Document_and_Entity_Informatio
Document and Entity Information | 9 Months Ended | |
Mar. 31, 2015 | Apr. 30, 2015 | |
Document And Entity Information [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | FALSE | |
Document Period End Date | 31-Mar-15 | |
Document Fiscal Year Focus | 2015 | |
Document Fiscal Period Focus | Q3 | |
Trading Symbol | QNST | |
Entity Registrant Name | QUINSTREET, INC | |
Entity Central Index Key | 1117297 | |
Current Fiscal Year End Date | -24 | |
Entity Filer Category | Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 44,556,203 |
Condensed_Consolidated_Balance
Condensed Consolidated Balance Sheets (USD $) | Mar. 31, 2015 | Jun. 30, 2014 |
In Thousands, unless otherwise specified | ||
Current assets | ||
Cash and cash equivalents | $114,100 | $84,177 |
Marketable securities | 38,630 | |
Accounts receivable, net | 44,961 | 41,979 |
Deferred tax assets | 223 | 223 |
Prepaid expenses and other assets | 11,989 | 11,647 |
Total current assets | 171,273 | 176,656 |
Property and equipment, net | 8,811 | 11,126 |
Goodwill | 55,451 | 55,451 |
Other intangible assets, net | 21,444 | 31,441 |
Deferred tax assets, noncurrent | 1,710 | 1,712 |
Other assets, noncurrent | 523 | 457 |
Total assets | 259,212 | 276,843 |
Current liabilities | ||
Accounts payable | 20,823 | 19,517 |
Accrued liabilities | 28,948 | 27,854 |
Deferred revenue | 1,356 | 1,175 |
Debt | 19,713 | 17,698 |
Total current liabilities | 70,840 | 66,244 |
Debt, noncurrent | 44,848 | 59,565 |
Other liabilities, noncurrent | 5,567 | 5,883 |
Total liabilities | 121,255 | 131,692 |
Commitments and contingencies (See Note 8) | ||
Stockholders' equity | ||
Common stock: $0.001 par value; 100,000,000 shares authorized; 44,550,241 and 44,025,908 shares issued and outstanding at March 31, 2015 and June 30, 2014, respectively | 44 | 44 |
Additional paid-in capital | 247,105 | 239,558 |
Accumulated other comprehensive loss | -815 | -1,054 |
Accumulated deficit | -108,377 | -93,397 |
Total stockholders' equity | 137,957 | 145,151 |
Total liabilities and stockholders' equity | $259,212 | $276,843 |
Condensed_Consolidated_Balance1
Condensed Consolidated Balance Sheets (Parenthetical) (USD $) | Mar. 31, 2015 | Jun. 30, 2014 |
Statement of Financial Position [Abstract] | ||
Common stock, par value | $0.00 | $0.00 |
Common stock, shares authorized | 100,000,000 | 100,000,000 |
Common stock, shares issued | 44,550,241 | 44,025,908 |
Common stock, shares outstanding | 44,550,241 | 44,025,908 |
Condensed_Consolidated_Stateme
Condensed Consolidated Statements of Operations (USD $) | 3 Months Ended | 9 Months Ended | ||||||
In Thousands, except Per Share data, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 | Mar. 31, 2015 | Mar. 31, 2014 | ||||
Income Statement [Abstract] | ||||||||
Net revenue | $75,345 | $71,888 | $211,228 | $214,994 | ||||
Cost of revenue | 65,192 | [1] | 61,646 | [1] | 188,996 | [1] | 181,354 | [1] |
Gross profit | 10,153 | 10,242 | 22,232 | 33,640 | ||||
Operating expenses: | ||||||||
Product development | 4,653 | [1] | 4,859 | [1] | 13,853 | [1] | 14,794 | [1] |
Sales and marketing | 3,881 | [1] | 3,881 | [1] | 10,905 | [1] | 11,696 | [1] |
General and administrative | 4,300 | [1] | 4,284 | [1] | 12,994 | [1] | 12,829 | [1] |
Operating loss | -2,681 | -2,782 | -15,520 | -5,679 | ||||
Interest income | 7 | 30 | 61 | 84 | ||||
Interest expense | -760 | -911 | -2,726 | -2,913 | ||||
Other income (expense), net | 40 | -3 | 3,001 | -51 | ||||
Loss before income taxes | -3,394 | -3,666 | -15,184 | -8,559 | ||||
Benefit from (provision for) taxes | 178 | 993 | 204 | -39,082 | ||||
Net loss | ($3,216) | ($2,673) | ($14,980) | ($47,641) | ||||
Net loss per share: | ||||||||
Basic | ($0.07) | ($0.06) | ($0.34) | ($1.10) | ||||
Diluted | ($0.07) | ($0.06) | ($0.34) | ($1.10) | ||||
Weighted average shares used in computing net loss per share | ||||||||
Basic | 44,522 | 43,567 | 44,409 | 43,422 | ||||
Diluted | 44,522 | 43,567 | 44,409 | 43,422 | ||||
[1] | Cost of revenue and operating expenses include stock-based compensation expense as follows: Cost of revenue $ 863 $ 595 $ 2,292 $ 2,190 Product development 542 551 1,731 1,893 Sales and marketing 600 827 1,626 2,195 General and administrative 576 477 1,733 1,833 |
Condensed_Consolidated_Stateme1
Condensed Consolidated Statements of Operations (Parenthetical) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 | Mar. 31, 2015 | Mar. 31, 2014 |
Stock-based compensation | $2,581 | $2,450 | $7,382 | $8,111 |
Cost of revenue [Member] | ||||
Stock-based compensation | 863 | 595 | 2,292 | 2,190 |
Product development [Member] | ||||
Stock-based compensation | 542 | 551 | 1,731 | 1,893 |
Sales and marketing [Member] | ||||
Stock-based compensation | 600 | 827 | 1,626 | 2,195 |
General and administrative [Member] | ||||
Stock-based compensation | $576 | $477 | $1,733 | $1,833 |
Condensed_Consolidated_Stateme2
Condensed Consolidated Statements of Comprehensive Loss (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 | Mar. 31, 2015 | Mar. 31, 2014 |
Statement of Comprehensive Income [Abstract] | ||||
Net loss | ($3,216) | ($2,673) | ($14,980) | ($47,641) |
Unrealized (loss) gain on investments | ||||
Change in unrealized (loss) gain on investments | -5 | 13 | -5 | |
Less: reclassification adjustment related to realized loss on investments, net of tax of $0 | 16 | 16 | ||
Net change | 16 | -5 | 29 | -5 |
Foreign currency translation adjustment | 10 | 32 | -15 | -39 |
Change in unrealized (loss) gain on interest rate swap | -29 | 82 | 225 | 38 |
Other comprehensive (loss) income | -3 | 109 | 239 | -6 |
Comprehensive loss | ($3,219) | ($2,564) | ($14,741) | ($47,647) |
Condensed_Consolidated_Stateme3
Condensed Consolidated Statements of Comprehensive Loss (Parenthetical) (USD $) | 3 Months Ended | 9 Months Ended |
In Thousands, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2015 |
Statement of Comprehensive Income [Abstract] | ||
Reclassification adjustment related to realized loss on investments, tax | $0 | $0 |
Condensed_Consolidated_Stateme4
Condensed Consolidated Statements of Cash Flows (USD $) | 9 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
Cash Flows from Operating Activities | ||
Net loss | ($14,980) | ($47,641) |
Adjustments to reconcile net loss to net cash provided by operating activities: | ||
Depreciation and amortization | 14,778 | 19,955 |
Net realized loss from sale of marketable securities | 32 | |
Provision for sales returns and doubtful accounts receivable | 58 | -424 |
Write-off of bank loan upfront fees | 328 | |
Stock-based compensation | 7,382 | 8,111 |
Excess tax benefits from stock-based compensation | -394 | |
Gain on sale of domain names | -3,331 | |
Other adjustments, net | 128 | 150 |
Changes in assets and liabilities, net of effects of acquisition: | ||
Accounts receivable | -3,040 | -3,198 |
Prepaid expenses and other assets | -734 | -3,403 |
Deferred taxes | 2 | 41,938 |
Accounts payable | 2,128 | 868 |
Accrued liabilities | 2,146 | -1,831 |
Deferred revenue | 181 | -646 |
Other liabilities, noncurrent | -316 | -524 |
Net cash provided by operating activities | 4,762 | 12,961 |
Cash Flows from Investing Activities | ||
Capital expenditures | -2,629 | -4,679 |
Business acquisition | -875 | |
Other intangibles | -2,815 | |
Internal software development costs | -1,428 | -1,901 |
Purchases of marketable securities | -16,600 | -36,390 |
Proceeds from sales and maturities of marketable securities | 55,277 | 35,820 |
Proceeds from sale of domain names | 3,346 | |
Proceeds from sale of property and equipment | 10 | |
Net cash provided by (used in) investing activities | 37,976 | -10,840 |
Cash Flows from Financing Activities | ||
Proceeds from exercise of common stock options | 1,300 | 2,259 |
Principal payments on bank debt | -12,500 | -8,750 |
Payment of bank loan upfront fees | -272 | |
Principal payments on acquisition-related notes payable | -444 | -2,599 |
Excess tax benefits from stock-based compensation | 394 | |
Withholding taxes related to restricted stock net share settlement | -910 | -1,760 |
Net cash used in financing activities | -12,826 | -10,456 |
Effect of exchange rate changes on cash and cash equivalents | 11 | -39 |
Net increase (decrease) in cash and cash equivalents | 29,923 | -8,374 |
Cash and cash equivalents at beginning of period | 84,177 | 90,117 |
Cash and cash equivalents at end of period | 114,100 | 81,743 |
Supplemental Disclosure of Cash Flow Information | ||
Cash paid for interest | 2,415 | 2,923 |
Cash paid for taxes | $772 | $1,304 |
The_Company
The Company | 9 Months Ended |
Mar. 31, 2015 | |
Accounting Policies [Abstract] | |
The Company | 1. The Company |
QuinStreet, Inc. (the “Company”) is a leader in performance marketing online. The Company was incorporated in California in April 1999 and reincorporated in Delaware in December 2009. The Company provides customer acquisition programs for clients in various industry verticals such as financial services and education. The corporate headquarters are located in Foster City, California, with additional offices throughout the United States, Brazil and India. |
Summary_of_Significant_Account
Summary of Significant Accounting Policies | 9 Months Ended |
Mar. 31, 2015 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | 2. Summary of Significant Accounting Policies |
Basis of Presentation | |
Principles of Consolidation | |
The condensed consolidated financial statements include the accounts of the Company and its subsidiaries. Intercompany balances and transactions have been eliminated in consolidation. | |
Unaudited Interim Financial Information | |
The accompanying condensed consolidated financial statements and the notes to the condensed consolidated financial statements as of March 31, 2015 and for the three and nine months ended March 31, 2015 and 2014 are unaudited. These unaudited interim condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States (“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 GAAP have been condensed or omitted pursuant to such rules and regulations. Accordingly, these interim condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and notes thereto contained in the Company’s Annual Report on Form 10-K for the fiscal year ended June 30, 2014, as filed with the SEC on September 12, 2014. The condensed consolidated balance sheet at June 30, 2014 included herein was derived from the audited financial statements as of that date, but does not include all disclosures, including notes, required by GAAP. | |
The unaudited interim condensed consolidated financial statements have been prepared on the same basis as the audited consolidated financial statements and, in the opinion of management, include all adjustments (consisting only of normal recurring adjustments) necessary for the fair statement of the Company’s condensed consolidated balance sheet at March 31, 2015, its condensed consolidated statements of operations for the three and nine months ended March 31, 2015 and 2014, its condensed consolidated statements of comprehensive loss for the three and nine months ended March 31, 2015 and 2014, and its condensed consolidated statements of cash flows for the nine months ended March 31, 2015 and 2014. The results of operations for the three and nine months ended March 31, 2015 are not necessarily indicative of the results to be expected for the fiscal year ending June 30, 2015, or any other future period. | |
Use of Estimates | |
The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the financial statements and reported amounts of revenue and expenses during the period. On an ongoing basis, management evaluates these estimates, judgments and assumptions, including those related to revenue recognition, stock-based compensation, goodwill, intangible assets, long-lived assets, contingencies, and income taxes. The Company bases these estimates on historical and anticipated results and trends and on various other assumptions that the Company believes are reasonable under the circumstances, including assumptions as to future events. These estimates form the basis for making judgments about the carrying values of assets and liabilities and recorded revenue and expenses that are not readily apparent from other sources. Actual results could differ from those estimates, and such differences could affect the results of operations reported in future periods. | |
