Cover
Cover - USD ($) | 12 Months Ended | ||
Dec. 31, 2020 | Feb. 16, 2021 | Jun. 30, 2020 | |
Cover [Abstract] | |||
Document Type | 10-K | ||
Document Annual Report | true | ||
Document Period End Date | Dec. 31, 2020 | ||
Current Fiscal Year End Date | --12-31 | ||
Document Transition Report | false | ||
Entity File Number | 001-34846 | ||
Entity Registrant Name | RealPage, Inc | ||
Entity Incorporation, State or Country Code | DE | ||
Entity Tax Identification Number | 75-2788861 | ||
Entity Address, Address Line One | 2201 Lakeside Boulevard | ||
Entity Address, City or Town | Richardson | ||
Entity Address, State or Province | TX | ||
Entity Address, Postal Zip Code | 75082-4305 | ||
City Area Code | 972 | ||
Local Phone Number | 820-3000 | ||
Title of 12(b) Security | Common Stock, $0.001 par value | ||
Trading Symbol | RP | ||
Security Exchange Name | NASDAQ | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | Yes | ||
Entity Filer Category | Large Accelerated Filer | ||
Entity Small Business | false | ||
Entity Emerging Growth Company | false | ||
ICFR Auditor Attestation Flag | true | ||
Entity Shell Company | false | ||
Entity Public Float | $ 5,410,580,269 | ||
Entity Common Stock, Shares Outstanding | 102,091,526 | ||
Documents Incorporated by Reference | Portions of the Registrant’s definitive proxy statement for its 2021 Annual Meeting of Stockholders to be filed within 120 days of the Registrant’s fiscal year ended December 31, 2020 are incorporated by reference into Part III of this Annual Report on Form 10-K where indicated. The discussion of historical items and year-to-year comparisons between 2019 and 2018 in “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in the Registrant’s Annual Report on Form 10-K for the fiscal year ended December 31, 2019, filed with the SEC on March 2, 2020, is incorporated by reference into Part II of this Annual Report on Form 10-K. | ||
Entity Central Index Key | 0001286225 | ||
Document Fiscal Year Focus | 2020 | ||
Document Fiscal Period Focus | FY | ||
Amendment Flag | false |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Current assets: | ||
Cash and cash equivalents | $ 594,734 | $ 197,154 |
Restricted cash | 227,522 | 243,323 |
Accounts receivable, less allowances of $14,272 and $10,271 at December 31, 2020 and 2019, respectively | 145,681 | 143,127 |
Prepaid expenses | 29,576 | 24,539 |
Other current assets | 29,559 | 27,387 |
Total current assets | 1,027,072 | 635,530 |
Property, equipment, and software, net | 181,211 | 163,282 |
Right-of-use assets | 110,637 | 121,941 |
Goodwill | 1,771,035 | 1,611,749 |
Intangible assets, net | 344,879 | 372,996 |
Deferred tax assets, net | 23,471 | 33,812 |
Other assets | 29,710 | 30,507 |
Total assets | 3,488,015 | 2,969,817 |
Current liabilities: | ||
Accounts payable | 44,034 | 40,092 |
Accrued expenses and other current liabilities | 116,530 | 89,038 |
Current portion of deferred revenue | 143,956 | 134,148 |
Current portion of term loans | 30,000 | 18,750 |
Convertible notes, net | 318,281 | 0 |
Customer deposits held in restricted accounts | 227,373 | 243,316 |
Total current liabilities | 880,174 | 525,344 |
Liabilities, Noncurrent [Abstract] | ||
Deferred revenue | 4,227 | 4,793 |
Revolving facility | 0 | 230,000 |
Term loans, net | 545,830 | 575,313 |
Convertible notes, net | 288,283 | 305,188 |
Lease liabilities, net of current portion | 121,127 | 133,313 |
Other long-term liabilities | 33,031 | 22,940 |
Total liabilities | 1,872,672 | 1,796,891 |
Commitments and contingencies | ||
Stockholders’ equity: | ||
Preferred stock, $0.001 par value: 10,000,000 shares authorized and zero shares issued and outstanding at December 31, 2020 and 2019, respectively | 0 | 0 |
Common stock, $0.001 par value: 250,000,000 shares authorized, 102,694,840 and 96,100,296 shares issued and 102,134,949 and 94,744,157 shares outstanding at December 31, 2020 and 2019, respectively | 103 | 96 |
Additional paid-in capital | 1,603,610 | 1,222,356 |
Treasury stock, at cost: 559,891 and 1,356,139 shares at December 31, 2020 and 2019, respectively | (22,070) | (39,483) |
Retained earnings (deficit) | 38,103 | (7,695) |
Accumulated other comprehensive loss | (4,403) | (2,348) |
Total stockholders’ equity | 1,615,343 | 1,172,926 |
Total liabilities and stockholders’ equity | $ 3,488,015 | $ 2,969,817 |
Condensed Balance Sheets (Paren
Condensed Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Statement of Financial Position [Abstract] | ||
Allowance for credit loss | $ 14,272 | $ 10,271 |
Preferred stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized (in shares) | 10,000,000 | 10,000,000 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Preferred stock, shares outstanding (in shares) | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Common stock, shares authorized (in shares) | 250,000,000 | 250,000,000 |
Common stock, shares issued (in shares) | 102,694,840 | 96,100,296 |
Common stock, shares oustanding (in shares) | 102,134,949 | 94,744,157 |
Treasury stock (in shares) | 559,891 | 1,356,139 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) shares in Thousands, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Revenue: | |||
Total revenue | $ 1,158,484 | $ 988,136 | $ 869,480 |
Cost of revenue | 442,965 | 385,712 | 328,382 |
Amortization of product technologies | 58,313 | 40,461 | 35,797 |
Gross profit | 657,206 | 561,963 | 505,301 |
Operating expenses: | |||
Product development | 133,661 | 112,222 | 118,525 |
Sales and marketing | 218,481 | 193,962 | 166,607 |
General and administrative | 157,608 | 123,056 | 118,208 |
Amortization of intangible assets | 44,689 | 40,303 | 35,911 |
Total operating expenses | 554,439 | 469,543 | 439,251 |
Operating income | 102,767 | 92,420 | 66,050 |
Interest expense and other, net | (51,460) | (31,862) | (31,750) |
Income before income taxes | 51,307 | 60,558 | 34,300 |
Income tax expense (benefit) | 4,993 | 2,350 | (425) |
Net income | $ 46,314 | $ 58,208 | $ 34,725 |
Net income per share attributable to common stockholders: | |||
Basic (in dollars per share) | $ 0.48 | $ 0.63 | $ 0.40 |
Diluted (in dollars per share) | $ 0.46 | $ 0.60 | $ 0.38 |
Weighted average common shares outstanding: | |||
Basic (in shares) | 96,841 | 92,017 | 87,290 |
Diluted (in shares) | 101,365 | 96,282 | 91,531 |
On demand | |||
Revenue: | |||
Total revenue | $ 1,125,838 | $ 953,576 | $ 833,709 |
Professional and other | |||
Revenue: | |||
Total revenue | 32,646 | 34,560 | 35,771 |
Service | |||
Revenue: | |||
Total revenue | $ 1,158,484 | $ 988,136 | $ 869,480 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income (Loss) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Statement of Comprehensive Income [Abstract] | |||
Net income | $ 46,314 | $ 58,208 | $ 34,725 |
Other comprehensive loss: | |||
Unrealized (loss) gain on derivative instruments, net of tax | (3,380) | (1,233) | 61 |
Reclassification adjustment for losses (gains) included in earnings on derivative instruments, net of tax | 1,150 | (477) | (613) |
Foreign currency translation adjustment | 175 | (171) | (183) |
Other comprehensive loss, net of tax | (2,055) | (1,881) | (735) |
Comprehensive income | $ 44,259 | $ 56,327 | $ 33,990 |
Consolidated Statements of Stoc
Consolidated Statements of Stockholders' Equity - USD ($) $ in Thousands | Total | Cumulative Effect, Period of Adoption, Adjustment [Member] | Common Stock | Additional Paid-in Capital | Accumulated Other Comprehensive Loss | Accumulated Other Comprehensive LossCumulative Effect, Period of Adoption, Adjustment [Member] | Retained Earnings (Deficit) | Retained Earnings (Deficit)Cumulative Effect, Period of Adoption, Adjustment [Member] | Treasury Stock |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||
Cumulative effect of adoption of ASUs | $ 501,875 | $ 2,221 | $ 87 | $ 637,851 | $ 243 | $ (75,046) | $ 2,221 | $ (61,260) | |
Beginning Balance (in shares) at Dec. 31, 2017 | 87,153,000 | 3,973,000 | |||||||
Beginning balance at Dec. 31, 2017 | 501,875 | 2,221 | $ 87 | 637,851 | 243 | (75,046) | 2,221 | $ (61,260) | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||
Cumulative effect of adoption of ASUs | $ 1,063,024 | 0 | $ 96 | 1,187,683 | 243 | $ 25 | (58,793) | (25) | $ (65,470) |
Accounting Standards Update [Extensible List] | us-gaap:AccountingStandardsUpdate201409Member | ||||||||
Public offering of common stock, net (in shares) | 8,050,000 | ||||||||
Public offering of common stock, net | $ 441,901 | $ 8 | 441,893 | ||||||
Issuance of common stock in connection with our acquisitions (in shares) | 1,361,000 | ||||||||
Issuance of common stock in connection with our acquisitions | $ 75,150 | $ 2 | 75,148 | ||||||
Stock option exercises (in shares) | 658,564 | 27,000 | (632,000) | ||||||
Stock option exercises | $ 13,163 | 2,468 | $ 10,695 | ||||||
Issuance of restricted stock (in shares) | (1,807,000) | ||||||||
Issuance of restricted stock | 0 | (14,598) | $ 14,598 | ||||||
Treasury stock purchased, at cost (in shares) | 1,407,000 | ||||||||
Treasury stock purchased, at cost | (57,112) | 473 | $ (57,585) | ||||||
Retirement of treasury stock (in shares) | (600,000) | (600,000) | |||||||
Retirement of treasury stock | 0 | $ (1) | (7,388) | (20,693) | $ 28,082 | ||||
Stock-based compensation | 51,836 | 51,836 | |||||||
Other comprehensive income - derivative instruments | (552) | (552) | |||||||
Foreign currency translation | (183) | (183) | |||||||
Net income | 34,725 | 34,725 | |||||||
Ending Balance (in shares) at Dec. 31, 2018 | 95,991,000 | 2,341,000 | |||||||
Ending balance at Dec. 31, 2018 | 1,063,024 | 0 | $ 96 | 1,187,683 | (492) | 25 | (58,793) | (25) | $ (65,470) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||
Cumulative effect of adoption of ASUs | 1,063,024 | 0 | 96 | 1,187,683 | (492) | 25 | (58,793) | (25) | (65,470) |
Cumulative effect of adoption of ASUs | $ 1,172,926 | $ 0 | $ 96 | 1,222,356 | (2,348) | $ 25 | (7,695) | $ (25) | $ (39,483) |
Accounting Standards Update [Extensible List] | us-gaap:AccountingStandardsUpdate201712Member | ||||||||
Issuance of common stock in connection with our acquisitions (in shares) | 234,000 | ||||||||
Issuance of common stock in connection with our acquisitions | $ 14,846 | 14,846 | |||||||
Stock option exercises (in shares) | 305,030 | 39,000 | (266,000) | ||||||
Stock option exercises | $ 5,833 | (2,490) | $ 8,323 | ||||||
Issuance of restricted stock (in shares) | 7,000 | (1,371,000) | |||||||
Issuance of restricted stock | $ 499 | (41,904) | $ 42,403 | ||||||
Treasury stock purchased, at cost (in shares) | 823,000 | ||||||||
Treasury stock purchased, at cost | (29,358) | 4,615 | $ (33,973) | ||||||
Retirement of treasury stock (in shares) | (171,000) | (171,000) | |||||||
Retirement of treasury stock | 0 | (2,149) | (7,085) | $ 9,234 | |||||
Stock-based compensation | 61,755 | 61,755 | |||||||
Other comprehensive income - derivative instruments | (1,710) | (1,710) | |||||||
Foreign currency translation | (171) | (171) | |||||||
Net income | 58,208 | 58,208 | |||||||
Ending Balance (in shares) at Dec. 31, 2019 | 96,100,000 | 1,356,000 | |||||||
Ending balance at Dec. 31, 2019 | 1,172,926 | $ 96 | 1,222,356 | (2,348) | (7,695) | $ (39,483) | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||
Cumulative effect of adoption of ASUs | 1,172,926 | 96 | 1,222,356 | (2,348) | (7,695) | (39,483) | |||
Cumulative effect of adoption of ASUs | 1,172,926 | $ 103 | 1,603,610 | (4,403) | 38,103 | $ (22,070) | |||
Public offering of common stock, net (in shares) | 5,847,000 | ||||||||
Public offering of common stock, net | $ 334,126 | $ 6 | 334,120 | ||||||
Stock option exercises (in shares) | 796,750 | 548,000 | (250,000) | ||||||
Stock option exercises | $ 14,575 | $ 1 | 6,176 | $ 8,398 | |||||
Issuance of restricted stock (in shares) | 210,000 | (1,376,000) | |||||||
Issuance of restricted stock | $ 500 | (40,252) | $ 40,752 | ||||||
Treasury stock purchased, at cost (in shares) | 840,000 | ||||||||
Treasury stock purchased, at cost | (19,507) | 12,870 | $ (32,377) | ||||||
Retirement of treasury stock (in shares) | (10,000) | (10,000) | |||||||
Retirement of treasury stock | 0 | (124) | (516) | $ 640 | |||||
Stock-based compensation | 56,008 | 56,008 | |||||||
Purchase of capped call instrument | (39,365) | (39,365) | |||||||
Equity component of convertible senior notes, net of issuance costs and deferred tax | 51,821 | 51,821 | |||||||
Other comprehensive income - derivative instruments | (2,230) | (2,230) | |||||||
Foreign currency translation | 175 | 175 | |||||||
Net income | 46,314 | 46,314 | |||||||
Ending Balance (in shares) at Dec. 31, 2020 | 102,695,000 | 560,000 | |||||||
Ending balance at Dec. 31, 2020 | 1,615,343 | $ 103 | 1,603,610 | (4,403) | 38,103 | $ (22,070) | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||
Cumulative effect of adoption of ASUs | $ 1,615,343 | $ 103 | $ 1,603,610 | $ (4,403) | $ 38,103 | $ (22,070) |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Cash flows from operating activities: | |||
Net income | $ 46,314 | $ 58,208 | $ 34,725 |
Adjustments to reconcile net income to net cash provided by operating activities: | |||
Depreciation and amortization | 138,779 | 114,952 | 100,186 |
Amortization of debt discount and issuance costs | 20,760 | 13,700 | 12,464 |
Amortization of right-of-use assets | 13,572 | 11,433 | |
Deferred taxes | 3,446 | 2,276 | (2,179) |
Stock-based expense | 59,274 | 62,563 | 50,641 |
Loss on disposal and impairment of long-lived assets | 1,040 | 2,536 | 6,733 |
Change in fair value of equity investment | 0 | (2,600) | 0 |
Acquisition-related consideration | (5,889) | 1,006 | 284 |
Changes in assets and liabilities, net of assets acquired and liabilities assumed in business combinations: | |||
Accounts receivable | 3,359 | (14,704) | (717) |
Prepaid expenses and other current assets | (2,590) | (13,786) | (11,894) |
Other assets | 1,983 | (5,107) | (4,543) |
Accounts payable | (1,327) | 9,318 | 1,266 |
Accrued compensation, taxes, and benefits | 16,460 | (1,150) | 3,288 |
Deferred revenue | 1,794 | 7,696 | 3,478 |
Customer deposits | (19,393) | 82,631 | 57,230 |
Other current and long-term liabilities | (1,079) | (11,999) | (6,155) |
Net cash provided by operating activities | 276,503 | 316,973 | 244,807 |
Cash flows from investing activities: | |||
Purchases of property, equipment, and software | (63,585) | (51,500) | (50,933) |
Acquisition of businesses, net of cash and restricted cash acquired | (188,591) | (665,844) | (278,563) |
Purchase of other investments | 0 | (1,750) | (1,800) |
Net cash used in investing activities | (252,176) | (719,094) | (331,296) |
Cash flows from financing activities: | |||
Proceeds from term loans | 0 | 600,000 | 0 |
Payments on term loans | (18,750) | (308,744) | (14,116) |
Proceeds from revolving credit facility | 0 | 230,000 | 140,000 |
Payments on revolving credit facility | (230,000) | 0 | (190,000) |
Proceeds from borrowings on convertible notes | 345,000 | 0 | 0 |
Purchase of convertible senior note hedges | (39,365) | 0 | 0 |
Payments of deferred financing costs | (7,535) | (3,628) | (1,136) |
Payments on finance lease obligations | (3,325) | (3,651) | |
Payments on finance lease obligations | (227) | ||
Payments of acquisition-related consideration | (17,344) | (30,441) | (28,388) |
Proceeds from public offering, net of underwriters’ discount and offering costs | 334,126 | 0 | 441,901 |
Proceeds from exercise of stock options | 14,575 | 5,833 | 13,163 |
Purchase of treasury stock related to stock-based compensation | (18,844) | (20,867) | (29,030) |
Purchase of treasury stock under share repurchase program | 0 | (8,491) | (28,082) |
Other financing activities, net | (1,261) | 0 | 0 |
Net cash provided by financing activities | 357,277 | 460,011 | 304,085 |
Net increase in cash and cash equivalents | 381,604 | 57,890 | 217,596 |
Effect of exchange rate on cash | 175 | (171) | (183) |
Cash, cash equivalents and restricted cash: | |||
Beginning of period | 440,477 | 382,758 | 165,345 |
End of period | 822,256 | 440,477 | 382,758 |
Supplemental cash flow information: | |||
Cash paid for interest | 26,730 | 16,073 | 18,204 |
Cash (refunded) paid for income taxes, net | (1,137) | 2,074 | 3,121 |
Right-of-use assets obtained in exchange for operating lease obligations | 5,127 | 23,613 | |
Non-cash investing and financing activities: | |||
Accrued property, equipment, and software | 4,440 | 2,608 | 1,447 |
Acquisition-related liabilities settled with equity | 0 | 14,846 | 0 |
Fair value of stock consideration in connection with acquisition of ClickPay | 0 | 0 | 53,334 |
Redemption of noncontrolling interest in connection with acquisition of ClickPay | 0 | 0 | 21,816 |
Reconciliation of Cash, Cash Equivalents, and Restricted Cash | |||
Cash and cash equivalents | 594,734 | 197,154 | 228,159 |
Restricted cash | 227,522 | 243,323 | 154,599 |
Total cash, cash equivalents and restricted cash shown in the Consolidated Statements of Cash Flows | $ 440,477 | $ 440,477 | $ 382,758 |
The Company
The Company | 12 Months Ended |
Dec. 31, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
The Company | The Company RealPage, Inc., a Delaware corporation (together with its subsidiaries, the “Company” or “we” or “us”), is a leading global provider of software and data analytics to the real estate industry. Our platform of data analytics and software solutions enables the rental real estate industry to manage property operations (such as marketing, pricing, screening, leasing, payment processing, and accounting), identify opportunities through market intelligence, and obtain data-driven insight for better operational and financial decision-making. Our integrated, on demand platform provides a single point of access and a massive repository of real-time lease transaction data, including prospect, renter, and property data. By leveraging data as well as integrating and streamlining a wide range of complex processes and interactions among the rental real estate ecosystem (owners, managers, prospects, renters, service providers, and investors), our platform helps our clients improve financial and operational performance and prudently place and harvest capital. COVID-19 Pandemic During the year ended December 31, 2020, we responded to the challenges that the evolving COVID-19 virus (“COVID-19”) pandemic created for us and our customers. We transitioned a large percentage of our workforce to a work-from-home environment while continuing to support our customers as they used our software services to sustain their operations while reducing in-person interactions with their customers. Portions of our business, including our electronic payment processing services, experienced accelerated growth as a result of the pandemic. Certain of our other services experienced lower transactional volumes at the onset of COVID-19, before beginning a return to more normalized levels in the second half of the year. Merger Agreement On December 20, 2020, we entered into an Agreement and Plan of Merger (the “Merger Agreement”) with Mirasol Parent, LLC, a Delaware limited liability company (“Parent”), and Mirasol Merger Sub, Inc., a Delaware corporation and wholly owned subsidiary of Parent (“Merger Sub”), pursuant to which Merger Sub will merge with and into RealPage (the “Merger”), with RealPage surviving the Merger as a wholly owned subsidiary of Parent. Parent and Merger Sub are affiliates of funds advised by Thoma Bravo, L.P. (“Thoma Bravo”). Our Board of Directors has unanimously approved the Merger Agreement and, subject to certain exceptions set forth in the Merger Agreement, resolved to recommend that our stockholders adopt the Merger Agreement. As a result of the Merger, each share of our common stock outstanding immediately prior to the effective time of the Merger (the “Effective Time”) (subject to certain exceptions, including for shares of common stock owned by stockholders of RealPage who have not voted in favor of the adoption of the Merger Agreement and have properly exercised appraisal rights in accordance with Section 262 of the General Corporation Law of the State of Delaware) will, at the Effective Time, automatically be converted into the right to receive $88.75 in cash, subject to applicable withholding taxes (the “Merger Consideration”). Pursuant to the Merger Agreement, as of the Effective Time, each option to purchase shares of common stock will vest at closing and be converted into the right to receive an amount in cash equal to the product of Merger Consideration (less the applicable exercise price) and the number of shares of common stock covered by such option (less any applicable withholding taxes). At the Effective Time, each award of restricted common stock granted prior to the date of the Merger Agreement (subject to certain exceptions) will be exchanged for an amount in cash, less any applicable withholding taxes, equal to the product obtained by multiplying (A) the Merger Consideration by (B) the number of shares of common stock covered by such award immediately prior to the Effective Time (which shall be the maximum number of shares covered by the award in the case of any such award subject to performance based vesting conditions). If the Merger is consummated, our common stock will be delisted from the NASDAQ Global Select Market and deregistered under the Securities Exchange Act of 1934 (the “Exchange Act”). Completion of the Merger is subject to certain closing conditions, including (1) the adoption of the Merger Agreement by the holders of a majority of the outstanding shares of common stock, (2) the expiration or early termination of the applicable waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended (the “HSR Act”), and the approval of the Merger under other applicable antitrust approvals, (3) the absence of an order, injunction or law prohibiting the Merger, (4) receipt of governmental consents (or, in certain circumstances, implementation of alternative arrangements) with respect to a change of control of certain money transmitter licenses held by a subsidiary of RealPage, (5) the accuracy of the other party’s representations and warranties, subject to certain materiality standards set forth in the Merger Agreement, (6) compliance in all material respects with the other party’s obligations under the Merger Agreement and (7) no Company Material Adverse Effect (as defined in the Merger Agreement) having occurred since the date of the Merger Agreement. The parties expect the transaction to close in the second quarter of 2021. RealPage and Parent made the filings required under the HSR Act on January 5, 2021, and the applicable waiting period under the HSR Act expired on February 4, 2021. A special meeting of our shareholders to consider and vote on the proposal to adopt the Merger Agreement is scheduled to be held on March 8, 2021. Until February 3, 2021 (the “Go Shop Period”), we had the right to, among other things, (1) solicit alternative acquisition proposals and (2) provide information (including nonpublic information) to third parties in connection therewith pursuant to an acceptable confidentiality agreement. During the Go Shop Period, representatives of BofA Securities, at the direction of our Board of Directors, communicated with additional parties to gauge their interest in making an alternative acquisition proposal. No party made an alternative acquisition proposal during the Go Shop Period. From and after February 4, 2021, we must comply with customary non-solicitation restrictions. Subject to certain customary “fiduciary out” exceptions, our Board is required to recommend that our Company’s stockholders adopt the Merger Agreement. We have made customary representations, warranties and covenants in the Merger Agreement, including, among others, covenants to use commercially reasonable efforts to conduct our business in all material respects in the ordinary course during the period between the date of the Merger Agreement and the completion of the Merger. The parties have agreed to use reasonable best efforts to take all actions necessary to consummate the merger, including cooperating to obtain the regulatory approvals necessary to complete the Merger. Either we or Parent may terminate the Merger Agreement upon certain circumstances, as described in the Merger Agreement. In addition, the Merger Agreement provides for a termination fee of $288 million payable by us to Parent, or a reverse termination fee of $528 million payable by Parent to us, in each case under certain circumstances described in the Merger Agreement. For additional information related to the Merger Agreement, please refer to our filings previously made with the SEC in connection with the transaction including our definitive proxy statement filed on February 5, 2021 (the “Proxy Statement”) and the full text of the Merger Agreement, a copy of which was filed on December 21, 2020 as Exhibit 2.1 to our Current Report on Form 8-K. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2020 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies Basis of Presentation The accompanying consolidated financial statements and footnotes have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”). The consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) and include the accounts of RealPage, Inc. and its wholly-owned subsidiaries. All intercompany accounts and transactions have been eliminated in consolidation. Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make certain estimates and assumptions that affect the amounts reported and disclosed in the financial statements and accompanying notes. Such significant estimates include, but are not limited to, the determination of the allowances against our accounts receivable; useful lives of intangible assets; impairment assessments on long-lived assets (including goodwill and intangible assets); contingent commissions related to the sale of insurance products; fair value of acquired net assets and contingent consideration in connection with business combinations; the nature and timing of the satisfaction of performance obligations and related reserves; fair values of stock-based awards; loss contingencies; fair value of the debt component of convertible notes, and the recognition, measurement and valuation of current and deferred income taxes. Actual results could differ from these estimates. We base our estimates on historical experience and on various other assumptions that we believe to be reasonable, the result of which forms the basis for making judgments about the carrying value of assets and liabilities. Concentration of Credit Risk Financial instruments that potentially subject us to concentrations of credit risk consist principally of cash and cash equivalents and accounts receivable. Our cash accounts are maintained at various high credit, quality financial institutions and may exceed federally insured limits. We have not experienced any losses in such accounts. Substantially all of our accounts receivable are derived from clients in the residential rental housing market. Concentrations of credit risk with respect to accounts receivable and revenue are limited due to a large, diverse customer base. We do not require collateral from clients. We maintain an allowance for doubtful accounts based upon the expected collectability of accounts receivable. No single client accounted for 10% or more of our revenue or accounts receivable for the years ended December 31, 2020, 2019, or 2018. The financial health of our customers, including their ability to generate cash flows sufficient to meet their obligations to us, is dependent on, among other things, the ability of their residents to meet their lease obligations on a consistent and timely basis. A portion of those residents have already been, or may in the future be, affected by the general business closures and limitations resulting from the COVID-19 pandemic. The degree to which our customers will be adversely affected by COVID-19 is still not yet fully known and will be affected by several factors including the severity and duration of what has become a prolonged outbreak in the United States, the effect of the expiration of initial government subsidies, and the scope and duration of new subsidies that recently have been or may be provided to both residents, owners and managers of rental properties and other businesses in general. We maintain an allowance for credit losses based upon the expected collectability of accounts receivable using historical loss rates adjusted for forward-looking assumptions based on management’s judgments. During the year ended December 31, 2020, our estimates include judgments which give consideration to the potential impact of COVID-19. However, our reserves may not be sufficient if the effects of COVID-19 on our customers become more severe or continue for an extended term. We continue to work closely with our customers to help them address the operational challenges they face as a result of COVID-19, and we will adjust our estimates of reserves for credit losses in future periods as appropriate. Segment and Geographic Information Our chief operating decision maker is our Chief Executive Officer, who reviews financial information on a consolidated basis for purposes of allocating resources and evaluating financial performance. Accordingly, we have determined we operate as a single operating segment. Principally, all of our revenue for the years ended December 31, 2020, 2019, and 2018 was earned in the United States. Net property, equipment, and software located in the United States amounted to $171.4 million and $154.5 million at December 31, 2020 and 2019, respectively. Net property, equipment, and software located in our international subsidiaries amounted to $9.8 million and $8.8 million at December 31, 2020 and 2019, respectively. Substantially all of the net property, equipment, and software held in our international subsidiaries was located in the Philippines and India at December 31, 2020 and 2019. Cash and Cash Equivalents and Restricted Cash We consider all highly liquid investments with an initial maturity of three months or less at the date of purchase to be cash equivalents. The fair value of our cash and cash equivalents approximates carrying value. Restricted cash primarily consists of cash collected from tenants that will be remitted to our clients. Accounts Receivable Accounts receivable primarily represent trade receivables from clients recorded at the invoiced amount, net of allowances, which are based on our historical experience, the aging of our trade receivables, and management judgment. Trade receivables are written off against the allowance when management determines a balance is uncollectible. During the years ended December 31, 2020, 2019, and 2018, we incurred bad debt expense of $4.2 million, $2.9 million, and $4.0 million, respectively. Property, Equipment, and Software Property, equipment, and software are recorded at cost less accumulated depreciation and amortization, which are computed using the straight-line method over the following estimated useful lives: Data processing and communications equipment 3 - 5 years Furniture, fixtures, and other equipment 3 - 5 years Software 3 - 5 years Leasehold improvements Shorter of lease term or estimated useful life Software includes both purchased and internally developed software. Gains and losses from asset disposals are included in the line “General and administrative” in the Consolidated Statements of Operations. Internally Developed Software Costs incurred to develop software intended for our internal use are capitalized during the application development stage. Capitalization of such costs ceases once the project is substantially complete and ready for its intended use. We also capitalize costs related to specific upgrades and enhancements when it is probable the expenditure will result in additional functionality. Costs related to preliminary project activities and post-implementation operating activities are expensed as incurred. Internally developed software costs are included in “Property, equipment, and software, net” in the accompanying Consolidated Balance Sheets and are amortized on a straight-line basis over their expected useful lives. Amortization of internally developed software is included in “Amortization of product technologies” in the accompanying Consolidated Statements of Operations. Impairment of Long-Lived Assets Tangible long-lived assets held and used are reviewed for impairment whenever events or changes in circumstances indicate that the carrying value may not be recoverable. Factors we consider important that could trigger an impairment review include, but are not limited to, significant under-performance relative to current and historical or projected future operating results, significant changes in the manner of our use of the asset, or significant changes in our overall business and/or product strategies. If circumstances require that a long-lived asset group be tested for impairment, determination of recoverability is based on an estimate of the undiscounted cash flows expected to be generated by that long-lived asset or asset group. If the carrying amount of the long-lived asset or asset group is not recoverable on an undiscounted cash flow basis, we would recognize an impairment charge equal to the excess of the carrying value over its fair value. Business Combinations We allocate the fair value of the purchase consideration of our acquisitions to the tangible assets acquired, liabilities assumed, and intangible assets acquired generally based on their estimated fair values. The excess of the fair value of purchase consideration over the fair values of these identifiable assets and liabilities is recorded as goodwill. Purchase consideration includes assets transferred, liabilities assumed, and/or equity interests issued by us, all of which are measured at their fair value as of the date of acquisition. Our business combination transactions may be structured to include a combination of up-front, deferred and contingent payments to be made at specified dates subsequent to the date of acquisition. These payments may include a combination of cash and equity and are generally settled within one The valuation of the net assets acquired as well as certain elements of purchase consideration requires management to make significant estimates and assumptions, especially with respect to future expected cash flows, useful lives, and discount rates. Management’s estimates of fair value are based upon assumptions believed to be reasonable, but which are inherently uncertain and, as a result, actual results may differ from estimates. During the measurement period, we may record adjustments to the assets acquired and liabilities assumed with a corresponding offset to goodwill. Subsequent changes to the fair value of contingent consideration are reflected in “General and administrative” in the accompanying Consolidated Statements of Operations. Acquisition costs are expensed as incurred and are included in “General and administrative” in the accompanying Consolidated Statements of Operations. We include the results of operations from acquired businesses in our consolidated financial statements from the effective date of the acquisition. Goodwill and Indefinite-Lived Intangible Assets We test goodwill and indefinite-lived intangible assets for impairment separately on an annual basis in the fourth quarter of each year, or more frequently if circumstances indicate that the assets may not be recoverable. For purposes of goodwill impairment testing, we have one reporting unit. We evaluate impairment of goodwill either by assessing qualitative factors to determine whether it is more likely than not that the fair value of our reporting unit is less than its carrying amount, or by performing a quantitative assessment. Qualitative factors include industry and market considerations, overall financial performance, and other relevant events and circumstances affecting the reporting unit. If we choose to perform a qualitative assessment and after considering the totality of events or circumstances, we determine it is more likely than not that the fair value of our reporting unit is less than its carrying amount, we would perform a quantitative fair value test. Our quantitative impairment assessment utilizes a weighted combination of a discounted cash flow model (known as the income approach) and comparisons to publicly traded companies engaged in similar businesses (known as the market approach). These approaches involve judgmental assumptions, including forecasted future cash flows expected to be generated by the business over an extended period of time, long-term growth rates, the identification of comparable companies, and our discount rate based on our weighted average cost of capital. These assumptions are predominately unobservable inputs and considered Level 3 measurements. We adopted ASU 2017-04, Intangibles - Goodwill and Other , which simplifies the testing for goodwill impairment by eliminating the requirement to determine the fair value of individual assets and liabilities of a reporting unit to measure goodwill impairment, prospectively on January 1, 2020. To calculate any potential impairment when we perform a quantitative test, we compare the fair value of our reporting unit with its carrying amount, including goodwill. Any excess of the carrying amount of the reporting unit’s goodwill over its fair value is recognized as an impairment loss, and the carrying value of goodwill is written down. We quantitatively evaluate indefinite-lived intangible assets for impairment by estimating the fair value of those assets based on estimated future earnings derived from the assets using the income approach. Key assumptions for this assessment include forecasted future cash flows from estimated royalty rates and our discount rate based on our weighted average cost of capital. These assumptions are unobservable Level 3 measurements. Assets with indefinite lives that have been determined to be inseparable due to their interchangeable use are grouped into single units of accounting for purposes of testing for impairment. If the carrying amount of an identified intangible asset with an indefinite life exceeds its fair value, we