Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Sep. 30, 2015 | Oct. 31, 2015 | |
Document and Entity Information | ||
Entity Registrant Name | TANGOE INC | |
Entity Central Index Key | 1,182,325 | |
Document Type | 10-Q | |
Document Period End Date | Sep. 30, 2015 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --12-31 | |
Entity Current Reporting Status | Yes | |
Entity Filer Category | Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 39,430,820 | |
Document Fiscal Year Focus | 2,015 | |
Document Fiscal Period Focus | Q3 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 |
CURRENT ASSETS: | ||
Cash and cash equivalents | $ 36,559 | $ 51,279 |
Accounts receivable, less allowances of $588 and $1,007, respectively | 60,716 | 56,948 |
Prepaid expenses and other current assets | 12,472 | 5,901 |
Total current assets | 109,747 | 114,128 |
COMPUTERS, FURNITURE AND EQUIPMENT-NET | 5,803 | 5,217 |
OTHER ASSETS: | ||
Intangible assets-net | 34,455 | 28,753 |
Goodwill. | 75,767 | 65,348 |
Security deposits and other non-current assets | 1,900 | 1,566 |
TOTAL ASSETS | 227,672 | 215,012 |
CURRENT LIABILITIES: | ||
Accounts payable | 11,898 | 10,733 |
Accrued expenses | 11,328 | 8,283 |
Deferred revenue-current portion | 11,699 | 10,858 |
Notes payable-current portion | 2,419 | 1,400 |
Total current liabilities | 37,344 | 31,274 |
OTHER LIABILITIES: | ||
Deferred taxes and other non-current liabilities | 4,854 | 4,372 |
Deferred revenue-less current portion | 461 | 1,030 |
Notes payable-less current portion | 2,621 | 166 |
Total liabilities | $ 45,280 | $ 36,842 |
COMMITMENTS AND CONTINGENCIES (NOTE 12) | ||
STOCKHOLDERS' EQUITY | ||
Common stock, par value $0.0001 per share- 150,000,000 shares authorized as of December 31, 2014 and September 30, 2015; 38,621,169 and 39,398,240 shares issued and outstanding as of December 31, 2014 and September 30, 2015, respectively | $ 4 | $ 4 |
Additional paid-in capital | 227,954 | 215,491 |
Warrants for common stock | 10,610 | 10,610 |
Accumulated deficit | (52,645) | (45,859) |
Accumulated other comprehensive loss | (3,531) | (2,076) |
Total stockholders' equity | 182,392 | 178,170 |
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY | $ 227,672 | $ 215,012 |
Condensed Consolidated Balance3
Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 |
Condensed Consolidated Balance Sheets | ||
Accounts receivable, allowances (in dollars) | $ 588 | $ 1,007 |
Common stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized | 150,000,000 | 150,000,000 |
Common stock, shares issued | 39,398,240 | 38,621,169 |
Common stock, shares outstanding | 39,398,240 | 38,621,169 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Revenue: | ||||
Recurring technology and services | $ 52,638 | $ 48,184 | $ 151,491 | $ 141,252 |
Strategic consulting, software licenses and other | 3,935 | 6,297 | 13,029 | 16,297 |
Total revenue | 56,573 | 54,481 | 164,520 | 157,549 |
Cost of revenue: | ||||
Recurring technology and services | 25,969 | 23,035 | 71,184 | 66,633 |
Strategic consulting, software licenses and other | 2,223 | 2,419 | 6,539 | 6,760 |
Total cost of revenue | 28,192 | 25,454 | 77,723 | 73,393 |
Gross profit | 28,381 | 29,027 | 86,797 | 84,156 |
Operating expenses: | ||||
Sales and marketing | 11,164 | 9,494 | 32,373 | 29,621 |
General and administrative | 11,289 | 9,918 | 32,102 | 28,550 |
Research and development | 6,954 | 5,767 | 19,894 | 16,690 |
Depreciation and amortization | 2,558 | 2,347 | 7,051 | 7,426 |
Income (loss) from operations | (3,584) | 1,501 | (4,623) | 1,869 |
Other income (expense), net | ||||
Interest expense | (75) | (33) | (172) | (81) |
Interest income | 2 | 8 | 18 | 26 |
Other income (expense) | (151) | 94 | (152) | 79 |
Income (loss) before income tax provision | (3,808) | 1,570 | (4,929) | 1,893 |
Income tax provision | 694 | 635 | 1,857 | 1,628 |
Net income (loss) | $ (4,502) | $ 935 | $ (6,786) | $ 265 |
Income (loss) per common share: | ||||
Basic (in dollars per share) | $ (0.11) | $ 0.02 | $ (0.17) | $ 0.01 |
Diluted (in dollars per share) | $ (0.11) | $ 0.02 | $ (0.17) | $ 0.01 |
Weighted average number of common shares: | ||||
Basic (in shares) | 39,314 | 38,799 | 39,042 | 38,609 |
Diluted (in shares) | 39,314 | 41,109 | 39,042 | 41,134 |
Condensed Consolidated Stateme5
Condensed Consolidated Statements of Comprehensive Income (loss) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Condensed Consolidated Statements of Comprehensive Loss | ||||
Net income (loss) | $ (4,502) | $ 935 | $ (6,786) | $ 265 |
Foreign currency translation adjustment | (903) | (926) | (1,455) | (700) |
Total | $ (5,405) | $ 9 | $ (8,241) | $ (435) |
Condensed Consolidated Stateme6
Condensed Consolidated Statement of Changes in Stockholders' Equity - 9 months ended Sep. 30, 2015 - USD ($) $ in Thousands | Common Stock | Additional Paid-In Capital | Common Stock Warrants | Accumulated Deficit | Accumulated Other Comprehensive Loss | Total |
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 income (loss) | (6,786) | (6,786) | ||||
Foreign currency translation adjustment | (1,455) | (1,455) | ||||
Issuance of shares to certain employees | 2,513 | 2,513 | ||||
Issuance of shares to certain employees (in shares) | 260,394 | |||||
Issuance of shares from exercise of stock options | 855 | 855 | ||||
Issuance of shares from exercise of stock options (in shares) | 224,855 | |||||
Issuance of shares from vesting of restricted stock units (in shares) | 466,098 | |||||
Repurchase of common stock | (2,000) | (2,000) | ||||
Repurchase of common stock (in shares) | (174,276) | |||||
Stock-based compensation | 11,095 | 11,095 | ||||
Balance at Sep. 30, 2015 | $ 4 | $ 227,954 | $ 10,610 | $ (52,645) | $ (3,531) | $ 182,392 |
Balance (in shares) at Sep. 30, 2015 | 39,398,240 |
Condensed Consolidated Stateme7
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2015 | Sep. 30, 2014 | |
Operating activities: | ||
Net income (loss) | $ (6,786) | $ 265 |
Adjustments to reconcile net income (loss) to net cash provided by operating activities: | ||
Amortization of debt discount | 18 | 45 |
Amortization of leasehold interest | (74) | (74) |
Depreciation and amortization | 7,051 | 7,426 |
Decrease in deferred rent liability | (12) | (29) |
Amortization of marketing agreement intangible assets | 464 | 332 |
Allowance for doubtful accounts | 590 | 90 |
Deferred income taxes | 528 | 733 |
Foreign exchange adjustment | 32 | |
Stock based compensation | 13,798 | 14,605 |
Loss on disposal of fixed asset | 27 | |
Changes in assets and liabilities, net of acquisitions: | ||
Accounts receivable | (4,768) | (9,167) |
Prepaid expenses and other assets | (1,210) | (1,260) |
Other assets | 128 | (357) |
Accounts payable | 1,206 | (204) |
Accrued expenses | 3,198 | (323) |
Deferred revenue | (1,037) | 90 |
Net cash provided by operating activities | 13,121 | 12,204 |
