Document_and_Entity_Informatio
Document and Entity Information (USD $) | 12 Months Ended | ||
Jan. 31, 2014 | Mar. 31, 2014 | Jul. 31, 2013 | |
Document and Entity Information | ' | ' | ' |
Entity Registrant Name | 'Rally Software Development Corp | ' | ' |
Entity Central Index Key | '0001313911 | ' | ' |
Document Type | '10-K | ' | ' |
Document Period End Date | 31-Jan-14 | ' | ' |
Amendment Flag | 'false | ' | ' |
Current Fiscal Year End Date | '--01-31 | ' | ' |
Entity Well-known Seasoned Issuer | 'No | ' | ' |
Entity Voluntary Filers | 'No | ' | ' |
Entity Current Reporting Status | 'Yes | ' | ' |
Entity Filer Category | 'Non-accelerated Filer | ' | ' |
Entity Public Float | ' | ' | $651,506,532 |
Entity Common Stock, Shares Outstanding | ' | 24,845,321 | ' |
Document Fiscal Year Focus | '2013 | ' | ' |
Document Fiscal Period Focus | 'FY | ' | ' |
Consolidated_Balance_Sheets
Consolidated Balance Sheets (USD $) | Jan. 31, 2014 | Jan. 31, 2013 |
In Thousands, unless otherwise specified | ||
Current assets: | ' | ' |
Cash and cash equivalents | $88,891 | $17,609 |
Restricted cash, short-term | 16 | ' |
Accounts receivable, net | 21,771 | 16,318 |
Other receivables | 78 | 288 |
Prepaid expenses and other current assets | 3,310 | 1,912 |
Total current assets | 114,066 | 36,127 |
Property and equipment, net (note 5) | 5,569 | 3,789 |
Goodwill | 2,529 | ' |
Intangible assets, net (note 4) | 1,909 | 367 |
Restricted cash, long-term | 4,200 | ' |
Other assets | 810 | 1,572 |
Total assets | 129,083 | 41,855 |
Current liabilities: | ' | ' |
Accounts payable | 2,170 | 1,945 |
Accrued liabilities (note 6) | 4,812 | 3,062 |
Deferred revenue | 38,352 | 32,984 |
Other current liabilities | 2,054 | 727 |
Total current liabilities | 47,388 | 38,718 |
Deferred revenue, net of current portion | 2,433 | 5,206 |
Deferred rent expense, net of current portion | 888 | 939 |
Warrants for redeemable convertible preferred stock, at estimated fair value (note 8) | ' | 1,604 |
Total liabilities | 50,709 | 46,467 |
Commitments and contingencies | ' | ' |
Redeemable convertible preferred stock, $0.0001 par value per share: | ' | ' |
Total redeemable convertible preferred stock (note 9) | ' | 68,410 |
Stockholders' equity (deficit): | ' | ' |
Preferred stock, $0.0001 par value per share. At January 31, 2014 and 2013, authorized, 10,000,000 and zero shares, respectively; issued and outstanding, zero shares | ' | ' |
Common stock, $0.0001 par value per share. At January 31, 2014 and 2013, authorized, 200,000,000 and 50,000,000 shares, respectively; issued and outstanding, 24,786,413 and 2,398,895 shares, respectively | 3 | 1 |
Additional paid-in capital | 174,027 | 2,503 |
Accumulated deficit | -95,660 | -75,529 |
Accumulated other comprehensive income | 4 | 3 |
Total stockholders' equity (deficit) | 78,374 | -73,022 |
Total liabilities, redeemable convertible preferred stock and stockholder's equity (deficit) | 129,083 | 41,855 |
Series E redeemable convertible preferred stock | ' | ' |
Redeemable convertible preferred stock, $0.0001 par value per share: | ' | ' |
Total redeemable convertible preferred stock (note 9) | ' | 19,882 |
Series D redeemable convertible preferred stock | ' | ' |
Redeemable convertible preferred stock, $0.0001 par value per share: | ' | ' |
Total redeemable convertible preferred stock (note 9) | ' | 15,803 |
Series A-1 redeemable convertible preferred stock | ' | ' |
Redeemable convertible preferred stock, $0.0001 par value per share: | ' | ' |
Total redeemable convertible preferred stock (note 9) | ' | 8,395 |
Series B redeemable convertible preferred stock | ' | ' |
Redeemable convertible preferred stock, $0.0001 par value per share: | ' | ' |
Total redeemable convertible preferred stock (note 9) | ' | 7,957 |
Series C redeemable convertible preferred stock | ' | ' |
Redeemable convertible preferred stock, $0.0001 par value per share: | ' | ' |
Total redeemable convertible preferred stock (note 9) | ' | $16,373 |
Consolidated_Balance_Sheets_Pa
Consolidated Balance Sheets (Parenthetical) (USD $) | Jan. 31, 2014 | Jan. 31, 2013 |
In Thousands, except Share data, unless otherwise specified | ||
Redeemable convertible preferred stock, par value per share (in dollars per share) | $0.00 | $0.00 |
Preferred stock, par value per share (in dollars per share) | $0.00 | $0.00 |
Preferred stock, authorized shares | 10,000,000 | 0 |
Preferred stock, issued shares | 0 | 0 |
Preferred stock, outstanding shares | 0 | 0 |
Common stock, par value per share (in dollars per share) | $0.00 | $0.00 |
Common stock, authorized shares | 200,000,000 | 50,000,000 |
Common stock, issued shares | 24,786,413 | 2,398,895 |
Common stock, outstanding shares | 24,786,413 | 2,398,895 |
Series E redeemable convertible preferred stock | ' | ' |
Redeemable convertible preferred stock, authorized shares | 0 | 1,600,000 |
Redeemable convertible preferred stock, issued shares | 0 | 1,553,393 |
Redeemable convertible preferred stock, outstanding shares | 0 | 1,553,393 |
Redeemable convertible preferred stock, liquidation value (in dollars) | ' | $20,000 |
Series D redeemable convertible preferred stock | ' | ' |
Redeemable convertible preferred stock, authorized shares | 0 | 2,247,941 |
Redeemable convertible preferred stock, issued shares | 0 | 2,226,860 |
Redeemable convertible preferred stock, outstanding shares | 0 | 2,226,860 |
Redeemable convertible preferred stock, liquidation value (in dollars) | ' | 15,850 |
Series A-1 redeemable convertible preferred stock | ' | ' |
Redeemable convertible preferred stock, authorized shares | 0 | 3,409,977 |
Redeemable convertible preferred stock, issued shares | 0 | 3,368,552 |
Redeemable convertible preferred stock, outstanding shares | 0 | 3,368,552 |
Redeemable convertible preferred stock, liquidation value (in dollars) | ' | 8,421 |
Series B redeemable convertible preferred stock | ' | ' |
Redeemable convertible preferred stock, authorized shares | 0 | 2,882,062 |
Redeemable convertible preferred stock, issued shares | 0 | 2,836,586 |
Redeemable convertible preferred stock, outstanding shares | 0 | 2,836,586 |
Redeemable convertible preferred stock, liquidation value (in dollars) | ' | 7,985 |
Series C redeemable convertible preferred stock | ' | ' |
Redeemable convertible preferred stock, authorized shares | 0 | 4,531,291 |
Redeemable convertible preferred stock, issued shares | 0 | 4,350,478 |
Redeemable convertible preferred stock, outstanding shares | 0 | 4,350,478 |
Redeemable convertible preferred stock, liquidation value (in dollars) | ' | $16,412 |
Consolidated_Statements_of_Ope
Consolidated Statements of Operations (USD $) | 12 Months Ended | |||||
In Thousands, except Per Share data, unless otherwise specified | Jan. 31, 2014 | Jan. 31, 2013 | Jan. 31, 2012 | |||
Revenue: | ' | ' | ' | |||
Subscription and support | $57,852 | $43,794 | $31,124 | |||
Perpetual license | 5,914 | 5,815 | 3,546 | |||
Total product revenue | 63,766 | 49,609 | 34,670 | |||
Professional services | 10,563 | 7,237 | 6,655 | |||
Total revenue | 74,329 | 56,846 | 41,325 | |||
Cost of revenue: | ' | ' | ' | |||
Product | 7,567 | 5,242 | 4,096 | |||
Professional services | 9,105 | 7,005 | 5,679 | |||
Total cost of revenue | 16,672 | 12,247 | 9,775 | |||
Gross profit | 57,657 | 44,599 | 31,550 | |||
Operating expenses: | ' | ' | ' | |||
Sales and marketing | 39,628 | [1] | 29,445 | [1] | 23,552 | [1] |
Research and development | 20,812 | [1] | 15,121 | [1] | 11,074 | [1] |
General and administrative | 16,708 | [1] | 10,810 | [1] | 8,170 | [1] |
Sublease termination income (note 15) | ' | -839 | ' | |||
Total operating expenses | 77,148 | [1] | 54,537 | [1] | 42,796 | [1] |
Loss from operations | -19,491 | -9,938 | -11,246 | |||
Other (expense) income: | ' | ' | ' | |||
Interest and other income | 128 | 56 | 53 | |||
Interest expense | -464 | -683 | -349 | |||
Loss on foreign currency transactions and other gain (loss) | -131 | -87 | -50 | |||
Loss before provision for income taxes | -19,958 | -10,652 | -11,592 | |||
Provision for income taxes | 173 | 128 | ' | |||
Net loss | -20,131 | -10,780 | -11,592 | |||
Accretion of redeemable convertible preferred stock | ' | ' | -22 | |||
Preferred stock deemed dividend | ' | ' | -762 | |||
Net loss attributable to common stockholders | ($20,131) | ($10,780) | ($12,376) | |||
Net loss per common share: | ' | ' | ' | |||
Basic and diluted (in dollars per share) | ($1.01) | ($5.13) | ($6.62) | |||
Weighted-average common shares outstanding: | ' | ' | ' | |||
Basic and diluted (in shares) | 19,841 | 2,101 | 1,869 | |||
[1] | Includes stock-based compensation expense as follows: Fiscal Year Ended January 31,2014 --- 2013 --- 2012 (in thousands) Cost of product revenue: $250 --- $16 --- $10 Cost of professional services revenue: 181 --- 27 --- 17 Sales and marketing: 1316 --- 198 --- 124 Research and development: 1239 --- 193 --- 93 General and administrative: 1465 --- 523 --- 324 Total stock-based compensation: $4451 --- $957 --- $568. |
Consolidated_Statements_of_Ope1
Consolidated Statements of Operations (Parenthetical) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Jan. 31, 2014 | Jan. 31, 2013 | Jan. 31, 2012 |
Stock-based compensation expense | $4,451 | $957 | $568 |
Cost of product revenue | ' | ' | ' |
Stock-based compensation expense | 250 | 16 | 10 |
Cost of professional services revenue | ' | ' | ' |
Stock-based compensation expense | 181 | 27 | 17 |
Sales and marketing | ' | ' | ' |
Stock-based compensation expense | 1,316 | 198 | 124 |
Research and development | ' | ' | ' |
Stock-based compensation expense | 1,239 | 193 | 93 |
General and administrative | ' | ' | ' |
Stock-based compensation expense | $1,465 | $523 | $324 |
Consolidated_Statements_of_Com
Consolidated Statements of Comprehensive Loss (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Jan. 31, 2014 | Jan. 31, 2013 | Jan. 31, 2012 |
Consolidated Statements of Comprehensive Loss | ' | ' | ' |
Net loss | ($20,131) | ($10,780) | ($11,592) |
Other comprehensive income (loss), net of tax: | ' | ' | ' |
Foreign currency translation adjustments | 1 | 5 | -4 |
Comprehensive loss | ($20,130) | ($10,775) | ($11,596) |
Consolidated_Statements_of_Com1
Consolidated Statements of Common Stockholders' Equity (Deficit) (USD $) | Total | Common Stock | Additional Paid-In Capital | Accumulated Other Comprehensive Income (Loss) | Accumulated Deficit |
In Thousands, except Share data, unless otherwise specified | |||||
Balance at Jan. 31, 2011 | ($52,133) | $1 | $1,021 | $2 | ($53,157) |
Balance (in shares) at Jan. 31, 2011 | ' | 1,786,000 | ' | ' | ' |
Increase (Decrease) in Stockholders' Equity | ' | ' | ' | ' | ' |
Deemed dividend in connection with purchase and cancellation of preferred stock | -762 | ' | -762 | ' | ' |
Common stock issued in connection with stock incentive plans | 152 | ' | 152 | ' | ' |
Common stock issued in connection with stock incentive plans (in shares) | ' | 190,000 | ' | ' | ' |
Estimated fair value of warrant issued as a charitable contribution | 122 | ' | 122 | ' | ' |
Share-based compensation | 568 | ' | 568 | ' | ' |
Preferred stock cost accretion | -22 | ' | -22 | ' | ' |
Net loss | -11,592 | ' | ' | ' | -11,592 |
Other comprehensive income (loss) | -4 | ' | ' | -4 | ' |
Balance at Jan. 31, 2012 | -63,671 | 1 | 1,079 | -2 | -64,749 |
Balance (in shares) at Jan. 31, 2012 | ' | 1,976,000 | ' | ' | ' |
Increase (Decrease) in Stockholders' Equity | ' | ' | ' | ' | ' |
Common stock issued in connection with stock incentive plans | 467 | ' | 467 | ' | ' |
Common stock issued in connection with stock incentive plans (in shares) | ' | 423,000 | ' | ' | ' |
Share-based compensation | 957 | ' | 957 | ' | ' |
Net loss | -10,780 | ' | ' | ' | -10,780 |
Other comprehensive income (loss) | 5 | ' | ' | 5 | ' |
Balance at Jan. 31, 2013 | -73,022 | 1 | 2,503 | 3 | -75,529 |
Balance (in shares) at Jan. 31, 2013 | 2,398,895 | 2,399,000 | ' | ' | ' |
Increase (Decrease) in Stockholders' Equity | ' | ' | ' | ' | ' |
Common stock issued in connection with stock incentive plans | 3,117 | ' | 3,117 | ' | ' |
Common stock issued in connection with stock incentive plans (in shares) | ' | 617,000 | ' | ' | ' |
Estimated fair value of common stock issued as partial consideration in business acquisition | 1,293 | ' | 1,293 | ' | ' |
Estimated fair value of common stock issued as partial consideration in business acquisition (in shares) | ' | 120,000 | ' | ' | ' |
Issuance of common stock upon initial public offering, net of issuance costs | 86,955 | 1 | 86,954 | ' | ' |
Issuance of common stock upon initial public offering, net of issuance costs (in shares) | ' | 6,900,000 | ' | ' | ' |
Conversion of preferred stock to common stock upon initial public offering | 68,410 | 1 | 68,409 | ' | ' |
Conversion of preferred stock to common stock upon initial public offering (in shares) | ' | 14,336,000 | ' | ' | ' |
Reclassification of preferred stock warrant liability into additional paid-in capital upon initial public offering | 2,066 | ' | 2,066 | ' | ' |
Cashless exercise of common stock warrants upon initial public offering (in shares) | ' | 47,000 | ' | ' | ' |
Cashless exercise of common stock warrants (in shares) | ' | 107,000 | ' | ' | ' |
Lapse of vesting restrictions on restricted stock (in shares) | ' | 10,000 | ' | ' | ' |
Issuance of common stock upon follow-on offering, net of issuance costs | 5,234 | ' | 5,234 | ' | ' |
Issuance of common stock upon follow-on offering, net of issuance costs (in shares) | ' | 250,000 | ' | ' | ' |
Share-based compensation | 4,451 | ' | 4,451 | ' | ' |
Net loss | -20,131 | ' | ' | ' | -20,131 |
Other comprehensive income (loss) | 1 | ' | ' | 1 | ' |
Balance at Jan. 31, 2014 | $78,374 | $3 | $174,027 | $4 | ($95,660) |
Balance (in shares) at Jan. 31, 2014 | 24,786,413 | 24,786,000 | ' | ' | ' |
Consolidated_Statements_of_Cas
Consolidated Statements of Cash Flows (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Jan. 31, 2014 | Jan. 31, 2013 | Jan. 31, 2012 |
Cash flow from operating activities: | ' | ' | ' |
Net loss | ($20,131) | ($10,780) | ($11,592) |
Adjustments to reconcile net loss to net cash provided by (used in) operating activities: | ' | ' | ' |
Depreciation and amortization | 2,686 | 1,893 | 1,863 |
Noncash share-based compensation expense | 4,451 | 957 | 568 |
Noncash interest expense | 462 | 679 | 336 |
Noncash sublease termination income | ' | -839 | ' |
Noncash charitable contribution | ' | ' | 122 |
Loss (gain) on disposition of property and equipment | 3 | -15 | 12 |
Changes in operating assets and liabilities: | ' | ' | ' |
Accounts receivable | -5,454 | -4,414 | -1,182 |
Other receivables | 213 | -246 | 898 |
Prepaid expenses and other current assets | -1,374 | -1,091 | -112 |
Other assets | -427 | -106 | -37 |
Accounts payable and accrued liabilities | 1,958 | 1,318 | 592 |
Deferred revenue | 2,595 | 13,082 | 6,771 |
Other current liabilities | 806 | 491 | 476 |
Deferred rent expense, net of current portion | -50 | 892 | -356 |
Other long-term liabilities | ' | ' | -63 |
Restricted cash, short-term | -16 | ' | ' |
Restricted cash, long-term | -4,200 | ' | ' |
Net cash provided by (used in) operating activities | -18,478 | 1,821 | -1,704 |
Cash flows from investing activities: | ' | ' | ' |
Purchase of property and equipment | -3,963 | -2,405 | -1,925 |
Proceeds from sale of assets | ' | 12 | ' |
Purchase of Agile Advantage, Inc. assets | ' | -420 | ' |
Purchase of Flowdock Oy, net of cash received | -2,857 | ' | ' |
Net cash used in investing activities | -6,820 | -2,813 | -1,925 |
Cash flows from financing activities: | ' | ' | ' |
Proceeds from initial public offering, net of underwriting discounts and commissions | 89,838 | ' | ' |
Proceeds from follow-on offering, net of underwriting discounts and commissions | 5,884 | ' | ' |
Proceeds from exercise of common stock options | 1,233 | 451 | 122 |
Proceeds from issuance of common stock under employee stock purchase program | 1,884 | ' | ' |
Proceeds from issuance of preferred stock | ' | ' | 20,000 |
Payments of offering costs | -2,259 | -1,271 | ' |
Purchase and cancelation of preferred stock | ' | ' | -1,388 |
Payments on capital lease obligations | ' | -31 | -101 |
Payments of preferred stock offering costs | ' | ' | -118 |
Net cash provided by (used in) financing activities | 96,580 | -851 | 18,515 |
Net increase (decrease) in cash and cash equivalents | 71,282 | -1,843 | 14,886 |
Cash and cash equivalents-beginning of year | 17,609 | 19,452 | 4,566 |
Cash and cash equivalents-end of year | 88,891 | 17,609 | 19,452 |
Supplementary information: | ' | ' | ' |
Cash paid for interest | 2 | 4 | 12 |
Cash paid for income taxes | 127 | 57 | ' |
Noncash investing and financing activities: | ' | ' | ' |
Conversion of redeemable convertible preferred stock to common stock | 68,410 | ' | ' |
Conversion of preferred stock warrants to common stock warrants | 2,066 | ' | ' |
Common stock issued as partial consideration to acquire Flowdock Oy | 1,293 | ' | ' |
Property and equipment purchases in accounts payable | 34 | 81 | 99 |
Offering costs included in accounts payable | ' | $181 | ' |
Description_and_Nature_of_Busi
Description and Nature of Business and Operations | 12 Months Ended |
Jan. 31, 2014 | |
Description and Nature of Business and Operations | ' |
Description and Nature of Business and Operations | ' |
(1) Description and Nature of Business and Operations | |
Rally Software Development Corp. (we, our or us) is a provider of cloud-based solutions for managing Agile software development. Our platform transforms the way organizations manage the software development lifecycle by enabling close alignment of software development and strategic business objectives, facilitating collaboration, increasing transparency, and automating manual processes. Organizations use our solutions to accelerate the pace of innovation, improve productivity and more effectively adapt to rapidly-changing customer needs and competitive dynamics. Our enterprise-class platform is extensible, cost-effective and designed to be easy to use. Agile is a software development methodology characterized by short, iterative and highly-adaptable development cycles. We also provide consulting services to help customers adopt and succeed with Agile software development practices as well as to learn to use our solutions. | |
Our headquarters are located in Boulder, Colorado. We were incorporated in Delaware on July 12, 2001. At January 31, 2014, we had six subsidiaries: Rally Software Development International Corp. (RSDI); Rally Software Development Australia Pty Limited; Rally Software Development Netherlands B.V.; Rally Software Development Canada B.C. Ltd.; Rally Singapore Pte Ltd.; and Flowdock Oy. | |
Our fiscal year ends on January 31. Our fiscal quarters end April 30, July 31, October 31 and January 31. | |
Summary_of_Significant_Account
Summary of Significant Accounting Policies | 12 Months Ended | ||||||||||
Jan. 31, 2014 | |||||||||||
Summary of Significant Accounting Policies | ' | ||||||||||
Summary of Significant Accounting Policies | ' | ||||||||||
(2) Summary of Significant Accounting Policies | |||||||||||
(a) Basis of Presentation and Consolidation | |||||||||||
The accompanying consolidated financial statements included the accounts of us and our wholly-owned subsidiaries. All significant intercompany balances have been eliminated in consolidation. | |||||||||||
(b) Initial Public Offering and Follow-On Public Offering | |||||||||||
On April 17, 2013, we closed our initial public offering (IPO) of 6,900,000 shares of common stock, including 900,000 shares sold pursuant to the underwriters' option to purchase additional shares. The public offering price of the shares sold in our IPO was $14.00 per share. All outstanding shares of our redeemable convertible preferred stock converted to 14,335,869 shares of common stock and all outstanding preferred stock warrants converted into warrants to purchase common stock at the closing of our IPO. Our shares of common stock are traded on the New York Stock Exchange under the symbol "RALY". We received proceeds from our IPO of $89.8 million, net of underwriting discounts and commissions, but before offering expenses of $2.9 million. Deferred offering expenses at January 31, 2013 of $1.5 million were recorded as other assets. These offering expenses, and additional expenses incurred from February 2013 through the closing of our IPO of approximately $1.4 million, have been reclassified to additional paid-in capital. All offering costs associated with the IPO have been paid as of January 31, 2014. | |||||||||||
On July 30, 2013, we closed our follow-on public offering in which we and certain of our stockholders sold an aggregate of 5,589,455 shares of common stock, including 729,058 shares sold pursuant to the underwriters' option to purchase additional shares. The public offering price of the shares sold in the offering was $24.75 per share. Of the 5,589,455 shares of common stock sold in the offering, 250,000 shares were sold by us and 5,339,455 shares were sold by selling stockholders. We received proceeds from the offering of $5.9 million, net of underwriting discounts and commissions, but before offering expenses of $0.6 million. All offering costs associated with the follow-on offering have been paid as of January 31, 2014. | |||||||||||
(c) Reverse Stock Split | |||||||||||
On March 27, 2013, our Board of Directors approved a 1-for-2.5 reverse stock split of our then-outstanding common stock and redeemable convertible preferred stock. The reverse stock split became effective upon filing of an amended and restated certificate of incorporation with the Secretary of State of the State of Delaware on April 1, 2013. Upon the effectiveness of the reverse stock split, (i) every two and one-half shares of then-outstanding common stock and redeemable convertible preferred stock were decreased to one share of common stock and redeemable convertible preferred stock, respectively, (ii) the number of shares of common stock into which each outstanding option and warrant to purchase common stock is exercisable was proportionally decreased on a 1-for-2.5 basis and the exercise price of each outstanding option and warrant to purchase common stock was proportionately increased on a 1-for-2.5 basis and (iii) the number of shares of then-outstanding redeemable convertible preferred stock into which each then outstanding warrant to purchase redeemable convertible preferred stock is exercisable was proportionally decreased on a 1-for-2.5 basis and the exercise price of each outstanding warrant to purchase then outstanding redeemable convertible preferred stock was proportionately increased on a 1-for-2.5 basis. All of the share numbers, share prices, and exercise prices have been retroactively adjusted to reflect the reverse stock split in the accompanying consolidated financial statements and these notes. | |||||||||||
(d) Use of Estimates | |||||||||||
The preparation of consolidated financial statements in conformity with generally accepted accounting principles in the United States of America (GAAP) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from these estimates. The more critical estimates and related assumptions that affect our consolidated financial condition and results of operations are in the areas of revenue recognition; measurement of the fair value of equity instruments; capitalization of software development costs and income taxes. We have engaged, and may in the future engage, third-party valuation specialists to assist with estimates related to the valuation of our equity instruments. Such estimates often require the selection of appropriate valuation methodologies and models, and significant judgment in evaluating ranges of assumptions and financial inputs. Actual results may differ from those estimates. | |||||||||||
(e) Segments | |||||||||||
Operating segments are defined as components of an enterprise about which discrete financial information is available that is evaluated on a regular basis by the chief operating decision maker, or decision making group, in deciding how to allocate resources and assess performance. Our chief operating decision makers are the Chief Executive Officer and Chief Financial Officer. Our Chief Executive and Chief Financial Officer review consolidated operating results to make decisions about allocating resources and assessing performance for the entire company. We view our operations and manage our business as one operating segment. | |||||||||||
(f) Cash and Cash Equivalents | |||||||||||
We consider all highly liquid investments purchased with an original maturity of three months or less to be cash equivalents. Cash equivalents consist primarily of investments in a money market mutual fund that invests primarily in short-term United States Treasury Securities, a bank money market account and certificates of deposit. Cash equivalents are carried at cost, which approximates fair value. | |||||||||||
(g) Accounts Receivable | |||||||||||
Trade accounts receivable represent trade receivables from customers when we have invoiced for subscriptions, support, perpetual software licenses or professional services and have not received payment. Receivables are recorded at the invoiced amount and do not bear interest. We maintain an allowance for doubtful accounts for estimated losses inherent in our accounts receivable portfolio. In establishing the required allowance, management considers historical losses adjusted to take into account current market conditions and our customers' financial condition, the amount of receivables in dispute, and the current receivables' aging and current payment patterns. Account balances are charged off against the allowance after all means of collection have been exhausted and the potential for recovery is considered remote. | |||||||||||