recognize an impairment loss equal to the excess of carrying value over fair value. Intangible Assets Intangible assets with determinable economic lives are carried at cost, less accumulated amortization. Our intangible assets are largely acquired in business combinations and include developed technologies, client relationships, vendor relationships, non-competition agreements and trade names. Intangible assets are amortized over the shorter of the contractual life or the estimated useful life. Intangible assets are amortized on a straight-line basis, except for client relationships which generally are amortized proportionately to the expected discounted cash flows derived from the asset. Estimated useful lives for intangible assets primarily consist of the following: Developed technologies 3 - 7 years Client relationships 3 - 10 years Vendor relationships 7 years Trade names 1 - 7 years Non-competition agreements 5 - 10 years Amortization of acquired developed technologies is included in “Amortization of product technologies”, and amortization of acquired client relationships, vendor relationships, non-competition agreements and trade names is included in “Amortization of intangible assets” in the accompanying Consolidated Statements of Operations. Other Current and Long-Term Liabilities Accrued expenses and other current liabilities consisted of the following at December 31, 2020 and 2019: December 31, 2020 2019 (in thousands) Accrued compensation, payroll taxes, and benefits $ 48,465 $ 28,444 Sales tax obligations 12,965 4,232 Current portion of liabilities related to acquisitions 17,773 23,431 Lease-related liabilities 17,880 16,127 Accrued legal and professional fees 8,513 3,405 Other current liabilities 10,934 13,399 Total accrued expenses and other current liabilities $ 116,530 $ 89,038 Other long-term liabilities consisted of the following at December 31, 2020 and 2019: December 31, 2020 2019 (in thousands) Liabilities related to acquisitions $ 9,650 $ 14,852 Deferred tax liabilities 3,879 2,353 Long-term accrued compensation and payroll taxes 10,371 1,693 Other long-term liabilities 9,131 4,042 Total other long-term liabilities $ 33,031 $ 22,940 Leases We determine if an arrangement contains a lease at inception. Right-of-use (“ROU”) assets represent our right to use an underlying asset for the lease term and the corresponding lease liabilities represent our obligation to make lease payments arising from the lease. Our ROU assets and lease liabilities are recognized at the lease commencement date based on the present value of lease payments over the lease term. The ROU asset is reduced for tenant incentives and excludes any initial direct costs incurred. For our real estate contracts with lease and non-lease components, we have elected to combine the lease and non-lease components into a single lease component. The implicit rate within our leases are generally not readily determinable, and instead we use our incremental borrowing rate at the lease commencement date to determine the present value of lease payments. The determination of our incremental borrowing rate requires judgment. We determine our incremental borrowing rate for each lease using our current borrowing rate, adjusted for various factors including collateralization and term to align with the terms of the lease. Certain of our leases include options to extend the lease. Our lease values include options to extend the lease when it is reasonably certain we will exercise such options. Operating and finance leases are included in “Right-of-use assets”, “Accrued expenses and other current liabilities”, and “Lease liabilities, net of current portion” in the accompanying Consolidated Balance Sheets. Lease expenses for minimum lease payments for operating leases are recognized on a straight-line basis over the lease term. Amortization expense of the ROU asset for finance leases is recognized on a straight-line basis over the lease term and interest expense for finance leases is recognized based on the incremental borrowing rate. We have elected not to recognize a lease liability or ROU asset for short-term leases, defined as those which have an initial term of twelve months or less. Convertible Notes We account for our Convertible Notes as separate liability and equity components. The initial carrying amounts of the liability components are calculated by measuring the fair value of a similar liability that does not have an associated convertible feature. We estimate fair value using a discounted cash flow model that relies upon subjective assumptions including expected volatility and discount rates determined using observable yields for stand-alone debt instruments with comparable credit ratings and terms. The carrying amounts of the equity components representing the conversion options are determined by deducting the fair value of the liability components from the par value of the Convertible Notes. The difference represents a debt discount that is amortized to interest expense over the terms of the Convertible Notes using the effective interest method. The equity components are not remeasured as long as they continue to meet the conditions for equity classification. Issuance costs related to our Convertible Notes are allocated to the liability and equity components based on their relative values. Costs allocated to the liability components are amortized to interest expense over the terms of the Convertible Notes using the effective interest method. Costs allocated to the equity components, and any impact of deferred taxes arising from the discount to the par value of the Convertible Notes, reduce the carrying amount of the equity component. To the extent we receive conversion requests for our Convertible Notes prior to maturity, the settlement consideration is allocated to the liability component of the respective Convertible Note equal to the fair value of the component immediately prior to the extinguishment, with any residual consideration recorded as a reduction to the equity component. Any difference between the amount allocated to the liability component and its net carrying amount is recorded as a gain or loss on debt extinguishment. Deferred Revenue For several of our solutions, we invoice our clients in annual, quarterly, or monthly installments in advance of the commencement of the service period. Deferred revenue is recognized when billings are due or payments are received in advance of revenue recognition from our subscription and other services. Accordingly, the deferred revenue balance does not represent the total contract value of annual subscription agreements. Revenue Recognition Revenues are derived from on demand software solutions, professional services and other goods and services. We recognize revenue as we satisfy one or more service obligations under the terms of a contract, generally as control of goods and services are transferred to our clients. Revenue is measured as the amount of consideration we expect to receive in exchange for transferring goods or providing services. We include estimated variable consideration in revenue to the extent that it is probable that a significant reversal of cumulative revenue will not occur. We estimate and accrue a reserve for credit accommodations and other adjustments as a reduction to revenue based on several factors, including past history. On Demand Revenue Our on demand revenue consists of license and subscription fees, transaction and payment processing fees related to certain of our software-enabled value-added services, and commissions derived from our selling certain risk mitigation services. We generally recognize revenue from subscription fees on a straight-line basis over the access period beginning on the date that we make our service available to the client. Our subscription agreements generally are non-cancellable, have an initial term of one year or longer and are billed either monthly, quarterly or annually in advance. Non-refundable up-front fees billed at the initial order date that are not associated with an up-front service obligation are recognized as revenue on a straight-line basis over the period in which the client is expected to benefit, which we consider to be three years. We recognize revenue from transaction fees in the month the related services are performed based on the amount we have the right to invoice. We offer risk mitigation services to our clients by acting as an insurance agent and derive commission revenue from the sale of insurance products to our clients’ residents. The commissions are based upon a percentage of the premium that the insurance company charges to the policyholder and are subject to forfeiture in instances where a policyholder cancels prior to the end of the policy. Our contracts with our underwriting partners provide for contingent commissions to be paid to us in accordance with the agreements. Our estimate of contingent commission revenue considers the variable factors identified in the terms of the applicable agreement. We recognize commissions related to these services as earned ratably over the policy term and insurance commission receivable in “Accounts receivable, less allowances”. Professional and Other Revenue Professional services and other revenues generally consist of the fees we receive for providing implementation and consulting services, submeter and other equipment and ongoing maintenance of our existing on premise licenses. Professional services are billed either on a time and materials basis or on a fixed price basis, and revenue is recognized over time as we perform the obligation or at completion. Professional services are typically sold in a combined contract with other on demand solutions but may be sold separately. Professional service contracts sold separately generally have terms of one year or less. Other revenues consist primarily of submeter equipment sales that include related installation services. Such sales are considered bundled, and revenue from these bundled sales is recognized in proportion to the number of installed units completed to date as compared to the total contracted number of units to be provided and installed. For all other equipment sales, we generally recognize revenue when control of the hardware has transferred to our client. Revenue recognized for on premise software sales generally consists of annual maintenance renewals on existing term or perpetual licenses, which is recognized ratably over the service period. Contracts with Multiple Performance Obligations The majority of the contracts we enter into with clients, including multiple contracts entered into at or near the same time with the same client, require us to provide one or more on demand software solutions, professional services and may include equipment. For these contracts, we account for individual performance obligations separately: i) if they are distinct or ii) if the promised obligations represent a series of distinct services that are substantially the same and have the same pattern of transfer to the client. Once we determine the performance obligations, we determine the transaction price, which includes estimating the amount of variable consideration, if any, to be included in the transaction price. For contracts with multiple performance obligations, we allocate the transaction price to the separate performance obligations on a relative standalone selling price basis. The standalone selling prices of our service are estimated using a market assessment approach based on our overall pricing objectives taking into consideration market conditions and other factors including the number of solutions sold, client demographics and the number and types of users within our contracts. Sales, value add, and other taxes we collect from clients and remit to governmental authorities are excluded from revenues. Cost of Revenue Cost of revenue consists primarily of salaries and related personnel expenses of our operations and support personnel, including training and implementation services; expenses related to the operation of our data centers; transaction processing fees; fees paid to third-party providers; allocations of facilities overhead costs; and depreciation. Sales and Marketing Expenses and Deferred Commissions Sales and marketing expenses consist primarily of personnel and related costs, including salaries, benefits, bonuses, commissions, travel, and stock-based compensation. Other costs included are marketing and promotional events, our annual user conference, and other online and product marketing costs. We amortize sales commissions that are directly attributable to a contract over an estimated customer benefit period of three years. Advertising costs are expensed as incurred and totaled $35.9 million, $34.4 million, and $30.0 million for the years ended December 31, 2020, 2019, and 2018, respectively. Stock-Based Expense We recognize compensation expense related to awards of stock options and restricted stock granted to employees, non-employee directors, and other service providers based on the estimated fair value of the awards on the date of grant. We recognize expense for stock options and time-based restricted stock awards on a straight-line basis over the requisite service period of the awards. For market-based awards and performance-based awards, expense is recognized over the requisite service period using the graded-vesting attribution method. Compensation expense is reduced for forfeitures as they occur. The fair value of our time-based restricted stock awards is based on the closing price of our common stock on the date of grant. The fair value of our market-based restricted stock awards is estimated using a discrete model based on multiple stock price-paths developed through the use of Monte Carlo simulation. Changes to the assumptions underlying our valuation model may have a significant impact on the underlying value of the market-based restricted stock awards, which could have a material impact on our Consolidated Financial Statements. The fair value of our performance-based awards is based on obligations denominated in fixed dollar amounts and our expectation of future operating results and the specific performance criteria within each agreement. For awards subject to performance criteria, we reassess the likelihood of the performance criteria being met at each reporting date based on our expectation of future operating results and adjust the total compensation expense to be recognized. Income Taxes Income taxes are recorded based on the liability method, which requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been recognized in our consolidated financial statements or tax returns. Deferred tax assets and liabilities are measured using the tax rates that are expected to apply to taxable income for the years in which those tax assets and liabilities are expected to be realized or settled. We recognize the effect of tax rate changes on current and accumulated deferred income taxes in the period in which the rate changes are enacted. Valuation allowances are provided when it is more likely than not that all or a portion of the deferred tax asset will not be realized. The factors used to assess the need for a valuation allowance include historical earnings, our latest forecast of taxable income, and available tax planning strategies that could be implemented to realize the net deferred tax assets. In projecting future taxable income, we begin with historical results and incorporate assumptions including the amount of future state, federal and foreign pretax operating income, the reversal of temporary differences, and the implementation of feasible and prudent tax planning strategies, if any. These assumptions require significant judgment about the forecasts of future taxable income and are consistent with the plans and estimates we are using to manage the underlying businesses. We may recognize a tax benefit from uncertain tax positions only if it is at least more likely than not that the tax position will be sustained upon examination by the taxing authorities, based on the technical merits of the position. The tax benefits recognized in the financial statements from such a position are measured based on the largest benefit that has a greater than fifty percent likelihood of being realized upon settlement with the taxing authorities. Fair Value Measurements We measure our financial instruments and acquisition-related contingent consideration obligations at fair value at each reporting period using a fair value hierarchy. A financial instrument’s classification within the fair value hierarchy is based upon the lowest level of input that is significant to the fair value measurement. Three levels of inputs may be used to measure fair value: Level 1 - Inputs are quoted prices in active markets for identical assets or liabilities. Level 2 - Inputs are quoted prices for similar assets or liabilities in active markets, quoted prices for identical or similar assets or liabilities in markets that are not active, inputs other than quoted prices that are observable, and market-corroborated inputs which are derived principally from or corroborated by observable market data. Level 3 - Inputs are derived from valuation techniques in which one or more of the significant inputs or value drivers are unobservable. The categorization of an asset or liability is based on the inputs described above and does not necessarily correspond to our perceived risk of that asset or liability. Moreover, the methods used by us may produce a fair value calculation that is not indicative of the net realizable value or reflective of future fair values. Furthermore, although we believe our valuation methods are appropriate and consistent with other market participants, the use of different methodologies or assumptions to determine the fair value of certain financial instruments and non-financial assets and liabilities could result in a different fair value measurement at the reporting date. Certain financial instruments, which may include cash, cash equivalents, restricted cash, accounts receivable, accounts payable and accrued expenses are recorded at their carrying amounts, which approximates their fair values due to their short-term nature. We hold an equity investment which does not have a readily determinable fair value. We measure this investment at cost less impairment, plus or minus changes resulting from observable price changes in orderly transactions for identical or similar investments of the same issuer. Recently Adopted Accounting Standards Accounting Standards Update 2016-13 In June 2016, the Financial Accounting Standards Board (“FASB”) issued ASU 2016-13, Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments . The amendments in this ASU replaced the incurred loss impairment methodology in GAAP with a methodology that reflects expected credit losses and requires consideration of a |
Acquisitions
Acquisitions | 12 Months Ended |
Dec. 31, 2020 | |
Business Combinations [Abstract] | |
Acquisitions | Acquisitions Fiscal Year 2020 WhiteSky On December 31, 2020, we entered into a Purchase Agreement by which we acquired all the outstanding equity interests of WhiteSky Communications, LLC (“WhiteSky”), a provider of managed communications services, enabling multifamily, student and other properties to provide managed bulk Internet, video, voice-over-internet protocol (VOIP) phone, and Wi-Fi services. Aggregate purchase consideration was $64.9 million, including deferred cash obligations of up to $6.5 million, which are subject to working capital adjustments and indemnification claims. The acquisition was financed with cash on hand. The purchase agreement also provided for up to $20.0 million in contingent consideration tied to both continued employment services and performance targets. Such arrangement will be treated as a separate transaction from the business combination and will be expensed as post-combination services are provided. The acquired identified intangible assets consisted of client relationships, technology and trade names that were assigned estimated useful lives of ten ten CommunityConnect business as well as anticipated synergies from sale of such services to our existing customers. Goodwill and the acquired intangible assets are deductible for tax purposes due to the previous LLC tax status of the acquired entity. Acquisition costs associated with this transaction of $0.7 million were expensed as incurred. Chirp On September 21, 2020, we entered into an Agreement and Plan of Merger by which we acquired all the outstanding stock of Chirp Systems, Inc. (“Chirp”), a provider of smart access software and technology solutions to the multifamily housing industry. Aggregate purchase consideration was $16.8 million, including contingent consideration of up to $10.0 million that is tied to operational performance targets through 2022, and deferred cash obligations of up to $1.3 million, which are subject to working capital adjustments and indemnification claims. The acquisition was financed with cash on hand. The parent company of one of the significant selling shareholders of Chirp is a customer of RealPage. In addition, a member of the board of directors of that customer is also a member of our board of directors. Certain executives of Chirp at or near the transaction date were provided up to $5.0 million in retention incentives tied to post acquisition employment service and the achievement of performance targets by December 31, 2023. The incentives, if achieved, will be in the form of incentive grants that may be settled in the future in stock or cash, at our option. As of December 31, 2020, we expect the executives to earn a payout of $1.7 million under these awards, and we will update this estimate on a quarterly basis. As these awards are tied in part to employment services, we will record the estimated amount as stock-based compensation expense over the requisite service period. The acquired identified intangible assets consist of developed technology and client relationships that were each assigned estimated useful lives of seven years. Preliminary goodwill recognized of $12.2 million is primarily comprised of expansion of our product offerings into the smart access market as part of our CommunityConnect business as well as anticipated synergies from sale of such products to our existing customers. Goodwill and the acquired intangible assets are not deductible for tax purposes. Acquisition costs associated with this transaction of $0.2 million were expensed as incurred. Stratis On August 31, 2020, we entered into an Agreement and Plan of Merger by which we acquired all the outstanding stock of Stratis IoT, Inc. (“Stratis”), a provider of software, technology and services that enable smart apartments and intelligent buildings, including a software-as-a-service (“SaaS”) platform specifically built for the complexities of the multifamily and student housing industries. Aggregate purchase consideration was $64.8 million, including deferred cash obligations of up to $6.0 million, which are subject to working capital adjustments and indemnification claims. The acquisition was financed with cash on hand. Certain employees of Stratis at or near the transaction date were provided up to $15.0 million in retention incentives tied to post acquisition employment service and the achievement of performance targets by June 30, 2024. The incentives, if achieved, will be in the form of incentive grants that may be settled in the future in stock or cash, at our option. As of December 31, 2020, we expect the employees to earn a payout of $5.0 million under these awards, and we will update this estimate on a quarterly basis. As these awards are tied in part to employment services, we will record the estimated amount as stock-based compensation expense over the requisite service period. The acquired identified intangible assets consisted of developed technology, client relationships, and trade names that were assigned estimated useful lives of seven ten CommunityConnect business as well as anticipated synergies from sale of such products to our existing customers. Goodwill and the acquired intangible assets are not deductible for tax purposes. Acquisition costs associated with this transaction of $0.6 million were expensed as incurred. Modern Message On January 22, 2020, we entered into an Agreement and Plan of Merger, by which we acquired all the outstanding stock of Modern Message Inc. (“Modern Message”), a provider of resident engagement solutions to the multifamily housing industry. Aggregate purchase consideration was $64.7 million, including deferred cash obligations of up to $2.0 million, which are subject to working capital adjustments and indemnification claims. In addition, the Agreement and Plan of Merger provided for retention incentives for certain executives in the form of restricted stock grants that are tied to post-acquisition employment service. These shares were granted during the first quarter of 2020, and had an aggregate grant date fair value of $10.7 million which will be recognized as stock-based compensation over the requisite service period. The acquisition was financed with cash on hand. The acquired identified intangible assets consisted of developed technology, client relationships, and trade names that were assigned estimated useful lives of five nine Purchase Consideration and Purchase Price Allocations The estimated fair values of assets acquired and liabilities assumed for Stratis, Chirp and WhiteSky are provisional and are based primarily on the information available as of the acquisition date. We believe this information provides a reasonable basis for estimating the fair values of assets acquired and liabilities assumed, but we are awaiting additional information necessary to finalize those values including the fair value of intangible assets acquired. Therefore, the provisional measurements of fair value are subject to change, and such changes could be significant. We expect to finalize the valuations of these assets and liabilities as soon as practicable, but no later than one year from the respective acquisition closing dates. The components of the purchase consideration and the preliminary allocations of purchase price as of December 31, 2020 are as follows: Modern Message Stratis Chirp WhiteSky (in thousands) Fair value of purchase consideration: Cash, net of cash acquired $ 62,748 $ 58,948 $ 11,249 $ 58,894 Deferred obligations, net 1,998 5,802 1,201 6,016 Contingent consideration — — 4,300 — Total fair value of purchase consideration $ 64,746 $ 64,750 $ 16,750 $ 64,910 Fair value of net assets acquired: Restricted cash $ 3,248 $ — $ — $ — Accounts receivable 1,222 2,442 44 2,257 Other current assets 425 1,728 — 8,476 Property, equipment, and software — 900 — 500 Deferred tax asset, net — — — 1,068 Intangible assets: Developed product technologies 8,700 11,100 4,000 500 Client relationships 9,400 5,700 1,400 15,500 Trade names 700 150 — 1,000 Right-of-use assets — — — 1,316 Goodwill 49,138 50,350 12,164 45,107 Other assets — — 8 1,807 Accounts payable and accrued liabilities (886) (2,392) (334) (8,129) Client deposits held in restricted accounts (3,451) — — — Deferred revenue (198) (2,612) — (3,489) Other long-term liabilities — — — (1,003) Deferred tax liability, net (3,552) (2,616) (532) — Total fair value of net assets acquired $ 64,746 $ 64,750 $ 16,750 $ 64,910 Acquisitions Prior to 2020 We completed nine acquisitions during fiscal years 2019 and 2018. A summary of each acquisition can be found in the table below: Date of Acquisition Aggregate Purchase Price Closing Cash Payment, Net of Cash Acquired Net Tangible Assets Acquired (Liabilities Assumed) Identified Intangible Assets Goodwill Recognized (in thousands) ClickPay Services April 2018 $ 220,992 $ 138,983 $ (4,620) $ 52,700 $ 172,912 Blu Trend July 2018 $ 8,500 $ 8,500 $ 343 $ 4,270 $ 3,887 LeaseLabs September 2018 $ 112,892 $ 84,498 $ 1,188 $ 27,200 $ 84,504 Rentlytics October 2018 $ 54,815 $ 47,895 $ 892 $ 12,200 $ 41,723 LeaseTerm Solutions April 2019 $ 26,512 $ 23,417 $ 587 $ 7,300 $ 18,625 Hipercept July 2019 $ 28,353 $ 17,804 $ 149 $ 4,800 $ 23,404 Simple Bills July 2019 $ 18,149 $ 14,875 $ (724) $ 9,300 $ 9,573 IMS December 2019 $ 55,738 $ 50,177 $ 153 $ 16,100 $ 39,485 Buildium December 2019 $ 569,645 $ 566,241 $ (14,536) $ 113,000 $ 471,181 Deferred Obligations and Contingent Consideration Activity The following table presents changes in our deferred cash and stock obligations and contingent consideration for the fiscal years ended December 31, 2020 and 2019: Deferred Cash and Stock Obligations Contingent Consideration Total (in thousands) Balance at January 1, 2019 $ 52,142 $ 6,000 $ 58,142 Additions, net of fair value discount 18,183 6,700 24,883 Cash payments (25,215) (5,963) (31,178) Settlements through common stock issued (14,846) — (14,846) Accretion expense 1,540 58 1,598 Change in fair value — (259) (259) Indemnification claims and other adjustments (57) — (57) Balance at December 31, 2019 31,747 6,536 38,283 Additions, net of fair value discount 15,017 4,300 19,317 Cash payments (18,540) — (18,540) Accretion expense 899 190 1,089 Change in fair value — (6,698) (6,698) Indemnification claims and other adjustments (6,028) — (6,028) Balance at December 31, 2020 $ 23,095 $ 4,328 $ 27,423 In May 2019, in connection with our April 2018 acquisitions of NovelPay, LLC (“NovelPay”) and ClickPay Services, Inc. (collectively with NovelPay, “ClickPay”), we issued an aggregate of 154,281 shares of our common stock to the equity holders of ClickPay. These shares were subject to a holdback in respect of indemnification and post-closing purchase price adjustments pursuant to the acquisition agreements. In May 2020, these shares were settled net of holdback claims, resulting in the retirement of 9,994 previously issued shares of our common stock. In September 2019, we settled a deferred equity obligation with regard to our September 2018 acquisition of LeaseLabs, Inc. through the issuance of 80,012 shares of our common stock. Pro Forma Results of Acquisitions The following table presents unaudited pro forma results of operations for the years ended December 31, 2020 and 2019, as if the aforementioned 2020 and 2019 acquisitions had occurred as of January 1, 2019 and January 1, 2018, respectively. The pro forma information includes the business combination accounting effects resulting from these acquisitions, including interest expense, tax expense or benefit, issuance of our common shares, and additional amortization resulting from the valuation of amortizable intangible assets. We prepared the pro forma financial information for the combined entities for comparative purposes only, and it is not indicative of what actual results would have been if the acquisitions had occurred at the beginning of the periods presented, or of future results. Year Ended December 31, 2020 2019 (unaudited) (in thousands, except per share amounts) Total revenue $ 1,194,199 $ 1,090,140 Net income $ 46,851 $ 10,548 Net income per share: Basic $ 0.48 $ 0.11 Diluted $ 0.46 $ 0.11 |
Revenue Recognition
Revenue Recognition | 12 Months Ended |
Dec. 31, 2020 | |
Revenue from Contract with Customer [Abstract] | |
Revenue Recognition | Revenue Recognition The following table presents our revenues disaggregated by major revenue source. Sales and usage-based taxes are excluded from revenues. Year Ended December 31, 2020 2019 2018 (in thousands) On demand Property management $ 249,781 $ 205,903 $ 186,975 Resident services 520,744 421,075 350,457 Leasing and marketing 190,693 179,622 166,361 Asset optimization 164,620 146,976 129,916 Total on demand revenue 1,125,838 953,576 833,709 Professional and other 32,646 34,560 35,771 Total revenue $ 1,158,484 $ 988,136 $ 869,480 On Demand Revenue We generate the majority of our on demand revenue by licensing SaaS solutions to our clients on a subscription basis. Our SaaS solutions are provided pursuant to contractual commitments that typically include a promise that we will stand ready, on a monthly basis, to deliver access to our technology platform over defined service delivery periods. These solutions represent a series of distinct services that are substantially the same and have the same pattern of transfer to the client. Revenue from our SaaS solutions is generally recognized ratably over the term of the arrangement. Consideration for our on demand subscription services consist of fixed, variable and usage-based fees. We invoice a portion of our fees at the initial order date and then monthly or annually thereafter. Subscription fees are generally fixed based on the number of sites and the level of services selected by the client. We sell certain usage-based services, primarily within our property management, resident services and leasing and marketing solutions, to clients based on a fixed rate per transaction. Revenues are calculated based on the number of transactions processed monthly and will vary from month to month based on actual usage of these transaction-based services over the contract term, which is typically one year in duration. The fees for usage-based services are not associated with every distinct service promised in the series of distinct services we provide our clients. As a result, we allocate variable usage-based fees only to the related transactions and recognize them in the month that usage occurs. As part of our resident services offerings, we offer risk mitigation services to our clients by acting as an insurance agent, and we derive commission revenue from the sale of insurance products to our clients’ residents. The commissions are based upon a percentage of the premium that the insurance company underwriting partners charge to the policyholder and are subject to forfeiture in instances where a policyholder cancels prior to the end of the policy. The overall insurance services we provide represent a single performance obligation that qualifies as a separate series. Our contracts with our underwriting partners also provide for contingent commissions to be paid to us in accordance with the agreements. The contingent commissions are not associated with every distinct service promised in the series of distinct insurance services we provide. We generally accrue and recognize contingent commissions monthly based on estimates of the variable factors identified in the terms of the applicable agreements. Professional Services and Other Revenues Professional services and other revenues generally consist of the fees we receive for providing implementation and consulting services, submeter and other equipment and ongoing maintenance of our existing on premise licenses. Professional services revenues primarily consist of fees for implementation services, consulting services and training. Professional services are billed either on a fixed rate per hour (time) and materials basis or on a fixed price basis, and revenue is recognized over time as we perform the obligation or at completion. Professional services are typically sold in a combined contract with other on demand solutions but may be sold separately. For contracts with multiple performance obligations, we allocate the transaction price to separate services based on their relative standalone selling prices if a service is separately identifiable from other items in the bundled arrangement and if a client can benefit from it on its own or with other resources readily available to the client. Other revenues consist of submeter equipment sales that include related installation services, sales of other equipment and on premise software sales. Submeter hardware and installation services are considered to be part of a single performance obligation due to the significance of the integration and interdependency of the installation services with the meter equipment. Our typical payment terms for submeter installations require a percentage of the overall transaction price to be paid up-front, with the remainder billed as progress payments. We recognize submeter revenue in proportion to the number of fully installed units completed to date as compared to the total contracted number of units to be provided and installed. For all other equipment sales, we generally recognize revenue when control of the hardware has transferred to our client, which occurs at a point in time, typically upon delivery to the client. The majority of on premise revenue consists of maintenance renewals from clients who renew for an additional one-year term. Maintenance renewal revenue is recognized ratably over the service period based upon the standalone selling price of that service obligation. Contract Balances Contract assets generally consist of amounts recognized as revenue before they can be invoiced to clients or amounts invoiced to clients prior to the period in which the service is provided where the right to payment is subject to conditions other than just the passage of time. These contract assets are included in “Accounts receivable” in the accompanying Consolidated Financial Statements and related disclosures. Contract liabilities are comprised of billings or payments received from our clients in advance of performance under the contract. We refer to these contract liabilities as “Deferred revenue” in the accompanying Consolidated Financial Statements and related disclosures. We recognized $131.6 million of on demand revenue during the year ended December 31, 2020, which was included in the line “Deferred revenue” in the accompanying Consolidated Balance Sheets as of the beginning of the period. Contract Acquisition Costs We capitalize certain commissions as incremental costs of obtaining a contract with a client if we expect to recover those costs. The commissions are capitalized and amortized over a period of benefit determined to be three years. Below is a summary of our capitalized commissions costs and their respective locations in the accompanying Consolidated Balance Sheets: December 31, Balance Sheet Location 2020 2019 (in thousands) Capitalized commissions costs - current Other current assets $ 11,595 $ 9,870 Capitalized commissions costs - noncurrent Other assets 10,319 8,463 Total capitalized commissions costs $ 21,914 $ 18,333 Amortization of the capitalized commissions was $12.0 million, $8.7 million, and $5.4 million for the years ended December 31, 2020, 2019, and 2018 respectively. Remaining Performance Obligations Certain clients commit to purchase our solutions for terms ranging from two • professional and usage-based services that are billed and recognized based on services performed in a certain period; • amounts attributable to unexercised contract renewals that represent a material right; or • amounts attributable to unexercised client options to purchase services that do not represent a material right. We expect to recognize revenue on approximately 70.5% of the remaining performance obligations over the next 24 months, with the remainder recognized thereafter. Revenue from remaining performance obligations for long-term professional service contracts as of December 31, 2020 was immaterial. |