Investing activities: | ||
Purchases of computers, furniture and equipment | (2,804) | (2,699) |
Cash paid in connection with acquisitions, net of cash received | (22,541) | (881) |
Net cash used in investing activities | (25,345) | (3,580) |
Financing activities: | ||
Borrowings of debt | 608 | 177 |
Repayment of debt | (1,578) | (658) |
Repurchase of common stock | (2,000) | (4,000) |
Proceeds from exercise of stock options and stock warrants | 855 | 1,897 |
Net cash used in financing activities | (2,115) | (2,584) |
Effect of exchange rate on cash | (381) | (304) |
Net increase (decrease) in cash and cash equivalents | (14,720) | 5,736 |
Cash and cash equivalents, beginning of period | 51,279 | 43,182 |
Cash and cash equivalents, end of period | $ 36,559 | $ 48,918 |
Organization, Description of Bu
Organization, Description of Business | 9 Months Ended |
Sep. 30, 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 and nine months ended September 30, 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. |
Business Combination
Business Combination | 9 Months Ended |
Sep. 30, 2015 | |
Business Combination | |
Business Combination | 2. Business Combination Rivermine On May 6, 2015, the Company entered into an Asset Purchase Agreement with International Business Machines Corporation (“IBM”), a Delaware corporation, pursuant to which the parties agreed to the purchase by the Company of certain assets and liabilities of IBM’s Rivermine Telecommunications Expense Management business (“Rivermine”) through an asset purchase (the “Rivermine Acquisition”). The Rivermine Acquisition closed on May 31, 2015. At the closing of the Rivermine Acquisition, the Company acquired Rivermine for aggregate consideration of $22.0 million payable at closing. As part of this acquisition, IBM is paying the Company $1.2 million related to Rivermine’s deferred revenue balance. The Company has included the operating results of Rivermine in its condensed consolidated financial statements since the date of acquisition through September 30, 2015, including recurring technology and services revenue of $7.4 million. Rivermine Purchase Price Allocation The preliminary allocation of the total purchase price of Rivermine’s net tangible and identifiable intangible assets was based upon the Company’s estimated fair value of those assets as of May 31, 2015. The Company is in the process of analyzing the valuation of the Rivermine net tangible and identifiable intangible assets and once complete any adjustments will be recorded in the fourth quarter of 2015. The Company allocated the excess of purchase price over the identifiable intangible and net tangible assets to goodwill. The following table presents the cash purchase consideration and the preliminary allocation of the total purchase price (in thousands): Purchase consideration: Cash $ Less: Due from Seller ) $ Preliminary allocation of purchase consideration: Property and equipment Identifiable intangible assets Goodwill Total assets acquired Deferred revenue ) $ The goodwill and identifiable intangible assets related to the Rivermine Acquisition are tax deductible. The Company estimated the fair value of intangible assets using the income, cost and market approaches to value the identifiable intangible assets, which are subject to amortization. The following table presents the Company’s preliminary allocation of the estimated fair value of the identifiable intangible assets acquired: Description Fair Value (in thousands) Weighted Average Useful Life (in years) Customer relationships $ 9.0 Technology 3.0 Total identifiable intangible assets $ |
Unaudited Pro Forma Results
Unaudited Pro Forma Results | 9 Months Ended |
Sep. 30, 2015 | |
Unaudited Pro Forma Results | |
Unaudited Pro Forma Results | 3. Unaudited Pro Forma Results The following table presents the unaudited pro forma results of the Company for the three and nine months ended September 30, 2014 and 2015 as if the acquisition of Rivermine occurred at the beginning of 2014. These results are not intended to reflect the actual operations of the Company had this acquisition occurred at January 1, 2014. Three Months Ended Nine Months Ended September 30, September 30, (in thousands, except per share amounts) 2014 2015 2014 2015 Revenue $ $ $ $ Operating income (loss) ) ) ) Net income (loss) ) ) ) Basic income (loss) per common share $ $ ) $ ) $ ) Diluted income (loss) per common share $ $ ) $ ) $ ) |
Income (loss) per Share Applica
Income (loss) per Share Applicable to Common Stockholders | 9 Months Ended |
Sep. 30, 2015 | |
Income (loss) per Share Applicable to Common Stockholders | |
Income (loss) per Share Applicable to Common Stockholders | 4. Income (loss) per Share Applicable to Common Stockholders The following table sets forth the computations of income (loss) per share applicable to common stockholders for the three and nine months ended September 30, 2014 and 2015: Three Months Ended Nine Months Ended September 30, September 30, (in thousands, except per share amounts) 2014 2015 2014 2015 Basic and diluted net income (loss) per common share Net income (loss) $ $ ) $ $ ) Basic weighted-average common shares used to compute basic net income (loss) per share Outstanding stock options — — Outstanding restricted stock units — — Common stock warrants — — — Diluted weighted-average common shares used to compute diluted net income (loss) per share Basic income (loss) per common share $ $ ) $ $ ) Diluted income (loss) per common share $ $ ) $ $ ) Diluted income (loss) 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 Outstanding restricted stock units Common stock warrants |
Computers, Furniture and Equipm
Computers, Furniture and Equipment-Net | 9 Months Ended |
Sep. 30, 2015 | |
Computers, Furniture and Equipment-Net | |
Computers, Furniture and Equipment-Net | 5. Computers, Furniture and Equipment-Net Computers, furniture and equipment-net consist of: As of December 31, September 30, (in thousands) 2014 2015 Computers and software $ $ Furniture and fixtures Leasehold improvements Less accumulated depreciation ) ) Computers, furniture and equipment-net $ $ Computers and software includes equipment under capital leases totaling approximately $2.5 million and $2.6 million at December 31, 2014 and September 30, 2015, respectively. Accumulated depreciation on equipment under capital leases totaled approximately $2.5 million at each of December 31, 2014 and September 30, 2015. Depreciation and amortization expense associated with computers, furniture and equipment for the nine months ended September 30, 2014 and 2015 was $1.9 million and $2.4 million, respectively. |
Intangible Assets and Goodwill
Intangible Assets and Goodwill | 9 Months Ended |
Sep. 30, 2015 | |
Intangible Assets and Goodwill | |
