Document_and_Entity_Informatio
Document and Entity Information | 3 Months Ended | |
Mar. 31, 2015 | Apr. 30, 2015 | |
Document and Entity Information | ||
Entity Registrant Name | TANGOE INC | |
Entity Central Index Key | 1182325 | |
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 | 38,999,522 | |
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 | $52,543 | $51,279 |
Accounts receivable, less allowances of $588 and $565, respectively | 58,695 | 56,948 |
Prepaid expenses and other current assets | 10,769 | 5,901 |
Total current assets | 122,007 | 114,128 |
COMPUTERS, FURNITURE AND EQUIPMENT-NET | 5,280 | 5,217 |
OTHER ASSETS: | ||
Intangible assets-net | 27,063 | 28,753 |
Goodwill. | 64,857 | 65,348 |
Security deposits and other non-current assets | 1,480 | 1,566 |
TOTAL ASSETS | 220,687 | 215,012 |
CURRENT LIABILITIES: | ||
Accounts payable | 9,584 | 10,733 |
Accrued expenses | 8,931 | 8,283 |
Deferred revenue-current portion | 10,925 | 10,858 |
Notes payable-current portion | 2,288 | 1,400 |
Total current liabilities | 31,728 | 31,274 |
OTHER LIABILITIES: | ||
Deferred taxes and other non-current liabilities | 4,529 | 4,372 |
Deferred revenue-less current portion | 797 | 1,030 |
Notes payable-less current portion | 2,555 | 166 |
Total liabilities | 39,609 | 36,842 |
COMMITMENTS AND CONTINGENCIES (NOTE 10) | ||
STOCKHOLDERS' EQUITY | ||
Common stock, par value $0.0001 per share- 150,000,000 shares authorized as of December 31, 2014 and March 31, 2015; 38,621,169 and 38,967,058 shares issued and outstanding as of December 31, 2014 and March 31, 2015, respectively | 4 | 4 |
Additional paid-in capital | 219,180 | 215,491 |
Warrants for common stock | 10,610 | 10,610 |
Accumulated deficit | -45,607 | -45,859 |
Accumulated other comprehensive loss | -3,109 | -2,076 |
Total stockholders' equity | 181,078 | 178,170 |
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY | $220,687 | $215,012 |
Condensed_Consolidated_Balance1
Condensed Consolidated Balance Sheets (Parenthetical) (USD $) | Mar. 31, 2015 | Dec. 31, 2014 |
In Thousands, except Share data, unless otherwise specified | ||
Condensed Consolidated Balance Sheets | ||
Accounts receivable, allowances (in dollars) | $565 | $588 |
Common stock, par value (in dollars per share) | $0.00 | $0.00 |
Common stock, shares authorized | 150,000,000 | 150,000,000 |
Common stock, shares issued | 38,967,058 | 38,621,169 |
Common stock, shares outstanding | 38,967,058 | 38,621,169 |
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 |
Revenue: | ||
Recurring technology and services | $48,916 | $45,999 |
Strategic consulting, software licenses and other | 4,553 | 4,395 |
Total revenue | 53,469 | 50,394 |
Cost of revenue: | ||
Recurring technology and services | 21,630 | 21,398 |
Strategic consulting, software licenses and other | 2,245 | 2,334 |
Total cost of revenue | 23,875 | 23,732 |
Gross profit | 29,594 | 26,662 |
Operating expenses: | ||
Sales and marketing | 10,374 | 9,945 |
General and administrative | 10,103 | 8,788 |
Research and development | 6,127 | 5,129 |
Depreciation and amortization | 2,052 | 2,607 |
Income from operations | 938 | 193 |
Other income (expense), net | ||
Interest expense | -64 | -37 |
Interest income | 9 | 9 |
Other income (expense) | -2 | 13 |
Income before income tax provision | 881 | 178 |
Income tax provision | 629 | 445 |
Net income (loss) | $252 | ($267) |
(Loss) income per common share: | ||
Basic (in dollars per share) | $0.01 | ($0.01) |
Diluted (in dollars per share) | $0.01 | ($0.01) |
Weighted average number of common shares: | ||
Basic (in shares) | 38,724 | 38,364 |
Diluted (in shares) | 40,715 | 38,364 |
Condensed_Consolidated_Stateme1
Condensed Consolidated Statements of Comprehensive (Loss) income (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
Condensed Consolidated Statements of Comprehensive (Loss) income | ||
Net (loss) income | $252 | ($267) |
Foreign currency translation adjustment | -1,033 | -158 |
Total | ($781) | ($425) |
Condensed_Consolidated_Stateme2
Condensed Consolidated Statement of Changes in Stockholders' Equity (USD $) | Common Stock [Member] | Additional Paid-in Capital [Member] | Warrant [Member] | Retained Earnings [Member] | Accumulated Other Comprehensive Income (Loss) [Member] | Total |
In Thousands, except Share data, unless otherwise specified | ||||||
Balance at Dec. 31, 2014 | $4 | $215,491 | $10,610 | ($45,859) | ($2,076) | $178,170 |
Balance (in shares) at Dec. 31, 2014 | 38,621,169 | |||||
Increase (Decrease) in Stockholders' Equity | ||||||
Net loss | 252 | 252 | ||||
Foreign currency translation adjustment | -1,033 | -1,033 | ||||
Issuance of shares to certain employees | 1,301 | 1,301 | ||||
Issuance of shares to certain employees (in shares) | 87,117 | |||||
Issuance of shares from exercise of stock options | 665 | 665 | ||||
Issuance of shares from exercise of stock options (in shares) | 182,296 | |||||
Issuance of shares from vesting of restricted stock units (in shares) | 250,752 | |||||
Repurchase of common stock | -2,000 | -2,000 | ||||
Repurchase of common stock (in shares) | -174,276 | |||||
Stock-based compensation | 3,723 | 3,723 | ||||
Balance at Mar. 31, 2015 | $4 | $219,180 | $10,610 | ($45,607) | ($3,109) | $181,078 |
Balance (in shares) at Mar. 31, 2015 | 38,967,058 |
Condensed_Consolidated_Stateme3
Condensed Consolidated Statements of Cash Flows (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
Operating activities: | ||
Net (loss) income | $252 | ($267) |
Adjustments to reconcile net (loss) income to net cash provided by operating activities: | ||
Amortization of debt discount | 7 | 25 |
Amortization of leasehold interest | -24 | -24 |
Depreciation and amortization | 2,052 | 2,607 |
(Decrease) increase in deferred rent liability | 71 | -31 |
Amortization of marketing agreement intangible assets | 161 | 108 |
Allowance for doubtful accounts | 90 | 30 |
Deferred income taxes | 131 | 307 |
Stock based compensation | 5,024 | 4,197 |
Loss on disposal of fixed asset | 17 | |
Changes in assets and liabilities, net of acquisitions: | ||
Accounts receivable | -2,002 | -1,593 |
Prepaid expenses and other assets | -1,458 | -1,035 |
Other assets | 86 | -340 |
Accounts payable | -1,120 | 183 |
Accrued expenses | 852 | -807 |
Deferred revenue | -138 | -283 |
Net cash provided by operating activities | 4,001 | 3,077 |
Investing activities: | ||
Purchases of computers, furniture and equipment | -794 | -1,218 |
Net cash used in investing activities | -794 | -1,218 |
Financing activities: | ||
Borrowing of debt | 177 | |
Repayment of debt | -226 | -276 |
Repurchase of common stock | -2,000 | |
Proceeds from exercise of stock options and stock warrants | 665 | 1,172 |
Net cash (used in) provided by financing activities | -1,561 | 1,073 |
Effect of exchange rate on cash | -382 | -35 |
Net (decrease) increase in cash and cash equivalents | 1,264 | 2,897 |
Cash and cash equivalents, beginning of period | 51,279 | 43,182 |
Cash and cash equivalents, end of period | $52,543 | $46,079 |
Organization_Description_of_Bu
Organization, Description of Business | 3 Months Ended |
Mar. 31, 2015 | |
Organization, Description of Business | |
Organization, Description of Business | |
1. Organization, Description of Business | |
Nature of Operations | |
Tangoe, Inc. (the “Company”), a Delaware corporation, was incorporated on February 9, 2000 as TelecomRFQ, Inc. During 2001, the Company changed its name to Tangoe, Inc. The Company provides connection lifecycle management software and related services to a wide range of global enterprises and service providers. Connection lifecycle management encompasses the entire spectrum of an enterprise’s connection-based assets and services, such as voice and data services, mobile devices and usage, cloud software, infrastructure and services, machine-to-machine connections, enterprise social and information technology connections, including planning and sourcing, procurement and provisioning, inventory and usage management, mobile device management, real-time telecommunication expense management, invoice processing and payment, expense allocation and accounting and asset decommissioning and disposal. The Company’s on-demand Matrix Solution Suite is a suite of software designed to manage IT expenses and to manage and optimize the complex processes and expenses associated with this connection lifecycle. The Company’s Matrix Solution Suite and related services have historically focused on enterprises’ fixed and mobile connections and related assets, usage, expenses and analytics. The Company continues to enhance and expand its software and service offerings by developing and implementing additional capabilities, including capabilities designed to manage the entire range of an enterprise’s IT expenses, and to turn on, track, manage, secure and support various connections in an enterprise’s connection lifecycle, such as cloud software, infrastructure and services, machine-to-machine, enterprise social and information technology connections. The Company refers to its Matrix Solution Suite and related service offerings as Matrix. | |
Basis of Presentation of Interim Financial Statements | |
