Document_and_Entity_Informatio
Document and Entity Information | 3 Months Ended | |
Mar. 31, 2015 | 1-May-15 | |
Document and Entity Information | ||
Entity Registrant Name | BOINGO WIRELESS INC | |
Entity Central Index Key | 1169988 | |
Document Type | 10-Q | |
Document Period End Date | 31-Mar-15 | |
Amendment Flag | FALSE | |
Current Fiscal Year End Date | -19 | |
Entity Current Reporting Status | Yes | |
Entity Filer Category | Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 36,625,569 | |
Document Fiscal Year Focus | 2015 | |
Document Fiscal Period Focus | Q1 |
Condensed_Consolidated_Balance
Condensed Consolidated Balance Sheets (USD $) | Mar. 31, 2015 | Dec. 31, 2014 |
In Thousands, unless otherwise specified | ||
Current assets: | ||
Cash and cash equivalents | $10,619 | $8,849 |
Marketable securities | 0 | 1,614 |
Accounts receivable, net | 32,327 | 27,917 |
Prepaid expenses and other current assets | 3,262 | 3,916 |
Deferred tax assets | 787 | 787 |
Total current assets | 46,995 | 43,083 |
Property and equipment, net | 120,760 | 111,772 |
Goodwill | 42,403 | 42,403 |
Intangible assets, net | 18,777 | 19,676 |
Other assets | 2,831 | 2,468 |
Total assets | 231,766 | 219,402 |
Current liabilities: | ||
Accounts payable | 11,367 | 4,004 |
Accrued expenses and other liabilities | 18,756 | 26,109 |
Deferred revenue | 25,164 | 25,488 |
Current portion of long-term debt | 875 | 875 |
Current portion of capital leases | 900 | 309 |
Total current liabilities | 57,062 | 56,785 |
Deferred revenue, net of current portion | 39,021 | 27,267 |
Long-term debt | 7,406 | 2,625 |
Long-term portion of capital leases | 2,010 | 381 |
Deferred tax liabilities | 3,554 | 3,432 |
Other liabilities | 1,794 | 1,482 |
Total liabilities | 110,847 | 91,972 |
Commitments and contingencies (Note 9) | ||
Stockholders' equity: | ||
Preferred stock, $0.0001 par value; 5,000 shares authorized; no shares issued and outstanding | ||
Common stock, $0.0001 par value; 100,000 shares authorized; 36,560 and 36,267 shares issued and outstanding at March 31, 2015 and December 31, 2014, respectively | 4 | 4 |
Additional paid-in capital | 191,388 | 189,725 |
Accumulated deficit | -70,766 | -62,884 |
Accumulated other comprehensive loss | -842 | -443 |
Total common stockholders' equity | 119,784 | 126,402 |
Non-controlling interests | 1,135 | 1,028 |
Total stockholders' equity | 120,919 | 127,430 |
Total liabilities and stockholders' equity | $231,766 | $219,402 |
Condensed_Consolidated_Balance1
Condensed Consolidated Balance Sheets (Parenthetical) (USD $) | Mar. 31, 2015 | Dec. 31, 2014 |
In Thousands, except Per Share data, unless otherwise specified | ||
Condensed Consolidated Balance Sheets | ||
Preferred stock, par value (in dollars per share) | $0.00 | $0.00 |
Preferred stock, shares authorized | 5,000 | 5,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value (in dollars per share) | $0.00 | $0.00 |
Common stock, shares authorized | 100,000 | 100,000 |
Common stock, shares issued | 36,560 | 36,267 |
Common stock, shares outstanding | 36,560 | 36,267 |
Condensed_Consolidated_Stateme
Condensed Consolidated Statements of Operations (USD $) | 3 Months Ended | |
In Thousands, except Per Share data, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
Condensed Consolidated Statements of Operations | ||
Revenue | $29,392 | $26,452 |
Costs and operating expenses: | ||
Network access | 13,623 | 12,925 |
Network operations | 8,039 | 5,824 |
Development and technology | 4,191 | 3,671 |
Selling and marketing | 4,416 | 3,885 |
General and administrative | 5,833 | 4,395 |
Amortization of intangible assets | 893 | 925 |
Total costs and operating expenses | 36,995 | 31,625 |
Loss from operations | -7,603 | -5,173 |
Interest and other (expense) income, net | -20 | 19 |
Loss before income taxes | -7,623 | -5,154 |
Income tax expense | 204 | 148 |
Net loss | -7,827 | -5,302 |
Net income attributable to non-controlling interests | 55 | 146 |
Net loss attributable to common stockholders | ($7,882) | ($5,448) |
Net loss per share attributable to common stockholders: | ||
Basic (in dollars per share) | ($0.22) | ($0.15) |
Diluted (in dollars per share) | ($0.22) | ($0.15) |
Weighted average shares used in computing net loss per share attributable to common stockholders: | ||
Basic (in shares) | 36,390 | 35,350 |
Diluted (in shares) | 36,390 | 35,350 |
Condensed_Consolidated_Stateme1
Condensed Consolidated Statements of Comprehensive Income (Loss) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
Condensed Consolidated Statements of Comprehensive Income (Loss) | ||
Net loss | ($7,827) | ($5,302) |
Other comprehensive loss, net of tax | ||
Foreign currency translation adjustments | -347 | |
Comprehensive loss | -8,174 | -5,302 |
Comprehensive income attributable to non-controlling interest | 107 | 146 |
Comprehensive loss attributable to common stockholders | ($8,281) | ($5,448) |
Condensed_Consolidated_Stateme2
Condensed Consolidated Statement of Stockholders' Equity (USD $) | Common Stock | Additional Paid-in Capital | Accumulated Deficit | Accumulated Other Comprehensive Income (Loss) [Member] | Non-controlling Interests | Total |
In Thousands | ||||||
Balance at Dec. 31, 2014 | $4 | $189,725 | ($62,884) | ($443) | $1,028 | $127,430 |
Balance (in shares) at Dec. 31, 2014 | 36,267 | |||||
Issuance of common stock under stock incentive plans | 290 | 290 | ||||
Issuance of common stock under stock incentive plans (in shares) | 293 | |||||
Shares withheld for taxes | -679 | -679 | ||||
Stock-based compensation expense | 2,052 | 2,052 | ||||
Net (loss) income | -7,882 | 55 | -7,827 | |||
Other comprehensive (loss) income | -399 | 52 | -347 | |||
Balance at Mar. 31, 2015 | $4 | $191,388 | ($70,766) | ($842) | $1,135 | $120,919 |
Balance (in shares) at Mar. 31, 2015 | 36,560 |
Condensed_Consolidated_Stateme3
Condensed Consolidated Statements of Cash Flows (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
Cash flows from operating activities | ||
Net loss | ($7,827) | ($5,302) |
Adjustments to reconcile net loss including non-controlling interests to net cash provided by operating activities: | ||
Depreciation and amortization of property and equipment | 8,054 | 5,784 |
Amortization of intangible assets | 893 | 925 |
Loss on disposal of fixed assets | 91 | |
Stock-based compensation | 1,835 | 1,517 |
Change in fair value of contingent consideration | -114 | -378 |
Change in deferred income taxes | 122 | |
Changes in operating assets and liabilities: | ||
Accounts receivable | -4,477 | -1,719 |
Prepaid expenses and other assets | 199 | 13 |
Accounts payable | 4,490 | -156 |
Accrued expenses and other liabilities | -2,221 | -291 |
Deferred revenue | 11,430 | 7,678 |
Net cash provided by operating activities | 12,475 | 8,071 |
Cash flows from investing activities | ||
Purchases of marketable securities | -22,682 | |
Proceeds from sales of marketable securities | 1,614 | 18,358 |
Purchases of property and equipment | -16,600 | -16,004 |
Net cash used in investing activities | -14,986 | -20,328 |
Cash flows from financing activities | ||
Proceeds from credit facility | 5,000 | |
Proceeds from exercise of stock options | 290 | 95 |
Principal payments on debt | -219 | |
Payments of capital leases and notes payable | -97 | -180 |
Payment of other acquisition related consideration | -275 | |
Payments of withholding tax on net issuance of restricted stock units | -679 | -586 |
Payments to non-controlling interests | -619 | |
Net cash provided by (used in) financing activities | 4,295 | -1,565 |
Effect of Exchange Rate on Cash | ||
Effect of exchange rates on cash | -14 | |
Net increase (decrease) in cash and cash equivalents | 1,770 | -13,822 |
Cash and cash equivalents at beginning of period | 8,849 | 27,338 |
Cash and cash equivalents at end of period | 10,619 | 13,516 |
Supplemental disclosure of non-cash investing and financing activities | ||
Property and equipment costs in accounts payable, accrued expenses and other liabilities | 9,868 | 8,483 |
Acquisition of equipment under capital leases | $2,297 |
The_business
The business | 3 Months Ended |
Mar. 31, 2015 | |
The business | |
The business | |
1. The business | |
Boingo Wireless, Inc. and its subsidiaries (collectively “we, “us”, “our” or “the Company”) is a leading global provider of mobile Internet solutions for smartphones, tablet computers, laptops, and other wireless-enabled consumer devices. The Company has more than a million small cell networks for cellular distributed antenna system (“DAS”) and Wi-Fi access that reach more than one billion consumers annually. Boingo Wireless, Inc. was incorporated on April 16, 2001 in the State of Delaware. We have a diverse monetization model that enables us to generate revenues from wholesale partnerships, retail sales, and advertising across these small cell networks. Wholesale offerings include Wi-Fi roaming, private label Wi-Fi, location based services, and DAS, which are cellular extension networks. Retail products include Wi-Fi subscriptions and day passes that provide access to more than one million commercial hotspots worldwide, and Internet Protocol television (“IPTV”) services and broadband for military barracks. Advertising revenue is driven by Wi-Fi sponsorships at airports, hotels, cafes and restaurants, and public spaces. Our customers include some of the world’s largest carriers, telecommunications service providers and global consumer brands, as well as Internet savvy consumers on the go and troops stationed at U.S. military bases. | |
Summary_of_significant_account
Summary of significant accounting policies | 3 Months Ended | |||||||
Mar. 31, 2015 | ||||||||
Summary of significant accounting policies | ||||||||
Summary of significant accounting policies | ||||||||
2. Summary of significant accounting policies | ||||||||
Basis of presentation | ||||||||
The accompanying interim unaudited condensed consolidated financial statements and related notes for the three months ended March 31, 2015 and 2014 are unaudited. The unaudited interim condensed consolidated financial information has been prepared in accordance with the rules and regulations of the SEC for interim financial information. Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles (“GAAP”) in the United States of America (“U.S.”) for complete financial statements. These financial statements should be read in conjunction with the audited consolidated financial statements and the accompanying notes for the year ended December 31, 2014 contained in our annual report on Form 10-K filed with the SEC on March 16, 2015. The unaudited interim condensed consolidated financial statements have been prepared on the same basis as the annual consolidated financial statements and in the opinion of management, reflect all adjustments, consisting of normal recurring adjustments, necessary for a fair statement of our results of operations and cash flows for the three months ended March 31, 2015 and 2014, and our financial position as of March 31, 2015. The year-end balance sheet data was derived from audited consolidated financial statements, but does not include all disclosures required by GAAP. Interim results are not necessarily indicative of the results to be expected for an entire year or any other future year or interim period. | ||||||||
Principles of consolidation | ||||||||
