Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Sep. 30, 2017 | Oct. 23, 2017 | |
Document And Entity Information [Abstract] | ||
Document type | 10-Q | |
Amendment flag | false | |
Document period end date | Sep. 30, 2017 | |
Document fiscal year focus | 2,017 | |
Document fiscal period focus | Q3 | |
Trading symbol | blkb | |
Entity registrant name | BLACKBAUD INC | |
Entity central index key | 1,280,058 | |
Current fiscal year end date | --12-31 | |
Entity filer category | Large Accelerated Filer | |
Entity common stock, shares outstanding | 48,089,595 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Sep. 30, 2017 | Dec. 31, 2016 |
Current assets: | ||
Cash and cash equivalents | $ 17,050 | $ 16,902 |
Restricted cash due to customers | 139,095 | 353,771 |
Accounts receivable, net of allowance of $4,540 and $3,291 at September 30, 2017 and December 31, 2016, respectively | 100,868 | 88,932 |
Prepaid expenses and other current assets | 50,082 | 48,314 |
Total current assets | 307,095 | 507,919 |
Property and equipment, net | 43,903 | 50,269 |
Software development costs, net | 48,618 | 37,582 |
Goodwill | 472,776 | 438,240 |
Intangible assets, net | 252,713 | 253,676 |
Other assets | 21,889 | 22,524 |
Total assets | 1,146,994 | 1,310,210 |
Current liabilities: | ||
Trade accounts payable | 17,830 | 23,274 |
Accrued expenses and other current liabilities | 45,650 | 54,196 |
Due to customers | 139,095 | 353,771 |
Debt, current portion | 8,576 | 4,375 |
Deferred revenue, current portion | 277,008 | 244,500 |
Total current liabilities | 488,159 | 680,116 |
Debt, net of current portion | 329,380 | 338,018 |
Deferred tax liability | 39,352 | 29,558 |
Deferred revenue, net of current portion | 5,412 | 6,440 |
Other liabilities | 7,799 | 8,533 |
Total liabilities | 870,102 | 1,062,665 |
Commitments and contingencies (see Note 10) | ||
Stockholders' equity: | ||
Preferred stock; 20,000,000 shares authorized, none outstanding | 0 | 0 |
Common stock, $0.001 par value; 180,000,000 shares authorized, 58,503,687 and 57,672,401 shares issued at September 30, 2017 and December 31, 2016, respectively | 59 | 58 |
Additional paid-in capital | 341,476 | 310,452 |
Treasury stock, at cost; 10,426,122 and 10,166,801 shares at September 30, 2017 and December 31, 2016, respectively | (234,329) | (215,237) |
Accumulated other comprehensive loss | (1,013) | (457) |
Retained earnings | 170,699 | 152,729 |
Total stockholders' equity | 276,892 | 247,545 |
Total liabilities and stockholders' equity | $ 1,146,994 | $ 1,310,210 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Sep. 30, 2017 | Dec. 31, 2016 |
Statement of Financial Position [Abstract] | ||
Accounts receivable, allowance | $ 4,540 | $ 3,291 |
Preferred stock, shares authorized | 20,000,000 | 20,000,000 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 180,000,000 | 180,000,000 |
Common stock, shares issued | 58,503,687 | 57,672,401 |
Treasury stock, shares | 10,426,122 | 10,166,801 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Revenue | ||||
Subscriptions | $ 127,492 | $ 105,440 | $ 370,923 | $ 306,330 |
Maintenance | 31,486 | 36,410 | 98,184 | 111,019 |
Services and other | 36,535 | 41,213 | 102,222 | 115,161 |
Total revenue | 195,513 | 183,063 | 571,329 | 532,510 |
Cost of revenue | ||||
Cost of subscriptions | 58,045 | 51,943 | 170,336 | 153,772 |
Cost of maintenance | 5,698 | 5,531 | 17,551 | 16,547 |
Cost of services and other | 23,262 | 25,843 | 71,595 | 76,499 |
Total cost of revenue | 87,005 | 83,317 | 259,482 | 246,818 |
Gross profit | 108,508 | 99,746 | 311,847 | 285,692 |
Operating expenses | ||||
Sales, marketing and customer success | 44,193 | 40,690 | 129,394 | 115,707 |
Research and development | 22,071 | 22,510 | 67,647 | 67,973 |
General and administrative | 23,545 | 22,319 | 67,350 | 62,089 |
Amortization | 734 | 687 | 2,164 | 2,147 |
Total operating expenses | 90,543 | 86,206 | 266,555 | 247,916 |
Income from operations | 17,965 | 13,540 | 45,292 | 37,776 |
Interest expense | (3,092) | (2,641) | (8,685) | (8,037) |
Other income (expense), net | 468 | (15) | 1,581 | (185) |
Income before provision for income taxes | 15,341 | 10,884 | 38,188 | 29,554 |
Income tax provision | 2,793 | 1,950 | 2,964 | 5,323 |
Net income | $ 12,548 | $ 8,934 | $ 35,224 | $ 24,231 |
Earnings per share | ||||
Basic earnings per share | $ 0.27 | $ 0.19 | $ 0.76 | $ 0.53 |
Diluted earnings per share | $ 0.26 | $ 0.19 | $ 0.74 | $ 0.51 |
Common shares and equivalents outstanding | ||||
Basic weighted average shares | 46,711,709 | 46,159,956 | 46,627,213 | 46,078,306 |
Diluted weighted average shares outstanding | 47,846,997 | 47,394,106 | 47,679,103 | 47,268,469 |
Dividends per share (in dollars per share) | $ 0.12 | $ 0.12 | $ 0.36 | $ 0.36 |
Other comprehensive (loss) income | ||||
Foreign currency translation adjustment | $ (188) | $ 289 | $ (467) | $ 261 |
Unrealized (loss) gain on derivative instruments, net of tax | (267) | 409 | (89) | (378) |
Total other comprehensive (loss) income | (455) | 698 | (556) | (117) |
Comprehensive income | $ 12,093 | $ 9,632 | $ 34,668 | $ 24,114 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2017 | Sep. 30, 2016 | |
Cash flows from operating activities | ||
Net income | $ 35,224 | $ 24,231 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation and amortization | 54,765 | 53,109 |
Provision for doubtful accounts and sales returns | 7,246 | 3,139 |
Stock-based compensation expense | 31,055 | 25,005 |
Deferred taxes | (2,511) | (225) |
Amortization of deferred financing costs and discount | 650 | 718 |
Other non-cash adjustments | 572 | (634) |
Changes in operating assets and liabilities, net of acquisition and disposal of businesses: | ||
Accounts receivable | (17,169) | (9,288) |
Prepaid expenses and other assets | 596 | (934) |
Trade accounts payable | (2,891) | 267 |
Accrued expenses and other liabilities | (9,522) | (12,837) |
Restricted cash due to customers | 214,244 | 119,291 |
Due to customers | (214,244) | (119,291) |
Deferred revenue | 25,370 | 17,593 |
Net cash provided by operating activities | 123,385 | 100,144 |
Cash flows from investing activities | ||
Purchase of property and equipment | (8,417) | (15,459) |
Capitalized software development costs | (20,605) | (19,078) |
Purchase of net assets of acquired companies, net of cash acquired | (49,729) | (3,377) |
Purchase of derivative instruments | (516) | 0 |
Proceeds from settlement of derivative instruments | 1,030 | 0 |
Net cash used in investing activities | (78,237) | (37,914) |
Cash flows from financing activities | ||
Proceeds from issuance of debt | 588,300 | 179,000 |
Payments on debt | (594,144) | (212,581) |
Debt issuance costs | (3,085) | 0 |
Employee taxes paid for withheld shares upon equity award settlement | (19,092) | (10,497) |
Proceeds from exercise of stock options | 14 | 10 |
Dividend payments to stockholders | (17,299) | (17,108) |
Net cash used in financing activities | (45,306) | (61,176) |
Effect of exchange rate on cash and cash equivalents | 306 | 46 |
Net increase in cash and cash equivalents | 148 | 1,100 |
Cash and cash equivalents, beginning of period | 16,902 | 15,362 |
Cash and cash equivalents, end of period | $ 17,050 | $ 16,462 |
Consolidated Statements of Stoc
Consolidated Statements of Stockholders' Equity - 9 months ended Sep. 30, 2017 - USD ($) $ in Thousands | Total | Common stock [Member] | Additional paid-in capital [Member] | Treasury stock [Member] | Accumulated other comprehensive loss [Member] | Retained earnings [Member] |
Balance (in shares) at Dec. 31, 2016 | 57,672,401 | |||||
Balance at Dec. 31, 2016 | $ 247,545 | $ 58 | $ 310,452 | $ (215,237) | $ (457) | $ 152,729 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Net income | 35,224 | 35,224 | ||||
Payment of dividends | (17,299) | (17,299) | ||||
Exercise of stock options and stock appreciation rights and vesting of restricted stock units (in shares) | 349,713 | |||||
Exercise of stock options and stock appreciation rights and vesting of restricted stock units | 14 | 14 | ||||
Employee taxes paid for 259,321 withheld shares upon equity award settlement | (19,092) | (19,092) | ||||
Stock-based compensation | 31,055 | 31,010 | 45 | |||
Restricted stock grants (in shares) | 549,589 | |||||
Restricted stock grants | 1 | $ 1 | ||||
Restricted stock cancellations (in shares) | (68,016) | |||||
Other comprehensive loss | (556) | (556) | ||||
Balance (in shares) at Sep. 30, 2017 | 58,503,687 | |||||
Balance at Sep. 30, 2017 | $ 276,892 | $ 59 | $ 341,476 | $ (234,329) | $ (1,013) | $ 170,699 |
Consolidated Statements of Sto7
Consolidated Statements of Stockholders' Equity (Parenthetical) | 9 Months Ended |
Sep. 30, 2017shares | |
Statement of Stockholders' Equity [Abstract] | |
Surrender of shares upon vesting of restricted stock and restricted stock units and exercise of stock appreciation rights | 259,321 |
Organization
Organization | 9 Months Ended |
Sep. 30, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization | 1. Organization We are the world’s leading cloud software company powering social good. Serving the entire social good community—nonprofits, foundations, corporations, education institutions, healthcare institutions and individual change agents—we connect and empower organizations to increase their impact through software, services, expertise and data intelligence. Our portfolio is tailored to the unique needs of vertical markets, with solutions for fundraising and CRM, marketing, advocacy, peer-to-peer fundraising, corporate social responsibility, school management, ticketing, grantmaking, financial management, payment processing, and analytics. Serving the industry for more than three decades, we are headquartered in Charleston, South Carolina and have operations in the United States, Australia, Canada and the United Kingdom. As of September 30, 2017 , we had approximately 35,000 customers. |
Basis of Presentation
Basis of Presentation | 9 Months Ended |
Sep. 30, 2017 | |
Accounting Policies [Abstract] | |
Basis of Presentation | 2. Basis of Presentation Unaudited interim consolidated financial statements The accompanying interim consolidated financial statements have been prepared pursuant to the rules and regulations of the United States Securities and Exchange Commission ("SEC") for interim financial reporting. These consolidated statements are unaudited and, in the opinion of management, include all adjustments (consisting of normal recurring adjustments and accruals) necessary to state fairly the consolidated balance sheets, consolidated statements of comprehensive income, consolidated statements of cash flows and consolidated statements of stockholders’ equity, for the periods presented in accordance with accounting principles generally accepted in the United States ("GAAP"). The consolidated balance sheet at December 31, 2016 , has been derived from the audited consolidated financial statements at that date. Operating results and cash flows for the nine months ended September 30, 2017 are not necessarily indicative of the results that may be expected for the fiscal year ending December 31, 2017 , or any other future period. Certain information and footnote disclosures normally included in annual financial statements prepared in accordance with GAAP have been omitted in accordance with the rules and regulations for interim reporting of the SEC. These interim consolidated financial statements should be read in conjunction with the consolidated financial statements and notes thereto included in our Annual Report on Form 10-K for the year ended December 31, 2016 , and other forms filed with the SEC from time to time. Reclassifications Due to the insignificance of our revenue from "license fees and other," we have combined that revenue with our "services" revenue beginning in 2017. In order to provide comparability between periods presented, "services" and "license fees and other" have been combined within "services and other" in the previously reported consolidated statements of comprehensive income to conform to presentation of the current period. Similarly, "cost of services" and "cost of license fees and other" have been combined within "cost of services and other" in the previously reported consolidated statements of comprehensive income to conform to presentation of the current period . Basis of consolidation The consolidated financial statements include the accounts of Blackbaud, Inc. and its wholly-owned subsidiaries. All intercompany balances and transactions have been eliminated in consolidation. Recently adopted accounting pronouncements In May 2017, the FASB issued ASU 2017-09, Compensation-Stock Compensation (Topic 718) - Scope of Modification Accounting ("ASU 2017-09") , which provides guidance about which changes to the terms or conditions of a share-based payment award require an entity to apply modification accounting in Topic 718. Under ASU 2017-09, modification accounting is required only if the fair value, the vesting conditions, or the classification of the award (as equity or liability) changes as a result of the change in terms or conditions. ASU 2017-09 is effective for all companies for annual and interim periods beginning after December 15, 2017, with early adoption permitted in any interim period for reporting periods for which financial statements have not been issued. ASU 2017-09 should be applied prospectively to an award modified on or after the adoption date. We early adopted ASU 2017-09 as of April 1, 2017. As this standard is prospective in nature, the impact to our financial statements will