Document_and_Entity_Informatio
Document and Entity Information | 3 Months Ended | |
Apr. 30, 2015 | Jun. 01, 2015 | |
Document and Entity Information | ||
Entity Registrant Name | Rally Software Development Corp | |
Entity Central Index Key | 1313911 | |
Document Type | 10-Q | |
Document Period End Date | 30-Apr-15 | |
Amendment Flag | FALSE | |
Current Fiscal Year End Date | -30 | |
Entity Current Reporting Status | Yes | |
Entity Filer Category | Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 25,647,852 | |
Document Fiscal Year Focus | 2015 | |
Document Fiscal Period Focus | Q1 |
Condensed_Consolidated_Balance
Condensed Consolidated Balance Sheets (USD $) | Apr. 30, 2015 | Jan. 31, 2015 |
In Thousands, unless otherwise specified | ||
Current assets: | ||
Cash and cash equivalents | $14,564 | $15,175 |
Short-term investments | 53,152 | 51,410 |
Restricted cash | 15 | |
Accounts receivable, net | 19,014 | 25,986 |
Other receivables | 384 | 117 |
Prepaid expenses and other current assets | 3,799 | 3,393 |
Total current assets | 90,913 | 96,096 |
Property and equipment, net | 5,444 | 5,419 |
Goodwill | 2,049 | 2,104 |
Intangible assets, net | 1,250 | 1,382 |
Restricted cash | 4,200 | 4,200 |
Other assets | 503 | 671 |
Total assets | 104,359 | 109,872 |
Current liabilities: | ||
Accounts payable | 3,467 | 3,230 |
Accrued liabilities | 4,353 | 5,511 |
Deferred revenue | 43,733 | 43,978 |
Employee stock purchase plan withholding | 1,126 | 425 |
Other current liabilities | 1,531 | 1,484 |
Total current liabilities | 54,210 | 54,628 |
Deferred revenue, net of current portion | 458 | 697 |
Other long-term liabilities | 1,105 | 876 |
Total liabilities | 55,773 | 56,201 |
Commitments and contingencies | ||
Stockholders' equity: | ||
Common stock, $0.0001 par value per share. At April 30, 2015 and January 31, 2015, authorized, 200,000,000 shares; issued and outstanding, 25,643,234 and 25,416,609 shares, respectively | 3 | 3 |
Additional paid-in capital | 185,374 | 183,532 |
Accumulated deficit | -136,350 | -129,424 |
Accumulated other comprehensive loss | -441 | -440 |
Total stockholders' equity | 48,586 | 53,671 |
Total liabilities and stockholders' equity | $104,359 | $109,872 |
Condensed_Consolidated_Balance1
Condensed Consolidated Balance Sheets (Parenthetical) (USD $) | Apr. 30, 2015 | Jan. 31, 2015 |
Condensed Consolidated Balance Sheets | ||
Common stock, par value per share (in dollars per share) | $0.00 | $0.00 |
Common stock, authorized shares | 200,000,000 | 200,000,000 |
Common stock, issued shares | 25,643,234 | 25,416,609 |
Common stock, outstanding shares | 25,643,234 | 25,416,609 |
Condensed_Consolidated_Stateme
Condensed Consolidated Statements of Operations (USD $) | 3 Months Ended | |||
In Thousands, except Per Share data, unless otherwise specified | Apr. 30, 2015 | Apr. 30, 2014 | ||
Revenue: | ||||
Subscription and support | $19,203 | $16,105 | ||
Perpetual license | 267 | 639 | ||
Total product revenue | 19,470 | 16,744 | ||
Professional services | 4,981 | 2,687 | ||
Total revenue | 24,451 | 19,431 | ||
Cost of revenue: | ||||
Product | 2,977 | [1] | 2,396 | [1] |
Professional services | 4,033 | [1] | 2,771 | [1] |
Total cost of revenue | 7,010 | 5,167 | ||
Gross profit | 17,441 | 14,264 | ||
Operating expenses: | ||||
Sales and marketing | 12,992 | [1] | 11,410 | [1] |
Research and development | 6,314 | [1] | 5,986 | [1] |
General and administrative | 5,164 | [1] | 5,188 | [1] |
Total operating expenses | 24,470 | 22,584 | ||
Loss from operations | -7,029 | -8,320 | ||
Other (expense) income: | ||||
Interest and other income | 52 | 39 | ||
Loss on foreign currency transactions and other gain (loss) | -84 | -82 | ||
Loss before provision for income taxes | -7,061 | -8,363 | ||
Provision (benefit) for income taxes | -135 | 118 | ||
Net loss attributable to common stockholders | ($6,926) | ($8,481) | ||
Net loss per common share: | ||||
Basic and diluted (in dollars per share) | ($0.27) | ($0.34) | ||
Weighted-average common shares outstanding: | ||||
Basic and diluted (in shares) | 25,538 | 24,816 | ||
[1] | Includes stock-based compensation expense as follows:Three Months Ended April 30, B B B B 2015B B B B 2014Cost of product revenue $ 94$ 95Cost of professional services revenue B 73B 89Sales and marketing B 435B 438Research and development B 305B 412General and administrative B 656B 522$ 1,563$ 1,556 |
Condensed_Consolidated_Stateme1
Condensed Consolidated Statements of Operations (Parenthetical) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Apr. 30, 2015 | Apr. 30, 2014 |
Stock-based compensation expense | $1,563 | $1,556 |
Cost of product revenue | ||
Stock-based compensation expense | 94 | 95 |
Cost of professional services revenue | ||
Stock-based compensation expense | 73 | 89 |
Sales and marketing | ||
Stock-based compensation expense | 435 | 438 |
Research and development | ||
Stock-based compensation expense | 305 | 412 |
General and administrative | ||
Stock-based compensation expense | $656 | $522 |
Condensed_Consolidated_Stateme2
Condensed Consolidated Statements of Comprehensive Loss (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Apr. 30, 2015 | Apr. 30, 2014 |
Condensed Consolidated Statements of Comprehensive Loss | ||
Net loss | ($6,926) | ($8,481) |
Other comprehensive loss, net of tax: | ||
Foreign currency translation adjustments | -1 | 56 |
Comprehensive loss | ($6,927) | ($8,425) |
Condensed_Consolidated_Stateme3
Condensed Consolidated Statements of Cash Flows (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Apr. 30, 2015 | Apr. 30, 2014 |
Cash flow from operating activities: | ||
Net loss | ($6,926) | ($8,481) |
Adjustments to reconcile net loss to net cash provided by (used in) operating activities: | ||
Depreciation and amortization | 762 | 724 |
Noncash stock-based compensation expense | 1,563 | 1,556 |
Other | 5 | 19 |
Changes in operating assets and liabilities: | ||
Accounts receivable | 6,972 | 5,742 |
Other receivables | -268 | -30 |
Prepaid expenses and other current assets | -405 | -867 |
Restricted cash | 15 | |
Other assets | 155 | 36 |
Accounts payable and accrued liabilities | -1,159 | -1,183 |
Deferred revenue | -484 | -1,075 |
Other current liabilities | 748 | 815 |
Other long-term liabilities | -228 | 15 |
Net cash provided by (used) in operating activities | 1,206 | -2,759 |
Cash flows from investing activities: | ||
Purchase of property and equipment | -365 | -648 |
Purchase of investments | -27,958 | |
Proceeds from maturities of investments | 26,225 | |
Proceeds from sale of property and equipment | 1 | 1 |
Net cash (used) in investing activities | -2,097 | -647 |
Cash flows from financing activities: | ||
Proceeds from exercise of common stock options | 470 | 246 |
Proceeds from exercise of common stock warrants | 20 | |
Payment of payroll taxes related to net settled restricted stock units | -210 | |
Net cash provided by financing activities | 280 | 246 |
Net (decrease) in cash and cash equivalents | -611 | -3,160 |
Cash and cash equivalents-beginning of period | 15,175 | 88,891 |
Cash and cash equivalents-end of period | 14,564 | 85,731 |
Supplementary information: | ||
Cash paid for income taxes | 92 | 44 |
Noncash investing and financing activities: | ||
Property and equipment purchases in accounts payable | $340 | $304 |
Description_and_Nature_of_Busi
Description and Nature of Business and Operations | 3 Months Ended |
Apr. 30, 2015 | |
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) delivers software and services that drive agility. Organizations worldwide use our solutions to navigate evolving market demands, improve performance, and accelerate the pace of innovation to deliver value faster. Our enterprise class cloud-based platform transforms the way organizations manage the software development lifecycle by aligning software development with strategic business objectives, facilitating collaboration, and increasing transparency. By applying Agile and Lean approaches, our consulting and training services help companies innovate, lead, adapt, and deliver. | |
Our headquarters are located in Boulder, Colorado. We were incorporated in the State of Delaware on July 12, 2001. At April 30, 2015, 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 on April 30, July 31, October 31 and January 31. | |
As further described under note 15, Subsequent Events, below, on May 27, 2015, we entered into an Acquisition Agreement (the Acquisition Agreement) with CA, Inc., a Delaware corporation (CA), and Grand Prix Acquisition Corp., a Delaware corporation and wholly owned subsidiary of CA (Purchaser). Pursuant to the Acquisition Agreement, and upon the terms and subject to the conditions thereof, Purchaser has agreed to commence a cash tender offer to acquire all of the shares of our common stock (the Offer). Following the consummation of the Offer, the Acquisition Agreement provides that Purchaser will merge with and into us (the Merger) and we will become a wholly owned subsidiary of CA. | |
Summary_of_Significant_Account
Summary of Significant Accounting Policies | 3 Months Ended | |||
Apr. 30, 2015 | ||||
Summary of Significant Accounting Policies | ||||
Summary of Significant Accounting Policies | ||||
(2) Summary of Significant Accounting Policies | ||||
(a) Basis of Presentation and Consolidation | ||||