The unaudited condensed consolidated financial statements include our accounts and the accounts of our majority owned subsidiaries. We consolidate our 70% ownership of Concourse Communications Detroit, LLC, our 70% ownership of Chicago Concourse Development Group, LLC and our 75% ownership of Boingo Holding Participacoes Ltda. in accordance with Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 810, Consolidation. Other parties’ interests in consolidated entities are reported as non-controlling interests. All intercompany balances and transactions have been eliminated in consolidation. | ||||||||
Segment and geographical information | ||||||||
We operate as one reportable segment; a service provider of mobile Internet solutions across our managed and operated network and aggregated network for mobile devices such as laptops, smartphones, tablet computers and other wireless-enabled consumer devices. This single segment is consistent with the internal organization structure and the manner in which operations are reviewed and managed by our Chief Executive Officer, the chief operating decision maker. | ||||||||
All significant long-lived tangible assets are held in the U.S. We do not disclose sales by geographic area because to do so would be impracticable. In our annual report on Form 10-K filed with the SEC on March 16, 2015, we updated our presentation of retail and wholesale revenue sources to provide increased visibility into the revenue streams that are the focus of our current and future operational and development efforts. Our retail revenue sources were previously differentiated based on our retail plan types—subscription or single-use. We believe that it would be more relevant to differentiate our individual users based on the nature of the users—retail users who purchase Internet access at our managed and operated hotspots and select partner locations or military users who purchase Internet access or IPTV services for individual use on U.S. military bases. We also previously combined our wholesale DAS and Wi-Fi revenues and we believe that it would be better to disaggregate these wholesale product revenues going forward by DAS and Wi-Fi given the current development of these products. As a result, we have also reclassified our revenues by primary revenue source for the three months ended March 31, 2014 for comparability purposes. | ||||||||
The following is a summary of our revenue by primary revenue source: | ||||||||
Three Months Ended | ||||||||
March 31, | ||||||||
2015 | 2014 | |||||||
Revenue: | ||||||||
Retail | $ | 8,709 | $ | 10,354 | ||||
DAS | 9,596 | 7,818 | ||||||
Wholesale—Wi-Fi | 4,170 | 3,305 | ||||||
Military | 3,514 | 476 | ||||||
Advertising and other | 3,403 | 4,499 | ||||||
Total revenue | $ | 29,392 | $ | 26,452 | ||||
Marketable securities | ||||||||
Our marketable securities consist of available-for-sale securities with original maturities exceeding three months. In accordance with FASB ASC 320, Investments—Debt and Equity Securities, we have classified securities, which have readily determinable fair values and are highly liquid, as short-term because such securities are expected to be realized within a one-year period. At March 31, 2015 and December 31, 2014, we had $0 and $1,614, respectively, in marketable securities. | ||||||||
Marketable securities are reported at fair value with the related unrealized gains and losses reported as other comprehensive income (loss) until realized or until a determination is made that an other-than-temporary decline in market value has occurred. No significant unrealized gains and losses have been reported during the periods presented. Factors considered by us in assessing whether an other-than-temporary impairment has occurred include the nature of the investment, whether the decline in fair value is attributable to specific adverse conditions affecting the investment, the financial condition of the investee, the severity and the duration of the impairment and whether we have the ability to hold the investment to maturity. When it is determined that an other-than-temporary impairment has occurred, the investment is written down to its market value at the end of the period in which it is determined that an other-than-temporary decline has occurred. The cost of marketable securities sold is based upon the specific identification method. Any realized gains or losses on the sale of investments are reflected as a component of interest and other (expense) income, net. | ||||||||
For the three months ended March 31, 2015 and 2014, we had no significant realized or unrealized gains or losses from investments in marketable securities classified as available-for-sale. As of March 31, 2015 and December 31, 2014, we had no unrealized gains or losses in accumulated other comprehensive loss. | ||||||||
Revenue recognition | ||||||||
We generate revenue from several sources including: (i) retail and military customers under subscription plans for month-to-month network access that automatically renew, and retail and military single-use access from sales of hourly, daily or other single-use access plans, (ii) DAS customers that are telecom operators under long-term contracts for access to our DAS at our managed and operated locations, (iii) arrangements with wholesale Wi-Fi customers that provide software licensing, network access, and/or professional services fees, and (iv) display advertisements and sponsorships on our walled garden sign-in pages. Software licensed by our wholesale platform services customers can only be used during the term of the service arrangements and has no utility to them upon termination of the service arrangement. | ||||||||
We recognize revenue when an arrangement exists, services have been rendered, fees are fixed or determinable, no significant obligations remain related to the earned fees and collection of the related receivable is reasonably assured. | ||||||||
Subscription fees from retail and military customers are paid monthly in advance and revenue is deferred for the portions of monthly recurring subscription fees collected in advance. We provide refunds for our retail and military services on a case-by-case basis. These amounts are not significant and are recorded as contra-revenue in the period the refunds are made. Subscription fee revenue is recognized ratably over the subscription period. Revenue generated from retail and military single-use access is recognized when access is provided. | ||||||||
Revenue generated from access to our DAS networks consists of build-out fees and recurring access fees under certain long-term contracts with telecom operators. Build-out fees paid upfront are generally deferred and recognized ratably over the term of the estimated customer relationship period, once the build-out is complete. Periodically, we install and sell Wi-Fi and DAS networks to customers where we do not have service contracts or remaining obligations beyond the installation of those networks and we recognize build-out fees for such projects as revenue when the installation work is completed and the network has been accepted by the customer. Minimum monthly access fees for usage of the DAS networks are non-cancellable and generally escalate on an annual basis. These minimum monthly access fees are recognized ratably over the term of the telecom operator agreement. The initial term of our contracts with telecom operators generally range from five to ten years and the agreements generally contain renewal clauses. Revenue from DAS network access fees in excess of the monthly minimums is recognized when earned. | ||||||||
Services provided to wholesale Wi-Fi partners generally contain several elements including: (i) a term license to use our software to access our Wi-Fi network, (ii) access fees for Wi-Fi network usage, and/or (iii) professional services for software integration and customization and to maintain the Wi-Fi service. The term license, monthly minimum network access fees and professional services are billed on a monthly basis based upon predetermined fixed rates. Once the term license for integration and customization are delivered, the fees from the arrangement are recognized ratably over the remaining term of the service arrangement. The initial term of the license agreements is generally between one to five years and the agreements generally contain renewal clauses. Revenue for Wi-Fi network access fees in excess of the monthly minimum amounts is recognized when earned. All elements within existing service arrangements are generally delivered and earned concurrently throughout the term of the respective service arrangement. | ||||||||
In instances where the minimum monthly Wi-Fi and DAS network access fees escalate over the term of the wholesale service arrangement, an unbilled receivable is recognized when performance is within our control and when we have reasonable assurance that the unbilled receivable balance will be collected. | ||||||||
We adopted the provisions of Accounting Standards Update (“ASU”) 2009- 13, Revenue Recognition (Topic 605)—Multiple-Deliverable Revenue Arrangements (“ASU 2009-13”), on a prospective basis on January 1, 2011. For multiple-deliverable arrangements entered into prior to January 1, 2011 that are accounted for under ASC 605-25, Revenue Recognition—Multiple-Deliverable Revenue Arrangements, we defer recognition of revenue for the full arrangement and recognize all revenue ratably over the wholesale service period for Wi-Fi platform service arrangements and the term of the estimated customer relationship period for DAS arrangements, as we do not have evidence of fair value for the undelivered elements in the arrangement. For multiple-deliverable arrangements entered into or materially modified after January 1, 2011 that are accounted for under ASC 605-25, we evaluate whether or not separate units of accounting exist and then allocate the arrangement consideration to all units of accounting based on the relative selling price method using estimated selling prices if vendor specific objective evidence and third party evidence is not available. We recognize the revenue associated with the separate units of accounting upon completion of such services or ratably over the wholesale service period for Wi-Fi platform service arrangements and the term of the estimated customer relationship period for DAS arrangements. | ||||||||
Advertising revenue is generated from advertisements on our managed and operated or partner networks. In determining whether an arrangement exists, we ensure that a binding arrangement is in place, such as a standard insertion order or a fully executed customer-specific agreement. Obligations pursuant to our advertising revenue arrangements typically include a minimum number of units or the satisfaction of certain performance criteria. Advertising and other revenue is recognized when the services are performed. | ||||||||
Foreign currency translation | ||||||||
Our Brazilian subsidiary uses the Brazilian Real as its functional currency. Assets and liabilities of our Brazilian subsidiary are translated to U.S. dollars at period-end rates of exchange, and revenues and expenses are translated at average exchange rates prevailing for each month. The resulting translation adjustments are made directly to a separate component of other comprehensive loss, which is reflected in stockholders’ equity in our condensed consolidated balance sheets. As of March 31, 2015 and December 31, 2014, the Company had $842 and $443, respectively, of cumulative foreign currency translation adjustments, net of tax, which was $0 as of March 31, 2015 and December 31, 2014 due to the full valuation allowance established against our deferred tax assets, in accumulated other comprehensive loss. | ||||||||