depend on the nature of our future award modifications. In January 2017, the FASB issued ASU 2017-01, Business Combinations (Topic 805) Clarifying the Definition of a Business ("ASU 2017-01") , which provides a screen to determine when an integrated set of assets and activities is not a business. The screen requires that when substantially all of the fair value of the gross assets acquired (or disposed of) is concentrated in a single identifiable asset or a group of similar identifiable assets, the set is not a business. ASU 2017-01 is effective for annual and interim periods beginning after December 15, 2017, with early adoption permitted, and applied prospectively. We early adopted ASU 2017-01 as of July 1, 2017 and do not expect the standard to have a material impact on our consolidated financial statements. In January 2017, the FASB issued ASU 2017-04, Intangibles - Goodwill and Other (Topic 350): Simplifying the Accounting for Goodwill Impairment ("ASU 2017-04") , which removes the requirement to perform a hypothetical purchase price allocation to measure goodwill impairment. A goodwill impairment will now be the amount by which a reporting unit’s carrying value exceeds its fair value, not to exceed the carrying amount of goodwill. ASU 2017-04 is effective for annual and interim periods beginning after December 15, 2019, with early adoption permitted, and applied prospectively. We early adopted ASU 2017-04 as of July 1, 2017 for use in our fourth quarter annual goodwill impairment testing and do not expect the standard to have a material impact on our consolidated financial statements. Recently issued accounting pronouncements In November 2016, the FASB issued ASU 2016-18, Statement of Cash Flows (Topic 230) - Restricted Cash ("ASU 2016-18") , which requires entities to show the changes in the total of cash, cash equivalents, restricted cash and restricted cash equivalents in the statement of cash flows. ASU 2016-18 is effective for annual periods beginning after December 15, 2017, including interim periods within those periods. Early adoption is permitted, including adoption in an interim period, but any adjustments must be reflected as of the beginning of the fiscal year that includes that interim period. The new standard must be adopted retrospectively. We are currently evaluating the impact of this standard on our consolidated statements of cash flows. In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842) (ASU 2016-02) . ASU 2016-02 will require lessees to record most leases on their balance sheets but recognize expenses in the income statement in a manner similar to current guidance. The updated guidance also eliminates certain real estate-specific provisions and changes the guidance on sale-leaseback transactions, initial direct costs and lease executory costs for all entities. For lessors, the standard modifies the classification criteria and the accounting for sales-type and direct financing leases. All entities will classify leases to determine how to recognize lease-related revenue and expense. Classification will continue to affect amounts that lessors record on the balance sheet. ASU 2016-02 is effective for annual periods beginning after December 15, 2018, and interim periods within those years. Early adoption is permitted. Upon adoption, entities will be required to use a modified retrospective approach for leases that exist or are entered into after the beginning of the earliest comparative period in the financial statements. The modified retrospective approach includes a number of optional practical expedients that entities may elect to apply. We expect ASU 2016-02 will impact our consolidated financial statements and are currently evaluating the extent of the impact that implementation of this standard will have on adoption. In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers (Topic 606) (ASU 2014-09) . ASU 2014-09 outlines a single comprehensive model for entities to use in accounting for revenue arising from contracts with customers. The standard also provides guidance on the recognition of costs related to obtaining customer contracts. ASU 2014-09 will replace most existing revenue recognition guidance in GAAP when it becomes effective and permits the use of either the retrospective or cumulative effect transition method. ASU 2014-09 will be effective for us beginning in the first quarter of 2018 and we anticipate using the full retrospective transition method. We are currently evaluating the impact that the adoption of ASU 2014-09 will have on our consolidated financial statements and related disclosures. As a result of our evaluation to date, we expect that ASU 2014-09 will generally result in the deferral of more costs to obtain a contract over a longer period using the expected period of benefit as compared with our current practice of using our average initial contract term. We also anticipate incremental disclosures, including, but not limited to, the opening and closing balances of contract assets and liabilities, revenue recognized in the reporting period that was included in the contract liability balance at the beginning of the period, and the aggregate amount of the transaction price allocated to remaining performance obligations at the end of each reporting period including when we expect to recognize that amount. |
Business Combinations
Business Combinations | 9 Months Ended |
Sep. 30, 2017 | |
Business Combinations [Abstract] | |
Business Combinations | 3. Business Combinations AcademicWorks acquisition On April 3, 2017 , we acquired all of the outstanding shares of capital stock, including all voting equity interests, of AcademicWorks, Inc., a Texas corporation ("AcademicWorks"), pursuant to a stock purchase agreement. AcademicWorks is the market leader in scholarship management for higher education and K-12 institutions, foundations, and grant-making institutions. The acquisition extends our offerings for our higher education, K-12, and corporate and foundation customers. We acquired AcademicWorks for $52.1 million in cash, net of closing adjustments. We financed the acquisition through a draw down of a revolving credit loan under our then-existing credit facility. As a result of the acquisition, AcademicWorks has become a wholly-owned subsidiary of ours. The operating results of AcademicWorks have been included in our consolidated financial statements within our EMG and GMG reportable segments (as defined in Note 14 below) from the date of acquisition. During the three and nine months ended September 30, 2017 , we incurred insignificant acquisition-related expenses associated with the acquisition of AcademicWorks, which were recorded in general and administrative expense. The fair values assigned to the assets acquired and liabilities assumed in the table below are based on our best estimates and assumptions as of the reporting date and are considered preliminary pending finalization. The estimates and assumptions are subject to change as we obtain additional information during the measurement period, which may be up to one year from the acquisition date. The assets and liabilities, pending finalization, include the valuation of acquired finite-lived intangible assets as well as the assumed deferred revenue and deferred income tax balances. (in thousands) Purchase price allocation Net working capital, excluding deferred revenue $ 2,949 Property and equipment 290 Finite-lived intangible assets 30,900 Deferred revenue (3,950 ) Deferred tax liability (12,350 ) Goodwill 34,305 Total purchase price $ 52,144 The estimated fair value of accounts receivable acquired approximates the contractual value of $1.0 million . The estimated goodwill recognized is attributable primarily to the opportunities for expected synergies from combining operations and the assembled workforce of AcademicWorks, with $20.6 million and $13.7 million assigned to our EMG and GMG reportable segments, respectively. None of the goodwill arising in the acquisition is deductible for income tax purposes. The AcademicWorks acquisition resulted in the identification of the following identifiable finite-lived intangible assets: Intangible assets acquired Weighted average amortization period AcademicWorks (in thousands) (in years) Acquired technology $ 22,500 9 Customer relationships 8,000 15 Marketing assets 320 2 Non-compete agreements 80 3 Total intangible assets $ 30,900 10 The estimated fair values of the finite-lived intangible assets were based on variations of the income approach, which estimates fair value based upon the present value of cash flows that the assets are expected to generate, and which included the relief-from-royalty method, incremental cash flow method, including the comparative (with and without) method and multi-period excess earnings method, depending on the intangible asset being valued. The method of amortization of identifiable finite-lived intangible assets is based on the expected pattern in which the estimated economic benefits of the respective assets are consumed or otherwise used up. Customer relationships and acquired technology are being amortized on an accelerated basis. Marketing assets and non-compete agreements are being amortized on a straight-line basis. We determined that the impact of this acquisition was not material to our consolidated financial statements; therefore, revenue and earnings since the acquisition date and pro forma information are not required or presented. |
Goodwill and Other Intangible A
Goodwill and Other Intangible Assets | 9 Months Ended |
Sep. 30, 2017 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Other Intangible Assets | 4. Goodwill and Other Intangible Assets The change in goodwill for each reportable segment (as defined in Note 14 below) during the nine months ended September 30, 2017 , consisted of the following: (dollars in thousands) EMG GMG IMG Total Balance at December 31, 2016 $ 241,334 $ 192,238 $ 4,668 $ 438,240 Additions related to current year business combination (1) 20,583 13,722 — 34,305 Adjustments related to prior year business combination (2) (29 ) (58 ) (1 ) (88 ) Effect of foreign currency translation — — 319 319 Balance at September 30, 2017 $ 261,888 $ 205,902 $ 4,986 $ 472,776 (1) See Note 3 to these consolidated financial statements for details regarding our acquisition of AcademicWorks. (2) The change in goodwill was related to a post-closing working capital adjustment associated with the prior year acquisition of Good+Geek, Inc. ("Attentive.ly"), as well as an immaterial measurement period adjustment. |
Earnings Per Share
Earnings Per Share | 9 Months Ended |
Sep. 30, 2017 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | 5. Earnings Per Share We compute basic earnings per share by dividing net income available to common stockholders by the weighted average number of common shares outstanding during the period. Diluted earnings per share is computed by dividing net income available to common stockholders by the weighted average number of common shares and dilutive potential common shares outstanding during the period. Diluted earnings per share reflect the assumed exercise, settlement and vesting of all dilutive securities using the “treasury stock method” except when the effect is anti-dilutive. Potentially dilutive securities consist of shares issuable upon the exercise of stock options, settlement of stock appreciation rights and vesting of restricted stock awards and units. The following table sets forth the computation of basic and diluted earnings per share: Three months ended Nine months ended (dollars in thousands, except per share amounts) 2017 2016 2017 2016 Numerator: Net income $ 12,548 $ 8,934 $ 35,224 $ 24,231 Denominator: Weighted average common shares 46,711,709 46,159,956 46,627,213 46,078,306 Add effect of dilutive securities: Stock-based awards 1,135,288 1,234,150 1,051,890 1,190,163 Weighted average common shares assuming dilution 47,846,997 47,394,106 47,679,103 47,268,469 Earnings per share: Basic $ 0.27 $ 0.19 $ 0.76 $ 0.53 Diluted $ 0.26 $ 0.19 $ 0.74 $ 0.51 Anti-dilutive shares excluded from calculations of diluted earnings per share 1,719 1,723 4,938 3,766 |
Fair Value Measurements
Fair Value Measurements | 9 Months Ended |