Intangible Assets and Goodwill | 6. Intangible Assets and Goodwill The following table presents the components of the Company’s intangible assets as of December 31, 2014 and September 30, 2015: Weighted December 31, September 30, Average Useful (in thousands) 2014 2015 Life (in years) Patents $ $ 8.0 Less: accumulated amortization ) ) Patents, net Technological know-how 5.7 Less: accumulated amortization ) ) Technological know-how, net Customer relationships 8.8 Less: accumulated amortization ) ) Customer relationships, net Convenants not to compete 2.0 Less: accumulated amortization ) ) Convenants not to compete, net Strategic marketing agreement 10.0 Less: accumulated amortization ) ) Strategic marketing agreement, net Tradenames 3.8 Less: accumulated amortization ) ) Tradenames, net Trademarks Indefinite Intangible assets, net $ $ The related amortization expense of intangible assets for the nine months ended September 30, 2014 and 2015 was $5.5 million and $4.7 million, respectively. The Company’s estimate of future amortization expense for acquired intangible assets that exist at September 30, 2015 is as follows: (in thousands) October 1, 2015 to December 31, 2015 $ 2016 2017 2018 2019 Thereafter Total $ The following table presents the changes in the carrying amounts of goodwill for the nine months ended September 30, 2015. Carrying (in thousands) Amount Balance at December 31, 2014 $ Rivermine acquisition Foreign exchange translation effect ) Balance at September 30, 2015 $ |
Debt
Debt | 9 Months Ended |
Sep. 30, 2015 | |
Debt | |
Debt | 7. Debt As of December 31, 2014 and September 30, 2015, debt outstanding included the following: December 31, September 30, (in thousands) 2014 2015 HCL-EMS contingent consideration. Payable as described below. $ $ — Deferred oneTEM purchase price, net of unamortized discount of $37 and $21 at December 31, 2014 and September 30, 2015, respectively. Payable as described below. Capital lease and other obligations Total notes payable $ $ Less current portion $ ) $ ) Notes payable, less current portion $ $ Line of Credit The Company had 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 had not utilized following its initial public offering in August 2011. The line of credit bore interest at the London Inter-Bank Offered Rate plus a 2.0% spread. The line of credit matured in September 2015. The Company is currently in negotiations to renew the line of credit for an additional year. As of December 31, 2014 and September 30, 2015, there were no balances outstanding on the line of credit. The line of credit had a financial covenant relative to minimum cash balance requirements and was 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. In September 2015, the Company paid in full the remaining $0.5 million of contingent consideration and the outstanding indemnity matter has been settled. Deferred oneTEM Purchase Price The purchase consideration for the Company’s acquisition of oneTEM GMBH, a private limited company incorporated in Germany (“oneTEM”), on April 18, 2013 (the “oneTEM Closing Date”) 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 anniversary of the oneTEM Closing Date. 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 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 (the “oneTEM Purchase Agreement”). 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 2014 earn-out period. No amounts have become payable under the earn-out terms for the 12-month periods of May 2013 to April 2014 and May 2014 to April 2015. Capital Lease and Other Obligations The Company is party to an installment payment agreement with a vendor under which the Company financed $3.5 million of software license fees. The term of this agreement began in April 2015 and continues for three years with twelve quarterly installment payments. |
Stockholders' Equity
Stockholders' Equity | 9 Months Ended |
Sep. 30, 2015 | |
Stockholders' Equity | |
Stockholders' Equity | 8. Stockholders’ Equity Common Stock As of December 31, 2014 and September 30, 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 39,398,240 were issued and outstanding, respectively. At the June 5, 2015 annual meeting of the Company’s stockholders, an amendment to the Company’s 2011 Stock Incentive Plan (the “2011 Plan”) to reserve an additional 2,200,000 shares of common stock for issuance under the 2011 Plan was approved by the Company’s stockholders. The Company’s board of directors had previously approved such amendment. The Company registered these shares by filing a Form S-8 with the SEC on July 13, 2015. During the nine months ended September 30, 2015, the Company issued 260,394 shares of its common stock to certain of its employees under the provisions of 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 nine months ended September 30, 2015, the recorded stock-based compensation expenses of $2.5 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 nine months ended September 30, 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 September 30, 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 nine months ended September 30, 2015 is presented below: Common Stock Warrants Outstanding at beginning of the year Exercised — Issued — Cancelled — Outstanding at end of the period Weighted average exercise price $ Stock Options As of September 30, 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 nine months ended September 30, 2015, the Company recorded stock-based compensation expense of $3.6 million related to stock options. As of September 30, 2015, there was $2.4 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 nine months ended September 30, 2015 is presented below: Options Number of Shares Weighted Average Exercise Price Weighted Average Contractual Life (years) Outstanding at beginning of the year $ Granted — $ — Forfeited ) $ Exercised ) $ Outstanding at end of the period $ Exercisable at end of the period $ Available for future grants at September 30, 2015 The intrinsic values of options outstanding, vested and exercised during the nine months ended September 30, 2015 were as follows: Number of Intrinsic Options Value Outstanding $ Vested $ Exercised $ During the nine months ended September 30, 2015, employees and former employees of the Company exercised options to purchase a total of 224,855 shares of common stock at exercise prices ranging from $0.25 to $12.86 per share. Proceeds from the stock option exercises totaled $0.9 million. Restricted Stock Units During the nine months ended September 30, 2015, the Company issued 961,305 restricted stock units to certain employees under the provisions of the 2011 Plan, of which 172,000 were performance-based restricted stock units, and 466,098 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 nine months ended September 30, 2015 had an aggregate value of $11.2 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 vest based on achievement of a