Document_and_Entity_Informatio
Document and Entity Information | 9 Months Ended | |
Sep. 30, 2013 | Nov. 04, 2013 | |
Document Information [Line Items] | ' | ' |
Document Type | '10-Q | ' |
Amendment Flag | 'false | ' |
Document Period End Date | 30-Sep-13 | ' |
Document Fiscal Year Focus | '2013 | ' |
Document Fiscal Period Focus | 'Q3 | ' |
Trading Symbol | 'RP | ' |
Entity Registrant Name | 'REALPAGE INC | ' |
Entity Central Index Key | '0001286225 | ' |
Current Fiscal Year End Date | '--12-31 | ' |
Entity Filer Category | 'Large Accelerated Filer | ' |
Entity Common Stock, Shares Outstanding | ' | 77,671,812 |
Condensed_Consolidated_Balance
Condensed Consolidated Balance Sheets (USD $) | Sep. 30, 2013 | Dec. 31, 2012 |
Current assets: | ' | ' |
Cash and cash equivalents | $43,980,000 | $33,804,000 |
Restricted cash | 44,450,000 | 35,202,000 |
Accounts receivable, less allowance for doubtful accounts of $1,003 and $1,087 at September 30, 2013 and December 31, 2012, respectively | 58,430,000 | 51,937,000 |
Deferred tax asset, net | 8,723,000 | 0 |
Other current assets | 8,320,000 | 6,541,000 |
Total current assets | 163,903,000 | 127,484,000 |
Property, equipment, and software, net | 48,191,000 | 32,487,000 |
Goodwill | 139,025,000 | 134,025,000 |
Identified intangible assets, net | 102,104,000 | 104,640,000 |
Other assets | 3,530,000 | 3,561,000 |
Total assets | 456,753,000 | 402,197,000 |
Current liabilities: | ' | ' |
Accounts payable | 14,136,000 | 9,805,000 |
Accrued expenses and other current liabilities | 19,491,000 | 19,246,000 |
Current portion of deferred revenue | 61,341,000 | 60,633,000 |
Deferred tax liability, net | 0 | 2,000 |
Customer deposits held in restricted accounts | 44,420,000 | 35,171,000 |
Total current liabilities | 139,388,000 | 124,857,000 |
Deferred revenue | 6,544,000 | 9,446,000 |
Deferred tax liability, net | 3,956,000 | 10,000 |
Revolving credit facility | 0 | 10,000,000 |
Other long-term liabilities | 5,233,000 | 2,813,000 |
Total liabilities | 155,121,000 | 147,126,000 |
Commitments and contingencies (Note 8) | 0 | 0 |
Stockholders' equity: | ' | ' |
Preferred stock, $0.001 par value, 10,000,000 shares authorized and zero shares issued and outstanding at September 30, 2013 and December 31, 2012, respectively | 0 | 0 |
Common stock, $0.001 par value: 125,000,000 shares authorized, 79,594,887 and 77,012,925 shares issued and 77,746,287 and 75,826,615 shares outstanding at September 30, 2013 and December 31, 2012, respectively | 80,000 | 77,000 |
Additional paid-in capital | 378,446,000 | 347,203,000 |
Treasury stock, at cost: 1,848,600 and 1,186,310 shares at September 30, 2013 and December 31, 2012, respectively | -9,486,000 | -6,323,000 |
Accumulated deficit | -67,264,000 | -85,778,000 |
Accumulated other comprehensive loss | -144,000 | -108,000 |
Total stockholders' equity | 301,632,000 | 255,071,000 |
Total liabilities and stockholders' equity | $456,753,000 | $402,197,000 |
Condensed_Consolidated_Balance1
Condensed Consolidated Balance Sheets (Parenthetical) (USD $) | Sep. 30, 2013 | Dec. 31, 2012 |
In Thousands, except Share data, unless otherwise specified | ||
Accounts receivable, allowance for doubtful accounts | $1,003 | $1,087 |
Preferred stock, par value | $0.00 | $0.00 |
Preferred stock, shares authorized | 10,000,000 | 10,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value | $0.00 | $0.00 |
Common stock, shares authorized | 125,000,000 | 125,000,000 |
Common stock, shares issued | 79,594,887 | 77,012,925 |
Common stock, shares outstanding | 77,746,287 | 75,826,615 |
Treasury stock, shares | 1,848,600 | 1,186,310 |
Condensed_Consolidated_Stateme
Condensed Consolidated Statements of Operations (USD $) | 3 Months Ended | 9 Months Ended | ||||||
In Thousands, except Per Share data, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | ||||
Revenue: | ' | ' | ' | ' | ||||
On demand | $94,084 | $78,973 | $270,231 | $224,629 | ||||
On premise | 838 | 1,226 | 2,799 | 3,903 | ||||
Professional and other | 3,149 | 3,040 | 8,473 | 7,916 | ||||
Total revenue | 98,071 | 83,239 | 281,503 | 236,448 | ||||
Cost of revenue | 38,111 | [1] | 32,897 | [1] | 110,815 | [1] | 95,358 | [1] |
Gross profit | 59,960 | 50,342 | 170,688 | 141,090 | ||||
Operating expense: | ' | ' | ' | ' | ||||
Product development | 13,232 | [1] | 12,274 | [1] | 36,997 | [1] | 35,325 | [1] |
Sales and marketing | 25,166 | [1] | 21,792 | [1] | 71,992 | [1] | 57,186 | [1] |
General and administrative | 15,554 | [1] | 12,545 | [1] | 44,880 | [1] | 44,794 | [1] |
Total operating expense | 53,952 | 46,611 | 153,869 | 137,305 | ||||
Operating income (loss) | 6,008 | 3,731 | 16,819 | 3,785 | ||||
Interest expense and other, net | -236 | -407 | -921 | -1,620 | ||||
Income before income taxes | 5,772 | 3,324 | 15,898 | 2,165 | ||||
Income tax expense (benefit) | -7,114 | 1,211 | -2,616 | 704 | ||||
Net income | $12,886 | $2,113 | $18,514 | $1,461 | ||||
Net income per share | ' | ' | ' | ' | ||||
Basic (in dollars per share) | $0.17 | $0.03 | $0.25 | $0.02 | ||||
Diluted (in dollars per share) | $0.17 | $0.03 | $0.24 | $0.02 | ||||
Weighted average shares used in computing net income (loss) per share | ' | ' | ' | ' | ||||
Basic (in shares) | 75,234 | 72,178 | 74,597 | 71,293 | ||||
Diluted (in shares) | 76,347 | 74,282 | 75,900 | 73,689 | ||||
[1] | Includes stock-based compensation expense as follows: Cost of revenue785B 649B 2,211B 2,088Product development1,271B 1,116B 3,123B 3,180Sales and marketing2,686B 2,653B 7,891B 4,422General and administrative2,994B 1,595B 7,817B 4,627 |
Condensed_Consolidated_Stateme1
Condensed Consolidated Statements of Operations (Parenthetical) (USD $) | 3 Months Ended | 9 Months Ended | ||||||
In Thousands, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | ||||
Cost of revenue | $38,111 | [1] | $32,897 | [1] | $110,815 | [1] | $95,358 | [1] |
Product development | 13,232 | [1] | 12,274 | [1] | 36,997 | [1] | 35,325 | [1] |
Sales and marketing | 25,166 | [1] | 21,792 | [1] | 71,992 | [1] | 57,186 | [1] |
General and administrative | 15,554 | [1] | 12,545 | [1] | 44,880 | [1] | 44,794 | [1] |
Stock-based compensation expenses | ' | ' | ' | ' | ||||
Cost of revenue | 785 | 649 | 2,211 | 2,088 | ||||
Product development | 1,271 | 1,116 | 3,123 | 3,180 | ||||
Sales and marketing | 2,686 | 2,653 | 7,891 | 4,422 | ||||
General and administrative | $2,994 | $1,595 | $7,817 | $4,627 | ||||
[1] | Includes stock-based compensation expense as follows: Cost of revenue785B 649B 2,211B 2,088Product development1,271B 1,116B 3,123B 3,180Sales and marketing2,686B 2,653B 7,891B 4,422General and administrative2,994B 1,595B 7,817B 4,627 |
Condensed_Consolidated_Stateme2
Condensed Consolidated Statements of Comprehensive Income (Loss) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 |
Statement of Comprehensive Income [Abstract] | ' | ' | ' | ' |
Net income | $12,886 | $2,113 | $18,514 | $1,461 |
Other comprehensive income (loss)bforeign currency translation adjustment | 12 | 5 | -36 | 0 |
Comprehensive income | $12,898 | $2,118 | $18,478 | $1,461 |
Condensed_Consolidated_Stateme3
Condensed Consolidated Statements of Stockholders' Equity (USD $) | Total | Common Stock | Additional Paid-in Capital | Accumulated Other Comprehensive Loss | Accumulated Deficit | Treasury Shares |
In Thousands | ||||||
Beginning Balance at Dec. 31, 2012 | $255,071 | $77 | $347,203 | ($108) | ($85,778) | ($6,323) |
Beginning Balance (in shares) at Dec. 31, 2012 | ' | 77,013 | ' | ' | ' | -1,186 |
Foreign currency translation | -36 | ' | ' | -36 | ' | ' |
Net income | 18,514 | ' | ' | ' | 18,514 | ' |
Exercise of stock options (in shares) | ' | 1,084 | ' | ' | ' | ' |
Exercise of stock options | 6,851 | ' | 6,851 | ' | ' | ' |
Treasury stock purchase, at cost (in shares) | ' | ' | ' | ' | ' | -663 |
Treasury stock purchase, at cost | -3,163 | ' | ' | ' | ' | -3,163 |
Issuance of restricted stock (in shares) | ' | 1,403 | ' | ' | ' | ' |
Issuance of restricted stock | 3 | 3 | ' | ' | ' | ' |
Issuance of common stock (in shares) | ' | 95 | ' | ' | ' | ' |
Issuance of common stock | 3,350 | ' | 3,350 | ' | ' | ' |
Stock-based compensation | 21,042 | ' | 21,042 | ' | ' | ' |
Ending Balance at Sep. 30, 2013 | $301,632 | $80 | $378,446 | ($144) | ($67,264) | ($9,486) |
Ending Balance (in shares) at Sep. 30, 2013 | ' | 79,595 | ' | ' | ' | -1,849 |
Condensed_Consolidated_Stateme4
Condensed Consolidated Statements of Cash Flows (USD $) | 9 Months Ended | |
In Thousands, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 |
Cash flows from operating activities: | ' | ' |
Net income | $18,514 | $1,461 |
Adjustments to reconcile net income to net cash provided by operating activities: | ' | ' |
Depreciation and amortization | 22,823 | 23,682 |
Deferred tax expense (benefit) | -4,873 | -74 |
Stock-based compensation | 21,042 | 14,317 |
Loss on disposal of assets | 310 | 387 |
Acquisition-related contingent consideration | 1,300 | -422 |
Changes in assets and liabilities, net of assets acquired and liabilities assumed in business combinations: | ' | ' |
Accounts receivable | -6,007 | -1,023 |
Customer deposits | 1 | -45 |
Other current assets | -1,166 | 3,215 |
Other assets | -386 | -693 |
Accounts payable | 3,902 | -2,255 |
Accrued compensation, taxes and benefits | -2,122 | 1,666 |
Deferred revenue | -2,498 | 197 |
Other current and long-term liabilities | 769 | 742 |
Net cash provided by operating activities | 51,609 | 41,155 |
Cash flows from investing activities: | ' | ' |
Purchases of property, equipment and software | -22,190 | -18,601 |
Acquisition of businesses, net of cash acquired | -10,342 | -9,723 |
Intangible asset additions | -600 | -225 |
Net cash used in investing activities | -33,132 | -28,549 |
Cash flows from financing activities: | ' | ' |
Payments on revolving credit facility | -10,000 | -25,312 |
Payments on capital lease obligations | -411 | -65 |
Payments of deferred acquisition-related consideration | -1,545 | -9,768 |
Issuance of common stock | 6,854 | 9,874 |
Purchase of treasury stock | -3,163 | -2,388 |
Net cash used in financing activities | -8,265 | -27,659 |
Net increase (decrease) in cash and cash equivalents | 10,212 | -15,053 |
Effect of exchange rate on cash | -36 | 0 |
Cash and cash equivalents: | ' | ' |
Beginning of period | 33,804 | 51,273 |
End of period | 43,980 | 36,220 |
Supplemental cash flow information: | ' | ' |
Cash paid for interest | 812 | 1,317 |
Cash paid for income taxes, net of refunds | 453 | 264 |
Fixed assets acquired under capital lease | $1,976 | $0 |
The_Company
The Company | 9 Months Ended |
Sep. 30, 2013 | |
Accounting Policies [Abstract] | ' |
The Company | ' |
The Company | |
RealPage, Inc., a Delaware corporation, and its subsidiaries, (the “Company” or “we” or “us”) is a provider of property management solutions that enable owners and managers of single-family and a wide variety of multi-family rental property types to manage their marketing, pricing, screening, leasing, accounting, purchasing and other property operations. Our on demand software solutions are delivered through an integrated software platform that provides a single point of access and a shared repository of prospect, resident and property data. By integrating and streamlining a wide range of complex processes and interactions among the rental housing ecosystem of owners, managers, prospects, residents and service providers, our platform optimizes the property management process and improves the experience for all of these constituents. Our solutions enable property owners and managers to optimize revenues and reduce operating costs through higher occupancy, improved pricing methodologies, new sources of revenue from ancillary services, improved collections and more integrated and centralized processes. |
Summary_of_Significant_Account
Summary of Significant Accounting Policies | 9 Months Ended | ||
Sep. 30, 2013 | |||
Accounting Policies [Abstract] | ' | ||
Summary of Significant Accounting Policies | ' | ||
Summary of Significant Accounting Policies | |||
Basis of Presentation | |||
The accompanying unaudited condensed consolidated financial statements and footnotes have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”). Certain information and note disclosures normally included in annual financial statements prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) have been condensed or omitted pursuant to those rules and regulations. We believe that the disclosures made are adequate to make the information not misleading. | |||
The condensed consolidated financial statements included herein reflect all adjustments (consisting of normal, recurring adjustments) which are, in the opinion of management, necessary to state fairly the results for the interim periods presented. All intercompany balances and transactions have been eliminated in consolidation. The results of operations for the interim periods presented are not necessarily indicative of the operating results to be expected for any subsequent interim period or for the fiscal year. | |||