Accounts Receivable
Accounts Receivable | 12 Months Ended |
Dec. 31, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Accounts Receivable | Accounts Receivable Accounts receivable consisted of the following at December 31, 2020 and 2019: December 31, 2020 2019 (in thousands) Trade receivables from clients $ 141,031 $ 137,039 Insurance commissions receivable 18,922 16,359 Accounts receivable, gross 159,953 153,398 Less: Allowances (14,272) (10,271) Accounts receivable, net $ 145,681 $ 143,127 Trade receivables include amounts billed to our clients, primarily under our on demand subscription solutions. Trade receivables also includes amounts invoiced to clients prior to the period in which the service is provided and amounts for which we have met the requirements to recognize revenue in advance of invoicing the client. Insurance commissions receivable consists of commissions derived from the sale of insurance products to individuals and contingent commissions related to those policies. Contingent commissions are determined based on a calculation that considers earned agent commissions, a percent of premium retained by our underwriting partner, incurred losses, and profit retained by our underwriting partner during the time period. Contingent commissions receivables are recorded at their estimated net realizable value, based on estimates and considerations which include, but are not limited to, the historical and projected loss rates incurred by the underlying policies. |
Property, Equipment and Softwar
Property, Equipment and Software | 12 Months Ended |
Dec. 31, 2020 | |
Property, Plant and Equipment [Abstract] | |
Property, Equipment and Software | Property, Equipment, and Software Property, equipment, and software consisted of the following at December 31, 2020 and 2019: December 31, 2020 2019 (in thousands) Leasehold improvements $ 71,517 $ 70,558 Data processing and communications equipment 95,502 77,358 Furniture, fixtures, and other equipment 40,673 35,856 Software 198,293 157,832 Property, equipment, and software, gross 405,985 341,604 Less: Accumulated depreciation and amortization (224,774) (178,322) Property, equipment, and software, net $ 181,211 $ 163,282 Depreciation and amortization expense for property, equipment, and purchased software was $31.8 million, $30.2 million, and $28.5 million for the years ended December 31, 2020, 2019, and 2018, respectively. The unamortized amount of capitalized software development costs was $79.0 million and $66.5 million at December 31, 2020 and 2019, respectively. Amortization expense related to capitalized software development costs totaled $17.8 million, $14.8 million, and $11.9 million during the years ended December 31, 2020, 2019, and 2018, respectively. |
Leases Leases
Leases Leases | 12 Months Ended |
Dec. 31, 2020 | |
Leases [Abstract] | |
Leases | Leases We adopted ASU 2016-02 effective January 1, 2019 using the modified retrospective approach. Prior period amounts have not been adjusted and continue to be reported in accordance with our historic accounting under Topic 840 . Our leases are primarily comprised of real estate leases of office facilities and equipment under operating leases that expire on various dates through 2033. In May 2015, we entered into a lease agreement for office space located in Richardson, Texas to serve as our corporate headquarters and data center. The lease is for a term of twelve years, beginning in 2016, and includes optional extension periods. The lease agreement contains provisions for rent escalations over the term of the lease and leasehold improvement incentives, and is currently classified as a finance lease. The components of lease costs for the year ended December 31, 2020 were as follows: Year Ended December 31, 2020 2019 (in thousands) Operating lease cost $ 16,842 $ 13,949 Finance lease cost: Depreciation of finance lease asset $ 3,969 $ 3,969 Interest on lease liabilities 4,074 4,221 Total finance lease cost $ 8,043 $ 8,190 Rent expense for short-term leases for the year ended December 31, 2020 and 2019 was not material. Rent expense for operating leases for the year ended December 31, 2018 was $15.8 million. Supplemental balance sheet information related to leases at December 31, 2020, was as follows: Operating Leases Finance Leases Total Leases (in thousands, except lease term and discount rate) Right-of-use assets $ 59,312 $ 51,325 $ 110,637 Lease liabilities, current (1) $ 14,021 $ 3,859 $ 17,880 Lease liabilities, net of current portion 50,512 70,615 121,127 Total lease liabilities $ 64,533 $ 74,474 $ 139,007 Weighted average remaining term (in years) 5.2 12.6 Weighted average discount rate 4.8 % 5.4 % (1) Included in the line “ Accrued expenses and other current liabilities Supplemental balance sheet information related to leases at December 31, 2019, was as follows: Operating Leases Finance Leases Total Leases (in thousands, except lease term and discount rate) Right-of-use assets $ 67,700 $ 54,241 $ 121,941 Lease liabilities, current (1) $ 12,873 $ 3,254 $ 16,127 Lease liabilities, net of current portion 59,822 73,491 133,313 Total lease liabilities $ 72,695 $ 76,745 $ 149,440 Weighted average remaining term (in years) 6.1 13.7 Weighted average discount rate 4.8 % 5.4 % (1) Included in the line “ Accrued expenses and other current liabilities Supplemental cash flow information related to leases for the twelve months ended December 31, 2020 and 2019, was as follows, in thousands: Year Ended December 31, 2020 2019 Cash payments for lease liabilities within operating activities: Operating leases $ 17,495 $ 14,890 Finance leases $ 4,074 $ 4,221 At December 31, 2020, future maturities of lease liabilities due under these lease agreements were as follows for the years ending December 31, in thousands: Operating Leases Finance Leases Total Leases 2021 $ 14,612 $ 7,183 $ 21,795 2022 14,920 7,867 22,787 2023 13,194 7,972 21,166 2024 11,097 8,077 19,174 2025 9,743 8,016 17,759 Thereafter 9,801 64,289 74,090 Total undiscounted lease payments 73,367 103,404 176,771 Present value adjustment (8,834) (28,930) (37,764) Present value of lease payments $ 64,533 $ 74,474 $ 139,007 |
Leases | Leases We adopted ASU 2016-02 effective January 1, 2019 using the modified retrospective approach. Prior period amounts have not been adjusted and continue to be reported in accordance with our historic accounting under Topic 840 . Our leases are primarily comprised of real estate leases of office facilities and equipment under operating leases that expire on various dates through 2033. In May 2015, we entered into a lease agreement for office space located in Richardson, Texas to serve as our corporate headquarters and data center. The lease is for a term of twelve years, beginning in 2016, and includes optional extension periods. The lease agreement contains provisions for rent escalations over the term of the lease and leasehold improvement incentives, and is currently classified as a finance lease. The components of lease costs for the year ended December 31, 2020 were as follows: Year Ended December 31, 2020 2019 (in thousands) Operating lease cost $ 16,842 $ 13,949 Finance lease cost: Depreciation of finance lease asset $ 3,969 $ 3,969 Interest on lease liabilities 4,074 4,221 Total finance lease cost $ 8,043 $ 8,190 Rent expense for short-term leases for the year ended December 31, 2020 and 2019 was not material. Rent expense for operating leases for the year ended December 31, 2018 was $15.8 million. Supplemental balance sheet information related to leases at December 31, 2020, was as follows: Operating Leases Finance Leases Total Leases (in thousands, except lease term and discount rate) Right-of-use assets $ 59,312 $ 51,325 $ 110,637 Lease liabilities, current (1) $ 14,021 $ 3,859 $ 17,880 Lease liabilities, net of current portion 50,512 70,615 121,127 Total lease liabilities $ 64,533 $ 74,474 $ 139,007 Weighted average remaining term (in years) 5.2 12.6 Weighted average discount rate 4.8 % 5.4 % (1) Included in the line “ Accrued expenses and other current liabilities Supplemental balance sheet information related to leases at December 31, 2019, was as follows: Operating Leases Finance Leases Total Leases (in thousands, except lease term and discount rate) Right-of-use assets $ 67,700 $ 54,241 $ 121,941 Lease liabilities, current (1) $ 12,873 $ 3,254 $ 16,127 Lease liabilities, net of current portion 59,822 73,491 133,313 Total lease liabilities $ 72,695 $ 76,745 $ 149,440 Weighted average remaining term (in years) 6.1 13.7 Weighted average discount rate 4.8 % 5.4 % (1) Included in the line “ Accrued expenses and other current liabilities Supplemental cash flow information related to leases for the twelve months ended December 31, 2020 and 2019, was as follows, in thousands: Year Ended December 31, 2020 2019 Cash payments for lease liabilities within operating activities: Operating leases $ 17,495 $ 14,890 Finance leases $ 4,074 $ 4,221 At December 31, 2020, future maturities of lease liabilities due under these lease agreements were as follows for the years ending December 31, in thousands: Operating Leases Finance Leases Total Leases 2021 $ 14,612 $ 7,183 $ 21,795 2022 14,920 7,867 22,787 2023 13,194 7,972 21,166 2024 11,097 8,077 19,174 2025 9,743 8,016 17,759 Thereafter 9,801 64,289 74,090 Total undiscounted lease payments 73,367 103,404 176,771 Present value adjustment (8,834) (28,930) (37,764) Present value of lease payments $ 64,533 $ 74,474 $ 139,007 |
Goodwill and Identified Intangi
Goodwill and Identified Intangible Assets | 12 Months Ended |
Dec. 31, 2020 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Identified Intangible Assets | Goodwill and Identified Intangible Assets Changes in the carrying amount of goodwill during the years ended December 31, 2020 and 2019, were as follows, in thousands: Balance at January 1, 2019 $ 1,053,119 Goodwill acquired 558,977 Measurement period and other adjustments (347) Balance at December 31, 2019 1,611,749 Goodwill acquired 156,948 Measurement period and other adjustments 2,338 Balance at December 31, 2020 $ 1,771,035 We completed our annual goodwill impairment test during the fourth quarter of the fiscal year ended December 31, 2020. Based on the results of the qualitative analysis, we concluded that there was no impairment of goodwill. No impairment of goodwill was recognized during 2019 or 2018. Intangible assets consisted of the following at December 31, 2020 and 2019: December 31, 2020 December 31, 2019 Carrying Accumulated Net Carrying Accumulated Net (in thousands) Finite-lived intangible assets: Developed technologies $ 302,254 $ (166,863) $ 135,391 $ 277,030 $ (125,537) $ 151,493 Client relationships 372,438 (180,647) 191,791 341,438 (140,044) 201,394 Trade names 27,407 (19,142) 8,265 25,557 (16,928) 8,629 Non-compete agreements 5,273 (3,208) 2,065 5,273 (2,186) 3,087 Total finite-lived intangible assets 707,372 (369,860) 337,512 649,298 (284,695) 364,603 Indefinite-lived intangible assets: Trade names 7,367 — 7,367 8,393 — 8,393 Total intangible assets $ 714,739 $ (369,860) $ 344,879 $ 657,691 $ (284,695) $ 372,996 Amortization expense for finite-lived intangible assets totaled $85.2 million, $66.0 million, and $59.8 million during the years ended December 31, 2020, 2019, and 2018, respectively. The following table sets forth the estimated amortization of intangible assets for the years ending December 31, in thousands: 2021 $ 80,714 2022 $ 68,034 2023 $ 59,645 2024 $ 54,451 2025 $ 21,173 For the year ended December 31, 2020, we recognized an impairment charge of $1.0 million related to certain indefinite-lived trade names associated with a previous acquisition based on the excess of the carrying value of these assets over their estimated fair values. For the year ended December 31, 2019, we recorded an impairment charge of $2.0 million related to certain developed technology and customer relationship intangible assets associated with our international operations based on the excess of the carrying value of these assets over their estimated fair values. Fair values were estimated using a standard valuation methodology (the income approach) incorporating management’s assumptions on revenue growth rates and discount rates. There was no remaining carrying value for these intangible assets subsequent to the impairment charges in 2020 and 2019. The method utilized to estimate the fair value incorporated significant unobservable inputs, and we concluded that the measurement should be classified within Level 3 of the fair value hierarchy. The impairment charges for the period ended December 31, 2020 are included in “Sales and marketing”, and the impairment charges for the period ended 2019 are included in “Cost of revenue” and “Sales and marketing” in the accompanying Consolidated Statements of Operations. |
Debt
Debt | 12 Months Ended |
Dec. 31, 2020 | |
Debt Disclosure [Abstract] | |
Debt | Debt On September 5, 2019, we entered into a $1.2 billion Amended and Restated Credit Agreement (the “Amended Credit Facility”) to amend and restate our previous credit facility, originally dated as of September 30, 2014 (as previously amended, the “2014 Credit Facility”). The Amended Credit Facility was entered into by and among the Company, the lenders from time to time party thereto (the “Lenders”), and Wells Fargo Bank, National Association, as administrative agent (the “Agent”). The Amended Credit Facility extends the maturity date of the 2014 Credit Facility from February 27, 2022 to September 5, 2024 (subject to early maturity provisions in certain circumstances, as described below), reduces our borrowing costs, provides additional borrowing capacity, and increases covenant flexibility. The Amended Credit Facility provides for the following: Revolving Facility: The Amended Credit Facility provides $600.0 million in aggregate commitments for secured revolving loans, with sublimits of $10.0 million for the issuance of letters of credit and $20.0 million for swingline loans (“Revolving Facility”). Initial Term Loan: An initial term loan of $300.0 million was borrowed on the closing date for the Amended Credit Facility (the “Term Loan”). The proceeds of the Term Loan were used to repay the term loan balances outstanding under the 2014 Credit Facility. Delayed Draw Term Loan: In December 2019, we drew funds of $300.0 million available under the delayed draw term loan (“Delayed Draw Term Loan”). Revolving loans under the Amended Credit Facility may be voluntarily prepaid and re-borrowed. Principal payments on the Term Loan and Delayed Draw Term Loan (collectively, the “Term Loans”) are due in quarterly installments equal to an initial amount of $3.8 million, which increased to $7.5 million on December 31, 2020, increases to $11.3 million beginning on December 31, 2022, and increases to $15.0 million beginning on December 31, 2023. Once repaid or prepaid, the Term Loans may not be re-borrowed. All outstanding principal and accrued but unpaid interest is due, and the commitments for the Revolving Facility terminate, on the maturity date. The Term Loans are subject to mandatory repayment requirements in the event of certain asset sales or if certain insurance or condemnation events occur, subject to customary reinvestment provisions. We may prepay the Term Loans in whole or in part at any time without premium or penalty. Accordion Feature: The Amended Credit Facility also allows us, subject to certain conditions, to request additional term loan commitments and/or additional revolving commitments in an aggregate principal amount of up to the greater of $250.0 million or 100% of consolidated EBITDA (as defined within the agreement) for the most recent four fiscal quarters, plus an amount that would not cause our Senior Leverage Ratio (as defined below) to exceed 3.50 to 1.00. All outstanding revolving loans and term loans under the Amended Credit Facility mature on September 5, 2024. If on or prior to August 16, 2022, we have failed to demonstrate to the Agent that we would be in compliance with each financial covenant after giving pro forma effect to the repayment in full of the 2022 Convertible Notes which mature on November 15, 2022, then the Amended Credit Facility will mature on August 16, 2022. In addition, if on any business day during the period beginning on August 16, 2022 until the 2022 Convertible Notes are paid in full, our available liquidity is less than an amount equal to 125% of the outstanding principal amount of the 2022 Convertible Notes, then amounts outstanding under the Amended Credit Facility are due the next business day. At our option, amounts outstanding under the Amended Credit Facility accrue interest at a per annum rate equal to either LIBOR, plus a margin ranging from 1.00% to 2.00%, or the Base Rate, plus a margin ranging from 0.00% to 1.00% (“Applicable Margin”). The base LIBOR is, at our discretion, equal to either one, three, or six month LIBOR. The Base Rate is defined as the greater of Wells Fargo's prime rate, the Federal Funds Rate plus 0.50%, or one month LIBOR plus 1.00%. In each case, the Applicable Margin is determined based upon our Net Leverage Ratio, as defined below. Accrued interest on amounts outstanding under the Amended Credit Facility is due and payable quarterly, in arrears, for loans bearing interest at the Base Rate and at the end of the applicable interest period in the case of loans bearing interest at the adjusted LIBOR. Unused commitments under the Revolving Facility are subject to a commitment fee to be paid in arrears on the last day of each fiscal quarter, ranging from 0.15% to 0.35% per annum determined based on our Net Leverage Ratio, as defined below. Certain of our existing and future material domestic subsidiaries are required to guarantee our obligations under the Amended Credit Facility, and the obligations under the Amended Credit Facility are secured by substantially all of our assets and the assets of the subsidiary guarantors. The Amended Credit Facility contains customary affirmative and negative covenants. The negative covenants limit our and our subsidiaries’ ability to, among other things, incur additional indebtedness, grant liens on our assets, make investments including acquisitions, dispose of assets, or pay dividends or distributions or repurchase our stock, subject in each case to customary exceptions and qualifications. Our covenants also include requirements that we comply with the following financial ratios: Consolidated Net Leverage Ratio : The Consolidated Net Leverage Ratio (“Net Leverage Ratio”), defined as a ratio of consolidated funded indebtedness less qualified cash and cash equivalents, each as defined in the Amended Credit Facility, on the last day of each fiscal quarter to the sum of the four previous consecutive fiscal quarters’ consolidated EBITDA, as defined in the Amended Credit Facility, of no greater than 5.00 to 1.00 (or, at our election following certain material acquisitions, 5.50 to 1.00). Consolidated Interest Coverage Ratio : The Consolidated Interest Coverage Ratio (“Interest Coverage Ratio”), defined as a ratio of the sum of the four previous fiscal quarters’ consolidated EBITDA to our interest expense for the same period, excluding non-cash interest attributable to the Convertible Notes, as defined below, of no less than 3.00 to 1.00. Consolidated Senior Secured Net Leverage Ratio : The Consolidated Senior Secured Net Leverage Ratio (“Senior Leverage Ratio”), defined as a ratio of consolidated senior secured indebtedness less qualified cash and cash equivalents, each as defined in the Amended Credit Facility, on the last day of each fiscal quarter to the sum of the four previous consecutive fiscal quarters’ consolidated EBITDA, of no greater than 3.75 to 1.00 (or, at our election following certain material acquisitions, 4.25 to 1.00). As of December 31, 2020, we were in compliance with the covenants under our Amended Credit Facility. The Amended Credit Facility contains customary events of default, subject to customary cure periods for certain defaults. In the event of a default, the obligations under the Amended Credit Facility could be accelerated, the applicable interest rate could be increased, the loan commitments could be terminated, our subsidiary guarantors could be required to pay the obligations in full and our lenders would be permitted to exercise remedies with respect to all of the collateral that is securing the Amended Credit Facility. Any such default that is not cured or waived could have a material adverse effect on our liquidity and financial condition. As of December 31, 2020 and 2019 we had $600.0 million and $370.0 million, respectively, of available revolving credit under the credit facilities in effect at these dates. There were no outstanding revolving borrowings at December 31, 2020. Principal outstanding for the Revolving Facility was $230.0 million at December 31, 2019. We incur commitment fees on the unused portion of the Revolving Facility. The carrying value of the Revolving Facility approximates its fair value. Unamortized debt issuance costs for the revolving facilities in effect at December 31, 2020 and 2019 were $2.1 million and $2.7 million, respectively, and are included in the line “Other assets” in the Consolidated Balance Sheets. Principal outstanding and unamortized debt issuance costs for the term loans were as follows at December 31, 2020 and 2019: December 31, 2020 December 31, 2019 Term Loans (in thousands) Principal outstanding $ 577,500 $ 596,250 Unamortized issuance costs (719) (942) Unamortized discount (951) (1,245) Carrying value $ 575,830 $ 594,063 The fair value of the term loans on December 31, 2020 and 2019 was $516.3 million and $582.7 million, respectively. The fair value was estimated by discounting future cash flows using prevailing market interest rates on debt with similar creditworthiness, terms, and maturities. We concluded that this fair value measurement should be categorized within Level 2. Future maturities of principal under the Term Loans are as follows for the years ending December 31, in thousands: Term Loans 2021 $ 30,000 2022 33,750 2023 48,750 2024 465,000 $ 577,500 Convertible Notes 2025 Convertible Notes In May 2020, we issued convertible senior notes in an aggregate principal amount of $345.0 million (including the underwriters’ exercise in full of their over-allotment option of $45.0 million) which will mature on May 15, 2025 (the “2025 Convertible Notes”). The 2025 Convertible Notes were issued pursuant to an Indenture, dated May 22, 2020, by and between us and U.S. Bank National Association, as Trustee, as supplemented by the First Supplemental Indenture (as supplemented, the “Indenture”). We received net proceeds from the offering of approximately $337.5 million after adjusting for debt issuance costs, including the underwriting discount. The 2025 Convertible Notes accrue interest at a rate of 1.50% per year until maturity, payable semi-annually in arrears on May 15 and November 15 of each year, beginning on November 15, 2020. On or after February 15, 2025, until the close of business on the second scheduled trading day immediately preceding the maturity date, holders may convert at their option all or any portion of their 2025 Convertible Notes at the then applicable conversation rate. The 2025 Convertible Notes are convertible at an initial rate of 13.04 shares of our common stock per $1,000 principal amount of 2025 Convertible Notes (equivalent to an initial conversion price of approximately $76.70 per share of our common stock). The conversion rate is subject to customary adjustments for certain events as described in the Indenture. Upon conversion, we will pay or deliver, as the case may be, cash, shares of our common stock or a combination of cash and shares of our common stock, at our election. Upon any conversion of the 2025 Convertible Notes, it is our current intent to settle the first $1,000 of conversion value for each $1,000 principal amount of the 2025 Convertible Notes through combination settlement, which involves repayment of the principal portion in cash and any excess of the conversion value over the principal amount in shares of our common stock. Based on our closing stock price of $87.24 on December 31, 2020, the if-converted value exceeded the aggregate principal amount of the 2025 Convertible Notes by $47.4 million. Holders may convert all or any portion of their 2025 Convertible Notes, at their option, prior to the close of business on the business day immediately preceding February 15, 2025 only under the following circumstances: • during any calendar quarter commencing after the calendar quarter ending on September 30, 2020 (and only during such calendar quarter), if the last reported sale price of our common stock for at least 20 trading days (whether or not consecutive) during a period of 30 consecutive trading days ending on, and including, the last trading day of the immediately preceding calendar quarter is greater than or equal to 130% of the conversion price on each applicable trading day; • during the five business day period after any five consecutive trading day period (the “Measurement Period”) in which the trading price per $1,000 principal amount of the 2025 Convertible Notes for each trading day of the Measurement Period was less than 98% of the product of the last reported sales price of our common stock and the conversion rate on each such trading day; • if we call any or all of the 2025 Convertible Notes for redemption at any time prior to the close of business on the second scheduled trading day immediately preceding the redemption date; or • upon the occurrence of specified corporate events, as described in the Indenture. On or after May 20, 2023, we may redeem for cash, at our option, all or part of the 2025 Convertible Notes if the last reported sale price of our common stock for at least 20 trading days (whether or not consecutive) during any 30 consecutive trading day period (including the last trading day of such period) ending on, and including, the trading day immediately preceding the date on which we provide notice of redemption, is greater than or equal to 130% of the conversion price on each applicable trading day. There is no sinking fund provided for the 2025 Convertible Notes. In accounting for the issuance of the 2025 Convertible Notes, we separated the 2025 Convertible Notes into liability and equity components. We allocated $288.0 million of the 2025 Convertible Notes to the liability component, and $57.0 million to the equity component. The portion allocated to equity is presented in stockholders’ equity net of $3.9 million of related deferred taxes and of allocated issuance cost as described below. The excess of the principal amount of the liability component over its carrying amount is amortized to interest expense over the term of the 2025 Convertible Notes using the effective interest method. The equity component will not be remeasured as long as it continues to meet the conditions for equity classification. We incurred issuance costs of $7.5 million related to the 2025 Convertible Notes. Issuance costs were allocated to the liability and equity components based on their relative values. Issuance costs attributable to the liability component are being amortized to interest expense over the term of the 2025 Convertible Notes, and issuance costs attributable to the equity component are included along with the equity component in stockholders' equity. 2022 Convertible Notes In May 2017, we issued convertible senior notes with aggregate principal of $345.0 million (including the underwriters’ exercise in full of their over-allotment option of $45.0 million) which mature on November 15, 2022 (the “2022 Convertible Notes”). The 2022 Convertible Notes were issued under an indenture dated May 23, 2017 (“Indenture”), by and between us and Wells Fargo Bank, N.A., as Trustee. We received net proceeds from the offering of approximately $304.2 million after adjusting for debt issuance costs, including the underwriting discount, the net cash used to purchase the Note Hedges and the proceeds from the issuance of the Warrants which are discussed below. The 2022 Convertible Notes accrue interest at a rate of 1.50%, payable semi-annually on May 15 and November 15 of each year. On or after May 15, 2022, and until the close of business on the second scheduled trading day immediately preceding the maturity date, holders may convert their 2022 Convertible Notes at their option. The 2022 Convertible Notes are convertible at an initial rate of 23.84 shares per $1,000 of principal (equivalent to an initial conversion price of approximately $41.95 per share of our common stock). The conversion rate is subject to customary adjustments for certain events as described in the Indenture. Upon conversion, we will pay or deliver, as the case may be, cash, shares of our common stock or a combination of cash and shares of our common stock, at our election. It is our current intent to settle conversions of the 2022 Convertible Notes through combination settlement, which involves repayment of the principal portion in cash and any excess of the conversion value over the principal amount in shares of our common stock. Based on our closing stock price of $87.24 on December 31, 2020, the if-converted value exceeded the aggregate principal amount of the 2022 Convertible Notes by $372.5 million. We may not redeem the 2022 Convertible Notes prior to their maturity date, and no sinking fund is provided for them. Holders may convert their 2022 Convertible Notes, at their option, prior to May 15, 2022 only under the following circumstances: • during any calendar quarter commencing after the calendar quarter ending on June 30, 2017 (and only during such calendar quarter), if the last reported sale price of our common stock for at least 20 trading days (whether or not consecutive) during a period of 30 consecutive trading days ending on, and including, the last trading day of the immediately preceding calendar quarter is greater than or equal to 130% of the conversion price on each applicable trading day; • during the five business day period after any five consecutive trading day period (the “Measurement Period”) in which the trading price per $1,000 principal amount of the Convertible Notes for each trading day of the Measurement Period was less than 98% of the product of the last reported sales price of our common stock and the conversion rate on each such trading day; or • upon the occurrence of specified corporate events, as defined in the Indenture. In accounting for the issuance of the 2022 Convertible Notes, we separated the 2022 Convertible Notes into liability and equity components. We allocated $282.5 million of the Convertible Notes to the liability component, and $62.5 million to the equity component. The excess of the principal amount of the liability component over its carrying amount is amortized to interest expense over the term of the 2022 Convertible Notes using the effective interest method. The equity component will not be remeasured as long as it continues to meet the conditions for equity classification. We incurred issuance costs of $9.8 million related to the 2022 Convertible Notes. Issuance costs were allocated to the liability and equity components based on their relative values. Issuance costs attributable to the liability component are being amortized to interest expense over the term of the 2022 Convertible Notes, and issuance costs attributable to the equity component are included along with the equity component in stockholders' equity. For both the 2022 and 2025 Convertible Notes (collectively referred to as the “Convertible Notes”), if we undergo a fundamental change (as defined in the respective Indentures), subject to certain conditions, holders may require us to repurchase for cash all or any portion of their Convertible Notes. The fundamental change repurchase price is equal to 100% of the principal amount of the respective Convertible Notes to be repurchased, plus accrued and unpaid interest to, but excluding, the fundamental change repurchase date. If holders elect to convert their Convertible Notes in connection with a make-whole fundamental change, as described in the Indentures, we will, to the extent provided in the Indentures, increase the conversion rate applicable to the Convertible Notes. The Convertible Notes are senior unsecured obligations and rank senior in right of payment to any of our indebtedness that is expressly subordinated in right of payment to the Convertible Notes and equal in right of payment to any of our existing and future unsecured indebtedness that is not subordinated. The Convertible Notes are effectively junior in right of payment to any of our secured indebtedness to the extent of the value of assets securing such indebtedness and structurally junior to all existing and future indebtedness and other liabilities, including trade payables, of our subsidiaries. The Indentures do not limit the amount of debt that we or our subsidiaries may incur. The Convertible Notes are not guaranteed by any of our subsidiaries. The Indentures do not contain any financial or operating covenants or restrictions on the payment of dividends, the incurrence of indebtedness, or the issuance or repurchase of securities by us or any of our subsidiaries. The Indentures contain customary events of default with respect to the Convertible Notes and provide that upon certain events of default occurring and continuing, the Trustee may, and the Trustee at the request of holders of at least 25% in principal amount of the Convertible Notes shall, declare all of principal and accrued and unpaid interest, if any, of the Convertible Notes to be due and payable. In case of certain events of bankruptcy, insolvency or reorganization involving us or a significant subsidiary, all of the principal of and accrued and unpaid interest on the Convertible Notes will automatically become due and payable. The net carrying amounts of the Convertible Notes at December 31, 2020 and 2019, were as follows: December 31, 2020 December 31, 2019 2022 Convertible Notes 2025 Convertible Notes 2022 Convertible Notes (in thousands) Liability component: Principal amount $ 344,995 $ 345,000 $ 344,995 Unamortized discount (23,680) (51,110) (35,287) Unamortized debt issuance costs (3,034) (5,607) (4,520) Convertible notes, net $ 318,281 $ 288,283 $ 305,188 Equity component, net of issuance costs and deferred tax: $ 61,390 $ 51,821 $ 61,390 The estimated fair values of the 2022 and 2025 Convertible Notes at December 31, 2020 were $723.9 million and $443.7 million, respectively. The estimated fair value of the 2022 Convertible Notes at December 31, 2019 was $486.7 million. The estimated fair values are based on quoted market prices as of the last trading day of the year; however, the Convertible Notes have only a limited trading volume and as such this fair value estimate is not necessarily the value at which the Convertible Notes could be retired or transferred. We concluded this measurement should be classified within Level 2. The following table sets forth total interest expense related to the Convertible Notes for the year ended December 31, 2020, 2019, and 2018: Year Ended December 31, 2020 2019 2018 (in thousands) Contractual interest expense $ 8,339 $ 5,175 $ 5,175 Amortization of debt discount 17,497 10,948 10,322 Amortization of debt issuance costs 2,170 1,402 1,322 Total interest expense $ 28,006 $ 17,525 $ 16,819 The effective interest rate of the liability component for each of the years ended December 31, 2020, 2019, and 2018 was 5.87% for the 2022 Convertible Notes. The effective interest rate of the liability component for the year ended December 31, 2020 was 5.74% for the 2025 Convertible Notes. Convertible Note Hedges and Warrants On May 22, 2020, we entered into privately negotiated option contracts to purchase hedge instruments (the “Capped Calls”) initially covering approximately 4.5 million shares of our common stock at a cost of $39.4 million. The Capped Calls are subject to anti-dilution provisions substantially similar to those of the 2025 Convertible Notes, have a strike price of approximately $76.70 per share, are subject to a cap price of $118.00 per share, are exercisable by us upon any conversion under the 2025 Convertible Notes, and expire on May 15, 2025. The Capped Calls are transactions that are separate from the terms of the 2025 Convertible Notes, and holders of the 2025 Convertible Notes have no rights with respect to the Capped Calls. On May 23, 2017, we entered into privately negotiated transactions to purchase hedge instruments (“Note Hedges”), covering approximately 8.2 million shares of our common stock at a cost of $62.5 million. The Note Hedges are subject to anti-dilution provisions substantially similar to those of the Convertible Notes, have a strike price of approximately $41.95 per share, are exercisable by us upon any conversion under the Convertible Notes, and expire on November 15, 2022. The Capped Calls and Note Hedges (collectively referred to as the “Note Hedge Instruments”) are generally expected to reduce the potential dilution to our common stock (or, in the event the conversion is settled in cash, to reduce our cash payment obligation) in the event that at the time of conversion our stock price exceeds the conversion price under our previously issued Convertible Notes. The costs of the Note Hedge Instruments are expected to be tax deductible as original issue discounts over the lives of the respective convertible notes, as the Note Hedge Instruments represent integrated debt instruments for tax purposes. As the Note Hedge Instruments meet certain accounting criteria, they are recorded in stockholders’ equity as a reduction of additional paid-in-capital and are not accounted for as derivatives. The fair values of the Note Hedge Instruments are not remeasured each reporting period. On May 23, 2017, we also sold warrants for the purchase of up to 8.2 million shares of our common stock for aggregate proceeds of $31.5 million (“Warrants”). The Warrants have a strike price of $57.58 per share and are subject to customary anti-dilution provisions. The Warrants will expire in ratable portions on a series of expiration dates commencing on February 15, 2023. The proceeds from the issuance of the Warrants were recorded as an increase to our additional paid-in capital in the accompanying Consolidated Financial Statements. |