Sep. 30, 2017 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | 6. Fair Value Measurements We use a three-tier fair value hierarchy to measure fair value. This hierarchy prioritizes the inputs into three broad levels as follows: • Level 1 - Quoted prices for identical assets or liabilities in active markets; • Level 2 - Quoted prices for similar assets and liabilities in active markets, quoted prices for identical or similar assets in markets that are not active, and model-derived valuations in which all significant inputs and significant value drivers are observable in active markets; and • Level 3 - Valuations derived from valuation techniques in which one or more significant inputs are unobservable. Recurring fair value measurements Financial assets and liabilities measured at fair value on a recurring basis consisted of the following, as of the dates indicated below: Fair value measurement using (dollars in thousands) Level 1 Level 2 Level 3 Total Fair value as of September 30, 2017 Financial assets: Derivative instruments $ — $ 223 $ — $ 223 Total financial assets $ — $ 223 $ — $ 223 Fair value as of September 30, 2017 Financial liabilities: Derivative instruments $ — $ 369 $ — $ 369 Total financial liabilities $ — $ 369 $ — $ 369 Fair value as of December 31, 2016 Financial assets: Derivative instruments $ — $ 206 $ — $ 206 Total financial assets $ — $ 206 $ — $ 206 Fair value as of December 31, 2016 Financial liabilities: Derivative instruments $ — $ 163 $ — $ 163 Total financial liabilities $ — $ 163 $ — $ 163 Our derivative instruments within the scope of ASC 815, Derivatives and Hedging , are required to be recorded at fair value. Our derivative instruments that are recorded at fair value include interest rate swaps, as well as foreign currency forward and option contracts. The fair value of our interest rate swaps was based on model-driven valuations using LIBOR rates, which are observable at commonly quoted intervals. Accordingly, our interest rate swaps are classified within Level 2 of the fair value hierarchy. Our foreign currency forward and option contracts are valued using standard calculations/models that use as their basis readily observable market parameters including, foreign currency exchange rates, volatilities, and interest rates. Therefore, our foreign currency forward and option contracts are classified within Level 2 of the fair value hierarchy. We believe the carrying amounts of our cash and cash equivalents, restricted cash due to customers, accounts receivable, trade accounts payable, accrued expenses and other current liabilities and due to customers approximate their fair values at September 30, 2017 and December 31, 2016 , due to the immediate or short-term maturity of these instruments. We believe the carrying amount of our debt approximates its fair value at September 30, 2017 and December 31, 2016 , as the debt bears interest rates that approximate market value. As LIBOR rates are observable at commonly quoted intervals, our debt is classified within Level 2 of the fair value hierarchy. We did not transfer any assets or liabilities among the levels within the fair value hierarchy during the nine months ended September 30, 2017 . Additionally, we did not hold any Level 3 assets or liabilities during the nine months ended September 30, 2017 . Non-recurring fair value measurements Assets and liabilities that are measured at fair value on a non-recurring basis include intangible assets and goodwill, which are recognized at fair value during the period in which an acquisition is completed, from updated estimates and assumptions during the measurement period, or when they are considered to be impaired. These non-recurring fair value measurements, primarily for intangible assets acquired, are based on Level 3 unobservable inputs. In the event of an impairment, we determine the fair value of the goodwill and intangible assets using a discounted cash flow approach, which contains significant unobservable inputs and, therefore, is considered a Level 3 fair value measurement. The unobservable inputs in the analysis generally include future cash flow projections and a discount rate. There were no non-recurring fair value adjustments to intangible assets and goodwill during the nine months ended September 30, 2017 , except for an insignificant business combination accounting adjustment to the initial fair value estimates of the Attentive.ly assets acquired and liabilities assumed at the acquisition date from updated information obtained during the measurement period. See Note 4 to these consolidated financial statements for additional details. The measurement period of a business combination may be up to one year from the acquisition date. We record any measurement period adjustments to the fair value of assets acquired and liabilities assumed, with the corresponding offset to goodwill. |
Consolidated Financial Statemen
Consolidated Financial Statement Details | 9 Months Ended |
Sep. 30, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Consolidated Financial Statement Details | 7. Consolidated Financial Statement Details Accrued expenses and other liabilities (dollars in thousands) September 30, December 31, Accrued bonuses $ 14,581 $ 19,217 Accrued commissions and salaries 5,429 9,352 Lease incentive obligations 4,780 5,604 Customer credit balances 5,246 5,148 Deferred rent liabilities 4,400 4,110 Taxes payable 2,584 3,452 Unrecognized tax benefit 3,609 3,295 Accrued subscriptions 2,638 2,840 Accrued vacation costs 2,626 2,214 Accrued health care costs 2,479 1,495 Other liabilities 5,077 6,002 Total accrued expenses and other liabilities 53,449 62,729 Less: Long-term portion 7,799 8,533 Accrued expenses and other current liabilities $ 45,650 $ 54,196 Other income (expense), net Three months ended Nine months ended (dollars in thousands) 2017 2016 2017 2016 Components of Other Income (Expense), Net Interest income $ 393 $ 224 $ 771 $ 463 (Loss) gain on derivative instrument (3 ) — 472 — Loss on debt extinguishment (137 ) — (299 ) — Other income (expense), net 215 (239 ) 637 (648 ) Other income (expense), net $ 468 $ (15 ) $ 1,581 $ (185 ) |
Debt
Debt | 9 Months Ended |
Sep. 30, 2017 | |
Debt Disclosure [Abstract] | |
Debt | 8. Debt The following table summarizes our debt balances and the related weighted average effective interest rates, which includes the effect of interest rate swap agreements. Debt balance at Weighted average effective interest rate at (dollars in thousands) September 30, December 31, September 30, December 31, Credit facility: Revolving credit loans $ 39,900 $ 180,900 3.38 % 2.36 % Term loans 298,125 162,969 2.64 % 2.62 % Other debt 2,151 — 4.50 % — % Total debt 340,176 343,869 2.74 % 2.48 % Less: Unamortized discount and debt issuance costs 2,220 1,476 Less: Debt, current portion 8,576 4,375 2.74 % 2.50 % Debt, net of current portion $ 329,380 $ 338,018 2.74 % 2.48 % Financing for AcademicWorks acquisition As discussed in Note 3 to these consolidated financial statements, on April 3, 2017 we acquired AcademicWorks for $52.1 million in cash, net of closing adjustments. We financed the acquisition through a draw down of a revolving credit loan under the 2014 Credit Facility (defined below). 2017 refinancing We were previously party to a $325.0 million five -year credit facility entered into during February 2014 . The credit facility included: a dollar and a designated currency revolving credit facility with sublimits for letters of credit and swingline loans (the “ 2014 Revolving Facility ”) and a term loan facility (the “ 2014 Term Loan ”), together, (the “ 2014 Credit Facility ”). In June 2017 , we entered into a five -year $700.0 million senior credit facility (the “ 2017 Credit Facility ”). The 2017 Credit Facility includes a $400.0 million revolving credit facility (the “ 2017 Revolving Facility ”) and a $300.0 million term loan facility (the “ 2017 Term Loan ”). Upon closing we drew $300.0 million on a term loan and $110.0 million in revolving credit loans, which was used to repay all amounts outstanding under the 2014 Credit Facility , fees and expenses incurred in connection with the 2017 Credit Facility , and for other general corporate purposes. Certain lenders of the 2014 Term Loan participated in the 2017 Term Loan and the change in the present value of our future cash flows to these lenders under the 2014 Term Loan and under the 2017 Term Loan was less than 10%. Accordingly, we accounted for the refinancing event for these lenders as a debt modification. Certain lenders of the 2014 Term Loan did not participate in the 2017 Term Loan . Accordingly, we accounted for the refinancing event for these lenders as a debt extinguishment. Certain lenders of the 2014 Revolving Facility participated in the 2017 Revolving Facility and provided increased borrowing capacities. Accordingly, we accounted for the refinancing event for these lenders as a debt modification. Certain lenders of the 2014 Revolving Facility did not participate in the 2017 Revolving Facility . Accordingly, we accounted for the refinancing event for these lenders as a debt extinguishment. We recorded an insignificant loss on debt extinguishment related to the write-off of debt discount and deferred financing costs for the portions of the 2014 Credit Facility considered to be extinguished. This loss was recognized in the consolidated statements of comprehensive income within other income (expense), net. In connection with our entry into the 2017 Credit Facility , we paid $3.1 million in financing costs, of which $1.0 million was capitalized in other assets and, together with a portion of the unamortized deferred financing costs from the 2014 Credit Facility and prior facilities, are being amortized into interest expense ratably over the term of the new facility. As of September 30, 2017 , deferred financing costs totaling $1.3 million were included in other assets on our consolidated balance sheets. As of December 31, 2016 , deferred financing costs included in other assets on our consolidated balance sheets were insignificant . We recorded aggregate financing costs of $1.8 million as a direct deduction from the carrying amount of our debt liability, which related to debt discount (fees paid to lenders) and debt issuance costs for the 2017 Term Loan . Summary of the 2017 Credit Facility The 2017 Revolving Facility includes (i) a $50.0 million sublimit available for the issuance of standby letters of credit, (ii) a $50.0 million sublimit available for swingline loans, and (iii) a $100.0 million sublimit available for multicurrency borrowings. The 2017 Credit Facility is secured by the stock and limited liability company interests of certain of our subsidiaries and any of our material domestic subsidiaries. Amounts borrowed under the dollar tranche revolving credit loans and term loan under the 2017 Credit Facility bear interest at a rate per annum equal to, at our option, (a) a base rate equal to the highest of (i) the prime rate announced by Bank of America, N.A., (ii) the Federal Funds Rate plus 0.50% and (iii) the Eurocurrency Rate (which varies depending on the currency in which the loan is denominated) plus 1.00% (the “Base Rate”), in addition to a margin of 0.00% to 0.75% , or (b) Eurocurrency Rate plus a margin of 1.00% to 1.75% . We also pay a quarterly commitment fee on the unused portion of the 2017 Revolving Facility from 0.15% to 0.25% per annum, depending on our net leverage ratio. At September 30, 2017 , the commitment fee was 0.20% . The term loan under the 2017 Credit Facility requires periodic principal payments. The balance of the term loan and any amounts drawn on the revolving credit loans are due upon maturity of the 2017 Credit Facility in June 2022 . We evaluate the classification of our debt as current or non-current based on the required annual maturities of the 2017 Credit Facility . The 2017 Credit Facility includes financial covenants related to the net leverage ratio and interest coverage ratio, as well as restrictions on our ability to declare and pay dividends and our ability to repurchase shares of our common stock. At September 30, 2017, we were in compliance with our debt covenants under the 2017 Credit Facility. The 2017 Credit Facility also includes an option to request increases in the revolving commitments and/or request additional term loans in an aggregate principal amount of up to $200.0 million plus an amount, if any, such that the Net Leverage Ratio shall be no greater than 3.00 to 1.00 . Other debt In September 2017, we entered into a two -year $2.2 million agreement to finance our purchase of software licenses and related services. The agreement is a non-interest bearing note requiring annual payments, with the first payment due in November 2017. Interest associated with the note is imputed at the rate we would incur for amounts borrowed under the 2017 Credit Facility. As of September 30, 2017 , the required annual maturities related to the 2017 Credit Facility and other debt were as follows: Years ending December 31, (dollars in thousands) Annual maturities 2017 - remaining $ 2,950 2018 8,576 2019 7,500 2020 7,500 2021 7,500 Thereafter 306,150 Total required maturities $ 340,176 |
Derivative Instruments
Derivative Instruments | 9 Months Ended |
