [Line Items]
Gross	$ 2,510	$ 2,510
Accumulated Amortization	(1,765)	(1,364)
Net	$ 745	$ 1,146
Weighted Average Amortization Period (Years)	10 months 24 days	1 year 4 months 24 days
Patents
Finite Lived Intangible Assets [Line Items]
Gross	$ 975	$ 975
Accumulated Amortization	(847)	(821)
Net	$ 128	$ 154
Weighted Average Amortization Period (Years)	3 years 2 months 12 days	3 years 7 months 6 days
Registered Users
Finite Lived Intangible Assets [Line Items]
Gross	$ 420	$ 420
Accumulated Amortization	(386)	(335)
Net	$ 34	$ 85
Weighted Average Amortization Period (Years)	4 months 24 days	1 year

Intangible Assets - Additional

Intangible Assets - Additional Information (Details) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2019	Jun. 30, 2018	Jun. 30, 2019	Jun. 30, 2018	Dec. 31, 2018
Intangible Assets [Line Items]
Amortization expense of intangible assets	$ 6	$ 4.2	$ 11.9	$ 7
Domain Names
Intangible Assets [Line Items]
Indefinite lived intangible, gross value	$ 0.4		$ 0.4		$ 0.4

Intangible Assets - Estimated A

Intangible Assets - Estimated Amortization of Intangible Assets (Details) $ in Thousands	Jun. 30, 2019USD ($)
Goodwill And Intangible Assets Disclosure [Abstract]
2019, remaining six months	$ 11,306
2020	21,121
2021	15,206
2022	9,304
2023	4,949
2024 and beyond	812
Total estimated amortization expense	$ 62,698

Debt Obligations - Additional I

Debt Obligations - Additional Information (Details) - 1.75% Convertible Senior Notes Due 2022	1 Months Ended	3 Months Ended		6 Months Ended
	Nov. 30, 2017USD ($)d$ / sharesshares	Jun. 30, 2019USD ($)	Jun. 30, 2018USD ($)	Jun. 30, 2019USD ($)	Jun. 30, 2018USD ($)	Dec. 31, 2018USD ($)
Line Of Credit Facility [Line Items]
Debt instrument aggregate principal amount	$ 200,000,000
Debt instrument maturity year	2022
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	$ 230,000	$ 229,000	$ 460,000	$ 458,000
Adjustments to additional paid in capital, equity component of debt issuance costs	$ 1,600,000	1,600,000		1,600,000		$ 1,600,000
Additional Paid-In Capital
Line Of Credit Facility [Line Items]
Carrying amount of the equity component		$ 49,100,000		$ 49,100,000		$ 49,100,000
90% Applicable Conversion Price
Line Of Credit Facility [Line Items]
Convertible notes, consecutive trading days | d	5
Minimum | 130% Applicable Conversion Price
Line Of Credit Facility [Line Items]
Convertible notes, consecutive trading days | d	20
Maximum
Line Of Credit Facility [Line Items]
Convertible notes, percentage of last reported sale price of common stock	98.00%
Maximum | 130% Applicable Conversion Price
Line Of Credit Facility [Line Items]
Convertible notes, consecutive trading days | d	30

Debt Obligations -Schedule of N

Debt Obligations -Schedule of Net Carrying Amount of Liability Component (Details) - 1.75% Convertible Senior Notes Due 2022 - USD ($) $ in Thousands	Jun. 30, 2019	Dec. 31, 2018
Line Of Credit Facility [Line Items]
Principal	$ 200,000	$ 200,000
Unamortized debt discount	(35,960)	(40,650)
Unamortized debt issuance costs	(3,172)	(3,631)
Net carrying amount of the liability component	$ 160,868	$ 155,719

Debt Obligations - Interest Exp

Debt Obligations - Interest Expense (Details) - 1.75% Convertible Senior Notes Due 2022 - USD ($) $ in Thousands	1 Months Ended	3 Months Ended		6 Months Ended
	Nov. 30, 2017	Jun. 30, 2019	Jun. 30, 2018	Jun. 30, 2019	Jun. 30, 2018
Line Of Credit Facility [Line Items]
Contractual interest expense		$ 875	$ 875	$ 1,750	$ 1,750
Amortization of debt discount		2,362	2,228	4,690	4,425
Amortization of debt issuance costs	$ 4,600	230	229	460	458
Total interest expense related to the Notes		$ 3,467	$ 3,332	$ 6,900	$ 6,633