Stock-based Expense and Employe
Stock-based Expense and Employee Benefits | 12 Months Ended |
Dec. 31, 2020 | |
Share-based Payment Arrangement [Abstract] | |
Stock-based Expense and Employee Benefits | Stock-based Expense and Employee Benefits On June 3, 2020, our stockholders approved the 2020 Equity Incentive Plan (“2020 Plan”). The 2020 Plan provides for the grant of incentive stock options, non-qualified stock options, restricted stock, restricted stock units, stock appreciation rights, performance units and performance shares. The 2020 Plan replaced our 2010 Equity Incentive Plan (the “2010 Plan”), which previously replaced our Amended and Restated 1998 Stock Incentive Plan. No further awards will be made under the 2010 Plan after the effective date of the 2020 Plan. Additionally, any awards that expire or are forfeited under the 2010 Plan will become available for issuance under the 2020 Plan. We also grant awards to our directors which are generally in the form of restricted stock. The awards granted to directors generally vest ratably over a period of four quarters; however, should a director leave the board, we have the right to repurchase shares as if the awards vested on a pro rata basis. Our board of directors periodically approves increases to the number of shares of common stock reserved for issuance under the 2020 Plan. At December 31, 2020 there were 9.5 million remaining shares of our common stock reserved for awards under the 2020 Plan. The 2020 Plan permits the exercise of stock options and grants of restricted stock to be fulfilled through the issuance of previously authorized but unissued common stock shares, or the reissuance of shares held in treasury. We use both unissued common stock shares and treasury shares when stock options are exercised or restricted stock is granted. The following table represents a consolidated summary of our stock-based plan activity: Year Ended December 31, 2020 2019 2018 (in thousands) Total compensation expense recognized $ 59,274 $ 62,563 $ 50,641 Cash proceeds related to stock-based expense transactions $ 14,575 $ 5,833 $ 13,163 Aggregate grant-date fair value of shares and stock options that vested during the year $ 66,896 $ 49,229 $ 49,711 Total unrecognized compensation expense related to our stock-based expense plans, including our contingent share awards, was $83.3 million at December 31, 2020, and is expected to be recognized over a weighted average period of 2.0 years. Stock Option Awards Stock options granted generally vested ratably over a period of twelve quarters. Expense was recognized over the requisite service period in a manner that reflected the vesting of the related awards. Awards under the plan generally expire ten years from the date of the grant. All outstanding options were granted at exercise prices equal to or exceeding our estimate of the fair market value of our common stock at the date of grant. The following table summarizes stock option transactions under our Stock Incentive Plan and Equity Incentive Plan: Number of Shares Range of Weighted Average Balance as of January 1, 2018 2,200,465 $ 4.28 – $ 29.50 $ 19.26 Exercised (658,564) 4.92 – 29.50 20.00 Forfeited/cancelled (11,329) 15.19 – 25.70 18.85 Expired (2,250) 7.00 – 7.00 7.00 Balance at December 31, 2018 1,528,322 4.28 – 29.50 18.96 Exercised (305,030) 4.28 – 29.50 19.12 Forfeited/cancelled (725) 18.79 – 20.34 19.79 Other 2,585 17.67 – 27.18 22.59 Balance at December 31, 2019 1,225,152 7.50 – 29.50 18.94 Exercised (796,750) 7.50 – 29.50 18.29 Forfeited/cancelled (3,342) 17.75 – 21.54 19.57 Expired (600) 27.18 – 27.18 27.18 Other (4,750) 9.00 – 24.03 15.02 Balance at December 31, 2020 419,710 $ 15.19 – $ 29.50 $ 20.23 The below table provides information regarding outstanding stock options which were fully vested and exercisable at December 31: 2020 2019 Options Fully Vested & Exercisable Options Fully Vested & Exercisable Number of options 419,710 1,225,152 Weighted-average remaining contractual term (in years) 3.3 3.1 Weighted-average exercise price $ 20.23 $ 18.94 Aggregate intrinsic value, in thousands $ 28,124 $ 42,650 The aggregate intrinsic value of options exercised during the years ended December 31, 2020, 2019, and 2018, was $40.9 million, $12.3 million, and $23.0 million, respectively. There were no stock options awarded during the years ended December 31, 2020, 2019, and 2018. Restricted Stock Awards Restricted stock awards entitle the holder to receive shares of our common stock as the award vests. Grants of restricted stock are classified as time-based, market-based, or performance-based depending on the vesting criteria of the award. Time-based restricted stock awards: Time-based awards granted generally vest ratably over a period of twelve quarters with the first vesting on the first day of the second calendar quarter immediately following the grant date. The fair value of time-based restricted stock awards is based on the closing price of our common stock on the date of grant. Compensation expense for time-based restricted stock awards is recognized over the vesting period on a straight-line basis. A summary of time-based restricted stock award activity is presented in the table below. Number of Weighted Non-vested shares at January 1, 2018 1,755,988 $ 30.05 Granted 1,289,866 53.26 Vested (1,017,367) 31.92 Forfeited/cancelled (242,675) 40.70 Non-vested shares at December 31, 2018 1,785,812 44.34 Granted 880,594 60.37 Vested (1,036,973) 42.22 Forfeited/cancelled (261,416) 52.53 Non-vested shares at December 31, 2019 1,368,017 54.70 Granted 1,126,377 61.73 Vested (924,214) 53.75 Forfeited/cancelled (299,261) 57.91 Non-vested shares at December 31, 2020 1,270,919 $ 60.84 Market-based restricted stock awards: Market-based restricted stock awards become eligible for vesting upon the achievement of specific market-based conditions based on the per share price of our common stock. Shares that become eligible to vest, if any, become Eligible Shares. Eligible Shares generally vest ratably over a period of four quarters, with the first vesting on the first day of the quarter immediately after becoming Eligible Shares. Vesting is conditional upon the recipient remaining a service provider to us, as defined in the plan document, through each applicable vesting date. A summary of market-based restricted stock award activity is presented in the table below. Number of Weighted Balance as of January 1, 2018 690,165 $ 22.76 Granted 517,364 35.66 Vested (677,857) 23.02 Balance at December 31, 2018 529,672 35.03 Granted 489,948 38.24 Vested (144,455) 33.37 Forfeited/cancelled (36,703) 35.66 Balance at December 31, 2019 838,462 37.17 Granted 461,948 30.65 Vested (421,576) 35.06 Forfeited/cancelled (226,912) 35.89 Balance at December 31, 2020 651,922 $ 34.36 We estimate the fair value of market-based restricted stock awards using a discrete model to analyze the fair value of the subject shares. The discrete model utilizes multiple stock price-paths, through the use of a Monte Carlo simulation, which are then analyzed to determine the fair value of the subject shares. The weighted average of assumptions used to value awards granted during 2020, 2019, and 2018 were as follows: 2020 2019 2018 Risk-free interest rate 0.7 % 2.5 % 2.5 % Expected volatility 33.0 % 29.6 % 31.2 % Risk-free interest rate. We estimate the risk-free rate from the U.S. Treasury strip note yield curve for the period corresponding to the expiration date of the grant as of the valuation date. Expected volatility. We estimate expected volatility based on our historic and implied volatility rate. Expense related to the market-based restricted stock awards is recognized over the requisite service period using the graded-vesting attribution method. The requisite service period is a measure of the expected time to achieve the specified market condition plus the time-based vesting period. The expected time to achieve the market condition is estimated utilizing a Monte Carlo simulation, considering only those stock price-paths in which the market condition is achieved. The estimated requisite service period for market-based restricted stock shares issued in 2020 ranged from three to twelve quarters. Market-based restricted stock awards granted in 2019 had requisite service periods ranging from two to twelve quarters. Contingent share awards: Certain of our acquisitions include contingent share award agreements for obligations denominated in fixed dollar amounts, subject to the achievement of performance criteria for periods ranging from 2021 through 2024 and continued post-acquisition employment services. As of December 31, 2020, the estimated intrinsic value of these awards was $18.2 million. The number of contingently issuable restricted shares that may be granted in the future will be based on the satisfaction of the underlying performance criteria and our share price on the date of satisfaction. These awards typically vest over four quarters beginning the first quarter subsequent to the satisfaction of the performance criteria, or cliff vest at the end of the performance criteria measurement periods. These awards are accounted for under the liability method. We reassess the likelihood of the performance criteria being met at each reporting date based on our expectations of future operating results and adjust the total compensation expense to be recognized over the expected vesting period. A fair value liability is recognized as compensation expense is recorded and is included within “Accrued expenses and other current liabilities” and “Other long-term liabilities” within our Consolidated Balance Sheets. Upon the issuance of these restricted shares the fair value liability will be reclassified to additional paid-in capital. For the periods ended December 31, 2020 and 2019, the total compensation expense recognized for these liability awards was $4.9 million and $2.2 million, respectively. Total unrecognized compensation expense for these awards was $11.9 million at December 31, 2020, and is expected to be recognized over a weighted average period of 2.3 years. Compensation expense for these contingent share award agreements prior to 2019 was de minimis. Modification of restricted stock awards: Subsequent to the approval by our Board of Directors of the Merger Agreement, we modified the terms of certain market and time-based restricted stock awards for nine executives. These modifications accelerated all or portions of certain unvested restricted stock awards that had previously been granted between 2018 and 2020 (approximately 430,000 shares). In the event any of the executives are terminated by the Company for cause or by the executive without good reason prior to the completion of the acquisition by Thoma Bravo, any portion of these accelerated shares that would not have otherwise vested under the original terms of the awards must be returned or repaid to the Company, net of applicable withholding taxes. These modifications were accounted for as equity award modifications under ASC Topic 718, resulting in incremental stock-based expense of $1.1 million based on the fair value of the modified awards. Because these awards may be required to be returned or repaid, total expense will continue to be recognized based on the original vesting terms of the awards. However, because shares that were withheld for taxes are no longer subject to the repayment requirements outlined above, we accelerated the relative proportion of unrecognized compensation expense, approximately $2.2 million, for the year ended December 31, 2020. Employee Benefit Plans In 1998, our board of directors approved a defined contribution plan that provides retirement benefits under the provisions of Section 401(k) of the Internal Revenue Code. Our 401(k) Plan (“Plan”) covers substantially all U.S. employees who meet a minimum service requirement. Contributions of $6.2 million, $4.5 million, and $4.2 million were made by us under the Plan for the years ended December 31, 2020, 2019, and 2018, respectively. |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2020 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Guarantor Arrangements We have agreements whereby we indemnify our officers and directors for certain events or occurrences while the officer or director is or was serving at our request in such capacity. The term of the indemnification period is for the officer or director’s lifetime. The maximum potential amount of future payments we could be required to make under these indemnification agreements is unlimited; however, we have a director and officer insurance policy that limits our exposure and enables us to recover a portion of any future amounts paid. As a result of our insurance policy coverage, we believe the estimated fair value of these indemnification agreements is minimal. Accordingly, we had no liabilities recorded for these agreements as of December 31, 2020 or 2019. In the ordinary course of our business, we include standard indemnification provisions in our agreements with clients. Pursuant to these provisions, we indemnify our clients for losses suffered or incurred in connection with third-party claims that our products infringed upon any U.S. patent, copyright, trademark, or other intellectual property right. Where applicable, we generally limit such infringement indemnities to those claims directed solely to our products and not in combination with other software or products. With respect to our products, we also generally reserve the right to resolve any such claims by designing a non-infringing alternative, by obtaining a license on reasonable terms, or by terminating our relationship with the client and refunding the client’s fees. The potential amount of future payments to defend lawsuits or settle indemnified claims under these indemnification provisions is unlimited in certain agreements; however, we believe the estimated fair value of these indemnification provisions is minimal, and, accordingly, we had no liabilities recorded for these agreements as of December 31, 2020 or 2019. Litigation From time to time, in the normal course of our business, we are a party to litigation matters and claims, including purported class action lawsuits and other complex litigation matters. Such matters can be expensive and disruptive to our normal business operations. Moreover, the results of such proceedings are difficult to predict, and our view of these matters may change in the future as the litigation and events related thereto unfold. We expense legal fees as incurred. Insurance recoveries associated with legal costs incurred are recorded when they are deemed probable of recovery. At December 31, 2020 and 2019, we had accrued amounts for estimated settlement losses related to certain legal matters. We do not believe there is a reasonable possibility that a material loss exceeding amounts already recognized may have been incurred as of the date of the balance sheets presented herein. We are involved in other litigation matters, including purported class action lawsuits, that are not likely to be material either individually or in the aggregate based on information available at this time. Other Matters During May 2018, we were the subject of a targeted email phishing campaign that led to a business email compromise, pursuant to which an unauthorized party gained access to an external third party system used by a subsidiary that we acquired in 2017. The incident resulted in the diversion of approximately $6.0 million, net of recovered funds, intended for disbursement to three clients. We immediately restored all funds to the client accounts. We maintain insurance coverage to limit our losses related to criminal and network security events. During January 2019, we received approximately $1.0 million from our primary insurance carrier as a partial repayment toward our losses from the business email compromise. We intend to vigorously pursue repayment of the remaining losses under such insurance coverage. Due to the uncertainty regarding timing and full collectability of the loss, we recorded an allowance of $5.0 million for the remaining amount of the loss during 2018. We also incurred an additional $0.4 million in related expenses. These charges are included in the line “General and administrative” in the accompanying Consolidated Statements of Operations. |
Net Income Per Share
Net Income Per Share | 12 Months Ended |
Dec. 31, 2020 | |
Earnings Per Share [Abstract] | |
Net Income Per Share | Net Income per ShareBasic net income per share is computed by dividing net income by the weighted average number of common shares outstanding during the period. Diluted net income per share is computed by using the weighted average number of common shares outstanding, after giving effect to all potential dilutive common shares outstanding during the period. Included within diluted net income per share is the dilutive effect of outstanding stock options and restricted stock using the treasury stock method. Weighted average shares from common share equivalents in the amount of approximately 213,000, 149,000, and 286,000 were excluded from the dilutive shares outstanding because their effect was anti-dilutive for the years ended December 31, 2020, 2019, and 2018, respectively. For purposes of considering the Convertible Notes in determining diluted net income per share, it is our current intent to settle conversions of the Convertible Notes through combination settlement, which involves repayment of the principal portion in cash and any excess of the conversion value over the principal amount (the “conversion premium”) in shares of our common stock. Therefore, only the impact of the conversion premium is included in total dilutive weighted average shares outstanding using the treasury stock method. The dilutive effects of the conversion premium are shown in the table below. The Warrants sold in connection with the issuance of the 2022 Convertible Notes are considered to be dilutive when the average price of our common stock during the period exceeds the Warrants’ strike price of $57.58 per share. The effect of the additional shares that may be issued upon exercise of the Warrants is included in total dilutive weighted average shares outstanding using the treasury stock method and, to the extent dilutive, is shown in the table below. The Note Hedge Instruments purchased in connection with the issuance of the Convertible Notes are considered to be anti-dilutive and therefore do not impact our calculation of diluted net income per share. Refer to Note 9 for further discussion regarding the Convertible Notes. We exclude common shares subject to a holdback pursuant to business combinations from the calculation of basic weighted average shares outstanding where the release of such shares is contingent upon an event not solely subject to the passage of time. During 2020, approximately 150,000 previously contingently returnable shares were issued upon settlement of sellers’ indemnification obligations and included in basic weighted average shares outstanding. As of December 31, 2020, there were no remaining contingently returnable shares outstanding. As of December 31, 2019, there were approximately 163,000 contingently returnable shares related to certain acquisitions which were excluded from the computation of basic net income per share as these shares were subject to sellers’ indemnification obligations and are subject to a holdback. There were no contingently returnable shares as of December 31, 2018. Dilutive common shares outstanding include the weighted average contingently returnable shares discussed above that are subject to a holdback, and any contingently returnable shares prior to their release each period. Certain of our performance-based restricted stock awards are considered contingently issuable shares and are excluded from the diluted weighted average shares outstanding computation because the related performance-based criteria were not achieved as of the end of the reporting period. The following table presents the calculation of basic and diluted net income per share attributable to common stockholders: Year Ended December 31, 2020 2019 2018 (in thousands, except per share amounts) Numerator: Net income $ 46,314 $ 58,208 $ 34,725 Denominator: Basic: Weighted average shares used in computing basic net income per share: 96,841 92,017 87,290 Diluted: Add weighted average effect of dilutive securities: Stock options and restricted stock 1,253 1,368 2,032 Convertible Notes and Warrants 3,205 2,675 1,948 Contingently issuable or returnable shares in connection with our acquisitions 66 222 261 Weighted average shares used in computing diluted net income per share: 101,365 96,282 91,531 Net income per share: Basic $ 0.48 $ 0.63 $ 0.40 Diluted $ 0.46 $ 0.60 $ 0.38 |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2020 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes The domestic and foreign components of income before income taxes were as follows: Year Ended December 31, 2020 2019 2018 (in thousands) Domestic $ 48,308 $ 60,024 $ 32,190 Foreign 2,999 534 2,110 Total $ 51,307 $ 60,558 $ 34,300 Our income tax expense (benefit) consisted of the following components: Year Ended December 31, 2020 2019 2018 (in thousands) Current: Federal $ — $ (1,769) $ 666 State 517 478 295 Foreign 1,033 1,536 738 Total current income tax expense 1,550 245 1,699 Deferred: Federal 3,186 3,284 (1,543) State (386) 366 (255) Foreign 643 (1,545) (326) Total deferred income tax expense (benefit) 3,443 2,105 (2,124) Total income tax expense (benefit) $ 4,993 $ 2,350 $ (425) The reconciliation of our income tax expense computed at the U.S. federal statutory tax rate to the actual income tax expense is as follows: Year Ended December 31, 2020 2019 2018 (in thousands) Expense derived by applying the Federal income tax rate to income before income taxes $ 10,774 $ 12,717 $ 7,203 State income tax, net of federal benefit 110 728 (204) Foreign income tax (217) 63 26 Change in valuation allowance 1,163 (91) 734 Nondeductible officer compensation 6,473 1,329 1,092 Other nondeductible expenses 1,849 1,095 1,095 Stock-based expense (11,919) (2,142) (11,788) Research and development credit (2,427) (10,765) — Base erosion and anti-abuse tax — (1,117) 1,117 Other (813) 533 300 Total income tax expense (benefit) $ 4,993 $ 2,350 $ (425) Our effective tax rate of 9.7% for the year ended December 31, 2020 was higher than our effective tax rate of 3.9% for the year ended December 31, 2019 primarily due to lower benefits recognized in 2020 from federal and state research and development credits and increased expense for covered officers under Internal Revenue Code (“IRC”) Section 162(m), partially offset by higher windfall benefits for stock compensation. Our effective tax rate of 3.9% for the year ended December 31, 2019 was higher than our effective tax rate of (1.2)% for the year ended December 31, 2018 primarily due to lower excess tax benefits realized from stock-based compensation offset in part by benefits from federal and state research and development credits from a study conducted during the quarter ended December 31, 2019 for tax years 2013 through 2018 and the reversal of estimated base erosion and anti-avoidance tax (“BEAT”) accrued during 2018 pursuant to the 2017 U.S. tax reform commonly known as the Tax Cuts and Jobs Act (“TCJA”). During the quarter ended June 30, 2019, we completed a review of certain U.S. tax reform elements primarily related to BEAT and verified the existence of required information to confirm our eligibility for certain exceptions allowed under the BEAT provisions. As a result, we determined that we no longer had liability related to the BEAT as clarified in additional guidance from proposed regulations issued on December 13, 2018 and finalized on December 6, 2019. Under the TCJA, we are also subject to current tax on Global Intangible Low-Taxed Income (“GILTI”) earned by foreign subsidiaries. The FASB Staff Q&A Topic No. 5, Accounting for Global Intangible Low-Taxed Income, states that an entity can make an accounting policy election either to recognize deferred taxes for temporary differences that are expected to reverse as GILTI in future years or provide for the tax expense related to GILTI resulting from those items in the year the tax is incurred. It is our policy to recognize GILTI as a period expense in the period the tax is incurred. The components of deferred tax assets and liabilities are as follows: December 31, 2020 2019 (in thousands) Deferred tax assets: Reserves, deferred revenue and accrued liabilities $ 16,145 $ 8,015 Stock-based expense 6,902 8,635 Lease liabilities 28,760 31,686 Net operating loss carryforwards and tax credits 73,594 69,043 Deferred tax assets before valuation allowance 125,401 117,379 Valuation allowance (2,467) (1,233) Total deferred tax assets, net of valuation allowance 122,934 116,146 Deferred tax liabilities: Property, equipment, and software (20,081) (16,270) Right-of-use assets (22,522) (25,412) Intangible assets (45,883) (30,914) Other (14,856) (12,091) Total deferred tax liabilities (103,342) (84,687) Net deferred tax assets (1) $ 19,592 $ 31,459 (1) Includes net deferred tax assets and liabilities from the acquisitions of Modern Message, Stratis, Chirp, and WhiteSky discussed in Note 3. We recognize valuation allowances on deferred tax assets if it is more likely than not that some or all of the deferred tax assets will not be realized. We had valuation allowances against certain deferred tax assets of $2.5 million and $1.2 million as of December 31, 2020 and 2019, respectively. In 2020, we recognized an additional valuation allowance of $1.2 million against net operating losses in a UK subsidiary which we do not expect to realize against future taxable income. As of December 31, 2020, our federal, state, and international net operating loss (“NOL”) carryforwards are $246.9 million, $88.6 million, and $8.7 million, respectively. These carryforwards, combined with federal, state and international tax credits of $15.0 million, comprise a major component of our deferred tax assets. If not used, the underlying federal NOLs will begin to expire in 2026. The state NOLs will begin to expire in 2021, with approximately $1.5 million expiring in the next five years. If not used, $0.1 million of our tax credits will expire in 2026, and the remaining credits will begin to expire in 2034. Approximately $0.7 million of our tax credits will be fully realizable by 2021. Our NOL carryforward balance partially consists of $66.7 million subject to Section 382 limitations, as these balances were generated by subsidiaries prior to our acquiring them as part of current and previous stock acquisitions. If unused, these NOLs begin to expire in 2026. We consider our investments in our foreign subsidiaries to be indefinitely reinvested. As of December 31, 2020, we have no basis differences that would result in material unrecognized deferred tax liabilities. Our subsidiary in Hyderabad, India benefits from a tax holiday under the Special Economic Zone program. This benefit was initially granted on July 8, 2013 and applies to a portion of our operations in this location. The benefit was reduced from a 100% tax holiday to a 50% tax holiday in April 2018 and is set to expire in April 2023. During 2020, the Company expanded operations and was granted a new tax holiday. The benefit related to the new holiday provides a 100% tax holiday through 2025 and a 50% tax holiday through 2030. We realized tax savings from these holidays of $0.3 million, $0.4 million, and $0.1 million for the years ended December 31, 2020, 2019, and 2018, respectively. Our subsidiary in Manila, Philippines benefits from income tax holidays pursuant to registration with the Philippine Economic Zone Authority (“PEZA”). Tax savings realized under the Philippine tax holidays were $0.3 million, $0.1 million, and $0.3 million for the years ended December 31, 2020, 2019, and 2018, respectively. The income tax holidays are set to expire in June 2021 and May 2022. Uncertain Tax Positions At December 31, 2020 and 2019, we had no unrecognized tax benefits. Our policy is to include interest and penalties related to unrecognized income tax benefits in income tax expense, and as of December 31, 2020 and 2019, there were no accrued interest and penalties. We file consolidated and separate tax returns in the U.S. and seven foreign jurisdictions. We are no longer subject to U.S. federal income tax examinations for years before 2017 and are no longer subject to state and local income tax examinations by tax authorities for years before 2016; however, net operating losses from all years continue to be subject to examinations and adjustments for at least three years following the year in which the attributes are used. |
Fair Value Measurements
Fair Value Measurements | 12 Months Ended |
Dec. 31, 2020 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Fair Value Measurements Assets and liabilities measured at fair value on a recurring basis: Interest rate swap agreements: The fair value of our interest rate derivatives is determined using widely accepted valuation techniques including discounted cash flow analysis on the expected cash flows of the derivatives. This analysis reflects the contractual terms of the derivatives, including the period to maturity, and uses observable market-based inputs, including interest rate curves. We incorporate credit valuation adjustments to appropriately reflect both our own nonperformance risk and the respective counterparty’s nonperformance risk in the fair value measurements. Although the credit valuation adjustments associated with our derivatives utilize Level 3 inputs, such as estimates of current credit spreads, we have determined that the majority of the inputs used to value our derivatives fall within Level 2 of the fair value hierarchy. We have assessed the significance of the impact of the credit valuation adjustments on the overall valuation of our derivative positions and determined that the credit valuation adjustments are not significant to the overall valuation of our interest rate swaps. As a result, we determined that our interest rate swap valuation in its entirety is classified in Level 2 of the fair value hierarchy. Foreign currency forward contracts: We enter into foreign exchange currency contracts to hedge fluctuations associated with foreign currency denominated monetary assets and liabilities, and the future payment of operating expenses by certain of our non-U.S. subsidiaries. The fair values of our foreign exchange currency contracts are based on quoted foreign exchange forward rates at the reporting date and are classified within Level 2 of the fair value hierarchy. Contingent consideration obligations: The fair value of our contingent consideration obligations includes inputs not observable in the market and thus represent Level 3 measurements. The amount to be paid under these obligations is contingent upon the achievement of stipulated operational or financial targets by the business subsequent to acquisition. The fair values of our contingent consideration obligations are estimated using probability weighted discount models which consider the achievement of the conditions upon which the contingent obligations are dependent. The probability of achieving the specified conditions is generally assessed by applying Monte Carlo weighted-average models. Inputs into the valuation model include a discount rate specific to the acquired entity, a measure of the estimate volatility, and a risk of target metric rate, which for the period ended December 31, 2020 were 2.6%, 32.8%, and 11.8%, respectively. These estimates are generally sensitive to changes in these projections. We develop the projected future operating results based on an analysis of historical results, market conditions, and the expected impact of anticipated changes in our overall business and/or product strategies. The following tables disclose the assets and liabilities measured at fair value on a recurring basis as of December 31, 2020 and 2019, by the fair value hierarchy levels as described above: Fair Value at December 31, 2020 Total Level 1 Level 2 Level 3 (in thousands) Assets: Foreign currency forward contracts (1) $ 581 $ — $ 581 $ — Total assets measured at fair value $ 581 $ — $ 581 $ — Liabilities: Interest rate swap agreements $ 6,008 $ — $ 6,008 $ — Foreign currency forward contracts 1 — 1 — Contingent consideration liabilities 4,328 — — 4,328 Total liabilities measured at fair value $ 10,337 $ — $ 6,009 $ 4,328 (1) The fair value of foreign currency forward contracts include those designated as cash flow hedge instruments and those designated as balance sheet hedge instruments. Fair Value at December 31, 2019 Total Level 1 Level 2 Level 3 (in thousands) Assets: Foreign currency forward contracts (2) $ 237 $ — $ 237 $ — Total assets measured at fair value $ 237 $ — $ 237 $ — Liabilities: Interest rate swap agreements $ 2,193 $ — $ 2,193 $ — Foreign currency forward contracts 14 — 14 — Contingent consideration liabilities 6,536 — — 6,536 Total liabilities measured at fair value $ 8,743 $ — $ 2,207 $ 6,536 (2) The fair value of foreign currency forward contracts include those designated as cash flow hedge instruments and those designated as balance sheet hedge instruments. The maximum remaining potential payments related to our contingent consideration liabilities are $35.3 million as of December 31, 2020. Changes in the fair value of Level 3 measurements for the reporting periods were as follows during the years ended December 31, 2020 and 2019: December 31, 2020 2019 (in thousands) Balance at beginning of period $ 6,536 $ 6,000 Initial contingent consideration fair value 4,300 6,700 Settlements through cash payments — (5,963) Net change in fair value (6,508) (201) Balance at end of period $ 4,328 $ 6,536 Gains and losses resulting from changes in the fair value of the above liabilities are included in “General and administrative” expense in the accompanying Consolidated Statements of Operations. Assets and liabilities measured at fair value on a non-recurring basis: In August 2016, we acquired a $3.0 million noncontrolling interest in an unrelated company that specializes in the aggregation of commercial lease data. We have elected the measurement alternative for our equity investment, whereby we measure the investment at cost, less any impairment, plus or minus changes resulting from observable price changes in orderly transactions for an identical or similar investment of the same issuer. During the year ended December 31, 2019, we recorded a gain of $2.6 million based on an observable price change, which is reflected in the line “Interest expense and other, net” in the accompanying Consolidated Statements of Operations. The factors considered in the remeasurement included the price at which the investee issued equity instruments similar to those of our investment and the rights and preferences of those equity instruments compared to ours. We concluded that this fair value measurement should be categorized within Level 2. We invested an additional $1.8 million in our investment during the year ended December 31, 2019. The carrying value of this investment at December 31, 2020 and 2019 was $7.4 million, and is included in “Other assets” in the accompanying Consolidated Balance Sheets. Refer to Note 8 for further information about assets measured at fair value on a non-recurring basis at December 31, 2020 and 2019. There were no liabilities measured at fair value on a non-recurring basis at December 31, 2020 and 2019. |
Stockholders' Equity
Stockholders' Equity | 12 Months Ended |
Dec. 31, 2020 | |
Equity [Abstract] | |
Stockholders' Equity | Stockholders’ Equity Accumulated Other Comprehensive Income (Loss) Changes in accumulated other comprehensive income (loss) by component for the years ended December 31, 2020, 2019 and 2018 were as follows: Unrealized Gain (Loss) on Derivative Instruments, Net of Tax Foreign Currency Translation Adjustments Total (in thousands) Balance as of January 1, 2018 $ 776 $ (533) $ 243 Other comprehensive income (loss) before reclassifications 61 (183) (122) Amounts reclassified to income (613) — (613) Net other comprehensive income (loss) (552) (183) (735) Balance as of December 31, 2018 224 (716) (492) Cumulative effect of adopting ASU 2017-12 25 — 25 Other comprehensive income (loss) before reclassifications (1,233) (171) (1,404) Amounts reclassified to income (477) — (477) Net other comprehensive income (loss) (1,710) (171) (1,881) Balance as of December 31, 2019 (1,461) (887) (2,348) Other comprehensive income (loss) before reclassifications (3,380) 175 (3,205) Amounts reclassified to income 1,150 — 1,150 Net other comprehensive income (loss) (2,230) 175 (2,055) Balance as of December 31, 2020 $ (3,691) $ (712) $ (4,403) Stock Repurchase Program In October 2018, our board of directors approved a share repurchase program authorizing the repurchase of up to $100.0 million of our outstanding common stock. The share repurchase program expired on October 25, 2019. In November 2019, our board of directors approved a new share repurchase program authorizing the repurchase of up to $100.0 million of our outstanding common stock. In October 2020, our board of directors approved a one year extension of this program authorizing the repurchase of up to $100.0 million of our outstanding common stock through November 7, 2021. Shares repurchased under the stock repurchase program are retired. Repurchase activity during the years ended December 31, 2020, 2019 and 2018 was as follows: Year Ended December 31, 2020 2019 2018 Number of shares repurchased — 158,971 599,664 Weighted-average cost per share $ — $ 53.41 $ 46.83 Total cost of shares repurchased, in thousands $ — $ 8,491 $ 28,082 Shelf Registration and Public Offering In May 2018, we filed a shelf registration statement on Form S-3 (File No. 333-225074) with the SEC, which became effective upon filing. The shelf registration allows us to sell, from time to time, an unspecified number of shares of common stock; shares of preferred stock; debt securities; warrants to purchase shares of common stock, preferred stock, or other securities; purchase contracts; and units representing two or more of the foregoing securities. |
