Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Sep. 30, 2016 | Nov. 03, 2016 | |
Document Information [Line Items] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Sep. 30, 2016 | |
Document Fiscal Year Focus | 2,016 | |
Document Fiscal Period Focus | Q3 | |
Trading Symbol | MCHX | |
Entity Registrant Name | MARCHEX INC | |
Entity Central Index Key | 1,224,133 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Accelerated Filer | |
Class A | ||
Document Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 5,056,136 | |
Class B | ||
Document Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 38,102,444 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Sep. 30, 2016 | Dec. 31, 2015 |
Current assets: | ||
Cash and cash equivalents | $ 105,275 | $ 109,155 |
Accounts receivable, net | 21,579 | 24,621 |
Prepaid expenses and other current assets | 1,995 | 1,784 |
Refundable taxes | 117 | 127 |
Total current assets | 128,966 | 135,687 |
Property and equipment, net | 3,913 | 5,778 |
Intangible and other assets, net | 220 | 222 |
Goodwill | 63,305 | |
Total assets | 133,099 | 204,992 |
Current liabilities: | ||
Accounts payable | 7,960 | 9,460 |
Accrued expenses and other current liabilities | 8,300 | 6,712 |
Deferred revenue | 362 | 692 |
Total current liabilities | 16,622 | 16,864 |
Other non-current liabilities | 266 | 662 |
Total liabilities | 16,888 | 17,526 |
Stockholders’ equity: | ||
Treasury stock | (2) | (238) |
Additional paid-in capital | 357,617 | 350,799 |
Accumulated deficit | (241,840) | (163,518) |
Total stockholders’ equity | 116,211 | 187,466 |
Total liabilities and stockholders’ equity | 133,099 | 204,992 |
Class A | ||
Stockholders’ equity: | ||
Common stock | 55 | 55 |
Class B | ||
Stockholders’ equity: | ||
Common stock | $ 381 | $ 368 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Revenue | $ 30,749 | $ 36,852 | $ 101,146 | $ 108,113 |
Expenses: | ||||
Service costs | 18,505 | 20,003 | 60,964 | 59,166 |
Sales and marketing | 5,562 | 4,266 | 16,733 | 11,969 |
Product development | 6,832 | 7,769 | 21,859 | 23,608 |
General and administrative | 5,320 | 4,721 | 15,815 | 14,925 |
Acquisition and disposition related costs | 354 | 81 | 662 | 199 |
Total operating expenses | 36,573 | 36,840 | 116,033 | 109,867 |
Impairment of goodwill | (63,305) | |||
Income (loss) from operations | (5,824) | 12 | (78,192) | (1,754) |
Other expense: | ||||
Interest and line of credit expense | (3) | (11) | (41) | (48) |
Other, net | (12) | (1) | (49) | (4) |
Total other expense | (15) | (12) | (90) | (52) |
Income (loss) from continuing operations before provision for income taxes | (5,839) | 0 | (78,282) | (1,806) |
Income tax expense | 15 | 191 | 40 | 11 |
Net loss from continuing operations | (5,854) | (191) | (78,322) | (1,817) |
Discontinued operations: | ||||
Income from discontinued operations, net of tax | 37 | 5,084 | ||
Gain on sale of discontinued operations, net of tax | 163 | 22,195 | ||
Discontinued operations, net of tax | 200 | 27,279 | ||
Net income (loss) | (5,854) | 9 | (78,322) | 25,462 |
Dividends paid to participating securities | (37) | |||
Net income (loss) applicable to common stockholders | $ (5,854) | $ 9 | $ (78,322) | $ 25,425 |
Basic and diluted net income (loss) per Class A and Class B share applicable to common stockholders: | ||||
Continuing operations | $ (0.14) | $ 0 | $ (1.88) | $ (0.04) |
Discontinued operations, net of tax | 0 | 0.66 | ||
Basic and diluted net income (loss) per Class A and Class B share applicable to common stockholders | $ (0.14) | $ 0 | $ (1.88) | 0.62 |
Dividends paid per share | $ 0.04 | |||
Class A | ||||
Other expense: | ||||
Net loss from continuing operations | $ (732) | $ (24) | $ (9,850) | $ (235) |
Discontinued operations: | ||||
Net income (loss) applicable to common stockholders | $ (732) | $ 1 | $ (9,850) | $ 3,229 |
Shares used to calculate basic net income (loss) per share applicable to common stockholders: | ||||
Shares used to calculate basic net income (loss) per share applicable to common stockholders | 5,233 | 5,233 | 5,233 | 5,233 |
Shares used to calculate diluted net income (loss) per share applicable to common stockholders: | ||||
Shares used to calculate diluted net income (loss) per share applicable to common stockholders | 5,233 | 5,233 | 5,233 | 5,233 |
Class B | ||||
Other expense: | ||||
Net loss from continuing operations | $ (5,122) | $ (167) | $ (68,472) | $ (1,582) |
Discontinued operations: | ||||
Dividends paid to participating securities | (37) | |||
Net income (loss) applicable to common stockholders | $ (5,122) | $ 8 | $ (68,472) | $ 22,196 |
Shares used to calculate basic net income (loss) per share applicable to common stockholders: | ||||
Shares used to calculate basic net income (loss) per share applicable to common stockholders | 36,639 | 36,120 | 36,372 | 35,980 |
Shares used to calculate diluted net income (loss) per share applicable to common stockholders: | ||||
Shares used to calculate diluted net income (loss) per share applicable to common stockholders | 41,872 | 41,353 | 41,605 | 41,213 |
Condensed Consolidated Stateme4
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2016 | Sep. 30, 2015 | |
Cash flows from operating activities: | ||
Net income (loss) | $ (78,322) | $ 25,462 |
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities: | ||
Amortization and depreciation | 2,457 | 2,735 |
Impairment of goodwill | 63,305 | |
Allowance for doubtful accounts and advertiser credits | 1,429 | 678 |
Loss on disposal of fixed assets | 3 | |
Gain on sale of discontinued operations | (22,195) | |
Stock-based compensation | 7,246 | 7,809 |
Change in certain assets and liabilities: | ||
Accounts receivable, net | 1,612 | (599) |
Refundable taxes | 10 | (4) |
Prepaid expenses, other current assets and other assets | (223) | 484 |
Accounts payable | (1,477) | (1,472) |
Accrued expenses and other current liabilities | 1,812 | 230 |
Deferred revenue | (329) | (789) |
Other non-current liabilities | (396) | (339) |
Net cash provided by (used in) operating activities | (2,873) | 12,000 |
Cash flows from investing activities: | ||
Proceeds from sale of discontinued operations, net of costs | 25,249 | |
Cash paid for sale of Archeo assets | (224) | |
Purchases of property and equipment | (594) | (3,623) |
Purchases of intangible assets and changes in other non-current assets | (11) | (46) |
Net cash provided by (used in) investing activities | (829) | 21,580 |
Cash flows from financing activities: | ||
Tax withholding related to restricted stock awards | (154) | (74) |
Common stock dividend payments | (1,685) | |
Repurchase of Class B common stock | (365) | (3,201) |
Proceeds from exercises of stock options, issuance and vesting of restricted stock and employee stock purchase plan, net | 341 | 284 |
Net cash used in financing activities | (178) | (4,676) |
Net increase (decrease) in cash and cash equivalents | (3,880) | 28,904 |
Cash and cash equivalents at beginning of period | 109,155 | 80,032 |
Cash and cash equivalents at end of period | $ 105,275 | $ 108,936 |
Description of Business and Bas
Description of Business and Basis of Presentation | 9 Months Ended |
Sep. 30, 2016 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Description of Business and Basis of Presentation | (1) Description of Business and Basis of Presentation Marchex, Inc. (the “Company”) was incorporated in the state of Delaware on January 17, 2003. The Company is a mobile advertising analytics company that helps connect online behavior to real-world, offline actions. The Company provides products and services for businesses of all sizes that depend on consumer phone calls to drive sales. The Company’s technology can facilitate call quality, analyze calls in real time and measure the outcomes of calls while its technology platform delivers performance-based, pay-for-call advertising across numerous mobile and online publishers to connect consumers with businesses over the phone. The accompanying unaudited condensed consolidated financial statements of Marchex, Inc. and its wholly-owned subsidiaries have been prepared in accordance with accounting principles generally accepted in the United States of America for interim financial information and pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”). Accordingly, they do not include all of the information and notes required by generally accepted accounting principles for annual financial statements. In the opinion of management, all adjustments (consisting only of normal recurring adjustments) considered necessary for a fair presentation have been included. Operating results for the three and nine months ended September 30, 2016 are not necessarily indicative of the results that may be expected for the year ending December 31, 2016, or for any other period. The balance sheet at December 31, 2015 has been derived from the audited consolidated financial statements at that date, but does not include all of the information and notes required by accounting principles generally accepted in the United States of America for complete financial statements. These condensed consolidated financial statements and notes should be read in conjunction with the Company’s audited consolidated financial statements and accompanying notes included in the Annual Report on Form 10-K for the year ended December 31, 2015 filed with the SEC. The condensed consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries. All inter-company transactions and balances have been eliminated in consolidation. In April 2015, the Company sold certain assets related to Archeo’s domain operations, including the bulk of its domain name portfolio. The operating results related to this April 2015 disposition are shown as discontinued operations in the condensed consolidated statements of operations in 2015. In December 2015, the Company sold the remaining Archeo operations which did not meet the criteria for discontinued operations, and as a result the operating results are reflected in continuing operations in 2015. See Note 12. Discontinued Operations, Dispositions, and Other |
Significant Accounting Policies
Significant Accounting Policies | 9 Months Ended |
Sep. 30, 2016 | |
Accounting Policies [Abstract] | |