The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring adjustments) considered necessary for the fair statement of the Company’s financial position and results of operations for the periods presented have been included. Operating results for the three months ended March 31, 2015 are not necessarily indicative of the results that may be expected for the year ending December 31, 2015, for any other interim period or for any other future year. | |
The consolidated balance sheet at December 31, 2014 has been derived from the audited financial statements at that date, but does not include all of the disclosures required by GAAP. The accompanying condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and notes thereto contained in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2014 as filed with the Securities Exchange Commission (“SEC”) on March 16, 2015 (the “2014 Form 10-K”). | |
Significant Accounting Policies | |
The Company’s significant accounting policies are disclosed in the audited consolidated financial statements for the year ended December 31, 2014 included in the 2014 Form 10-K. Since the date of those financial statements, there have been no material changes to the Company’s significant accounting policies. | |
Loss_Income_per_Share_Applicab
(Loss) Income per Share Applicable to Common Stockholders | 3 Months Ended | |||||||
Mar. 31, 2015 | ||||||||
(Loss) Income per Share Applicable to Common Stockholders | ||||||||
(Loss) Income per Share Applicable to Common Stockholders | ||||||||
2. (Loss) Income per Share Applicable to Common Stockholders | ||||||||
The following table sets forth the computations of (loss) income per share applicable to common stockholders for the three months ended March 31, 2014 and 2015: | ||||||||
Three Months Ended | ||||||||
March 31, | ||||||||
(in thousands, except per share amounts) | 2014 | 2015 | ||||||
Basic and diluted net (loss) income per common share | ||||||||
Net (loss) income | $ | (267 | ) | $ | 252 | |||
Basic weighted-average common shares used to compute basic net (loss) income per share | 38,364 | 38,724 | ||||||
Outstanding stock options | — | 1,991 | ||||||
Outstanding restricted stock units | — | — | ||||||
Common stock warrants | — | — | ||||||
Diluted weighted-average common shares used to compute diluted net (loss) income per share | 38,364 | 40,715 | ||||||
Basic (loss) income per common share | $ | (0.01 | ) | $ | 0.01 | |||
Diluted (loss) income per common share | $ | (0.01 | ) | $ | 0.01 | |||
Diluted (loss) income per common share for the periods presented does not reflect the following potential common shares as the effect would be anti-dilutive either because the proceeds under the treasury stock method were in excess of the average fair market value for the period or because the Company had a net loss in the period. | ||||||||
Outstanding stock options | 2,240 | 3,388 | ||||||
Outstanding restricted stock units | 1,020 | 1,401 | ||||||
Common stock warrants | 8 | 10 | ||||||
Computers_Furniture_and_Equipm
Computers, Furniture and Equipment-Net | 3 Months Ended | |||||||
Mar. 31, 2015 | ||||||||
Computers, Furniture and Equipment-Net | ||||||||
Computers, Furniture and Equipment-Net | ||||||||
3. Computers, Furniture and Equipment-Net | ||||||||
Computers, furniture and equipment-net consist of: | ||||||||
As of | ||||||||
December 31, | March 31, | |||||||
(in thousands) | 2014 | 2015 | ||||||
Computers and software | $ | 14,386 | $ | 15,019 | ||||
Furniture and fixtures | 1,345 | 1,351 | ||||||
Leasehold improvements | 1,595 | 1,651 | ||||||
17,326 | 18,021 | |||||||
Less accumulated depreciation | (12,109 | ) | (12,741 | ) | ||||
Computers, furniture and equipment-net | $ | 5,217 | $ | 5,280 | ||||
Computers and software includes equipment under capital leases totaling approximately $2.5 million at each of December 31, 2014 and March 31, 2015. Accumulated depreciation on equipment under capital leases totaled approximately $2.5 million at each of December 31, 2014 and March 31, 2015. Depreciation and amortization expense associated with computers, furniture and equipment for the three months ended March 31, 2014 and 2015 was $0.6 million and $0.7 million, respectively. | ||||||||
Intangible_Assets_and_Goodwill
Intangible Assets and Goodwill | 3 Months Ended | |||||||||
Mar. 31, 2015 | ||||||||||
Intangible Assets and Goodwill | ||||||||||
Intangible Assets and Goodwill | ||||||||||
4. Intangible Assets and Goodwill | ||||||||||
The following table presents the components of the Company’s intangible assets as of December 31, 2014 and March 31, 2015: | ||||||||||
Weighted | ||||||||||
December 31, | March 31, | Average Useful | ||||||||
(in thousands) | 2014 | 2015 | Life (in years) | |||||||
Patents | $ | 1,054 | $ | 1,054 | 8 | |||||
Less: accumulated amortization | (1,029 | ) | (1,035 | ) | ||||||
Patents, net | 25 | 19 | ||||||||
Technological know-how | 14,802 | 14,591 | 6.1 | |||||||
Less: accumulated amortization | (10,245 | ) | (10,552 | ) | ||||||
Technological know-how, net | 4,557 | 4,039 | ||||||||
Customer relationships | 37,758 | 37,614 | 8.7 | |||||||
Less: accumulated amortization | (19,208 | ) | (20,002 | ) | ||||||
Customer relationships, net | 18,550 | 17,612 | ||||||||
Convenants not to compete | 1,094 | 1,046 | 2 | |||||||
Less: accumulated amortization | (1,049 | ) | (1,012 | ) | ||||||
Convenants not to compete, net | 45 | 34 | ||||||||
Strategic marketing agreement | 6,203 | 6,203 | 10 | |||||||
Less: accumulated amortization | (1,090 | ) | (1,252 | ) | ||||||
Strategic marketing agreement, net | 5,113 | 4,951 | ||||||||
Tradenames | 857 | 834 | 3.8 | |||||||
Less: accumulated amortization | (641 | ) | (673 | ) | ||||||
Tradenames, net | 216 | 161 | ||||||||
Trademarks | 247 | 247 | Indefinite | |||||||
Intangible assets, net | $ | 28,753 | $ | 27,063 | ||||||
The related amortization expense of intangible assets for the three months ended March 31, 2014 and 2015 was $2.0 million and $1.4 million, respectively. The Company’s estimate of future amortization expense for acquired intangible assets that exist at March 31, 2015 is as follows: | ||||||||||
(in thousands) | ||||||||||
April 1, 2015 to December 31, 2015 | $ | 4,502 | ||||||||
2016 | 5,521 | |||||||||
2017 | 4,946 | |||||||||
2018 | 4,527 | |||||||||
2019 | 3,507 | |||||||||
Thereafter | 3,813 | |||||||||
Total | $ | 26,816 | ||||||||
The following table presents the changes in the carrying amounts of goodwill for the three months ended March 31, 2015. | ||||||||||
Carrying | ||||||||||
(in thousands) | Amount | |||||||||
Balance at December 31, 2014 | $ | 65,348 | ||||||||
Foreign exchange translation effect | (491 | ) | ||||||||
Balance at March 31, 2015 | $ | 64,857 | ||||||||
Debt
Debt | 3 Months Ended | |||||||
Mar. 31, 2015 | ||||||||
Debt | ||||||||
Debt | ||||||||
5. Debt | ||||||||
As of December 31, 2014 and March 31, 2015, debt outstanding included the following: | ||||||||
December 31, | March 31, | |||||||
(in thousands) | 2014 | 2015 | ||||||
HCL-EMS contingent consideration. Payable as described below. | $ | 541 | $ | 541 | ||||
Deferred oneTEM purchase price, net of unamortized discount of $37 and $31 at December 31, 2014 and March 31, 2015, respectively. Payable as described below. | 235 | 242 | ||||||
Capital lease and other obligations | 790 | 4,060 | ||||||
Total notes payable | $ | 1,566 | $ | 4,843 | ||||
Less current portion | $ | (1,400 | ) | $ | (2,288 | ) | ||
Notes payable, less current portion | $ | 166 | $ | 2,555 | ||||
Line of Credit | ||||||||
The Company has a line of credit of up to $8.0 million based upon 80% of the Company’s eligible accounts receivable with JP Morgan Chase Bank, N.A., which line of credit the Company has not utilized following its initial public offering in August 2011. The line of credit bears interest at the London Inter-Bank Offered Rate plus a 2.0% spread. The line of credit matures in September 2015. As of December 31, 2014 and March 31, 2015, there were no balances outstanding on the line of credit. The line of credit has a financial covenant relative to minimum cash balance requirements and is secured by all of the Company’s tangible and intangible property. | ||||||||
Contingent HCL-EMS Consideration | ||||||||
The purchase consideration for the Company’s acquisition of substantially all of the assets and certain liabilities of HCL Expense Management Services, Inc. (“HCL-EMS”) in January 2011 included deferred cash consideration. The deferred cash consideration included contingent cash payments following each of the first and second anniversaries of the closing date of the HCL-EMS acquisition on January 25, 2011 (the “HCL-EMS Closing Date”), pursuant to an earn-out formula based upon specified revenues from specified customers acquired from HCL-EMS, subject to set-off rights of the Company with respect to indemnities given by HCL-EMS under the Asset Purchase Agreement entered into in December 2010 in connection with the HCL-EMS acquisition (the “HCL-EMS APA”). No interest accrued on the deferred cash consideration; however, the Company recorded imputed interest in the amount of $0.6 million based on the Company’s weighted average cost of debt as of the date of the acquisition. The obligation to pay the deferred cash consideration is unsecured. In 2012, the Company and HCL-EMS agreed that the gross amount of the first year earn-out would be $1.9 million and the Company paid that amount to HCL-EMS. In April 2013, the Company and HCL-EMS agreed that the gross amount of the second year earn-out would be $1.9 million. In early August 2013, the Company paid $1.0 million of the second year earn-out to HCL-EMS, and retained the balance of the second year earn-out in the amount of $0.9 million pending resolution of an outstanding indemnity matter. In September 2014, the Company paid $0.4 million in satisfaction of the third-party claim that triggered the indemnity matter and the contingent consideration balance was reduced by this amount. | ||||||||