Derivative Financial Instrument
Derivative Financial Instruments | 12 Months Ended |
Dec. 31, 2020 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivative Financial Instruments | Derivative Financial Instruments Cash Flow Hedges Interest Rate Swap Agreements We are exposed to interest rate risk on our variable rate debt. We have entered into interest rate swap agreements to effectively convert portions of our variable rate debt to a fixed-rate basis. The principal objective of these contracts is to eliminate or reduce the variability of the cash flows in interest payments associated with our variable rate debt, thus reducing the impact of interest rate changes on future interest payment cash flows. These derivative instruments are designated as cash flow hedges, as defined in ASC 815, and are assessed for effectiveness against the underlying exposure every reporting period. On December 24, 2018, we entered into two interest rate swap agreements (collectively the “2018 Swap Agreements”). The 2018 Swap Agreements covered an aggregate notional amount of $100.0 million from December 2018 to February 2022 by replacing the obligation’s variable rate with a blended fixed rate of 2.57%. We designated the 2018 Swap Agreements as cash flow hedges of interest rate risk. On February 10, 2020, we entered into an interest rate swap agreement (the “2020 Swap Agreement”) that covers an aggregate notional amount of $100.0 million from February 2020 to September 2024 by replacing the obligation’s variable rate with a fixed rate of 1.89%. In connection with this transaction, we terminated the 2018 Swap Agreements on a prospective basis and designated the 2020 Swap Agreement under a new cash flow hedge relationship. The fair value of the 2018 Swap Agreements immediately prior to termination was a liability of $2.5 million. The 2020 Swap Agreement contains a blend of the current interest rate environment and the unfavorable portion of the terminated 2018 Swap Agreements, which resulted in a significant financing element at inception of the new cash flow hedge due to off-market terms. Because the forecasted transactions that the 2018 Swap Agreements were designated to hedge are still probable to occur, the unrealized loss will be reclassified into earnings through September 2024. The changes in the fair value of the swap agreements are initially recorded in accumulated other comprehensive income (loss) net of tax and are subsequently reclassified into earnings in the period that the hedged forecasted transaction affects earnings. Amounts reported in accumulated other comprehensive income (loss) related to the swap agreements will be reclassified to “Interest expense and other, net” in the accompanying Consolidated Statements of Operations as interest payments are made on our variable rate debt. Foreign Currency Exchange Contracts We are exposed to market risk that includes changes in foreign exchange rates. We have operations in certain foreign countries where the functional currency is the local currency. For international operations that are determined to be extensions of the parent company, the U.S. dollar is the functional currency. As of December 31, 2020, we have entered into a series of foreign exchange forward contracts with a total notional amount of $25.1 million to hedge the effect of adverse fluctuations in foreign currency exchange rates for the Indian rupee and Philippines peso. These contracts are designated as cash flow hedges, as defined by ASC 815, of forecasted transactions, are intended to offset the impact of movement of exchange rates on future operating costs, and are scheduled to mature within twelve months. The changes in the fair value of these contracts are initially recorded in accumulated other comprehensive income (loss) net of tax and are subsequently reclassified to “Cost of revenue” and “Operating expenses” in the accompanying Consolidated Statements of Operations in the same period that the hedged transactions affect earnings. The table below presents the fair value of the derivative instruments designated as cash flow hedges as well as their classification in the Consolidated Balance Sheets as of December 31, 2020 and 2019: Fair Value at Balance Sheet Location December 31, 2020 December 31, 2019 (in thousands) Derivatives designated as cash flow hedging instruments: Assets: Foreign currency forward contracts Other current assets $ 532 $ 217 Total derivative assets $ 532 $ 217 Liabilities: Interest rate swaps Other long-term liabilities $ 6,008 $ 2,193 Foreign currency forward contracts Other current liabilities 1 14 Total derivative liabilities $ 6,009 $ 2,207 As of December 31, 2020, we have not posted any collateral related to our derivative instruments. If we had breached any of the default provisions at December 31, 2020, we could have been required to settle our obligations under the agreements at their termination value of $5.7 million. The table below presents the amount of gains and losses related to the derivative instruments and their location in the Consolidated Statements of Operations and the Consolidated Statements of Comprehensive Income for the fiscal years ended December 31, 2020, 2019 and 2018: Derivatives designated as cash flow hedging instruments: Gain (Loss) Recognized in OCI Gain (Loss) Recognized in Income Year ended December 31, 2020 2019 2018 Location of Gain (Loss) Recognized in Income 2020 2019 2018 Swap agreements, net of tax $ (3,935) $ (1,477) $ 61 Interest expense and other $ (1,495) $ 403 $ 613 Foreign currency forward contracts, net of tax 555 244 — Cost of revenue and operating expenses 345 74 — As of December 31, 2020, we estimate that $2.0 million of the net loss related to derivatives designated as cash flow hedges recorded in accumulated other comprehensive income is expected to be reclassified into earnings within the next twelve months. Gains and losses on our cash flow hedges are net of income tax benefit (expense) of $0.7 million, $0.9 million, and $(0.2) million during the years ended December 31, 2020, 2019, and 2018, respectively. Cash flo ws from these derivative instruments, and those from the underlying items being hedged, are included within operating activities in the Consolidated Statements of Cash Flows. The 2020 Swap Agreement contains an other-than-insignificant financing element and, accordingly, the associated cash flows are reported as financing activities in the Consolidated Statements of Cash Flows. Balance Sheet Hedges |
Customer Deposits Held in Restr
Customer Deposits Held in Restricted Accounts | 12 Months Ended |
Dec. 31, 2020 | |
Funds Held for Others [Abstract] | |
Customer Deposits Held in Restricted Accounts | Customer Deposits Held in Restricted AccountsIn connection with our payment processing services, we collect tenant funds and subsequently remit these tenant funds, net of our fees, to our clients after varying holding periods. These funds are settled through our Originating Depository Financial Institution (“ODFI”) custodial accounts at major banks. The balances in the custodial accounts were $193.7 million and $222.4 million, and the related client deposit liability was $193.4 million and $222.4 million at December 31, 2020 and 2019, respectively. The balances in the custodial accounts are included in our Consolidated Balance Sheets as restricted cash. The corresponding liability for these custodial balances is reflected as client deposits. In connection with the timing of our payment processing services, we are exposed to credit risk in the event of nonperformance, such as returned checks, by other parties. We utilize credit analysis and other controls to manage the credit risk exposure. We have not experienced any material credit losses to date. Any expected losses are included in our allowance for credit losses. The custodial accounts are in the name of RealPage’s wholly-owned subsidiaries, or in the name of the sponsoring bank for debit or credit card transactions. The obligations under the custodial account agreements are guaranteed by us. We offer invoice processing services to our clients as part of our overall utility management solution. This service includes the collection of invoice payments from our clients and the remittance of those payments to utility companies. We had $20.4 million and $14.7 million in restricted cash and $20.4 million and $14.7 million in client deposits related to these services at December 31, 2020 and 2019, respectively. In connection with our renter insurance products, we collect premiums from policy holders and subsequently remit the premiums, net of our commission, to the underwriter. We maintain separate accounts for these transactions. We had $7.5 million and $6.2 million in restricted cash and $7.5 million and $6.2 million in client deposits related to these renter insurance products at December 31, 2020 and 2019, respectively. |
Selected Quarterly Financial Da
Selected Quarterly Financial Data (unaudited) | 12 Months Ended |
Dec. 31, 2020 | |
Quarterly Financial Information Disclosure [Abstract] | |
Selected Quarterly Financial Data (unaudited) | Selected Quarterly Financial Data (unaudited) The following is unaudited quarterly financial information for the years ended December 31, 2020 and 2019 (in thousands, except per share amounts). Three Months Ended December 31, September 30, June 30, March 31, December 31, September 30, June 30, March 31, Revenue: On demand $ 288,569 $ 290,239 $ 278,559 $ 268,471 $ 246,235 $ 245,637 $ 235,185 $ 226,519 Professional and other 9,486 7,910 7,048 8,202 8,532 9,565 8,676 7,787 Total revenue $ 298,055 $ 298,149 $ 285,607 $ 276,673 $ 254,767 $ 255,202 $ 243,861 $ 234,306 Gross profit $ 170,436 $ 172,416 $ 160,363 $ 153,991 $ 143,008 $ 146,104 $ 138,253 $ 134,598 Net income $ 13,067 $ 16,341 $ 11,301 $ 5,605 $ 20,169 $ 11,704 $ 15,063 $ 11,272 Net income per share attributable to common stockholders: Basic $ 0.13 $ 0.16 $ 0.12 $ 0.06 $ 0.22 $ 0.13 $ 0.16 $ 0.12 Diluted $ 0.12 $ 0.16 $ 0.11 $ 0.06 $ 0.21 $ 0.12 $ 0.16 $ 0.12 The above quarterly financial information should be read in conjunction with the Consolidated Financial Statements and notes thereto included herein. |
SCHEDULE II - VALUATION AND QUA
SCHEDULE II - VALUATION AND QUALIFYING ACCOUNTS | 12 Months Ended |
Dec. 31, 2020 | |
SEC Schedule, 12-09, Valuation and Qualifying Accounts [Abstract] | |
SCHEDULE II - VALUATION AND QUALIFYING ACCOUNTS | SCHEDULE II — VALUATION AND QUALIFYING ACCOUNTS REALPAGE, INC. December 31, 2020 (in thousands) Accounts receivable allowances Balance at Adoption of Additions Charged to Income (1) Deductions (2) Balance at Year ended December 31: 2018 $ 3,951 $ 4,702 $ 17,180 $ (16,983) $ 8,850 2019 $ 8,850 $ — $ 22,718 $ (21,297) $ 10,271 2020 $ 10,271 $ — $ 24,728 $ (20,727) $ 14,272 (1) Credit losses are charged to expense. Credit accommodations are charged to revenue. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2020 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying consolidated financial statements and footnotes have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”). The consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) and include the accounts of RealPage, Inc. and its wholly-owned subsidiaries. All intercompany accounts and transactions have been eliminated in consolidation. |
Use of Estimates | Use of EstimatesThe preparation of financial statements in conformity with GAAP requires management to make certain estimates and assumptions that affect the amounts reported and disclosed in the financial statements and accompanying notes. Such significant estimates include, but are not limited to, the determination of the allowances against our accounts receivable; useful lives of intangible assets; impairment assessments on long-lived assets (including goodwill and intangible assets); contingent commissions related to the sale of insurance products; fair value of acquired net assets and contingent consideration in connection with business combinations; the nature and timing of the satisfaction of performance obligations and related reserves; fair values of stock-based awards; loss contingencies; fair value of the debt component of convertible notes, and the recognition, measurement and valuation of current and deferred income taxes. Actual results could differ from these estimates. We base our estimates on historical experience and on various other assumptions that we believe to be reasonable, the result of which forms the basis for making judgments about the carrying value of assets and liabilities |
Concentrations of Credit Risk | Concentration of Credit Risk Financial instruments that potentially subject us to concentrations of credit risk consist principally of cash and cash equivalents and accounts receivable. Our cash accounts are maintained at various high credit, quality financial institutions and may exceed federally insured limits. We have not experienced any losses in such accounts. Substantially all of our accounts receivable are derived from clients in the residential rental housing market. Concentrations of credit risk with respect to accounts receivable and revenue are limited due to a large, diverse customer base. We do not require collateral from clients. We maintain an allowance for doubtful accounts based upon the expected collectability of accounts receivable. No single client accounted for 10% or more of our revenue or accounts receivable for the years ended December 31, 2020, 2019, or 2018. The financial health of our customers, including their ability to generate cash flows sufficient to meet their obligations to us, is dependent on, among other things, the ability of their residents to meet their lease obligations on a consistent and timely basis. A portion of those residents have already been, or may in the future be, affected by the general business closures and limitations resulting from the COVID-19 pandemic. The degree to which our customers will be adversely affected by COVID-19 is still not yet fully known and will be affected by several factors including the severity and duration of what has become a prolonged outbreak in the United States, the effect of the expiration of initial government subsidies, and the scope and duration of new subsidies that recently have been or may be provided to both residents, owners and managers of rental properties and other businesses in general. We maintain an allowance for credit losses based upon the expected collectability of accounts receivable using historical loss rates adjusted for forward-looking assumptions based on management’s judgments. During the year ended December 31, 2020, our estimates include judgments which give consideration to the potential impact of COVID-19. However, our reserves may not be sufficient if the effects of COVID-19 on our customers become more severe or continue for an extended term. We continue to work closely with our customers to help them address the operational challenges they face as a result of COVID-19, and we will adjust our estimates of reserves for credit losses in future periods as appropriate. |
Segment and Geographic Information | Segment and Geographic Information Our chief operating decision maker is our Chief Executive Officer, who reviews financial information on a consolidated basis for purposes of allocating resources and evaluating financial performance. Accordingly, we have determined we operate as a single operating segment. |
Cash and Cash Equivalents | Cash and Cash Equivalents and Restricted Cash We consider all highly liquid investments with an initial maturity of three months or less at the date of purchase to be cash equivalents. The fair value of our cash and cash equivalents approximates carrying value. |
Restricted Cash | Restricted cash primarily consists of cash collected from tenants that will be remitted to our clients. |
Accounts Receivable | Accounts Receivable Accounts receivable primarily represent trade receivables from clients recorded at the invoiced amount, net of allowances, which are based on our historical experience, the aging of our trade receivables, and management judgment. |
Property, Equipment and Software | Property, Equipment, and Software Property, equipment, and software are recorded at cost less accumulated depreciation and amortization, which are computed using the straight-line method over the following estimated useful lives: Data processing and communications equipment 3 - 5 years Furniture, fixtures, and other equipment 3 - 5 years Software 3 - 5 years Leasehold improvements Shorter of lease term or estimated useful life Software includes both purchased and internally developed software. Gains and losses from asset disposals are included in the line “General and administrative” in the Consolidated Statements of Operations. |
Internally Developed Software | Internally Developed Software Costs incurred to develop software intended for our internal use are capitalized during the application development stage. Capitalization of such costs ceases once the project is substantially complete and ready for its intended use. We also capitalize costs related to specific upgrades and enhancements when it is probable the expenditure will result in additional functionality. Costs related to preliminary project activities and post-implementation operating activities are expensed as incurred. Internally developed software costs are included in “Property, equipment, and software, net” in the accompanying Consolidated Balance Sheets and are amortized on a straight-line basis over their expected useful lives. Amortization of internally developed software is included in “Amortization of product technologies” in the accompanying Consolidated Statements of Operations. |
Impairment of Long-Lived Assets | Impairment of Long-Lived Assets Tangible long-lived assets held and used are reviewed for impairment whenever events or changes in circumstances indicate that the carrying value may not be recoverable. Factors we consider important that could trigger an impairment review include, but are not limited to, significant under-performance relative to current and historical or projected future operating results, significant changes in the manner of our use of the asset, or significant changes in our overall business and/or product strategies. If circumstances require that a long-lived asset group be tested for impairment, determination of recoverability is based on an estimate of the undiscounted cash flows expected to be generated by that long-lived asset or asset group. If the carrying amount of the long-lived asset or asset group is not recoverable on an undiscounted cash flow basis, we would recognize an impairment charge equal to the excess of the carrying value over its fair value. |
Business Combinations | Business Combinations We allocate the fair value of the purchase consideration of our acquisitions to the tangible assets acquired, liabilities assumed, and intangible assets acquired generally based on their estimated fair values. The excess of the fair value of purchase consideration over the fair values of these identifiable assets and liabilities is recorded as goodwill. Purchase consideration includes assets transferred, liabilities assumed, and/or equity interests issued by us, all of which are measured at their fair value as of the date of acquisition. Our business combination transactions may be structured to include a combination of up-front, deferred and contingent payments to be made at specified dates subsequent to the date of acquisition. These payments may include a combination of cash and equity and are generally settled within one The valuation of the net assets acquired as well as certain elements of purchase consideration requires management to make significant estimates and assumptions, especially with respect to future expected cash flows, useful lives, and discount rates. Management’s estimates of fair value are based upon assumptions believed to be reasonable, but which are inherently uncertain and, as a result, actual results may differ from estimates. During the measurement period, we may record adjustments to the assets acquired and liabilities assumed with a corresponding offset to goodwill. Subsequent changes to the fair value of contingent consideration are reflected in “General and administrative” in the accompanying Consolidated Statements of Operations. Acquisition costs are expensed as incurred and are included in “General and administrative” in the accompanying Consolidated Statements of Operations. We include the results of operations from acquired businesses in our consolidated financial statements from the effective date of the acquisition. |
Goodwill and Indefinite-lived Intangible Assets | Goodwill and Indefinite-Lived Intangible Assets We test goodwill and indefinite-lived intangible assets for impairment separately on an annual basis in the fourth quarter of each year, or more frequently if circumstances indicate that the assets may not be recoverable. For purposes of goodwill impairment testing, we have one reporting unit. We evaluate impairment of goodwill either by assessing qualitative factors to determine whether it is more likely than not that the fair value of our reporting unit is less than its carrying amount, or by performing a quantitative assessment. Qualitative factors include industry and market considerations, overall financial performance, and other relevant events and circumstances affecting the reporting unit. If we choose to perform a qualitative assessment and after considering the totality of events or circumstances, we determine it is more likely than not that the fair value of our reporting unit is less than its carrying amount, we would perform a quantitative fair value test. Our quantitative impairment assessment utilizes a weighted combination of a discounted cash flow model (known as the income approach) and comparisons to publicly traded companies engaged in similar businesses (known as the market approach). These approaches involve judgmental assumptions, including forecasted future cash flows expected to be generated by the business over an extended period of time, long-term growth rates, the identification of comparable companies, and our discount rate based on our weighted average cost of capital. These assumptions are predominately unobservable inputs and considered Level 3 measurements. We adopted ASU 2017-04, Intangibles - Goodwill and Other , which simplifies the testing for goodwill impairment by eliminating the requirement to determine the fair value of individual assets and liabilities of a reporting unit to measure goodwill impairment, prospectively on January 1, 2020. To calculate any potential impairment when we perform a quantitative test, we compare the fair value of our reporting unit with its carrying amount, including goodwill. Any excess of the carrying amount of the reporting unit’s goodwill over its fair value is recognized as an impairment loss, and the carrying value of goodwill is written down. We quantitatively evaluate indefinite-lived intangible assets for impairment by estimating the fair value of those assets based on estimated future earnings derived from the assets using the income approach. Key assumptions for this assessment |
Intangible Assets | Intangible Assets Intangible assets with determinable economic lives are carried at cost, less accumulated amortization. Our intangible assets are largely acquired in business combinations and include developed technologies, client relationships, vendor relationships, non-competition agreements and trade names. Intangible assets are amortized over the shorter of the contractual life or the estimated useful life. Intangible assets are amortized on a straight-line basis, except for client relationships which generally are amortized proportionately to the expected discounted cash flows derived from the asset. Estimated useful lives for intangible assets primarily consist of the following: Developed technologies 3 - 7 years Client relationships 3 - 10 years Vendor relationships 7 years Trade names 1 - 7 years Non-competition agreements 5 - 10 years Amortization of acquired developed technologies is included in “Amortization of product technologies”, and amortization of acquired client relationships, vendor relationships, non-competition agreements and trade names is included in “Amortization of intangible assets” in the accompanying Consolidated Statements of Operations. |
Leases | Leases We determine if an arrangement contains a lease at inception. Right-of-use (“ROU”) assets represent our right to use an underlying asset for the lease term and the corresponding lease liabilities represent our obligation to make lease payments arising from the lease. Our ROU assets and lease liabilities are recognized at the lease commencement date based on the present value of lease payments over the lease term. The ROU asset is reduced for tenant incentives and excludes any initial direct costs incurred. For our real estate contracts with lease and non-lease components, we have elected to combine the lease and non-lease components into a single lease component. The implicit rate within our leases are generally not readily determinable, and instead we use our incremental borrowing rate at the lease commencement date to determine the present value of lease payments. The determination of our incremental borrowing rate requires judgment. We determine our incremental borrowing rate for each lease using our current borrowing rate, adjusted for various factors including collateralization and term to align with the terms of the lease. Certain of our leases include options to extend the lease. Our lease values include options to extend the lease when it is reasonably certain we will exercise such options. Operating and finance leases are included in “Right-of-use assets”, “Accrued expenses and other current liabilities”, and “Lease liabilities, net of current portion” in the accompanying Consolidated Balance Sheets. Lease expenses for minimum lease payments for operating leases are recognized on a straight-line basis over the lease term. Amortization expense of the ROU asset for finance leases is recognized on a straight-line basis over the lease term and interest expense for finance leases is recognized based on the incremental borrowing rate. |
Convertible Notes | Convertible Notes We account for our Convertible Notes as separate liability and equity components. The initial carrying amounts of the liability components are calculated by measuring the fair value of a similar liability that does not have an associated convertible feature. We estimate fair value using a discounted cash flow model that relies upon subjective assumptions including expected volatility and discount rates determined using observable yields for stand-alone debt instruments with comparable credit ratings and terms. The carrying amounts of the equity components representing the conversion options are determined by deducting the fair value of the liability components from the par value of the Convertible Notes. The difference represents a debt discount that is amortized to interest expense over the terms of the Convertible Notes using the effective interest method. The equity components are not remeasured as long as they continue to meet the conditions for equity classification. Issuance costs related to our Convertible Notes are allocated to the liability and equity components based on their relative values. Costs allocated to the liability components are amortized to interest expense over the terms of the Convertible Notes using the effective interest method. Costs allocated to the equity components, and any impact of deferred taxes arising from the discount to the par value of the Convertible Notes, reduce the carrying amount of the equity component. |
Deferred Revenue and Revenue Recognition | Deferred Revenue For several of our solutions, we invoice our clients in annual, quarterly, or monthly installments in advance of the commencement of the service period. Deferred revenue is recognized when billings are due or payments are received in advance of revenue recognition from our subscription and other services. Accordingly, the deferred revenue balance does not represent the total contract value of annual subscription agreements. Revenue Recognition Revenues are derived from on demand software solutions, professional services and other goods and services. We recognize revenue as we satisfy one or more service obligations under the terms of a contract, generally as control of goods and services are transferred to our clients. Revenue is measured as the amount of consideration we expect to receive in exchange for transferring goods or providing services. We include estimated variable consideration in revenue to the extent that it is probable that a significant reversal of cumulative revenue will not occur. We estimate and accrue a reserve for credit accommodations and other adjustments as a reduction to revenue based on several factors, including past history. On Demand Revenue Our on demand revenue consists of license and subscription fees, transaction and payment processing fees related to certain of our software-enabled value-added services, and commissions derived from our selling certain risk mitigation services. We generally recognize revenue from subscription fees on a straight-line basis over the access period beginning on the date that we make our service available to the client. Our subscription agreements generally are non-cancellable, have an initial term of one year or longer and are billed either monthly, quarterly or annually in advance. Non-refundable up-front fees billed at the initial order date that are not associated with an up-front service obligation are recognized as revenue on a straight-line basis over the period in which the client is expected to benefit, which we consider to be three years. We recognize revenue from transaction fees in the month the related services are performed based on the amount we have the right to invoice. We offer risk mitigation services to our clients by acting as an insurance agent and derive commission revenue from the sale of insurance products to our clients’ residents. The commissions are based upon a percentage of the premium that the insurance company charges to the policyholder and are subject to forfeiture in instances where a policyholder cancels prior to the end of the policy. Our contracts with our underwriting partners provide for contingent commissions to be paid to us in accordance with the agreements. Our estimate of contingent commission revenue considers the variable factors identified in the terms of the applicable agreement. We recognize commissions related to these services as earned ratably over the policy term and insurance commission receivable in “Accounts receivable, less allowances”. Professional and Other Revenue Professional services and other revenues generally consist of the fees we receive for providing implementation and consulting services, submeter and other equipment and ongoing maintenance of our existing on premise licenses. Professional services are billed either on a time and materials basis or on a fixed price basis, and revenue is recognized over time as we perform the obligation or at completion. Professional services are typically sold in a combined contract with other on demand solutions but may be sold separately. Professional service contracts sold separately generally have terms of one year or less. Other revenues consist primarily of submeter equipment sales that include related installation services. Such sales are considered bundled, and revenue from these bundled sales is recognized in proportion to the number of installed units completed to date as compared to the total contracted number of units to be provided and installed. For all other equipment sales, we generally recognize revenue when control of the hardware has transferred to our client. Revenue recognized for on premise software sales generally consists of annual maintenance renewals on existing term or perpetual licenses, which is recognized ratably over the service period. Contracts with Multiple Performance Obligations The majority of the contracts we enter into with clients, including multiple contracts entered into at or near the same time with the same client, require us to provide one or more on demand software solutions, professional services and may include equipment. For these contracts, we account for individual performance obligations separately: i) if they are distinct or ii) if the promised obligations represent a series of distinct services that are substantially the same and have the same pattern of transfer to the client. Once we determine the performance obligations, we determine the transaction price, which includes estimating the amount of variable consideration, if any, to be included in the transaction price. For contracts with multiple performance obligations, we allocate the transaction price to the separate performance obligations on a relative standalone selling price basis. The standalone selling prices of our service are estimated using a market assessment approach based on our overall pricing objectives taking into consideration market conditions and other factors including the number of solutions sold, client demographics and the number and types of users within our contracts. Sales, value add, and other taxes we collect from clients and remit to governmental authorities are excluded from revenues. Cost of Revenue On Demand Revenue We generate the majority of our on demand revenue by licensing SaaS solutions to our clients on a subscription basis. Our SaaS solutions are provided pursuant to contractual commitments that typically include a promise that we will stand ready, on a monthly basis, to deliver access to our technology platform over defined service delivery periods. These solutions represent a series of distinct services that are substantially the same and have the same pattern of transfer to the client. Revenue from our SaaS solutions is generally recognized ratably over the term of the arrangement. Consideration for our on demand subscription services consist of fixed, variable and usage-based fees. We invoice a portion of our fees at the initial order date and then monthly or annually thereafter. Subscription fees are generally fixed based on the number of sites and the level of services selected by the client. We sell certain usage-based services, primarily within our property management, resident services and leasing and marketing solutions, to clients based on a fixed rate per transaction. Revenues are calculated based on the number of transactions processed monthly and will vary from month to month based on actual usage of these transaction-based services over the contract term, which is typically one year in duration. The fees for usage-based services are not associated with every distinct service promised in the series of distinct services we provide our clients. As a result, we allocate variable usage-based fees only to the related transactions and recognize them in the month that usage occurs. As part of our resident services offerings, we offer risk mitigation services to our clients by acting as an insurance agent, and we derive commission revenue from the sale of insurance products to our clients’ residents. The commissions are based upon a percentage of the premium that the insurance company underwriting partners charge to the policyholder and are subject to forfeiture in instances where a policyholder cancels prior to the end of the policy. The overall insurance services we provide represent a single performance obligation that qualifies as a separate series. Our contracts with our underwriting partners also provide for contingent commissions to be paid to us in accordance with the agreements. The contingent commissions are not associated with every distinct service promised in the series of distinct insurance services we provide. We generally accrue and recognize contingent commissions monthly based on estimates of the variable factors identified in the terms of the applicable agreements. Professional Services and Other Revenues Professional services and other revenues generally consist of the fees we receive for providing implementation and consulting services, submeter and other equipment and ongoing maintenance of our existing on premise licenses. Professional services revenues primarily consist of fees for implementation services, consulting services and training. Professional services are billed either on a fixed rate per hour (time) and materials basis or on a fixed price basis, and revenue is recognized over time as we perform the obligation or at completion. Professional services are typically sold in a combined contract with other on demand solutions but may be sold separately. For contracts with multiple performance obligations, we allocate the transaction price to separate services based on their relative standalone selling prices if a service is separately identifiable from other items in the bundled arrangement and if a client can benefit from it on its own or with other resources readily available to the client. Other revenues consist of submeter equipment sales that include related installation services, sales of other equipment and on premise software sales. Submeter hardware and installation services are considered to be part of a single performance obligation due to the significance of the integration and interdependency of the installation services with the meter equipment. Our typical payment terms for submeter installations require a percentage of the overall transaction price to be paid up-front, with the remainder billed as progress payments. We recognize submeter revenue in proportion to the number of fully installed units completed to date as compared to the total contracted number of units to be provided and installed. For all other equipment sales, we generally recognize revenue when control of the hardware has transferred to our client, which occurs at a point in time, typically upon delivery to the client. The majority of on premise revenue consists of maintenance renewals from clients who renew for an additional one-year term. Maintenance renewal revenue is recognized ratably over the service period based upon the standalone selling price of that service obligation. Contract Balances Contract assets generally consist of amounts recognized as revenue before they can be invoiced to clients or amounts invoiced to clients prior to the period in which the service is provided where the right to payment is subject to conditions other than just the passage of time. These contract assets are included in “Accounts receivable” in the accompanying Consolidated Financial Statements and related disclosures. Contract liabilities are comprised of billings or payments received from our clients in advance of performance under the contract. We refer to these contract liabilities as “Deferred revenue” in the accompanying Consolidated Financial Statements and related disclosures. We recognized $131.6 million of on demand revenue during the year ended December 31, 2020, which was included in the line “Deferred revenue” in the accompanying Consolidated Balance Sheets as of the beginning of the period. Contract Acquisition Costs |