Significant Accounting Policies | (2) Significant Accounting Policies The preparation of financial statements in conformity with generally accepted accounting principles (“GAAP”) in the United States requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. These judgments are difficult as matters that are inherently uncertain directly impact their valuation and accounting. Actual results may vary from management’s estimates and assumptions. Recent Accounting Pronouncement(s) Not Yet Effective In May 2014, the FASB issued Accounting Standards Update No. 2014-09, Revenue from Contracts with Customers (Topic 606) (ASU 2014-09) In November 2015, the FASB issued Accounting Standards Update No. 2015-17, Income Taxes (Topic 740), Balance Sheet Classification of Deferred Taxes (ASU 2015-17), In February 2016, the FASB issued Accounting Standards Update No. 2016-02 Leases (Topic 842) In March 2016, the FASB amended the existing accounting standards for stock-based compensation, with Accounting Standards Update No. 2016-09, Compensation-Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting (ASU 2016-09) In June 2016, the FASB issued Accounting Standards Update No. 2016-13, Financial Instruments — Credit Losses (Topic 326), Measurement of Credit Losses on Financial Instruments (ASU 2016-13), |
Stock-based Compensation Plans
Stock-based Compensation Plans | 9 Months Ended |
Sep. 30, 2016 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Stock-based Compensation Plans | (3) Stock-based Compensation Plans The Company grants stock-based awards, including stock options, restricted stock awards, and restricted stock units. The Company measures stock-based compensation cost at the grant date based on the fair value of the award and recognizes it as expense, net of estimated forfeitures, over the vesting or service period, as applicable, of the stock-based award, using the straight-line method under FASB ASC 718. Stock-based compensation expense was included in the following operating expense categories as follows (in thousands): Nine months ended September 30, Three months ended September 30, 2015 2016 2015 2016 Service costs $ 1,046 $ 565 $ 273 $ 160 Sales and marketing 893 1,321 339 353 Product development 1,843 1,367 620 206 General and administrative 4,027 3,993 1,119 1,060 Total stock-based compensation $ 7,809 $ 7,246 $ 2,351 $ 1,779 The Company uses the Black-Scholes option pricing model to estimate the per share fair value of stock option grants with time-based vesting. The Black-Scholes model relies on a number of key assumptions to calculate estimated fair values. For the quarters ended September 30, 2015 and 2016, the expected life of each award granted was determined based on historical experience with similar awards, giving consideration to contractual terms, anticipated exercise patterns, vesting schedules and forfeitures. Expected volatility is based on historical volatility levels of the Company’s Class B common stock and the expected volatility of companies in similar industries that have similar vesting and contractual terms. The risk-free interest rate is based on the implied yield currently available on U.S. Treasury issues with terms approximately equal to the expected life of the option. The Company used an expected annual dividend yield in consideration of the Company’s common stock dividend payments during the first half of 2015. The Company discontinued paying dividends on its common stock after the second quarter of 2015. The following weighted average assumptions were used in determining the fair value of time-vested stock option grants for the periods presented: Nine months ended September 30, Three months ended September 30, 2015 2016 2015 2016 Expected life (in years) 4.0-6.25 4.0-6.25 4.0-6.25 4.0 Risk-free interest rate 1.13%-1.56% 0.86%-1.15% 1.15%-1.56% 1.01% Expected volatility 59%-65% 57%-58% 59%-60% 57% Expected dividend yield 0%-0.36% 0% 0% 0% Stock option activity during the nine months ended September 30, 2016 is summarized as follows: Shares Weighted average exercise price Weighted average remaining contractual term (in years) Balance at December 31, 2015 8,937,281 $ 6.97 6.33 Options granted 1,669,000 4.20 Options forfeited (734,562 ) 5.51 Options expired (620,500 ) 12.58 Options exercised (60,303 ) 4.01 Balance at September 30, 2016 9,190,916 $ 6.22 5.91 Restricted stock awards and restricted stock units are generally measured at fair value on the date of grant based on the number of awards granted and the quoted price of the Company’s common stock. Restricted stock units entitle the holder to receive one share of the Company’s Class B common stock upon satisfaction of certain service conditions. Restricted stock awards and restricted stock unit activity during the nine months ended September 30, 2016 is summarized as follows: Shares/ Units Weighted average grant date fair value Unvested balance at December 31, 2015 2,222,080 $ 4.86 Granted 2,196,406 4.24 Vested (813,592 ) 5.16 Forfeited (649,771 ) 5.08 Unvested balance at September 30, 2016 2,955,123 $ 4.26 In the nine months ended September 30, 2015 and 2016, the Company repurchased approximately 15,000 and 45,000 shares, respectively, from certain executives for minimum withholding taxes on approximately 55,000 and 146,000 restricted stock award vests, respectively. The number of shares repurchased was based on the value on the vesting date of the restricted stock awards equivalent to the value of the executives’ minimum withholding taxes of $74,000 and $154,000, respectively, which was remitted in cash to the appropriate taxing authorities. The payments are reflected as a financing activity within the consolidated statement of cash flows when paid. The payments had the effect of share repurchases by the Company as they reduced the number of shares that would have otherwise been issued on the vesting date and were recorded as a reduction of additional paid-in capital. In May 2016, approximately 27,000 stock options and 33,000 restricted stock awards were fully accelerated and the period to exercise any outstanding vested stock options was modified to extend through the 10-year anniversary of the respective grant dates in connection with an executive’s transition to a consulting arrangement. In October 2016, vesting of 288,877 stock options and 190,187 restricted stock awards were accelerated in connection with an executive’s separation agreement for which the estimated related stock-based compensation expense of approximately $1.3 million will be recognized in the fourth quarter of 2016. |
Net Income (Loss) Per Share
Net Income (Loss) Per Share | 9 Months Ended |
Sep. 30, 2016 | |
Earnings Per Share [Abstract] | |
Net Income (Loss) Per Share | (4) Net Income (Loss) Per Share The Company computes net income (loss) per share of Class A and Class B common stock using the two class method. Under the provisions of the two class method, basic net income (loss) per share is computed by dividing net income (loss) applicable to common stockholders by the weighted average number of common shares outstanding during the year. Diluted net income (loss) per share is computed by dividing net income (loss) applicable to common stockholders by the weighted average number of common and dilutive common equivalent shares outstanding during the period. The computation of the diluted net income (loss) per share of Class B common stock assumes the conversion of Class A common stock to Class B common stock, while the diluted net income (loss) per share of Class A common stock does not assume the conversion of those shares. In accordance with the two class method, the undistributed earnings (losses) for each year are allocated based on the contractual participation rights of the Class A and Class B common shares and the restricted shares as if the earnings for the year had been distributed. Considering the terms of the Company’s charter which provides that, if and when dividends are declared on our common stock in accordance with Delaware General Corporation Law, equivalent dividends shall be paid with respect to the shares of Class A common stock and Class B common stock and that both classes of common stock have identical dividend rights and would share equally in the Company’s net assets in the event of liquidation, the Company has allocated undistributed earnings (losses) on a proportionate basis. Additionally, the Company has paid dividends equally to both classes of common stock and the unvested restricted shares for all cash dividends paid since November 2006. Instruments granted in unvested share-based payment awards that contain nonforfeitable rights to dividends or dividend equivalents, whether paid or unpaid, are participating securities prior to vesting. As such, the Company’s restricted stock awards are considered participating securities for purposes of calculating earnings per share. Under the two class method, dividends paid on unvested restricted stock are allocated to these participating securities and therefore impact the calculation of amounts allocated to common stock. The following table calculates net loss from continuing operations to net income (loss) applicable to common stockholders used to compute basic net income (loss) per share for the periods ended (in thousands, except per share amounts): Nine months ended September 30, 2015 2016 Class A Class B Class A Class B Basic net income (loss) per share: Numerator: Net loss from continuing operations $ (235 ) $ (1,582 ) $ (9,850 ) $ (68,472 ) Dividends paid to participating securities — (37 ) — — Net loss from continuing operations applicable to common stockholders $ (235 ) $ (1,619 ) $ (9,850 ) $ (68,472 ) Discontinued operations, net of tax 3,464 23,815 — — Net income (loss) applicable to common stockholders $ 3,229 $ 22,196 $ (9,850 ) $ (68,472 ) Denominator: Weighted average number of shares outstanding used to calculate basic net income (loss) per share 5,233 35,980 5,233 36,372 Basic net income (loss) per share: Net loss from continuing operations applicable to common stockholders $ (0.04 ) $ (0.04 ) $ (1.88 ) $ (1.88 ) Discontinued operations, net of tax 0.66 0.66 — — Basic net income (loss) per share applicable to common stockholders $ 0.62 $ 0.62 $ (1.88 ) $ (1.88 ) Three months ended September 30, 2015 2016 Class A Class B Class A Class B Numerator: Net loss from continuing operations applicable to common stockholders $ (24 ) $ (167 ) $ (732 ) $ (5,122 ) Discontinued operations, net of tax 25 175 — — Net income (loss) applicable to common stockholders $ 1 $ 8 $ (732 ) $ (5,122 ) Denominator: Weighted average number of shares outstanding used to calculate basic net income (loss) per share 5,233 36,120 5,233 36,639 Basic net income (loss) per share: Net loss from continuing operations applicable to common stockholders $ (0.00 ) $ (0.00 ) $ (0.14 ) $ (0.14 ) Discontinued operations, net of tax 0.00 0.00 — — Basic net income (loss) per share applicable to common stockholders $ 0.00 $ 0.00 $ (0.14 ) $ (0.14 ) The following table calculates net income (loss) from continuing operations to net income (loss) applicable to common stockholders