QuinStreet (QNST) 10-Q 9 Nov 16 2017 Q1 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	3 Months Ended
	Sep. 30, 2016	Oct. 31, 2016
Document And Entity Information [Abstract]
Document Type	10-Q
Amendment Flag	false
Document Period End Date	Sep. 30, 2016
Document Fiscal Year Focus	2,017
Document Fiscal Period Focus	Q1
Trading Symbol	QNST
Entity Registrant Name	QUINSTREET, INC
Entity Central Index Key	1,117,297
Current Fiscal Year End Date	--06-30
Entity Filer Category	Accelerated Filer
Entity Common Stock, Shares Outstanding		45,756,849

Condensed Consolidated Balance

Condensed Consolidated Balance Sheets (Unaudited) - USD ($) $ in Thousands	Sep. 30, 2016	Jun. 30, 2016
Current assets:
Cash and cash equivalents	$ 53,566	$ 53,710
Accounts receivable, net	44,303	47,218
Prepaid expenses and other assets	7,689	7,055
Total current assets	105,558	107,983
Property and equipment, net	7,273	7,678
Goodwill	56,118	56,118
Other intangible assets, net	8,333	10,081
Other assets, noncurrent	11,181	11,242
Total assets	188,463	193,102
Current liabilities:
Accounts payable	20,569	19,814
Accrued liabilities	23,840	27,705
Deferred revenue	1,037	1,200
Debt	15,000	15,000
Total current liabilities	60,446	63,719
Other liabilities, noncurrent	4,512	4,631
Total liabilities	64,958	68,350
Commitments and contingencies (See Note 9)
Stockholders' equity:
Common stock: $0.001 par value; 100,000,000 shares authorized; 45,755,311 and 45,557,295 shares issued and outstanding at September 30, 2016 and June 30, 2016	46	45
Additional paid-in capital	260,277	257,950
Accumulated other comprehensive loss	(424)	(418)
Accumulated deficit	(136,394)	(132,825)
Total stockholders' equity	123,505	124,752
Total liabilities and stockholders' equity	$ 188,463	$ 193,102

Condensed Consolidated Balance3

Condensed Consolidated Balance Sheets (Unaudited) (Parenthetical) - $ / shares	Sep. 30, 2016	Jun. 30, 2016
Statement Of Financial Position [Abstract]
Common stock, par value	$ 0.001	$ 0.001
Common stock, shares authorized	100,000,000	100,000,000
Common stock, shares issued	45,755,311	45,557,295
Common stock, shares outstanding	45,755,311	45,557,295

Condensed Consolidated Statemen

Condensed Consolidated Statements of Operations (Unaudited) - USD ($) shares in Thousands, $ in Thousands		3 Months Ended
		Sep. 30, 2016	Sep. 30, 2015
Income Statement [Abstract]
Net revenue		$ 73,438	$ 72,389
Cost of revenue	[1]	67,808	65,918
Gross profit		5,630	6,471
Operating expenses:
Product development	[1]	3,954	4,444
Sales and marketing	[1]	2,590	3,622
General and administrative	[1]	4,031	4,220
Operating loss		(4,945)	(5,815)
Interest income		21	6
Interest expense		(156)	(133)
Other income (expense), net		135	(57)
Loss before income taxes		(4,945)	(5,999)
Benefit from (provision for) taxes		1,376	(365)
Net loss		$ (3,569)	$ (6,364)
Net loss per share:
Basic		$ (0.08)	$ (0.14)
Diluted		$ (0.08)	$ (0.14)
Weighted-average shares used in computing net loss per share:
Basic		45,668	44,836
Diluted		45,668	44,836
[1]	Cost of revenue and operating expenses include stock-based compensation expense as follows:   Cost of revenue $971 $927 Product development 536 658 Sales and marketing 357 472 General and administrative 743 732

Condensed Consolidated Stateme5

Condensed Consolidated Statements of Operations (Parenthetical) (Unaudited) - USD ($) $ in Thousands	3 Months Ended
	Sep. 30, 2016	Sep. 30, 2015
Cost of revenue [Member]
Stock-based compensation	$ 971	$ 927
Product development [Member]
Stock-based compensation	536	658
Sales and marketing [Member]
Stock-based compensation	357	472
General and administrative [Member]
Stock-based compensation	$ 743	$ 732

Condensed Consolidated Stateme6

Condensed Consolidated Statements of Comprehensive Loss (Unaudited) - USD ($) $ in Thousands	3 Months Ended
	Sep. 30, 2016	Sep. 30, 2015
Statement Of Income And Comprehensive Income [Abstract]
Net loss	$ (3,569)	$ (6,364)
Other comprehensive loss:
Foreign currency translation adjustment	(6)	(7)
Total other comprehensive loss	(6)	(7)
Comprehensive loss	$ (3,575)	$ (6,371)

Condensed Consolidated Stateme7

Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands	3 Months Ended
	Sep. 30, 2016	Sep. 30, 2015
Cash Flows from Operating Activities
Net loss	$ (3,569)	$ (6,364)
Adjustments to reconcile net loss to net cash provided by operating activities:
Depreciation and amortization	3,373	3,944
Provision for (recovery from) sales returns and doubtful accounts receivable	95	(73)
Stock-based compensation	2,607	2,789
Gain on sales of domain names	(143)	(65)
Other adjustments, net	(13)
Changes in assets and liabilities:
Accounts receivable	2,820	453
Prepaid expenses and other assets	(574)	5,500
Deferred taxes		(8)
Accounts payable	676	(1,100)
Accrued liabilities	(3,783)	(1,673)
Deferred revenue	(163)	(62)
Other liabilities, noncurrent	(119)	(98)
Net cash provided by operating activities	1,207	3,243
Cash Flows from Investing Activities
Capital expenditures	(401)	(489)
Internal software development costs	(695)	(1,276)
Proceeds from sales of domain names	143	40
Other investing activities	(53)
Net cash used in investing activities	(1,006)	(1,725)
Cash Flows from Financing Activities
Withholding taxes related to restricted stock net share settlement	(347)	(1,323)
Net cash used in financing activities	(347)	(1,323)
Effect of exchange rate changes on cash and cash equivalents	2	(3)
Net (decrease) increase in cash and cash equivalents	(144)	192
Cash and cash equivalents at beginning of period	53,710	60,468
Cash and cash equivalents at end of period	53,566	60,660
Supplemental Disclosure of Cash Flow Information
Cash paid for interest	138	156
Cash paid for income taxes	$ 38	$ 74

The Company

The Company	3 Months Ended
	Sep. 30, 2016
Organization [Abstract]
The Company	1. The Company QuinStreet, Inc. (the “Company”) is a leader in performance marketing products and technologies. The Company was incorporated in California in April 1999 and reincorporated in Delaware in December 2009. The Company specializes in customer acquisition for clients in high value, information-intensive markets or “verticals,” including financial services, education, home services and business-to-business technology. The corporate headquarters are located in Foster City, California, with additional offices throughout the United States, Brazil and India. While the majority of the Company’s operations and revenue are in North America, the Company has emerging businesses in Brazil and India.

