Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
Dec. 31, 2015 | Feb. 22, 2016 | Jun. 30, 2015 | |
Document And Entity Information [Abstract] | |||
Document Type | 10-K | ||
Amendment Flag | false | ||
Document Period End Date | Dec. 31, 2015 | ||
Document Fiscal Year Focus | 2,015 | ||
Document Fiscal Period Focus | FY | ||
Trading Symbol | CVT | ||
Entity Registrant Name | CVENT INC | ||
Entity Central Index Key | 1,122,897 | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Current Reporting Status | Yes | ||
Entity Voluntary Filers | No | ||
Entity Filer Category | Accelerated Filer | ||
Entity Common Stock, Shares Outstanding | 42,048,138 | ||
Entity Public Float (shares) | $ 539,777,953 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Current assets: | ||
Cash and cash equivalents | $ 118,662 | $ 144,544 |
Restricted cash | 378 | 397 |
Short-term investments | 26,799 | 23,039 |
Accounts receivable, net of reserve of $248 and $339, respectively | 30,483 | 44,986 |
Prepaid expense and other current assets | 17,175 | 13,107 |
Deferred tax assets | 0 | 3,776 |
Total current assets | 193,497 | 229,849 |
Property and equipment, net | 24,416 | 22,535 |
Capitalized software development costs, net | 24,039 | 17,967 |
Intangible assets, net | 17,055 | 9,442 |
Goodwill | 38,940 | 20,802 |
Other assets, non-current, net | 3,653 | 313 |
Total assets | 301,600 | 300,908 |
Current liabilities: | ||
Accounts payable | 1,692 | 5,057 |
Accrued expenses and other current liabilities | 29,241 | 18,534 |
Deferred revenue | 77,524 | 82,030 |
Total current liabilities | 108,457 | 105,621 |
Deferred tax liabilities, non-current | 2,347 | 7,086 |
Deferred rent, non-current | 11,527 | 9,576 |
Other liabilities, non-current | 4,988 | 4,791 |
Total liabilities | $ 127,319 | $ 127,074 |
Commitments and contingencies | ||
Stockholders’ equity: | ||
Preferred stock, $0.001 par value, 100,000,000 shares authorized at December 31, 2015 and 2014, respectively; and zero issued and outstanding at December 31 2015 and 2014 | $ 0 | $ 0 |
Common stock, $0.001 par value; 1,000,000,000 shares authorized at December 31, 2015, 42,523,229 and 41,685,048 issued and 42,003,015 and 41,164,834 outstanding at December 31, 2015 and 2014, respectively | 43 | 42 |
Treasury stock | (3,966) | (3,966) |
Additional paid-in capital | 218,493 | 199,169 |
Accumulated other comprehensive loss | (274) | (220) |
Accumulated deficit | (40,015) | (21,191) |
Total stockholders’ equity | 174,281 | 173,834 |
Total liabilities and stockholders’ equity | $ 301,600 | $ 300,908 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Statement of Financial Position [Abstract] | ||
Accounts receivable, reserve | $ 248 | $ 339 |
Preferred stock, par value (USD per share) | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized | 100,000,000 | 100,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value (USD per share) | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 1,000,000,000 | 1,000,000,000 |
Common stock, shares issued | 42,523,229 | 41,685,048 |
Common stock, shares outstanding | 42,003,015 | 41,164,834 |
Consolidated Statements of Oper
Consolidated Statements of Operations and Comprehensive (Loss) Income - USD ($) | 12 Months Ended | |||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | ||
Income Statement [Abstract] | ||||
Revenue | $ 187,716,000 | $ 142,245,000 | $ 111,136,000 | |
Cost of revenue | [1] | 59,743,000 | 42,066,000 | 31,918,000 |
Gross profit | 127,973,000 | 100,179,000 | 79,218,000 | |
Operating expenses: | ||||
Sales and marketing | [1] | 77,931,000 | 61,764,000 | 48,405,000 |
Research and development | [1] | 22,006,000 | 14,049,000 | 11,190,000 |
General and administrative | [1] | 34,699,000 | 23,070,000 | 19,422,000 |
Intangible asset amortization, excluding cost of revenue | 2,230,000 | 418,000 | 344,000 | |
Loss on asset disposition | 5,157,000 | 0 | 0 | |
Loss (gain) from foreign currency transactions | 2,448,000 | 1,109,000 | 1,796,000 | |
Total operating expenses | 144,471,000 | 100,410,000 | 81,157,000 | |
Loss from operations | (16,498,000) | (231,000) | (1,939,000) | |
Interest income | 2,456,000 | 1,595,000 | 1,015,000 | |
Other expense | (426,000) | (434,000) | 0 | |
(Loss) income from operations before income taxes | (14,468,000) | 930,000 | (924,000) | |
Provision for (benefit from) income taxes | 4,356,000 | (864,000) | 2,315,000 | |
Net (loss) income | $ (18,824,000) | $ 1,794,000 | $ (3,239,000) | |
Net (loss) income per common share: | ||||
Basic (USD per share) | $ (0.45) | $ 0.04 | $ (0.13) | |
Diluted (USD per share) | $ (0.45) | $ 0.04 | $ (0.13) | |
Weighted average common shares outstanding—basic (USD per share) | 41,627,963 | 40,970,083 | 25,289,788 | |
Weighted average common shares outstanding—diluted (USD per share) | 41,627,963 | 43,172,673 | 25,289,788 | |
Other comprehensive loss: | ||||
Foreign currency translation loss | $ (54,000) | $ (220,000) | $ 0 | |
Comprehensive (loss) income | $ (18,878,000) | $ 1,574,000 | $ (3,239,000) | |
[1] | Stock-based compensation expense included in the above:Cost of revenue$1,934 $820 $1,046Sales and marketing4,250 1,571 2,306Research and development3,410 1,002 609General and administrative2,173 978 772Total$11,767 $4,371 $4,733 |
Consolidated Statements of Ope5
Consolidated Statements of Operations and Comprehensive Income (Loss) (Parenthetical) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Stock-based compensation expense included in the above: | |||
Stock-based compensation expense | $ 11,767 | $ 4,371 | $ 4,733 |
Cost of revenue | |||
Stock-based compensation expense included in the above: | |||
Stock-based compensation expense | 1,934 | 820 | 1,046 |
Sales and marketing | |||
Stock-based compensation expense included in the above: | |||
Stock-based compensation expense | 4,250 | 1,571 | 2,306 |
Research and development | |||
Stock-based compensation expense included in the above: | |||
Stock-based compensation expense | 3,410 | 1,002 | 609 |
General and administrative | |||
Stock-based compensation expense included in the above: | |||
Stock-based compensation expense | $ 2,173 | $ 978 | $ 772 |
Consolidated Statements of Chan
Consolidated Statements of Changes in Stockholders' Equity - USD ($) $ in Thousands | Total | Common Stock | Treasury Stock | Additional Paid-In Capital | Accumulated deficit | Accumulated Other Comprehensive Loss | Series A Convertible Preferred Stock |
Beginning Balance at Dec. 31, 2012 | $ 18,730 | $ 16 | $ (3,966) | $ 42,409 | $ (19,746) | $ 0 | $ 17 |
Beginning Balance, Shares at Dec. 31, 2012 | (15,901,183) | (520,214) | (17,418,807) | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Vesting of early exercised shares | 452 | 452 | |||||
Vesting of early exercised shares, Shares | 255,572 | ||||||
Repurchase of warrants | (1,275) | (1,275) | |||||
Preferred stock converted to common stock | 0 | $ 17 | $ (17) | ||||
Preferred stock converted to common stock, Shares | 17,418,807 | (17,418,807) | |||||
Proceeds from IPO, net of issuance costs | 122,131 | $ 6 | 122,125 | ||||
Proceeds from IPO, net of issuance costs, Shares | 6,440,000 | ||||||
Exercise of stock options and warrants | 506 | $ 1 | 505 | ||||
Exercise of stock options and warrants, Shares | 394,229 | ||||||
Stock-based compensation expense | 4,733 | 4,733 | |||||
Net (loss) income | (3,239) | (3,239) | |||||
Foreign currency translation loss | 0 | ||||||
Ending Balance at Dec. 31, 2013 | 142,038 | $ 40 | $ (3,966) | 168,949 | (22,985) | 0 | $ 0 |
Ending Balance, Shares at Dec. 31, 2013 | (40,409,791) | (520,214) | 0 | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Vesting of early exercised shares | 226 | 226 | |||||
Vesting of early exercised shares, Shares | 129,494 | ||||||
Preferred stock converted to common stock | 24,846 | $ 1 | 24,845 | ||||
Preferred stock converted to common stock, Shares | 747,500 | ||||||
Exercise of stock options and vesting of RSUs | 779 | $ 1 | 778 | ||||
Exercise of stock options and vesting of RSUs, Shares | 398,263 | ||||||
Stock-based compensation expense | 4,371 | 4,371 | |||||
Net (loss) income | 1,794 | 1,794 | |||||
Foreign currency translation loss | (220) | (220) | |||||
Ending Balance at Dec. 31, 2014 | 173,834 | $ 42 | $ (3,966) | 199,169 | (21,191) | (220) | $ 0 |
Ending Balance, Shares at Dec. 31, 2014 | (41,685,048) | (520,214) | 0 | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Vesting of early exercised shares | 340 | 340 | |||||
Vesting of early exercised shares, Shares | 188,875 | ||||||
Exercise of stock options and vesting of RSUs | 2,111 | $ 1 | 2,110 | ||||
Exercise of stock options and vesting of RSUs, Shares | 649,306 | ||||||
Stock-based compensation expense | 11,767 | 11,767 | |||||
Excess tax benefits from stock-based compensation | 5,107 | 5,107 | |||||
Net (loss) income | (18,824) | (18,824) | |||||
Foreign currency translation loss | (54) | (54) | |||||
Ending Balance at Dec. 31, 2015 | $ 174,281 | $ 43 | $ (3,966) | $ 218,493 | $ (40,015) | $ (274) | $ 0 |
Ending Balance, Shares at Dec. 31, 2015 | (42,523,229) | (520,214) | 0 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Operating activities: | |||
Net (loss) income | $ (18,824) | $ 1,794 | $ (3,239) |
Adjustments to reconcile net (loss) income to net cash provided by operating activities: | |||
Depreciation and amortization | 20,221 | 10,590 | 7,769 |
Bad debt expense, net | 1,072 | 317 | 392 |
Foreign currency transaction loss | 55 | 8 | 190 |
Stock-based compensation expense | 11,767 | 4,371 | 4,733 |
Change in deferred taxes | (1,364) | 1,097 | 788 |
Loss on asset disposition | 5,411 | 487 | 0 |
Change in operating assets and liabilities: | |||
Accounts receivable, net | 13,308 | (11,005) | (4,945) |
Prepaid expenses and other assets | (7,371) | (5,184) | (4,766) |
Accounts payable, accrued expenses and other liabilities | 8,646 | 8,623 | 7,493 |
Deferred revenue | (5,705) | 17,277 | 13,649 |
Net cash provided by operating activities | 27,216 | 28,375 | 22,064 |
Investing activities: | |||
Purchase of property and equipment | (8,406) | (18,838) | (4,197) |
Capitalized software development costs | (17,760) | (13,720) | (7,144) |
Purchase of short-term investments, net | (3,760) | (11,680) | (2,039) |
Acquisitions, net of cash acquired | (30,177) | (11,673) | (90) |
Restricted cash | 19 | 267 | (209) |
Net cash used in investing activities | (60,084) | (55,644) | (13,679) |
Financing activities: | |||
Repurchase of common stock and warrants | 0 | 0 | (1,275) |
Proceeds from initial public offering, net of transaction costs | 0 | 0 | 122,131 |
Proceeds from follow-on public offering, net of transaction costs | 0 | 24,846 | 0 |
Excess tax benefits from stock-based compensation | 5,107 | 0 | 0 |
Proceeds from exercise of stock options and warrants | 2,107 | 779 | 506 |
Net cash provided by financing activities | 7,214 | 25,625 | 121,362 |
Effect of exchange rate changes on cash and cash equivalents | (228) | (219) | (190) |
(Decrease) increase in cash and cash equivalents | (25,882) | (1,863) | 129,557 |
Cash and cash equivalents, beginning of year | 144,544 | 146,407 | 16,850 |
Cash and cash equivalents, end of year | 118,662 | 144,544 | 146,407 |
Supplemental cash flow information: | |||
Income taxes paid | 319 | 1,662 | 3,339 |
Supplemental disclosure of non-cash investing and financing activities: | |||
Outstanding payments for purchase of property and equipment at period end | 706 | 973 | 618 |
Change in goodwill due to finalization of purchase accounting | $ 121 | $ 462 | $ 198 |
Description of Business
Description of Business | 12 Months Ended |
Dec. 31, 2015 | |
Accounting Policies [Abstract] | |
Description of Business | Description of Business Cvent, Inc. (the “Company”) provides a cloud-based enterprise event management platform with solutions for both sides of the events and meetings value ecosystem: (i) event and meeting planners, through its Event Cloud and (ii) hoteliers and venues, through its Hospitality Cloud. The Company’s integrated, Event Cloud solution addresses the entire event life cycle by allowing event and meeting planners to automate and streamline the process. The Company’s Hospitality Cloud provides hotels and venues with a full solution suite to create, manage and measure demand for their group meetings. The combination of these cloud-based solutions creates an integrated platform that allows the Company to generate revenue from both sides of the events and meetings ecosystem. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2015 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies (a) Basis of Presentation The consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries. All significant intercompany balances and transactions have been eliminated in consolidation. These consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles. (b) Reclassification Certain items in the prior period financial statements have been reclassified for comparative purposes to conform to the current period presentation. (c) Use of Estimates The preparation of the consolidated financial statements in conformity with U.S. generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenue and expenses during the reporting period. Significant estimates and assumptions made by management include estimated useful lives of property and equipment and capitalized software development costs, goodwill and intangibles, determination of estimated selling prices, allowances for doubtful accounts, valuation of deferred tax assets, valuation assumptions in purchase accounting, certain assumptions related to stock-based compensation, income taxes and legal and other contingencies. Actual results could differ from those estimates and assumptions. (d) Cash and Cash Equivalents Highly liquid financial instruments purchased with original maturities of 90 days or less at the date of purchase are reported as cash equivalents. Cash equivalents are recorded at cost, which approximates fair value. Included in cash and cash equivalents are funds representing amounts reserved for the face value of registration fees or tickets sold on behalf of customers. While these cash accounts are not restricted as to their use, a liability for amounts due to customers under these arrangements has been recorded in accounts payable in the accompanying consolidated balance sheets. The Company had amounts due to customers of $1.8 million and $3.4 million included within cash and cash equivalents as of December 31, 2015 and 2014 , respectively. (e) Restricted Cash Restricted cash includes amounts required to be held for regulatory purposes in India. The Company held $0.4 million of restricted cash in certificates of deposit as of December 31, 2015 and 2014 . (f) Short-term Investments The Company’s short-term investments consist of highly liquid financial instruments with original maturities greater than 90 days but less than one year . These short-term investments are comprised of certificates-of-deposit. (h) Accounts Receivable Accounts receivable are recorded at the amount invoiced to customers and do not bear interest. The Company maintains an allowance for doubtful accounts for estimated losses inherent in its accounts receivable portfolio. In reviewing outstanding receivables, management considers historical write-off experience, the amount of receivables in dispute, the current receivables aging and current payment patterns. Past due balances over 90 days and over a specified amount are reviewed individually for collectability. Account balances are written off after all means of collection have been exhausted and the potential for recovery is considered remote. Bad debt expense during the years ended December 31, 2015 , 2014 and 2013 was $1.1 million, $0.3 million and $0.4 million, respectively. The allowance for bad debt is consistent with actual historical write-offs; however, higher than expected bad debts may result in the future if write-offs are greater than the Company’s estimates. The Company does not have any off-balance-sheet credit exposure related to its customers. No single customer accounted for more than 10% of the total accounts receivable as of December 31, 2015 , 2014 and 2013 , and no single customer accounted for more than 10% of revenue during the years ended December 31, 2015 , 2014 and 2013 . (i) Revenue Recognition The Company derives revenue from two primary sources: Event Cloud subscription-based solutions and Hospitality Cloud marketing solutions. These services are generally provided under annual and multi-year contracts that are generally only cancellable for cause. Revenue is generally recognized on a straight-line basis over the term of the contract. The Company recognizes revenue when all of the following conditions are met: (i) persuasive evidence exists of an arrangement with the customer reflecting the terms and conditions under which the solutions or services will be provided; (ii) delivery to customers has occurred or services have been rendered; (iii) the fee is fixed or determinable; and (iv) collection of the fees is reasonably assured. The Company considers a signed agreement or other similar documentation to be persuasive evidence of an arrangement. Collectability is assessed based on a number of factors, including transaction history and the creditworthiness of a customer. If it is determined that collection is not reasonably assured, revenue is not recognized until collection becomes reasonably assured, which is generally upon receipt of cash. The Company applies the provisions of FASB ASU 2009-13, Revenue Recognition (Topic 605): Multiple-Deliverable Revenue Arrangements (EITF Issue No. 8-1, Revenue Arrangements with Multiple Deliverables) with respect to its multiple-element arrangements entered into or significantly modified on or after January 1, 2011. Event Cloud Revenue Event Management The Company generates the majority of its revenue through software-as-a-service (SaaS) subscriptions to the event and conference management platform, pricing for which is subject to the features and functionality selected by the customer. No features or functionality within the subscription-based services have stand-alone value from one another and, therefore, the entire subscription fee is recognized on a straight-line basis over the term of the subscription arrangement. SaaS subscriptions may include functionality that enables customers to manage the registration of participants attending the customer’s event or events. In some cases, the negotiated fee for the subscription is based on a maximum number of event registrations permitted over the subscription term. At any time during the subscription term, customers may elect to purchase blocks of additional registrations, which are referred to as subscription up-sells. The fees associated with the up-sells are added to the original subscription fee, and the revenue is recognized over the remaining subscription period. No portion of the subscription fee is refundable regardless of the actual number of registrations that occur, or the extent to which other features and functionality are used. Mobile Apps Subscription-based solutions also include the sale of mobile event apps. The revenue for mobile event apps solutions is generally recognized on a straight-line basis over the life of the contract. A customer may use a singular mobile event app for any number of events. At any time during the subscription term, customers may elect to purchase additional mobile event apps, which are referred to as mobile up-sells. The fees associated with the mobile up-sells are added to the original subscription fee, and the revenue is recognized over the remaining subscription period. No portion of the subscription fee is refundable. Onsite Event Solutions Event specific onsite solutions include the rental of equipment and consultants needed to successfully manage and execute a complex event. When these services are sold on a stand-alone basis revenue is recognized based on the contractual stated value after the delivery of the services has been fully completed. When these services are bundled with other subscription-based services, revenue is recognized ratably over the contract term. Hospitality Cloud Revenue Marketing Solutions Revenue Towards the end of 2014, the Hospitality Cloud was branded to provide a full spectrum of cloud-based solutions across the hotel group sales lifecycle. Prior to this, the Company primarily concentrated on servicing the hospitality sector with marketing solutions through CSN, which provided substantially all of the revenue for the product line in 2014 and before. Marketing solutions revenue is generated through the delivery of various forms of advertising sold through annual or multi-year contracts to marketers, principally hotels and venues. Such solutions include prominent display of a customer’s venue within the Cvent Supplier Network, the Cvent Destination Guide, the Elite Meetings magazine or in various electronic newsletters. Pricing for the advertisements is based on the term of the advertisement, targeted geography, number of advertisements and prominence of the ad placement. The Company enters into arrangements with multiple deliverables that generally include various marketing solutions that may be sold individually or bundled together and delivered over various periods of time. In such situations, the Company applies the provisions of Financial Accounting Standards Board, or FASB, Accounting Standards Codification, or ASC Subtopic 605-25, Revenue Recognition—Multiple Element Arrangements to account for the various elements within the marketing solution agreements delivered over the platform. Under such guidance, in order to treat deliverables in a multiple-deliverable arrangement as separate units of accounting, the deliverables must have standalone value upon delivery. If the deliverables have standalone value upon delivery, the Company accounts for each deliverable separately and revenue is recognized ratably over the contractual period that the related advertising deliverable is provided. Annual marketing solutions on the Cvent Supplier Network are often sold separately, and, as such, all have standalone value. Certain one-time marketing solutions, which can run for a month, several months, or a year, are primarily sold in a package. In determining whether the marketing solutions sold in packages have standalone value, the Company considers the availability of the services from other vendors, the nature of the solutions, and the contractual dependence of the solutions to the rest of the package. Based on these considerations, the Company has determined the estimated selling price for each marketing solution sold in a package. Revenue arrangements with multiple deliverables are divided into separate units of accounting and the arrangement consideration is allocated to all deliverables based on the relative selling price method. In such circumstances, the Company uses the selling price hierarchy of: (i) vendor specific objective evidence of fair value, or VSOE, if available, (ii) third-party evidence of selling price, or TPE, and (iii) best estimate of selling price. VSOE is limited to the price charged when the same element is sold separately by the Company. Due to the unique nature of some multiple deliverable revenue arrangements, the Company may not be able to establish selling prices based on historical stand-alone sales using VSOE or TPE; therefore the Company may use its best estimate to establish selling prices for these arrangements. The Company establishes the best estimates within a range of selling prices considering multiple factors including, but not limited to, factors such as size of transaction, customer demand and price lists. (j) Business Combinations The Company is required to allocate the purchase price of acquired companies to the identifiable tangible and intangible assets acquired and liabilities assumed at the acquisition