Allowance for doubtful accounts activity and balances are presented below (in thousands): | |||||||||||
Fiscal Year Ended | |||||||||||
January 31, | |||||||||||
2014 | 2013 | 2012 | |||||||||
Balance at beginning of year | $ | 48 | $ | 42 | $ | 39 | |||||
Charges for bad debts | 29 | 83 | 11 | ||||||||
Write-offs and adjustments | (10 | ) | (77 | ) | (8 | ) | |||||
| | | | | | | | | | | |
Balance at end of year | $ | 67 | $ | 48 | $ | 42 | |||||
| | | | | | | | | | | |
| | | | | | | | | | | |
(h) Property and Equipment and Acquired Intangible Assets | |||||||||||
Property and equipment are recorded at cost. Property and equipment under capital leases are recorded at the present value of future minimum lease payments. Property and equipment are depreciated using the straight-line method over the following estimated useful lives: | |||||||||||
Asset class | Useful life | ||||||||||
Computer equipment | 3 years | ||||||||||
Office equipment | 5 years | ||||||||||
Office furniture | 5 years | ||||||||||
Computer software | 3 years | ||||||||||
Leasehold improvements | The shorter of the estimated useful life or the term of the lease | ||||||||||
Upon retirement or sale, the costs of assets disposed of and the related accumulated depreciation are removed from the accounts and any resulting gain or loss is recognized in other gain (loss) in the consolidated statements of operations. Maintenance and repairs that do not improve or extend the lives of the respective assets are expensed in the period incurred. | |||||||||||
Our acquired intangible assets consist of developed software technology and trademark and domain names. The values assigned to our intangible assets are based on estimates and judgments. Intangible assets are amortized on a straight-line basis over the following estimated useful lives. | |||||||||||
Asset class | Useful life | ||||||||||
Developed software technology | 5 years | ||||||||||
Trademark and domain names | 15 years | ||||||||||
(i) Deferred Offering Costs | |||||||||||
Through January 31, 2013, we incurred approximately $1.5 million in costs related to our initial public offering. These costs had been deferred and were recorded as a reduction to the proceeds from the offering at the time of closing. Deferred offering costs were included in other assets in the accompanying consolidated balance sheet as of January 31, 2013. We did not have any deferred offering costs as of January 31, 2014. | |||||||||||
(j) Impairment of Long Lived Assets | |||||||||||
Long lived assets consist primarily of property and equipment. Long lived assets are reviewed for possible impairment whenever events or circumstances indicate that the carrying amount of such assets may not be recoverable. If this evaluation indicates the carrying value will not be recoverable, based on the undiscounted expected future cash flows estimated to be generated by these assets, we reduce the carrying amount to the estimated fair value. Fair value is determined through various valuation techniques including discounted cash flow modeling. To date, no such impairment has occurred. | |||||||||||
(k) Income Taxes | |||||||||||
Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. A valuation allowance is recorded to the extent it is more likely than not that a deferred tax asset will not be realized. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in operations in the period that includes the enactment date. Our net deferred tax asset has been completely reduced by a valuation allowance as management cannot conclude that realization of the deferred tax asset is assured, on a more likely than not basis, at each balance sheet date, due primarily to our history of operating losses. | |||||||||||
We recognize the effect of income tax positions only if those positions are more likely than not of being sustained. Recognized income tax positions are measured at the largest amount that is greater than 50% likely of being realized. Changes in recognition or measurement are reflected in the period in which the change in judgment occurred. All current tax positions are considered more likely than not of being sustained. | |||||||||||
(l) Deferred Revenue | |||||||||||
Deferred revenue comprises unrecognized subscription and support, which includes hosting and maintenance, perpetual licenses, tool training, enhanced support and prepaid professional services revenue. With the exception of perpetual licenses, these arrangements are initially recorded as deferred revenue upon the commencement of the subscription, hosting or maintenance period, and revenue is recognized in the consolidated statements of operations ratably over the term of the arrangement. Perpetual licenses are generally recognized upon delivery of the software product to the customer. Prepaid professional services arrangements are recorded initially as deferred revenue and are recognized as the services are performed. | |||||||||||
(m) Revenue Recognition | |||||||||||
We generate revenue primarily from three sources: (1) subscriptions and support; (2) perpetual licenses; and (3) professional services. Subscription and support revenue is primarily comprised of fees that give customers access to our suite of cloud-based solutions, as well as optional hosting and maintenance related to perpetual licenses. Professional services revenue largely encompasses fees related to the instruction of Agile software development methodologies and training related directly to the product. | |||||||||||
Revenue is recognized when all of the following conditions have been met: | |||||||||||
• | |||||||||||
there is persuasive evidence of an arrangement; | |||||||||||
• | |||||||||||
the service has been provided or the product has been delivered; | |||||||||||
• | |||||||||||
the price is fixed or determinable; and | |||||||||||
• | |||||||||||
collection of the fees is sufficiently assured. | |||||||||||
Signed agreements, which may include purchase orders, are used as evidence of an arrangement. In cases where both a signed contract and a purchase order exist, we consider the signed contract to be persuasive evidence of the arrangement. Product delivery occurs when we provide the customer with access to the software via an electronic notification or license key. We assess whether a fee is fixed or determinable at the outset of the arrangement, primarily based on the payment terms associated with the transaction. We assess collectability of the fee based on a number of factors, such as the collection history and creditworthiness of the customer. If we determine that collectability is not sufficiently assured, revenue is deferred until collectability becomes sufficiently assured, generally upon receipt of cash. | |||||||||||
Subscription and support revenue is recognized ratably over the contract term beginning on the commencement date of each contract. | |||||||||||
When multiple deliverables included in an arrangement are separable into different units of accounting, the arrangement consideration is allocated to the identified separate units of accounting based on their relative selling prices. Multiple deliverable arrangement accounting guidance provides a hierarchy to use when determining the relative selling price for each unit of accounting. This guidance provides that vendor-specific objective evidence (VSOE) of selling price, based on the price at which the item is regularly sold by the vendor on a stand-alone basis, should be used if it exists. We use VSOE to determine the stand-alone selling prices of subscription, hosting, maintenance, and professional services because substantially all separate sales of these deliverables fall within a reasonable range of prices. All unique product offerings are grouped based upon size of customer as a result of our tiered volume pricing. VSOE for professional services is determined regardless of customer size as customer size does not significantly impact the prices charged. We have concluded that all products and services for each single unit of accounting have VSOE, other than perpetual licenses discussed below. | |||||||||||
We monitor compliance with VSOE by using a bell curve approach. Sales of subscription, hosting, maintenance and professional services are analyzed to determine whether 80% of the transactions are within a range of 15% of the median of the transactions for an appropriate group of customers. | |||||||||||
When VSOE exists for all undelivered elements of the contract, perpetual license fee revenue is generally recognized upon delivery of the software product to the customer, provided the other revenue recognition conditions are met. We have established VSOE for all undelivered elements of our perpetual license arrangements. Maintenance revenue consists of fees for providing unspecified software updates on a when and if available basis and technical support for software products. Hosting revenue relates to fees for hosting perpetual license software that the customer has purchased at our third-party data centers. Our perpetual license customers who purchase hosting have the right to take possession of the software at any time. Hosting and maintenance revenue as well as enhanced support is recognized ratably over the term of the agreement. | |||||||||||
Professional services revenue is accounted for separately from subscription and perpetual license revenue when VSOE exists and, for subscriptions, has stand-alone value to the customer. Professional services are generally provided on a time-and-materials basis. The services that are provided on a time-and-materials basis are recognized as services are provided. However, professional services that do not have stand-alone value to the customer are recognized ratably over the remaining subscription period. We present reimbursements received for out of pocket expenses within professional services revenue. Reimbursements received were approximately $1.2 million, $0.7 million and $0.6 million for the fiscal years ended January 31, 2014, 2013 and 2012, respectively. | |||||||||||
(n) Research and Development | |||||||||||
Research and development expenses consist primarily of personnel and related expenses for our research and development staff, including salaries, benefits, bonuses and stock based compensation, certain software licenses and allocated overhead, including depreciation. Research and development costs are expensed as incurred. We develop software, which is sold as a subscription or licensed for a stated term or in perpetuity. Qualifying software development costs are required to be capitalized once technological feasibility of the software has been established. Costs incurred prior to establishing technological feasibility are expensed as incurred. Technological feasibility is established when we have completed all planning, designing, coding, and testing activities that are necessary to determine that a product can be produced to meet its design specifications, including functions, features, and technical performance requirements. Capitalization of costs ceases when the product is available for general use. | |||||||||||
To date, the period between achieving technological feasibility and the general availability of such software has been short. Consequently, software development costs qualifying for capitalization have been insignificant, and therefore, we have not capitalized any software development costs to date. | |||||||||||
(o) Leases | |||||||||||
We lease our facilities under operating leases. For leases that contain rent escalation or rent concession provisions, we record the total rent expense during the lease term on a straight line basis over the term of the lease. We record the difference between the rent paid and the straight line rent expense as a current liability in other current liabilities and the noncurrent portion in deferred rent expense in the accompanying consolidated balance sheets. Rent expense was $2.3 million, $1.6 million and $0.4 million for the fiscal years ended January 31, 2014, 2013 and 2012, respectively. | |||||||||||
(p) Advertising | |||||||||||
Advertising costs are expensed as incurred and include search engine fees, banner ads, digital marketing and events. Advertising expense was $2.8 million, $1.7 million and $1.4 million for the fiscal years ended January 31, 2014, 2013 and 2012, respectively. Advertising costs are recorded in sales and marketing expense within the accompanying consolidated statements of operations. | |||||||||||
(q) Commissions | |||||||||||
Commissions are recorded as a component of sales and marketing expense and consist of the variable compensation paid to our sales force. Sales commissions are earned and recorded at the time that a customer has entered into a binding purchase agreement. Commissions paid to sales personnel are recoverable only in cases where we cannot collect the invoiced amounts associated with a sales order. Commission expense was $8.5 million, $7.9 million and $5.8 million for the fiscal years ended January 31, 2014, 2013 and 2012, respectively. | |||||||||||
(r) Stock-Based Compensation | |||||||||||
Stock-based compensation to employees and members of our Board of Directors is measured at the grant-date fair values of the respective options to purchase our common stock, and expensed on a straight-line basis over the period in which the holder is required to provide services, which is usually the vesting period. We determine the grant-date fair value of all stock options using the Black-Scholes option pricing model. An estimate of forfeitures is applied when calculating compensation expense. Restricted stock and restricted stock units are measured at intrinsic value at the date of grant and expensed on a straight-line basis over the period in which the holder is required to provide services, which is generally the vesting period. We recognize compensation expense related to shares issued pursuant to our 2013 Employee Stock Purchase Plan (the 2013 ESPP), on a straight-line basis over the offering period, which is generally one year. | |||||||||||
(s) Preferred Stock Warrant Liability | |||||||||||
We accounted for warrants to purchase redeemable convertible preferred stock as a liability. The warrants were recorded at fair value, estimated using the Black Scholes option pricing model and revalued at each balance sheet date. The change in the fair value of the warrants was recorded as a component of interest expense. The preferred stock warrant liability was reclassified to additional paid-in capital upon the closing of our initial public offering in April 2013. | |||||||||||
(t) Foreign Currency Translation | |||||||||||
The functional currency of our foreign subsidiaries is the local currency. We conduct business in the United Kingdom (UK) through a branch of RSDI and in Australia, Canada, Finland, the Netherlands and Singapore through subsidiaries of RSDI. The functional currency of the branch and subsidiaries are the British pound, the Australian dollar, the Canadian dollar, the Euro and the Singaporean dollar. All assets and liabilities for the branch and subsidiaries denominated in a foreign currency are translated into U.S. dollars based on the exchange rate on the balance sheet date, and revenue and expenses are translated at the average exchange rates during the period. The effects of foreign exchange gains and losses arising from the translation of assets and liabilities of foreign subsidiaries are included as a component of other comprehensive income (loss). | |||||||||||
We maintain short-term intercompany payables denominated in each subsidiary's functional currency. Gains and losses associated with remeasurement of these payables into U.S. dollars are presented within loss on foreign currency transactions included in the consolidated statements of operations. | |||||||||||
(u) Fair Value Measurements | |||||||||||
In general, asset and liability fair values are determined using the following inputs: | |||||||||||
Level 1 inputs utilize quoted prices in active markets for identical assets that we have the ability to access at period-end. | |||||||||||
Level 2 inputs include quoted prices for similar assets in active markets and inputs other than quoted prices that are observable for the asset, either directly or indirectly. | |||||||||||
Level 3 inputs are unobservable inputs and include situations where there is little, if any, market activity for the balance sheet items at period-end. Pricing inputs are unobservable for the terms and are based on our own assumptions about the assumptions that a market participant would use. | |||||||||||
We believe that the carrying amounts of our financial instruments, including cash equivalents and restricted cash, approximate their fair value due to the short-term maturities of these instruments. The carrying amount of cash equivalents, which consists of a money market mutual fund, a bank money market account and certificates of deposits, was $86.3 million and $15.1 million as of January 31, 2014 and 2013, respectively, and approximates fair value based on quoted market prices, which are Level 1 inputs. The carrying amount of restricted cash, which consists of certificates of deposits, approximates fair value based on quoted market prices, which are Level 1 inputs. | |||||||||||
In conjunction with entering into term loans and revolving lines of credit, we issued warrants to purchase shares of our redeemable, convertible preferred stock. At January 31, 2013, the warrants were reported as liabilities at their estimated fair value as determined using the Black Scholes pricing model (based on Level 3 inputs). Changes in fair value were reflected in the consolidated statements of operations as interest expense. | |||||||||||
(v) Concentration of Credit Risk and Significant Customers | |||||||||||
Financial instruments that potentially subject us to concentrations of credit risk consist primarily of cash and cash equivalents and accounts receivable. At January 31, 2014 and 2013, we had $50.0 million and $12.5 million, respectively, in certificates of deposits at various financial institutions, all of which are fully insured by the Federal Deposit Insurance Corporation. At January 31, 2014 we had approximately $25.4 million held in a money market mutual fund that invests primarily in short-term United States Treasury securities. Primarily all of the remaining amount of cash and cash equivalents were held in demand deposits, a certificate of deposit or a bank money market account at two financial institutions that we believe to be creditworthy. We perform ongoing evaluations of our customers' financial condition and do not require any collateral to support receivables. As of January 31, 2014 and 2013, no customer accounted for more than 10% of accounts receivable. During the fiscal years ended January 31, 2014, 2013 and 2012, no customer represented more than 10% of revenue. | |||||||||||
(w) Recent Accounting Pronouncements | |||||||||||
Under the Jumpstart Our Business Startups Act (JOBS Act), we believe we meet the definition of an emerging growth company. We have irrevocably elected to opt out of the extended transition period for complying with new or revised accounting standards pursuant to Section 107(b) of the JOBS Act. | |||||||||||
In February 2013, the Financial Accounting Standards Board (FASB) issued new accounting guidance clarifying the accounting for obligations resulting from joint and several liability arrangements for which the total amount under the arrangement is fixed at the reporting date. The new standard is effective for fiscal years, and interim periods within those fiscal years, beginning on or after December 15, 2013. We do not anticipate that this adoption will have a significant impact on our financial position, results of operations or cash flows. | |||||||||||
In March 2013, FASB issued new accounting guidance clarifying the accounting for the release of cumulative translation adjustment into net income when a parent either sells a part or all of its investment in a foreign entity or no longer holds a controlling financial interest in a subsidiary or group of assets that is a nonprofit activity or a business within a foreign entity. The new standard is effective for fiscal years, and interim periods within those fiscal years, beginning on or after December 15, 2013. We do not anticipate that this adoption will have a significant impact on our financial position, results of operations or cash flows. | |||||||||||
Acquisitions
Acquisitions | 12 Months Ended |
Jan. 31, 2014 | |
Acquisitions | ' |
Acquisitions | ' |
(3) Acquisitions | |
(a) Enkari, Ltd. | |
On March 31, 2010, we completed the acquisition of Enkari, Ltd. (Enkari) and the results of Enkari's operations have been included in the consolidated financial statements since that date. The total consideration paid by us was $350,000 consisting of $300,000 in cash and 30,000 shares of our common stock valued at $50,000. | |
The acquisition of Enkari has been accounted for as a purchase of a business, and accordingly, the total purchase price has been allocated to the tangible and identifiable intangible assets acquired and the liabilities assumed based on their respective fair values on the acquisition date. As a result of the acquisition of Enkari, we recorded intangible assets of $365,000, which comprised $300,000 related to developed software technology and $65,000 related to the customer relationships and net liabilities of $15,000. The estimated useful life of the acquired customer relationships was 14 months and the estimated useful life of the acquired developed software technology was 36 months. These identified intangible assets are amortized on a straight-line basis over their estimated useful lives. | |
(b) Agile Advantage, Inc. | |
On July 18, 2012, we completed the acquisition of Agile Advantage, Inc. (Agile) and the results of Agile's operations have been included in the consolidated financial statements since that date. The total consideration paid by us was $420,000 all of which was paid in cash. | |
The acquisition of Agile has been accounted for as a purchase of a business, and accordingly, the total purchase price has been allocated to the tangible and identifiable intangible assets acquired and the liabilities assumed based on their respective fair values on the acquisition date. As a result of the acquisition of Agile, we recorded an intangible asset related to developed software technology for $420,000. The estimated useful life of the acquired developed software technology was 3 years which is being amortized on a straight line basis. | |
(c) Flowdock Oy | |
On February 5, 2013, we completed the acquisition of Flowdock Oy (Flowdock), a company based in Helsinki, Finland, and the results of Flowdock's operations have been included in the consolidated financial statements since that date. The acquisition provides us with a stand-alone unified communication and team-based chat collaboration product offering that is also complimentary to existing Rally solutions. The total consideration paid by us was approximately $4.4 million, which consisted of $3.0 million in cash, $0.1 million in net assumed liabilities and 119,993 shares of common stock valued at $10.78 per share. Cash of $0.1 million and 23,998 shares of common stock were held back for one year to satisfy any potential indemnification claims and subsequent to the fiscal year ended January 31, 2014, were released in full. Transaction costs of $0.5 million were expensed as incurred, $0.3 million of which were incurred in the fourth quarter of fiscal 2013 and $0.2 million of which were incurred in the first quarter of fiscal 2014. | |
The acquisition of Flowdock was accounted for as a purchase of a business, and accordingly, the total purchase price has been allocated to the tangible and identifiable intangible assets acquired and the liabilities assumed based on their respective fair values on the acquisition date. As a result of the acquisition of Flowdock, we recorded intangible assets of $4.4 million, which was comprised of $1.9 million related to developed software and technology, $0.2 million related to trademark and domain names and $2.3 million related to goodwill. The estimated useful life of the acquired developed software and technology is five years and the estimated useful life of the trademark and domain names is 15 years. | |
In the fourth quarter of fiscal year ended January 31, 2014 we finalized the purchase accounting for the acquisition of Flowdock as it relates to deferred taxes. We recorded an additional $0.2 million in goodwill and a net deferred tax liability of $0.3 million primarily related to the acquired developed software and technology. | |
Goodwill_and_Acquired_Intangib
Goodwill and Acquired Intangible Assets | 12 Months Ended | |||||||
Jan. 31, 2014 | ||||||||
Goodwill and Acquired Intangible Assets | ' | |||||||
Goodwill and Acquired Intangible Assets | ' | |||||||
(4) Goodwill and Acquired Intangible Assets | ||||||||