used to compute diluted net income (loss) per share for the periods ended (in thousands, except per share amounts): Nine months ended September 30, 2015 2016 Class A Class B Class A Class B Diluted net income (loss) per share: Numerator: Net loss from continuing operations $ (235 ) $ (1,582 ) $ (9,850 ) $ (68,472 ) Dividends paid to participating securities — (37 ) — — Reallocation of net loss for Class A shares as a result of conversion of Class A to Class B shares — (235 ) — (9,850 ) Net loss from continuing operations applicable to common stockholders $ (235 ) $ (1,854 ) $ (9,850 ) $ (78,322 ) Discontinued operations, net of tax 3,464 23,815 — — Reallocation of discontinued operations for Class A shares as a result of conversion of Class A to Class B shares — 3,464 — — Diluted discontinued operations, net of tax $ 3,464 $ 27,279 $ — $ — Net income (loss) applicable to common stockholders $ 3,229 $ 25,425 $ (9,850 ) $ (78,322 ) Denominator: Weighted average number of shares outstanding used to calculate basic net income (loss) per share 5,233 35,980 5,233 36,372 Conversion of Class A to Class B common shares outstanding — 5,233 — 5,233 Weighted average number of shares outstanding used to calculate diluted net income (loss) per share 5,233 41,213 5,233 41,605 Diluted net (loss) income per share: Net loss from continuing operations applicable to common stockholders $ (0.04 ) $ (0.04 ) $ (1.88 ) $ (1.88 ) Discontinued operations, net of tax 0.66 0.66 — — Diluted net income (loss) per share applicable to common stockholders $ 0.62 $ 0.62 $ (1.88 ) $ (1.88 ) Three months ended September 30, 2015 2016 Class A Class B Class A Class B Numerator: Net loss from continuing operations $ (24 ) $ (167 ) $ (732 ) $ (5,122 ) Dividends paid to participating securities — — — — Reallocation of net loss for Class A shares as a result of conversion of Class A to Class B shares — (24 ) — (732 ) Net loss from continuing operations applicable to common stockholders $ (24 ) $ (191 ) $ (732 ) $ (5,854 ) Discontinued operations, net of tax 25 175 — — Reallocation of discontinued operations for Class A shares as a result of conversion of Class A to Class B shares — 25 — — Discontinued operations, net of tax $ 25 $ 200 $ — $ — Net income (loss) applicable to common stockholders $ 1 $ 9 $ (732 ) $ (5,854 ) Denominator: Weighted average number of shares outstanding used to calculate basic net income per share 5,233 36,120 5,233 36,639 Conversion of Class A to Class B common shares outstanding — 5,233 — 5,233 Weighted average number of shares outstanding used to calculate diluted net income (loss) per share 5,233 41,353 5,233 41,872 Diluted net income (loss) per share: Net loss from continuing operations applicable to common stockholders $ (0.00 ) $ (0.00 ) $ (0.14 ) $ (0.14 ) Discontinued operations, net of tax 0.00 0.00 — — Diluted net income (loss) per share applicable to common stockholders $ 0.00 $ 0.00 $ (0.14 ) $ (0.14 ) The computation of diluted net income (loss) per share excludes the following because their effect would be anti-dilutive (in thousands): • For both the three and nine months ended September 30, 2015, outstanding options to acquire 9,158 shares of Class B common stock. For both the three and nine months ended September 30, 2016, outstanding options to acquire 9,191 shares of outstanding Class B common stock. • For the three and nine months ended September 30, 2015 and 2016, 1,052 and 1,221 shares of unvested Class B restricted common shares, respectively. • For the three and nine months ended September 30, 2015 and 2016 1,427 and 1,734 restricted stock units, respectively. |
Concentrations
Concentrations | 9 Months Ended |
Sep. 30, 2016 | |
Risks And Uncertainties [Abstract] | |
Concentrations | (5) Concentrations The Company maintains substantially all of its cash and cash equivalents with one financial institution and are all considered at Level 1 fair value with observable inputs that reflect quoted prices for identical assets or liabilities in active markets. At various points during the nine months ended September 30, 2016, the Company held cash equivalents in a commercial paper sweep account with the same financial institution. These Level 2 assets were fully liquidated prior to September 30, 2016. A significant majority of the Company’s revenue earned from advertisers is generated through arrangements with distribution partners. The Company may not be successful in renewing any of these agreements, or, if they are renewed, they may not be on terms as favorable as current arrangements. The Company may not be successful in entering into agreements with new distribution partners or advertisers on commercially acceptable terms. In addition, several of these distribution partners or advertisers may be considered potential competitors. There were no distribution partners paid more than 10% of consolidated revenue for the three and nine months ended September 30, 2015 and 2016. The advertisers representing more than 10% of consolidated revenue are as follows (in percentages): Nine months ended September 30, Three months ended September 30, 2015 2016 2015 2016 Advertiser A 30 % 23 % 28 % 22 % Advertiser B 20 % 24 % 19 % 22 % Advertiser A is also a distribution partner. The outstanding receivable balance for each advertiser representing more than 10% of accounts receivable is as follows (in percentages): At December 31, 2015 At September 30, 2016 Advertiser A 14 % 21 % Advertiser B 28 % 20 % Advertiser C 19 % 13 % In certain cases, the Company may engage directly with one or more advertising agencies who act on an advertiser’s behalf. In addition, an advertising agency may represent more than one advertiser that utilizes the Company’s products and services. One advertising agency represented 17% and 19% of consolidated revenue for the three and nine months ended September 30, 2015, respectively, and 19% and 21% of consolidated revenue for the three and nine months ended September 30, 2016, respectively. This same advertising agency represented 22% and 11% of consolidated accounts receivable as of December 31, 2015 and September 30, 2016, respectively. One other advertising agency represented less than 10% of consolidated accounts receivable as of December 31, 2015, and 11% of consolidated accounts receivable as of September 30, 2016. |
Segment Reporting and Geographi
Segment Reporting and Geographic Information | 9 Months Ended |
Sep. 30, 2016 | |
Segment Reporting [Abstract] | |
Segment Reporting and Geographic Information | (6) Segment Reporting and Geographic Information Operating segments are revenue-producing components of the enterprise for which separate financial information is produced internally for the Company’s management. Historically, the Company operated under two segments: Call-driven and Archeo. Subsequent to the sale of the Company’s remaining Archeo operations in December 2015, the Company operates primarily under the Call-driven segment which is comprised of performance-based advertising business focused on driving phone calls. The Archeo segment historically comprised the Company’s click-based advertising businesses. In April 2015, the Company sold certain assets related to Archeo’s domain operations, including the bulk of its domain name portfolio. This disposition is shown as discontinued operations, net of tax, in the condensed consolidated statements of operations for all periods presented and is excluded from segment reporting. On December 31, 2015, the Company sold the remaining Archeo operations, which did not meet the criteria for discontinued operations presentation and is included in segment reporting in 2015. See Note 12. Discontinued Operations, Dispositions, and Other Call-driven segment expenses include both direct costs incurred by the segment as well as corporate overhead costs. Archeo segment expenses only include direct costs incurred by the segment. Segment expenses exclude the following: stock-based compensation, acquisition and disposition related costs, and other expense. For the three and nine months ended September 30, 2016, the Company’s operating results are primarily all Call-driven. There were other operating activities related to transition activities of the Archeo operations in 2016, which were not significant. Selected segment information (in thousands): Nine months ended September 30, 2015 Call-driven Archeo Total Revenue $ 105,621 $ 2,492 $ 108,113 Operating expenses 99,412 2,447 101,859 Segment profit $ 6,209 $ 45 $ 6,254 Less reconciling items: Stock-based compensation 7,809 Acquisition and disposition related costs 199 Other expense 52 Loss from continuing operations before provision for income taxes $ (1,806 ) Three months ended September 30, 2015 Call-driven Archeo Total Revenue $ 36,135 $ 717 $ 36,852 Operating expenses 33,958 450 34,408 Segment profit $ 2,177 $ 267 $ 2,444 Less reconciling items: Stock-based compensation 2,351 Acquisition and disposition related costs 81 Other expense 12 Loss from continuing operations before provision for income taxes $ 0 Revenues from advertisers by geographical areas are tracked on the basis of the location of the advertiser. The vast majority of the Company’s revenue and accounts receivable are derived from domestic sales to advertisers engaged in various mobile, online and other activities. Revenues by geographic region are as follows (in percentages): Nine months ended September 30, Three months ended September 30, 2015 2016 2015 2016 United States 97 % 97 % 97 % 97 % Canada 3 % 3 % 3 % 3 % Other countries * * * * 100 % 100 % 100 % 100 % * Less than 1% of revenue. |
Property and Equipment
Property and Equipment | 9 Months Ended |
Sep. 30, 2016 | |
Property Plant And Equipment [Abstract] | |
Property and Equipment | (7) Property and Equipment Property and equipment consisted of the following (in thousands): At December 31, 2015 At September 30, 2016 Computer and other related equipment $ 21,551 $ 20,688 Purchased and internally developed software 7,893 7,874 Furniture and fixtures 1,778 1,825 Leasehold improvements 2,123 2,328 $ 33,345 $ 32,715 Less: Accumulated depreciation and amortization (27,567 ) (28,802 ) Property and equipment, net $ 5,778 $ 3,913 Depreciation and amortization expense related to property and equipment was approximately $885,000 and $762,000 for the three months ended September 30, 2015 and 2016, respectively, and was approximately $2.6 million and $2.4 million for the nine months ended September 30, 2015 and 2016, respectively. |
Commitments, Contingencies and
Commitments, Contingencies and Taxes | 9 Months Ended |
Sep. 30, 2016 | |
Commitments Contingencies And Taxes [Abstract] | |