date based upon their estimated fair values. Goodwill as of the acquisition date represents the excess of the purchase consideration of an acquired business over the fair value of the underlying net tangible and intangible assets acquired and liabilities assumed. This allocation and valuation require management to make significant estimates and assumptions, specifically with respect to long-lived and intangible assets. Critical estimates in valuing intangible assets include but are not limited to estimates about: future expected cash flows from customer contracts, customer lists, distribution agreements, proprietary technology and non-competition agreements; the acquired company’s brand awareness and market position, assumptions about the period of time the brand will continue to be used in the Company's product portfolio; as well as expected costs to develop in-process research and development into commercially viable products and estimated cash flows from the projects when completed, and discount rates. The Company’s estimates of fair value are based upon assumptions the Company believe to be reasonable, but which are inherently uncertain and unpredictable. Assumptions may be incomplete or inaccurate, and unanticipated events and circumstances may occur. In addition, uncertain tax positions and tax-related valuation allowances assumed in connection with a business combination are initially estimated as of the acquisition date. The Company continues to evaluate these items quarterly and record any adjustments to the preliminary estimates to goodwill provided that the Company is within the measurement period. Subsequent to the measurement period, changes to these uncertain tax positions and tax related valuation allowances will affect the Company’s provision for income taxes in the consolidated statements of operations in the current period. Other estimates associated with the accounting for these acquisitions may change as additional information becomes available regarding the assets acquired and liabilities assumed. Costs related to acquisitions are expensed as incurred. (k) Deferred Revenue Deferred revenue consists of contractual billings made or payments received in advance of revenue recognition from Event Cloud services or Hospitality Cloud solutions that are subsequently recognized when the revenue recognition criteria are met. The Company generally invoices customers in annual or quarterly installments. (l) Cost of Revenue The Company’s cost of revenue consists of employee-related expenses, including salaries, benefits and stock-based compensation related to providing support and hosting applications, costs of data center capacity, software license fees and amortization expense associated with capitalized internal use software. In addition, the Company allocates a portion of overhead, such as rent, information technology costs and depreciation and amortization, to cost of revenue based on headcount. (m) Property and Equipment Property and equipment is stated at cost less accumulated depreciation and amortization. Improvements and replacements of property and equipment are capitalized. Maintenance and repairs that do not improve or extend the lives of property and equipment are charged to expense as incurred. When assets are sold or retired, their cost and related accumulated depreciation are removed from the accounts and any gain or loss is reported in operating income (loss) in the accompanying consolidated statements of operations. Depreciation is computed using the straight line method over the estimated useful lives of the related assets. The estimated useful life of computer equipment and software is three years while the estimated useful lives of furniture and equipment is seven years . Leasehold improvements are amortized on a straight-line basis over the shorter of the lease term or estimated useful life of the asset. (n) Capitalized Software Development Costs Costs to develop software directly used in the delivery of revenue generating activities are capitalized and recorded as capitalized software development costs in accordance with the provisions of FASB ASC Subtopic 350-40, Intangibles-Goodwill and Other Subtopic 40 Internal-Use Software on the balance sheet. These costs are amortized on a project-by-project basis using the straight-line method over the estimated economic life of the application, which is generally three years , beginning when the asset is substantially ready for use. Costs incurred during the preliminary development stage, as well as maintenance and training costs are expensed as incurred. (o) Impairment of Long-Lived Assets The Company evaluates the recoverability of its long-lived assets in accordance with Impairment or Disposal of Long-Lived Assets Subsections of FASB ASC Subtopic 360-10, Property, Plant, and Equipment—Overall . Long-lived assets are reviewed for possible impairment whenever events or circumstances indicate that the carrying amount of such assets may not be recoverable. If such review indicates that the carrying amount of long-lived assets is not recoverable from future undiscounted cash flows, the carrying amount of such assets is reduced to the lower of the carrying value or fair value. In addition to the recoverability assessment, the Company routinely reviews the remaining estimated lives of its long-lived assets. Any reduction in the useful life assumption will result in increased depreciation and amortization expense in the period when such determinations are made, as well as in subsequent periods. There were no material impairments of long-lived assets during the years ended December 31, 2015 , 2014 and 2013 . (p) Goodwill Goodwill represents the excess of: (i) the aggregate of the fair value of consideration transferred in a business combination, over (ii) the fair value of assets acquired, net of liabilities assumed. Goodwill is not amortized, but is subject to annual impairment tests. The goodwill impairment test is a two-step test. Under the first step, the fair value of the reporting unit is compared with its carrying value, including goodwill. If the fair value of the reporting unit is less than its carrying value, an indication of goodwill impairment exists for the reporting unit and the entity must perform step two of the impairment test (measurement). Under step two, an impairment loss is recognized for any excess of the carrying amount of the reporting unit’s goodwill over the implied fair value of that goodwill. The implied fair value of goodwill is determined by allocating the fair value of the reporting unit in a manner similar to a purchase price allocation and the residual fair value after this allocation is the implied fair value of the reporting unit goodwill. Fair value of the reporting unit is estimated using a discounted cash flow analysis. If the fair value of the reporting unit exceeds its carrying value, step two is not performed. In September 2011, the FASB issued ASU 2011-8, Intangibles—Goodwill and Other (Topic 350): Testing Goodwill for Impairment . This ASU permits an entity to make a qualitative assessment of whether it is more likely than not that a reporting unit’s fair value is less than its carrying amount before applying the two-step goodwill impairment test. If an entity concludes it is not more likely than not that the fair value of a reporting unit is less than its carrying amount, it need not perform the two-step impairment test. The Company performs its annual impairment review of goodwill on November 30 and when a triggering event occurs between annual impairment tests. During the 2015 and 2014 qualitative assessments of goodwill, management concluded that it was more likely than not that the estimated fair value of the Company's reporting unit exceeded its carrying value and the estimated fair value of the Company’s reporting unit was in excess of its carrying value, resulting in no indication of impairment as of December 31, 2015 and 2014 . (q) Research and Development Research and development expenses consist primarily of personnel and related expenses for the Company’s research and development staff, including salaries, benefits, bonuses and stock-based compensation and the cost of certain third-party contractors. Research and development costs, other than software development expenses qualifying for capitalization, are expensed as incurred. A portion of overhead, such as rent, information technology costs, and depreciation is allocated to research and development based on headcount. (r) Sales Commissions Sales commissions are the costs directly associated with obtaining Event Cloud and Hospitality Cloud contracts with customers and consist of commissions paid to the Company’s direct sales force and other marketing partners, based on bookings. Sales commissions are expensed when incurred as a component of sales and marketing expense and are generally paid one month in arrears. Commissions incurred, but not paid, are included in accrued expenses in the accompanying consolidated balance sheets. Sales commissions paid are subject to a claw back provision in the event a customer contract is cancelled in proportion to the remaining contract period at the date of cancellation and are recorded net of estimated claw backs in sales and marketing expense. Amounts charged back have not been material to the Company’s results of operations. (s) Deferred Tax Assets and Liabilities Income taxes are accounted for under the asset and liability method. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases and operating loss and tax credit carryforwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. To the extent that it is not considered to be more likely than not that a deferred tax asset will be realized, a valuation allowance is established. The Company applies the provisions of ASC Subtopic 740-10, Income Taxes—Overall , which provides guidance related to the accounting for uncertain tax positions. In accordance with FIN 48, the Company only recognizes the tax benefit from an uncertain tax position if it is more likely than not that the tax position will be sustained on examination. (t) Stock-Based Compensation The Company accounts for its employee stock-based compensation awards in accordance with FASB ASC Topic 718, Compensation—Stock Compensation . ASC Topic 718 requires that all employee stock-based compensation is recognized as a cost in the financial statements and that for equity-classified awards, such cost is measured at the grant date fair value of the award. The Company estimates grant date fair value for stock options using the Black-Scholes option-pricing model. The Company estimates grant date fair value for restricted stock units based on the closing price of the underlying shares on grant date. Determining the fair value of stock options under the Black-Scholes model requires judgment, including estimating the value per share of the Company’s common stock prior to the Company’s initial public offering in August 2013 (see note 9), estimated volatility, risk free rate, expected term and estimated dividend yield. The assumptions used in calculating the fair value of stock-based compensation awards represent the Company’s best estimates, based on management judgment. The estimate of the value per share of the Company’s common stock used in the option-pricing model prior to the Company’s IPO was based on the contemporaneous valuations performed with the assistance of an unrelated third-party valuation specialist and management’s analysis of market transactions in proximity to the valuation dates. The estimated dividend yield is zero since the Company has not issued dividends to date and does not anticipate issuing dividends. The risk-free interest rate is based on the implied yield currently available on U.S. Treasury zero coupon issues with an equivalent remaining term. Due to its limited trading history, the Company estimates volatility for option grants by evaluating the average historical volatility of a peer group of similar public companies. The expected term of the Company’s option plans represent the period that its stock-based awards are expected to be outstanding. For purposes of determining the expected term, the Company applies the simplified approach, in which the expected term of an award is presumed to be the mid-point between the vesting date and the expiration date of the award. Awards generally vest over a service period of four years , with a maximum contractual term of ten years . Pursuant FASB ASC Subtopic 718-10-35, Stock Compensation , the initial determination of compensation cost is based on the number of stock options granted amortized over the vesting period. The value of the awards granted is discounted by the forfeiture rate equal to the value expected to vest. The forfeiture rate was derived by taking into consideration historical employee turnover rates as well as expectations for the future. Expense related to stock options is recognized using the straight-line attribution method. Compensation cost for restricted stock units is measured at the fair value of the underlying shares on grant date and recognized on a straight-line basis over the vesting period. (u) Comprehensive (Loss) Income Comprehensive (loss) income includes foreign currency translation losses of $0.1 million and $ 0.2 million for the years ended December 31, 2015 and 2014 . There was no comprehensive income (loss) for the year ended December 31, 2013 . (v) Foreign Currency The Company’s foreign subsidiary in India designates the U.S. dollar as the functional currency. For the subsidiary, assets and liabilities denominated in foreign currency are remeasured into U.S. dollars at current exchange rates for monetary assets and liabilities and historical exchange rates for nonmonetary assets and liabilities. Foreign currency gains and losses associated with remeasurement are included in operating (loss) income in the consolidated statements of operations. Foreign currency losses associated with transactions and remeasurement were $2.4 million , $1.1 million and $1.8 million for the years ended December 31, 2015 , 2014 and 2013 , respectively. (x) Non-Monetary Transactions The Company occasionally participates in non-monetary transactions with its customers in exchange for marketing and other services. In accordance with FASB ASC Topic 845 - Nonmonetary transactions , non-monetary transactions with commercial substance are recorded at the estimated fair value of the services received from or provided to the counterparty, whichever is more clearly evident. In certain periods there are timing differences between the revenue and the related expense, due to the timing of delivery and receipt of services. Non-monetary transaction revenue totaled $4.8 million , $1.7 million and $0.6 million for the years ended December 31, 2015 , 2014 and 2013 , respectively. Non-monetary transaction expense totaled $ 5.0 million , $ 1.7 million and $ 0.6 million for the years ended December 31, 2015 , 2014 and 2013 , respectively. (y) Fair Value Measurements Fair value represents the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Valuation techniques used to measure fair value must maximize the use of observable inputs and minimize the use of unobservable inputs. The fair value hierarchy is based on the following three levels of inputs, of which the first two are considered observable and the last one is considered unobservable: Level 1 Inputs: Unadjusted quoted prices in active markets for identical assets or liabilities accessible to the reporting entity at the measurement date. Level 2 Inputs: Other than quoted prices included in Level 1 inputs that are observable for the asset or liability, either directly or indirectly, for substantially the full term of the asset or liability. Level 3 Inputs: Unobservable inputs that require the Company to use present value and other valuation techniques in the determination of fair value. The Company’s financial instruments include cash and cash equivalents, restricted cash, short-term investments, accounts receivable, accounts payable and accrued liabilities. The carrying value of these financial instruments on the consolidated balance sheets approximate their fair value based on their short-term nature. The Company is also subject to certain contingent consideration arrangements associated with some of its recent acquisitions that are based on achieving specified operating targets and the passage of time. Assumptions including revenue forecasts, future market opportunities, complexity and size of addressable markets and the scalability of the product are developed to determine the fair value of such contingent consideration. In addition, the probability of achieving the specified targets is considered in determining the fair value of the contingent consideration included in the purchase price. Contingent consideration will be remeasured to fair value at each reporting date, and will recognize any changes to the fair value in earnings in the period. (z) New Accounting Pronouncements In November 2015, the FASB issued an amendment to ASC Topic 740: Income Taxes . ASU No. 2015-17, Balance Sheet Classification of Deferred Taxes (“ASU 2015-17”), which requires deferred tax liabilities and assets to be classified as noncurrent in a classified statement of financial position. The guidance is effective for financial statements issued for annual periods beginning after December 15, 2017, and interim periods within annual periods beginning after December 15, 2018. Earlier application is permitted for all entities as of the beginning of an interim or annual reporting period. This amendment may be applied either prospectively or retrospectively to all periods presented. We adopted the provisions of ASU 2015-17 prospectively in the fourth quarter of 2015, and did not retrospectively adjust the prior periods. The adoption of this ASU will simplify the presentation of deferred income taxes and reduce complexity without decreasing the usefulness of information provided to users of financial statements. The adoption of ASU 2015-17 did not have a significant impact on our financial position, results of operations, and cash flows. In September 2015, the FASB issued an amendment to ASC Topic 805: Business Combinations . ASU 2015-16, Business Combinations: Simplifying the Accounting for Measurement-Period Adjustments , simplifies the accounting for measurement period adjustments by requiring companies to recognize adjustments identified during the measurement period in the reporting period in which the adjustment amounts are determined. Under current U.S. GAAP, these measurement period adjustments are required to be recorded as retrospective adjustments to the provisional amounts recognized at the acquisition date with a corresponding adjustment to Goodwill. This amendment will become effective for the Company in the first quarter of 2016, although earlier application is permitted for financial statements that have not been issued. Management is currently assessing the effect the adoption of this standard will have on its consolidated financial statements. In May 2014, the FASB and the International Accounting Standards Board issued joint guidance to improve and converge the financial reporting requirements for revenue from contracts with customers. ASU 2014-09, Revenue from Contracts with Customers , prescribes a five-step model for revenue recognition that will replace most existing revenue recognition guidance under U.S. GAAP. The new standard supersedes nearly all existing revenue recognition guidance under U.S. GAAP, and requires companies to recognize revenue when it transfers goods or services to a customer in an amount that reflects the consideration to which a company expects to be entitled for those goods or services. This update also requires additional disclosure about the nature, amount, timing and uncertainty of revenue and cash flows arising from customer contracts, including significant judgments and changes in judgments, and assets recognized from costs incurred to obtain or fulfill a contract. ASU 2014-09 allows for either full retrospective or modified retrospective adoption. |
Net (Loss) Income Per Share
Net (Loss) Income Per Share | 12 Months Ended |
Dec. 31, 2015 | |
Earnings Per Share [Abstract] | |
Net Income (Loss) Per Share | Net (Loss) Income Per Share The Company calculates basic net (loss) income per share of common stock by dividing net (loss) income attributable to the common stockholders for the period by the weighted-average number of shares of common stock and participating convertible preferred stock outstanding during the period. The Company calculates diluted net income per share by dividing net income (loss) attributable to the Company for the period by the weighted-average number of shares of common stock and convertible preferred stock outstanding during the period, plus any dilutive effect from share-based equity awards and warrants during the period, using the treasury stock method. Prior to the Company’s IPO in August 2013, the Series A Convertible Preferred Stock participated in earnings, but was not obligated to participate in losses. Accordingly, the net income attributable to common and preferred stockholders would have been divided proportionately by the number of shares outstanding of each and there would have been no difference in the determination of basic and diluted net income per share calculated separately for common and preferred stock. Included in the diluted weighted average shares outstanding is the effect of non-vested, early option exercises of 188,875 shares that vested in February 2015, which were the last remaining non-vested shares of the 573,941 shares that were early-exercised on June 13, 2012. These shares, until they vested, were removed from the basic earnings per share calculation as the shares could have been repurchased by the Company prior to the vesting date if the employment of the early exercised option shareholders would have been terminated. The computation of basic and diluted net (loss) income per share is as follows: Year Ended December 31, 2015 2014 2013 Net (loss) income $ (18,824 ) $ 1,794 $ (3,239 ) Weighted average number of shares outstanding: Weighted average common shares outstanding 41,627,963 40,970,083 25,289,788 Effect of share-based equity awards — 2,202,590 — Weighted average shares outstanding for diluted earnings per share 41,627,963 43,172,673 25,289,788 Net (loss) income per common share: Basic $ (0.45 ) $ 0.04 $ (0.13 ) Diluted $ (0.45 ) $ 0.04 $ (0.13 ) The weighted average number of shares outstanding used in the computation of diluted loss per share for the year ended December 31, 2015 does not include the effect of 1,793,892 stock options and restricted stock units as the effects of these potentially outstanding shares would have been anti-dilutive. The weighted average number of shares outstanding used in the computation of basic and diluted loss per share for the year ended December 31, 2013 does not include the effect of 10,499,007 shares of convertible preferred stock, as these shares are not obligated to participate in losses. Additionally, the weighted average number of shares outstanding used in the computation of diluted loss per share for the year ended December 31, 2013 does not include the effect of 2,050,265 stock options, warrants, and restricted stock units as the effects of these potentially outstanding shares would have been anti-dilutive. |
Business Combinations
Business Combinations | 12 Months Ended |
Dec. 31, 2015 | |
Business Combinations [Abstract] | |