Some of our subsidiaries also enter into transactions and have monetary assets and liabilities that are denominated in a currency other than the entities’ respective functional currencies. Gains and losses from the revaluation of foreign currency transactions and monetary assets and liabilities are included in the condensed consolidated statements of operations. | ||||||||
Recent accounting pronouncements | ||||||||
In April 2015, the FASB issued ASU 2015-15, Customer’s Accounting for Fees Paid in a Cloud Computing Arrangement, which provides guidance to customers about whether a cloud computing arrangement includes a software license. If a cloud computing arrangement includes a software license, then the customer should account for the arrangement for the software license element of the arrangement consistent with the acquisition of other software licenses. If a cloud computing arrangement does not include a software license, the customer should account for the arrangement as a service contract. The standard is effective for annual periods beginning after December 15, 2015, and interim periods within those fiscal years. Early adoption is permitted for all entities. An entity may choose to adopt the new standard either retrospectively or prospectively. We are currently evaluating the expected impact of this new standard on our cloud computing arrangements in our consolidated financial statements. | ||||||||
In April 2015, the FASB issued ASU 2015-03, Simplifying the Presentation of Debt Issuance Costs, which requires entities to present debt issuance costs related to a recognized debt liability as a direct deduction from the debt liability, similar to the presentation of debt discounts, except when incurred before receipt of the funding from the associated debt liability. The costs will continue to be amortized to interest expense. The standard will be effective for fiscal years beginning after December 15, 2015, and interim periods within those fiscal years. Early adoption is permitted. An entity must adopt the new standard retrospectively for all prior periods presented in the financial statements. We have not elected to early adopt this standard. As of March 31, 2015 and December 31, 2014, we have classified debt issuance costs of $178 and $178, respectively, within prepaid expenses and other current assets, and $470 and $514, respectively, within other assets in the condensed consolidated balance sheets. | ||||||||
In February 2015, the FASB issued ASU 2015-02, Consolidation — Amendments to the Consolidation Analysis, which amends the current consolidation guidance and ends the deferral granted to investment companies from applying the variable interest entity (VIE) guidance. The standard will be effective for fiscal years beginning after December 15, 2015. Early adoption is permitted. We are currently evaluating the expected impact of this new standard. | ||||||||
In August 2014, the FASB issued ASU 2014-15, Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern, which explicitly requires management to assess an entity’s ability to continue as a going concern in connection with each annual and interim period. Management will assess if there is substantial doubt about an entity’s ability to continue as a going concern within one year of the date the financial statements are issued. Disclosures will be required if conditions give rise to substantial doubt. The standard will be effective for the first annual period ending after December 15, 2016. Early adoption is permitted. We are currently evaluating the expected impact of this new standard. | ||||||||
In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers, which is intended to improve and converge the financial reporting requirements for revenue from contracts with customers between U.S. GAAP and International Accounting Standards. In accordance with this new standard, an entity would recognize revenue to depict the transfer of promised goods or services. The standard establishes a five-step model and related application guidance, which will replace most existing revenue recognition guidance in U.S. GAAP. The standard will be effective for annual and interim periods in fiscal years beginning after December 15, 2016. Early adoption is not permitted. An entity may choose to adopt the new standard either retrospectively or through a cumulative effect adjustment as of the start of the first period for which it applies the new standard. We are currently evaluating the expected impact of this new standard on our reporting of revenue contracts in our consolidated financial statements. | ||||||||
Cash_and_cash_equivalents
Cash and cash equivalents | 3 Months Ended | |||||||
Mar. 31, 2015 | ||||||||
Cash and cash equivalents | ||||||||
Cash and cash equivalents | ||||||||
3. Cash and cash equivalents | ||||||||
Cash and cash equivalents consisted of the following: | ||||||||
March 31, | December 31, | |||||||
2015 | 2014 | |||||||
Cash and cash equivalents: | ||||||||
Cash | $ | 8,390 | $ | 3,247 | ||||
Money market accounts | 2,229 | 5,602 | ||||||
Total cash and cash equivalents | $ | 10,619 | $ | 8,849 | ||||
Short-term marketable securities: | ||||||||
Marketable securities | $ | — | $ | 1,614 | ||||
Total short-term marketable securities | $ | — | $ | 1,614 | ||||
For the three months ended March 31, 2015 and 2014, interest income was $1 and $48, respectively, which is included in interest and other (expense) income, net in the accompanying condensed consolidated statements of operations. | ||||||||
Property_and_equipment
Property and equipment | 3 Months Ended | |||||||
Mar. 31, 2015 | ||||||||
Property and equipment | ||||||||
Property and equipment | ||||||||
4. Property and equipment | ||||||||
The following is a summary of property and equipment, at cost less accumulated depreciation and amortization: | ||||||||
March 31, | December 31, | |||||||
2015 | 2014 | |||||||
Leasehold improvements | $ | 157,656 | $ | 152,627 | ||||
Construction in progress | 28,939 | 20,104 | ||||||
Computer equipment | 10,170 | 7,909 | ||||||
Software | 18,492 | 17,827 | ||||||
Office equipment | 327 | 297 | ||||||
Total property and equipment | 215,584 | 198,764 | ||||||
Less: accumulated depreciation and amortization | (94,824 | ) | (86,992 | ) | ||||
Total property and equipment, net | $ | 120,760 | $ | 111,772 | ||||
Depreciation and amortization expense, which includes depreciation and amortization for property and equipment under capital leases, is allocated as follows on the accompanying condensed consolidated statements of operations: | ||||||||
Three Months Ended | ||||||||
March 31, | ||||||||
2015 | 2014 | |||||||
Network access | $ | 4,832 | $ | 3,862 | ||||
Network operations | 1,986 | 1,187 | ||||||
Development and technology | 1,174 | 697 | ||||||
General and administrative | 62 | 38 | ||||||
Total depreciation and amortization of property and equipment | $ | 8,054 | $ | 5,784 | ||||
Fair_value_measurement
Fair value measurement | 3 Months Ended | |||||||||||||
Mar. 31, 2015 | ||||||||||||||
Fair value measurement | ||||||||||||||
Fair value measurement | ||||||||||||||
5. Fair value measurement | ||||||||||||||
ASC 820 establishes a three-tiered hierarchy that draws a distinction between market participant assumptions based on (i) quoted prices (unadjusted) in active markets for identical assets and liabilities (Level 1); (ii) inputs other than quoted prices in active markets that are observable either directly or indirectly (Level 2); and (iii) unobservable inputs that require us to use present value and other valuation techniques in the determination of fair value (Level 3). The following table sets forth our financial assets and liabilities that are measured at fair value on a recurring basis: | ||||||||||||||
At March 31, 2015 | Level 1 | Level 2 | Level 3 | Total | ||||||||||
Assets: | ||||||||||||||
Money market accounts | $ | 2,229 | $ | — | $ | — | $ | 2,229 | ||||||
Total assets | $ | 2,229 | $ | — | $ | — | $ | 2,229 | ||||||
Liabilities: | ||||||||||||||
Contingent consideration | $ | — | $ | — | $ | 17 | $ | 17 | ||||||
Total liabilities | $ | — | $ | — | $ | 17 | $ | 17 | ||||||
At December 31, 2014 | Level 1 | Level 2 | Level 3 | Total | ||||||||||
Assets: | ||||||||||||||
Money market accounts | $ | 5,602 | $ | — | $ | — | $ | 5,602 | ||||||
Marketable securities | — | 1,614 | — | 1,614 | ||||||||||
Total assets | $ | 5,602 | $ | 1,614 | $ | — | $ | 7,216 | ||||||
Liabilities: | ||||||||||||||
Contingent consideration | $ | — | $ | — | $ | 131 | $ | 131 | ||||||
Total liabilities | $ | — | $ | — | $ | 131 | $ | 131 | ||||||
Our marketable securities utilize Level 2 inputs and consist primarily of corporate securities which include commercial paper and corporate debt instruments including notes issued by foreign or domestic corporations which pay in U.S. dollars and carry a rating of A or better. We have evaluated the various types of securities in our investment portfolio to determine an appropriate fair value hierarchy level based upon trading activity and the observability of market inputs. Due to variations in trading volumes and the lack of quoted market prices in active markets, our fixed maturities are classified as Level 2 securities. The fair value of our fixed maturity marketable securities is derived through the use of a third party pricing source or recent reported trades for identical or similar securities, making adjustments through the reporting date based upon available market observable data. | ||||||||||||||
The Company used the income approach to value the contingent consideration as of March 31, 2015. The contingent consideration used a discounted cash flow method with probability weighted cash flows for Endeka Group, Inc., which we acquired in February 2013. The following table presents a reconciliation of the beginning and ending amounts related to the fair value of contingent consideration categorized as Level 3: | ||||||||||||||
Balance, January 1, 2015 | $ | 131 | ||||||||||||
Change in fair value | (114 | ) | ||||||||||||
Balance, March 31, 2015 | $ | 17 | ||||||||||||
Accrued_expenses_and_other_lia
Accrued expenses and other liabilities | 3 Months Ended | |||||||
Mar. 31, 2015 | ||||||||
Accrued expenses and other liabilities | ||||||||
Accrued expenses and other liabilities | ||||||||
6. Accrued expenses and other liabilities | ||||||||
Accrued expenses and other liabilities consisted of the following: | ||||||||
March 31, | December 31, | |||||||
2015 | 2014 | |||||||
Revenue share | $ | 3,641 | $ | 5,683 | ||||
Salaries and wages | 2,583 | 2,389 | ||||||
Accrued for construction-in-progress | 4,786 | 9,438 | ||||||
Accrued partner network | 1,066 | 1,105 | ||||||
Settlement liabilities | 1,013 | 1,850 | ||||||
Accrued professional fees | 533 | 1,241 | ||||||
Accrued taxes | 570 | 327 | ||||||
Deferred rent | 11 | 18 | ||||||
Holdback liabilities | 1,600 | 1,615 | ||||||
Contingent consideration | 17 | 131 | ||||||
Other | 2,936 | 2,312 | ||||||
Total accrued expenses and other liabilities | $ | 18,756 | $ | 26,109 | ||||
Income_taxes
Income taxes | 3 Months Ended |
Mar. 31, 2015 | |
Income taxes | |
Income taxes | |
7. Income taxes | |
We calculate our interim income tax provision in accordance with ASC 270, Interim Reporting, and ASC 740, Accounting for Income Taxes. At the end of each interim period, we estimate the annual effective tax rate and apply that rate to our ordinary quarterly earnings. The tax expense or benefit related to significant, unusual, or extraordinary items is recognized in the interim period in which those items occur. In addition, the effect of changes in enacted tax laws, rates, or tax status is recognized in the interim period in which the change occurs. | |