Goodwill represents the excess of the purchase price of the acquired enterprise over the fair value of identifiable assets acquired and liabilities assumed. We apply ASC 350, "Intangibles—Goodwill and Other," and will perform an annual goodwill impairment test during the fourth quarter of our fiscal year and more frequently if an event or circumstance indicates that an impairment may have occurred. For the purposes of impairment testing, we have determined that we have one reporting unit and we make a qualitative assessment to determine if goodwill may be impaired. If it is more likely than not that a reporting unit's fair value is less than its carrying value, we then compare the fair value of the reporting unit to its respective carrying amount. If the carrying value of a reporting unit were to exceed its fair value, we would then compare the implied fair value of the reporting unit's goodwill to its carrying amount, and any excess of the carrying amount over the fair value would be charged to operations as an impairment loss. Any excess of the carrying value over the fair value of indefinite-lived intangible assets is also charged to operations as an impairment loss. The identification and measurement of goodwill impairment involves the estimation of the fair value of the company. The estimate of our fair value, based on the best information available as of the date of the assessment, is subjective and requires judgment, including management assumptions about expected future revenue forecasts and discount rates. | ||||||||
In connection with the acquisition of Flowdock in the first quarter of fiscal 2014, we recorded goodwill of $2.5 million. | ||||||||
Intangible assets excluding goodwill, consist of the following (in thousands): | ||||||||
January 31, | January 31, | |||||||
2014 | 2013 | |||||||
Developed software technology | $ | 2,578 | $ | 720 | ||||
Trademark and domain names | 226 | — | ||||||
| | | | | | | | |
2,804 | 720 | |||||||
Less accumulated amortization | (895 | ) | (353 | ) | ||||
| | | | | | | | |
$ | 1,909 | $ | 367 | |||||
| | | | | | | | |
| | | | | | | | |
Amortization expense related to acquired intangible assets for the fiscal years ended January 31, 2014, 2013, and 2012 was $0.5 million, $0.2 million and $0.2 million, respectively. | ||||||||
As of January 31, 2014, future estimated amortization expenses related to acquired intangible assets were as follows (in thousands): | ||||||||
Fiscal year ended January 31: | ||||||||
2015 | $ | 527 | ||||||
2016 | 457 | |||||||
2017 | 387 | |||||||
2018 | 387 | |||||||
2019 | 15 | |||||||
Thereafter | 136 | |||||||
| | | | | ||||
Total future estimated amortization expense | $ | 1,909 | ||||||
| | | | | ||||
| | | | | ||||
Property_and_Equipment
Property and Equipment | 12 Months Ended | |||||||
Jan. 31, 2014 | ||||||||
Property and Equipment | ' | |||||||
Property and Equipment | ' | |||||||
(5) Property and Equipment | ||||||||
Property and equipment are stated at cost, net of accumulated depreciation and amortization. These assets are depreciated and amortized using the straight-line method over their estimated useful lives with the exception of leasehold improvements, which are depreciated over the shorter of the useful life of the asset or the related lease term. | ||||||||
As of January 31, 2014 and 2013, property and equipment consisted of the following (in thousands): | ||||||||
January 31, | January 31, | |||||||
2014 | 2013 | |||||||
Computers, peripherals and software | $ | 8,935 | $ | 5,290 | ||||
Office furniture and equipment | 1,523 | 1,332 | ||||||
Leasehold improvements | 1,453 | 1,371 | ||||||
| | | | | | | | |
11,911 | 7,993 | |||||||
Less accumulated depreciation and amortization | (6,342 | ) | (4,204 | ) | ||||
| | | | | | | | |
$ | 5,569 | $ | 3,789 | |||||
| | | | | | | | |
| | | | | | | | |
Depreciation expense related to property and equipment, for the fiscal years ended January 31, 2014, 2013, and 2012 was $2.2 million, $1.7 million and $1.7 million, respectively. | ||||||||
Accrued_Liabilities
Accrued Liabilities | 12 Months Ended | |||||||
Jan. 31, 2014 | ||||||||
Accrued Liabilities | ' | |||||||
Accrued Liabilities | ' | |||||||
(6) Accrued Liabilities | ||||||||
Accrued liabilities as of January 31, 2014 and 2013 consisted of the following (in thousands): | ||||||||
January 31, | January 31, | |||||||
2014 | 2013 | |||||||
Accrued vacation and employee benefits | $ | 1,731 | $ | 992 | ||||
Accrued bonuses | 733 | 354 | ||||||
Accrued commissions and salary | 2,348 | 1,716 | ||||||
| | | | | | | | |
$ | 4,812 | $ | 3,062 | |||||
| | | | | | | | |
| | | | | | | | |
Revolving_Line_of_Credit
Revolving Line of Credit | 12 Months Ended |
Jan. 31, 2014 | |
Revolving Line of Credit | ' |
Revolving Line of Credit | ' |
(7) Revolving Line of Credit | |
In February 2012, we amended our loan and security agreement (LSA) with Square 1 Bank to increase the availability to $12.0 million and to increase the amount available pursuant to the corporate credit card line and letters of credit to $3.0 million. In January 2013, we amended the LSA to extend the maturity from February 2013 to February 2014. On February 1, 2014, we allowed the line of credit to expire and it was not renewed. | |
Any advances would have borne interest at the prime rate then in effect plus 3.00%, with a floor of 5.25%. This facility was subject to borrowing base calculations based on eligible accounts receivable. At January 31, 2014 and 2013, availability under the LSA, considering the borrowing base calculation, was $12.0 million and $12.0 million, respectively. | |
At January 31, 2013, we had a letter of credit outstanding for $2.5 million, which represented the security deposit on the operating lease for our corporate headquarters and reduced the amount available pursuant to the revolving line of credit to $9.5 million. In September 2013, and as required in our amended and restated office lease (see Note 15), we placed $4.2 million in a bank account that is pledged to the landlord as a security deposit. This restricted cash is reflected as restricted long-term cash on our balance sheet and replaces the former security deposit, which was a $2.5 million letter of credit that has been cancelled. | |
No amounts were outstanding on the revolving line of credit as of January 31, 2014 and 2013, respectively. | |
The loan was secured by substantially all of our assets and included a restriction on our ability to pledge our intellectual property. The LSA included financial covenants and other customary affirmative and negative covenants. The primary financial covenant was an adjusted quick ratio. The adjusted quick ratio was defined as cash at the bank plus accounts receivable less than 90 days old from invoice date as compared to current liabilities excluding deferred revenue. We were required to maintain an adjusted quick ratio of at least 1.10 to 1.00. The LSA also contained customary event of default provisions. We believe we were in compliance with all covenants at January 31, 2014 and 2013, respectively | |
Warrants
Warrants | 12 Months Ended | ||||||
Jan. 31, 2014 | |||||||
Warrants | ' | ||||||
Warrants | ' | ||||||
(8) Warrants | |||||||
The following table summarizes information about preferred stock warrants outstanding at January 31, 2013 and April 17, 2013 (close of IPO): | |||||||
Preferred Stock Warrants | |||||||
A-1 | B | C | |||||
Number of warrants outstanding | 32,750 | 40,141 | 64,755 | ||||
Exercise price | $2.50 | $2.82 | $3.78 | ||||
Expiration | Jul-15 | May 2014 - June 2018 | October 2015 - June 2018 | ||||
Preferred stock warrants were reported as liabilities at their estimated fair value. Changes in fair value were reflected in the consolidated statements of operations as a component of interest expense. We computed the fair value of warrants using a Black Scholes option pricing model. In order to calculate the fair value of the warrants, certain assumptions were made regarding components of the model, including volatility, risk free interest rates, and the fair value of preferred stock underlying the warrant. The use of different assumptions could cause significant changes to fair value. Our estimated volatility utilized an average of the stock volatility of peer, publicly traded companies. The risk free interest rates were based on U.S. Treasury yields for treasury securities of similar maturity. The fair value of preferred stock underlying the warrants was estimated using the probability weighted expected return method (PWERM). Under the PWERM, share value was based upon the probability weighted present value of expected future net cash flows (distributions to stockholders), considering each of the possible future events and giving consideration for the rights and preferences of each class of stock. Accordingly, we computed the fair value of warrants to purchase preferred stock at January 31, 2013 and April 17, 2013 based on Level 3 inputs. At January 31, 2013 and April 17, 2013, the fair value of the warrant liability was calculated using the following underlying assumptions: | |||||||
April 17, 2013 | |||||||
January 31, | |||||||
2013 | (Close of IPO) | ||||||
Risk-free interest rate | 0.88% | 0.71% | |||||
Expected term | Remaining contractual term | Remaining contractual term | |||||
Expected dividend yield | — | — | |||||
Expected volatility | 49.00% | 49.00% | |||||
In connection with the closing of our IPO, each of the preferred stock warrants automatically converted into a warrant to purchase shares of common stock with substantially the same terms. So long as the warrants remained outstanding and exercisable for redeemable convertible preferred stock, the warrant liability was recorded at fair value at each balance sheet date with any change in fair value included as a component of interest expense. We recognized $0.5 million, $0.7 million and $0.3 million for the fiscal years ended January 31, 2014, 2013 and 2012, respectively, for the change in fair market value of the warrants. At the time of conversion of the warrants upon the closing of our IPO, the fair value of the warrants was $2.1 million, which was reclassified as a component of additional paid-in capital. | |||||||
The following table presents our activity for preferred stock warrants for the fiscal years ended January 31, 2014, 2013 and 2012 (in thousands): | |||||||
Warrant | |||||||
Liability | |||||||
Balance at February 1, 2011 | $ | 591 | |||||
Mark to estimated fair value through interest expense | 334 | ||||||
| | | | | |||
Balance at January 31, 2012 | 925 | ||||||
Mark to estimated fair value through interest expense | 679 | ||||||
| | | | | |||
Balance at January 31, 2013 | 1,604 | ||||||
Mark to estimated fair value through interest expense | 462 | ||||||
Reclassification of preferred stock warrant liability into additional paid-in capital upon closing of IPO on April 17, 2013 | (2,066 | ) | |||||
| | | | | |||
Balance at January 31, 2014 | $ | — | |||||
| | | | | |||
| | | | | |||
Prior to the closing of our IPO, we also had two outstanding common stock warrants exercisable for 26,000 and 22,400 shares of common stock at $0.65 and $0.0025 per share, which were scheduled to expire in November 2016 and May 2021, respectively. The warrant for 22,400 shares of common stock was issued on May 20, 2011 and was deemed to have a fair value of $5.48 per share. The estimated fair value of the warrant on the issuance date of $0.1 million was recorded as a general and administrative expense with a corresponding offset to additional paid in capital. The warrants automatically net exercised at the closing of our IPO on April 17, 2013 for 24,793 and 22,396 shares of common stock, respectively. | |||||||
During the fiscal year ended January 31, 2014, we issued 107,435 shares of our common stock upon the net exercise of common stock warrants to acquire 123,918 shares having a weighted average exercise price of $3.13 per share. We did not receive any cash proceeds in connection with these exercises. At January 31, 2014, 13,728 common stock warrants were outstanding with a weighted average exercise price of $3.78 per share. | |||||||
Redeemable_Convertible_Preferr
Redeemable Convertible Preferred Stock | 12 Months Ended | |||||||||||||||||||
Jan. 31, 2014 | ||||||||||||||||||||
Redeemable Convertible Preferred Stock | ' | |||||||||||||||||||
Redeemable Convertible Preferred Stock | ' | |||||||||||||||||||
(9) Redeemable Convertible Preferred Stock | ||||||||||||||||||||
In May 2011, in anticipation of our Series E preferred stock financing, our Board of Directors and stockholders amended and restated our certificate of incorporation to increase the authorized shares of our common and preferred stock to 20,000,000 and 14,671,269 shares, respectively. | ||||||||||||||||||||
We closed the Series E preferred stock financing in May 2011, issuing 1,553,393 shares of Series E preferred stock at a price of $12.88 per share for gross proceeds of $20.0 million. We incurred approximately $0.1 million in offering costs. | ||||||||||||||||||||
In August 2011, we repurchased and retired 151,122 shares of preferred stock at $12.23 per share for a total repurchase price of $1.8 million. We repurchased 8,670, 5,328, 116,050, and 21,074 shares of Series A-1, Series B, Series C, and Series D preferred stock, respectively. The consideration in excess of the fair value was considered compensation expense and amounted to $0.5 million. The fair value aggregated to $1.4 million and the amount in excess of the carrying value of $0.6 million totaled $0.8 million and was considered a deemed preferred stock dividend and reduced additional paid-in capital. | ||||||||||||||||||||
There was no change in preferred stock during the fiscal year ended January 31, 2013. On April 17, 2013, upon the closing of our IPO, all outstanding shares of redeemable convertible preferred stock were automatically converted to 14,335,869 shares of common stock. | ||||||||||||||||||||
The following tables present our activity for redeemable convertible preferred stock for the fiscal year ended January 31, 2014 (in thousands except shares): | ||||||||||||||||||||
Redeemable Convertible Preferred Stock | ||||||||||||||||||||
Series A-1 | Series B | Series C | ||||||||||||||||||
Shares | Amount | Shares | Amount | Shares | Amount | |||||||||||||||
Balance, February 1, 2013 | 3,368,552 | 8,395 | 2,836,586 | 7,957 | 4,350,478 | 16,373 | ||||||||||||||
Conversion of preferred stock into common stock upon initial public offering | (3,368,552 | ) | (8,395 | ) | (2,836,586 | ) | (7,957 | ) | (4,350,478 | ) | (16,373 | ) | ||||||||
| | | | | | | | | | | | | | | | | | | | |
Balance, January 31, 2014 | — | $ | — | — | $ | — | — | $ | — | |||||||||||
| | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | |
Redeemable Convertible Preferred Stock | ||||||||||||||||||||
Series D | Series E | |||||||||||||||||||
Shares | Amount | Shares | Amount | Total | ||||||||||||||||
Balance, February 1, 2013 | 2,226,860 | 15,803 | 1,553,393 | $ | 19,882 | 68,410 | ||||||||||||||
Conversion of preferred stock into common stock upon initial public offering | (2,226,860 | ) | (15,803 | ) | (1,553,393 | ) | (19,882 | ) | (68,410 | ) | ||||||||||
| | | | | | | | | | | | | | | | | ||||
Balance, January 31, 2014 | — | $ | — | — | $ | — | $ | — | ||||||||||||
| | | | | | | | | | | | | | | | | ||||
| | | | | | | | | | | | | | | | | ||||
As of January 31, 2013, the Series A-1, Series B, Series C, Series D, and Series E preferred stock (collectively, the preferred stock) had the following characteristics in accordance with our amended and restated certificate of incorporation. As of January 31, 2012, the preferred stock was no longer accreted to its aggregate liquidation value as redemption was not considered probable. | ||||||||||||||||||||
i) Conversion | ||||||||||||||||||||
Optional Conversion | ||||||||||||||||||||
Each share of preferred stock may, at the option of the holder, be converted at any time into the number of fully paid, nonassessable shares of common stock determined by the applicable conversion rate, as described more fully below. | ||||||||||||||||||||
Automatic Conversion | ||||||||||||||||||||
Each share of preferred stock automatically converted into common stock at the then effective and applicable conversion rate (1) at any time upon the affirmative election of the holders of at least 55% of the preferred stock; provided that if the automatic conversion was in connection with a Liquidation Event (as defined in our amended and restated certificate of incorporation to include certain asset transfers, acquisitions or mergers) in which the proceeds to the holders of Series E preferred stock as holders of common stock (after such an automatic conversion) would be less in the aggregate than the proceeds the holders of Series E preferred stock would receive in such Liquidation Event as holders of Series E preferred stock (and assuming no such automatic conversion), then the Series E preferred stockholders would receive in such an automatic conversion the applicable number of shares of Common Stock as would be distributable to the holders of Series E preferred stock in the Liquidation Event had the automatic conversion not occurred; or (2) immediately upon the closing of a firmly underwritten public offering with aggregate gross proceeds of at least $40.0 million at a price per share of at least $16.48 (as adjusted for stock splits, stock dividends, recapitalizations, and the like). | ||||||||||||||||||||
Each share of preferred stock was convertible, as described above, into the number of fully paid and nonassessable shares of common stock at a conversion rate determined by dividing the applicable original issue price per share by the applicable conversion price per share at the time of conversion. The per share conversion price was subject to certain antidilution and adjustment provisions. The original issue price per share of the Series A-1, Series B, Series C, Series D, and Series E preferred stock was $2.50, $2.82, $3.77, $7.12, and $12.88, respectively. As of January 31, 2013 the split adjusted issue price was equal to the conversion price; therefore, the rate at which each share converted into common stock at such times was one-for-one. | ||||||||||||||||||||
ii) Voting Rights | ||||||||||||||||||||
All shares of preferred stock generally had the same voting rights as common stock. The holders of preferred stock were entitled to vote, together with the holders of common stock, on all matters submitted to stockholders for vote. Each holder of preferred stock was entitled to the number of votes equal to the number of shares of common stock into which each share of preferred stock was convertible immediately after the close of business on the record date, or the effective date of such written consent, as applicable. | ||||||||||||||||||||
For so long as at least 100,000 shares of preferred stock (as adjusted for stock dividends, combinations, splits, recapitalizations, and the like) remained outstanding, the vote or consent of the holders of at least 55% of outstanding preferred stock voting as a single class on an as-converted basis shall be necessary for effecting or validating: (i) any change or waiver of the amended and restated certificate of incorporation or the bylaws that changed the voting or other rights of the holders of preferred stock; (ii) any action or event that altered or changed the voting or other powers, preferences, or other special rights, privileges, or restrictions of the preferred stock; (iii) any increase or decrease in the authorized number of shares of common or preferred stock; (iv) authorization of any new class of stock or securities ranking on parity with or senior to the then outstanding shares of preferred stock; (v) any redemption, repurchase, payment of dividends, or other purchase or distributions with respect to common stock, subject to certain limited exceptions; (vi) the consummation of any Liquidation Event; (vii) any declaration or payment of a dividend; (viii) the incurrence of any indebtedness in excess of $500,000; (ix) any issuance of securities of any subsidiary of us to anyone other than us; (x) any voluntary dissolution or liquidation of us; (xi) any increase or decrease in the authorized number of members of the Board of Directors; or (xii) permitting any of our subsidiaries to effect any of the foregoing actions. | ||||||||||||||||||||
For so long as at least 100,000 shares of Series D preferred stock (as adjusted for stock dividends, combinations, splits, recapitalizations, and the like) remained outstanding, in addition to any other vote or consent required under the terms of the preferred stock or by law, the vote or written consent of the holders of at least 55% of the outstanding Series D preferred stock voting together as a single class shall be required for effecting or validating: (i) any change or waiver of the amended and restated certificate of incorporation or the bylaws that changed the voting or other rights of the holders of the Series D preferred stock; (ii) any action or event that altered or changed the voting or other powers, preferences, or other special rights, privileges, or restrictions of the Series D preferred stock; or (iii) any increase or decrease in the authorized number of shares of Series D preferred stock. | ||||||||||||||||||||
For so long as at least 100,000 shares of Series E preferred stock (as adjusted for stock dividends, combinations, splits, recapitalizations, and the like) remained outstanding, in addition to any other vote or consent required under the terms of the preferred stock or by law, the vote or written consent of the holders of at least 60% of the outstanding Series E preferred stock voting together as a single class shall be required for effecting or validating: (i) any change or waiver of the amended and restated certificate of incorporation or the bylaws that changed the voting or other rights of the holders of the Series E preferred stock; (ii) any action or event that altered or changed the voting or other powers, preferences, or other special rights, privileges, or restrictions of the Series E preferred stock; (iii) any increase or decrease in the authorized number of shares of Series E preferred stock; (iv) amending any of the foregoing rights held by the Series E preferred stock; or (v) permitting any of our subsidiaries to effect any of the foregoing actions. The holders of the preferred stock, voting as a separate class, were entitled to elect, and consequently remove, four of the seven members of the Board of Directors. The holders of common stock, voting as a separate class, are entitled to elect, and consequently remove, one member of the Board of Directors. The holders of common stock and preferred stock, voting together as a single class on an as-converted basis, were entitled to elect all remaining members of the Board of Directors. | ||||||||||||||||||||
iii) Dividends | ||||||||||||||||||||
The holders of preferred stock were entitled to receive noncumulative dividends out of any funds legally available in preference to any common stock at a rate of 8% of the original issue price per annum on each outstanding share of preferred stock, when and if declared by the Board of Directors. In the event dividends were paid on common stock, we would pay an additional dividend equal to that paid on common stock on all outstanding shares of preferred stock on an as-converted basis. Through January 31, 2014 no dividends have been declared or paid on our preferred stock or common stock. | ||||||||||||||||||||
iv) Liquidation Preferences | ||||||||||||||||||||
In the event of any liquidation, dissolution, or winding up of us, either voluntary or involuntary, or any Acquisition or Asset Transfer (as defined in our amended and restated certificate of incorporation), the holders of Series E preferred stock would be entitled to receive on a pari passu basis, prior to and in preference to any distribution of any assets of ours to the holders of Series A-1, Series B, Series C or Series D preferred stock, or common stock, an amount equal to the applicable original purchase price (as adjusted for any stock dividends, combinations, splits, recapitalizations, and the like) plus all declared and unpaid dividends on such preferred stock, if any. If, upon the occurrence of such event, the assets and funds available for distribution among the holders of Series E preferred stock were insufficient to make the payment of these preferential amounts in full, the entire assets and funds legally available for distribution would be distributed ratably among the holders of the Series E preferred stock in proportion to the full amounts to which they would otherwise be respectively entitled for such Series E preferred stock. After completion of the distribution to the Series E preferred stockholders, the holders of Series D preferred stock would be entitled to receive on a pari passu basis, prior to and in preference to any distribution of any assets of ours to the holders of Series A-1, Series B or Series C preferred stock, or common stock, an amount equal to the applicable original purchase price (as adjusted for any stock dividends, combinations, splits, recapitalizations, and the like) plus all declared and unpaid dividends on such preferred stock, if any. If, upon the occurrence of such event, the assets and funds available for distribution among the holders of Series D preferred stock were insufficient to make the payment of these preferential amounts in full, the entire assets and funds legally available for distribution would be distributed ratably among the holders of the Series D preferred stock in proportion to the full amounts to which they would otherwise be respectively entitled for such Series D preferred stock. After completion of distribution to the Series E and D preferred stockholders, the remaining assets of ours would be distributed ratably to the holders of the Series C preferred stock, Series B preferred stock, and Series A-1 preferred stock on a pari passu basis, prior to and in preference to any distribution of any assets of ours to the holders of common stock, an amount equal to the applicable original purchase price (as adjusted for any stock dividends, combinations, splits, recapitalizations, and the like) plus all declared and unpaid dividends on such preferred stock, if any. If, upon the occurrence of such event, the assets and funds available for distribution among the holders of Series A-1, Series B and Series C preferred stock were insufficient to make the payment of these preferential amounts in full, the entire assets and funds legally available for distribution would be distributed ratably among the holders of the Series A-1, Series B and Series C preferred stock in proportion to the full amounts to which they would otherwise be respectively entitled for such shares of preferred stock. After completion of the foregoing preferential distribution to the preferred stock, the remaining assets of ours would be distributed ratably to the holders of the common stock and preferred stock on an as-converted to common stock basis. | ||||||||||||||||||||