specified financial metric, with the resulting number of shares earned then subject to further time-based vesting, 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. As of September 30, 2015, the Company deemed it improbable that the specified financial metric would be achieved in an amount sufficient to earn any portion of the performance-based restricted stock units. As a result, $0.6 million of previously recorded stock-based compensation related to these performance-based restricted stock units was reversed. Stock-based compensation expense is amortized on a straight-line basis over the vesting period. For the nine months ended September 30, 2015, the Company recorded stock-based compensation expenses of $7.7 million, related to restricted stock units. As of September 30, 2015, there was $14.2 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 nine months ended September 30, 2015 is presented below: Restricted Stock Units Number of Shares Weighted Average Fair Value Outstanding at beginning of the year $ Granted $ Forfeited ) $ Vested ) $ Outstanding at end of the period $ In accordance with ASC 718, Share Based Payment (“ASC 718”), total compensation expense for stock-based compensation awards was $14.6 million and $13.8 million for the three and nine months ended September 30, 2014 and 2015, respectively, which is included on the accompanying condensed consolidated statements of operations as follows (in thousands): Three Months Ended Nine Months Ended September 30, September 30, 2014 2015 2014 2015 Cost of goods sold $ $ $ $ Sales and marketing expenses General and administrative expenses Research and development Total stock-based employee compensation $ $ $ $ Stock-based compensation expense for equity awards outstanding as of September 30, 2015 will be recognized over the following periods as follows (in thousands): Years Ending December 31, October 1, 2015 to December 31, 2015 $ 2016 2017 2018 $ 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 | 9 Months Ended |
Sep. 30, 2015 | |
Income Taxes | |
Income Taxes | 9. 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 | 9 Months Ended |
Sep. 30, 2015 | |
Fair Value Measurement | |
Fair Value Measurement | 10. 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 September 30, 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 $ $ $ — $ — Contingent HCL-EMS acquisition consideration — — Contingent oneTEM acquisition consideration — — $ $ $ — $ Fair Value Measurement at September 30, 2015 (in thousands) Total Level 1 Level 2 Level 3 Money market $ $ $ — $ — Contingent oneTEM acquisition consideration — — $ $ $ — $ The changes in the fair value of the Level 3 liability for the nine months ended September 30, 2015 are as follows: Contingent Acquisition Consideration Nine Months Ended September 30, 2015 (in thousands) HCL-EMS oneTEM Balance, Beginning of Period $ $ Payments $ ) $ — Imputed interest — Balance, End of Period $ — $ The Company’s investment in overnight money market institutional funds, which amounted to $18.4 million and $4.4 million at December 31, 2014 and September 30, 2015, respectively, 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 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 September 30, 2015, there were no changes in the recognized amounts from December 31, 2014 except for the final payment of the contingent consideration upon resolution of the outstanding indemnity matter. 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 September 30, 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 Informat
Supplemental Cash Flow Information: | 9 Months Ended |
Sep. 30, 2015 | |
Supplemental Cash Flow Information: | |
Supplemental Cash Flow Information: | 11. Supplemental Cash Flow Information: Information about other cash flow activities during the nine months ended September 30, 2014 and 2015 are as follows: Nine Months Ended September 30, (in thousands) 2014 2015 SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION: Cash paid for: Interest $ $ Income tax payments $ $ NON CASH FINANCING ACTIVITIES: Software acquired with financing agreement $ — $ Computer, furniture and equipment acquired with capital lease $ — $ |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2015 | |
Commitments and Contingencies | |
Commitments and Contingencies | 12. 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 2016 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 2016 and 2018. Rent expense, included in general and administrative expense, was approximately $4.5 million and $5.0 million for the nine months ended September 30, 2014 and 2015, respectively. |
Business Combination (Tables)
Business Combination (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Business Combination | |
Schedule of purchase consideration and allocation of the total purchase price | The following table presents the cash purchase consideration and the preliminary allocation of the total purchase price (in thousands): Purchase consideration: Cash $ Less: Due from Seller ) $ Preliminary allocation of purchase consideration: Property and equipment Identifiable intangible assets Goodwill Total assets acquired Deferred revenue ) $ |
Schedule of estimates of fair value of the identifiable intangible assets acquired | Description Fair Value (in thousands) Weighted Average Useful Life (in years) Customer relationships $ 9.0 Technology 3.0 Total identifiable intangible assets $ |
Unaudited Pro Forma Results (Ta
Unaudited Pro Forma Results (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Unaudited Pro Forma Results | |
Schedule of unaudited pro forma results, as if the acquisition occurred at beginning of the period | Three Months Ended Nine Months Ended September 30, September 30, (in thousands, except per share amounts) 2014 2015 2014 2015 Revenue $ $ $ $ Operating income (loss) ) ) ) Net income (loss) ) ) ) Basic income (loss) per common share $ $ ) $ ) $ ) Diluted income (loss) per common share $ $ ) $ ) $ ) |
Income (loss) per Share Appli22
Income (loss) per Share Applicable to Common Stockholders (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Income (loss) per Share Applicable to Common Stockholders | |
Schedule of computations of income (loss) per share applicable to common stockholders | Three Months Ended Nine Months Ended September 30, September 30, (in thousands, except per share amounts) 2014 2015 2014 2015 Basic and diluted net income (loss) per common share Net income (loss) $ $ ) $ $ ) Basic weighted-average common shares used to compute basic net income (loss) per share Outstanding stock options — — Outstanding restricted stock units — — Common stock warrants — — — Diluted weighted-average common shares used to compute diluted net income (loss) per share Basic income (loss) per common share $ $ ) $ $ ) Diluted income (loss) per common share $ $ ) $ $ ) |
