Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Jun. 30, 2015 | Jul. 31, 2015 | |
Document And Entity Information [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Jun. 30, 2015 | |
Document Fiscal Year Focus | 2,015 | |
Document Fiscal Period Focus | Q2 | |
Trading Symbol | CNXR | |
Entity Registrant Name | CONNECTURE INC | |
Entity Central Index Key | 1,211,759 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Non-accelerated Filer | |
Entity Common Stock, Shares Outstanding | 21,874,452 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 |
CURRENT ASSETS: | ||
Cash and cash equivalents | $ 10,045 | $ 28,252 |
Accounts receivable - net of allowances | 9,549 | 12,128 |
Prepaid expenses and other current assets | 1,290 | 1,557 |
Total current assets | 20,884 | 41,937 |
PROPERTY AND EQUIPMENT - Net | 1,917 | 1,892 |
GOODWILL | 26,779 | 26,779 |
OTHER INTANGIBLE ASSETS - Net | 13,320 | 15,350 |
DEFERRED IMPLEMENTATION COSTS | 23,908 | 24,552 |
OTHER ASSETS | 1,643 | 1,834 |
TOTAL ASSETS | 88,451 | 112,344 |
CURRENT LIABILITIES: | ||
Accounts payable | 5,839 | 5,737 |
Accrued payroll and related liabilities | 5,686 | 3,880 |
Other liabilities | 3,495 | 4,373 |
Current maturities of debt | 1,482 | 4,479 |
Deferred revenue | 32,660 | 42,578 |
Total current liabilities | 49,162 | 61,047 |
DEFERRED REVENUE | 26,941 | 31,159 |
DEFERRED TAX LIABILITY | 19 | 19 |
LONG-TERM DEBT | 48,094 | 48,581 |
OTHER LONG-TERM LIABILITIES | 302 | 379 |
Total liabilities | $ 124,518 | $ 141,185 |
COMMITMENTS AND CONTINGENCIES (Note 5) | ||
STOCKHOLDERS' DEFICIT: | ||
Common stock, $0.001 par value, 75,000,000 shares authorized as of June 30, 2015 and December 31, 2014, and 21,840,004 and 21,689,223 shares issued and outstanding as of June 30, 2015 and December 31, 2014, respectively | $ 22 | $ 22 |
Additional paid-in capital | 98,497 | 96,365 |
Accumulated deficit | (134,586) | (125,228) |
Total stockholders' deficit | (36,067) | (28,841) |
TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT | $ 88,451 | $ 112,344 |
Condensed Consolidated Balance3
Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares | Jun. 30, 2015 | Dec. 31, 2014 |
Statement of Financial Position [Abstract] | ||
Common stock, Par value | $ 0.001 | $ 0.001 |
Common stock, Shares authorized | 75,000,000 | 75,000,000 |
Common stock, Shares issued | 21,840,004 | 21,689,223 |
Common stock, Shares outstanding | 21,840,004 | 21,689,223 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations and Comprehensive Loss - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Income Statement [Abstract] | ||||
REVENUE | $ 23,393 | $ 19,201 | $ 44,041 | $ 35,251 |
COST OF REVENUE | 14,019 | 12,787 | 25,340 | 25,354 |
GROSS MARGIN | 9,374 | 6,414 | 18,701 | 9,897 |
OPERATING EXPENSES: | ||||
Research and development | 6,056 | 4,585 | 12,584 | 8,685 |
Sales and marketing | 2,302 | 1,903 | 5,185 | 3,709 |
General and administrative | 3,858 | 3,244 | 7,463 | 6,351 |
Total operating expenses | 12,216 | 9,732 | 25,232 | 18,745 |
LOSS FROM OPERATIONS | (2,842) | (3,318) | (6,531) | (8,848) |
OTHER EXPENSES: | ||||
Interest expense | 1,424 | 1,372 | 2,837 | 2,386 |
Other (income) expense, net | 1 | 751 | 9 | 826 |
Total other expense | 1,425 | 2,123 | 2,846 | 3,212 |
LOSS BEFORE BENEFIT (PROVISION) FOR INCOME TAXES | (4,267) | (5,441) | (9,377) | (12,060) |
BENEFIT (PROVISION) FOR INCOME TAXES | 8 | 3 | 19 | (11) |
NET LOSS | (4,259) | (5,438) | (9,358) | (12,071) |
COMPREHENSIVE LOSS | $ (4,259) | $ (5,438) | $ (9,358) | $ (12,071) |
NET LOSS PER COMMON SHARE: | ||||
Basic and diluted | $ (0.20) | $ (34.77) | $ (0.43) | $ (76.11) |
WEIGHTED-AVERAGE COMMON SHARES OUTSTANDING: | ||||
Basic and diluted | 21,710,951 | 184,051 | 21,703,483 | 184,051 |
Condensed Consolidated Stateme5
Condensed Consolidated Statements of Stockholders' Deficit - USD ($) $ in Thousands | Total | Common Stock [Member] | Additional Paid-in Capital [Member] | Accumulated Deficit [Member] |
Beginning Balance, Value at Dec. 31, 2013 | $ (106,054) | $ 1 | $ 9,013 | $ (115,068) |
Beginning Balance, Shares at Dec. 31, 2013 | 184,051 | |||
Preferred Stock dividends, Series A and Series B Preferred Stock | (1,937) | (1,937) | ||
Stock-based compensation expense | 707 | 707 | ||
Net loss | (12,071) | (12,071) | ||
Ending Balance, Value at Jun. 30, 2014 | (119,355) | $ 1 | 7,783 | (127,139) |
Ending Balance, Shares at Jun. 30, 2014 | 184,051 | |||
Beginning Balance, Value at Dec. 31, 2014 | $ (28,841) | $ 22 | 96,365 | (125,228) |
Beginning Balance, Shares at Dec. 31, 2014 | 21,689,223 | 21,689,223 | ||
Stock-based compensation expense | $ 1,886 | 1,886 | ||
Restricted stock units and exercise of stock options, Value | $ 246 | 246 | ||
Restricted stock units and exercise of stock options, Shares | 134,282 | 150,781 | ||
Net loss | $ (9,358) | (9,358) | ||
Ending Balance, Value at Jun. 30, 2015 | $ (36,067) | $ 22 | $ 98,497 | $ (134,586) |
Ending Balance, Shares at Jun. 30, 2015 | 21,840,004 | 21,840,004 |
Condensed Consolidated Stateme6
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2014 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net loss | $ (9,358) | $ (12,071) |
Adjustments to reconcile net loss to net cash (used in) provided by operating activities: | ||
Depreciation and amortization | 2,550 | 2,554 |
Stock-based compensation expense | 1,886 | 707 |
Other | 669 | 480 |
Change in operating assets and liabilities, net of acquisition: | ||
Accounts receivable | 2,534 | 8,058 |
Prepaid expenses and other assets | 277 | (204) |
Deferred implementation costs | 644 | (3,517) |
Accounts payable | 689 | (1,880) |
Accrued expenses and other liabilities | 999 | (493) |
Deferred revenue | (14,136) | (9,713) |
Net cash used in operating activities | (13,246) | (16,079) |
CASH FLOWS FROM INVESTING ACTIVITIES: | ||
Purchases of property and equipment | (407) | (396) |
Net cash used in investing activities | (407) | (396) |
CASH FLOWS FROM FINANCING ACTIVITIES: | ||
Borrowings under revolving line of credit | 10,076 | |
Repayments under revolving line of credit | (340) | (14,086) |
Borrowings of term debt | 20,767 | |
Repayments of term debt | (3,462) | (563) |
Payment of deferred business acquisition purchase price | (1,000) | |
Payment of initial public offering costs | (725) | |
Other | (27) | (699) |
Net cash (used in) provided by financing activities | (4,554) | 14,495 |
NET DECREASE IN CASH AND CASH EQUIVALENTS | (18,207) | (1,980) |
CASH AND CASH EQUIVALENTS - Beginning of period | 28,252 | 2,277 |
CASH AND CASH EQUIVALENTS - End of period | 10,045 | 297 |
SUPPLEMENTAL CASH FLOW INFORMATION: | ||
Cash paid for interest | 3,108 | 3,027 |
Cash paid for income taxes | 18 | 103 |
Non-cash investing and financing activities: | ||
Purchase of property and equipment in accounts payable | $ 153 | 15 |
Accrued preferred stock dividends | $ 1,937 |
Description of Business
Description of Business | 6 Months Ended |
Jun. 30, 2015 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Description of Business | 1. DESCRIPTION OF BUSINESS Connecture, Inc. and its subsidiaries, including DestinationRx, Inc., or DRX, RxHealth Insurance Agency, Inc., and Insurix, Inc. (collectively, the “Company”) is a Delaware corporation. The Company is a web-based consumer shopping, enrollment and retention platform for health insurance distribution. The Company’s solutions support the industry evolution towards a consumer-centric |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 6 Months Ended |