Stock_Awards
Stock Awards | 12 Months Ended | ||||||||||||||||
Jan. 31, 2014 | |||||||||||||||||
Stock Awards | ' | ||||||||||||||||
Stock Awards | ' | ||||||||||||||||
(10) Stock Awards | |||||||||||||||||
In April 2002, we established our 2002 Stock Option Plan (the 2002 Plan). The 2002 Plan provides for the grant of incentive stock options, nonstatutory stock options, stock appreciation rights, restricted stock awards and restricted stock unit awards. Incentive stock options may only be granted to employees. All other awards may be granted to employees, directors and consultants. On February 4, 2013 and on March 1, 2013 our Board of Directors increased the shares authorized for grant pursuant to the 2002 Plan by 180,000 and 152,000, respectively. Our stockholders approved these increases on February 5, 2013 and March 1, 2013, respectively. As of January 31, 2014, we had 3,727,891shares of common stock reserved for issuance under the 2002 Plan, of which 2,176,979 had been issued upon the exercise of options and the issuance of restricted stock awards, 1,202,531 were subject to outstanding options, 119,998 were subject to outstanding restricted stock unit awards, and 228,383 were available for grant. Under the 2002 Plan, incentive stock options may be granted at an exercise price not less than 100% of the fair value of common stock on the date of grant, as determined by our Board of Directors. | |||||||||||||||||
On March 19, 2013, our Board of Directors approved our 2013 Equity Incentive Plan (the 2013 Plan) and the 2013 ESPP. On March 29, 2013, our stockholders also approved the 2013 Plan and the 2013 ESPP, each of which became effective on April 11, 2013. | |||||||||||||||||
The 2013 Plan provides for the grant of incentive stock options, nonstatutory stock options, stock appreciation rights, restricted stock awards, restricted stock unit awards, performance-based stock awards and other forms of equity compensation. The 2013 Plan also provides for the grant of performance cash awards. Incentive stock options may only be granted to employees. All other awards may be granted to employees, directors and consultants. As of January 31, 2014, we had 2,346,695 shares of common stock reserved for issuance under the 2013 Plan, of which 315,412 were subject to outstanding options, 318,454 were subject to outstanding restricted stock unit awards and 1,712,829 were available for grant. The number of shares of common stock reserved for issuance under the 2013 Plan will automatically increase on February 1 of each fiscal year, starting on February 1, 2014 and continuing through February 1, 2023, by the lesser of 5% of the total number shares of our common stock outstanding on the immediately preceding January 31, or a lesser amount of shares determined by our Board of Directors. | |||||||||||||||||
Pursuant to the evergreen provision of the 2013 Plan, on February 1, 2014, common stock reserved for issuance under the 2013 Plan automatically increased 1,239,320 shares to 3,586,015 shares of common stock. | |||||||||||||||||
The 2013 ESPP authorizes the issuance of shares of common stock pursuant to purchase rights granted to our employees. As of January 31, 2014, we had 469,339 shares of common stock reserved for issuance under the 2013 ESPP. The number of shares of common stock reserved for issuance will automatically increase on February 1 of each fiscal year, starting on February 1, 2014 and continuing through February 1, 2023, by the least of (i) 2% of the total number of shares of our common stock outstanding on the immediately preceding January 31; (ii) 1,408,017 shares of common stock; or (iii) a lesser amount of shares determined by our Board of Directors. | |||||||||||||||||
Pursuant to the evergreen provision of the 2013 ESPP, on February 1, 2014, common stock reserved for issuance under the 2013 ESPP automatically increased 495,728 shares to 965,067 shares of common stock. | |||||||||||||||||
Stock Options | |||||||||||||||||
Options granted generally vest over four years with 25% vesting on the first year anniversary and the remainder continuing to vest ratably every month thereafter, and expire no more than 10 years from the date of grant. We recognize compensation cost on a straight-line basis over the requisite service period of the award. | |||||||||||||||||
During the fiscal years ended January 31, 2014, 2013 and 2012, we granted options to employees and nonemployees to purchase 497,163, 185,400 and 922,794 shares of common stock at a weighted-average exercise price of $19.95, $9.23 and $5.28 per share, and a weighted-average fair value on the date of grant of $10.34, $4.98 and $2.88 per share, respectively. The intrinsic value of stock options exercised during the fiscal years ended January 31, 2014, 2013 and 2012 was $7.1 million, $3.7 million and $0.6 million, respectively. The 2002 Plan allows certain holders to exercise their options prior to completion of the vesting period. In the event of termination of employment prior to completion of the vesting period, we reserve the right to repurchase the unvested shares at the original price paid by the holder. During fiscal 2008 and 2011, employees exercised 85,786 and 54,474 options, respectively, prior to completion of the vesting period. Cash received in exchange for the unvested shares was classified as other liabilities, the share options are not deemed exercised, and the related shares are not considered outstanding until they become vested. As of January 31, 2012, 15,564 restricted shares associated with the early exercise provision were outstanding. As of January 31, 2014 and 2013, there were no restricted shares associated with the early exercise provision outstanding. | |||||||||||||||||
The following table is a summary of stock option activity for the fiscal years ended January 31, 2014, 2013 and 2012: | |||||||||||||||||
Number | Weighted-Average | ||||||||||||||||
of Shares | Exercise Price | ||||||||||||||||
Outstanding at February 1, 2011 | 1,145,038 | $ | 0.9 | ||||||||||||||
Granted | 922,794 | 5.28 | |||||||||||||||
Exercised | (159,102 | ) | 0.78 | ||||||||||||||
Forfeited | (36,639 | ) | 2.6 | ||||||||||||||
| | | | | | | | ||||||||||
Outstanding at January 31, 2012 | 1,872,091 | 3.05 | |||||||||||||||
Granted | 185,400 | 9.23 | |||||||||||||||
Exercised | (417,267 | ) | 1.33 | ||||||||||||||
Forfeited | (42,870 | ) | 4.05 | ||||||||||||||
| | | | | | | | ||||||||||
Outstanding at January 31, 2013 | 1,597,354 | 4.19 | |||||||||||||||
Granted | 497,163 | 19.95 | |||||||||||||||
Exercised | (459,137 | ) | 2.68 | ||||||||||||||
Forfeited | (117,437 | ) | 8.64 | ||||||||||||||
| | | | | | | | ||||||||||
Outstanding at January 31, 2014 | 1,517,943 | 9.46 | |||||||||||||||
| | | | | | | | ||||||||||
| | | | | | | | ||||||||||
The following table summarizes information about stock options outstanding and exercisable as of January 31, 2014: | |||||||||||||||||
Options Outstanding | Options Exercisable | ||||||||||||||||
Exercise Price | Number | Weighted- | Weighted- | Number | Weighted- | ||||||||||||
of Shares | Average | Average | of Shares | Average | |||||||||||||
Outstanding | Remaining | Exercise | Exercisable | Exercise | |||||||||||||
Contractual | Price | Price | |||||||||||||||
Life (Years) | |||||||||||||||||
$0.55 - 2.23 | 303,132 | 4.94 | $ | 1.17 | 281,900 | $ | 1.1 | ||||||||||
5.48 | 528,626 | 7.46 | 5.48 | 332,193 | 5.48 | ||||||||||||
5.93 - 10.78 | 370,773 | 8.5 | 9.09 | 125,923 | 8.31 | ||||||||||||
16.33 - 28.54 | 309,662 | 9.46 | 24.45 | 23,810 | 24.83 | ||||||||||||
29.96 | 5,750 | 9.66 | 29.96 | — | — | ||||||||||||
| | | | | | | | | | | | | | | | | |
1,517,943 | 763,826 | ||||||||||||||||
| | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | |
Options outstanding at January 31, 2014 have a weighted-average remaining contractual life of 7.6 years and a weighted-average exercise price of $9.46 per share and options exercisable have a weighted-average exercise price of $4.93 per share. As of January 31, 2014, 2013 and 2012, the aggregate intrinsic value of options outstanding was $19.1 million, $10.5 million and $5.4 million, respectively. As of January 31, 2014, 2013 and 2012, the aggregate intrinsic value of options exercisable was $12.6 million, $7.0 million and $3.9 million, respectively. | |||||||||||||||||
We have computed the fair value of all options granted during the fiscal years ended January 31, 2014, 2013 and 2012 using the Black-Scholes option pricing model. In order to calculate the fair value of the options, certain assumptions are made regarding components of the model, including risk-free interest rates, volatility, expected dividend yield, and expected option life. The use of different assumptions could cause significant adjustments to fair value. We estimated a volatility factor based on the common stock of peer companies, and have estimated forfeiture rates based on past historical experience. The expected life input is based on historical exercise patterns and the risk-free interest rate is based on the U.S. Treasury yield in effect at the time of the grant for treasury securities of similar maturity. Accordingly, we have computed the fair value of all options granted during the fiscal years ended January 31, 2014, 2013 and 2012 using the following weighted-average assumptions: | |||||||||||||||||
Fiscal Year Ended January 31, | |||||||||||||||||
2014 | 2013 | 2012 | |||||||||||||||
Risk-free interest rate | 1.01% - 1.94% | 0.79% - 1.40% | 1.08% - 2.70% | ||||||||||||||
Expected life | 5.27 - 6.08 years | 5.91 - 6.08 years | 5.69 - 6.08 years | ||||||||||||||
Expected dividend yield | — | — | — | ||||||||||||||
Expected volatility | 48.3% - 56.8% | 57.9% - 59.9% | 58.3% - 59.2% | ||||||||||||||
No income tax benefit has been recognized relating to stock-based compensation expense and no tax benefits realized from exercised stock options. As of January 31, 2014, we had $4.5 million of unrecognized compensation costs related to unvested stock options granted pursuant to the 2002 Plan and the 2013 Plan, and the cost was expected to be recognized over a weighted-average period of 2.45 years. | |||||||||||||||||
Restricted Stock Units | |||||||||||||||||
On February 5, 2013, we granted 119,998 restricted stock units (RSUs) to certain employees under the 2002 Plan. 50% of the RSUs become fully vested in April 2014 and the remaining 50% becomes fully vested in February 2015. 50,000 of the RSUs were subject to cancellation or forfeiture in satisfaction of certain indemnification obligations under the share purchase agreement entered into in connection with the purchase of Flowdock. Subsequent to the fiscal year ended January 31, 2014, the 50,000 RSUs were released in full. | |||||||||||||||||
During the fiscal year ended January 31, 2014, we also granted an additional 344,944 RSUs to certain employees under the 2013 Plan. The RSUs generally vest in annual or semiannual installments over four years. | |||||||||||||||||
The following table is a summary of restricted stock unit activity for the fiscal year ended January 31, 2014: | |||||||||||||||||
Number | Weighted-Average | ||||||||||||||||
of Shares | Grant Date Fair Value | ||||||||||||||||
Non-vested at February 1, 2013 | — | $ | — | ||||||||||||||
Granted | 464,942 | 20.93 | |||||||||||||||
Vested | — | — | |||||||||||||||
Forfeited | (5,960 | ) | 24.77 | ||||||||||||||
| | | | | | | | ||||||||||
Non-vested at January 31, 2014 | 458,982 | $ | 20.88 | ||||||||||||||
| | | | | | | | ||||||||||
| | | | | | | | ||||||||||
Unvested RSUs at January 31, 2014 have a weighted-average remaining contractual life of 1.7 years and a weighted-average grant date fair value of $20.88 per share, which is expected to be recognized over the applicable vesting period. Unrecognized stock-based compensation with respect to all RSUs was $7.3 million as of January 31, 2014 and the cost was expected to be recognized over a weighted-average period of 2.86 years. | |||||||||||||||||
Restricted Stock | |||||||||||||||||
On July 31, 2012 and in connection with our acquisition of Agile Advantage, Inc., we issued 9,600 shares of restricted stock. All of such shares vested in full on July 19, 2013. The fair value of approximately $0.1 million was recorded as compensation expense over twelve months. The restricted stock was issued from the 2002 Plan and reduced the number of shares available for grant. | |||||||||||||||||
Employee Stock Purchase Plan | |||||||||||||||||
The price at which common stock is purchased under the 2013 ESPP is equal to 85% of the fair market value of the common stock on the first day of an offering period or on a purchase date, whichever is lower. The initial offering commenced on April 11, 2013 and the initial purchase date was December 13, 2013. During the fiscal year ended January 31, 2014, 158,329 shares were issued under the 2013 ESPP for an aggregate purchase price of $1.8 million. Accumulated employee withholdings of $0.5 million at January 31, 2014 associated with the next purchase date on June 13, 2014 were included in other current liabilities. | |||||||||||||||||
The following weighted-average assumptions were used to calculate our stock-based compensation for each stock purchase right granted under the 2013 ESPP: | |||||||||||||||||
Fiscal Year Ended | |||||||||||||||||
January 31, 2014 | |||||||||||||||||
Expected volatility | 45.60% | ||||||||||||||||
Expected life | 0.67 - 1.17 years | ||||||||||||||||
Risk-free interest rate | 0.09% - 0.11% | ||||||||||||||||
Expected dividend yield | — | ||||||||||||||||
As of January 31, 2014, we had $0.2 million of unrecognized compensation costs related to the 2013 ESPP and the cost was expected to be recognized over a weighted-average period of 0.4 years. | |||||||||||||||||
Information_by_Geographic_Area
Information by Geographic Areas | 12 Months Ended | ||||||||||
Jan. 31, 2014 | |||||||||||
Information by Geographic Areas | ' | ||||||||||
Information by Geographic Areas | ' | ||||||||||
(11) Information by Geographic Areas | |||||||||||
Revenue by geography is based on the ship-to address of the customer, which is intended to approximate where the customer's seats are provisioned. The ship-to country is generally the same as the billing country. The following table presents our revenue by geographic region for the fiscal years ended January 31, 2014, 2013 and 2012 (in thousands): | |||||||||||
Fiscal Year Ended January 31, | |||||||||||
2014 | 2013 | 2012 | |||||||||
United States | $ | 63,575 | $ | 49,233 | $ | 35,660 | |||||
International | 10,754 | 7,613 | 5,665 | ||||||||
| | | | | | | | | | | |
$ | 74,329 | $ | 56,846 | $ | 41,325 | ||||||
| | | | | | | | | | | |
| | | | | | | | | | | |
Other than the United States, no other individual country exceeded 6% of total revenue during any of the periods presented. Primarily all of our property and equipment is located in the United States. | |||||||||||
Income_Taxes
Income Taxes | 12 Months Ended | ||||||||||
Jan. 31, 2014 | |||||||||||
Income Taxes | ' | ||||||||||
Income Taxes | ' | ||||||||||
(12) Income Taxes | |||||||||||
The domestic and foreign components of net loss, and the provision for income taxes for the fiscal years ended January 31, 2014, 2013 and 2012 consists of the following (in thousands): | |||||||||||
Fiscal Year Ended January 31, | |||||||||||
2014 | 2013 | 2012 | |||||||||
Net loss before income taxes: | |||||||||||
Domestic | $ | (22,249 | ) | $ | (11,059 | ) | $ | (11,615 | ) | ||
Foreign | 2,291 | 407 | 23 | ||||||||
| | | | | | | | | | | |
$ | (19,958 | ) | $ | (10,652 | ) | $ | (11,592 | ) | |||
| | | | | | | | | | | |
| | | | | | | | | | | |
Current provision: | |||||||||||
Federal | $ | — | $ | — | $ | — | |||||
State | — | — | — | ||||||||
Foreign | 173 | 128 | — | ||||||||
| | | | | | | | | | | |
173 | 128 | — | |||||||||
| | | | | | | | | | | |
Deferred provision: | |||||||||||
Federal | — | — | — | ||||||||
State | — | — | — | ||||||||
Foreign | — | — | — | ||||||||
| | | | | | | | | | | |
— | — | — | |||||||||
| | | | | | | | | | | |
Income tax provision (benefit) | $ | 173 | $ | 128 | $ | — | |||||
| | | | | | | | | | | |
| | | | | | | | | | | |
The difference in total provision for income taxes that would result from applying the 35% federal statutory rate to the net loss before provision for income taxes and the reported provision for income taxes are as follows: | |||||||||||
Fiscal Year Ended January 31, | |||||||||||
2014 | 2013 | 2012 | |||||||||
Reconciliation of effective tax rate: | |||||||||||
Federal taxes at statutory rate | 35 | % | 35 | % | 35 | % | |||||
State taxes, net of federal benefit | 3.6 | 2.5 | 2.7 | ||||||||
Permanent items | (9.2 | ) | (8.4 | ) | (4.7 | ) | |||||
Valuation allowance | (34.3 | ) | (40.6 | ) | (39.7 | ) | |||||
Research and experimentation credits | — | 10.1 | 6.5 | ||||||||
Foreign rate differential | 1.2 | 0.3 | (0.3 | ) | |||||||
Other | 2.8 | (0.1 | ) | 0.5 | |||||||
| | | | | | | | | | | |
Effective income tax rate | (0.9 | )% | (1.2 | )% | — | % | |||||
| | | | | | | | | | | |
| | | | | | | | | | | |
Components of the net deferred tax assets as of January 31, 2014 and 2013 are as follows (in thousands): | |||||||||||
January 31, | |||||||||||
2014 | 2013 | ||||||||||
Deferred tax assets: | |||||||||||
Research and experimentation carryforwards | $ | 3,704 | $ | 3,704 | |||||||
Net operating loss carryforwards | 28,390 | 24,312 | |||||||||
Deferred compensation | 587 | 397 | |||||||||
Deferred revenue | 2,052 | 356 | |||||||||
Intangible assets | 293 | 134 | |||||||||
Deferred rent | 618 | 374 | |||||||||
Other | 836 | 318 | |||||||||
| | | | | | | | ||||
Gross deferred tax assets | 36,480 | 29,595 | |||||||||
| | | | | | | | ||||
Deferred tax liabilities: | |||||||||||
Fixed assets | 229 | 240 | |||||||||
Other | — | — | |||||||||
| | | | | | | | ||||
Gross deferred tax liabilities | 229 | 240 | |||||||||
| | | | | | | | ||||
Net deferred tax assets before valuation allowance | 36,251 | 29,355 | |||||||||
Valuation allowance | (36,251 | ) | (29,355 | ) | |||||||
| | | | | | | | ||||
Deferred tax assets (liabilities), net | $ | — | $ | — | |||||||
| | | | | | | | ||||
| | | | | | | | ||||
In the fourth quarter of fiscal year ended January 31, 2014, we completed an intercompany sale of certain intangible assets between our Finland subsidiary and us. In connection with this sale, we incurred a $0.6 million current tax liability in Finland. A deferred charge of $0.3 million related to the sale is presented in other assets in accordance with the intercompany asset sale guidance required by GAAP. | |||||||||||
We have historically incurred operating losses in the United States and, given our cumulative losses and limited history of profits, we have recorded a full valuation allowance against our United States deferred tax assets for all periods to date. | |||||||||||
Our ability to use the operating loss carryforwards to offset future taxable income is subject to restrictions enacted in the U.S. Internal Revenue Code of 1986, as amended. These restrictions limit the future use of the operating loss carryforwards if certain ownership changes described in the Internal Revenue Code occur. | |||||||||||
During the fiscal years ended January 31, 2014 and 2013, the valuation allowance increased by $6.9 million and $4.3 million, respectively, due to the increase in deferred tax assets, primarily the net operating loss and research and experimentation tax credit carryforwards. | |||||||||||
As of January 31, 2014, we had federal and state net operating loss carryforwards of approximately $75.3 million and $56.5 million, respectively. At January 31, 2014, we also had federal research and experimentation tax credit carryforwards of $3.7 million. The net operating loss carryforwards and tax credits expire at various dates through January 31, 2034. | |||||||||||
We believe that we have not taken an uncertain tax position on prior tax filings and therefore have not recorded a liability for unrecognized tax benefits. | |||||||||||
We file federal, state, and foreign income tax returns in jurisdictions with varying statutes of limitations. With few exceptions, tax years 2001 through 2013 remain subject to examination by federal and most state tax authorities due to our net operating loss carryforwards. In the foreign jurisdictions, the 2009 through 2013 tax years remain subject to examination. | |||||||||||
Net_Loss_Per_Share_Attributabl
Net Loss Per Share Attributable to Common Stockholders | 12 Months Ended | ||||||||||
Jan. 31, 2014 | |||||||||||
Net Loss Per Share Attributable to Common Stockholders | ' | ||||||||||
Net Loss Per Share Attributable to Common Stockholders | ' | ||||||||||
(13) Net Loss Per Share Attributable to Common Stockholders | |||||||||||
We calculate basic and diluted net loss per share of common stock by dividing net loss attributed to common stockholders by the weighted-average number of shares of common stock outstanding during the period. We have excluded all potentially dilutive shares, which include redeemable convertible preferred stock, warrants for redeemable convertible preferred stock and common stock, outstanding common stock options, outstanding restricted stock units and restricted common stock, from the weighted-average number of shares of common stock outstanding as their inclusion in the computation for all periods would be antidilutive due to net losses. Our redeemable, convertible preferred stock and unvested common stock issued pursuant to the "early exercise" of options are participating securities and are excluded from the earnings per share calculation as they do not have an obligation to share or fund in our net losses. | |||||||||||
The following common stock equivalents were excluded from consideration in diluted net loss per share because they had an antidilutive impact: | |||||||||||
Fiscal Year Ended January 31, | |||||||||||
2014 | 2013 | 2012 | |||||||||
Options to purchase common stock(1) | 1,218,531 | 1,597,354 | 1,872,091 | ||||||||
Warrants to purchase redeemable convertible preferred stock | — | 137,646 | 137,646 | ||||||||
Warrants to purchase common stock | 13,728 | 48,400 | 48,400 | ||||||||
Restricted common stock | — | 9,600 | 15,564 | ||||||||
Restricted stock units | 458,982 | — | — | ||||||||
Redeemable convertible preferred stock | — | 14,335,869 | 14,335,869 | ||||||||
ESPP obligations(2) | 43,364 | — | — | ||||||||
| | | | | | | | | | | |
1,734,605 | 16,128,869 | 16,409,570 | |||||||||
| | | | | | | | | | | |
| | | | | | | | | | | |
-1 | |||||||||||
Options to purchase common stock represent options in-the-money at January 31, 2014, 2013 and 2012. | |||||||||||
-2 | |||||||||||
ESPP obligation for the fiscal year ending January 31, 2014 represents an estimate, which includes the employee contributions withheld as of January 31, 2014. | |||||||||||
Basic and diluted net loss per share is calculated as follows (in thousands, except per share data): | |||||||||||
Fiscal Year Ended January 31, | |||||||||||
2014 | 2013 | 2012 | |||||||||
Numerator: | |||||||||||
Net loss | $ | (20,131 | ) | $ | (10,780 | ) | $ | (11,592 | ) | ||
Accretion of redeemable convertible preferred stock | — | — | (22 | ) | |||||||
Preferred stock deemed dividend | — | — | (762 | ) | |||||||
| | | | | | | | | | | |
Net loss attributable to common stockholders | $ | (20,131 | ) | $ | (10,780 | ) | $ | (12,376 | ) | ||
| | | | | | | | | | | |
| | | | | | | | | | | |
Denominator: | |||||||||||
Weighted-average shares of common stock outstanding, basic and diluted | 19,841 | 2,101 | 1,869 | ||||||||
| | | | | | | | | | | |
| | | | | | | | | | | |
Net loss per share of common stock, basic and diluted | $ | (1.01 | ) | $ | (5.13 | ) | $ | (6.62 | ) | ||
| | | | | | | | | | | |