Commitments, Contingencies and Taxes | (8) Commitments, Contingencies and Taxes (a) Commitments The Company has commitments for future payments related to office facilities leases and other contractual obligations. The Company leases its office facilities under operating lease agreements expiring through 2018. The Company recognizes rent expense under such agreements on a straight-line basis over the lease term with any lease incentive amortized as a reduction of rent expense over the lease term. The Company also has other contractual obligations expiring over varying time periods through 2019. Other contractual obligations primarily relate to minimum contractual payments due to distribution partners and other outside service providers. Future minimum payments are approximately as follows (in thousands): Facilities operating leases Other contractual obligations Total 2016 $ 588 $ 1,303 $ 1,891 2017 2,362 3,170 5,532 2018 577 1,147 1,724 2019 — 440 440 2020 and after — — — Total minimum payments $ 3,527 $ 6,060 $ 9,587 Rent expense incurred by the Company was approximately $460,000 and $559,000 for the three months ended September 30, 2015 and 2016, respectively, and was $1.4 million and $1.5 million for the nine months ended September 30, 2015 and 2016, respectively. (b) Contingencies On November 17, 2015, Steven Porter, a purported shareholder of the Company, filed a securities class action against the Company and certain officers of the Company, alleging violations of the federal securities laws (the “Complaint”). Mr. Porter sought to represent all people who purchased or otherwise acquired the Company’s Class B common stock during the period from March 19, 2014 to September 18, 2014, and sought unspecified damages. The Complaint alleged that the Defendants made false and/or misleading statements and/or failed to disclose material adverse facts about the Company’s business, operations, and prospects. On April 1, 2016, Mr. Porter was appointed “Lead Plaintiff” in the action. On April 22, 2016, the case was dismissed without prejudice after the Lead Plaintiff filed a notice of voluntary dismissal of the case. In addition, the Company from time to time is a party to disputes and legal and administrative proceedings arising from the ordinary course of business. In some agreements to which the Company is a party to, the Company has agreed to indemnification provisions of varying scope and terms with advertisers, vendors and other parties with respect to certain matters, including, but not limited to, losses arising out of the Company’s breach of agreements or representations and warranties made by the Company, services to be provided by the Company and intellectual property infringement claims made by third parties. As a result of these provisions, the Company may from time to time provide certain levels of financial support to our contract parties to seek to minimize the impact of any associated litigation in which they may be involved. To date, there have been no known events or circumstances that have resulted in any material costs related to these indemnification provisions and no liabilities therefore have been recorded in the accompanying consolidated financial statements. However, the maximum potential amount of the future payments we could be required to make under these indemnification provisions could be material. While any litigation contains an element of uncertainty, the Company is not aware of any legal proceedings or claims which are pending that the Company believes, based on current knowledge, will have, individually or taken together, a material adverse effect on the Company’s financial condition, results of operations or liquidity. (c) Taxes The Company determined that it is not more likely than not that its deferred tax assets will be realized and accordingly recorded 100% valuation allowance against these deferred tax assets as of December 31, 2015 and September 30, 2016. In assessing whether it is more likely than not that the Company’s deferred tax assets will be realized, factors considered included: historical taxable income, historical trends related to advertiser usage rates, projected revenues and expenses, macroeconomic conditions, issues facing the industry, existing contracts, the Company’s ability to project future results and any appreciation of its other assets. The ultimate realization of deferred tax assets depends on the generation of future taxable income during the periods in which those temporary differences are deductible. The Company considered the future reversal of deferred tax liabilities, carryback potential, projected taxable income, and tax planning strategies as well as its history of taxable income or losses in the relevant jurisdictions in making this assessment. Based on the level of historical taxable losses and the uncertainty of projections for future taxable income over the periods for which the deferred tax assets are deductible, the Company concluded that it is not more likely than not that the gross deferred tax assets will be realized. From time to time, various state, federal and other jurisdictional tax authorities undertake audits of the Company and its filings. In evaluating the exposure associated with various tax filing positions, the Company on occasion accrues charges for uncertain positions. Resolution of uncertain tax positions will impact our effective tax rate when settled. The Company does not have any significant interest or penalty accruals. The provision for income taxes includes the impact of contingency provisions and changes to contingencies that are considered appropriate. The Company files U.S. federal, certain U.S. states, and certain foreign tax returns. Generally, U.S. federal, U.S. state, and foreign tax returns filed for years after 2011 are within the statute of limitations and are under examination or may be subject to examination. |
Credit Agreement
Credit Agreement | 9 Months Ended |
Sep. 30, 2016 | |
Debt Disclosure [Abstract] | |
Credit Agreement | (9) Credit Agreement In April 2008, the Company entered into a Credit Agreement providing for a senior secured $30 million revolving credit facility (“Credit Agreement”). In June 2016, the Company signed an amendment to the Credit Agreement that modifies the unused commitment fees, replaces certain financial covenants with a covenant limiting outstanding balances not to exceed a defined ratio against the Company’s unrestricted cash and cash equivalent balances and a covenant with certain earnings thresholds, and modifies the levels and types of indebtedness and payments the Company may make. The Credit Agreement has a maturity date of April 1, 2017 and contains certain customary representations and warranties, financial covenants, events of default and is secured by substantially all of the assets of the Company. During the nine months ended September 30, 2015 and 2016, the Company had no borrowings under the Credit Agreement. |
Goodwill
Goodwill | 9 Months Ended |
Sep. 30, 2016 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Goodwill | (10) Goodwill Changes in the carrying amount of goodwill for the nine months ended September 30, 2016 are as follows (in thousands): Balance as of December 31, 2015 $ 63,305 Impairment of goodwill (63,305 ) Balance as of September 30, 2016 $ — The Company reviews goodwill for impairment annually on November 30 and whenever events or changes in circumstances indicate the carrying value of goodwill may not be recoverable. When evaluating goodwill for impairment, the Company may first perform a qualitative assessment and determine if the fair value of the reporting unit is more likely than not greater than its carrying amount. For the three months ended June 30, 2016, the Company’s stock price was impacted by volatility in the U.S. financial markets, and traded below the then book value for an extended period of time. Accordingly, the Company tested its goodwill for impairment and concluded that the carrying value exceeded the estimated fair value of the Company’s single reporting unit and recognized an impairment loss during the second quarter of 2016 of $63.3 million. The fair value of the Company’s single reporting unit was based on estimates of future operating results, discounted cash flows and other market-based factors, including the Company’s stock price. The goodwill impairment loss resulted primarily from a sustained decline in the Company’s common stock share price and market capitalization as well as lower projected revenue growth rates and profitability levels compared to historical results. The lower projected operating results reflect changes in assumptions related to organic revenue growth rates, market trends, business mix, cost structure, and other expectations about the anticipated short-term and long-term operating results. The testing of goodwill for impairment requires the Company to make significant estimates about its future performance and cash flows, as well as other assumptions. Events and circumstances considered in determining whether the carrying value of goodwill may not be recoverable include, but are not limited to: significant changes in performance relative to expected operating results; significant changes in the use of the assets; significant changes in competition and market dynamics; significant and sustained declines in the Company’s stock price and market capitalization; a significant decline in its expected future cash flows or a significant adverse change in the Company’s business climate. These estimates and circumstances are inherently uncertain and can be affected by numerous factors, including changes in economic, industry or market conditions, changes in business operations, a loss of a significant customer, changes in competition, volatility in financial markets, or changes in the share price of the Company’s common stock and market capitalization. |
Common Stock
Common Stock | 9 Months Ended |
Sep. 30, 2016 | |
Equity [Abstract] | |
Common Stock | (11) Common Stock In November 2014, the Company’s board of directors authorized a share repurchase program (the “2014 Repurchase Program”), which supersedes and replaces any prior repurchase programs. Under the 2014 Repurchase Program, the Company is authorized to repurchase up to 3 million shares of the Company’s Class B common stock in the aggregate through open market and privately negotiated transactions, at such times and in such amounts as the Company deems appropriate. Repurchases may also be made under a Rule 10b5-1 plan, which would permit shares to be repurchased when the Company might otherwise be precluded from doing so under insider trading laws. The timing and actual number of shares repurchased will depend on a variety of factors including price, corporate and regulatory requirements, capital availability, and other market conditions. The 2014 Repurchase Program does not have an expiration date and may be expanded, limited or terminated at any time without prior notice. During the nine months ended September 30, 2015 and 2016, the Company repurchased 781,000 shares of Class B common stock for $3.2 million and 89,000 shares of Class B common stock for $365,000, respectively. During the nine months ended September 30, 2015 and 2016, the Company’s board of directors approved and the Company retired approximately 1,262,000 and 250,000 shares of treasury stock, respectively. |