Schedule of potential common shares excluded from computation of diluted income (loss) per common share as the effect would be anti-dilutive | Outstanding stock options Outstanding restricted stock units Common stock warrants |
Computers, Furniture and Equi23
Computers, Furniture and Equipment-Net (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Computers, Furniture and Equipment-Net | |
Schedule of computers, furniture and equipment-net | As of December 31, September 30, (in thousands) 2014 2015 Computers and software $ $ Furniture and fixtures Leasehold improvements Less accumulated depreciation ) ) Computers, furniture and equipment-net $ $ |
Intangible Assets and Goodwill
Intangible Assets and Goodwill (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Intangible Assets and Goodwill | |
Schedule of components of intangible assets | Weighted December 31, September 30, Average Useful (in thousands) 2014 2015 Life (in years) Patents $ $ 8.0 Less: accumulated amortization ) ) Patents, net Technological know-how 5.7 Less: accumulated amortization ) ) Technological know-how, net Customer relationships 8.8 Less: accumulated amortization ) ) Customer relationships, net Convenants not to compete 2.0 Less: accumulated amortization ) ) Convenants not to compete, net Strategic marketing agreement 10.0 Less: accumulated amortization ) ) Strategic marketing agreement, net Tradenames 3.8 Less: accumulated amortization ) ) Tradenames, net Trademarks Indefinite Intangible assets, net $ $ |
Schedule of estimate of future amortization expense for acquired intangible assets | (in thousands) October 1, 2015 to December 31, 2015 $ 2016 2017 2018 2019 Thereafter Total $ |
Schedule of changes in carrying amounts of goodwill | Carrying (in thousands) Amount Balance at December 31, 2014 $ Rivermine acquisition Foreign exchange translation effect ) Balance at September 30, 2015 $ |
Debt (Tables)
Debt (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Debt | |
Schedule of debt outstanding | December 31, September 30, (in thousands) 2014 2015 HCL-EMS contingent consideration. Payable as described below. $ $ — Deferred oneTEM purchase price, net of unamortized discount of $37 and $21 at December 31, 2014 and September 30, 2015, respectively. Payable as described below. Capital lease and other obligations Total notes payable $ $ Less current portion $ ) $ ) Notes payable, less current portion $ $ |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Stockholders' Equity | |
Summary of activity with respect to warrants to purchase common stock | Common Stock Warrants Outstanding at beginning of the year Exercised — Issued — Cancelled — Outstanding at end of the period Weighted average exercise price $ |
Summary of status of stock options issued pursuant to the plans | Options Number of Shares Weighted Average Exercise Price Weighted Average Contractual Life (years) Outstanding at beginning of the year $ Granted — $ — Forfeited ) $ Exercised ) $ Outstanding at end of the period $ Exercisable at end of the period $ Available for future grants at September 30, 2015 |
Summary of intrinsic values of options outstanding, vested and exercised | Number of Intrinsic Options Value Outstanding $ Vested $ Exercised $ |
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 $ Granted $ Forfeited ) $ Vested ) $ Outstanding at end of the period $ |
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 $14.6 million and $13.8 million for the three and nine months ended September 30, 2014 and 2015, respectively, which is included on the accompanying condensed consolidated statements of operations as follows (in thousands): Three Months Ended Nine Months Ended September 30, September 30, 2014 2015 2014 2015 Cost of goods sold $ $ $ $ Sales and marketing expenses General and administrative expenses Research and development Total stock-based employee compensation $ $ $ $ |
Schedule of stock-based compensation expense for equity awards outstanding | Stock-based compensation expense for equity awards outstanding as of September 30, 2015 will be recognized over the following periods as follows (in thousands): Years Ending December 31, October 1, 2015 to December 31, 2015 $ 2016 2017 2018 $ |
Fair Value Measurement (Tables)
Fair Value Measurement (Tables) | 9 Months Ended |
Sep. 30, 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 $ $ $ — $ — Contingent HCL-EMS acquisition consideration — — Contingent oneTEM acquisition consideration — — $ $ $ — $ Fair Value Measurement at September 30, 2015 (in thousands) Total Level 1 Level 2 Level 3 Money market $ $ $ — $ — Contingent oneTEM acquisition consideration — — $ $ $ — $ |
Changes in the fair value of the Level 3 liability | Contingent Acquisition Consideration Nine Months Ended September 30, 2015 (in thousands) HCL-EMS oneTEM Balance, Beginning of Period $ $ Payments $ ) $ — Imputed interest — Balance, End of Period $ — $ |
Supplemental Cash Flow Inform28
Supplemental Cash Flow Information: (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Supplemental Cash Flow Information: | |
Schedule of information about other cash flow activities | Nine Months Ended September 30, (in thousands) 2014 2015 SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION: Cash paid for: Interest $ $ Income tax payments $ $ NON CASH FINANCING ACTIVITIES: Software acquired with financing agreement $ — $ Computer, furniture and equipment acquired with capital lease $ — $ |
Business Combination (Details)
Business Combination (Details) - USD ($) $ in Thousands | May. 31, 2015 | Sep. 30, 2015 | Sep. 30, 2015 | Dec. 31, 2014 |
Preliminary allocation of purchase consideration: | ||||
Goodwill | $ 75,767 | $ 75,767 | $ 65,348 | |
Customer relationships | ||||
Preliminary allocation of purchase consideration: | ||||
Identifiable intangible assets | $ 9,000 | |||
Weighted Average Useful Life | 9 years | 8 years 9 months 18 days | ||
Technology | ||||
Preliminary allocation of purchase consideration: | ||||
Identifiable intangible assets | $ 2,000 | |||
Weighted Average Useful Life | 3 years | 5 years 8 months 12 days | ||
Rivermine | ||||
Business combinations | ||||
Revenue since acquisition of acquired entity included in condensed consolidated financial statements | $ 7,400 | |||
Purchase consideration: | ||||
Cash | $ 22,000 | |||
Less: Due from Seller | (1,167) | |||
Total | 20,833 | |||
Preliminary allocation of purchase consideration: | ||||
Property and equipment | 97 | |||
Identifiable intangible assets | 11,000 | |||
Goodwill | 11,097 | |||
Total assets acquired | 22,194 | |||
Deferred revenue | (1,361) | |||
Purchase consideration | $ 20,833 |
Unaudited Pro Forma Results (De
Unaudited Pro Forma Results (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Unaudited Pro Forma Results | ||||
Revenue | $ 56,573 | $ 61,336 | $ 175,900 | $ 178,115 |