Sep. 30, 2017 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivatives Instruments | 9. Derivative Instruments Cash flow hedges We generally use derivative instruments to manage our variable interest rate risk. In March 2014 , we entered into an interest rate swap agreement (the "March 2014 Swap Agreement"), which effectively converts portions of our variable rate debt under our credit facility to a fixed rate for the term of the swap agreement. The initial notional value of the March 2014 Swap Agreement was $125.0 million with an effective date beginning in March 2014 . In March 2017 , the notional value of the March 2014 Swap Agreement decreased to $75.0 million for the remaining term through February 2018 . We designated the March 2014 Swap Agreement as a cash flow hedge at the inception of the contract. In October 2015 , we entered into an additional interest rate swap agreement (the "October 2015 Swap Agreement"), which effectively converts portions of our variable rate debt under our credit facility to a fixed rate for the term of the October 2015 Swap Agreement. The notional value of the October 2015 Swap Agreement was $75.0 million with an effective date beginning in October 2015 and maturing in February 2018 . We designated the October 2015 Swap Agreement as a cash flow hedge at the inception of the contract. In July 2017 , we entered into an additional interest rate swap agreement (the "July 2017 Swap Agreement"), which effectively converts portions of our variable rate debt under our credit facility to a fixed rate for the term of the swap agreement. The notional value of the July 2017 Swap Agreement was $150.0 million with an effective date beginning in July 2017 through July 2021 . We designated the July 2017 Swap Agreement as a cash flow hedge at the inception of the contract. Undesignated contracts In June 2017 , we entered into a foreign currency option contract to hedge our exposure to currency fluctuations in connection with our acquisition of JustGiving because the purchase price was denominated in British Pounds. The notional value of the instrument was £100.0 million with an effective date beginning in June 2017 and maturing in September 2017 . We settled the foreign currency option contract in September 2017. We did not designate the foreign currency option contract as a cash flow hedge for accounting purposes since it involved a business combination. As such, changes in the fair value of this derivative are recognized currently in earnings. The insignificant premium paid for this option and the $1.0 million in proceeds from the settlement are shown within cash flows from investing activities in our consolidated statements of cash flows. As the closing date of our acquisition of JustGiving extended beyond the settlement date of the foreign currency option contract, we entered into a foreign currency forward contract in September 2017 with settlement in October 2017 . The notional value of the instrument was £103.5 million . We did not designate the foreign currency forward contract as a cash flow hedge for accounting purposes since it involved a business combination. As such, changes in the fair value of this derivative are recognized currently in earnings. The fair values of our derivative instruments were as follows as of: Asset Derivatives Liability Derivatives (dollars in thousands) Balance sheet location September 30, December 31, Balance sheet location September 30, December 31, Derivative instruments designated as hedging instruments: Interest rate swaps, current portion Prepaid expenses and other current assets $ 223 $ — Accrued expenses and other current liabilities $ — $ — Interest rate swaps, long-term portion Other assets — 206 Other liabilities 328 163 Total derivative instruments designated as hedging instruments $ 223 $ 206 $ 328 $ 163 Derivative instruments not designated as hedging instruments: Foreign currency forward contracts Prepaid expenses $ — $ — Accrued expenses and other current liabilities $ 41 $ — Total derivative instruments not designated as hedging instruments $ — $ — $ 41 $ — Total derivative instruments $ 223 $ 206 $ 369 $ 163 The effects of derivative instruments in cash flow hedging relationships were as follows: Gain (loss) recognized in accumulated other comprehensive loss as of Location of gain (loss) reclassified from accumulated other comprehensive loss into income Gain (loss) reclassified from accumulated other comprehensive loss into income (dollars in thousands) September 30, Three months ended Nine months ended Interest rate swaps $ (105 ) Interest expense $ (88 ) $ (192 ) September 30, Three months ended Nine months ended Interest rate swaps $ (654 ) Interest expense $ (265 ) $ (875 ) Our policy requires that derivatives used for hedging purposes be designated and effective as a hedge of the identified risk exposure at the inception of the contract. Accumulated other comprehensive income (loss) includes unrealized gains or losses from the change in fair value measurement of our derivative instruments each reporting period and the related income tax expense or benefit. Changes in the fair value measurements of the derivative instruments and the related income tax expense or benefit are reflected as adjustments to accumulated other comprehensive income (loss) until the actual hedged expense is incurred or until the hedge is terminated at which point the unrealized gain (loss) is reclassified from accumulated other comprehensive income (loss) to current earnings. The estimated accumulated other comprehensive income as of September 30, 2017 that is expected to be reclassified into earnings within the next twelve months is insignificant . There were no ineffective portions of our interest rate swap derivatives during the nine months ended September 30, 2017 and 2016 . See Note 13 to these consolidated financial statements for a summary of the changes in accumulated other comprehensive income (loss) by component. We did not have any undesignated derivative instruments during 2016 . The effects of undesignated derivative instruments during the three and nine months ended September 30, 2017 were as follows: Location of gain (loss) recognized in income on derivative Gain (loss) recognized in income (dollars in thousands) Three months ended Nine months ended Foreign currency option contracts Other income (expense), net $ 38 $ 513 Foreign currency forward contracts Other income (expense), net $ (41 ) $ (41 ) Total (loss) gain (1) $ (3 ) $ 472 (1) The individual amounts for each year may not sum to total gain (loss) due to rounding. |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2017 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 10. Commitments and Contingencies Leases Total rent expense was $3.8 million and $3.1 million for the three months ended September 30, 2017 and 2016 , respectively, and $11.9 million and $8.6 million for the nine months ended September 30, 2017 and 2016 , respectively. The quarterly South Carolina state incentive payments we received as a result of locating our headquarters facility in Berkeley County, South Carolina, ended in the fourth quarter of 2016. These amounts were recorded as a reduction of rent expense upon receipt and were insignificant during the three months ended September 30, 2016 and $2.2 million during the nine months ended September 30, 2016 . Other commitments The term loans under the 2017 Credit Facility require periodic principal payments. The balance of the term loans and any amounts drawn on the revolving credit loans are due upon maturity of the 2017 Credit Facility in June 2022 . We have contractual obligations for third-party technology used in our solutions and for other services we purchase as part of our normal operations. In certain cases, these arrangements require a minimum annual purchase commitment by us. As of September 30, 2017 , the remaining aggregate minimum purchase commitment under these arrangements was approximately $51.9 million through 2021 . Solution and service indemnifications In the ordinary course of business, we provide certain indemnifications of varying scope to customers against claims of intellectual property infringement made by third parties arising from the use of our solutions or services. If we determine that it is probable that a loss has been incurred related to solution or service indemnifications, any such loss that could be reasonably estimated would be recognized. We have not identified any losses and, accordingly, we have not recorded a liability related to these indemnifications. Legal proceedings We are subject to legal proceedings and claims that arise in the ordinary course of business. We make a provision for a loss contingency when it is both probable that a liability has been incurred and the amount of the loss can be reasonably estimated. These provisions are reviewed at least quarterly and adjusted to reflect the impacts of negotiations, settlements, rulings, advice of legal counsel and other information and events pertaining to a particular case. Unless otherwise specifically disclosed in this note, we have determined as of September 30, 2017 , that no provision for liability nor disclosure is required related to any claim against us because (a) there is not a reasonable possibility that a loss exceeding amounts already recognized (if any) may be incurred with respect to such claim; (b) a reasonably possible loss or range of loss cannot be estimated; or (c) such estimate is immaterial. All legal costs associated with litigation are expensed as incurred. Litigation is inherently unpredictable. However, we believe that we have valid defenses with respect to the legal matters pending against us. It is possible, nevertheless, that our consolidated financial position, results of operations or cash flows could be negatively affected in any particular period by an unfavorable resolution of one or more of such proceedings, claims or investigations. |
Income Taxes
Income Taxes | 9 Months Ended |
Sep. 30, 2017 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 11. Income Taxes Our income tax provision and effective income tax rates, including the effects of period-specific events, were: Three months ended Nine months ended (dollars in thousands) 2017 2016 2017 2016 Income tax provision $ 2,793 $ 1,950 $ 2,964 $ 5,323 Effective income tax rate 18.2 % 17.9 % 7.8 % 18.0 % Our effective income tax rate during the three months ended September 30, 2017 remained relatively unchanged when compared to the same period in 2016 . The decrease in our effective income tax rate during the nine months ended September 30, 2017 , when compared to the same period in 2016 , was primarily due to a $9.0 million discrete tax benefit to expense relating to stock-based compensation items, as compared to a $4.3 million discrete tax benefit for the same period in 2016 . The increase in the discrete tax benefit for the nine months ended September 30, 2017 , as compared to the same period in 2016 , was attributable to an increase in the market price for shares of our common stock, as reported by the NASDAQ Stock Market LLC ("NASDAQ"), as well as an increase in the number of stock awards that vested and were exercised. Most of our equity awards are granted during our first quarter and vest in subsequent years during the same quarter. |
Stock-Based Compensation
Stock-Based Compensation | 9 Months Ended |
Sep. 30, 2017 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Stock-Based Compensation | 12. Stock-based Compensation Stock-based compensation expense is allocated to cost of revenue and operating expenses on the consolidated statements of comprehensive income based on where the associated employee’s compensation is recorded. The following table summarizes stock-based compensation expense: Three months ended Nine months ended (dollars in thousands) 2017 2016 2017 2016 Included in cost of revenue: Cost of subscriptions $ 331 $ 318 $ 963 $ 904 Cost of maintenance 103 137 294 391 Cost of services and other 500 461 1,418 1,308 Total included in cost of revenue 934 916 2,675 2,603 Included in operating expenses: Sales, marketing and customer success 1,686 1,055 4,906 2,972 Research and development 2,093 1,674 5,877 4,874 General and administrative 6,213 5,173 17,597 14,556 Total included in operating expenses 9,992 7,902 28,380 22,402 Total stock-based compensation expense $ 10,926 $ 8,818 $ 31,055 $ 25,005 |
Stockholders' Equity
Stockholders' Equity | 9 Months Ended |
Sep. 30, 2017 | |
Equity [Abstract] | |
Stockholders' Equity | 13. Stockholders' Equity Dividends Our Board of Directors has adopted a dividend policy, which provides for the distribution to stockholders of a portion of cash generated by us that is in excess of operational needs and capital expenditures. The 2017 Credit Facility limits the amount of dividends payable and certain state laws restrict the amount of dividends distributed. In February 2017 , our Board of Directors approved an annual dividend rate of $0.48 per share to be made in quarterly payments. Dividend payments are not guaranteed and our Board of Directors may decide, in its absolute discretion, at any time and for any reason, not to declare and pay further dividends. The following table provides information with respect to quarterly dividends of $0.12 per share paid on common stock during the nine months ended September 30, 2017 . Declaration Date Dividend per Share Record Date Payable Date February 8, 2017 $ 0.12 February 28 March 15 May 1, 2017 $ 0.12 May 26 June 15 July 31, 2017 $ 0.12 August 28 September 15 On October 25, 2017 , our Board of Directors declared a fourth quarter dividend of $0.12 per share payable on December 15, 2017 to stockholders of record on November 28, 2017 . Changes in accumulated other comprehensive loss by component The changes in accumulated other comprehensive loss by component, consisted of the following: Three months ended Nine months ended (dollars in thousands) 2017 2016 2017 2016 Accumulated other comprehensive loss, beginning of period $ (558 ) $ (1,640 ) $ (457 ) $ (825 ) By component: Gains and losses on cash flow hedges: Accumulated other comprehensive income (loss) balance, beginning of period $ 203 $ (806 ) $ 25 $ (19 ) Other comprehensive (loss) income before reclassifications, net of tax effects of $209, $(161), $135 and $589 (320 ) 248 (205 ) (909 ) Amounts reclassified from accumulated other comprehensive loss to interest expense 88 265 192 875 Tax benefit included in provision for income taxes (35 ) (104 ) (76 ) (344 ) Total amounts reclassified from accumulated other comprehensive loss 53 161 116 531 Net current-period other comprehensive (loss) income (267 ) 409 (89 ) (378 ) Accumulated other comprehensive loss balance, end of period $ (64 ) $ (397 ) $ (64 ) $ (397 ) Foreign currency translation adjustment: Accumulated other comprehensive loss balance, beginning of period $ (761 ) $ (834 ) $ (482 ) $ (806 ) Translation adjustments (188 ) 289 (467 ) 261 Accumulated other comprehensive loss balance, end of period (949 ) (545 ) (949 ) (545 ) Accumulated other comprehensive loss, end of period $ (1,013 ) $ (942 ) $ (1,013 ) $ (942 ) |
Segment Information
Segment Information | 9 Months Ended |
Sep. 30, 2017 | |