Discontinued Operations, Dispos
Discontinued Operations, Dispositions and Other | 9 Months Ended |
Sep. 30, 2016 | |
Discontinued Operations And Disposal Groups [Abstract] | |
Discontinued Operations, Dispositions and Other | (12) Discontinued Operations, Dispositions and Other In April 2015, the Company sold certain assets related to Archeo’s domain operations, including the bulk of its domain name portfolio. This disposal met the requirements of Accounting Standards Codification 205-20, Discontinued Operations Nine months ended September 30, 2015 Revenue $ 7,081 Expenses: Service costs 1,663 Sales and marketing 334 Income from discontinued operations, before provision for income taxes 5,084 Income tax expense — Income from discontinued operations, net of tax $ 5,084 The discontinued operations incurred amortization of $16,000 for the nine months ended September 30, 2015. The net cash proceeds related to Archeo’s domain operations sold in April 2015 were approximately $28.1 million. The sale includes a contingent earn-out consideration payment that depends upon the achievement of certain thresholds and will be recognized as income when received. On December 31, 2015, the Company sold the remaining Archeo operations for cash proceeds of $750,000. The transaction costs were approximately $244,000 and the net carrying value of the liabilities assumed were approximately $990,000, resulting in a net gain of $1.5 million from the sale. The Company evaluated this disposition and determined that it did not meet the criteria for classification as a discontinued operation. As a result, operating results of these Archeo operations are reflected in the Company’s continuing operations in the condensed consolidated statements of operations. For the three and nine months ended September 30, 2015, the income before provision for income taxes for these Archeo operations included in the Company’s continuing operations was $267,000 and $45,000, respectively. During the three months ended September 30, 2016, the Company incurred approximately $1.6 million in employee separation and facility termination related costs. As of September 30, 2016, approximately $767,000 of these costs were accrued and unpaid of which $413,000 is expected to be paid prior to December 31, 2016 with the remaining to be paid in 2017. |
Significant Accounting Polici17
Significant Accounting Policies (Policies) | 9 Months Ended |
Sep. 30, 2016 | |
Accounting Policies [Abstract] | |
Accompanying Unaudited Condensed Consolidated Financial Statements | The accompanying unaudited condensed consolidated financial statements of Marchex, Inc. and its wholly-owned subsidiaries have been prepared in accordance with accounting principles generally accepted in the United States of America for interim financial information and pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”). Accordingly, they do not include all of the information and notes required by generally accepted accounting principles for annual financial statements. In the opinion of management, all adjustments (consisting only of normal recurring adjustments) considered necessary for a fair presentation have been included. Operating results for the three and nine months ended September 30, 2016 are not necessarily indicative of the results that may be expected for the year ending December 31, 2016, or for any other period. The balance sheet at December 31, 2015 has been derived from the audited consolidated financial statements at that date, but does not include all of the information and notes required by accounting principles generally accepted in the United States of America for complete financial statements. These condensed consolidated financial statements and notes should be read in conjunction with the Company’s audited consolidated financial statements and accompanying notes included in the Annual Report on Form 10-K for the year ended December 31, 2015 filed with the SEC. The condensed consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries. All inter-company transactions and balances have been eliminated in consolidation. In April 2015, the Company sold certain assets related to Archeo’s domain operations, including the bulk of its domain name portfolio. The operating results related to this April 2015 disposition are shown as discontinued operations in the condensed consolidated statements of operations in 2015. In December 2015, the Company sold the remaining Archeo operations which did not meet the criteria for discontinued operations, and as a result the operating results are reflected in continuing operations in 2015. See Note 12. Discontinued Operations, Dispositions, and Other |
Recent Accounting Pronouncement(s) Not Yet Effective | Recent Accounting Pronouncement(s) Not Yet Effective In May 2014, the FASB issued Accounting Standards Update No. 2014-09, Revenue from Contracts with Customers (Topic 606) (ASU 2014-09) In November 2015, the FASB issued Accounting Standards Update No. 2015-17, Income Taxes (Topic 740), Balance Sheet Classification of Deferred Taxes (ASU 2015-17), In February 2016, the FASB issued Accounting Standards Update No. 2016-02 Leases (Topic 842) In March 2016, the FASB amended the existing accounting standards for stock-based compensation, with Accounting Standards Update No. 2016-09, Compensation-Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting (ASU 2016-09) In June 2016, the FASB issued Accounting Standards Update No. 2016-13, Financial Instruments — Credit Losses (Topic 326), Measurement of Credit Losses on Financial Instruments (ASU 2016-13), |
Stock-Based Compensation | The Company grants stock-based awards, including stock options, restricted stock awards, and restricted stock units. The Company measures stock-based compensation cost at the grant date based on the fair value of the award and recognizes it as expense, net of estimated forfeitures, over the vesting or service period, as applicable, of the stock-based award, using the straight-line method under FASB ASC 718. The Company uses the Black-Scholes option pricing model to estimate the per share fair value of stock option grants with time-based vesting. The Black-Scholes model relies on a number of key assumptions to calculate estimated fair values. For the quarters ended September 30, 2015 and 2016, the expected life of each award granted was determined based on historical experience with similar awards, giving consideration to contractual terms, anticipated exercise patterns, vesting schedules and forfeitures. Expected volatility is based on historical volatility levels of the Company’s Class B common stock and the expected volatility of companies in similar industries that have similar vesting and contractual terms. The risk-free interest rate is based on the implied yield currently available on U.S. Treasury issues with terms approximately equal to the expected life of the option. The Company used an expected annual dividend yield in consideration of the Company’s common stock dividend payments during the first half of 2015. The Company discontinued paying dividends on its common stock after the second quarter of 2015. |
Goodwill | The Company reviews goodwill for impairment annually on November 30 and whenever events or changes in circumstances indicate the carrying value of goodwill may not be recoverable. When evaluating goodwill for impairment, the Company may first perform a qualitative assessment and determine if the fair value of the reporting unit is more likely than not greater than its carrying amount. For the three months ended June 30, 2016, the Company’s stock price was impacted by volatility in the U.S. financial markets, and traded below the then book value for an extended period of time. Accordingly, the Company tested its goodwill for impairment and concluded that the carrying value exceeded the estimated fair value of the Company’s single reporting unit and recognized an impairment loss during the second quarter of 2016 of $63.3 million. The fair value of the Company’s single reporting unit was based on estimates of future operating results, discounted cash flows and other market-based factors, including the Company’s stock price. The goodwill impairment loss resulted primarily from a sustained decline in the Company’s common stock share price and market capitalization as well as lower projected revenue growth rates and profitability levels compared to historical results. The lower projected operating results reflect changes in assumptions related to organic revenue growth rates, market trends, business mix, cost structure, and other expectations about the anticipated short-term and long-term operating results. The testing of goodwill for impairment requires the Company to make significant estimates about its future performance and cash flows, as well as other assumptions. Events and circumstances considered in determining whether the carrying value of goodwill may not be recoverable include, but are not limited to: significant changes in performance relative to expected operating results; significant changes in the use of the assets; significant changes in competition and market dynamics; significant and sustained declines in the Company’s stock price and market capitalization; a significant decline in its expected future cash flows or a significant adverse change in the Company’s business climate. These estimates and circumstances are inherently uncertain and can be affected by numerous factors, including changes in economic, industry or market conditions, changes in business operations, a loss of a significant customer, changes in competition, volatility in financial markets, or changes in the share price of the Company’s common stock and market capitalization. |
Stock-based Compensation Plans