It is suggested that these financial statements be read in conjunction with the financial statements and the notes thereto included in our Annual Report on Form 10-K filed with the SEC on February 27, 2013 (“Form 10-K”). | |||
Segment and Geographic Information | |||
Our chief operating decision maker is our Chief Executive Officer, who reviews financial information presented on a company-wide basis. As a result, we determined that the Company has a single reporting segment and operating unit structure. | |||
Principally, all of our revenue for the three and nine months ended September 30, 2013 and 2012 was in North America. | |||
Net long-lived assets held were $44.9 million and $29.9 million in North America and $3.3 million and $2.6 million in our international subsidiaries at September 30, 2013 and December 31, 2012, respectively. | |||
Accounting Policies and Use of Estimates | |||
The preparation of financial statements in conformity with GAAP requires our management to make certain estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the reporting periods. Significant estimates include the allowance for doubtful accounts; the useful lives of tangible and intangible assets and the recoverability or impairment of tangible and intangible asset values; fair value measurements; purchase accounting allocations and related reserves; revenue and deferred revenue; stock-based compensation; and our effective income tax rate and the recoverability of deferred tax assets, which are based upon our expectations of future taxable income and allowable deductions. Actual results could differ from these estimates. For greater detail regarding these accounting policies and estimates, refer to our Form 10-K. | |||
During the three months ended June 30, 2013, we revised our estimated useful lives of our data processing equipment and internally developed software to more accurately reflect our use of these assets. During the three months ended September 30, 2013, we revised the length of our expected customer benefit of our license fees billed at the initial order date. The result of the change for the three months ended June 30, 2013 was a $1.2 million increase in operating income, a $0.7 million increase in net income and an increase in basic and diluted earnings per share of $0.01. The result for the change for the three months ended September 30, 2013 was a $1.9 million increase in operating income, a $1.2 million increase in net income and an increase in basic and diluted earnings per share of $0.02. | |||
Revenue Recognition | |||
We derive our revenue from three primary sources: our on demand software solutions; our on premise software solutions; and professional and other services. We commence revenue recognition when all of the following conditions are met: | |||
• | there is persuasive evidence of an arrangement; | ||
• | the solution and/or service has been provided to the customer; | ||
• | the collection of the fees is probable; and | ||
• | the amount of fees to be paid by the customer is fixed or determinable. | ||
If the fees are not fixed or determinable, we recognize revenues when these criteria are met, which could be as payments become due from customers, or when amounts owed are collected. Accordingly, this may materially affect the timing of our revenue recognition and results of operations. | |||
For multi-element arrangements that include multiple software solutions and/or services, we allocate arrangement consideration to all deliverables that have stand-alone value based on their relative selling prices. In such circumstances, we utilize the following hierarchy to determine the selling price to be used for allocating revenue to deliverables as follows: | |||
• | Vendor specific objective evidence (VSOE), if available. The price at which we sell the element in a separate stand-alone transaction; | ||
• | Third-party evidence of selling price (TPE), if VSOE of selling price is not available. Evidence from us or other companies of the value of a largely interchangeable element in a transaction; and | ||
• | Estimated selling price (ESP), if neither VSOE nor TPE of selling price is available. Our best estimate of the stand-alone selling price of an element in a transaction. | ||
Our process for determining ESP for deliverables without VSOE or TPE considers multiple factors that may vary depending upon the unique facts and circumstances related to each deliverable. Key factors primarily considered in developing ESP include prices charged by us for similar offerings when sold separately, pricing policies and approvals from standard pricing and other business objectives. | |||
From time to time, we sell on demand software solutions with professional services. In such cases, as each element has stand-alone value, we allocate arrangement consideration based on our ESP of the on demand software solution and VSOE of the selling price of the professional services. | |||
Taxes collected from customers and remitted to governmental authorities are presented on a net basis. | |||
On Demand Revenue | |||
Our on demand revenue consists of license and subscription fees, transaction fees related to certain of our software-enabled value-added services and commissions derived from us selling certain risk mitigation services. | |||
License and subscription fees are comprised of a charge billed at the initial order date and monthly or annual subscription fees for accessing our on demand software solutions. The license fee billed at the initial order date is recognized as revenue on a straight-line basis over the longer of the contractual term or the period in which the customer is expected to benefit, which we consider to be three years. Recognition starts once the product has been activated. Revenue from monthly and annual subscription fees is recognized on a straight-line basis over the access period. | |||
We recognize revenue from transaction fees derived from certain of our software-enabled value-added services as the related services are performed. | |||
As part of our risk mitigation services to the rental housing industry, we act as an insurance agent and derive commission revenue from the sale of insurance products to individuals. 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. If the policy is cancelled, our commissions are forfeited as a percent of the unearned premium. As a result, we recognize the commissions related to these services ratably over the policy term as the associated premiums are earned. Our contract with our underwriting partner provides for contingent commissions to be paid to us in accordance with the agreement. This agreement provides for a calculation that considers, on the policies sold by us, earned premiums less i) earned agent commissions; ii) a percent of premium retained by our underwriting partner; iii) incurred losses; and iv) profit retained by our underwriting partner during the time period. Our estimate of contingent commission revenue considers historical loss experience on the policies sold by us. | |||
On Premise Revenue | |||
Revenue from our on premise software solutions is comprised of an annual term license, which includes maintenance and support. Customers can renew their annual term license for additional one-year terms at renewal price levels. We recognize the annual term license on a straight-line basis over the contract term. | |||
In addition, we have arrangements that include perpetual licenses with maintenance and other services to be provided over a fixed term. We allocate and defer revenue equivalent to the VSOE of fair value for the undelivered elements and recognize the difference between the total arrangement fee and the amount deferred for the undelivered elements as revenue. We have determined that we do not have VSOE of fair value for our customer support and professional services in these specific arrangements. As a result, the elements within our multiple-element sales agreements do not qualify for treatment as separate units of accounting. Accordingly, we account for fees received under multiple-element arrangements with customer support or other professional services as a single unit of accounting and recognize the entire arrangement ratably over the longer of the customer support period or the period during which professional services are rendered. | |||
Professional and Other Revenue | |||
Professional and other revenue is recognized as the services are rendered for time and material contracts. Training revenues are recognized after the services are performed. | |||
Fair Value Measurements | |||
We measure certain financial assets and liabilities at fair value pursuant to a fair value hierarchy based on inputs to valuation techniques that are used to measure fair value that are either observable or unobservable. Observable inputs reflect assumptions market participants would use in pricing an asset or liability based on market data obtained from independent sources while unobservable inputs reflect a reporting entity’s pricing based upon its own market assumptions. The fair value hierarchy consists of the following three levels: | |||
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 significant inputs or value drivers are unobservable. | |
Concentrations of Credit Risk | |||
Our cash accounts are maintained at various financial institutions and may, from time to time, exceed federally insured limits. The Company has not experienced any losses in such accounts. | |||
Concentrations of credit risk with respect to accounts receivable result from substantially all of our customers being in the multi-family rental housing market. Our customers, however, are dispersed across different geographic areas. We do not require collateral from customers. We maintain an allowance for losses based upon the expected collectability of accounts receivable. Accounts receivable are written off upon determination of non-collectability following established Company policies based on the aging from the accounts receivable invoice date. | |||
No single customer accounted for 5% or more of our revenue or accounts receivable for the three or nine months ended September 30, 2013 or 2012. | |||
Recently Issued Accounting Standards | |||
Based on our evaluation of recently issued accounting standards, there were no standards issued during 2013 that would materially impact our financial position, results of operations or related disclosures. |
Acquisitions
Acquisitions | 9 Months Ended | |||||||||||||||
Sep. 30, 2013 | ||||||||||||||||
Business Combinations [Abstract] | ' | |||||||||||||||
Acquisitions | ' | |||||||||||||||
Acquisitions | ||||||||||||||||
2013 Acquisitions | ||||||||||||||||
In February 2013, we acquired certain assets of Seniors for Living, Inc. (“SFL”). SFL is a leading performance-based marketing company that provides senior housing communities and home care companies with industry-leading referral and marketing services to help them achieve their occupancy goals. We plan to integrate SFL with our existing senior living software solutions. We acquired SFL for a purchase price of $2.7 million which consisted of a cash payment of $2.3 million and additional cash payments of $0.2 million each due 6 months and 12 months after the acquisition date. The additional cash payments were subject to a downward adjustment if certain working capital requirements were not met. Working capital requirements were partially met, and a $0.1 million cash payment was made as of September 30, 2013. This acquisition was financed from proceeds from cash flows from operations. Acquired intangibles were recorded at fair value based on assumptions made by us. The acquired developed product technologies have a useful life of three years amortized on a straight-line basis. Acquired customer relationships have a useful life of five years which will be amortized proportionately to the expected discounted cash flows derived from the asset. Direct acquisition costs were less than $0.1 million and expensed as incurred. We included the results of operations of this acquisition in our consolidated financial statements from the effective date of the acquisition. Goodwill and identified intangibles associated with this acquisition are deductible for tax purposes. | ||||||||||||||||
In March 2013, we acquired certain assets from Yield Technologies, Inc., including RentSentinel and RentSocial (together, “RentSentinel”). The RentSentinel software-as-a-service platform is a fully featured apartment marketing management solution for the multi-family industry. RentSocial is an apartment search service that simplifies and incorporates the social marketing platform into the process of finding an apartment. We plan to integrate RentSentinel with our existing LeaseStar product family. We acquired RentSentinel for a purchase price of $10.5 million which consisted of a cash payment of $7.6 million, an issuance of 72,500 shares of our common stock and two traunches of 36,250 shares of our common stock which are issuable 12 months and 24 months after the acquisition date, respectively. This acquisition was financed from proceeds from cash flows from operations and our common stock. Acquired intangibles were recorded at fair value based on assumptions made by us. The acquired developed product technologies have a useful life of three years amortized on a straight-line basis. Acquired customer relationships have a useful life of nine years which will be amortized proportionately to the expected discounted cash flows derived from the asset. Direct acquisition costs were $0.1 million and expensed as incurred. We included the results of operations of this acquisition in our consolidated financial statements from the effective date of the acquisition. Goodwill and identified intangibles associated with this acquisition are not deductible for tax purposes. | ||||||||||||||||