Accounting Policies | |
The significant accounting policies are described in Note 2, Summary of Significant Accounting Policies, to the consolidated financial statements included in the Annual Report on Form 10-K for the fiscal year ended June 30, 2014. There have been no significant changes in the accounting policies subsequent to June 30, 2014. | |
Concentrations of Credit Risk | |
No client accounted for 10% or more of net revenue for the three or nine months ended March 31, 2015 or for the same period in fiscal year 2014. No client accounted for 10% or more of net accounts receivable as of March 31, 2015 or June 30, 2014. | |
Fair Value of Financial Instruments | |
The Company’s financial instruments consist principally of cash equivalents, accounts receivable, accounts payable, an acquisition-related promissory note, an interest rate swap, and a term loan. The fair value of the Company’s cash equivalents is determined based on quoted prices in active markets for identical assets for its money market funds. The recorded values of the Company’s accounts receivable and accounts payable approximate their current fair values due to the relatively short-term nature of these accounts. The fair value of the acquisition-related promissory note approximates its recorded amount as the interest rates on similar financing arrangements available to the Company at March 31, 2015 approximate the interest rates implied when this acquisition-related promissory note was originally issued and recorded. The fair value of the interest rate swap is based upon fair value quotes from the issuing bank and the Company assesses the quotes for reasonableness by comparing them to the present values of expected cash flows. The present value approach is based on observable market interest rate curves that are commensurate with the terms of the interest rate swap. The carrying value represents the fair value of the swap, as adjusted for any non-performance risk associated with the Company at March 31, 2015. The Company believes that the fair value of the term loan approximates its recorded amount at March 31, 2015 as the interest rate on the term loan is variable and is based on market interest rates and after consideration of default and credit risk. | |
Recent Accounting Pronouncements | |
In July 2013, the FASB issued a new accounting standard update on the financial presentation of unrecognized tax benefits. The new guidance provides that a liability related to an unrecognized tax benefit would be presented as reduction of a deferred tax asset for a net operating loss carryforward, a similar tax loss or a tax credit carryforward if such settlement is required or expected in the event the uncertain tax position is disallowed. The new guidance becomes effective for fiscal years beginning after December 15, 2014 and it should be applied prospectively to unrecognized tax benefits that exist at the effective date, although retrospective application is permitted. The adoption of this standard is not expected to have a material impact on the Company’s consolidated financial statements. | |
In May 2014, the FASB issued a new accounting standard update on revenue from contracts with clients. The new guidance provides that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The new guidance becomes effective for fiscal years beginning after December 15, 2016, and interim periods within those years. In April 2015, the FASB proposed a one year deferral of the effective date. The Company is currently assessing the impact of this new guidance. | |
In June 2014, the FASB issued a new accounting standard update on accounting for share-based payments when the terms of an award provide that a performance target could be achieved after the requisite service period, which amends ASC 718, “Compensation - Stock Compensation.” The amendment provides guidance on the treatment of shared-based payment awards with a specific performance target, requiring that a performance target that affects vesting and that could be achieved after the requisite service period be treated as a performance condition. The new guidance becomes effective for fiscal years beginning after December 15, 2015, and interim periods within those years, with early adoption permitted. The adoption of this standard is not expected to have a material impact on the Company’s consolidated financial statements. | |
In August 2014, the FASB issued new guidance related to the disclosures around going concern. The new standard provides guidance around management’s responsibility to evaluate whether there is substantial doubt about an entity’s ability to continue as a going concern and to provide related footnote disclosures. The new guidance becomes effective for fiscal years beginning after December 15, 2016, and interim periods within those years, with early adoption permitted. The adoption of this standard is not expected to have a material impact on the Company’s consolidated financial statements. | |
In April 2015, the FASB issued a new accounting standard update on the presentation of debt issuance costs. The new guidance provides that debt issuance costs related to a recognized debt liability be presented as a direct reduction from its carrying value. The new guidance becomes effective for fiscal years beginning after December 15, 2015, and interim periods within those years, with early adoption permitted. The adoption of this standard is not expected to have a material impact on the Company’s consolidated financial statements. |
Net_Loss_Attributable_to_Commo
Net Loss Attributable to Common Stockholders and Net Loss per Share | 9 Months Ended | ||||||||||||||||
Mar. 31, 2015 | |||||||||||||||||
Earnings Per Share [Abstract] | |||||||||||||||||
Net Loss Attributable to Common Stockholders and Net Loss per Share | 3. Net Loss Attributable to Common Stockholders and Net Loss per Share | ||||||||||||||||
Basic net loss per share is computed by dividing net loss by the weighted average number of shares of common stock outstanding during the period. Diluted net loss per share is computed by using the weighted-average number of shares of common stock outstanding, including potential dilutive shares of common stock assuming the dilutive effect of outstanding stock options and restricted stock units using the treasury stock method. | |||||||||||||||||
The following table presents the calculation of basic and diluted net loss per share: | |||||||||||||||||
Three Months Ended | Nine Months Ended | ||||||||||||||||
March 31, | March 31, | ||||||||||||||||
2015 | 2014 | 2015 | 2014 | ||||||||||||||
(In thousands, except per share data) | (In thousands, except per share data) | ||||||||||||||||
Numerator: | |||||||||||||||||
Basic and Diluted: | |||||||||||||||||
Net loss | $ | (3,216 | ) | $ | (2,673 | ) | $ | (14,980 | ) | $ | (47,641 | ) | |||||
Denominator: | |||||||||||||||||
Basic and Diluted: | |||||||||||||||||
Weighted average shares of common stock used in computing basic and diluted net loss per share | 44,522 | 43,567 | 44,409 | 43,422 | |||||||||||||
Net loss per share: | |||||||||||||||||
Basic and Diluted (1) | $ | (0.07 | ) | $ | (0.06 | ) | $ | (0.34 | ) | $ | (1.10 | ) | |||||
Securities excluded from weighted average shares used in computing diluted net loss per share because the effect would have been anti-dilutive: (2) | 6,524 | 9,677 | 8,879 | 8,463 | |||||||||||||
(1) | Diluted EPS does not reflect any potential common stock relating to stock options or restricted stock units due to net loss incurred for the three and nine months ended March 31, 2015 and 2014. The assumed issuance of any additional shares would be anti-dilutive. | ||||||||||||||||
-2 | These weighted shares relate to anti-dilutive stock options and restricted stock units as calculated using the treasury stock method and could be dilutive in the future. |
Fair_Value_Measurements_and_Ma
Fair Value Measurements and Marketable Securities | 9 Months Ended | ||||||||||||||||
Mar. 31, 2015 | |||||||||||||||||
Text Block [Abstract] | |||||||||||||||||
Fair Value Measurements and Marketable Securities | 4. Fair Value Measurements and Marketable Securities | ||||||||||||||||
Fair value is defined as the price that would be received on sale of an asset or paid to transfer a liability (exit price) in an orderly transaction between market participants at the measurement date. The FASB has established a fair value hierarchy that distinguishes between (1) market participant assumptions developed based on market data obtained from independent sources (observable inputs) and (2) an entity’s own assumptions about market participant assumptions developed based on the best information available in the circumstances (unobservable inputs). The fair value hierarchy consists of three broad levels, which gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1) and the lowest priority to unobservable inputs (Level 3). | |||||||||||||||||
The three levels of the fair value hierarchy under the guidance for fair value measurement are described below: | |||||||||||||||||
Level 1 — | Inputs are unadjusted quoted prices in active markets for identical assets or liabilities. Pricing inputs are based upon quoted prices in active markets for identical assets or liabilities that the reporting entity has the ability to access at the measurement date. The valuations are based on quoted prices of the underlying security that are readily and regularly available in an active market, and accordingly, a significant degree of judgment is not required. As of March 31, 2015, the Company used Level 1 assumptions for its money market funds. | ||||||||||||||||
Level 2 — | Pricing inputs are based upon quoted prices for similar instruments in active markets, quoted prices for identical or similar instruments in markets that are not active, and model-based valuation techniques for which all significant assumptions are observable in the market or can be corroborated by observable market data for substantially the full term of the assets or liabilities. As of March 31, 2015, the Company used Level 2 assumptions for its acquisition-related promissory note, term loan, and interest rate swap. | ||||||||||||||||
Level 3 — | Pricing inputs are generally unobservable for the assets or liabilities and include situations where there is little, if any, market activity for the investment. The inputs into the determination of fair value require management’s judgment or estimation of assumptions that market participants would use in pricing the assets or liabilities. The fair values are therefore determined using model-based techniques that include option pricing models, discounted cash flow models, and similar techniques. As of March 31, 2015, the Company did not have any Level 3 financial assets or liabilities. | ||||||||||||||||
The Company’s financial instruments as of March 31, 2015 and June 30, 2014 were categorized as follows in the fair value hierarchy (in thousands): | |||||||||||||||||
Fair Value Measurements as of March 31, 2015 Using | |||||||||||||||||
Quoted Prices in | Significant Other | Total | |||||||||||||||
Active Markets | Observable | ||||||||||||||||
for Identical Assets | Inputs | ||||||||||||||||
(Level 1) | (Level 2) | ||||||||||||||||
Assets: | |||||||||||||||||
Money market funds | $ | 78,021 | $ | — | $ | 78,021 | |||||||||||
Liabilities: | |||||||||||||||||
Acquisition-related promissory note (1) | $ | — | $ | 98 | $ | 98 | |||||||||||