The accompanying unaudited condensed consolidated financial statements and condensed notes have been prepared in accordance with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and disclosures required by generally accepted accounting principles in the United States (GAAP) for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring adjustments) considered necessary for fair financial statement presentation have been included. The results of operations for the three months ended April 30, 2015 are not necessarily indicative of the results to be expected for the year ending January 31, 2016 or for other interim periods or future years. The condensed consolidated balance sheet as of January 31, 2015 is derived from the audited financial statements as of that date, but does not include all of the information and footnotes required by GAAP for complete financial statements. The accompanying condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and related notes included in our Annual Report on Form 10-K dated as of, and filed with the Securities and Exchange Commission, or SEC, on April 7, 2015. | ||||
(b) Use of Estimates | ||||
The preparation of condensed consolidated financial statements in conformity with 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, including stock-based compensation; impairment assessment of goodwill, intangible assets and other long-lived assets; and income taxes. 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. | ||||
(c) Cash and Cash Equivalents | ||||
We consider all highly liquid investments purchased with an original maturity of 90 days or less to be cash equivalents. Cash equivalents consist primarily of investments in a money market mutual fund, a bank money market account and certificates of deposit. We record money market funds at the net asset value reported by the investment manager as there are no restrictions on our ability, contractual or otherwise, to redeem our investments at the stated net asset value reported by the investment manager. | ||||
(d) Investment Securities | ||||
Investment securities at April 30, 2015 consist of certificates of deposit and commercial paper. We classify our debt securities as held-to-maturity. Held-to-maturity debt securities are those debt securities in which we have the ability and intent to hold the security until maturity. Held-to-maturity debt securities are recorded at amortized cost, adjusted for the amortization or accretion of premiums or discounts. Premiums and discounts on debt securities are amortized or accreted over the life of the related held-to-maturity security as an adjustment to yield using the effective-interest method. Such amortization and accretion is included in the “Interest and other income” line item in our condensed consolidated statements of operations. Dividend and interest income is recognized when earned. Our condensed consolidated statements of operations do not reflect any impairment (that is, the difference between the security’s amortized cost basis and fair value) on held-to-maturity debt securities due to the fact that management has no intent to sell and believes that it is more likely than not that we will not be required to sell a security prior to any recovery. | ||||
(e) Property and Equipment and Acquired Intangible Assets | ||||
Property and equipment are recorded at cost. 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 condensed 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 | 3 - 5 years | |||
Trademark and domain names | 15 years | |||
We evaluate long-lived assets, such as property and equipment and definite-lived intangible assets for impairment whenever events or changes in circumstances indicate that the carrying value of an asset group may not be recoverable. For the purposes of impairment testing, we have determined that we have one group of assets. 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. | ||||
(f) Goodwill and 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 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. To date, no such impairment has occurred. | ||||
(g) 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 condensed 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. | ||||
(h) 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, which includes reimbursed expenses 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. Reimbursement revenue was approximately $0.5 million and $0.3 million for the three months ended April 30, 2015 and 2014, respectively. | ||||
(i) 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 by employees 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. | ||||
(j) 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 units (RSUs) are measured at fair value based on our share price 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 ESPP), on a straight-line basis over the offering period, which is generally one year with the exception of the initial purchase period within an offering period, which is generally six months. | ||||
(k) Foreign Currency Translation | ||||
The functional currency of our foreign subsidiaries is the local currency. We conduct business in the United Kingdom 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 condensed consolidated statements of operations as we intend to settle these payables in cash. | ||||
(l) Concentration of Credit Risk and Significant Customers | ||||
Financial instruments that potentially subject us to concentrations of credit risk consist primarily of cash, cash equivalents, short-term investments and accounts receivable. At April 30, 2015, we had $38.4 million in certificates of deposits at various financial institutions, of which $28.7 million are fully insured by the Federal Deposit Insurance Corporation. Of the certificates of deposits held at April 30, 2015, $0.2 million were classified as cash equivalents and $38.2 million were classified as short-term investments. Primarily all of the remaining amount of cash, cash equivalents and short-term investments were held at financial institutions that we believe to be creditworthy and represent minimal risk of loss of principle. We invest in commercial paper with a minimum rating of A-1, P-1, F-1 or better by two of the three Nationally Recognized Statistical Rating Organizations, which includes Moody’s investor service, Standard & Poor’s and Fitch Ratings. Large bank certificates of deposit must have a minimum rating of A or better. | ||||
We perform ongoing evaluations of our customers’ financial condition and do not require any collateral to support receivables. As of April 30, 2015, one customer with a balance of approximately $2.0 million represented 10% of accounts receivable. At January 31, 2015, no customer accounted for more than 10% of accounts receivable. During the three months ended April 30, 2015 and 2014, no customer represented more than 10% of revenue. | ||||
(m) Recent Accounting Pronouncements | ||||
Under the Jumpstart Our Business Startups Act (JOBS Act), 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. | ||||
On May 28, 2014, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) No. 2014-09, “Revenue from Contracts with Customers.” This ASU is the result of a convergence project between the FASB and the International Accounting Standards Board. The core principle behind ASU 2014-09 is that an entity should recognize revenue to depict the transfer of promised goods and services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for delivering those goods and services. This model involves a five-step process that includes identifying the contract with the customer, identifying the performance obligations in the contract, determining the transaction price, allocating the transaction price to the performance obligations in the contract and recognizing revenue when (or as) the entity satisfies the performance obligations. The guidance in the ASU supersedes existing revenue recognition guidance and is currently effective for annual reporting periods beginning after December 15, 2016 with early application not permitted. At this time, the FASB is seeking public comment on a proposal to defer the effective date by one year. We are evaluating the impact of the new standard on our condensed consolidated financial position, results of operations and cash flows. | ||||
On August 27, 2014, the FASB issued ASU No. 2014-15, “Presentation of Financial Statements—Going Concern (Subtopic 205-40): Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern.” The new standard provides guidance around management’s responsibility to evaluate whether there is substantial doubt about an entity’s ability to continue as a going concern and to provide related footnote disclosures. The new standard is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2016, with early adoption permitted. The adoption of this standard is not expected to have a material impact on our financial statements at this point in time. As of April 30, 2015, we have not adopted this standard. | ||||
On April 15, 2015, the FASB issued ASU No. 2015-05, “Intangibles—Goodwill and Other—Internal-Use Software (Subtopic 350-40): Customer’s Accounting for Fees Paid in a Cloud Computing Arrangement.” This ASU provides guidance to customers about whether a cloud computing arrangement includes a software license. If a cloud computing arrangement includes a software license, then the customer should account for the software license element of the arrangement consistent with the acquisition of other software licenses under ASC 350-40. If a cloud computing arrangement does not include a software license, the customer should account for the arrangement as a service contract. The guidance in this ASU supersedes paragraph 350-40-25-16 and is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2015, with early adoption permitted. The adoption of this standard is not expected to have a material impact on our financial statements at this point in time. | ||||