We have allocated the purchase price for SFL and RentSentinel (preliminary) as follows: | ||||||||||||||||
SFL | RentSentinel | |||||||||||||||
(in thousands) | ||||||||||||||||
Intangible assets: | ||||||||||||||||
Developed product technologies | $ | 1,406 | $ | 3,640 | ||||||||||||
Customer relationships | 161 | 3,060 | ||||||||||||||
Goodwill | 1,035 | 4,566 | ||||||||||||||
Net deferred taxes | — | (779 | ) | |||||||||||||
Net other assets | 88 | 9 | ||||||||||||||
Total purchase price | $ | 2,690 | $ | 10,496 | ||||||||||||
2012 Acquisitions | ||||||||||||||||
In January 2012, we acquired substantially all of the operating assets of Vigilan, Incorporated (“Vigilan”). A provider of assisted living software-as-a-service solutions, Vigilan products allow assisted living communities to monitor and schedule detailed care, manage labor costs, provide accurate billing and maintain regulatory compliance through its comprehensive compliance module. This asset acquisition allowed us to integrate Vigilan with existing senior living software solutions to further expand the RealPage Senior Living product solutions. We acquired Vigilan for a purchase price of $5.0 million consisting of a cash payment of $4.0 million and two additional cash payments of up to $0.5 million each due 12 months and 24 months after the acquisition date. The $1.0 million withheld from the purchase consideration was subject to a downward adjustment if certain revenue targets (a level 3 input) were not met for the six months ended June 30, 2012. Revenue targets were met and the amount was not adjusted. Prior to June 30, 2013, the first additional cash payment of $0.5 million was made. This acquisition was financed from proceeds from cash flows from operations. Acquired intangibles were recorded at fair value based on assumptions made by us. The acquired developed product technologies have a useful life of three years amortized on a straight-line basis. Acquired customer relationships have a useful life of ten years which will be amortized proportionately to the expected discounted cash flows derived from the asset. All direct acquisition costs were $0.1 million and expensed as incurred. We included the results of operations of this acquisition in our consolidated financial statements from the effective date of the acquisition. Goodwill and identified intangibles associated with this acquisition are deductible for tax purposes. | ||||||||||||||||
In July 2012, we acquired all of the issued and outstanding shares of Rent Mine Online, Inc. (“RMO”). The acquisition of RMO expanded our resident referral capabilities into the multifamily residential rental housing market. We acquired RMO for a purchase price consisting of a cash payment of $5.5 million at closing, a deferred cash payment of up to $3.5 million and a contingent deferred earn out payment of up to 300,000 shares of our common stock, payable based on the achievement of certain revenue targets on or before December 31, 2014. In addition, the purchase agreement included a conversion option on the contingent common shares, in which the seller can elect to receive, in lieu of common shares, an amount per share equal to the lesser of the average market price or an established threshold, up to one half of the common shares earned. The $3.5 million withheld from the purchase price was subject to a downward adjustment if certain revenue targets (a level 3 input) were not met as of March 31, 2013. The initial fair value for the future cash payment and the common shares and conversion option were $0.2 million and $0.3 million, respectively. These fair values were based on management’s estimate of the fair value of the cash, common shares and conversion option using a probability weighted discount model on the achievement of certain revenue targets. Revenue targets were partially met, and on July 31, 2013, a cash payment of $0.7 million was made, and 22,000 shares of our common stock were issued. As of September 30, 2013, our remaining obligation was $0.7 million due in 2014. This acquisition was financed using cash flows from operations and our common stock. Acquired intangibles were recorded at fair value based on assumptions determined by us. The acquired developed product technologies have a useful life of three years amortized on a straight-line basis. Acquired customer relationships have a useful life of ten years which will be amortized proportionately to the expected discounted cash flows derived from the asset. Direct acquisition costs were $0.1 million and expensed as incurred. We included the results of operations of this acquisition in our consolidated financial statements from the effective date of the acquisition. Goodwill and identified intangible assets are not deductible for tax purposes. For the three and nine months ended September 30, 2013, we recognized a gain of $0.0 million and a loss of $1.3 million due to changes in the estimated fair values of the contingent cash, respectively. For the three and nine months ended September 30, 2013, we recognized no gain and a loss of $0.3 million due to changes in the common shares and the conversion option, respectively. | ||||||||||||||||
We have allocated the purchase price for RMO and Vigilan as follows: | ||||||||||||||||
RMO | Vigilan | |||||||||||||||
(in thousands) | ||||||||||||||||
Intangible assets: | ||||||||||||||||
Developed product technologies | $ | 2,460 | $ | 1,430 | ||||||||||||
Customer relationships | 1,770 | 1,150 | ||||||||||||||
Goodwill | 3,439 | 2,454 | ||||||||||||||
Net deferred taxes | (1,502 | ) | — | |||||||||||||
Net other assets | (410 | ) | (34 | ) | ||||||||||||
Total purchase price, net of cash acquired | $ | 5,757 | $ | 5,000 | ||||||||||||
Other Acquisition-Related Fair Value Adjustments | ||||||||||||||||
We have acquired companies in previous years for which acquisition-related contingent consideration was included in the purchase price and recorded at fair value. The liability established for the acquisition-related contingent consideration will continue to be re-evaluated and recorded at an estimated fair value based on the probabilities, as determined by management, of achieving the related targets. This evaluation will be performed until all of the targets have been met or terms of the agreement expire. | ||||||||||||||||
In July 2011, we acquired Senior-Living.com, Inc., operating under the name SeniorLiving.net (“SLN”). The purchase price included an estimated cash payment payable (acquisition-related contingent consideration). At the acquisition date, we recorded a liability for the estimated fair value of the acquisition-related contingent consideration of $0.3 million. The fair value was based on management’s estimate of the fair value of the cash using a probability weighted discounted cash flow model on the achievement of certain revenue targets. The cash payment has a maximum value of $0.5 million with various revenue targets. The liability established for the acquisition-related contingent consideration will continue to be re-evaluated and recorded at an estimated fair value based on the probabilities, as determined by management, of achieving the related targets (a level 3 input). Revenue targets for the first period were met, and a cash payment of $0.3 million was made during the third quarter. We recognized losses of less than $0.1 million for the three and nine months ended September 30, 2013 and 2012, and losses of less than $0.1 million for the three and nine months ended September 30, 2012, due to changes in the estimated fair value of the cash acquisition-related contingent consideration. | ||||||||||||||||
In August 2011, we acquired Multifamily Technology Solutions, Inc. (“MTS”), which owns the Internet listing service for rental properties called MyNewPlace. The purchase agreement included a put option on the RealPage restricted common shares, in which, if the average market price of our common shares falls below an established threshold, we would pay the difference between the average market price and the established threshold in cash. We established a liability of $1.2 million for the put option which is based on its estimated fair value at the acquisition date. The fair values of the put option was based on the Black-Scholes option pricing model using inputs consistent with those used in the valuation of our stock options. The liability established for the put option on the restricted common shares was re-evaluated and recorded at an estimated fair value based on the changes in market prices of our common stock (a level 2 input) until its expiration on July 31, 2013. We recognized gains of $0.1 million and $0.3 million as of the three months ended, and gains of $0.2 million and $0.3 million as of nine months ended September 30, 2013 and 2012, respectively, due to changes in the estimated fair value of the put option for restricted common shares. | ||||||||||||||||
Pro Forma Results of Acquisitions | ||||||||||||||||
The following table presents unaudited actual results of operations for the three months ended September 30, 2013 and pro forma results of operations for the nine months ended September 30, 2013 and the three and nine months ended September 30, 2012 as if the SFL, RentSentinel, and RMO acquisitions had occurred at the beginning of the periods presented. The pro forma financial information for the nine months ended September 30, 2013 includes the business combination accounting effects resulting from these acquisitions including: interest expense of $0.1 million; tax benefit of $0.8 million; and approximately $1.0 million of amortization charges from acquired intangible assets as though the aforementioned companies were combined as of the beginning of fiscal year 2013. The pro forma financial information for the three and nine months ended September 30, 2012, respectively, includes the business combination accounting effects resulting from these acquisitions including: interest expense of $0.1 million and $0.3 million; tax benefit of $0.6 million and $1.5 million; and approximately $0.8 million and $2.0 million of amortization charges from acquired intangible assets as though the aforementioned companies were combined as of the beginning of fiscal year 2012. 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 taken place at the beginning of the periods presented, or of future results: | ||||||||||||||||
Three Months Ended September 30, | Nine Months Ended September 30, | |||||||||||||||
2013 | 2012 | 2013 | 2012 | |||||||||||||
Actual | Pro Forma | Pro Forma | Pro Forma | |||||||||||||
(in thousands, except per share amounts) | ||||||||||||||||
Revenue: | ||||||||||||||||
On demand | $ | 94,084 | $ | 80,294 | $ | 271,103 | $ | 229,707 | ||||||||
On premise | 838 | 1,226 | 2,799 | 3,903 | ||||||||||||
Professional and other | 3,149 | 3,040 | 8,473 | 7,916 | ||||||||||||
Total revenue | 98,071 | 84,560 | 282,375 | 241,526 | ||||||||||||
Net income (loss) | $ | 12,886 | $ | 1,266 | $ | 17,325 | $ | (1,082 | ) | |||||||
Net income (loss) per share: | ||||||||||||||||
Basic | $ | 0.17 | $ | 0.02 | $ | 0.23 | $ | (0.02 | ) | |||||||
Diluted | $ | 0.17 | $ | 0.02 | $ | 0.23 | $ | (0.02 | ) | |||||||
Property_Equipment_and_Softwar
Property, Equipment and Software | 9 Months Ended | |||||||
Sep. 30, 2013 | ||||||||
Property, Plant and Equipment [Abstract] | ' | |||||||
Property, Equipment and Software | ' | |||||||
Property, Equipment and Software | ||||||||
Property, equipment and software consist of the following: | ||||||||
September 30, | December 31, | |||||||
2013 | 2012 | |||||||
(in thousands) | ||||||||
Leasehold improvements | $ | 17,539 | $ | 11,859 | ||||
Data processing and communications equipment | 52,939 | 43,562 | ||||||
Furniture, fixtures, and other equipment | 13,292 | 11,638 | ||||||
Software | 47,216 | 38,710 | ||||||
130,986 | 105,769 | |||||||
Less: Accumulated depreciation and amortization | (82,795 | ) | (73,282 | ) | ||||
Property, equipment and software, net | $ | 48,191 | $ | 32,487 | ||||
Depreciation and amortization expense for property, equipment and software was $3.6 million and $3.5 million for the three months ended, and $10.9 million and $10.3 million for the nine months ended September 30, 2013 and 2012, respectively. This includes depreciation for assets purchased through capital leases. |
Goodwill_and_Other_Intangible_