Sales and Marketing Expenses and Deferred Commissions | Sales and Marketing Expenses and Deferred Commissions Sales and marketing expenses consist primarily of personnel and related costs, including salaries, benefits, bonuses, commissions, travel, and stock-based compensation. Other costs included are marketing and promotional events, our annual user conference, and other online and product marketing costs. We amortize sales commissions that are directly attributable to a contract over an estimated customer benefit period of three years. |
Stock-Based Expense | Stock-Based Expense We recognize compensation expense related to awards of stock options and restricted stock granted to employees, non-employee directors, and other service providers based on the estimated fair value of the awards on the date of grant. We recognize expense for stock options and time-based restricted stock awards on a straight-line basis over the requisite service period of the awards. For market-based awards and performance-based awards, expense is recognized over the requisite service period using the graded-vesting attribution method. Compensation expense is reduced for forfeitures as they occur. The fair value of our time-based restricted stock awards is based on the closing price of our common stock on the date of grant. The fair value of our market-based restricted stock awards is estimated using a discrete model based on multiple stock |
Income Taxes | Income Taxes Income taxes are recorded based on the liability method, which requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been recognized in our consolidated financial statements or tax returns. Deferred tax assets and liabilities are measured using the tax rates that are expected to apply to taxable income for the years in which those tax assets and liabilities are expected to be realized or settled. We recognize the effect of tax rate changes on current and accumulated deferred income taxes in the period in which the rate changes are enacted. Valuation allowances are provided when it is more likely than not that all or a portion of the deferred tax asset will not be realized. The factors used to assess the need for a valuation allowance include historical earnings, our latest forecast of taxable income, and available tax planning strategies that could be implemented to realize the net deferred tax assets. In projecting future taxable income, we begin with historical results and incorporate assumptions including the amount of future state, federal and foreign pretax operating income, the reversal of temporary differences, and the implementation of feasible and prudent tax planning strategies, if any. These assumptions require significant judgment about the forecasts of future taxable income and are consistent with the plans and estimates we are using to manage the underlying businesses. We may recognize a tax benefit from uncertain tax positions only if it is at least more likely than not that the tax position will be sustained upon examination by the taxing authorities, based on the technical merits of the position. The tax benefits recognized in the financial statements from such a position are measured based on the largest benefit that has a greater than fifty percent likelihood of being realized upon settlement with the taxing authorities. |
Fair Value Measurements | Fair Value Measurements We measure our financial instruments and acquisition-related contingent consideration obligations at fair value at each reporting period using a fair value hierarchy. A financial instrument’s classification within the fair value hierarchy is based upon the lowest level of input that is significant to the fair value measurement. Three levels of inputs may be used to measure fair value: Level 1 - Inputs are quoted prices in active markets for identical assets or liabilities. Level 2 - Inputs are quoted prices for similar assets or liabilities in active markets, quoted prices for identical or similar assets or liabilities in markets that are not active, inputs other than quoted prices that are observable, and market-corroborated inputs which are derived principally from or corroborated by observable market data. Level 3 - Inputs are derived from valuation techniques in which one or more of the significant inputs or value drivers are unobservable. The categorization of an asset or liability is based on the inputs described above and does not necessarily correspond to our perceived risk of that asset or liability. Moreover, the methods used by us may produce a fair value calculation that is not indicative of the net realizable value or reflective of future fair values. Furthermore, although we believe our valuation methods are appropriate and consistent with other market participants, the use of different methodologies or assumptions to determine the fair value of certain financial instruments and non-financial assets and liabilities could result in a different fair value measurement at the reporting date. |
Recently Adopted and Issued Accounting Standards | Recently Adopted Accounting Standards Accounting Standards Update 2016-13 In June 2016, the Financial Accounting Standards Board (“FASB”) issued ASU 2016-13, Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments . The amendments in this ASU replaced the incurred loss impairment methodology in GAAP with a methodology that reflects expected credit losses and requires consideration of a broader range of reasonable and supportable information to inform credit loss estimates. Our financial assets in the scope of ASU 2016-13 mainly consist of short-term trade receivables. We have also considered contract assets in our evaluation. Historically, our actual credit losses have not been material. In addition to continuing to individually assess overdue customer balances for expected credit losses, we have implemented modifications to our historical methodology that reflect the expected credit losses on receivables considering both historical experience and forward-looking assumptions. We adopted ASU 2016-13 using the modified retrospective approach on January 1, 2020, resulting in no cumulative adjustment to retained earnings. The adoption of this ASU did not have a material impact on our Consolidated Financial Statements. We will continue to actively monitor the impact of the COVID-19 pandemic on expected credit losses. The rollforward of the allowance for credit losses, a component of our allowance for accounts receivable, as of December 31, 2020 was as follows (in thousands): Balance as of January 1, 2020 $ 4,545 Provision for credit losses 1,097 Write-offs, net of recoveries (527) Balance as of March 31, 2020 5,115 Provision for credit losses 1,168 Write-offs, net of recoveries (740) Balance as of June 30, 2020 5,543 Provision for credit losses 800 Write-offs, net of recoveries (682) Balance as of September 30, 2020 5,661 Provision for credit losses 1,161 Write-offs, net of recoveries (1,640) Balance as of December 31, 2020 $ 5,182 Accounting Standards Update 2018-15 In August 2018, the FASB issued ASU 2018-15, Intangibles-Goodwill and Other-Internal-Use Software (Subtopic 350-40): Customer's Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That is a Service Contract . This ASU aligns the requirements for capitalizing implementation costs incurred in a cloud-based hosting arrangement that is a service contract with the requirements for capitalizing implementation costs incurred to develop or obtain internal-use software. We adopted ASU 2018-15 prospectively as of January 1, 2020. The impact to our financial statements will depend on the nature of our future cloud computing arrangements; however, this standard did not have a material impact on our financial statements as of December 31, 2020. Accounting Standards Update 2020-04 In March 2020, the FASB issued ASU 2020-04, Reference Rate Reform (Topic 848) . ASU 2020-04 contains practical expedients for activities related to reference rate reform that impact debt, leases, derivatives and other contracts. The guidance in ASU 2020-04 is optional and may be elected over time as reference rate reform activities occur. During 2020, we elected to apply the hedge accounting expedients related to probability and the assessments of effectiveness for future LIBOR-indexed cash flows to assume that the index upon which future hedged transactions will be based matches the index on the corresponding derivatives. Application of these expedients preserves the presentation of derivatives consistent with past presentation. We continue to evaluate the impact of the guidance and may apply other elections, as applicable, as additional changes in the market occur. Recently Issued Accounting Standards Accounting Standards Update 2019-12 In December 2019, the FASB issued ASU 2019-12, Simplifying the Accounting for Income Taxes, which is intended to simplify various aspects related to accounting for income taxes. ASU 2019-12 removes certain exceptions to the general principles in Topic 740 and also clarifies and amends existing guidance to improve consistent application. ASU 2019-12 will be effective for interim and annual periods beginning after December 15, 2020. The adoption of this standard will not have a material impact on our Consolidated Financial Statements. Accounting Standards Update 2020-06 In August 2020, the FASB issued ASU 2020-06, Debt - Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging - Contracts in Entity’s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Accounting Policies [Abstract] | |
Estimated Useful Lives of Property, Equipment and Software | Property, equipment, and software are recorded at cost less accumulated depreciation and amortization, which are computed using the straight-line method over the following estimated useful lives: Data processing and communications equipment 3 - 5 years Furniture, fixtures, and other equipment 3 - 5 years Software 3 - 5 years Leasehold improvements Shorter of lease term or estimated useful life Property, equipment, and software consisted of the following at December 31, 2020 and 2019: December 31, 2020 2019 (in thousands) Leasehold improvements $ 71,517 $ 70,558 Data processing and communications equipment 95,502 77,358 Furniture, fixtures, and other equipment 40,673 35,856 Software 198,293 157,832 Property, equipment, and software, gross 405,985 341,604 Less: Accumulated depreciation and amortization (224,774) (178,322) Property, equipment, and software, net $ 181,211 $ 163,282 |
Estimated Useful Lives of Intangible Assets | Estimated useful lives for intangible assets primarily consist of the following: Developed technologies 3 - 7 years Client relationships 3 - 10 years Vendor relationships 7 years Trade names 1 - 7 years Non-competition agreements 5 - 10 years |
Accrued Expenses and Other Current Liabilities | Accrued expenses and other current liabilities consisted of the following at December 31, 2020 and 2019: December 31, 2020 2019 (in thousands) Accrued compensation, payroll taxes, and benefits $ 48,465 $ 28,444 Sales tax obligations 12,965 4,232 Current portion of liabilities related to acquisitions 17,773 23,431 Lease-related liabilities 17,880 16,127 Accrued legal and professional fees 8,513 3,405 Other current liabilities 10,934 13,399 Total accrued expenses and other current liabilities $ 116,530 $ 89,038 |
Other Long-Term Liabilities | Other long-term liabilities consisted of the following at December 31, 2020 and 2019: December 31, 2020 2019 (in thousands) Liabilities related to acquisitions $ 9,650 $ 14,852 Deferred tax liabilities 3,879 2,353 Long-term accrued compensation and payroll taxes 10,371 1,693 Other long-term liabilities 9,131 4,042 Total other long-term liabilities $ 33,031 $ 22,940 |
Accounts Receivable, Allowance for Credit Loss | The rollforward of the allowance for credit losses, a component of our allowance for accounts receivable, as of December 31, 2020 was as follows (in thousands): Balance as of January 1, 2020 $ 4,545 Provision for credit losses 1,097 Write-offs, net of recoveries (527) Balance as of March 31, 2020 5,115 Provision for credit losses 1,168 Write-offs, net of recoveries (740) Balance as of June 30, 2020 5,543 Provision for credit losses 800 Write-offs, net of recoveries (682) Balance as of September 30, 2020 5,661 Provision for credit losses 1,161 Write-offs, net of recoveries (1,640) Balance as of December 31, 2020 $ 5,182 |
Acquisitions (Tables)
Acquisitions (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Business Combinations [Abstract] | |
Allocated Purchase Price | The components of the purchase consideration and the preliminary allocations of purchase price as of December 31, 2020 are as follows: Modern Message Stratis Chirp WhiteSky (in thousands) Fair value of purchase consideration: Cash, net of cash acquired $ 62,748 $ 58,948 $ 11,249 $ 58,894 Deferred obligations, net 1,998 5,802 1,201 6,016 Contingent consideration — — 4,300 — Total fair value of purchase consideration $ 64,746 $ 64,750 $ 16,750 $ 64,910 Fair value of net assets acquired: Restricted cash $ 3,248 $ — $ — $ — Accounts receivable 1,222 2,442 44 2,257 Other current assets 425 1,728 — 8,476 Property, equipment, and software — 900 — 500 Deferred tax asset, net — — — 1,068 Intangible assets: Developed product technologies 8,700 11,100 4,000 500 Client relationships 9,400 5,700 1,400 15,500 Trade names 700 150 — 1,000 Right-of-use assets — — — 1,316 Goodwill 49,138 50,350 12,164 45,107 Other assets — — 8 1,807 Accounts payable and accrued liabilities (886) (2,392) (334) (8,129) Client deposits held in restricted accounts (3,451) — — — Deferred revenue (198) (2,612) — (3,489) Other long-term liabilities — — — (1,003) Deferred tax liability, net (3,552) (2,616) (532) — Total fair value of net assets acquired $ 64,746 $ 64,750 $ 16,750 $ 64,910 Date of Acquisition Aggregate Purchase Price Closing Cash Payment, Net of Cash Acquired Net Tangible Assets Acquired (Liabilities Assumed) Identified Intangible Assets Goodwill Recognized (in thousands) ClickPay Services April 2018 $ 220,992 $ 138,983 $ (4,620) $ 52,700 $ 172,912 Blu Trend July 2018 $ 8,500 $ 8,500 $ 343 $ 4,270 $ 3,887 LeaseLabs September 2018 $ 112,892 $ 84,498 $ 1,188 $ 27,200 $ 84,504 Rentlytics October 2018 $ 54,815 $ 47,895 $ 892 $ 12,200 $ 41,723 LeaseTerm Solutions April 2019 $ 26,512 $ 23,417 $ 587 $ 7,300 $ 18,625 Hipercept July 2019 $ 28,353 $ 17,804 $ 149 $ 4,800 $ 23,404 Simple Bills July 2019 $ 18,149 $ 14,875 $ (724) $ 9,300 $ 9,573 IMS December 2019 $ 55,738 $ 50,177 $ 153 $ 16,100 $ 39,485 Buildium December 2019 $ 569,645 $ 566,241 $ (14,536) $ 113,000 $ 471,181 |
Schedule of Business Acquisitions Contingent Consideration | The following table presents changes in our deferred cash and stock obligations and contingent consideration for the fiscal years ended December 31, 2020 and 2019: Deferred Cash and Stock Obligations Contingent Consideration Total (in thousands) Balance at January 1, 2019 $ 52,142 $ 6,000 $ 58,142 Additions, net of fair value discount 18,183 6,700 24,883 Cash payments (25,215) (5,963) (31,178) Settlements through common stock issued (14,846) — (14,846) Accretion expense 1,540 58 1,598 Change in fair value — (259) (259) Indemnification claims and other adjustments (57) — (57) Balance at December 31, 2019 31,747 6,536 38,283 Additions, net of fair value discount 15,017 4,300 19,317 Cash payments (18,540) — (18,540) Accretion expense 899 190 1,089 Change in fair value — (6,698) (6,698) Indemnification claims and other adjustments (6,028) — (6,028) Balance at December 31, 2020 $ 23,095 $ 4,328 $ 27,423 |
Pro Forma Financial Information | Year Ended December 31, 2020 2019 (unaudited) (in thousands, except per share amounts) Total revenue $ 1,194,199 $ 1,090,140 Net income $ 46,851 $ 10,548 Net income per share: Basic $ 0.48 $ 0.11 Diluted $ 0.46 $ 0.11 |
Revenue Recognition (Tables)
Revenue Recognition (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Revenue from Contract with Customer [Abstract] | |
Disaggregation of Revenue | The following table presents our revenues disaggregated by major revenue source. Sales and usage-based taxes are excluded from revenues. Year Ended December 31, 2020 2019 2018 (in thousands) On demand Property management $ 249,781 $ 205,903 $ 186,975 Resident services 520,744 421,075 350,457 Leasing and marketing 190,693 179,622 166,361 Asset optimization 164,620 146,976 129,916 Total on demand revenue 1,125,838 953,576 833,709 Professional and other 32,646 34,560 35,771 Total revenue $ 1,158,484 $ 988,136 $ 869,480 |
Capitalized Contract Cost | Below is a summary of our capitalized commissions costs and their respective locations in the accompanying Consolidated Balance Sheets: December 31, Balance Sheet Location 2020 2019 (in thousands) Capitalized commissions costs - current Other current assets $ 11,595 $ 9,870 Capitalized commissions costs - noncurrent Other assets 10,319 8,463 Total capitalized commissions costs $ 21,914 $ 18,333 |
Accounts Receivable (Tables)
Accounts Receivable (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Schedule of Accounts Receivable, Net | Accounts receivable consisted of the following at December 31, 2020 and 2019: December 31, 2020 2019 (in thousands) Trade receivables from clients $ 141,031 $ 137,039 Insurance commissions receivable 18,922 16,359 Accounts receivable, gross 159,953 153,398 Less: Allowances (14,272) (10,271) Accounts receivable, net $ 145,681 $ 143,127 |
Property, Equipment and Softw_2
Property, Equipment and Software (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Property, Plant and Equipment [Abstract] | |
Components of Property, Equipment and Software | Property, equipment, and software are recorded at cost less accumulated depreciation and amortization, which are computed using the straight-line method over the following estimated useful lives: Data processing and communications equipment 3 - 5 years Furniture, fixtures, and other equipment 3 - 5 years Software 3 - 5 years Leasehold improvements Shorter of lease term or estimated useful life Property, equipment, and software consisted of the following at December 31, 2020 and 2019: December 31, 2020 2019 (in thousands) Leasehold improvements $ 71,517 $ 70,558 Data processing and communications equipment 95,502 77,358 Furniture, fixtures, and other equipment 40,673 35,856 Software 198,293 157,832 Property, equipment, and software, gross 405,985 341,604 Less: Accumulated depreciation and amortization (224,774) (178,322) Property, equipment, and software, net $ 181,211 $ 163,282 |
Leases Leases (Tables)
Leases Leases (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Leases [Abstract] | |
Lease, Cost | The components of lease costs for the year ended December 31, 2020 were as follows: Year Ended December 31, 2020 2019 (in thousands) Operating lease cost $ 16,842 $ 13,949 Finance lease cost: Depreciation of finance lease asset $ 3,969 $ 3,969 Interest on lease liabilities 4,074 4,221 Total finance lease cost $ 8,043 $ 8,190 Supplemental cash flow information related to leases for the twelve months ended December 31, 2020 and 2019, was as follows, in thousands: Year Ended December 31, 2020 2019 Cash payments for lease liabilities within operating activities: Operating leases $ 17,495 $ 14,890 Finance leases $ 4,074 $ 4,221 |
Assets And Liabilities, Lessee | Supplemental balance sheet information related to leases at December 31, 2020, was as follows: Operating Leases Finance Leases Total Leases (in thousands, except lease term and discount rate) Right-of-use assets $ 59,312 $ 51,325 $ 110,637 Lease liabilities, current (1) $ 14,021 $ 3,859 $ 17,880 Lease liabilities, net of current portion 50,512 70,615 121,127 Total lease liabilities $ 64,533 $ 74,474 $ 139,007 Weighted average remaining term (in years) 5.2 12.6 Weighted average discount rate 4.8 % 5.4 % (1) Included in the line “ Accrued expenses and other current liabilities Supplemental balance sheet information related to leases at December 31, 2019, was as follows: Operating Leases Finance Leases Total Leases (in thousands, except lease term and discount rate) Right-of-use assets $ 67,700 $ 54,241 $ 121,941 Lease liabilities, current (1) $ 12,873 $ 3,254 $ 16,127 Lease liabilities, net of current portion 59,822 73,491 133,313 Total lease liabilities $ 72,695 $ 76,745 $ 149,440 Weighted average remaining term (in years) 6.1 13.7 Weighted average discount rate 4.8 % 5.4 % Accrued expenses and other current liabilities |
Lessee, Operating Lease, Liability, Maturity | At December 31, 2020, future maturities of lease liabilities due under these lease agreements were as follows for the years ending December 31, in thousands: Operating Leases Finance Leases Total Leases 2021 $ 14,612 $ 7,183 $ 21,795 2022 14,920 7,867 22,787 2023 13,194 7,972 21,166 2024 11,097 8,077 19,174 2025 9,743 8,016 17,759 Thereafter 9,801 64,289 74,090 Total undiscounted lease payments 73,367 103,404 176,771 Present value adjustment (8,834) (28,930) (37,764) Present value of lease payments $ 64,533 $ 74,474 $ 139,007 |
Finance Lease, Liability, Maturity | At December 31, 2020, future maturities of lease liabilities due under these lease agreements were as follows for the years ending December 31, in thousands: Operating Leases Finance Leases Total Leases 2021 $ 14,612 $ 7,183 $ 21,795 2022 14,920 7,867 22,787 2023 13,194 7,972 21,166 2024 11,097 8,077 19,174 2025 9,743 8,016 17,759 Thereafter 9,801 64,289 74,090 Total undiscounted lease payments 73,367 103,404 176,771 Present value adjustment (8,834) (28,930) (37,764) Present value of lease payments $ 64,533 $ 74,474 $ 139,007 |
Goodwill and Other Intangible A
Goodwill and Other Intangible Assets (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Change in Carrying Amount of Goodwill | Changes in the carrying amount of goodwill during the years ended December 31, 2020 and 2019, were as follows, in thousands: Balance at January 1, 2019 $ 1,053,119 Goodwill acquired 558,977 Measurement period and other adjustments (347) Balance at December 31, 2019 1,611,749 Goodwill acquired 156,948 Measurement period and other adjustments 2,338 Balance at December 31, 2020 $ 1,771,035 |
Other Intangible Assets | Intangible assets consisted of the following at December 31, 2020 and 2019: December 31, 2020 December 31, 2019 Carrying Accumulated Net Carrying Accumulated Net (in thousands) Finite-lived intangible assets: Developed technologies $ 302,254 $ (166,863) $ 135,391 $ 277,030 $ (125,537) $ 151,493 Client relationships 372,438 (180,647) 191,791 341,438 (140,044) 201,394 Trade names 27,407 (19,142) 8,265 25,557 (16,928) 8,629 Non-compete agreements 5,273 (3,208) 2,065 5,273 (2,186) 3,087 Total finite-lived intangible assets 707,372 (369,860) 337,512 649,298 (284,695) 364,603 Indefinite-lived intangible assets: Trade names 7,367 — 7,367 8,393 — 8,393 Total intangible assets $ 714,739 $ (369,860) $ 344,879 $ 657,691 $ (284,695) $ 372,996 |
Estimated Amortization of Intangible Assets | The following table sets forth the estimated amortization of intangible assets for the years ending December 31, in thousands: 2021 $ 80,714 2022 $ 68,034 2023 $ 59,645 2024 $ 54,451 2025 $ 21,173 |
Debt (Tables)
Debt (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Debt Disclosure [Abstract] | |
Schedule of Debt | Principal outstanding and unamortized debt issuance costs for the term loans were as follows at December 31, 2020 and 2019: December 31, 2020 December 31, 2019 Term Loans (in thousands) Principal outstanding $ 577,500 $ 596,250 Unamortized issuance costs (719) (942) Unamortized discount (951) (1,245) Carrying value $ 575,830 $ 594,063 |
Schedule of Maturities of Long-term Debt | Future maturities of principal under the Term Loans are as follows for the years ending December 31, in thousands: Term Loans 2021 $ 30,000 2022 33,750 2023 48,750 2024 465,000 $ 577,500 |
Schedule of Convertible Debt | The net carrying amounts of the Convertible Notes at December 31, 2020 and 2019, were as follows: December 31, 2020 December 31, 2019 2022 Convertible Notes 2025 Convertible Notes 2022 Convertible Notes (in thousands) Liability component: Principal amount $ 344,995 $ 345,000 $ 344,995 Unamortized discount (23,680) (51,110) (35,287) Unamortized debt issuance costs (3,034) (5,607) (4,520) Convertible notes, net $ 318,281 $ 288,283 $ 305,188 Equity component, net of issuance costs and deferred tax: $ 61,390 $ 51,821 $ 61,390 The following table sets forth total interest expense related to the Convertible Notes for the year ended December 31, 2020, 2019, and 2018: Year Ended December 31, 2020 2019 2018 (in thousands) Contractual interest expense $ 8,339 $ 5,175 $ 5,175 Amortization of debt discount 17,497 10,948 10,322 Amortization of debt issuance costs 2,170 1,402 1,322 Total interest expense $ 28,006 $ 17,525 $ 16,819 |
Stock-based Expense and Emplo_2
Stock-based Expense and Employee Benefits (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Share-based Payment Arrangement [Abstract] | |
Schedule of Compensation Cost for Share-based Payment Arrangements, Allocation of Share-based Compensation Costs by Plan | The following table represents a consolidated summary of our stock-based plan activity: Year Ended December 31, 2020 2019 2018 (in thousands) Total compensation expense recognized $ 59,274 $ 62,563 $ 50,641 Cash proceeds related to stock-based expense transactions $ 14,575 $ 5,833 $ 13,163 Aggregate grant-date fair value of shares and stock options that vested during the year $ 66,896 $ 49,229 $ 49,711 |
Summary of Stock Option Transactions Under Equity Plan, Stock Incentive Plan, Multifamily Technology Solutions Plan and Board Plan | The following table summarizes stock option transactions under our Stock Incentive Plan and Equity Incentive Plan: Number of Shares Range of Weighted Average Balance as of January 1, 2018 2,200,465 $ 4.28 – $ 29.50 $ 19.26 Exercised (658,564) 4.92 – 29.50 20.00 Forfeited/cancelled (11,329) 15.19 – 25.70 18.85 Expired (2,250) 7.00 – 7.00 7.00 Balance at December 31, 2018 1,528,322 4.28 – 29.50 18.96 Exercised (305,030) 4.28 – 29.50 19.12 Forfeited/cancelled (725) 18.79 – 20.34 19.79 Other 2,585 17.67 – 27.18 22.59 Balance at December 31, 2019 1,225,152 7.50 – 29.50 18.94 Exercised (796,750) 7.50 – 29.50 18.29 Forfeited/cancelled (3,342) 17.75 – 21.54 19.57 Expired (600) 27.18 – 27.18 27.18 Other (4,750) 9.00 – 24.03 15.02 Balance at December 31, 2020 419,710 $ 15.19 – $ 29.50 $ 20.23 |
Outstanding Stock Options, Vested and Expected to Vest, Non-Vested and Stock Options Currently Exercisable | The below table provides information regarding outstanding stock options which were fully vested and exercisable at December 31: 2020 2019 Options Fully Vested & Exercisable Options Fully Vested & Exercisable Number of options 419,710 1,225,152 Weighted-average remaining contractual term (in years) 3.3 3.1 Weighted-average exercise price $ 20.23 $ 18.94 Aggregate intrinsic value, in thousands $ 28,124 $ 42,650 |
Summary of Time-Based Restricted Share Awards' Activity | A summary of time-based restricted stock award activity is presented in the table below. Number of Weighted Non-vested shares at January 1, 2018 1,755,988 $ 30.05 Granted 1,289,866 53.26 Vested (1,017,367) 31.92 Forfeited/cancelled (242,675) 40.70 Non-vested shares at December 31, 2018 1,785,812 44.34 Granted 880,594 60.37 Vested (1,036,973) 42.22 Forfeited/cancelled (261,416) 52.53 Non-vested shares at December 31, 2019 1,368,017 54.70 Granted 1,126,377 61.73 Vested (924,214) 53.75 Forfeited/cancelled (299,261) 57.91 Non-vested shares at December 31, 2020 1,270,919 $ 60.84 |
Market Based Restricted Stock Units Activity | A summary of market-based restricted stock award activity is presented in the table below. Number of Weighted Balance as of January 1, 2018 690,165 $ 22.76 Granted 517,364 35.66 Vested (677,857) 23.02 Balance at December 31, 2018 529,672 35.03 Granted 489,948 38.24 Vested (144,455) 33.37 Forfeited/cancelled (36,703) 35.66 Balance at December 31, 2019 838,462 37.17 Granted 461,948 30.65 Vested (421,576) 35.06 Forfeited/cancelled (226,912) 35.89 Balance at December 31, 2020 651,922 $ 34.36 |
Restricted Stock Unit Valuation Assumptions | The weighted average of assumptions used to value awards granted during 2020, 2019, and 2018 were as follows: 2020 2019 2018 Risk-free interest rate 0.7 % 2.5 % 2.5 % Expected volatility 33.0 % 29.6 % 31.2 % |
Net Income Per Share (Tables)
Net Income Per Share (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Earnings Per Share [Abstract] | |
Calculation of Basic and Diluted Net Income (Loss) Per Share | The following table presents the calculation of basic and diluted net income per share attributable to common stockholders: Year Ended December 31, 2020 2019 2018 (in thousands, except per share amounts) Numerator: Net income $ 46,314 $ 58,208 $ 34,725 Denominator: Basic: Weighted average shares used in computing basic net income per share: 96,841 92,017 87,290 Diluted: Add weighted average effect of dilutive securities: Stock options and restricted stock 1,253 1,368 2,032 Convertible Notes and Warrants 3,205 2,675 1,948 Contingently issuable or returnable shares in connection with our acquisitions 66 222 261 Weighted average shares used in computing diluted net income per share: 101,365 96,282 91,531 Net income per share: Basic $ 0.48 $ 0.63 $ 0.40 Diluted $ 0.46 $ 0.60 $ 0.38 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Income Tax Disclosure [Abstract] | |
Domestic and Foreign Components of Income (Loss) before Provision for Income Taxes | The domestic and foreign components of income before income taxes were as follows: Year Ended December 31, 2020 2019 2018 (in thousands) Domestic $ 48,308 $ 60,024 $ 32,190 Foreign 2,999 534 2,110 Total $ 51,307 $ 60,558 $ 34,300 |
(Benefit) Provision for Income Taxes | Our income tax expense (benefit) consisted of the following components: Year Ended December 31, 2020 2019 2018 (in thousands) Current: Federal $ — $ (1,769) $ 666 State 517 478 295 Foreign 1,033 1,536 738 Total current income tax expense 1,550 245 1,699 Deferred: Federal 3,186 3,284 (1,543) State (386) 366 (255) Foreign 643 (1,545) (326) Total deferred income tax expense (benefit) 3,443 2,105 (2,124) Total income tax expense (benefit) $ 4,993 $ 2,350 $ (425) |
Reconciliation of Income Tax (Benefit) Expense Computed at Federal Statutory Tax Rate to Actual Income Tax (Benefit) Expense | The reconciliation of our income tax expense computed at the U.S. federal statutory tax rate to the actual income tax expense is as follows: Year Ended December 31, 2020 2019 2018 (in thousands) Expense derived by applying the Federal income tax rate to income before income taxes $ 10,774 $ 12,717 $ 7,203 State income tax, net of federal benefit 110 728 (204) Foreign income tax (217) 63 26 Change in valuation allowance 1,163 (91) 734 Nondeductible officer compensation 6,473 1,329 1,092 Other nondeductible expenses 1,849 1,095 1,095 Stock-based expense (11,919) (2,142) (11,788) Research and development credit (2,427) (10,765) — Base erosion and anti-abuse tax — (1,117) 1,117 Other (813) 533 300 Total income tax expense (benefit) $ 4,993 $ 2,350 $ (425) |
Components of Deferred Tax Assets and Liabilities | The components of deferred tax assets and liabilities are as follows: December 31, 2020 2019 (in thousands) Deferred tax assets: Reserves, deferred revenue and accrued liabilities $ 16,145 $ 8,015 Stock-based expense 6,902 8,635 Lease liabilities 28,760 31,686 Net operating loss carryforwards and tax credits 73,594 69,043 Deferred tax assets before valuation allowance 125,401 117,379 Valuation allowance (2,467) (1,233) Total deferred tax assets, net of valuation allowance 122,934 116,146 Deferred tax liabilities: Property, equipment, and software (20,081) (16,270) Right-of-use assets (22,522) (25,412) Intangible assets (45,883) (30,914) Other (14,856) (12,091) Total deferred tax liabilities (103,342) (84,687) Net deferred tax assets (1) $ 19,592 $ 31,459 (1) Includes net deferred tax assets and liabilities from the acquisitions of Modern Message, Stratis, Chirp, and WhiteSky discussed in Note 3. |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Fair Value Disclosures [Abstract] | |
Schedule of assets measured at fair value on a recurring basis | The following tables disclose the assets and liabilities measured at fair value on a recurring basis as of December 31, 2020 and 2019, by the fair value hierarchy levels as described above: Fair Value at December 31, 2020 Total Level 1 Level 2 Level 3 (in thousands) Assets: Foreign currency forward contracts (1) $ 581 $ — $ 581 $ — Total assets measured at fair value $ 581 $ — $ 581 $ — Liabilities: Interest rate swap agreements $ 6,008 $ — $ 6,008 $ — Foreign currency forward contracts 1 — 1 — Contingent consideration liabilities 4,328 — — 4,328 Total liabilities measured at fair value $ 10,337 $ — $ 6,009 $ 4,328 (1) The fair value of foreign currency forward contracts include those designated as cash flow hedge instruments and those designated as balance sheet hedge instruments. Fair Value at December 31, 2019 Total Level 1 Level 2 Level 3 (in thousands) Assets: Foreign currency forward contracts (2) $ 237 $ — $ 237 $ — Total assets measured at fair value $ 237 $ — $ 237 $ — Liabilities: Interest rate swap agreements $ 2,193 $ — $ 2,193 $ — Foreign currency forward contracts 14 — 14 — Contingent consideration liabilities 6,536 — — 6,536 Total liabilities measured at fair value $ 8,743 $ — $ 2,207 $ 6,536 |
Schedule of liabilities measured on recurring basis | The following tables disclose the assets and liabilities measured at fair value on a recurring basis as of December 31, 2020 and 2019, by the fair value hierarchy levels as described above: Fair Value at December 31, 2020 Total Level 1 Level 2 Level 3 (in thousands) Assets: Foreign currency forward contracts (1) $ 581 $ — $ 581 $ — Total assets measured at fair value $ 581 $ — $ 581 $ — Liabilities: Interest rate swap agreements $ 6,008 $ — $ 6,008 $ — Foreign currency forward contracts 1 — 1 — Contingent consideration liabilities 4,328 — — 4,328 Total liabilities measured at fair value $ 10,337 $ — $ 6,009 $ 4,328 (1) The fair value of foreign currency forward contracts include those designated as cash flow hedge instruments and those designated as balance sheet hedge instruments. Fair Value at December 31, 2019 Total Level 1 Level 2 Level 3 (in thousands) Assets: Foreign currency forward contracts (2) $ 237 $ — $ 237 $ — Total assets measured at fair value $ 237 $ — $ 237 $ — Liabilities: Interest rate swap agreements $ 2,193 $ — $ 2,193 $ — Foreign currency forward contracts 14 — 14 — Contingent consideration liabilities 6,536 — — 6,536 Total liabilities measured at fair value $ 8,743 $ — $ 2,207 $ 6,536 (2) The fair value of foreign currency forward contracts include those designated as cash flow hedge instruments and those designated as balance sheet hedge instruments. |
Changes in Level 3 fair value measurements | Changes in the fair value of Level 3 measurements for the reporting periods were as follows during the years ended December 31, 2020 and 2019: December 31, 2020 2019 (in thousands) Balance at beginning of period $ 6,536 $ 6,000 Initial contingent consideration fair value 4,300 6,700 Settlements through cash payments — (5,963) Net change in fair value (6,508) (201) Balance at end of period $ 4,328 $ 6,536 |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Equity [Abstract] | |
Schedule of Accumulated Other Comprehensive Income (Loss) | Changes in accumulated other comprehensive income (loss) by component for the years ended December 31, 2020, 2019 and 2018 were as follows: Unrealized Gain (Loss) on Derivative Instruments, Net of Tax Foreign Currency Translation Adjustments Total (in thousands) Balance as of January 1, 2018 $ 776 $ (533) $ 243 Other comprehensive income (loss) before reclassifications 61 (183) (122) Amounts reclassified to income (613) — (613) Net other comprehensive income (loss) (552) (183) (735) Balance as of December 31, 2018 224 (716) (492) Cumulative effect of adopting ASU 2017-12 25 — 25 Other comprehensive income (loss) before reclassifications (1,233) (171) (1,404) Amounts reclassified to income (477) — (477) Net other comprehensive income (loss) (1,710) (171) (1,881) Balance as of December 31, 2019 (1,461) (887) (2,348) Other comprehensive income (loss) before reclassifications (3,380) 175 (3,205) Amounts reclassified to income 1,150 — 1,150 Net other comprehensive income (loss) (2,230) 175 (2,055) Balance as of December 31, 2020 $ (3,691) $ (712) $ (4,403) |