Segment Reporting [Abstract] | |
Segment Information | 14. Segment Information During the first quarter of 2017, we changed the names of our reportable segments. However, there was no change in the determination of our reportable segments or our reporting units at that time. As of September 30, 2017 , our reportable segments were the General Markets Group ("GMG"), the Emerging Markets Group ("EMG"), and the International Markets Group ("IMG"). The following is a description of each reportable segment: • The GMG is generally focused on sales to all emerging and mid-sized prospects and customers in North America; • The EMG is generally focused on sales to all large and/or strategic prospects and customers in North America; and • The IMG is focused on marketing, sales, delivery and support to all prospects and customers outside of North America. Our chief operating decision maker is our chief executive officer ("CEO"). Currently, our CEO reviews financial information presented on an operating segment basis for the purposes of making certain operating decisions and assessing financial performance. The CEO uses internal financial reports that provide segment revenues and operating income, as adjusted, which excludes stock-based compensation expense, amortization expense, depreciation expense, research and development expense and certain corporate sales, marketing, general and administrative expenses. Segment operating income, as adjusted, includes direct, controllable costs related to the sale of our solutions and services, and our customer success program. The CEO does not review any segment balance sheet information. Summarized reportable segment financial results, were as follows: Three months ended Nine months ended (dollars in thousands) 2017 2016 2017 2016 Revenue by segment: GMG $ 102,838 $ 97,621 $ 296,954 $ 279,543 EMG 81,836 74,351 243,713 220,887 IMG 10,846 11,030 30,632 31,926 Other (1) (7 ) 61 30 154 Total revenue $ 195,513 $ 183,063 $ 571,329 $ 532,510 Segment operating income, as adjusted (2) : GMG $ 49,971 $ 46,540 $ 143,658 $ 134,408 EMG 44,375 38,696 130,887 113,186 IMG 2,888 1,064 7,084 3,126 Other (1) (58 ) (157 ) (113 ) (109 ) 97,176 86,143 281,516 250,611 Less: Corporate unallocated costs (3) (57,575 ) (53,236 ) (173,102 ) (156,013 ) Stock-based compensation costs (10,926 ) (8,818 ) (31,055 ) (25,005 ) Amortization expense (10,710 ) (10,549 ) (32,067 ) (31,817 ) Interest expense (3,092 ) (2,641 ) (8,685 ) (8,037 ) Other income (expense), net 468 (15 ) 1,581 (185 ) Income before provision for income taxes $ 15,341 $ 10,884 $ 38,188 $ 29,554 (1) Other includes revenue and the related costs from the sale of solutions and services not directly attributable to a reportable segment. (2) Segment operating income, as adjusted, includes direct, controllable costs related to the sale of our solutions and service, and our customer success program. (3) Corporate unallocated costs include research and development, depreciation expense, and certain corporate sales, marketing, general and administrative expenses. In light of the ongoing and anticipated increasing centralization of our operations, including without limitation marketing, customer support, customer success and professional services, we are evaluating whether changes may need to be made to our internal reporting structure to better support and assess the operations of our business going forward. If changes are made, we will assess the resulting effect on our reportable segments, operating segments and reporting units, if any. |
Subsequent Events
Subsequent Events | 9 Months Ended |
Sep. 30, 2017 | |
Subsequent Events [Abstract] | |
Subsequent Events | 15. Subsequent Events JustGiving acquisition On October 2, 2017 , Blackbaud Global Limited (“Blackbaud Global”), a United Kingdom limited liability company and wholly-owned subsidiary of ours, acquired the entire issued share capital, including all voting equity interests, of Giving Limited, a United Kingdom private limited company doing business as “JustGiving” for an aggregate purchase price of £95.0 million , or approximately $127.4 million , in cash, subject to certain adjustments set forth in the stock purchase agreement. JustGiving is a market leading social platform for giving, and the acquisition is expected to enhance our capabilities to serve both individual donors and nonprofits, expanding the peer-to-peer fundraising capabilities we offer today. As a result of the acquisition, JustGiving has become a wholly-owned subsidiary of ours. We will include the operating results of JustGiving as well as the net assets acquired and liabilities assumed in our consolidated financial statements from the date of acquisition. During the three and nine months ended September 30, 2017 , we incurred acquisition-related expenses associated with the acquisition of JustGiving of $0.7 million and $2.2 million , respectively, which are recorded in general and administrative expense. Due to the timing of the transaction, the initial accounting for this acquisition, including the measurement of assets acquired, liabilities assumed and goodwill, is not complete and is pending detailed analyses of the facts and circumstances that existed as of the October 2, 2017 acquisition date. On October 2, 2017 , we borrowed $138.7 million pursuant to a revolving credit loan under the 2017 Credit Facility to finance the acquisition of JustGiving. Following the borrowing, approximately $178.6 million was outstanding under the revolving credit loans with approximately $169.8 million of available borrowing capacity under the 2017 Credit Facility . |
Basis of Presentation (Policy)
Basis of Presentation (Policy) | 9 Months Ended |
Sep. 30, 2017 | |
Accounting Policies [Abstract] | |
Unaudited interim consolidated financial statements | Unaudited interim consolidated financial statements The accompanying interim consolidated financial statements have been prepared pursuant to the rules and regulations of the United States Securities and Exchange Commission ("SEC") for interim financial reporting. These consolidated statements are unaudited and, in the opinion of management, include all adjustments (consisting of normal recurring adjustments and accruals) necessary to state fairly the consolidated balance sheets, consolidated statements of comprehensive income, consolidated statements of cash flows and consolidated statements of stockholders’ equity, for the periods presented in accordance with accounting principles generally accepted in the United States ("GAAP"). The consolidated balance sheet at December 31, 2016 , has been derived from the audited consolidated financial statements at that date. Operating results and cash flows for the nine months ended September 30, 2017 are not necessarily indicative of the results that may be expected for the fiscal year ending December 31, 2017 , or any other future period. Certain information and footnote disclosures normally included in annual financial statements prepared in accordance with GAAP have been omitted in accordance with the rules and regulations for interim reporting of the SEC. These interim consolidated financial statements should be read in conjunction with the consolidated financial statements and notes thereto included in our Annual Report on Form 10-K for the year ended December 31, 2016 , and other forms filed with the SEC from time to time. Reclassifications Due to the insignificance of our revenue from "license fees and other," we have combined that revenue with our "services" revenue beginning in 2017. In order to provide comparability between periods presented, "services" and "license fees and other" have been combined within "services and other" in the previously reported consolidated statements of comprehensive income to conform to presentation of the current period. Similarly, "cost of services" and "cost of license fees and other" have been combined within "cost of services and other" in the previously reported consolidated statements of comprehensive income to conform to presentation of the current period . |
Basis of consolidation | Basis of consolidation The consolidated financial statements include the accounts of Blackbaud, Inc. and its wholly-owned subsidiaries. All intercompany balances and transactions have been eliminated in consolidation. |
Recently adopted accounting pronouncements | Recently adopted accounting pronouncements In May 2017, the FASB issued ASU 2017-09, Compensation-Stock Compensation (Topic 718) - Scope of Modification Accounting ("ASU 2017-09") , which provides guidance about which changes to the terms or conditions of a share-based payment award require an entity to apply modification accounting in Topic 718. Under ASU 2017-09, modification accounting is required only if the fair value, the vesting conditions, or the classification of the award (as equity or liability) changes as a result of the change in terms or conditions. ASU 2017-09 is effective for all companies for annual and interim periods beginning after December 15, 2017, with early adoption permitted in any interim period for reporting periods for which financial statements have not been issued. ASU 2017-09 should be applied prospectively to an award modified on or after the adoption date. We early adopted ASU 2017-09 as of April 1, 2017. As this standard is prospective in nature, the impact to our financial statements will depend on the nature of our future award modifications. In January 2017, the FASB issued ASU 2017-01, Business Combinations (Topic 805) Clarifying the Definition of a Business ("ASU 2017-01") , which provides a screen to determine when an integrated set of assets and activities is not a business. The screen requires that when substantially all of the fair value of the gross assets acquired (or disposed of) is concentrated in a single identifiable asset or a group of similar identifiable assets, the set is not a business. ASU 2017-01 is effective for annual and interim periods beginning after December 15, 2017, with early adoption permitted, and applied prospectively. We early adopted ASU 2017-01 as of July 1, 2017 and do not expect the standard to have a material impact on our consolidated financial statements. In January 2017, the FASB issued ASU 2017-04, Intangibles - Goodwill and Other (Topic 350): Simplifying the Accounting for Goodwill Impairment ("ASU 2017-04") , which removes the requirement to perform a hypothetical purchase price allocation to measure goodwill impairment. A goodwill impairment will now be the amount by which a reporting unit’s carrying value exceeds its fair value, not to exceed the carrying amount of goodwill. ASU 2017-04 is effective for annual and interim periods beginning after December 15, 2019, with early adoption permitted, and applied prospectively. We early adopted ASU 2017-04 as of July 1, 2017 for use in our fourth quarter annual goodwill impairment testing and do not expect the standard to have a material impact on our consolidated financial statements. |
Recently issued accounting pronouncements | Recently issued accounting pronouncements In November 2016, the FASB issued ASU 2016-18, Statement of Cash Flows (Topic 230) - Restricted Cash ("ASU 2016-18") , which requires entities to show the changes in the total of cash, cash equivalents, restricted cash and restricted cash equivalents in the statement of cash flows. ASU 2016-18 is effective for annual periods beginning after December 15, 2017, including interim periods within those periods. Early adoption is permitted, including adoption in an interim period, but any adjustments must be reflected as of the beginning of the fiscal year that includes that interim period. The new standard must be adopted retrospectively. We are currently evaluating the impact of this standard on our consolidated statements of cash flows. In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842) (ASU 2016-02) . ASU 2016-02 will require lessees to record most leases on their balance sheets but recognize expenses in the income statement in a manner similar to current guidance. The updated guidance also eliminates certain real estate-specific provisions and changes the guidance on sale-leaseback transactions, initial direct costs and lease executory costs for all entities. For lessors, the standard modifies the classification criteria and the accounting for sales-type and direct financing leases. All entities will classify leases to determine how to recognize lease-related revenue and expense. Classification will continue to affect amounts that lessors record on the balance sheet. ASU 2016-02 is effective for annual periods beginning after December 15, 2018, and interim periods within those years. Early adoption is permitted. Upon adoption, entities will be required to use a modified retrospective approach for leases that exist or are entered into after the beginning of the earliest comparative period in the financial statements. The modified retrospective approach includes a number of optional practical expedients that entities may elect to apply. We expect ASU 2016-02 will impact our consolidated financial statements and are currently evaluating the extent of the impact that implementation of this standard will have on adoption. In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers (Topic 606) (ASU 2014-09) . ASU 2014-09 outlines a single comprehensive model for entities to use in accounting for revenue arising from contracts with customers. The standard also provides guidance on the recognition of costs related to obtaining customer contracts. ASU 2014-09 will replace most existing revenue recognition guidance in GAAP when it becomes effective and permits the use of either the retrospective or cumulative effect transition method. ASU 2014-09 will be effective for us beginning in the first quarter of 2018 and we anticipate using the full retrospective transition method. We are currently evaluating the impact that the adoption of ASU 2014-09 will have on our consolidated financial statements and related disclosures. As a result of our evaluation to date, we expect that ASU 2014-09 will generally result in the deferral of more costs to obtain a contract over a longer period using the expected period of benefit as compared with our current practice of using our average initial contract term. We also anticipate incremental disclosures, including, but not limited to, the opening and closing balances of contract assets and liabilities, revenue recognized in the reporting period that was included in the contract liability balance at the beginning of the period, and the aggregate amount of the transaction price allocated to remaining performance obligations at the end of each reporting period including when we expect to recognize that amount. |