Deferred oneTEM Purchase Price | ||||||||
The purchase consideration for the Company’s acquisition of oneTEM GmbH, a private limited company incorporated in Germany (“oneTEM”) includes deferred cash consideration and contingent earn-out cash consideration. The deferred cash consideration consists of a payment of €0.4 million in cash payable on the first year anniversary of the closing of the oneTEM acquisition. The contingent earn-out cash consideration is payable pursuant to an earn-out formula based upon the business, whose historic revenue had been one-time consulting revenue, beginning to generate annual recurring revenue from specified customers and then year-over-year increases in annual recurring revenue from those specified customers during the earn-out periods. The earn-out period begins with the first full month after April 18, 2013 (“the oneTEM Closing Date”) and continues for four consecutive 12-month periods. The Company valued this contingent earn-out cash consideration at €0.2 million. No interest accrues on the deferred cash consideration or contingent earn-out consideration; however, the Company recorded imputed interest in the amount of €0.1 million based on weighted average cost of capital as of the date of the acquisition. The deferred consideration was and the contingent earn-out cash consideration is subject to set-off rights of the Company with respect to certain indemnities given by the former holders of the issued share capital of oneTEM under the Share Purchase Agreement by and between the Company and oneTEM. In April, 2014, the Company paid the full €0.4 million of deferred consideration which was payable on the first anniversary of the oneTEM Closing Date. This payment did not include any amounts related to the earn-out and no amounts became payable under the earn-out terms for the 12-month period from May 2013 to April 2014. | ||||||||
Capital Lease and Other Obligations | ||||||||
The Company entered into an installment payment agreement with a vendor under which the Company financed $3.5 million of software license fees. The term of this agreement is three years with twelve quarterly installment payments. | ||||||||
Stockholders_Equity
Stockholders' Equity | 3 Months Ended | ||||||||
Mar. 31, 2015 | |||||||||
Stockholders' Equity | |||||||||
Stockholders' Equity | |||||||||
6. Stockholders’ Equity | |||||||||
Common Stock—As of December 31, 2014 and March 31, 2015, the number of authorized shares of common stock, par value $0.0001 per share, was 150,000,000, of which 38,621,169 and 38,967,058 were issued and outstanding, respectively. | |||||||||
During the three months ended March 31, 2015, the Company issued 87,117 shares of its common stock to certain of its employees under the provisions of the Company’s 2011 Stock Incentive Plan (the “2011 Plan”) in the form of stock awards, as well as additional shares of common stock upon the exercise of stock options and the vesting of restricted stock units as described below. For the three months ended March 31, 2015, the recorded stock-based compensation expenses of $1.3 million related to common stock issuances to certain of its employees and members of its board of directors. | |||||||||
In November 2014, the Company’s board of directors authorized a share repurchase program under which the Company may repurchase up to $30 million of its outstanding common stock on the open market or in privately negotiated transactions. The $30 million includes $2.3 million of unused funds from a previous $20 million share repurchase program announced in 2012. During the three months ended March 31, 2015, the Company repurchased 174,276 shares of common stock at an average price per share, including broker commissions, of $11.48, for an aggregate purchase price of $2.0 million. | |||||||||
Preferred Stock—As of December 31, 2014 and March 31, 2015, the number of authorized shares of preferred stock, par value $0.0001 per share, was 5,000,000, of which 0 were issued and outstanding. | |||||||||
Common Stock Warrants— On March 22, 2011, the Company issued a warrant to purchase up to 1,282,789 shares of its common stock to Dell Products, L.P. (“Dell”) in connection with the entry of the Company and Dell into a 49-month strategic relationship agreement. Under the terms of the warrant, the 1,282,789 shares of common stock were eligible to become exercisable upon the achievement of certain annual recurring revenue thresholds over the 49-month period that ended on December 31, 2014. The warrant was exercisable at $5.987 per share. As of December 31, 2014, the vesting term of the warrant expired with Dell earning no warrant shares. | |||||||||
A summary of activity with respect to warrants to purchase common stock during the three months ended March 31, 2015 is presented below: | |||||||||
Common | |||||||||
Stock | |||||||||
Warrants | |||||||||
Outstanding at beginning of the year | 10,000 | ||||||||
Exercised | — | ||||||||
Issued | — | ||||||||
Cancelled | — | ||||||||
Outstanding at end of the period | 10,000 | ||||||||
Weighted average exercise price | $ | 14.02 | |||||||
Stock Options—As of March 31, 2015, the Company had five stock-based compensation plans, the Employee Stock Option/Stock Issuance Plan (the “Employee Plan”), the Executive Stock Option/Stock Issuance Plan (the “Executive Plan”), the 2005 Stock Incentive Plan (the “2005 Plan”), the Traq Amended and Restated 1999 Stock Plan (the “1999 Plan”) and the 2011 Plan. In connection with the Company’s initial public offering, the Company’s board of directors determined that no future stock awards would be made under the Employee Plan, the Executive Plan, the 2005 Plan and the 1999 Plan. The 2011 Plan provides for the grant of incentive stock options, nonstatutory stock options, restricted stock awards and other stock-based awards. | |||||||||
Under the provisions of the Employee Plan, the Executive Plan, the 2005 Plan, the 1999 Plan and the 2011 Plan (the “Plans”), the exercise price of each option is determined by the Company’s board of directors or by a committee appointed by the board of directors. Under the 2011 Plan, the exercise price of all stock options must not be less than the fair market value of a share of common stock on the date of grant. The period over which options vest and become exercisable, as well as the term of the options, is determined by the board of directors or the committee appointed by the board of directors. The options generally vest over 4 years and expire 10 years after the date of the grant. | |||||||||
For the three months ended March 31, 2014 and 2015, the Company recorded stock-based compensation expense of $1.8 million and $1.3 million, respectively, related to stock options. | |||||||||
As of March 31, 2015, there was $5.0 million of total unrecognized stock-based compensation cost, net of estimated forfeitures, related to stock options. This amount will be amortized on a straight-line basis over the requisite service period related to the stock option grants. | |||||||||
A summary of the status of stock options issued pursuant to the Plans during the three months ended March 31, 2015 is presented below: | |||||||||
Options | Number of Shares | Weighted | Weighted | ||||||
Average | Average | ||||||||
Exercise | Contractual | ||||||||
Price | Life (years) | ||||||||
Outstanding at beginning of the year | 5,603,892 | $ | 9.04 | ||||||
Granted | — | $ | — | ||||||
Forfeited | (42,936 | ) | $ | 14.88 | |||||
Exercised | (182,296 | ) | $ | 3.71 | |||||
Outstanding at end of the period | 5,378,660 | $ | 9.17 | 5.7 | |||||
Exercisable at end of the period | 4,745,345 | $ | 8.4 | 5.5 | |||||
Available for future grants at March 31, 2015 | 199,460 | ||||||||
The intrinsic values of options outstanding, vested and exercised during the three months ended March 31, 2015 were as follows: | |||||||||
Number of | Intrinsic | ||||||||
Options | Value | ||||||||
Outstanding | 5,378,660 | $ | 29,349,006 | ||||||
Vested | 4,745,345 | $ | 29,203,572 | ||||||
Exercised | 182,296 | $ | 1,548,874 | ||||||
During the three months ended March 31, 2015, employees and former employees of the Company exercised options to purchase a total of 182,296 shares of common stock at exercise prices ranging from $0.25 to $12.56 per share. Proceeds from the stock option exercises totaled $0.7 million. | |||||||||