Stock-Based Compensation - Addi

Stock-Based Compensation - Additional Information (Details) - USD ($)	3 Months Ended		6 Months Ended
	Jun. 30, 2019	Jun. 30, 2018	Jun. 30, 2019	Jun. 30, 2018
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Options granted	0	0	1,317,926
Weighted average grant date fair value			$ 5.01	$ 6.59
Issuance of common stock, stock purchase plan, shares			1,310,299
Shares available for issuance	1,889,771		1,889,771
Stock-based compensation	$ 8,036,000	$ 8,239,000	$ 16,084,000	$ 16,035,000
Property and Equipment
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Stock-based compensation	$ 100,000	0	$ 200,000	100,000
2013 Equity Incentive Plan
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Common stock reserved for future issuance	4,000,000		4,000,000
Percentage of outstanding stock			4.00%
Options expiration period			10 years
2013 Equity Incentive Plan | Minimum
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Granted price per share percent			100.00%
Restricted Stock Units
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Fair value of options vested, total	$ 1,700,000	$ 1,600,000	$ 3,000,000	$ 4,000,000
Unrecognized stock based compensation	55,500,000		$ 55,500,000
Unrecognized stock based compensation, amortized weighted average period			2 years 8 months 26 days
2013 Employee Stock Purchase Plan ("ESPP")
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Maximum contribution of base compensation for employee stock purchase plan			15.00%
Offering period of employee stock purchase plan			6 months
Purchase price of common stock percentage of fair market value			85.00%
Stock Based Compensation Expense
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Unrecognized stock based compensation	69,100,000		$ 69,100,000
Stock Options
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Unrecognized stock based compensation	$ 13,600,000		$ 13,600,000
Unrecognized stock based compensation, amortized weighted average period			2 years 8 months 12 days

Stock-Based Compensation - Summ

Stock-Based Compensation - Summary of Assumptions Used to Estimate the Fair Value of Stock Options and Employee Stock Purchase Plan (Details)	3 Months Ended		6 Months Ended
	Jun. 30, 2019	Jun. 30, 2018	Jun. 30, 2019	Jun. 30, 2018
Employee Stock Purchase Plan
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Expected life (in years)	6 months	6 months	6 months	6 months
Risk-free interest rate	2.43%	2.09%
Risk-free interest rate, minimum			2.43%	1.42%
Risk-free interest rate, maximum			2.50%	2.09%
Volatility	35.00%	40.00%	35.00%	40.00%
Stock Options
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Expected life (in years)			6 years 7 days	6 years 7 days
Risk-free interest rate			2.66%	2.66%
Volatility			50.00%	50.00%