Operating income (loss) | (3,584) | 742 | (6,600) | (409) |
Net income (loss) | $ (4,502) | $ 176 | $ (8,763) | $ (2,013) |
Basic income (loss) per common share | $ (0.11) | $ 0 | $ (0.22) | $ (0.05) |
Diluted income (loss) per common share | $ (0.11) | $ 0 | $ (0.22) | $ (0.05) |
Income (loss) per Share Appli31
Income (loss) per Share Applicable to Common Stockholders (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Basic and diluted net loss per common share | ||||
Net income (loss) | $ (4,502) | $ 935 | $ (6,786) | $ 265 |
Basic weighted-average common shares used to compute basic net income (loss) per share | 39,314 | 38,799 | 39,042 | 38,609 |
Diluted weighted-average common shares used to compute diluted net income (loss) per share | 39,314 | 41,109 | 39,042 | 41,134 |
Basic income (loss) per common share | $ (0.11) | $ 0.02 | $ (0.17) | $ 0.01 |
Diluted income (loss) per common share | $ (0.11) | $ 0.02 | $ (0.17) | $ 0.01 |
Outstanding stock options | ||||
Basic and diluted net loss per common share | ||||
Basic weighted-average common shares used to compute basic net income (loss) per share | 2,241 | 2,374 | ||
Outstanding restricted stock units | ||||
Basic and diluted net loss per common share | ||||
Basic weighted-average common shares used to compute basic net income (loss) per share | 69 | 150 | ||
Common Stock Warrants | ||||
Basic and diluted net loss per common share | ||||
Basic weighted-average common shares used to compute basic net income (loss) per share | 1 |
Income (loss) per Share Appli32
Income (loss) per Share Applicable to Common Stockholders (Details 2) - shares shares in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Outstanding stock options | ||||
Potentially dilutive securities | ||||
Potential dilutive securities considered as anti-dilutive (in shares) | 3,559 | 3,434 | 3,297 | 3,302 |
Outstanding restricted stock units | ||||
Potentially dilutive securities | ||||
Potential dilutive securities considered as anti-dilutive (in shares) | 1,248 | 1,177 | 1,091 | 1,096 |
Common Stock Warrants | ||||
Potentially dilutive securities | ||||
Potential dilutive securities considered as anti-dilutive (in shares) | 10 | 10 | 10 | 9 |
Computers, Furniture and Equi33
Computers, Furniture and Equipment-Net (Details) - USD ($) $ in Thousands | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Dec. 31, 2014 | |
Computers, furniture and equipment-net | |||
Computers, furniture and equipment-gross | $ 19,994 | $ 17,326 | |
Less: accumulated depreciation | (14,191) | (12,109) | |
Computers, furniture and equipment-net | 5,803 | 5,217 | |
Depreciation and amortization expense | 2,400 | $ 1,900 | |
Computers and software | |||
Computers, furniture and equipment-net | |||
Computers, furniture and equipment-gross | 17,054 | 14,386 | |
Equipment under capital leases | |||
Computers, furniture and equipment-net | |||
Computers, furniture and equipment-gross | 2,600 | 2,500 | |
Less: accumulated depreciation | (2,500) | (2,500) | |
Furniture and fixtures | |||
Computers, furniture and equipment-net | |||
Computers, furniture and equipment-gross | 1,294 | 1,345 | |
Leasehold improvements | |||
Computers, furniture and equipment-net | |||
Computers, furniture and equipment-gross | $ 1,646 | $ 1,595 |
Intangible Assets and Goodwil34
Intangible Assets and Goodwill (Details) - USD ($) $ in Thousands | May. 31, 2015 | Sep. 30, 2015 | Sep. 30, 2014 | Dec. 31, 2014 |
Intangible assets | ||||
Net | $ 34,208 | |||
Trademarks | 247 | $ 247 | ||
Intangible assets, net | 34,455 | 28,753 | ||
Amortization expense of intangible assets | 4,700 | $ 5,500 | ||
Estimate of future amortization expense for acquired intangible assets | ||||
October 1, 2015 to December 31, 2015 | 1,732 | |||
2,016 | 7,187 | |||
2,017 | 6,608 | |||
2,018 | 5,852 | |||
2,019 | 4,509 | |||
Thereafter | 8,320 | |||
Net | 34,208 | |||
Patents | ||||
Intangible assets | ||||
Gross | 1,054 | 1,054 | ||
Less: accumulated amortization | (1,054) | (1,029) | ||
Net | $ 0 | 25 | ||
Weighted Average Useful Life | 8 years | |||
Estimate of future amortization expense for acquired intangible assets | ||||
Net | $ 0 | 25 | ||
Technology | ||||
Intangible assets | ||||
Gross | 16,533 | 14,802 | ||
Less: accumulated amortization | (11,609) | (10,245) | ||
Net | $ 4,924 | 4,557 | ||
Weighted Average Useful Life | 3 years | 5 years 8 months 12 days | ||
Estimate of future amortization expense for acquired intangible assets | ||||
Net | $ 4,924 | 4,557 | ||
Customer relationships | ||||
Intangible assets | ||||
Gross | 46,660 | 37,758 | ||
Less: accumulated amortization | (22,081) | (19,208) | ||
Net | $ 24,579 | 18,550 | ||
Weighted Average Useful Life | 9 years | 8 years 9 months 18 days | ||
Estimate of future amortization expense for acquired intangible assets | ||||
Net | $ 24,579 | 18,550 | ||
Covenants not to compete | ||||
Intangible assets | ||||
Gross | 1,026 | 1,094 | ||
Less: accumulated amortization | (1,026) | (1,049) | ||
Net | $ 0 | 45 | ||
Weighted Average Useful Life | 2 years | |||
Estimate of future amortization expense for acquired intangible assets | ||||
Net | $ 0 | 45 | ||
Strategic marketing agreement | ||||
Intangible assets | ||||
Gross | 6,203 | 6,203 | ||
Less: accumulated amortization | (1,554) | (1,090) | ||
Net | $ 4,649 | 5,113 | ||
Weighted Average Useful Life | 10 years | |||
Estimate of future amortization expense for acquired intangible assets | ||||
Net | $ 4,649 | 5,113 | ||
Tradenames | ||||
Intangible assets | ||||
Gross | 841 | 857 | ||
Less: accumulated amortization | (785) | (641) | ||
Net | $ 56 | 216 | ||
Weighted Average Useful Life | 3 years 9 months 18 days | |||
Estimate of future amortization expense for acquired intangible assets | ||||
Net | $ 56 | $ 216 |
Intangible Assets and Goodwil35
Intangible Assets and Goodwill (Details 2) $ in Thousands | 9 Months Ended |
Sep. 30, 2015USD ($) | |
Changes in carrying amounts of goodwill | |
Balance at the beginning of the period | $ 65,348 |
Rivermine acquisition | 11,097 |
Foreign exchange translation effect | (678) |
Balance at the end of the period | $ 75,767 |
Debt (Details)
Debt (Details) $ in Thousands, € in Millions | Apr. 18, 2013item | Apr. 18, 2013EUR (€) | Sep. 30, 2015USD ($) | Sep. 30, 2014USD ($) | Apr. 30, 2014EUR (€) | Aug. 31, 2013USD ($) | Sep. 30, 2015USD ($)installmentitem | Sep. 30, 2015EUR (€) | Sep. 30, 2015USD ($) | Mar. 31, 2015EUR (€) | Dec. 31, 2014USD ($) | Apr. 30, 2013USD ($) | Dec. 31, 2012USD ($) | Jan. 25, 2011USD ($) |
Debt | ||||||||||||||
Total notes payable | $ 5,040 | $ 1,566 | ||||||||||||
Less current portion | (2,419) | (1,400) | ||||||||||||
Notes payable, less current portion | 2,621 | 166 | ||||||||||||
Capital lease and other obligations | ||||||||||||||
Lease obligation for software license fees | 3,500 | |||||||||||||
Term of agreement | 3 years | |||||||||||||