Goodwill and Other Intangible Assets | 9 Months Ended | |||||||||||||||||||||||||
Sep. 30, 2013 | ||||||||||||||||||||||||||
Goodwill and Intangible Assets Disclosure [Abstract] | ' | |||||||||||||||||||||||||
Goodwill and Other Intangible Assets | ' | |||||||||||||||||||||||||
Goodwill and Other Intangible Assets | ||||||||||||||||||||||||||
The change in the carrying amount of goodwill for the nine months ended September 30, 2013 is as follows: | ||||||||||||||||||||||||||
(in thousands) | ||||||||||||||||||||||||||
Balance at December 31, 2012 | $ | 134,025 | ||||||||||||||||||||||||
Goodwill acquired | 5,601 | |||||||||||||||||||||||||
Other | (601 | ) | ||||||||||||||||||||||||
Balance at September 30, 2013 | $ | 139,025 | ||||||||||||||||||||||||
Other intangible assets consisted of the following at September 30, 2013 and December 31, 2012: | ||||||||||||||||||||||||||
September 30, 2013 | December 31, 2012 | |||||||||||||||||||||||||
Amortization | Carrying | Accumulated | Net | Carrying | Accumulated | Net | ||||||||||||||||||||
Period | Amount | Amortization | Amount | Amortization | ||||||||||||||||||||||
(in thousands) | ||||||||||||||||||||||||||
Finite-lived intangible assets | ||||||||||||||||||||||||||
Developed technologies | 3 years | $ | 38,717 | $ | (28,138 | ) | $ | 10,579 | $ | 32,983 | $ | (23,215 | ) | $ | 9,768 | |||||||||||
Customer relationships | 1-10 years | 81,613 | (30,749 | ) | 50,864 | 77,847 | (24,151 | ) | 53,696 | |||||||||||||||||
Vendor relationships | 7 years | 5,650 | (4,562 | ) | 1,088 | 5,650 | (4,052 | ) | 1,598 | |||||||||||||||||
Total finite-lived intangible assets | 125,980 | (63,449 | ) | 62,531 | 116,480 | (51,418 | ) | 65,062 | ||||||||||||||||||
Indefinite-lived intangible assets | ||||||||||||||||||||||||||
Tradenames | 39,573 | — | 39,573 | 39,578 | — | 39,578 | ||||||||||||||||||||
Total intangible assets | $ | 165,553 | $ | (63,449 | ) | $ | 102,104 | $ | 156,058 | $ | (51,418 | ) | $ | 104,640 | ||||||||||||
Amortization of finite-lived intangible assets was $4.0 million and $4.5 million for the three months ended, and $11.9 million and $13.3 million for nine months ended September 30, 2013 and 2012, respectively. |
Debt
Debt | 9 Months Ended |
Sep. 30, 2013 | |
Debt Disclosure [Abstract] | ' |
Debt | ' |
Debt | |
In December 2011, we entered into an Amended and Restated Credit Agreement (“Restated Agreement”) to amend our credit facility. The Restated Agreement provides for a secured revolving credit facility in an aggregate principal amount of up to $150.0 million, subject to a borrowing formula, with a sublimit of $10.0 million for the issuance of letters of credit on our behalf. The Restated Agreement converted our outstanding term loan under the credit facility into revolving loans. Revolving loans accrue interest at a per annum rate equal to, at the Company’s option, either LIBOR or Wells Fargo’s prime rate (or, if greater, the federal funds rate plus 0.50% or three month LIBOR plus 1.00%), in each case plus a margin ranging from 2.50% to 3.00%, in the case of LIBOR loans, and 0.00 to 0.25% in the case of prime rate loans, based upon the Company’s senior leverage ratio. The interest is due and payable monthly, in arrears, for loans bearing interest at the prime rate and at the end of the applicable 1-, 2-, or 3-month interest period in the case of loans bearing interest at the adjusted LIBOR rate. Principal, together with all accrued and unpaid interest, is due and payable on December 30, 2015. Advances under the credit facility may be voluntarily prepaid, and must be prepaid with the proceeds of certain dispositions, extraordinary receipts and indebtedness and in full upon a change in control. | |
In September 2012, we entered into an amendment to the Restated Agreement. Under the terms of the amendment, the LIBOR rate margin ranges from 2.00% to 2.50%, based on our senior leverage ratio. All other interest rates and maturity periods remain consistent with the Restated Agreement. Additionally, our capital expenditure limitations were expanded in the amendment. | |
As of September 30, 2013 and December 31, 2012, we had $0.0 million and $10.0 million outstanding under our revolving line of credit, which approximates its fair value. As of September 30, 2013, $150.0 million was available under our revolving line of credit and $10.0 million was available for the issuance of letters of credit. We had unamortized debt issuance costs of $0.4 million and $0.8 million at September 30, 2013 and December 31, 2012, respectively. As of September 30, 2013, we were in compliance with our debt covenants. |
Sharebased_Compensation
Share-based Compensation | 9 Months Ended |
Sep. 30, 2013 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ' |
Share-based Compensation | ' |
Share-based Compensation | |
In February 2013, we granted 774,231 options with an exercise price of $21.60 which vest over four years with 75% vesting over 15 quarters and the remaining 25% vesting on the 16th quarter. We also granted 387,118 shares of restricted stock at $21.60 which vest quarterly over four years and 154,337 shares at $21.60 that vest quarterly over one year. In addition, 70,000 shares of performance restricted stock were granted at $21.60 to certain employees which vest as product specific revenue targets are achieved. | |
In May 2013, we granted 661,745 options with an exercise price of $19.78 which vest over four years with 75% vesting over 15 quarters and the remaining 25% vesting on the 16th quarter. We also granted 382,058 shares of restricted stock at $19.78 which vest quarterly over four years. | |
In August 2013, we granted 301,614 options with an exercise price of $21.11 which vest over four years with 75% vesting over 15 quarters and the remaining 25% vesting on the 16th quarter. We also granted 154,559 shares of restricted stock at $21.11 which vest quarterly over four years, 130,110 shares at $21.11 which vest quarterly over one year and 56,000 shares at $21.11 which vest semi-annually over one and one-half to two years. In addition, 30,000 shares of performance restricted stock were granted at $21.11 to certain employees which vest as product specific revenue targets are achieved. | |
All stock options and restricted stock were granted under the 2010 Equity Plan. |
Commitments_and_Contingencies
Commitments and Contingencies | 9 Months Ended | |||||||
Sep. 30, 2013 | ||||||||
Commitments and Contingencies Disclosure [Abstract] | ' | |||||||
Commitments and Contingencies | ' | |||||||
Commitments and Contingencies | ||||||||
Lease Commitments | ||||||||
In the first quarter of 2013, we entered into a capital lease agreement for software that expires in 2016. We recognize lease expense on a straight-line basis over the lease term. | ||||||||
The assets under capital lease are as follows: | ||||||||
September 30, 2013 | December 31, 2012 | |||||||
(in thousands) | ||||||||
Software | $ | 1,976 | $ | — | ||||
Less: Accumulated depreciation and amortization | (423 | ) | — | |||||
Assets under capital lease, net | $ | 1,553 | $ | — | ||||
Aggregate annual rental commitments at September 30, 2013 under capital lease are as follows: | ||||||||
(in thousands) | ||||||||
2013 | $ | 147 | ||||||
2014 | 587 | |||||||
2015 | 587 | |||||||
2016 | 294 | |||||||
Total minimum lease payments | 1,615 | |||||||
Less amount representing average interest at 2.2% | (50 | ) | ||||||
1,565 | ||||||||
Less current portion | 558 | |||||||
Long-term portion | $ | 1,007 | ||||||
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 September 30, 2013 or December 31, 2012. | ||||||||
In the ordinary course of our business, we enter into standard indemnification provisions in our agreements with our customers. Pursuant to these provisions, we indemnify our customers 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 such claims by designing a non-infringing alternative, by obtaining a license on reasonable terms, or by terminating our relationship with the customer and refunding the customer’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 September 30, 2013 or December 31, 2012. | ||||||||
Litigation | ||||||||
From time to time, in the normal course of our business, we are a party to litigation matters and claims. Litigation can be expensive and disruptive to normal business operations. Moreover, the results of complex legal 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. | ||||||||
We review the status of each matter and record a provision for a liability when we consider both that it is probable that a liability has been incurred and that the amount of the loss can be reasonably estimated. These provisions are reviewed quarterly and adjusted as additional information becomes available. If either or both of the criteria are not met, we assess whether there is at least a reasonable possibility that a loss, or additional losses beyond those already accrued, may be incurred. If there is a reasonable possibility that a material loss (or additional material loss in excess of any existing accrual) may be incurred, we disclose an estimate of the amount of loss or range of losses, either individually or in the aggregate, as appropriate, if such an estimate can be made, or disclose that an estimate of loss cannot be made. An unfavorable outcome in any legal matter, if material, could have an adverse effect on our operations, financial position, liquidity and results of operations. | ||||||||
On January 24, 2011, Yardi Systems, Inc. filed a lawsuit in the U.S. District Court for the Central District of California against RealPage, Inc. and DC Consulting, Inc. (the “Yardi Lawsuit”). We answered and filed counterclaims against Yardi, and on July 1, 2012, the Company and Yardi entered into a settlement agreement (the “Settlement Agreement”) resolving all outstanding litigation between the parties. The Settlement Agreement also includes a license of certain Yardi intellectual property to the Company and a license of certain of our intellectual property to Yardi. | ||||||||
The Settlement Agreement is a multiple element arrangement for accounting purposes. The Company identified each element of the arrangement and determined when those elements should be recognized. The Company allocated the consideration to each element using the estimated fair value of the elements. The Company considered several factors in determining the accounting fair value of the elements of the Settlement Agreement. The inputs and assumptions used in this valuation were from a market participant perspective and included projected revenue, estimated discount rates, useful lives and income tax rates, among others. The development of a number of these inputs and assumptions in the model requires a significant amount of management judgment and is based upon a number of factors. Changes in any number of these assumptions may have had a substantial impact on the fair value as assigned to each element. These inputs and assumptions represent management’s best estimates at the time of the transaction. Based on the estimated fair value, we have recognized the following: $3.0 million for the license from Yardi, which was capitalized as an intangible asset upon execution of the Settlement Agreement and amortized as a cost of revenue over its estimated useful life, beginning in July 2012; $1.0 million for the license sold to Yardi, which will be recognized as revenue over the estimated useful life of the technology, beginning in July 2012; and $8.5 million inclusive of the settlement and other related legal costs, which were expensed in the second quarter of 2012. | ||||||||
In connection with the Yardi Lawsuit, the Company made claims for reimbursement against each of its primary and excess layer general liability and errors and omissions liability insurance carriers. Each of our primary and excess layer errors and omissions liability insurance carriers other than Homeland Insurance of New York (“Homeland”) reimbursed the Company up to each of its policy limits. On July 19, 2012, we became aware of assertions by one of our primary layer errors and omissions insurance carriers, Ace European Group, Ltd. d/b/a Ace European Group, Barbican Syndicate 1995 at Lloyds’s (“Ace”), that Ace no longer considered the previously reimbursed $5.0 million payment covered under such policy, and that Ace demanded reimbursement of the $5.0 million payment that it had previously reimbursed to us. On August 12, 2012, our first excess layer errors and omissions insurance carrier, Axis Surplus Insurance Company (“Axis”), informed us that if Ace’s policy is deemed void, then Axis’ first excess layer policy was void on the same basis which would result in the Company’s obligation to reimburse to Axis $5.0 million in payments that Axis had previously reimbursed to us. The Company disputes these assertions by these carriers and intends to vigorously protect its coverage. Accordingly, on August 14, 2012, the Company filed a lawsuit in the U.S. District Court for the Eastern District of Texas against Ace and Axis (the “Ace Lawsuit”) seeking a declaration by the court that Ace and Axis have no right to, and no lawful reason to demand reimbursement of, the amounts paid to the Company’s counsel in connection with the Yardi Lawsuit. On September 5, 2012, Ace filed a motion to dismiss the Ace Lawsuit and on September 6, 2012, defendant Axis filed a motion to dismiss the Ace Lawsuit. On September 24, 2012, the Company filed our opposition to the motions to dismiss and separately filed our motion for partial summary judgment on the basis that each of Ace’s and Axis’ notice of rescission was untimely under applicable statutory law. On May 20, 2013, the court entered an order directing the parties to engage in the alternative dispute resolution procedure set forth in the policies at issue, and staying the lawsuit until such procedure has been completed. The court did not rule on the substance of Company’s motion for summary judgment, denying that motion with leave to re-file if the court-ordered non-binding dispute resolution procedures do not result in a settlement of the action. We intend to continue to pursue coverage and other appropriate relief in connection with these insurance policies. We believe that it is remote that we will have a material loss in connection with these reimbursement demands. | ||||||||