Summary of Significant Accounti

Summary of Significant Accounting Policies	3 Months Ended
	Sep. 30, 2016
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. The Company also evaluates its ownership in entities to determine if they are variable interest entities (“VIEs”), if the Company has a variable interest in those entities, and if the nature and extent of those interests result in consolidation. Refer to Note 4 for more information on VIEs. The Company applies the cost method of accounting for investments in entities if the Company does not have the ability to exercise significant influence over the entities. The interests held at cost are periodically evaluated for other-than-temporary declines in value. Intercompany balances and transactions have been eliminated in consolidation. Revision of Previously Issued Financial Statements During the quarter ended June 30, 2016, the Company identified errors related to its stock-based compensation expense included in the unaudited condensed consolidated financial statements for the quarterly periods ended September 30, 2015, December 31, 2015 and March 31, 2016. The stock-based compensation expense related to market-based restricted stock units was understated by $1.1 million through the nine months ended March 31, 2016. The Company assessed the materiality of the above errors individually and in the aggregate on prior periods’ financial statements in accordance with the Securities and Exchange Commission’s Staff Accounting Bulletin No. 99 and 108 and, based on an analysis of quantitative and qualitative factors, concluded that such amounts were not material to the September 30, 2015, December 31, 2015 and March 31, 2016 quarterly condensed consolidated financial statements. Therefore, these previously issued financial statements can continue to be relied upon and amendments of the previously filed Quarterly Reports on Form 10-Q were not required. The Company will revise the previously issued quarterly condensed consolidated financial statements to correct the errors for the quarterly periods ended September 30, 2015, December 31, 2015 and March 31, 2016 of $0.3 million, $0.4 million and $0.4 million in future Quarterly Reports on Form 10-Q when the quarterly condensed consolidated financial statements for such periods are included. Accordingly, the Company has reflected the correction of the error of $0.3 million in the condensed consolidated statement of operations, condensed consolidated statement of comprehensive loss and condensed consolidated statement of cash flows for the three months ended September 30, 2015 included herein. Unaudited Interim Financial Information The accompanying condensed consolidated financial statements and the notes to the condensed consolidated financial statements as of September 30, 2016 and for the three months ended September 30, 2016 and 2015 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, 2016, as filed with the SEC on August 19, 2016. The condensed consolidated balance sheet at June 30, 2016 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 September 30, 2016, its condensed consolidated statements of operations for the three months ended September 30, 2016 and 2015, its condensed consolidated statements of comprehensive loss for the three months ended September 30, 2016 and 2015, and its condensed consolidated statements of cash flows for the three months ended September 30, 2016 and 2015. The results of operations for the three months ended September 30, 2016 are not necessarily indicative of the results to be expected for the fiscal year ending June 30, 2017, 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, 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, 2016. There have been no significant changes in the accounting policies subsequent to June 30, 2016. Concentrations of Credit Risk The Company had one client that accounted for 11% of net revenue for the three months ended September 30, 2016. No other client accounted for more than 10% of net revenue for the three months ended September 30, 2016 and no client accounted for more than 10% of net revenue for the three months ended September 30, 2015. No client accounted for more than 10% of net accounts receivable as of September 30, 2016 or June 30, 2016. Fair Value of Financial Instruments The Company’s financial instruments consist principally of cash equivalents, accounts receivable, accounts payable and a revolving loan facility. 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 Company believes that the fair value of the revolving loan facility approximates its recorded amount at September 30, 2016 as the interest rate on the revolving loan facility is variable and is based on market interest rates and after consideration of default and credit risk. Recent Accounting Pronouncements 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. In March and April 2016, the FASB amended this standard to clarify implementation guidance on principal versus agent considerations and the identification of performance obligations and licensing. In May 2016, the FASB amended this standard to address improvements to the guidance on collectability, noncash consideration, and completed contracts at transition as well as provide a practical expedient for contract modifications at transition and an accounting policy election related to the presentation of sales taxes and other similar taxes collected from customers. The new standards become effective for fiscal years beginning after December 15, 2017, and interim periods within those years with early adoption permitted. Entities have the option of using either a full retrospective or a modified retrospective approach to adopt the new standards. 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 share-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 became effective in the current quarter and did not have an impact on the Company’s condensed consolidated financial statements. In February 2015, the FASB issued a new accounting standard update on consolidating legal entities in which a reporting entity holds a variable interest The amended guidance modifies the evaluation of whether limited partnerships and similar legal entities are VIEs and affects the consolidation analysis of reporting entities that are involved with VIEs that have fee arrangements and related party relationships In February 2016, the FASB issued a new accounting standard update which replaces ASC 840, “Leases.” The new guidance requires a lessee to recognize on its balance sheet a right-of-use asset representing its right to use the underlying asset for the lease term and a lease liability representing its lease payment obligations. The guidance also requires a lessee to recognize a single lease cost, calculated so that the cost of the lease is allocated over the lease term, on a generally straight-line basis. The guidance becomes effective for fiscal years beginning after December 15, 2018, and interim periods within those years, with early adoption permitted. In March 2016, the FASB issued a new accounting standard update on the accounting for share-based payments. The new guidance simplifies several aspects of the accounting for employee share-based payment transactions, including the accounting for income taxes, forfeitures and statutory tax withholding requirements, as well as classification in the statement of cash flows. The guidance becomes effective for fiscal years beginning after December 15, 2016, and interim periods within those years, with early adoption permitted.