Legal proceedings | Legal proceedings We are subject to legal proceedings and claims that arise in the ordinary course of business. We make a provision for a loss contingency when it is both probable that a liability has been incurred and the amount of the loss can be reasonably estimated. These provisions are reviewed at least quarterly and adjusted to reflect the impacts of negotiations, settlements, rulings, advice of legal counsel and other information and events pertaining to a particular case. |
Business Combinations (Tables)
Business Combinations (Tables) - AcademicWorks [Member] | 9 Months Ended |
Sep. 30, 2017 | |
Business Acquisition [Line Items] | |
Purchase Price Allocation | The fair values assigned to the assets acquired and liabilities assumed in the table below are based on our best estimates and assumptions as of the reporting date and are considered preliminary pending finalization. The estimates and assumptions are subject to change as we obtain additional information during the measurement period, which may be up to one year from the acquisition date. The assets and liabilities, pending finalization, include the valuation of acquired finite-lived intangible assets as well as the assumed deferred revenue and deferred income tax balances. (in thousands) Purchase price allocation Net working capital, excluding deferred revenue $ 2,949 Property and equipment 290 Finite-lived intangible assets 30,900 Deferred revenue (3,950 ) Deferred tax liability (12,350 ) Goodwill 34,305 Total purchase price $ 52,144 |
Acquired Intangible Assets | The AcademicWorks acquisition resulted in the identification of the following identifiable finite-lived intangible assets: Intangible assets acquired Weighted average amortization period AcademicWorks (in thousands) (in years) Acquired technology $ 22,500 9 Customer relationships 8,000 15 Marketing assets 320 2 Non-compete agreements 80 3 Total intangible assets $ 30,900 10 |
Goodwill and Other Intangible25
Goodwill and Other Intangible Assets (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Change in Goodwill by Reportable Segment | The change in goodwill for each reportable segment (as defined in Note 14 below) during the nine months ended September 30, 2017 , consisted of the following: (dollars in thousands) EMG GMG IMG Total Balance at December 31, 2016 $ 241,334 $ 192,238 $ 4,668 $ 438,240 Additions related to current year business combination (1) 20,583 13,722 — 34,305 Adjustments related to prior year business combination (2) (29 ) (58 ) (1 ) (88 ) Effect of foreign currency translation — — 319 319 Balance at September 30, 2017 $ 261,888 $ 205,902 $ 4,986 $ 472,776 (1) See Note 3 to these consolidated financial statements for details regarding our acquisition of AcademicWorks. (2) The change in goodwill was related to a post-closing working capital adjustment associated with the prior year acquisition of Good+Geek, Inc. ("Attentive.ly"), as well as an immaterial measurement period adjustment. |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Earnings Per Share [Abstract] | |
Computation of Basic and Diluted Earnings Per Share | The following table sets forth the computation of basic and diluted earnings per share: Three months ended Nine months ended (dollars in thousands, except per share amounts) 2017 2016 2017 2016 Numerator: Net income $ 12,548 $ 8,934 $ 35,224 $ 24,231 Denominator: Weighted average common shares 46,711,709 46,159,956 46,627,213 46,078,306 Add effect of dilutive securities: Stock-based awards 1,135,288 1,234,150 1,051,890 1,190,163 Weighted average common shares assuming dilution 47,846,997 47,394,106 47,679,103 47,268,469 Earnings per share: Basic $ 0.27 $ 0.19 $ 0.76 $ 0.53 Diluted $ 0.26 $ 0.19 $ 0.74 $ 0.51 Anti-dilutive shares excluded from calculations of diluted earnings per share 1,719 1,723 4,938 3,766 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Fair Value Disclosures [Abstract] | |
Assets and Liabilities Measured at Fair Value on a Recurring Basis | Financial assets and liabilities measured at fair value on a recurring basis consisted of the following, as of the dates indicated below: Fair value measurement using (dollars in thousands) Level 1 Level 2 Level 3 Total Fair value as of September 30, 2017 Financial assets: Derivative instruments $ — $ 223 $ — $ 223 Total financial assets $ — $ 223 $ — $ 223 Fair value as of September 30, 2017 Financial liabilities: Derivative instruments $ — $ 369 $ — $ 369 Total financial liabilities $ — $ 369 $ — $ 369 Fair value as of December 31, 2016 Financial assets: Derivative instruments $ — $ 206 $ — $ 206 Total financial assets $ — $ 206 $ — $ 206 Fair value as of December 31, 2016 Financial liabilities: Derivative instruments $ — $ 163 $ — $ 163 Total financial liabilities $ — $ 163 $ — $ 163 |
Consolidated Financial Statem28
Consolidated Financial Statement Details (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Components of Accrued Expenses and Other Liabilities | Accrued expenses and other liabilities (dollars in thousands) September 30, December 31, Accrued bonuses $ 14,581 $ 19,217 Accrued commissions and salaries 5,429 9,352 Lease incentive obligations 4,780 5,604 Customer credit balances 5,246 5,148 Deferred rent liabilities 4,400 4,110 Taxes payable 2,584 3,452 Unrecognized tax benefit 3,609 3,295 Accrued subscriptions 2,638 2,840 Accrued vacation costs 2,626 2,214 Accrued health care costs 2,479 1,495 Other liabilities 5,077 6,002 Total accrued expenses and other liabilities 53,449 62,729 Less: Long-term portion 7,799 8,533 Accrued expenses and other current liabilities $ 45,650 $ 54,196 |
Components of Other Expense, Net | Other income (expense), net Three months ended Nine months ended (dollars in thousands) 2017 2016 2017 2016 Components of Other Income (Expense), Net Interest income $ 393 $ 224 $ 771 $ 463 (Loss) gain on derivative instrument (3 ) — 472 — Loss on debt extinguishment (137 ) — (299 ) — Other income (expense), net 215 (239 ) 637 (648 ) Other income (expense), net $ 468 $ (15 ) $ 1,581 $ (185 ) |
Debt (Tables)
Debt (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Debt Disclosure [Abstract] | |
Summary of Debt | The following table summarizes our debt balances and the related weighted average effective interest rates, which includes the effect of interest rate swap agreements. Debt balance at Weighted average effective interest rate at (dollars in thousands) September 30, December 31, September 30, December 31, Credit facility: Revolving credit loans $ 39,900 $ 180,900 3.38 % 2.36 % Term loans 298,125 162,969 2.64 % 2.62 % Other debt 2,151 — 4.50 % — % Total debt 340,176 343,869 2.74 % 2.48 % Less: Unamortized discount and debt issuance costs 2,220 1,476 Less: Debt, current portion 8,576 4,375 2.74 % 2.50 % Debt, net of current portion $ 329,380 $ 338,018 2.74 % 2.48 % |
Annual Maturities Related to Credit Facility | As of September 30, 2017 , the required annual maturities related to the 2017 Credit Facility and other debt were as follows: Years ending December 31, (dollars in thousands) Annual maturities 2017 - remaining $ 2,950 2018 8,576 2019 7,500 2020 7,500 2021 7,500 Thereafter 306,150 Total required maturities $ 340,176 |
Derivative Instruments (Tables)
Derivative Instruments (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Fair Values of Derivative Instruments | The fair values of our derivative instruments were as follows as of: Asset Derivatives Liability Derivatives (dollars in thousands) Balance sheet location September 30, December 31, Balance sheet location September 30, December 31, Derivative instruments designated as hedging instruments: Interest rate swaps, current portion Prepaid expenses and other current assets $ 223 $ — Accrued expenses and other current liabilities $ — $ — Interest rate swaps, long-term portion Other assets — 206 Other liabilities 328 163 Total derivative instruments designated as hedging instruments $ 223 $ 206 $ 328 $ 163 Derivative instruments not designated as hedging instruments: Foreign currency forward contracts Prepaid expenses $ — $ — Accrued expenses and other current liabilities $ 41 $ — Total derivative instruments not designated as hedging instruments $ — $ — $ 41 $ — Total derivative instruments $ 223 $ 206 $ 369 $ 163 |
Effects of Derivative Instruments in Cash Flow Hedging Relationships | The effects of derivative instruments in cash flow hedging relationships were as follows: Gain (loss) recognized in accumulated other comprehensive loss as of Location of gain (loss) reclassified from accumulated other comprehensive loss into income Gain (loss) reclassified from accumulated other comprehensive loss into income (dollars in thousands) September 30, Three months ended Nine months ended Interest rate swaps $ (105 ) Interest expense $ (88 ) $ (192 ) September 30, Three months ended Nine months ended Interest rate swaps $ (654 ) Interest expense $ (265 ) $ (875 ) |
Effects of Undesignated Derivative Instruments | The effects of undesignated derivative instruments during the three and nine months ended September 30, 2017 were as follows: Location of gain (loss) recognized in income on derivative Gain (loss) recognized in income (dollars in thousands) Three months ended Nine months ended Foreign currency option contracts Other income (expense), net $ 38 $ 513 Foreign currency forward contracts Other income (expense), net $ (41 ) $ (41 ) Total (loss) gain (1) $ (3 ) $ 472 (1) The individual amounts for each year may not sum to total gain (loss) due to rounding. |
Income Taxes (Tables)
Income Taxes (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Income Tax Disclosure [Abstract] | |
Schedule of Effective Income Tax Rates | Our income tax provision and effective income tax rates, including the effects of period-specific events, were: Three months ended Nine months ended (dollars in thousands) 2017 2016 2017 2016 Income tax provision $ 2,793 $ 1,950 $ 2,964 $ 5,323 Effective income tax rate 18.2 % 17.9 % 7.8 % 18.0 % |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Summary of Stock-Based Compensation Expense | The following table summarizes stock-based compensation expense: Three months ended Nine months ended (dollars in thousands) 2017 2016 2017 2016 Included in cost of revenue: Cost of subscriptions $ 331 $ 318 $ 963 $ 904 Cost of maintenance 103 137 294 391 Cost of services and other 500 461 1,418 1,308 Total included in cost of revenue 934 916 2,675 2,603 Included in operating expenses: Sales, marketing and customer success 1,686 1,055 4,906 2,972 Research and development 2,093 1,674 5,877 4,874 General and administrative 6,213 5,173 17,597 14,556 Total included in operating expenses 9,992 7,902 28,380 22,402 Total stock-based compensation expense $ 10,926 $ 8,818 $ 31,055 $ 25,005 |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Equity [Abstract] | |
Changes in Accumulated Other Comprehensive Loss by Component | The changes in accumulated other comprehensive loss by component, consisted of the following: Three months ended Nine months ended (dollars in thousands) 2017 2016 2017 2016 Accumulated other comprehensive loss, beginning of period $ (558 ) $ (1,640 ) $ (457 ) $ (825 ) By component: Gains and losses on cash flow hedges: Accumulated other comprehensive income (loss) balance, beginning of period $ 203 $ (806 ) $ 25 $ (19 ) Other comprehensive (loss) income before reclassifications, net of tax effects of $209, $(161), $135 and $589 (320 ) 248 (205 ) (909 ) Amounts reclassified from accumulated other comprehensive loss to interest expense 88 265 192 875 Tax benefit included in provision for income taxes (35 ) (104 ) (76 ) (344 ) Total amounts reclassified from accumulated other comprehensive loss 53 161 116 531 Net current-period other comprehensive (loss) income (267 ) 409 (89 ) (378 ) Accumulated other comprehensive loss balance, end of period $ (64 ) $ (397 ) $ (64 ) $ (397 ) Foreign currency translation adjustment: Accumulated other comprehensive loss balance, beginning of period $ (761 ) $ (834 ) $ (482 ) $ (806 ) Translation adjustments (188 ) 289 (467 ) 261 Accumulated other comprehensive loss balance, end of period (949 ) (545 ) (949 ) (545 ) Accumulated other comprehensive loss, end of period $ (1,013 ) $ (942 ) $ (1,013 ) $ (942 ) |
Segment Information (Tables)
Segment Information (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Segment Reporting [Abstract] | |