The computation of the annual estimated effective tax rate at each interim period requires certain estimates and significant judgment, including the expected operating income (loss) for the year, projections of the proportion of income (loss) earned and taxed in various states, permanent and temporary differences as a result of differences between amounts measured and recognized in accordance with tax laws and financial accounting standards, and the likelihood of recovering deferred tax assets generated in the current year. The accounting estimates used to compute the provision for income taxes may change as new events occur, additional information is obtained, or as the tax environment changes. | |
Income tax expense of $204 and $148 reflects an effective tax rate of 2.7% and 2.9% for the three months ended March 31, 2015 and 2014, respectively. Our effective tax rate differs from the statutory rate primarily due to our valuation allowance for the three months ended March 31, 2015 and 2014. At March 31, 2015, we have net deferred tax liabilities of $2,767. As of March 31, 2015 and December 31, 2014, we had $465 and $459, respectively, of uncertain tax positions, $106 of which is a reduction to deferred tax assets, which is presented net of uncertain tax positions, in the accompanying condensed consolidated balance sheets. We accrue interest and penalties related to unrecognized tax benefits as a component of income taxes. As of March 31, 2015 and December 31, 2014, we have accrued $73 and $67, respectively, for related interest, net of federal income tax benefits, and penalties. The amount of unrecognized tax benefits that, if recognized, would affect the effective tax rate as of March 31, 2015 was $286. | |
We are subject to taxation in the United States and in various states. Our tax years 2012 and forward are subject to examination by the IRS and our tax years 2010 and forward are subject to examination by material state jurisdictions. However, due to prior year loss carryovers, the IRS and state tax authorities may examine any tax years for which the carryovers are used to offset future taxable income. | |
Credit_Facility
Credit Facility | 3 Months Ended | ||||
Mar. 31, 2015 | |||||
Credit Facility | |||||
Credit Facility | |||||
8. Credit Facility | |||||
On November 21, 2014, we entered into a Credit Agreement (the “Credit Agreement”) and related agreements with Bank of America, N.A. acting as agent for lenders named therein, including Bank of America, N.A. and Silicon Valley Bank (the “Lenders”), for a secured credit facility in the form of a revolving line of credit in the initial amount of up to $46,500, with an option to increase the available amount to $86,500 upon the satisfaction of certain conditions (the “Revolving Line of Credit”) and a term loan of $3,500 (the “Term Loan” and together with the Revolving Line of Credit, the “Credit Facility”). We may use borrowings under the Credit Facility for general working capital and corporate purposes. In general, amounts borrowed under the Credit Facility are secured by a lien against all of our assets, with certain exclusions. | |||||
As of March 31, 2015 and December 31, 2014, $5,000 and $0, respectively, was outstanding under the Revolving Line of Credit. Amounts outstanding under the Revolving Line of Credit are classified within long-term debt in our condensed consolidated balance sheet as of March 31, 2015 as the Credit Facility matures on November 21, 2018 and we do not expect to repay any of the outstanding debt in the next twelve-month period. Subsequent to March 31, 2015, we borrowed an additional $10,000 under the Revolving Line of Credit. The Revolving Line of Credit requires quarterly payments of interest and matures on November 21, 2018, but may be prepaid in whole or part at any time. Amounts borrowed under the Revolving Line of Credit and Term Loan will bear, at our election, a variable interest at LIBOR plus 2.5% - 3.5% or Lender’s Prime Rate plus 1.5% - 2.5% per year and we will pay a fee of 0.375% - 0.5% per year on any unused portion of the Revolving Line of Credit. As of March 31, 2015 and December 31, 2014, $3,281 and $3,500, respectively, was outstanding under the Tem Loan. The Term Loan requires quarterly payments of interest and principal, amortizing fully over the four-year-term such that it is repaid in full on the maturity date of November 21, 2018, but may be prepaid in whole or part at any time. Repayment of amounts borrowed under the Credit Facility may be accelerated in the event that we are in violation of the representations, warranties and covenants made in the Credit Agreement, including certain financial covenants set forth therein, and under other specified default events including, but not limited to, non-payment or inability to pay debt, breach of cross default provisions, insolvency provisions, and change of control. | |||||
Principal payments due under our Term Loan through 2018 are as follows: | |||||
Period | Principal | ||||
Payments | |||||
April 1, 2015 — December 31, 2015 | $ | 656 | |||
January 1, 2016 — December 31, 2016 | 875 | ||||
January 1, 2017 — December 31, 2017 | 875 | ||||
January 1, 2018 — December 31, 2018 | 875 | ||||
$ | 3,281 | ||||
We are subject to customary covenants, including a minimum quarterly consolidated leverage ratio, a maximum quarterly consolidated fixed charge coverage ratio, and monthly liquidity minimums. We were in compliance with all such financial covenants as of March 31, 2015. We are also subject to certain non-financial covenants, and we were also in compliance with all such non-financial covenants as of March 31, 2015. | |||||
We incurred debt issuance costs of $711. Debt issuance costs are amortized on a straight-line basis over the four year term of the Credit Facility. Amortization expense related to debt issuance costs are included in interest and other (expense) income in the accompanying condensed consolidated statements of operations for the three months ended March 31, 2015. Amortization and interest expense capitalized during the three months ended March 31, 2015 amounted to $76. Interest rates for our Credit Facility for the three months ended March 31, 2015 ranged from 2.67% to 2.74%. | |||||
Amortization expense for our debt issuance costs through 2018 is as follows: | |||||
Period | Amortization | ||||
Expense | |||||
April 1, 2015 — December 31, 2015 | $ | 133 | |||
January 1, 2016 — December 31, 2016 | 178 | ||||
January 1, 2017 — December 31, 2017 | 178 | ||||
January 1, 2018 — December 31, 2018 | 158 | ||||
$ | 647 | ||||
Commitments_and_contingencies
Commitments and contingencies | 3 Months Ended |
Mar. 31, 2015 | |
Commitments and contingencies | |
Commitments and contingencies | |
9. Commitments and contingencies | |
Letters of credit | |
We have entered into Letter of Credit Authorization agreements (collectively, “Letters of Credit”), which are issued under our Credit Agreement. The Letters of Credit are irrevocable and serve as performance guarantees that will allow our customers to draw upon the available funds if we are in default. As of March 31, 2015, we have Letters of Credit totaling $3,906 that are scheduled to expire over the next year. There have been no drafts drawn under these Letters of Credit as of March 31, 2015. | |
Legal proceedings | |
From time to time, we may be subject to claims, suits, investigations and proceedings arising out of the normal course of business. We are not currently a party to any litigation that we believe could have a material adverse effect on our business, financial position, results of operations or cash flows. | |
Other matters | |
We have received a claim from one of our venue partners with respect to contractual terms on our revenue share payments. We consider this claim to be without merit and plan to defend against such claim; however, we believe it is reasonably possible a loss ranging from $0 to $3,000 was incurred. We are not currently a party to any other claims that we believe could have a material adverse effect on our business, financial position, results of operations or cash flows. | |
Stock_incentive_plans
Stock incentive plans | 3 Months Ended | |||||||||||
Mar. 31, 2015 | ||||||||||||
Stock incentive plans | ||||||||||||
Stock incentive plans | ||||||||||||
10. Stock incentive plans | ||||||||||||
In March 2011, our board of directors approved the 2011 Equity Incentive Plan (“2011 Plan”). The 2011 Plan provides for the grant of incentive and nonstatutory stock options, stock appreciation rights, restricted shares of our common stock, stock units, and performance cash awards. As of January 1st of each year, the number of shares of common stock reserved for issuance under the 2011 Plan shall automatically be increased by a number equal to the lesser of (a) 4.5% of the total number of shares of common stock then outstanding, (b) 3,000,000 shares of common stock and (c) as determined by our board of directors. As of March 31, 2015, 10,324,899 shares of common stock are reserved for issuance. | ||||||||||||
No further awards will be made under our Amended and Restated 2001 Stock Incentive Plan (“2001 Plan”), and it will be terminated. Options outstanding under the 2001 Plan will continue to be governed by their existing terms. | ||||||||||||
Stock-based compensation expense is allocated as follows on the accompanying condensed consolidated statements of operations: | ||||||||||||
Three Months Ended | ||||||||||||
March 31, | ||||||||||||
2015 | 2014 | |||||||||||
Network operations | $ | 347 | $ | 288 | ||||||||
Development and technology | 98 | 141 | ||||||||||
Selling and marketing | 527 | 334 | ||||||||||
General and administrative | 863 | 754 | ||||||||||
Total stock-based compensation | $ | 1,835 | $ | 1,517 | ||||||||
During the three months ended March 31, 2015 and 2014, we capitalized $216 and $35, respectively, of stock-based compensation expense. | ||||||||||||
Stock option awards | ||||||||||||
We grant stock option awards to both employees and non-employee directors. The grant date for these awards is the same as the measurement date. The stock option awards generally vest over a four year service period with 25% vesting when the individual completes 12 months of continuous service and the balance vesting monthly thereafter subject to continuous service on each vesting date. These awards are valued as of the measurement date and the stock-based compensation expense, net of estimated and actual forfeitures, is recognized on a straight-line basis over the requisite service period. | ||||||||||||
A summary of the stock option activity is as follows: | ||||||||||||
Number of | Weighted | Weighted- | Aggregate | |||||||||
Options (000’s) | Average | Average | Intrinsic | |||||||||
Exercise | Remaining | Value | ||||||||||
Price | Contract | |||||||||||
Life (years) | ||||||||||||
Outstanding at December 31, 2014 | 4,341 | $ | 6.6 | 5.8 | $ | 11,017 | ||||||
Exercised | (147 | ) | $ | 1.97 | ||||||||
Canceled/forfeited | (37 | ) | $ | 9.21 | ||||||||
Outstanding at March 31, 2015 | 4,157 | $ | 6.74 | 5.6 | $ | 9,783 | ||||||
Vested, exercisable and expected to vest at March 31, 2015 | 4,100 | $ | 6.73 | 5.6 | $ | 9,732 | ||||||
Exercisable at March 31, 2015 | 3,067 | $ | 6.16 | 4.9 | $ | 9,023 | ||||||
Restricted stock unit awards | ||||||||||||