Term loan (1) | — | 64,463 | 64,463 | ||||||||||||||
Interest rate swap | — | 405 | 405 | ||||||||||||||
$ | — | $ | 64,966 | $ | 64,966 | ||||||||||||
Fair Value Measurements as of June 30, 2014 Using | |||||||||||||||||
Quoted Prices in | Significant Other | Total | |||||||||||||||
Active Markets | Observable | ||||||||||||||||
for Identical Assets | Inputs | ||||||||||||||||
(Level 1) | (Level 2) | ||||||||||||||||
Assets: | |||||||||||||||||
U.S. municipal securities | $ | — | $ | 12,816 | $ | 12,816 | |||||||||||
Certificates of deposit | — | 26,293 | 26,293 | ||||||||||||||
Money market funds | 38,641 | — | 38,641 | ||||||||||||||
$ | 38,641 | $ | 39,109 | $ | 77,750 | ||||||||||||
Liabilities: | |||||||||||||||||
Acquisition-related promissory notes (1) | $ | — | $ | 603 | $ | 603 | |||||||||||
Term loan (1) | — | 76,660 | 76,660 | ||||||||||||||
Interest rate swap | — | 630 | 630 | ||||||||||||||
$ | — | $ | 77,893 | $ | 77,893 | ||||||||||||
(1) | These liabilities are carried at historical cost on the Company’s condensed consolidated balance sheets. | ||||||||||||||||
Marketable Securities | |||||||||||||||||
All liquid investments with maturities of three months or less at the date of purchase are classified as cash equivalents. Investments with maturities greater than three months at the date of purchase are classified as marketable securities. The Company’s marketable securities have been classified and accounted for as available-for-sale. Management determines the appropriate classification of its investments at the time of purchase and reevaluates the available-for-sale designation as of each balance sheet date. Available-for-sale securities are carried at fair value, with unrealized gains and losses, net of tax, reported as a component of accumulated other comprehensive loss within stockholders’ equity. | |||||||||||||||||
The following table summarizes unrealized gains and losses related to cash equivalents and available-for-sale securities held by the Company as of March 31, 2015 and June 30, 2014 (in thousands): | |||||||||||||||||
As of March 31, 2015 | |||||||||||||||||
Gross | Gross | Gross | Estimated | ||||||||||||||
Amortized | Unrealized | Unrealized | Fair | ||||||||||||||
Cost | Gains | Losses | Value | ||||||||||||||
Money market funds | $ | 78,021 | $ | — | $ | — | $ | 78,021 | |||||||||
As of June 30, 2014 | |||||||||||||||||
Gross | Gross | Gross | Estimated | ||||||||||||||
Amortized | Unrealized | Unrealized | Fair | ||||||||||||||
Cost | Gains | Losses | Value | ||||||||||||||
U.S. municipal securities | $ | 12,812 | $ | 4 | $ | — | $ | 12,816 | |||||||||
Certificates of deposit | 26,330 | — | 37 | 26,293 | |||||||||||||
Money market funds | 38,641 | — | — | 38,641 | |||||||||||||
$ | 77,783 | $ | 4 | $ | 37 | $ | 77,750 | ||||||||||
The Company realized losses of an immaterial amount from sales of its securities in the three and nine months ended March 31, 2015. The Company did not realize any gains or losses from sales of its securities in the three and nine months ended March 31, 2014. As of March 31, 2015 and June 30, 2014, the Company did not hold securities that had maturity dates greater than one year. |
Intangible_Assets_and_Goodwill
Intangible Assets and Goodwill | 9 Months Ended | ||||||||||||||||||||||||
Mar. 31, 2015 | |||||||||||||||||||||||||
Goodwill and Intangible Assets Disclosure [Abstract] | |||||||||||||||||||||||||
Intangible Assets and Goodwill | 5. Intangible Assets and Goodwill | ||||||||||||||||||||||||
Intangible assets, net balances, excluding goodwill, consisted of the following (in thousands): | |||||||||||||||||||||||||
March 31, 2015 | June 30, 2014 | ||||||||||||||||||||||||
Gross | Accumulated | Net | Gross | Accumulated | Net | ||||||||||||||||||||
Carrying | Amortization | Carrying | Carrying | Amortization | Carrying | ||||||||||||||||||||
Amount | Amount | Amount | Amount | ||||||||||||||||||||||
Customer/publisher/advertiser relationships | $ | 37,034 | $ | (33,250 | ) | $ | 3,784 | $ | 37,040 | $ | (31,185 | ) | $ | 5,855 | |||||||||||
Content | 62,162 | (53,652 | ) | 8,510 | 62,196 | (50,348 | ) | 11,848 | |||||||||||||||||
Website/trade/domain names | 31,591 | (24,111 | ) | 7,480 | 31,652 | (21,482 | ) | 10,170 | |||||||||||||||||
Acquired technology and others | 36,742 | (35,072 | ) | 1,670 | 36,744 | (33,176 | ) | 3,568 | |||||||||||||||||
$ | 167,529 | $ | (146,085 | ) | $ | 21,444 | $ | 167,632 | $ | (136,191 | ) | $ | 31,441 | ||||||||||||
Amortization of intangible assets was $2.9 million and $10.0 million in the three and nine months ended March 31, 2015 and $4.9 million and $15.1 million in the three and nine months ended March 31, 2014. | |||||||||||||||||||||||||
Future amortization expense for the Company’s intangible assets as of March 31, 2015 was as follows (in thousands): | |||||||||||||||||||||||||
Year Ending June 30, | Amortization | ||||||||||||||||||||||||
2015 (remaining 3 months) | $ | 2,704 | |||||||||||||||||||||||
2016 | 9,190 | ||||||||||||||||||||||||
2017 | 6,073 | ||||||||||||||||||||||||
2018 | 1,919 | ||||||||||||||||||||||||
2019 | 776 | ||||||||||||||||||||||||
Thereafter | 782 | ||||||||||||||||||||||||
$ | 21,444 | ||||||||||||||||||||||||
The change in the carrying amount of goodwill for the nine months ended March 31, 2015 was as follows (in thousands): | |||||||||||||||||||||||||
Total | |||||||||||||||||||||||||
Balance at June 30, 2014 | $ | 55,451 | |||||||||||||||||||||||
Additions | — | ||||||||||||||||||||||||
Balance at March 31, 2015 | $ | 55,451 | |||||||||||||||||||||||
In the nine months ended March 31, 2015, there were no additions to goodwill as the Company did not complete any acquisitions during such period. |
Income_Taxes
Income Taxes | 9 Months Ended |
Mar. 31, 2015 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 6. Income Taxes |
The Company recorded a benefit from income taxes of $0.2 million for the three and nine months ended March 31, 2015, primarily due to the carryback of prior year tax losses. The Company recorded a valuation allowance against the majority of the Company’s deferred tax assets at the end of fiscal year 2014 and continues to maintain a full valuation allowance against its deferred tax assets as of March 31, 2015. | |
The Company recorded a benefit from income taxes of $1.0 million for the three months ended March 31, 2014 and a provision for income taxes of $39.1 million for the nine months ended March 31, 2014 primarily due to a one-time, non-cash charge to establish a valuation allowance for a significant portion of the Company’s deferred tax assets and other discrete items. |
Debt
Debt | 9 Months Ended | ||||||||
Mar. 31, 2015 | |||||||||
Debt Disclosure [Abstract] | |||||||||
Debt | 7. Debt | ||||||||
Credit Facility | |||||||||
In November 2011, the Company entered into the Second Amended and Restated Revolving Credit and Term Loan Agreement (“Second Loan Agreement”) with Comerica Bank (the “Bank”), the administrative agent and lead arranger. The Second Loan Agreement consists of a $100.0 million five-year term loan, with annual principal amortization of 5%, 10%, 15%, 20% and 50%, and a $200.0 million five-year revolving credit line. | |||||||||
On February 15, 2013, the Company entered into the First Amendment to Credit Agreement and Amendment to Guaranty (“First Amendment”) with the Bank to, among other things: (1) amend the definition of EBITDA, effective as of December 31, 2012, to exclude extraordinary or non-recurring non-cash expenses or losses including, without limitation, goodwill impairments, and any extraordinary or non-recurring cash expenses in an aggregate amount not to exceed $5.0 million for the life of the Second Loan Agreement; and (2) reduce the $200.0 million five-year revolving credit line portion of the facility to $100.0 million, effective as of February 15, 2013. On July 17, 2014, the Company entered into the Second Amendment to Credit Agreement (“Second Amendment”) with the Bank to, among other things, amend the financial covenants and reduce the revolving loan facility from $100.0 million to $50.0 million, each effective as of June 30, 2014. | |||||||||
Borrowings under the Second Loan Agreement are secured by substantially all of the Company’s assets. Interest is payable at a rate computed using either Base rate or Eurodollar rate plus an applicable margin, at the Company’s option. Base rate is defined as the applicable margin plus the greatest of (a) the Prime Rate for such day, (b) the Federal Funds Effective Rate in effect on such day, plus 1% and (c) the Daily Adjusting LIBOR Rate plus 1%. Base rate borrowings bear interest at a Base rate plus an applicable margin which varies from (1) 0.625% to 1.375% for revolving loans and (2) 1.00% to 1.75% for term loans, depending on the Company’s funded debt to EBITDA ratio. Eurodollar rate borrowings bear interest at the Eurodollar rate plus an applicable margin which varies from (1) 1.625% to 2.375% for revolving loans and (2) 2.00% to 2.75% for term loans, depending on the Company’s funded debt to EBITDA ratio. Pursuant to the Second Amendment, for the period beginning on the effective date of the Second Amendment until the delivery of financial statements for the fiscal quarter ending December 31, 2015, (1) the applicable margin for Base rate borrowings is set at (a) 1.375% for revolving loans or (b) 1.75% for term loans, and (2) the applicable margin for Eurodollar rate borrowings is set at (a) 2.375% for revolving loans or (b) 2.75% for term loans. Thereafter, the applicable margin varies depending on the Company funded debt to EBITDA ratio, as described above. | |||||||||
EBITDA is defined as net (loss) income less (provision for) benefit from taxes, depreciation expense, amortization expense, stock-based compensation expense, interest and other income (expense), acquisition costs for business combinations, extraordinary or non-recurring non-cash expenses or losses including, without limitation, goodwill impairments, and any extraordinary or non-recurring cash expenses in an aggregate amount not to exceed $5.0 million for the life of this Second Loan Agreement. The revolving loan facility requires an annual facility fee of 0.375% of the revolving credit line capacity. | |||||||||
The Second Loan Agreement expires in November 2016. The Second Loan Agreement, as amended, restricts the Company’s ability to raise additional debt financing and pay dividends, and also requires the Company to comply with other nonfinancial covenants. In addition, the Company is required to maintain financial covenants as follows: | |||||||||
1. A minimum fixed charge coverage ratio as of the end of each fiscal quarter of not less than: | |||||||||
(a) 1.00:1:00 for the period between September 30, 2015 and June 30, 2016; and | |||||||||
(b) 1.15:1:00 for the period beginning July 1, 2016 and thereafter. | |||||||||
The fixed charge coverage ratio is not tested until the fiscal quarter ending September 30, 2015. | |||||||||
2. Minimum EBITDA as of the end of each fiscal quarter of not less than: | |||||||||
(a) $1 for the period between April 1, 2014 and June 30, 2015; | |||||||||
(b) $3,400,000 for the period between July 1, 2015 and September 30, 2015; | |||||||||
(c) $3,200,000 for the period between October 1, 2015 and December 31, 2015. | |||||||||
EBITDA is not tested after the fiscal quarter ending December 31, 2015. | |||||||||
3. Minimum liquidity as of the end of each month of not less than $20,000,000. | |||||||||
The Company was in compliance with the covenants of the Second Loan Agreement, as amended, as of March 31, 2015 and June 30, 2014. | |||||||||
Upfront arrangement fees incurred in connection with the Second Amendment totaled $0.3 million and were deferred and are being amortized over the remaining term of the arrangement. In connection with the reduction of the revolving credit line capacity, the Company accelerated amortization of approximately $0.3 million of unamortized deferred upfront costs. | |||||||||