Net Loss per Share

Net Loss per Share	3 Months Ended
	Sep. 30, 2016
Earnings Per Share [Abstract]
Net Loss per Share	3. 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 September 30, 2016 2015 (In Numerator: Basic and Diluted: Net loss $ (3,569 ) $ (6,364 ) Denominator: Basic and Diluted: Weighted-average shares of common stock used in computing basic and diluted net loss per share 45,668 44,836 Net loss per share: Basic and Diluted (1) $ (0.08 ) $ (0.14 ) Securities excluded from weighted-average shares used in computing diluted net loss per share because the effect would have been anti-dilutive: (2) 7,138 5,448 (1) Diluted net loss per share does not reflect any potential common stock relating to stock options or restricted stock units due to net losses incurred for the three months ended September 30, 2016 and 2015. The assumed issuance of any additional shares would be anti-dilutive. (2)

Fair Value Measurements, Cash E

Fair Value Measurements, Cash Equivalents and Variable Interest Entities	3 Months Ended
	Sep. 30, 2016
Fair Value Measurements Cash Equivalents And Variable Interest Entities [Abstract]
Fair Value Measurements, Cash Equivalents and Variable Interest Entities	4. Fair Value Measurements, Cash Equivalents and Variable Interest Entities 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 September 30, 2016, 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 September 30, 2016, the Company used Level 2 assumptions for its revolving loan facility. 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 September 30, 2016, the Company did not have any Level 3 financial assets or liabilities. The Company’s financial instruments as of September 30, 2016 and June 30, 2016 were categorized as follows in the fair value hierarchy (in thousands): Fair Quoted Prices in Significant Other Active Markets Observable for Inputs (Level 1) (Level 2) Total Assets: Money market funds $ 20,224 $ — $ 20,224 Liabilities: Revolving loan facility (1) $ — $ 15,000 $ 15,000 Fair Value Measurements as of June 30, 2016 Using Quoted Prices in Significant Other Active Markets Observable for Identical Assets Inputs (Level 1) (Level 2) Total Assets: Money market funds $ 20,203 $ — $ 20,203 Liabilities: Revolving loan facility (1) $ — $ 15,000 $ 15,000 (1) Carried at historical cost on the Company's condensed consolidated balance sheets. Cash Equivalents All liquid investments with maturities of three months or less at the date of purchase are classified as cash equivalents on the Company’s condensed consolidated balance sheets. The Company holds money market funds of $20.2 million as of September 30, 2016 and $20.2 million as of June 30, 2016 which are classified as cash equivalents. Variable Interest Entities A VIE is consolidated by its primary beneficiary. The primary beneficiary has both the power to direct the activities that most significantly impact the entity’s economic performance and the obligation to absorb losses or the right to receive benefits from the entity that could potentially be significant to the VIE. The assessment of whether the Company is the primary beneficiary of the VIE requires significant assumptions and judgments, including the identification of significant activities and an assessment of the Company’s ability to direct those activities. The Company has an equity interest in a privately held entity that is a VIE, of which the Company is not the primary beneficiary. Accordingly, the interest of $2.5 million as of September 30, 2016 and June 30, 2016 is recognized at cost within other assets, noncurrent on the Company’s condensed consolidated balance sheets. The Company’s interest was evaluated for impairment as of September 30, 2016 and June 30, 2016 which did not result in any indications of impairment. The Company’s maximum exposure to loss as a result of the unconsolidated VIE is $2.5 million at September 30, 2016, which represents the carrying value of the Company’s investment in the VIE.

Prepaid Expenses and Other Asse

Prepaid Expenses and Other Assets	3 Months Ended
	Sep. 30, 2016
Prepaid Expense And Other Assets [Abstract]
Prepaid Expenses and Other Assets	5. Prepaid Expenses and Other Assets During the three months ended December 31, 2015, the Company entered into a 10-year partnership agreement with a large online customer acquisition marketing company focused on the U.S. insurance industry to be their exclusive click monetization partner for the majority of their insurance categories. The agreement included a one-time upfront cash payment of $10.0 million. The payment is being amortized on a straight-line basis over the life of the contract. As of September 30, 2016, the Company has recorded $1.0 million within prepaid expenses and other assets and $8.0 million within other assets, noncurrent on the condensed consolidated balance sheet. Amortization expense was $0.3 million for the three months ended September 30, 2016.

Intangible Assets and Goodwill

Intangible Assets and Goodwill	3 Months Ended
	Sep. 30, 2016
Goodwill And Intangible Assets Disclosure [Abstract]
Intangible Assets and Goodwill	6. Intangible Assets and Goodwill Intangible assets, net, excluding goodwill, consisted of the following (in thousands): September 30, 2016 June 30, 2016 Gross Net Gross Net Carrying Accumulated Carrying Carrying Accumulated Carrying Amount Amortization Amount Amount Amortization Amount Customer/publisher/advertiser relationships $ 36,868 $ (36,066 ) $ 802 $ 36,669 $ (35,648 ) $ 1,021 Content 61,500 (58,374 ) 3,126 61,717 (57,778 ) 3,939 Website/trade/domain names 31,279 (27,670 ) 3,609 31,470 (27,288 ) 4,182 Acquired technology and others 36,733 (35,937 ) 796 36,733 (35,794 ) 939 $ 166,380 $ (158,047 ) $ 8,333 $ 166,589 $ (156,508 ) $ 10,081 Amortization of intangible assets was $1.9 million and $2.4 million for the three months ended September 30, 2016 and 2015. Future amortization expense for the Company’s intangible assets as of September 30, 2016 was as follows (in thousands): Year Ending June 30, Amortization 2017 (remaining nine months) $ 4,235 2018 2,316 2019 851 2020 761 2021 170 Thereafter — $ 8,333 As of September 30, 2016 and June 30, 2016, goodwill was $56.1 million.

Income Taxes

Income Taxes	3 Months Ended
	Sep. 30, 2016
Income Tax Disclosure [Abstract]
Income Taxes	7. Income Taxes 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 that full valuation allowance as of September 30, 2016 as the Company believes it is not more likely than not that the net deferred tax assets will be fully realizable. The Company recorded a benefit from income taxes of $1.4 million for the three months ended September 30, 2016 as a result of a tax refund from an amended state tax return filing. The Company recorded a provision for income taxes of $0.4 million for the three months ended September 30, 2015, primarily due to the outcome of a state tax examination.