We grant time-based restricted stock units (“RSU”) to executive and non-executive personnel and non-employee directors. The time-based RSUs granted to executive and non-executive personnel generally vest over a two to three year period subject to continuous service on each vesting date. The time-based RSUs for our non-employee directors generally vest over a one year period for existing members and 25% per year over a four-year period for new members subject to continuous service on each vesting date. | ||||||||||||
We grant performance-based RSUs to executive personnel. These awards vest subject to certain performance objectives based on the Company’s annual revenue growth achieved during the specified performance period and certain long-term service conditions. The maximum number of RSUs that may vest is determined based on actual Company achievement with one-third of the performance-based RSUs vesting when the individual completes 12 months of continuous service and the balance vesting over a series of eight successive equal quarterly installments thereafter subject to continuous service on each vesting date. We recognize stock-based compensation expense for performance-based RSUs when we believe that it is probable that the performance objectives will be met. | ||||||||||||
A summary of the nonvested RSU activity under the 2011 Plan is as follows: | ||||||||||||
Number of Shares | Weighted Average | |||||||||||
(000’s) | Grant-Date Fair | |||||||||||
Value | ||||||||||||
Nonvested at December 31, 2014 | 1,385 | $ | 6.09 | |||||||||
Granted | 1,228 | $ | 7.31 | |||||||||
Vested | (239 | ) | $ | 7.26 | ||||||||
Canceled/forfeited | (25 | ) | $ | 6.94 | ||||||||
Nonvested at March 31, 2015 | 2,349 | $ | 6.71 | |||||||||
During the three months ended March 31, 2015, 239,082 shares of RSUs vested. The Company issued 146,758 shares and the remaining shares were withheld to pay minimum statutory federal, state, and local employment payroll taxes on those vested awards. | ||||||||||||
Net_loss_per_share_attributabl
Net loss per share attributable to common stockholders | 3 Months Ended | |||||||
Mar. 31, 2015 | ||||||||
Net loss per share attributable to common stockholders | ||||||||
Net loss per share attributable to common stockholders | ||||||||
11. Net loss per share attributable to common stockholders | ||||||||
The following table sets forth the computation of basic and diluted net loss per share attributable to common stockholders: | ||||||||
Three Months Ended | ||||||||
March 31, | ||||||||
2015 | 2014 | |||||||
(in thousands) | ||||||||
Numerator: | ||||||||
Net loss attributable to common stockholders, basic and diluted | $ | (7,882 | ) | $ | (5,448 | ) | ||
Denominator: | ||||||||
Weighted average common stock, basic and diluted | 36,390 | 35,350 | ||||||
Net loss per share attributable to common stockholders: | ||||||||
Basic | $ | (0.22 | ) | $ | (0.15 | ) | ||
Diluted | $ | (0.22 | ) | $ | (0.15 | ) | ||
For the three months ended March 31, 2015 and 2014, we excluded all stock options and RSUs from the computation of diluted net loss per share due to the net loss for the period as the inclusion would be anti-dilutive. | ||||||||
On April 1, 2013, the Company approved a stock repurchase program to repurchase up to $10,000 of the Company’s common stock in the open market, exclusive of any commissions, markups or expenses. The stock repurchased will be retired and will resume the status of authorized but unissued shares of common stock. The Company did not repurchase any of our common stock during the three months ended March 31, 2015. As of March 31, 2015, the remaining approved amount for repurchases was approximately $5,180. | ||||||||
Summary_of_significant_account1
Summary of significant accounting policies (Policies) | 3 Months Ended | |||||||
Mar. 31, 2015 | ||||||||
Summary of significant accounting policies | ||||||||
Basis of presentation | ||||||||
Basis of presentation | ||||||||
The accompanying interim unaudited condensed consolidated financial statements and related notes for the three months ended March 31, 2015 and 2014 are unaudited. The unaudited interim condensed consolidated financial information has been prepared in accordance with the rules and regulations of the SEC for interim financial information. Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles (“GAAP”) in the United States of America (“U.S.”) for complete financial statements. These financial statements should be read in conjunction with the audited consolidated financial statements and the accompanying notes for the year ended December 31, 2014 contained in our annual report on Form 10-K filed with the SEC on March 16, 2015. The unaudited interim condensed consolidated financial statements have been prepared on the same basis as the annual consolidated financial statements and in the opinion of management, reflect all adjustments, consisting of normal recurring adjustments, necessary for a fair statement of our results of operations and cash flows for the three months ended March 31, 2015 and 2014, and our financial position as of March 31, 2015. The year-end balance sheet data was derived from audited consolidated financial statements, but does not include all disclosures required by GAAP. Interim results are not necessarily indicative of the results to be expected for an entire year or any other future year or interim period. | ||||||||
Principles of consolidation | ||||||||
Principles of consolidation | ||||||||
The unaudited condensed consolidated financial statements include our accounts and the accounts of our majority owned subsidiaries. We consolidate our 70% ownership of Concourse Communications Detroit, LLC, our 70% ownership of Chicago Concourse Development Group, LLC and our 75% ownership of Boingo Holding Participacoes Ltda. in accordance with Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 810, Consolidation. Other parties’ interests in consolidated entities are reported as non-controlling interests. All intercompany balances and transactions have been eliminated in consolidation. | ||||||||
Segment and geographical information | ||||||||
Segment and geographical information | ||||||||
We operate as one reportable segment; a service provider of mobile Internet solutions across our managed and operated network and aggregated network for mobile devices such as laptops, smartphones, tablet computers and other wireless-enabled consumer devices. This single segment is consistent with the internal organization structure and the manner in which operations are reviewed and managed by our Chief Executive Officer, the chief operating decision maker. | ||||||||
All significant long-lived tangible assets are held in the U.S. We do not disclose sales by geographic area because to do so would be impracticable. In our annual report on Form 10-K filed with the SEC on March 16, 2015, we updated our presentation of retail and wholesale revenue sources to provide increased visibility into the revenue streams that are the focus of our current and future operational and development efforts. Our retail revenue sources were previously differentiated based on our retail plan types—subscription or single-use. We believe that it would be more relevant to differentiate our individual users based on the nature of the users—retail users who purchase Internet access at our managed and operated hotspots and select partner locations or military users who purchase Internet access or IPTV services for individual use on U.S. military bases. We also previously combined our wholesale DAS and Wi-Fi revenues and we believe that it would be better to disaggregate these wholesale product revenues going forward by DAS and Wi-Fi given the current development of these products. As a result, we have also reclassified our revenues by primary revenue source for the three months ended March 31, 2014 for comparability purposes. | ||||||||
The following is a summary of our revenue by primary revenue source: | ||||||||
Three Months Ended | ||||||||
March 31, | ||||||||
2015 | 2014 | |||||||
Revenue: | ||||||||
Retail | $ | 8,709 | $ | 10,354 | ||||
DAS | 9,596 | 7,818 | ||||||
Wholesale—Wi-Fi | 4,170 | 3,305 | ||||||
Military | 3,514 | 476 | ||||||
Advertising and other | 3,403 | 4,499 | ||||||
Total revenue | $ | 29,392 | $ | 26,452 | ||||
Marketable securities | ||||||||
Marketable securities | ||||||||
Our marketable securities consist of available-for-sale securities with original maturities exceeding three months. In accordance with FASB ASC 320, Investments—Debt and Equity Securities, we have classified securities, which have readily determinable fair values and are highly liquid, as short-term because such securities are expected to be realized within a one-year period. At March 31, 2015 and December 31, 2014, we had $0 and $1,614, respectively, in marketable securities. | ||||||||
Marketable securities are reported at fair value with the related unrealized gains and losses reported as other comprehensive income (loss) until realized or until a determination is made that an other-than-temporary decline in market value has occurred. No significant unrealized gains and losses have been reported during the periods presented. Factors considered by us in assessing whether an other-than-temporary impairment has occurred include the nature of the investment, whether the decline in fair value is attributable to specific adverse conditions affecting the investment, the financial condition of the investee, the severity and the duration of the impairment and whether we have the ability to hold the investment to maturity. When it is determined that an other-than-temporary impairment has occurred, the investment is written down to its market value at the end of the period in which it is determined that an other-than-temporary decline has occurred. The cost of marketable securities sold is based upon the specific identification method. Any realized gains or losses on the sale of investments are reflected as a component of interest and other (expense) income, net. | ||||||||
For the three months ended March 31, 2015 and 2014, we had no significant realized or unrealized gains or losses from investments in marketable securities classified as available-for-sale. As of March 31, 2015 and December 31, 2014, we had no unrealized gains or losses in accumulated other comprehensive loss. | ||||||||
Revenue recognition | ||||||||
Revenue recognition | ||||||||
We generate revenue from several sources including: (i) retail and military customers under subscription plans for month-to-month network access that automatically renew, and retail and military single-use access from sales of hourly, daily or other single-use access plans, (ii) DAS customers that are telecom operators under long-term contracts for access to our DAS at our managed and operated locations, (iii) arrangements with wholesale Wi-Fi customers that provide software licensing, network access, and/or professional services fees, and (iv) display advertisements and sponsorships on our walled garden sign-in pages. Software licensed by our wholesale platform services customers can only be used during the term of the service arrangements and has no utility to them upon termination of the service arrangement. | ||||||||
We recognize revenue when an arrangement exists, services have been rendered, fees are fixed or determinable, no significant obligations remain related to the earned fees and collection of the related receivable is reasonably assured. | ||||||||