Goodwill_and_Acquired_Intangib
Goodwill and Acquired Intangible Assets | 3 Months Ended | |||||||
Apr. 30, 2015 | ||||||||
Goodwill and Acquired Intangible Assets | ||||||||
Goodwill and Acquired Intangible Assets | ||||||||
(3) Goodwill and Acquired Intangible Assets | ||||||||
In connection with the acquisition of Flowdock Oy in the first quarter of fiscal 2014, we recorded goodwill of $2.5 million. The change in goodwill from January 31, 2015 to April 30, 2015 was a result of foreign current translation adjustments. | ||||||||
As of April 30, 2015 and January 31, 2015, intangible assets, excluding goodwill, consist of the following (in thousands): | ||||||||
April 30, | January 31, | |||||||
2015 | 2015 | |||||||
Developed software technology | $ | 2,578 | $ | 2,578 | ||||
Trademark and domain names | 226 | 226 | ||||||
2,804 | 2,804 | |||||||
Less accumulated amortization | (1,554 | ) | (1,422 | ) | ||||
$ | 1,250 | $ | 1,382 | |||||
Amortization expense related to acquired intangible assets for each of the three months ended April 30, 2015 and 2014 was $0.1 million. | ||||||||
As of April 30, 2015, future estimated amortization expenses related to acquired intangible assets were as follows (in thousands): | ||||||||
Fiscal year ended January 31: | ||||||||
2016 (remaining nine months) | $ | 325 | ||||||
2017 | 387 | |||||||
2018 | 387 | |||||||
2019 | 15 | |||||||
2020 | 15 | |||||||
Thereafter | 121 | |||||||
Total future estimated amortization expense | $ | 1,250 | ||||||
Property_and_Equipment
Property and Equipment | 3 Months Ended | |||||||
Apr. 30, 2015 | ||||||||
Property and Equipment | ||||||||
Property and Equipment | ||||||||
(4) 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 April 30, 2015 and January 31, 2015, property and equipment consisted of the following (in thousands): | ||||||||
April 30, | January 31, | |||||||
2015 | 2015 | |||||||
Computers, peripherals and software | $ | 10,985 | $ | 10,677 | ||||
Office furniture and equipment | 1,989 | 1,897 | ||||||
Leasehold improvements | 1,744 | 1,535 | ||||||
14,718 | 14,109 | |||||||
Less accumulated depreciation and amortization | (9,274 | ) | (8,690 | ) | ||||
$ | 5,444 | $ | 5,419 | |||||
Depreciation expense related to property and equipment for each of the three months ended April 30, 2015 and 2014 was $0.6 million. | ||||||||
ShortTerm_Investments
Short-Term Investments | 3 Months Ended | |||||||||||||
Apr. 30, 2015 | ||||||||||||||
Short-Term Investments | ||||||||||||||
Short-Term Investments | ||||||||||||||
(5) Short-Term Investments | ||||||||||||||
As of April 30, 2015, our short-term investments, all of which are classified as held-to-maturity, consisted of the following (in thousands): | ||||||||||||||
Amortized | Unrealized | Unrealized | Fair | |||||||||||
Cost | Gains | Losses | Value | |||||||||||
Certificates of deposit | $ | 38,161 | $ | 1 | $ | (25 | ) | $ | 38,136 | |||||
Commercial paper | 14,991 | 3 | — | 14,994 | ||||||||||
Total short-term investments | $ | 53,152 | $ | 4 | $ | (25 | ) | $ | 53,130 | |||||
All investments in debt securities have been classified as held-to-maturity and measured at amortized cost in the condensed consolidated balance sheets as we have both the intent and ability to hold the securities to maturity. As of April 30, 2015, the contractual maturities of our investments did not exceed 12 months. | ||||||||||||||
Fair_Value_Measurement
Fair Value Measurement | 3 Months Ended | ||||||||||
Apr. 30, 2015 | |||||||||||
Fair Value Measurement | |||||||||||
Fair Value Measurement | |||||||||||
(6) Fair Value Measurement | |||||||||||
Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability (i.e., the “exit price”) in an orderly transaction between market participants at the measurement date. A hierarchy for inputs used in measuring fair value has been defined to minimize the use of unobservable inputs by requiring the use of observable market data when available. Observable inputs are inputs that market participants would use in pricing the asset or liability based on active market data. Unobservable inputs are inputs that reflect our assumptions about the assumptions market participants would use in pricing the asset or liability based on the best information available in the circumstances. | |||||||||||
The fair value hierarchy prioritizes the inputs into three broad levels: | |||||||||||
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. | |||||||||||
The following table summarizes, for each category of assets, the respective fair value and the classification by level of input within the fair value hierarchy as of April 30, 2015 (in thousands): | |||||||||||
Fair Value as of | Fair Value | ||||||||||
Measurements | |||||||||||
Using | |||||||||||
April 30, 2015 | Level 1 | Level 2 | |||||||||
Cash and cash equivalents: | |||||||||||
Money market funds | $ | 4,187 | $ | 4,187 | $ | — | |||||
Certificates of deposit | 249 | — | 249 | ||||||||
Short-term investments: | |||||||||||
Certificates of deposit | $ | 38,136 | $ | — | $ | 38,136 | |||||
Commercial paper | 14,994 | — | 14,994 | ||||||||
The following table summarizes, for each category of assets, the respective fair value and the classification by level of input within the fair value hierarchy as of January 31, 2015 (in thousands): | |||||||||||
Fair Value as of | Fair Value | ||||||||||
Measurements | |||||||||||
Using | |||||||||||
January 31, 2015 | Level 1 | Level 2 | |||||||||
Cash and cash equivalents: | |||||||||||
Money market funds | $ | 4,396 | $ | 4,396 | $ | — | |||||
Certificates of deposit | 1,743 | — | 1,743 | ||||||||
Short-term investments: | |||||||||||
Certificates of deposit | $ | 36,371 | $ | — | $ | 36,371 | |||||
Commercial paper | 14,993 | — | 14,993 | ||||||||
We determine the fair value of our security holdings based on pricing from our service provider and market prices from industry-standard independent data providers. Such market prices may be quoted prices in active markets for identical assets (Level 1 inputs) or pricing determined using inputs other than quoted prices that are observable either directly or indirectly (Level 2 inputs), such as yield curve, volatility factors, credit spreads, default rates, loss severity, current market and contractual prices for the underlying instruments or debt, broker and dealer quotes, as well as other relevant economic measures. | |||||||||||
Accrued_Liabilities
Accrued Liabilities | 3 Months Ended | |||||||
Apr. 30, 2015 | ||||||||
Accrued Liabilities | ||||||||
Accrued Liabilities | ||||||||
(7) Accrued Liabilities | ||||||||
Accrued liabilities as of April 30, 2015 and January 31, 2015 consisted of the following (in thousands): | ||||||||
April 30, | January 31, | |||||||
2015 | 2015 | |||||||
Accrued vacation and employee benefits | $ | 2,211 | $ | 2,024 | ||||
Accrued bonuses | 1,005 | 1,576 | ||||||
Accrued commissions and salary | 1,137 | 1,911 | ||||||
$ | 4,353 | $ | 5,511 | |||||
Revolving_Credit_Facility
Revolving Credit Facility | 3 Months Ended |
Apr. 30, 2015 | |
Revolving Credit Facility | |
Revolving Credit Facility | |
(8) Revolving Credit Facility | |
On November 5, 2014 we entered into a credit agreement with Wells Fargo Bank, National Association. The credit agreement provides for a secured revolving credit facility in an amount of up to $15.0 million, which includes a sublimit of $5.0 million for the issuance of sight commercial and standby letters of credit. Our obligation to repay advances under the credit agreement is evidenced by a promissory note. The credit agreement matures on October 31, 2015. | |
No amounts were outstanding on the credit facility as of April 30, 2015. Any borrowings under the credit facility would have borne interest at a rate equal to the outstanding principal balance at a fluctuating rate per annum to be 1.5% above the daily one month London Interbank Offered Rate (LIBOR), which was 1.68% at April 30, 2015. | |
Our obligations under the credit agreement are secured by substantially all of our assets and the assets of RSDI. The credit agreement contains customary representations and warranties, including negative covenants that limit or restrict without the banks consent, among other things, the payment of dividends, additional indebtedness, capital expenditures in excess of $10.0 million in a fiscal year, mergers, consolidation or transfer of assets, asset pledges, certain investments, guaranties, loans, and other matters customarily restricted in such agreements. In addition, the credit agreement includes a liquidity covenant that requires $35.0 million in unencumbered liquid assets as defined in the credit agreement. We were in compliance with our covenants as of April 30, 2015. The credit agreement also contained usual and customary events of default (subject to certain threshold amounts and grace periods) on the occurrence of events such as nonpayment of amounts due under the credit agreement, violation of the restrictive covenants referred to above, violation of other contractual provisions, a material adverse change in our business, attachment of our assets, our insolvency or certain other events. | |