Reportable Segment Financial Results | Summarized reportable segment financial results, were as follows: Three months ended Nine months ended (dollars in thousands) 2017 2016 2017 2016 Revenue by segment: GMG $ 102,838 $ 97,621 $ 296,954 $ 279,543 EMG 81,836 74,351 243,713 220,887 IMG 10,846 11,030 30,632 31,926 Other (1) (7 ) 61 30 154 Total revenue $ 195,513 $ 183,063 $ 571,329 $ 532,510 Segment operating income, as adjusted (2) : GMG $ 49,971 $ 46,540 $ 143,658 $ 134,408 EMG 44,375 38,696 130,887 113,186 IMG 2,888 1,064 7,084 3,126 Other (1) (58 ) (157 ) (113 ) (109 ) 97,176 86,143 281,516 250,611 Less: Corporate unallocated costs (3) (57,575 ) (53,236 ) (173,102 ) (156,013 ) Stock-based compensation costs (10,926 ) (8,818 ) (31,055 ) (25,005 ) Amortization expense (10,710 ) (10,549 ) (32,067 ) (31,817 ) Interest expense (3,092 ) (2,641 ) (8,685 ) (8,037 ) Other income (expense), net 468 (15 ) 1,581 (185 ) Income before provision for income taxes $ 15,341 $ 10,884 $ 38,188 $ 29,554 (1) Other includes revenue and the related costs from the sale of solutions and services not directly attributable to a reportable segment. (2) Segment operating income, as adjusted, includes direct, controllable costs related to the sale of our solutions and service, and our customer success program. (3) Corporate unallocated costs include research and development, depreciation expense, and certain corporate sales, marketing, general and administrative expenses. |
Organization (Details)
Organization (Details) | Sep. 30, 2017Customers |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Approximate number of customers distributed across verticals | 35,000 |
Business Combinations (Details)
Business Combinations (Details) - USD ($) $ in Thousands | Apr. 03, 2017 | Sep. 30, 2017 | Dec. 31, 2016 |
Business Acquisition [Line Items] | |||
Goodwill | $ 472,776 | $ 438,240 | |
EMG [Member] | |||
Business Acquisition [Line Items] | |||
Goodwill | 261,888 | 241,334 | |
GMG [Member] | |||
Business Acquisition [Line Items] | |||
Goodwill | $ 205,902 | $ 192,238 | |
AcademicWorks [Member] | |||
Business Acquisition [Line Items] | |||
Total cash consideration paid for the acquisition | $ 52,100 | ||
Estimated fair value of accounts receivable acquired | 1,000 | ||
Goodwill | 34,305 | ||
AcademicWorks [Member] | EMG [Member] | |||
Business Acquisition [Line Items] | |||
Goodwill | 20,600 | ||
AcademicWorks [Member] | GMG [Member] | |||
Business Acquisition [Line Items] | |||
Goodwill | $ 13,700 |
Business Combinations (Purchase
Business Combinations (Purchase Price Allocation) (Details) - USD ($) $ in Thousands | Sep. 30, 2017 | Apr. 03, 2017 | Dec. 31, 2016 |
Business Acquisition [Line Items] | |||
Goodwill | $ 472,776 | $ 438,240 | |
AcademicWorks [Member] | |||
Business Acquisition [Line Items] | |||
Net working capital, excluding deferred revenue | $ 2,949 | ||
Property and equipment | 290 | ||
Finite-lived intangible assets | 30,900 | ||
Deferred revenue | (3,950) | ||
Deferred tax liability | (12,350) | ||
Goodwill | 34,305 | ||
Total purchase price | $ 52,144 |
Business Combinations (Acquired
Business Combinations (Acquired Intangible Assets) (Details) - AcademicWorks [Member] $ in Thousands | Apr. 03, 2017USD ($) |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Finite-lived intangible assets acquired | $ 30,900 |
Weighted average amortization period (in years) | 10 years |
Acquired technology [Member] | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Finite-lived intangible assets acquired | $ 22,500 |
Weighted average amortization period (in years) | 9 years |
Customer relationships [Member] | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Finite-lived intangible assets acquired | $ 8,000 |
Weighted average amortization period (in years) | 15 years |
Marketing assets [Member] | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Finite-lived intangible assets acquired | $ 320 |
Weighted average amortization period (in years) | 2 years |
Non-compete agreements [Member] | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Finite-lived intangible assets acquired | $ 80 |
Weighted average amortization period (in years) | 3 years |
Goodwill and Other Intangible39
Goodwill and Other Intangible Assets (Change in Goodwill by Reportable Segment) (Details) $ in Thousands | 9 Months Ended | |
Sep. 30, 2017USD ($) | ||
Goodwill [Roll Forward] | ||
Beginning balance | $ 438,240 | |
Effect of foreign currency translation | 319 | |
Ending balance | 472,776 | |
EMG [Member] | ||
Goodwill [Roll Forward] | ||
Beginning balance | 241,334 | |
Effect of foreign currency translation | 0 | |
Ending balance | 261,888 | |
GMG [Member] | ||
Goodwill [Roll Forward] | ||
Beginning balance | 192,238 | |
Effect of foreign currency translation | 0 | |
Ending balance | 205,902 | |
IMG [Member] | ||
Goodwill [Roll Forward] | ||
Beginning balance | 4,668 | |
Effect of foreign currency translation | 319 | |
Ending balance | 4,986 | |
Attentive.ly [Member] | ||
Goodwill [Roll Forward] | ||
Adjustments related to prior year business combination | (88) | [1] |
Attentive.ly [Member] | EMG [Member] | ||
Goodwill [Roll Forward] | ||
Adjustments related to prior year business combination | (29) | [1] |
Attentive.ly [Member] | GMG [Member] | ||
Goodwill [Roll Forward] | ||
Adjustments related to prior year business combination | (58) | [1] |
Attentive.ly [Member] | IMG [Member] | ||
Goodwill [Roll Forward] | ||
Adjustments related to prior year business combination | (1) | [1] |
AcademicWorks [Member] | ||
Goodwill [Roll Forward] | ||
Additions related to current year business combination | 34,305 | [2] |
AcademicWorks [Member] | EMG [Member] | ||
Goodwill [Roll Forward] | ||
Additions related to current year business combination | 20,583 | [2] |
AcademicWorks [Member] | GMG [Member] | ||
Goodwill [Roll Forward] | ||
Additions related to current year business combination | 13,722 | [2] |
AcademicWorks [Member] | IMG [Member] | ||
Goodwill [Roll Forward] | ||
Additions related to current year business combination | $ 0 | [2] |
[1] | The change in goodwill was related to a post-closing working capital adjustment associated with the prior year acquisition of Good+Geek, Inc. ("Attentive.ly"), as well as an immaterial measurement period adjustment. | |
[2] | See Note 3 to these consolidated financial statements for details regarding our acquisition of AcademicWorks. |
Earnings Per Share (Computation
Earnings Per Share (Computation of Basic and Diluted Earnings Per Share) (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Earnings Per Share [Abstract] | ||||
Net income | $ 12,548 | $ 8,934 | $ 35,224 | $ 24,231 |
Weighted average common shares | 46,711,709 | 46,159,956 | 46,627,213 | 46,078,306 |
Stock-based awards | 1,135,288 | 1,234,150 | 1,051,890 | 1,190,163 |
Weighted average common shares assuming dilution | 47,846,997 | 47,394,106 | 47,679,103 | 47,268,469 |
Earnings (Loss) Per Share, Basic and Diluted [Abstract] | ||||
Basic earnings per share | $ 0.27 | $ 0.19 | $ 0.76 | $ 0.53 |
Diluted earnings per share | $ 0.26 | $ 0.19 | $ 0.74 | $ 0.51 |
Anti-dilutive shares excluded from calculations of diluted earnings per share | 1,719 | 1,723 | 4,938 | 3,766 |
Fair Value Measurements (Assets
Fair Value Measurements (Assets and Liabilities Measured at Fair Value on a Recurring Basis) (Details) - Fair value measurements, recurring [Member] - USD ($) $ in Thousands | Sep. 30, 2017 | Dec. 31, 2016 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative assets | $ 223 | $ 206 |
Total financial assets | 223 | 206 |
Derivative liabilities | 369 | 163 |
Total financial liabilities | 369 | 163 |
Level 1 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative assets | 0 | 0 |
Total financial assets | 0 | 0 |
Derivative liabilities | 0 | 0 |
Total financial liabilities | 0 | 0 |
Level 2 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative assets | 223 | 206 |
Total financial assets | 223 | 206 |
Derivative liabilities | 369 | 163 |
Total financial liabilities | 369 | 163 |
Level 3 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative assets | 0 | 0 |
Total financial assets | 0 | 0 |
Derivative liabilities | 0 | 0 |
Total financial liabilities | $ 0 | $ 0 |
Consolidated Financial Statem42
Consolidated Financial Statement Details (Components of Accrued Expenses and Other Liabilities) (Details) - USD ($) $ in Thousands | Sep. 30, 2017 | Dec. 31, 2016 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Accrued bonuses | $ 14,581 | $ 19,217 |
Accrued commissions and salaries | 5,429 | 9,352 |
Lease incentive obligations | 4,780 | 5,604 |
Customer credit balances | 5,246 | 5,148 |
Deferred rent liabilities | 4,400 | 4,110 |
Taxes payable | 2,584 | 3,452 |
Unrecognized tax benefit | 3,609 | 3,295 |
Accrued subscriptions | 2,638 | 2,840 |
Accrued vacation costs | 2,626 | 2,214 |
Accrued health care costs | 2,479 | 1,495 |
Other liabilities | 5,077 | 6,002 |
Total accrued expenses and other liabilities | 53,449 | 62,729 |
Less: Long-term portion | 7,799 | 8,533 |
Accrued expenses and other current liabilities | $ 45,650 | $ 54,196 |
Consolidated Financial Statem43
Consolidated Financial Statement Details (Components of Other Expense, Net) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||||
Interest income | $ 393 | $ 224 | $ 771 | $ 463 |
(Loss) gain on derivative instrument | (3) | 0 | 472 | 0 |
Loss on debt extinguishment | (137) | 0 | (299) | 0 |
Other income (expense), net | 215 | (239) | 637 | (648) |
Other income (expense), net | $ 468 | $ (15) | $ 1,581 | $ (185) |
Debt (Details)
Debt (Details) $ in Thousands | Jun. 02, 2017USD ($) | Apr. 03, 2017USD ($) | Sep. 29, 2017USD ($) | Feb. 28, 2014USD ($) | Sep. 30, 2017USD ($) | Sep. 30, 2016USD ($) | Dec. 31, 2016USD ($) |
Line of Credit Facility [Line Items] | |||||||
Credit facility, maximum borrowing capacity | $ 700,000 | $ 325,000 | |||||
Debt instrument, term | 5 years | 5 years | |||||
Payment of financing costs | $ 3,100 | $ 3,085 | $ 0 | ||||
Capitalized financing costs to be amortized over term of facility | 1,000 | ||||||
Total deferred financing costs included in other assets | 1,300 | ||||||
Aggregate financing costs related to debt discount and debt issuance costs | 1,800 | $ (2,220) | $ (1,476) | ||||
Commitment fee on unused portion of revolving credit facility | 0.20% | ||||||
Line of credit facility, available increase capacity, amount | $ 200,000 | ||||||
Minimum [Member] | |||||||
Line of Credit Facility [Line Items] | |||||||
Commitment fee on unused portion of revolving credit facility | 0.15% | ||||||
Maximum [Member] | |||||||
Line of Credit Facility [Line Items] | |||||||
Commitment fee on unused portion of revolving credit facility | 0.25% | ||||||
Net leverage ratio | 3 | ||||||
Federal funds rate option [Member] | |||||||
Line of Credit Facility [Line Items] | |||||||
Credit facility, variable interest rate | 0.50% | ||||||
Eurocurrency base rate option [Member] | |||||||
Line of Credit Facility [Line Items] | |||||||
Credit facility, variable interest rate | 1.00% | ||||||
Base rate margin [Member] | Minimum [Member] | |||||||
Line of Credit Facility [Line Items] | |||||||
Credit facility, basis spread on variable rate | 0.00% | ||||||
Base rate margin [Member] | Maximum [Member] | |||||||
Line of Credit Facility [Line Items] | |||||||
Credit facility, basis spread on variable rate | 0.75% | ||||||
Eurocurrency rate margin [Member] | Minimum [Member] | |||||||
Line of Credit Facility [Line Items] | |||||||
Credit facility, basis spread on variable rate | 1.00% | ||||||
Eurocurrency rate margin [Member] | Maximum [Member] | |||||||
Line of Credit Facility [Line Items] | |||||||
Credit facility, basis spread on variable rate | 1.75% | ||||||
Revolving credit loans [Member] | |||||||
Line of Credit Facility [Line Items] | |||||||
Credit facility, maximum borrowing capacity | $ 400,000 | ||||||
Proceeds from lines of credit | 110,000 | ||||||
Term loans [Member] | |||||||
Line of Credit Facility [Line Items] | |||||||
Credit facility, maximum borrowing capacity | 300,000 | ||||||
Proceeds from lines of credit | 300,000 | ||||||
Standby letters of credit [Member] | |||||||
Line of Credit Facility [Line Items] | |||||||
Credit facility, maximum borrowing capacity | 50,000 | ||||||
Swingline loans [Member] | |||||||
Line of Credit Facility [Line Items] | |||||||
Credit facility, maximum borrowing capacity | 50,000 | ||||||
Multicurrency borrowings [Member] | |||||||
Line of Credit Facility [Line Items] | |||||||
Credit facility, maximum borrowing capacity | $ 100,000 | ||||||
AcademicWorks [Member] | |||||||
Line of Credit Facility [Line Items] | |||||||
Total cash consideration paid for the acquisition | $ 52,100 | ||||||
Loans payable [Member] | |||||||
Line of Credit Facility [Line Items] | |||||||
Debt instrument, term | 2 years | ||||||
Other debt, face amount | $ 2,200 |
Debt (Summary of Debt) (Details
Debt (Summary of Debt) (Details) - USD ($) $ in Thousands | Sep. 30, 2017 | Jun. 02, 2017 | Dec. 31, 2016 |
Line of Credit Facility [Line Items] | |||
Debt, gross | $ 340,176 | $ 343,869 | |
Less: Unamortized discount and debt issuance costs | 2,220 | $ (1,800) | 1,476 |
Less: Debt, current portion | 8,576 | 4,375 | |
Debt, net of current portion | $ 329,380 | $ 338,018 | |
Weighted average effective interest rate | 2.74% | 2.48% | |
Revolving credit loans [Member] | |||
Line of Credit Facility [Line Items] | |||
Debt, gross | $ 39,900 | $ 180,900 | |
Weighted average effective interest rate | 3.38% | 2.36% | |
Term loans [Member] | |||
Line of Credit Facility [Line Items] | |||
Debt, gross | $ 298,125 | $ 162,969 | |