Schedule of Repurchase Agreements | Shares repurchased under the stock repurchase program are retired. Repurchase activity during the years ended December 31, 2020, 2019 and 2018 was as follows: Year Ended December 31, 2020 2019 2018 Number of shares repurchased — 158,971 599,664 Weighted-average cost per share $ — $ 53.41 $ 46.83 Total cost of shares repurchased, in thousands $ — $ 8,491 $ 28,082 |
Derivative Financial Instrume_2
Derivative Financial Instruments (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule of Cash Flow Hedging Instruments, Statements of Financial Performance and Financial Position, Location | The table below presents the fair value of the derivative instruments designated as cash flow hedges as well as their classification in the Consolidated Balance Sheets as of December 31, 2020 and 2019: Fair Value at Balance Sheet Location December 31, 2020 December 31, 2019 (in thousands) Derivatives designated as cash flow hedging instruments: Assets: Foreign currency forward contracts Other current assets $ 532 $ 217 Total derivative assets $ 532 $ 217 Liabilities: Interest rate swaps Other long-term liabilities $ 6,008 $ 2,193 Foreign currency forward contracts Other current liabilities 1 14 Total derivative liabilities $ 6,009 $ 2,207 |
Derivative Instruments, Gain (Loss) | The table below presents the amount of gains and losses related to the derivative instruments and their location in the Consolidated Statements of Operations and the Consolidated Statements of Comprehensive Income for the fiscal years ended December 31, 2020, 2019 and 2018: Derivatives designated as cash flow hedging instruments: Gain (Loss) Recognized in OCI Gain (Loss) Recognized in Income Year ended December 31, 2020 2019 2018 Location of Gain (Loss) Recognized in Income 2020 2019 2018 Swap agreements, net of tax $ (3,935) $ (1,477) $ 61 Interest expense and other $ (1,495) $ 403 $ 613 Foreign currency forward contracts, net of tax 555 244 — Cost of revenue and operating expenses 345 74 — |
Selected Quarterly Financial _2
Selected Quarterly Financial Data (unaudited) (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Quarterly Financial Information Disclosure [Abstract] | |
Selected Quarterly Financial Data | The following is unaudited quarterly financial information for the years ended December 31, 2020 and 2019 (in thousands, except per share amounts). Three Months Ended December 31, September 30, June 30, March 31, December 31, September 30, June 30, March 31, Revenue: On demand $ 288,569 $ 290,239 $ 278,559 $ 268,471 $ 246,235 $ 245,637 $ 235,185 $ 226,519 Professional and other 9,486 7,910 7,048 8,202 8,532 9,565 8,676 7,787 Total revenue $ 298,055 $ 298,149 $ 285,607 $ 276,673 $ 254,767 $ 255,202 $ 243,861 $ 234,306 Gross profit $ 170,436 $ 172,416 $ 160,363 $ 153,991 $ 143,008 $ 146,104 $ 138,253 $ 134,598 Net income $ 13,067 $ 16,341 $ 11,301 $ 5,605 $ 20,169 $ 11,704 $ 15,063 $ 11,272 Net income per share attributable to common stockholders: Basic $ 0.13 $ 0.16 $ 0.12 $ 0.06 $ 0.22 $ 0.13 $ 0.16 $ 0.12 Diluted $ 0.12 $ 0.16 $ 0.11 $ 0.06 $ 0.21 $ 0.12 $ 0.16 $ 0.12 |
The Company - Narrative (Detail
The Company - Narrative (Details) - Merger Agreement $ / shares in Units, $ in Millions | Dec. 20, 2020USD ($)$ / shares |
Related Party Transaction [Line Items] | |
Share price (in dollars per share) | $ / shares | $ 88.75 |
Mirasol Parent, LLC | |
Related Party Transaction [Line Items] | |
Termination fees | $ 528 |
Mirasol Parent, LLC | |
Related Party Transaction [Line Items] | |
Termination fees | $ 288 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies - Additional Information (Detail) $ in Thousands | Jan. 01, 2022USD ($) | Dec. 31, 2020USD ($)reportingUnit | Dec. 31, 2019USD ($) | Dec. 31, 2018USD ($) |
Schedule Of Significant Accounting Policies [Line Items] | ||||
Bed debt expense | $ 4,200 | $ 2,900 | $ 4,000 | |
Number of reporting units | reportingUnit | 1 | |||
Revenue recognition period (in years) | 3 years | |||
Deferred commissions period of benefit | 3 years | |||
Advertising costs | $ 35,900 | 34,400 | 30,000 | |
Interest expense and other, net | $ (51,460) | (31,862) | $ (31,750) | |
Forecast | ||||
Schedule Of Significant Accounting Policies [Line Items] | ||||
Interest expense and other, net | $ 51,000 | |||
Minimum | ||||
Schedule Of Significant Accounting Policies [Line Items] | ||||
Business combination, payment period | 1 year | |||
Maximum | ||||
Schedule Of Significant Accounting Policies [Line Items] | ||||
Business combination, payment period | 4 years | |||
North America | ||||
Schedule Of Significant Accounting Policies [Line Items] | ||||
Net long-lived assets | $ 171,400 | 154,500 | ||
International Subsidiaries | ||||
Schedule Of Significant Accounting Policies [Line Items] | ||||
Net long-lived assets | $ 9,800 | $ 8,800 |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies - Estimated Useful Lives of Property, Equipment and Software (Detail) | 12 Months Ended |
Dec. 31, 2020 | |
Data processing and communications equipment | Minimum | |
Property Plant and Equipment Estimated Useful Lives [Line Items] | |
Property plant and equipment, useful life (in years) | 3 years |
Data processing and communications equipment | Maximum | |
Property Plant and Equipment Estimated Useful Lives [Line Items] | |
Property plant and equipment, useful life (in years) | 5 years |
Furniture, fixtures and other equipment | Minimum | |
Property Plant and Equipment Estimated Useful Lives [Line Items] | |
Property plant and equipment, useful life (in years) | 3 years |
Furniture, fixtures and other equipment | Maximum | |
Property Plant and Equipment Estimated Useful Lives [Line Items] | |
Property plant and equipment, useful life (in years) | 5 years |
Software | Minimum | |
Property Plant and Equipment Estimated Useful Lives [Line Items] | |
Property plant and equipment, useful life (in years) | 3 years |
Software | Maximum | |
Property Plant and Equipment Estimated Useful Lives [Line Items] | |
Property plant and equipment, useful life (in years) | 5 years |
Summary of Significant Accoun_6
Summary of Significant Accounting Policies - Estimated Useful Lives of Finite Lived Intangible Assets (Details) | 12 Months Ended |
Dec. 31, 2020 | |
Developed technologies | Minimum | |
Finite-Lived Intangible Assets [Line Items] | |
Estimated useful life of finite-lived intangible asset | 3 years |
Developed technologies | Maximum | |
Finite-Lived Intangible Assets [Line Items] | |
Estimated useful life of finite-lived intangible asset | 7 years |
Client relationships | Minimum | |
Finite-Lived Intangible Assets [Line Items] | |
Estimated useful life of finite-lived intangible asset | 3 years |
Client relationships | Maximum | |
Finite-Lived Intangible Assets [Line Items] | |
Estimated useful life of finite-lived intangible asset | 10 years |
Vendor relationships | |
Finite-Lived Intangible Assets [Line Items] | |
Estimated useful life of finite-lived intangible asset | 7 years |
Trade names | Minimum | |
Finite-Lived Intangible Assets [Line Items] | |
Estimated useful life of finite-lived intangible asset | 1 year |
Trade names | Maximum | |
Finite-Lived Intangible Assets [Line Items] | |
Estimated useful life of finite-lived intangible asset | 7 years |
Non-competition agreements | Minimum | |
Finite-Lived Intangible Assets [Line Items] | |
Estimated useful life of finite-lived intangible asset | 5 years |
Non-competition agreements | Maximum | |
Finite-Lived Intangible Assets [Line Items] | |
Estimated useful life of finite-lived intangible asset | 10 years |
Summary of Significant Accoun_7
Summary of Significant Accounting Policies - Accrued Expenses and Other Current Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Accounting Policies [Abstract] | ||
Accrued compensation, payroll taxes, and benefits | $ 48,465 | $ 28,444 |
Sales tax obligations | 12,965 | 4,232 |
Current portion of liabilities related to acquisitions | 17,773 | 23,431 |
Lease-related liabilities | 17,880 | 16,127 |
Accrued legal and professional fees | 8,513 | 3,405 |
Other current liabilities | 10,934 | 13,399 |
Total accrued expenses and other current liabilities | $ 116,530 | $ 89,038 |
Summary of Significant Accoun_8
Summary of Significant Accounting Policies - Other Long Term Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Accounting Policies [Abstract] | ||
Liabilities related to acquisitions | $ 9,650 | $ 14,852 |
Deferred tax liabilities | 3,879 | 2,353 |
Long-term accrued compensation and payroll taxes | 10,371 | 1,693 |
Other long-term liabilities | 9,131 | 4,042 |
Total other long-term liabilities | $ 33,031 | $ 22,940 |
Summary of Significant Accoun_9
Summary of Significant Accounting Policies - Accounts Receivable Allowance for Credit Losses (Details) - USD ($) $ in Thousands | 3 Months Ended | |||
Dec. 31, 2020 | Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | |
Accounts Receivable, Allowance for Credit Loss [Roll Forward] | ||||
Beginning balance | $ 5,661 | $ 5,543 | $ 5,115 | $ 4,545 |
Provision for credit losses | 1,161 | 800 | 1,168 | 1,097 |
Write-offs, net of recoveries | (1,640) | (682) | (740) | (527) |
Ending balance | $ 5,182 | $ 5,661 | $ 5,543 | $ 5,115 |
Acquisitions - 2020 Acquisition
Acquisitions - 2020 Acquisitions (Details) - USD ($) $ in Thousands | Dec. 31, 2020 | Sep. 21, 2020 | Aug. 31, 2020 | Jan. 22, 2020 | Mar. 31, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 |
Business Acquisition [Line Items] | ||||||||
Deferred cash obligations | $ 23,095 | $ 23,095 | $ 31,747 | $ 52,142 | ||||
Management incentives | 35,300 | 35,300 | ||||||
Goodwill | 1,771,035 | 1,771,035 | 1,611,749 | 1,053,119 | ||||
Contingent consideration | 4,328 | 4,328 | $ 6,536 | $ 6,000 | ||||
WhiteSky | ||||||||
Business Acquisition [Line Items] | ||||||||
Aggregate purchase consideration | 64,900 | |||||||
Management incentives | 20,000 | 20,000 | ||||||
Goodwill | 45,100 | 45,100 | ||||||
Acquisition costs | 700 | 700 | ||||||
Chirp | ||||||||
Business Acquisition [Line Items] | ||||||||
Aggregate purchase consideration | $ 16,800 | |||||||
Goodwill | 12,164 | 12,200 | 12,164 | |||||
Acquisition costs | $ 200 | |||||||
Contingent consideration | 4,300 | 4,300 | ||||||
Aggregate purchase consideration | 16,750 | |||||||
Stratis | ||||||||
Business Acquisition [Line Items] | ||||||||
Goodwill | 50,350 | $ 50,400 | 50,350 | |||||
Acquisition costs | 600 | |||||||
Contingent consideration | 0 | 0 | ||||||
Aggregate purchase consideration | $ 64,800 | 64,750 | ||||||
Modern Message | ||||||||
Business Acquisition [Line Items] | ||||||||
Goodwill | 49,138 | $ 49,100 | 49,138 | |||||
Acquisition costs | 600 | |||||||
Contingent consideration | $ 0 | 0 | ||||||
Aggregate purchase consideration | $ 64,700 | 64,746 | ||||||
Client relationships | WhiteSky | ||||||||
Business Acquisition [Line Items] | ||||||||
Amortized useful life of acquired intangible assets | 10 years | |||||||
Client relationships | Chirp | ||||||||
Business Acquisition [Line Items] | ||||||||
Amortized useful life of acquired intangible assets | 7 years | |||||||
Client relationships | Stratis | ||||||||
Business Acquisition [Line Items] | ||||||||
Amortized useful life of acquired intangible assets | 10 years | |||||||
Client relationships | Modern Message | ||||||||
Business Acquisition [Line Items] | ||||||||
Amortized useful life of acquired intangible assets | 9 years | |||||||
Developed technologies | WhiteSky | ||||||||
Business Acquisition [Line Items] | ||||||||
Amortized useful life of acquired intangible assets | 10 years | |||||||
Developed technologies | Chirp | ||||||||
Business Acquisition [Line Items] | ||||||||
Amortized useful life of acquired intangible assets | 7 years | |||||||
Developed technologies | Stratis | ||||||||
Business Acquisition [Line Items] | ||||||||
Amortized useful life of acquired intangible assets | 7 years | |||||||
Developed technologies | Modern Message | ||||||||
Business Acquisition [Line Items] | ||||||||
Amortized useful life of acquired intangible assets | 5 years | |||||||
Trade names | WhiteSky | ||||||||
Business Acquisition [Line Items] | ||||||||
Amortized useful life of acquired intangible assets | 5 years | |||||||
Trade names | Stratis | ||||||||
Business Acquisition [Line Items] | ||||||||
Amortized useful life of acquired intangible assets | 3 years | |||||||
Trade names | Modern Message | ||||||||
Business Acquisition [Line Items] | ||||||||
Amortized useful life of acquired intangible assets | 5 years | |||||||
Maximum | WhiteSky | ||||||||
Business Acquisition [Line Items] | ||||||||
Deferred cash obligations | $ 6,500 | 6,500 | ||||||
Maximum | Chirp | ||||||||
Business Acquisition [Line Items] | ||||||||
Deferred cash obligations | $ 1,300 | |||||||
Contingent consideration | 10,000 | |||||||
Maximum | Stratis | ||||||||
Business Acquisition [Line Items] | ||||||||
Deferred cash obligations | $ 6,000 | |||||||
Maximum | Modern Message | ||||||||
Business Acquisition [Line Items] | ||||||||
Deferred cash obligations | $ 2,000 | |||||||
Restricted Stock | Chirp | ||||||||
Business Acquisition [Line Items] | ||||||||
Management incentives | $ 5,000 | |||||||
Stock-based compensation over service period | 1,700 | 1,700 | ||||||
Restricted Stock | Stratis | ||||||||
Business Acquisition [Line Items] | ||||||||
Management incentives | $ 15,000 | |||||||
Stock-based compensation over service period | $ 5,000 | $ 5,000 | ||||||
Restricted Stock | Modern Message | ||||||||
Business Acquisition [Line Items] | ||||||||
Aggregate grant-date fair value of shares and stock options that vested during the year | $ 10,700 |
Acquisitions - Allocated Purcha
Acquisitions - Allocated Purchase Price (Details) - USD ($) $ in Thousands | Aug. 31, 2020 | Jan. 22, 2020 | Dec. 31, 2020 | Sep. 21, 2020 | Dec. 31, 2019 | Dec. 31, 2018 |
Fair value of purchase consideration: | ||||||
Contingent consideration | $ 4,328 | $ 6,536 | $ 6,000 | |||
Fair value of net assets acquired: | ||||||
Goodwill | 1,771,035 | $ 1,611,749 | $ 1,053,119 | |||
Modern Message | ||||||
Fair value of purchase consideration: | ||||||
Cash, net of cash acquired | 62,748 | |||||
Deferred obligations, net | 1,998 | |||||
Contingent consideration | 0 | |||||
Total fair value of purchase consideration | $ 64,700 | 64,746 | ||||
Fair value of net assets acquired: | ||||||
Restricted cash | 3,248 | |||||
Accounts receivable | 1,222 | |||||
Other current assets | 425 | |||||
Property, equipment, and software | 0 | |||||
Deferred tax asset, net | 0 | |||||
Right-of-use assets | 0 | |||||
Goodwill | $ 49,100 | 49,138 | ||||
Other assets | 0 | |||||
Accounts payable and accrued liabilities | (886) | |||||
Client deposits held in restricted accounts | (3,451) | |||||
Deferred revenue | (198) | |||||
Other long-term liabilities | 0 | |||||
Deferred tax liability, net | (3,552) | |||||
Total fair value of net assets acquired | 64,746 | |||||
Modern Message | Developed product technologies | ||||||
Fair value of net assets acquired: | ||||||
Identified Intangible Assets | 8,700 | |||||
Modern Message | Client relationships | ||||||
Fair value of net assets acquired: | ||||||
Identified Intangible Assets | 9,400 | |||||
Modern Message | Trade names | ||||||
Fair value of net assets acquired: | ||||||
Identified Intangible Assets | 700 | |||||
Stratis | ||||||
Fair value of purchase consideration: | ||||||
Cash, net of cash acquired | 58,948 | |||||
Deferred obligations, net | 5,802 | |||||
Contingent consideration | 0 | |||||
Total fair value of purchase consideration | $ 64,800 | 64,750 | ||||
Fair value of net assets acquired: | ||||||
Restricted cash | 0 | |||||
Accounts receivable | 2,442 | |||||
Other current assets | 1,728 | |||||
Property, equipment, and software | 900 | |||||
Deferred tax asset, net | 0 | |||||
Right-of-use assets | 0 | |||||
Goodwill | $ 50,400 | 50,350 | ||||
Other assets | 0 | |||||
Accounts payable and accrued liabilities | (2,392) | |||||
Client deposits held in restricted accounts | 0 | |||||
Deferred revenue | (2,612) | |||||
Other long-term liabilities | 0 | |||||
Deferred tax liability, net | (2,616) | |||||
Total fair value of net assets acquired | 64,750 | |||||
Stratis | Developed product technologies | ||||||
Fair value of net assets acquired: | ||||||
Identified Intangible Assets | 11,100 | |||||
Stratis | Client relationships | ||||||
Fair value of net assets acquired: | ||||||
Identified Intangible Assets | 5,700 | |||||
Stratis | Trade names | ||||||
Fair value of net assets acquired: | ||||||
Identified Intangible Assets | 150 | |||||
Chirp | ||||||
Fair value of purchase consideration: | ||||||
Cash, net of cash acquired | 11,249 | |||||
Deferred obligations, net | 1,201 | |||||
Contingent consideration | 4,300 | |||||
Total fair value of purchase consideration | 16,750 | |||||
Fair value of net assets acquired: | ||||||
Restricted cash | 0 | |||||
Accounts receivable | 44 | |||||
Other current assets | 0 | |||||
Property, equipment, and software | 0 | |||||
Deferred tax asset, net | 0 | |||||
Right-of-use assets | 0 | |||||
Goodwill | 12,164 | $ 12,200 | ||||
Other assets | 8 | |||||
Accounts payable and accrued liabilities | (334) | |||||
Client deposits held in restricted accounts | 0 | |||||
Deferred revenue | 0 | |||||
Other long-term liabilities | 0 | |||||
Deferred tax liability, net | (532) | |||||
Total fair value of net assets acquired | 16,750 | |||||
Chirp | Developed product technologies | ||||||
Fair value of net assets acquired: | ||||||
Identified Intangible Assets | 4,000 | |||||
Chirp | Client relationships | ||||||
Fair value of net assets acquired: | ||||||
Identified Intangible Assets | 1,400 | |||||
Chirp | Trade names | ||||||
Fair value of net assets acquired: | ||||||
Identified Intangible Assets | 0 | |||||
White Sky | ||||||
Fair value of purchase consideration: | ||||||
Cash, net of cash acquired | 58,894 | |||||
Deferred obligations, net | 6,016 | |||||
Contingent consideration | 0 | |||||
Total fair value of purchase consideration | 64,910 | |||||
Fair value of net assets acquired: | ||||||
Restricted cash | 0 | |||||
Accounts receivable | 2,257 | |||||
Other current assets | 8,476 | |||||
Property, equipment, and software | 500 | |||||
Deferred tax asset, net | 1,068 | |||||
Right-of-use assets | 1,316 | |||||
Goodwill | 45,107 | |||||
Other assets | 1,807 | |||||
Accounts payable and accrued liabilities | (8,129) | |||||
Client deposits held in restricted accounts | 0 | |||||
Deferred revenue | (3,489) | |||||
Other long-term liabilities | (1,003) | |||||
Deferred tax liability, net | 0 | |||||
Total fair value of net assets acquired | 64,910 | |||||
White Sky | Developed product technologies | ||||||
Fair value of net assets acquired: | ||||||
Identified Intangible Assets | 500 | |||||
White Sky | Client relationships | ||||||
Fair value of net assets acquired: | ||||||
Identified Intangible Assets | 15,500 | |||||
White Sky | Trade names | ||||||
Fair value of net assets acquired: | ||||||
Identified Intangible Assets | $ 1,000 |
Acquisitions - Acquisitions Pri
Acquisitions - Acquisitions Prior to 2020 (Details) $ in Thousands | Jul. 10, 2019USD ($) | Dec. 31, 2019USD ($) | Apr. 30, 2019USD ($) | Oct. 31, 2018USD ($) | Sep. 30, 2018USD ($) | Jul. 31, 2018USD ($) | Apr. 30, 2018USD ($) | Dec. 31, 2019USD ($)acquisition | Dec. 31, 2020USD ($) | Dec. 31, 2018USD ($) |
Business Acquisition [Line Items] | ||||||||||
Number of acquisitions | acquisition | 9 | |||||||||
Goodwill | $ 1,611,749 | $ 1,611,749 | $ 1,771,035 | $ 1,053,119 | ||||||
ClickPay | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Aggregate Purchase Price | $ 220,992 | |||||||||
Closing Cash Payment, Net of Cash Acquired | 138,983 | |||||||||
Net Tangible Assets Acquired (Liabilities Assumed) | (4,620) | |||||||||
Identified Intangible Assets | 52,700 | |||||||||
Goodwill | $ 172,912 | |||||||||
BluTrend | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Aggregate Purchase Price | $ 8,500 | |||||||||
Closing Cash Payment, Net of Cash Acquired | 8,500 | |||||||||
Net Tangible Assets Acquired (Liabilities Assumed) | 343 | |||||||||
Identified Intangible Assets | 4,270 | |||||||||
Goodwill | $ 3,887 | |||||||||
LeaseLabs | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Aggregate Purchase Price | $ 112,892 | |||||||||
Closing Cash Payment, Net of Cash Acquired | 84,498 | |||||||||
Net Tangible Assets Acquired (Liabilities Assumed) | 1,188 | |||||||||
Identified Intangible Assets | 27,200 | |||||||||
Goodwill | $ 84,504 | |||||||||
Rentlytics | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Aggregate Purchase Price | $ 54,815 | |||||||||
Closing Cash Payment, Net of Cash Acquired | 47,895 | |||||||||
Net Tangible Assets Acquired (Liabilities Assumed) | 892 | |||||||||
Identified Intangible Assets | 12,200 | |||||||||
Goodwill | $ 41,723 | |||||||||
LeaseTerm Solutions | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Aggregate Purchase Price | $ 26,512 | |||||||||
Closing Cash Payment, Net of Cash Acquired | 23,417 | |||||||||
Net Tangible Assets Acquired (Liabilities Assumed) | 587 | |||||||||
Identified Intangible Assets | 7,300 | |||||||||
Goodwill | $ 18,625 | |||||||||
Hipercept | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Aggregate Purchase Price | $ 28,353 | |||||||||
Closing Cash Payment, Net of Cash Acquired | 17,804 | |||||||||
Net Tangible Assets Acquired (Liabilities Assumed) | 149 | |||||||||
Identified Intangible Assets | 4,800 | |||||||||
Goodwill | 23,404 | |||||||||
Simple Bills | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Aggregate Purchase Price | 18,149 | |||||||||
Closing Cash Payment, Net of Cash Acquired | 14,875 | |||||||||
Net Tangible Assets Acquired (Liabilities Assumed) | (724) | |||||||||
Identified Intangible Assets | 9,300 | |||||||||
Goodwill | $ 9,573 | |||||||||
IMS | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Aggregate Purchase Price | 55,738 | |||||||||
Closing Cash Payment, Net of Cash Acquired | 50,177 | |||||||||
Net Tangible Assets Acquired (Liabilities Assumed) | 153 | 153 | ||||||||
Identified Intangible Assets | 16,100 | 16,100 | ||||||||
Goodwill | 39,485 | 39,485 | ||||||||
Buildium | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Aggregate Purchase Price | 569,645 | |||||||||
Closing Cash Payment, Net of Cash Acquired | 566,241 | |||||||||
Net Tangible Assets Acquired (Liabilities Assumed) | (14,536) | (14,536) | ||||||||
Identified Intangible Assets | 113,000 | 113,000 | ||||||||
Goodwill | $ 471,181 | $ 471,181 |
Acquisitions - Schedule of Cont
Acquisitions - Schedule of Contingent Consideration Rollforward (Details) - USD ($) $ in Thousands | 1 Months Ended | 12 Months Ended | ||||
May 31, 2020 | Sep. 30, 2019 | May 31, 2019 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Deferred Cash and Stock Obligations | ||||||
Deferred Cash and Stock Obligations Beginning Balance | $ 31,747 | $ 52,142 | ||||
Additions, net of fair value discount | 15,017 | 18,183 | ||||
Cash payments | (18,540) | (25,215) | ||||
Settlements through common stock issued | (14,846) | |||||
Accretion expense | 899 | 1,540 | ||||
Change in fair value | 0 | 0 | ||||
Indemnification claims and other adjustments | (6,028) | (57) | ||||
Deferred Cash and Stock Obligations Ending Balance | 23,095 | 31,747 | $ 52,142 | |||
Contingent Consideration | ||||||
Contingent Consideration Beginning Balance | 6,536 | 6,000 | ||||
Additions, net of fair value discount | 4,300 | 6,700 | ||||
Cash payments | 0 | (5,963) | ||||
Settlements through common stock issued | 0 | |||||
Accretion expense | 190 | 58 | ||||
Change in fair value | (6,698) | (259) | ||||
Indemnification claims and other adjustments | 0 | 0 | ||||
Contingent Consideration Ending Balance | 4,328 | 6,536 | 6,000 | |||
Total | ||||||
Total Beginning Balance | 38,283 | 58,142 | ||||
Additions, net of fair value discount | 19,317 | 24,883 | ||||
Cash payments | (18,540) | (31,178) | ||||
Settlements through common stock issued | 0 | (14,846) | 0 | |||
Accretion expense | 1,089 | 1,598 | ||||
Change in fair value | (6,698) | (259) | ||||
Indemnification claims and other adjustments | (6,028) | (57) | ||||
Total Ending Liability | $ 27,423 | $ 38,283 | $ 58,142 | |||
NovelPay And ClickPay | ||||||
Business Acquisition [Line Items] | ||||||
Shares issued for ClickPay Acquisition (in shares) | 154,281 | |||||
Number of shares repurchased (in shares) | 9,994 | |||||
LeaseLabs | ||||||
Business Acquisition [Line Items] | ||||||
Issuance of common stock in connection with our acquisitions (in shares) | 80,012 |
Acquisitions - Pro Forma Financ
Acquisitions - Pro Forma Financial Information (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Business Combinations [Abstract] | ||
Total revenue | $ 1,194,199 | $ 1,090,140 |
Net income | $ 46,851 | $ 10,548 |
Net income per share attributable to common stockholders: | ||
Basic net income per share (in dollars per share) | $ 0.48 | $ 0.11 |
Diluted net income per share (in dollars per share) | $ 0.46 | $ 0.11 |
Revenue Recognition - Disaggreg
Revenue Recognition - Disaggregation of Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2020 | Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Disaggregation of Revenue [Line Items] | |||||||||||
Total revenue | $ 1,158,484 | $ 988,136 | $ 869,480 | ||||||||
Property management | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Total revenue | 249,781 | 205,903 | 186,975 | ||||||||
Resident services | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Total revenue | 520,744 | 421,075 | 350,457 | ||||||||
Leasing and marketing | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Total revenue | 190,693 | 179,622 | 166,361 | ||||||||
Asset optimization | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Total revenue | 164,620 | 146,976 | 129,916 | ||||||||
On demand | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Total revenue | $ 288,569 | $ 290,239 | $ 278,559 | $ 268,471 | $ 246,235 | $ 245,637 | $ 235,185 | $ 226,519 | 1,125,838 | 953,576 | 833,709 |
Professional and other | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Total revenue | $ 9,486 | $ 7,910 | $ 7,048 | $ 8,202 | $ 8,532 | $ 9,565 | $ 8,676 | $ 7,787 | $ 32,646 | $ 34,560 | $ 35,771 |
Revenue Recognition - Narrative
Revenue Recognition - Narrative (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||
Contract term | Revenues are calculated based on the number of transactions processed monthly and will vary from month to month based on actual usage of these transaction-based services over the contract term, which is typically one year in duration. | ||
On demand revenue | $ 131.6 | ||
Deferred commissions period of benefit | 3 years | ||
Amortized commission costs | $ 12 | $ 8.7 | $ 5.4 |
Remaining performance obligation percentage | 70.50% | ||
Period for satisfying 75% of remaining obligation | 24 months | ||
Maximum | |||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||
Performance obligation period | 7 years | ||
Minimum | |||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||
Performance obligation period | 2 years | ||
On demand | |||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||
Remaining performance obligation | $ 515.5 |
Revenue Recognition Revenue Rec
Revenue Recognition Revenue Recognition - Capitalized Contract Cost (Details) - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Revenue from Contract with Customer [Abstract] | ||
Capitalized commissions costs - current | $ 11,595 | $ 9,870 |
Capitalized commissions costs - noncurrent | 10,319 | 8,463 |
Total capitalized commissions costs | $ 21,914 | $ 18,333 |
Accounts Receivable (Details)
Accounts Receivable (Details) - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Accounts receivable, gross | $ 159,953 | $ 153,398 |
Less: Allowances | (14,272) | (10,271) |
Accounts receivable, net | 145,681 | 143,127 |
Trade receivables from clients | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Accounts receivable, gross | 141,031 | 137,039 |
Insurance commissions receivable | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Accounts receivable, gross | $ 18,922 | $ 16,359 |
Property, Equipment and Softw_3
Property, Equipment and Software - Components of Property, Equipment and Software (Detail) - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Property, Plant and Equipment [Line Items] | ||
Property, equipment, and software, gross | $ 405,985 | $ 341,604 |
Less: Accumulated depreciation and amortization | (224,774) | (178,322) |
Property, equipment, and software, net | 181,211 | 163,282 |
Leasehold improvements | ||
Property, Plant and Equipment [Line Items] | ||
Property, equipment, and software, gross | 71,517 | 70,558 |
Data processing and communications equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property, equipment, and software, gross | 95,502 | 77,358 |
Furniture, fixtures, and other equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property, equipment, and software, gross | 40,673 | 35,856 |
Software | ||
Property, Plant and Equipment [Line Items] | ||
Property, equipment, and software, gross | $ 198,293 | $ 157,832 |
Property, Equipment and Softw_4
Property, Equipment and Software - Additional Information (Detail) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Property, Plant and Equipment [Line Items] | |||
Depreciation and amortization expense for property, equipment and software | $ 31.8 | $ 30.2 | $ 28.5 |
Carrying amount of capitalized development costs | 79 | 66.5 | |
Software | |||
Property, Plant and Equipment [Line Items] | |||
Depreciation and amortization expense for property, equipment and software | $ 17.8 | $ 14.8 | $ 11.9 |
Leases - Narrative (Details)
Leases - Narrative (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2018 | May 31, 2015 | |
Lessee, Lease, Description [Line Items] | ||
Operating lease, rent expense | $ 15.8 | |
Headquarters, Richardson, TX | ||
Lessee, Lease, Description [Line Items] | ||
Lease term of contract | 12 years |
Leases - Lease Cost (Details)
Leases - Lease Cost (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Leases [Abstract] | ||
Operating lease cost | $ 16,842 | $ 13,949 |
Depreciation of finance lease asset | 3,969 | 3,969 |
Interest on lease liabilities | 4,074 | 4,221 |
Total finance lease cost | $ 8,043 | $ 8,190 |
Leases - Assets and Liabilities
Leases - Assets and Liabilities of Lessee (Details) - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Operating Leases | ||
Operating, ROU asset | $ 59,312 | $ 67,700 |
Lease liabilities, current | 14,021 | 12,873 |
Lease liabilities, net of current portion | 50,512 | 59,822 |
Total lease liabilities | $ 64,533 | $ 72,695 |
Weighted average remaining term (in years) | 5 years 2 months 12 days | 6 years 1 month 6 days |
Weighted average discount rate | 4.80% | 4.80% |
Finance Leases | ||
Right-of-use assets | $ 51,325 | $ 54,241 |
Lease liabilities, current | 3,859 | 3,254 |
Lease liabilities, net of current portion | 70,615 | 73,491 |
Total lease liabilities | $ 74,474 | $ 76,745 |
Weighted average remaining term (in years) | 12 years 7 months 6 days | 13 years 8 months 12 days |
Weighted average discount rate | 5.40% | 5.40% |
Total Leases | ||
Right-of-use assets | $ 110,637 | $ 121,941 |
Lease liabilities, current | 17,880 | 16,127 |
Lease liabilities, net of current portion | 121,127 | 133,313 |
Total lease liabilities | $ 139,007 | $ 149,440 |
Operating Lease, Liability, Current, Statement of Financial Position [Extensible List] | us-gaap:OtherLiabilitiesCurrent | us-gaap:OtherLiabilitiesCurrent |
Operating Lease, Liability, Noncurrent, Statement of Financial Position [Extensible List] | us-gaap:OtherLiabilitiesNoncurrent | us-gaap:OtherLiabilitiesNoncurrent |
Leases - Supplemental Cash Flow
Leases - Supplemental Cash Flow Information (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Cash payments for lease liabilities within operating activities: | ||
Operating leases | $ 17,495 | $ 14,890 |
Finance leases | $ 4,074 | $ 4,221 |
Leases - Schedule of Lease Matu
Leases - Schedule of Lease Maturity (Details) - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Operating Leases | ||
2021 | $ 14,612 | |
2022 | 14,920 | |
2023 | 13,194 | |
2024 | 11,097 | |
2025 | 9,743 | |
Thereafter | 9,801 | |
Total undiscounted lease payments | 73,367 | |
Present value adjustment | (8,834) | |
Present value of lease payments | 64,533 | $ 72,695 |
Finance Leases | ||
2021 | 7,183 | |
2022 | 7,867 | |
2023 | 7,972 | |
2024 | 8,077 | |
2025 | 8,016 | |
Thereafter | 64,289 | |
Total undiscounted lease payments | 103,404 | |
Present value adjustment | (28,930) | |
Present value of lease payments | 74,474 | 76,745 |
Total Leases | ||
2021 | 21,795 | |
2022 | 22,787 | |
2023 | 21,166 | |
2024 | 19,174 | |
2025 | 17,759 | |
Thereafter | 74,090 | |
Total undiscounted lease payments | 176,771 | |
Present value adjustment | (37,764) | |
Total lease liabilities | $ 139,007 | $ 149,440 |
Goodwill and Identified Intan_2
Goodwill and Identified Intangible Assets - Change in Carrying Amount of Goodwill (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Goodwill [Roll Forward] | ||
Beginning balance | $ 1,611,749 | $ 1,053,119 |
Goodwill acquired | 156,948 | 558,977 |
Measurement period and other adjustments | 2,338 | (347) |
Ending balance | $ 1,771,035 | $ 1,611,749 |
Goodwill and Identified Intan_3
Goodwill and Identified Intangible Assets - Additional Information (Detail) - USD ($) | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Finite-Lived Intangible Assets [Line Items] | |||
Goodwill, impairment loss | $ 0 | $ 0 | $ 0 |
Finite-Lived Intangible Assets | |||
Finite-Lived Intangible Assets [Line Items] | |||
Amortization | 85,200,000 | 66,000,000 | $ 59,800,000 |
Trade names | |||
Finite-Lived Intangible Assets [Line Items] | |||
Impairment of intangible assets | $ 1,000,000 | ||
Level One | Developed technologies | |||
Finite-Lived Intangible Assets [Line Items] | |||
Impairment of intangible assets | $ 2,000,000 |
Goodwill and Identified Intan_4
Goodwill and Identified Intangible Assets - Other Intangible Assets (Detail) - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Finite-lived intangible assets: | ||
Carrying Amount | $ 707,372 | $ 649,298 |
Accumulated Amortization | (369,860) | (284,695) |
Net | 337,512 | 364,603 |
Indefinite-lived intangible assets: | ||
Carrying Amount | 714,739 | 657,691 |
Net | 344,879 | 372,996 |
Trade names | ||
Indefinite-lived intangible assets: | ||
Indefinite-lived intangible assets | 7,367 | 8,393 |
Developed technologies | ||
Finite-lived intangible assets: | ||
Carrying Amount | 302,254 | 277,030 |
Accumulated Amortization | (166,863) | (125,537) |
Net | 135,391 | 151,493 |
Client relationships | ||
Finite-lived intangible assets: | ||
Carrying Amount | 372,438 | 341,438 |
Accumulated Amortization | (180,647) | (140,044) |
Net | 191,791 | 201,394 |
Trade names | ||
Finite-lived intangible assets: | ||
Carrying Amount | 27,407 | 25,557 |
Accumulated Amortization | (19,142) | (16,928) |
Net | 8,265 | 8,629 |
Non-competition agreements | ||
Finite-lived intangible assets: | ||
Carrying Amount | 5,273 | 5,273 |
Accumulated Amortization | (3,208) | (2,186) |
Net | $ 2,065 | $ 3,087 |
Goodwill and Identified Intan_5
Goodwill and Identified Intangible Assets - Estimated Amortization of Intangible Assets (Detail) $ in Thousands | Dec. 31, 2020USD ($) |
Goodwill and Intangible Assets Disclosure [Abstract] | |
2021 | $ 80,714 |
2022 | 68,034 |
2023 | 59,645 |
2024 | 54,451 |
2025 | $ 21,173 |
Debt - Narrative (Details)
Debt - Narrative (Details) $ / shares in Units, shares in Millions | Dec. 31, 2020USD ($)$ / shares | May 22, 2020USD ($)day$ / sharesshares | Sep. 05, 2019USD ($) | May 23, 2017USD ($)$ / sharesshares | Dec. 31, 2023USD ($) | Dec. 31, 2022USD ($) | Dec. 31, 2020USD ($)$ / sharesday | Dec. 31, 2019USD ($) | Dec. 31, 2018USD ($) | May 31, 2017USD ($) |
Line of Credit Facility [Line Items] | ||||||||||
Line of credit facility, additional borrowing capacity, percentage of consolidated EBITDA | 100.00% | 100.00% | ||||||||
Minimum percent of available liquidity on outstanding convertible notes | 125.00% | 125.00% | ||||||||
Interest coverage ratio | 3 | 3 | ||||||||
Senior leverage ratio | 3.75 | 3.75 | ||||||||
Senior leverage ratio, following certain material acquisitions | 4.25 | 4.25 | ||||||||
Proceeds from borrowings on convertible notes | $ 345,000,000 | $ 0 | $ 0 | |||||||
Conversion price (in dollars per share) | $ / shares | $ 76.70 | |||||||||
Convertible notes, net | $ 288,283,000 | 288,283,000 | 305,188,000 | |||||||
Percentage of debt held by individual owner | 25.00% | |||||||||
Number of securities called by warrants (in shares) | shares | 4.5 | 8.2 | ||||||||
Purchase of hedged instruments | $ 39,400,000 | $ 62,500,000 | ||||||||
Cap price (in dollars per share) | $ / shares | $ 118 | |||||||||
Proceeds from issuance of warrants | $ 31,500,000 | |||||||||
Exercise price of warrants (in dollars per share) | $ / shares | $ 57.58 | |||||||||
Maximum | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Number of securities called by warrants (in shares) | shares | 8.2 | |||||||||
Revolving Facility | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Additional borrowing capacity | $ 250,000,000 | $ 250,000,000 | ||||||||
Revolving Facility | Minimum | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Commitment fee percentage | 0.15% | |||||||||
Revolving Facility | Maximum | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Net leverage ratio | 3.50 | 3.50 | ||||||||
Commitment fee percentage | 0.35% | |||||||||
Revolving Facility | LIBOR | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Basis spread on variable rate | 1.00% | |||||||||
Revolving Facility | LIBOR | Minimum | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Basis spread on variable rate | 1.00% | |||||||||
Revolving Facility | LIBOR | Maximum | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Basis spread on variable rate | 2.00% | |||||||||
