Segment Reporting | Segment Reporting The Company reports segment information based on its internal reporting used by management for making decisions and assessing performance as the source of its reportable segments. As a result of the acquisition of Lifetouch in the second quarter of 2018, the Company entered into a new business and as a result, the Company has a new reportable and operating segment described further below. The Chief Operating Decision Maker ("CODM") function uses segment margin to evaluate the performance of the segments and allocate resources. Management considers segment margin to be the appropriate metric to evaluate and compare the ongoing performance of each reportable segment as it is the level at which direct costs associated with the performance of the segment are monitored. During the second quarter of 2018, the Company expanded its segment reporting. As a result, the profitability metric by which the Company's CODM measures segment performance and allocates resources changed from segment gross profit to segment margin. Segment margin includes technology and development expenses, sales and marketing expenses, and credit card fees, arriving at a margin for the segment. Segment margin excludes corporate expenses, amortization of intangible assets, stock-based compensation expense, and other non-recurring items including restructuring charges and acquisition-related costs. Corporate expenses include activities that are not directly attributable or allocable to a specific segment. The Company’s segments are determined based on the products and services each segment provides and how the CODM evaluates the business. The Company has the following reportable segments: Shutterfly Consumer - Includes sales from the Company's brands and are derived from the sale of a variety of products, such as cards and stationery, professionally-bound photo books, home décor, personalized gifts, high quality prints, and other photo-based merchandise, and related shipping revenue, as well as rental revenue from its BorrowLenses brand. Revenue from advertising displayed on the Company's websites is also included in Shutterfly Consumer revenue. Lifetouch - Includes revenue from professional photography services provided at schools, preschools and churches, as well as retail studios operated by Lifetouch under the JCPenney Portrait brand. Shutterfly Business Solutions - Includes revenue from personalized direct marketing and other end-consumer communications as well as just-in-time, inventory-free printing for the Company's business customers. Segment assets are not reported to, or used by, the CODM to allocate resources or assess performance of the Company's segments. Accordingly, the Company has not disclosed asset information by segment. Substantially all of the Company's revenue is generated from sales originating in the United States. The Company’s segment results for the three and six months ended June 30, 2018 and 2017 were as follows (dollars in thousands): Three Months Ended Six Months Ended June 30, June 30, 2018 2017 2018 2017 Shutterfly Consumer: Net revenue $ 165,003 $ 179,090 $ 317,062 $ 339,735 Cost of net revenue 86,065 92,049 170,909 181,903 Technology and development 29,830 33,037 61,959 71,966 Sales and marketing 29,956 36,406 60,681 72,144 Credit card fees 4,349 4,654 8,548 8,943 Margin (1) $ 14,803 $ 12,944 $ 14,965 $ 4,779 Margin % 9 % 7 % 5 % 1 % Lifetouch (2) : Net revenue (3) $ 261,911 $ — $ 261,911 $ — Cost of net revenue (4) 91,148 — 91,148 — Technology and development 7,109 — 7,109 — Sales and marketing 86,960 — 86,960 — Credit card fees 1,165 — 1,165 — Margin (1) $ 75,529 $ — $ 75,529 $ — Margin % 29 % — % 29 % — % Shutterfly Business Solutions: Net revenue $ 49,809 $ 29,942 $ 97,475 $ 61,269 Cost of net revenue 41,610 23,900 81,519 47,738 Technology and development 3,049 4,182 6,994 8,511 Sales and marketing 1,619 931 3,069 1,839 Margin (1) $ 3,531 $ 929 $ 5,893 $ 3,181 Margin % 7 % 3 % 6 % 5 % Consolidated Segments: Net revenue (3) $ 476,723 $ 209,032 $ 676,448 $ 401,004 Cost of net revenue (4) 218,823 115,949 343,576 229,641 Technology and development 39,988 37,219 76,062 80,477 Sales and marketing 118,535 37,337 150,710 73,983 Credit card fees 5,514 4,654 9,713 8,943 Margin (1) $ 93,863 $ 13,873 $ 96,387 $ 7,960 Margin % 20 % 7 % 14 % 2 % (1) The