| | | | | | | | | | | |
Employee_Benefit_Plan
Employee Benefit Plan | 12 Months Ended |
Jan. 31, 2014 | |
Employee Benefit Plan | ' |
Employee Benefit Plan | ' |
(14) Employee Benefit Plan | |
In 2004, we adopted the Rally Software Development Corp. 401(k) Plan (the 401(k) Plan). The 401(k) Plan is available to all full-time employees with eligibility commencing on the first day of employment following attainment of age 21. Employees may contribute up to 90% of their eligible compensation, not to exceed the amounts allowed by law. Currently, there is no employer contribution or matching provisions in the 401(k) Plan. | |
Commitments_and_Contingencies
Commitments and Contingencies | 12 Months Ended | ||||
Jan. 31, 2014 | |||||
Commitments and Contingencies | ' | ||||
Commitments and Contingencies | ' | ||||
(15) Commitments and Contingencies | |||||
(a) Operating leases | |||||
We lease office space and certain equipment under operating leases having terms that expire at various dates through May 2025. On June 10, 2013, we entered into an amended and restated office lease, which superseded and replaced our lease for our corporate headquarters located in Boulder, Colorado. In addition to the office space we currently occupy, the amended and restated office lease provides for the lease by us of an additional 89,000 square feet of office space in a building to be constructed adjacent to our current office space. | |||||
The initial term of the amended and restated office lease is ten years and will commence upon the occupancy date of the new building, currently expected to be on or about June 1, 2015, and extend through May 31, 2025, in each case subject to change based on the construction schedule. The lease term for the current office space has been extended to end contemporaneously with the end of the initial term for the amended and restated office lease. We have the option to extend the term of the lease for two periods of five years each. | |||||
In September 2013, and as required in the amended and restated office lease, we placed $4.2 million in a bank account that is pledged to the landlord as a security deposit. This restricted cash is reflected as restricted long-term cash on our balance sheet and replaces the former security deposit, which was a $2.5 million letter of credit that has been cancelled. Provided that we have not been in default under the amended and restated office lease and have met certain financial covenants during the five-year period commencing upon our occupancy of the new building, we have the right to reduce the cash security deposit to $2.1 million. The amended and restated lease also provides us with a tenant finish allowance of approximately $4.6 million. | |||||
We occupy additional leased facilities of approximately 10,000 square feet in Raleigh, North Carolina and approximately 5,200 square feet in the Seattle, Washington area. | |||||
We also occupy additional leased facilities of less than 5,000 square feet each in Denver, Colorado; London, England; Melbourne, Australia; Helsinki, Finland; Singapore; and Amsterdam, the Netherlands. | |||||
Total rent expense for the fiscal years ended January 31, 2014, 2013 and 2012 was $2.3 million, $1.6 million and $0.4 million, respectively. | |||||
As of January 31, 2014, future minimum lease payments under operating leases (assuming a June 1, 2015 commencement date for the amended and restated office lease) were as follows (in thousands): | |||||
Fiscal year ended January 31: | |||||
2015 | $ | 2,730 | |||
2016 | 4,164 | ||||
2017 | 4,625 | ||||
2018 | 4,520 | ||||
2019 | 4,419 | ||||
Thereafter | 29,491 | ||||
| | | | | |
Total future minimum lease payments | $ | 49,949 | |||
| | | | | |
| | | | | |
(b) Legal | |||||
In the normal course of business, we may, from time to time, be subject to pending and threatened legal actions and proceedings. While the results of any litigation or other legal proceedings are uncertain, management does not believe the ultimate resolution of any pending legal matters is likely to have a material adverse effective on our financial position, results of operations or cash flows, except for those matters for which we have recorded a loss contingency. We accrue for loss contingencies when it is both probable that we will incur the loss and when the amount of the loss can be reasonably estimated. As of January 31, 2014, there were no material pending or threatened legal actions or proceedings against us. | |||||
(c) Product Indemnification | |||||
Our arrangements with customers generally include an indemnification provision that we will indemnify and defend a customer in actions brought against the customer that claim our solutions and services infringe upon a valid patent, copyright, or trademark. Historically, we have not incurred any costs related to indemnification claims. | |||||
(d) Self-insurance reserves | |||||
Effective January 1, 2013, we use a combination of insurance and self-insurance plans to provide for the potential liabilities for employee medical health care benefits. Claims with dates of service prior to January 1, 2013 were covered and paid by our prior premium-based medical insurance plan. Liabilities associated with the risks that are retained by us are estimated by considering historical claims experience and severity factors. We have individual employee stop-loss as well as overall stop-loss coverage to limit our total exposure. Our estimated self-insurance liability for claims incurred but not reported was approximately $0.1 million and $0.2 million at January 31, 2014 and 2013, respectively, which amount was included in accrued liabilities in the accompanying consolidated balance sheets. | |||||
(e) Severance | |||||
During the fiscal year ended January 31, 2014, we recorded in sales and marketing expense severance obligations of approximately $1.1 million consisting of $1.0 million in cash and $0.1 million in stock-based compensation. As of January 31, 2014, approximately $0.2 million was included in accrued liabilities in the accompanying consolidated balance sheet. The remaining balance will be paid in the first quarter of the fiscal year ended January 31, 2015. | |||||
Subsequent_Event
Subsequent Event | 12 Months Ended |
Jan. 31, 2014 | |
Subsequent Event | ' |
Subsequent Event | ' |
(16) Subsequent Event | |
We have evaluated subsequent events that occurred after January 31, 2014 through April 11, 2014, the date at which the consolidated financial statements were issued. No material events were identified. | |
Summary_of_Significant_Account1
Summary of Significant Accounting Policies (Policies) | 12 Months Ended | ||||||||||
Jan. 31, 2014 | |||||||||||
Summary of Significant Accounting Policies | ' | ||||||||||
Basis of Presentation and Consolidation | ' | ||||||||||
(a) Basis of Presentation and Consolidation | |||||||||||
The accompanying consolidated financial statements included the accounts of us and our wholly-owned subsidiaries. All significant intercompany balances have been eliminated in consolidation. | |||||||||||
Initial Public Offering and Follow-On Public Offering | ' | ||||||||||
(b) Initial Public Offering and Follow-On Public Offering | |||||||||||
On April 17, 2013, we closed our initial public offering (IPO) of 6,900,000 shares of common stock, including 900,000 shares sold pursuant to the underwriters' option to purchase additional shares. The public offering price of the shares sold in our IPO was $14.00 per share. All outstanding shares of our redeemable convertible preferred stock converted to 14,335,869 shares of common stock and all outstanding preferred stock warrants converted into warrants to purchase common stock at the closing of our IPO. Our shares of common stock are traded on the New York Stock Exchange under the symbol "RALY". We received proceeds from our IPO of $89.8 million, net of underwriting discounts and commissions, but before offering expenses of $2.9 million. Deferred offering expenses at January 31, 2013 of $1.5 million were recorded as other assets. These offering expenses, and additional expenses incurred from February 2013 through the closing of our IPO of approximately $1.4 million, have been reclassified to additional paid-in capital. All offering costs associated with the IPO have been paid as of January 31, 2014. | |||||||||||
On July 30, 2013, we closed our follow-on public offering in which we and certain of our stockholders sold an aggregate of 5,589,455 shares of common stock, including 729,058 shares sold pursuant to the underwriters' option to purchase additional shares. The public offering price of the shares sold in the offering was $24.75 per share. Of the 5,589,455 shares of common stock sold in the offering, 250,000 shares were sold by us and 5,339,455 shares were sold by selling stockholders. We received proceeds from the offering of $5.9 million, net of underwriting discounts and commissions, but before offering expenses of $0.6 million. All offering costs associated with the follow-on offering have been paid as of January 31, 2014. | |||||||||||
Reverse Stock Split | ' | ||||||||||
(c) Reverse Stock Split | |||||||||||
On March 27, 2013, our Board of Directors approved a 1-for-2.5 reverse stock split of our then-outstanding common stock and redeemable convertible preferred stock. The reverse stock split became effective upon filing of an amended and restated certificate of incorporation with the Secretary of State of the State of Delaware on April 1, 2013. Upon the effectiveness of the reverse stock split, (i) every two and one-half shares of then-outstanding common stock and redeemable convertible preferred stock were decreased to one share of common stock and redeemable convertible preferred stock, respectively, (ii) the number of shares of common stock into which each outstanding option and warrant to purchase common stock is exercisable was proportionally decreased on a 1-for-2.5 basis and the exercise price of each outstanding option and warrant to purchase common stock was proportionately increased on a 1-for-2.5 basis and (iii) the number of shares of then-outstanding redeemable convertible preferred stock into which each then outstanding warrant to purchase redeemable convertible preferred stock is exercisable was proportionally decreased on a 1-for-2.5 basis and the exercise price of each outstanding warrant to purchase then outstanding redeemable convertible preferred stock was proportionately increased on a 1-for-2.5 basis. All of the share numbers, share prices, and exercise prices have been retroactively adjusted to reflect the reverse stock split in the accompanying consolidated financial statements and these notes. | |||||||||||
Use of Estimates | ' | ||||||||||
(d) Use of Estimates | |||||||||||
The preparation of consolidated financial statements in conformity with generally accepted accounting principles in the United States of America (GAAP) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from these estimates. The more critical estimates and related assumptions that affect our consolidated financial condition and results of operations are in the areas of revenue recognition; measurement of the fair value of equity instruments; capitalization of software development costs and income taxes. We have engaged, and may in the future engage, third-party valuation specialists to assist with estimates related to the valuation of our equity instruments. Such estimates often require the selection of appropriate valuation methodologies and models, and significant judgment in evaluating ranges of assumptions and financial inputs. Actual results may differ from those estimates. | |||||||||||
Segments | ' | ||||||||||
(e) Segments | |||||||||||
Operating segments are defined as components of an enterprise about which discrete financial information is available that is evaluated on a regular basis by the chief operating decision maker, or decision making group, in deciding how to allocate resources and assess performance. Our chief operating decision makers are the Chief Executive Officer and Chief Financial Officer. Our Chief Executive and Chief Financial Officer review consolidated operating results to make decisions about allocating resources and assessing performance for the entire company. We view our operations and manage our business as one operating segment. | |||||||||||
Cash and Cash Equivalents | ' | ||||||||||
(f) Cash and Cash Equivalents | |||||||||||
We consider all highly liquid investments purchased with an original maturity of three months or less to be cash equivalents. Cash equivalents consist primarily of investments in a money market mutual fund that invests primarily in short-term United States Treasury Securities, a bank money market account and certificates of deposit. Cash equivalents are carried at cost, which approximates fair value. | |||||||||||
Accounts Receivable | ' | ||||||||||
(g) Accounts Receivable | |||||||||||
Trade accounts receivable represent trade receivables from customers when we have invoiced for subscriptions, support, perpetual software licenses or professional services and have not received payment. Receivables are recorded at the invoiced amount and do not bear interest. We maintain an allowance for doubtful accounts for estimated losses inherent in our accounts receivable portfolio. In establishing the required allowance, management considers historical losses adjusted to take into account current market conditions and our customers' financial condition, the amount of receivables in dispute, and the current receivables' aging and current payment patterns. Account balances are charged off against the allowance after all means of collection have been exhausted and the potential for recovery is considered remote. | |||||||||||
Allowance for doubtful accounts activity and balances are presented below (in thousands): | |||||||||||
Fiscal Year Ended | |||||||||||
January 31, | |||||||||||
2014 | 2013 | 2012 | |||||||||
Balance at beginning of year | $ | 48 | $ | 42 | $ | 39 | |||||
Charges for bad debts | 29 | 83 | 11 | ||||||||
Write-offs and adjustments | (10 | ) | (77 | ) | (8 | ) | |||||
| | | | | | | | | | | |
Balance at end of year | $ | 67 | $ | 48 | $ | 42 | |||||
| | | | | | | | | | | |
| | | | | | | | | | | |
Property and Equipment and Acquired Intangible Assets | ' | ||||||||||
(h) Property and Equipment and Acquired Intangible Assets | |||||||||||
Property and equipment are recorded at cost. Property and equipment under capital leases are recorded at the present value of future minimum lease payments. Property and equipment are depreciated using the straight-line method over the following estimated useful lives: | |||||||||||
Asset class | Useful life | ||||||||||
Computer equipment | 3 years | ||||||||||
Office equipment | 5 years | ||||||||||
Office furniture | 5 years | ||||||||||
Computer software | 3 years | ||||||||||
Leasehold improvements | The shorter of the estimated useful life or the term of the lease | ||||||||||
Upon retirement or sale, the costs of assets disposed of and the related accumulated depreciation are removed from the accounts and any resulting gain or loss is recognized in other gain (loss) in the consolidated statements of operations. Maintenance and repairs that do not improve or extend the lives of the respective assets are expensed in the period incurred. | |||||||||||
Our acquired intangible assets consist of developed software technology and trademark and domain names. The values assigned to our intangible assets are based on estimates and judgments. Intangible assets are amortized on a straight-line basis over the following estimated useful lives. | |||||||||||
Asset class | Useful life | ||||||||||
Developed software technology | 5 years | ||||||||||
Trademark and domain names | 15 years | ||||||||||
Deferred Offering Costs | ' | ||||||||||
(i) Deferred Offering Costs | |||||||||||
Through January 31, 2013, we incurred approximately $1.5 million in costs related to our initial public offering. These costs had been deferred and were recorded as a reduction to the proceeds from the offering at the time of closing. Deferred offering costs were included in other assets in the accompanying consolidated balance sheet as of January 31, 2013. We did not have any deferred offering costs as of January 31, 2014. | |||||||||||
Impairment of Long Lived Assets | ' | ||||||||||
(j) Impairment of Long Lived Assets | |||||||||||
Long lived assets consist primarily of property and equipment. Long lived assets are reviewed for possible impairment whenever events or circumstances indicate that the carrying amount of such assets may not be recoverable. If this evaluation indicates the carrying value will not be recoverable, based on the undiscounted expected future cash flows estimated to be generated by these assets, we reduce the carrying amount to the estimated fair value. Fair value is determined through various valuation techniques including discounted cash flow modeling. To date, no such impairment has occurred. | |||||||||||
Income Taxes | ' | ||||||||||
(k) Income Taxes | |||||||||||
Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. A valuation allowance is recorded to the extent it is more likely than not that a deferred tax asset will not be realized. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in operations in the period that includes the enactment date. Our net deferred tax asset has been completely reduced by a valuation allowance as management cannot conclude that realization of the deferred tax asset is assured, on a more likely than not basis, at each balance sheet date, due primarily to our history of operating losses. | |||||||||||
We recognize the effect of income tax positions only if those positions are more likely than not of being sustained. Recognized income tax positions are measured at the largest amount that is greater than 50% likely of being realized. Changes in recognition or measurement are reflected in the period in which the change in judgment occurred. All current tax positions are considered more likely than not of being sustained. | |||||||||||
Deferred Revenue | ' | ||||||||||
(l) Deferred Revenue | |||||||||||
Deferred revenue comprises unrecognized subscription and support, which includes hosting and maintenance, perpetual licenses, tool training, enhanced support and prepaid professional services revenue. With the exception of perpetual licenses, these arrangements are initially recorded as deferred revenue upon the commencement of the subscription, hosting or maintenance period, and revenue is recognized in the consolidated statements of operations ratably over the term of the arrangement. Perpetual licenses are generally recognized upon delivery of the software product to the customer. Prepaid professional services arrangements are recorded initially as deferred revenue and are recognized as the services are performed. | |||||||||||
Revenue Recognition | ' | ||||||||||
(m) Revenue Recognition | |||||||||||
We generate revenue primarily from three sources: (1) subscriptions and support; (2) perpetual licenses; and (3) professional services. Subscription and support revenue is primarily comprised of fees that give customers access to our suite of cloud-based solutions, as well as optional hosting and maintenance related to perpetual licenses. Professional services revenue largely encompasses fees related to the instruction of Agile software development methodologies and training related directly to the product. | |||||||||||
Revenue is recognized when all of the following conditions have been met: | |||||||||||
• | |||||||||||
there is persuasive evidence of an arrangement; | |||||||||||
• | |||||||||||
the service has been provided or the product has been delivered; | |||||||||||
• | |||||||||||
the price is fixed or determinable; and | |||||||||||
• | |||||||||||
collection of the fees is sufficiently assured. | |||||||||||
Signed agreements, which may include purchase orders, are used as evidence of an arrangement. In cases where both a signed contract and a purchase order exist, we consider the signed contract to be persuasive evidence of the arrangement. Product delivery occurs when we provide the customer with access to the software via an electronic notification or license key. We assess whether a fee is fixed or determinable at the outset of the arrangement, primarily based on the payment terms associated with the transaction. We assess collectability of the fee based on a number of factors, such as the collection history and creditworthiness of the customer. If we determine that collectability is not sufficiently assured, revenue is deferred until collectability becomes sufficiently assured, generally upon receipt of cash. | |||||||||||
Subscription and support revenue is recognized ratably over the contract term beginning on the commencement date of each contract. | |||||||||||
When multiple deliverables included in an arrangement are separable into different units of accounting, the arrangement consideration is allocated to the identified separate units of accounting based on their relative selling prices. Multiple deliverable arrangement accounting guidance provides a hierarchy to use when determining the relative selling price for each unit of accounting. This guidance provides that vendor-specific objective evidence (VSOE) of selling price, based on the price at which the item is regularly sold by the vendor on a stand-alone basis, should be used if it exists. We use VSOE to determine the stand-alone selling prices of subscription, hosting, maintenance, and professional services because substantially all separate sales of these deliverables fall within a reasonable range of prices. All unique product offerings are grouped based upon size of customer as a result of our tiered volume pricing. VSOE for professional services is determined regardless of customer size as customer size does not significantly impact the prices charged. We have concluded that all products and services for each single unit of accounting have VSOE, other than perpetual licenses discussed below. | |||||||||||
We monitor compliance with VSOE by using a bell curve approach. Sales of subscription, hosting, maintenance and professional services are analyzed to determine whether 80% of the transactions are within a range of 15% of the median of the transactions for an appropriate group of customers. | |||||||||||
When VSOE exists for all undelivered elements of the contract, perpetual license fee revenue is generally recognized upon delivery of the software product to the customer, provided the other revenue recognition conditions are met. We have established VSOE for all undelivered elements of our perpetual license arrangements. Maintenance revenue consists of fees for providing unspecified software updates on a when and if available basis and technical support for software products. Hosting revenue relates to fees for hosting perpetual license software that the customer has purchased at our third-party data centers. Our perpetual license customers who purchase hosting have the right to take possession of the software at any time. Hosting and maintenance revenue as well as enhanced support is recognized ratably over the term of the agreement. | |||||||||||
Professional services revenue is accounted for separately from subscription and perpetual license revenue when VSOE exists and, for subscriptions, has stand-alone value to the customer. Professional services are generally provided on a time-and-materials basis. The services that are provided on a time-and-materials basis are recognized as services are provided. However, professional services that do not have stand-alone value to the customer are recognized ratably over the remaining subscription period. We present reimbursements received for out of pocket expenses within professional services revenue. Reimbursements received were approximately $1.2 million, $0.7 million and $0.6 million for the fiscal years ended January 31, 2014, 2013 and 2012, respectively. | |||||||||||
Research and Development | ' | ||||||||||
(n) Research and Development | |||||||||||
Research and development expenses consist primarily of personnel and related expenses for our research and development staff, including salaries, benefits, bonuses and stock based compensation, certain software licenses and allocated overhead, including depreciation. Research and development costs are expensed as incurred. We develop software, which is sold as a subscription or licensed for a stated term or in perpetuity. Qualifying software development costs are required to be capitalized once technological feasibility of the software has been established. Costs incurred prior to establishing technological feasibility are expensed as incurred. Technological feasibility is established when we have completed all planning, designing, coding, and testing activities that are necessary to determine that a product can be produced to meet its design specifications, including functions, features, and technical performance requirements. Capitalization of costs ceases when the product is available for general use. | |||||||||||
To date, the period between achieving technological feasibility and the general availability of such software has been short. Consequently, software development costs qualifying for capitalization have been insignificant, and therefore, we have not capitalized any software development costs to date. | |||||||||||