Debt

Debt	3 Months Ended
	Sep. 30, 2016
Debt Disclosure [Abstract]
Debt	8. Debt Loan Facility The Company’s credit agreement with Comerica Bank (the “Bank”) on November 4, 2011 (as amended on February 15, 2013, July 17, 2014 and June 11, 2015, the “Credit Agreement”) consists of a $25.0 million revolving loan facility with a maturity date of June 11, 2017. Borrowings under the revolving loan facility bear interest at a Eurodollar rate plus 3.00% and is secured by substantially all of the Company’s assets. The Company must pay an annual facility fee of $62,500 and an annual unused fee of 0.25% of the undrawn revolving loan facility commitment. The Company has the right to prepay the revolving loan facility or permanently reduce the revolving loan facility commitment without premium or penalty, in whole or in part at any time. Borrowings under the revolving loan facility are subject to a borrowing base consisting of eligible receivables and certain other customary conditions. The Credit Agreement, as amended, contains limitations on the Company’s ability to sell assets, make acquisitions, pay dividends, incur capital expenditures, and also requires the Company to comply with certain additional covenants. In addition, the Company is required to maintain financial covenants as follows when there are amounts outstanding under the revolving loan facility and at the time the Company draws down amounts under the revolving loan facility: 1. Minimum EBITDA as of the end of each fiscal quarter for the trailing twelve month period of not less than: (a) $1 for the quarter ended June 30, 2015; (b) $2,000,000 for the quarter ended September 30, 2015; (c) $3,000,000 for the quarter ended December 31, 2015; (d) $4,000,000 for the quarter ended March 31, 2016; and (e) $5,000,000 for the quarter ended June 30, 2016. Thereafter, minimum EBITDA increases each quarter in $1,000,000 increments; provided that there shall be no loss in EBITDA greater than $2,000,000 in any fiscal quarter during such trailing four quarter period. 2. Minimum adjusted quick ratio as of the end of each month of not less than 1.25 to 1.00. EBITDA under the Credit Agreement is defined as net loss less benefit from (provision for) taxes, depreciation expense, amortization expense, stock-based compensation expense, interest and other income (expense), net, 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 the Credit Agreement, as amended from time to time. The Company was in compliance with the covenants of the Credit Agreement, as amended, as of September 30, 2016 and June 30, 2016. As of September 30, 2016 and June 30, 2016, $15.0 million was outstanding under the revolving loan facility. The Company’s revolving loan facility matures in June 2017 and payment of the outstanding balance is due at that time. 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	3 Months Ended
	Sep. 30, 2016
Commitments And Contingencies Disclosure [Abstract]
Commitments and Contingencies	9. Commitments and Contingencies Leases The Company leases office space under non-cancelable operating leases with various expiration dates through fiscal year 2021. Rent expense was $0.9 million and $0.8 million for the three months ended September 30, 2016 and 2015. 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 September 30, 2016 were as follows (in thousands): Operating Year Ending June 30, Leases 2017 (remaining nine months) $ 2,812 2018 3,638 2019 1,666 2020 376 2021 46 Thereafter — $ 8,538 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 September 30, 2016 and June 30, 2016. 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 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. Subject to these limitations, the term of such indemnification provisions is generally coterminous with the corresponding agreements and survives for the duration of the applicable statute of limitations after termination of the agreement. 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. Accordingly, the Company had no liabilities recorded for these agreements as of September 30, 2016 and June 30, 2016.

Stock Benefit Plans

Stock Benefit Plans	3 Months Ended
	Sep. 30, 2016
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract]
Stock Benefit Plans	10. 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”). The Company may grant NQSOs and restricted stock units to non-employee directors under the 2010 Non-Employee Directors’ Stock Award Plan (the “Directors’ Plan”). In fiscal year 2016, the Company began granting to employees restricted stock units with a market condition that requires that the Company’s stock price achieve a specified price above the grant date stock price before it can be eligible for service vesting conditions. To date, the Company has issued only ISOs, NQSOs, restricted stock units and performance-based stock awards under its stock incentive plans. As of September 30, 2016, 15,920,578 shares were reserved and 12,909,480 shares were available for issuance under the 2010 Incentive Plan; 3,359,964 shares were reserved and 1,910,010 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 closing price of the Company’s common stock on the date of grant. The weighted-average Black-Scholes model assumptions for the three months ended September 30, 2016 and 2015 were as follows: Three Months Ended September 30, 2016 2015 Expected term (in years) 4.6 4.6 Expected volatility 45 % 47 % Expected dividend yield — — Risk-free interest rate 1.0 % 1.6 % Grant date fair value $ 1.39 $ 2.24 The Company estimates the fair value of restricted stock units with a market condition at the date of the grant using the Monte Carlo simulation model. The weighted-average Monte Carlo simulation model assumptions for the three months ended September 30, 2016 and 2015 were as follows: Three Months Ended September 30, 2016 2015 Expected term (in years) 4.0 4.0 Expected volatility 45 % 47 % Expected dividend yield — — Risk-free interest rate 1.0 % 1.3 % Grant date fair value $ 3.02 $ 6.18 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	3 Months Ended
	Sep. 30, 2016
Segment Reporting [Abstract]
Segment Information	11. 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, its chief executive officer, reviews financial information presented on a consolidated basis and no expense or operating income is evaluated at a segment level. Given the consolidated level of review by the Company’s chief executive officer, the Company operates as one reportable segment. The following tables set forth net revenue and long-lived assets by geographic area (in thousands): Three Months Ended September 30, 2016 2015 Net revenue: United States $ 72,368 $ 71,226 International 1,070 1,163 Total net revenue $ 73,438 $ 72,389 September 30, June 30, 2016 2016 Property and equipment, net: United States $ 6,611 $ 6,973 International 662 705 Total property and equipment, net $ 7,273 $ 7,678

Subsequent Events

Subsequent Events	3 Months Ended
	Sep. 30, 2016
Subsequent Events [Abstract]
Subsequent Events	12. Subsequent Events On November 9, 2016, the Company announced a corporate restructuring resulting in the reduction of approximately 25% of personnel costs in order to accelerate margin expansion and grow cash flow. The Company currently estimates it will recognize restructuring costs between $2.5 million and $3.5 million and expects the restructuring to be substantially completed by the end of the three months ended December 31, 2016. On November 9, 2016, the Company also announced the authorization of a stock buyback program, initially limited to offsetting annual dilution due to equity compensation. Dilution from equity compensation has averaged approximately 1.4% of outstanding shares annually over the past five fiscal years. The Board of Directors will assess the buyback program on an ongoing basis as circumstances change.