Stock-based Compensation Plans (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Stock-based Compensation Expense Included in Operating Expense | Stock-based compensation expense was included in the following operating expense categories as follows (in thousands): Nine months ended September 30, Three months ended September 30, 2015 2016 2015 2016 Service costs $ 1,046 $ 565 $ 273 $ 160 Sales and marketing 893 1,321 339 353 Product development 1,843 1,367 620 206 General and administrative 4,027 3,993 1,119 1,060 Total stock-based compensation $ 7,809 $ 7,246 $ 2,351 $ 1,779 |
Assumptions to Estimate Fair Value for Stock Options at Grant Date | The following weighted average assumptions were used in determining the fair value of time-vested stock option grants for the periods presented: Nine months ended September 30, Three months ended September 30, 2015 2016 2015 2016 Expected life (in years) 4.0-6.25 4.0-6.25 4.0-6.25 4.0 Risk-free interest rate 1.13%-1.56% 0.86%-1.15% 1.15%-1.56% 1.01% Expected volatility 59%-65% 57%-58% 59%-60% 57% Expected dividend yield 0%-0.36% 0% 0% 0% |
Summary of Stock Option Activity | Stock option activity during the nine months ended September 30, 2016 is summarized as follows: Shares Weighted average exercise price Weighted average remaining contractual term (in years) Balance at December 31, 2015 8,937,281 $ 6.97 6.33 Options granted 1,669,000 4.20 Options forfeited (734,562 ) 5.51 Options expired (620,500 ) 12.58 Options exercised (60,303 ) 4.01 Balance at September 30, 2016 9,190,916 $ 6.22 5.91 |
Summary of Restricted Stock Awards and Restricted Stock Units | Restricted stock awards and restricted stock unit activity during the nine months ended September 30, 2016 is summarized as follows: Shares/ Units Weighted average grant date fair value Unvested balance at December 31, 2015 2,222,080 $ 4.86 Granted 2,196,406 4.24 Vested (813,592 ) 5.16 Forfeited (649,771 ) 5.08 Unvested balance at September 30, 2016 2,955,123 $ 4.26 |
Net Income (Loss) Per Share (Ta
Net Income (Loss) Per Share (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Earnings Per Share [Abstract] | |
Computation of Net Income (Loss) per Share Basic and Diluted | The following table calculates net loss from continuing operations to net income (loss) applicable to common stockholders used to compute basic net income (loss) per share for the periods ended (in thousands, except per share amounts): Nine months ended September 30, 2015 2016 Class A Class B Class A Class B Basic net income (loss) per share: Numerator: Net loss from continuing operations $ (235 ) $ (1,582 ) $ (9,850 ) $ (68,472 ) Dividends paid to participating securities — (37 ) — — Net loss from continuing operations applicable to common stockholders $ (235 ) $ (1,619 ) $ (9,850 ) $ (68,472 ) Discontinued operations, net of tax 3,464 23,815 — — Net income (loss) applicable to common stockholders $ 3,229 $ 22,196 $ (9,850 ) $ (68,472 ) Denominator: Weighted average number of shares outstanding used to calculate basic net income (loss) per share 5,233 35,980 5,233 36,372 Basic net income (loss) per share: Net loss from continuing operations applicable to common stockholders $ (0.04 ) $ (0.04 ) $ (1.88 ) $ (1.88 ) Discontinued operations, net of tax 0.66 0.66 — — Basic net income (loss) per share applicable to common stockholders $ 0.62 $ 0.62 $ (1.88 ) $ (1.88 ) Three months ended September 30, 2015 2016 Class A Class B Class A Class B Numerator: Net loss from continuing operations applicable to common stockholders $ (24 ) $ (167 ) $ (732 ) $ (5,122 ) Discontinued operations, net of tax 25 175 — — Net income (loss) applicable to common stockholders $ 1 $ 8 $ (732 ) $ (5,122 ) Denominator: Weighted average number of shares outstanding used to calculate basic net income (loss) per share 5,233 36,120 5,233 36,639 Basic net income (loss) per share: Net loss from continuing operations applicable to common stockholders $ (0.00 ) $ (0.00 ) $ (0.14 ) $ (0.14 ) Discontinued operations, net of tax 0.00 0.00 — — Basic net income (loss) per share applicable to common stockholders $ 0.00 $ 0.00 $ (0.14 ) $ (0.14 ) The following table calculates net income (loss) from continuing operations to net income (loss) applicable to common stockholders used to compute diluted net income (loss) per share for the periods ended (in thousands, except per share amounts): Nine months ended September 30, 2015 2016 Class A Class B Class A Class B Diluted net income (loss) per share: Numerator: Net loss from continuing operations $ (235 ) $ (1,582 ) $ (9,850 ) $ (68,472 ) Dividends paid to participating securities — (37 ) — — Reallocation of net loss for Class A shares as a result of conversion of Class A to Class B shares — (235 ) — (9,850 ) Net loss from continuing operations applicable to common stockholders $ (235 ) $ (1,854 ) $ (9,850 ) $ (78,322 ) Discontinued operations, net of tax 3,464 23,815 — — Reallocation of discontinued operations for Class A shares as a result of conversion of Class A to Class B shares — 3,464 — — Diluted discontinued operations, net of tax $ 3,464 $ 27,279 $ — $ — Net income (loss) applicable to common stockholders $ 3,229 $ 25,425 $ (9,850 ) $ (78,322 ) Denominator: Weighted average number of shares outstanding used to calculate basic net income (loss) per share 5,233 35,980 5,233 36,372 Conversion of Class A to Class B common shares outstanding — 5,233 — 5,233 Weighted average number of shares outstanding used to calculate diluted net income (loss) per share 5,233 41,213 5,233 41,605 Diluted net (loss) income per share: Net loss from continuing operations applicable to common stockholders $ (0.04 ) $ (0.04 ) $ (1.88 ) $ (1.88 ) Discontinued operations, net of tax 0.66 0.66 — — Diluted net income (loss) per share applicable to common stockholders $ 0.62 $ 0.62 $ (1.88 ) $ (1.88 ) Three months ended September 30, 2015 2016 Class A Class B Class A Class B Numerator: Net loss from continuing operations $ (24 ) $ (167 ) $ (732 ) $ (5,122 ) Dividends paid to participating securities — — — — Reallocation of net loss for Class A shares as a result of conversion of Class A to Class B shares — (24 ) — (732 ) Net loss from continuing operations applicable to common stockholders $ (24 ) $ (191 ) $ (732 ) $ (5,854 ) Discontinued operations, net of tax 25 175 — — Reallocation of discontinued operations for Class A shares as a result of conversion of Class A to Class B shares — 25 — — Discontinued operations, net of tax $ 25 $ 200 $ — $ — Net income (loss) applicable to common stockholders $ 1 $ 9 $ (732 ) $ (5,854 ) Denominator: Weighted average number of shares outstanding used to calculate basic net income per share 5,233 36,120 5,233 36,639 Conversion of Class A to Class B common shares outstanding — 5,233 — 5,233 Weighted average number of shares outstanding used to calculate diluted net income (loss) per share 5,233 41,353 5,233 41,872 Diluted net income (loss) per share: Net loss from continuing operations applicable to common stockholders $ (0.00 ) $ (0.00 ) $ (0.14 ) $ (0.14 ) Discontinued operations, net of tax 0.00 0.00 — — Diluted net income (loss) per share applicable to common stockholders $ 0.00 $ 0.00 $ (0.14 ) $ (0.14 ) |
Concentrations (Tables)
Concentrations (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Consolidated Revenue | |
Schedules of Concentration of Risk, by Risk Factor | The advertisers representing more than 10% of consolidated revenue are as follows (in percentages): Nine months ended September 30, Three months ended September 30, 2015 2016 2015 2016 Advertiser A 30 % 23 % 28 % 22 % Advertiser B 20 % 24 % 19 % 22 % |
Consolidated Accounts Receivable | |
Schedules of Concentration of Risk, by Risk Factor | The outstanding receivable balance for each advertiser representing more than 10% of accounts receivable is as follows (in percentages): At December 31, 2015 At September 30, 2016 Advertiser A 14 % 21 % Advertiser B 28 % 20 % Advertiser C 19 % 13 % |
Segment Reporting and Geograp21
Segment Reporting and Geographic Information (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Segment Reporting [Abstract] | |
Segment Information | Selected segment information (in thousands): Nine months ended September 30, 2015 Call-driven Archeo Total Revenue $ 105,621 $ 2,492 $ 108,113 Operating expenses 99,412 2,447 101,859 Segment profit $ 6,209 $ 45 $ 6,254 Less reconciling items: Stock-based compensation 7,809 Acquisition and disposition related costs 199 Other expense 52 Loss from continuing operations before provision for income taxes $ (1,806 ) Three months ended September 30, 2015 Call-driven Archeo Total Revenue $ 36,135 $ 717 $ 36,852 Operating expenses 33,958 450 34,408 Segment profit $ 2,177 $ 267 $ 2,444 Less reconciling items: Stock-based compensation 2,351 Acquisition and disposition related costs 81 Other expense 12 Loss from continuing operations before provision for income taxes $ 0 |
Revenues by Geographic Region | Revenues by geographic region are as follows (in percentages): Nine months ended September 30, Three months ended September 30, 2015 2016 2015 2016 United States 97 % 97 % 97 % 97 % Canada 3 % 3 % 3 % 3 % Other countries * * * * 100 % 100 % 100 % 100 % * Less than 1% of revenue. |
Property and Equipment (Tables)
Property and Equipment (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Property Plant And Equipment [Abstract] | |
Property and Equipment | Property and equipment consisted of the following (in thousands): At December 31, 2015 At September 30, 2016 Computer and other related equipment $ 21,551 $ 20,688 Purchased and internally developed software 7,893 7,874 Furniture and fixtures 1,778 1,825 Leasehold improvements 2,123 2,328 $ 33,345 $ 32,715 Less: Accumulated depreciation and amortization (27,567 ) (28,802 ) Property and equipment, net $ 5,778 $ 3,913 |
Commitments, Contingencies an23
Commitments, Contingencies and Taxes (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Commitments Contingencies And Taxes [Abstract] | |
Future Minimum Payments | Future minimum payments are approximately as follows (in thousands): Facilities operating leases Other contractual obligations Total 2016 $ 588 $ 1,303 $ 1,891 2017 2,362 3,170 5,532 2018 577 1,147 1,724 2019 — 440 440 2020 and after — — — Total minimum payments $ 3,527 $ 6,060 $ 9,587 |
Goodwill (Tables)
Goodwill (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Changes in the Carrying Amount of Goodwill | Changes in the carrying amount of goodwill for the nine months ended September 30, 2016 are as follows (in thousands): Balance as of December 31, 2015 $ 63,305 Impairment of goodwill (63,305 ) Balance as of September 30, 2016 $ — |
Discontinued Operations, Disp25
Discontinued Operations, Dispositions and Other (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Discontinued Operations And Disposal Groups [Abstract] | |