Business Combinations | Business Combinations Acquisitions The Company made no acquisitions during the year ended December 31, 2013. The Company made the following acquisitions during 2015 and 2014: Alliance Tech On November 2, 2015, the Company acquired substantially all of the assets of Alliance Tech, Inc. ("Alliance Tech") for approximately $11.3 million in total consideration, subject to customary purchase price adjustments. The cash purchase price includes $0.9 million in probability weighted contingent deferred payments, which are recorded at the probable payment amount because they are subject to earnout provisions. The earnout provisions are based entirely on the successful achievement of multiple revenue retention and growth goals. Any changes in assumptions related to the probability of achieving the performance goals will be recorded in the Company's statements of operations when identified. The shareholders are also eligible for an additional $2.1 million in deferred payments, contingent upon the continued employment of three key employees over specified periods. Alliance Tech is a provider of onsite event and conference management solutions for corporate meeting planners, event and conference management agencies and event exhibitors and sponsors, whose products will augment the Company's current product offerings. The acquisition was accounted for as a business combination. Total consideration is comprised of cash paid at closing of $9.3 million , net of cash acquired of $0.1 million and $1.0 million of cash withheld to cover potential net working capital adjustments. The table below represents the preliminary allocation of the purchase price for the acquired net assets of Alliance Tech based on their estimated fair values as of November 2, 2015. The allocation of the purchase price was based upon preliminary estimates of fair value of the corresponding assets and liabilities as follows (in thousands): Tangible liabilities assumed, net $ (1,122 ) Trademarks 40 Developed technology 1,300 Customer relationships 2,400 Goodwill 6,637 Total cash consideration $ 9,255 Customer relationships represent the fair value of the underlying relationships and agreements with Alliance Tech customers. Developed technology represents the estimated fair value of Alliance Tech's developed software platform. Trademarks represent the estimated fair value of Alliance Tech’s existing trademarks. The excess of purchase consideration over the fair value of the net tangible and identifiable intangible assets acquired of $6.6 million was recorded as goodwill. Changes to amounts recorded as assets or liabilities may result in a corresponding adjustment to goodwill. The goodwill balance is attributed to the assembled workforce and expanded market opportunities when integrating Alliance Tech’s business into the Company’s technology. The goodwill balance is deductible for U.S. income tax purposes. Acquisition-related costs, including transaction costs such as legal and accounting fees, were expensed as incurred. The Company incurred $0.2 million of transaction costs for the year ended December 31, 2015, which have been included in general and administrative expenses in the consolidated statement of operations. Revenue in the period post-acquisition was not material for the year ended December 31, 2015 . SignUp4 On May 8, 2015, the Company acquired 100% of the equity interests of SignUp4, LLC (“SignUp4”) for total consideration of $22.3 million , including cash acquired of $2.1 million . SignUp4 is an event management and marketing solutions company that has a valuable client portfolio, including multiple Fortune 1000 clients. The Company completed this acquisition for strategic and competitive advantage. The acquisition was accounted for as a purchase business combination. The table below represents the preliminary allocation of the purchase price for the acquired net assets of SignUp4 based on their estimated fair values as of May 8, 2015. The allocation of the purchase price was based upon preliminary estimates of fair value of the corresponding assets and liabilities as follows (in thousands): Tangible liabilities assumed, net $ (416 ) Trademarks 164 Developed technology 870 Customer relationships 7,040 Goodwill 12,591 Total cash consideration $ 20,249 Customer relationships represent the fair value of the underlying relationships and agreements with SignUp4 customers. Developed technology represents the estimated fair value of SignUp4’s developed software platform. Trademarks represents the estimated fair value of SignUp4’s existing trademarks. The excess of purchase consideration over the fair value of the net tangible and identifiable intangible assets acquired of $12.6 million was recorded as goodwill. Changes to amounts recorded as assets or liabilities may result in a corresponding adjustment to goodwill. The goodwill balance is attributed to the assembled workforce and expanded market opportunities when integrating SignUp4’s business into the Company’s technology. The goodwill balance is deductible for U.S. income tax purposes. Acquisition-related costs, including transaction costs such as legal and accounting fees, were expensed as incurred. The Company incurred $0.2 million of transaction costs for the year ended December 31, 2015, which have been included in general and administrative expenses in the consolidated statement of operations. Revenue in the period post-acquisition was not material for the year ended December 31, 2015 . EMI On December 16, 2014 , the Company acquired 100% of the equity interests of Elite Meetings International, Inc. (“EMI”) for total consideration of $9.8 million , net of cash acquired. EMI is an event management and marketing solution company that offers two unique online marketplaces, allowing suppliers to directly connect and establish relationships with the hundreds of thousands of planners who use these tools to research destinations, find venues, and source group business. The acquisition was accounted for as a purchase business combination. Total consideration is comprised of cash paid at closing of $7.4 million , net of cash acquired of $0.7 million , $1.5 million of deferred consideration due December 18, 2017, and $1.8 million of net liabilities assumed by the Company. The purchase agreement provides for contingent payments, including deferred consideration, of $2.4 million , payable on December 18, 2017. Approximately $1.0 million of the contingent payments is contingent upon the continued employment of one key employee and is considered a compensatory arrangement and will be recognized as expense over the requisite service period, as earned. The remaining $1.5 million of the contingent payments is due to former shareholders of EMI, do not require the continued employment of the recipients and have been included in the purchase price as deferred consideration. This deferred consideration is subject to a performance condition and has been recorded at the probable amount expected to be paid. Any changes in assumptions related to the probability of achieving the performance condition will be recorded in the Company’s statements of operations when identified. The table below represents the allocation of the purchase price for the acquired net assets of EMI based on their estimated fair values as of December 16, 2014. The allocation of the purchase price was based upon estimates of fair value of the corresponding assets and liabilities as follows: Tangible assets, net $ 120 Customer relationships 4,320 Software 640 Trademarks 415 Goodwill 6,314 Deferred tax liability (1,964 ) Total consideration $ 9,845 Customer relationships represent the fair values of the underlying relationships and agreements with EMI customers. Software represents the estimated fair value of EMI’s developed software. Trademarks represents the estimated fair value of EMI’s existing trademarks. The excess of purchase consideration over the fair value of the net tangible and identifiable intangible assets acquired of $6.3 million was recorded as goodwill. Changes to amounts recorded as assets or liabilities may result in a corresponding adjustment to goodwill. The goodwill balance is attributed to the assembled workforce and expanded market opportunities when integrating Decision Street’s lead scoring technology into the Company’s technology. The goodwill balance is deductible for U.S. income tax purposes. Acquisition-related costs, including transaction costs such as legal and accounting fees, were expensed as incurred. The Company incurred $0.1 million of transaction costs for the year ended December 31, 2014, which have been included in general and administrative expenses in the consolidated statement of operations. The amount of revenue attributable to this acquisition was immaterial for the year ended December 31, 2014. Decision Street On September 15, 2014, the Company acquired 100% of the equity interests of Decision Street, LLC (“Decision Street”) for total consideration of $4.7 million , net of cash acquired. Decision Street is a development stage company that is building request for proposal ("RFP") lead scoring and sales optimization technology. The acquisition was accounted for as a purchase business combination. Total consideration is comprised of cash paid at closing of $3.7 million , net of cash acquired of $0.4 million , $0.2 million of deferred consideration paid November 30, 2015, and $0.8 million of liabilities assumed by the Company. In addition, the purchase agreement provides for additional contingent payments totaling $2.7 million , of which $0.9 million was paid on November 30, 2015, and $1.8 million will become payable on October 31, 2017. These additional payments are contingent upon the continued employment of two key employees and are considered compensatory arrangements that are being recognized as expense over the requisite service period, as earned. The table below represents the allocation of the purchase price for the acquired net assets of Decision Street based on their estimated fair values as of September 15, 2014 . The allocation of the purchase price was based upon estimates of fair value of the corresponding assets and liabilities as follows: Tangible assets, net $ 689 In-process research and development 1,442 Customer relationships 200 Goodwill 2,368 Total consideration $ 4,699 In-process research and development represented the estimated fair value of Decision Street’s development stage software at the date of acquisition. The in-process research and development was successfully tested and amortization was begun after the acquisition date. Customer relationships represent the fair values of the underlying relationships and agreements with Decision Street customers on existing contracts, expiring in January 2015. The excess of purchase consideration over the fair value of the net tangible and identifiable intangible assets acquired of $2.4 million was recorded as goodwill. The goodwill balance is attributed to the assembled workforce and expected expanded market opportunities when Decision Street’s lead scoring technology is completed and integrated into the Company’s technology. The goodwill balance is deductible for U.S. income tax purposes. Acquisition-related costs, including transaction costs such as legal and accounting fees, were expensed as incurred. The Company incurred $0.1 million of transaction costs for the year ended December 31, 2014, which have been included in general and administrative expenses in the consolidated statement of operations. Divestitures On December 3, 2015, the Company sold its Ticketing business to Vendini, Inc. (the "Buyer"). The Buyer paid $ 2.3 million in total consideration for certain assets and the assumption of certain liabilities. The purchased assets and assumed liabilities comprise the Company's consumer-oriented online and box office ticket sales, premium services and other marketing and promotional services directed towards performance venues and participation sports. The $ 2.3 million in consideration is comprised of a $ 2.0 million , 3 year promissory note that bears a market rate of interest and $ 0.3 million in cash consideration. The receivable balance related to the promissory note is included in the Consolidated Balance Sheet line item labeled "Other assets, non-current, net". As a result of the disposition, during the year ended December 31, 2015, the Company record a loss on the disposition of $5.2 million , calculated as follows: Carrying value of net assets disposed $ 7,439 Promissory note received for disposition (2,032 ) Cash received for disposition (250 ) Loss on asset disposition $ 5,157 |
Property and Equipment and Capi
Property and Equipment and Capitalized Software Development Costs | 12 Months Ended |
Dec. 31, 2015 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment and Capitalized Software Development Costs | Property and Equipment and Capitalized Software Development Costs Property and equipment and capitalized software development costs are summarized as follows: December 31, 2015 2014 Computer equipment, purchased and internally developed software $ 16,455 $ 10,979 Leasehold improvements 14,340 14,807 Furniture and equipment 8,028 6,734 Work in progress 1,027 490 Rentable onsite solutions equipment 721 — Automobile 67 67 40,638 33,077 Less accumulated depreciation (16,222 ) (10,542 ) Total property and equipment, net $ 24,416 $ 22,535 Capitalized software development costs $ 45,278 $ 31,854 Less accumulated amortization (21,239 ) (13,887 ) Total capitalized software development costs $ 24,039 $ 17,967 Depreciation expense on property and equipment was $7.4 million , $4.7 million and $3.7 million during the years ended December 31, 2015 and 2014 and 2013 , respectively. Amortization expense on capitalized software development costs was $9.4 million , $5.0 million and $3.3 million during the years ended December 31, 2015 and 2014 and 2013 , respectively. |
Goodwill and Intangible Assets
Goodwill and Intangible Assets | 12 Months Ended |
Dec. 31, 2015 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets | Goodwill and Intangible Assets The following table presents the change in carrying amount of goodwill due to the finalization of purchase accounting: Goodwill as of December 31, 2013 $ 12,703 Addition from EMI acquisition (note 4) 6,193 Addition from Decision Street acquisition (note 4) 2,368 Other adjustments to previous acquisitions (462 ) Goodwill as of December 31, 2014 $ 20,802 Addition from SignUp4 acquisition (note 4) 12,591 Addition from Alliance Tech acquisition (note 4) 6,637 Disposals from divestitures (note 4) (1,211 ) Other adjustments to previous acquisitions 121 Goodwill as of December 31, 2015 $ 38,940 Intangible assets were acquired through acquisitions completed during the years ended December 31, 2015 and 2014 . Intangible assets are amortized on a straight line basis over their estimated useful lives between four and six years . The following table summarizes intangible assets as of December 31, 2015 and 2014 : Net carrying amount December 31, 2014 Additions Amortization Disposals Net carrying amount December 31, 2015 Weighted average life as of December 31, 2015 Customer relationships $ 5,544 $ 9,440 $ 2,037 $ 562 $ 12,385 6 years Software technology and in-process research and development 3,349 2,170 1,194 181 4,144 5 years Trademarks/Tradenames 549 204 193 34 $ 526 4 years Total intangible assets $ 9,442 $ 11,814 $ 3,424 $ 777 $ 17,055 Net carrying amount December 31, 2013 Additions Amortization Disposals Net carrying amount December 31, 2014 Weighted average life as of December 31, 2014 Customer relationships $ 1,358 $ 4,520 $ 334 $ — $ 5,544 6 years Software technology and in-process research and development 1,575 2,250 476 — 3,349 5 years Trademarks/Tradenames 190 415 56 — $ 549 5 years Total intangible assets $ 3,123 $ 7,185 $ 866 $ — $ 9,442 The total amount of amortization expense relating to acquired intangibles was $3.4 million and $0.9 million during the years ended December 31, 2015 and 2014 , respectively. The intangible balance remaining as of December 31, 2015 will be amortized in future periods as follows: 2016 $ 4,220 2017 3,962 2018 3,181 2019 2,805 2020 2,238 2021 649 Total $ 17,055 |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2015 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes Loss before income taxes is compromised of the following: Years ended December 31, 2015 2014 2013 Pretax (loss) income: U.S. $ (21,923 ) $ (3,664 ) $ (1,119 ) Foreign 7,455 4,594 195 Total $ (14,468 ) $ 930 $ (924 ) The provision for (benefit from) income taxes for 2015 , 2014 and 2013 are as follows: Year ended December 31, 2015 2014 2013 Current: Federal $ 3,960 $ (2,507 ) $ 367 State 140 (411 ) 272 Foreign 1,856 957 888 Total current tax expense (benefit) $ 5,956 $ (1,961 ) $ 1,527 Deferred: Federal $ (1,276 ) $ 873 $ 1,081 State (201 ) 7 196 Foreign (123 ) 217 (489 ) Total deferred tax expense (benefit) (1,600 ) 1,097 788 Total provision for (benefit from) income taxes $ 4,356 $ (864 ) $ 2,315 A reconciliation between the Company’s statutory tax rate and the effective tax rate is as follows: Year ended December 31, 2015 2014 2013 U.S. federal statutory rate 34 % 34 % 34 % Increase (reduction) resulting from: U.S. state income taxes, net of federal benefits 7.7 (27.5 ) (26.3 ) Stock compensation adjustment (13.8 ) (103.5 ) (144.8 ) Non-deductible/non-taxable items (4.0 ) 111.4 (22.8 ) Uncertain tax positions (1.3 ) 44.7 (66.0 ) Acquisition related expenses — — (56.7 ) Benefit of credits 4.7 (100.9 ) 97.3 Provision to return differences (1.8 ) (5.9 ) (34.3 ) Foreign tax rate differential 3.1 (16.1 ) (11.2 ) Change in valuation allowance (54.2 ) (20.9 ) (23.4 ) Foreign tax expense (2.2 ) 7.5 (4.9 ) Other (2.3 ) (15.7 ) 8.5 (30.1 )% (92.9 )% (250.6 )% Significant components of the Company’s deferred tax assets and liabilities are as follows: December 31, 2015 2014 2013 Deferred tax assets: Allowance for doubtful accounts $ 96 $ 176 $ 279 Reserves 1,067 806 1,110 Deferred rent 4,967 4,242 427 Accrued expenses and other 3,846 2,012 1,583 Foreign tax credit carryforward 2,882 2,000 329 Stock compensation 4,735 862 88 Net operating loss carryforwards 811 1,057 945 Deferred revenue 244 202 — Valuation allowance (7,840 ) — (194 ) Total deferred tax assets, net $ 10,808 $ 11,357 $ 4,567 Deferred tax liabilities: Basis difference in fixed assets $ (3,620 ) $ (4,531 ) $ (408 ) Capitalized software development costs (5,484 ) (7,253 ) (3,715 ) Intangibles—acquisitions (3,278 ) (2,578 ) (450 ) Total deferred tax liabilities (12,382 ) (14,362 ) (4,573 ) Net deferred tax liability $ (1,574 ) $ (3,005 ) $ (6 ) In assessing the Company’s ability to realize the future benefit associated with its deferred tax assets, management considers whether it is more likely than not that some portion or all of the deferred tax assets may not be realized. The ultimate realization is dependent on the generation of taxable income within the periods that those temporary differences become deductible. Due to losses the Company has generated in the U.S., the Company believes that it is more likely than not that U.S. deferred tax assets will not be realized as of December 31, 2015. Additionally, the Company believes that it is more likely than not that certain foreign tax credits will not be realized. Accordingly, the Company has recorded a valuation allowance on such deferred tax assets in the amount of $ 7.8 million . In 2013, the Company recorded a valuation allowance on foreign net operating loss carryforwards; those losses were utilized during 2014. The Company previously established new operations in India that management believes are eligible for tax benefits under the Special Economic Zones (“SEZ”) Act, 2005. The SEZ legislation introduced a 15 -year tax holiday for operations established in designated “special economic zones” or SEZs. Under the SEZ legislation, qualifying operations are eligible for a deduction from taxable income equal to (i) 100% of their export profits derived for the first five years from the commencement of operations; (ii) 50% of such export profits for the next five years; and (iii) 50% of the export profits for a further five years, subject to satisfying certain capital investment requirements. The tax holiday for the Company will expire in 2028. The percentage of the Company’s operations in India that is eligible for SEZ benefits is variable, and depends, among other factors, upon how much of our business can be conducted at the qualifying location and how much of that business can be considered to meet the restrictive conditions of the SEZ legislation. The benefit of the tax holiday under Indian Income Tax was $0.2 million for the year ended December 31, 2015. The Company’s SEZ operations in India were implemented in the fourth quarter of 2013. As the SEZ legislation benefits phase-out, the Company’s Indian tax expense may materially increase and its after-tax profitability may be materially reduced, unless the Company can obtain comparable benefits under new legislation or otherwise reduce the Company’s tax liability. Pursuant to authoritative guidance, the benefit of stock options will only be recorded to stockholders’ equity when cash taxes payable is reduced. As of December 31, 2015, the portion of net operating loss carryforwards related to stock options is approximately $ 0.2 million tax-effected. This amount will be credited to stockholders’ equity when it is realized on the tax return. The Company had approximately $2.7 million , $2.3 million and $2.0 million of federal net operating loss carryforwards for federal income tax return purposes at December 31, 2015 , 2014 and 2013 , respectively. The tax effected amounts of this carryforward is $1.0 million , $0.8 million and $0.7 million at December 31, 2015 , 2014 and 2013 , respectively. Additionally the tax effected state net operating carryforwards are $0.1 million , $0.3 million and $0.1 million at the years ended December 31, 2015 , 2014 and 2013 . The net operating loss carryforwards will expire, if unused, in varying amounts beginning in 2021 . The realization of the benefits of the net operating loss carryforwards is dependent on sufficient taxable income in future years. Among other things, the lack of future earnings, or a change in ownership of the Company, could adversely affect the Company’s ability to utilize the net operating loss carryforward to reduce future current tax expense. The Company had an ownership change in 2011, as defined by Internal Revenue Code section 382, which triggered a limitation on the amount of net operating loss carryforward available to offset annual taxable income. The remaining net operating loss carryforward at December 31, 2015 and 2014 is subject to an annual limitation of approximately $0.2 million . Management has determined the Company will be able to utilize its net operating loss carryforwards subject to Section 382 limitations during the carryforward period. In general, it is the practice and intention of the Company to reinvest the earnings of its non-U.S. subsidiaries in those operations. As of December 31, 2015, the Company has not made a provision for U.S. or additional foreign withholding taxes on approximately $13.3 million of the excess of the amount for financial reporting purposes over the tax basis of investments in foreign subsidiaries that is indefinitely reinvested. Generally, such amounts become subject to U.S. taxation upon the remittance of dividends and under certain other circumstances. It is not practicable to estimate the amount of deferred tax liability related to investments in these foreign subsidiaries. The Company applies the provisions of ASC 740-10 to uncertain tax positions. ASC 740-10 clarifies accounting for income taxes by prescribing a minimum probability threshold that a tax position must meet before a financial statement benefit is recognized. If the probability for sustaining a tax position is greater than 50% , then the tax position is warranted and recognition should be at the highest amount which would be expected to be realized upon ultimate settlement. The impact of the adoption of ASC 740-10 did not have a material effect on the consolidated financial statements of the Company. The following table presents a reconciliation of the beginning and ending amount of unrecognized tax benefits: December 31, 2015 2014 2013 Unrecognized tax benefits, opening balance $ 1,581 $ 1,168 $ 614 Gross increases—tax positions in prior period 140 219 83 Gross decreases—tax positions in prior period (244 ) (60 ) (72 ) Gross increases—current-period tax positions 160 254 543 Unrecognized tax benefits, ending balance $ 1,637 $ 1,581 $ 1,168 The Company’s tax reserves for uncertainties relate to federal, state and international tax positions. The Company does not believe it is reasonably possible that the composition of its unrecognized tax benefits would materially change in the next 12 months. Included in the balance of unrecognized tax benefits as of December 31, 2015 , 2014 and 2013 , are $1.6 million , $1.3 million and $0.8 million respectively, of tax benefits that, if recognized, would impact the effective tax rate. Also included in the balance of unrecognized tax benefits as of December 31, 2014 and 2013 are $0.3 million , of tax benefits that, if recognized, would result in adjustments to other tax accounts, primarily deferred taxes. There was no comparable amount as of December 31, 2015. The Company’s practice is to recognize interest and penalties related to uncertain tax positions in income tax expense. The amount of interest and penalties included in income tax expense for the year ended December 31, 2014 and 2013 was approximately $0.2 million and $0.1 million , respectively. There was no comparable amount for the year ended December 31, 2015. The Company is subject to U.S. federal income tax and state and local income tax in multiple jurisdictions. With few exceptions, the Company is no longer subject to income tax examinations by the U.S. federal, state or local tax authorities for years before 2011 . While the federal statute of limitations generally is three years , the IRS can re-determine items in tax years normally barred by the statute of limitations if a net operating loss utilized in an open year was carried over from a closed year. The Company is currently under audit by several taxing jurisdictions in the United States. Some audits may conclude in the next 12 months and the unrecognized tax benefits that have been recorded in relation to the jurisdictions under audit may differ from actual settlement amounts. It is not practical to estimate the effect, if any, of any amount of such change during the next 12 months to previously recorded uncertain tax positions in connection with these audits. The Company does not anticipate that there will be a material increase or decrease in the total amount of unrecognized tax benefits in the next 12 months. |