Summary of Significant Accoun20

Summary of Significant Accounting Policies (Policies)	3 Months Ended
	Sep. 30, 2016
Accounting Policies [Abstract]
Principles of Consolidation	Principles of Consolidation The condensed consolidated financial statements include the accounts of the Company and its subsidiaries. The Company also evaluates its ownership in entities to determine if they are variable interest entities (“VIEs”), if the Company has a variable interest in those entities, and if the nature and extent of those interests result in consolidation. Refer to Note 4 for more information on VIEs. The Company applies the cost method of accounting for investments in entities if the Company does not have the ability to exercise significant influence over the entities. The interests held at cost are periodically evaluated for other-than-temporary declines in value. Intercompany balances and transactions have been eliminated in consolidation.
Revision of Previously Issued Financial Statements	Revision of Previously Issued Financial Statements During the quarter ended June 30, 2016, the Company identified errors related to its stock-based compensation expense included in the unaudited condensed consolidated financial statements for the quarterly periods ended September 30, 2015, December 31, 2015 and March 31, 2016. The stock-based compensation expense related to market-based restricted stock units was understated by $1.1 million through the nine months ended March 31, 2016. The Company assessed the materiality of the above errors individually and in the aggregate on prior periods’ financial statements in accordance with the Securities and Exchange Commission’s Staff Accounting Bulletin No. 99 and 108 and, based on an analysis of quantitative and qualitative factors, concluded that such amounts were not material to the September 30, 2015, December 31, 2015 and March 31, 2016 quarterly condensed consolidated financial statements. Therefore, these previously issued financial statements can continue to be relied upon and amendments of the previously filed Quarterly Reports on Form 10-Q were not required. The Company will revise the previously issued quarterly condensed consolidated financial statements to correct the errors for the quarterly periods ended September 30, 2015, December 31, 2015 and March 31, 2016 of $0.3 million, $0.4 million and $0.4 million in future Quarterly Reports on Form 10-Q when the quarterly condensed consolidated financial statements for such periods are included. Accordingly, the Company has reflected the correction of the error of $0.3 million in the condensed consolidated statement of operations, condensed consolidated statement of comprehensive loss and condensed consolidated statement of cash flows for the three months ended September 30, 2015 included herein.
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 September 30, 2016 and for the three months ended September 30, 2016 and 2015 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, 2016, as filed with the SEC on August 19, 2016. The condensed consolidated balance sheet at June 30, 2016 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 September 30, 2016, its condensed consolidated statements of operations for the three months ended September 30, 2016 and 2015, its condensed consolidated statements of comprehensive loss for the three months ended September 30, 2016 and 2015, and its condensed consolidated statements of cash flows for the three months ended September 30, 2016 and 2015. The results of operations for the three months ended September 30, 2016 are not necessarily indicative of the results to be expected for the fiscal year ending June 30, 2017, 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, 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, 2016. There have been no significant changes in the accounting policies subsequent to June 30, 2016.
Concentrations of Credit Risk	Concentrations of Credit Risk The Company had one client that accounted for 11% of net revenue for the three months ended September 30, 2016. No other client accounted for more than 10% of net revenue for the three months ended September 30, 2016 and no client accounted for more than 10% of net revenue for the three months ended September 30, 2015. No client accounted for more than 10% of net accounts receivable as of September 30, 2016 or June 30, 2016.
Fair Value of Financial Instruments	Fair Value of Financial Instruments The Company’s financial instruments consist principally of cash equivalents, accounts receivable, accounts payable and a revolving loan facility. 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 Company believes that the fair value of the revolving loan facility approximates its recorded amount at September 30, 2016 as the interest rate on the revolving loan facility is variable and is based on market interest rates and after consideration of default and credit risk.
Recent Accounting Pronouncements	Recent Accounting Pronouncements 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. In March and April 2016, the FASB amended this standard to clarify implementation guidance on principal versus agent considerations and the identification of performance obligations and licensing. In May 2016, the FASB amended this standard to address improvements to the guidance on collectability, noncash consideration, and completed contracts at transition as well as provide a practical expedient for contract modifications at transition and an accounting policy election related to the presentation of sales taxes and other similar taxes collected from customers. The new standards become effective for fiscal years beginning after December 15, 2017, and interim periods within those years with early adoption permitted. Entities have the option of using either a full retrospective or a modified retrospective approach to adopt the new standards. 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 share-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 became effective in the current quarter and did not have an impact on the Company’s condensed consolidated financial statements. In February 2015, the FASB issued a new accounting standard update on consolidating legal entities in which a reporting entity holds a variable interest The amended guidance modifies the evaluation of whether limited partnerships and similar legal entities are VIEs and affects the consolidation analysis of reporting entities that are involved with VIEs that have fee arrangements and related party relationships In February 2016, the FASB issued a new accounting standard update which replaces ASC 840, “Leases.” The new guidance requires a lessee to recognize on its balance sheet a right-of-use asset representing its right to use the underlying asset for the lease term and a lease liability representing its lease payment obligations. The guidance also requires a lessee to recognize a single lease cost, calculated so that the cost of the lease is allocated over the lease term, on a generally straight-line basis. The guidance becomes effective for fiscal years beginning after December 15, 2018, and interim periods within those years, with early adoption permitted. In March 2016, the FASB issued a new accounting standard update on the accounting for share-based payments. The new guidance simplifies several aspects of the accounting for employee share-based payment transactions, including the accounting for income taxes, forfeitures and statutory tax withholding requirements, as well as classification in the statement of cash flows. The guidance becomes effective for fiscal years beginning after December 15, 2016, and interim periods within those years, with early adoption permitted.
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	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 September 30, 2016, 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 September 30, 2016, the Company used Level 2 assumptions for its revolving loan facility. 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 September 30, 2016, the Company did not have any Level 3 financial assets or liabilities.
Cash Equivalents	Cash Equivalents All liquid investments with maturities of three months or less at the date of purchase are classified as cash equivalents on the Company’s condensed consolidated balance sheets. The Company holds money market funds of $20.2 million as of September 30, 2016 and $20.2 million as of June 30, 2016 which are classified as cash equivalents.
Variable Interest Entities	Variable Interest Entities A VIE is consolidated by its primary beneficiary. The primary beneficiary has both the power to direct the activities that most significantly impact the entity’s economic performance and the obligation to absorb losses or the right to receive benefits from the entity that could potentially be significant to the VIE. The assessment of whether the Company is the primary beneficiary of the VIE requires significant assumptions and judgments, including the identification of significant activities and an assessment of the Company’s ability to direct those activities. The Company has an equity interest in a privately held entity that is a VIE, of which the Company is not the primary beneficiary. Accordingly, the interest of $2.5 million as of September 30, 2016 and June 30, 2016 is recognized at cost within other assets, noncurrent on the Company’s condensed consolidated balance sheets. The Company’s interest was evaluated for impairment as of September 30, 2016 and June 30, 2016 which did not result in any indications of impairment. The Company’s maximum exposure to loss as a result of the unconsolidated VIE is $2.5 million at September 30, 2016, which represents the carrying value of the Company’s investment in the VIE.
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, its chief executive officer, reviews financial information presented on a consolidated basis and no expense or operating income is evaluated at a segment level. Given the consolidated level of review by the Company’s chief executive officer, the Company operates as one reportable segment.