Jun. 30, 2015 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation Interim Unaudited Condensed Consolidated Financial Information Use of Estimates— Cash and Cash Equivalents Accounts Receivable and Allowance for Doubtful Accounts Financial Instruments and Concentration of Credit Risk The Company has not experienced any material losses related to receivables from individual customers, geographic regions or groups of customers. As of June 30, 2015 and December 31, 2014 and for the six months ended June 30, 2015 and 2014 the Company had the following customers that accounted for 10% of total revenue and/or total accounts receivables: Revenue Accounts Receivable Customers Six Months Ended June 30, 2015 Six Months Ended June 30, 2014 As of June 30, 2015 As of December 31, 2014 A 11.7 % 9.7 % 11.6 % 15.2 % B 13.1 % 10.1 % 5.4 % 4.3 % Revenue Recognition— a) Software Automation Solutions Fees Contractual terms for the delivery and ongoing support of the Company’s software automation solutions generally consist of multiple components including: (a) software license fees (non-hosted arrangements), (b) software maintenance fees, (c) software usage fees, (d) professional services fees, (e) hosting fees and (f) production support fees. Software license fees represent amounts paid for the right to use the solution. Software usage fees represent amounts paid to cover only a specific period of time, after which usage and access rights expire. Software maintenance fees typically accompany software license fees and represent amounts paid for the right to receive commercially available updates and upgrades to the solution. Professional services fees represent amounts charged for services performed in connection with the configuration, integration and implementation of the solutions in accordance with customer specifications. Hosting fees represent fees related to post implementation hosting and monitoring of the solution. Production support fees are charged for the ongoing rate, benefits and related content management of the platform. The Company’s contracts with its customers typically bundle multiple services and are generally priced on a fixed fee basis. The term over which the Company is committed to deliver these services can range from several months to several years. The majority of the Company’s software automation solution services sold in the Enterprise/Commercial and Medicare segments and a portion of the Private Exchange segment are arrangements in which the Company hosts the web-based software automation solution and the customer pays a fee for access to and usage of the web-based software. The ownership of the technology and rights to the related code of such hosted web-based software remain with the Company and a customer has no contractual right to take possession of the software and run it on its own hardware platform. These arrangements are referred to as hosted arrangements and are accounted for as software-as-a-service under ASC 605, Revenue Recognition. A small percentage of the Company’s software automation solutions, sold primarily in the Enterprise/State segment, are arrangements in which the software is not hosted on the Company’s infrastructure. These arrangements include the licensed use of the software and are subject to accounting under ASC 985, Software Revenue Recognition. For all arrangements (whether hosted or non-hosted) that include multiple elements, the Company evaluates each element in an arrangement to determine whether it represents a separate unit of accounting. An element constitutes a separate unit of accounting when the delivered item has standalone value and delivery of the undelivered element is probable. Elements generally include implementation services, software licensing or usage fees and maintenance or other services. Accounting guidance for multiple element arrangements containing hosted software provide a hierarchy to use when determining the relative selling price for each unit of accounting. Vendor-specific objective evidence (VSOE) of selling price, based on the price at which the item is regularly sold by the vendor on a standalone basis, should be used if it exists. If VSOE of selling price is not available, third-party evidence of selling price is used to establish the selling price if it exists. If VSOE and third-party evidence do not exist, the Company allocates the arrangement fee to the separate units of accounting based on its best estimate of selling price. For hosted arrangements with multiple elements that are separate units of accounting, VSOE and third- party evidence do not currently exist and accordingly, the Company allocates the arrangement fee to the separate units of accounting based on management’s best estimate of selling price, when available. The Company determines its best estimate of selling price for services based on its overall pricing objectives, taking into consideration market conditions and customer-specific factors and by reviewing historical data related to sales of the Company’s services. Hosted arrangement revenue is recognized as follows by revenue element: • Software usage fees and hosting fees • Professional services for new customer software solution implementation • Professional services for modifications to existing customer software solutions • Production support fees Multiple deliverable arrangements accounting guidance for non-hosted arrangements provide an allocation of revenue to the separate elements based upon VSOE. To date, the elements of the Company’s non-hosted arrangements, whereby the customers take possession of the software, have not been sold separately. Therefore, the contractual consideration for a delivered element for the non-hosted arrangements does not qualify as a separate unit of accounting as VSOE does not currently exist for any element of the Company’s non-hosted arrangements. Accordingly, the delivered elements are combined with the other consideration for the remaining undelivered elements as a single unit of accounting. Revenue for non-hosted arrangements is recognized once all elements are delivered over the longer of the customer contract or expected customer relationship. b) Broker Multi-Payer Quoting Platform Fees The Company provides an online quoting platform service to insurance brokers through its Private Exchange segment. The Company charges the brokers a monthly fee for access to the service. Revenue from the access fees is recognized in the period that the service is provided. c) Government Cost-Plus-Fixed-Fee The Company uses a percentage-of-completion method of accounting for its federal government contract in its Medicare segment. Costs incurred to date are compared to total estimated project costs and revenue is recognized in proportion to costs incurred. The Company periodically evaluates the actual status of the project to ensure that the estimated cost to complete each contract remains accurate and estimated losses, if any, are recognized in the period in which such losses are determined. There was no unbilled revenue as of the consolidated balance sheet dates, relating to the government contract. d) Commissions Within the Private Exchange segment, the Company earns commissions on annual employee enrollments in which the Company’s health plan network and software solutions are used in connection with each enrollment. Commissions are recorded in the period the enrollment is completed. Cost of Revenue Deferred Implementation Costs Stock-Based Compensation share-based Comprehensive Loss Income Taxes— Basic and Diluted Net Loss Per Common Share Under the two-class method, for periods with net income, basic net income per common share is computed by dividing the net income attributable to common stockholders by the weighted-average number of shares of common stock outstanding during the period. Net income attributable to common stockholders is computed by subtracting from net income the portion of current year earnings that the participating securities would have been entitled to receive pursuant to their dividend rights had all of the year’s earnings been distributed. No such adjustment to earnings is made during periods with a net loss, as the holders of the participating securities have no obligation to fund losses. Due to net losses for the three and six months ended June 30, 2015 and 2014, basic and diluted loss per share were the same, as the effect of potentially dilutive securities would have been anti-dilutive. New Accounting Standards Revenue From Contracts With Customers (Topic 606) In April 2015, the FASB issued ASU No. 2015-3, Interest - Imputation of Interest: Simplifying the Presentation of Debt Issuance Costs In May 2015, the FASB issued ASU No. 2015-05, Customer’s Accounting for Fees Paid in a Cloud Computing Arrangement |
Net Loss Per Common Share
Net Loss Per Common Share | 6 Months Ended |
Jun. 30, 2015 | |
Earnings Per Share [Abstract] | |
Net Loss Per Common Share | 3. NET LOSS PER COMMON SHARE Diluted loss per common share is the same as basic loss per common share for all periods presented because the effects of potentially dilutive items were anti-dilutive given the Company’s net loss. The following common share equivalent securities have been excluded from the calculation of weighted-average common shares outstanding because the effect is anti-dilutive for the periods presented: Three Months Ended June 30, Six Months Ended June 30, 2015 2014 2015 2014 Anti-Dilutive Common Share Equivalents Redeemable convertible preferred stock — 14,861,539 — 14,861,539 Restricted stock units 131,813 — 44,734 — Stock options 1,170,373 1,368,715 1,165,980 1,379,337 Total anti-dilutive common share equivalents 1,302,186 16,230,254 1,210,714 16,240,876 Basic and diluted net loss per common share is calculated as follows: Three Months Ended June 30, Six Months Ended June 30, 2015 2014 2015 2014 Numerator: Net loss $ (4,259 ) $ (5,438 ) $ (9,358 ) $ (12,071 ) Less: Preferred stock dividends — 962 — 1,937 Net loss attributable to common stock $ (4,259 ) $ (6,400 ) $ (9,358 ) $ (14,008 ) Denominator: Weighted-average common shares outstanding, basic and diluted 21,710,951 184,051 21,703,483 184,051 Net loss per common share, basic and diluted $ (0.20 ) $ (34.77 ) $ (0.43 ) $ (76.11 ) |