Operating Results for Discontinued Operations | The operating results for the discontinued operations were as follows (in thousands): Nine months ended September 30, 2015 Revenue $ 7,081 Expenses: Service costs 1,663 Sales and marketing 334 Income from discontinued operations, before provision for income taxes 5,084 Income tax expense — Income from discontinued operations, net of tax $ 5,084 |
Stock-based Compensation Expens
Stock-based Compensation Expense by Operating Expense (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Total stock-based compensation | $ 1,779 | $ 2,351 | $ 7,246 | $ 7,809 |
Service Costs | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Total stock-based compensation | 160 | 273 | 565 | 1,046 |
Sales and Marketing | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Total stock-based compensation | 353 | 339 | 1,321 | 893 |
Product Development | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Total stock-based compensation | 206 | 620 | 1,367 | 1,843 |
General and Administrative | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Total stock-based compensation | $ 1,060 | $ 1,119 | $ 3,993 | $ 4,027 |
Assumptions to Estimate Fair Va
Assumptions to Estimate Fair Value for Stock Options at Grant Date (Detail) - Time Vested Stock Options | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Risk-free interest rate, minimum | 1.01% | 1.15% | 0.86% | 1.13% |
Risk-free interest rate, maximum | 1.56% | 1.15% | 1.56% | |
Expected volatility, minimum | 57.00% | 59.00% | 57.00% | 59.00% |
Expected volatility, maximum | 60.00% | 58.00% | 65.00% | |
Minimum | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Expected life (in years) | 4 years | 4 years | 4 years | 4 years |
Expected dividend yield | 0.00% | 0.00% | 0.00% | 0.00% |
Maximum | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Expected life (in years) | 6 years 3 months | 6 years 3 months | 6 years 3 months | |
Expected dividend yield | 0.36% |
Summary of Stock Option and Res
Summary of Stock Option and Restricted Stock Activity (Detail) - $ / shares | 9 Months Ended | 12 Months Ended |
Sep. 30, 2016 | Dec. 31, 2015 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | ||
Number of shares, Beginning Balance | 8,937,281 | |
Options granted, Shares | 1,669,000 | |
Options forfeited, Shares | (734,562) | |
Options expired, Shares | (620,500) | |
Options exercised, Shares | (60,303) | |
Number of shares, Ending Balance | 9,190,916 | 8,937,281 |
Weighted average exercise price, Beginning Balance | $ 6.97 | |
Options granted, Weighted average exercise price | 4.20 | |
Options forfeited, Weighted average exercise price | 5.51 | |
Options expired, Weighted average exercise price | 12.58 | |
Options exercised, Weighted average exercise price | 4.01 | |
Weighted average exercise price, Ending Balance | $ 6.22 | $ 6.97 |
Weighted average remaining contractual term, End of the period | 5 years 10 months 28 days | 6 years 3 months 29 days |
Stock-based Compensation Plan29
Stock-based Compensation Plans - Additional Information (Detail) - USD ($) $ in Thousands | 1 Months Ended | 3 Months Ended | 9 Months Ended | ||
Oct. 31, 2016 | May 31, 2016 | Dec. 31, 2016 | Sep. 30, 2016 | Sep. 30, 2015 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Repurchase of stock for tax withholding | 45,000 | 15,000 | |||
Vested, Shares | 146,000 | 55,000 | |||
Minimum withholding tax, remitted in cash | $ 154 | $ 74 | |||
Options contractual term | 10 years | ||||
Estimated related stock-based compensation expense | $ 7,246 | $ 7,809 | |||
Equity Option | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Accelerated vesting, shares | 27,000 | ||||
Restricted Stock | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Vested, Shares | 813,592 | ||||
Accelerated vesting, shares | 33,000 | ||||
Subsequent Event | Equity Option | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Accelerated vesting, shares | 288,877 | ||||
Subsequent Event | Restricted Stock | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Accelerated vesting, shares | 190,187 | ||||
Scenario Forecast | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Estimated related stock-based compensation expense | $ 1,300 | ||||
Class B | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Restricted stock units holder entitle to receive number of shares of common stock upon certain service conditions | 1 |
Summary Restricted Stock Awards
Summary Restricted Stock Awards and Restricted Stock Units Activity (Detail) - $ / shares | 9 Months Ended | |
Sep. 30, 2016 | Sep. 30, 2015 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Vested, Shares | (146,000) | (55,000) |
Restricted Stock | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Unvested Shares, Beginning Balance | 2,222,080 | |
Granted, Shares | 2,196,406 | |
Vested, Shares | (813,592) | |
Forfeited, Shares | (649,771) | |
Unvested Shares, Ending Balance | 2,955,123 | |
Weighted average grant date fair value, Beginning Balance | $ 4.86 | |
Granted, Weighted average grant date fair value | 4.24 | |
Vested, Weighted average grant date fair value | 5.16 | |
Forfeited, Weighted average grant date fair value | 5.08 | |
Weighted average grant date fair value, Ending Balance | $ 4.26 |
Computation of Net Income (Loss
Computation of Net Income (Loss) Per Share Basic and Diluted (Detail) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Numerator: | ||||
Net loss from continuing operations | $ (5,854) | $ (191) | $ (78,322) | $ (1,817) |
Dividends paid to participating securities | (37) | |||
Net income (loss) applicable to common stockholders | (5,854) | 9 | (78,322) | 25,425 |
Numerator: | ||||
Net loss from continuing operations | (5,854) | (191) | (78,322) | (1,817) |
Dividends paid to participating securities | (37) | |||
Class A | ||||
Numerator: | ||||
Net loss from continuing operations | (732) | (24) | (9,850) | (235) |
Net loss from continuing operations applicable to common stockholders | (732) | (24) | (9,850) | (235) |
Discontinued operations, net of tax | 25 | 3,464 | ||
Net income (loss) applicable to common stockholders | $ (732) | $ 1 | $ (9,850) | $ 3,229 |
Denominator: | ||||
Weighted average number of shares outstanding used to calculate basic net income (loss) per share | 5,233 | 5,233 | 5,233 | 5,233 |
Basic net income (loss) per share: | ||||
Net loss from continuing operations applicable to common stockholders | $ (0.14) | $ 0 | $ (1.88) | $ (0.04) |
Discontinued operations, net of tax | 0 | 0.66 | ||
Basic net income (loss) per share applicable to common stockholders | $ (0.14) | $ 0 | $ (1.88) | $ 0.62 |
Numerator: | ||||
Net loss from continuing operations | $ (732) | $ (24) | $ (9,850) | $ (235) |
Net loss from continuing operations applicable to common stockholders | (732) | (24) | (9,850) | (235) |
Discontinued operations, net of tax | 25 | 3,464 | ||
Diluted discontinued operations, net of tax | 25 | 3,464 | ||
Net income (loss) applicable to common stockholders | $ (732) | $ 1 | $ (9,850) | $ 3,229 |
Denominator: | ||||
Weighted average number of shares outstanding used to calculate basic net income (loss) per share | 5,233 | 5,233 | 5,233 | 5,233 |
Weighted average number of shares outstanding used to calculate diluted net income (loss) per share | 5,233 | 5,233 | 5,233 | 5,233 |
Diluted net (loss) income per share: | ||||
Net loss from continuing operations applicable to common stockholders | $ (0.14) | $ 0 | $ (1.88) | $ (0.04) |
Discontinued operations, net of tax | 0 | 0.66 | ||
Diluted net income (loss) per share applicable to common stockholders | $ (0.14) | $ 0 | $ (1.88) | $ 0.62 |
Class B | ||||
Numerator: | ||||
Net loss from continuing operations | $ (5,122) | $ (167) | $ (68,472) | $ (1,582) |
Dividends paid to participating securities | (37) | |||
Net loss from continuing operations applicable to common stockholders | (5,122) | (167) | (68,472) | (1,619) |
Discontinued operations, net of tax | 175 | 23,815 | ||
Net income (loss) applicable to common stockholders | $ (5,122) | $ 8 | $ (68,472) | $ 22,196 |
Denominator: | ||||
Weighted average number of shares outstanding used to calculate basic net income (loss) per share | 36,639 | 36,120 | 36,372 | 35,980 |
Basic net income (loss) per share: | ||||
Net loss from continuing operations applicable to common stockholders | $ (0.14) | $ 0 | $ (1.88) | $ (0.04) |
Discontinued operations, net of tax | 0 | 0.66 | ||
Basic net income (loss) per share applicable to common stockholders | $ (0.14) | $ 0 | $ (1.88) | $ 0.62 |
Numerator: | ||||
Net loss from continuing operations | $ (5,122) | $ (167) | $ (68,472) | $ (1,582) |
Dividends paid to participating securities | (37) | |||
Reallocation of discontinued operations for Class A shares as a result of conversion of Class A to Class B shares | (732) | (24) | (9,850) | (235) |
Net loss from continuing operations applicable to common stockholders | (5,854) | (191) | (78,322) | (1,854) |
Discontinued operations, net of tax | 175 | 23,815 | ||
Diluted discontinued operations, net of tax | 200 | 27,279 | ||
Net income (loss) applicable to common stockholders | $ (5,854) | $ 9 | $ (78,322) | $ 25,425 |
Denominator: | ||||
Weighted average number of shares outstanding used to calculate basic net income (loss) per share | 36,639 | 36,120 | 36,372 | 35,980 |
Conversion of Class A to Class B common shares outstanding | 5,233 | 5,233 | 5,233 | 5,233 |
Weighted average number of shares outstanding used to calculate diluted net income (loss) per share | 41,872 | 41,353 | 41,605 | 41,213 |
Diluted net (loss) income per share: | ||||
Net loss from continuing operations applicable to common stockholders | $ (0.14) | $ 0 | $ (1.88) | $ (0.04) |
Discontinued operations, net of tax | 0 | 0.66 | ||
Diluted net income (loss) per share applicable to common stockholders | $ (0.14) | $ 0 | $ (1.88) | $ 0.62 |
Class B | Discontinued Operations | ||||
Numerator: | ||||
Reallocation of discontinued operations for Class A shares as a result of conversion of Class A to Class B shares | $ 25 | $ 3,464 |
Net Income (Loss) Per Share - A
Net Income (Loss) Per Share - Additional Information (Detail) - shares shares in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Equity Option | Class B | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Anti-dilutive shares | 9,191 | 9,158 | 9,191 | 9,158 |
Restricted Stock | Class B | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Anti-dilutive shares | 1,221 | 1,052 | 1,221 | 1,052 |
Restricted Stock Units | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Anti-dilutive shares | 1,734 | 1,427 | 1,734 | 1,427 |
Concentrations - Additional Inf