Restricted Stock Units—During the three months ended March 31, 2015, the Company issued 795,900 restricted stock units to certain employees under the provisions of the 2011 Plan, of which 172,000 were performance-based restricted stock units and 250,752 restricted stock units vested resulting in an equal number of shares of common stock being issued. The grants of restricted stock units made during the three months ended March 31, 2015 had an aggregate value of $9.7 million. The value of a restricted stock unit award is determined based on the closing price of the Company’s common stock on the date of grant. A restricted stock unit award entitles the holder to receive shares of the Company’s common stock as the award vests. The restricted stock units vest over periods that range from three months to three years. The performance-based restricted stock units are granted upon achievement of a specified financial metric. Granted performance-based restricted stock units vest over time, with 20% vesting on the first anniversary of the grant date of February 19, 2015 and 20% each subsequent quarter until fully vested on the second anniversary of the grant date. Stock-based compensation expense is amortized on a straight-line basis over the vesting period. | |||||||||
For the three months ended March 31, 2014 and 2015, the Company recorded stock-based compensation expenses of $0.7 million and $2.4 million, respectively, related to restricted stock units. | |||||||||
As of March 31, 2015, there was $21.1 million of total unrecognized compensation cost, net of estimated forfeitures, related to unvested restricted stock units. This amount will be amortized on a straight-line basis over the requisite service period related to the restricted unit grants. | |||||||||
A summary of the status of restricted stock units issued pursuant to the Plans during the three months ended March 31, 2015 is presented below: | |||||||||
Restricted Stock Units | Number of Shares | Weighted | |||||||
Average Fair | |||||||||
Value | |||||||||
Outstanding at beginning of the year | 1,172,505 | $ | 17.36 | ||||||
Granted | 795,900 | $ | 12.24 | ||||||
Forfeited | (15,361 | ) | $ | 15.35 | |||||
Vested | (250,752 | ) | $ | 16.94 | |||||
Outstanding at end of the period | 1,702,292 | $ | 15.05 | ||||||
In accordance with ASC 718, Share Based Payment (“ASC 718”), total compensation expense for stock-based compensation awards was $4.2 million and $5.0 million for the three months ended March 31, 2014 and 2015, respectively, which is included on the accompanying condensed consolidated statements of operations as follows (in thousands): | |||||||||
Three Months Ended | |||||||||
March 31, | |||||||||
2014 | 2015 | ||||||||
Cost of goods sold | $ | 1,488 | $ | 910 | |||||
Sales and marketing expenses | 1,256 | 1,367 | |||||||
General and administrative expenses | 1,035 | 2,066 | |||||||
Research and development | 418 | 681 | |||||||
Total stock-based employee compensation | $ | 4,197 | $ | 5,024 | |||||
Stock-based compensation expense for equity awards outstanding as of March 31, 2015 will be recognized over the following periods as follows (in thousands): | |||||||||
Years Ending December 31, | |||||||||
April 1, 2015 to December 31, 2015 | $ | 12,226 | |||||||
2016 | 10,028 | ||||||||
2017 | 3,604 | ||||||||
2018 | 385 | ||||||||
$ | 26,243 | ||||||||
Stock-based compensation costs for stock options are generally based on the fair value calculated from the Black-Scholes valuation model on the date of grant. The Black-Scholes valuation model requires the Company to estimate key assumptions such as expected volatility, expected terms, risk-free interest rates and dividend yields. The Company determined the assumptions in the Black-Scholes valuation model as follows: expected volatility is a combination of the Company’s competitors’ historical volatility; expected term is calculated using the “simplified” method prescribed in ASC 718; and the risk free rate is based on the U.S. Treasury yield on 5 and 7-year instruments in effect at the time of grant. A dividend yield is not used, as the Company has never paid cash dividends and does not currently intend to pay cash dividends. The Company periodically reviews the assumptions and modifies the assumptions accordingly. | |||||||||
As part of the requirements of ASC 718, the Company is required to estimate potential forfeitures of stock option and restricted stock unit grants and adjust compensation cost recorded accordingly. The estimate of forfeitures will be adjusted over the requisite service period to the extent that actual forfeitures differ, or are expected to differ, from such estimates. Changes in estimated forfeitures will be recognized through a cumulative catch-up adjustment in the period of change and will also impact the amount of stock-based compensation expense to be recognized in future periods. The fair values of stock option and restricted stock unit grants are amortized as compensation expense on a straight-line basis over the vesting period of the grants. Compensation expense recognized is shown in the operating activities section of the statement of cash flows. | |||||||||
Income_Taxes
Income Taxes | 3 Months Ended |
Mar. 31, 2015 | |
Income Taxes | |
Income Taxes | |
7. Income Taxes | |
The income tax provision differs from the expected tax provisions computed by applying the U.S. Federal statutory rate to loss before income taxes primarily because the Company has historically maintained a full valuation allowance on its deferred tax assets and to a lesser extent because of the impact of state income taxes. As described in the 2014 Form 10-K, the Company maintains a full valuation allowance in accordance with ASC 740, Accounting for Income Taxes, on its net deferred tax assets. Until the Company achieves and sustains an appropriate level of profitability, it plans to maintain a valuation allowance on its net deferred tax assets. | |
Fair_Value_Measurement
Fair Value Measurement | 3 Months Ended | |||||||||||||
Mar. 31, 2015 | ||||||||||||||
Fair Value Measurement | ||||||||||||||
Fair Value Measurement | ||||||||||||||
8. Fair Value Measurement | ||||||||||||||
The Company records certain financial assets and liabilities at fair value on a recurring basis. The Company determines fair values based on that price it would receive to sell an asset or pay to transfer a liability in an orderly transaction between market participants at the measurement date and in the principal or most advantageous market for that asset or liability. | ||||||||||||||
The prescribed fair value hierarchy and related valuation methodologies are as follows: | ||||||||||||||
Level 1—Inputs are unadjusted quoted prices in active markets for identical assets or liabilities that the reporting entity has the ability to access at the measurement date. | ||||||||||||||
Level 2—Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, directly or indirectly, such as a quoted price for similar assets or liabilities in active markets. | ||||||||||||||
Level 3—Inputs are unobservable and are only used to measure fair value when observable inputs are not available. The inputs reflect the entity’s own assumptions and are based on the best information available. This allows for the fair value of an asset or liability to be measured when no active market for that asset or liability exists. | ||||||||||||||
The following tables disclose the assets and liabilities measured at fair value on a recurring basis as of December 31, 2014 and March 31, 2015 and the basis for that measurement: | ||||||||||||||
Fair Value Measurement at December 31, 2014 | ||||||||||||||
(in thousands) | Total | Level 1 | Level 2 | Level 3 | ||||||||||
Money market | $ | 18,372 | $ | 18,372 | $ | — | $ | — | ||||||
Contingent HCL-EMS acquisition consideration | 541 | — | — | 541 | ||||||||||
Contingent oneTEM acquisition consideration | 235 | — | — | 235 | ||||||||||
$ | 19,148 | $ | 18,372 | $ | — | $ | 776 | |||||||
Fair Value Measurement at March 31, 2015 | ||||||||||||||
(in thousands) | Total | Level 1 | Level 2 | Level 3 | ||||||||||
Money market | $ | 18,379 | $ | 18,379 | $ | — | $ | — | ||||||
Contingent HCL-EMS acquisition consideration | 541 | — | — | 541 | ||||||||||
Contingent oneTEM acquisition consideration | 242 | — | — | 242 | ||||||||||
$ | 19,162 | $ | 18,379 | $ | — | $ | 783 | |||||||
The changes in the fair value of the Level 3 liability for the three months ended March 31, 2015 are as follows: | ||||||||||||||
Contingent acquisition consideration | ||||||||||||||
Three Months Ended March 31, 2015 | ||||||||||||||
(in thousands) | HCL-EMS | oneTEM | ||||||||||||
Balance, Beginning of Period | $ | 541 | $ | 235 | ||||||||||
Imputed interest | — | 7 | ||||||||||||
Balance, End of Period | $ | 541 | $ | 242 | ||||||||||
The Company’s investment in overnight money market institutional funds, which amounted to $18.4 million at December 31, 2014 and March 31, 2015, is included in cash and cash equivalents on the accompanying condensed consolidated balance sheets and is classified as a Level 1 input. | ||||||||||||||
The acquisition of HCL-EMS included a contingent consideration agreement that required additional consideration to be paid by the Company following each of the first and second anniversaries of the HCL-EMS Closing Date, pursuant to an earn-out formula ranging from 7.5% to 15% of specified revenues from specified customers acquired, subject to set-off rights of the Company with respect to indemnities given by HCL-EMS under the HCL-EMS APA. The fair value of the contingent consideration recognized was $3.4 million which was estimated by applying the income approach. The remaining balance of $0.5 million represents the balance retained by the Company pending resolution of an outstanding indemnity matter, after reduction for the $0.4 million payment mentioned below. The key assumptions include (a) a discount rate of 10.5% and (b) probability adjusted levels of revenue between approximately $12.6 million and $13.9 million. As of March 31, 2015, there were no changes in the recognized amounts from December 31, 2014. | ||||||||||||||