Goodwill and Other Intangible A
Goodwill and Other Intangible Assets | 6 Months Ended |
Jun. 30, 2015 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Other Intangible Assets | 4. GOODWILL AND OTHER INTANGIBLE ASSETS Goodwill Total Enterprise/ Enterprise/ State Medicare Private Exchange $ 26,779 $ 7,732 $ — $ 14,711 $ 4,336 Other Intangibles Assets Useful Lives - In Years Gross Carrying Value Accumulated Amortization Net Carrying Value Customer Relationship 3-10 $ 7,298 $ (1,986 ) $ 5,312 Covenants Not to Compete 2.5-5 800 (777 ) 23 Acquired Technology 3-5 11,792 (6,416 ) 5,376 Trademarks 10 2,800 (688 ) 2,112 Software 3 1,742 (1,245 ) 497 $ 24,432 $ (11,112 ) $ 13,320 Other intangible assets consist of the following at December 31, 2014: Useful Lives - Gross Accumulated Net Carrying Customer Relationship 3-10 $ 7,298 $ (1,625 ) $ 5,673 Covenants Not to Compete 2.5-5 800 (627 ) 173 Acquired Technology 3-5 11,792 (5,266 ) 6,526 Trademarks 10 2,800 (548 ) 2,252 Software 3 1,699 (973 ) 726 $ 24,389 $ (9,039 ) $ 15,350 Amortization expense was $1,041 and $1,030 for the three months ended June 30, 2015 and 2014, respectively, and $2,073 and $2,062 for the six months ended June 30, 2015 and 2014, respectively, and has been recorded in cost of revenue and general and administrative expenses. Estimated future amortization expense for the Company’s intangible assets is as follows: Year Ending December 31 Amount Remainder of 2015 $ 1,947 2016 3,272 2017 3,086 2018 1,088 2019 1,000 2020 1,000 thereafter 1,927 Total future amortization expense $ 13,320 |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Jun. 30, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 5. COMMITMENTS AND CONTINGENCIES Capital Leases 2015 2014 7.98% lease obligation on ERP software, expiring July 2016, payable in variable monthly installments $ 194 $ 411 Various lease obligations on computer equipment and office furniture, expiring April 2017, payable in fixed monthly installments bearing interest of 3.7% to 11.8% 129 156 323 567 Less current maturities (257 ) (418 ) Long-term portion $ 66 $ 149 Future minimum capital lease payments are as follows: Years Ended December 31 Amount Remainder of 2015 $ 220 2016 94 2017 and thereafter 35 349 Less amount representing interest (26 ) Total 323 The Company’s most significant capital lease relates to the lease of enterprise resource planning, or ERP, software. The leased software asset is included in other intangible assets—net, in the accompanying June 30, 2015 and December 31, 2014, consolidated balance sheets as follows: 2015 2014 ERP Software $ 1,232 $ 1,232 Less accumulated amortization (958 ) (753 ) Total $ 274 $ 479 Amortization of the software asset under capital lease was $102 and $103 for the three months ended June 30, 2015 and 2014, respectively, and $205 and $206 for the six months ended June 30, 2015 and 2014, respectively, and is included in general and administrative expense in the accompanying condensed consolidated statements of operations. Operating Leases Letter of Credit Indemnifications In August 2013, a client of the Company’s acquired DRX subsidiary tendered a demand for indemnification for a claim filed against the client arising from the alleged incorrect ranking of plans on the client’s Medicare Part D website (the “Indemnification Claim”). DRX designed and hosted the interactive website. No specific damages were asserted in the claim, and the claim relates to services provided to the client prior to the Company’s 2013 acquisition of DRX. The DRX sellers have specifically indemnified the Company for any liability arising from this matter in the DRX Agreement and Plan of Merger. On February 10, 2015, the Company, the Company’s client and DRX sellers settled the Indemnification Claim for $100. Pursuant to the terms of the DRX Agreement and Plan of Merger, the DRX sellers and the Company offset the Indemnification Claim settlement against the $3,000 DRX Seller Note (See Note 6). Litigation |
Debt
Debt | 6 Months Ended |
Jun. 30, 2015 | |
Debt Disclosure [Abstract] | |
Debt | 6. DEBT 2015 2014 Senior term loans $ 19,688 $ 20,250 Senior revolving credit facility 357 354 Subordinated loans 29,531 32,456 49,576 53,060 Less: current maturities of debt (1,482 ) (4,479 ) Long-term debt $ 48,094 $ 48,581 Senior Debt The Credit Facility provides for $22,500 of term loans (the “Senior Term Loans”) and a $10,000 revolving credit (the “Senior Revolving Credit Facility”) through January 15, 2018 (the “Maturity Date”). The Senior Term Loans require quarterly principal payments of $281, with the unpaid principal balance payable in full on the Maturity Date. The Senior Term Loans accrue interest at a rate based on LIBOR plus a LIBOR Margin payable monthly. The Senior Revolving Credit Facility accrues interest monthly at a rate based on LIBOR, the Fed Funds Rate or bank’s Prime Rate. As of June 30, 2015, the interest rate on the outstanding Senior Term Loans and Senior Revolving Credit Facility advances were 6.52% and 8.25%, respectively. The Credit Facility contains customary representations, warranties and covenants of the Company, as well as various limitations on the activities of the Company as they relate to additional indebtedness, junior liens, investments, capital expenditures, and mergers and acquisitions. Furthermore, the Credit Facility does not permit the payment of cash dividends if such payment would result in a covenant violation. During the six months ended June 30, 2015, the Credit Facility was amended, to among other things, establish financial covenants for the year ended December 31, 2015. The amendment established (i) quarterly building EBITDA covenants and (ii) minimum liquidity covenants, as defined in the Credit Facility. The Company was in compliance with the financial covenants at June 30, 2015. The Company believes that it will continue to be in compliance with the financial covenants throughout the year ended December 31, 2015. THL Promissory Note The THL Note maturity date is July 15, 2018, with the principal balance payable in full at the maturity date. Interest on the THL Note accrues at a variable rate of LIBOR plus a LIBOR Margin, as defined, and is payable monthly. At June 30, 2015, the rate was 12.00% and the outstanding balance, net of OID, was $29,531. DRX Seller Note— Related Party Bridge Loan— Based on rates for instruments with comparable maturities and credit quality, the estimated fair value of the Company’s total debt as of June 30, 2015 and December 31, 2014 approximates the carrying value. |
Stock-Based Compensation
Stock-Based Compensation | 6 Months Ended |
Jun. 30, 2015 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Stock-Based Compensation | 7. STOCK-BASED COMPENSATION The Company’s equity incentive plans provide for the awarding of various equity awards including stock options and restricted stock units. The Company recognized stock-based compensation expense of $1,169 and $362 for the three months ended June 30, 2015 and 2014, respectively, and $1,886 and $707 for the six months ended June 30, 2015 and 2014, respectively. As of June 30, 2015, approximately $7,300 of total unrecognized compensation costs related to unvested awards is expected to be recognized over the remaining vesting periods, approximately three years. Stock Options Number of Options Average Price (a) Average Life (Years) (b) Aggregate Intrinsic Value (in 000s) Outstanding - January 1, 2014 1,840,054 $ 1.905 8.72 Forfeited (52,036 ) $ 1.716 Granted 95,400 $ 2.268 Outstanding - June 30, 2014 1,883,418 $ 1.929 7.91 Outstanding - January 1, 2015 1,838,082 $ 1.931 7.39 $ 13,012 Excercised (c) (134,282 ) $ 1.829 Granted 508,400 $ 11.370 Outstanding - June 30, 2015 2,212,200 $ 4.106 7.99 $ 14,277 Exercisable - June 30, 2015 1,290,002 $ 1.903 7.25 $ 11,167 (a) Weighted-average exercise price (b) Weighted-average contractual life remaining (c) The aggregate intrinsic value of exercised options, using the average stock price during the period, was $1,119. The following are significant weighted average assumptions used for estimating the fair value of options issued during the six months