Warrants
Warrants | 3 Months Ended |
Apr. 30, 2015 | |
Warrants | |
Warrants | |
(9) Warrants | |
During the three months ended April 30, 2014, we issued 387 shares of our common stock upon the net exercise of a common stock warrant to acquire 476 shares having an exercise price of $3.79 per share. We did not receive any cash proceeds in connection with this exercise. During the three months ended April 30, 2015, we issued 5,301 shares of our common stock upon the cash exercise of a common stock warrant having an exercise price of $3.78 per share. At April 30, 2015, warrants to purchase 7,951 shares of common stock were outstanding with a weighted-average exercise price of $3.78 per share. | |
Stock_Awards
Stock Awards | 3 Months Ended | |||||||||||||
Apr. 30, 2015 | ||||||||||||||
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 RSU awards. Incentive stock options may only be granted to employees. All other awards may be granted to employees, directors and consultants. As of April 30, 2015, we had 3,727,891 shares of common stock reserved for issuance under the 2002 Plan, of which 2,592,583 had been issued upon the exercise of options, the issuance of restricted stock awards or the vesting of RSUs, 822,085 were subject to outstanding options and 313,223 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 ESPP. On March 29, 2013, our stockholders also approved the 2013 Plan and the 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, RSU 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 April 30, 2015, we had 4,856,845 shares of common stock reserved for issuance under the 2013 Plan, of which 139,666 had been issued upon the exercise of options or the vesting of RSUs, 860,088 were subject to outstanding options, 1,051,900 were subject to outstanding RSU awards and 2,805,191 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, 2015, common stock reserved for issuance under the 2013 Plan automatically increased by 1,270,830 shares. | ||||||||||||||
The ESPP authorizes the issuance of shares of common stock pursuant to purchase rights granted to our employees. As of April 30, 2015, we had 1,473,399 shares of common stock reserved for issuance under the ESPP, of which 489,894 shares have been issued and 983,505 are available for purchase. 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 ESPP, on February 1, 2015, common stock reserved for issuance under the ESPP automatically increased by 508,332 shares. | ||||||||||||||
Stock Options | ||||||||||||||
Options granted to new employees generally vest over four years with 25% vesting on the first year anniversary and continuing monthly thereafter, and expire no more than 10 years from the date of grant. Options granted to current employees generally vest monthly over four years, and expire no more than 10 years from the date of grant. Options granted to new non-employee members of our Board of Directors vest annually over three years and options granted to existing non-employee members of our Board of Directors vest monthly over one year, and expire no more than 10 years from the date of grant. We recognize stock-based compensation cost on a straight-line basis over the requisite service period of the award. | ||||||||||||||
During the three months ended April 30, 2015 and 2014, we granted options to employees and directors to purchase 379,570 and 270,250 shares of common stock at a weighted-average exercise price of $15.40 and $13.38 per share, and a weighted-average fair value on the date of grant of $7.22 and $6.18 per share, respectively. The intrinsic value of stock options exercised during the three months ended April 30, 2015 and 2014 was $1.3 million and $0.8 million, respectively. | ||||||||||||||
The following table is a summary of stock option activity for the three months ended April 30, 2015: | ||||||||||||||
Number of | Weighted- | |||||||||||||
Shares | Average | |||||||||||||
Exercise | ||||||||||||||
Price | ||||||||||||||
Outstanding at February 1, 2015 | 1,502,410 | $ | 10.01 | |||||||||||
Granted | 379,570 | 15.4 | ||||||||||||
Exercised | (124,105 | ) | 3.78 | |||||||||||
Forfeited | (75,702 | ) | 19.18 | |||||||||||
Outstanding at April 30, 2015 | 1,682,173 | 11.27 | ||||||||||||
The following table summarizes information about stock options outstanding and exercisable as of April 30, 2015: | ||||||||||||||
Options Outstanding | Options Exercisable | |||||||||||||
Exercise Price | Number of | Weighted- | Weighted- | Number of | Weighted- | |||||||||
Shares | Average | Average | Shares | Average | ||||||||||
Outstanding | Remaining | Exercise | Exercisable | Exercise | ||||||||||
Contractual | Price | Price | ||||||||||||
Life (Years) | ||||||||||||||
$0.65 - 2.23 | 100,167 | 4.38 | $ | 1.26 | 100,167 | $ | 1.26 | |||||||
5.48 | 501,080 | 6.24 | 5.48 | 486,659 | 5.48 | |||||||||
5.93 – 13.38 | 533,651 | 8.24 | 11.09 | 229,193 | 9.75 | |||||||||
14.83 | 2,350 | 9.99 | 14.83 | — | — | |||||||||
15.54 - 29.96 | 544,925 | 9.28 | 18.59 | 90,195 | 24.76 | |||||||||
1,682,173 | 906,214 | |||||||||||||
Options outstanding at April 30, 2015 have a weighted-average remaining contractual life of 7.8 years and a weighted-average exercise price of $11.27 per share and options exercisable have a weighted-average exercise price of $8.01 per share. As of April 30, 2015 and January 31, 2015, the aggregate intrinsic value of options outstanding was $7.6 million and $6.0 million, respectively. As of April 30, 2015 and January 31, 2015, the aggregate intrinsic value of options exercisable was $6.8 million and $5.5 million, respectively. | ||||||||||||||
We have computed the fair value of all options granted during the three months ended April 30, 2015 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 fluctuations in fair value. We estimated a volatility factor based on the common stock of peer companies and commencing May 1, 2014 a weighted-average of peer companies and our own volatility, 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 three months ended April 30, 2015 and 2014 using the following assumptions: | ||||||||||||||
Three Months Ended April 30, | ||||||||||||||
2015 | 2014 | |||||||||||||
Risk-free interest rate | 1.43% | 1.69% | ||||||||||||
Expected life | 6.02 years | 6.02 years | ||||||||||||
Expected dividend yield | — | — | ||||||||||||
Expected volatility | 48.11% | 46.70% | ||||||||||||
No excess tax benefit has been recognized relating to exercised stock options as no tax deductions have been realized through a reduction of taxes payable. As of April 30, 2015, we had $4.9 million of unrecognized stock-based 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 3.0 years. | ||||||||||||||
Restricted Stock Units | ||||||||||||||
RSUs granted to new employees generally vest over four years with 25% vesting on the first year anniversary and continuing semiannually thereafter and RSUs granted to current employees generally vest semiannually over four years. RSUs granted to new non-employee members of our Board of Directors vest annually over three years and RSUs granted to existing non-employee members of our Board of Directors vest at the end of one year. | ||||||||||||||
The following table is a summary of RSU activity for the three months ended April 30, 2015: | ||||||||||||||
Number of | Weighted- | |||||||||||||
Shares | Average | |||||||||||||
Grant Date | ||||||||||||||
Fair Value | ||||||||||||||
Non-vested at February 1, 2015 | 931,227 | $ | 13.76 | |||||||||||
Granted | 288,752 | 15.09 | ||||||||||||
Vested | (114,531 | ) | 11.25 | |||||||||||
Forfeited | (53,548 | ) | 15.18 | |||||||||||
Non-vested at April 30, 2015 | 1,051,900 | 14.33 | ||||||||||||
Minimum payroll tax withholdings paid to tax authorities on behalf of employees are classified as a financing activity in the statement of cash flows and reduces additional paid-in capital. | ||||||||||||||
Unvested RSUs at April 30, 2015 have a weighted-average remaining contractual life of 1.92 years and a weighted-average grant date fair value of $14.33 per share, which is expected to be recognized over the applicable vesting period. As of April 30, 2015, we had $11.9 million of unrecognized stock-based compensation with respect to all RSUs and the cost was expected to be recognized over a weighted-average period of 3.37 years. | ||||||||||||||
Employee Stock Purchase Plan | ||||||||||||||
The price at which common stock is purchased under the 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 current twelve month offering commenced on December 16, 2014 and will allow eligible participants to purchase common stock at the lower of 85% of $9.59, or $8.15 per share, and 85% of the fair market value of the common stock on the purchase date. We have accumulated employee withholdings of $1.1 million at April 30, 2015 associated with the next purchase date on June 15, 2015. | ||||||||||||||
The following assumptions were used to calculate our stock-based compensation for each stock purchase right granted under the ESPP: | ||||||||||||||
Three Months Ended April 30, | ||||||||||||||
2015 | 2014 | |||||||||||||
Risk-free interest rate | 0.11% - 0.21% | 0.09% - 0.11% | ||||||||||||
Expected life | 0.50 - 1.00 years | 0.67 - 1.17 years | ||||||||||||
Expected dividend yield | — | — | ||||||||||||
Expected volatility | 56.4% - 67.6% | 45.60% | ||||||||||||