margins reported reflect only costs that are directly attributable or allocable to a specific segment and exclude corporate expenses, amortization of intangible assets, stock-based compensation expense and other one-time charges. (2) The Company acquired Lifetouch on April 2, 2018. (3) Yearbook sales and collections for the Lifetouch segment are made throughout the school year, whereas yearbooks are typically delivered toward the end of the school year in the second quarter of the fiscal year. Business combination accounting principles require the Company to record the assumed deferred revenue at fair value on the acquisition date measured based on the cost to manufacture and deliver the yearbooks, plus a profit margin. Segment reporting includes this purchase accounting adjustment which primarily relates to yearbook sales in net revenue for the Lifetouch segment. (4) Business combination accounting principles require the Company to measure acquired inventory at fair value. The fair value of inventory reflects Lifetouch's cost of manufacturing plus a portion of the expected profit margin. Segment reporting excludes this purchase accounting adjustment from cost of net revenue for the Lifetouch segment. The following table reconciles operating segment margin to total operating income (loss) and loss before income taxes, operating segment net revenue to total net revenue, and operating segment cost of net revenue to total cost of net revenue (in thousands): Three Months Ended Six Months Ended 2018 2017 2018 2017 Total margin for operating segments $ 93,863 $ 13,873 $ 96,387 $ 7,960 Purchase accounting deferred revenue adjustment (1) (33,351 ) — (33,351 ) — Purchase accounting inventory adjustment (2) (10,931 ) — (10,931 ) — Corporate expenses (3) (37,012 ) (18,613 ) (55,036 ) (36,825 ) Amortization of intangible assets (12,831 ) (3,860 ) (15,164 ) (8,200 ) Stock-based compensation expense for operating segments (11,697 ) (10,469 ) (23,389 ) (22,788 ) Restructuring (2,952 ) (4,673 ) (2,952 ) (13,649 ) Acquisition-related costs (8,000 ) — (12,585 ) — Capital lease termination — (8,098 ) — (8,098 ) Loss from operations $ (22,911 ) $ (31,840 ) $ (57,021 ) $ (81,600 ) Loss from operations $ (22,911 ) $ (31,840 ) $ (57,021 ) $ (81,600 ) Interest expense (17,769 ) (5,955 ) (27,402 ) (11,919 ) Interest and other income, net 1,561 244 3,310 433 Loss before income taxes $ (39,119 ) $ (37,551 ) $ (81,113 ) $ (93,086 ) Total net revenue for all operating segments $ 476,723 $ 209,032 $ 676,448 $ 401,004 Purchase accounting deferred revenue adjustment (1) (33,351 ) — (33,351 ) — Total net revenue $ 443,372 $ 209,032 $ 643,097 $ 401,004 Total cost of net revenue for all operating segments $ 218,823 $ 115,949 $ 343,576 $ 229,641 Purchase accounting inventory adjustment (2) 10,931 — 10,931 — Stock-based compensation expense for cost of net revenue 943 1,074 1,942 2,243 Amortization of intangible assets for cost of net revenue 2,531 1,182 2,826 2,440 Total cost of net revenue $ 233,228 $ 118,205 $ 359,275 $ 234,324 (1) Yearbook sales and collections for the Lifetouch segment are made throughout the school year, whereas yearbooks are typically delivered toward the end of the school year in the second quarter of the fiscal year. Business combination accounting principles require the Company to record the assumed deferred revenue at fair value on the acquisition date measured based on the cost to manufacture and deliver the yearbooks, plus a profit margin. Segment reporting includes this purchase accounting adjustment which primarily relates to yearbook sales in net revenue for the Lifetouch segment. (2) Business combination accounting principles require the Company to measure acquired inventory at fair value. The fair value of inventory reflects the acquired company’s cost of manufacturing plus a portion of the expected profit margin. Management reporting excludes this purchase accounting adjustment from cost of net revenue for the Lifetouch segment. (3) Corporate expenses include activities that are not directly attributable or allocable to a specific segment. This category consists primarily of expenses related to certain functions performed at the corporate level such as non-manufacturing facilities, human resources, finance and accounting, legal, information technology, integration, etc. |