ended June 30, 2015 and 2014 under the Company’s stock option plans: Six Months Ended, June 30, 2015 2014 Common stock share value $ 11.37 $ 18.12 Excepted life (years) 5.13 5.75 Volatility 50.00 % 50.33 % Interest rate 1.46 % 2.03 % Dividend yield 0.00 % 0.00 % The Company recognize the grant date fair value of stock options that are expected to vest on a straight-line basis over the vesting period, which is generally three years from date of grant. Restricted Stock Units (RSUs) Six Months Ended, June 30, 2015 Shares Fair Value Price per Share* Outstanding - Beginning — $ — Granted 515,250 10.80 Forfeited (6,000 ) 11.37 Vested (16,500 ) 9.83 Outstanding - Ending 492,750 $ 10.83 * Weighted-average grant value On January 23, 2015, the Company granted 156,250 Restricted Stock Units (RSUs) to employees with an aggregate grant date fair value of $1,536. The 156,250 RSUs vest on December 11, 2015. On January 23, 2015, the Company granted 33,000 RSUs to non-employee directors with an aggregate grant date fair value of $324. The 33,000 RSUs vest 1/12 a month through December 2015. On April 29, 2015 the Company granted 326,000 RSUs to employees with an aggregate grant date fair value of $3,707, which are expected to vest over a three-year period. The Company recognizes the grant date fair value of the RSUs that are expected to vest on a straight-line basis over the period of vesting. The Company recognizes the income tax benefits resulting from vesting of RSUs in the period they vest; to the extent the compensation expense has been recognized. |
Income Taxes
Income Taxes | 6 Months Ended |
Jun. 30, 2015 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 8. INCOME TAXES The Company’s effective tax benefit/(provision) rate of less than 1.00% for the three and six months ended June 30, 2015 and 2014, respectively, differs from statutory federal income tax rates primarily due to changes in the deferred tax asset valuation allowance and current state income taxes. |
Related Parties
Related Parties | 6 Months Ended |
Jun. 30, 2015 | |
Related Party Transactions [Abstract] | |
Related Parties | 9. RELATED PARTIES On February 10, 2015, the Company, settled the Indemnification Claim for $100 (See Note 5). Pursuant to the terms of the DRX Agreement and Plan of Merger, the DRX sellers and the Company offset the Indemnification Claim settlement against the $3,000 DRX Seller Note. The Company paid $2,900 of principal and $480 of interest to settle the DRX Seller Note during the six months ended June 30, 2015. Current employees of the Company, including the Company’s current Chief Innovation Officer, New Markets, were employees and stockholders of DRX at the time of its acquisition, and as previous stockholders of DRX they received an interest in the DRX Seller Note. The $480 interest was paid to two related party stockholders, or entities controlled by the stockholders of the Company, pursuant to a note guarantee agreement the DRX sellers had with such related parties. During 2014, the Company entered into a $1,250 subordinated term note financing with two related party stockholders or entities controlled by stockholders of the Company (See Note 6). |
Segments of Business
Segments of Business | 6 Months Ended |
Jun. 30, 2015 | |
Segment Reporting [Abstract] | |
Segments of Business | 10. SEGMENTS OF BUSINESS The Company is organized into four reportable segments, which are based on software and service offerings. The following reflects the revenue and operating results of the Company’s reportable segments: Three Months Ended June 30, Six Months Ended June 30, 2015 2014 2015 2014 Revenue from external customers by segment: Enterprise/Commercial $ 13,878 $ 9,438 $ 24,863 $ 17,960 Enterprise/State 3,919 4,608 8,210 7,086 Medicare 4,210 4,001 8,193 7,900 Private Exchange 1,386 1,154 2,775 2,305 Consolidated revenue $ 23,393 $ 19,201 $ 44,041 $ 35,251 Gross margin by segment: Enterprise/Commercial $ 4,876 $ 1,972 $ 9,799 $ 2,454 Enterprise/State 1,811 2,054 3,525 2,148 Medicare 2,332 2,388 4,608 4,823 Private Exchange 355 — 769 472 Consolidated gross margin $ 9,374 $ 6,414 $ 18,701 $ 9,897 Consolidated operating expenses: Research and development $ 6,056 $ 4,585 $ 12,584 $ 8,685 Sales and marketing 2,302 1,903 5,185 3,709 General and administrative 3,858 3,244 7,463 6,351 Total consolidated operating expenses $ 12,216 $ 9,732 $ 25,232 $ 18,745 Consolidated loss from operations ($ 2,842 ) ($ 3,318 ) ($ 6,531 ) ($ 8,848 ) Depreciation and amortization by segment: Enterprise/Commercial $ 134 $ 154 $ 271 $ 296 Enterprise/State 24 27 48 64 Medicare 640 641 1,281 1,285 Private Exchange 237 227 469 443 Corporate 245 234 481 466 Consolidated depreciation and amortization $ 1,280 $ 1,283 $ 2,550 $ 2,554 The following are identifiable assets by segment as of June 30, 2015 and December 31, 2014: As of June 30, 2015 As of December 31, 2014 Identifiable assets by segment: Enterprise/Commercial $ 32,688 $ 32,749 Enterprise/State 4,422 6,349 Medicare 27,449 28,314 Private Exchange 8,396 10,107 Corporate 15,496 34,825 Consolidated assets $ 88,451 $ 112,344 All Company assets were held and all revenue was generated in the United States during the six months ended June 30, 2015 and 2014. |
Summary of Significant Accoun17
Summary of Significant Accounting Policies (Policies) | 6 Months Ended |
Jun. 30, 2015 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation |
Interim Unaudited Condensed Consolidated Financial Information | Interim Unaudited Condensed Consolidated Financial Information |
Use of Estimates | Use of Estimates— |
Cash and Cash Equivalents | Cash and Cash Equivalents |
Accounts Receivable and Allowance for Doubtful Accounts | Accounts Receivable and Allowance for Doubtful Accounts |
Financial Instruments and Concentration of Credit Risk | Financial Instruments and Concentration of Credit Risk The Company has not experienced any material losses related to receivables from individual customers, geographic regions or groups of customers. As of June 30, 2015 and December 31, 2014 and for the six months ended June 30, 2015 and 2014 the Company had the following customers that accounted for 10% of total revenue and/or total accounts receivables: Revenue Accounts Receivable Customers Six Months Ended June 30, 2015 Six Months Ended June 30, 2014 As of June 30, 2015 As of December 31, 2014 A 11.7 % 9.7 % 11.6 % 15.2 % B 13.1 % 10.1 % 5.4 % 4.3 % |
Revenue Recognition | Revenue Recognition— a) Software Automation Solutions Fees Contractual terms for the delivery and ongoing support of the Company’s software automation solutions generally consist of multiple components including: (a) software license fees (non-hosted arrangements), (b) software maintenance fees, (c) software usage fees, (d) professional services fees, (e) hosting fees and (f) production support fees. Software license fees represent amounts paid for the right to use the solution. Software usage fees represent amounts paid to cover only a specific period of time, after which usage and access rights expire. Software maintenance fees typically accompany software license fees and represent amounts paid for the right to receive commercially available updates and upgrades to the solution. Professional services fees represent amounts charged for services performed in connection with the configuration, integration and implementation of the solutions in accordance with customer specifications. Hosting fees represent fees related to post implementation hosting and monitoring of the solution. Production support fees are charged for the ongoing rate, benefits and related content management of the platform. The Company’s contracts with its customers typically bundle multiple services and are generally priced on a fixed fee basis. The term over which the Company is committed to deliver these services can range from several months to several years. The majority of the Company’s software automation solution services sold in the Enterprise/Commercial and Medicare segments and a portion of the Private Exchange segment are arrangements in which the Company hosts the web-based software automation solution and the customer pays a fee for access to and usage of the web-based software. The ownership of the technology and rights to the related code of such hosted web-based software remain with the Company and a customer has no contractual right to take possession of the software and run it on its own hardware platform. These arrangements are referred to as hosted arrangements and are accounted for as software-as-a-service under ASC 605, Revenue Recognition. A small percentage of the Company’s software