Stock-Based Compensation
Stock-Based Compensation | 12 Months Ended |
Dec. 31, 2015 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Stock-Based Compensation | Stock-Based Compensation The Company’s equity incentive plan provides for equity based compensation awards to employees, service providers and directors for the purpose of providing an effective means for attracting, retaining and motivating directors, officers and key employees and service providers to provide them with incentives to enhance the Company’s growth and profitability. Prior to the Company’s IPO in August 2013, these awards were provided under the 1999 Plan. Subsequent to the Company’s IPO, the 1999 Plan was replaced by the 2013 Plan. 2013 Plan On July 5, 2013, the Company’s board of directors adopted a 2013 Equity Incentive Plan (or the “2013 Plan”), which was approved by the Company’s stockholders on July 25, 2013. The 2013 Plan was effective upon the effective date of the Company’s IPO, August 8, 2013. The 2013 Plan provides for the grant of incentive stock options, within the meaning of Section 422 of the Internal Revenue Code, to employees and any parent and subsidiary corporations’ employees, and for the grant of non-statutory stock options, restricted stock, restricted stock units, stock appreciation rights, performance units and performance shares to employees, directors and consultants of the Company and its subsidiaries. The 2013 Plan is administered by the Company’s board of directors or the compensation committee of the board of directors, including the ability to determine the terms of awards and the authority to amend existing awards. The 2013 Plan will automatically terminate in 2023, unless terminated sooner by the plan administrator. The 2013 Plan generally includes the following provisions relative to the awards available for grant under the plan: Stock Options . The exercise price of options granted under the 2013 Plan must at least be equal to the fair market value per share of the Company’s common stock on the date of grant. Upon separation from their service to the Company, an employee, director or service provider generally has either 30 days (under our current form of award) or three months (under our previous form of award) to exercise vested options, but in no event can an employee, director or service provider exercise an option after the term of the option, which is generally ten years from the grant date. Option awards have various terms and vest at various times from the date of grant, with most options vesting in tranches generally over four years . Restricted Stock Units. Restricted stock units are bookkeeping entries representing an amount equal to the fair market value of one share of the Company’s common stock for each restricted stock unit. The administrator determines the terms and conditions of restricted stock units, including the form and timing of payment and vesting schedule, with most restricted stock units vesting in tranches over four years . The 2013 Plan allows for the following additional types of awards, none of which have been issued as of December 31, 2015: restricted stock, stock appreciation rights, performance units and performance shares. Other Key Provisions. All non-employee directors are eligible to receive all types of awards (except for incentive stock options) under the 2013 Plan and generally, awards are not transferable. In the event of a merger or change in control, as defined under the 2013 Plan, if a successor corporation does not assume or substitute an equivalent award for any outstanding award under the 2013 Plan, then such outstanding award will fully vest, all restrictions on such award will lapse, all performance goals or other vesting criteria applicable to such award will be deemed achieved at 100% of target levels and such award will become fully exercisable, for a specified period. As of December 31, 2015 and 2014 , awards granted under the 2013 Plan consisted of only stock options and restricted stock units. There were no other grants of any other award types under the plan. As of December 31, 2015 and 2014 , no awards have been granted to service providers under the 2013 Plan. The shares to be reserved for issuance under the 2013 Plan also include shares returned to the 1999 Plan as the result of expiration or termination of awards up to a maximum of 4,600,000 . The number of shares available for issuance under the 2013 Plan will also include an annual increase on the first day of each fiscal year beginning in 2014, equal to the least of: • 4,000,000 shares; • 5% of the outstanding shares of our common stock as of the last day of our immediately preceding year; or • such other amount as our board of directors may determine. At December 31, 2015 , there were 6,236,470 shares underlying all awards available for issuance under the 2013 Plan. On January 1, 2016, the shares underlying all awards available for issuance increased by 2,100,151 pursuant to the automatic share reserve increase provision under the 2013 Plan. 1999 Plan The Company’s board of directors adopted a stock incentive plan (the “1999 Plan”). In August 1999, and the Company’s stockholders approved it in March 2000. The 1999 Plan was amended in July 2011. Prior to the Company’s IPO, the 1999 Plan provided for the grant of incentive stock options, within the meaning of Section 422 of the Internal Revenue Code, to employees and any parent and subsidiary corporations’ employees, and for the grant of nonstatutory stock options and restricted stock and stock appreciation rights to employees, directors and consultants and any parent and subsidiary corporations’ employees and consultants. On August 8, 2013, the date of effectiveness of the registration statement for the Company’s IPO, the Company ceased using the 1999 Stock Plan to grant new equity awards, and began using the 2013 Equity Incentive Plan for grants of new equity awards. Accordingly, as of December 31, 2013, no shares were available for future grant under the 1999 Stock Plan. However, the 1999 Stock Plan will continue to govern the terms and conditions of any outstanding awards granted thereunder. Stock-based Compensation Expense The following table details the components of stock-based compensation expense recognized in earnings in each as follows: Years ended December 31, 2015 2014 2013 Stock options $ 6,977 $ 3,805 $ 2,552 Restricted stock units 4,790 566 58 Common stock warrants — — 299 Common stock call option — — 1,824 $ 11,767 $ 4,371 $ 4,733 Stock Options The grant-date fair value of each option award is estimated on the date of grant using the Black-Scholes option-pricing model. The weighted average assumptions for 2015 , 2014 and 2013 grants are provided in the table below. Because the Company’s shares were not publicly traded prior to August 9, 2013 and its shares were rarely traded privately, and due to the limited trading history since August 9, 2013, expected volatility is estimated based on the average historical volatility of similar entities with publicly traded shares. The risk-free rate for the expected term of the option is based on the U.S. Treasury yield curve at the date of grant. Expense is recognized using the straight-line attribution method. The following is a summary of the assumptions used in the valuation of stock-based awards under the Black-Scholes model: Year ended December 31, 2015 2014 2013 Dividend yield 0.00 % 0.00 % 0.00 % Volatility 44.07 % 47.04 % 53.94 % Expected term (years) 6.27 6.42 6.43 Risk-free interest rate 1.57 % 1.81 % 1.38 % Stock option activity during the periods indicated is as follows: Number of shares subject to option Weighted average exercise price Weighted average remaining contractual term (years) Aggregate intrinsic value Balance at December 31, 2013 3,631,272 $ 5.78 7.85 $ 111,150 Granted 1,255,088 28.96 Exercised (522,202 ) 1.92 Forfeited (197,574 ) 17.30 Expired (370 ) 2.34 Balance at December 31, 2014 4,166,214 12.70 7.56 63,186 Granted 1,366,655 28.43 Exercised (834,137 ) 2.94 Forfeited (571,054 ) 21.98 Expired (283 ) 5.95 Balance at December 31, 2015 4,127,395 18.60 7.57 67,323 Exercisable at December 31, 2015 1,192,276 — $ 3.01 5.03 $ 38,034 The weighted average grant date fair value of options granted during the years ended December 31, 2015 and 2014 , was $12.65 and $13.93 , respectively. The total intrinsic value of options exercised during the years ended December 31, 2015 and 2014 , was $17.6 million and $15.4 million , respectively. The Company recorded stock-based compensation expense related to options of $7.0 million ; $3.8 million and $2.6 million as of December 31, 2015 , 2014 and 2013 , respectively. At December 31, 2015 , there was $19.3 million of total unrecognized compensation cost related to unvested stock options granted under the Plan. That cost is expected to be recognized over a weighted average period of 2.73 years . On June 13, 2012, 573,941 of shares subject to option were exercised prior to vesting pursuant to an early exercise feature. The proceeds from the transaction are recorded as a liability within accrued and other current liabilities and other liabilities, non-current until vested. During the year ended December 31, 2015, the remaining 188,875 of these options vested and the $0.3 million liability related to the vested options was reclassified to stockholders' equity. There are no remaining unvested options related to this transaction as of December 31, 2015. Restricted Stock Units The Company issued restricted stock units (RSUs) to employees and a non-employee director. RSU activity during the periods indicated is as follows: Number of shares subject to restriction Weighted average share value Weighted average remaining contractual term (years) Aggregate intrinsic value Balance at December 31, 2013 7,555 $ 34.27 1.18 $ 275 Granted 426,263 28.37 Vested (5,555 ) — Forfeited (6,000 ) — Balance at December 31, 2014 422,263 28.43 2.62 11,756 Granted 585,267 28.44 Vested (4,044 ) 28.44 Forfeited (100,610 ) 27.90 Balance at December 31, 2015 902,876 $ 28.49 1.77 $ 31,519 The related compensation expense for restricted stock units recognized during the year ended December 31, 2015 , 2014 and 2013 was $4.8 million , $ 0.6 million and $0.1 million , respectively. At December 31, 2015 , there was $15.9 million of total unrecognized compensation cost related to unvested restricted stock units granted under the 2013 Plan. Common Stock Valuations Prior to the Company’s IPO in August 2013, the Company derived the value of its common stock using valuation models prepared by third parties. In addition, management and the Company’s Board of Directors also considered relevant market activity including the then anticipated IPO, and other events occurring in recent proximity to valuation dates, including the recapitalization transaction and issuance of New Series A Convertible Preferred Stock in July 2011 to determine an estimate of fair value per share for stock options granted prior to August 2013. Subsequent to the Company’s IPO, the value of the Company’s common stock was determined based on the closing market price of the Company’s common stock traded on the New York Stock Exchange. |
Stockholders' Equity
Stockholders' Equity | 12 Months Ended |
Dec. 31, 2015 | |
Equity [Abstract] | |
Stockholders' Equity | Stockholders’ Equity Initial public offering On August 14, 2013, the Company completed its Initial Public Offering (IPO) of common stock at a price to the public of $21.00 per share. In connection with the Company’s IPO, the Company’s Board of Directors and stockholders approved a 1-for-4 reverse stock split of its outstanding common stock and convertible preferred stock effective August 5, 2013. All share and per share amounts contained in the accompanying consolidated financial statements have been retroactively adjusted to reflect the reverse stock split. Upon completion of the Company’s IPO, (i) all outstanding shares of Series A Convertible Preferred Stock converted into an aggregate of 17,418,807 shares of common stock and (ii) the Company issued 6,440,000 shares of common stock resulting in net proceeds of $122.1 million after deducting the underwriters discount and offering expenses. Follow-On Public Offering On January 16, 2014, the Company completed a follow-on public offering of 6,072,000 shares of its common stock. The Company sold 747,500 shares of its common stock, and the selling shareholders sold 5,324,500 shares in the offering, including the underwriters’ over-allotment, at a price to the public of $35.50 per share. The offering closed on January 23, 2014 , and the Company received net proceeds of $24.8 million after deducting the underwriters discount and offering expenses, which were included in additional paid-in-capital in the accompanying consolidated balance sheet as of December 31, 2015 . Preferred Stock Concurrent with the IPO, the Company amended and restated its certificate of incorporation (“Amended Articles”) to authorize 100,000,000 shares of $0.001 par value undesignated preferred stock, of which zero shares were issued and outstanding as of December 31, 2015 and 2014 . Under the terms of the Amended Articles, the Company’s board is authorized to issue shares of preferred stock in one or more series without stockholder approval. The Company’s board of directors has the discretion to determine the rights, preferences, privileges and restrictions, including voting rights, dividend right, conversion rights, redemption privileges and liquidation preferences of each series of preferred stock issued. Common Stock Pursuant to the Amended Articles and concurrent with the Company’s IPO, the Company authorized 1,000,000,000 shares of $0.001 par value common stock, of which 42,003,015 and 41,164,834 shares were outstanding as of December 31, 2015 and 2014 , respectively. The holders of the common stock are entitled to dividends only when declared out of legally available funds by the Board of Directors and subject to any preferential rights of any outstanding preferred stock. Each share of common stock has one vote and there are no cumulative rights to holders of common stock. The holders of common stock have no preemptive or conversion rights and he rights, preferences and privileges of the holders of common stock are subject to the rights of the holders of any series of preferred shares which may be designated and issued in the future Treasury Stock The Company repurchased 520,214 shares of common stock in 2012 and earlier periods for a total of $4.0 million , of which 504,559 shares and $3.9 million related to the exercise of call options in connection with the termination of a former chief financial officer. The repurchased shares are held in treasury at cost. Recapitalization and Series A Convertible Preferred Stock In July 2011, all of the Company’s previously existing series of preferred stock were converted to common stock. The Company simultaneously issued and sold 17,418,807 shares of Series A Convertible Preferred Stock to new, unaffiliated investors at a price of $7.80 per share, generating proceeds of $135.0 million , net of transaction costs. Immediately thereafter, the Company repurchased 17,418,695 shares of common stock held by certain stockholders for an aggregate $135.5 million , net of $0.3 million related to a cashless exercise. The repurchased shares were retired by the Company’s board of directors upon repurchase. The Series A Convertible Preferred Stock was convertible at the option of the holder, at any time, on a one -to-one basis to common stock. The Series A Convertible Preferred Stock was not redeemable, had no preferences over the common stock with respect to dividends and voting rights, and had no liquidation preferences upon dissolution or winding up of the Company and was akin to common stock. The Series A Convertible Preferred Stock voted on an as-if converted to common stock basis. There were 17,418,807 shares of Series A Convertible Preferred Stock outstanding as of December 31, 2012. In August 2013 and concurrent with the IPO, all of the shares of existing Series A Convertible Preferred Stock were converted into 17,418,807 shares of common stock at a one-to-one ratio. |
Retirement Plans
Retirement Plans | 12 Months Ended |
Dec. 31, 2015 | |
Compensation and Retirement Disclosure [Abstract] | |
Retirement Plans | Retirement Plans a) U.S. 401(k) Plan All employees are eligible to participate in the Company’s Profit Sharing 401(k) Plan (the “Plan”) according to certain minimum age and period of service restrictions. The Plan provides for discretionary Company contributions. No Company contributions were made during the years ended December 31, 2015 , 2014 and 2013 . b) India Gratuity Plan Under the India Payment of Gratuity Act of 1972, the Company maintains a gratuity defined-benefit plan for eligible employees of the Company’s India subsidiary. Upon termination of an employee for any reason, the Company must pay the equivalent of 15 days of the current salary to the employee for each year of service. The benefit begins to accrue after five years of service. The funding liability under the plan is actuarially-determined, based on a rate of interest of 7.6% and 8.1% and a retirement age of 58 years , and was $1.0 million and $0.9 million as of December 31, 2015 and 2014 , respectively. The liability is included in accrued and other current liabilities in the accompanying consolidated balance sheets. Expense under the plan was $0.2 million , $0.1 million and $0.4 million for the years ended December 31, 2015 , 2014 and 2013 , respectively. The plan is currently unfunded. |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies a) Legal Proceedings, Regulatory Matters and Other Contingencies From time to time, the Company may become involved in legal proceedings, regulatory matters or other contingencies in the ordinary course of its business. The Company is not presently involved in any legal proceeding, regulatory matter or other contingency that, if determined adversely to it, would individually or in the aggregate have a material adverse effect on its business, operating results, financial condition or cash flows. b) Lease Agreements The Company leases office facilities under non-cancelable operating leases with various expiration dates. The operating leases may include options that permit renewals for additional periods. Rent abatements and escalations are considered in the determination of straight-line rent expense for operating leases. Lease incentives are recorded as a deferred credit and recognized as a reduction to rent expense on a straight-line basis over the lease term. Future minimum lease payments under non-cancellable operating leases as of December 31, 2015 are as follows: 2016 $ 5,917 2017 5,694 2018 5,047 2019 4,175 2020 3,746 Thereafter 18,171 Total minimum lease payments $ 42,750 Rent expense under the operating leases was $5.3 million , $4.5 million and $2.8 million for the years ended December 31, 2015 , 2014 and 2013 , respectively. In August 2014, the Company moved into a new office space for its corporate headquarters in Tysons Corner, Virginia. The lease is for a fixed 11 -year term with options for two additional renewal terms of five years each. The lease covers approximately 129,000 square feet of office space. Total rent for the lease of headquarters’ space is $37.2 million over the 11 year-term. c) Acquisition Payouts A summary of the changes in the recorded amount of accrued compensation and deferred consideration from acquisitions from December 31, 2013 to December 31, 2015 is as follows: Compensation Deferred Consideration Total Liability as of December 31, 2013 $ 1,188 $ 599 $ 1,787 Payments (2,256 ) (166 ) (2,422 ) Additional accruals 2,306 1,642 3,948 Liability as of December 31, 2014 $ 1,238 $ 2,075 $ 3,313 Payments (2,544 ) (628 ) (3,172 ) Additional accruals 1,681 1,043 2,724 Liability as of December 31, 2015 $ 375 $ 2,490 $ 2,865 The accrued compensation and consideration related to acquisition payouts is recorded within accrued expenses and other current liabilities on the balance sheet. |
Related-Party Transactions
Related-Party Transactions | 12 Months Ended |
Dec. 31, 2015 | |
Related Party Transactions [Abstract] | |
Related-Party Transactions | Related-Party Transactions The Company had no material related party transactions during the years ended December 31, 2015 , 2014 and 2013 . |
Segment Information and Geograp
Segment Information and Geographic Data | 12 Months Ended |
Dec. 31, 2015 | |
Segment Reporting [Abstract] | |