We are involved in other litigation matters not listed above but we believe that any reasonably possible adverse outcome of these matters would not be material either individually or in the aggregate at this time. Our view of the matters not listed may change in the future as the litigation and events related thereto unfold. |
Net_Income_Per_Share
Net Income Per Share | 9 Months Ended | |||||||||||||||
Sep. 30, 2013 | ||||||||||||||||
Earnings Per Share [Abstract] | ' | |||||||||||||||
Net Income Per Share | ' | |||||||||||||||
Net Income Per Share | ||||||||||||||||
Basic net income per share is computed by dividing the 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, including potential dilutive shares of common stock assuming the dilutive effect of outstanding stock options and restricted stock using the treasury stock method. | ||||||||||||||||
The following table presents the calculation of basic and diluted net income per share: | ||||||||||||||||
Three Months Ended | Nine Months Ended | |||||||||||||||
September 30, | September 30, | |||||||||||||||
2013 | 2012 | 2013 | 2012 | |||||||||||||
(in thousands, except per share amounts) | ||||||||||||||||
Numerator: | ||||||||||||||||
Net income | $ | 12,886 | $ | 2,113 | $ | 18,514 | $ | 1,461 | ||||||||
Denominator: | ||||||||||||||||
Basic: | ||||||||||||||||
Weighted average common shares used in computing basic net income per share | 75,234 | 72,178 | 74,597 | 71,293 | ||||||||||||
Diluted: | ||||||||||||||||
Add weighted average effect of dilutive securities: | ||||||||||||||||
Stock options and restricted stock | 1,113 | 2,104 | 1,303 | 2,396 | ||||||||||||
Weighted average common shares used in computing diluted net income per share | 76,347 | 74,282 | 75,900 | 73,689 | ||||||||||||
Net income per common share: | ||||||||||||||||
Basic | $ | 0.17 | $ | 0.03 | $ | 0.25 | $ | 0.02 | ||||||||
Diluted | $ | 0.17 | $ | 0.03 | $ | 0.24 | $ | 0.02 | ||||||||
Income_Taxes
Income Taxes | 9 Months Ended |
Sep. 30, 2013 | |
Income Tax Disclosure [Abstract] | ' |
Income Taxes | ' |
Income Taxes | |
We make estimates and judgments in determining income tax expense for financial statement purposes. These estimates and judgments occur in the calculation of certain tax assets and liabilities, which arise from differences in the timing of recognition of revenue and expense for tax and financial statement purposes. | |
Our provision for income taxes in interim periods is based on our estimated annual effective tax rate. We record cumulative adjustments in the quarter in which a change in the estimated annual effective rate is determined. The estimated annual effective tax rate calculation does not include the effect of discrete events that may occur during the year. The effect of these events, if any, is recorded in the quarter in which the event occurs. | |
In the quarter ended September 30, 2013, we were able to conclude that given our improved performance, the realization of our deferred tax assets was more likely than not and accordingly reversed the valuation allowance of approximately $9.1 million and recorded a tax benefit during the period. This benefit was partially offset by tax expense. Our effective income tax rate was (123.3)% and 36.4% for the three months ended and (16.5)% and 32.5% for the nine months ended September 30, 2013 and 2012, respectively. Our effective tax rate fluctuated from the statutory rate predominantly due to the impact of permanent differences, including stock compensation, the non-deductibility of contingent consideration, and the reversal of the valuation allowance, in relation to our results of operations before income taxes. |
Subsequent_Events
Subsequent Events | 1 Months Ended |
Oct. 31, 2013 | |
Subsequent Events [Abstract] | ' |
Subsequent Events | ' |
Subsequent Events | |
In October 2013, we acquired substantially all of the operating assets of Windsor Compliance Services, Inc. ("Windsor Compliance") for a purchase price of $2.8 million, which consisted of a cash payment of $1.3 million at closing and additional cash payments of $1.0 million and $0.5 million due 12 months and 24 months after the acquisition date, respectively, which are contingent on Windsor Compliance providing services to a specified number of units on those dates. Windsor Compliance is a firm specializing in compliance with tax credits and regulation for the affordable housing industry. Due to the timing of this acquisition, the purchase price allocation was not complete as of the date of this filing due to the pending completion of the valuation of intangible assets. | |
In October 2013, we acquired all of the issued and outstanding capital stock of MyBuilding Inc. ("MyBuilding") for a purchase price of $7.1 million consisting of a cash payment of $4.5 million at closing, a deferred cash payment of up to $1.5 million payable over two years after the acquisition date and additional cash payments totaling $1.1 million if certain revenue targets are met for the years ended December 31, 2014 and December 31, 2015. A provider of software-as-a-service solutions, MyBuilding products facilitate the creation of online communities that connect residents to multifamily property managers, local vendors, and other residents. Due to the timing of this acquisition, the purchase price allocation was not complete as of the date of this filing due to the pending completion of the valuation of intangible assets. | |
In October 2013, we acquired all of the membership interest of Active Building, LLC ("Active Building") for a purchase price of $19.8 million, which consisted of a cash payment of $11.3 million at closing, a deferred cash payment of up to $2.0 million payable over three years after the acquisition date, and additional cash payments totaling $6.5 million if certain revenue targets are met for the years ended December 31, 2014 and December 31, 2015. A provider of software-as-a-service solutions, Active Building products facilitate the creation of online communities that connect residents to multifamily property managers, local vendors, and other residents. Due to the timing of this acquisition, the purchase price allocation was not complete as of the date of this filing due to the pending completion of the valuation of intangible assets. |
Summary_of_Significant_Account1
Summary of Significant Accounting Policies (Policies) | 9 Months Ended | ||
Sep. 30, 2013 | |||
Accounting Policies [Abstract] | ' | ||
Basis of Presentation | ' | ||
Basis of Presentation | |||
The accompanying unaudited condensed consolidated financial statements and footnotes have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”). Certain information and note disclosures normally included in annual financial statements prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) have been condensed or omitted pursuant to those rules and regulations. We believe that the disclosures made are adequate to make the information not misleading. | |||
The condensed consolidated financial statements included herein reflect all adjustments (consisting of normal, recurring adjustments) which are, in the opinion of management, necessary to state fairly the results for the interim periods presented. All intercompany balances and transactions have been eliminated in consolidation. The results of operations for the interim periods presented are not necessarily indicative of the operating results to be expected for any subsequent interim period or for the fiscal year. | |||
It is suggested that these financial statements be read in conjunction with the financial statements and the notes thereto included in our Annual Report on Form 10-K filed with the SEC on February 27, 2013 (“Form 10-K”). | |||
Segment and Geographic Information | ' | ||
Segment and Geographic Information | |||
Our chief operating decision maker is our Chief Executive Officer, who reviews financial information presented on a company-wide basis. As a result, we determined that the Company has a single reporting segment and operating unit structure. | |||
Principally, all of our revenue for the three and nine months ended September 30, 2013 and 2012 was in North America. | |||
Net long-lived assets held were $44.9 million and $29.9 million in North America and $3.3 million and $2.6 million in our international subsidiaries at September 30, 2013 and December 31, 2012, respectively. | |||
Accounting Policies and Use of Estimates | ' | ||
Accounting Policies and Use of Estimates | |||
The preparation of financial statements in conformity with GAAP requires our management to make certain estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the reporting periods. Significant estimates include the allowance for doubtful accounts; the useful lives of tangible and intangible assets and the recoverability or impairment of tangible and intangible asset values; fair value measurements; purchase accounting allocations and related reserves; revenue and deferred revenue; stock-based compensation; and our effective income tax rate and the recoverability of deferred tax assets, which are based upon our expectations of future taxable income and allowable deductions. Actual results could differ from these estimates. For greater detail regarding these accounting policies and estimates, refer to our Form 10-K. | |||
During the three months ended June 30, 2013, we revised our estimated useful lives of our data processing equipment and internally developed software to more accurately reflect our use of these assets. During the three months ended September 30, 2013, we revised the length of our expected customer benefit of our license fees billed at the initial order date. The result of the change for the three months ended June 30, 2013 was a $1.2 million increase in operating income, a $0.7 million increase in net income and an increase in basic and diluted earnings per share of $0.01. The result for the change for the three months ended September 30, 2013 was a $1.9 million increase in operating income, a $1.2 million increase in net income and an increase in basic and diluted earnings per share of $0.02. | |||
Revenue Recognition | ' | ||
Revenue Recognition | |||
We derive our revenue from three primary sources: our on demand software solutions; our on premise software solutions; and professional and other services. We commence revenue recognition when all of the following conditions are met: | |||
• | there is persuasive evidence of an arrangement; | ||
• | the solution and/or service has been provided to the customer; | ||
• | the collection of the fees is probable; and | ||
• | the amount of fees to be paid by the customer is fixed or determinable. | ||
If the fees are not fixed or determinable, we recognize revenues when these criteria are met, which could be as payments become due from customers, or when amounts owed are collected. Accordingly, this may materially affect the timing of our revenue recognition and results of operations. | |||
For multi-element arrangements that include multiple software solutions and/or services, we allocate arrangement consideration to all deliverables that have stand-alone value based on their relative selling prices. In such circumstances, we utilize the following hierarchy to determine the selling price to be used for allocating revenue to deliverables as follows: | |||
• | Vendor specific objective evidence (VSOE), if available. The price at which we sell the element in a separate stand-alone transaction; | ||
• | Third-party evidence of selling price (TPE), if VSOE of selling price is not available. Evidence from us or other companies of the value of a largely interchangeable element in a transaction; and | ||
• | Estimated selling price (ESP), if neither VSOE nor TPE of selling price is available. Our best estimate of the stand-alone selling price of an element in a transaction. | ||