As of March 31, 2015 and June 30, 2014, $65.0 million and $77.5 million were outstanding under the term loan. There were no outstanding balances under the revolving credit line as of March 31, 2015 or June 30, 2014. | |||||||||
Interest Rate Swap | |||||||||
In February 2012, the Company entered into an interest rate swap to reduce its exposure to the financial impact of changing interest rates under its term loan. The Company does not speculate using derivative instruments. The Company entered into this derivative instrument arrangement solely for the purpose of risk management. The swap encompasses the principal balances outstanding as of January 1, 2014 and scheduled to be outstanding thereafter, such principal and notional amount totaling $85.0 million in January 2014 and amortizing to $35.0 million in November 2016. The effective date of the swap was April 9, 2012 with a maturity date of November 4, 2016. At March 31, 2015, the Company had approximately $65.0 million of notional amount outstanding in the swap agreement that exchanges a variable interest rate base (Eurodollar rate) for a fixed interest rate of 0.97% over the term of the agreement. This interest rate swap is designated as a cash flow hedge of the interest rate risk attributable to forecasted variable interest payments. The effective portion of the fair value gains or losses on this swap are included as a component of accumulated other comprehensive loss. Any hedge ineffectiveness will be immediately recognized in earnings in the current period. | |||||||||
At March 31, 2015, the fair value of the interest rate swap net liability was $0.4 million and the hedge effective portion of the interest rate swap was $0.4 million. | |||||||||
Promissory Notes | |||||||||
During the three and nine months ended March 31, 2015 and 2014, the Company did not issue any promissory notes for the acquisition of businesses. The outstanding amount under the promissory notes at March 31, 2015 and June 30, 2014 was $0.1 million and $0.6 million. | |||||||||
Debt Maturities | |||||||||
The maturities of the Company’s debt as of March 31, 2015 were as follows (in thousands): | |||||||||
Year Ending June 30, | Promissory | Second Loan | |||||||
Notes | Agreement | ||||||||
2015 (remaining three months) | $ | 50 | $ | 5,000 | |||||
2016 | 50 | 20,000 | |||||||
2017 | — | 40,000 | |||||||
100 | 65,000 | ||||||||
Less: imputed interest and unamortized discounts | (2 | ) | (537 | ) | |||||
Less: current portion | (50 | ) | (19,663 | ) | |||||
Noncurrent portion of debt | $ | 48 | $ | 44,800 | |||||
Letters of Credit | |||||||||
The Company has a $0.4 million letter of credit agreement with a financial institution that is used as collateral for fidelity bonds placed with an insurance company and a $0.5 million letter of credit agreement with a financial institution that is used as collateral for the Company’s corporate headquarters’ operating lease. The letters of credit automatically renew annually without amendment unless cancelled by the financial institutions within 30 days of the annual expiration date. |
Commitments_and_Contingencies
Commitments and Contingencies | 9 Months Ended | ||||
Mar. 31, 2015 | |||||
Commitments and Contingencies Disclosure [Abstract] | |||||
Commitments and Contingencies | 8. Commitments and Contingencies | ||||
Leases | |||||
The Company leases office space and equipment under non-cancelable operating leases with various expiration dates through 2020. Rent expense for the three and nine months ended March 31, 2015 was $0.9 million and $2.7 million and for the three and nine months ended March 31, 2014 was $0.8 million and $2.7 million. The Company recognizes rent expense on a straight-line basis over the lease period and accrues for rent expense incurred but not paid. | |||||
Future annual minimum lease payments under noncancelable operating leases as of March 31, 2015 were as follows (in thousands): | |||||
Year Ending June 30, | Operating | ||||
Leases | |||||
2015 (remaining three months) | $ | 926 | |||
2016 | 3,683 | ||||
2017 | 3,323 | ||||
2018 | 3,245 | ||||
2019 | 1,303 | ||||
2020 and thereafter | 57 | ||||
$ | 12,537 | ||||
Guarantor Arrangements | |||||
The Company has agreements whereby it indemnifies its officers and directors for certain events or occurrences while the officer or director is, or was, serving at the Company’s request in such capacity. The term of the indemnification period is for the officer or director’s lifetime. The maximum potential amount of future payments the Company could be required to make under these indemnification agreements is unlimited; however, the Company has a director and officer insurance policy that limits its exposure and enables the Company to recover a portion of any future amounts under certain circumstances and subject to deductibles and exclusions. As a result of its insurance policy coverage, the Company believes the estimated fair value of these indemnification agreements is not material. Accordingly, the Company had no liabilities recorded for these agreements as of March 31, 2015 and June 30, 2014. | |||||
In the ordinary course of its business, the Company from time to time enters into standard indemnification provisions in its agreements with its clients. Pursuant to these provisions, the Company may be obligated to indemnify its clients for certain losses suffered or incurred, including losses arising from violations of applicable law by the Company or by its third-party website publishers, losses arising from actions or omissions of the Company or its third-party publishers, and for third-party claims that a Company product infringed upon any United States patent, copyright or other intellectual property rights. Where practicable, the Company limits its liabilities under such indemnities. | |||||
The potential amount of future payments to defend lawsuits or settle indemnified claims under these indemnification provisions is generally limited and the Company believes the estimated fair value of these indemnity provisions is not material, and accordingly, the Company had no liabilities recorded for these agreements as of March 31, 2015 and June 30, 2014. | |||||
Litigation | |||||
In December 2012, Internet Patents Corporation (“IPC”) filed a patent infringement lawsuit against the Company in the United States District Court for the Northern District of California, alleging that the Company has infringed a patent held by IPC. In September 2013, the court dismissed a related case because it found that the patent is invalid, and on the same date, the court issued IPC an Order to Show Cause that the lawsuit against the Company should not be dismissed. In October 2013, IPC filed a response to the order and the court subsequently dismissed the case against the Company. In October 2013, IPC filed its appeal in the United States Court of Appeals for the Federal Circuit. The United States Court of Appeals for Federal Circuit heard oral arguments on the appeal on August 6, 2014, and the Company is awaiting a decision. While the Company denies IPC’s claims and believes that the probability of any loss is remote, there can be no assurance that the Company will prevail in this matter and any adverse ruling or settlement may have a significant impact on its business and operating results. In addition, regardless of the outcome of the matter, the Company may incur significant legal fees defending the action until it is resolved. |
Stock_Benefit_Plans
Stock Benefit Plans | 9 Months Ended | ||||||||||||||||
Mar. 31, 2015 | |||||||||||||||||
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |||||||||||||||||
Stock Benefit Plans | 9. Stock Benefit Plans | ||||||||||||||||
Stock Incentive Plans | |||||||||||||||||
The Company may grant incentive stock options (“ISOs”), nonstatutory stock options (“NQSOs”), restricted stock, restricted stock units, stock appreciation rights, performance-based stock awards, and other forms of equity compensation, as well as performance cash awards, under its 2010 Equity Incentive Plan (the “2010 Incentive Plan”) as well as NQSOs and restricted stock units to non-employee directors under the 2010 Non-Employee Directors’ Stock Award Plan (the “Directors’ Plan”). To date, the Company has issued only ISOs, NQSOs, restricted stock units and performance-based stock awards under the plans. | |||||||||||||||||
As of March 31, 2015, 11,411,822 shares were reserved and 8,391,628 shares were available for issuance under the 2010 Incentive Plan; 2,047,770 shares were reserved and 1,641,643 shares were available for issuance under the Directors’ Plan. | |||||||||||||||||
Stock-Based Compensation | |||||||||||||||||
The Company estimates the fair value of stock options at the date of grant using the Black-Scholes option-pricing model. Options are granted with an exercise price equal to the fair value of the common stock at the date of grant. The weighted average Black-Scholes model assumptions and the weighted average grant date fair value of employee stock options for the three and nine months ended March 31, 2015 and 2014 were as follows: | |||||||||||||||||
Three Months Ended | Nine Months Ended | ||||||||||||||||
March 31, | March 31, | ||||||||||||||||
2015 | 2014 | 2015 | 2014 | ||||||||||||||
Expected term (in years) | 4.6 | 4.6 | 4.6 | 4.6 | |||||||||||||
Expected volatility | 47 | % | 46 | % | 46 | % | 48 | % | |||||||||
Expected dividend yield | 0 | % | 0 | % | 0 | % | 0 | % | |||||||||
Risk-free interest rate | 1.4 | % | 1.6 | % | 1.6 | % | 1.4 | % | |||||||||
Grant date fair value | $ | 2.32 | $ | 3.23 | $ | 1.79 | $ | 3.85 | |||||||||
The fair value of restricted stock units is determined based on the closing price of the Company’s common stock on the grant date. Compensation expense is amortized net of estimated forfeitures on a straight-line basis over the requisite service period of the stock-based compensation awards. |
Segment_Information
Segment Information | 9 Months Ended | ||||||||||||||||
Mar. 31, 2015 | |||||||||||||||||
Segment Reporting [Abstract] | |||||||||||||||||
Segment Information | 10. Segment Information | ||||||||||||||||
Operating segments are defined as components of an enterprise about which separate financial information is available that is evaluated regularly by the chief operating decision maker, or decision making group, in deciding how to allocate resources and in assessing performance. The Company’s chief operating decision maker is its chief executive officer. The Company’s chief executive officer reviews financial information presented on a consolidated basis, accompanied by information about operating segments, including net sales and operating income before depreciation, amortization and stock-based compensation expense. | |||||||||||||||||
The Company determined its reportable operating segment is DMS, which derives revenue from fees earned through the delivery of qualified leads, inquiries, clicks, calls, applications, customers and, to a lesser extent, display advertisements, or impressions. The remaining segment does not meet the quantitative threshold for an individually reportable segment and is therefore included in the “All other” line in the following table. | |||||||||||||||||
The Company evaluates the performance of its operating segments based on operating income before depreciation, amortization and stock-based compensation expense. | |||||||||||||||||
The Company does not allocate most of its assets, nor its depreciation and amortization expense, stock-based compensation expense, interest income, interest expense, other income or income tax expense by segment. Accordingly, the Company does not report such information. | |||||||||||||||||
Summarized information by segment was as follows (in thousands): | |||||||||||||||||
Three Months Ended | Nine Months Ended | ||||||||||||||||
March 31, | March 31, | ||||||||||||||||