As of April 30, 2015, we had $0.5 million of unrecognized stock-based compensation costs related to the ESPP and the cost was expected to be recognized over a weighted-average period of 0.5 years. | ||||||||||||||
Information_by_Geographic_Area
Information by Geographic Areas | 3 Months Ended | |||||||
Apr. 30, 2015 | ||||||||
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 three months ended April 30, 2015 and 2014 (in thousands): | ||||||||
Three Months Ended | ||||||||
April 30, | ||||||||
2015 | 2014 | |||||||
United States | $ | 20,994 | $ | 16,784 | ||||
International | 3,457 | 2,647 | ||||||
$ | 24,451 | $ | 19,431 | |||||
Other than the United States, no other individual country exceeded 4% of total revenue during any of the periods presented. International revenue for the three months ended April 30, 2015 is primarily attributable to Australia, Canada, India, the Netherlands and the United Kingdom. Primarily all of our property and equipment is located in the United States. | ||||||||
Income_Taxes
Income Taxes | 3 Months Ended |
Apr. 30, 2015 | |
Income Taxes | |
Income Taxes | |
(12) Income Taxes | |
Our income tax provision (benefit) for the three months ended April 30, 2015 and 2014 reflects our estimate of the effective tax rates expected to be applicable for the full fiscal years, adjusted for any discrete events that are recorded in the period in which they occur. The estimates are reevaluated each quarter based on our estimated tax expense for the full fiscal year. | |
The tax provision (benefit) for the three months ended April 30, 2015 and 2014 is primarily related to foreign income taxes and is a result of the cost-plus transfer pricing agreements we have in place with our foreign subsidiaries, net of refunds we expect as a result of amending a prior year income tax return in Finland. | |
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 2014 remain subject to examination by federal and most state tax authorities due to our net operating loss carryforwards. In the foreign jurisdictions, tax years 2009 through 2014 remain subject to examination. | |
Net_Loss_Per_Share
Net Loss Per Share | 3 Months Ended | |||||||
Apr. 30, 2015 | ||||||||
Net Loss Per Share | ||||||||
Net Loss Per Share | ||||||||
(13) Net Loss Per Share | ||||||||
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 outstanding common stock options and warrants, outstanding RSUs and ESPP obligations, 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. | ||||||||
The following common stock equivalents were excluded from consideration in diluted net loss per share because they had an antidilutive impact: | ||||||||
April 30, | ||||||||
2015 | 2014 | |||||||
Options to purchase common stock | 1,682,173 | 1,690,765 | ||||||
Warrants to purchase common stock | 7,951 | 13,252 | ||||||
Restricted stock units (1) | 1,051,900 | 582,592 | ||||||
ESPP obligations (2) | 150,645 | 136,881 | ||||||
2,892,669 | 2,423,490 | |||||||
-1 | RSUs at April 30, 2014 includes 60,000 RSUs that have vested but have not been released pending payment of payroll taxes, which took place in June 2014. | |||||||
-2 | ESPP obligations as of April 30, 2015 and 2014 represent an estimate of the number of the shares to be issued to employees when considering employee contributions withheld as of April 30, 2015 and 2014 and an estimate of contributions over the remaining current purchase period of the offering. | |||||||
Basic and diluted net loss per share is calculated as follows (in thousands, except per share data): | ||||||||
Three Months Ended April 30, | ||||||||
2015 | 2014 | |||||||
Numerator: | ||||||||
Net loss | $ | (6,926 | ) | $ | (8,481 | ) | ||
Denominator: | ||||||||
Weighted-average shares of common stock outstanding, basic and diluted | 25,538 | 24,816 | ||||||
Net loss per share of common stock, basic and diluted | $ | (0.27 | ) | $ | (0.34 | ) | ||
Commitments_and_Contingencies
Commitments and Contingencies | 3 Months Ended | ||||
Apr. 30, 2015 | |||||
Commitments and Contingencies | |||||
Commitments and Contingencies | |||||
(14) Commitments and Contingencies | |||||
(a) Operating leases | |||||
We lease office space and certain equipment under operating leases having terms that expire at various dates through June 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 that was constructed adjacent to our current office space. | |||||
The initial term of the amended and restated office lease is ten years and will commence on June 14, 2015, and extend through June 30, 2025. The lease term for the current office space was 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 long-term restricted cash in our condensed consolidated balance sheet and replaced the former security deposit, which was a $2.5 million letter of credit that was 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 provided us with a tenant finish allowance of approximately $4.6 million. | |||||
We are currently in the process of locating a sublessor for the 89,000 square foot addition of office space. To the extent we are successful, any sublease entered into requires the consent of our landlord and will reduce our future minimum lease payments on a net basis. | |||||
We occupy additional leased facilities of approximately 22,000 square feet of office space in Denver, Colorado and 10,000 square feet of office space in Raleigh, North Carolina. In May 2014, we executed an agreement to sublease approximately 5,000 square feet of our prior Denver, Colorado facility. The sublease rent commencement date was July 1, 2014 and will extend through October 15, 2015. We anticipate receiving $0.1 million in rent payments during the remaining term of the sublease, which will offset our rent expense for this facility. In April 2015, we executed an agreement to sublease approximately 5,200 square feet of our prior Seattle, Washington facility. The sublease rent commencement date was April 1, 2015 and will extend through March 24, 2017. We anticipate receiving $0.2 million in rent payments during the remaining term of the sublease, which will offset our rent expense for this facility. | |||||
We also occupy additional leased facilities of less than 6,000 square feet of office space in each of London, England; Melbourne, Australia; Sydney, Australia; Helsinki, Finland; Singapore; and Amsterdam, the Netherlands. | |||||
Total rent expense for the three months ended April 30, 2015 and 2014 was $1.0 million and $0.7 million, respectively. | |||||
As of April 30, 2015, future minimum lease payments under operating leases (assuming a June 14, 2015 commencement date for the amended and restated office lease) were as follows (in thousands): | |||||
Fiscal year ended January 31: | |||||
2016 (remaining nine months) | $ | 3,596 | |||
2017 | 4,730 | ||||
2018 | 4,586 | ||||
2019 | 4,472 | ||||
2020 | 4,560 | ||||
Thereafter | 26,265 | ||||
Total future minimum lease payments | $ | 48,209 | |||
(b) Purchase Commitments | |||||
We have commitments for internet bandwidth usage, data centers and cloud-based computing services with various service providers. As of April 30, 2015, future minimum purchase commitments were as follows (in thousands): | |||||
Fiscal year ended January 31: | |||||
2016 (remaining nine months) | $ | 298 | |||
2017 | 95 | ||||
2018 | 22 | ||||
Total future minimum purchase commitments | $ | 415 | |||
(c) 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. 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 April 30, 2015, there were no material pending or threatened legal actions or proceedings against us. | |||||
(d) 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 material costs related to indemnification claims. | |||||
(e) Self-insurance reserves | |||||
We use a combination of insurance and self-insurance plans to provide for the potential liabilities for employee medical health care benefits. 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 $0.2 million at April 30, 2015 and January 31, 2015, which amounts are included in accrued liabilities in the accompanying condensed consolidated balance sheets. | |||||
Subsequent_Events
Subsequent Events | 3 Months Ended |
Apr. 30, 2015 | |
Subsequent Events | |
Subsequent Events | |
(15) Subsequent Events | |
On May 27, 2015, we entered into the Acquisition Agreement with CA and Purchaser. Pursuant to the Acquisition Agreement, and upon the terms and subject to the conditions thereof, Purchaser has agreed to commence the Offer for a purchase price of $19.50 per share (the Offer Price). On May 27, 2015, both our Board of Directors and the board of directors of CA approved the terms of the Acquisition Agreement. The consummation of the Offer will be conditioned on (i) at least a majority of the shares of the Company’s common stock having been validly tendered into and not withdrawn from the Offer, (ii) receipt by CA and Purchaser of certain regulatory approvals, (iii) the accuracy of the representations and warranties contained in the Acquisition Agreement, subject to certain qualifications, and (iv) other customary conditions. The Offer is not subject to a financing condition. | |
Following the consummation of the Offer, the Acquisition Agreement provides that Purchaser will merge with and into us in the Merger and we will become a wholly owned subsidiary of CA. In the Merger, each outstanding share of our common stock (other than shares owned by CA, us or Merger Sub or any of their or our direct or indirect wholly owned subsidiaries and shares with respect to which appraisal rights are properly exercised in accordance with Delaware law) will be converted into the right to receive the Offer Price. The consummation of the Merger is subject to certain closing conditions. | |