Our process for determining ESP for deliverables without VSOE or TPE considers multiple factors that may vary depending upon the unique facts and circumstances related to each deliverable. Key factors primarily considered in developing ESP include prices charged by us for similar offerings when sold separately, pricing policies and approvals from standard pricing and other business objectives. | |||
From time to time, we sell on demand software solutions with professional services. In such cases, as each element has stand-alone value, we allocate arrangement consideration based on our ESP of the on demand software solution and VSOE of the selling price of the professional services. | |||
Taxes collected from customers and remitted to governmental authorities are presented on a net basis. | |||
On Demand Revenue | |||
Our on demand revenue consists of license and subscription fees, transaction fees related to certain of our software-enabled value-added services and commissions derived from us selling certain risk mitigation services. | |||
License and subscription fees are comprised of a charge billed at the initial order date and monthly or annual subscription fees for accessing our on demand software solutions. The license fee billed at the initial order date is recognized as revenue on a straight-line basis over the longer of the contractual term or the period in which the customer is expected to benefit, which we consider to be three years. Recognition starts once the product has been activated. Revenue from monthly and annual subscription fees is recognized on a straight-line basis over the access period. | |||
We recognize revenue from transaction fees derived from certain of our software-enabled value-added services as the related services are performed. | |||
As part of our risk mitigation services to the rental housing industry, we act as an insurance agent and derive commission revenue from the sale of insurance products to individuals. 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. If the policy is cancelled, our commissions are forfeited as a percent of the unearned premium. As a result, we recognize the commissions related to these services ratably over the policy term as the associated premiums are earned. Our contract with our underwriting partner provides for contingent commissions to be paid to us in accordance with the agreement. This agreement provides for a calculation that considers, on the policies sold by us, earned premiums less i) earned agent commissions; ii) a percent of premium retained by our underwriting partner; iii) incurred losses; and iv) profit retained by our underwriting partner during the time period. Our estimate of contingent commission revenue considers historical loss experience on the policies sold by us. | |||
On Premise Revenue | |||
Revenue from our on premise software solutions is comprised of an annual term license, which includes maintenance and support. Customers can renew their annual term license for additional one-year terms at renewal price levels. We recognize the annual term license on a straight-line basis over the contract term. | |||
In addition, we have arrangements that include perpetual licenses with maintenance and other services to be provided over a fixed term. We allocate and defer revenue equivalent to the VSOE of fair value for the undelivered elements and recognize the difference between the total arrangement fee and the amount deferred for the undelivered elements as revenue. We have determined that we do not have VSOE of fair value for our customer support and professional services in these specific arrangements. As a result, the elements within our multiple-element sales agreements do not qualify for treatment as separate units of accounting. Accordingly, we account for fees received under multiple-element arrangements with customer support or other professional services as a single unit of accounting and recognize the entire arrangement ratably over the longer of the customer support period or the period during which professional services are rendered. | |||
Professional and Other Revenue | |||
Professional and other revenue is recognized as the services are rendered for time and material contracts. Training revenues are recognized after the services are performed. | |||
Fair Value Measurements | ' | ||
Fair Value Measurements | |||
We measure certain financial assets and liabilities at fair value pursuant to a fair value hierarchy based on inputs to valuation techniques that are used to measure fair value that are either observable or unobservable. Observable inputs reflect assumptions market participants would use in pricing an asset or liability based on market data obtained from independent sources while unobservable inputs reflect a reporting entity’s pricing based upon its own market assumptions. The fair value hierarchy consists of the following three levels: | |||
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 significant inputs or value drivers are unobservable. | |
Concentrations of Credit Risk | ' | ||
Concentrations of Credit Risk | |||
Our cash accounts are maintained at various financial institutions and may, from time to time, exceed federally insured limits. The Company has not experienced any losses in such accounts. | |||
Concentrations of credit risk with respect to accounts receivable result from substantially all of our customers being in the multi-family rental housing market. Our customers, however, are dispersed across different geographic areas. We do not require collateral from customers. We maintain an allowance for losses based upon the expected collectability of accounts receivable. Accounts receivable are written off upon determination of non-collectability following established Company policies based on the aging from the accounts receivable invoice date. | |||
No single customer accounted for 5% or more of our revenue or accounts receivable for the three or nine months ended September 30, 2013 or 2012. | |||
Recently Issued Accounting Standards | ' | ||
Recently Issued Accounting Standards | |||
Based on our evaluation of recently issued accounting standards, there were no standards issued during 2013 that would materially impact our financial position, results of operations or related disclosures. |
Acquisitions_Tables
Acquisitions (Tables) | 9 Months Ended | |||||||||||||||
Sep. 30, 2013 | ||||||||||||||||
Business Acquisition [Line Items] | ' | |||||||||||||||
Pro Forma Financial Information | ' | |||||||||||||||
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 taken place at the beginning of the periods presented, or of future results: | ||||||||||||||||
Three Months Ended September 30, | Nine Months Ended September 30, | |||||||||||||||
2013 | 2012 | 2013 | 2012 | |||||||||||||
Actual | Pro Forma | Pro Forma | Pro Forma | |||||||||||||
(in thousands, except per share amounts) | ||||||||||||||||
Revenue: | ||||||||||||||||
On demand | $ | 94,084 | $ | 80,294 | $ | 271,103 | $ | 229,707 | ||||||||
On premise | 838 | 1,226 | 2,799 | 3,903 | ||||||||||||
Professional and other | 3,149 | 3,040 | 8,473 | 7,916 | ||||||||||||
Total revenue | 98,071 | 84,560 | 282,375 | 241,526 | ||||||||||||
Net income (loss) | $ | 12,886 | $ | 1,266 | $ | 17,325 | $ | (1,082 | ) | |||||||
Net income (loss) per share: | ||||||||||||||||
Basic | $ | 0.17 | $ | 0.02 | $ | 0.23 | $ | (0.02 | ) | |||||||
Diluted | $ | 0.17 | $ | 0.02 | $ | 0.23 | $ | (0.02 | ) | |||||||
SFL and RentSentinel | ' | |||||||||||||||
Business Acquisition [Line Items] | ' | |||||||||||||||
Allocated Purchase Price | ' | |||||||||||||||
We have allocated the purchase price for SFL and RentSentinel (preliminary) as follows: | ||||||||||||||||
SFL | RentSentinel | |||||||||||||||
(in thousands) | ||||||||||||||||
Intangible assets: | ||||||||||||||||
Developed product technologies | $ | 1,406 | $ | 3,640 | ||||||||||||
Customer relationships | 161 | 3,060 | ||||||||||||||
Goodwill | 1,035 | 4,566 | ||||||||||||||
Net deferred taxes | — | (779 | ) | |||||||||||||
Net other assets | 88 | 9 | ||||||||||||||
Total purchase price | $ | 2,690 | $ | 10,496 | ||||||||||||
RMO and Vigilan | ' | |||||||||||||||
Business Acquisition [Line Items] | ' | |||||||||||||||
Allocated Purchase Price | ' | |||||||||||||||
We have allocated the purchase price for RMO and Vigilan as follows: | ||||||||||||||||
RMO | Vigilan | |||||||||||||||
(in thousands) | ||||||||||||||||
Intangible assets: | ||||||||||||||||
Developed product technologies | $ | 2,460 | $ | 1,430 | ||||||||||||
Customer relationships | 1,770 | 1,150 | ||||||||||||||
Goodwill | 3,439 | 2,454 | ||||||||||||||
Net deferred taxes | (1,502 | ) | — | |||||||||||||
Net other assets | (410 | ) | (34 | ) | ||||||||||||
Total purchase price, net of cash acquired | $ | 5,757 | $ | 5,000 | ||||||||||||
Property_Equipment_and_Softwar1
Property, Equipment and Software (Tables) | 9 Months Ended | |||||||
Sep. 30, 2013 | ||||||||
Property, Plant and Equipment [Abstract] | ' | |||||||
Components of Property, Equipment and Software | ' | |||||||
Property, equipment and software consist of the following: | ||||||||
September 30, | December 31, | |||||||
2013 | 2012 | |||||||
(in thousands) | ||||||||
Leasehold improvements | $ | 17,539 | $ | 11,859 | ||||
Data processing and communications equipment | 52,939 | 43,562 | ||||||
Furniture, fixtures, and other equipment | 13,292 | 11,638 | ||||||
Software | 47,216 | 38,710 | ||||||
130,986 | 105,769 | |||||||
Less: Accumulated depreciation and amortization | (82,795 | ) | (73,282 | ) | ||||
Property, equipment and software, net | $ | 48,191 | $ | 32,487 | ||||
Goodwill_and_Other_Intangible_1
Goodwill and Other Intangible Assets (Tables) | 9 Months Ended | |||||||||||||||||||||||||
Sep. 30, 2013 | ||||||||||||||||||||||||||
Goodwill and Intangible Assets Disclosure [Abstract] | ' | |||||||||||||||||||||||||
Change in Carrying Amount of Goodwill | ' | |||||||||||||||||||||||||
The change in the carrying amount of goodwill for the nine months ended September 30, 2013 is as follows: | ||||||||||||||||||||||||||
(in thousands) | ||||||||||||||||||||||||||
Balance at December 31, 2012 | $ | 134,025 | ||||||||||||||||||||||||
Goodwill acquired | 5,601 | |||||||||||||||||||||||||
Other | (601 | ) | ||||||||||||||||||||||||
Balance at September 30, 2013 | $ | 139,025 | ||||||||||||||||||||||||
Other Intangible Assets | ' | |||||||||||||||||||||||||
Other intangible assets consisted of the following at September 30, 2013 and December 31, 2012: | ||||||||||||||||||||||||||
September 30, 2013 | December 31, 2012 | |||||||||||||||||||||||||
Amortization | Carrying | Accumulated | Net | Carrying | Accumulated | Net | ||||||||||||||||||||
Period | Amount | Amortization | Amount | Amortization | ||||||||||||||||||||||
(in thousands) | ||||||||||||||||||||||||||
Finite-lived intangible assets | ||||||||||||||||||||||||||
Developed technologies | 3 years | $ | 38,717 | $ | (28,138 | ) | $ | 10,579 | $ | 32,983 | $ | (23,215 | ) | $ | 9,768 | |||||||||||
Customer relationships | 1-10 years | 81,613 | (30,749 | ) | 50,864 | 77,847 | (24,151 | ) | 53,696 | |||||||||||||||||
Vendor relationships | 7 years | 5,650 | (4,562 | ) | 1,088 | 5,650 | (4,052 | ) | 1,598 | |||||||||||||||||
Total finite-lived intangible assets | 125,980 | (63,449 | ) | 62,531 | 116,480 | (51,418 | ) | 65,062 | ||||||||||||||||||
Indefinite-lived intangible assets | ||||||||||||||||||||||||||
Tradenames | 39,573 | — | 39,573 | 39,578 | — | 39,578 | ||||||||||||||||||||
Total intangible assets | $ | 165,553 | $ | (63,449 | ) | $ | 102,104 | $ | 156,058 | $ | (51,418 | ) | $ | 104,640 | ||||||||||||
Commitments_and_Contingencies_
Commitments and Contingencies (Tables) | 9 Months Ended | |||||||
Sep. 30, 2013 | ||||||||
Commitments and Contingencies Disclosure [Abstract] | ' | |||||||
Assets under Capital Lease | ' | |||||||
The assets under capital lease are as follows: | ||||||||
September 30, 2013 | December 31, 2012 | |||||||
(in thousands) | ||||||||
Software | $ | 1,976 | $ | — | ||||
Less: Accumulated depreciation and amortization | (423 | ) | — | |||||
Assets under capital lease, net | $ | 1,553 | $ | — | ||||
Aggregate Annual Rental Commitments | ' | |||||||
Aggregate annual rental commitments at September 30, 2013 under capital lease are as follows: | ||||||||
(in thousands) | ||||||||
2013 | $ | 147 | ||||||
2014 | 587 | |||||||
2015 | 587 | |||||||
2016 | 294 | |||||||
Total minimum lease payments | 1,615 | |||||||
Less amount representing average interest at 2.2% | (50 | ) | ||||||
1,565 | ||||||||
Less current portion | 558 | |||||||
Long-term portion | $ | 1,007 | ||||||
Net_Income_Per_Share_Tables
Net Income Per Share (Tables) | 9 Months Ended | |||||||||||||||
Sep. 30, 2013 | ||||||||||||||||
Earnings Per Share [Abstract] | ' | |||||||||||||||
Calculation of Basic and Diluted Net Income Per Share | ' | |||||||||||||||
The following table presents the calculation of basic and diluted net income per share: | ||||||||||||||||
Three Months Ended | Nine Months Ended | |||||||||||||||
September 30, | September 30, | |||||||||||||||