Segment Information and Geographic Data | Segment Information and Geographic Data The Company is organized and operates as a single reportable segment. The Company’s chief operating decision maker is its chief executive officer, who reviews financial information presented on a consolidated basis for the purpose of making operating decisions and assessing financial performance. Event Cloud and Hospitality Cloud revenue are principally derived from the United States. Revenue from sources outside the United States represented 16% , 16% and 15% of total revenue in 2015 , 2014 and 2013 , respectively. The composition of the Company's revenue between the United States and sources outside the United States is set forth below: Twelve Months Ended December 31, 2015 2014 2013 United States 158,602 118,931 94,392 Non-United States 29,114 23,314 16,744 Total Revenue 187,716 142,245 111,136 Property and equipment in non-United States geographic locations represented 14% , 19% and 48% of total property and equipment, net as of December 31, 2015 , 2014 and 2013 , respectively, and are located primarily in India. The composition of the Company's property and equipment between the United States and locations outside the United States is set forth below: December 31, 2015 2014 2013 United States 21,040 18,143 4,140 Non-United States 3,376 4,392 3,766 Total 24,416 22,535 7,906 |
Subsequent Events
Subsequent Events | 12 Months Ended |
Dec. 31, 2015 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent Events The Company has evaluated subsequent events through February 29, 2016 , the date the consolidated financial statements were available to be issued. On January 26, 2016, CrowdTorch, LLC ("CrowdTorch"), entered into a Purchase, Assignment and Assumption Agreement (the "Purchase Agreement") by and between, CrowdTorch, a wholly owned subsidiary of Cvent, Inc. (the "Company"), and Avai Mobile, LLC, a Texas limited liability company (the "Buyer"), pursuant to which the Buyer purchased certain assets and assumed certain liabilities of CrowdTorch. The conveyed assets and liabilities comprise CrowdTorch's consumer event mobile apps business (the "Mobile Apps Business"). The purchase price is entirely comprised of a $ 0.5 million promissory note, which bears a market rate of interest and fully matures on March 31, 2018. For the year-ended December 31, 2015 the Company recorded a $ 0.3 million impairment charge related to the sale of this asset group. |
Unaudited Quarterly Results of
Unaudited Quarterly Results of Operations | 12 Months Ended |
Dec. 31, 2015 | |
Quarterly Financial Information Disclosure [Abstract] | |
Unaudited Quarterly Results of Operations | Unaudited Quarterly Results of Operations Dec. 31, 2015 Sept. 30, 2015 Jun. 30, 2015 Mar. 31, 2015 (in thousands, except per share data) Revenue $ 50,908 $ 48,379 $ 47,323 $ 41,106 Cost of revenue 16,084 14,725 14,332 14,602 Gross profit 34,824 33,654 32,991 26,504 Operating expenses: Sales and marketing 19,287 17,841 23,063 17,740 Research and development 6,668 5,424 4,879 5,035 General and administrative 10,001 8,181 8,550 7,967 Intangible asset amortization, excluding cost of revenue 738 680 519 293 Loss on asset disposition 5,157 — — — Loss (gain) from foreign currency transactions 148 1,467 1,019 (186 ) Total operating expenses 41,999 33,593 38,030 30,849 (Loss) income from operations (7,175 ) 61 (5,039 ) (4,345 ) Interest income 656 679 577 544 Other expense — — — (426 ) (Loss) income from operations before income taxes (6,519 ) 740 (4,462 ) (4,227 ) Provision for (benefit from) income taxes 5,059 (41 ) 1,213 (1,875 ) Net (loss) income $ (11,578 ) $ 781 $ (5,675 ) $ (2,352 ) Net (loss) income per share—basic $ (0.28 ) $ 0.02 $ (0.14 ) $ (0.06 ) Net (loss) income per share—diluted $ (0.28 ) $ 0.02 $ (0.14 ) $ (0.06 ) Dec. 31, 2014 Sept. 30, 2014 Jun. 30, 2014 Mar. 31, 2014 Revenue $ 39,325 $ 37,386 $ 34,133 $ 31,401 Cost of revenue 12,869 11,122 8,953 9,122 Gross profit 26,456 26,264 25,180 22,279 Operating expenses: Sales and marketing 17,549 14,571 15,977 13,667 Research and development 3,701 3,875 3,284 3,189 General and administrative 7,123 5,812 4,999 5,136 Intangible asset amortization, excluding cost of revenue 136 110 86 86 Loss on asset disposition — — — — Loss (gain) from foreign currency transactions 984 610 (46 ) (439 ) Total operating expenses 29,493 24,978 24,300 21,639 (Loss) income from operations (3,037 ) 1,286 880 640 Interest income 504 450 362 279 Other expense — (434 ) — — (Loss) income from operations before income taxes (2,533 ) 1,302 1,242 919 Provision for (benefit from) income taxes (623 ) 231 250 (722 ) Net (loss) income $ (1,910 ) $ 1,071 $ 992 $ 1,641 Net (loss) income per share—basic $ (0.05 ) $ 0.03 $ 0.02 $ 0.04 Net (loss) income per share—diluted $ (0.05 ) $ 0.02 $ 0.02 $ 0.04 |
Schedule II-Valuation and Quali
Schedule II-Valuation and Qualifying Accounts | 12 Months Ended |
Dec. 31, 2015 | |
Valuation and Qualifying Accounts [Abstract] | |
Schedule II-Valuation and Qualifying Accounts | Schedule II—VALUATION AND QUALIFYING ACCOUNTS Description Balance at Beginning of Period Charged to Costs and Expenses Charged to Other Accounts Deductions Balance at End of Period Year ended December 31, 2013: Allowance for doubtful accounts 505 392 — 166 731 Year ended December 31, 2014: Allowance for doubtful accounts 731 317 — 709 339 Year ended December 31, 2015: Allowance for doubtful accounts 339 1,072 — 1,163 248 |
Summary of Significant Accoun24
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2015 | |
Accounting Policies [Abstract] | |
Basis of Presentation | (a) Basis of Presentation The consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries. All significant intercompany balances and transactions have been eliminated in consolidation. These consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles. |
Use of Estimates | (c) Use of Estimates The preparation of the consolidated financial statements in conformity with U.S. generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenue and expenses during the reporting period. Significant estimates and assumptions made by management include estimated useful lives of property and equipment and capitalized software development costs, goodwill and intangibles, determination of estimated selling prices, allowances for doubtful accounts, valuation of deferred tax assets, valuation assumptions in purchase accounting, certain assumptions related to stock-based compensation, income taxes and legal and other contingencies. Actual results could differ from those estimates and assumptions. |
Cash and Cash Equivalents | (d) Cash and Cash Equivalents Highly liquid financial instruments purchased with original maturities of 90 days or less at the date of purchase are reported as cash equivalents. Cash equivalents are recorded at cost, which approximates fair value. Included in cash and cash equivalents are funds representing amounts reserved for the face value of registration fees or tickets sold on behalf of customers. While these cash accounts are not restricted as to their use, a liability for amounts due to customers under these arrangements has been recorded in accounts payable in the accompanying consolidated balance sheets. The Company had amounts due to customers of $1.8 million and $3.4 million included within cash and cash equivalents as of December 31, 2015 and 2014 , respectively. |
Restricted Cash | (e) Restricted Cash Restricted cash includes amounts required to be held for regulatory purposes in India. The Company held $0.4 million of restricted cash in certificates of deposit as of December 31, 2015 and 2014 . |
Short-Term Investments | (f) Short-term Investments The Company’s short-term investments consist of highly liquid financial instruments with original maturities greater than 90 days but less than one year . These short-term investments are comprised of certificates-of-deposit. |
Accounts Receivable | (h) Accounts Receivable Accounts receivable are recorded at the amount invoiced to customers and do not bear interest. The Company maintains an allowance for doubtful accounts for estimated losses inherent in its accounts receivable portfolio. In reviewing outstanding receivables, management considers historical write-off experience, the amount of receivables in dispute, the current receivables aging and current payment patterns. Past due balances over 90 days and over a specified amount are reviewed individually for collectability. Account balances are written off after all means of collection have been exhausted and the potential for recovery is considered remote. Bad debt expense during the years ended December 31, 2015 , 2014 and 2013 was $1.1 million, $0.3 million and $0.4 million, respectively. The allowance for bad debt is consistent with actual historical write-offs; however, higher than expected bad debts may result in the future if write-offs are greater than the Company’s estimates. The Company does not have any off-balance-sheet credit exposure related to its customers. No single customer accounted for more than 10% of the total accounts receivable as of December 31, 2015 , 2014 and 2013 , and no single customer accounted for more than 10% of revenue during the years ended December 31, 2015 , 2014 and 2013 . |
Revenue Recognition | (i) Revenue Recognition The Company derives revenue from two primary sources: Event Cloud subscription-based solutions and Hospitality Cloud marketing solutions. These services are generally provided under annual and multi-year contracts that are generally only cancellable for cause. Revenue is generally recognized on a straight-line basis over the term of the contract. The Company recognizes revenue when all of the following conditions are met: (i) persuasive evidence exists of an arrangement with the customer reflecting the terms and conditions under which the solutions or services will be provided; (ii) delivery to customers has occurred or services have been rendered; (iii) the fee is fixed or determinable; and (iv) collection of the fees is reasonably assured. The Company considers a signed agreement or other similar documentation to be persuasive evidence of an arrangement. Collectability is assessed based on a number of factors, including transaction history and the creditworthiness of a customer. If it is determined that collection is not reasonably assured, revenue is not recognized until collection becomes reasonably assured, which is generally upon receipt of cash. The Company applies the provisions of FASB ASU 2009-13, Revenue Recognition (Topic 605): Multiple-Deliverable Revenue Arrangements (EITF Issue No. 8-1, Revenue Arrangements with Multiple Deliverables) with respect to its multiple-element arrangements entered into or significantly modified on or after January 1, 2011. Event Cloud Revenue Event Management The Company generates the majority of its revenue through software-as-a-service (SaaS) subscriptions to the event and conference management platform, pricing for which is subject to the features and functionality selected by the customer. No features or functionality within the subscription-based services have stand-alone value from one another and, therefore, the entire subscription fee is recognized on a straight-line basis over the term of the subscription arrangement. SaaS subscriptions may include functionality that enables customers to manage the registration of participants attending the customer’s event or events. In some cases, the negotiated fee for the subscription is based on a maximum number of event registrations permitted over the subscription term. At any time during the subscription term, customers may elect to purchase blocks of additional registrations, which are referred to as subscription up-sells. The fees associated with the up-sells are added to the original subscription fee, and the revenue is recognized over the remaining subscription period. No portion of the subscription fee is refundable regardless of the actual number of registrations that occur, or the extent to which other features and functionality are used. Mobile Apps Subscription-based solutions also include the sale of mobile event apps. The revenue for mobile event apps solutions is generally recognized on a straight-line basis over the life of the contract. A customer may use a singular mobile event app for any number of events. At any time during the subscription term, customers may elect to purchase additional mobile event apps, which are referred to as mobile up-sells. The fees associated with the mobile up-sells are added to the original subscription fee, and the revenue is recognized over the remaining subscription period. No portion of the subscription fee is refundable. Onsite Event Solutions Event specific onsite solutions include the rental of equipment and consultants needed to successfully manage and execute a complex event. When these services are sold on a stand-alone basis revenue is recognized based on the contractual stated value after the delivery of the services has been fully completed. When these services are bundled with other subscription-based services, revenue is recognized ratably over the contract term. Hospitality Cloud Revenue Marketing Solutions Revenue Towards the end of 2014, the Hospitality Cloud was branded to provide a full spectrum of cloud-based solutions across the hotel group sales lifecycle. Prior to this, the Company primarily concentrated on servicing the hospitality sector with marketing solutions through CSN, which provided substantially all of the revenue for the product line in 2014 and before. Marketing solutions revenue is generated through the delivery of various forms of advertising sold through annual or multi-year contracts to marketers, principally hotels and venues. Such solutions include prominent display of a customer’s venue within the Cvent Supplier Network, the Cvent Destination Guide, the Elite Meetings magazine or in various electronic newsletters. Pricing for the advertisements is based on the term of the advertisement, targeted geography, number of advertisements and prominence of the ad placement. The Company enters into arrangements with multiple deliverables that generally include various marketing solutions that may be sold individually or bundled together and delivered over various periods of time. In such situations, the Company applies the provisions of Financial Accounting Standards Board, or FASB, Accounting Standards Codification, or ASC Subtopic 605-25, Revenue Recognition—Multiple Element Arrangements to account for the various elements within the marketing solution agreements delivered over the platform. Under such guidance, in order to treat deliverables in a multiple-deliverable arrangement as separate units of accounting, the deliverables must have standalone value upon delivery. If the deliverables have standalone value upon delivery, the Company accounts for each deliverable separately and revenue is recognized ratably over the contractual period that the related advertising deliverable is provided. Annual marketing solutions on the Cvent Supplier Network are often sold separately, and, as such, all have standalone value. Certain one-time marketing solutions, which can run for a month, several months, or a year, are primarily sold in a package. In determining whether the marketing solutions sold in packages have standalone value, the Company considers the availability of the services from other vendors, the nature of the solutions, and the contractual dependence of the solutions to the rest of the package. Based on these considerations, the Company has determined the estimated selling price for each marketing solution sold in a package. Revenue arrangements with multiple deliverables are divided into separate units of accounting and the arrangement consideration is allocated to all deliverables based on the relative selling price method. In such circumstances, the Company uses the selling price hierarchy of: (i) vendor specific objective evidence of fair value, or VSOE, if available, (ii) third-party evidence of selling price, or TPE, and (iii) best estimate of selling price. VSOE is limited to the price charged when the same element is sold separately by the Company. Due to the unique nature of some multiple deliverable revenue arrangements, the Company may not be able to establish selling prices based on historical stand-alone sales using VSOE or TPE; therefore the Company may use its best estimate to establish selling prices for these arrangements. The Company establishes the best estimates within a range of selling prices considering multiple factors including, but not limited to, factors such as size of transaction, customer demand and price lists. |
Business Combinations | (j) Business Combinations The Company is required to allocate the purchase price of acquired companies to the identifiable tangible and intangible assets acquired and liabilities assumed at the acquisition date based upon their estimated fair values. Goodwill as of the acquisition date represents the excess of the purchase consideration of an acquired business over the fair value of the underlying net tangible and intangible assets acquired and liabilities assumed. This allocation and valuation require management to make significant estimates and assumptions, specifically with respect to long-lived and intangible assets. Critical estimates in valuing intangible assets include but are not limited to estimates about: future expected cash flows from customer contracts, customer lists, distribution agreements, proprietary technology and non-competition agreements; the acquired company’s brand awareness and market position, assumptions about the period of time the brand will continue to be used in the Company's product portfolio; as well as expected costs to develop in-process research and development into commercially viable products and estimated cash flows from the projects when completed, and discount rates. The Company’s estimates of fair value are based upon assumptions the Company believe to be reasonable, but which are inherently uncertain and unpredictable. Assumptions may be incomplete or inaccurate, and unanticipated events and circumstances may occur. In addition, uncertain tax positions and tax-related valuation allowances assumed in connection with a business combination are initially estimated as of the acquisition date. The Company continues to evaluate these items quarterly and record any adjustments to the preliminary estimates to goodwill provided that the Company is within the measurement period. Subsequent to the measurement period, changes to these uncertain tax positions and tax related valuation allowances will affect the Company’s provision for income taxes in the consolidated statements of operations in the current period. Other estimates associated with the accounting for these acquisitions may change as additional information becomes available regarding the assets acquired and liabilities assumed. |
Deferred Revenue | (k) Deferred Revenue Deferred revenue consists of contractual billings made or payments received in advance of revenue recognition from Event Cloud services or Hospitality Cloud solutions that are subsequently recognized when the revenue recognition criteria are met. The Company generally invoices customers in annual or quarterly installments. |
Cost of Revenue | (l) Cost of Revenue The Company’s cost of revenue consists of employee-related expenses, including salaries, benefits and stock-based compensation related to providing support and hosting applications, costs of data center capacity, software license fees and amortization expense associated with capitalized internal use software. In addition, the Company allocates a portion of overhead, such as rent, information technology costs and depreciation and amortization, to cost of revenue based on headcount. |
Property and Equipment | (m) Property and Equipment Property and equipment is stated at cost less accumulated depreciation and amortization. Improvements and replacements of property and equipment are capitalized. Maintenance and repairs that do not improve or extend the lives of property and equipment are charged to expense as incurred. When assets are sold or retired, their cost and related accumulated depreciation are removed from the accounts and any gain or loss is reported in operating income (loss) in the accompanying consolidated statements of operations. Depreciation is computed using the straight line method over the estimated useful lives of the related assets. The estimated useful life of computer equipment and software is three years while the estimated useful lives of furniture and equipment is seven years . Leasehold improvements are amortized on a straight-line basis over the shorter of the lease term or estimated useful life of the asset. |
Capitalized Software Development Costs | (n) Capitalized Software Development Costs Costs to develop software directly used in the delivery of revenue generating activities are capitalized and recorded as capitalized software development costs in accordance with the provisions of FASB ASC Subtopic 350-40, Intangibles-Goodwill and Other Subtopic 40 Internal-Use Software on the balance sheet. These costs are amortized on a project-by-project basis using the straight-line method over the estimated economic life of the application, which is generally three years , beginning when the asset is substantially ready for use. Costs incurred during the preliminary development stage, as well as maintenance and training costs are expensed as incurred. |
Impairment of Long-Lived Assets | (o) Impairment of Long-Lived Assets The Company evaluates the recoverability of its long-lived assets in accordance with Impairment or Disposal of Long-Lived Assets Subsections of FASB ASC Subtopic 360-10, Property, Plant, and Equipment—Overall . Long-lived assets are reviewed for possible impairment whenever events or circumstances indicate that the carrying amount of such assets may not be recoverable. If such review indicates that the carrying amount of long-lived assets is not recoverable from future undiscounted cash flows, the carrying amount of such assets is reduced to the lower of the carrying value or fair value. In addition to the recoverability assessment, the Company routinely reviews the remaining estimated lives of its long-lived assets. Any reduction in the useful life assumption will result in increased depreciation and amortization expense in the period when such determinations are made, as well as in subsequent periods. There were no material impairments of long-lived assets during the years ended December 31, 2015 , 2014 and 2013 . |
Goodwill | (p) Goodwill Goodwill represents the excess of: (i) the aggregate of the fair value of consideration transferred in a business combination, over (ii) the fair value of assets acquired, net of liabilities assumed. Goodwill is not amortized, but is subject to annual impairment tests. The goodwill impairment test is a two-step test. Under the first step, the fair value of the reporting unit is compared with its carrying value, including goodwill. If the fair value of the reporting unit is less than its carrying value, an indication of goodwill impairment exists for the reporting unit and the entity must perform step two of the impairment test (measurement). Under step two, an impairment loss is recognized for any excess of the carrying amount of the reporting unit’s goodwill over the implied fair value of that goodwill. The implied fair value of goodwill is determined by allocating the fair value of the reporting unit in a manner similar to a purchase price allocation and the residual fair value after this allocation is the implied fair value of the reporting unit goodwill. Fair value of the reporting unit is estimated using a discounted cash flow analysis. If the fair value of the reporting unit exceeds its carrying value, step two is not performed. In September 2011, the FASB issued ASU 2011-8, Intangibles—Goodwill and Other (Topic 350): Testing Goodwill for Impairment . This ASU permits an entity to make a qualitative assessment of whether it is more likely than not that a reporting unit’s fair value is less than its carrying amount before applying the two-step goodwill impairment test. If an entity concludes it is not more likely than not that the fair value of a reporting unit is less than its carrying amount, it need not perform the two-step impairment test. The Company performs its annual impairment review of goodwill on November 30 and when a triggering event occurs between annual impairment tests. During the 2015 and 2014 qualitative assessments of goodwill, management concluded that it was more likely than not that the estimated fair value of the Company's reporting unit exceeded its carrying value and the estimated fair value of the Company’s reporting unit was in excess of its carrying value, resulting in no indication of impairment as of December 31, 2015 and 2014 . |