2015 | 2014 | 2015 | 2014 | ||||||||||||||
Net revenue by segment: | |||||||||||||||||
DMS | $ | 75,109 | $ | 71,641 | $ | 210,453 | $ | 214,178 | |||||||||
All Other | 236 | 247 | 775 | 816 | |||||||||||||
Total net revenue | 75,345 | 71,888 | 211,228 | 214,994 | |||||||||||||
Segment operating income before depreciation, amortization, and stock-based compensation expense: | |||||||||||||||||
DMS | 4,131 | 6,169 | 6,159 | 21,898 | |||||||||||||
All Other | 139 | 110 | 481 | 489 | |||||||||||||
Total segment operating income before depreciation, amortization, and stock-based compensation expense: | 4,270 | 6,279 | 6,640 | 22,387 | |||||||||||||
Depreciation and amortization | (4,370 | ) | (6,611 | ) | (14,778 | ) | (19,955 | ) | |||||||||
Stock-based compensation expense | (2,581 | ) | (2,450 | ) | (7,382 | ) | (8,111 | ) | |||||||||
Total operating loss | $ | (2,681 | ) | $ | (2,782 | ) | $ | (15,520 | ) | $ | (5,679 | ) | |||||
The following tables set forth net revenue and long-lived assets by geographic area (in thousands): | |||||||||||||||||
Three Months Ended | Nine Months Ended | ||||||||||||||||
March 31, | March 31, | ||||||||||||||||
2015 | 2014 | 2015 | 2014 | ||||||||||||||
Net revenue: | |||||||||||||||||
United States | $ | 73,575 | $ | 70,989 | $ | 207,042 | $ | 212,929 | |||||||||
International | 1,770 | 899 | 4,186 | 2,065 | |||||||||||||
Total net revenue | $ | 75,345 | $ | 71,888 | $ | 211,228 | $ | 214,994 | |||||||||
March 31, | June 30, | ||||||||||||||||
2015 | 2014 | ||||||||||||||||
Property and equipment, net: | |||||||||||||||||
United States | $ | 8,588 | $ | 10,878 | |||||||||||||
International | 223 | 248 | |||||||||||||||
Total property and equipment, net: | $ | 8,811 | $ | 11,126 | |||||||||||||
Summary_of_Significant_Account1
Summary of Significant Accounting Policies (Policies) | 9 Months Ended | ||
Mar. 31, 2015 | |||
Accounting Policies [Abstract] | |||
Principles of Consolidation | Principles of Consolidation | ||
The condensed consolidated financial statements include the accounts of the Company and its subsidiaries. Intercompany balances and transactions have been eliminated in consolidation. | |||
Unaudited Interim Financial Information | Unaudited Interim Financial Information | ||
The accompanying condensed consolidated financial statements and the notes to the condensed consolidated financial statements as of March 31, 2015 and for the three and nine months ended March 31, 2015 and 2014 are unaudited. These unaudited interim condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States (“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 GAAP have been condensed or omitted pursuant to such rules and regulations. Accordingly, these interim condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and notes thereto contained in the Company’s Annual Report on Form 10-K for the fiscal year ended June 30, 2014, as filed with the SEC on September 12, 2014. The condensed consolidated balance sheet at June 30, 2014 included herein was derived from the audited financial statements as of that date, but does not include all disclosures, including notes, required by GAAP. | |||
The unaudited interim condensed consolidated financial statements have been prepared on the same basis as the audited consolidated financial statements and, in the opinion of management, include all adjustments (consisting only of normal recurring adjustments) necessary for the fair statement of the Company’s condensed consolidated balance sheet at March 31, 2015, its condensed consolidated statements of operations for the three and nine months ended March 31, 2015 and 2014, its condensed consolidated statements of comprehensive loss for the three and nine months ended March 31, 2015 and 2014, and its condensed consolidated statements of cash flows for the nine months ended March 31, 2015 and 2014. The results of operations for the three and nine months ended March 31, 2015 are not necessarily indicative of the results to be expected for the fiscal year ending June 30, 2015, or any other future period. | |||
Use of Estimates | Use of Estimates | ||
The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the financial statements and reported amounts of revenue and expenses during the period. On an ongoing basis, management evaluates these estimates, judgments and assumptions, including those related to revenue recognition, stock-based compensation, goodwill, intangible assets, long-lived assets, contingencies, and income taxes. The Company bases these estimates on historical and anticipated results and trends and on various other assumptions that the Company believes are reasonable under the circumstances, including assumptions as to future events. These estimates form the basis for making judgments about the carrying values of assets and liabilities and recorded revenue and expenses that are not readily apparent from other sources. Actual results could differ from those estimates, and such differences could affect the results of operations reported in future periods. | |||
Accounting Policies | Accounting Policies | ||
The significant accounting policies are described in Note 2, Summary of Significant Accounting Policies, to the consolidated financial statements included in the Annual Report on Form 10-K for the fiscal year ended June 30, 2014. There have been no significant changes in the accounting policies subsequent to June 30, 2014. | |||
Concentrations of Credit Risk | Concentrations of Credit Risk | ||
No client accounted for 10% or more of net revenue for the three or nine months ended March 31, 2015 or for the same period in fiscal year 2014. No client accounted for 10% or more of net accounts receivable as of March 31, 2015 or June 30, 2014. | |||
Fair Value of Financial Instruments | Fair Value of Financial Instruments | ||
The Company’s financial instruments consist principally of cash equivalents, accounts receivable, accounts payable, an acquisition-related promissory note, an interest rate swap, and a term loan. The fair value of the Company’s cash equivalents is determined based on quoted prices in active markets for identical assets for its money market funds. The recorded values of the Company’s accounts receivable and accounts payable approximate their current fair values due to the relatively short-term nature of these accounts. The fair value of the acquisition-related promissory note approximates its recorded amount as the interest rates on similar financing arrangements available to the Company at March 31, 2015 approximate the interest rates implied when this acquisition-related promissory note was originally issued and recorded. The fair value of the interest rate swap is based upon fair value quotes from the issuing bank and the Company assesses the quotes for reasonableness by comparing them to the present values of expected cash flows. The present value approach is based on observable market interest rate curves that are commensurate with the terms of the interest rate swap. The carrying value represents the fair value of the swap, as adjusted for any non-performance risk associated with the Company at March 31, 2015. The Company believes that the fair value of the term loan approximates its recorded amount at March 31, 2015 as the interest rate on the term loan is variable and is based on market interest rates and after consideration of default and credit risk. | |||
Recent Accounting Pronouncements | Recent Accounting Pronouncements | ||
In July 2013, the FASB issued a new accounting standard update on the financial presentation of unrecognized tax benefits. The new guidance provides that a liability related to an unrecognized tax benefit would be presented as reduction of a deferred tax asset for a net operating loss carryforward, a similar tax loss or a tax credit carryforward if such settlement is required or expected in the event the uncertain tax position is disallowed. The new guidance becomes effective for fiscal years beginning after December 15, 2014 and it should be applied prospectively to unrecognized tax benefits that exist at the effective date, although retrospective application is permitted. The adoption of this standard is not expected to have a material impact on the Company’s consolidated financial statements. | |||
In May 2014, the FASB issued a new accounting standard update on revenue from contracts with clients. The new guidance provides that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The new guidance becomes effective for fiscal years beginning after December 15, 2016, and interim periods within those years. In April 2015, the FASB proposed a one year deferral of the effective date. The Company is currently assessing the impact of this new guidance. | |||
In June 2014, the FASB issued a new accounting standard update on accounting for share-based payments when the terms of an award provide that a performance target could be achieved after the requisite service period, which amends ASC 718, “Compensation - Stock Compensation.” The amendment provides guidance on the treatment of shared-based payment awards with a specific performance target, requiring that a performance target that affects vesting and that could be achieved after the requisite service period be treated as a performance condition. The new guidance becomes effective for fiscal years beginning after December 15, 2015, and interim periods within those years, with early adoption permitted. The adoption of this standard is not expected to have a material impact on the Company’s consolidated financial statements. | |||
In August 2014, the FASB issued new guidance related to the disclosures around going concern. The new standard provides guidance around management’s responsibility to evaluate whether there is substantial doubt about an entity’s ability to continue as a going concern and to provide related footnote disclosures. The new guidance becomes effective for fiscal years beginning after December 15, 2016, and interim periods within those years, with early adoption permitted. The adoption of this standard is not expected to have a material impact on the Company’s consolidated financial statements. | |||
In April 2015, the FASB issued a new accounting standard update on the presentation of debt issuance costs. The new guidance provides that debt issuance costs related to a recognized debt liability be presented as a direct reduction from its carrying value. The new guidance becomes effective for fiscal years beginning after December 15, 2015, and interim periods within those years, with early adoption permitted. The adoption of this standard is not expected to have a material impact on the Company’s consolidated financial statements. | |||
Net Loss Attributable to Common Stockholders and Net Loss per Share | Basic net loss per share is computed by dividing net loss by the weighted average number of shares of common stock outstanding during the period. Diluted net loss per share is computed by using the weighted-average number of shares of common stock outstanding, including potential dilutive shares of common stock assuming the dilutive effect of outstanding stock options and restricted stock units using the treasury stock method. | ||
Fair Value Measurements and Marketable Securities | Fair value is defined as the price that would be received on sale of an asset or paid to transfer a liability (exit price) in an orderly transaction between market participants at the measurement date. The FASB has established a fair value hierarchy that distinguishes between (1) market participant assumptions developed based on market data obtained from independent sources (observable inputs) and (2) an entity’s own assumptions about market participant assumptions developed based on the best information available in the circumstances (unobservable inputs). The fair value hierarchy consists of three broad levels, which gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1) and the lowest priority to unobservable inputs (Level 3). | ||