Leases | ' | ||||||||||
(o) Leases | |||||||||||
We lease our facilities under operating leases. For leases that contain rent escalation or rent concession provisions, we record the total rent expense during the lease term on a straight line basis over the term of the lease. We record the difference between the rent paid and the straight line rent expense as a current liability in other current liabilities and the noncurrent portion in deferred rent expense in the accompanying consolidated balance sheets. Rent expense was $2.3 million, $1.6 million and $0.4 million for the fiscal years ended January 31, 2014, 2013 and 2012, respectively. | |||||||||||
Advertising | ' | ||||||||||
(p) Advertising | |||||||||||
Advertising costs are expensed as incurred and include search engine fees, banner ads, digital marketing and events. Advertising expense was $2.8 million, $1.7 million and $1.4 million for the fiscal years ended January 31, 2014, 2013 and 2012, respectively. Advertising costs are recorded in sales and marketing expense within the accompanying consolidated statements of operations. | |||||||||||
Commissions | ' | ||||||||||
(q) Commissions | |||||||||||
Commissions are recorded as a component of sales and marketing expense and consist of the variable compensation paid to our sales force. Sales commissions are earned and recorded at the time that a customer has entered into a binding purchase agreement. Commissions paid to sales personnel are recoverable only in cases where we cannot collect the invoiced amounts associated with a sales order. Commission expense was $8.5 million, $7.9 million and $5.8 million for the fiscal years ended January 31, 2014, 2013 and 2012, respectively. | |||||||||||
Stock-Based Compensation | ' | ||||||||||
(r) Stock-Based Compensation | |||||||||||
Stock-based compensation to employees and members of our Board of Directors is measured at the grant-date fair values of the respective options to purchase our common stock, and expensed on a straight-line basis over the period in which the holder is required to provide services, which is usually the vesting period. We determine the grant-date fair value of all stock options using the Black-Scholes option pricing model. An estimate of forfeitures is applied when calculating compensation expense. Restricted stock and restricted stock units are measured at intrinsic value at the date of grant and expensed on a straight-line basis over the period in which the holder is required to provide services, which is generally the vesting period. We recognize compensation expense related to shares issued pursuant to our 2013 Employee Stock Purchase Plan (the 2013 ESPP), on a straight-line basis over the offering period, which is generally one year. | |||||||||||
Preferred Stock Warrant Liability | ' | ||||||||||
(s) Preferred Stock Warrant Liability | |||||||||||
We accounted for warrants to purchase redeemable convertible preferred stock as a liability. The warrants were recorded at fair value, estimated using the Black Scholes option pricing model and revalued at each balance sheet date. The change in the fair value of the warrants was recorded as a component of interest expense. The preferred stock warrant liability was reclassified to additional paid-in capital upon the closing of our initial public offering in April 2013. | |||||||||||
Foreign Currency Translation | ' | ||||||||||
(t) Foreign Currency Translation | |||||||||||
The functional currency of our foreign subsidiaries is the local currency. We conduct business in the United Kingdom (UK) through a branch of RSDI and in Australia, Canada, Finland, the Netherlands and Singapore through subsidiaries of RSDI. The functional currency of the branch and subsidiaries are the British pound, the Australian dollar, the Canadian dollar, the Euro and the Singaporean dollar. All assets and liabilities for the branch and subsidiaries denominated in a foreign currency are translated into U.S. dollars based on the exchange rate on the balance sheet date, and revenue and expenses are translated at the average exchange rates during the period. The effects of foreign exchange gains and losses arising from the translation of assets and liabilities of foreign subsidiaries are included as a component of other comprehensive income (loss). | |||||||||||
We maintain short-term intercompany payables denominated in each subsidiary's functional currency. Gains and losses associated with remeasurement of these payables into U.S. dollars are presented within loss on foreign currency transactions included in the consolidated statements of operations. | |||||||||||
Fair Value Measurements | ' | ||||||||||
(u) Fair Value Measurements | |||||||||||
In general, asset and liability fair values are determined using the following inputs: | |||||||||||
Level 1 inputs utilize quoted prices in active markets for identical assets that we have the ability to access at period-end. | |||||||||||
Level 2 inputs include quoted prices for similar assets in active markets and inputs other than quoted prices that are observable for the asset, either directly or indirectly. | |||||||||||
Level 3 inputs are unobservable inputs and include situations where there is little, if any, market activity for the balance sheet items at period-end. Pricing inputs are unobservable for the terms and are based on our own assumptions about the assumptions that a market participant would use. | |||||||||||
We believe that the carrying amounts of our financial instruments, including cash equivalents and restricted cash, approximate their fair value due to the short-term maturities of these instruments. The carrying amount of cash equivalents, which consists of a money market mutual fund, a bank money market account and certificates of deposits, was $86.3 million and $15.1 million as of January 31, 2014 and 2013, respectively, and approximates fair value based on quoted market prices, which are Level 1 inputs. The carrying amount of restricted cash, which consists of certificates of deposits, approximates fair value based on quoted market prices, which are Level 1 inputs. | |||||||||||
In conjunction with entering into term loans and revolving lines of credit, we issued warrants to purchase shares of our redeemable, convertible preferred stock. At January 31, 2013, the warrants were reported as liabilities at their estimated fair value as determined using the Black Scholes pricing model (based on Level 3 inputs). Changes in fair value were reflected in the consolidated statements of operations as interest expense. | |||||||||||
Concentration of Credit Risk and Significant Customers | ' | ||||||||||
(v) Concentration of Credit Risk and Significant Customers | |||||||||||
Financial instruments that potentially subject us to concentrations of credit risk consist primarily of cash and cash equivalents and accounts receivable. At January 31, 2014 and 2013, we had $50.0 million and $12.5 million, respectively, in certificates of deposits at various financial institutions, all of which are fully insured by the Federal Deposit Insurance Corporation. At January 31, 2014 we had approximately $25.4 million held in a money market mutual fund that invests primarily in short-term United States Treasury securities. Primarily all of the remaining amount of cash and cash equivalents were held in demand deposits, a certificate of deposit or a bank money market account at two financial institutions that we believe to be creditworthy. We perform ongoing evaluations of our customers' financial condition and do not require any collateral to support receivables. As of January 31, 2014 and 2013, no customer accounted for more than 10% of accounts receivable. During the fiscal years ended January 31, 2014, 2013 and 2012, no customer represented more than 10% of revenue. | |||||||||||
Recent Accounting Pronouncements | ' | ||||||||||
(w) Recent Accounting Pronouncements | |||||||||||
Under the Jumpstart Our Business Startups Act (JOBS Act), we believe we meet the definition of an emerging growth company. We have irrevocably elected to opt out of the extended transition period for complying with new or revised accounting standards pursuant to Section 107(b) of the JOBS Act. | |||||||||||
In February 2013, the Financial Accounting Standards Board (FASB) issued new accounting guidance clarifying the accounting for obligations resulting from joint and several liability arrangements for which the total amount under the arrangement is fixed at the reporting date. The new standard is effective for fiscal years, and interim periods within those fiscal years, beginning on or after December 15, 2013. We do not anticipate that this adoption will have a significant impact on our financial position, results of operations or cash flows. | |||||||||||
In March 2013, FASB issued new accounting guidance clarifying the accounting for the release of cumulative translation adjustment into net income when a parent either sells a part or all of its investment in a foreign entity or no longer holds a controlling financial interest in a subsidiary or group of assets that is a nonprofit activity or a business within a foreign entity. The new standard is effective for fiscal years, and interim periods within those fiscal years, beginning on or after December 15, 2013. We do not anticipate that this adoption will have a significant impact on our financial position, results of operations or cash flows. | |||||||||||
Summary_of_Significant_Account2
Summary of Significant Accounting Policies (Tables) | 12 Months Ended | ||||||||||
Jan. 31, 2014 | |||||||||||
Summary of Significant Accounting Policies | ' | ||||||||||
Schedule of allowance for doubtful accounts activity and balances | ' | ||||||||||
Allowance for doubtful accounts activity and balances are presented below (in thousands): | |||||||||||
Fiscal Year Ended | |||||||||||
January 31, | |||||||||||
2014 | 2013 | 2012 | |||||||||
Balance at beginning of year | $ | 48 | $ | 42 | $ | 39 | |||||
Charges for bad debts | 29 | 83 | 11 | ||||||||
Write-offs and adjustments | (10 | ) | (77 | ) | (8 | ) | |||||
| | | | | | | | | | | |
Balance at end of year | $ | 67 | $ | 48 | $ | 42 | |||||
| | | | | | | | | | | |
| | | | | | | | | | | |
Schedule of estimated useful lives of property and equipment | ' | ||||||||||
Asset class | Useful life | ||||||||||
Computer equipment | 3 years | ||||||||||
Office equipment | 5 years | ||||||||||
Office furniture | 5 years | ||||||||||
Computer software | 3 years | ||||||||||
Leasehold improvements | The shorter of the estimated useful life or the term of the lease | ||||||||||
Schedule of estimated useful lives of finite lived intangible assets | ' | ||||||||||
Asset class | Useful life | ||||||||||
Developed software technology | 5 years | ||||||||||
Trademark and domain names | 15 years |
Goodwill_and_Acquired_Intangib1
Goodwill and Acquired Intangible Assets (Tables) | 12 Months Ended | |||||||
Jan. 31, 2014 | ||||||||
Goodwill and Acquired Intangible Assets | ' | |||||||
Schedule of intangible assets excluding goodwill | ' | |||||||
Intangible assets excluding goodwill, consist of the following (in thousands): | ||||||||
January 31, | January 31, | |||||||
2014 | 2013 | |||||||
Developed software technology | $ | 2,578 | $ | 720 | ||||
Trademark and domain names | 226 | — | ||||||
| | | | | | | | |
2,804 | 720 | |||||||
Less accumulated amortization | (895 | ) | (353 | ) | ||||
| | | | | | | | |
$ | 1,909 | $ | 367 | |||||
| | | | | | | | |
| | | | | | | | |
Schedule of future estimated amortization expenses related to acquired intangible | ' | |||||||
As of January 31, 2014, future estimated amortization expenses related to acquired intangible assets were as follows (in thousands): | ||||||||
Fiscal year ended January 31: | ||||||||
2015 | $ | 527 | ||||||
2016 | 457 | |||||||
2017 | 387 | |||||||
2018 | 387 | |||||||
2019 | 15 | |||||||
Thereafter | 136 | |||||||
| | | | | ||||
Total future estimated amortization expense | $ | 1,909 | ||||||
| | | | | ||||
| | | | | ||||
Property_and_Equipment_Tables
Property and Equipment (Tables) | 12 Months Ended | |||||||
Jan. 31, 2014 | ||||||||
Property and Equipment | ' | |||||||
Schedule of property and equipment | ' | |||||||
As of January 31, 2014 and 2013, property and equipment consisted of the following (in thousands): | ||||||||
January 31, | January 31, | |||||||
2014 | 2013 | |||||||
Computers, peripherals and software | $ | 8,935 | $ | 5,290 | ||||
Office furniture and equipment | 1,523 | 1,332 | ||||||
Leasehold improvements | 1,453 | 1,371 | ||||||
| | | | | | | | |
11,911 | 7,993 | |||||||
Less accumulated depreciation and amortization | (6,342 | ) | (4,204 | ) | ||||
| | | | | | | | |
$ | 5,569 | $ | 3,789 | |||||
| | | | | | | | |
| | | | | | | | |
Accrued_Liabilities_Tables
Accrued Liabilities (Tables) | 12 Months Ended | |||||||
Jan. 31, 2014 | ||||||||
Accrued Liabilities | ' | |||||||
Schedule of accrued liabilities | ' | |||||||
Accrued liabilities as of January 31, 2014 and 2013 consisted of the following (in thousands): | ||||||||
January 31, | January 31, | |||||||
2014 | 2013 | |||||||
Accrued vacation and employee benefits | $ | 1,731 | $ | 992 | ||||
Accrued bonuses | 733 | 354 | ||||||
Accrued commissions and salary | 2,348 | 1,716 | ||||||
| | | | | | | | |
$ | 4,812 | $ | 3,062 | |||||
| | | | | | | | |
| | | | | | | | |
Warrants_Tables
Warrants (Tables) | 12 Months Ended | ||||||
Jan. 31, 2014 | |||||||
Warrants | ' | ||||||
Summary of information about preferred stock warrants outstanding | ' | ||||||
The following table summarizes information about preferred stock warrants outstanding at January 31, 2013 and April 17, 2013 (close of IPO): | |||||||
Preferred Stock Warrants | |||||||
A-1 | B | C | |||||
Number of warrants outstanding | 32,750 | 40,141 | 64,755 | ||||
Exercise price | $2.50 | $2.82 | $3.78 | ||||
Expiration | Jul-15 | May 2014 - June 2018 | October 2015 - June 2018 | ||||
Preferred stock | Warrants | ' | ||||||
Warrants | ' | ||||||
Schedule of assumptions used to calculate fair value of the warrant liability | ' | ||||||
April 17, 2013 | |||||||
January 31, | |||||||
2013 | (Close of IPO) | ||||||
Risk-free interest rate | 0.88% | 0.71% | |||||
Expected term | Remaining contractual term | Remaining contractual term | |||||
Expected dividend yield | — | — | |||||
Expected volatility | 49.00% | 49.00% | |||||
Schedule of activity for preferred stock warrants | ' | ||||||
The following table presents our activity for preferred stock warrants for the fiscal years ended January 31, 2014, 2013 and 2012 (in thousands): | |||||||
Warrant | |||||||
Liability | |||||||
Balance at February 1, 2011 | $ | 591 | |||||
Mark to estimated fair value through interest expense | 334 | ||||||
| | | | | |||
Balance at January 31, 2012 | 925 | ||||||
Mark to estimated fair value through interest expense | 679 | ||||||
| | | | | |||
Balance at January 31, 2013 | 1,604 | ||||||
Mark to estimated fair value through interest expense | 462 | ||||||
Reclassification of preferred stock warrant liability into additional paid-in capital upon closing of IPO on April 17, 2013 | (2,066 | ) | |||||
| | | | | |||
Balance at January 31, 2014 | $ | — | |||||
| | | | | |||
| | | | | |||
Redeemable_Convertible_Preferr1
Redeemable Convertible Preferred Stock (Tables) | 12 Months Ended | |||||||||||||||||||
Jan. 31, 2014 | ||||||||||||||||||||
Redeemable Convertible Preferred Stock | ' | |||||||||||||||||||
Schedule of activity for redeemable convertible preferred stock | ' | |||||||||||||||||||
The following tables present our activity for redeemable convertible preferred stock for the fiscal year ended January 31, 2014 (in thousands except shares): | ||||||||||||||||||||
Redeemable Convertible Preferred Stock | ||||||||||||||||||||
Series A-1 | Series B | Series C | ||||||||||||||||||
Shares | Amount | Shares | Amount | Shares | Amount | |||||||||||||||
Balance, February 1, 2013 | 3,368,552 | 8,395 | 2,836,586 | 7,957 | 4,350,478 | 16,373 | ||||||||||||||
Conversion of preferred stock into common stock upon initial public offering | (3,368,552 | ) | (8,395 | ) | (2,836,586 | ) | (7,957 | ) | (4,350,478 | ) | (16,373 | ) | ||||||||
| | | | | | | | | | | | | | | | | | | | |
Balance, January 31, 2014 | — | $ | — | — | $ | — | — | $ | — | |||||||||||
| | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | |
Redeemable Convertible Preferred Stock | ||||||||||||||||||||
Series D | Series E | |||||||||||||||||||
Shares | Amount | Shares | Amount | Total | ||||||||||||||||
Balance, February 1, 2013 | 2,226,860 | 15,803 | 1,553,393 | $ | 19,882 | 68,410 | ||||||||||||||
Conversion of preferred stock into common stock upon initial public offering | (2,226,860 | ) | (15,803 | ) | (1,553,393 | ) | (19,882 | ) | (68,410 | ) | ||||||||||
| | | | | | | | | | | | | | | | | ||||
Balance, January 31, 2014 | — | $ | — | — | $ | — | $ | — | ||||||||||||
| | | | | | | | | | | | | | | | | ||||
| | | | | | | | | | | | | | | | | ||||
Stock_Awards_Tables
Stock Awards (Tables) | 12 Months Ended | ||||||||||||||||
Jan. 31, 2014 | |||||||||||||||||
Stock Awards | ' | ||||||||||||||||
Summary of stock option activity | ' | ||||||||||||||||
Number | Weighted-Average | ||||||||||||||||
of Shares | Exercise Price | ||||||||||||||||
Outstanding at February 1, 2011 | 1,145,038 | $ | 0.9 | ||||||||||||||
Granted | 922,794 | 5.28 | |||||||||||||||
Exercised | (159,102 | ) | 0.78 | ||||||||||||||
Forfeited | (36,639 | ) | 2.6 | ||||||||||||||
| | | | | | | | ||||||||||
Outstanding at January 31, 2012 | 1,872,091 | 3.05 | |||||||||||||||
Granted | 185,400 | 9.23 | |||||||||||||||
Exercised | (417,267 | ) | 1.33 | ||||||||||||||
Forfeited | (42,870 | ) | 4.05 | ||||||||||||||
| | | | | | | | ||||||||||
Outstanding at January 31, 2013 | 1,597,354 | 4.19 | |||||||||||||||
Granted | 497,163 | 19.95 | |||||||||||||||
Exercised | (459,137 | ) | 2.68 | ||||||||||||||
Forfeited | (117,437 | ) | 8.64 | ||||||||||||||
| | | | | | | | ||||||||||
Outstanding at January 31, 2014 | 1,517,943 | 9.46 | |||||||||||||||
| | | | | | | | ||||||||||
| | | | | | | | ||||||||||
Summary of information about stock options outstanding and exercisable | ' | ||||||||||||||||
Options Outstanding | Options Exercisable | ||||||||||||||||
Exercise Price | Number | Weighted- | Weighted- | Number | Weighted- | ||||||||||||
of Shares | Average | Average | of Shares | Average | |||||||||||||
Outstanding | Remaining | Exercise | Exercisable | Exercise | |||||||||||||
Contractual | Price | Price | |||||||||||||||
Life (Years) | |||||||||||||||||
$0.55 - 2.23 | 303,132 | 4.94 | $ | 1.17 | 281,900 | $ | 1.1 | ||||||||||
5.48 | 528,626 | 7.46 | 5.48 | 332,193 | 5.48 | ||||||||||||
5.93 - 10.78 | 370,773 | 8.5 | 9.09 | 125,923 | 8.31 | ||||||||||||
16.33 - 28.54 | 309,662 | 9.46 | 24.45 | 23,810 | 24.83 | ||||||||||||
29.96 | 5,750 | 9.66 | 29.96 | — | — | ||||||||||||
| | | | | | | | | | | | | | | | | |
1,517,943 | 763,826 | ||||||||||||||||
| | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | |
Schedule of weighted-average assumptions used to compute the fair value of all options granted | ' | ||||||||||||||||
Fiscal Year Ended January 31, | |||||||||||||||||
2014 | 2013 | 2012 | |||||||||||||||
Risk-free interest rate | 1.01% - 1.94% | 0.79% - 1.40% | 1.08% - 2.70% | ||||||||||||||
Expected life | 5.27 - 6.08 years | 5.91 - 6.08 years | 5.69 - 6.08 years | ||||||||||||||
Expected dividend yield | — | — | — | ||||||||||||||
Expected volatility | 48.3% - 56.8% | 57.9% - 59.9% | 58.3% - 59.2% | ||||||||||||||
Schedule of restricted stock unit activity | ' | ||||||||||||||||
Number | Weighted-Average | ||||||||||||||||
of Shares | Grant Date Fair Value | ||||||||||||||||
Non-vested at February 1, 2013 | — | $ | — | ||||||||||||||
Granted | 464,942 | 20.93 | |||||||||||||||
Vested | — | — | |||||||||||||||
Forfeited | (5,960 | ) | 24.77 | ||||||||||||||
| | | | | | | | ||||||||||
Non-vested at January 31, 2014 | 458,982 | $ | 20.88 | ||||||||||||||
| | | | | | | | ||||||||||
| | | | | | | | ||||||||||
Schedule of weighted-average assumptions used to calculate stock-based compensation for each stock purchase right granted | ' | ||||||||||||||||
Fiscal Year Ended | |||||||||||||||||
January 31, 2014 | |||||||||||||||||
Expected volatility | 45.60% | ||||||||||||||||
Expected life | 0.67 - 1.17 years | ||||||||||||||||
Risk-free interest rate | 0.09% - 0.11% | ||||||||||||||||
Expected dividend yield | — |
Information_by_Geographic_Area1
Information by Geographic Areas (Tables) | 12 Months Ended | ||||||||||
Jan. 31, 2014 | |||||||||||
Information by Geographic Areas | ' | ||||||||||
Schedule of revenue by geographic region | ' | ||||||||||
The following table presents our revenue by geographic region for the fiscal years ended January 31, 2014, 2013 and 2012 (in thousands): | |||||||||||
Fiscal Year Ended January 31, | |||||||||||
2014 | 2013 | 2012 | |||||||||
United States | $ | 63,575 | $ | 49,233 | $ | 35,660 | |||||
International | 10,754 | 7,613 | 5,665 | ||||||||
| | | | | | | | | | | |
$ | 74,329 | $ | 56,846 | $ | 41,325 | ||||||
| | | | | | | | | | | |
| | | | | | | | | | | |
Income_Taxes_Tables
Income Taxes (Tables) | 12 Months Ended | ||||||||||
Jan. 31, 2014 | |||||||||||
Income Taxes | ' | ||||||||||
Schedule of domestic and foreign components of net loss, and the provision for income taxes | ' | ||||||||||
The domestic and foreign components of net loss, and the provision for income taxes for the fiscal years ended January 31, 2014, 2013 and 2012 consists of the following (in thousands): | |||||||||||
Fiscal Year Ended January 31, | |||||||||||
2014 | 2013 | 2012 | |||||||||
Net loss before income taxes: | |||||||||||
Domestic | $ | (22,249 | ) | $ | (11,059 | ) | $ | (11,615 | ) | ||
Foreign | 2,291 | 407 | 23 | ||||||||
| | | | | | | | | | | |
$ | (19,958 | ) | $ | (10,652 | ) | $ | (11,592 | ) | |||
| | | | | | | | | | | |
| | | | | | | | | | | |
Current provision: | |||||||||||
Federal | $ | — | $ | — | $ | — | |||||
State | — | — | — | ||||||||
Foreign | 173 | 128 | — | ||||||||
| | | | | | | | | | | |
173 | 128 | — | |||||||||
| | | | | | | | | | | |
Deferred provision: | |||||||||||
Federal | — | — | — | ||||||||
State | — | — | — | ||||||||
Foreign | — | — | — | ||||||||
| | | | | | | | | | | |
— | — | — | |||||||||
| | | | | | | | | | | |
Income tax provision (benefit) | $ | 173 | $ | 128 | $ | — | |||||
| | | | | | | | | | | |
| | | | | | | | | | | |
Schedule of difference in total provision for income tax that would result from applying the 35% federal statutory rate to the net loss before provision for income taxes and the reported provision for income taxes | ' | ||||||||||
Fiscal Year Ended January 31, | |||||||||||
2014 | 2013 | 2012 | |||||||||
Reconciliation of effective tax rate: | |||||||||||
Federal taxes at statutory rate | 35 | % | 35 | % | 35 | % | |||||
State taxes, net of federal benefit | 3.6 | 2.5 | 2.7 | ||||||||
Permanent items | (9.2 | ) | (8.4 | ) | (4.7 | ) | |||||
Valuation allowance | (34.3 | ) | (40.6 | ) | (39.7 | ) | |||||
Research and experimentation credits | — | 10.1 | 6.5 | ||||||||
Foreign rate differential | 1.2 | 0.3 | (0.3 | ) | |||||||
Other | 2.8 | (0.1 | ) | 0.5 | |||||||
| | | | | | | | | | | |
Effective income tax rate | (0.9 | )% | (1.2 | )% | — | % | |||||
| | | | | | | | | | | |
| | | | | | | | | | | |
Schedule of components of the net deferred tax assets | ' | ||||||||||
Components of the net deferred tax assets as of January 31, 2014 and 2013 are as follows (in thousands): | |||||||||||
January 31, | |||||||||||
2014 | 2013 | ||||||||||
Deferred tax assets: | |||||||||||
Research and experimentation carryforwards | $ | 3,704 | $ | 3,704 | |||||||
Net operating loss carryforwards | 28,390 | 24,312 | |||||||||
Deferred compensation | 587 | 397 | |||||||||
Deferred revenue | 2,052 | 356 | |||||||||
Intangible assets | 293 | 134 | |||||||||
Deferred rent | 618 | 374 | |||||||||
Other | 836 | 318 | |||||||||
| | | | | | | | ||||
Gross deferred tax assets | 36,480 | 29,595 | |||||||||
| | | | | | | | ||||
Deferred tax liabilities: | |||||||||||
Fixed assets | 229 | 240 | |||||||||
Other | — | — | |||||||||
| | | | | | | | ||||
Gross deferred tax liabilities | 229 | 240 | |||||||||
| | | | | | | | ||||
Net deferred tax assets before valuation allowance | 36,251 | 29,355 | |||||||||
Valuation allowance | (36,251 | ) | (29,355 | ) | |||||||
| | | | | | | | ||||
Deferred tax assets (liabilities), net | $ | — | $ | — | |||||||
| | | | | | | | ||||
| | | | | | | | ||||
Net_Loss_Per_Share_Attributabl1
Net Loss Per Share Attributable to Common Stockholders (Tables) | 12 Months Ended | ||||||||||
Jan. 31, 2014 | |||||||||||
Net Loss Per Share Attributable to Common Stockholders | ' | ||||||||||
Schedule of common stock equivalents that were excluded from consideration in diluted net loss per share attributable to common stockholders because they had an antidilutive impact | ' | ||||||||||
Fiscal Year Ended January 31, | |||||||||||
2014 | 2013 | 2012 | |||||||||
Options to purchase common stock(1) | 1,218,531 | 1,597,354 | 1,872,091 | ||||||||
Warrants to purchase redeemable convertible preferred stock | — | 137,646 | 137,646 | ||||||||
Warrants to purchase common stock | 13,728 | 48,400 | 48,400 | ||||||||
Restricted common stock | — | 9,600 | 15,564 | ||||||||
Restricted stock units | 458,982 | — | — | ||||||||
Redeemable convertible preferred stock | — | 14,335,869 | 14,335,869 | ||||||||