In addition, in connection with the transactions contemplated by the Acquisition Agreement, all vested options issued by us will be converted into the right to receive cash based on a formula described in the Acquisition Agreement, and all unvested options and unvested restricted stock units will be converted into the right to receive cash that will vest on the same terms and conditions set forth in our applicable stock plans under which they were granted and the applicable agreements evidencing the grants thereof, including without limitation provisions with respect to vesting. | |
The Acquisition Agreement contains customary representations, warranties and covenants of the parties. We have agreed to refrain from engaging in certain activities until the effective time of the Merger. In addition, under the terms of the Acquisition Agreement, we have agreed not to solicit or support any alternative acquisition proposals, subject to customary exceptions for us to respond to and support unsolicited proposals in the exercise of the fiduciary duties of our Board of Directors. We will be obligated to pay a termination fee of $17.4 million to CA in certain circumstances. | |
Summary_of_Significant_Account1
Summary of Significant Accounting Policies (Policies) | 3 Months Ended | |||
Apr. 30, 2015 | ||||
Summary of Significant Accounting Policies | ||||
Basis of Presentation and Consolidation | ||||
(a) Basis of Presentation and Consolidation | ||||
The accompanying unaudited condensed consolidated financial statements and condensed notes have been prepared in accordance with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and disclosures required by generally accepted accounting principles in the United States (GAAP) for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring adjustments) considered necessary for fair financial statement presentation have been included. The results of operations for the three months ended April 30, 2015 are not necessarily indicative of the results to be expected for the year ending January 31, 2016 or for other interim periods or future years. The condensed consolidated balance sheet as of January 31, 2015 is derived from the audited financial statements as of that date, but does not include all of the information and footnotes required by GAAP for complete financial statements. The accompanying condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and related notes included in our Annual Report on Form 10-K dated as of, and filed with the Securities and Exchange Commission, or SEC, on April 7, 2015. | ||||
Use of Estimates | ||||
(b) Use of Estimates | ||||
The preparation of condensed consolidated financial statements in conformity with 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, including stock-based compensation; impairment assessment of goodwill, intangible assets and other long-lived assets; and income taxes. 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. | ||||
Cash and Cash Equivalents | ||||
(c) Cash and Cash Equivalents | ||||
We consider all highly liquid investments purchased with an original maturity of 90 days or less to be cash equivalents. Cash equivalents consist primarily of investments in a money market mutual fund, a bank money market account and certificates of deposit. We record money market funds at the net asset value reported by the investment manager as there are no restrictions on our ability, contractual or otherwise, to redeem our investments at the stated net asset value reported by the investment manager. | ||||
Investment Securities | ||||
(d) Investment Securities | ||||
Investment securities at April 30, 2015 consist of certificates of deposit and commercial paper. We classify our debt securities as held-to-maturity. Held-to-maturity debt securities are those debt securities in which we have the ability and intent to hold the security until maturity. Held-to-maturity debt securities are recorded at amortized cost, adjusted for the amortization or accretion of premiums or discounts. Premiums and discounts on debt securities are amortized or accreted over the life of the related held-to-maturity security as an adjustment to yield using the effective-interest method. Such amortization and accretion is included in the “Interest and other income” line item in our condensed consolidated statements of operations. Dividend and interest income is recognized when earned. Our condensed consolidated statements of operations do not reflect any impairment (that is, the difference between the security’s amortized cost basis and fair value) on held-to-maturity debt securities due to the fact that management has no intent to sell and believes that it is more likely than not that we will not be required to sell a security prior to any recovery. | ||||
Property and Equipment and Acquired Intangible Assets | ||||
(e) Property and Equipment and Acquired Intangible Assets | ||||
Property and equipment are recorded at cost. 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 condensed 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 | 3 - 5 years | |||
Trademark and domain names | 15 years | |||
We evaluate long-lived assets, such as property and equipment and definite-lived intangible assets for impairment whenever events or changes in circumstances indicate that the carrying value of an asset group may not be recoverable. For the purposes of impairment testing, we have determined that we have one group of assets. 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. | ||||
Goodwill and Intangible Assets | ||||
(f) Goodwill and 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 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. To date, no such impairment has occurred. | ||||
Deferred Revenue | ||||
(g) 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 condensed 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 | ||||
(h) 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, which includes reimbursed expenses 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. Reimbursement revenue was approximately $0.5 million and $0.3 million for the three months ended April 30, 2015 and 2014, respectively. | ||||
Commissions | ||||
(i) 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 by employees 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. | ||||
Stock-Based Compensation | ||||
(j) 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 units (RSUs) are measured at fair value based on our share price 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 ESPP), on a straight-line basis over the offering period, which is generally one year with the exception of the initial purchase period within an offering period, which is generally six months. | ||||
Foreign Currency Translation | ||||
(k) Foreign Currency Translation | ||||
The functional currency of our foreign subsidiaries is the local currency. We conduct business in the United Kingdom 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 condensed consolidated statements of operations as we intend to settle these payables in cash. | ||||
Concentration of Credit Risk and Significant Customers | ||||
(l) Concentration of Credit Risk and Significant Customers | ||||
Financial instruments that potentially subject us to concentrations of credit risk consist primarily of cash, cash equivalents, short-term investments and accounts receivable. At April 30, 2015, we had $38.4 million in certificates of deposits at various financial institutions, of which $28.7 million are fully insured by the Federal Deposit Insurance Corporation. Of the certificates of deposits held at April 30, 2015, $0.2 million were classified as cash equivalents and $38.2 million were classified as short-term investments. Primarily all of the remaining amount of cash, cash equivalents and short-term investments were held at financial institutions that we believe to be creditworthy and represent minimal risk of loss of principle. We invest in commercial paper with a minimum rating of A-1, P-1, F-1 or better by two of the three Nationally Recognized Statistical Rating Organizations, which includes Moody’s investor service, Standard & Poor’s and Fitch Ratings. Large bank certificates of deposit must have a minimum rating of A or better. | ||||
We perform ongoing evaluations of our customers’ financial condition and do not require any collateral to support receivables. As of April 30, 2015, one customer with a balance of approximately $2.0 million represented 10% of accounts receivable. At January 31, 2015, no customer accounted for more than 10% of accounts receivable. During the three months ended April 30, 2015 and 2014, no customer represented more than 10% of revenue. | ||||
Recent Accounting Pronouncements | ||||
(m) Recent Accounting Pronouncements | ||||
Under the Jumpstart Our Business Startups Act (JOBS Act), 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. | ||||