Net Loss per Share (Tables)

Net Loss per Share (Tables)	3 Months Ended
	Sep. 30, 2016
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 September 30, 2016 2015 (In Numerator: Basic and Diluted: Net loss $ (3,569 ) $ (6,364 ) Denominator: Basic and Diluted: Weighted-average shares of common stock used in computing basic and diluted net loss per share 45,668 44,836 Net loss per share: Basic and Diluted (1) $ (0.08 ) $ (0.14 ) Securities excluded from weighted-average shares used in computing diluted net loss per share because the effect would have been anti-dilutive: (2) 7,138 5,448 (1) Diluted net loss per share does not reflect any potential common stock relating to stock options or restricted stock units due to net losses incurred for the three months ended September 30, 2016 and 2015. The assumed issuance of any additional shares would be anti-dilutive. (2)

Fair Value Measurements, Cash22

Fair Value Measurements, Cash Equivalents and Variable Interest Entities (Tables)	3 Months Ended
	Sep. 30, 2016
Fair Value Measurements Cash Equivalents And Variable Interest Entities [Abstract]
Schedule of Company's Financial Instruments	The Company’s financial instruments as of September 30, 2016 and June 30, 2016 were categorized as follows in the fair value hierarchy (in thousands): Fair Quoted Prices in Significant Other Active Markets Observable for Inputs (Level 1) (Level 2) Total Assets: Money market funds $ 20,224 $ — $ 20,224 Liabilities: Revolving loan facility (1) $ — $ 15,000 $ 15,000 Fair Value Measurements as of June 30, 2016 Using Quoted Prices in Significant Other Active Markets Observable for Identical Assets Inputs (Level 1) (Level 2) Total Assets: Money market funds $ 20,203 $ — $ 20,203 Liabilities: Revolving loan facility (1) $ — $ 15,000 $ 15,000 (1) Carried at historical cost on the Company's condensed consolidated balance sheets.

Intangible Assets and Goodwill

Intangible Assets and Goodwill (Tables)	3 Months Ended
	Sep. 30, 2016
Goodwill And Intangible Assets Disclosure [Abstract]
Intangible Assets	Intangible assets, net, excluding goodwill, consisted of the following (in thousands): September 30, 2016 June 30, 2016 Gross Net Gross Net Carrying Accumulated Carrying Carrying Accumulated Carrying Amount Amortization Amount Amount Amortization Amount Customer/publisher/advertiser relationships $ 36,868 $ (36,066 ) $ 802 $ 36,669 $ (35,648 ) $ 1,021 Content 61,500 (58,374 ) 3,126 61,717 (57,778 ) 3,939 Website/trade/domain names 31,279 (27,670 ) 3,609 31,470 (27,288 ) 4,182 Acquired technology and others 36,733 (35,937 ) 796 36,733 (35,794 ) 939 $ 166,380 $ (158,047 ) $ 8,333 $ 166,589 $ (156,508 ) $ 10,081
Amortization Expense	Future amortization expense for the Company’s intangible assets as of September 30, 2016 was as follows (in thousands): Year Ending June 30, Amortization 2017 (remaining nine months) $ 4,235 2018 2,316 2019 851 2020 761 2021 170 Thereafter — $ 8,333

Commitments and Contingencies (

Commitments and Contingencies (Tables)	3 Months Ended
	Sep. 30, 2016
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 September 30, 2016 were as follows (in thousands): Operating Year Ending June 30, Leases 2017 (remaining nine months) $ 2,812 2018 3,638 2019 1,666 2020 376 2021 46 Thereafter — $ 8,538

Stock Benefit Plans (Tables)

Stock Benefit Plans (Tables)	3 Months Ended
	Sep. 30, 2016
Stock options [Member]
Schedule of Weighted Average Assumptions	The weighted-average Black-Scholes model assumptions for the three months ended September 30, 2016 and 2015 were as follows: Three Months Ended September 30, 2016 2015 Expected term (in years) 4.6 4.6 Expected volatility 45 % 47 % Expected dividend yield — — Risk-free interest rate 1.0 % 1.6 % Grant date fair value $ 1.39 $ 2.24
Market-based restricted stock units [Member]
Schedule of Weighted Average Assumptions	The weighted-average Monte Carlo simulation model assumptions for the three months ended September 30, 2016 and 2015 were as follows: Three Months Ended September 30, 2016 2015 Expected term (in years) 4.0 4.0 Expected volatility 45 % 47 % Expected dividend yield — — Risk-free interest rate 1.0 % 1.3 % Grant date fair value $ 3.02 $ 6.18

Segment Information (Tables)

Segment Information (Tables)	3 Months Ended
	Sep. 30, 2016
Segment Reporting [Abstract]
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 September 30, 2016 2015 Net revenue: United States $ 72,368 $ 71,226 International 1,070 1,163 Total net revenue $ 73,438 $ 72,389 September 30, June 30, 2016 2016 Property and equipment, net: United States $ 6,611 $ 6,973 International 662 705 Total property and equipment, net $ 7,273 $ 7,678