automation solutions, sold primarily in the Enterprise/State segment, are arrangements in which the software is not hosted on the Company’s infrastructure. These arrangements include the licensed use of the software and are subject to accounting under ASC 985, Software Revenue Recognition. For all arrangements (whether hosted or non-hosted) that include multiple elements, the Company evaluates each element in an arrangement to determine whether it represents a separate unit of accounting. An element constitutes a separate unit of accounting when the delivered item has standalone value and delivery of the undelivered element is probable. Elements generally include implementation services, software licensing or usage fees and maintenance or other services. Accounting guidance for multiple element arrangements containing hosted software provide a hierarchy to use when determining the relative selling price for each unit of accounting. Vendor-specific objective evidence (VSOE) of selling price, based on the price at which the item is regularly sold by the vendor on a standalone basis, should be used if it exists. If VSOE of selling price is not available, third-party evidence of selling price is used to establish the selling price if it exists. If VSOE and third-party evidence do not exist, the Company allocates the arrangement fee to the separate units of accounting based on its best estimate of selling price. For hosted arrangements with multiple elements that are separate units of accounting, VSOE and third- party evidence do not currently exist and accordingly, the Company allocates the arrangement fee to the separate units of accounting based on management’s best estimate of selling price, when available. The Company determines its best estimate of selling price for services based on its overall pricing objectives, taking into consideration market conditions and customer-specific factors and by reviewing historical data related to sales of the Company’s services. Hosted arrangement revenue is recognized as follows by revenue element: • Software usage fees and hosting fees • Professional services for new customer software solution implementation • Professional services for modifications to existing customer software solutions • Production support fees Multiple deliverable arrangements accounting guidance for non-hosted arrangements provide an allocation of revenue to the separate elements based upon VSOE. To date, the elements of the Company’s non-hosted arrangements, whereby the customers take possession of the software, have not been sold separately. Therefore, the contractual consideration for a delivered element for the non-hosted arrangements does not qualify as a separate unit of accounting as VSOE does not currently exist for any element of the Company’s non-hosted arrangements. Accordingly, the delivered elements are combined with the other consideration for the remaining undelivered elements as a single unit of accounting. Revenue for non-hosted arrangements is recognized once all elements are delivered over the longer of the customer contract or expected customer relationship. b) Broker Multi-Payer Quoting Platform Fees The Company provides an online quoting platform service to insurance brokers through its Private Exchange segment. The Company charges the brokers a monthly fee for access to the service. Revenue from the access fees is recognized in the period that the service is provided. c) Government Cost-Plus-Fixed-Fee The Company uses a percentage-of-completion method of accounting for its federal government contract in its Medicare segment. Costs incurred to date are compared to total estimated project costs and revenue is recognized in proportion to costs incurred. The Company periodically evaluates the actual status of the project to ensure that the estimated cost to complete each contract remains accurate and estimated losses, if any, are recognized in the period in which such losses are determined. There was no unbilled revenue as of the consolidated balance sheet dates, relating to the government contract. d) Commissions Within the Private Exchange segment, the Company earns commissions on annual employee enrollments in which the Company’s health plan network and software solutions are used in connection with each enrollment. Commissions are recorded in the period the enrollment is completed. |
Cost of Revenue | Cost of Revenue |
Deferred Implementation Costs | Deferred Implementation Costs |
Stock-Based Compensation | Stock-Based Compensation |
Comprehensive Loss | Comprehensive Loss |
Income Taxes | Income Taxes— |
Basic and Diluted Net Loss Per Common Share | Basic and Diluted Net Loss Per Common Share Under the two-class method, for periods with net income, basic net income per common share is computed by dividing the net income attributable to common stockholders by the weighted-average number of shares of common stock outstanding during the period. Net income attributable to common stockholders is computed by subtracting from net income the portion of current year earnings that the participating securities would have been entitled to receive pursuant to their dividend rights had all of the year’s earnings been distributed. No such adjustment to earnings is made during periods with a net loss, as the holders of the participating securities have no obligation to fund losses. Due to net losses for the three and six months ended June 30, 2015 and 2014, basic and diluted loss per share were the same, as the effect of potentially dilutive securities would have been anti-dilutive. |
New Accounting Standards | New Accounting Standards Revenue From Contracts With Customers (Topic 606) In April 2015, the FASB issued ASU No. 2015-3, Interest - Imputation of Interest: Simplifying the Presentation of Debt Issuance Costs In May 2015, the FASB issued ASU No. 2015-05, Customer’s Accounting for Fees Paid in a Cloud Computing Arrangement |
Summary of Significant Accoun18
Summary of Significant Accounting Policies (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Accounting Policies [Abstract] | |
Summary of Concentration of Risk | The Company has not experienced any material losses related to receivables from individual customers, geographic regions or groups of customers. As of June 30, 2015 and December 31, 2014 and for the six months ended June 30, 2015 and 2014 the Company had the following customers that accounted for 10% of total revenue and/or total accounts receivables: Revenue Accounts Receivable Customers Six Months Ended June 30, 2015 Six Months Ended June 30, 2014 As of June 30, 2015 As of December 31, 2014 A 11.7 % 9.7 % 11.6 % 15.2 % B 13.1 % 10.1 % 5.4 % 4.3 % |
Net Loss Per Common Share (Tabl
Net Loss Per Common Share (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Earnings Per Share [Abstract] | |
Summary of Anti-Dilutive Securities Excluded From Calculation of Weighted-Average Common Shares Outstanding | The following common share equivalent securities have been excluded from the calculation of weighted-average common shares outstanding because the effect is anti-dilutive for the periods presented: Three Months Ended June 30, Six Months Ended June 30, 2015 2014 2015 2014 Anti-Dilutive Common Share Equivalents Redeemable convertible preferred stock — 14,861,539 — 14,861,539 Restricted stock units 131,813 — 44,734 — Stock options 1,170,373 1,368,715 1,165,980 1,379,337 Total anti-dilutive common share equivalents 1,302,186 16,230,254 1,210,714 16,240,876 |
Summary of Basic and Diluted Net Loss Per Common Share | Basic and diluted net loss per common share is calculated as follows: Three Months Ended June 30, Six Months Ended June 30, 2015 2014 2015 2014 Numerator: Net loss $ (4,259 ) $ (5,438 ) $ (9,358 ) $ (12,071 ) Less: Preferred stock dividends — 962 — 1,937 Net loss attributable to common stock $ (4,259 ) $ (6,400 ) $ (9,358 ) $ (14,008 ) Denominator: Weighted-average common shares outstanding, basic and diluted 21,710,951 184,051 21,703,483 184,051 Net loss per common share, basic and diluted $ (0.20 ) $ (34.77 ) $ (0.43 ) $ (76.11 ) |
Goodwill and Other Intangible20
Goodwill and Other Intangible Assets (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Goodwill | Goodwill consists of following as of June 30, 2015 and December 31, 2014: Total Enterprise/ Enterprise/ State Medicare Private Exchange $ 26,779 $ 7,732 $ — $ 14,711 $ 4,336 |