Number of quarterly installments | installment | 12 | |||||||||||||
HCL-EMS | First year earn-out | ||||||||||||||
Debt | ||||||||||||||
Gross amount of earn-out | $ 1,900 | |||||||||||||
Earn-out payable, maximum amount | $ 1,900 | |||||||||||||
HCL-EMS | Second year earn-out | ||||||||||||||
Debt | ||||||||||||||
Gross amount of earn-out | $ 1,900 | |||||||||||||
Deferred cash consideration paid | $ 1,000 | |||||||||||||
Deferred cash consideration retained | $ 900 | |||||||||||||
Deferred cash consideration paid related to indemnity matters | $ 500 | $ 400 | ||||||||||||
Earn-out payable, maximum amount | $ 1,900 | |||||||||||||
oneTEM | ||||||||||||||
Debt | ||||||||||||||
Number of consecutive 12-month earn-out period | item | 4 | |||||||||||||
oneTEM | Installment Payment Due 21 February 2013 | ||||||||||||||
Debt | ||||||||||||||
Deferred cash consideration | € | € 0.4 | |||||||||||||
Contingent consideration | HCL-EMS | ||||||||||||||
Debt | ||||||||||||||
Total notes payable | 541 | |||||||||||||
Interest accrued on the deferred cash consideration | $ 0 | |||||||||||||
Imputed interest recorded based on weighted average cost of debt | $ 600 | |||||||||||||
Contingent consideration | oneTEM | ||||||||||||||
Debt | ||||||||||||||
Interest accrued on the deferred cash consideration | $ 0 | |||||||||||||
Deferred cash consideration | € | € 0.4 | |||||||||||||
Imputed interest recorded based on weighted average cost of debt | € | € 0.1 | |||||||||||||
Number of consecutive 12-month earn-out period | item | 4 | |||||||||||||
Contingent consideration | oneTEM | Installment Payment Due on First Year Anniversary of Closing | ||||||||||||||
Debt | ||||||||||||||
Earn-out period | 12 months | |||||||||||||
Deferred cash consideration for four consecutive 12-month earn-out periods | € | € 0.2 | |||||||||||||
Deferred purchase price | oneTEM | ||||||||||||||
Debt | ||||||||||||||
Total notes payable | 252 | 235 | ||||||||||||
Unamortized discount | 21 | 37 | ||||||||||||
Capital lease and other obligations | ||||||||||||||
Debt | ||||||||||||||
Total notes payable | 4,788 | 790 | ||||||||||||
Line of credit | ||||||||||||||
Debt | ||||||||||||||
Maximum borrowing capacity | $ 8,000 | |||||||||||||
Percentage of accounts receivable with JP Morgan Chase Bank, N.A | 80.00% | 80.00% | ||||||||||||
Variable rate basis | London Inter-Bank Offered Rate | |||||||||||||
Interest rate margin (as a percent) | 2.00% | |||||||||||||
Outstanding principal amount | $ 0 | $ 0 |
Stockholders' Equity (Details)
Stockholders' Equity (Details) - USD ($) $ / shares in Units, $ in Thousands | 1 Months Ended | 3 Months Ended | 9 Months Ended | |||||
Nov. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | Jun. 05, 2015 | Dec. 31, 2014 | Nov. 30, 2012 | |
Common Stock | ||||||||
Common stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 | $ 0.0001 | |||||
Common stock, shares authorized | 150,000,000 | 150,000,000 | 150,000,000 | |||||
Common stock, shares issued | 39,398,240 | 39,398,240 | 38,621,169 | |||||
Common stock, shares outstanding | 39,398,240 | 39,398,240 | 38,621,169 | |||||
Shares reserved for 2011 stock incentive plan | 2,200,000 | |||||||
Stock-based compensation expenses | $ 4,000 | $ 4,750 | $ 13,798 | $ 14,605 | ||||
Authorized amount of shares repurchased | $ 30,000 | $ 20,000 | ||||||
Unused funds | $ 2,300 | |||||||
Shares repurchased | 174,276 | |||||||
Average price of shares repurchased and retired (in dollars per share) | $ 11.48 | |||||||
Amount of shares repurchased and retired | $ 2,000 | |||||||
Preferred Stock | ||||||||
Preferred stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 | $ 0.0001 | |||||
Preferred stock, shares authorized | 5,000,000 | 5,000,000 | 5,000,000 | |||||
Preferred stock, shares issued | 0 | 0 | 0 | |||||
Preferred stock, shares outstanding | 0 | 0 | 0 | |||||
Employees and members of board of directors | ||||||||
Common Stock | ||||||||
Stock-based compensation expenses | $ 2,500 | |||||||
Employees | ||||||||
Common Stock | ||||||||
Shares issued | 260,394 |
Stockholders' Equity (Details 2
Stockholders' Equity (Details 2) - $ / shares | 1 Months Ended | 9 Months Ended | |
Mar. 31, 2011 | Sep. 30, 2015 | 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 | ||
Cancelled (in shares) | 0 | ||
Outstanding at end of the period (in shares) | 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 | |||
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 | |||
Warrants | |||
Number of shares which can be purchased from issuance of warrant | 1,282,789 |
Stockholders' Equity (Details 3
Stockholders' Equity (Details 3) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015USD ($)$ / sharesshares | Sep. 30, 2014USD ($) | Sep. 30, 2015USD ($)item$ / sharesshares | Sep. 30, 2014USD ($) | |
Stock option | ||||
Number of stock-based compensation plans | item | 5 | |||
Proceeds from stock option exercises | ||||
Stock-based compensation expenses | $ | $ 4,000,000 | $ 4,750,000 | $ 13,798,000 | $ 14,605,000 |
Employee plan, the Executive plan, the 2005 plan or the 1999 plan | ||||
Proceeds from stock option exercises | ||||
Stock-based compensation expenses | $ | 3,600,000 | |||
Total unrecognized compensation cost, net of estimated forfeitures, related to unvested units | $ | $ 2,400,000 | $ 2,400,000 | ||
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 | |||
Forfeited (in shares) | (169,733) | |||
Exercised (in shares) | (224,855) | |||
Outstanding at end of the period (in shares) | 5,209,304 | 5,209,304 | ||
Exercisable (vested) at end of the period (in shares) | 4,886,691 | 4,886,691 | ||
Available for future grants at the end of the period (in shares) | 2,252,798 | 2,252,798 | ||
Weighted Average Exercise Price | ||||
Outstanding at beginning of the year (in dollars per share) | $ / shares | $ 9.04 | |||
Forfeited (in dollars per share) | $ / shares | 14.71 | |||
Exercised (in dollars per share) | $ / shares | 3.83 | |||
Outstanding at end of the period (in dollars per share) | $ / shares | $ 9.07 | 9.07 | ||
Exercisable at end of the period (in dollars per share) | $ / shares | $ 8.68 | $ 8.68 | ||
Weighted Average Contractual Life (years) | ||||
Outstanding at end of the period | 5 years 2 months 12 days | |||
Exercisable at end of the period | 5 years 1 month 6 days | |||
Intrinsic Value | ||||
Outstanding | $ | $ 9,261,405 | $ 9,261,405 | ||
Vested | $ | 9,261,376 | |||
Exercised | $ | 1,894,996 | |||
Proceeds from stock option exercises | ||||
Proceeds from stock option exercises | $ | $ 900,000 | |||
Outstanding stock options | Minimum | ||||
Weighted Average Exercise Price | ||||
Exercised (in dollars per share) | $ / shares | $ 0.25 | |||
Outstanding stock options | Maximum | ||||
Weighted Average Exercise Price | ||||
Exercised (in dollars per share) | $ / shares | $ 12.86 | |||
Outstanding restricted stock units | ||||