Revolving Facility | Base Rate | Minimum | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Basis spread on variable rate | 0.00% | |||||||||
Revolving Facility | Base Rate | Maximum | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Basis spread on variable rate | 1.00% | |||||||||
Revolving Facility | Federal Funds Effective Swap Rate | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Basis spread on variable rate | 0.50% | |||||||||
Revolving Facility | Revolving Facility | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Maximum borrowing capacity | $ 600,000,000 | |||||||||
Available credit | $ 600,000,000 | $ 600,000,000 | 370,000,000 | |||||||
Borrowings outstanding | 0 | 0 | 230,000,000 | |||||||
Revolving Facility | Revolving Facility | Other assets | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Unamortized debt issuance costs | $ 2,100,000 | 2,100,000 | 2,700,000 | |||||||
Revolving Facility | Letter of Credit | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Maximum borrowing capacity | 10,000,000 | |||||||||
Revolving Facility | Swingline Loan | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Maximum borrowing capacity | 20,000,000 | |||||||||
Term Loans | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Periodic principal payment | 3,800,000 | $ 7,500,000 | ||||||||
Convertible Notes | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Proceeds from borrowings on convertible notes | $ 304,200,000 | |||||||||
Redemption price | 100.00% | |||||||||
Amended Credit Facility | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Maximum borrowing capacity | 1,200,000,000 | |||||||||
Initial Term Loan | Term Loans | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Principal amount | $ 300,000,000 | |||||||||
Delayed Draw Term Loan | Revolving Facility | Base Rate | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Net leverage ratio | 5 | 5 | ||||||||
Net leverage ratio, following certain material acquisitions | 5.50 | 5.50 | ||||||||
Delayed Draw Term Loan | Term Loans | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Principal amount | 300,000,000 | |||||||||
2025 Convertible Notes | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Proceeds from borrowings on convertible notes | $ 337,500,000 | |||||||||
2025 Convertible Notes | Convertible Notes | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Principal amount | $ 345,000,000 | |||||||||
Interest rate stated percentage | 1.50% | |||||||||
Conversion ratio (in shares) | 13.04 | |||||||||
Conversion price (in dollars per share) | $ / shares | $ 76.70 | |||||||||
Closing stock price (in dollars per share) | $ / shares | 87.24 | 87.24 | ||||||||
If-converted, value in excess of principal | $ 47,400,000 | |||||||||
Threshold trading days | day | 20 | |||||||||
Threshold consecutive trading days | day | 30 | |||||||||
Measurement period threshold trading days | day | 5 | |||||||||
Measurement period threshold consecutive trading days | day | 5 | |||||||||
Ratio of trading price per $1000 principle amount | 98.00% | |||||||||
Convertible notes, net | $ 288,000,000 | |||||||||
Carrying amount of convertible debt equity component | $ 51,821,000 | 57,000,000 | 51,821,000 | |||||||
Deferred tax liabilities, equity component of convertible debt | 3,900,000 | |||||||||
Gross debt issuance costs | $ 7,500,000 | |||||||||
Convertible debt, carrying amount | 288,283,000 | $ 288,283,000 | ||||||||
Effective interest rate | 5.74% | |||||||||
2025 Convertible Notes | Convertible Notes | Minimum | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Threshold percentage of stock price trigger | 130.00% | |||||||||
Over-Allotment Option | Convertible Notes | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Principal amount | $ 45,000,000 | $ 45,000,000 | ||||||||
2022 Convertible Notes | Convertible Notes | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Conversion ratio (in shares) | 23.84 | |||||||||
Carrying amount of convertible debt equity component | 61,390,000 | $ 61,390,000 | 61,390,000 | |||||||
Convertible debt, carrying amount | 318,281,000 | $ 318,281,000 | 305,188,000 | |||||||
Convertible Senior Notes Due November 2022 | Convertible Notes | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Principal amount | $ 345,000,000 | |||||||||
Interest rate stated percentage | 1.50% | |||||||||
Conversion price (in dollars per share) | $ / shares | $ 41.95 | |||||||||
If-converted, value in excess of principal | $ 372,500,000 | |||||||||
Threshold trading days | day | 20 | |||||||||
Threshold consecutive trading days | day | 30 | |||||||||
Measurement period threshold trading days | day | 5 | |||||||||
Measurement period threshold consecutive trading days | day | 5 | |||||||||
Convertible notes, net | $ 282,500,000 | |||||||||
Carrying amount of convertible debt equity component | 62,500,000 | |||||||||
Gross debt issuance costs | $ 9,800,000 | |||||||||
Convertible Senior Notes Due November 2022 | Convertible Notes | Minimum | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Threshold percentage of stock price trigger | 130.00% | |||||||||
Ratio of trading price per $1000 principle amount | 98.00% | |||||||||
Forecast | Term Loans | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Periodic principal payment | $ 15,000,000 | $ 11,300,000 | ||||||||
Measurement Input, Share Price | Convertible Senior Notes Due November 2022 | Convertible Notes | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Closing stock price (in dollars per share) | $ / shares | 87.24 | 87.24 | ||||||||
Level 2 | Term Loans | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Long-term debt fair value | $ 516,300,000 | $ 516,300,000 | 582,700,000 | |||||||
Level 2 | Convertible Notes | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Convertible debt fair value | $ 486,700,000 | |||||||||
Level 2 | 2025 Convertible Notes | Convertible Notes | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Convertible debt fair value | 443,700,000 | 443,700,000 | ||||||||
Level 2 | 2022 Convertible Notes | Convertible Notes | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Convertible debt fair value | $ 723,900,000 | $ 723,900,000 |
Debt - Schedule of Long Term De
Debt - Schedule of Long Term Debt (Details) - Term Loans - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Debt Instrument [Line Items] | ||
Principal outstanding | $ 577,500 | $ 596,250 |
Unamortized discount | (719) | (942) |
Unamortized debt issuance costs | (951) | (1,245) |
Carrying value | $ 575,830 | $ 594,063 |
Debt - Schedule of Maturities o
Debt - Schedule of Maturities of Long Term Debt (Details) - Term Loans $ in Thousands | Dec. 31, 2020USD ($) |
Debt Instrument [Line Items] | |
2021 | $ 30,000 |
2022 | 33,750 |
2023 | 48,750 |
2024 | 465,000 |
Total long-term debt | $ 577,500 |
Debt - Schedule of Convertible
Debt - Schedule of Convertible Notes (Details) - Convertible Notes - USD ($) $ in Thousands | Dec. 31, 2020 | May 22, 2020 | Dec. 31, 2019 |
2022 Convertible Notes | |||
Debt Instrument [Line Items] | |||
Principal amount | $ 344,995 | $ 344,995 | |
Unamortized discount | (23,680) | (35,287) | |
Unamortized debt issuance costs | (3,034) | (4,520) | |
Convertible notes, net | 318,281 | 305,188 | |
Equity component, net of issuance costs and deferred tax: | 61,390 | $ 61,390 | |
2025 Convertible Notes | |||
Debt Instrument [Line Items] | |||
Principal amount | 345,000 | ||
Unamortized discount | (51,110) | ||
Unamortized debt issuance costs | (5,607) | ||
Convertible notes, net | 288,283 | ||
Equity component, net of issuance costs and deferred tax: | $ 51,821 | $ 57,000 |
Debt - Schedule of Interest on
Debt - Schedule of Interest on Convertible Notes (Details) - Convertible Notes - Convertible Senior Notes Due November 2022 - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Debt Instrument [Line Items] | |||
Contractual interest expense | $ 8,339 | $ 5,175 | $ 5,175 |
Amortization of debt discount | 17,497 | 10,948 | 10,322 |
Amortization of debt issuance costs | 2,170 | 1,402 | 1,322 |
Total interest expense | $ 28,006 | $ 17,525 | $ 16,819 |
Effective interest rate of the liability component | 5.87% | 5.87% | 5.87% |
Stock-based Expense and Emplo_3
Stock-based Expense and Employee Benefits - Schedule of Stock-based Compensation Cost (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Total compensation expense recognized | $ 59,274 | $ 62,563 | $ 50,641 |
Cash proceeds related to stock-based expense transactions | 14,575 | 5,833 | 13,163 |
Time Based Restricted Stock | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Aggregate grant-date fair value of shares and stock options that vested during the year | $ 66,896 | $ 49,229 | $ 49,711 |
Stock-based Expense and Emplo_4
Stock-based Expense and Employee Benefits - Additional Information (Detail) - USD ($) $ in Millions | 12 Months Ended | 36 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2020 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Unrecognized compensation cost | $ 83.3 | $ 83.3 | ||
Unrecognized non-vested stock awards recognition period | 2 years | |||
Aggregate intrinsic value of stock options | $ 40.9 | $ 12.3 | $ 23 | |
Options granted in period (in shares) | 0 | 0 | 0 | |
Contributions to employee benefit plans | $ 6.2 | $ 4.5 | $ 4.2 | |
Stock Option | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Expiration period from grant date (in years) | 10 years | |||
Time Based Restricted Stock | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Award vesting period | 3 years | |||
Granted (in shares) | 1,126,377 | 880,594 | 1,289,866 | |
Market Based Restricted Stock | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Award vesting period | 1 year | |||
Granted (in shares) | 461,948 | 489,948 | 517,364 | |
Market Based Restricted Stock | Minimum | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Requisite service period (in months) | 9 months | 6 months | ||
Market Based Restricted Stock | Maximum | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Requisite service period (in months) | 3 years | 3 years | ||
Contingent Share Awards | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Unrecognized compensation cost | $ 11.9 | 11.9 | ||
Unrecognized non-vested stock awards recognition period | 2 years 3 months 18 days | |||
Award vesting period | 1 year | |||
Estimated intrinsic value | $ 18.2 | 18.2 | ||
Fair value share-based compensation expense | 4.9 | $ 2.2 | ||
Restricted Stock Awards | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Unrecognized compensation cost | 2.2 | $ 2.2 | ||
Fair value share-based compensation expense | $ 1.1 | |||
Granted (in shares) | 430,000 | |||
Common Stock | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Stock options granted (in shares) | 9,500,000 | 9,500,000 | ||
Board Plan | Restricted Stock | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Award vesting period | 1 year |
Stock-based Expense and Emplo_5
Stock-based Expense and Employee Benefits - Summary of Stock Option Transactions Under Equity Plan, Stock Incentive Plan, Multifamily Technology Solutions Plan and Board Plan (Detail) - $ / shares | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Number of Shares | |||
Beginning Balance (in shares) | 1,225,152 | 1,528,322 | 2,200,465 |
Exercised (in shares) | (796,750) | (305,030) | (658,564) |
Forfeited/cancelled (in shares) | (3,342) | (725) | (11,329) |
Expired (in shares) | (600) | (2,250) | |
Other (in shares) | 4,750 | 2,585 | |
Ending balance (in shares) | 419,710 | 1,225,152 | 1,528,322 |
Range of Exercise Prices | |||
Range of exercise prices beginning balance, lower limit (in dollars per share) | $ 7.50 | $ 4.28 | $ 4.28 |
Range of exercise prices beginning balance, upper limit (in dollars per share) | 29.50 | 29.50 | 29.50 |
Range of exercise prices Exercised, lower limit (in dollars per share) | 7.50 | 4.28 | 4.92 |
Range of exercise prices Exercised, upper limit (in dollars per share) | 29.50 | 29.50 | 29.50 |
Range of exercise prices Forfeited/cancelled, lower limit (in dollars per share) | 17.75 | 18.79 | 15.19 |
Range of exercise prices Forfeited/cancelled, upper limit (in dollars per share) | 21.54 | 20.34 | 25.70 |
Range of exercise prices Expired, lower limit (in dollars per share) | 27.18 | 7 | |
Range of exercise prices Expired, upper limit (in dollars per share) | 27.18 | 7 | |
Range of exercise prices Other, lower limit (in dollars per share) | 9 | 17.67 | |
Range of exercise prices Other, upper limit (in dollars per share) | 24.03 | 27.18 | |
Range of exercise prices Ending Balance, lower limit (in dollars per share) | 15.19 | 7.50 | 4.28 |
Range of exercise prices Ending Balance, upper limit (in dollars per share) | 29.50 | 29.50 | 29.50 |
Weighted-Average Exercise Price | |||
Weighted average exercise price, Beginning Balance (in dollars per share) | 18.94 | 18.96 | 19.26 |
Weighted average exercise price, Exercised (in dollars per share) | 18.29 | 19.12 | 20 |
Weighted average exercise price, Forfeited/cancelled (in dollars per share) | 19.57 | 19.79 | 18.85 |
Weighted average exercise price, Expired (in dollars per share) | 27.18 | 7 | |
Weighted average exercise price, Other (in dollars per share) | 15.02 | 22.59 | |
Weighted average exercise price, Ending Balance (in dollars per share) | $ 20.23 | $ 18.94 | $ 18.96 |
Stock-based Expense and Emplo_6
Stock-based Expense and Employee Benefits - Outstanding Stock Options, Vested and Expected to Vest, Non-Vested and Stock Options Currently Exercisable (Detail) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Options Fully Vested & Exercisable | ||
Number of options, options fully vested and expected to vest (in shares) | 419,710 | |
Weighted average remaining contractual life (in years), options fully vested and expected to vest | 3 years 3 months 18 days | |
Weighted average exercise price, options fully vested and expected to vest (in dollars per share) | $ 20.23 | |
Aggregate intrinsic value, options fully vested and expected to vest | $ 28,124 | |
Options Fully Vested & Exercisable | ||
Number of shares options, options exercisable (in shares) | 1,225,152 | |
Weighted average remaining contractual life (in years), options exercisable | 3 years 1 month 6 days | |
Weighted average exercise price, options exercisable (in dollars per share) | $ 18.94 | |
Aggregate intrinsic value, options exercisable | $ 42,650 |
Stock-based Expense and Emplo_7
Stock-based Expense and Employee Benefits - Summary of Time-Based Restricted Share Awards' Activity (Detail) - Time Based Restricted Stock - $ / shares | 12 Months Ended | 36 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2020 | |
Number of Shares | ||||
Beginning Balance (in shares) | 1,368,017 | 1,785,812 | 1,755,988 | 1,755,988 |
Granted (in shares) | 1,126,377 | 880,594 | 1,289,866 | |
Vested (in shares) | (924,214) | (1,036,973) | (1,017,367) | |
Forfeited/cancelled (in shares) | (299,261) | (261,416) | (242,675) | |
Ending Balance (in shares) | 1,270,919 | 1,368,017 | 1,785,812 | 1,270,919 |
Weighted-Average price | ||||
Beginning of Period (in dollars per share) | $ 54.70 | $ 44.34 | $ 30.05 | $ 30.05 |
Granted (in dollars per share) | 61.73 | 60.37 | 53.26 | |
Vested (in dollars per share) | 53.75 | 42.22 | 31.92 | |
Forfeited/cancelled (in dollars per share) | 57.91 | 52.53 | 40.70 | |
Ending of Period (in dollars per share) | $ 60.84 | $ 54.70 | $ 44.34 | $ 60.84 |
Stock-based Expense and Emplo_8
Stock-based Expense and Employee Benefits - Performance-Based Restricted Share Awards Activity (Detail) - Market Based Restricted Stock - $ / shares | 12 Months Ended | 36 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2020 | |
Number of Shares | ||||
Beginning Balance (in shares) | 838,462 | 529,672 | 690,165 | 690,165 |
Granted (in shares) | 461,948 | 489,948 | 517,364 | |
Vested (in shares) | (421,576) | (144,455) | (677,857) | |
Forfeited/cancelled (in shares) | (226,912) | (36,703) | ||
Ending Balance (in shares) | 651,922 | 838,462 | 529,672 | 651,922 |
Weighted-Average price | ||||
Beginning of Period (in dollars per share) | $ 37.17 | $ 35.03 | $ 22.76 | $ 22.76 |
Granted (in dollars per share) | 30.65 | 38.24 | 35.66 | |
Vested (in dollars per share) | 35.06 | 33.37 | 23.02 | |
Forfeited/cancelled (in dollars per share) | 35.89 | 35.66 | ||
Ending of Period (in dollars per share) | $ 34.36 | $ 37.17 | $ 35.03 | $ 34.36 |
Stock-based Expense and Emplo_9
Stock-based Expense and Employee Benefits - Awards Granted Assumptions (Detail) - Market Based Restricted Stock | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Risk-free interest rate | 0.70% | 2.50% | 2.50% |
Expected volatility | 33.00% | 29.60% | 31.20% |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Detail) | Feb. 08, 2021USD ($) | Jan. 31, 2019USD ($) | May 31, 2018USD ($)customer | Dec. 31, 2018USD ($) | Dec. 31, 2020USD ($) | Dec. 31, 2019USD ($) |
Loss Contingencies [Line Items] | ||||||
Client funds diverted | $ 6,000,000 | |||||
Number of clients impacted | customer | 3 | |||||
Proceeds from insurance settlement | $ 1,000,000 | |||||
Receivable valuation allowance | $ 5,000,000 | |||||
Insurance settlement, related cost incurred | $ 400,000 | |||||
Subsequent Event | ||||||
Loss Contingencies [Line Items] | ||||||
Proceeds from U.S. Secret Service | $ 2,900,000 | |||||
Indemnification Agreement | ||||||
Loss Contingencies [Line Items] | ||||||
Guarantor obligations, current carrying value | $ 0 | $ 0 |
Net Income Per Share - Addition
Net Income Per Share - Additional Information (Detail) - $ / shares | 12 Months Ended | |||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | May 23, 2017 | |
Earnings Per Share [Abstract] | ||||
Shares excluded from dilutive shares outstanding because their effect was anti-dilutive (in shares) | 213,000 | 149,000 | 286,000 | |
Exercise price of warrants (in dollars per share) | $ 57.58 | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Weighted average number of shares contingently issuable (in shares) | 0 | 0 | ||
ClickPay and BluTrend | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Weighted average number of shares contingently issuable (in shares) | 150,000 | 163,000 |
Net Income Per Share - Calculat
Net Income Per Share - Calculation of Basic and Diluted Net Income (Loss) Per Share (Detail) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2020 | Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Numerator: | |||||||||||
Net income | $ 13,067 | $ 16,341 | $ 11,301 | $ 5,605 | $ 20,169 | $ 11,704 | $ 15,063 | $ 11,272 | $ 46,314 | $ 58,208 | $ 34,725 |
Basic: | |||||||||||
Weighted average shares used in computing basic net income per share: | 96,841 | 92,017 | 87,290 | ||||||||
Add weighted average effect of dilutive securities: | |||||||||||
Stock options and restricted stock (in shares) | 1,253 | 1,368 | 2,032 | ||||||||
Convertible notes and warrants (in shares) | 3,205 | 2,675 | 1,948 | ||||||||
Contingently issuable shares in connection with our acquisitions (in shares) | 66 | 222 | 261 | ||||||||
Weighted average shares used in computing diluted net income (loss) per share (in shares) | 101,365 | 96,282 | 91,531 | ||||||||
Net income per share: | |||||||||||
Basic (in dollars per share) | $ 0.13 | $ 0.16 | $ 0.12 | $ 0.06 | $ 0.22 | $ 0.13 | $ 0.16 | $ 0.12 | $ 0.48 | $ 0.63 | $ 0.40 |
Diluted (in dollars per share) | $ 0.12 | $ 0.16 | $ 0.11 | $ 0.06 | $ 0.21 | $ 0.12 | $ 0.16 | $ 0.12 | $ 0.46 | $ 0.60 | $ 0.38 |
Income Taxes - Domestic and For
Income Taxes - Domestic and Foreign Components of (Loss) Income Before Provision for Income Taxes (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Income Tax Disclosure [Abstract] | |||
Domestic | $ 48,308 | $ 60,024 | $ 32,190 |
Foreign | 2,999 | 534 | 2,110 |
Income before income taxes | $ 51,307 | $ 60,558 | $ 34,300 |
Income Taxes - Benefit for Inco
Income Taxes - Benefit for Income Taxes (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Current: | |||
Federal | $ 0 | $ (1,769) | $ 666 |
State | 517 | 478 | 295 |
Foreign | 1,033 | 1,536 | 738 |
Total current income tax expense | 1,550 | 245 | 1,699 |
Deferred: | |||
Federal | 3,186 | 3,284 | (1,543) |
State | (386) | 366 | (255) |
Foreign | 643 | (1,545) | (326) |
Total deferred income tax expense (benefit) | 3,443 | 2,105 | (2,124) |
Total income tax expense (benefit) | $ 4,993 | $ 2,350 | $ (425) |
Income Taxes - Reconciliation o
Income Taxes - Reconciliation of Income Tax Benefit Computed at Federal Statutory Tax Rate to Actual Income Tax (Benefit) Expense (Detail) - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2014 | |
Income Tax Disclosure [Abstract] | ||||
Expense derived by applying the Federal income tax rate to income before income taxes | $ 10,774 | $ 12,717 | $ 7,203 | |
State income tax, net of federal benefit | 110 | 728 | (204) | |
Foreign income tax | (217) | 63 | 26 | |
Change in valuation allowance | 1,163 | (91) | $ 734 | |
Nondeductible officer compensation | 6,473 | 1,329 | 1,092 | |
Other nondeductible expenses | 1,849 | 1,095 | 1,095 | |
Stock-based expense | (11,919) | (2,142) | (11,788) | |
Research and development credit | (2,427) | (10,765) | 0 | |
Base erosion and anti-abuse tax | 0 | (1,117) | 1,117 | |
Other | (813) | 533 | 300 | |
Total income tax expense (benefit) | $ 4,993 | $ 2,350 | $ (425) |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) - USD ($) | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Schedule Of Income Taxes [Line Items] | |||
Effective tax rate, percent | 9.70% | 3.90% | (1.20%) |
Valuation allowance | $ 2,467,000 | $ 1,233,000 | |
NOL carryforwards subject to expiration | $ 1,500,000 | ||
Net operating loss expiration period | 5 years | ||
Tax credits subject to expiration in 2026 | $ 100,000 | ||
Tax credit carryforwards fully realizable by 2021 | 700,000 | ||
NOL carryforward balance, limitations | 66,700,000 | ||
Unrecognized tax benefits | 0 | 0 | |
Penalties and interest accrued | $ 0 | 0 | |
Income tax examinations and adjustments minimum year | 3 years | ||
Federal, State and International | |||
Schedule Of Income Taxes [Line Items] | |||
Tax credits | $ 15,000,000 | ||
Federal | |||
Schedule Of Income Taxes [Line Items] | |||
NOL carryforwards subject to expiration | 246,900,000 | ||
State | |||
Schedule Of Income Taxes [Line Items] | |||
NOL carryforwards subject to expiration | 88,600,000 | ||
International | |||
Schedule Of Income Taxes [Line Items] | |||
NOL carryforwards subject to expiration | 8,700,000 | ||
United Kingdom | |||
Schedule Of Income Taxes [Line Items] | |||
Deferred tax asset, increase (decrease) in valuation allowance. | 1,200,000 | ||
India | |||
Schedule Of Income Taxes [Line Items] | |||
Holiday tax savings | 300,000 | 400,000 | $ 100,000 |
Philippines | |||
Schedule Of Income Taxes [Line Items] | |||
Holiday tax savings | $ 300,000 | $ 100,000 | $ 300,000 |
Income Taxes - Components of De
Income Taxes - Components of Deferred Tax Assets and Liabilities (Detail) - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Deferred tax assets: | ||
Reserves, deferred revenue and accrued liabilities | $ 16,145 | $ 8,015 |
Stock-based expense | 6,902 | 8,635 |
Lease liabilities | 28,760 | 31,686 |
Net operating loss carryforwards and tax credits | 73,594 | 69,043 |
Deferred tax assets before valuation allowance | 125,401 | 117,379 |
Valuation allowance | (2,467) | (1,233) |
Total deferred tax assets, net of valuation allowance | 122,934 | 116,146 |
Deferred tax liabilities: | ||
Property, equipment, and software | (20,081) | (16,270) |
Right-of-use assets | (22,522) | (25,412) |
Intangible assets | (45,883) | (30,914) |
Other | (14,856) | (12,091) |
Total deferred tax liabilities | (103,342) | (84,687) |
Net deferred tax assets | $ 19,592 | $ 31,459 |
Fair Value Measurements - Valua
Fair Value Measurements - Valuation Inputs (Details) - Level 3 | Dec. 31, 2020 |
Discount rates | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Contingent consideration liability measurement input | 0.026 |
Volatility | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Contingent consideration liability measurement input | 0.328 |
Risk of target metric rate | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Contingent consideration liability measurement input | 0.118 |
Fair Value Measurements - Asset
Fair Value Measurements - Assets and Liabilities Measured on Recurring Basis (Details) - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 |
Business Acquisition, Contingent Consideration [Line Items] | |||
Contingent consideration, fair value | $ 4,328 | $ 6,536 | $ 6,000 |
Recurring | |||
Business Acquisition, Contingent Consideration [Line Items] | |||
Total assets measured at fair value | 581 | 237 | |
Total liabilities measured at fair value | 10,337 | 8,743 | |
Recurring | Foreign currency forward contracts | |||
Business Acquisition, Contingent Consideration [Line Items] | |||
Derivative assets, fair value | 581 | 237 | |
Derivative liability, fair value | 1 | 14 | |
Recurring | Interest rate swap agreements | |||
Business Acquisition, Contingent Consideration [Line Items] | |||
Derivative liability, fair value | 6,008 | 2,193 | |
Recurring | Level 1 | |||
Business Acquisition, Contingent Consideration [Line Items] | |||
Total assets measured at fair value | 0 | 0 | |
Total liabilities measured at fair value | 0 | 0 | |
Recurring | Level 1 | Foreign currency forward contracts | |||
Business Acquisition, Contingent Consideration [Line Items] | |||
Derivative assets, fair value | 0 | 0 | |
Derivative liability, fair value | 0 | 0 | |
Recurring | Level 1 | Interest rate swap agreements | |||
Business Acquisition, Contingent Consideration [Line Items] | |||
Derivative liability, fair value | 0 | 0 | |
Recurring | Level 2 | |||
Business Acquisition, Contingent Consideration [Line Items] | |||
Total assets measured at fair value | 581 | 237 | |
Total liabilities measured at fair value | 6,009 | 2,207 | |
Recurring | Level 2 | Foreign currency forward contracts | |||
Business Acquisition, Contingent Consideration [Line Items] | |||
Derivative assets, fair value | 581 | 237 | |
Derivative liability, fair value | 1 | 14 | |
Recurring | Level 2 | Interest rate swap agreements | |||
Business Acquisition, Contingent Consideration [Line Items] | |||
Derivative liability, fair value | 6,008 | 2,193 | |
Recurring | Level 3 | |||
Business Acquisition, Contingent Consideration [Line Items] | |||
Total assets measured at fair value | 0 | 0 | |
Total liabilities measured at fair value | 4,328 | 6,536 | |
Recurring | Level 3 | Foreign currency forward contracts | |||
Business Acquisition, Contingent Consideration [Line Items] | |||
Derivative assets, fair value | 0 | 0 | |
Derivative liability, fair value | 0 | 0 | |
Recurring | Level 3 | Interest rate swap agreements | |||
Business Acquisition, Contingent Consideration [Line Items] | |||
Derivative liability, fair value | 0 | 0 | |
Contingent Consideration | Recurring | |||
Business Acquisition, Contingent Consideration [Line Items] | |||
Contingent consideration, fair value | 4,328 | 6,536 | |
Contingent Consideration | Recurring | Level 1 | |||
Business Acquisition, Contingent Consideration [Line Items] | |||
Contingent consideration, fair value | 0 | 0 | |
Contingent Consideration | Recurring | Level 2 | |||
Business Acquisition, Contingent Consideration [Line Items] | |||
Contingent consideration, fair value | 0 | 0 | |
Contingent Consideration | Recurring | Level 3 | |||
Business Acquisition, Contingent Consideration [Line Items] | |||
Contingent consideration, fair value | $ 4,328 | $ 6,536 |
Fair Value Measurements - Narra
Fair Value Measurements - Narrative (Details) - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | Aug. 31, 2016 | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||||
Contingent cash obligation/payment | $ 35,300 | |||
Purchase of other investments | 0 | $ 1,750 | $ 1,800 | |
Compstak | ||||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||||
Purchase of other investments | 1,800 | |||
Compstak | Level 2 | Nonrecurring | ||||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||||
Investment gain (loss) | 2,600 | |||
Compstak | Other assets | ||||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||||
Carrying value of investment | $ 7,400 | $ 7,400 | ||
Series A-1 | Convertible Preferred Stock | Compstak | Other assets | ||||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||||
Carrying value of investment | $ 3,000 |
Fair Value Measurements - Chang
Fair Value Measurements - Changes in Level 3 Fair Values (Details) - Level 3 - Contingent Consideration - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||
Balance at beginning of period | $ 6,536 | $ 6,000 |
Initial contingent consideration fair value | 4,300 | 6,700 |
Settlements through cash payments | 0 | (5,963) |
Net change in fair value | (6,508) | (201) |
Balance at end of period | $ 4,328 | $ 6,536 |
Stockholders' Equity - Changes
Stockholders' Equity - Changes in AOCI (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
AOCI Attributable to Parent, Net of Tax [Roll Forward] | |||
Beginning balance | $ 1,172,926 | $ 1,063,024 | $ 501,875 |
Other comprehensive income (loss) before reclassifications | (3,205) | (1,404) | (122) |
Amounts reclassified from accumulated other comprehensive income (loss) | 1,150 | (477) | (613) |
Other comprehensive loss, net of tax | (2,055) | (1,881) | (735) |
Ending balance | 1,615,343 | 1,172,926 | 1,063,024 |
Accumulated Other Comprehensive Loss | |||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | |||
Beginning balance | (2,348) | (492) | 243 |
Ending balance | (4,403) | (2,348) | (492) |
Unrealized (Loss) Gain on Derivative Instruments, Net of Tax | |||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | |||
Beginning balance | (1,461) | 224 | 776 |
Other comprehensive income (loss) before reclassifications | (3,380) | (1,233) | 61 |
Amounts reclassified from accumulated other comprehensive income (loss) | 1,150 | (477) | (613) |
Other comprehensive loss, net of tax | (2,230) | (1,710) | (552) |
Ending balance | (3,691) | (1,461) | 224 |
Foreign Currency Translation Adjustments | |||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | |||
Beginning balance | (887) | (716) | (533) |
Other comprehensive income (loss) before reclassifications | 175 | (171) | (183) |
Amounts reclassified from accumulated other comprehensive income (loss) | 0 | 0 | 0 |
Other comprehensive loss, net of tax | 175 | (171) | (183) |
Ending balance | $ (712) | (887) | (716) |
Adjusted balance | Accumulated Other Comprehensive Loss | |||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | |||
Beginning balance | 25 | ||
Ending balance | 25 | ||
Adjusted balance | Unrealized (Loss) Gain on Derivative Instruments, Net of Tax | |||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | |||
Beginning balance | 25 | ||
Ending balance | 25 | ||
Adjusted balance | Foreign Currency Translation Adjustments | |||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | |||
Beginning balance | $ 0 | ||
Ending balance | $ 0 |
Stockholders' Equity (Details)
Stockholders' Equity (Details) - USD ($) $ / shares in Units, shares in Thousands | May 22, 2020 | Oct. 31, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | Nov. 30, 2019 | Oct. 31, 2018 |
Class of Stock [Line Items] | |||||||
Extension term | 1 year | ||||||
Gross proceeds | $ 334,126,000 | $ 0 | $ 441,901,000 | ||||
Stock issuance costs | $ 10,900,000 | ||||||
Common Stock | |||||||
Class of Stock [Line Items] | |||||||
Amount authorized to be repurchased | $ 100,000,000 | $ 100,000,000 | |||||
Public Stock Offering | |||||||
Class of Stock [Line Items] | |||||||
Public offering (in shares) | 5,850 | ||||||
Gross proceeds | $ 345,000,000 | ||||||
Net proceeds received | $ 334,100,000 | ||||||
Over-Allotment Option | |||||||
Class of Stock [Line Items] | |||||||
Public offering (in shares) | 760 | ||||||
Offering price (in dollars per share) | $ 59 |
Stockholders' Equity -Repurchas
Stockholders' Equity -Repurchase Activity (Details) - Common Stock - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Class of Stock [Line Items] | |||
Number of shares repurchased (in shares) | 0 | 158,971 | 599,664 |
Weighted-average cost per share (in dollars per share) | $ 0 | $ 53.41 | $ 46.83 |
Total cost of shares repurchased, in thousands | $ 0 | $ 8,491 | $ 28,082 |
Derivative Financial Instrume_3
Derivative Financial Instruments - Narrative (Details) $ in Millions | Feb. 10, 2020USD ($) | Dec. 31, 2020USD ($) | Dec. 31, 2019USD ($) | Dec. 31, 2018USD ($) | Dec. 24, 2018USD ($)derivative_instrument |
Derivative [Line Items] | |||||
Cash flow hedge loss to be reclassified within 12 months | $ 2 | ||||
Cash flow hedge, gain (loss), after reclassification, tax | 0.7 | $ 0.9 | $ (0.2) | ||
Interest rate swaps | |||||
Derivative [Line Items] | |||||
Derivative, notional amount | $ 100 | ||||
Fixed interest rate | 1.89% | ||||
Derivatives, contract termination value | $ 2.5 | 5.7 | |||
Designated as Hedging Instrument | Cash Flow Hedging | Interest rate swaps | |||||
Derivative [Line Items] | |||||
Number of instruments held | derivative_instrument | 2 | ||||
Derivative, notional amount | $ 100 | ||||
Fixed interest rate | 2.57% | ||||
Designated as Hedging Instrument | Cash Flow Hedging | Foreign currency forward | |||||
Derivative [Line Items] | |||||
Derivative, notional amount | 25.1 | ||||
Not Designated as Hedging Instrument | Foreign currency forward | |||||
Derivative [Line Items] | |||||
Derivative, notional amount | $ 2 |
Derivative Financial Instrume_4
Derivative Financial Instruments - Fair Value by Balance Sheet Location (Details) - Designated as Hedging Instrument - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Derivative [Line Items] | ||
Total derivative assets | $ 532 | $ 217 |
Total derivative liabilities | 6,009 | 2,207 |
Other current assets | Foreign currency forward contracts | ||
Derivative [Line Items] | ||
Total derivative assets | 532 | 217 |
Other long-term liabilities | Interest rate swaps | ||
Derivative [Line Items] | ||
Total derivative liabilities | 6,008 | 2,193 |
Other current liabilities | Foreign currency forward contracts | ||
Derivative [Line Items] | ||
Total derivative liabilities | $ 1 | $ 14 |
Derivative Financial Instrume_5
Derivative Financial Instruments - Gain (Loss) on Derivatives (Details) - Cash Flow Hedging - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Interest rate swaps | |||
Derivative [Line Items] | |||
Gain (Loss) Recognized in OCI | $ (3,935) | $ (1,477) | |
Gain (Loss) Recognized in OCI | $ 61 | ||
Interest rate swaps | Interest expense and other | |||
Derivative [Line Items] | |||
Gain (Loss) Recognized in Income | (1,495) | 403 | |
Gain (Loss) Recognized in Income | 613 | ||
Foreign currency forward | |||
Derivative [Line Items] | |||
Gain (Loss) Recognized in OCI | 555 | 244 | |
Gain (Loss) Recognized in OCI | 0 | ||
Foreign currency forward | Cost of revenue and operating expenses | |||
Derivative [Line Items] | |||
Gain (Loss) Recognized in Income | $ 345 | $ 74 | |
Gain (Loss) Recognized in Income | $ 0 |
Customer Deposits Held in Res_2
Customer Deposits Held in Restricted Accounts - Additional information (Details) - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 |
Restricted Cash and Cash Equivalents Items [Line Items] | |||
Tenant funds deposited in custodial account | $ 193,700 | $ 222,400 | |
Customer deposits held in restricted accounts | 227,373 | 243,316 | |
Restricted cash | 227,522 | 243,323 | $ 154,599 |
Other current assets | 29,559 | 27,387 | |
Payment Processing Services | |||
Restricted Cash and Cash Equivalents Items [Line Items] | |||
Customer deposits held in restricted accounts | 193,400 | 222,400 | |
Non-Insurance Services | |||
Restricted Cash and Cash Equivalents Items [Line Items] | |||
Customer deposits held in restricted accounts | 20,400 | 14,700 | |
Restricted cash | 20,400 | 14,700 | |
Insurance Products | |||
Restricted Cash and Cash Equivalents Items [Line Items] | |||
Customer deposits held in restricted accounts | 7,500 | 6,200 | |
Restricted cash | 7,500 | $ 6,200 | |
Tenant Incentive Programs | |||
Restricted Cash and Cash Equivalents Items [Line Items] | |||
Tenant funds deposited in custodial account | 6,100 | ||
Restricted cash | 5,900 | ||
Other current assets | $ 200 |
Selected Quarterly Financial _3
Selected Quarterly Financial Data (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2020 | Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Disaggregation of Revenue [Line Items] | |||||||||||
Total revenue | $ 1,158,484 | $ 988,136 | $ 869,480 | ||||||||
Gross profit | $ 170,436 | $ 172,416 | $ 160,363 | $ 153,991 | $ 143,008 | $ 146,104 | $ 138,253 | $ 134,598 | 657,206 | 561,963 | 505,301 |
Net income | $ 13,067 | $ 16,341 | $ 11,301 | $ 5,605 | $ 20,169 | $ 11,704 | $ 15,063 | $ 11,272 | $ 46,314 | $ 58,208 | $ 34,725 |
Net income per share attributable to common stockholders: | |||||||||||
Basic (in dollars per share) | $ 0.13 | $ 0.16 | $ 0.12 | $ 0.06 | $ 0.22 | $ 0.13 | $ 0.16 | $ 0.12 | $ 0.48 | $ 0.63 | $ 0.40 |
Diluted (in dollars per share) | $ 0.12 | $ 0.16 | $ 0.11 | $ 0.06 | $ 0.21 | $ 0.12 | $ 0.16 | $ 0.12 | $ 0.46 | $ 0.60 | $ 0.38 |
On demand | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Total revenue | $ 288,569 | $ 290,239 | $ 278,559 | $ 268,471 | $ 246,235 | $ 245,637 | $ 235,185 | $ 226,519 | $ 1,125,838 | $ 953,576 | $ 833,709 |
Professional and other | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Total revenue | 9,486 | 7,910 | 7,048 | 8,202 | 8,532 | 9,565 | 8,676 | 7,787 | 32,646 | 34,560 | 35,771 |
Service | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Total revenue | $ 298,055 | $ 298,149 | $ 285,607 | $ 276,673 | $ 254,767 | $ 255,202 | $ 243,861 | $ 234,306 | $ 1,158,484 | $ 988,136 | $ 869,480 |
SCHEDULE II - VALUATION AND Q_2
SCHEDULE II - VALUATION AND QUALIFYING ACCOUNTS Changes In Allowance For Doubtful Accounts (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
SEC Schedule, 12-09, Valuation and Qualifying Accounts [Abstract] | |||
Balance at Beginning of Year | $ 10,271 | $ 8,850 | $ 3,951 |
Adoption of ASC 606 | 0 | 0 | 4,702 |
Additions Charged to Income (1) | 24,728 | 22,718 | 17,180 |
Deductions | (20,727) | (21,297) | (16,983) |
Balance at End of Year | $ 14,272 | $ 10,271 | $ 8,850 |