Subscription fees from retail and military customers are paid monthly in advance and revenue is deferred for the portions of monthly recurring subscription fees collected in advance. We provide refunds for our retail and military services on a case-by-case basis. These amounts are not significant and are recorded as contra-revenue in the period the refunds are made. Subscription fee revenue is recognized ratably over the subscription period. Revenue generated from retail and military single-use access is recognized when access is provided. | ||||||||
Revenue generated from access to our DAS networks consists of build-out fees and recurring access fees under certain long-term contracts with telecom operators. Build-out fees paid upfront are generally deferred and recognized ratably over the term of the estimated customer relationship period, once the build-out is complete. Periodically, we install and sell Wi-Fi and DAS networks to customers where we do not have service contracts or remaining obligations beyond the installation of those networks and we recognize build-out fees for such projects as revenue when the installation work is completed and the network has been accepted by the customer. Minimum monthly access fees for usage of the DAS networks are non-cancellable and generally escalate on an annual basis. These minimum monthly access fees are recognized ratably over the term of the telecom operator agreement. The initial term of our contracts with telecom operators generally range from five to ten years and the agreements generally contain renewal clauses. Revenue from DAS network access fees in excess of the monthly minimums is recognized when earned. | ||||||||
Services provided to wholesale Wi-Fi partners generally contain several elements including: (i) a term license to use our software to access our Wi-Fi network, (ii) access fees for Wi-Fi network usage, and/or (iii) professional services for software integration and customization and to maintain the Wi-Fi service. The term license, monthly minimum network access fees and professional services are billed on a monthly basis based upon predetermined fixed rates. Once the term license for integration and customization are delivered, the fees from the arrangement are recognized ratably over the remaining term of the service arrangement. The initial term of the license agreements is generally between one to five years and the agreements generally contain renewal clauses. Revenue for Wi-Fi network access fees in excess of the monthly minimum amounts is recognized when earned. All elements within existing service arrangements are generally delivered and earned concurrently throughout the term of the respective service arrangement. | ||||||||
In instances where the minimum monthly Wi-Fi and DAS network access fees escalate over the term of the wholesale service arrangement, an unbilled receivable is recognized when performance is within our control and when we have reasonable assurance that the unbilled receivable balance will be collected. | ||||||||
We adopted the provisions of Accounting Standards Update (“ASU”) 2009- 13, Revenue Recognition (Topic 605)—Multiple-Deliverable Revenue Arrangements (“ASU 2009-13”), on a prospective basis on January 1, 2011. For multiple-deliverable arrangements entered into prior to January 1, 2011 that are accounted for under ASC 605-25, Revenue Recognition—Multiple-Deliverable Revenue Arrangements, we defer recognition of revenue for the full arrangement and recognize all revenue ratably over the wholesale service period for Wi-Fi platform service arrangements and the term of the estimated customer relationship period for DAS arrangements, as we do not have evidence of fair value for the undelivered elements in the arrangement. For multiple-deliverable arrangements entered into or materially modified after January 1, 2011 that are accounted for under ASC 605-25, we evaluate whether or not separate units of accounting exist and then allocate the arrangement consideration to all units of accounting based on the relative selling price method using estimated selling prices if vendor specific objective evidence and third party evidence is not available. We recognize the revenue associated with the separate units of accounting upon completion of such services or ratably over the wholesale service period for Wi-Fi platform service arrangements and the term of the estimated customer relationship period for DAS arrangements. | ||||||||
Advertising revenue is generated from advertisements on our managed and operated or partner networks. In determining whether an arrangement exists, we ensure that a binding arrangement is in place, such as a standard insertion order or a fully executed customer-specific agreement. Obligations pursuant to our advertising revenue arrangements typically include a minimum number of units or the satisfaction of certain performance criteria. Advertising and other revenue is recognized when the services are performed. | ||||||||
Foreign currency translation | ||||||||
Foreign currency translation | ||||||||
Our Brazilian subsidiary uses the Brazilian Real as its functional currency. Assets and liabilities of our Brazilian subsidiary are translated to U.S. dollars at period-end rates of exchange, and revenues and expenses are translated at average exchange rates prevailing for each month. The resulting translation adjustments are made directly to a separate component of other comprehensive loss, which is reflected in stockholders’ equity in our condensed consolidated balance sheets. As of March 31, 2015 and December 31, 2014, the Company had $842 and $443, respectively, of cumulative foreign currency translation adjustments, net of tax, which was $0 as of March 31, 2015 and December 31, 2014 due to the full valuation allowance established against our deferred tax assets, in accumulated other comprehensive loss. | ||||||||
Some of our subsidiaries also enter into transactions and have monetary assets and liabilities that are denominated in a currency other than the entities’ respective functional currencies. Gains and losses from the revaluation of foreign currency transactions and monetary assets and liabilities are included in the condensed consolidated statements of operations. | ||||||||
Recent accounting pronouncements | ||||||||
Recent accounting pronouncements | ||||||||
In April 2015, the FASB issued ASU 2015-15, Customer’s Accounting for Fees Paid in a Cloud Computing Arrangement, which provides guidance to customers about whether a cloud computing arrangement includes a software license. If a cloud computing arrangement includes a software license, then the customer should account for the arrangement for the software license element of the arrangement consistent with the acquisition of other software licenses. If a cloud computing arrangement does not include a software license, the customer should account for the arrangement as a service contract. The standard is effective for annual periods beginning after December 15, 2015, and interim periods within those fiscal years. Early adoption is permitted for all entities. An entity may choose to adopt the new standard either retrospectively or prospectively. We are currently evaluating the expected impact of this new standard on our cloud computing arrangements in our consolidated financial statements. | ||||||||
In April 2015, the FASB issued ASU 2015-03, Simplifying the Presentation of Debt Issuance Costs, which requires entities to present debt issuance costs related to a recognized debt liability as a direct deduction from the debt liability, similar to the presentation of debt discounts, except when incurred before receipt of the funding from the associated debt liability. The costs will continue to be amortized to interest expense. The standard will be effective for fiscal years beginning after December 15, 2015, and interim periods within those fiscal years. Early adoption is permitted. An entity must adopt the new standard retrospectively for all prior periods presented in the financial statements. We have not elected to early adopt this standard. As of March 31, 2015 and December 31, 2014, we have classified debt issuance costs of $178 and $178, respectively, within prepaid expenses and other current assets, and $470 and $514, respectively, within other assets in the condensed consolidated balance sheets. | ||||||||
In February 2015, the FASB issued ASU 2015-02, Consolidation — Amendments to the Consolidation Analysis, which amends the current consolidation guidance and ends the deferral granted to investment companies from applying the variable interest entity (VIE) guidance. The standard will be effective for fiscal years beginning after December 15, 2015. Early adoption is permitted. We are currently evaluating the expected impact of this new standard. | ||||||||
In August 2014, the FASB issued ASU 2014-15, Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern, which explicitly requires management to assess an entity’s ability to continue as a going concern in connection with each annual and interim period. Management will assess if there is substantial doubt about an entity’s ability to continue as a going concern within one year of the date the financial statements are issued. Disclosures will be required if conditions give rise to substantial doubt. The standard will be effective for the first annual period ending after December 15, 2016. Early adoption is permitted. We are currently evaluating the expected impact of this new standard. | ||||||||
In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers, which is intended to improve and converge the financial reporting requirements for revenue from contracts with customers between U.S. GAAP and International Accounting Standards. In accordance with this new standard, an entity would recognize revenue to depict the transfer of promised goods or services. The standard establishes a five-step model and related application guidance, which will replace most existing revenue recognition guidance in U.S. GAAP. The standard will be effective for annual and interim periods in fiscal years beginning after December 15, 2016. Early adoption is not permitted. An entity may choose to adopt the new standard either retrospectively or through a cumulative effect adjustment as of the start of the first period for which it applies the new standard. We are currently evaluating the expected impact of this new standard on our reporting of revenue contracts in our consolidated financial statements. | ||||||||
Summary_of_significant_account2
Summary of significant accounting policies (Tables) | 3 Months Ended | |||||||
Mar. 31, 2015 | ||||||||
Summary of significant accounting policies | ||||||||
Summary of the entity's revenue by primary revenue source | Three Months Ended | |||||||
March 31, | ||||||||
2015 | 2014 | |||||||
Revenue: | ||||||||
Retail | $ | 8,709 | $ | 10,354 | ||||
DAS | 9,596 | 7,818 | ||||||
Wholesale—Wi-Fi | 4,170 | 3,305 | ||||||
Military | 3,514 | 476 | ||||||
Advertising and other | 3,403 | 4,499 | ||||||
Total revenue | $ | 29,392 | $ | 26,452 | ||||
Cash_and_cash_equivalents_Tabl
Cash and cash equivalents (Tables) | 3 Months Ended | |||||||
Mar. 31, 2015 | ||||||||
Cash and cash equivalents | ||||||||
Schedule of cash and cash equivalents | March 31, | December 31, | ||||||
2015 | 2014 | |||||||
Cash and cash equivalents: | ||||||||
Cash | $ | 8,390 | $ | 3,247 | ||||
Money market accounts | 2,229 | 5,602 | ||||||
Total cash and cash equivalents | $ | 10,619 | $ | 8,849 | ||||
Short-term marketable securities: | ||||||||
Marketable securities | $ | — | $ | 1,614 | ||||
Total short-term marketable securities | $ | — | $ | 1,614 | ||||
Property_and_equipment_Tables