The acquisition of oneTEM includes a contingent earn-out cash consideration agreement that requires additional consideration to be paid by the Company following each of the first four anniversaries of the oneTEM Closing Date. Historically, the oneTEM business had generated one-time consulting revenue. Under the earn-out formula, the earn-out consideration is equal to 9% of annual recurring revenue that the business begins to generate from specified customers in the first year and then 9% of year-over-year increases in annual recurring revenue growth from those specified customers during the earn-out periods. The earn-out period begins with the first full month after the oneTEM Closing Date and continues for four consecutive 12- month periods. The contingent earn-out cash consideration is subject to set-off rights of the Company with respect to indemnities given by the former holders of the issued share capital of oneTEM under the oneTEM Purchase Agreement. The fair value of the contingent earn-out cash consideration recognized was $0.2 million, which was estimated by applying the income approach. The key assumptions include (a) a discount rate of 15% and (b) probability adjusted levels of initial and then increased annual recurring revenue between approximately $0.2 million and $0.3 million. As of March 31, 2015, there were no changes in the recognized amounts from December 31, 2014, except for the accretion of imputed interest. | ||||||||||||||
The carrying amounts of the Company’s other non-cash financial instruments including accounts receivable and accounts payable approximate their fair values due to the relatively short-term nature of these instruments. | ||||||||||||||
Supplemental_Cash_Flow_Informa
Supplemental Cash Flow Information: | 3 Months Ended | |||||||
Mar. 31, 2015 | ||||||||
Supplemental Cash Flow Information: | ||||||||
Supplemental Cash Flow Information: | ||||||||
9. Supplemental Cash Flow Information: | ||||||||
Information about other cash flow activities during the three months ended March 31, 2014 and 2015 are as follows: | ||||||||
Three months ended March 31, | ||||||||
(in thousands) | 2014 | 2015 | ||||||
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION: | ||||||||
Cash paid for: | ||||||||
Interest | $ | 9 | $ | 15 | ||||
Income tax payments | $ | 114 | $ | 135 | ||||
NON CASH FINANCING ACTIVITIES: | ||||||||
Software acquired with financing agreement | $ | — | $ | 3,500 | ||||
Commitments_and_Contingencies
Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2015 | |
Commitments and Contingencies | |
Commitments and Contingencies | |
10. Commitments and Contingencies | |
During the normal course of business, the Company becomes involved in various routine legal proceedings including issues pertaining to patent and trademark infringement, customer disputes, employee matters and acquisition-related post-closing disputes. The Company does not believe that the outcome of these matters will have a material adverse effect on its financial condition. | |
The Company has entered into non-cancellable operating leases for the rental of office space in various locations that expire between 2015 and 2023. Some of the leases provide for lower payments in the beginning of the term which gradually escalate during the term of the lease. The Company recognizes rent expense on a straight-line basis over the lease term, which gives rise to a deferred rent liability on the balance sheet. The Company also has entered into agreements with third-party hosting facilities, which expire between 2016 and 2017. | |
The Company is also obligated under several leases covering computer equipment and software, which the Company has classified as capital leases and other obligations. Additionally, the Company has entered into several operating leases for various office equipment items, which expire between 2015 and 2018. | |
Rent expense, included in general and administrative expense, was approximately $1.5 million and $1.6 million for the three months ended March 31, 2014 and 2015, respectively. | |
Loss_Income_per_Share_Applicab1
(Loss) Income per Share Applicable to Common Stockholders (Tables) | 3 Months Ended | |||||||
Mar. 31, 2015 | ||||||||
(Loss) Income per Share Applicable to Common Stockholders | ||||||||
Schedule of computations of income per share applicable to common stockholders | ||||||||
Three Months Ended | ||||||||
March 31, | ||||||||
(in thousands, except per share amounts) | 2014 | 2015 | ||||||
Basic and diluted net (loss) income per common share | ||||||||
Net (loss) income | $ | (267 | ) | $ | 252 | |||
Basic weighted-average common shares used to compute basic net (loss) income per share | 38,364 | 38,724 | ||||||
Outstanding stock options | — | 1,991 | ||||||
Outstanding restricted stock units | — | — | ||||||
Common stock warrants | — | — | ||||||
Diluted weighted-average common shares used to compute diluted net (loss) income per share | 38,364 | 40,715 | ||||||
Basic (loss) income per common share | $ | (0.01 | ) | $ | 0.01 | |||
Diluted (loss) income per common share | $ | (0.01 | ) | $ | 0.01 | |||
Schedule of potential common shares excluded from computation of diluted income per common share as the effect would be anti-dilutive | ||||||||
Outstanding stock options | 2,240 | 3,388 | ||||||
Outstanding restricted stock units | 1,020 | 1,401 | ||||||
Common stock warrants | 8 | 10 | ||||||
Computers_Furniture_and_Equipm1
Computers, Furniture and Equipment-Net (Tables) | 3 Months Ended | |||||||
Mar. 31, 2015 | ||||||||
Computers, Furniture and Equipment-Net | ||||||||
Schedule of computers, furniture and equipment-net | ||||||||
As of | ||||||||
December 31, | March 31, | |||||||
(in thousands) | 2014 | 2015 | ||||||
Computers and software | $ | 14,386 | $ | 15,019 | ||||
Furniture and fixtures | 1,345 | 1,351 | ||||||
Leasehold improvements | 1,595 | 1,651 | ||||||
17,326 | 18,021 | |||||||
Less accumulated depreciation | (12,109 | ) | (12,741 | ) | ||||
Computers, furniture and equipment-net | $ | 5,217 | $ | 5,280 | ||||
Intangible_Assets_and_Goodwill1
Intangible Assets and Goodwill (Tables) | 3 Months Ended | |||||||||
Mar. 31, 2015 | ||||||||||
Intangible Assets and Goodwill | ||||||||||
Schedule of components of intangible assets | ||||||||||
Weighted | ||||||||||
December 31, | March 31, | Average Useful | ||||||||
(in thousands) | 2014 | 2015 | Life (in years) | |||||||
Patents | $ | 1,054 | $ | 1,054 | 8 | |||||
Less: accumulated amortization | (1,029 | ) | (1,035 | ) | ||||||
Patents, net | 25 | 19 | ||||||||
Technological know-how | 14,802 | 14,591 | 6.1 | |||||||
Less: accumulated amortization | (10,245 | ) | (10,552 | ) | ||||||
Technological know-how, net | 4,557 | 4,039 | ||||||||
Customer relationships | 37,758 | 37,614 | 8.7 | |||||||
Less: accumulated amortization | (19,208 | ) | (20,002 | ) | ||||||
Customer relationships, net | 18,550 | 17,612 | ||||||||
Convenants not to compete | 1,094 | 1,046 | 2 | |||||||
Less: accumulated amortization | (1,049 | ) | (1,012 | ) | ||||||
Convenants not to compete, net | 45 | 34 | ||||||||
Strategic marketing agreement | 6,203 | 6,203 | 10 | |||||||
Less: accumulated amortization | (1,090 | ) | (1,252 | ) | ||||||
Strategic marketing agreement, net | 5,113 | 4,951 | ||||||||
Tradenames | 857 | 834 | 3.8 | |||||||
Less: accumulated amortization | (641 | ) | (673 | ) | ||||||
Tradenames, net | 216 | 161 | ||||||||
Trademarks | 247 | 247 | Indefinite | |||||||
Intangible assets, net | $ | 28,753 | $ | 27,063 | ||||||
Schedule of estimate of future amortization expense for acquired intangible assets | ||||||||||
(in thousands) | ||||||||||
April 1, 2015 to December 31, 2015 | $ | 4,502 | ||||||||
2016 | 5,521 | |||||||||
2017 | 4,946 | |||||||||
2018 | 4,527 | |||||||||
2019 | 3,507 | |||||||||
Thereafter | 3,813 | |||||||||
Total | $ | 26,816 | ||||||||
Schedule of changes in carrying amounts of goodwill | ||||||||||
Carrying | ||||||||||
(in thousands) | Amount | |||||||||
Balance at December 31, 2014 | $ | 65,348 | ||||||||
Foreign exchange translation effect | (491 | ) | ||||||||
Balance at March 31, 2015 | $ | 64,857 | ||||||||
Debt_Tables
Debt (Tables) | 3 Months Ended | |||||||
Mar. 31, 2015 | ||||||||
Debt | ||||||||
Schedule of debt outstanding | ||||||||
December 31, | March 31, | |||||||
(in thousands) | 2014 | 2015 | ||||||
HCL-EMS contingent consideration. Payable as described below. | $ | 541 | $ | 541 | ||||
Deferred oneTEM purchase price, net of unamortized discount of $37 and $31 at December 31, 2014 and March 31, 2015, respectively. Payable as described below. | 235 | 242 | ||||||
Capital lease and other obligations | 790 | 4,060 | ||||||
Total notes payable | $ | 1,566 | $ | 4,843 | ||||
Less current portion | $ | (1,400 | ) | $ | (2,288 | ) | ||
Notes payable, less current portion | $ | 166 | $ | 2,555 | ||||
Stockholders_Equity_Tables
Stockholders' Equity (Tables) | 3 Months Ended | ||||||||
Mar. 31, 2015 | |||||||||
Stockholders' Equity | |||||||||
Summary of activity with respect to warrants to purchase common stock | |||||||||