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	3 Months Ended		6 Months Ended	12 Months Ended
	Jun. 30, 2019	Jun. 30, 2018	Jun. 30, 2019	Dec. 31, 2018
Shares Available for Grant
Beginning balance			6,497,353
Increase in shares authorized			3,799,808
Options granted	0	0	(1,317,926)
Options canceled or expired			68,583
RSUs granted			(2,643,610)
RSUs canceled or expired			377,914
RSUs vested and withheld for taxes			639,848
Ending balance	7,421,970		7,421,970	6,497,353
Number of Shares
Beginning balance			6,622,006
Options granted	0	0	1,317,926
Options exercised			(332,523)
Options canceled or expired			(68,583)
Ending balance	7,538,826		7,538,826	6,622,006
Vested and exercisable at the end of period	5,114,675		5,114,675
Weighted Average Exercise Price
Beginning balance			$ 12.12
Options granted			9.96
Options exercised			4.92
Options canceled or expired			10.96
Ending balance	$ 12.07		12.07	$ 12.12
Vested and exercisable at the end of period	$ 12.53		$ 12.53
Weighted Average Remaining Contractual Term (Years) / Aggregate Intrinsic Value
Weighted Average Remaining Contractual Term (Years)			6 years 5 months 19 days	5 years 11 months 15 days
Vested and exercisable at the end of period			5 years 4 months 9 days
Aggregate Intrinsic Value	$ 9,223		$ 9,223	$ 9,987
Aggregate Intrinsic Value, Options exercised			2,065
Vested and exercisable at the end of period	$ 7,865		$ 7,865
Restricted Stock Units, Number of Shares
RSUs granted			2,643,610
RSUs canceled or expired			(377,914)
Restricted Stock Units
Shares Available for Grant
RSUs granted			(2,643,610)
RSUs vested			1,754,901
RSUs canceled or expired			377,914
Restricted Stock Units, Number of Shares
Beginning balance			4,904,161
RSUs granted			2,643,610
RSUs vested			(1,754,901)
RSUs canceled or expired			(377,914)
Ending balance	5,414,956		5,414,956	4,904,161
Weighted Average Grant Date Fair Value
Beginning Balance			$ 12.48
RSUs granted			10.01
RSUs vested			12.06
RSUs canceled or expired			12.02
Ending balance	$ 11.44		$ 11.44	$ 12.48

Stock-Based Compensation - Sche

Stock-Based Compensation - Schedule of Stock Based Compensation Expense (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2019	Jun. 30, 2018	Jun. 30, 2019	Jun. 30, 2018
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items]
Stock-based compensation	$ 8,036	$ 8,239	$ 16,084	$ 16,035
Cost of Revenues
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items]
Stock-based compensation	562	579	1,164	1,119
Sales and Marketing
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items]
Stock-based compensation	1,825	1,735	3,563	3,335
Research and Development
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items]
Stock-based compensation	1,073	1,862	2,439	3,689
General and Administrative
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items]
Stock-based compensation	$ 4,576	$ 4,063	$ 8,918	$ 7,892

Common Stock Repurchase Progr_2

Common Stock Repurchase Programs - Additional Information (Details) - USD ($)	1 Months Ended	6 Months Ended
	Apr. 30, 2019	Jun. 30, 2019
Share Repurchase Program ("2019 Program")
Common Stock Repurchases [Line Items]
Remaining amount available for future share repurchases		$ 14,500,000
Remaining number of shares available for repurchases		1,278,500
Stock repurchase program duration	1 year
Share repurchase program, beginning date	2019-05
Share repurchase program, end date	2020-05
Share Repurchase Programs ("2018 and 2019 Programs")
Common Stock Repurchases [Line Items]
Number of shares repurchased and retired		4,298,860
Aggregate cost of shares repurchased and retired		$ 45,800,000
Maximum | Share Repurchase Program ("2019 Program")
Common Stock Repurchases [Line Items]
Repurchase of authorized common stock	$ 60,000,000

Income Taxes - Additional Infor

Income Taxes - Additional Information (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2019	Jun. 30, 2018	Jun. 30, 2019	Jun. 30, 2018
Income Tax Disclosure [Abstract]
Provision for (benefit from) income taxes	$ 134	$ 200	$ 160	$ 302

Net Loss Per Share - Schedule o

Net Loss Per Share - Schedule of Computation of Basic and Diluted Net Loss Per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2019	Jun. 30, 2018	Jun. 30, 2019	Jun. 30, 2018
Earnings Per Share [Abstract]
Net loss	$ (3,906)	$ (4,660)	$ (17,134)	$ (16,017)
Weighted-average number of common shares used in computing net loss per share, basic and diluted	92,558	93,643	93,406	93,180
Net loss per share, basic and diluted	$ (0.04)	$ (0.05)	$ (0.18)	$ (0.17)

Net Loss Per Share - Schedule_2

Net Loss Per Share - Schedule of Outstanding Common Equivalent Shares Excluded from Computation of Diluted Net Loss Per Share (Details) - shares shares in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2019	Jun. 30, 2018	Jun. 30, 2019	Jun. 30, 2018
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items]
Outstanding common equivalent shares	24,517	24,881	24,517	24,881
Stock Options and ESPP
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items]
Outstanding common equivalent shares	7,581	6,961	7,581	6,961
Restricted Stock Units
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items]
Outstanding common equivalent shares	5,415	5,399	5,415	5,399
Shares Held in Escrow
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items]
Outstanding common equivalent shares		1,000		1,000
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	11,521	11,521