2013 | 2012 | 2013 | 2012 | |||||||||||||
(in thousands, except per share amounts) | ||||||||||||||||
Numerator: | ||||||||||||||||
Net income | $ | 12,886 | $ | 2,113 | $ | 18,514 | $ | 1,461 | ||||||||
Denominator: | ||||||||||||||||
Basic: | ||||||||||||||||
Weighted average common shares used in computing basic net income per share | 75,234 | 72,178 | 74,597 | 71,293 | ||||||||||||
Diluted: | ||||||||||||||||
Add weighted average effect of dilutive securities: | ||||||||||||||||
Stock options and restricted stock | 1,113 | 2,104 | 1,303 | 2,396 | ||||||||||||
Weighted average common shares used in computing diluted net income per share | 76,347 | 74,282 | 75,900 | 73,689 | ||||||||||||
Net income per common share: | ||||||||||||||||
Basic | $ | 0.17 | $ | 0.03 | $ | 0.25 | $ | 0.02 | ||||||||
Diluted | $ | 0.17 | $ | 0.03 | $ | 0.24 | $ | 0.02 | ||||||||
Summary_of_Significant_Account2
Summary of Significant Accounting Policies - Additional Information (Details) (USD $) | 3 Months Ended | 9 Months Ended | 3 Months Ended | 9 Months Ended | 3 Months Ended | |||||||||||
Sep. 30, 2013 | Jun. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Jun. 30, 2013 | Sep. 30, 2013 | Dec. 31, 2012 | Sep. 30, 2013 | Dec. 31, 2012 | Jul. 31, 2012 | |
Customer | Customer | Customer | Customer | Sales | Sales | Sales | Sales | Length of Expected Customer Benefit of License Fees Billed at Initial Order Date | Length of Expected Customer Benefit of License Fees Billed at Initial Order Date | North America | North America | International Subsidiaries | International Subsidiaries | Rent Mine Online [Member] | ||
Entity | Entity | |||||||||||||||
Schedule Of Significant Accounting Policies [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Estimated fair value of the acquisition-related contingent consideration | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $200,000 |
Contingent Consideration Classified as Equity, Fair Value Disclosure | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 300,000 |
Net long-lived assets | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 44,900,000 | 29,900,000 | 3,300,000 | 2,600,000 | ' |
Expected length of time of benefit from license fees | ' | ' | ' | ' | ' | ' | ' | ' | ' | '3 years | ' | ' | ' | ' | ' | ' |
Operating income (loss) | 6,008,000 | ' | 3,731,000 | 16,819,000 | 3,785,000 | ' | ' | ' | ' | ' | 1,200,000 | ' | ' | ' | ' | ' |
Net income | 12,886,000 | ' | 2,113,000 | 18,514,000 | 1,461,000 | ' | ' | ' | ' | ' | 700,000 | ' | ' | ' | ' | ' |
Increase in basic and diluted earnings per share | ' | $0.01 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Impact of change in estimate of customer lives on on demand revenue | ' | ' | ' | 1,900,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Impact of change in estimate of customer lives on net income | ' | ' | ' | 1,200,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Impact of change in estimate of customer lives on earnings per share | ' | ' | ' | $0.02 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Primary sources of revenue | 3 | ' | ' | 3 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Renewal of additional term license | ' | ' | ' | '1 year | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Customers contribution to revenue | ' | ' | ' | ' | ' | 5.00% | 5.00% | 5.00% | 5.00% | ' | ' | ' | ' | ' | ' | ' |
Number of customer accounted for 5% or more of revenue | 0 | ' | 0 | 0 | 0 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Acquisitions_Details
Acquisitions (Details) (USD $) | 3 Months Ended | 9 Months Ended | 3 Months Ended | 9 Months Ended | 3 Months Ended | 9 Months Ended | 1 Months Ended | 9 Months Ended | 1 Months Ended | 1 Months Ended | 9 Months Ended | 1 Months Ended | 1 Months Ended | 3 Months Ended | 9 Months Ended | 1 Months Ended | 1 Months Ended | 3 Months Ended | 9 Months Ended | 3 Months Ended | 9 Months Ended | 3 Months Ended | 9 Months Ended | |||||||||||||||||
Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Feb. 28, 2013 | Sep. 30, 2013 | Feb. 28, 2013 | Feb. 28, 2013 | Feb. 28, 2013 | Mar. 31, 2013 | Mar. 31, 2013 | Mar. 31, 2013 | Mar. 31, 2013 | Jan. 31, 2012 | Sep. 30, 2013 | Jan. 31, 2012 | Jan. 31, 2012 | Jan. 31, 2012 | Jul. 31, 2012 | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2013 | Jul. 31, 2012 | Jul. 31, 2012 | Jul. 31, 2012 | Jul. 31, 2011 | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2013 | Aug. 31, 2011 | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2012 | |
Acquisition-related Costs | Acquisition-related Costs | Acquisition-related Costs | Acquisition-related Costs | Acquisition-related Costs | Acquisition-related Costs | Seniors for Living, Inc. | Seniors for Living, Inc. | Seniors for Living, Inc. | Seniors for Living, Inc. | Seniors for Living, Inc. | RentSentinel | RentSentinel | RentSentinel | RentSentinel | Vigilan | Vigilan | Vigilan | Vigilan | Vigilan | Rent Mine Online [Member] | Rent Mine Online [Member] | Rent Mine Online [Member] | Rent Mine Online [Member] | Rent Mine Online [Member] | Rent Mine Online [Member] | Rent Mine Online [Member] | SLN | SLN | SLN | SLN | MTS | MTS | MTS | MTS | MTS | |||||
Acquired Intangible Assets | Acquired Intangible Assets | Acquired Intangible Assets | Developed technologies | Customer Relationships | Maximum | Developed technologies | Customer Relationships | Common Stock Issuable in 12 Months and 24 Months | Installment | Developed technologies | Customer Relationships | Maximum | Developed technologies | Customer Relationships | Maximum | Maximum | Maximum | Maximum | Maximum | |||||||||||||||||||||
Tranche | ||||||||||||||||||||||||||||||||||||||||
Business Acquisition [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Business combination, consideration transferred | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $2,700,000 | ' | ' | ' | ' | $10,500,000 | ' | ' | ' | $5,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Payments to acquire business | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2,300,000 | 100,000 | ' | ' | ' | 7,600,000 | ' | ' | ' | 4,000,000 | 500,000 | ' | ' | ' | 5,500,000 | 700,000 | 700,000 | ' | ' | ' | ' | 500,000 | 300,000 | ' | ' | ' | ' | ' | ' | ' |
Additional cash payments | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 200,000 | ' | ' | ' | ' | ' | ' | ' | ' | 500,000 | ' | ' | ' | ' | ' | ' | 3,500,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Business acquisition deferred payment period first | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '6 months | ' | ' | ' | ' | '12 months | ' | ' | ' | '12 months | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Business acquisition, deferred payment to be made after acquisition date period in months second | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '12 months | ' | ' | ' | ' | '24 months | ' | ' | ' | '24 months | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Amortized useful life of acquired intangible assets | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '3 years | '5 years | ' | ' | '3 years | '9 years | ' | ' | ' | '3 years | '10 years | ' | ' | ' | ' | ' | '3 years | '10 years | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Direct acquisition costs | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 100,000 | ' | ' | ' | ' | 100,000 | ' | ' | ' | 100,000 | ' | ' | ' | ' | 100,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Business acquisition, equity interests issued or issuable, shares issued | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 72,500 | ' | ' | 36,250 | ' | ' | ' | ' | ' | ' | ' | 22,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of traunches | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of deferred installments | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Amount withheld from purchase consideration subject to downward adjustment | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,000,000 | ' | ' | ' | ' | 3,500,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Acquisition-related contingent consideration of common stock | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 300,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Estimated fair value of the acquisition-related contingent consideration | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 200,000 | ' | ' | ' | ' | ' | ' | 300,000 | ' | ' | ' | ' | ' | ' | ' | ' |
Contingent Consideration Classified as Equity, Fair Value Disclosure | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 300,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Gain (Loss) recognized due to change in fair value of cash consideration | ' | ' | 1,300,000 | -422,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 0 | -1,300,000 | ' | ' | ' | ' | ' | -100,000 | -100,000 | 200,000 | ' | 100,000 | 300,000 | -300,000 |
Gain (Loss) recognized due to change in fair value of conversion option | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | -300,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Liability of put option | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,200,000 | ' | ' | ' |
Business acquisition in interest expense | ' | ' | ' | ' | 100,000 | 100,000 | 300,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Business acquisition in tax benefit | -7,114,000 | 1,211,000 | -2,616,000 | 704,000 | 600,000 | 800,000 | 1,500,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Amortization charges from acquired intangible assets | ($4,000,000) | $4,500,000 | ($11,900,000) | $13,300,000 | ' | ' | ' | $800,000 | $1,000,000 | $2,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Acquisitions_Allocated_Purchas
Acquisitions - Allocated Purchase Price for Seniors for SFL and Rentsentinel (Preliminary) (Details) (USD $) | Sep. 30, 2013 | Dec. 31, 2012 | Feb. 28, 2013 | Feb. 28, 2013 | Feb. 28, 2013 | Mar. 31, 2013 | Mar. 31, 2013 | Mar. 31, 2013 |
In Thousands, unless otherwise specified | Seniors for Living, Inc. | Seniors for Living, Inc. | Seniors for Living, Inc. | RentSentinel | RentSentinel | RentSentinel | ||
Developed technologies | Customer Relationships | Developed technologies | Customer Relationships | |||||
Business Acquisition [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' |
Intangible assets | ' | ' | ' | $1,406 | $161 | ' | $3,640 | $3,060 |
Goodwill | 139,025 | 134,025 | 1,035 | ' | ' | 4,566 | ' | ' |
Net deferred taxes | ' | ' | ' | ' | ' | -779 | ' | ' |
Net other assets | ' | ' | 88 | ' | ' | 9 | ' | ' |
Total purchase price | ' | ' | $2,690 | ' | ' | $10,496 | ' | ' |
Acquisitions_Allocated_Purchas1
Acquisitions - Allocated Purchase Price for Rent Mine Online, Inc (Preliminary) and Vigilan (Details) (USD $) | Sep. 30, 2013 | Dec. 31, 2012 | Jul. 31, 2012 | Jul. 31, 2012 | Jul. 31, 2012 | Jan. 31, 2012 | Jan. 31, 2012 | Jan. 31, 2012 |
In Thousands, unless otherwise specified | RMO | RMO | RMO | Vigilan | Vigilan | Vigilan | ||
Developed technologies | Customer relationships | Developed technologies | Customer relationships | |||||
Business Acquisition [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' |
Intangible assets | ' | ' | ' | $2,460 | $1,770 | ' | $1,430 | $1,150 |
Goodwill | 139,025 | 134,025 | 3,439 | ' | ' | 2,454 | ' | ' |
Net deferred taxes | ' | ' | -1,502 | ' | ' | ' | ' | ' |
Net other assets | ' | ' | -410 | ' | ' | -34 | ' | ' |
Total purchase price, net of cash acquired | ' | ' | $5,757 | ' | ' | $5,000 | ' | ' |
Acquisitions_Pro_Forma_Financi
Acquisitions - Pro Forma Financial Information (Details) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, except Per Share data, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 |
Actual: | ' | ' | ' | ' |
On demand | $94,084 | $78,973 | $270,231 | $224,629 |
On premise | 838 | 1,226 | 2,799 | 3,903 |
Professional and other | 3,149 | 3,040 | 8,473 | 7,916 |
Total revenue | 98,071 | 83,239 | 281,503 | 236,448 |
Net income (loss) | 12,886 | 2,113 | 18,514 | 1,461 |
Basic (in dollars per share) | $0.17 | $0.03 | $0.25 | $0.02 |
Diluted (in dollars per share) | $0.17 | $0.03 | $0.24 | $0.02 |
Proforma Revenue: | ' | ' | ' | ' |
On demand | ' | 80,294 | 271,103 | 229,707 |
On premise | ' | 1,226 | 2,799 | 3,903 |
Professional and other | ' | 3,040 | 8,473 | 7,916 |
Total revenue | ' | 84,560 | 282,375 | 241,526 |
Net income (loss) | ' | $1,266 | $17,325 | ($1,082) |
Net income (loss) per share: | ' | ' | ' | ' |
Basic (in dollars per share) | ' | $0.02 | $0.23 | ($0.02) |
Diluted (in dollars per share) | ' | $0.02 | $0.23 | ($0.02) |
Property_Equipment_and_Softwar2
Property, Equipment and Software - Components of Property, Equipment and Software (Details) (USD $) | Sep. 30, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Property, Plant and Equipment [Line Items] | ' | ' |
Property, equipment and software, gross | $130,986 | $105,769 |
Less: Accumulated depreciation and amortization | -82,795 | -73,282 |
Property, equipment and software, net | 48,191 | 32,487 |
Leasehold Improvements | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' |
Property, equipment and software, gross | 17,539 | 11,859 |