Common | |||||||||
Stock | |||||||||
Warrants | |||||||||
Outstanding at beginning of the year | 10,000 | ||||||||
Exercised | — | ||||||||
Issued | — | ||||||||
Cancelled | — | ||||||||
Outstanding at end of the period | 10,000 | ||||||||
Weighted average exercise price | $ | 14.02 | |||||||
Summary of status of stock options issued pursuant to the plans | |||||||||
Options | Number of Shares | Weighted | Weighted | ||||||
Average | Average | ||||||||
Exercise | Contractual | ||||||||
Price | Life (years) | ||||||||
Outstanding at beginning of the year | 5,603,892 | $ | 9.04 | ||||||
Granted | — | $ | — | ||||||
Forfeited | (42,936 | ) | $ | 14.88 | |||||
Exercised | (182,296 | ) | $ | 3.71 | |||||
Outstanding at end of the period | 5,378,660 | $ | 9.17 | 5.7 | |||||
Exercisable at end of the period | 4,745,345 | $ | 8.4 | 5.5 | |||||
Available for future grants at March 31, 2015 | 199,460 | ||||||||
Summary of intrinsic values of options outstanding, vested and exercised | |||||||||
Number of | Intrinsic | ||||||||
Options | Value | ||||||||
Outstanding | 5,378,660 | $ | 29,349,006 | ||||||
Vested | 4,745,345 | $ | 29,203,572 | ||||||
Exercised | 182,296 | $ | 1,548,874 | ||||||
Summary of status of restricted stock units issued pursuant to the plans | |||||||||
Restricted Stock Units | Number of Shares | Weighted | |||||||
Average Fair | |||||||||
Value | |||||||||
Outstanding at beginning of the year | 1,172,505 | $ | 17.36 | ||||||
Granted | 795,900 | $ | 12.24 | ||||||
Forfeited | (15,361 | ) | $ | 15.35 | |||||
Vested | (250,752 | ) | $ | 16.94 | |||||
Outstanding at end of the period | 1,702,292 | $ | 15.05 | ||||||
Schedule of total compensation expense for stock-based compensation awards included in the accompanying condensed consolidated statements of operations | |||||||||
In accordance with ASC 718, Share Based Payment (“ASC 718”), total compensation expense for stock-based compensation awards was $4.2 million and $5.0 million for the three months ended March 31, 2014 and 2015, respectively, which is included on the accompanying condensed consolidated statements of operations as follows (in thousands): | |||||||||
Three Months Ended | |||||||||
March 31, | |||||||||
2014 | 2015 | ||||||||
Cost of goods sold | $ | 1,488 | $ | 910 | |||||
Sales and marketing expenses | 1,256 | 1,367 | |||||||
General and administrative expenses | 1,035 | 2,066 | |||||||
Research and development | 418 | 681 | |||||||
Total stock-based employee compensation | $ | 4,197 | $ | 5,024 | |||||
Schedule of stock-based compensation expense for equity awards outstanding | |||||||||
Stock-based compensation expense for equity awards outstanding as of March 31, 2015 will be recognized over the following periods as follows (in thousands): | |||||||||
Years Ending December 31, | |||||||||
April 1, 2015 to December 31, 2015 | $ | 12,226 | |||||||
2016 | 10,028 | ||||||||
2017 | 3,604 | ||||||||
2018 | 385 | ||||||||
$ | 26,243 | ||||||||
Fair_Value_Measurement_Tables
Fair Value Measurement (Tables) | 3 Months Ended | |||||||||||||
Mar. 31, 2015 | ||||||||||||||
Fair Value Measurement | ||||||||||||||
Schedule of assets and liabilities measured at fair value on a recurring basis | ||||||||||||||
Fair Value Measurement at December 31, 2014 | ||||||||||||||
(in thousands) | Total | Level 1 | Level 2 | Level 3 | ||||||||||
Money market | $ | 18,372 | $ | 18,372 | $ | — | $ | — | ||||||
Contingent HCL-EMS acquisition consideration | 541 | — | — | 541 | ||||||||||
Contingent oneTEM acquisition consideration | 235 | — | — | 235 | ||||||||||
$ | 19,148 | $ | 18,372 | $ | — | $ | 776 | |||||||
Fair Value Measurement at March 31, 2015 | ||||||||||||||
(in thousands) | Total | Level 1 | Level 2 | Level 3 | ||||||||||
Money market | $ | 18,379 | $ | 18,379 | $ | — | $ | — | ||||||
Contingent HCL-EMS acquisition consideration | 541 | — | — | 541 | ||||||||||
Contingent oneTEM acquisition consideration | 242 | — | — | 242 | ||||||||||
$ | 19,162 | $ | 18,379 | $ | — | $ | 783 | |||||||
Changes in the fair value of the Level 3 liability | ||||||||||||||
Contingent acquisition consideration | ||||||||||||||
Three Months Ended March 31, 2015 | ||||||||||||||
(in thousands) | HCL-EMS | oneTEM | ||||||||||||
Balance, Beginning of Period | $ | 541 | $ | 235 | ||||||||||
Imputed interest | — | 7 | ||||||||||||
Balance, End of Period | $ | 541 | $ | 242 | ||||||||||
Supplemental_Cash_Flow_Informa1
Supplemental Cash Flow Information: (Tables) | 3 Months Ended | |||||||
Mar. 31, 2015 | ||||||||
Supplemental Cash Flow Information: | ||||||||
Schedule of information about other cash flow activities | ||||||||
Three months ended March 31, | ||||||||
(in thousands) | 2014 | 2015 | ||||||
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION: | ||||||||
Cash paid for: | ||||||||
Interest | $ | 9 | $ | 15 | ||||
Income tax payments | $ | 114 | $ | 135 | ||||
NON CASH FINANCING ACTIVITIES: | ||||||||
Software acquired with financing agreement | $ | — | $ | 3,500 | ||||
Loss_Income_per_Share_Applicab2
(Loss) Income per Share Applicable to Common Stockholders (Details) (USD $) | 3 Months Ended | |
In Thousands, except Per Share data, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
Basic and diluted net (loss) income per common share | ||
Net (loss) income | $252 | ($267) |
Basic weighted-average common shares used to compute basic net (loss) income per share | 38,724 | 38,364 |
Weighted-average common shares used to compute diluted net income (loss) per share | 40,715 | 38,364 |
Basic (loss) income per common share | $0.01 | ($0.01) |
Diluted (loss) income per common share | $0.01 | ($0.01) |
Outstanding stock options | ||
Basic and diluted net (loss) income per common share | ||
Basic weighted-average common shares used to compute basic net (loss) income per share | 1,991 |
Loss_Income_per_Share_Applicab3
(Loss) Income per Share Applicable to Common Stockholders (Details 2) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
Outstanding stock options | ||
Potentially dilutive securities | ||
Potential dilutive securities considered as anti-dilutive (in shares) | 3,388 | 2,240 |
Restricted Stock Units (RSUs) [Member] | ||
Potentially dilutive securities | ||
Potential dilutive securities considered as anti-dilutive (in shares) | 1,401 | 1,020 |
Warrant [Member] | ||
Potentially dilutive securities | ||
Potential dilutive securities considered as anti-dilutive (in shares) | 10 | 8 |
Computers_Furniture_and_Equipm2
Computers, Furniture and Equipment-Net (Details) (USD $) | 3 Months Ended | ||
Mar. 31, 2015 | Mar. 31, 2014 | Dec. 31, 2014 | |
Computers, furniture and equipment-net | |||
Computers, furniture and equipment-gross | $18,021,000 | $17,326,000 | |
Less: accumulated depreciation | -12,741,000 | -12,109,000 | |
Computers, furniture and equipment-net | 5,280,000 | 5,217,000 | |
Depreciation and amortization expense | 700,000 | 600,000 | |
Computers and software | |||
Computers, furniture and equipment-net | |||
Computers, furniture and equipment-gross | 15,019,000 | 14,386,000 | |
Assets Held under Capital Leases [Member] | |||
Computers, furniture and equipment-net | |||
Computers, furniture and equipment-gross | 2,500,000 | 2,500,000 | |
Less: accumulated depreciation | -2,500,000 | -2,500,000 | |
Furniture and Fixtures [Member] | |||
Computers, furniture and equipment-net | |||
Computers, furniture and equipment-gross | 1,351,000 | 1,345,000 | |
Leasehold Improvements [Member] | |||
Computers, furniture and equipment-net | |||
Computers, furniture and equipment-gross | $1,651,000 | $1,595,000 |
Intangible_Assets_and_Goodwill2
Intangible Assets and Goodwill (Details) (USD $) | 3 Months Ended | ||
Mar. 31, 2015 | Mar. 31, 2014 | Dec. 31, 2014 | |
Intangible assets | |||
Trademarks | $247,000 | $247,000 | |
Intangible assets, net | 27,063,000 | 28,753,000 | |
Amortization expense of intangible assets | 1,400,000 | 2,000,000 | |
Estimate of future amortization expense for acquired intangible assets | |||
April 1, 2015 to December 31, 2015 | 4,502,000 | ||
2016 | 5,521,000 | ||
2017 | 4,946,000 | ||
2018 | 4,527,000 | ||
2019 | 3,507,000 | ||
Thereafter | 3,813,000 | ||
Intangible assets, gross | 26,816,000 | ||
Patents [Member] | |||
Intangible assets | |||
Less: accumulated amortization | -1,035,000 | -1,029,000 | |
Net | 19,000 | 25,000 | |
Weighted Average Useful Life | 8 years | ||
Estimate of future amortization expense for acquired intangible assets | |||
Intangible assets, gross | 1,054,000 | 1,054,000 | |
Developed Technology Rights [Member] | |||
Intangible assets | |||
Less: accumulated amortization | -10,552,000 | -10,245,000 | |
Net | 4,039,000 | 4,557,000 | |
Weighted Average Useful Life | 6 years 1 month 6 days | ||
Estimate of future amortization expense for acquired intangible assets | |||
Intangible assets, gross | 14,591,000 | 14,802,000 | |
Customer Relationships [Member] | |||
Intangible assets | |||
Less: accumulated amortization | -20,002,000 | -19,208,000 | |
Net | 17,612,000 | 18,550,000 | |
Weighted Average Useful Life | 8 years 8 months 12 days | ||
Estimate of future amortization expense for acquired intangible assets | |||
Intangible assets, gross | 37,614,000 | 37,758,000 | |
Noncompete Agreements [Member] | |||
Intangible assets | |||
Less: accumulated amortization | -1,012,000 | -1,049,000 | |
Net | 34,000 | 45,000 | |