Concentrations - Additional Information (Detail) | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2016EntityDistributorAgency | Sep. 30, 2015DistributorAgency | Sep. 30, 2016EntityDistributorAgency | Sep. 30, 2015DistributorAgency | Dec. 31, 2015Agency | |
Concentration Risk [Line Items] | |||||
Number of financial institution | Entity | 1 | 1 | |||
Percentage of revenue as criteria for major distribution partners | 10.00% | 10.00% | 10.00% | 10.00% | |
Number of distribution partners that were paid consolidated revenue | Distributor | 0 | 0 | 0 | 0 | |
Consolidated Revenue | Customer Concentration Risk | |||||
Concentration Risk [Line Items] | |||||
Number of advertising agencies | 1 | 1 | 1 | 1 | |
Concentration risk, percentage | 19.00% | 17.00% | 21.00% | 19.00% | |
Consolidated Accounts Receivable | Customer Concentration Risk | |||||
Concentration Risk [Line Items] | |||||
Concentration risk, percentage | 11.00% | 22.00% | |||
Number of advertising agencies accounted for less than bench mark | 1 | ||||
Consolidated Accounts Receivable | Customer Concentration Risk | Other Advertising Agency | |||||
Concentration Risk [Line Items] | |||||
Concentration risk, percentage | 11.00% | ||||
Consolidated Accounts Receivable | Customer Concentration Risk | Other Advertising Agency | Maximum | |||||
Concentration Risk [Line Items] | |||||
Concentration risk, percentage | 10.00% |
Schedules of Concentration of R
Schedules of Concentration of Risk Based on Consolidated Revenue (Detail) - Customer Concentration Risk - Consolidated Revenue | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Concentration Risk [Line Items] | ||||
Concentration risk, percentage | 19.00% | 17.00% | 21.00% | 19.00% |
Advertiser A | ||||
Concentration Risk [Line Items] | ||||
Concentration risk, percentage | 22.00% | 28.00% | 23.00% | 30.00% |
Advertiser B | ||||
Concentration Risk [Line Items] | ||||
Concentration risk, percentage | 22.00% | 19.00% | 24.00% | 20.00% |
Schedules of Concentration of35
Schedules of Concentration of Risk Based on Accounts Receivable (Detail) - Customer Concentration Risk - Consolidated Accounts Receivable | 9 Months Ended | 12 Months Ended |
Sep. 30, 2016 | Dec. 31, 2015 | |
Concentration Risk [Line Items] | ||
Concentration risk, percentage | 11.00% | 22.00% |
Advertiser A | ||
Concentration Risk [Line Items] | ||
Concentration risk, percentage | 21.00% | 14.00% |
Advertiser D | ||
Concentration Risk [Line Items] | ||
Concentration risk, percentage | 20.00% | 28.00% |
Advertiser E | ||
Concentration Risk [Line Items] | ||
Concentration risk, percentage | 13.00% | 19.00% |
Segment Reporting and Geograp36
Segment Reporting and Geographic Information - Additional Information (Detail) | 12 Months Ended |
Dec. 31, 2015Segment | |
Segment Reporting [Abstract] | |
Number of operating segments | 2 |
Segment Information (Detail)
Segment Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Segment Reporting Information | ||||
Revenue | $ 30,749 | $ 36,852 | $ 101,146 | $ 108,113 |
Operating expenses | 36,573 | 36,840 | 116,033 | 109,867 |
Income (loss) from operations | (5,824) | 12 | (78,192) | (1,754) |
Less reconciling items: | ||||
Stock-based compensation | 1,779 | 2,351 | 7,246 | 7,809 |
Acquisition and disposition related costs | 354 | 81 | 662 | 199 |
Income (loss) from continuing operations before provision for income taxes | $ (5,839) | 0 | $ (78,282) | (1,806) |
Operating Segments | ||||
Segment Reporting Information | ||||
Revenue | 36,852 | 108,113 | ||
Operating expenses | 34,408 | 101,859 | ||
Income (loss) from operations | 2,444 | 6,254 | ||
Less reconciling items: | ||||
Stock-based compensation | 2,351 | 7,809 | ||
Acquisition and disposition related costs | 81 | 199 | ||
Other expense | 12 | 52 | ||
Income (loss) from continuing operations before provision for income taxes | 0 | (1,806) | ||
Operating Segments | Call driven | ||||
Segment Reporting Information | ||||
Revenue | 36,135 | 105,621 | ||
Operating expenses | 33,958 | 99,412 | ||
Income (loss) from operations | 2,177 | 6,209 | ||
Operating Segments | Archeo | ||||
Segment Reporting Information | ||||
Revenue | 717 | 2,492 | ||
Operating expenses | 450 | 2,447 | ||
Income (loss) from operations | $ 267 | $ 45 |
Revenues by Geographic Region (
Revenues by Geographic Region (Detail) - Geographic Concentration Risk - Consolidated Revenue | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | ||
Segment Reporting Information | |||||
Revenue by geographic region | 100.00% | 100.00% | 100.00% | 100.00% | |
United States | |||||
Segment Reporting Information | |||||
Revenue by geographic region | 97.00% | 97.00% | 97.00% | 97.00% | |
Canada | |||||
Segment Reporting Information | |||||
Revenue by geographic region | 3.00% | 3.00% | 3.00% | 3.00% | |
Other Countries | |||||
Segment Reporting Information | |||||
Revenue by geographic region | [1] | 0.00% | 0.00% | 0.00% | 0.00% |
[1] | Less than 1% of revenue. |
Property and Equipment (Detail)
Property and Equipment (Detail) - USD ($) $ in Thousands | Sep. 30, 2016 | Dec. 31, 2015 |
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 32,715 | $ 33,345 |
Less: Accumulated depreciation and amortization | (28,802) | (27,567) |
Property and equipment, net | 3,913 | 5,778 |
Computer and Other Related Equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 20,688 | 21,551 |
Purchased and Internally Developed Software | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 7,874 | 7,893 |
Furniture and Fixtures | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 1,825 | 1,778 |
Leasehold Improvements | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 2,328 | $ 2,123 |
Property and Equipment - Additi
Property and Equipment - Additional Information (Detail) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Property Plant And Equipment [Abstract] | ||||
Depreciation and amortization expense | $ 762,000 | $ 885,000 | $ 2,400,000 | $ 2,600,000 |
Commitments, Contingencies an41
Commitments, Contingencies and Taxes - Additional Information (Detail) - USD ($) | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | Dec. 31, 2015 | |
Commitments Contingencies And Taxes [Abstract] | |||||
Expiration of operating lease agreements | 2,018 | ||||
Expiration of other contractual obligations | 2,019 | ||||
Rent expense | $ 559,000 | $ 460,000 | $ 1,500,000 | $ 1,400,000 | |
Percentage of valuation allowance | 100.00% | 100.00% | 100.00% |
Future Minimum Payments (Detail
Future Minimum Payments (Detail) $ in Thousands | Sep. 30, 2016USD ($) |
Contractual Obligation Fiscal Year Maturity Schedule [Abstract] | |
Facilities operating leases 2016 | $ 588 |
Facilities operating leases 2017 | 2,362 |
Facilities operating leases 2018 | 577 |
Facilities operating leases 2019 | 0 |
Facilities operating leases 2020 and after | 0 |
Facilities operating leases Total minimum payments | 3,527 |
Other contractual obligations 2016 | 1,303 |
Other contractual obligations 2017 | 3,170 |
Other contractual obligations 2018 | 1,147 |
Other contractual obligations 2019 | 440 |
Other contractual obligations 2020 and after | 0 |
Other contractual obligations, Total minimum payments | 6,060 |
Total 2,016 | 1,891 |
Total 2,017 | 5,532 |
Total 2,018 | 1,724 |
Total 2,019 | 440 |
Total 2020 and after | 0 |
Total minimum payments | $ 9,587 |
Credit Agreement - Additional I
Credit Agreement - Additional Information (Detail) - USD ($) | 1 Months Ended | |||
Jun. 30, 2016 | Sep. 30, 2016 | Sep. 30, 2015 | Apr. 30, 2008 | |
Line of Credit Facility [Line Items] | ||||
Secured revolving credit facility | $ 30,000,000 | |||
Borrowings under the credit agreement | $ 0 | $ 0 | ||
Amended Credit Agreement | ||||
Line of Credit Facility [Line Items] | ||||
Maturity period | Apr. 1, 2017 |
Changes in the Carrying Amount
Changes in the Carrying Amount of Goodwill (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended |
Jun. 30, 2016 | Sep. 30, 2016 | |
Goodwill And Intangible Assets Disclosure [Abstract] | ||
Balance as of December 31, 2015 | $ 63,305 | |
Impairment of goodwill | $ (63,300) | $ (63,305) |
Goodwill - Additional Informati
Goodwill - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended |
Jun. 30, 2016 | Sep. 30, 2016 | |
Goodwill And Intangible Assets Disclosure [Abstract] | ||
Goodwill impairment loss | $ 63,300 | $ 63,305 |
Common Stock - Additional Infor
Common Stock - Additional Information (Detail) - USD ($) | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Nov. 30, 2014 | |
Equity, Class of Treasury Stock [Line Items] | |||
Treasury stock, shares retired | 250,000 | 1,262,000 | |
Class B | |||
Equity, Class of Treasury Stock [Line Items] | |||
Number of shares authorized to be repurchased | 3,000,000 | ||
Treasury stock acquired, shares | 89,000 | 781,000 | |
Treasury stock acquired, value | $ 365,000 | $ 3,200,000 |
Operating Results for Discontin
Operating Results for Discontinued Operations (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended |
Sep. 30, 2015 | Sep. 30, 2015 | |
Expenses: | ||
Income from discontinued operations, net of tax | $ 37 | $ 5,084 |
Archeo Domain Operations | ||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | ||
Revenue | 7,081 | |
Expenses: | ||
Service costs | 1,663 | |
Sales and marketing | 334 | |
Income from discontinued operations, before provision for income taxes | 5,084 | |
Income from discontinued operations, net of tax | $ 5,084 |
Discontinued Operations, Disp48
Discontinued Operations, Dispositions and Other - Additional Information (Detail) - USD ($) | Dec. 31, 2015 | Apr. 30, 2015 | Dec. 31, 2016 | Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 |
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | |||||||
Discontinued operations, amortization expenses | $ 16,000 | ||||||
Cash proceeds from sale of discontinued operations | $ 28,100,000 | ||||||
Income from continuing operations before provision for income taxes | $ (5,839,000) | $ 0 | $ (78,282,000) | (1,806,000) | |||
Employee separation and facility termination related costs incurred | 1,600,000 | ||||||
Employee separation and facility termination related costs accrued and unpaid | $ 767,000 | $ 767,000 | |||||
Scenario Forecast | |||||||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | |||||||
Employee separation and facility termination cost expected to be paid | $ 413,000 | ||||||
Archeo | Disposal Group, Not Discontinued Operations | |||||||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | |||||||
Proceeds from sale of Archeo assets, net | $ 750,000 | ||||||
Archeo business, estimated transaction cost | 244,000 | ||||||
Archeo business, relief of liabilities | 990,000 | ||||||
Gain on sale of Archeo assets | $ 1,500,000 | ||||||
Income from continuing operations before provision for income taxes | $ 267,000 | $ 45,000 |