Data Processing and Communications Equipment [Member] | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' |
Property, equipment and software, gross | 52,939 | 43,562 |
Furniture, Fixtures, and Other Equipment | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' |
Property, equipment and software, gross | 13,292 | 11,638 |
Software | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' |
Property, equipment and software, gross | $47,216 | $38,710 |
Property_Equipment_and_Softwar3
Property, Equipment and Software - Additional Information (Details) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Millions, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 |
Property, Plant and Equipment [Abstract] | ' | ' | ' | ' |
Depreciation and amortization expense for property, equipment and software | $3.60 | $3.50 | $10.90 | $10.30 |
Goodwill_and_Other_Intangible_2
Goodwill and Other Intangible Assets - Change in Carrying Amount of Goodwill (Details) (USD $) | 9 Months Ended |
In Thousands, unless otherwise specified | Sep. 30, 2013 |
Goodwill and Intangible Assets Disclosure [Abstract] | ' |
Beginning balance | $134,025 |
Goodwill acquired | 5,601 |
Other | -601 |
Ending balance | $139,025 |
Goodwill_and_Other_Intangible_3
Goodwill and Other Intangible Assets - Other Intangible Assets (Details) (USD $) | 9 Months Ended | |
In Thousands, unless otherwise specified | Sep. 30, 2013 | Dec. 31, 2012 |
Finite-Lived Intangible Assets [Line Items] | ' | ' |
Finite-lived intangible assets, Carrying Amount | $125,980 | $116,480 |
Finite-lived intangible assets, Accumulated Amortization | -63,449 | -51,418 |
Finite-lived intangible assets, Net | 62,531 | 65,062 |
Total intangible assets, Carrying Amount | 165,553 | 156,058 |
Total intangible assets, Net | 102,104 | 104,640 |
Developed technologies | ' | ' |
Finite-Lived Intangible Assets [Line Items] | ' | ' |
Finite-lived intangible assets, Amortization Period | '3 years | ' |
Finite-lived intangible assets, Carrying Amount | 38,717 | 32,983 |
Finite-lived intangible assets, Accumulated Amortization | -28,138 | -23,215 |
Finite-lived intangible assets, Net | 10,579 | 9,768 |
Customer Relationships | ' | ' |
Finite-Lived Intangible Assets [Line Items] | ' | ' |
Finite-lived intangible assets, Carrying Amount | 81,613 | 77,847 |
Finite-lived intangible assets, Accumulated Amortization | -30,749 | -24,151 |
Finite-lived intangible assets, Net | 50,864 | 53,696 |
Customer Relationships | Minimum | ' | ' |
Finite-Lived Intangible Assets [Line Items] | ' | ' |
Finite-lived intangible assets, Amortization Period | '1 year | ' |
Customer Relationships | Maximum | ' | ' |
Finite-Lived Intangible Assets [Line Items] | ' | ' |
Finite-lived intangible assets, Amortization Period | '10 years | ' |
Vendor Relationships | ' | ' |
Finite-Lived Intangible Assets [Line Items] | ' | ' |
Finite-lived intangible assets, Amortization Period | '7 years | ' |
Finite-lived intangible assets, Carrying Amount | 5,650 | 5,650 |
Finite-lived intangible assets, Accumulated Amortization | -4,562 | -4,052 |
Finite-lived intangible assets, Net | 1,088 | 1,598 |
Trade Names | ' | ' |
Finite-Lived Intangible Assets [Line Items] | ' | ' |
Indefinite-lived intangible assets, Accumulated Amortization | $39,573 | $39,578 |
Goodwill_and_Other_Intangible_4
Goodwill and Other Intangible Assets - Additional Information (Details) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Millions, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 |
Goodwill and Intangible Assets Disclosure [Abstract] | ' | ' | ' | ' |
Amortization of intangible assets | ($4) | $4.50 | ($11.90) | $13.30 |
Debt_Additional_Information_De
Debt - Additional Information (Details) (USD $) | 12 Months Ended | 12 Months Ended | 9 Months Ended | 12 Months Ended | 1 Months Ended | 12 Months Ended | 1 Months Ended | 12 Months Ended | |||||||
Dec. 31, 2011 | Sep. 30, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Sep. 30, 2012 | Dec. 31, 2011 | Sep. 30, 2012 | Dec. 31, 2011 | Sep. 30, 2012 | Dec. 31, 2011 | Dec. 31, 2011 | Dec. 31, 2011 | Dec. 31, 2011 | Dec. 31, 2011 | Dec. 31, 2011 | |
Federal Funds Rate | LIBOR | LIBOR | LIBOR | LIBOR | LIBOR | LIBOR | Wells fargo's prime rate | Wells fargo's prime rate | Wells fargo's prime rate | Revolving Credit Facility | Standby Letters of Credit | ||||
Minimum | Minimum | Maximum | Maximum | Minimum | Maximum | ||||||||||
Line of Credit Facility [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Revolving line of credit facility, available borrowing capacity | ' | $150,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $150,000,000 | ' |
Sub limit for issuance of letters of credit | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 10,000,000 |
Principal together with accrued and unpaid interest due and payable, date | 30-Dec-15 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Interest rate descriptions | 'Revolving loans accrue interest at a per annum rate equal to, at the Company's option, either LIBOR or Wells Fargo's prime rate (or, if greater, the federal funds rate plus 0.50% or three month LIBOR plus 1.00%), in each case plus a margin ranging from 2.50% to 3.00%, in the case of LIBOR loans, and 0.00% to 0.25% in the case of prime rate loans, based upon the Company's senior leverage ratio. | ' | ' | 'The federal funds rate plus 0.50% | 'The terms of the amendment, the LIBOR rate margin ranges from 2.00% to 2.50%, based on our senior leverage ratio | '2.50% to 3.00% plus LIBOR | ' | ' | ' | ' | '0.00% to 0.25% plus Wells Fargo's prime rate | ' | ' | ' | ' |
Basis spread on interest rate | ' | ' | ' | 0.50% | ' | 1.00% | 2.00% | 2.50% | 2.50% | 3.00% | ' | 0.00% | 0.25% | ' | ' |
Revolving line of credit, outstanding amount | ' | 0 | 10,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Issuance of letters of credit outstanding, amount | ' | 10,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Unamortized debt issuance costs | ' | $400,000 | $800,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Sharebased_Compensation_Additi
Share-based Compensation - Additional Information (Details) (USD $) | 1 Months Ended | ||
Aug. 31, 2013 | 31-May-13 | Feb. 28, 2013 | |
Stock options exercisable | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' |
Granted options | 301,614 | 661,745 | 774,231 |
Exercise price (in dollars per share) | $21.11 | $19.78 | $21.60 |
Vesting period | '4 years | '4 years | '4 years |
Percentage of stock options to be vested | 75.00% | ' | 75.00% |
Stock options exercisable | Vesting on the 16th quarter | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' |
Percentage of stock options to be vested | 25.00% | 25.00% | 25.00% |
Stock options exercisable | Vesting over 15 quarters | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' |
Percentage of stock options to be vested | ' | 75.00% | ' |
Restricted Stock | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' |
Vesting period | '4 years | '4 years | '4 years |
Granted shares of restricted stock | 154,559 | 382,058 | 387,118 |
Fair value restricted stock (in dollars) | $21.11 | $19.78 | $21.60 |
Restricted Stock | Vested Quarterly Over One Year | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' |
Vesting period | '1 year | ' | '1 year |
Granted shares of restricted stock | 130,110 | ' | 154,337 |
Fair value restricted stock (in dollars) | $21.11 | ' | $21.60 |
Restricted Stock | Vest Semi-Annually | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' |
Granted shares of restricted stock | 56,000 | ' | ' |
Fair value restricted stock (in dollars) | $21.11 | ' | ' |
Restricted Stock | Vest Semi-Annually | Minimum | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' |
Vesting period | '1 year 6 months | ' | ' |
Restricted Stock | Vest Semi-Annually | Maximum | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' |
Vesting period | '2 years | ' | ' |
Performance Based Restricted Stock | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' |
Granted shares of restricted stock | 30,000 | ' | 70,000 |
Fair value restricted stock (in dollars) | $21.11 | ' | $21.60 |
Commitments_and_Contingencies_1
Commitments and Contingencies - Additional Information (Detail) (USD $) | 1 Months Ended | 3 Months Ended | 9 Months Ended | 1 Months Ended | ||
Jul. 31, 2012 | Jun. 30, 2012 | Mar. 31, 2013 | Jun. 30, 2012 | Sep. 30, 2013 | Aug. 31, 2012 | |
Yardi Law Suit | ||||||
Loss Contingencies [Line Items] | ' | ' | ' | ' | ' | ' |
Capital lease agreement, expiration year | ' | ' | '2016 | ' | ' | ' |
Settlement agreement terms | ' | 'The Settlement Agreement also includes a license of certain Yardi intellectual property to the Company and a license of certain of our intellectual property to Yardi. | ' | ' | ' | ' |
License from Yardi, intangible asset | $3,000,000 | ' | ' | ' | ' | ' |
License to Yardi, other revenue, deferred | 1,000,000 | ' | ' | ' | ' | ' |
Settlement of all outstanding legal disputes | ' | ' | ' | 8,500,000 | ' | ' |
Intangible assets amortization description | ' | 'Amortized as a cost of revenue over its estimated useful life, beginning in July 2012 | ' | ' | ' | ' |
Receipt of claim from primary insurance carrier | ' | ' | ' | ' | ' | 5,000,000 |
Policy coverage in excess of total coverage by different insurance carrier | ' | ' | ' | ' | ' | 5,000,000 |
Assertion by primary insurance carrier no longer liable of already paid amount | ' | ' | ' | ' | ' | $5,000,000 |
Lawsuit filing date | ' | ' | ' | ' | 'On July 1, 2012 | ' |
Commitments_and_Contingencies_2
Commitments and Contingencies - Assets under Capital Lease (Details) (USD $) | Sep. 30, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Capital Leased Assets [Line Items] | ' | ' |
Less: Accumulated depreciation and amortization | ($423) | $0 |
Assets under capital lease, net | 1,553 | 0 |
Software | ' | ' |
Capital Leased Assets [Line Items] | ' | ' |
Assets under capital lease, Gross | $1,976 | $0 |
Commitments_and_Contingencies_3
Commitments and Contingencies - Aggregate Annual Rental Commitments (Details) (USD $) | Sep. 30, 2013 |
In Thousands, unless otherwise specified | |
Commitments and Contingencies Disclosure [Abstract] | ' |
2013 | $147 |
2014 | 587 |
2015 | 587 |
2016 | 294 |
Total minimum lease payments | 1,615 |
Less amount representing average interest at 2.2% | -50 |
Total | 1,565 |
Less current portion | 558 |
Long-term portion | $1,007 |
Commitments_and_Contingencies_4
Commitments and Contingencies - Aggregate Annual Rental Commitments (Parenthetical) (Details) | Sep. 30, 2013 |
Commitments and Contingencies Disclosure [Abstract] | ' |
Capital lease, average interest rate | 2.20% |
Net_Income_Per_Share_Calculati
Net Income Per Share - Calculation of Basic and Diluted Net Income Per Share (Details) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, except Per Share data, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 |
Numerator: | ' | ' | ' | ' |
Net income | $12,886 | $2,113 | $18,514 | $1,461 |
Basic: | ' | ' | ' | ' |
Weighted average common shares used in computing basic net income per share (in shares) | 75,234 | 72,178 | 74,597 | 71,293 |
Add weighted average effect of dilutive securities: | ' | ' | ' | ' |
Stock options and restricted stock (in shares) | 1,113 | 2,104 | 1,303 | 2,396 |
Weighted average common shares used in computing diluted net income per share (in shares) | 76,347 | 74,282 | 75,900 | 73,689 |
Net income per common share | ' | ' | ' | ' |
Basic (in dollars per share) | $0.17 | $0.03 | $0.25 | $0.02 |
Diluted (in dollars per share) | $0.17 | $0.03 | $0.24 | $0.02 |
Income_Taxes_Additional_Inform
Income Taxes - Additional Information (Details) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Millions, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 |
Income Tax Disclosure [Abstract] | ' | ' | ' | ' |
Valuation Allowance, Deferred Tax Asset, Change in Amount | $9.10 | ' | ' | ' |
Effective income tax rate | -123.30% | 36.40% | -16.50% | 32.50% |
Subsequent_Events_Details
Subsequent Events (Details) (Subsequent Event, USD $) | 1 Months Ended |
In Millions, unless otherwise specified | Oct. 31, 2013 |
Windsor Compliance Services | ' |
Subsequent Event [Line Items] | ' |
Business combination, consideration transferred | $2.80 |
Payments to acquire business | 1.3 |
Additional cash payments | 1 |
2nd payment deferred per installment amount | 0.5 |
Business acquisition deferred payment period first | '12 months |
Business acquisition, deferred payment to be made after acquisition date period in months second | '24 months |
MyBuilding Inc. | ' |
Subsequent Event [Line Items] | ' |
Business combination, consideration transferred | 7.1 |
Payments to acquire business | 4.5 |
Additional cash payments | 1.5 |
2nd payment deferred per installment amount | 1.1 |
Business acquisition deferred payment period first | '2 years |
Active Building LLC | ' |
Subsequent Event [Line Items] | ' |
Business combination, consideration transferred | 19.8 |
Payments to acquire business | 11.3 |
Additional cash payments | 2 |
2nd payment deferred per installment amount | $6.50 |
Business acquisition deferred payment period first | '3 years |