Weighted Average Useful Life | 2 years | ||
Estimate of future amortization expense for acquired intangible assets | |||
Intangible assets, gross | 1,046,000 | 1,094,000 | |
Strategic marketing agreement | |||
Intangible assets | |||
Less: accumulated amortization | -1,252,000 | -1,090,000 | |
Net | 4,951,000 | 5,113,000 | |
Weighted Average Useful Life | 10 years | ||
Estimate of future amortization expense for acquired intangible assets | |||
Intangible assets, gross | 6,203,000 | 6,203,000 | |
Trade Names [Member] | |||
Intangible assets | |||
Less: accumulated amortization | -673,000 | -641,000 | |
Net | 161,000 | 216,000 | |
Weighted Average Useful Life | 3 years 9 months 18 days | ||
Estimate of future amortization expense for acquired intangible assets | |||
Intangible assets, gross | $834,000 | $857,000 |
Intangible_Assets_and_Goodwill3
Intangible Assets and Goodwill (Details 2) (USD $) | 3 Months Ended |
In Thousands, unless otherwise specified | Mar. 31, 2015 |
Changes in carrying amounts of goodwill | |
Balance at the beginning of the period | $65,348 |
Foreign exchange translation effect | -491 |
Balance at the end of the period | $64,857 |
Debt_Details
Debt (Details) | 3 Months Ended | 1 Months Ended | 0 Months Ended | 1 Months Ended | 3 Months Ended | 1 Months Ended | 3 Months Ended | 3 Months Ended | 3 Months Ended | |||||||||||||
Mar. 31, 2015 | Mar. 31, 2014 | Dec. 31, 2014 | Dec. 31, 2012 | Sep. 30, 2014 | Aug. 31, 2013 | Apr. 30, 2013 | Apr. 18, 2013 | Apr. 30, 2014 | Mar. 31, 2015 | Dec. 31, 2014 | Jan. 25, 2011 | Apr. 30, 2014 | Mar. 31, 2015 | Mar. 31, 2015 | Mar. 31, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Mar. 31, 2015 | Dec. 31, 2014 | Mar. 31, 2015 | Dec. 31, 2014 | |
USD ($) | USD ($) | USD ($) | HCL-EMS | HCL-EMS | HCL-EMS | HCL-EMS | oneTEM | oneTEM | Contingent Consideration [Member] | Contingent Consideration [Member] | Contingent Consideration [Member] | Contingent Consideration [Member] | Contingent Consideration [Member] | Contingent Consideration [Member] | Contingent Consideration [Member] | Deferred Purchase Price [Member] | Deferred Purchase Price [Member] | Capital Lease and Other Obligations [Member] | Capital Lease and Other Obligations [Member] | Line of credit | Line of credit | |
First year earn-out | Second year earn-out | Second year earn-out | Second year earn-out | item | Installment payment due first anniversary of closing | HCL-EMS | HCL-EMS | HCL-EMS | oneTEM | oneTEM | oneTEM | oneTEM | oneTEM | oneTEM | USD ($) | USD ($) | USD ($) | USD ($) | ||||
USD ($) | USD ($) | USD ($) | USD ($) | Subsequent Event [Member] | USD ($) | USD ($) | USD ($) | EUR (€) | USD ($) | EUR (€) | Installment payment due first anniversary of closing | USD ($) | USD ($) | |||||||||
EUR (€) | item | EUR (€) | ||||||||||||||||||||
Debt | ||||||||||||||||||||||
Total notes payable | $4,843,000 | $1,566,000 | $541,000 | $541,000 | $242,000 | $235,000 | $4,060,000 | $790,000 | ||||||||||||||
Less current portion | -2,288,000 | -1,400,000 | ||||||||||||||||||||
Notes payable, less current portion | 2,555,000 | 166,000 | ||||||||||||||||||||
Unamortized discount | 31,000 | 37,000 | ||||||||||||||||||||
Maximum borrowing capacity | 8,000,000 | |||||||||||||||||||||
Percentage of accounts receivable with JP Morgan Chase Bank, N.A | 80.00% | |||||||||||||||||||||
Variable rate basis | London Inter-Bank Offered Rate | |||||||||||||||||||||
Interest rate margin (as a percent) | 2.00% | |||||||||||||||||||||
Outstanding principal amount | 0 | 0 | ||||||||||||||||||||
Gross amount of earn-out | 1,900,000 | 1,900,000 | ||||||||||||||||||||
Deferred cash consideration paid | 1,000,000 | 400,000 | ||||||||||||||||||||
Deferred cash consideration retained | 900,000 | |||||||||||||||||||||
Interest accrued on the deferred cash consideration | 0 | 0 | ||||||||||||||||||||
Deferred cash consideration | 400,000 | |||||||||||||||||||||
Imputed interest recorded based on weighted average cost of debt | 600,000 | 100,000 | ||||||||||||||||||||
Business Acquisition Cost of Acquired Entity Deferred Cash Consideration Periodic Payment Incurred Related to Indemnity Claims | 400,000 | |||||||||||||||||||||
Number of consecutive 12-month earn-out period | 4 | 4 | ||||||||||||||||||||
Earn-out period | 12 months | |||||||||||||||||||||
Deferred cash consideration for four consecutive 12-month earn-out periods | 200,000 | |||||||||||||||||||||
Borrowings of debt | 177,000 | |||||||||||||||||||||
Earn-out payable, maximum amount | 1,900,000 | 1,900,000 | ||||||||||||||||||||
Capital lease and other obligations | ||||||||||||||||||||||
Lease obligation for software license fees | $3,500,000 | |||||||||||||||||||||
Term of agreement | 3 years |
Stockholders_Equity_Details
Stockholders' Equity (Details) (USD $) | 1 Months Ended | 3 Months Ended | ||
In Millions, except Share data, unless otherwise specified | Nov. 30, 2014 | Nov. 30, 2012 | Mar. 31, 2015 | Dec. 31, 2014 |
Common Stock | ||||
Common stock, par value (in dollars per share) | $0.00 | $0.00 | ||
Common stock, shares authorized | 150,000,000 | 150,000,000 | ||
Common stock, shares issued | 38,967,058 | 38,621,169 | ||
Common stock, shares outstanding | 38,967,058 | 38,621,169 | ||
Authorized amount of shares repurchased | $30 | $20 | ||
Unused funds | 2.3 | |||
Shares repurchased | 174,276 | |||
Average price of shares repurchased and retired (in dollars per share) | $11.48 | |||
Amount of shares repurchased and retired | $2 | |||
Preferred Stock | ||||
Preferred stock, par value (in dollars per share) | $0.00 | $0.00 | ||
Preferred stock, shares authorized | 5,000,000 | 5,000,000 | ||
Preferred stock, shares issued | 0 | 0 | ||
Preferred stock, shares outstanding | 0 | 0 | ||
Employees | ||||
Common Stock | ||||
Shares issued | 87,117 |
Stockholders_Equity_Details_2
Stockholders' Equity (Details 2) | 1 Months Ended | |||
Mar. 31, 2011 | Mar. 31, 2015 | Dec. 31, 2014 | Mar. 22, 2011 | |
Dell strategic relationship agreement | ||||
Warrants | ||||
Term of strategic relationship agreement | 49 months | |||
Common Stock Warrants | ||||
Warrants | ||||
Exercise price of warrant (in dollars per share) | 14.02 | |||
Warrants to purchase common stock | ||||
Outstanding at beginning of the year (in shares) | 10,000 | 10,000 | ||
Outstanding at end of the period (in shares) | 10,000 | 10,000 | ||
Weighted average exercise price (in dollars per share) | 14.02 | |||
Common Stock Warrants | Dell strategic relationship agreement | ||||
Warrants | ||||
Exercise price of warrant (in dollars per share) | 5.987 | |||
Warrants to purchase common stock | ||||
Weighted average exercise price (in dollars per share) | 5.987 | |||
Common Stock Warrants | Dell strategic relationship agreement | Maximum [Member] | ||||
Warrants | ||||
Number of shares which can be purchased from issuance of warrant | 1,282,789 | |||
Common Stock Warrants | Dell strategic relationship agreement | Achievement of certain thresholds | ||||
Warrants | ||||
Term of strategic relationship agreement | 49 months | |||
Common Stock Warrants | Dell strategic relationship agreement | Achievement of certain thresholds | Maximum [Member] | ||||
Warrants | ||||
Number of shares which can be purchased from issuance of warrant | 1,282,789 |
Stockholders_Equity_Details_3
Stockholders' Equity (Details 3) (USD $) | 3 Months Ended | ||
Mar. 31, 2015 | Mar. 31, 2014 | Dec. 31, 2013 | |
item | |||
Stock option | |||
Number of stock-based compensation plans | 5 | ||
Proceeds from stock option exercises | |||
Stock-based compensation expenses | $5,024,000 | $4,197,000 | |
Various Stock Option Plans [Member] | |||
Proceeds from stock option exercises | |||
Stock-based compensation expenses | 1,300,000 | 1,800,000 | |
Total unrecognized compensation cost, net of estimated forfeitures, related to unvested units | 5,000,000 | ||
Outstanding stock options | |||
Stock option | |||
Vesting period | 4 years | ||
Award expiration from grant date | 10 years | ||
Number of Shares | |||
Outstanding at beginning of the year (in shares) | 5,603,892 | ||
Exercised (in shares) | -182,296 | ||
Forfeited (in shares) | -42,936 | ||
Outstanding at end of the period (in shares) | 5,378,660 | 5,603,892 | |
Exercisable (vested) at end of the period (in shares) | 4,745,345 | ||
Available for future grants at the end of the period (in shares) | 199,460 | ||
Weighted Average Exercise Price | |||
Outstanding at beginning of the year (in dollars per share) | $9.04 | ||
Forfeited (in dollars per share) | $14.88 | ||
Exercised (in dollars per share) | $3.71 | ||
Outstanding at end of the period (in dollars per share) | $9.17 | $9.04 | |
Exercisable at end of the period (in dollars per share) | $8.40 | ||
Weighted Average Contractual Life (years) | |||
Outstanding at end of the period | 5 years 8 months 12 days | ||
Exercisable at end of the period | 5 years 6 months | ||
Intrinsic Value | |||
Outstanding | 29,349,006 | ||
Vested | 29,203,572 | ||
Exercised | 1,548,874 | ||
Proceeds from stock option exercises | |||
Proceeds from stock option exercises | 700,000 | ||
Outstanding stock options | Minimum [Member] | |||
Weighted Average Exercise Price | |||
Exercised (in dollars per share) | $0.25 | ||
Outstanding stock options | Maximum [Member] | |||
Weighted Average Exercise Price | |||
Exercised (in dollars per share) | $12.56 | ||