Proceeds from stock option exercises | ||||
Aggregate fair value of grant | $ | $ 11,200,000 | |||
Stock-based compensation expenses | $ | 7,700,000 | |||
Total unrecognized compensation cost, net of estimated forfeitures, related to unvested units | $ | $ 14,200,000 | $ 14,200,000 | ||
Number of Shares | ||||
Outstanding at beginning of the year (in shares) | 1,172,505 | |||
Granted (in shares) | 961,305 | |||
Forfeited (in shares) | (250,870) | |||
Vested (in shares) | (466,098) | |||
Outstanding at end of the period (in shares) | 1,416,842 | 1,416,842 | ||
Weighted Average Fair Value | ||||
Outstanding at beginning of the year (in dollars per share) | $ / shares | $ 17.36 | |||
Granted (in dollars per share) | $ / shares | 11.66 | |||
Forfeited (in dollars per share) | $ / shares | 13.18 | |||
Vested (in dollars per share) | $ / shares | 17.34 | |||
Outstanding at end of the period (in dollars per share) | $ / shares | $ 14.28 | $ 14.28 | ||
Outstanding restricted stock units | Minimum | ||||
Stock option | ||||
Vesting period | 3 months | |||
Outstanding restricted stock units | Maximum | ||||
Stock option | ||||
Vesting period | 3 years | |||
Performance Stock unit | ||||
Number of Shares | ||||
Vested (in shares) | (172,000) | |||
Time based vesting | Performance Stock unit | ||||
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 ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Total compensation expense for stock-based employee compensation awards | ||||
Total stock-based employee compensation | $ 4,000 | $ 4,750 | $ 13,798 | $ 14,605 |
Stock-based compensation expense to be recognized for equity awards outstanding | ||||
October 1, 2015 to December 31, 2015 | 4,115 | 4,115 | ||
2,016 | 9,014 | 9,014 | ||
2,017 | 3,536 | 3,536 | ||
2,018 | 603 | 603 | ||
Total stock-based employee compensation yet to be recognized | 17,268 | 17,268 | ||
Cost of goods sold | ||||
Total compensation expense for stock-based employee compensation awards | ||||
Total stock-based employee compensation | 526 | 641 | 1,990 | 3,338 |
Sales and marketing expenses | ||||
Total compensation expense for stock-based employee compensation awards | ||||
Total stock-based employee compensation | 1,207 | 1,275 | 3,875 | 4,013 |
General and administrative expenses | ||||
Total compensation expense for stock-based employee compensation awards | ||||
Total stock-based employee compensation | 1,740 | 2,069 | 6,029 | 5,204 |
Research and development | ||||
Total compensation expense for stock-based employee compensation awards | ||||
Total stock-based employee compensation | $ 527 | $ 765 | $ 1,904 | $ 2,050 |
Stockholders' Equity (Details 5
Stockholders' Equity (Details 5) - Outstanding stock options | 3 Months Ended |
Sep. 30, 2015 | |
Minimum | |
Assumption for fair value of the option granted | |
Term of U.S. Treasury yield used in determining risk-free rate | 5 years |
Maximum | |
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) $ in Thousands | Apr. 18, 2013USD ($)item | Apr. 18, 2013USD ($) | Jan. 31, 2011USD ($) | Sep. 30, 2015USD ($) | Dec. 31, 2014USD ($) | Jan. 25, 2011USD ($) |
HCL-EMS | Minimum | ||||||
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 | ||||||
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 | item | 4 | |||||
Percentage of growth in specified revenues from specified customers during earn out period | 9.00% | |||||
Number of consecutive 12-month earn-out period | item | 4 | |||||
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 | |||||
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 | $ 200 | ||||
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 | ||||||
Changes in the fair value of the Level 3 liability | ||||||
Probability adjusted levels of revenue assumption, used in determining contingent consideration | $ 12,600 | |||||
Fair Value, Inputs, Level 3 [Member] | Contingent Consideration | HCL-EMS | Income approach | Maximum | ||||||
Changes in the fair value of the Level 3 liability | ||||||
Probability adjusted levels of revenue assumption, used in determining contingent consideration | $ 13,900 | |||||
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 | ||||||
Changes in the fair value of the Level 3 liability | ||||||
Probability adjusted levels of revenue assumption, used in determining contingent consideration | 200 | |||||
Fair Value, Inputs, Level 3 [Member] | Contingent Consideration | oneTEM | Income approach | Maximum | ||||||
Changes in the fair value of the Level 3 liability | ||||||
Probability adjusted levels of revenue assumption, used in determining contingent consideration | $ 300 | |||||
Recurring basis | ||||||
Fair value measurement | ||||||
Total | $ 4,638 | $ 19,148 | ||||
Recurring basis | Contingent Consideration | HCL-EMS | ||||||
Fair value measurement | ||||||
Recognized amount | (541) | |||||
Recurring basis | Contingent Consideration | oneTEM | ||||||
Fair value measurement | ||||||
Recognized amount | (252) | (235) | ||||
Recurring basis | Money market institutional funds | ||||||
Fair value measurement | ||||||
Cash and cash equivalents | 4,386 | 18,372 | ||||
Recurring basis | Fair Value, Inputs, Level 1 [Member] | ||||||
Fair value measurement | ||||||
Total | 4,386 | 18,372 | ||||
Recurring basis | Fair Value, Inputs, Level 1 [Member] | Money market institutional funds | ||||||
Fair value measurement | ||||||
Cash and cash equivalents | 4,386 | 18,372 | ||||
Recurring basis | Fair Value, Inputs, Level 3 [Member] | ||||||
Fair value measurement | ||||||
Total | 252 | 776 | ||||
Recurring basis | Fair Value, Inputs, Level 3 [Member] | Contingent Consideration | HCL-EMS | ||||||
Fair value measurement | ||||||
Recognized amount | (541) | |||||
Changes in the fair value of the Level 3 liability | ||||||
Balance, Beginning of Period | 541 | |||||
Payments | (541) | |||||
Recurring basis | Fair Value, Inputs, Level 3 [Member] | Contingent Consideration | oneTEM | ||||||
Fair value measurement | ||||||
Recognized amount | (252) | $ (235) | ||||
Changes in the fair value of the Level 3 liability | ||||||
Balance, Beginning of Period | 235 | |||||
Imputed interest | 17 | |||||
Balance, End of Period | $ 252 |
Supplemental Cash Flow Inform43
Supplemental Cash Flow Information (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2015 | Sep. 30, 2014 | |
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION: | ||
Cash paid for interest | $ 194 | $ 23 |
Cash paid for income tax payments | 883 | $ 379 |
NON CASH FINANCING ACTIVITIES: | ||
Software acquired with financing agreement | 3,500 | |
Computer, furniture and equipment acquired with capital lease | $ 698 |
Commitments and Contingencies (
Commitments and Contingencies (Details) - USD ($) $ in Millions | 9 Months Ended | |
Sep. 30, 2015 | Sep. 30, 2014 | |
Rent expense, included in general and administrative expense | ||
Rent expense | $ 5 | $ 4.5 |