Research and Development | (q) Research and Development Research and development expenses consist primarily of personnel and related expenses for the Company’s research and development staff, including salaries, benefits, bonuses and stock-based compensation and the cost of certain third-party contractors. Research and development costs, other than software development expenses qualifying for capitalization, are expensed as incurred. A portion of overhead, such as rent, information technology costs, and depreciation is allocated to research and development based on headcount. |
Sales Commissions | (r) Sales Commissions Sales commissions are the costs directly associated with obtaining Event Cloud and Hospitality Cloud contracts with customers and consist of commissions paid to the Company’s direct sales force and other marketing partners, based on bookings. Sales commissions are expensed when incurred as a component of sales and marketing expense and are generally paid one month in arrears. Commissions incurred, but not paid, are included in accrued expenses in the accompanying consolidated balance sheets. Sales commissions paid are subject to a claw back provision in the event a customer contract is cancelled in proportion to the remaining contract period at the date of cancellation and are recorded net of estimated claw backs in sales and marketing expense. Amounts charged back have not been material to the Company’s results of operations. |
Deferred Tax Assets and Liabilities | (s) Deferred Tax Assets and Liabilities Income taxes are accounted for under the asset and liability method. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases and operating loss and tax credit carryforwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. To the extent that it is not considered to be more likely than not that a deferred tax asset will be realized, a valuation allowance is established. The Company applies the provisions of ASC Subtopic 740-10, Income Taxes—Overall , which provides guidance related to the accounting for uncertain tax positions. In accordance with FIN 48, the Company only recognizes the tax benefit from an uncertain tax position if it is more likely than not that the tax position will be sustained on examination. |
Stock-Based Compensation | (t) Stock-Based Compensation The Company accounts for its employee stock-based compensation awards in accordance with FASB ASC Topic 718, Compensation—Stock Compensation . ASC Topic 718 requires that all employee stock-based compensation is recognized as a cost in the financial statements and that for equity-classified awards, such cost is measured at the grant date fair value of the award. The Company estimates grant date fair value for stock options using the Black-Scholes option-pricing model. The Company estimates grant date fair value for restricted stock units based on the closing price of the underlying shares on grant date. Determining the fair value of stock options under the Black-Scholes model requires judgment, including estimating the value per share of the Company’s common stock prior to the Company’s initial public offering in August 2013 (see note 9), estimated volatility, risk free rate, expected term and estimated dividend yield. The assumptions used in calculating the fair value of stock-based compensation awards represent the Company’s best estimates, based on management judgment. The estimate of the value per share of the Company’s common stock used in the option-pricing model prior to the Company’s IPO was based on the contemporaneous valuations performed with the assistance of an unrelated third-party valuation specialist and management’s analysis of market transactions in proximity to the valuation dates. The estimated dividend yield is zero since the Company has not issued dividends to date and does not anticipate issuing dividends. The risk-free interest rate is based on the implied yield currently available on U.S. Treasury zero coupon issues with an equivalent remaining term. Due to its limited trading history, the Company estimates volatility for option grants by evaluating the average historical volatility of a peer group of similar public companies. The expected term of the Company’s option plans represent the period that its stock-based awards are expected to be outstanding. For purposes of determining the expected term, the Company applies the simplified approach, in which the expected term of an award is presumed to be the mid-point between the vesting date and the expiration date of the award. Awards generally vest over a service period of four years , with a maximum contractual term of ten years . Pursuant FASB ASC Subtopic 718-10-35, Stock Compensation , the initial determination of compensation cost is based on the number of stock options granted amortized over the vesting period. The value of the awards granted is discounted by the forfeiture rate equal to the value expected to vest. The forfeiture rate was derived by taking into consideration historical employee turnover rates as well as expectations for the future. Expense related to stock options is recognized using the straight-line attribution method. Compensation cost for restricted stock units is measured at the fair value of the underlying shares on grant date and recognized on a straight-line basis over the vesting period. |
Comprehensive Income (Loss) | (u) Comprehensive (Loss) Income Comprehensive (loss) income includes foreign currency translation losses of $0.1 million and $ 0.2 million for the years ended December 31, 2015 and 2014 . There was no comprehensive income (loss) for the year ended December 31, 2013 . |
Foreign Currency | (v) Foreign Currency The Company’s foreign subsidiary in India designates the U.S. dollar as the functional currency. For the subsidiary, assets and liabilities denominated in foreign currency are remeasured into U.S. dollars at current exchange rates for monetary assets and liabilities and historical exchange rates for nonmonetary assets and liabilities. Foreign currency gains and losses associated with remeasurement are included in operating (loss) income in the consolidated statements of operations. Foreign currency losses associated with transactions and remeasurement were $2.4 million , $1.1 million and $1.8 million for the years ended December 31, 2015 , 2014 and 2013 , respectively. |
Non-Monetary Transactions | (x) Non-Monetary Transactions The Company occasionally participates in non-monetary transactions with its customers in exchange for marketing and other services. In accordance with FASB ASC Topic 845 - Nonmonetary transactions , non-monetary transactions with commercial substance are recorded at the estimated fair value of the services received from or provided to the counterparty, whichever is more clearly evident. In certain periods there are timing differences between the revenue and the related expense, due to the timing of delivery and receipt of services. Non-monetary transaction revenue totaled $4.8 million , $1.7 million and $0.6 million for the years ended December 31, 2015 , 2014 and 2013 , respectively. |
Fair Value Measurements | (y) Fair Value Measurements Fair value represents the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Valuation techniques used to measure fair value must maximize the use of observable inputs and minimize the use of unobservable inputs. The fair value hierarchy is based on the following three levels of inputs, of which the first two are considered observable and the last one is considered unobservable: Level 1 Inputs: Unadjusted quoted prices in active markets for identical assets or liabilities accessible to the reporting entity at the measurement date. Level 2 Inputs: Other than quoted prices included in Level 1 inputs that are observable for the asset or liability, either directly or indirectly, for substantially the full term of the asset or liability. Level 3 Inputs: Unobservable inputs that require the Company to use present value and other valuation techniques in the determination of fair value. The Company’s financial instruments include cash and cash equivalents, restricted cash, short-term investments, accounts receivable, accounts payable and accrued liabilities. The carrying value of these financial instruments on the consolidated balance sheets approximate their fair value based on their short-term nature. The Company is also subject to certain contingent consideration arrangements associated with some of its recent acquisitions that are based on achieving specified operating targets and the passage of time. Assumptions including revenue forecasts, future market opportunities, complexity and size of addressable markets and the scalability of the product are developed to determine the fair value of such contingent consideration. In addition, the probability of achieving the specified targets is considered in determining the fair value of the contingent consideration included in the purchase price. Contingent consideration will be remeasured to fair value at each reporting date, and will recognize any changes to the fair value in earnings in the period. |
New Accounting Pronouncements | (z) New Accounting Pronouncements In November 2015, the FASB issued an amendment to ASC Topic 740: Income Taxes . ASU No. 2015-17, Balance Sheet Classification of Deferred Taxes (“ASU 2015-17”), which requires deferred tax liabilities and assets to be classified as noncurrent in a classified statement of financial position. The guidance is effective for financial statements issued for annual periods beginning after December 15, 2017, and interim periods within annual periods beginning after December 15, 2018. Earlier application is permitted for all entities as of the beginning of an interim or annual reporting period. This amendment may be applied either prospectively or retrospectively to all periods presented. We adopted the provisions of ASU 2015-17 prospectively in the fourth quarter of 2015, and did not retrospectively adjust the prior periods. The adoption of this ASU will simplify the presentation of deferred income taxes and reduce complexity without decreasing the usefulness of information provided to users of financial statements. The adoption of ASU 2015-17 did not have a significant impact on our financial position, results of operations, and cash flows. In September 2015, the FASB issued an amendment to ASC Topic 805: Business Combinations . ASU 2015-16, Business Combinations: Simplifying the Accounting for Measurement-Period Adjustments , simplifies the accounting for measurement period adjustments by requiring companies to recognize adjustments identified during the measurement period in the reporting period in which the adjustment amounts are determined. Under current U.S. GAAP, these measurement period adjustments are required to be recorded as retrospective adjustments to the provisional amounts recognized at the acquisition date with a corresponding adjustment to Goodwill. This amendment will become effective for the Company in the first quarter of 2016, although earlier application is permitted for financial statements that have not been issued. Management is currently assessing the effect the adoption of this standard will have on its consolidated financial statements. In May 2014, the FASB and the International Accounting Standards Board issued joint guidance to improve and converge the financial reporting requirements for revenue from contracts with customers. ASU 2014-09, Revenue from Contracts with Customers , prescribes a five-step model for revenue recognition that will replace most existing revenue recognition guidance under U.S. GAAP. The new standard supersedes nearly all existing revenue recognition guidance under U.S. GAAP, and requires companies to recognize revenue when it transfers goods or services to a customer in an amount that reflects the consideration to which a company expects to be entitled for those goods or services. This update also requires additional disclosure about the nature, amount, timing and uncertainty of revenue and cash flows arising from customer contracts, including significant judgments and changes in judgments, and assets recognized from costs incurred to obtain or fulfill a contract. ASU 2014-09 allows for either full retrospective or modified retrospective adoption. In August 2015, the FASB issued ASU 2015-14, Revenue from Contracts with Customers: Deferral of the Effective Date , which defers the effective date of ASU 2014-09 for the Company to be the first quarter of 2018. Early adoption is permitted for the Company, but only as of the first quarter of 2017. Management is currently evaluating which adoption method it will use and assessing the effect the adoption of this standard will have on its consolidated financial statements. |
Net (Loss) Income Per Share (Ta
Net (Loss) Income Per Share (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Earnings Per Share [Abstract] | |
Computation of Basic and Diluted Net Income (Loss) Per Share | The computation of basic and diluted net (loss) income per share is as follows: Year Ended December 31, 2015 2014 2013 Net (loss) income $ (18,824 ) $ 1,794 $ (3,239 ) Weighted average number of shares outstanding: Weighted average common shares outstanding 41,627,963 40,970,083 25,289,788 Effect of share-based equity awards — 2,202,590 — Weighted average shares outstanding for diluted earnings per share 41,627,963 43,172,673 25,289,788 Net (loss) income per common share: Basic $ (0.45 ) $ 0.04 $ (0.13 ) Diluted $ (0.45 ) $ 0.04 $ (0.13 ) |
Business Combinations (Tables)
Business Combinations (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Calculation of Loss on Disposals | As a result of the disposition, during the year ended December 31, 2015, the Company record a loss on the disposition of $5.2 million , calculated as follows: Carrying value of net assets disposed $ 7,439 Promissory note received for disposition (2,032 ) Cash received for disposition (250 ) Loss on asset disposition $ 5,157 |
Alliance Tech | |
Allocation of Purchase Price for Acquired Net Assets Based on their Estimated Fair Values | The allocation of the purchase price was based upon preliminary estimates of fair value of the corresponding assets and liabilities as follows (in thousands): Tangible liabilities assumed, net $ (1,122 ) Trademarks 40 Developed technology 1,300 Customer relationships 2,400 Goodwill 6,637 Total cash consideration $ 9,255 |
SignUp4 | |
Allocation of Purchase Price for Acquired Net Assets Based on their Estimated Fair Values | The allocation of the purchase price was based upon preliminary estimates of fair value of the corresponding assets and liabilities as follows (in thousands): Tangible liabilities assumed, net $ (416 ) Trademarks 164 Developed technology 870 Customer relationships 7,040 Goodwill 12,591 Total cash consideration $ 20,249 |
Elite Meetings International Holdings, Inc. | |
Allocation of Purchase Price for Acquired Net Assets Based on their Estimated Fair Values | The table below represents the allocation of the purchase price for the acquired net assets of EMI based on their estimated fair values as of December 16, 2014. The allocation of the purchase price was based upon estimates of fair value of the corresponding assets and liabilities as follows: Tangible assets, net $ 120 Customer relationships 4,320 Software 640 Trademarks 415 Goodwill 6,314 Deferred tax liability (1,964 ) Total consideration $ 9,845 |
Decision Street | |
Allocation of Purchase Price for Acquired Net Assets Based on their Estimated Fair Values | The table below represents the allocation of the purchase price for the acquired net assets of Decision Street based on their estimated fair values as of September 15, 2014 . The allocation of the purchase price was based upon estimates of fair value of the corresponding assets and liabilities as follows: Tangible assets, net $ 689 In-process research and development 1,442 Customer relationships 200 Goodwill 2,368 Total consideration $ 4,699 |
Property and Equipment and Ca27
Property and Equipment and Capitalized Software Development Costs (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Property, Plant and Equipment [Abstract] | |
Summary of Property and Equipment and Capitalized Software Development Costs | Property and equipment and capitalized software development costs are summarized as follows: December 31, 2015 2014 Computer equipment, purchased and internally developed software $ 16,455 $ 10,979 Leasehold improvements 14,340 14,807 Furniture and equipment 8,028 6,734 Work in progress 1,027 490 Rentable onsite solutions equipment 721 — Automobile 67 67 40,638 33,077 Less accumulated depreciation (16,222 ) (10,542 ) Total property and equipment, net $ 24,416 $ 22,535 Capitalized software development costs $ 45,278 $ 31,854 Less accumulated amortization (21,239 ) (13,887 ) Total capitalized software development costs $ 24,039 $ 17,967 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Change in Carrying Amount of Goodwill | The following table presents the change in carrying amount of goodwill due to the finalization of purchase accounting: Goodwill as of December 31, 2013 $ 12,703 Addition from EMI acquisition (note 4) 6,193 Addition from Decision Street acquisition (note 4) 2,368 Other adjustments to previous acquisitions (462 ) Goodwill as of December 31, 2014 $ 20,802 Addition from SignUp4 acquisition (note 4) 12,591 Addition from Alliance Tech acquisition (note 4) 6,637 Disposals from divestitures (note 4) (1,211 ) Other adjustments to previous acquisitions 121 Goodwill as of December 31, 2015 $ 38,940 |
Acquisition of Intangible Assets | The following table summarizes intangible assets as of December 31, 2015 and 2014 : Net carrying amount December 31, 2014 Additions Amortization Disposals Net carrying amount December 31, 2015 Weighted average life as of December 31, 2015 Customer relationships $ 5,544 $ 9,440 $ 2,037 $ 562 $ 12,385 6 years Software technology and in-process research and development 3,349 2,170 1,194 181 4,144 5 years Trademarks/Tradenames 549 204 193 34 $ 526 4 years Total intangible assets $ 9,442 $ 11,814 $ 3,424 $ 777 $ 17,055 Net carrying amount December 31, 2013 Additions Amortization Disposals Net carrying amount December 31, 2014 Weighted average life as of December 31, 2014 Customer relationships $ 1,358 $ 4,520 $ 334 $ — $ 5,544 6 years Software technology and in-process research and development 1,575 2,250 476 — 3,349 5 years Trademarks/Tradenames 190 415 56 — $ 549 5 years Total intangible assets $ 3,123 $ 7,185 $ 866 $ — $ 9,442 |
Amortization Expense of Intangible Assets | The intangible balance remaining as of December 31, 2015 will be amortized in future periods as follows: 2016 $ 4,220 2017 3,962 2018 3,181 2019 2,805 2020 2,238 2021 649 Total $ 17,055 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Income Tax Disclosure [Abstract] | |
Income Taxes on Income Before Taxes | Loss before income taxes is compromised of the following: Years ended December 31, 2015 2014 2013 Pretax (loss) income: U.S. $ (21,923 ) $ (3,664 ) $ (1,119 ) Foreign 7,455 4,594 195 Total $ (14,468 ) $ 930 $ (924 ) |
Summary of Provision for (Benefit from) Income Taxes | The provision for (benefit from) income taxes for 2015 , 2014 and 2013 are as follows: Year ended December 31, 2015 2014 2013 Current: Federal $ 3,960 $ (2,507 ) $ 367 State 140 (411 ) 272 Foreign 1,856 957 888 Total current tax expense (benefit) $ 5,956 $ (1,961 ) $ 1,527 Deferred: Federal $ (1,276 ) $ 873 $ 1,081 State (201 ) 7 196 Foreign (123 ) 217 (489 ) Total deferred tax expense (benefit) (1,600 ) 1,097 788 Total provision for (benefit from) income taxes $ 4,356 $ (864 ) $ 2,315 |
Reconciliation between Statutory Tax Rate and Effective Tax Rate | A reconciliation between the Company’s statutory tax rate and the effective tax rate is as follows: Year ended December 31, 2015 2014 2013 U.S. federal statutory rate 34 % 34 % 34 % Increase (reduction) resulting from: U.S. state income taxes, net of federal benefits 7.7 (27.5 ) (26.3 ) Stock compensation adjustment (13.8 ) (103.5 ) (144.8 ) Non-deductible/non-taxable items (4.0 ) 111.4 (22.8 ) Uncertain tax positions (1.3 ) 44.7 (66.0 ) Acquisition related expenses — — (56.7 ) Benefit of credits 4.7 (100.9 ) 97.3 Provision to return differences (1.8 ) (5.9 ) (34.3 ) Foreign tax rate differential 3.1 (16.1 ) (11.2 ) Change in valuation allowance (54.2 ) (20.9 ) (23.4 ) Foreign tax expense (2.2 ) 7.5 (4.9 ) Other (2.3 ) (15.7 ) 8.5 (30.1 )% (92.9 )% (250.6 )% |
Significant Components of Deferred Tax Assets and Liabilities | Significant components of the Company’s deferred tax assets and liabilities are as follows: December 31, 2015 2014 2013 Deferred tax assets: Allowance for doubtful accounts $ 96 $ 176 $ 279 Reserves 1,067 806 1,110 Deferred rent 4,967 4,242 427 Accrued expenses and other 3,846 2,012 1,583 Foreign tax credit carryforward 2,882 2,000 329 Stock compensation 4,735 862 88 Net operating loss carryforwards 811 1,057 945 Deferred revenue 244 202 — Valuation allowance (7,840 ) — (194 ) Total deferred tax assets, net $ 10,808 $ 11,357 $ 4,567 Deferred tax liabilities: Basis difference in fixed assets $ (3,620 ) $ (4,531 ) $ (408 ) Capitalized software development costs (5,484 ) (7,253 ) (3,715 ) Intangibles—acquisitions (3,278 ) (2,578 ) (450 ) Total deferred tax liabilities (12,382 ) (14,362 ) (4,573 ) Net deferred tax liability $ (1,574 ) $ (3,005 ) $ (6 ) |
Reconciliation of Unrecognized Tax Benefits | The following table presents a reconciliation of the beginning and ending amount of unrecognized tax benefits: December 31, 2015 2014 2013 Unrecognized tax benefits, opening balance $ 1,581 $ 1,168 $ 614 Gross increases—tax positions in prior period 140 219 83 Gross decreases—tax positions in prior period (244 ) (60 ) (72 ) Gross increases—current-period tax positions 160 254 543 Unrecognized tax benefits, ending balance $ 1,637 $ 1,581 $ 1,168 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Components of Stock-Based Compensation Expense Recognized in Earnings | The following table details the components of stock-based compensation expense recognized in earnings in each as follows: Years ended December 31, 2015 2014 2013 Stock options $ 6,977 $ 3,805 $ 2,552 Restricted stock units 4,790 566 58 Common stock warrants — — 299 Common stock call option — — 1,824 $ 11,767 $ 4,371 $ 4,733 |
Assumptions Used in Black-Scholes Pricing Model | The following is a summary of the assumptions used in the valuation of stock-based awards under the Black-Scholes model: Year ended December 31, 2015 2014 2013 Dividend yield 0.00 % 0.00 % 0.00 % Volatility 44.07 % 47.04 % 53.94 % Expected term (years) 6.27 6.42 6.43 Risk-free interest rate 1.57 % 1.81 % 1.38 % |
Stock Option Activity | Stock option activity during the periods indicated is as follows: Number of shares subject to option Weighted average exercise price Weighted average remaining contractual term (years) Aggregate intrinsic value Balance at December 31, 2013 3,631,272 $ 5.78 7.85 $ 111,150 Granted 1,255,088 28.96 Exercised (522,202 ) 1.92 Forfeited (197,574 ) 17.30 Expired (370 ) 2.34 Balance at December 31, 2014 4,166,214 12.70 7.56 63,186 Granted 1,366,655 28.43 Exercised (834,137 ) 2.94 Forfeited (571,054 ) 21.98 Expired (283 ) 5.95 Balance at December 31, 2015 4,127,395 18.60 7.57 67,323 Exercisable at December 31, 2015 1,192,276 — $ 3.01 5.03 $ 38,034 |