Leases - Additional Information

Leases - Additional Information (Details) - USD ($) $ in Thousands	3 Months Ended	6 Months Ended
	Jun. 30, 2019	Jun. 30, 2019	Jan. 01, 2019
Lessee Lease Description [Line Items]
Lessee operating lease description		The Company has entered into operating leases primarily for office facilities. These leases have terms which typically range from 1 year to 5 years
Lessee operating lease option to extend		and often include options to renew.
Option to extend operating lease		true
Operating lease, right-of-use asset	$ 6,761	$ 6,761	$ 8,500
Operating lease, liability	10,518	10,518	$ 11,500
Long term lease commitment, amount	12,167	12,167
Total lease costs	900	1,800
Operating lease costs for right-of-use assets	800	1,600
Short-term lease costs related to short-term operating leases	$ 100	$ 200
Professional Sports Team Suite
Lessee Lease Description [Line Items]
Operating lease, term of contract	20 years	20 years
Long term lease commitment, amount	$ 5,800	$ 5,800
Long term operating lease term		2034
Minimum
Lessee Lease Description [Line Items]
Operating lease, term of contract	1 year	1 year
Maximum
Lessee Lease Description [Line Items]
Operating lease, term of contract	5 years	5 years
Operating lease, renewal term	6 years	6 years

Leases - Supplemental Cash Flow

Leases - Supplemental Cash Flow Information Related to Operating Leases (Details) - USD ($) $ in Thousands	3 Months Ended	6 Months Ended
	Jun. 30, 2019	Jun. 30, 2018
Leases [Abstract]
Cash paid for operating lease liabilities	$ 1,469	$ 2,817
Right-of-use assets obtained in exchange for lease obligations		$ 12,955

Leases - Supplemental Balance S

Leases - Supplemental Balance Sheet Information Related to Operating Leases (Details) - USD ($) $ in Thousands	Jun. 30, 2019	Jan. 01, 2019
Leases [Abstract]
Other assets	$ 6,761	$ 8,500
Operating Lease, Right-of-Use Asset, Statement of Financial Position [Extensible List]	us-gaap:OtherAssetsMember
Other current liabilities	$ 3,819
Operating Lease, Liability, Current, Statement of Financial Position [Extensible List]	us-gaap:OtherCurrentLiabilitiesMember
Other non-current liabilities	$ 6,699
Operating Lease, Liability, Noncurrent, Statement of Financial Position [Extensible List]	us-gaap:OtherNoncurrentLiabilitiesMember
Total operating lease liabilities	$ 10,518	$ 11,500
Weighted average remaining lease term (in years)	3 years 6 months
Weighted average discount rate	7.90%

Leases - Maturities of Operatin

Leases - Maturities of Operating Lease Liabilities (Details) - USD ($) $ in Thousands	Jun. 30, 2019	Jan. 01, 2019
Leases [Abstract]
2019, remaining six months	$ 2,704
2020	3,541
2021	1,889
2022	1,572
2023	1,551
2024 and thereafter	910
Total lease payments	12,167
Less: Imputed Interest	(1,649)
Operating lease, liability	$ 10,518	$ 11,500

Commitments and Contingencies -

Commitments and Contingencies - Additional Information (Details) - USD ($)	1 Months Ended	6 Months Ended
	Jan. 31, 2017	Jun. 30, 2019
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		$ 200,000
Open Purchase Commitments
Commitments And Contingencies [Line Items]
Software license fees and marketing services		$ 9,700,000

Employee Benefit Plan - Additio

Employee Benefit Plan - Additional Information (Details) - USD ($)	3 Months Ended		6 Months Ended
	Jun. 30, 2019	Jun. 30, 2018	Jun. 30, 2019	Jun. 30, 2018
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	$ 100,000	$ 500,000	$ 800,000	$ 1,100,000