Weighted average effective interest rate | 2.64% | 2.62% | |
Short-term debt [Member] | |||
Line of Credit Facility [Line Items] | |||
Weighted average effective interest rate | 2.74% | 2.50% | |
Long-term debt [Member] | |||
Line of Credit Facility [Line Items] | |||
Weighted average effective interest rate | 2.74% | 2.48% | |
Loans payable [Member] | |||
Line of Credit Facility [Line Items] | |||
Other debt | $ 2,151 | $ 0 | |
Weighted average effective interest rate | 4.50% | 0.00% |
Debt (Annual Maturities Related
Debt (Annual Maturities Related to Credit Facility) (Details) $ in Thousands | Sep. 30, 2017USD ($) |
Debt Disclosure [Abstract] | |
2017 - remaining | $ 2,950 |
2,018 | 8,576 |
2,019 | 7,500 |
2,020 | 7,500 |
2,021 | 7,500 |
Thereafter | 306,150 |
Total required maturities | $ 340,176 |
Derivative Instruments (Details
Derivative Instruments (Details) $ in Thousands, £ in Millions | 9 Months Ended | ||||||
Sep. 30, 2017USD ($) | Sep. 30, 2016USD ($) | Sep. 27, 2017GBP (£) | Jul. 31, 2017USD ($) | Jun. 28, 2017GBP (£) | Oct. 31, 2015USD ($) | Mar. 31, 2014USD ($) | |
Derivative [Line Items] | |||||||
Proceeds from settlement of derivative instruments | $ 1,030 | $ 0 | |||||
Ineffective portion of interest rate swap(s) | $ 0 | $ 0 | |||||
March 2014 Swap [Member] | |||||||
Derivative [Line Items] | |||||||
Derivative, notional amount | $ 125,000 | ||||||
Future notional value of the swap agreement | $ 75,000 | ||||||
October 2015 Swap [Member] | |||||||
Derivative [Line Items] | |||||||
Derivative, notional amount | $ 75,000 | ||||||
July 2017 Swap [Member] | |||||||
Derivative [Line Items] | |||||||
Derivative, notional amount | $ 150,000 | ||||||
June 2017 Foreign Currency Option [Member] | |||||||
Derivative [Line Items] | |||||||
Derivative, notional amount | £ | £ 100 | ||||||
October 2017 Foreign Currency Forward [Member] | |||||||
Derivative [Line Items] | |||||||
Derivative, notional amount | £ | £ 103.5 |
Derivative Instruments (Fair Va
Derivative Instruments (Fair Value of Derivative Instruments) (Details) - USD ($) $ in Thousands | Sep. 30, 2017 | Dec. 31, 2016 |
Derivatives, Fair Value [Line Items] | ||
Derivative assets, fair value | $ 223 | $ 206 |
Derivative liabilities, fair value | 369 | 163 |
Designated as hedging instrument [Member] | Interest rate swap [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Derivative assets, fair value | 223 | 206 |
Derivative liabilities, fair value | 328 | 163 |
Designated as hedging instrument [Member] | Interest rate swap [Member] | Prepaid expenses and other current assets [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Derivative assets, current portion | 223 | 0 |
Designated as hedging instrument [Member] | Interest rate swap [Member] | Accrued expenses and other current liabilities [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Derivative liabilities, current portion | 0 | 0 |
Designated as hedging instrument [Member] | Interest rate swap [Member] | Other assets [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Derivative assets, long-term portion | 0 | 206 |
Designated as hedging instrument [Member] | Interest rate swap [Member] | Other liabilities [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Derivative liabilities, long-term portion | 328 | 163 |
Not designated as hedging instrument [Member] | Foreign currency forward contracts [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Derivative assets, fair value | 0 | 0 |
Derivative liabilities, fair value | 41 | 0 |
Not designated as hedging instrument [Member] | Foreign currency forward contracts [Member] | Prepaid expenses and other current assets [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Derivative assets, current portion | 0 | 0 |
Not designated as hedging instrument [Member] | Foreign currency forward contracts [Member] | Accrued expenses and other current liabilities [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Derivative liabilities, current portion | $ 41 | $ 0 |
Derivative Instruments (Effects
Derivative Instruments (Effects of Derivative Instruments in Cash Flow Hedging Relationships) (Details) - Interest rate swap [Member] - Cash flow hedging [Member] - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Gain (loss) recognized in accumulated other comprehensive loss | $ (105) | $ (654) | ||
Interest expense [Member] | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Gain (loss) reclassified from accumulated other comprehensive loss into income | $ (88) | $ (265) | $ (192) | $ (875) |
Derivative Instruments (Effec50
Derivative Instruments (Effects of Undesignated Derivative Instruments) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended |
Sep. 30, 2017 | Sep. 30, 2017 | |
Derivative [Line Items] | ||
Gain (loss) recognized in income | $ (3) | $ 472 |
Foreign currency option contracts [Member] | ||
Derivative [Line Items] | ||
Gain (loss) recognized in income | 38 | 513 |
Foreign currency forward contracts [Member] | ||
Derivative [Line Items] | ||
Gain (loss) recognized in income | $ (41) | $ (41) |
Commitments and Contingencies (
Commitments and Contingencies (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Operating Leased Assets [Line Items] | ||||
Total rent expense | $ 3.8 | $ 3.1 | $ 11.9 | $ 8.6 |
Current HQ Facility [Member] | South Carolina [Member] | ||||
Operating Leased Assets [Line Items] | ||||
Reduction in rent expense | $ 2.2 | |||
Third-party technology [Member] | ||||
Long-term Purchase Commitment [Line Items] | ||||
Remaining aggregate minimum purchase commitment | $ 51.9 | $ 51.9 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Millions | 9 Months Ended | |
Sep. 30, 2017 | Sep. 30, 2016 | |
Income Tax Disclosure [Abstract] | ||
Discrete tax benefit, stock-based compensation | $ 9 | $ 4.3 |
Income Taxes (Schedule of Effec
Income Taxes (Schedule of Effective Income Tax Rates) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Income Tax Disclosure [Abstract] | ||||
Income tax provision | $ 2,793 | $ 1,950 | $ 2,964 | $ 5,323 |
Effective income tax rate | 18.20% | 17.90% | 7.80% | 18.00% |
Stock-Based Compensation (Summa
Stock-Based Compensation (Summary of Stock-Based Compensation Expense) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Employee Service Stock-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Allocated stock-based compensation expense | $ 10,926 | $ 8,818 | $ 31,055 | $ 25,005 |
Cost of subscriptions [Member] | ||||
Employee Service Stock-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Allocated stock-based compensation expense | 331 | 318 | 963 | 904 |
Cost of maintenance [Member] | ||||
Employee Service Stock-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Allocated stock-based compensation expense | 103 | 137 | 294 | 391 |
Cost of services and other [Member] | ||||
Employee Service Stock-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Allocated stock-based compensation expense | 500 | 461 | 1,418 | 1,308 |
Total included in cost of revenue [Member] | ||||
Employee Service Stock-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Allocated stock-based compensation expense | 934 | 916 | 2,675 | 2,603 |
Sales, marketing and customer success [Member] | ||||
Employee Service Stock-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Allocated stock-based compensation expense | 1,686 | 1,055 | 4,906 | 2,972 |
Research and development [Member] | ||||
Employee Service Stock-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Allocated stock-based compensation expense | 2,093 | 1,674 | 5,877 | 4,874 |
General and administrative [Member] | ||||
Employee Service Stock-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Allocated stock-based compensation expense | 6,213 | 5,173 | 17,597 | 14,556 |
Total included in operating expenses [Member] | ||||
Employee Service Stock-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Allocated stock-based compensation expense | $ 9,992 | $ 7,902 | $ 28,380 | $ 22,402 |
Stockholders' Equity (Details)
Stockholders' Equity (Details) - $ / shares | Jun. 15, 2017 | Mar. 15, 2017 | Sep. 15, 2016 | Feb. 28, 2017 | Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | Dec. 15, 2017 |
Dividends Payable [Line Items] | |||||||||
Annual dividend per share approved (in dollars per share) | $ 0.48 | ||||||||
Quarterly dividends paid per share (in dollars per share) | $ 0.12 | ||||||||
Dividends paid per share (in dollars per share) | $ 0.12 | $ 0.12 | $ 0.12 | $ 0.12 | $ 0.12 | $ 0.36 | $ 0.36 | ||
Subsequent event [Member] | |||||||||
Dividends Payable [Line Items] | |||||||||
Dividends payable per share (in dollars per share) | $ 0.12 |
Stockholders' Equity (Changes i
Stockholders' Equity (Changes in Accumulated Other Comprehensive Loss by Component) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Accumulated Other Comprehensive Income [Roll Forward] | ||||
Accumulated other comprehensive (loss) income, beginning of period | $ (558) | $ (1,640) | $ (457) | $ (825) |
Translation adjustments | (188) | 289 | (467) | 261 |
Accumulated other comprehensive (loss) income, end of period | (1,013) | (942) | (1,013) | (942) |
Gains and losses on cash flow hedges [Member] | ||||
Accumulated Other Comprehensive Income [Roll Forward] | ||||
Accumulated other comprehensive (loss) income, beginning of period | 203 | (806) | 25 | (19) |
Other comprehensive (loss) income before reclassifications | (320) | 248 | (205) | (909) |
Amounts reclassified from accumulated other comprehensive loss to interest expense | 88 | 265 | 192 | 875 |
Tax benefit included in provision for income taxes | (35) | (104) | (76) | (344) |
Total amounts reclassified from accumulated other comprehensive loss | 53 | 161 | 116 | 531 |
Net current-period other comprehensive (loss) income | (267) | 409 | (89) | (378) |
Accumulated other comprehensive (loss) income, end of period | (64) | (397) | (64) | (397) |
Unrealized gains (losses), tax effects | 209 | (161) | 135 | 589 |
Foreign currency translation adjustment [Member] | ||||
Accumulated Other Comprehensive Income [Roll Forward] | ||||
Accumulated other comprehensive (loss) income, beginning of period | (761) | (834) | (482) | (806) |
Translation adjustments | (188) | 289 | (467) | 261 |
Accumulated other comprehensive (loss) income, end of period | $ (949) | $ (545) | $ (949) | $ (545) |
Segment Information (Reportable
Segment Information (Reportable Segment Financial Results) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | ||
Segment Reporting Information [Line Items] | |||||
Total revenue | $ 195,513 | $ 183,063 | $ 571,329 | $ 532,510 | |
Total segment operating income | 17,965 | 13,540 | 45,292 | 37,776 | |
Corporate unallocated costs | [1] | (57,575) | (53,236) | (173,102) | (156,013) |
Stock-based compensation costs | (10,926) | (8,818) | (31,055) | (25,005) | |
Amortization expense | (10,710) | (10,549) | (32,067) | (31,817) | |
Interest expense | (3,092) | (2,641) | (8,685) | (8,037) | |
Other income (expense), net | 468 | (15) | 1,581 | (185) | |
Income before provision for income taxes | 15,341 | 10,884 | 38,188 | 29,554 | |
GMG [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Total revenue | 102,838 | 97,621 | 296,954 | 279,543 | |
Total segment operating income | [2] | 49,971 | 46,540 | 143,658 | 134,408 |
EMG [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Total revenue | 81,836 | 74,351 | 243,713 | 220,887 | |
Total segment operating income | [2] | 44,375 | 38,696 | 130,887 | 113,186 |
IMG [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Total revenue | 10,846 | 11,030 | 30,632 | 31,926 | |
Total segment operating income | [2] | 2,888 | 1,064 | 7,084 | 3,126 |
Other [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Total revenue | [3] | (7) | 61 | 30 | 154 |
Total segment operating income | [2],[3] | (58) | (157) | (113) | (109) |
Operating segments [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Total segment operating income | $ 97,176 | $ 86,143 | $ 281,516 | $ 250,611 | |
[1] | Corporate unallocated costs include research and development, depreciation expense, and certain corporate sales, marketing, general and administrative expenses. | ||||
[2] | Segment operating income, as adjusted, includes direct, controllable costs related to the sale of our solutions and service, and our customer success program. | ||||
[3] | Other includes revenue and the related costs from the sale of solutions and services not directly attributable to a reportable segment. |
Subsequent Events (Details)
Subsequent Events (Details) $ in Thousands, £ in Millions | Oct. 02, 2017GBP (£) | Oct. 02, 2017USD ($) | Jun. 02, 2017USD ($) | Sep. 30, 2017USD ($) | Sep. 30, 2017USD ($) | Dec. 31, 2016USD ($) |
Subsequent Event [Line Items] | ||||||
Debt, gross | $ 340,176 | $ 340,176 | $ 343,869 | |||
Subsequent event [Member] | ||||||
Subsequent Event [Line Items] | ||||||
Revolving credit facility, remaining borrowing capacity | $ 169,800 | |||||
JustGiving [Member] | ||||||
Subsequent Event [Line Items] | ||||||
Acquisition-related costs | 700 | 2,200 | ||||
JustGiving [Member] | Subsequent event [Member] | ||||||
Subsequent Event [Line Items] | ||||||
Total cash consideration paid for the acquisition | £ 95 | 127,400 | ||||
Revolving credit loans [Member] | ||||||
Subsequent Event [Line Items] | ||||||
Proceeds from lines of credit | $ 110,000 | |||||
Debt, gross | $ 39,900 | $ 39,900 | $ 180,900 | |||
Revolving credit loans [Member] | Subsequent event [Member] | ||||||
Subsequent Event [Line Items] | ||||||
Proceeds from lines of credit | 138,700 | |||||
Debt, gross | $ 178,600 |