Summary of RSU Activity | RSU activity during the periods indicated is as follows: Number of shares subject to restriction Weighted average share value Weighted average remaining contractual term (years) Aggregate intrinsic value Balance at December 31, 2013 7,555 $ 34.27 1.18 $ 275 Granted 426,263 28.37 Vested (5,555 ) — Forfeited (6,000 ) — Balance at December 31, 2014 422,263 28.43 2.62 11,756 Granted 585,267 28.44 Vested (4,044 ) 28.44 Forfeited (100,610 ) 27.90 Balance at December 31, 2015 902,876 $ 28.49 1.77 $ 31,519 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | |
Future Minimum Lease Payments under Non-Cancelable Operating Leases | Future minimum lease payments under non-cancellable operating leases as of December 31, 2015 are as follows: 2016 $ 5,917 2017 5,694 2018 5,047 2019 4,175 2020 3,746 Thereafter 18,171 Total minimum lease payments $ 42,750 |
Changes in Recorded Amount of Accrued Compensation and Deferred Consideration from Acquisitions | A summary of the changes in the recorded amount of accrued compensation and deferred consideration from acquisitions from December 31, 2013 to December 31, 2015 is as follows: Compensation Deferred Consideration Total Liability as of December 31, 2013 $ 1,188 $ 599 $ 1,787 Payments (2,256 ) (166 ) (2,422 ) Additional accruals 2,306 1,642 3,948 Liability as of December 31, 2014 $ 1,238 $ 2,075 $ 3,313 Payments (2,544 ) (628 ) (3,172 ) Additional accruals 1,681 1,043 2,724 Liability as of December 31, 2015 $ 375 $ 2,490 $ 2,865 |
Segment Information and Geogr32
Segment Information and Geographic Data Segment Information and Geographic Data (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Segment Reporting [Abstract] | |
Revenue from External Customers by Geographic Areas | The composition of the Company's revenue between the United States and sources outside the United States is set forth below: Twelve Months Ended December 31, 2015 2014 2013 United States 158,602 118,931 94,392 Non-United States 29,114 23,314 16,744 Total Revenue 187,716 142,245 111,136 |
Long-lived Assets by Geographic Areas | The composition of the Company's property and equipment between the United States and locations outside the United States is set forth below: December 31, 2015 2014 2013 United States 21,040 18,143 4,140 Non-United States 3,376 4,392 3,766 Total 24,416 22,535 7,906 |
Unaudited Quarterly Results o33
Unaudited Quarterly Results of Operations (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Quarterly Financial Information Disclosure [Abstract] | |
Summary of Unaudited Quarterly Results of Operations | Dec. 31, 2015 Sept. 30, 2015 Jun. 30, 2015 Mar. 31, 2015 (in thousands, except per share data) Revenue $ 50,908 $ 48,379 $ 47,323 $ 41,106 Cost of revenue 16,084 14,725 14,332 14,602 Gross profit 34,824 33,654 32,991 26,504 Operating expenses: Sales and marketing 19,287 17,841 23,063 17,740 Research and development 6,668 5,424 4,879 5,035 General and administrative 10,001 8,181 8,550 7,967 Intangible asset amortization, excluding cost of revenue 738 680 519 293 Loss on asset disposition 5,157 — — — Loss (gain) from foreign currency transactions 148 1,467 1,019 (186 ) Total operating expenses 41,999 33,593 38,030 30,849 (Loss) income from operations (7,175 ) 61 (5,039 ) (4,345 ) Interest income 656 679 577 544 Other expense — — — (426 ) (Loss) income from operations before income taxes (6,519 ) 740 (4,462 ) (4,227 ) Provision for (benefit from) income taxes 5,059 (41 ) 1,213 (1,875 ) Net (loss) income $ (11,578 ) $ 781 $ (5,675 ) $ (2,352 ) Net (loss) income per share—basic $ (0.28 ) $ 0.02 $ (0.14 ) $ (0.06 ) Net (loss) income per share—diluted $ (0.28 ) $ 0.02 $ (0.14 ) $ (0.06 ) Dec. 31, 2014 Sept. 30, 2014 Jun. 30, 2014 Mar. 31, 2014 Revenue $ 39,325 $ 37,386 $ 34,133 $ 31,401 Cost of revenue 12,869 11,122 8,953 9,122 Gross profit 26,456 26,264 25,180 22,279 Operating expenses: Sales and marketing 17,549 14,571 15,977 13,667 Research and development 3,701 3,875 3,284 3,189 General and administrative 7,123 5,812 4,999 5,136 Intangible asset amortization, excluding cost of revenue 136 110 86 86 Loss on asset disposition — — — — Loss (gain) from foreign currency transactions 984 610 (46 ) (439 ) Total operating expenses 29,493 24,978 24,300 21,639 (Loss) income from operations (3,037 ) 1,286 880 640 Interest income 504 450 362 279 Other expense — (434 ) — — (Loss) income from operations before income taxes (2,533 ) 1,302 1,242 919 Provision for (benefit from) income taxes (623 ) 231 250 (722 ) Net (loss) income $ (1,910 ) $ 1,071 $ 992 $ 1,641 Net (loss) income per share—basic $ (0.05 ) $ 0.03 $ 0.02 $ 0.04 Net (loss) income per share—diluted $ (0.05 ) $ 0.02 $ 0.02 $ 0.04 |
Summary of Significant Accoun34
Summary of Significant Accounting Policies - Additional Information (Detail) | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2015USD ($)customer | Sep. 30, 2015USD ($) | Jun. 30, 2015USD ($) | Mar. 31, 2015USD ($) | Dec. 31, 2014USD ($)customer | Sep. 30, 2014USD ($) | Jun. 30, 2014USD ($) | Mar. 31, 2014USD ($) | Dec. 31, 2015USD ($)sourcecustomer | Dec. 31, 2014USD ($)customer | Dec. 31, 2013USD ($)customer | |
Significant Of Accounting Policies [Line Items] | |||||||||||
Cash and cash equivalent maturity period | 90 days | ||||||||||
Amount due to customers under credit arrangements | $ 1,800,000 | $ 3,400,000 | $ 1,800,000 | $ 3,400,000 | |||||||
Restricted cash | 378,000 | 397,000 | $ 378,000 | 397,000 | |||||||
Minimum maturity for short-term investment | 90 days | ||||||||||
Maximum maturity for short-term investment | 1 year | ||||||||||
Past due balance threshold period | 90 days | ||||||||||
Bad debt expenses | $ 1,072,000 | 317,000 | $ 392,000 | ||||||||
Number of primary sources | source | 2 | ||||||||||
Impairment of long-lived assets | $ 0 | 0 | $ 0 | ||||||||
Goodwill impairment | $ 0 | $ 0 | |||||||||
Sales commission expense payment period | 1 month | ||||||||||
Risk-free interest rate | 1.57% | 1.81% | 1.38% | ||||||||
Awards vesting, service period | 4 years | ||||||||||
Contractual term | 10 years | ||||||||||
Foreign currency translation loss | $ 54,000 | $ 220,000 | $ 0 | ||||||||
Loss (gain) from foreign currency transactions | $ 148,000 | $ 1,467,000 | $ 1,019,000 | $ (186,000) | $ 984,000 | $ 610,000 | $ (46,000) | $ (439,000) | 2,448,000 | 1,109,000 | 1,796,000 |
Non monetary transaction, revenue | 4,800,000 | 1,700,000 | 600,000 | ||||||||
Non monetary transaction, expense | $ 5,000,000 | $ 1,700,000 | $ 600,000 | ||||||||
US Treasury | |||||||||||
Significant Of Accounting Policies [Line Items] | |||||||||||
Risk-free interest rate | 0.00% | ||||||||||
Computer Equipment and Software | |||||||||||
Significant Of Accounting Policies [Line Items] | |||||||||||
Estimated useful life | 3 years | ||||||||||
Furniture and equipment | |||||||||||
Significant Of Accounting Policies [Line Items] | |||||||||||
Estimated useful life | 7 years | ||||||||||
Software development | |||||||||||
Significant Of Accounting Policies [Line Items] | |||||||||||
Estimated useful life | 3 years | ||||||||||
Accounts Receivable | Customer Concentration Risk | |||||||||||
Significant Of Accounting Policies [Line Items] | |||||||||||
Number of customers that accounted for more than percentage benchmark | customer | 0 | 0 | 0 | 0 | 0 | ||||||
Concentration benchmark percentage | 10.00% | ||||||||||
Sales Revenue, Services, Net | Customer Concentration Risk | |||||||||||
Significant Of Accounting Policies [Line Items] | |||||||||||
Number of customers that accounted for more than percentage benchmark | customer | 0 | 0 | 0 | 0 | 0 | ||||||
Concentration benchmark percentage | 10.00% |
Net (Loss) Income Per Share - A
Net (Loss) Income Per Share - Additional Information (Detail) - shares | Jun. 13, 2012 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Effect of non-vested early option exercised (shares) | 188,875 | 0 | 2,202,590 | 0 |
Option exercises during period (Shares) | 573,941 | 834,137 | 522,202 | |
Stock Options And Restricted Stock Units | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Effect of anti-dilutive securities in computation of pro forma diluted loss per share (Shares) | 1,793,892 | |||
Convertible Preferred Stock | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Effect of anti-dilutive securities in computation of pro forma diluted loss per share (Shares) | 10,499,007 | |||
Equity Option | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Effect of anti-dilutive securities in computation of pro forma diluted loss per share (Shares) | 2,050,265 |
Net (Loss) Income Per Share - C
Net (Loss) Income Per Share - Computation of Basic and Diluted Net Income (Loss) Per Share (Detail) - USD ($) $ / shares in Units, $ in Thousands | Jun. 13, 2012 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 |
Earnings Per Share [Abstract] | ||||||||||||
Net (loss) income | $ (11,578) | $ 781 | $ (5,675) | $ (2,352) | $ (1,910) | $ 1,071 | $ 992 | $ 1,641 | $ (18,824) | $ 1,794 | $ (3,239) | |
Weighted average number of shares outstanding: | ||||||||||||
Weighted average common shares outstanding—basic (USD per share) | 41,627,963 | 40,970,083 | 25,289,788 | |||||||||
Effect of share-based equity awards (shares) | 188,875 | 0 | 2,202,590 | 0 | ||||||||
Weighted average common shares outstanding—diluted (USD per share) | 41,627,963 | 43,172,673 | 25,289,788 | |||||||||
Net (loss) income per common share: | ||||||||||||
Basic (USD per share) | $ (0.28) | $ 0.02 | $ (0.14) | $ (0.06) | $ (0.05) | $ 0.03 | $ 0.02 | $ 0.04 | $ (0.45) | $ 0.04 | $ (0.13) | |
Diluted (USD per share) | $ (0.28) | $ 0.02 | $ (0.14) | $ (0.06) | $ (0.05) | $ 0.02 | $ 0.02 | $ 0.04 | $ (0.45) | $ 0.04 | $ (0.13) |
Business Combinations - Acquisi
Business Combinations - Acquisitions Additional Information (Detail) $ in Thousands | Nov. 02, 2015USD ($) | May. 08, 2015USD ($) | Dec. 16, 2014USD ($) | Sep. 15, 2014USD ($) | Dec. 31, 2015USD ($)employee | Dec. 31, 2014USD ($) | Dec. 31, 2013USD ($)acquisition | Dec. 18, 2017USD ($) | Oct. 31, 2017USD ($) | Nov. 30, 2015USD ($) |
Business Acquisition [Line Items] | ||||||||||
Number of acquisitions | acquisition | 0 | |||||||||
Fair value of net tangible and identifiable intangible assets acquired | $ 12,591 | $ 38,940 | $ 20,802 | $ 12,703 | ||||||
Deferred consideration | $ 2,490 | 2,075 | $ 599 | |||||||
Alliance Tech | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Acquisition of business for total consideration | $ 11,300 | |||||||||
Number of key employees | employee | 3 | |||||||||
Purchase consideration, cash paid at closing | 9,300 | |||||||||
Cash Acquired from Acquisition | 100 | |||||||||
Cash paid for acquisition, net of working capital withheld | 1,000 | |||||||||
Fair value of net tangible and identifiable intangible assets acquired | $ 6,637 | |||||||||
Acquisition related costs | $ 200 | |||||||||
Alliance Tech | Deferred payments based on the achievement of certain revenue or profit targets or specified periods of time | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Contingent payments including deferred consideration | 900 | |||||||||
Alliance Tech | Continued employment contingent consideration | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Contingent payments including deferred consideration | 2,100 | |||||||||
SignUp4 | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Acquisition of business for total consideration | 22,300 | |||||||||
Cash Acquired from Acquisition | $ 2,100 | |||||||||
Business acquisition interest acquired, percentage | 100.00% | |||||||||
Fair value of net tangible and identifiable intangible assets acquired | $ 12,600 | |||||||||
Acquisition related costs | $ 200 | |||||||||
Elite Meetings International Holdings, Inc. | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Acquisition of business for total consideration | $ 9,800 | |||||||||
Number of key employees | employee | 1 | |||||||||
Purchase consideration, cash paid at closing | 7,400 | |||||||||
Cash Acquired from Acquisition | $ 700 | |||||||||
Business acquisition interest acquired, percentage | 100.00% | |||||||||
Fair value of net tangible and identifiable intangible assets acquired | $ 6,314 | |||||||||
Acquisition related costs | $ 100 | |||||||||
Purchase consideration, liabilities assumed | $ 1,800 | |||||||||
Elite Meetings International Holdings, Inc. | Scenario, forecast | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Contingent payments including deferred consideration | $ 2,400 | |||||||||
Deferred consideration | 1,500 | |||||||||
Decision Street | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Acquisition of business for total consideration | $ 4,700 | |||||||||
Number of key employees | employee | 2 | |||||||||
Purchase consideration, cash paid at closing | 3,700 | |||||||||
Cash Acquired from Acquisition | $ 400 | |||||||||
Business acquisition interest acquired, percentage | 100.00% | |||||||||
Fair value of net tangible and identifiable intangible assets acquired | $ 2,368 | |||||||||
Acquisition related costs | $ 100 | |||||||||
Deferred consideration | $ 200 | |||||||||
Purchase consideration, liabilities assumed | 800 | |||||||||
Purchase consideration additional payments | $ 2,700 | $ 900 | ||||||||
Decision Street | Scenario, forecast | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Purchase consideration additional payments | $ 1,800 | |||||||||
Key Employee | Elite Meetings International Holdings, Inc. | Scenario, forecast | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Contingent payments including deferred consideration | 1,000 | |||||||||
Former Shareholders | Elite Meetings International Holdings, Inc. | Scenario, forecast | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Contingent payments including deferred consideration | $ 1,500 |
Business Combinations - Acqui38
Business Combinations - Acquisitions Allocation of Purchase Price for Acquired Net Assets Based on their Estimated Fair Values (Detail) - USD ($) $ in Thousands | Dec. 31, 2015 | Nov. 02, 2015 | May. 08, 2015 | Dec. 31, 2014 | Dec. 16, 2014 | Sep. 15, 2014 | Dec. 31, 2013 |
Business Acquisition [Line Items] | |||||||
Tangible liabilities assumed, net | $ (416) | ||||||
Goodwill | $ 38,940 | 12,591 | $ 20,802 | $ 12,703 | |||
Total consideration | 20,249 | ||||||
Trademarks | |||||||
Business Acquisition [Line Items] | |||||||
Intangible assets | 164 | ||||||
Developed technology | |||||||
Business Acquisition [Line Items] | |||||||
Intangible assets | 870 | ||||||
Customer relationships | |||||||
Business Acquisition [Line Items] | |||||||
Intangible assets | 7,040 | ||||||
Alliance Tech | |||||||
Business Acquisition [Line Items] | |||||||
Tangible liabilities assumed, net | $ (1,122) | ||||||
Goodwill | 6,637 | ||||||
Total consideration | 9,255 | ||||||
Alliance Tech | Trademarks | |||||||
Business Acquisition [Line Items] | |||||||
Intangible assets | 40 | ||||||
Alliance Tech | Developed technology | |||||||
Business Acquisition [Line Items] | |||||||
Intangible assets | 1,300 | ||||||
Alliance Tech | Customer relationships | |||||||
Business Acquisition [Line Items] | |||||||
Intangible assets | $ 2,400 | ||||||
SignUp4 | |||||||
Business Acquisition [Line Items] | |||||||
Goodwill | $ 12,600 | ||||||
Elite Meetings International Holdings, Inc. | |||||||
Business Acquisition [Line Items] | |||||||
Tangible assets, net | $ 120 | ||||||
Goodwill | 6,314 | ||||||
Deferred tax liability | 1,964 | ||||||
Total consideration | 9,845 | ||||||
Elite Meetings International Holdings, Inc. | Trademarks | |||||||
Business Acquisition [Line Items] | |||||||
Intangible assets | 415 | ||||||
Elite Meetings International Holdings, Inc. | Customer relationships | |||||||
Business Acquisition [Line Items] | |||||||
Intangible assets | 4,320 | ||||||
Elite Meetings International Holdings, Inc. | Software | |||||||
Business Acquisition [Line Items] | |||||||
Intangible assets | $ 640 | ||||||
Decision Street | |||||||
Business Acquisition [Line Items] | |||||||
Tangible assets, net | $ 689 | ||||||
Goodwill | 2,368 | ||||||
Total consideration | 4,699 | ||||||
Decision Street | In-process research and development | |||||||
Business Acquisition [Line Items] | |||||||
Intangible assets | 1,442 | ||||||
Decision Street | Customer relationships | |||||||
Business Acquisition [Line Items] | |||||||
Intangible assets | $ 200 |
Business Combinations- Divestur
Business Combinations- Divestures Additional Information (Details) - Disposal Group, Not Discontinued Operations - Subsidiaries - Ticketing business $ in Thousands | Dec. 03, 2015USD ($) |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |
Disposal of business, consideration received | $ 2,282 |
Promissory note received for disposition | $ 2,032 |
Promissory note term | 3 years |
Cash received for disposition | $ 250 |
Loss on asset disposition | $ 5,157 |
Business Combinations- Divest40
Business Combinations- Divestures Calculation of Loss (Details) - Disposal Group, Not Discontinued Operations - Subsidiaries - Ticketing business $ in Thousands | Dec. 03, 2015USD ($) |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |
Carrying value of net assets disposed | $ 7,439 |
Promissory note received for disposition | (2,032) |
Cash received for disposition | (250) |
Loss on asset disposition | $ 5,157 |
Property and Equipment and Ca41
Property and Equipment and Capitalized Software Development Costs - Summary of Property and Equipment and Capitalized Software Development Costs (Detail) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Property, Plant and Equipment [Line Items] | ||
Property and equipment gross | $ 40,638 | $ 33,077 |
Less accumulated depreciation | (16,222) | (10,542) |
Total property and equipment, net | 24,416 | 22,535 |
Capitalized software development costs | 45,278 | 31,854 |
Less accumulated amortization | (21,239) | (13,887) |
Total capitalized software development costs | 24,039 | 17,967 |
Computer equipment, purchased and internally developed software | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment gross | 16,455 | 10,979 |
Leasehold improvements | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment gross | 14,340 | 14,807 |
Furniture and equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment gross | 8,028 | 6,734 |
Work in progress | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment gross | 1,027 | 490 |
Rentable onsite solutions equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment gross | 721 | 0 |
Automobile | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment gross | $ 67 | $ 67 |
Property and Equipment and Ca42
Property and Equipment and Capitalized Software Development Costs - Additional Information (Detail) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Property and equipment | |||
Property, Plant and Equipment [Line Items] | |||
Depreciation and amortization expense | $ 7.4 | $ 4.7 | $ 3.7 |
Software development | |||
Property, Plant and Equipment [Line Items] | |||
Depreciation and amortization expense | $ 9.4 | $ 5 | $ 3.3 |
Goodwill and Intangible Asset43
Goodwill and Intangible Assets - Change in Carrying Amount of Goodwill (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Goodwill [Roll Forward] | ||
Goodwill, beginning balance | $ 20,802 | $ 12,703 |
Disposals from dispositions | (1,211) | |
Other | 121 | (462) |
Goodwill, ending balance | 38,940 | 20,802 |
Elite Meetings International Holdings, Inc. | ||
Goodwill [Roll Forward] | ||
Additions from acquisition | 6,193 | |
Decision Street | ||
Goodwill [Roll Forward] | ||
Additions from acquisition | $ 2,368 | |
SignUp4 | ||
Goodwill [Roll Forward] | ||
Additions from acquisition | 12,591 | |
Alliance Tech | ||
Goodwill [Roll Forward] | ||
Additions from acquisition | $ 6,637 |
Goodwill and Intangible Asset44
Goodwill and Intangible Assets - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||||||||
Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | |
Goodwill And Intangible Assets [Line Items] | ||||||||||
Amortization of intangible assets | $ 738 | $ 680 | $ 519 | $ 293 | $ 136 | $ 110 | $ 86 | $ 86 | $ 3,424 | $ 866 |
Finite-lived intangible assets | ||||||||||
Goodwill And Intangible Assets [Line Items] | ||||||||||
Amortization of intangible assets | $ 3,400 | $ 900 | ||||||||
Minimum | ||||||||||
Goodwill And Intangible Assets [Line Items] | ||||||||||
Intangible assets useful life | 4 years | |||||||||
Maximum | ||||||||||
Goodwill And Intangible Assets [Line Items] | ||||||||||
Intangible assets useful life | 6 years |
Goodwill and Intangible Asset45
Goodwill and Intangible Assets - Acquisition of Intangible Assets (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||||||||
Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | |
Finite-lived Intangible Assets [Roll Forward] | ||||||||||
Net carrying amount, beginning balance | $ 9,442 | $ 3,123 | $ 9,442 | $ 3,123 | ||||||
Additions | 11,814 | 7,185 | ||||||||
Intangible asset amortization, excluding cost of revenue | $ 738 | $ 680 | $ 519 | 293 | $ 136 | $ 110 | $ 86 | 86 | 3,424 | 866 |
Disposals | 777 | 0 | ||||||||
Net carrying amount, ending balance | 17,055 | 9,442 | 17,055 | 9,442 | ||||||
Customer relationships | ||||||||||
Finite-lived Intangible Assets [Roll Forward] | ||||||||||
Net carrying amount, beginning balance | 5,544 | 1,358 | 5,544 | 1,358 | ||||||
Additions | 9,440 | 4,520 | ||||||||
Intangible asset amortization, excluding cost of revenue | 2,037 | 334 | ||||||||
Disposals | 562 | 0 | ||||||||
Net carrying amount, ending balance | 12,385 | 5,544 | $ 12,385 | $ 5,544 | ||||||
Weighted average life | 6 years | 6 years | ||||||||
Software technology and in-process research and development | ||||||||||
Finite-lived Intangible Assets [Roll Forward] | ||||||||||
Net carrying amount, beginning balance | 3,349 | 1,575 | $ 3,349 | $ 1,575 | ||||||
Additions | 2,170 | 2,250 | ||||||||
Intangible asset amortization, excluding cost of revenue | 1,194 | 476 | ||||||||
Disposals | 181 | 0 | ||||||||
Net carrying amount, ending balance | 4,144 | 3,349 | $ 4,144 | $ 3,349 | ||||||
Weighted average life | 5 years | 5 years | ||||||||
Trademarks | ||||||||||
Finite-lived Intangible Assets [Roll Forward] | ||||||||||
Net carrying amount, beginning balance | $ 549 | $ 190 | $ 549 | $ 190 | ||||||
Additions | 204 | 415 | ||||||||
Intangible asset amortization, excluding cost of revenue | 193 | 56 | ||||||||
Disposals | 34 | 0 | ||||||||
Net carrying amount, ending balance | $ 526 | $ 549 | $ 526 | $ 549 | ||||||
Weighted average life | 4 years | 5 years |
Goodwill and Intangible Asset46
Goodwill and Intangible Assets - Amortization Expense of Intangible Assets (Detail) $ in Thousands | Dec. 31, 2015USD ($) |
Goodwill and Intangible Assets Disclosure [Abstract] | |
2,016 | $ 4,220 |
2,017 | 3,962 |
2,018 | 3,181 |
2,019 | 2,805 |
2,020 | 2,238 |
2,021 | 649 |
Total | $ 17,055 |
Income Taxes - Income Taxes on
Income Taxes - Income Taxes on Income Before Taxes (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Income Tax Disclosure [Abstract] | |||||||||||
U.S. | $ (21,923) | $ (3,664) | $ (1,119) | ||||||||
Foreign | 7,455 | 4,594 | 195 | ||||||||
(Loss) income from operations before income taxes | $ (6,519) | $ 740 | $ (4,462) | $ (4,227) | $ (2,533) | $ 1,302 | $ 1,242 | $ 919 | $ (14,468) | $ 930 | $ (924) |
Income Taxes - Summary of Provi
Income Taxes - Summary of Provision for (Benefit from) Income Taxes (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Current: | |||||||||||
Federal | $ 3,960 | $ (2,507) | $ 367 | ||||||||
State | 140 | (411) | 272 | ||||||||
Foreign | 1,856 | 957 | 888 | ||||||||
Total current tax expense (benefit) | 5,956 | (1,961) | 1,527 | ||||||||
Deferred: | |||||||||||
Federal | (1,276) | 873 | 1,081 | ||||||||
State | (201) | 7 | 196 | ||||||||
Foreign | (123) | 217 | (489) | ||||||||
Total deferred tax expense (benefit) | (1,600) | 1,097 | 788 | ||||||||