Schedule of Other Intangible Assets | Other Intangibles Assets Useful Lives - In Years Gross Carrying Value Accumulated Amortization Net Carrying Value Customer Relationship 3-10 $ 7,298 $ (1,986 ) $ 5,312 Covenants Not to Compete 2.5-5 800 (777 ) 23 Acquired Technology 3-5 11,792 (6,416 ) 5,376 Trademarks 10 2,800 (688 ) 2,112 Software 3 1,742 (1,245 ) 497 $ 24,432 $ (11,112 ) $ 13,320 Other intangible assets consist of the following at December 31, 2014: Useful Lives - Gross Accumulated Net Carrying Customer Relationship 3-10 $ 7,298 $ (1,625 ) $ 5,673 Covenants Not to Compete 2.5-5 800 (627 ) 173 Acquired Technology 3-5 11,792 (5,266 ) 6,526 Trademarks 10 2,800 (548 ) 2,252 Software 3 1,699 (973 ) 726 $ 24,389 $ (9,039 ) $ 15,350 |
Summary of Estimated Future Amortization Expense | Estimated future amortization expense for the Company’s intangible assets is as follows: Year Ending December 31 Amount Remainder of 2015 $ 1,947 2016 3,272 2017 3,086 2018 1,088 2019 1,000 2020 1,000 thereafter 1,927 Total future amortization expense $ 13,320 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | |
Summary of Capital Lease Obligations | As of June 30, 2015 and December 31, 2014, capital lease obligations consisted of the following: 2015 2014 7.98% lease obligation on ERP software, expiring July 2016, payable in variable monthly installments $ 194 $ 411 Various lease obligations on computer equipment and office furniture, expiring April 2017, payable in fixed monthly installments bearing interest of 3.7% to 11.8% 129 156 323 567 Less current maturities (257 ) (418 ) Long-term portion $ 66 $ 149 |
Schedule of Future Minimum Capital Lease Payments | Future minimum capital lease payments are as follows: Years Ended December 31 Amount Remainder of 2015 $ 220 2016 94 2017 and thereafter 35 349 Less amount representing interest (26 ) Total 323 |
Schedule of Leased Software Asset | The leased software asset is included in other intangible assets—net, in the accompanying June 30, 2015 and December 31, 2014, consolidated balance sheets as follows: 2015 2014 ERP Software $ 1,232 $ 1,232 Less accumulated amortization (958 ) (753 ) Total $ 274 $ 479 |
Debt (Tables)
Debt (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Debt Disclosure [Abstract] | |
Schedule of Debt | 2015 2014 Senior term loans $ 19,688 $ 20,250 Senior revolving credit facility 357 354 Subordinated loans 29,531 32,456 49,576 53,060 Less: current maturities of debt (1,482 ) (4,479 ) Long-term debt $ 48,094 $ 48,581 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Summary of Stock Option Activity | Stock Options Number of Options Average Price (a) Average Life (Years) (b) Aggregate Intrinsic Value (in 000s) Outstanding - January 1, 2014 1,840,054 $ 1.905 8.72 Forfeited (52,036 ) $ 1.716 Granted 95,400 $ 2.268 Outstanding - June 30, 2014 1,883,418 $ 1.929 7.91 Outstanding - January 1, 2015 1,838,082 $ 1.931 7.39 $ 13,012 Excercised (c) (134,282 ) $ 1.829 Granted 508,400 $ 11.370 Outstanding - June 30, 2015 2,212,200 $ 4.106 7.99 $ 14,277 Exercisable - June 30, 2015 1,290,002 $ 1.903 7.25 $ 11,167 (a) Weighted-average exercise price (b) Weighted-average contractual life remaining (c) The aggregate intrinsic value of exercised options, using the average stock price during the period, was $1,119. |
Schedule of Significant Weighted Average Assumptions Used for Estimating Fair Value of Options Issued | The following are significant weighted average assumptions used for estimating the fair value of options issued during the six months ended June 30, 2015 and 2014 under the Company’s stock option plans: Six Months Ended, June 30, 2015 2014 Common stock share value $ 11.37 $ 18.12 Excepted life (years) 5.13 5.75 Volatility 50.00 % 50.33 % Interest rate 1.46 % 2.03 % Dividend yield 0.00 % 0.00 % |
Schedule of Restricted Stock Activity | Restricted Stock Units (RSUs) Six Months Ended, June 30, 2015 Shares Fair Value Price per Share* Outstanding - Beginning — $ — Granted 515,250 10.80 Forfeited (6,000 ) 11.37 Vested (16,500 ) 9.83 Outstanding - Ending 492,750 $ 10.83 * Weighted-average grant value |
Segments of Business (Tables)
Segments of Business (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Segment Reporting [Abstract] | |
Summary of Segment Information | The following reflects the revenue and operating results of the Company’s reportable segments: Three Months Ended June 30, Six Months Ended June 30, 2015 2014 2015 2014 Revenue from external customers by segment: Enterprise/Commercial $ 13,878 $ 9,438 $ 24,863 $ 17,960 Enterprise/State 3,919 4,608 8,210 7,086 Medicare 4,210 4,001 8,193 7,900 Private Exchange 1,386 1,154 2,775 2,305 Consolidated revenue $ 23,393 $ 19,201 $ 44,041 $ 35,251 Gross margin by segment: Enterprise/Commercial $ 4,876 $ 1,972 $ 9,799 $ 2,454 Enterprise/State 1,811 2,054 3,525 2,148 Medicare 2,332 2,388 4,608 4,823 Private Exchange 355 — 769 472 Consolidated gross margin $ 9,374 $ 6,414 $ 18,701 $ 9,897 Consolidated operating expenses: Research and development $ 6,056 $ 4,585 $ 12,584 $ 8,685 Sales and marketing 2,302 1,903 5,185 3,709 General and administrative 3,858 3,244 7,463 6,351 Total consolidated operating expenses $ 12,216 $ 9,732 $ 25,232 $ 18,745 Consolidated loss from operations ($ 2,842 ) ($ 3,318 ) ($ 6,531 ) ($ 8,848 ) Depreciation and amortization by segment: Enterprise/Commercial $ 134 $ 154 $ 271 $ 296 Enterprise/State 24 27 48 64 Medicare 640 641 1,281 1,285 Private Exchange 237 227 469 443 Corporate 245 234 481 466 Consolidated depreciation and amortization $ 1,280 $ 1,283 $ 2,550 $ 2,554 |
Schedule of Identifiable Assets by Segment | The following are identifiable assets by segment as of June 30, 2015 and December 31, 2014: As of June 30, 2015 As of December 31, 2014 Identifiable assets by segment: Enterprise/Commercial $ 32,688 $ 32,749 Enterprise/State 4,422 6,349 Medicare 27,449 28,314 Private Exchange 8,396 10,107 Corporate 15,496 34,825 Consolidated assets $ 88,451 $ 112,344 |
Summary of Significant Accoun25
Summary of Significant Accounting Policies - Additional Information (Detail) - Jun. 30, 2015 $ in Thousands | USD ($)Source |
Accounting Policies [Abstract] | |
Interest-bearing amounts on deposit in excess of federally insured limits | $ | $ 9,800 |
Customer payment period | 30 days |
Number of revenue's sources | 4 |
Summary of Significant Accoun26
Summary of Significant Accounting Policies - Summary of Concentration of Risk (Detail) | 6 Months Ended | 12 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2014 | Dec. 31, 2014 | |
Customer A [Member] | Revenue [Member] | |||
Concentration Risk [Line Items] | |||
Concentration risk percentage | 11.70% | 9.70% | |
Customer A [Member] | Accounts Receivable [Member] | |||
Concentration Risk [Line Items] | |||
Concentration risk percentage | 11.60% | 15.20% | |
Customer B [Member] | Revenue [Member] | |||
Concentration Risk [Line Items] | |||
Concentration risk percentage | 13.10% | 10.10% | |
Customer B [Member] | Accounts Receivable [Member] | |||
Concentration Risk [Line Items] | |||
Concentration risk percentage | 5.40% | 4.30% |
Net Loss Per Common Share - Sum
Net Loss Per Common Share - Summary of Anti-Dilutive Securities Excluded From Calculation of Weighted-Average Common Shares Outstanding (Detail) - shares | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Anti-Dilutive Common Share Equivalents | 1,302,186 | 16,230,254 | 1,210,714 | 16,240,876 |
Redeemable Convertible Preferred Stock [Member] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Anti-Dilutive Common Share Equivalents | 14,861,539 | 14,861,539 | ||
Restricted Stock Units (RSUs) [Member] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Anti-Dilutive Common Share Equivalents | 131,813 | 44,734 | ||
Stock Options [Member] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Anti-Dilutive Common Share Equivalents | 1,170,373 | 1,368,715 | 1,165,980 | 1,379,337 |
Net Loss Per Common Share - S28
Net Loss Per Common Share - Summary of Basic and Diluted Net Loss Per Common Share (Detail) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Numerator: | ||||
Net loss | $ (4,259) | $ (5,438) | $ (9,358) | $ (12,071) |
Less: Preferred stock dividends | 962 | 1,937 | ||
Net loss attributable to common stock | $ (4,259) | $ (6,400) | $ (9,358) | $ (14,008) |
Denominator: | ||||
Weighted-average common shares outstanding, basic and diluted | 21,710,951 | 184,051 | 21,703,483 | 184,051 |
Net loss per common share, basic and diluted | $ (0.20) | $ (34.77) | $ (0.43) | $ (76.11) |
Goodwill and Other Intangible29
Goodwill and Other Intangible Assets - Additional Information (Detail) - USD ($) | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | Dec. 31, 2014 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |||||
Accumulated goodwill impairments | $ 0 | $ 0 | $ 0 | ||
Amortization expense | $ 1,041,000 | $ 1,030,000 | $ 2,073,000 | $ 2,062,000 |