Restricted Stock Units (RSUs) [Member] | |||
Proceeds from stock option exercises | |||
Aggregate fair value of grant | 9,700,000 | ||
Stock-based compensation expenses | 2,400,000 | 700,000 | |
Total unrecognized compensation cost, net of estimated forfeitures, related to unvested units | $21,100,000 | ||
Number of Shares | |||
Outstanding at beginning of the year (in shares) | 1,172,505 | ||
Granted (in shares) | 795,900 | ||
Forfeited (in shares) | -15,361 | ||
Vested (in shares) | -250,752 | ||
Outstanding at end of the period (in shares) | 1,702,292 | ||
Weighted Average Fair Value | |||
Outstanding at beginning of the year (in dollars per share) | $17.36 | ||
Granted (in dollars per share) | $12.24 | ||
Forfeited (in dollars per share) | $15.35 | ||
Vested (in dollars per share) | $16.94 | ||
Outstanding at end of the period (in dollars per share) | $15.05 | ||
Restricted Stock Units (RSUs) [Member] | Minimum [Member] | |||
Stock option | |||
Vesting period | 3 months | ||
Restricted Stock Units (RSUs) [Member] | Maximum [Member] | |||
Stock option | |||
Vesting period | 3 years | ||
Performance Shares [Member] | |||
Number of Shares | |||
Vested (in shares) | -172,000 | ||
Time based vesting | Performance Shares [Member] | |||
Proceeds from stock option exercises | |||
Vesting of units during the first anniversary | 20.00% | ||
Vesting of units during the subsequent quarter | 20.00% |
Stockholders_Equity_Details_4
Stockholders' Equity (Details 4) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
Total compensation expense for stock-based employee compensation awards | ||
Total stock-based employee compensation | $5,024 | $4,197 |
Stock-based compensation expense to be recognized for equity awards outstanding | ||
April 1, 2015 to December 31, 2015 | 12,226 | |
2016 | 10,028 | |
2017 | 3,604 | |
2018 | 385 | |
Total stock-based employee compensation yet to be recognized | 26,243 | |
Cost of goods sold | ||
Total compensation expense for stock-based employee compensation awards | ||
Total stock-based employee compensation | 910 | 1,488 |
Sales and marketing expenses | ||
Total compensation expense for stock-based employee compensation awards | ||
Total stock-based employee compensation | 1,367 | 1,256 |
General and administrative expenses | ||
Total compensation expense for stock-based employee compensation awards | ||
Total stock-based employee compensation | 2,066 | 1,035 |
Research and development. | ||
Total compensation expense for stock-based employee compensation awards | ||
Total stock-based employee compensation | $681 | $418 |
Stockholders_Equity_Details_5
Stockholders' Equity (Details 5) (Outstanding stock options) | 3 Months Ended |
Mar. 31, 2015 | |
Minimum [Member] | |
Assumption for fair value of the option granted | |
Term of U.S. Treasury yield used in determining risk-free rate | 5 years |
Maximum [Member] | |
Assumption for fair value of the option granted | |
Term of U.S. Treasury yield used in determining risk-free rate | 7 years |
Fair_Value_Measurement_Details
Fair Value Measurement (Details) (USD $) | 1 Months Ended | 0 Months Ended | 3 Months Ended | 0 Months Ended | ||
Jan. 31, 2011 | Apr. 18, 2013 | Mar. 31, 2015 | Apr. 18, 2013 | Jan. 25, 2011 | Dec. 31, 2014 | |
item | ||||||
HCL-EMS | Minimum [Member] | ||||||
Changes in the fair value of the Level 3 liability | ||||||
Percentage of specified revenues from specified customers acquired, used in determining contingent consideration | 7.50% | |||||
HCL-EMS | Maximum [Member] | ||||||
Changes in the fair value of the Level 3 liability | ||||||
Percentage of specified revenues from specified customers acquired, used in determining contingent consideration | 15.00% | |||||
oneTEM | ||||||
Changes in the fair value of the Level 3 liability | ||||||
Percentage of specified revenues from specified customers acquired, used in determining contingent consideration | 9.00% | |||||
Number of anniversaries for which additional consideration payable following the closing date | 4 | |||||
Percentage of growth in specified revenues from specified customers during earn out period | 9.00% | |||||
Number of consecutive 12-month earn-out period | 4 | |||||
Fair Value, Inputs, Level 3 [Member] | HCL-EMS | ||||||
Changes in the fair value of the Level 3 liability | ||||||
Satisfaction of indemnity matter | 400,000 | |||||
Fair Value, Inputs, Level 3 [Member] | HCL-EMS | Income approach | ||||||
Changes in the fair value of the Level 3 liability | ||||||
Contingent earn-out cash consideration recognized | 3,400,000 | |||||
Fair Value, Inputs, Level 3 [Member] | oneTEM | Income approach | ||||||
Changes in the fair value of the Level 3 liability | ||||||
Contingent earn-out cash consideration recognized | 200,000 | 200,000 | ||||
Fair Value, Inputs, Level 3 [Member] | Contingent consideration | HCL-EMS | Income approach | ||||||
Changes in the fair value of the Level 3 liability | ||||||
Discount rate assumption, used in determining contingent consideration (as a percent) | 10.50% | |||||
Fair Value, Inputs, Level 3 [Member] | Contingent consideration | HCL-EMS | Income approach | Minimum [Member] | ||||||
Changes in the fair value of the Level 3 liability | ||||||
Probability adjusted levels of revenue assumption, used in determining contingent consideration | 12,600,000 | |||||
Fair Value, Inputs, Level 3 [Member] | Contingent consideration | HCL-EMS | Income approach | Maximum [Member] | ||||||
Changes in the fair value of the Level 3 liability | ||||||
Probability adjusted levels of revenue assumption, used in determining contingent consideration | 13,900,000 | |||||
Fair Value, Inputs, Level 3 [Member] | Contingent consideration | oneTEM | Income approach | ||||||
Changes in the fair value of the Level 3 liability | ||||||
Discount rate assumption, used in determining contingent consideration (as a percent) | 15.00% | |||||
Fair Value, Inputs, Level 3 [Member] | Contingent consideration | oneTEM | Income approach | Minimum [Member] | ||||||
Changes in the fair value of the Level 3 liability | ||||||
Probability adjusted levels of revenue assumption, used in determining contingent consideration | 200,000 | |||||
Fair Value, Inputs, Level 3 [Member] | Contingent consideration | oneTEM | Income approach | Maximum [Member] | ||||||
Changes in the fair value of the Level 3 liability | ||||||
Probability adjusted levels of revenue assumption, used in determining contingent consideration | 300,000 | |||||
Fair Value, Measurements, Recurring [Member] | ||||||
Fair value measurement | ||||||
Total | 19,162,000 | 19,148,000 | ||||
Fair Value, Measurements, Recurring [Member] | HCL-EMS | ||||||
Fair value measurement | ||||||
Recognized amount | -541,000 | -541,000 | ||||
Fair Value, Measurements, Recurring [Member] | oneTEM | ||||||
Fair value measurement | ||||||
Recognized amount | -242,000 | -235,000 | ||||
Fair Value, Measurements, Recurring [Member] | Money Market Funds [Member] | ||||||
Fair value measurement | ||||||
Cash and cash equivalents | 18,379,000 | 18,372,000 | ||||
Fair Value, Measurements, Recurring [Member] | Estimate of Fair Value, Fair Value Disclosure [Member] | ||||||
Fair value measurement | ||||||
Total | 783,000 | |||||
Fair Value, Measurements, Recurring [Member] | Estimate of Fair Value, Fair Value Disclosure [Member] | Contingent consideration | HCL-EMS | ||||||
Fair value measurement | ||||||
Recognized amount | -541,000 | |||||
Fair Value, Measurements, Recurring [Member] | Estimate of Fair Value, Fair Value Disclosure [Member] | Contingent consideration | oneTEM | ||||||
Fair value measurement | ||||||
Recognized amount | -242,000 | |||||
Changes in the fair value of the Level 3 liability | ||||||
Balance, Beginning of Period | 235,000 | |||||
Imputed interest | 7,000 | |||||
Balance, End of Period | 242,000 | |||||
Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 1 [Member] | ||||||
Fair value measurement | ||||||
Total | 18,379,000 | 18,372,000 | ||||
Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 1 [Member] | Money Market Funds [Member] | ||||||
Fair value measurement | ||||||
Cash and cash equivalents | 18,379,000 | 18,372,000 | ||||
Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 3 [Member] | ||||||
Fair value measurement | ||||||
Total | 776,000 | |||||
Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 3 [Member] | Contingent consideration | HCL-EMS | ||||||
Fair value measurement | ||||||
Recognized amount | -541,000 | |||||
Changes in the fair value of the Level 3 liability | ||||||
Balance, Beginning of Period | 541,000 | |||||
Balance, End of Period | 541,000 | 541,000 | ||||
Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 3 [Member] | Contingent consideration | oneTEM | ||||||
Fair value measurement | ||||||
Recognized amount | ($235,000) |
Supplemental_Cash_Flow_Informa2
Supplemental Cash Flow Information (Details) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION: | ||
Cash paid for interest | $15 | $9 |
Cash paid for income tax payments | 135 | 114 |
NON CASH FINANCING ACTIVITIES: | ||
Software acquired with financing agreement | $3,500 |
Commitments_and_Contingencies_
Commitments and Contingencies (Details) (USD $) | 3 Months Ended | |
In Millions, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
Rent expense, included in general and administrative expense | ||
Rent expense | $1.60 | $1.50 |