Total provision for (benefit from) income taxes | $ 5,059 | $ (41) | $ 1,213 | $ (1,875) | $ (623) | $ 231 | $ 250 | $ (722) | $ 4,356 | $ (864) | $ 2,315 |
Income Taxes - Reconciliation b
Income Taxes - Reconciliation between Statutory Tax Rate and Effective Tax Rate (Detail) | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Income Tax Disclosure [Abstract] | |||
U.S. federal statutory rate | 34.00% | 34.00% | 34.00% |
Increase (reduction) resulting from: | |||
U.S. state income taxes, net of federal benefits | 7.70% | (27.50%) | (26.30%) |
Stock compensation adjustment | (13.80%) | (103.50%) | (144.80%) |
Non-deductible/non-taxable items | (4.00%) | 111.40% | (22.80%) |
Uncertain tax positions | (1.30%) | 44.70% | (66.00%) |
Acquisition related expenses | 0.00% | 0.00% | (56.70%) |
Benefit of credits | 4.70% | (100.90%) | 97.30% |
Provision to return differences | (1.80%) | (5.90%) | (34.30%) |
Foreign tax rate differential | 3.10% | (16.10%) | (11.20%) |
Change in valuation allowance | (54.20%) | (20.90%) | (23.40%) |
Foreign tax expense | (2.20%) | 7.50% | (4.90%) |
Other | (2.30%) | (15.70%) | 8.50% |
Effective income tax rate | (30.10%) | (92.90%) | (250.60%) |
Income Taxes - Significant Comp
Income Taxes - Significant Components of Deferred Tax Assets and Liabilities (Detail) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 |
Deferred tax assets: | |||
Allowance for doubtful accounts | $ 96 | $ 176 | $ 279 |
Reserves | 1,067 | 806 | 1,110 |
Deferred rent | 4,967 | 4,242 | 427 |
Accrued expenses and other | 3,846 | 2,012 | 1,583 |
Foreign tax credit carryforward | 2,882 | 2,000 | 329 |
Stock compensation | 4,735 | 862 | 88 |
Net operating loss carryforwards | 811 | 1,057 | 945 |
Deferred revenue | 244 | 202 | 0 |
Valuation allowance | (7,840) | 0 | (194) |
Total deferred tax assets, net | 10,808 | 11,357 | 4,567 |
Deferred tax liabilities: | |||
Basis difference in fixed assets | (3,620) | (4,531) | (408) |
Capitalized software development costs | (5,484) | (7,253) | (3,715) |
Intangibles—acquisitions | (3,278) | (2,578) | (450) |
Total deferred tax liabilities | (12,382) | (14,362) | (4,573) |
Net deferred tax liability | $ (1,574) | $ (3,005) | $ (6) |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) - USD ($) | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 |
Income Taxes [Line Items] | ||||||
Change in deferred tax asset, valuation allowance | $ 7,840,000 | $ 0 | $ 194,000 | $ 7,840,000 | $ 0 | $ 194,000 |
Special economic zones, duration of tax holiday for operation | 15 years | |||||
Special economic zones qualifying operations eligible for deduction | 100.00% | |||||
Duration for special economic zones qualifying operations eligible for deduction | 5 years | |||||
Special economic zones export profits | 50.00% | |||||
Special economic zones export profits for capital investments | 50.00% | |||||
Benefit of tax holiday under income tax | $ 200,000 | |||||
Tax effect of federal operating loss carryforwards related to stock compensation | 200,000 | |||||
Tax effect of federal loss carryforwards | 1,000,000 | 800,000 | 700,000 | |||
Tax effect on net operating loss carryforwards | $ 100,000 | 300,000 | 100,000 | |||
Operating loss carryforward expiration beginning year | 2,021 | |||||
Net operating loss carryforward, annual limitation | 200,000 | 246,000 | $ 200,000 | 246,000 | ||
Excess amount over tax basis investment in foreign subsidiaries | 13,300,000 | $ 13,300,000 | ||||
Probability for sustaining a tax position | 50.00% | |||||
Unrecognized tax benefits | 1,600,000 | 1,300,000 | 800,000 | $ 1,600,000 | 1,300,000 | 800,000 |
Unrecognized tax benefits result in adjustments to other tax | 300,000 | 300,000 | 300,000 | 300,000 | ||
Interest and penalties | $ 0 | 200,000 | 100,000 | |||
U.S. federal, state or local tax authorities, year | 2,011 | |||||
Federal statute of limitations period | 3 years | |||||
Federal | ||||||
Income Taxes [Line Items] | ||||||
Net operating loss carryforwards | 2,700,000 | $ 2,300,000 | $ 2,000,000 | $ 2,700,000 | $ 2,300,000 | $ 2,000,000 |
Foreign Tax Credit | ||||||
Income Taxes [Line Items] | ||||||
Change in deferred tax asset, valuation allowance | $ 7,800,000 | $ 7,800,000 |
Income Taxes - Reconciliation o
Income Taxes - Reconciliation of Unrecognized Tax Benefits (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward] | |||
Unrecognized tax benefits, opening balance | $ 1,581 | $ 1,168 | $ 614 |
Gross increases—tax positions in prior period | 140 | 219 | 83 |
Gross decreases—tax positions in prior period | (244) | (60) | (72) |
Gross increases—current-period tax positions | 160 | 254 | 543 |
Unrecognized tax benefits, ending balance | $ 1,637 | $ 1,581 | $ 1,168 |
Stock-Based Compensation - Addi
Stock-Based Compensation - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Thousands | Jan. 01, 2016 | Jun. 13, 2012 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Awards, expiration period | 10 years | ||||
Awards, vesting period | 4 years | ||||
Weighted average grant date fair value (in dollars per share) | $ 12.65 | $ 13.93 | |||
Intrinsic value of options exercised | $ 17,600 | $ 15,400 | |||
Stock-based compensation expense | 11,767 | $ 4,371 | $ 4,733 | ||
Unrecognized compensation cost related to unvested stock options granted | $ 19,300 | ||||
Weighted average period of unrecognized compensation cost recognition | 2 years 8 months 23 days | ||||
Stock options were exercised prior to vesting pursuant to an early exercise feature | 573,941 | 834,137 | 522,202 | ||
Remaining options unvested and outstanding | 188,875 | ||||
Remaining liability related to unvested and outstanding options | $ 300 | ||||
2013 plan | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Performance goal award | 100.00% | ||||
Awards other than stock options and restricted stock units, granted | 0 | 0 | |||
Minimum number of shares added to available for issuance under plan | 4,000,000 | ||||
Percentage of outstanding shares of common stock | 5.00% | ||||
Shares available for future grant | 6,236,470 | ||||
2013 plan | Service providers | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Awards, granted | 0 | 0 | |||
2013 plan | Subsequent Event | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Increased shares available for issuance | 2,100,151 | ||||
1999 stock plan | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Unissued shares | 4,600,000 | ||||
Stock options | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Awards, expiration period | 10 years | ||||
Awards, vesting period | 4 years | ||||
Stock-based compensation expense | $ 6,977 | $ 3,805 | 2,552 | ||
Stock options | 2013 plan | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Maximum exercisable period of options | 30 days | ||||
Stock options | 1999 stock plan | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Maximum exercisable period of options | 3 months | ||||
Restricted stock units | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Awards, vesting period | 4 years | ||||
Stock-based compensation expense | $ 4,790 | $ 566 | $ 58 | ||
Unrecognized compensation cost related to unvested stock options granted | $ 15,900 | ||||
Restricted stock | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Awards, issued | 0 |
Stock-Based Compensation - Comp
Stock-Based Compensation - Components of Stock-Based Compensation Expense Recognized in Earnings (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock-based compensation expense | $ 11,767 | $ 4,371 | $ 4,733 |
Stock options | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock-based compensation expense | 6,977 | 3,805 | 2,552 |
Restricted stock units | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock-based compensation expense | 4,790 | 566 | 58 |
Common stock warrants | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock-based compensation expense | 0 | 0 | 299 |
Common stock call option | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock-based compensation expense | $ 0 | $ 0 | $ 1,824 |
Stock-Based Compensation - Summ
Stock-Based Compensation - Summary of Weighted Average Assumptions Used in Valuation of Stock-Based Awards (Detail) | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |||
Dividend yield | 0.00% | 0.00% | 0.00% |
Volatility | 44.07% | 47.04% | 53.94% |
Expected term (years) | 6 years 3 months 7 days | 6 years 5 months 1 day | 6 years 5 months 5 days |
Risk-free interest rate | 1.57% | 1.81% | 1.38% |
Stock-Based Compensation - Stoc
Stock-Based Compensation - Stock Option Activity (Detail) - USD ($) $ / shares in Units, $ in Thousands | Jun. 13, 2012 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward] | ||||
Number of shares subject to option, Beginning Balance | 4,166,214 | 3,631,272 | ||
Number of shares subject to option, Granted | 1,366,655 | 1,255,088 | ||
Number of shares subject to option, Exercised | (573,941) | (834,137) | (522,202) | |
Number of shares subject to option, Forfeited | (571,054) | (197,574) | ||
Number of shares subject to option, Expired | (283) | (370) | ||
Number of shares subject to option, Ending Balance | 4,127,395 | 4,166,214 | 3,631,272 | |
Number of shares exercisable | 1,192,276 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price [Abstract] | ||||
Weighted average exercise price, beginning balance (in dollars per share) | $ 12.70 | $ 5.78 | ||
Weighted average exercise price, granted (in dollars per share) | 28.43 | 28.96 | ||
Weighted average exercise price, exercised (in dollars per share) | 2.94 | 1.92 | ||
Weighted average exercise price, forfeited (in dollars per share) | 21.98 | 17.30 | ||
Weighted average exercise price, expired (in dollars per share) | 5.95 | 2.34 | ||
Weighted average exercise price, ending balance (in dollars per share) | 18.60 | $ 12.70 | $ 5.78 | |
Weighted average exercise price, exercisable (in dollars per share) | $ 3.01 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Additional Disclosures [Abstract] | ||||
Weighted average remaining contractual term (Years) | 7 years 6 months 25 days | 7 years 6 months 22 days | 7 years 10 months 6 days | |
Weighted average remaining contractual term (Years), Exercisable | 5 years 11 days | |||
Aggregate intrinsic value, balance | $ 67,323 | $ 63,186 | $ 111,150 | |
Aggregate intrinsic value, Exercisable | $ 38,034 |
Stock-Based Compensation - Su57
Stock-Based Compensation - Summary of RSU Activity (Detail) - Restricted stock units - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | |||
Number of shares subject to restriction, Beginning Balance | 422,263 | 7,555 | |
Number of shares subject to restriction, Granted | 585,267 | 426,263 | |
Number of shares subject to restriction, Vested | (4,044) | (5,555) | |
Number of shares subject to restriction, Forfeited | (100,610) | (6,000) | |
Number of shares subject to restriction, Ending Balance | 902,876 | 422,263 | 7,555 |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract] | |||
Weighted average share value, beginning balance (in dollars per share) | $ 28.43 | $ 34.27 | |
Weighted average share value, granted (in dollars per share) | 28.44 | 28.37 | |
Weighted average share value, vested (in dollars per share) | 28.44 | 0 | |
Weighted average share value, forfeited (in dollars per share) | 27.90 | 0 | |
Weighted average share value, ending balance (in dollars per share) | $ 28.49 | $ 28.43 | $ 34.27 |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Aggregate Intrinsic Value [Abstract] | |||
Weighted average remaining contractual term (years) | 1 year 9 months 7 days | 2 years 7 months 13 days | 1 year 2 months 5 days |
Aggregate intrinsic value, balance | $ 31,519 | $ 11,756 | $ 275 |
Stockholders' Equity - Addition
Stockholders' Equity - Additional Information (Detail) $ / shares in Units, $ in Thousands | Jan. 23, 2014 | Jan. 16, 2014USD ($)$ / sharesshares | Aug. 14, 2013USD ($)$ / sharesshares | Jul. 31, 2011USD ($)$ / sharesshares | Dec. 31, 2015USD ($)vote / pure$ / sharesshares | Dec. 31, 2014USD ($)$ / sharesshares | Dec. 31, 2013USD ($) | Dec. 31, 2012USD ($)shares | Aug. 31, 2013shares |
Subsidiary, Sale of Stock [Line Items] | |||||||||
Common stock offering price per share (USD per share) | $ / shares | $ 0.001 | $ 0.001 | |||||||
Reverse stock split ratio | 0.25 | ||||||||
Follow-on public offering shares | 6,072,000 | ||||||||
Follow-on public offering shares sold | 747,500 | ||||||||
Follow-on public offering selling shares sold | 5,324,500 | ||||||||
Follow-on public offering shares price (USD per share) | $ / shares | $ 35.50 | ||||||||
Offering closed date | Jan. 23, 2014 | ||||||||
Net proceeds received | $ | $ 24,800 | $ 0 | $ 24,846 | $ 0 | |||||
Preferred stock, shares authorized | 100,000,000 | 100,000,000 | |||||||
Preferred stock, shares outstanding | 0 | 0 | |||||||
Preferred stock, par value (USD per share) | $ / shares | $ 0.001 | $ 0.001 | |||||||
Preferred stock, shares issued | 0 | 0 | |||||||
Common stock, shares authorized | 1,000,000,000 | 1,000,000,000 | |||||||
Common stock, shares outstanding | 42,003,015 | 41,164,834 | |||||||
Common Stock, number of votes per share | 1 | ||||||||
Repurchase of common stock (shares) | 520,214 | ||||||||
Value of stock repurchase | $ | $ 4,000 | ||||||||
Shares repurchased during period, shares | 17,418,695 | ||||||||
Shares repurchased during period | $ | $ 135,500 | ||||||||
Proceeds related to Warrant exercised | $ | $ 300 | ||||||||
Series A Convertible Preferred Stock | |||||||||
Subsidiary, Sale of Stock [Line Items] | |||||||||
Convertible preferred stock converted into shares of common stock | 17,418,807 | 17,418,807 | |||||||
Preferred stock, shares outstanding | 17,418,807 | ||||||||
Preferred stock issued price per share | $ / shares | $ 7.80 | ||||||||
Proceeds from issuance of convertible preferred stock shares | $ | $ 135,000 | ||||||||
Convertible preferred stock, shares issuable upon conversion | $ / shares | $ 1 | ||||||||
Common stock call option | |||||||||
Subsidiary, Sale of Stock [Line Items] | |||||||||
Repurchase of common stock (shares) | 504,559 | ||||||||
Value of stock repurchase | $ | $ 3,900 | ||||||||
IPO | |||||||||
Subsidiary, Sale of Stock [Line Items] | |||||||||
Common stock offering price per share (USD per share) | $ / shares | $ 21 | ||||||||
Convertible preferred stock converted into shares of common stock | 17,418,807 | ||||||||
Common stock issued | 6,440,000 | ||||||||
Net proceeds from IPO | $ | $ 122,100 |
Retirement Plans - Additional I
Retirement Plans - Additional Information (Detail) - USD ($) | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Defined Benefit Plan Disclosure [Line Items] | |||
Discretionary contributions by employer | $ 0 | $ 0 | $ 0 |
India Gratuity Plan | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Period for which benefit will be paid upon termination | 15 days | ||
Period after which benefit begins to accrue | 5 years | ||
Funding liability, rate of interest under plan | 7.60% | 8.10% | |
Defined benefit plan, retirement age | 58 years | ||
Accrued and other liabilities, current | $ 1,000,000 | $ 900,000 | |
Defined benefit plan, expenses under the plan | $ 200,000 | $ 100,000 | $ 400,000 |
Commitments and Contingencies -
Commitments and Contingencies - Future Minimum Lease Payments under Non-cancelable Operating Lease (Detail) $ in Thousands | Dec. 31, 2015USD ($) |
Operating Leases, Future Minimum Payments Due, Fiscal Year Maturity [Abstract] | |
2,016 | $ 5,917 |
2,017 | 5,694 |
2,018 | 5,047 |
2,019 | 4,175 |
2,020 | 3,746 |
Thereafter | 18,171 |
Total minimum lease payments | $ 42,750 |
Commitments and Contingencies61
Commitments and Contingencies - Additional Information (Detail) $ in Millions | 12 Months Ended | ||
Dec. 31, 2015USD ($)ft² | Dec. 31, 2014USD ($) | Dec. 31, 2013USD ($) | |
Commitments and Contingencies Disclosure [Abstract] | |||
Rent expenses under operating leases | $ 5.3 | $ 4.5 | $ 2.8 |
Lease term period | 11 years | ||
Lease renewal term period | 5 years | ||
Area of leased office space (Square feet) | ft² | 129,000 | ||
Rent for the leased space | $ 37.2 |
Commitments and Contingencies62
Commitments and Contingencies - Changes in Recorded Amount of Accrued Compensation and Deferred Consideration from Acquisitions (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Business Combination Accrued Compensation And Deferred Consideration Payable [Roll Forward] | ||
Accrued compensation liability, beginning balance | $ 1,238 | $ 1,188 |
Accrued compensation liability, payments | (2,544) | (2,256) |
Accrued compensation liability, additional accruals | 1,681 | 2,306 |
Accrued compensation liability, ending balance | 375 | 1,238 |
Deferred consideration liability, beginning balance | 2,075 | 599 |
Deferred consideration liability, payments | (628) | (166) |
Deferred consideration liability, additional accruals | 1,043 | 1,642 |
Deferred consideration liability, ending balance | 2,490 | 2,075 |
Total liability, beginning balance | 3,313 | 1,787 |
Total liability, payments | (3,172) | (2,422) |
Total liability, additional accruals | 2,724 | 3,948 |
Total liability, ending balance | $ 2,865 | $ 3,313 |
Related-Party Transactions - Ad
Related-Party Transactions - Additional Information (Detail) - USD ($) | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Related Party Transactions [Abstract] | |||
Related party transactions | $ 0 | $ 0 | $ 0 |
Segment Information and Geogr64
Segment Information and Geographic Data - Additional Information (Detail) - segment | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Segment Reporting [Abstract] | |||
Number of operating segments | 1 | ||
Non-United States | Geographic Concentration Risk | Sales Revenue | |||
Segment Reporting Information [Line Items] | |||
Concentration benchmark percentage | 16.00% | 16.00% | 15.00% |
Non-United States | Geographic Concentration Risk | Property, Plant and Equipment | |||
Segment Reporting Information [Line Items] | |||
Concentration benchmark percentage | 14.00% | 19.00% | 48.00% |
Segment Information and Geogr65
Segment Information and Geographic Data- Schedule of Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Segment Reporting Information [Line Items] | |||||||||||
Revenue | $ 50,908 | $ 48,379 | $ 47,323 | $ 41,106 | $ 39,325 | $ 37,386 | $ 34,133 | $ 31,401 | $ 187,716 | $ 142,245 | $ 111,136 |
Geographic Concentration Risk | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Revenue | 187,716 | 142,245 | 111,136 | ||||||||
Geographic Concentration Risk | United States | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Revenue | 158,602 | 118,931 | 94,392 | ||||||||
Geographic Concentration Risk | Non-United States | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Revenue | $ 29,114 | $ 23,314 | $ 16,744 |
Segment Information and Geogr66
Segment Information and Geographic Data- Schedule of Plant, Property and Equipment (Details) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 |
Segment Reporting Information [Line Items] | |||
Property and equipment, net | $ 24,416 | $ 22,535 | |
Geographic Concentration Risk | |||
Segment Reporting Information [Line Items] | |||
Property and equipment, net | 24,416 | 22,535 | $ 7,906 |
Geographic Concentration Risk | United States | |||
Segment Reporting Information [Line Items] | |||
Property and equipment, net | 21,040 | 18,143 | 4,140 |
Geographic Concentration Risk | Non-United States | |||
Segment Reporting Information [Line Items] | |||
Property and equipment, net | $ 3,376 | $ 4,392 | $ 3,766 |
Subsequent Events - Additional
Subsequent Events - Additional Information (Detail) - Disposal Group, Not Discontinued Operations - Subsidiaries - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2015 | Jan. 26, 2016 | |
Subsequent Event [Line Items] | ||
Impairment charge | $ 0.3 | |
CrowdTourch LLC | Subsequent Event | ||
Subsequent Event [Line Items] | ||
Disposal of business, consideration received | $ 0.5 |
Unaudited Quarterly Results o68
Unaudited Quarterly Results of Operations - Summary of Unaudited Quarterly Results of Operations (Detail) - USD ($) | 3 Months Ended | 12 Months Ended | ||||||||||||
Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | ||||
Quarterly Financial Information Disclosure [Abstract] | ||||||||||||||
Revenue | $ 50,908,000 | $ 48,379,000 | $ 47,323,000 | $ 41,106,000 | $ 39,325,000 | $ 37,386,000 | $ 34,133,000 | $ 31,401,000 | $ 187,716,000 | $ 142,245,000 | $ 111,136,000 | |||
Cost of revenue | 16,084,000 | 14,725,000 | 14,332,000 | 14,602,000 | 12,869,000 | 11,122,000 | 8,953,000 | 9,122,000 | 59,743,000 | [1] | 42,066,000 | [1] | 31,918,000 | [1] |
Gross profit | 34,824,000 | 33,654,000 | 32,991,000 | 26,504,000 | 26,456,000 | 26,264,000 | 25,180,000 | 22,279,000 | 127,973,000 | 100,179,000 | 79,218,000 | |||
Operating expenses: | ||||||||||||||
Sales and marketing | 19,287,000 | 17,841,000 | 23,063,000 | 17,740,000 | 17,549,000 | 14,571,000 | 15,977,000 | 13,667,000 | 77,931,000 | [1] | 61,764,000 | [1] | 48,405,000 | [1] |
Research and development | 6,668,000 | 5,424,000 | 4,879,000 | 5,035,000 | 3,701,000 | 3,875,000 | 3,284,000 | 3,189,000 | 22,006,000 | [1] | 14,049,000 | [1] | 11,190,000 | [1] |
General and administrative | 10,001,000 | 8,181,000 | 8,550,000 | 7,967,000 | 7,123,000 | 5,812,000 | 4,999,000 | 5,136,000 | 34,699,000 | [1] | 23,070,000 | [1] | 19,422,000 | [1] |
Intangible asset amortization, excluding cost of revenue | 738,000 | 680,000 | 519,000 | 293,000 | 136,000 | 110,000 | 86,000 | 86,000 | 3,424,000 | 866,000 | ||||
Loss on asset disposition | 5,157,000 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 5,411,000 | 487,000 | 0 | |||
Loss (gain) from foreign currency transactions | 148,000 | 1,467,000 | 1,019,000 | (186,000) | 984,000 | 610,000 | (46,000) | (439,000) | 2,448,000 | 1,109,000 | 1,796,000 | |||
Total operating expenses | 41,999,000 | 33,593,000 | 38,030,000 | 30,849,000 | 29,493,000 | 24,978,000 | 24,300,000 | 21,639,000 | 144,471,000 | 100,410,000 | 81,157,000 | |||
Loss from operations | (7,175,000) | 61,000 | (5,039,000) | (4,345,000) | (3,037,000) | 1,286,000 | 880,000 | 640,000 | (16,498,000) | (231,000) | (1,939,000) | |||
Interest income | 656,000 | 679,000 | 577,000 | 544,000 | 504,000 | 450,000 | 362,000 | 279,000 | 2,456,000 | 1,595,000 | 1,015,000 | |||
Other expense | 0 | 0 | 0 | (426,000) | 0 | (434,000) | 0 | 0 | (426,000) | (434,000) | 0 | |||
(Loss) income from operations before income taxes | (6,519,000) | 740,000 | (4,462,000) | (4,227,000) | (2,533,000) | 1,302,000 | 1,242,000 | 919,000 | (14,468,000) | 930,000 | (924,000) | |||
Provision for (benefit from) income taxes | 5,059,000 | (41,000) | 1,213,000 | (1,875,000) | (623,000) | 231,000 | 250,000 | (722,000) | 4,356,000 | (864,000) | 2,315,000 | |||
Net (loss) income | $ (11,578,000) | $ 781,000 | $ (5,675,000) | $ (2,352,000) | $ (1,910,000) | $ 1,071,000 | $ 992,000 | $ 1,641,000 | $ (18,824,000) | $ 1,794,000 | $ (3,239,000) | |||
Net (loss) income per share—basic (USD per share) | $ (0.28) | $ 0.02 | $ (0.14) | $ (0.06) | $ (0.05) | $ 0.03 | $ 0.02 | $ 0.04 | $ (0.45) | $ 0.04 | $ (0.13) | |||
Net (loss) income per share—diluted (USD per share) | $ (0.28) | $ 0.02 | $ (0.14) | $ (0.06) | $ (0.05) | $ 0.02 | $ 0.02 | $ 0.04 | $ (0.45) | $ 0.04 | $ (0.13) | |||
[1] | Stock-based compensation expense included in the above:Cost of revenue$1,934 $820 $1,046Sales and marketing4,250 1,571 2,306Research and development3,410 1,002 609General and administrative2,173 978 772Total$11,767 $4,371 $4,733 |
Schedule II - Valuation and Qua
Schedule II - Valuation and Qualifying Accounts (Detail) - Allowance for doubtful accounts - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Allowance for Doubtful Accounts Receivable [Roll Forward] | |||
Balance at Beginning of Period | $ 339 | $ 731 | $ 505 |
Charged to Costs and Expenses | 1,072 | 317 | 392 |
Charged to Other Accounts | 0 | 0 | 0 |
Deductions | 1,163 | 709 | 166 |
Balance at End of Period | $ 248 | $ 339 | $ 731 |