Goodwill and Other Intangible30
Goodwill and Other Intangible Assets - Schedule of Goodwill (Detail) - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 |
Finite-Lived Intangible Assets [Line Items] | ||
GOODWILL | $ 26,779 | $ 26,779 |
Enterprise/Commercial [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
GOODWILL | 7,732 | 7,732 |
Medicare [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
GOODWILL | 14,711 | 14,711 |
Private Exchange [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
GOODWILL | $ 4,336 | $ 4,336 |
Goodwill and Other Intangible31
Goodwill and Other Intangible Assets - Schedule of Other Intangible Assets (Detail) - USD ($) $ in Thousands | 6 Months Ended | 12 Months Ended |
Jun. 30, 2015 | Dec. 31, 2014 | |
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Value | $ 24,432 | $ 24,389 |
Accumulated Amortization | (11,112) | (9,039) |
Net Carrying Value | 13,320 | 15,350 |
Customer Relationship [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Value | 7,298 | 7,298 |
Accumulated Amortization | (1,986) | (1,625) |
Net Carrying Value | 5,312 | 5,673 |
Covenants Not to Complete [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Value | 800 | 800 |
Accumulated Amortization | (777) | (627) |
Net Carrying Value | 23 | 173 |
Acquired Technology [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Value | 11,792 | 11,792 |
Accumulated Amortization | (6,416) | (5,266) |
Net Carrying Value | $ 5,376 | $ 6,526 |
Trademarks [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Useful lives - In Years | 10 years | 10 years |
Gross Carrying Value | $ 2,800 | $ 2,800 |
Accumulated Amortization | (688) | (548) |
Net Carrying Value | $ 2,112 | $ 2,252 |
Software [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Useful lives - In Years | 3 years | 3 years |
Gross Carrying Value | $ 1,742 | $ 1,699 |
Accumulated Amortization | (1,245) | (973) |
Net Carrying Value | $ 497 | $ 726 |
Minimum [Member] | Customer Relationship [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Useful lives - In Years | 3 years | 3 years |
Minimum [Member] | Covenants Not to Complete [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Useful lives - In Years | 2 years 6 months | 2 years 6 months |
Minimum [Member] | Acquired Technology [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Useful lives - In Years | 3 years | 3 years |
Maximum [Member] | Customer Relationship [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Useful lives - In Years | 10 years | 10 years |
Maximum [Member] | Covenants Not to Complete [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Useful lives - In Years | 5 years | 5 years |
Maximum [Member] | Acquired Technology [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Useful lives - In Years | 5 years | 5 years |
Goodwill and Other Intangible32
Goodwill and Other Intangible Assets - Summary of Estimated Future Amortization Expense (Detail) - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 |
Finite-Lived Intangible Assets, Net, Amortization Expense, Fiscal Year Maturity [Abstract] | ||
Remainder of 2015 | $ 1,947 | |
2,016 | 3,272 | |
2,017 | 3,086 | |
2,018 | 1,088 | |
2,019 | 1,000 | |
2,020 | 1,000 | |
thereafter | 1,927 | |
Total future amortization expense | $ 13,320 | $ 15,350 |
Commitments and Contingencies -
Commitments and Contingencies - Summary of Capital Lease Obligations (Detail) - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 |
Other Commitments [Line Items] | ||
Capital lease obligations | $ 323 | $ 567 |
Less current maturities | (257) | (418) |
Long-term portion | 66 | 149 |
ERP Software [Member] | ||
Other Commitments [Line Items] | ||
Capital lease obligations | 194 | 411 |
Computer Equipment and Office Furniture [Member] | ||
Other Commitments [Line Items] | ||
Capital lease obligations | $ 129 | $ 156 |
Commitments and Contingencies34
Commitments and Contingencies - Summary of Capital Lease Obligations (Parenthetical) (Detail) - 6 months ended Jun. 30, 2015 | Total |
ERP Software [Member] | |
Other Commitments [Line Items] | |
Capital lease expiring date | Jul. 31, 2016 |
Capital lease interest rate | 7.98% |
Computer Equipment and Office Furniture [Member] | |
Other Commitments [Line Items] | |
Capital lease expiring date | Apr. 30, 2017 |
Computer Equipment and Office Furniture [Member] | Minimum [Member] | |
Other Commitments [Line Items] | |
Capital lease interest rate | 3.70% |
Computer Equipment and Office Furniture [Member] | Maximum [Member] | |
Other Commitments [Line Items] | |
Capital lease interest rate | 11.80% |
Commitments and Contingencies35
Commitments and Contingencies - Schedule of Future Minimum Capital Lease Payments (Detail) $ in Thousands | Jun. 30, 2015USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
Remainder of 2015 | $ 220 |
2,016 | 94 |
2017 and thereafter | 35 |
Future minimum capital lease payments, Gross | 349 |
Less amount representing interest | (26) |
Total | $ 323 |
Commitment and Contingencies -
Commitment and Contingencies - Schedule of Leased Software Asset (Detail) - Software [Member] - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 |
Other Commitments [Line Items] | ||
ERP Software | $ 1,232 | $ 1,232 |
Less accumulated amortization | (958) | (753) |
Total | $ 274 | $ 479 |
Commitments and Contingencies37
Commitments and Contingencies - Additional Information (Detail) - USD ($) $ in Thousands | Feb. 10, 2015 | Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | Dec. 31, 2014 | Jan. 15, 2013 |
Loss Contingencies [Line Items] | |||||||
Letter of credit, as security for leased property | $ 200 | $ 200 | $ 200 | ||||
DRX Seller Note [Member] | |||||||
Loss Contingencies [Line Items] | |||||||
Indemnification claim settlement amount | $ (100) | ||||||
Debt instrument principal amount | $ 3,000 | $ 3,000 | |||||
Office Building [Member] | |||||||
Loss Contingencies [Line Items] | |||||||
Operating leases expire date | Through 2,025 | ||||||
Operating leases rent expense | 437 | $ 383 | $ 862 | $ 766 | |||
Software [Member] | |||||||
Loss Contingencies [Line Items] | |||||||
Amortization expense of software asset | $ 102 | $ 103 | $ 205 | $ 206 |
Debt - Schedule of Debt (Detail
Debt - Schedule of Debt (Detail) - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 |
Debt Disclosure [Abstract] | ||
Senior term loans | $ 19,688 | $ 20,250 |
Senior revolving credit facility | 357 | 354 |
Subordinated loans | 29,531 | 32,456 |
Total long-term debt | 49,576 | 53,060 |
Total long-term debt | 49,576 | 53,060 |
Less: current maturities of debt | (1,482) | (4,479) |
LONG-TERM DEBT | $ 48,094 | $ 48,581 |
Debt - Additional Information (
Debt - Additional Information (Detail) - Jun. 30, 2015 - USD ($) | Total |
Senior Term Loans [Member] | |
Debt Instrument [Line Items] | |
Maximum borrowing capacity of credit facility | $ 22,500,000 |
Quarterly principal payments of term loans | $ 281,000 |
Interest rate on outstanding debt | 6.52% |
Senior Revolving Credit Facility [Member] | |
Debt Instrument [Line Items] | |
Maximum borrowing capacity of credit facility | $ 10,000,000 |
Revolving credit facility maturity date | Jan. 15, 2018 |
Interest rate on outstanding debt | 8.25% |
Debt (Subordinated Loans) - Add
Debt (Subordinated Loans) - Additional Information (Detail) $ in Thousands | Dec. 29, 2014USD ($) | May. 29, 2014USD ($)RelatedParty | Mar. 18, 2013USD ($) | Jan. 15, 2013USD ($) | Jun. 30, 2015USD ($)Parties | Jun. 30, 2014USD ($) | Feb. 10, 2015USD ($) | Dec. 31, 2014USD ($) |
Debt Instrument [Line Items] | ||||||||
Proceeds from issuance of promissory note | $ 20,767 | |||||||
Debt instrument, outstanding balance | $ 29,531 | $ 32,456 | ||||||
Number of related party which financing acquired | Parties | 2 | |||||||
THL Note [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Proceeds from issuance of promissory note | $ 30,000 | |||||||
Debt instrument original issue discount | $ 683 | |||||||
Debt instrument maturity date | Jul. 15, 2018 | |||||||
Debt instrument, interest rate | 12.00% | |||||||
Debt instrument, outstanding balance | $ 29,531 | |||||||
DRX Seller Note [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt instrument maturity date | Jan. 15, 2015 | |||||||
Debt instrument principal amount | $ 3,000 | $ 3,000 | ||||||
Debt instrument annual interest rate | 8.00% | |||||||
Indemnification Claim settlement amount | (100) | |||||||
Debt instrument principal payment | 2,900 | |||||||
Debt instrument interest payment | $ 480 | |||||||
Related Party Bridge Loan [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt instrument, outstanding balance | $ 1,250 | |||||||