The three levels of the fair value hierarchy under the guidance for fair value measurement are described below: | |||
Level 1 — | Inputs are unadjusted quoted prices in active markets for identical assets or liabilities. Pricing inputs are based upon quoted prices in active markets for identical assets or liabilities that the reporting entity has the ability to access at the measurement date. The valuations are based on quoted prices of the underlying security that are readily and regularly available in an active market, and accordingly, a significant degree of judgment is not required. As of March 31, 2015, the Company used Level 1 assumptions for its money market funds. | ||
Level 2 — | Pricing inputs are based upon quoted prices for similar instruments in active markets, quoted prices for identical or similar instruments in markets that are not active, and model-based valuation techniques for which all significant assumptions are observable in the market or can be corroborated by observable market data for substantially the full term of the assets or liabilities. As of March 31, 2015, the Company used Level 2 assumptions for its acquisition-related promissory note, term loan, and interest rate swap. | ||
Level 3 — | Pricing inputs are generally unobservable for the assets or liabilities and include situations where there is little, if any, market activity for the investment. The inputs into the determination of fair value require management’s judgment or estimation of assumptions that market participants would use in pricing the assets or liabilities. The fair values are therefore determined using model-based techniques that include option pricing models, discounted cash flow models, and similar techniques. As of March 31, 2015, the Company did not have any Level 3 financial assets or liabilities. | ||
Marketable Securities | Marketable Securities | ||
All liquid investments with maturities of three months or less at the date of purchase are classified as cash equivalents. Investments with maturities greater than three months at the date of purchase are classified as marketable securities. The Company’s marketable securities have been classified and accounted for as available-for-sale. Management determines the appropriate classification of its investments at the time of purchase and reevaluates the available-for-sale designation as of each balance sheet date. Available-for-sale securities are carried at fair value, with unrealized gains and losses, net of tax, reported as a component of accumulated other comprehensive loss within stockholders’ equity. | |||
Interest Rate Swap | In February 2012, the Company entered into an interest rate swap to reduce its exposure to the financial impact of changing interest rates under its term loan. The Company does not speculate using derivative instruments. The Company entered into this derivative instrument arrangement solely for the purpose of risk management. The swap encompasses the principal balances outstanding as of January 1, 2014 and scheduled to be outstanding thereafter, such principal and notional amount totaling $85.0 million in January 2014 and amortizing to $35.0 million in November 2016. The effective date of the swap was April 9, 2012 with a maturity date of November 4, 2016. At March 31, 2015, the Company had approximately $65.0 million of notional amount outstanding in the swap agreement that exchanges a variable interest rate base (Eurodollar rate) for a fixed interest rate of 0.97% over the term of the agreement. This interest rate swap is designated as a cash flow hedge of the interest rate risk attributable to forecasted variable interest payments. The effective portion of the fair value gains or losses on this swap are included as a component of accumulated other comprehensive loss. Any hedge ineffectiveness will be immediately recognized in earnings in the current period. | ||
Segment Information | Operating segments are defined as components of an enterprise about which separate financial information is available that is evaluated regularly by the chief operating decision maker, or decision making group, in deciding how to allocate resources and in assessing performance. The Company’s chief operating decision maker is its chief executive officer. The Company’s chief executive officer reviews financial information presented on a consolidated basis, accompanied by information about operating segments, including net sales and operating income before depreciation, amortization and stock-based compensation expense. |
Net_Loss_Attributable_to_Commo1
Net Loss Attributable to Common Stockholders and Net Loss per Share (Tables) | 9 Months Ended | ||||||||||||||||
Mar. 31, 2015 | |||||||||||||||||
Earnings Per Share [Abstract] | |||||||||||||||||
Calculation of Basic and Diluted Net Loss per Share | The following table presents the calculation of basic and diluted net loss per share: | ||||||||||||||||
Three Months Ended | Nine Months Ended | ||||||||||||||||
March 31, | March 31, | ||||||||||||||||
2015 | 2014 | 2015 | 2014 | ||||||||||||||
(In thousands, except per share data) | (In thousands, except per share data) | ||||||||||||||||
Numerator: | |||||||||||||||||
Basic and Diluted: | |||||||||||||||||
Net loss | $ | (3,216 | ) | $ | (2,673 | ) | $ | (14,980 | ) | $ | (47,641 | ) | |||||
Denominator: | |||||||||||||||||
Basic and Diluted: | |||||||||||||||||
Weighted average shares of common stock used in computing basic and diluted net loss per share | 44,522 | 43,567 | 44,409 | 43,422 | |||||||||||||
Net loss per share: | |||||||||||||||||
Basic and Diluted (1) | $ | (0.07 | ) | $ | (0.06 | ) | $ | (0.34 | ) | $ | (1.10 | ) | |||||
Securities excluded from weighted average shares used in computing diluted net loss per share because the effect would have been anti-dilutive: (2) | 6,524 | 9,677 | 8,879 | 8,463 | |||||||||||||
(1) | Diluted EPS does not reflect any potential common stock relating to stock options or restricted stock units due to net loss incurred for the three and nine months ended March 31, 2015 and 2014. The assumed issuance of any additional shares would be anti-dilutive. | ||||||||||||||||
-2 | These weighted shares relate to anti-dilutive stock options and restricted stock units as calculated using the treasury stock method and could be dilutive in the future. |
Fair_Value_Measurements_and_Ma1
Fair Value Measurements and Marketable Securities (Tables) | 9 Months Ended | ||||||||||||||||
Mar. 31, 2015 | |||||||||||||||||
Text Block [Abstract] | |||||||||||||||||
Schedule of Company's Financial Instruments | The Company’s financial instruments as of March 31, 2015 and June 30, 2014 were categorized as follows in the fair value hierarchy (in thousands): | ||||||||||||||||
Fair Value Measurements as of March 31, 2015 Using | |||||||||||||||||
Quoted Prices in | Significant Other | Total | |||||||||||||||
Active Markets | Observable | ||||||||||||||||
for Identical Assets | Inputs | ||||||||||||||||
(Level 1) | (Level 2) | ||||||||||||||||
Assets: | |||||||||||||||||
Money market funds | $ | 78,021 | $ | — | $ | 78,021 | |||||||||||
Liabilities: | |||||||||||||||||
Acquisition-related promissory note (1) | $ | — | $ | 98 | $ | 98 | |||||||||||
Term loan (1) | — | 64,463 | 64,463 | ||||||||||||||
Interest rate swap | — | 405 | 405 | ||||||||||||||
$ | — | $ | 64,966 | $ | 64,966 | ||||||||||||
Fair Value Measurements as of June 30, 2014 Using | |||||||||||||||||
Quoted Prices in | Significant Other | Total | |||||||||||||||
Active Markets | Observable | ||||||||||||||||
for Identical Assets | Inputs | ||||||||||||||||
(Level 1) | (Level 2) | ||||||||||||||||
Assets: | |||||||||||||||||
U.S. municipal securities | $ | — | $ | 12,816 | $ | 12,816 | |||||||||||
Certificates of deposit | — | 26,293 | 26,293 | ||||||||||||||
Money market funds | 38,641 | — | 38,641 | ||||||||||||||
$ | 38,641 | $ | 39,109 | $ | 77,750 | ||||||||||||
Liabilities: | |||||||||||||||||
Acquisition-related promissory notes (1) | $ | — | $ | 603 | $ | 603 | |||||||||||
Term loan (1) | — | 76,660 | 76,660 | ||||||||||||||
Interest rate swap | — | 630 | 630 | ||||||||||||||
$ | — | $ | 77,893 | $ | 77,893 | ||||||||||||
(1) | These liabilities are carried at historical cost on the Company’s condensed consolidated balance sheets. | ||||||||||||||||
Schedule of Unrealized Gains and Losses Related to Cash Equivalents and Available-For-Sale Securities | The following table summarizes unrealized gains and losses related to cash equivalents and available-for-sale securities held by the Company as of March 31, 2015 and June 30, 2014 (in thousands): | ||||||||||||||||
As of March 31, 2015 | |||||||||||||||||
Gross | Gross | Gross | Estimated | ||||||||||||||
Amortized | Unrealized | Unrealized | Fair | ||||||||||||||
Cost | Gains | Losses | Value | ||||||||||||||
Money market funds | $ | 78,021 | $ | — | $ | — | $ | 78,021 | |||||||||
As of June 30, 2014 | |||||||||||||||||
Gross | Gross | Gross | Estimated | ||||||||||||||
Amortized | Unrealized | Unrealized | Fair | ||||||||||||||
Cost | Gains | Losses | Value | ||||||||||||||
U.S. municipal securities | $ | 12,812 | $ | 4 | $ | — | $ | 12,816 | |||||||||
Certificates of deposit | 26,330 | — | 37 | 26,293 | |||||||||||||
Money market funds | 38,641 | — | — | 38,641 | |||||||||||||
$ | 77,783 | $ | 4 | $ | 37 | $ | 77,750 | ||||||||||
Intangible_Assets_and_Goodwill1
Intangible Assets and Goodwill (Tables) | 9 Months Ended | ||||||||||||||||||||||||
Mar. 31, 2015 | |||||||||||||||||||||||||
Goodwill and Intangible Assets Disclosure [Abstract] | |||||||||||||||||||||||||
Intangible Assets | Intangible assets, net balances, excluding goodwill, consisted of the following (in thousands): | ||||||||||||||||||||||||
March 31, 2015 | June 30, 2014 | ||||||||||||||||||||||||
Gross | Accumulated | Net | Gross | Accumulated | Net | ||||||||||||||||||||
Carrying | Amortization | Carrying | Carrying | Amortization | Carrying | ||||||||||||||||||||
Amount | Amount | Amount | Amount | ||||||||||||||||||||||
Customer/publisher/advertiser relationships | $ | 37,034 | $ | (33,250 | ) | $ | 3,784 | $ | 37,040 | $ | (31,185 | ) | $ | 5,855 | |||||||||||
Content | 62,162 | (53,652 | ) | 8,510 | 62,196 | (50,348 | ) | 11,848 | |||||||||||||||||
Website/trade/domain names | 31,591 | (24,111 | ) | 7,480 | 31,652 | (21,482 | ) | 10,170 | |||||||||||||||||
Acquired technology and others | 36,742 | (35,072 | ) | 1,670 | 36,744 | (33,176 | ) | 3,568 | |||||||||||||||||
$ | 167,529 | $ | (146,085 | ) | $ | 21,444 | $ | 167,632 | $ | (136,191 | ) | $ | 31,441 | ||||||||||||
Amortization Expense | Future amortization expense for the Company’s intangible assets as of March 31, 2015 was as follows (in thousands): | ||||||||||||||||||||||||
Year Ending June 30, | Amortization | ||||||||||||||||||||||||
2015 (remaining 3 months) | $ | 2,704 | |||||||||||||||||||||||
2016 | 9,190 | ||||||||||||||||||||||||
2017 | 6,073 | ||||||||||||||||||||||||
2018 | 1,919 | ||||||||||||||||||||||||
2019 | 776 | ||||||||||||||||||||||||
Thereafter | 782 | ||||||||||||||||||||||||
$ | 21,444 | ||||||||||||||||||||||||
Changes in Carrying Amount of Goodwill | The change in the carrying amount of goodwill for the nine months ended March 31, 2015 was as follows (in thousands): | ||||||||||||||||||||||||
Total | |||||||||||||||||||||||||
Balance at June 30, 2014 | $ | 55,451 | |||||||||||||||||||||||
Additions | — | ||||||||||||||||||||||||
Balance at March 31, 2015 | $ | 55,451 | |||||||||||||||||||||||
Debt_Tables
Debt (Tables) | 9 Months Ended | ||||||||
Mar. 31, 2015 | |||||||||
Debt Disclosure [Abstract] | |||||||||
Maturities of Debt | The maturities of the Company’s debt as of March 31, 2015 were as follows (in thousands): | ||||||||
Year Ending June 30, | Promissory | Second Loan | |||||||
Notes | Agreement | ||||||||
2015 (remaining three months) | $ | 50 | $ | 5,000 | |||||