ESPP obligations(2) | 43,364 | — | — | ||||||||
| | | | | | | | | | | |
1,734,605 | 16,128,869 | 16,409,570 | |||||||||
| | | | | | | | | | | |
| | | | | | | | | | | |
-1 | |||||||||||
Options to purchase common stock represent options in-the-money at January 31, 2014, 2013 and 2012. | |||||||||||
-2 | |||||||||||
ESPP obligation for the fiscal year ending January 31, 2014 represents an estimate, which includes the employee contributions withheld as of January 31, 2014. | |||||||||||
Schedule of basic and diluted net loss per share | ' | ||||||||||
Fiscal Year Ended January 31, | |||||||||||
2014 | 2013 | 2012 | |||||||||
Numerator: | |||||||||||
Net loss | $ | (20,131 | ) | $ | (10,780 | ) | $ | (11,592 | ) | ||
Accretion of redeemable convertible preferred stock | — | — | (22 | ) | |||||||
Preferred stock deemed dividend | — | — | (762 | ) | |||||||
| | | | | | | | | | | |
Net loss attributable to common stockholders | $ | (20,131 | ) | $ | (10,780 | ) | $ | (12,376 | ) | ||
| | | | | | | | | | | |
| | | | | | | | | | | |
Denominator: | |||||||||||
Weighted-average shares of common stock outstanding, basic and diluted | 19,841 | 2,101 | 1,869 | ||||||||
| | | | | | | | | | | |
| | | | | | | | | | | |
Net loss per share of common stock, basic and diluted | $ | (1.01 | ) | $ | (5.13 | ) | $ | (6.62 | ) | ||
| | | | | | | | | | | |
| | | | | | | | | | | |
Commitments_and_Contingencies_
Commitments and Contingencies (Tables) | 12 Months Ended | ||||
Jan. 31, 2014 | |||||
Commitments and Contingencies | ' | ||||
Schedule of future minimum lease payments under operating leases | ' | ||||
As of January 31, 2014, future minimum lease payments under operating leases (assuming a June 1, 2015 commencement date for the amended and restated office lease) were as follows (in thousands): | |||||
Fiscal year ended January 31: | |||||
2015 | $ | 2,730 | |||
2016 | 4,164 | ||||
2017 | 4,625 | ||||
2018 | 4,520 | ||||
2019 | 4,419 | ||||
Thereafter | 29,491 | ||||
| | | | | |
Total future minimum lease payments | $ | 49,949 | |||
| | | | | |
| | | | | |
Description_and_Nature_of_Busi1
Description and Nature of Business and Operations (Details) | Jan. 31, 2014 |
item | |
Description and Nature of Business and Operations | ' |
Number of subsidiaries | 6 |
Summary_of_Significant_Account3
Summary of Significant Accounting Policies (Details) (USD $) | 12 Months Ended | 0 Months Ended | 3 Months Ended | 15 Months Ended | 0 Months Ended | 0 Months Ended | 0 Months Ended | |||||||||||
Jan. 31, 2014 | Jan. 31, 2013 | Jan. 31, 2012 | Apr. 17, 2013 | Mar. 27, 2013 | Apr. 17, 2013 | Apr. 17, 2013 | Apr. 17, 2013 | Jan. 31, 2013 | Jul. 30, 2013 | Jul. 30, 2013 | Jul. 30, 2013 | Jul. 30, 2013 | Mar. 27, 2013 | Mar. 27, 2013 | Mar. 27, 2013 | Aug. 31, 2011 | Mar. 27, 2013 | |
item | Common stock | Common stock | Common stock | Common stock | Common stock | Common stock | Common stock | Common stock | Common stock | Common stock | Common stock | Common stock | Redeemable convertible preferred stock | Redeemable convertible preferred stock | Redeemable convertible preferred stock | |||
IPO | IPO | IPO | IPO | Follow-on public offering | Follow-on public offering | Selling shareholders | Accounts payable | Warrants | Stock Options | Warrants | ||||||||
Rally Software | Follow-on public offering | |||||||||||||||||
Initial Public Offering and Follow-On Public Offering | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Shares issued in public offering (in shares) | ' | ' | ' | ' | ' | 6,900,000 | ' | ' | ' | 5,589,455 | 250,000 | 5,339,455 | ' | ' | ' | ' | ' | ' |
Shares sold pursuant to the underwriters' option to purchase additional shares | ' | ' | ' | ' | ' | 900,000 | ' | ' | ' | 729,058 | ' | ' | ' | ' | ' | ' | ' | ' |
Offering price (in dollars per share) | ' | ' | ' | ' | ' | $14 | $14 | $14 | ' | $24.75 | ' | ' | ' | ' | ' | ' | $12.23 | ' |
Shares of common stock issued upon conversion of redeemable convertible preferred stock (in shares) | ' | ' | ' | 14,335,869 | ' | 14,335,869 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Proceeds from our IPO, net of underwriting discounts and commissions, but before offering expenses | ' | ' | ' | ' | ' | $89,800,000 | ' | ' | ' | $5,900,000 | ' | ' | ' | ' | ' | ' | ' | ' |
Offering expenses | ' | ' | ' | ' | ' | ' | ' | 2,900,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Deferred offering costs | ' | 1,500,000 | ' | ' | ' | ' | ' | ' | 1,500,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Offering expenses, and additional expenses incurred and reclassified as additional paid-in capital | ' | ' | ' | ' | ' | ' | 1,400,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Accrued Offering Costs | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 600,000 | ' | ' | ' | ' | ' |
Reverse Stock Split | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Reverse stock split, conversion ratio | ' | ' | ' | ' | 0.4 | ' | ' | ' | ' | ' | ' | ' | ' | 0.4 | 0.4 | 0.4 | ' | 0.4 |
Reverse stock split, exercise price adjustment ratio | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 0.4 | 0.4 | ' | ' | 0.4 |
Segments | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of operating segment | 1 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Allowance for doubtful accounts activity and balances | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Balance at beginning of period | 48,000 | 42,000 | 39,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Charges for bad debts | 29,000 | 83,000 | 11,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Write-offs and adjustments | -10,000 | -77,000 | -8,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Balance at end of period | $67,000 | $48,000 | $42,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Summary_of_Significant_Account4
Summary of Significant Accounting Policies (Details 2) (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Jan. 31, 2014 | Jan. 31, 2013 | Jan. 31, 2012 |
item | |||
Deferred Offering Costs | ' | ' | ' |
Costs related to initial public offering | ' | $1.50 | ' |
Impairment of Long-Lived Assets | ' | ' | ' |
Impairment charges | 0 | ' | ' |
Revenue Recognition | ' | ' | ' |
Number of sources of revenue | 3 | ' | ' |
Percentage of transactions within 15% of median range for customer group, threshold | 80.00% | ' | ' |
Median of transaction for customer group, range as a percent | 15.00% | ' | ' |
Reimbursements received | 1.2 | 0.7 | 0.6 |
Leases | ' | ' | ' |
Rent expense | 2.3 | 1.6 | 0.4 |
Advertising | ' | ' | ' |
Advertising expense | 2.8 | 1.7 | 1.4 |
Commissions | ' | ' | ' |
Commission expense | 8.5 | 7.9 | 5.8 |
Stock-Based Compensation | ' | ' | ' |
Offering period over which compensation expense related to shares issued pursuant to the employee stock purchase plan recognized | '1 year | ' | ' |
Fair Value Measurements | ' | ' | ' |
Carrying amount of cash equivalents | $86.30 | $15.10 | ' |
Developed software and technology | ' | ' | ' |
Property and Equipment and Acquired Intangible Assets | ' | ' | ' |
Estimated useful life of the acquired intangible assets | '5 years | ' | ' |
Trademark and domain names | ' | ' | ' |
Property and Equipment and Acquired Intangible Assets | ' | ' | ' |
Estimated useful life of the acquired intangible assets | '15 years | ' | ' |
Computer equipment | ' | ' | ' |
Property and Equipment and Acquired Intangible Assets | ' | ' | ' |
Estimated useful lives | '3 years | ' | ' |
Office equipment | ' | ' | ' |
Property and Equipment and Acquired Intangible Assets | ' | ' | ' |
Estimated useful lives | '5 years | ' | ' |
Office furniture | ' | ' | ' |
Property and Equipment and Acquired Intangible Assets | ' | ' | ' |
Estimated useful lives | '5 years | ' | ' |
Computer software | ' | ' | ' |
Property and Equipment and Acquired Intangible Assets | ' | ' | ' |
Estimated useful lives | '3 years | ' | ' |
Summary_of_Significant_Account5
Summary of Significant Accounting Policies (Details 3) (Cash and Cash Equivalents, Credit Risk, USD $) | Jan. 31, 2014 | Jan. 31, 2013 |
In Millions, unless otherwise specified | item | |
Cash and Cash Equivalents | Credit Risk | ' | ' |
Concentration of Credit Risk and Significant Customers | ' | ' |
Certificates of deposits fully insured by the Federal Deposit Insurance Corporation | $50 | $12.50 |
Security held in a money market mutual fund that invests primarily in short-term United States Treasury securities | $25.40 | ' |
Number of financial institutions where remaining cash and cash equivalents were held in demand deposits or bank money market account | 2 | ' |
Acquisitions_Details
Acquisitions (Details) (USD $) | 12 Months Ended | 0 Months Ended | 3 Months Ended | 0 Months Ended | ||||||||||
Jan. 31, 2014 | Jan. 31, 2014 | Jan. 31, 2014 | Mar. 31, 2010 | Mar. 31, 2010 | Mar. 31, 2010 | Jul. 18, 2012 | Jul. 18, 2012 | Feb. 05, 2013 | Jan. 31, 2014 | Apr. 30, 2013 | Jan. 31, 2013 | Feb. 05, 2013 | Feb. 05, 2013 | |
item | Developed software and technology | Trademark and domain names | Enkari | Enkari | Enkari | Agile Advantage, Inc. | Agile Advantage, Inc. | Flowdock Oy | Flowdock Oy | Flowdock Oy | Flowdock Oy | Flowdock Oy | Flowdock Oy | |
Developed software and technology | Customer relationships | Developed software and technology | Developed software and technology | Trademark and domain names | ||||||||||
Acquisitions | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Total Consideration | ' | ' | ' | $350,000 | ' | ' | $420,000 | ' | $4,400,000 | ' | ' | ' | ' | ' |
Cash paid | ' | ' | ' | 300,000 | ' | ' | 420,000 | ' | 3,000,000 | ' | ' | ' | ' | ' |
Number of shares of common stock issued | ' | ' | ' | 30,000 | ' | ' | ' | ' | 119,993 | ' | ' | ' | ' | ' |
Value of common stock issued | ' | ' | ' | 50,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Intangible assets acquired | ' | ' | ' | 365,000 | 300,000 | 65,000 | 420,000 | ' | ' | ' | ' | ' | ' | ' |
Net liabilities assumed | ' | ' | ' | 15,000 | ' | ' | ' | ' | 100,000 | ' | ' | ' | ' | ' |
Shares price (in dollars per share) | ' | ' | ' | ' | ' | ' | ' | ' | $10.78 | ' | ' | ' | ' | ' |
Cash hold back | ' | ' | ' | ' | ' | ' | ' | ' | 100,000 | ' | ' | ' | ' | ' |
Number of shares of common stock held back | ' | ' | ' | ' | ' | ' | ' | ' | 23,998 | ' | ' | ' | ' | ' |
Hold back period | ' | ' | ' | ' | ' | ' | ' | ' | '1 year | ' | ' | ' | ' | ' |
Transaction costs | ' | ' | ' | ' | ' | ' | ' | ' | 500,000 | ' | 200,000 | 300,000 | ' | ' |
Identifiable intangible assets acquired and the liabilities assumed | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Identifiable intangible assets acquired | ' | ' | ' | ' | ' | ' | ' | ' | 4,400,000 | ' | ' | ' | 1,900,000 | 200,000 |
Goodwill | 2,529,000 | ' | ' | ' | ' | ' | ' | ' | 2,300,000 | 2,500,000 | ' | ' | ' | ' |
Estimated useful life of the acquired intangible assets | ' | '5 years | '15 years | ' | '36 months | '14 months | ' | '3 years | ' | ' | ' | ' | '5 years | '15 years |
Additional goodwill | ' | ' | ' | ' | ' | ' | ' | ' | ' | 200,000 | ' | ' | ' | ' |
Net deferred tax liability | ' | ' | ' | ' | ' | ' | ' | ' | ' | $300,000 | ' | ' | ' | ' |
Number of reporting unit | 1 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Goodwill_and_Acquired_Intangib2
Goodwill and Acquired Intangible Assets (Details) (USD $) | 12 Months Ended | |||||||
Jan. 31, 2014 | Jan. 31, 2013 | Jan. 31, 2012 | Jan. 31, 2014 | Feb. 05, 2013 | Jan. 31, 2014 | Jan. 31, 2013 | Jan. 31, 2014 | |
Flowdock Oy | Flowdock Oy | Developed software and technology | Developed software and technology | Trademark and domain names | ||||
Finite-Lived Intangible Assets [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' |
Goodwill | $2,529,000 | ' | ' | $2,500,000 | $2,300,000 | ' | ' | ' |
Intangible assets, gross excluding goodwill | 2,804,000 | 720,000 | ' | ' | ' | 2,578,000 | 720,000 | 226,000 |
Less accumulated amortization | -895,000 | -353,000 | ' | ' | ' | ' | ' | ' |
Intangible assets, net excluding goodwill | 1,909,000 | 367,000 | ' | ' | ' | ' | ' | ' |
Amortization expense related to acquired intangible assets | 500,000 | 200,000 | 200,000 | ' | ' | ' | ' | ' |
Future estimated amortization expenses | ' | ' | ' | ' | ' | ' | ' | ' |
2015 | 527,000 | ' | ' | ' | ' | ' | ' | ' |
2016 | 457,000 | ' | ' | ' | ' | ' | ' | ' |
2017 | 387,000 | ' | ' | ' | ' | ' | ' | ' |
2018 | 387,000 | ' | ' | ' | ' | ' | ' | ' |
2019 | 15,000 | ' | ' | ' | ' | ' | ' | ' |
Thereafter | 136,000 | ' | ' | ' | ' | ' | ' | ' |
Intangible assets, net excluding goodwill | $1,909,000 | $367,000 | ' | ' | ' | ' | ' | ' |
Property_and_Equipment_Details
Property and Equipment (Details) (USD $) | 12 Months Ended | ||
Jan. 31, 2014 | Jan. 31, 2013 | Jan. 31, 2012 | |
Property and Equipment and Acquired Intangible Assets | ' | ' | ' |
Property and equipment, gross | $11,911,000 | $7,993,000 | ' |
Less accumulated depreciation and amortization | -6,342,000 | -4,204,000 | ' |
Property and equipment, net | 5,569,000 | 3,789,000 | ' |
Depreciation expense | 2,200,000 | 1,700,000 | 1,700,000 |
Computers, peripherals, and software | ' | ' | ' |
Property and Equipment and Acquired Intangible Assets | ' | ' | ' |
Property and equipment, gross | 8,935,000 | 5,290,000 | ' |
Office furniture and equipment | ' | ' | ' |
Property and Equipment and Acquired Intangible Assets | ' | ' | ' |
Property and equipment, gross | 1,523,000 | 1,332,000 | ' |
Leasehold improvements | ' | ' | ' |
Property and Equipment and Acquired Intangible Assets | ' | ' | ' |
Property and equipment, gross | $1,453,000 | $1,371,000 | ' |
Accrued_Liabilities_Details
Accrued Liabilities (Details) (USD $) | Jan. 31, 2014 | Jan. 31, 2013 |
In Thousands, unless otherwise specified | ||
Accrued Liabilities | ' | ' |
Accrued vacation and employee benefits | $1,731 | $992 |
Accrued bonuses | 733 | 354 |
Accrued commissions and salary | 2,348 | 1,716 |
Accrued liabilities | $4,812 | $3,062 |
Revolving_Line_of_Credit_Detai
Revolving Line of Credit (Details) (USD $) | Sep. 30, 2013 | Jan. 31, 2014 | Jan. 31, 2013 | Feb. 29, 2012 | Feb. 29, 2012 | Sep. 30, 2013 | Jan. 31, 2013 | Jan. 31, 2014 | Jan. 31, 2013 |
In Millions, unless otherwise specified | Loan and security agreement (LSA) | Loan and security agreement (LSA) | Loan and security agreement (LSA) | Corporate credit card line and letters of credit | Letter of credit | Letter of credit | Revolving line of credit | Revolving line of credit | |
Revolving line of credit | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Maximum availability | ' | ' | ' | $12 | $3 | ' | ' | ' | ' |
Description of variable interest rate | ' | 'prime rate | ' | ' | ' | ' | ' | ' | ' |
Interest rate margin (as a percent) | ' | 3.00% | ' | ' | ' | ' | ' | ' | ' |
Interest rate floor (as a percent) | ' | 5.25% | ' | ' | ' | ' | ' | ' | ' |
Current availability | ' | 12 | 12 | ' | ' | ' | ' | ' | ' |
Letter of credit outstanding | ' | ' | ' | ' | ' | ' | 2.5 | ' | ' |
Amount available under letter of credit facility | ' | ' | ' | ' | ' | ' | ' | ' | 9.5 |
Cash required to deposit in an escrow account | 4.2 | ' | ' | ' | ' | ' | ' | ' | ' |
Replacement of current security deposit | ' | ' | ' | ' | ' | 2.5 | ' | ' | ' |
Revolving line of credit, amount outstanding | ' | ' | ' | ' | ' | ' | ' | $0 | $0 |
Period of accounts receivable used to calculate adjusted quick ratio | ' | '90 days | ' | ' | ' | ' | ' | ' | ' |
Minimum adjusted quick ratio required | ' | 1.1 | ' | ' | ' | ' | ' | ' | ' |
Warrants_Details
Warrants (Details) (USD $) | 12 Months Ended | 0 Months Ended | 0 Months Ended | 12 Months Ended | 12 Months Ended | 0 Months Ended | 0 Months Ended | |||||||||||||||
Jan. 31, 2014 | Apr. 17, 2013 | Jan. 31, 2013 | Jan. 31, 2014 | 20-May-11 | Jan. 31, 2014 | Jan. 31, 2013 | Jan. 31, 2012 | Apr. 17, 2013 | Apr. 17, 2013 | Jan. 31, 2013 | Apr. 17, 2013 | Jan. 31, 2013 | Apr. 17, 2013 | Jan. 31, 2013 | Jan. 31, 2014 | Apr. 16, 2013 | Jan. 31, 2014 | Apr. 17, 2013 | Apr. 16, 2013 | Apr. 17, 2013 | Apr. 16, 2013 | |
Warrants | Warrants | Warrants | Common stock warrants, two | Preferred stock | Preferred stock | Preferred stock | Preferred stock | Preferred stock | Preferred stock | Preferred stock | Preferred stock | Preferred stock | Preferred stock | Common stock | Common stock | Common stock | Common stock | Common stock | Common stock | Common stock | ||
Warrants | Warrants | Warrants | Warrants | A-1 | A-1 | B | B | C | C | Warrants | Warrants | Warrants | Common stock warrants, one | Common stock warrants, one | Common stock warrants, two | Common stock warrants, two | ||||||
Weighted average | ||||||||||||||||||||||
Warrants | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of warrants outstanding | ' | ' | ' | 13,728 | ' | ' | ' | ' | ' | 32,750 | 32,750 | 40,141 | 40,141 | 64,755 | 64,755 | ' | 2 | ' | ' | 26,000 | ' | 22,400 |
Exercise price (in dollars per share) | ' | ' | ' | $3.78 | ' | ' | ' | ' | ' | $2.50 | $2.50 | $2.82 | $2.82 | $3.78 | $3.78 | ' | ' | $3.13 | ' | $0.65 | ' | $0.00 |
Assumptions used to calculate fair value of the warrant liability | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Risk-free interest rate (as a percent) | ' | 0.71% | 0.88% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Expected volatility (as a percent) | ' | 49.00% | 49.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Fair value of the warrants, which was reclassified as a component of additional paid-in capital | ' | ' | ' | ' | $100,000 | ' | ' | ' | $2,100,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Activity for preferred stock warrants | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Balance at the beginning of the period | 1,604,000 | ' | ' | ' | ' | 1,604,000 | 925,000 | 591,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Mark to estimated fair value through interest expense | ' | ' | ' | ' | ' | 462,000 | 679,000 | 334,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Reclassification of preferred stock warrant liability into additional paid-in capital upon closing of IPO | -2,066,000 | ' | ' | ' | ' | -2,066,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Balance at the end of the period | ' | ' | ' | ' | ' | ' | $1,604,000 | $925,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of common stock into which the warrant can be converted | ' | ' | ' | ' | 22,400 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 123,918 | ' | ' | ' | ' | ' | ' |
Fair value of warrant issued (in dollars per share) | ' | ' | ' | ' | $5.48 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of warrants exercised | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 107,435 | ' | ' | 24,793 | ' | 22,396 | ' |
Redeemable_Convertible_Preferr2
Redeemable Convertible Preferred Stock (Details) (USD $) | 12 Months Ended | 0 Months Ended | 12 Months Ended | 1 Months Ended | 12 Months Ended | 12 Months Ended | 1 Months Ended | 12 Months Ended | 1 Months Ended | 12 Months Ended | 1 Months Ended | 12 Months Ended | 1 Months Ended | 12 Months Ended | 12 Months Ended | 1 Months Ended | 12 Months Ended | 12 Months Ended | ||||||||||
Jan. 31, 2014 | Jan. 31, 2012 | Jan. 31, 2013 | 31-May-11 | Apr. 17, 2013 | Jan. 31, 2014 | Aug. 31, 2011 | Jan. 31, 2014 | Jan. 31, 2013 | 31-May-11 | Jan. 31, 2014 | Aug. 31, 2011 | Jan. 31, 2014 | Jan. 31, 2013 | Aug. 31, 2011 | Jan. 31, 2014 | Jan. 31, 2013 | Aug. 31, 2011 | Jan. 31, 2014 | Jan. 31, 2013 | Aug. 31, 2011 | Jan. 31, 2014 | Jan. 31, 2013 | Jan. 31, 2014 | 31-May-11 | Jan. 31, 2014 | Jan. 31, 2013 | Jan. 31, 2014 | |
item | Common Stock | Common Stock | Preferred stock | Preferred stock | Preferred stock | Preferred stock | Preferred stock | Series A-1 redeemable convertible preferred stock | Series A-1 redeemable convertible preferred stock | Series A-1 redeemable convertible preferred stock | Series B redeemable convertible preferred stock | Series B redeemable convertible preferred stock | Series B redeemable convertible preferred stock | Series C redeemable convertible preferred stock | Series C redeemable convertible preferred stock | Series C redeemable convertible preferred stock | Series D redeemable convertible preferred stock | Series D redeemable convertible preferred stock | Series D redeemable convertible preferred stock | Series D redeemable convertible preferred stock | Series E redeemable convertible preferred stock | Series E redeemable convertible preferred stock | Series E redeemable convertible preferred stock | Series E redeemable convertible preferred stock | ||||
item | item | Minimum | Minimum | Minimum | ||||||||||||||||||||||||
Redeemable convertible preferred stock | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Common stock, authorized shares | 200,000,000 | ' | 50,000,000 | 20,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Preferred stock, authorized shares | ' | ' | ' | ' | ' | ' | ' | ' | ' | 14,671,269 | ' | ' | 0 | 3,409,977 | ' | 0 | 2,882,062 | ' | 0 | 4,531,291 | ' | 0 | 2,247,941 | ' | ' | 0 | 1,600,000 | ' |
Redeemable convertible preferred stock, issued shares | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 0 | 3,368,552 | ' | 0 | 2,836,586 | ' | 0 | 4,350,478 | ' | 0 | 2,226,860 | ' | 1,553,393 | 0 | 1,553,393 | ' |
Issue price (in dollars per share) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $2.50 | ' | ' | $2.82 | ' | ' | $3.77 | ' | ' | $7.12 | ' | ' | $12.88 | $12.88 | ' | ' |
Gross proceeds on issuance of preferred stock | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $20,000,000 | ' | ' | ' |
Offering costs | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 100,000 | ' | ' | ' |
Preferred stock repurchased and retired (in shares) | ' | ' | ' | ' | ' | ' | 151,122 | ' | ' | ' | ' | 8,670 | ' | ' | 5,328 | ' | ' | 116,050 | ' | ' | 21,074 | ' | ' | ' | ' | ' | ' | ' |
Repurchase price (in dollars per share) | ' | ' | ' | ' | ' | ' | $12.23 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Total repurchase price | ' | ' | ' | ' | ' | ' | 1,800,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Compensation expense | ' | ' | ' | ' | ' | ' | 500,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Fair value of the repurchased preferred shares | ' | ' | ' | ' | ' | ' | 1,400,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Carrying value of repurchased preferred shares | ' | ' | ' | ' | ' | ' | 600,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Deemed preferred stock dividend reducing additional paid-in capital | ' | 762,000 | ' | ' | ' | ' | 800,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Change in preferred stock | ' | ' | ' | ' | ' | ' | ' | ' | 0 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Shares of common stock into which outstanding shares of redeemable convertible preferred are converted | ' | ' | ' | ' | 14,335,869 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Shares | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Balance at the beginning of the period (in shares) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 3,368,552 | ' | ' | 2,836,586 | ' | ' | 4,350,478 | ' | ' | 2,226,860 | ' | ' | ' | 1,553,393 | ' | ' |
Conversion of preferred stock into common stock upon initial public offering | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | -3,368,552 | ' | ' | -2,836,586 | ' | ' | -4,350,478 | ' | ' | -2,226,860 | ' | ' | ' | -1,553,393 | ' | ' |
Balance at the end of the period (in shares) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 0 | ' | ' | 0 | ' | ' | 0 | ' | ' | 0 | ' | ' | ' | 0 | ' | ' |
Amount | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Balance at the beginning of the period | 68,410,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 8,395,000 | ' | ' | 7,957,000 | ' | ' | 16,373,000 | ' | ' | 15,803,000 | ' | ' | ' | 19,882,000 | ' | ' |
Conversion of preferred stock into common stock upon initial public offering | -68,410,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | -8,395,000 | ' | ' | -7,957,000 | ' | ' | -16,373,000 | ' | ' | -15,803,000 | ' | ' | ' | -19,882,000 | ' | ' |
Balance at the end of the period | ' | ' | ' | ' | ' | ' | 600,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Conversion | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Approval of holders of minimum percentage of outstanding shares required for conversion | ' | ' | ' | ' | ' | ' | ' | 55.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Conversion proceeds upon closing of a firmly underwritten public offering | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 40,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Conversion price upon closing of a firmly underwritten public offering (in dollars per share) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $16.48 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Conversion Rate | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1 | ' | ' | 1 | ' | ' | 1 | ' | ' | 1 | ' | ' | ' | 1 | ' |
Voting Rights | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of shares outstanding to effect and validate voting rights | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 100,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 100,000 | ' | ' | ' | 100,000 |
Approval of holders of minimum percentage of outstanding shares required to effect and validate voting rights | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 55.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 55.00% | ' | ' | ' | 60.00% |