Debt instrument term | 1 year | |||||||
Number of related party which financing acquired | RelatedParty | 2 | |||||||
Debt instrument annual interest rate | 14.00% | |||||||
Debt instrument exit fee payable | $ 625 | |||||||
Repayments of debt | $ 1,250 | |||||||
Accrued interest amount | $ 105 |
Stock-Based Compensation - Addi
Stock-Based Compensation - Additional Information (Detail) - USD ($) $ in Thousands | Apr. 29, 2015 | Jan. 23, 2015 | Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Stock-based compensation expense | $ 1,169 | $ 362 | $ 1,886 | $ 707 | ||
Unrecognized compensation costs | $ 7,300 | $ 7,300 | ||||
Approximate vesting period for unvested awards | 3 years | |||||
Stock options, vesting period | 3 years | |||||
Restricted Stock Units (RSUs) [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Number of shares, granted | 326,000 | 156,250 | 515,250 | |||
Number of stock granted aggregate grant date fair value | $ 3,707 | $ 1,536 | ||||
Approximate vesting period for unvested awards | 3 years | |||||
Restricted Stock Units (RSUs) [Member] | Non-Employee Directors [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Number of shares, granted | 33,000 | |||||
Number of stock granted aggregate grant date fair value | $ 324 |
Stock-Based Compensation - Summ
Stock-Based Compensation - Summary of Stock Option Activity (Detail) - USD ($) $ / shares in Units, $ in Thousands | Jan. 01, 2015 | Jan. 01, 2014 | Jun. 30, 2015 | Jun. 30, 2014 |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ||||
Number of Options Outstanding, Beginning balance | 1,838,082 | 1,840,054 | 1,838,082 | 1,840,054 |
Number of Options exercised | (134,282) | |||
Number of Options forfeited | (52,036) | |||
Number of Options granted | 508,400 | 95,400 | ||
Number of Options Outstanding, Ending balance | 2,212,200 | 1,883,418 | ||
Number of Options Exercisable | 1,290,002 | |||
Weighted Average Exercise Price Outstanding, Beginning balance | $ 1.931 | $ 1.905 | $ 1.931 | $ 1.905 |
Weighted Average Exercise Price, Option exercised | 1.829 | |||
Weighted Average Exercise Price, Option forfeited | 1.716 | |||
Weighted Average Exercise Price, Option granted | 11.370 | 2.268 | ||
Weighted Average Exercise Price Outstanding, Ending balance | 4.106 | $ 1.929 | ||
Weighted Average Exercise Price, Exercisable | $ 1.903 | |||
Average Life, Outstanding | 7 years 4 months 21 days | 8 years 8 months 19 days | 7 years 11 months 27 days | 7 years 10 months 28 days |
Average Life, Exercisable | 7 years 3 months | |||
Aggregate Intrinsic Value, Outstanding, Beginning balance | $ 13,012 | $ 13,012 | ||
Aggregate Intrinsic Value, Outstanding, Ending balance | 14,277 | |||
Aggregate Intrinsic Value, Exercisable | $ 11,167 |
Stock-Based Compensation - Su43
Stock-Based Compensation - Summary of Stock Option Activity (Parenthetical) (Detail) $ in Thousands | 6 Months Ended |
Jun. 30, 2015USD ($) | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Aggregate intrinsic value, exercised | $ 1,119 |
Stock-Based Compensation - Sche
Stock-Based Compensation - Schedule of Significant Weighted Average Assumptions Used for Estimating Fair Value of Options Issued (Detail) - $ / shares | 6 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2014 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ||
Common stock share value | $ 11.37 | $ 18.12 |
Excepted life (years) | 5 years 1 month 17 days | 5 years 9 months |
Volatility | 50.00% | 50.33% |
Interest rate | 1.46% | 2.03% |
Dividend yield | 0.00% | 0.00% |
Stock-Based Compensation - Sc45
Stock-Based Compensation - Schedule of Restricted Stock Activity (Detail) - Restricted Stock Units (RSUs) [Member] - $ / shares | Apr. 29, 2015 | Jan. 23, 2015 | Jun. 30, 2015 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Shares Outstanding Beginning Balance | 0 | ||
Shares Granted | 326,000 | 156,250 | 515,250 |
Shares Forfeited | (6,000) | ||
Shares Vested | (16,500) | ||
Shares Outstanding Ending Balance | 492,750 | ||
Fair Value Price per Share Outstanding Beginning Balance | $ 0 | ||
Fair Value Price per Share Granted | 10.80 | ||
Fair Value Price per Share Forfeited | 11.37 | ||
Fair Value Price per Share Vested | 9.83 | ||
Fair Value Price per Share Outstanding Ending Balance | $ 10.83 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Less Than [Member] | ||||
Valuation Allowance [Line Items] | ||||
Effective tax benefit (provision) rate | 1.00% | 1.00% | 1.00% | 1.00% |
Related Parties - Additional In
Related Parties - Additional Information (Detail) $ in Thousands | Feb. 10, 2015USD ($) | Jun. 30, 2015USD ($)Parties | Jun. 30, 2014USD ($) | Jan. 15, 2013USD ($) |
Related Party Transaction [Line Items] | ||||
Number of related party in which interest was paid | Parties | 2 | |||
DRX Seller Note [Member] | ||||
Related Party Transaction [Line Items] | ||||
Indemnification claim settlement amount | $ (100) | |||
Debt instrument principal amount | $ 3,000 | $ 3,000 | ||
Debt instrument principal payment | $ 2,900 | |||
Debt instrument interest payment | $ 480 | |||
Subordinated Term Note [Member] | ||||
Related Party Transaction [Line Items] | ||||
Due to related party | $ 1,250 |
Segments of Business - Addition
Segments of Business - Additional Information (Detail) | 6 Months Ended |
Jun. 30, 2015Segments | |
Segment Reporting [Abstract] | |
Number of reportable segments | 4 |
Segments of Business - Summary
Segments of Business - Summary of Unallocated Corporate Expenses and Assets (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Segment Reporting Information [Line Items] | ||||
Consolidated revenue | $ 23,393 | $ 19,201 | $ 44,041 | $ 35,251 |
Consolidated gross margin | 9,374 | 6,414 | 18,701 | 9,897 |
Research and development | 6,056 | 4,585 | 12,584 | 8,685 |
Sales and marketing | 2,302 | 1,903 | 5,185 | 3,709 |
General and administrative | 3,858 | 3,244 | 7,463 | 6,351 |
Total consolidated operating expenses | 12,216 | 9,732 | 25,232 | 18,745 |
Consolidated loss from operations | (2,842) | (3,318) | (6,531) | (8,848) |
Consolidated depreciation and amortization | 1,280 | 1,283 | 2,550 | 2,554 |
Enterprise/Commercial [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Consolidated revenue | 13,878 | 9,438 | 24,863 | 17,960 |
Consolidated gross margin | 4,876 | 1,972 | 9,799 | 2,454 |
Enterprise/State [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Consolidated revenue | 3,919 | 4,608 | 8,210 | 7,086 |
Consolidated gross margin | 1,811 | 2,054 | 3,525 | 2,148 |
Medicare [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Consolidated revenue | 4,210 | 4,001 | 8,193 | 7,900 |
Consolidated gross margin | 2,332 | 2,388 | 4,608 | 4,823 |
Private Exchange [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Consolidated revenue | 1,386 | 1,154 | 2,775 | 2,305 |
Consolidated gross margin | 355 | 0 | 769 | 472 |
Operating Segments [Member] | Enterprise/Commercial [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Consolidated depreciation and amortization | 134 | 154 | 271 | 296 |
Operating Segments [Member] | Enterprise/State [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Consolidated depreciation and amortization | 24 | 27 | 48 | 64 |
Operating Segments [Member] | Medicare [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Consolidated depreciation and amortization | 640 | 641 | 1,281 | 1,285 |
Operating Segments [Member] | Private Exchange [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Consolidated depreciation and amortization | 237 | 227 | 469 | 443 |
Corporate [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Consolidated depreciation and amortization | $ 245 | $ 234 | $ 481 | $ 466 |
Segments of Business - Schedule
Segments of Business - Schedule of Identifiable Assets by Segment (Detail) - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 |
Segment Reporting Information [Line Items] | ||
Consolidated assets | $ 88,451 | $ 112,344 |
Operating Segments [Member] | Enterprise/Commercial [Member] | ||
Segment Reporting Information [Line Items] | ||
Consolidated assets | 32,688 | 32,749 |
Operating Segments [Member] | Enterprise/State [Member] | ||
Segment Reporting Information [Line Items] | ||
Consolidated assets | 4,422 | 6,349 |
Operating Segments [Member] | Medicare [Member] | ||
Segment Reporting Information [Line Items] | ||
Consolidated assets | 27,449 | 28,314 |
Operating Segments [Member] | Private Exchange [Member] | ||
Segment Reporting Information [Line Items] | ||
Consolidated assets | 8,396 | 10,107 |
Corporate [Member] | ||
Segment Reporting Information [Line Items] | ||
Consolidated assets | $ 15,496 | $ 34,825 |