2016 | 50 | 20,000 | |||||||
2017 | — | 40,000 | |||||||
100 | 65,000 | ||||||||
Less: imputed interest and unamortized discounts | (2 | ) | (537 | ) | |||||
Less: current portion | (50 | ) | (19,663 | ) | |||||
Noncurrent portion of debt | $ | 48 | $ | 44,800 | |||||
Commitments_and_Contingencies_
Commitments and Contingencies (Tables) | 9 Months Ended | ||||
Mar. 31, 2015 | |||||
Commitments and Contingencies Disclosure [Abstract] | |||||
Future Annual Minimum Lease Payments under Noncancelable Operating Leases | Future annual minimum lease payments under noncancelable operating leases as of March 31, 2015 were as follows (in thousands): | ||||
Year Ending June 30, | Operating | ||||
Leases | |||||
2015 (remaining three months) | $ | 926 | |||
2016 | 3,683 | ||||
2017 | 3,323 | ||||
2018 | 3,245 | ||||
2019 | 1,303 | ||||
2020 and thereafter | 57 | ||||
$ | 12,537 | ||||
Stock_Benefit_Plans_Tables
Stock Benefit Plans (Tables) | 9 Months Ended | ||||||||||||||||
Mar. 31, 2015 | |||||||||||||||||
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |||||||||||||||||
Schedule of Weighted Average Black-Scholes Model Assumptions and Weighted Average Date of Grant Fair Value of Employee Stock Options | The weighted average Black-Scholes model assumptions and the weighted average grant date fair value of employee stock options for the three and nine months ended March 31, 2015 and 2014 were as follows: | ||||||||||||||||
Three Months Ended | Nine Months Ended | ||||||||||||||||
March 31, | March 31, | ||||||||||||||||
2015 | 2014 | 2015 | 2014 | ||||||||||||||
Expected term (in years) | 4.6 | 4.6 | 4.6 | 4.6 | |||||||||||||
Expected volatility | 47 | % | 46 | % | 46 | % | 48 | % | |||||||||
Expected dividend yield | 0 | % | 0 | % | 0 | % | 0 | % | |||||||||
Risk-free interest rate | 1.4 | % | 1.6 | % | 1.6 | % | 1.4 | % | |||||||||
Grant date fair value | $ | 2.32 | $ | 3.23 | $ | 1.79 | $ | 3.85 |
Segment_Information_Tables
Segment Information (Tables) | 9 Months Ended | ||||||||||||||||
Mar. 31, 2015 | |||||||||||||||||
Segment Reporting [Abstract] | |||||||||||||||||
Summarized Information by Segment | Summarized information by segment was as follows (in thousands): | ||||||||||||||||
Three Months Ended | Nine Months Ended | ||||||||||||||||
March 31, | March 31, | ||||||||||||||||
2015 | 2014 | 2015 | 2014 | ||||||||||||||
Net revenue by segment: | |||||||||||||||||
DMS | $ | 75,109 | $ | 71,641 | $ | 210,453 | $ | 214,178 | |||||||||
All Other | 236 | 247 | 775 | 816 | |||||||||||||
Total net revenue | 75,345 | 71,888 | 211,228 | 214,994 | |||||||||||||
Segment operating income before depreciation, amortization, and stock-based compensation expense: | |||||||||||||||||
DMS | 4,131 | 6,169 | 6,159 | 21,898 | |||||||||||||
All Other | 139 | 110 | 481 | 489 | |||||||||||||
Total segment operating income before depreciation, amortization, and stock-based compensation expense: | 4,270 | 6,279 | 6,640 | 22,387 | |||||||||||||
Depreciation and amortization | (4,370 | ) | (6,611 | ) | (14,778 | ) | (19,955 | ) | |||||||||
Stock-based compensation expense | (2,581 | ) | (2,450 | ) | (7,382 | ) | (8,111 | ) | |||||||||
Total operating loss | $ | (2,681 | ) | $ | (2,782 | ) | $ | (15,520 | ) | $ | (5,679 | ) | |||||
Net Revenue and Long-Lived Assets by Geographic Area | The following tables set forth net revenue and long-lived assets by geographic area (in thousands): | ||||||||||||||||
Three Months Ended | Nine Months Ended | ||||||||||||||||
March 31, | March 31, | ||||||||||||||||
2015 | 2014 | 2015 | 2014 | ||||||||||||||
Net revenue: | |||||||||||||||||
United States | $ | 73,575 | $ | 70,989 | $ | 207,042 | $ | 212,929 | |||||||||
International | 1,770 | 899 | 4,186 | 2,065 | |||||||||||||
Total net revenue | $ | 75,345 | $ | 71,888 | $ | 211,228 | $ | 214,994 | |||||||||
March 31, | June 30, | ||||||||||||||||
2015 | 2014 | ||||||||||||||||
Property and equipment, net: | |||||||||||||||||
United States | $ | 8,588 | $ | 10,878 | |||||||||||||
International | 223 | 248 | |||||||||||||||
Total property and equipment, net: | $ | 8,811 | $ | 11,126 | |||||||||||||
Summary_of_Significant_Account2
Summary of Significant Accounting Policies - Additional Information (Detail) | 3 Months Ended | 9 Months Ended | 12 Months Ended |
Mar. 31, 2015 | Mar. 31, 2015 | Jun. 30, 2014 | |
Clients | Clients | Clients | |
Revenue Recognition, Multiple-deliverable Arrangements [Line Items] | |||
Number of clients accounted for 10% or more of net revenue | 0 | 0 | 0 |
Number of clients accounted for 10% or more of net accounts receivable | 0 | 0 | |
Net revenue [Member] | |||
Revenue Recognition, Multiple-deliverable Arrangements [Line Items] | |||
Percentage of revenue accounted by major clients | 10.00% | 10.00% | 10.00% |
Net accounts receivable [Member] | |||
Revenue Recognition, Multiple-deliverable Arrangements [Line Items] | |||
Percentage of revenue accounted by major clients | 10.00% | 10.00% |
Net_Loss_Attributable_to_Commo2
Net Loss Attributable to Common Stockholders and Net Loss per Share - Calculation of Basic and Diluted Net Loss per Share (Detail) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, except Per Share data, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 | Mar. 31, 2015 | Mar. 31, 2014 |
Basic and Diluted: | ||||
Net loss | ($3,216) | ($2,673) | ($14,980) | ($47,641) |
Basic and Diluted: | ||||
Weighted average shares of common stock used in computing basic and diluted net loss per share | 44,522 | 43,567 | 44,409 | 43,422 |
Net loss per share: | ||||
Basic and Diluted | ($0.07) | ($0.06) | ($0.34) | ($1.10) |
Securities excluded from weighted average shares used in computing diluted net loss per share because the effect would have been anti-dilutive: | 6,524 | 9,677 | 8,879 | 8,463 |
Fair_Value_Measurements_and_Ma2
Fair Value Measurements and Marketable Securities - Schedule of Company's Financial Instruments (Detail) (USD $) | Mar. 31, 2015 | Jun. 30, 2014 |
In Thousands, unless otherwise specified | ||
Assets: | ||
Assets, Fair Value Measurements | $77,750 | |
Liabilities: | ||
Liabilities, Fair Value Measurements | 64,966 | 77,893 |
Promissory Notes [Member] | ||
Liabilities: | ||
Liabilities, Fair Value Measurements | 98 | 603 |
Term loan [Member] | ||
Liabilities: | ||
Liabilities, Fair Value Measurements | 64,463 | 76,660 |
Interest rate swap [Member] | ||
Liabilities: | ||
Liabilities, Fair Value Measurements | 405 | 630 |
U.S. municipal securities [Member] | ||
Assets: | ||
Assets, Fair Value Measurements | 12,816 | |
Certificates of deposit [Member] | ||
Assets: | ||
Assets, Fair Value Measurements | 26,293 | |
Money market funds [Member] | ||
Assets: | ||
Assets, Fair Value Measurements | 78,021 | 38,641 |
Quoted Prices in Active Markets for Identical Assets (Level 1) [Member] | ||
Assets: | ||
Assets, Fair Value Measurements | 38,641 | |
Quoted Prices in Active Markets for Identical Assets (Level 1) [Member] | Money market funds [Member] | ||
Assets: | ||
Assets, Fair Value Measurements | 78,021 | 38,641 |
Significant Other Observable Inputs (Level 2) [Member] | ||
Assets: | ||
Assets, Fair Value Measurements | 39,109 | |
Liabilities: | ||
Liabilities, Fair Value Measurements | 64,966 | 77,893 |
Significant Other Observable Inputs (Level 2) [Member] | Promissory Notes [Member] | ||
Liabilities: | ||
Liabilities, Fair Value Measurements | 98 | 603 |
Significant Other Observable Inputs (Level 2) [Member] | Term loan [Member] | ||
Liabilities: | ||
Liabilities, Fair Value Measurements | 64,463 | 76,660 |
Significant Other Observable Inputs (Level 2) [Member] | Interest rate swap [Member] | ||
Liabilities: | ||
Liabilities, Fair Value Measurements | 405 | 630 |
Significant Other Observable Inputs (Level 2) [Member] | U.S. municipal securities [Member] | ||
Assets: | ||
Assets, Fair Value Measurements | 12,816 | |
Significant Other Observable Inputs (Level 2) [Member] | Certificates of deposit [Member] | ||
Assets: | ||
Assets, Fair Value Measurements | $26,293 |
Fair_Value_Measurements_and_Ma3
Fair Value Measurements and Marketable Securities - Schedule of Unrealized Gains and Losses Related to Cash Equivalents and Available-For-Sale Securities (Detail) (USD $) | Mar. 31, 2015 | Jun. 30, 2014 |
In Thousands, unless otherwise specified | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Gross Amortized Cost | $77,783 | |
Gross Unrealized Gains | 4 | |
Gross Unrealized Losses | 37 | |
Estimated Fair Value | 77,750 | |
U.S. municipal securities [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Gross Amortized Cost | 12,812 | |
Gross Unrealized Gains | 4 | |
Estimated Fair Value | 12,816 | |
Certificates of deposit [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Gross Amortized Cost | 26,330 | |
Gross Unrealized Losses | 37 | |
Estimated Fair Value | 26,293 | |
Money market funds [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Gross Amortized Cost | 78,021 | 38,641 |
Estimated Fair Value | $78,021 | $38,641 |
Fair_Value_Measurements_and_Ma4
Fair Value Measurements and Marketable Securities - Additional Information (Detail) (USD $) | 3 Months Ended | 9 Months Ended | ||
Mar. 31, 2014 | Mar. 31, 2014 | Mar. 31, 2015 | Jun. 30, 2014 | |
Securities | Securities | |||
Fair Value Disclosures [Abstract] | ||||
Realized gains (losses) from sales of securities | $0 | $0 | ||
Number of securities hold maturity greater than one year | 0 | 0 |
Intangible_Assets_and_Goodwill2
Intangible Assets and Goodwill - Intangible Assets (Detail) (USD $) | Mar. 31, 2015 | Jun. 30, 2014 |
In Thousands, unless otherwise specified | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | $167,529 | $167,632 |
Accumulated Amortization | -146,085 | -136,191 |
Net Carrying Amount | 21,444 | 31,441 |
Customer/publisher/advertiser relationships [Member] | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 37,034 | 37,040 |
Accumulated Amortization | -33,250 | -31,185 |
Net Carrying Amount | 3,784 | 5,855 |
Content [Member] | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 62,162 | 62,196 |
Accumulated Amortization | -53,652 | -50,348 |
Net Carrying Amount | 8,510 | 11,848 |
Website/trade/domain names [Member] | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 31,591 | 31,652 |
Accumulated Amortization | -24,111 | -21,482 |
Net Carrying Amount | 7,480 | 10,170 |
Acquired technology and others [Member] | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 36,742 | 36,744 |
Accumulated Amortization | -35,072 | -33,176 |
Net Carrying Amount | $1,670 | $3,568 |
Intangible_Assets_and_Goodwill3
Intangible Assets and Goodwill - Additional Information (Detail) (USD $) | 3 Months Ended | 9 Months Ended | ||
Mar. 31, 2015 | Mar. 31, 2014 | Mar. 31, 2015 | Mar. 31, 2014 | |
Goodwill and Intangible Assets Disclosure [Abstract] | ||||
Amortization of intangible assets | $2,900,000 | $4,900,000 | $10,000,000 | $15,100,000 |
Additions to goodwill | $0 |
Intangible_Assets_and_Goodwill4
Intangible Assets and Goodwill - Amortization Expense (Detail) (USD $) | Mar. 31, 2015 |
In Thousands, unless otherwise specified | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
2015 (remaining 3 months) | $2,704 |
2016 | 9,190 |
2017 | 6,073 |
2018 | 1,919 |
2019 | 776 |
Thereafter | 782 |
Net Carrying Amount | $21,444 |
Intangible_Assets_and_Goodwill5
Intangible Assets and Goodwill - Changes in Carrying Amount of Goodwill (Detail) (USD $) | 9 Months Ended |
In Thousands, unless otherwise specified | Mar. 31, 2015 |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill, Beginning | $55,451 |
Additions | 0 |
Goodwill, Ending | $55,451 |
Income_Taxes_Additional_Inform
Income Taxes - Additional Information (Detail) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 | Mar. 31, 2015 | Mar. 31, 2014 |
Income Tax Disclosure [Abstract] | ||||
(Provision for) benefit from taxes | $178 | $993 | $204 | ($39,082) |
Debt_Additional_Information_De