Summary of Significant Accoun27

Summary of Significant Accounting Policies - Additional Information (Detail) $ in Millions	3 Months Ended					9 Months Ended
	Sep. 30, 2016Client	Jun. 30, 2016Client	Mar. 31, 2016USD ($)	Dec. 31, 2015USD ($)	Sep. 30, 2015USD ($)Client	Mar. 31, 2016USD ($)
Revenue Recognition, Multiple-deliverable Arrangements [Line Items]
Number of clients accounted for more than 10% of net revenue	1				0
Number of clients accounted for more than 10% of net accounts receivable	0	0
Customer Concentration Risk [Member] | Net revenue [Member]
Revenue Recognition, Multiple-deliverable Arrangements [Line Items]
Percentage of revenue accounted by major clients	11.00%
Market-based Restricted Stock Units [Member]
Revenue Recognition, Multiple-deliverable Arrangements [Line Items]
Stock-based compensation understated | $			$ 0.4	$ 0.4	$ 0.3	$ 1.1

Net Loss per Share - Calculatio

Net Loss per Share - Calculation of Basic and Diluted Net Loss per Share (Detail) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands		3 Months Ended
		Sep. 30, 2016	Sep. 30, 2015
Basic and Diluted:
Net loss		$ (3,569)	$ (6,364)
Basic and Diluted:
Weighted-average shares of common stock used in computing basic and diluted net loss per share		45,668	44,836
Net loss per share:
Basic and Diluted	[1]	$ (0.08)	$ (0.14)
Securities excluded from weighted-average shares used in computing diluted net loss per share because the effect would have been anti-dilutive:	[2]	7,138	5,448
[1]	Diluted net loss per share does not reflect any potential common stock relating to stock options or restricted stock units due to net losses incurred for the three months ended September 30, 2016 and 2015. 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, Cash29

Fair Value Measurements, Cash Equivalents and Variable Interest Entities - Schedule of Company's Financial Instruments (Detail) - USD ($) $ in Thousands	Sep. 30, 2016	Jun. 30, 2016
Revolving loan facility [Member]
Liabilities:
Liabilities, Fair Value Measurements	$ 15,000	$ 15,000
Money market funds [Member]
Assets:
Assets, Fair Value Measurements	20,224	20,203
Quoted Prices in Active Markets for Identical Assets (Level 1) [Member] | Money market funds [Member]
Assets:
Assets, Fair Value Measurements	20,224	20,203
Significant Other Observable Inputs (Level 2) [Member] | Revolving loan facility [Member]
Liabilities:
Liabilities, Fair Value Measurements	$ 15,000	$ 15,000

Fair Value Measurements, Cash30

Fair Value Measurements, Cash Equivalents and Variable Interest Entities - Additional Information (Detail) - USD ($)	Sep. 30, 2016	Jun. 30, 2016
VIE not primary beneficiary [Member]
Schedule of Money Market Funds Available for Sale Securities and Variable Interest Entities [Line Items]
Maximum exposure to loss as a result of unconsolidated VIE	$ 2,500,000
VIE not primary beneficiary [Member] | Other assets, noncurrent [Member]
Schedule of Money Market Funds Available for Sale Securities and Variable Interest Entities [Line Items]
Interest recognized at cost	2,500,000	$ 2,500,000
Money market funds [Member]
Schedule of Money Market Funds Available for Sale Securities and Variable Interest Entities [Line Items]
Money market funds	$ 20,200,000	$ 20,200,000

Prepaid Expenses and Other As31

Prepaid Expenses and Other Assets - Additional Information (Detail) - Partnership Agreement [Member] - USD ($) $ in Millions	3 Months Ended
	Sep. 30, 2016	Dec. 31, 2015
Acquired Finite-Lived Intangible Assets [Line Items]
Partnership agreement		10 years
Upfront cash payment		$ 10
Prepaid expenses and other assets	$ 1
Other assets, noncurrent	8
Amortization expense	$ 0.3

Intangible Assets and Goodwil32

Intangible Assets and Goodwill - Intangible Assets (Detail) - USD ($) $ in Thousands	Sep. 30, 2016	Jun. 30, 2016
Acquired Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	$ 166,380	$ 166,589
Accumulated Amortization	(158,047)	(156,508)
Net Carrying Amount	8,333	10,081
Customer/publisher/advertiser relationships [Member]
Acquired Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	36,868	36,669
Accumulated Amortization	(36,066)	(35,648)
Net Carrying Amount	802	1,021
Content [Member]
Acquired Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	61,500	61,717
Accumulated Amortization	(58,374)	(57,778)
Net Carrying Amount	3,126	3,939
Website/trade/domain names [Member]
Acquired Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	31,279	31,470
Accumulated Amortization	(27,670)	(27,288)
Net Carrying Amount	3,609	4,182
Acquired technology and others [Member]
Acquired Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	36,733	36,733
Accumulated Amortization	(35,937)	(35,794)
Net Carrying Amount	$ 796	$ 939

Intangible Assets and Goodwil33

Intangible Assets and Goodwill - Additional Information (Detail) - USD ($) $ in Thousands	3 Months Ended
	Sep. 30, 2016	Sep. 30, 2015	Jun. 30, 2016
Goodwill And Intangible Assets Disclosure [Abstract]
Amortization of intangible assets	$ 1,900	$ 2,400
Goodwill	$ 56,118		$ 56,118

Intangible Assets and Goodwil34

Intangible Assets and Goodwill - Amortization Expense (Detail) - USD ($) $ in Thousands	Sep. 30, 2016	Jun. 30, 2016
Goodwill And Intangible Assets Disclosure [Abstract]
2017 (remaining nine months)	$ 4,235
2,018	2,316
2,019	851
2,020	761
2,021	170
Net Carrying Amount	$ 8,333	$ 10,081

Income Taxes - Additional Infor

Income Taxes - Additional Information (Detail) - USD ($) $ in Thousands	3 Months Ended
	Sep. 30, 2016	Sep. 30, 2015
Income Tax Disclosure [Abstract]
Benefit from (provision for) taxes	$ 1,376	$ (365)