Property and equipment (Tables) | 3 Months Ended | |||||||
Mar. 31, 2015 | ||||||||
Property and equipment | ||||||||
Schedule of property and equipment | ||||||||
March 31, | December 31, | |||||||
2015 | 2014 | |||||||
Leasehold improvements | $ | 157,656 | $ | 152,627 | ||||
Construction in progress | 28,939 | 20,104 | ||||||
Computer equipment | 10,170 | 7,909 | ||||||
Software | 18,492 | 17,827 | ||||||
Office equipment | 327 | 297 | ||||||
Total property and equipment | 215,584 | 198,764 | ||||||
Less: accumulated depreciation and amortization | (94,824 | ) | (86,992 | ) | ||||
Total property and equipment, net | $ | 120,760 | $ | 111,772 | ||||
Schedule of depreciation and amortization expense of property and equipment | Three Months Ended | |||||||
March 31, | ||||||||
2015 | 2014 | |||||||
Network access | $ | 4,832 | $ | 3,862 | ||||
Network operations | 1,986 | 1,187 | ||||||
Development and technology | 1,174 | 697 | ||||||
General and administrative | 62 | 38 | ||||||
Total depreciation and amortization of property and equipment | $ | 8,054 | $ | 5,784 | ||||
Fair_value_measurement_Tables
Fair value measurement (Tables) | 3 Months Ended | |||||||||||||
Mar. 31, 2015 | ||||||||||||||
Fair value measurement | ||||||||||||||
Schedule of financial assets and liabilities that are measured at fair value on a recurring basis | At March 31, 2015 | Level 1 | Level 2 | Level 3 | Total | |||||||||
Assets: | ||||||||||||||
Money market accounts | $ | 2,229 | $ | — | $ | — | $ | 2,229 | ||||||
Total assets | $ | 2,229 | $ | — | $ | — | $ | 2,229 | ||||||
Liabilities: | ||||||||||||||
Contingent consideration | $ | — | $ | — | $ | 17 | $ | 17 | ||||||
Total liabilities | $ | — | $ | — | $ | 17 | $ | 17 | ||||||
At December 31, 2014 | Level 1 | Level 2 | Level 3 | Total | ||||||||||
Assets: | ||||||||||||||
Money market accounts | $ | 5,602 | $ | — | $ | — | $ | 5,602 | ||||||
Marketable securities | — | 1,614 | — | 1,614 | ||||||||||
Total assets | $ | 5,602 | $ | 1,614 | $ | — | $ | 7,216 | ||||||
Liabilities: | ||||||||||||||
Contingent consideration | $ | — | $ | — | $ | 131 | $ | 131 | ||||||
Total liabilities | $ | — | $ | — | $ | 131 | $ | 131 | ||||||
Schedule of reconciliation of the beginning and ending amounts related to the fair value of contingent consideration for the Endeka acquisition, categorized as Level 3 | ||||||||||||||
Balance, January 1, 2015 | $ | 131 | ||||||||||||
Change in fair value | (114 | ) | ||||||||||||
Balance, March 31, 2015 | $ | 17 | ||||||||||||
Accrued_expenses_and_other_lia1
Accrued expenses and other liabilities (Tables) | 3 Months Ended | |||||||
Mar. 31, 2015 | ||||||||
Accrued expenses and other liabilities | ||||||||
Schedule of accrued expenses and other liabilities | March 31, | December 31, | ||||||
2015 | 2014 | |||||||
Revenue share | $ | 3,641 | $ | 5,683 | ||||
Salaries and wages | 2,583 | 2,389 | ||||||
Accrued for construction-in-progress | 4,786 | 9,438 | ||||||
Accrued partner network | 1,066 | 1,105 | ||||||
Settlement liabilities | 1,013 | 1,850 | ||||||
Accrued professional fees | 533 | 1,241 | ||||||
Accrued taxes | 570 | 327 | ||||||
Deferred rent | 11 | 18 | ||||||
Holdback liabilities | 1,600 | 1,615 | ||||||
Contingent consideration | 17 | 131 | ||||||
Other | 2,936 | 2,312 | ||||||
Total accrued expenses and other liabilities | $ | 18,756 | $ | 26,109 | ||||
Credit_Facility_Tables
Credit Facility (Tables) | 3 Months Ended | ||||
Mar. 31, 2015 | |||||
Credit Facility | |||||
Schedule of maturities of long term debt | Period | Principal | |||
Payments | |||||
April 1, 2015 — December 31, 2015 | $ | 656 | |||
January 1, 2016 — December 31, 2016 | 875 | ||||
January 1, 2017 — December 31, 2017 | 875 | ||||
January 1, 2018 — December 31, 2018 | 875 | ||||
$ | 3,281 | ||||
Schedule of amortization expense for debt issuance costs | Period | Amortization | |||
Expense | |||||
April 1, 2015 — December 31, 2015 | $ | 133 | |||
January 1, 2016 — December 31, 2016 | 178 | ||||
January 1, 2017 — December 31, 2017 | 178 | ||||
January 1, 2018 — December 31, 2018 | 158 | ||||
$ | 647 | ||||
Stock_incentive_plans_Tables
Stock incentive plans (Tables) | 3 Months Ended | |||||||||||
Mar. 31, 2015 | ||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award | ||||||||||||
Schedule of stock-based compensation expense | Three Months Ended | |||||||||||
March 31, | ||||||||||||
2015 | 2014 | |||||||||||
Network operations | $ | 347 | $ | 288 | ||||||||
Development and technology | 98 | 141 | ||||||||||
Selling and marketing | 527 | 334 | ||||||||||
General and administrative | 863 | 754 | ||||||||||
Total stock-based compensation | $ | 1,835 | $ | 1,517 | ||||||||
Summary of stock option activity | Number of | Weighted | Weighted- | Aggregate | ||||||||
Options (000’s) | Average | Average | Intrinsic | |||||||||
Exercise | Remaining | Value | ||||||||||
Price | Contract | |||||||||||
Life (years) | ||||||||||||
Outstanding at December 31, 2014 | 4,341 | $ | 6.6 | 5.8 | $ | 11,017 | ||||||
Exercised | (147 | ) | $ | 1.97 | ||||||||
Canceled/forfeited | (37 | ) | $ | 9.21 | ||||||||
Outstanding at March 31, 2015 | 4,157 | $ | 6.74 | 5.6 | $ | 9,783 | ||||||
Vested, exercisable and expected to vest at March 31, 2015 | 4,100 | $ | 6.73 | 5.6 | $ | 9,732 | ||||||
Exercisable at March 31, 2015 | 3,067 | $ | 6.16 | 4.9 | $ | 9,023 | ||||||
Restricted stock unit awards | ||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award | ||||||||||||
Summary of nonvested RSU activity under the 2011 Plan | ||||||||||||
Number of Shares | Weighted Average | |||||||||||
(000’s) | Grant-Date Fair | |||||||||||
Value | ||||||||||||
Nonvested at December 31, 2014 | 1,385 | $ | 6.09 | |||||||||
Granted | 1,228 | $ | 7.31 | |||||||||
Vested | (239 | ) | $ | 7.26 | ||||||||
Canceled/forfeited | (25 | ) | $ | 6.94 | ||||||||
Nonvested at March 31, 2015 | 2,349 | $ | 6.71 | |||||||||
Net_loss_per_share_attributabl1
Net loss per share attributable to common stockholders (Tables) | 3 Months Ended | |||||||
Mar. 31, 2015 | ||||||||
Net loss per share attributable to common stockholders | ||||||||
Schedule of computation of basic and diluted net loss per share attributable to common stockholders | Three Months Ended | |||||||
March 31, | ||||||||
2015 | 2014 | |||||||
(in thousands) | ||||||||
Numerator: | ||||||||
Net loss attributable to common stockholders, basic and diluted | $ | (7,882 | ) | $ | (5,448 | ) | ||
Denominator: | ||||||||
Weighted average common stock, basic and diluted | 36,390 | 35,350 | ||||||
Net loss per share attributable to common stockholders: | ||||||||
Basic | $ | (0.22 | ) | $ | (0.15 | ) | ||
Diluted | $ | (0.22 | ) | $ | (0.15 | ) | ||
The_business_Details
The business (Details) (Minimum) | 3 Months Ended |
Mar. 31, 2015 | |
item | |
Minimum | |
The business | |
Number of small cell networks for cellular distributed antenna system and Wi-Fi access | 1,000,000 |
Number of consumers | 1,000,000,000 |
Number of commercial hotspots worldwide for which Wi-Fi subscriptions and day passes provide access | 1,000,000 |
Summary_of_significant_account3
Summary of significant accounting policies (Details) | Mar. 31, 2015 |
Concourse Communications Detroit, LLC | |
Principles of consolidation | |
Percentage of ownership in subsidiaries | 70.00% |
Chicago Concourse Development Group, LLC | |
Principles of consolidation | |
Percentage of ownership in subsidiaries | 70.00% |
Boingo Holding Participacoes Ltda. | |
Principles of consolidation | |
Percentage of ownership in subsidiaries | 75.00% |
Summary_of_significant_account4
Summary of significant accounting policies (Details 2) (USD $) | 3 Months Ended | ||
In Thousands, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 | Dec. 31, 2014 |
item | |||
Primary revenue source | |||
Number of reportable segments | 1 | ||
Revenue | $29,392 | $26,452 | |
Marketable securities | |||
Short-term marketable securities | 0 | 1,614 | |
Unrealized gains or losses in accumulated other comprehensive loss | 0 | 0 | |
Retail subscription | |||
Primary revenue source | |||
Revenue | 8,709 | 10,354 | |
DAS | |||
Primary revenue source | |||
Revenue | 9,596 | 7,818 | |
Wholesale partner arrangements | |||
Primary revenue source | |||
Revenue | 4,170 | 3,305 | |
Military | |||
Primary revenue source | |||
Revenue | 3,514 | 476 | |
Advertising and other | |||
Primary revenue source | |||
Revenue | $3,403 | $4,499 |
Summary_of_significant_account5
Summary of significant accounting policies (Details 3) (USD $) | 3 Months Ended | 12 Months Ended |
In Thousands, unless otherwise specified | Mar. 31, 2015 | Dec. 31, 2014 |
Foreign Currency Translation | ||
Cummulative foreign currency translation adjustments, net of tax in accumulated other comprehensive income | $842 | $443 |
Income tax expense related to foreign currency translation adjustments | 0 | 0 |
Short-term debt issuance costs | 178 | 178 |
Long-term debt issuance costs | $470 | $514 |
Platform service arrangements | Minimum | ||
Revenue recognition | ||
Term of the arrangement used to determine revenue recognition | 1 year | |
Platform service arrangements | Maximum | ||
Revenue recognition | ||
Term of the arrangement used to determine revenue recognition | 5 years | |
Wholesale partner arrangements | Minimum | ||
Revenue recognition | ||
Term of the arrangement used to determine revenue recognition | 5 years | |
Wholesale partner arrangements | Maximum | ||
Revenue recognition | ||
Term of the arrangement used to determine revenue recognition | 10 years |
Cash_and_cash_equivalents_Deta
Cash and cash equivalents (Details) (USD $) | 3 Months Ended | |||
In Thousands, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 | Dec. 31, 2014 | Dec. 31, 2013 |
Cash and cash equivalents: | ||||
Cash | $8,390 | $3,247 | ||
Money market accounts | 2,229 | 5,602 | ||
Total cash and cash equivalents | 10,619 | 13,516 | 8,849 | 27,338 |
Short-term marketable securities: | ||||
Money market accounts | 1,614 | |||
Total short-term marketable securities | 0 | 1,614 | ||
Interest income | $1 | $48 |
Property_and_equipment_Details
Property and equipment (Details) (USD $) | Mar. 31, 2015 | Dec. 31, 2014 |
In Thousands, unless otherwise specified | ||
Property and equipment | ||
Total property and equipment | $215,584 | $198,764 |
Less: accumulated depreciation and amortization | -94,824 | -86,992 |
Total property and equipment, net | 120,760 | 111,772 |
Leasehold improvements | ||
Property and equipment | ||
Total property and equipment | 157,656 | 152,627 |
Construction in progress | ||
Property and equipment | ||
Total property and equipment | 28,939 | 20,104 |
Computer equipment | ||
Property and equipment | ||
Total property and equipment | 10,170 | 7,909 |
Software | ||
Property and equipment | ||
Total property and equipment | 18,492 | 17,827 |
Office equipment | ||
Property and equipment | ||
Total property and equipment | $327 | $297 |
Property_and_equipment_Details1
Property and equipment (Details 2) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
Depreciation, Depletion and Amortization | ||
Total depreciation and amortization of property and equipment | $8,054 | $5,784 |
Network access | ||
Depreciation, Depletion and Amortization | ||
Total depreciation and amortization of property and equipment | 4,832 | 3,862 |
Network operations | ||
Depreciation, Depletion and Amortization | ||
Total depreciation and amortization of property and equipment | 1,986 | 1,187 |
Development and Technology Expense | ||
Depreciation, Depletion and Amortization | ||
Total depreciation and amortization of property and equipment | 1,174 | 697 |