Debt - Additional Information (Detail) (USD $) | 3 Months Ended | 9 Months Ended | 0 Months Ended | 1 Months Ended | 0 Months Ended | |||
Mar. 31, 2015 | Mar. 31, 2014 | Mar. 31, 2015 | Mar. 31, 2014 | Feb. 15, 2013 | Nov. 30, 2011 | Jul. 17, 2014 | Jun. 30, 2014 | |
Debt Instrument [Line Items] | ||||||||
Adjusted EBITDA | $5,000,000 | |||||||
Minimum level of liquidity | 20,000,000 | 20,000,000 | ||||||
Upfront arrangement fees incurred in connection with the credit facility | 300,000 | |||||||
Amortization of principal amount of term loan | 35,000,000 | 35,000,000 | ||||||
Acquisition of businesses | 0 | 0 | 0 | 0 | ||||
Credit agreement with a financial institution that is used as collateral for fidelity bonds placed with an insurance company | 400,000 | 400,000 | ||||||
Credit agreement with a financial institution that is used as collateral for the Company's corporate headquarters' operating lease | 500,000 | 500,000 | ||||||
Letters of credit automatically renew annually without amendment on the annual expiration date | 30 days | |||||||
LIBOR rate plus [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Interest rate dependent upon the ratio of funded debt to adjusted EBITDA | 1.00% | |||||||
Period between September 30, 2015 and June 30, 2016 [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Minimum fixed charge coverage ratio | 1 | 1 | ||||||
Period beginning July 1, 2016 and thereafter [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Minimum fixed charge coverage ratio | 1.15 | 1.15 | ||||||
Period between April 1, 2014 and June 30, 2015 [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Minimum EBITDA | 1 | 1 | ||||||
Period between July 1, 2015 and September 30, 2015 [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Minimum EBITDA | 3,400,000 | 3,400,000 | ||||||
Period between October 1, 2015 and December 31, 2015 [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Minimum EBITDA | 3,200,000 | 3,200,000 | ||||||
Interest rate swap [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Derivative notional amount outstanding in the swap agreement | 85,000,000 | 85,000,000 | ||||||
Interest rate swap effectively fixes the Eurodollar rate | 0.97% | 0.97% | ||||||
Effective date of swap | 9-Apr-12 | |||||||
Derivative maturity date | 4-Nov-16 | |||||||
Notional amount outstanding in the swap agreement | 65,000,000 | 65,000,000 | ||||||
Fair value of the interest rate swap net liability | 400,000 | 400,000 | ||||||
Effective portion of the interest rate swap | 400,000 | |||||||
Maximum [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Extraordinary or non-recurring cash expenses included in adjusted EBITDA | 5,000,000 | |||||||
Term loan [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Term Loan, total | 100,000,000 | |||||||
Percentage of amortization with principal of credit facility year one | 5.00% | |||||||
Percentage of amortization with principal of credit facility year two | 10.00% | |||||||
Percentage of amortization with principal of credit facility year three | 15.00% | |||||||
Percentage of amortization with principal of credit facility year four | 20.00% | |||||||
Percentage of amortization with principal of credit facility year five | 50.00% | |||||||
Period for credit facility | 5 years | |||||||
Outstanding amount | 65,000,000 | 65,000,000 | 77,500,000 | |||||
Term loan [Member] | Base rate plus [Member] | Second Amended Agreement [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Interest rate dependent upon the ratio of funded debt to adjusted EBITDA | 1.75% | |||||||
Term loan [Member] | Eurodollar rate plus [Member] | Second Amended Agreement [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Interest rate dependent upon the ratio of funded debt to adjusted EBITDA | 2.75% | |||||||
Term loan [Member] | Maximum [Member] | Base rate plus [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Interest rate dependent upon the ratio of funded debt to adjusted EBITDA | 1.75% | |||||||
Term loan [Member] | Maximum [Member] | Eurodollar rate plus [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Interest rate dependent upon the ratio of funded debt to adjusted EBITDA | 2.75% | |||||||
Term loan [Member] | Minimum [Member] | Base rate plus [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Interest rate dependent upon the ratio of funded debt to adjusted EBITDA | 1.00% | |||||||
Term loan [Member] | Minimum [Member] | Eurodollar rate plus [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Interest rate dependent upon the ratio of funded debt to adjusted EBITDA | 2.00% | |||||||
First Amendment [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Loan Amendment date | 15-Feb-13 | |||||||
Second Amendment [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Loan Amendment date | 17-Jul-14 | |||||||
Upfront arrangement fees incurred in connection with the credit facility | 300,000 | |||||||
Federal funds effective rate [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Interest rate dependent upon the ratio of funded debt to adjusted EBITDA | 1.00% | |||||||
Promissory Notes [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Outstanding amount | 100,000 | 100,000 | 600,000 | |||||
Revolving credit facility [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Revolving credit facility, total | 200,000,000 | 100,000,000 | ||||||
Period for credit facility | 5 years | |||||||
Revolving line of credit facility, current | 100,000,000 | 50,000,000 | ||||||
Revolving credit line requires an annual facility fee | 0.38% | |||||||
Outstanding amount | $0 | $0 | $0 | |||||
Revolving credit facility [Member] | Base rate plus [Member] | Second Amended Agreement [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Interest rate dependent upon the ratio of funded debt to adjusted EBITDA | 1.38% | |||||||
Revolving credit facility [Member] | Eurodollar rate plus [Member] | Second Amended Agreement [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Interest rate dependent upon the ratio of funded debt to adjusted EBITDA | 2.38% | |||||||
Revolving credit facility [Member] | Maximum [Member] | Base rate plus [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Interest rate dependent upon the ratio of funded debt to adjusted EBITDA | 1.38% | |||||||
Revolving credit facility [Member] | Maximum [Member] | Eurodollar rate plus [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Interest rate dependent upon the ratio of funded debt to adjusted EBITDA | 2.38% | |||||||
Revolving credit facility [Member] | Minimum [Member] | Base rate plus [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Interest rate dependent upon the ratio of funded debt to adjusted EBITDA | 0.63% | |||||||
Revolving credit facility [Member] | Minimum [Member] | Eurodollar rate plus [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Interest rate dependent upon the ratio of funded debt to adjusted EBITDA | 1.63% |
Debt_Maturities_of_Debt_Detail
Debt - Maturities of Debt (Detail) (USD $) | Mar. 31, 2015 | Jun. 30, 2014 |
In Thousands, unless otherwise specified | ||
Debt Instrument [Line Items] | ||
Noncurrent portion of debt | $44,848 | $59,565 |
Promissory Notes [Member] | ||
Debt Instrument [Line Items] | ||
2015 (remaining three months) | 50 | |
2016 | 50 | |
Long term debt, total | 100 | |
Less: imputed interest and unamortized discounts | -2 | |
Less: current portion | -50 | |
Noncurrent portion of debt | 48 | |
Long term debt, total | 100 | |
Second Loan Agreement [Member] | ||
Debt Instrument [Line Items] | ||
2015 (remaining three months) | 5,000 | |
2016 | 20,000 | |
2017 | 40,000 | |
Long term debt, total | 65,000 | |
Less: imputed interest and unamortized discounts | -537 | |
Less: current portion | -19,663 | |
Noncurrent portion of debt | 44,800 | |
Long term debt, total | $65,000 |
Commitments_and_Contingencies_1
Commitments and Contingencies - Additional Information (Detail) (USD $) | 3 Months Ended | 9 Months Ended | |||
Mar. 31, 2015 | Mar. 31, 2014 | Mar. 31, 2015 | Mar. 31, 2014 | Jun. 30, 2014 | |
Commitments and Contingencies Disclosure [Abstract] | |||||
Rent expense for office space and equipment | $900,000 | $800,000 | $2,700,000 | $2,700,000 | |
Leases expiration year | 2020 | ||||
Estimated fair value of indemnification agreements | 0 | 0 | 0 | ||
Fair value of indemnity provisions | $0 | $0 | $0 |
Commitments_and_Contingencies_2
Commitments and Contingencies - Future Annual Minimum Lease Payments under Noncancelable Operating Leases (Detail) (USD $) | Mar. 31, 2015 |
In Thousands, unless otherwise specified | |
Commitments and Contingencies Disclosure [Abstract] | |
2015 (remaining three months) | $926 |
2016 | 3,683 |
2017 | 3,323 |
2018 | 3,245 |
2019 | 1,303 |
2020 and thereafter | 57 |
Operating Leases, Future Minimum Payments Due, Total | $12,537 |
Stock_Benefit_Plans_Additional
Stock Benefit Plans - Additional Information (Detail) | Mar. 31, 2015 |
2010 Incentive Plan [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Common stock reserved for issuance | 11,411,822 |
Shares available for issuance | 8,391,628 |
Directors' Plan [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Common stock reserved for issuance | 2,047,770 |
Shares available for issuance | 1,641,643 |
Stock_Benefit_Plans_Schedule_o
Stock Benefit Plans - Schedule of Weighted Average Black-Scholes Model Assumptions and Weighted Average Date of Grant Fair Value of Employee Stock Options (Detail) (USD $) | 3 Months Ended | 9 Months Ended | ||
Mar. 31, 2015 | Mar. 31, 2014 | Mar. 31, 2015 | Mar. 31, 2014 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ||||
Expected term (in years) | 4 years 7 months 6 days | 4 years 7 months 6 days | 4 years 7 months 6 days | 4 years 7 months 6 days |
Expected volatility | 47.00% | 46.00% | 46.00% | 48.00% |
Expected dividend yield | 0.00% | 0.00% | 0.00% | 0.00% |
Risk-free interest rate | 1.40% | 1.60% | 1.60% | 1.40% |
Grant date fair value | $2.32 | $3.23 | $1.79 | $3.85 |
Segment_Information_Summarized
Segment Information - Summarized Information by Segment (Detail) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 | Mar. 31, 2015 | Mar. 31, 2014 |
Segment Reporting Information [Line Items] | ||||
Total net revenue | $75,345 | $71,888 | $211,228 | $214,994 |
Total segment operating income before depreciation, amortization, and stock-based compensation expense | 4,270 | 6,279 | 6,640 | 22,387 |
Depreciation and amortization | -4,370 | -6,611 | -14,778 | -19,955 |
Stock-based compensation expense | -2,581 | -2,450 | -7,382 | -8,111 |
Operating loss | -2,681 | -2,782 | -15,520 | -5,679 |
DMS [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Total net revenue | 75,109 | 71,641 | 210,453 | 214,178 |
Total segment operating income before depreciation, amortization, and stock-based compensation expense | 4,131 | 6,169 | 6,159 | 21,898 |
All Other Segments [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Total net revenue | 236 | 247 | 775 | 816 |
Total segment operating income before depreciation, amortization, and stock-based compensation expense | $139 | $110 | $481 | $489 |
Segment_Information_Net_Revenu
Segment Information - Net Revenue and Long-Lived Assets by Geographic Area (Detail) (USD $) | 3 Months Ended | 9 Months Ended | |||
In Thousands, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 | Mar. 31, 2015 | Mar. 31, 2014 | Jun. 30, 2014 |
Net revenue: | |||||
Total net revenue | $75,345 | $71,888 | $211,228 | $214,994 | |
Property and equipment, net: | |||||
Total property and equipment, net | 8,811 | 8,811 | 11,126 | ||
United States [Member] | |||||
Net revenue: | |||||
Total net revenue | 73,575 | 70,989 | 207,042 | 212,929 | |
Property and equipment, net: | |||||
Total property and equipment, net | 8,588 | 8,588 | 10,878 | ||
International [Member] | |||||
Net revenue: | |||||
Total net revenue | 1,770 | 899 | 4,186 | 2,065 | |
Property and equipment, net: | |||||
Total property and equipment, net | $223 | $223 | $248 |