Debt - Additional Information (

Debt - Additional Information (Detail) - USD ($)	Nov. 04, 2011	Sep. 30, 2016	Jun. 30, 2016
Debt Instrument [Line Items]
Adjusted EBITDA		$ 5,000,000
Letter of credit agreement with a financial institution that is used as collateral for fidelity bonds placed with an insurance company		400,000
Letter of credit agreement with a financial institution that is used as collateral for the Company's corporate headquarters' operating lease		$ 500,000
Letters of credit automatically renew annually without amendment on the annual expiration date		30 days
Quarter ended June 30, 2015 [Member]
Debt Instrument [Line Items]
Minimum EBITDA		$ 1
Quarter ended September 30, 2015 [Member]
Debt Instrument [Line Items]
Minimum EBITDA		2,000,000
Quarter ended December 31, 2015 [Member]
Debt Instrument [Line Items]
Minimum EBITDA		3,000,000
Quarter ended March 31, 2016 [Member]
Debt Instrument [Line Items]
Minimum EBITDA		4,000,000
Quarter ended June 30, 2016 [Member]
Debt Instrument [Line Items]
Minimum EBITDA		$ 5,000,000
Revolving loan facility [Member]
Debt Instrument [Line Items]
Loan facility, total	$ 25,000,000
Credit Agreement expiration date		Jun. 11, 2017
Annual facility fee	$ 62,500
Annual unused fee, percentage	0.25%
Revolving loan facility, covenant terms		1. Minimum EBITDA as of the end of each fiscal quarter for the trailing twelve month period of not less than: (a) $1 for the quarter ended June 30, 2015; (b) $2,000,000 for the quarter ended September 30, 2015; (c) $3,000,000 for the quarter ended December 31, 2015; (d) $4,000,000 for the quarter ended March 31, 2016; and (e) $5,000,000 for the quarter ended June 30, 2016. Thereafter, minimum EBITDA increases each quarter in $1,000,000 increments; provided that there shall be no loss in EBITDA greater than $2,000,000 in any fiscal quarter during such trailing four quarter period. 2. Minimum adjusted quick ratio as of the end of each month of not less than 1.25 to 1.00.
Minimum adjusted quick ratio		125.00%
Outstanding amount		$ 15,000,000	$ 15,000,000
Revolving loan facility [Member] | Eurodollar rate plus [Member]
Debt Instrument [Line Items]
Applicable margin on borrowings rate	3.00%
Revolving loan facility [Member] | First Amendment [Member]
Debt Instrument [Line Items]
Loan Amendment date		Feb. 15, 2013
Revolving loan facility [Member] | Second Amendment [Member]
Debt Instrument [Line Items]
Loan Amendment date		Jul. 17, 2014
Revolving loan facility [Member] | Third Amendment [Member]
Debt Instrument [Line Items]
Loan Amendment date		Jun. 11, 2015

Commitments and Contingencies -

Commitments and Contingencies - Additional Information (Detail) - USD ($)	3 Months Ended
	Sep. 30, 2016	Sep. 30, 2015	Jun. 30, 2016
Commitments And Contingencies Disclosure [Abstract]
Rent expense for office space	$ 900,000	$ 800,000
Leases expiration year	2,021
Estimated fair value of indemnification agreements	$ 0		$ 0
Fair value of indemnity provisions	$ 0		$ 0

Commitments and Contingencies38

Commitments and Contingencies - Future Annual Minimum Lease Payments under Noncancelable Operating Leases (Detail) $ in Thousands	Sep. 30, 2016USD ($)
Commitments And Contingencies Disclosure [Abstract]
2017 (remaining nine months)	$ 2,812
2,018	3,638
2,019	1,666
2,020	376
2,021	46
Operating Leases, Future Minimum Payments Due, Total	$ 8,538

Stock Benefit Plans - Additiona

Stock Benefit Plans - Additional Information (Detail)	Sep. 30, 2016shares
2010 Incentive Plan [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Common stock reserved for issuance	15,920,578
Shares available for issuance	12,909,480
Directors' Plan [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Common stock reserved for issuance	3,359,964
Shares available for issuance	1,910,010

Stock Benefit Plans - Schedule

Stock Benefit Plans - Schedule of Weighted Average Assumptions (Detail) - $ / shares	3 Months Ended
	Sep. 30, 2016	Sep. 30, 2015
Stock options [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Expected term (in years)	4 years 7 months 6 days	4 years 7 months 6 days
Expected volatility	45.00%	47.00%
Risk-free interest rate	1.00%	1.60%
Grant date fair value	$ 1.39	$ 2.24
Market-based restricted stock units [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Expected term (in years)	4 years	4 years
Expected volatility	45.00%	47.00%
Risk-free interest rate	1.00%	1.30%
Grant date fair value	$ 3.02	$ 6.18

Segment Information - Additiona

Segment Information - Additional Information (Detail)	3 Months Ended
	Sep. 30, 2016Segment
Segment Reporting [Abstract]
Number of reportable segments	1

Segment Information - Net Reven

Segment Information - Net Revenue and Long-Lived Assets by Geographic Area (Detail) - USD ($) $ in Thousands	3 Months Ended
	Sep. 30, 2016	Sep. 30, 2015	Jun. 30, 2016
Net revenue:
Total net revenue	$ 73,438	$ 72,389
Property and equipment, net:
Total property and equipment, net	7,273		$ 7,678
United States [Member]
Net revenue:
Total net revenue	72,368	71,226
Property and equipment, net:
Total property and equipment, net	6,611		6,973
International [Member]
Net revenue:
Total net revenue	1,070	$ 1,163
Property and equipment, net:
Total property and equipment, net	$ 662		$ 705

Subsequent Events - Additional

Subsequent Events - Additional Information (Detail) - Subsequent Event [Member] $ in Millions	Nov. 09, 2016USD ($)
Subsequent Event [Line Items]
Restructuring inception date	Nov. 9, 2016
Reduction of personnel costs	25.00%
Restructuring substantial completion date	Dec. 31, 2016
Annual average percentage of outstanding shares attributable to dilutive effect of equity compensation	1.40%
Period attributable to dilutive effect of equity compensation	5 years
Minimum [Member]
Subsequent Event [Line Items]
Estimated restructuring costs	$ 2.5
Maximum [Member]
Subsequent Event [Line Items]
Estimated restructuring costs	$ 3.5