On May 28, 2014, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) No. 2014-09, “Revenue from Contracts with Customers.” This ASU is the result of a convergence project between the FASB and the International Accounting Standards Board. The core principle behind ASU 2014-09 is that an entity should recognize revenue to depict the transfer of promised goods and services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for delivering those goods and services. This model involves a five-step process that includes identifying the contract with the customer, identifying the performance obligations in the contract, determining the transaction price, allocating the transaction price to the performance obligations in the contract and recognizing revenue when (or as) the entity satisfies the performance obligations. The guidance in the ASU supersedes existing revenue recognition guidance and is currently effective for annual reporting periods beginning after December 15, 2016 with early application not permitted. At this time, the FASB is seeking public comment on a proposal to defer the effective date by one year. We are evaluating the impact of the new standard on our condensed consolidated financial position, results of operations and cash flows. | ||||
On August 27, 2014, the FASB issued ASU No. 2014-15, “Presentation of Financial Statements—Going Concern (Subtopic 205-40): Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern.” The new standard provides guidance around management’s responsibility to evaluate whether there is substantial doubt about an entity’s ability to continue as a going concern and to provide related footnote disclosures. The new standard is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2016, with early adoption permitted. The adoption of this standard is not expected to have a material impact on our financial statements at this point in time. As of April 30, 2015, we have not adopted this standard. | ||||
On April 15, 2015, the FASB issued ASU No. 2015-05, “Intangibles—Goodwill and Other—Internal-Use Software (Subtopic 350-40): Customer’s accounting for Fees Paid in a Cloud Computing Arrangement.” This ASU provides guidance to customers about whether a cloud computing arrangement includes a software license. If a cloud computing arrangement includes a software license, then the customer should account for the software license element of the arrangement consistent with the acquisition of other software licenses under ASC 350-40. If a cloud computing arrangement does not include a software license, the customer should account for the arrangement as a service contract. The guidance in this ASU supersedes paragraph 350-40-25-16 and is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2015, with early adoption permitted. The adoption of this standard is not expected to have a material impact on our financial statements at this point in time. | ||||
Summary_of_Significant_Account2
Summary of Significant Accounting Policies (Tables) | 3 Months Ended | |||
Apr. 30, 2015 | ||||
Summary of Significant Accounting Policies | ||||
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 | 3 - 5 years | |||
Trademark and domain names | 15 years | |||
Goodwill_and_Acquired_Intangib1
Goodwill and Acquired Intangible Assets (Tables) | 3 Months Ended | |||||||
Apr. 30, 2015 | ||||||||
Goodwill and Acquired Intangible Assets | ||||||||
Schedule of intangible assets excluding goodwill | ||||||||
As of April 30, 2015 and January 31, 2015, intangible assets, excluding goodwill, consist of the following (in thousands): | ||||||||
April 30, | January 31, | |||||||
2015 | 2015 | |||||||
Developed software technology | $ | 2,578 | $ | 2,578 | ||||
Trademark and domain names | 226 | 226 | ||||||
2,804 | 2,804 | |||||||
Less accumulated amortization | (1,554 | ) | (1,422 | ) | ||||
$ | 1,250 | $ | 1,382 | |||||
Schedule of future estimated amortization expenses related to acquired intangible assets | ||||||||
As of April 30, 2015, future estimated amortization expenses related to acquired intangible assets were as follows (in thousands): | ||||||||
Fiscal year ended January 31: | ||||||||
2016 (remaining nine months) | $ | 325 | ||||||
2017 | 387 | |||||||
2018 | 387 | |||||||
2019 | 15 | |||||||
2020 | 15 | |||||||
Thereafter | 121 | |||||||
Total future estimated amortization expense | $ | 1,250 | ||||||
Property_and_Equipment_Tables
Property and Equipment (Tables) | 3 Months Ended | |||||||
Apr. 30, 2015 | ||||||||
Property and Equipment | ||||||||
Schedule of property and equipment | ||||||||
As of April 30, 2015 and January 31, 2015, property and equipment consisted of the following (in thousands): | ||||||||
April 30, | January 31, | |||||||
2015 | 2015 | |||||||
Computers, peripherals and software | $ | 10,985 | $ | 10,677 | ||||
Office furniture and equipment | 1,989 | 1,897 | ||||||
Leasehold improvements | 1,744 | 1,535 | ||||||
14,718 | 14,109 | |||||||
Less accumulated depreciation and amortization | (9,274 | ) | (8,690 | ) | ||||
$ | 5,444 | $ | 5,419 | |||||
ShortTerm_Investments_Tables
Short-Term Investments (Tables) | 3 Months Ended | |||||||||||||
Apr. 30, 2015 | ||||||||||||||
Short-Term Investments | ||||||||||||||
Schedule of short-term investments | ||||||||||||||
As of April 30, 2015, our short-term investments, all of which are classified as held-to-maturity, consisted of the following (in thousands): | ||||||||||||||
Amortized | Unrealized | Unrealized | Fair | |||||||||||
Cost | Gains | Losses | Value | |||||||||||
Certificates of deposit | $ | 38,161 | $ | 1 | $ | (25 | ) | $ | 38,136 | |||||
Commercial paper | 14,991 | 3 | — | 14,994 | ||||||||||
Total short-term investments | $ | 53,152 | $ | 4 | $ | (25 | ) | $ | 53,130 | |||||
Fair_Value_Measurement_Tables
Fair Value Measurement (Tables) | 3 Months Ended | ||||||||||
Apr. 30, 2015 | |||||||||||
Fair Value Measurement | |||||||||||
Schedule of respective fair value and classification by level of input within the fair value hierarchy | |||||||||||
The following table summarizes, for each category of assets, the respective fair value and the classification by level of input within the fair value hierarchy as of April 30, 2015 (in thousands): | |||||||||||
Fair Value as of | Fair Value | ||||||||||
Measurements | |||||||||||
Using | |||||||||||
April 30, 2015 | Level 1 | Level 2 | |||||||||
Cash and cash equivalents: | |||||||||||
Money market funds | $ | 4,187 | $ | 4,187 | $ | — | |||||
Certificates of deposit | 249 | — | 249 | ||||||||
Short-term investments: | |||||||||||
Certificates of deposit | $ | 38,136 | $ | — | $ | 38,136 | |||||
Commercial paper | 14,994 | — | 14,994 | ||||||||
The following table summarizes, for each category of assets, the respective fair value and the classification by level of input within the fair value hierarchy as of January 31, 2015 (in thousands): | |||||||||||
Fair Value as of | Fair Value | ||||||||||
Measurements | |||||||||||
Using | |||||||||||
January 31, 2015 | Level 1 | Level 2 | |||||||||
Cash and cash equivalents: | |||||||||||
Money market funds | $ | 4,396 | $ | 4,396 | $ | — | |||||
Certificates of deposit | 1,743 | — | 1,743 | ||||||||
Short-term investments: | |||||||||||
Certificates of deposit | $ | 36,371 | $ | — | $ | 36,371 | |||||
Commercial paper | 14,993 | — | 14,993 | ||||||||
Accrued_Liabilities_Tables
Accrued Liabilities (Tables) | 3 Months Ended | |||||||
Apr. 30, 2015 | ||||||||
Accrued Liabilities | ||||||||
Schedule of accrued liabilities | ||||||||
Accrued liabilities as of April 30, 2015 and January 31, 2015 consisted of the following (in thousands): | ||||||||
April 30, | January 31, | |||||||
2015 | 2015 | |||||||
Accrued vacation and employee benefits | $ | 2,211 | $ | 2,024 | ||||
Accrued bonuses | 1,005 | 1,576 | ||||||
Accrued commissions and salary | 1,137 | 1,911 | ||||||
$ | 4,353 | $ | 5,511 | |||||
Stock_Awards_Tables
Stock Awards (Tables) | 3 Months Ended | |||||||||||||
Apr. 30, 2015 | ||||||||||||||
Stock Awards | ||||||||||||||
Summary of stock option activity | ||||||||||||||
The following table is a summary of stock option activity for the three months ended April 30, 2015: | ||||||||||||||
Number of | Weighted- | |||||||||||||
Shares | Average | |||||||||||||
Exercise | ||||||||||||||
Price | ||||||||||||||
Outstanding at February 1, 2015 | 1,502,410 | $ | 10.01 | |||||||||||
Granted | 379,570 | 15.4 | ||||||||||||
Exercised | (124,105 | ) | 3.78 | |||||||||||
Forfeited | (75,702 | ) | 19.18 | |||||||||||
Outstanding at April 30, 2015 | 1,682,173 | 11.27 | ||||||||||||
Summary of information about stock options outstanding and exercisable | ||||||||||||||
The following table summarizes information about stock options outstanding and exercisable as of April 30, 2015: | ||||||||||||||
Options Outstanding | Options Exercisable | |||||||||||||
Exercise Price | Number of | Weighted- | Weighted- | Number of | Weighted- | |||||||||
Shares | Average | Average | Shares | Average | ||||||||||
Outstanding | Remaining | Exercise | Exercisable | Exercise | ||||||||||
Contractual | Price | Price | ||||||||||||
Life (Years) | ||||||||||||||
$0.65 - 2.23 | 100,167 | 4.38 | $ | 1.26 | 100,167 | $ | 1.26 | |||||||
5.48 | 501,080 | 6.24 | 5.48 | 486,659 | 5.48 | |||||||||
5.93 – 13.38 | 533,651 | 8.24 | 11.09 | 229,193 | 9.75 | |||||||||
14.83 | 2,350 | 9.99 | 14.83 | — | — | |||||||||
15.54 - 29.96 | 544,925 | 9.28 | 18.59 | 90,195 | 24.76 | |||||||||
1,682,173 | 906,214 | |||||||||||||
Schedule of weighted-average assumptions used to compute the fair value of all options granted | Three Months Ended April 30, | |||||||||||||
2015 | 2014 | |||||||||||||
Risk-free interest rate | 1.43% | 1.69% | ||||||||||||
Expected life | 6.02 years | 6.02 years | ||||||||||||
Expected dividend yield | — | — | ||||||||||||