Amount of indebtedness to effect and validate voting rights | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 500,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of members in Board of Directors that can be elected and removed under voting rights by stock holders | ' | ' | ' | ' | ' | 1 | ' | 4 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of members in the Board of Directors | 7 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Dividends | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Dividends rate (as a percent) | ' | ' | ' | ' | ' | ' | ' | 8.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Dividends declared or paid on preferred stock | ' | ' | ' | ' | ' | ' | ' | 0 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Dividends declared or paid on common stock | ' | ' | ' | ' | ' | $0 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Stock_Awards_Details
Stock Awards (Details) | Jan. 31, 2014 | Jan. 31, 2013 | Jan. 31, 2012 | Jan. 31, 2011 | Jan. 31, 2014 | Jan. 31, 2013 | Jan. 31, 2012 | Jan. 31, 2014 | Jan. 31, 2014 | Mar. 02, 2013 | Feb. 05, 2013 | Jan. 31, 2014 | Jan. 31, 2014 | Jan. 31, 2014 | Feb. 02, 2014 | Jan. 31, 2014 | Jan. 31, 2014 | Jan. 31, 2014 | Feb. 02, 2014 |
Stock Options | Stock Options | Stock Options | Stock Options | Restricted stock awards | Restricted stock awards | Restricted stock awards | 2002 Plan | 2002 Plan | 2002 Plan | 2002 Plan | 2002 Plan | 2002 Plan | 2013 Plan | 2013 Plan | 2013 Plan | 2013 Plan | 2013 ESPP | 2013 ESPP | |
Minimum | Stock Options | Stock Options | Stock Options | Restricted stock awards | Subsequent event | Stock Options | Restricted stock awards | Subsequent event | |||||||||||
Stock awards | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Increase in the number of authorized and reserved shares of common stock for grant | ' | ' | ' | ' | ' | ' | ' | ' | ' | 152,000 | 180,000 | ' | ' | ' | 1,239,320 | ' | ' | ' | 495,728 |
Number of shares authorized and reserved for issuance | ' | ' | ' | ' | ' | ' | ' | 3,727,891 | ' | ' | ' | ' | ' | 2,346,695 | 3,586,015 | ' | ' | 469,339 | 965,067 |
Number of shares issued upon the exercise of options and the issuance of restricted stock awards | ' | ' | ' | ' | ' | ' | ' | 2,176,979 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of shares reserved for issuance subject to outstanding options | 1,517,943 | 1,597,354 | 1,872,091 | 1,145,038 | ' | ' | ' | ' | ' | ' | ' | 1,202,531 | ' | ' | ' | 315,412 | ' | ' | ' |
Number of shares reserved for issuance subject to outstanding restricted stock unit awards | ' | ' | ' | ' | 0 | 0 | 15,564 | ' | ' | ' | ' | ' | 119,998 | ' | ' | ' | 318,454 | ' | ' |
Number of shares available for grant included in total shares reserved for issuance | ' | ' | ' | ' | ' | ' | ' | 228,383 | ' | ' | ' | ' | ' | 1,712,829 | ' | ' | ' | ' | ' |
Maximum exercise price as a percentage of fair value of common stock on the date of grant | ' | ' | ' | ' | ' | ' | ' | ' | 100.00% | ' | ' | ' | ' | ' | ' | ' | ' | 85.00% | ' |
Percentage of increase in shares reserved for issuance on February 1 of each fiscal year, starting on February 1, 2014 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 5.00% | ' | ' | ' | 2.00% | ' |
Increase in shares reserved for issuance on February 1 of each fiscal year, starting on February 1, 2014 (in shares) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,408,017 | ' |
Stock_Awards_Details_2
Stock Awards (Details 2) (USD $) | 12 Months Ended | ||||
In Millions, except Share data, unless otherwise specified | Jan. 31, 2014 | Jan. 31, 2013 | Jan. 31, 2012 | Jan. 31, 2011 | Jan. 31, 2009 |
Stock Options | ' | ' | ' | ' | ' |
Stock awards | ' | ' | ' | ' | ' |
Vesting period | '4 years | ' | ' | ' | ' |
Weighted-average fair value on the date of grant (in dollars per share) | $10.34 | $4.98 | $2.88 | ' | ' |
Intrinsic value of stock options exercised | $7.10 | $3.70 | $0.60 | ' | ' |
Number of Shares | ' | ' | ' | ' | ' |
Outstanding at the beginning of the period (in shares) | 1,597,354 | 1,872,091 | 1,145,038 | ' | ' |
Granted (in shares) | 497,163 | 185,400 | 922,794 | ' | ' |
Exercised (in shares) | -459,137 | -417,267 | -159,102 | -54,474 | -85,786 |
Forfeited (in shares) | -117,437 | -42,870 | -36,639 | ' | ' |
Outstanding at the end of the period (in shares) | 1,517,943 | 1,597,354 | 1,872,091 | 1,145,038 | ' |
Weighted-Average Exercise Price | ' | ' | ' | ' | ' |
Outstanding at the beginning of the period (in dollars per share) | $4.19 | $3.05 | $0.90 | ' | ' |
Granted (in dollars per share) | $19.95 | $9.23 | $5.28 | ' | ' |
Exercised (in dollars per share) | $2.68 | $1.33 | $0.78 | ' | ' |
Forfeited (in dollars per share) | $8.64 | $4.05 | $2.60 | ' | ' |
Outstanding at the end of the period (in dollars per share) | $9.46 | $4.19 | $3.05 | $0.90 | ' |
Stock Options | Maximum | ' | ' | ' | ' | ' |
Stock awards | ' | ' | ' | ' | ' |
Term of the award | '10 years | ' | ' | ' | ' |
Stock Options | First year anniversary | ' | ' | ' | ' | ' |
Stock awards | ' | ' | ' | ' | ' |
Vesting percentage | 25.00% | ' | ' | ' | ' |
Restricted stock awards | ' | ' | ' | ' | ' |
Stock awards | ' | ' | ' | ' | ' |
Restricted shares associated with the early exercise provision outstanding | 0 | 0 | 15,564 | ' | ' |
Stock_Awards_Details_3
Stock Awards (Details 3) (USD $) | 12 Months Ended | ||
In Millions, except Share data, unless otherwise specified | Jan. 31, 2014 | Jan. 31, 2013 | Jan. 31, 2012 |
Options Outstanding | ' | ' | ' |
Number of Shares Outstanding (in shares) | 1,517,943 | ' | ' |
Weighted-Average Remaining Contractual Life | '7 years 7 months 6 days | ' | ' |
Weighted-Average Exercise Price (in dollars per share) | $9.46 | ' | ' |
Options Exercisable | ' | ' | ' |
Number of Shares Exercisable (in shares) | 763,826 | ' | ' |
Weighted-Average Exercise Price (in dollars per share) | $4.93 | ' | ' |
Additional disclosure | ' | ' | ' |
Aggregate intrinsic value of options outstanding | $19.10 | $10.50 | $5.40 |
Aggregate intrinsic value of options exercisable | $12.60 | $7 | $3.90 |
$0.55 - 2.23 | ' | ' | ' |
Summary of information about stock options outstanding and exercisable | ' | ' | ' |
Exercise price, low end of range (in dollars per share) | $0.55 | ' | ' |
Exercise price, high end of range (in dollars per share) | $2.23 | ' | ' |
Options Outstanding | ' | ' | ' |
Number of Shares Outstanding (in shares) | 303,132 | ' | ' |
Weighted-Average Remaining Contractual Life | '4 years 11 months 8 days | ' | ' |
Weighted-Average Exercise Price (in dollars per share) | $1.17 | ' | ' |
Options Exercisable | ' | ' | ' |
Number of Shares Exercisable (in shares) | 281,900 | ' | ' |
Weighted-Average Exercise Price (in dollars per share) | $1.10 | ' | ' |
5.48 | ' | ' | ' |
Summary of information about stock options outstanding and exercisable | ' | ' | ' |
Exercise price, low end of range (in dollars per share) | $5.48 | ' | ' |
Exercise price, high end of range (in dollars per share) | $5.48 | ' | ' |
Options Outstanding | ' | ' | ' |
Number of Shares Outstanding (in shares) | 528,626 | ' | ' |
Weighted-Average Remaining Contractual Life | '7 years 5 months 16 days | ' | ' |
Weighted-Average Exercise Price (in dollars per share) | $5.48 | ' | ' |
Options Exercisable | ' | ' | ' |
Number of Shares Exercisable (in shares) | 332,193 | ' | ' |
Weighted-Average Exercise Price (in dollars per share) | $5.48 | ' | ' |
5.93 - 10.78 | ' | ' | ' |
Summary of information about stock options outstanding and exercisable | ' | ' | ' |
Exercise price, low end of range (in dollars per share) | $5.93 | ' | ' |
Exercise price, high end of range (in dollars per share) | $10.78 | ' | ' |
Options Outstanding | ' | ' | ' |
Number of Shares Outstanding (in shares) | 370,773 | ' | ' |
Weighted-Average Remaining Contractual Life | '8 years 6 months | ' | ' |
Weighted-Average Exercise Price (in dollars per share) | $9.09 | ' | ' |
Options Exercisable | ' | ' | ' |
Number of Shares Exercisable (in shares) | 125,923 | ' | ' |
Weighted-Average Exercise Price (in dollars per share) | $8.31 | ' | ' |
16.33 - 28.54 | ' | ' | ' |
Summary of information about stock options outstanding and exercisable | ' | ' | ' |
Exercise price, low end of range (in dollars per share) | $16.33 | ' | ' |
Exercise price, high end of range (in dollars per share) | $28.54 | ' | ' |
Options Outstanding | ' | ' | ' |
Number of Shares Outstanding (in shares) | 309,662 | ' | ' |
Weighted-Average Remaining Contractual Life | '9 years 5 months 16 days | ' | ' |
Weighted-Average Exercise Price (in dollars per share) | $24.45 | ' | ' |
Options Exercisable | ' | ' | ' |
Number of Shares Exercisable (in shares) | 23,810 | ' | ' |
Weighted-Average Exercise Price (in dollars per share) | $24.83 | ' | ' |
29.96 | ' | ' | ' |
Summary of information about stock options outstanding and exercisable | ' | ' | ' |
Exercise price, low end of range (in dollars per share) | $29.96 | ' | ' |
Exercise price, high end of range (in dollars per share) | $29.96 | ' | ' |
Options Outstanding | ' | ' | ' |
Number of Shares Outstanding (in shares) | 5,750 | ' | ' |
Weighted-Average Remaining Contractual Life | '9 years 7 months 28 days | ' | ' |
Weighted-Average Exercise Price (in dollars per share) | $29.96 | ' | ' |
Stock_Awards_Details_4
Stock Awards (Details 4) (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Jan. 31, 2014 | Jan. 31, 2013 | Jan. 31, 2012 |
Weighted-average assumptions used to compute the fair value of all options granted | ' | ' | ' |
Income tax benefit recognized relating to stock-based compensation expense | $0 | ' | ' |
Tax benefits realized from exercised stock options | 0 | ' | ' |
Stock Options | ' | ' | ' |
Weighted-average assumptions used to compute the fair value of all options granted | ' | ' | ' |
Risk-free interest rate, minimum (as a percent) | 1.01% | 0.79% | 1.08% |
Risk-free interest rate, maximum (as a percent) | 1.94% | 1.40% | 2.70% |
Unrecognized compensation costs related to unvested stock options | $4.50 | ' | ' |
Weighted-average period over which unrecognized compensation costs are expected to be recognized | '2 years 5 months 12 days | ' | ' |
Stock Options | Minimum | ' | ' | ' |
Weighted-average assumptions used to compute the fair value of all options granted | ' | ' | ' |
Expected life | '5 years 3 months 7 days | '5 years 10 months 28 days | '5 years 8 months 8 days |
Expected volatility (as a percent) | 48.30% | 57.90% | 58.30% |
Stock Options | Maximum | ' | ' | ' |
Weighted-average assumptions used to compute the fair value of all options granted | ' | ' | ' |
Expected life | '6 years 29 days | '6 years 29 days | '6 years 29 days |
Expected volatility (as a percent) | 56.80% | 59.90% | 59.20% |
Stock_Awards_Details_5
Stock Awards (Details 5) (USD $) | 12 Months Ended | 0 Months Ended | 12 Months Ended | 0 Months Ended | 12 Months Ended | 0 Months Ended | 0 Months Ended | 12 Months Ended | |||||||||||
Jan. 31, 2014 | Jan. 31, 2013 | Jan. 31, 2012 | Feb. 05, 2013 | Jan. 31, 2014 | Jan. 31, 2014 | Jan. 31, 2014 | Jan. 31, 2013 | Jan. 31, 2012 | Feb. 05, 2013 | Feb. 05, 2013 | Jan. 31, 2014 | Feb. 05, 2013 | Feb. 05, 2013 | Jan. 31, 2014 | Jul. 31, 2012 | Jan. 31, 2014 | Jan. 31, 2014 | Jan. 31, 2014 | |
Flowdock Oy | Restricted Stock Units | Restricted Stock Units | Restricted stock | Restricted stock | Restricted stock | 2002 Plan | 2002 Plan | 2002 Plan | 2002 Plan | 2002 Plan | 2002 Plan | 2002 Plan | 2013 ESPP | 2013 Plan | 2013 Plan | ||||
Restricted Stock Units | Restricted Stock Units | Restricted Stock Units | Restricted Stock Units | Restricted Stock Units | Restricted stock | Restricted stock | Restricted Stock Units | Restricted stock | |||||||||||
Flowdock Oy | Flowdock Oy | Apr-14 | Feb-15 | Agile Advantage, Inc | |||||||||||||||
Subsequent event | |||||||||||||||||||
Restricted Stock Units and Employee Stock Purchase Plan | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Vesting percentage | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 50.00% | 50.00% | ' | ' | ' | ' | ' |
RSUs represent additional indemnification in connection with the purchase of Flowdock Oy | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 50,000 | ' | ' | ' | ' | ' | ' | ' | ' |
Number of shares released in full | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 50,000 | ' | ' | ' | ' | ' | ' | ' |
Granted (in shares) | ' | ' | ' | ' | ' | 464,942 | ' | ' | ' | 119,998 | ' | ' | ' | ' | ' | ' | ' | 344,944 | ' |
Vesting period | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '4 years | ' |
Number of Shares | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Outstanding at the beginning of the period (in shares) | ' | ' | ' | ' | ' | ' | 0 | 0 | 15,564 | ' | ' | ' | ' | ' | 119,998 | ' | ' | ' | 318,454 |
Granted (in shares) | ' | ' | ' | ' | ' | 464,942 | ' | ' | ' | 119,998 | ' | ' | ' | ' | ' | ' | ' | 344,944 | ' |
Forfeited (in shares) | ' | ' | ' | ' | ' | -5,960 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Outstanding at the beginning of the period (in shares) | ' | ' | ' | ' | 458,982 | 458,982 | 0 | 0 | 15,564 | ' | ' | ' | ' | ' | 119,998 | ' | ' | ' | 318,454 |
Weighted-Average Grant Date Fair Value | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Granted (in dollars per share) | ' | ' | ' | ' | $20.88 | $20.93 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Forfeited (in dollars per share) | ' | ' | ' | ' | ' | $24.77 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Outstanding at the end of the period (in dollars per share) | ' | ' | ' | ' | $20.88 | $20.88 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Weighted-average remaining contractual life | ' | ' | ' | ' | '1 year 8 months 12 days | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Grant date fair value of the units granted (in dollars per share) | ' | ' | ' | ' | $20.88 | $20.93 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Unrecognized stock-based compensation | ' | ' | ' | ' | $7,300,000 | $7,300,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Shares of restricted stock issued | ' | ' | ' | 119,993 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 9,600 | ' | ' | ' |
Fair value of shares of restricted stock issued and recorded as compensation expense | 4,451,000 | 957,000 | 568,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 100,000 | ' | ' | ' |
Period over which fair value of shares of restricted stock issued will be recorded as compensation expense | ' | ' | ' | ' | ' | '2 years 10 months 10 days | ' | ' | ' | ' | ' | ' | ' | ' | ' | '12 months | '4 months 24 days | ' | ' |
Exercise price as a percentage of the fair value of common stock on the date of grant | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 85.00% | ' | ' |
Shares issued | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 158,329 | ' | ' |
Aggregate purchase price | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,800,000 | ' | ' |
Accumulated employee withholdings | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $500,000 | ' | ' |
Stock_Awards_Details_6
Stock Awards (Details 6) (2013 ESPP, USD $) | 12 Months Ended |
In Millions, unless otherwise specified | Jan. 31, 2014 |
Weighted-average assumptions were used to calculate our stock-based compensation for each stock purchase right granted | ' |
Expected volatility (as a percent) | 45.60% |
Unrecognized compensation costs | $0.20 |
Weighted-average period over which unrecognized compensation costs are expected to be recognized | '4 months 24 days |
Minimum | ' |
Weighted-average assumptions were used to calculate our stock-based compensation for each stock purchase right granted | ' |
Expected life | '8 months 1 day |
Risk-free interest rate (as a percent) | 0.09% |
Maximum | ' |
Weighted-average assumptions were used to calculate our stock-based compensation for each stock purchase right granted | ' |
Expected life | '1 year 2 months 1 day |
Risk-free interest rate (as a percent) | 0.11% |
Information_by_Geographic_Area2
Information by Geographic Areas (Details) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Jan. 31, 2014 | Jan. 31, 2013 | Jan. 31, 2012 |
Revenue by geographic region | ' | ' | ' |
Total revenue | $74,329 | $56,846 | $41,325 |
United States | ' | ' | ' |
Revenue by geographic region | ' | ' | ' |
Total revenue | 63,575 | 49,233 | 35,660 |
International | ' | ' | ' |
Revenue by geographic region | ' | ' | ' |
Total revenue | $10,754 | $7,613 | $5,665 |
International | Total revenue | Geographic Concentration | Maximum | ' | ' | ' |
Revenue by geographic region | ' | ' | ' |
Percentage of total revenue | 6.00% | 6.00% | 6.00% |
Income_Taxes_Details
Income Taxes (Details) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Jan. 31, 2014 | Jan. 31, 2013 | Jan. 31, 2012 |
Net loss before income taxes: | ' | ' | ' |
Domestic | ($22,249) | ($11,059) | ($11,615) |
Foreign | 2,291 | 407 | 23 |
Net loss before income taxes | -19,958 | -10,652 | -11,592 |
Current provision: | ' | ' | ' |
Foreign | 173 | 128 | ' |
Current provision | 173 | 128 | ' |
Income tax provision (benefit) | 173 | 128 | ' |
Reconciliation of effective tax rate: | ' | ' | ' |
Federal taxes at statutory rate (as a percent) | 35.00% | 35.00% | 35.00% |
State taxes, net of federal benefit (as a percent) | 3.60% | 2.50% | 2.70% |
Permanent items (as a percent) | -9.20% | -8.40% | -4.70% |
Valuation allowance (as a percent) | -34.30% | -40.60% | -39.70% |
Research and experimentation credits (as a percent) | ' | 10.10% | 6.50% |
Foreign rate differential (as a percent) | 1.20% | 0.30% | -0.30% |
Other (as a percent) | 2.80% | -0.10% | 0.50% |
Effective income tax rate (as a percent) | -0.90% | -1.20% | ' |
Deferred tax assets: | ' | ' | ' |
Research and experimentation carryforwards | 3,704 | 3,704 | ' |
Net operating loss carryforwards | 28,390 | 24,312 | ' |
Deferred compensation | 587 | 397 | ' |
Deferred revenue | 2,052 | 356 | ' |
Intangible assets | 293 | 134 | ' |
Deferred rent | 618 | 374 | ' |
Other | 836 | 318 | ' |
Gross deferred tax assets | 36,480 | 29,595 | ' |
Deferred tax liabilities: | ' | ' | ' |
Fixed assets | 229 | 240 | ' |
Gross deferred tax liabilities | 229 | 240 | ' |
Net deferred tax assets before valuation allowance | 36,251 | 29,355 | ' |
Valuation allowance | ($36,251) | ($29,355) | ' |
Income_Taxes_Details_2
Income Taxes (Details 2) (USD $) | 12 Months Ended | 3 Months Ended | |||
In Millions, unless otherwise specified | Jan. 31, 2014 | Jan. 31, 2013 | Jan. 31, 2014 | Jan. 31, 2014 | Jan. 31, 2014 |
Federal | State | Flowdock Oy | |||
Net operating loss carryforwards | ' | ' | ' | ' | ' |
Current tax liability | ' | ' | ' | ' | $0.60 |
Deferred charge | ' | ' | ' | ' | 0.3 |
Increase in the amount of valuation allowance due to an increase in deferred tax assets | 6.9 | 4.3 | ' | ' | ' |
Amount of net operating loss carryforwards | ' | ' | $75.30 | $56.50 | ' |
Income_Taxes_Details_3
Income Taxes (Details 3) (Federal research and experimentation tax credit carryforwards, Federal, USD $) | Jan. 31, 2014 |
In Millions, unless otherwise specified | |
Federal research and experimentation tax credit carryforwards | Federal | ' |
Federal research and experimentation tax credit carryforwards | ' |
Amount of federal research and experimentation tax credit carryforwards | $3.70 |
Net_Loss_Per_Share_Attributabl2
Net Loss Per Share Attributable to Common Stockholders (Details) (USD $) | 12 Months Ended | ||
In Thousands, except Share data, unless otherwise specified | Jan. 31, 2014 | Jan. 31, 2013 | Jan. 31, 2012 |
Common stock equivalents excluded from consideration in diluted net loss per share | ' | ' | ' |
Common stock equivalents excluded from consideration in diluted net loss per share (in shares) | 1,734,605 | 16,128,869 | 16,409,570 |
Numerator: | ' | ' | ' |
Net loss | ($20,131) | ($10,780) | ($11,592) |
Accretion of redeemable convertible preferred stock | ' | ' | -22 |
Preferred stock deemed dividend | ' | ' | -762 |
Net loss attributable to common stockholders | ($20,131) | ($10,780) | ($12,376) |
Denominator: | ' | ' | ' |
Weighted-average shares of common stock outstanding, basic and diluted | 19,841,000 | 2,101,000 | 1,869,000 |
Net loss per common share, basic and diluted (in dollars per share) | ($1.01) | ($5.13) | ($6.62) |
Redeemable convertible preferred stock | ' | ' | ' |
Common stock equivalents excluded from consideration in diluted net loss per share | ' | ' | ' |
Common stock equivalents excluded from consideration in diluted net loss per share (in shares) | ' | 14,335,869 | 14,335,869 |
Options to purchase | Common stock | ' | ' | ' |
Common stock equivalents excluded from consideration in diluted net loss per share | ' | ' | ' |
Common stock equivalents excluded from consideration in diluted net loss per share (in shares) | 1,218,531 | 1,597,354 | 1,872,091 |
Warrants to purchase | Common stock | ' | ' | ' |
Common stock equivalents excluded from consideration in diluted net loss per share | ' | ' | ' |
Common stock equivalents excluded from consideration in diluted net loss per share (in shares) | 13,728 | 48,400 | 48,400 |
Warrants to purchase | Redeemable convertible preferred stock | ' | ' | ' |
Common stock equivalents excluded from consideration in diluted net loss per share | ' | ' | ' |
Common stock equivalents excluded from consideration in diluted net loss per share (in shares) | ' | 137,646 | 137,646 |
Restricted common stock | ' | ' | ' |
Common stock equivalents excluded from consideration in diluted net loss per share | ' | ' | ' |
Common stock equivalents excluded from consideration in diluted net loss per share (in shares) | ' | 9,600 | 15,564 |
Restricted Stock Units | ' | ' | ' |
Common stock equivalents excluded from consideration in diluted net loss per share | ' | ' | ' |
Common stock equivalents excluded from consideration in diluted net loss per share (in shares) | 458,982 | ' | ' |
ESPP obligations | ' | ' | ' |
Common stock equivalents excluded from consideration in diluted net loss per share | ' | ' | ' |
Common stock equivalents excluded from consideration in diluted net loss per share (in shares) | 43,364 | ' | ' |
Employee_Benefit_Plan_Details
Employee Benefit Plan (Details) (USD $) | 12 Months Ended |
Jan. 31, 2014 | |
Employee Benefit Plan | ' |
Minimum age to be attained in order to participate in the 401(k) Plan | '21 years |
Maximum employee contribution as a percentage of eligible compensation | 90.00% |
Amount of employee contribution or matching provisions | $0 |
Commitments_and_Contingencies_1
Commitments and Contingencies (Details) (USD $) | 0 Months Ended | 1 Months Ended | 12 Months Ended |
Jun. 10, 2013 | Sep. 30, 2013 | Jan. 31, 2014 | |
sqft | item | ||
Operating leases | ' | ' | ' |
Cash pledged to the landlord as a security deposit | ' | ' | $4,200,000 |
Boulder, Colorado | ' | ' | ' |
Operating leases | ' | ' | ' |
Space under lease (in square feet) | 89,000 | ' | ' |
Lease term | '10 years | ' | ' |
Number of five year periods for which the term of the lease can be extended under option | ' | ' | 2 |
Period for which each option to extend the lease term is available | ' | ' | '5 years |
Cash pledged to the landlord as a security deposit | ' | 4,200,000 | ' |
Letters of credit, amount cancelled | ' | 2,500,000 | ' |
Financial covenant compliance period | ' | '5 years | ' |
Cash security deposit assuming no default under lease and compliance of certain financial covenants | ' | 2,100,000 | ' |
Tenant finish allowance | ' | ' | $4,600,000 |
Raleigh, North Carolina | ' | ' | ' |
Operating leases | ' | ' | ' |
Space under lease (in square feet) | ' | ' | 10,000 |
Seattle, Washington | ' | ' | ' |
Operating leases | ' | ' | ' |
Space under lease (in square feet) | ' | ' | 5,200 |
Denver, Colorado | Less than | ' | ' | ' |
Operating leases | ' | ' | ' |
Space under lease (in square feet) | ' | ' | 5,000 |
London, England | Less than | ' | ' | ' |
Operating leases | ' | ' | ' |
Space under lease (in square feet) | ' | ' | 5,000 |
Melbourne, Australia | Less than | ' | ' | ' |
Operating leases | ' | ' | ' |
Space under lease (in square feet) | ' | ' | 5,000 |
Helsinki, Finland | Less than | ' | ' | ' |
Operating leases | ' | ' | ' |
Space under lease (in square feet) | ' | ' | 5,000 |
Singapore | Less than | ' | ' | ' |
Operating leases | ' | ' | ' |
Space under lease (in square feet) | ' | ' | 5,000 |
Amsterdam, the Netherlands | Less than | ' | ' | ' |
Operating leases | ' | ' | ' |
Space under lease (in square feet) | ' | ' | 5,000 |
Commitments_and_Contingencies_2
Commitments and Contingencies (Details 2) (USD $) | 12 Months Ended | ||
Jan. 31, 2014 | Jan. 31, 2013 | Jan. 31, 2012 | |
Operating leases | ' | ' | ' |
Rent expense | $2,300,000 | $1,600,000 | $400,000 |
Future minimum lease payments under operating leases | ' | ' | ' |
2015 | 2,730,000 | ' | ' |
2016 | 4,164,000 | ' | ' |
2017 | 4,625,000 | ' | ' |
2018 | 4,520,000 | ' | ' |
2019 | 4,419,000 | ' | ' |
Thereafter | 29,491,000 | ' | ' |
Total future minimum lease payments | 49,949,000 | ' | ' |
Self-insurance reserves | ' | ' | ' |
Self insurance liabilities | $100,000 | $200,000 | ' |
Commitments_and_Contingencies_3
Commitments and Contingencies (Details 3) (Severance, USD $) | 12 Months Ended |
In Millions, unless otherwise specified | Jan. 31, 2014 |
Severance | ' |
Severance obligations included in accrued liabilities | $0.20 |
Sales and marketing | ' |
Severance | ' |
Severance obligations | 1.1 |
Severance obligations payable in cash | 1 |
Severance obligations, share-based compensation | $0.10 |