General and administrative | ||
Depreciation, Depletion and Amortization | ||
Total depreciation and amortization of property and equipment | $62 | $38 |
Fair_value_measurement_Details
Fair value measurement (Details) (Recurring basis, USD $) | Mar. 31, 2015 | Dec. 31, 2014 |
In Thousands, unless otherwise specified | ||
Level 1 | ||
Assets: | ||
Money market accounts | $2,229 | $5,602 |
Total assets | 2,229 | 5,602 |
Level 2 | ||
Assets: | ||
Marketable securities | 1,614 | |
Total assets | 1,614 | |
Level 3 | ||
Liabilities: | ||
Contingent consideration | 17 | 131 |
Total liabilities | 17 | 131 |
Total | ||
Assets: | ||
Money market accounts | 2,229 | 5,602 |
Marketable securities | 1,614 | |
Total assets | 2,229 | 7,216 |
Liabilities: | ||
Contingent consideration | 17 | 131 |
Total liabilities | $17 | $131 |
Fair_value_measurement_Details1
Fair value measurement (Details 2) (Contingent consideration, Endeka, USD $) | 3 Months Ended |
In Thousands, unless otherwise specified | Mar. 31, 2015 |
Contingent consideration | Endeka | |
Reconciliation between the beginning and ending balances related to the fair value of contingent consideration | |
Balance at the beginning of the period | $131 |
Change in fair value | -114 |
Balance at the end of the period | $17 |
Accrued_expenses_and_other_lia2
Accrued expenses and other liabilities (Details) (USD $) | Mar. 31, 2015 | Dec. 31, 2014 |
In Thousands, unless otherwise specified | ||
Accrued expenses and other liabilities | ||
Revenue share | $3,641 | $5,683 |
Salaries and wages | 2,583 | 2,389 |
Accrued for construction-in-progress | 4,786 | 9,438 |
Accrued partner network | 1,066 | 1,105 |
Settlement liabilities | 1,013 | 1,850 |
Accrued professional fees | 533 | 1,241 |
Accrued taxes | 570 | 327 |
Deferred rent | 11 | 18 |
Holdback liabilities | 1,600 | 1,615 |
Contingent consideration | 17 | 131 |
Other | 2,936 | 2,312 |
Total accrued expenses and other liabilities | $18,756 | $26,109 |
Income_taxes_Details
Income taxes (Details) (USD $) | 3 Months Ended | ||
In Thousands, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 | Dec. 31, 2014 |
Income taxes | |||
Income tax expense | $204 | $148 | |
Effective tax rate (as a percent) | 2.70% | 2.90% | |
Deferred tax liabilities | 2,767 | ||
Uncertain tax positions | 465 | 459 | |
Uncertain tax positions, reduction to deferred tax assets | 106 | 106 | |
Accrued interest, net of federal income tax benefits, and penalties | 73 | 67 | |
Unrecognized tax benefits that would affect the effective tax rate | $286 |
Credit_Facility_Details
Credit Facility (Details) (USD $) | 3 Months Ended | 0 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2015 | Nov. 21, 2014 | Dec. 31, 2014 |
Line of Credit Facility | |||
Borrowings under Revolving Line of Credit | $5,000 | ||
Maturities of current and long-term debt | |||
Long-term Debt, Total | 7,406 | 2,625 | |
Amortization of debt issuance costs | |||
2015 | 133 | ||
2016 | 178 | ||
2017 | 178 | ||
2018 | 158 | ||
Amortization of debt issuance costs | 647 | ||
Subsequent Event | |||
Line of Credit Facility | |||
Borrowings under Revolving Line of Credit | 10,000 | ||
Line of Credit | |||
Line of Credit Facility | |||
Deferred finance costs | 711 | ||
Amortization and interest expense capitalized | 76 | ||
Amortization period for deferred finance cost | 4 years | ||
Line of Credit | Minimum | |||
Line of Credit Facility | |||
Interest rate percentage | 2.67% | ||
Line of Credit | Maximum | |||
Line of Credit Facility | |||
Interest rate percentage | 2.74% | ||
Line of Credit | LIBOR | |||
Line of Credit Facility | |||
Floating interest rate, basis | LIBOR | ||
Line of Credit | LIBOR | Minimum | |||
Line of Credit Facility | |||
Spread on floating interest rate (as a percent) | 2.50% | ||
Line of Credit | LIBOR | Maximum | |||
Line of Credit Facility | |||
Spread on floating interest rate (as a percent) | 3.50% | ||
Line of Credit | Prime Rate | |||
Line of Credit Facility | |||
Floating interest rate, basis | Prime Rate | ||
Line of Credit | Prime Rate | Minimum | |||
Line of Credit Facility | |||
Spread on floating interest rate (as a percent) | 1.50% | ||
Line of Credit | Prime Rate | Maximum | |||
Line of Credit Facility | |||
Spread on floating interest rate (as a percent) | 2.50% | ||
Revolving Line of Credit | |||
Line of Credit Facility | |||
Maximum borrowing capacity | 46,500 | ||
Maximum borrowing capacity with an option to increase the available amount upon the satisfaction of certain conditions | 86,500 | ||
Outstanding balance | 5,000 | 0 | |
Revolving Line of Credit | Minimum | |||
Line of Credit Facility | |||
Fee on unused portion of Revolving Line of Credit(as a percent) | 0.38% | ||
Revolving Line of Credit | Maximum | |||
Line of Credit Facility | |||
Fee on unused portion of Revolving Line of Credit(as a percent) | 0.50% | ||
Term Loan | |||
Line of Credit Facility | |||
Maximum borrowing capacity | 3,500 | ||
Amortization period for interest and principal | 4 years | ||
Outstanding balance | 3,281 | 3,500 | |
Maturities of current and long-term debt | |||
2015 | 656 | ||
2016 | 875 | ||
2017 | 875 | ||
2018 | 875 | ||
Long-term Debt, Total | $3,281 |
Commitments_and_contingencies_
Commitments and contingencies (Details) (USD $) | 3 Months Ended |
In Thousands, unless otherwise specified | Mar. 31, 2015 |
item | |
Other matters | |
Number of internal audits related to venue partners | 1 |
Minimum | |
Other matters | |
Reasonably possible loss | 0 |
Maximum | |
Other matters | |
Reasonably possible loss | 3,000 |
Letter of Credit | Silicon Valley Bank ("SVB") Agreement | |
Letters of credit | |
Amount of Letters of Credit that allows entity to draw | 3,906 |
Number of drafts drawn under Letters of Credit | 0 |
Stock_incentive_plans_Details
Stock incentive plans (Details) (2011 Plan) | 3 Months Ended |
Mar. 31, 2015 | |
2011 Plan | |
Stock incentive plans | |
Annual percentage increase alternative, increase in common stock reserved for issuance as a percentage of common stock outstanding | 4.50% |
Annual fixed increase alternative, increase in shares of common stock reserved for issuance (in shares) | 3,000,000 |
Common stock shares reserved for issuance | 10,324,899 |
Stock_incentive_plans_Details_
Stock incentive plans (Details 2) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
Recognized stock-based compensation expense | ||
Total stock-based compensation | $1,835 | $1,517 |
Stock-based compensation expense capitalized | 216 | 35 |
Network operations | ||
Recognized stock-based compensation expense | ||
Total stock-based compensation | 347 | 288 |
Development and Technology Expense | ||
Recognized stock-based compensation expense | ||
Total stock-based compensation | 98 | 141 |
Selling and marketing | ||
Recognized stock-based compensation expense | ||
Total stock-based compensation | 527 | 334 |
General and administrative | ||
Recognized stock-based compensation expense | ||
Total stock-based compensation | $863 | $754 |
Stock_incentive_plans_Details_1
Stock incentive plans (Details 3) (Stock options) | 3 Months Ended |
Mar. 31, 2015 | |
Stock options | |
Stock incentive plans | |
Vesting period | 4 years |
Vesting percentage when the individual completes 12 months of continuous service | 25.00% |
Continuous service period of individual | 12 months |
Stock_incentive_plans_Details_2
Stock incentive plans (Details 4) (USD $) | 3 Months Ended | 12 Months Ended |
In Thousands, except Per Share data, unless otherwise specified | Mar. 31, 2015 | Dec. 31, 2014 |
Number of Options | ||
Outstanding at the beginning of the period (in shares) | 4,341 | |
Exercised (in shares) | -147 | |
Canceled/forfeited (in shares) | -37 | |
Outstanding at the end of the period (in shares) | 4,157 | 4,341 |
Vested, exercisable and expected to vest at the end of the period (in shares) | 4,100 | |
Exercisable at the end of the period (in shares) | 3,067 | |
Weighted Average Exercise Price | ||
Outstanding at the beginning of the period (in dollars per share) | $6.60 | |
Exercised (in dollars per share) | $1.97 | |
Canceled/forfeited (in dollars per share) | $9.21 | |
Outstanding at the end of the period (in dollars per share) | $6.74 | $6.60 |
Vested and expected to vest at the end of the period (in dollars per share) | $6.73 | |
Exercisable at the end of the period (in dollars per share) | $6.16 | |
Weighted-Average Remaining Contract Life (years) | ||
Outstanding | 5 years 7 months 6 days | 5 years 9 months 18 days |
Vested and expected to vest at the end of the period | 5 years 7 months 6 days | |
Exercisable at the end of the period | 4 years 10 months 24 days | |
Aggregate Intrinsic Value | ||
Outstanding at the beginning of the period | $11,017 | |
Outstanding at the end of the period | 9,783 | 11,017 |
Vested and expected to vest at the end of the period | 9,732 | |
Exercisable at the end of the period | $9,023 |
Stock_incentive_plans_Details_3
Stock incentive plans (Details 5) (USD $) | 3 Months Ended |
Mar. 31, 2015 | |
RSU | |
Number of Shares | |
Nonvested at the beginning of the period (in shares) | 1,385,000 |
Granted (in shares) | 1,228,000 |
Vested (in shares) | -239,000 |
Forfeited (in shares) | -25,000 |
Nonvested at the end of the period (in shares) | 2,349,000 |
Weighted Average Grant-Date Fair Value | |
Nonvested at the beginning of the period (In dollars per share) | $6.09 |
Granted (In dollars per share) | $7.31 |
Vested (In dollars per share) | $7.26 |
Canceled/forfeited (In dollars per share) | $6.94 |
Nonvested at the end of the period (In dollars per share) | $6.71 |
Time-based restricted stock unit awards | |
Stock incentive plans | |
Shares issued | 146,758 |
Shares vested | 239,082 |
Time-based restricted stock unit awards | Executive And Non Executive Member | Minimum | |
Stock incentive plans | |
Vesting period | 2 years |
Time-based restricted stock unit awards | Executive And Non Executive Member | Maximum | |
Stock incentive plans | |
Vesting period | 3 years |
Time-based restricted stock unit awards | Non Employee Directors Member | |
Stock incentive plans | |
Vesting period | 1 year |
Time-based restricted stock unit awards | New board members | |
Stock incentive plans | |
Vesting period | 4 years |
Vesting percentage when the individual completes 12 months of continuous service | 25.00% |
Performance-based restricted stock unit awards | |
Stock incentive plans | |
Vesting percentage when the individual completes 12 months of continuous service | 33.00% |
Continuous service period of individual | 12 months |
Number of equal quarterly installments for remaining award vesting | 8 |
Net_loss_per_share_attributabl2
Net loss per share attributable to common stockholders (Details) (USD $) | 3 Months Ended | |
In Thousands, except Per Share data, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
Numerator: | ||
Net loss attributable to common stockholders, basic and diluted | ($7,882) | ($5,448) |
Denominator: | ||
Weighted average common stock, basic and diluted (in shares) | 36,390 | 35,350 |
Net loss per share attributable to common stockholders: | ||
Basic (in dollars per share) | ($0.22) | ($0.15) |
Diluted (in dollars per share) | ($0.22) | ($0.15) |
Net_loss_per_share_attributabl3
Net loss per share attributable to common stockholders (Details 2) (USD $) | 0 Months Ended | |
In Thousands, unless otherwise specified | Apr. 01, 2013 | Mar. 31, 2015 |
Stock repurchase program | ||
Remaining approved amount for repurchases | $5,180 | |
Maximum | ||
Stock repurchase program | ||
Amount of common stock approved by the entity for a stock repurchase program | $10,000 |