Expected volatility | 48.11% | 46.70% | ||||||||||||
Summary of RSU activity | Number of | Weighted- | ||||||||||||
Shares | Average | |||||||||||||
Grant Date | ||||||||||||||
Fair Value | ||||||||||||||
Non-vested at February 1, 2015 | 931,227 | $ | 13.76 | |||||||||||
Granted | 288,752 | 15.09 | ||||||||||||
Vested | (114,531 | ) | 11.25 | |||||||||||
Forfeited | (53,548 | ) | 15.18 | |||||||||||
Non-vested at April 30, 2015 | 1,051,900 | 14.33 | ||||||||||||
Schedule of assumptions used to calculate stock-based compensation for each stock purchase right granted | Three Months Ended April 30, | |||||||||||||
2015 | 2014 | |||||||||||||
Risk-free interest rate | 0.11% - 0.21% | 0.09% - 0.11% | ||||||||||||
Expected life | 0.50 - 1.00 years | 0.67 - 1.17 years | ||||||||||||
Expected dividend yield | — | — | ||||||||||||
Expected volatility | 56.4% - 67.6% | 45.60% | ||||||||||||
Information_by_Geographic_Area1
Information by Geographic Areas (Tables) | 3 Months Ended | |||||||
Apr. 30, 2015 | ||||||||
Information by Geographic Areas | ||||||||
Schedule of revenue by geographic region | The following table presents our revenue by geographic region for the three months ended April 30, 2015 and 2014 (in thousands): | |||||||
Three Months Ended | ||||||||
April 30, | ||||||||
2015 | 2014 | |||||||
United States | $ | 20,994 | $ | 16,784 | ||||
International | 3,457 | 2,647 | ||||||
$ | 24,451 | $ | 19,431 | |||||
Net_Loss_Per_Share_Tables
Net Loss Per Share (Tables) | 3 Months Ended | |||||||
Apr. 30, 2015 | ||||||||
Net Loss Per Share | ||||||||
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 | April 30, | |||||||
2015 | 2014 | |||||||
Options to purchase common stock | 1,682,173 | 1,690,765 | ||||||
Warrants to purchase common stock | 7,951 | 13,252 | ||||||
Restricted stock units (1) | 1,051,900 | 582,592 | ||||||
ESPP obligations (2) | 150,645 | 136,881 | ||||||
2,892,669 | 2,423,490 | |||||||
-1 | RSUs at April 30, 2014 includes 60,000 RSUs that have vested but have not been released pending payment of payroll taxes, which took place in June 2014. | |||||||
-2 | ESPP obligations as of April 30, 2015 and 2014 represent an estimate of the number of the shares to be issued to employees when considering employee contributions withheld as of April 30, 2015 and 2014 and an estimate of contributions over the remaining current purchase period of the offering. | |||||||
Schedule of basic and diluted net loss per share | ||||||||
Basic and diluted net loss per share is calculated as follows (in thousands, except per share data): | ||||||||
Three Months Ended April 30, | ||||||||
2015 | 2014 | |||||||
Numerator: | ||||||||
Net loss | $ | (6,926 | ) | $ | (8,481 | ) | ||
Denominator: | ||||||||
Weighted-average shares of common stock outstanding, basic and diluted | 25,538 | 24,816 | ||||||
Net loss per share of common stock, basic and diluted | $ | (0.27 | ) | $ | (0.34 | ) | ||
Commitments_and_Contingencies_
Commitments and Contingencies (Tables) | 3 Months Ended | ||||
Apr. 30, 2015 | |||||
Commitments and Contingencies | |||||
Schedule of future minimum lease payments under operating leases | |||||
As of April 30, 2015, future minimum lease payments under operating leases (assuming a June 14, 2015 commencement date for the amended and restated office lease) were as follows (in thousands): | |||||
Fiscal year ended January 31: | |||||
2016 (remaining nine months) | $ | 3,596 | |||
2017 | 4,730 | ||||
2018 | 4,586 | ||||
2019 | 4,472 | ||||
2020 | 4,560 | ||||
Thereafter | 26,265 | ||||
Total future minimum lease payments | $ | 48,209 | |||
Schedule of minimum purchase commitments | As of April 30, 2015, future minimum purchase commitments were as follows (in thousands): | ||||
Fiscal year ended January 31: | |||||
2016 (remaining nine months) | $ | 298 | |||
2017 | 95 | ||||
2018 | 22 | ||||
Total future minimum purchase commitments | $ | 415 | |||
Description_and_Nature_of_Busi1
Description and Nature of Business and Operations (Details) | Apr. 30, 2015 |
item | |
Description and Nature of Business and Operations | |
Number of subsidiaries | 6 |
Summary_of_Significant_Account3
Summary of Significant Accounting Policies (Details) (USD $) | 3 Months Ended | |
Apr. 30, 2015 | Apr. 30, 2014 | |
item | ||
Goodwill and Intangible Assets | ||
Number of reporting units | 1 | |
Impairment of goodwill and intangible assets | $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 revenue | $500,000 | $300,000 |
Stock-Based Compensation | ||
Offering period over which compensation expense related to shares issued pursuant to the employee stock purchase plan recognized | 1 year | |
Initial purchase period within offering period in which compensation expense related to shares issued pursuant to employee stock purchase plan remains unrecognized | 6 months | |
Trademark and domain names | ||
Property and Equipment and Acquired Intangible Assets | ||
Estimated useful life of the acquired intangible assets | 15 years | |
Minimum | Developed software and technology | ||
Property and Equipment and Acquired Intangible Assets | ||
Estimated useful life of the acquired intangible assets | 3 years | |
Maximum | Developed software and technology | ||
Property and Equipment and Acquired Intangible Assets | ||
Estimated useful life of the acquired intangible assets | 5 years | |
Computers, peripherals and software | ||
Property and Equipment and Acquired Intangible Assets | ||
Estimated useful lives | 3 years | |
Office furniture and 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_Account4
Summary of Significant Accounting Policies (Details 2) (USD $) | 3 Months Ended | |
Apr. 30, 2015 | Jan. 31, 2015 | |
item | ||
Concentration of Credit Risk and Significant Customers | ||
Accounts receivable | $19,014,000 | $25,986,000 |
Cash and Cash Equivalents | Credit Risk | ||
Concentration of Credit Risk and Significant Customers | ||
Certificates of deposits | 38,400,000 | |
Certificates of deposits fully insured by the Federal Deposit Insurance Corporation | 28,700,000 | |
Cash and Cash Equivalents | Credit Risk | Cash and Cash Equivalents | ||
Concentration of Credit Risk and Significant Customers | ||
Certificates of deposits | 200,000 | |
Cash and Cash Equivalents | Credit Risk | Short-term investment | ||
Concentration of Credit Risk and Significant Customers | ||
Certificates of deposits | 38,200,000 | |
Accounts receivable | Significant Customers | ||
Concentration of Credit Risk and Significant Customers | ||
Number of Customers | 1 | |
Accounts receivable | $2,000,000 | |
Percentage of accounts receivable | 10.00% |
Goodwill_and_Acquired_Intangib2
Goodwill and Acquired Intangible Assets (Details) (USD $) | 3 Months Ended | |||
Apr. 30, 2015 | Apr. 30, 2014 | Jan. 31, 2015 | Apr. 30, 2013 | |
Goodwill and Acquired Intangible Assets | ||||
Goodwill | $2,049,000 | $2,104,000 | ||
Intangible assets, gross excluding goodwill | 2,804,000 | 2,804,000 | ||
Less accumulated amortization | -1,554,000 | -1,422,000 | ||
Total future estimated amortization expense | 1,250,000 | 1,382,000 | ||
Amortization expense related to acquired intangible assets | 100,000 | 100,000 | ||
Future estimated amortization expenses | ||||
2016 (remaining nine months) | 325,000 | |||
2017 | 387,000 | |||
2018 | 387,000 | |||
2019 | 15,000 | |||
2020 | 15,000 | |||
Thereafter | 121,000 | |||
Total future estimated amortization expense | 1,250,000 | 1,382,000 | ||
Flowdock Oy | ||||
Goodwill and Acquired Intangible Assets | ||||
Goodwill | 2,500,000 | |||
Developed software and technology | ||||
Goodwill and Acquired Intangible Assets | ||||
Intangible assets, gross excluding goodwill | 2,578,000 | 2,578,000 | ||
Trademark and domain names | ||||
Goodwill and Acquired Intangible Assets | ||||
Intangible assets, gross excluding goodwill | $226,000 | $226,000 |
Property_and_Equipment_Details
Property and Equipment (Details) (USD $) | 3 Months Ended | ||
In Thousands, unless otherwise specified | Apr. 30, 2015 | Apr. 30, 2014 | Jan. 31, 2015 |
Property and Equipment and Acquired Intangible Assets | |||
Property and equipment, gross | $14,718 | $14,109 | |
Less accumulated depreciation and amortization | -9,274 | -8,690 | |
Property and equipment, net | 5,444 | 5,419 | |
Depreciation expense | 600 | 600 | |
Computers, peripherals and software | |||
Property and Equipment and Acquired Intangible Assets | |||
Property and equipment, gross | 10,985 | 10,677 | |
Office furniture and equipment | |||
Property and Equipment and Acquired Intangible Assets | |||
Property and equipment, gross | 1,989 | 1,897 | |
Leasehold improvements | |||
Property and Equipment and Acquired Intangible Assets | |||
Property and equipment, gross | $1,744 | $1,535 |
Short_Term_Investment_Details
Short Term Investment (Details) (USD $) | Apr. 30, 2015 |
In Thousands, unless otherwise specified | |
Short-Term Investments | |
Amortized Cost | $53,152 |
Unrealized Gains | 4 |
Unrealized Losses | -25 |
Fair Value | 53,130 |
Certificates of Deposit | |
Short-Term Investments | |
Amortized Cost | 38,161 |
Unrealized Gains | 1 |
Unrealized Losses | -25 |
Fair Value | 38,136 |
Commercial Paper | |
Short-Term Investments | |
Amortized Cost | 14,991 |
Unrealized Gains | 3 |
Fair Value | $14,994 |
Fair_value_Measurement_Details
Fair value Measurement (Details) (USD $) | Apr. 30, 2015 | Jan. 31, 2015 |
In Thousands, unless otherwise specified | ||
Cash and Cash Equivalents | Money Market Funds | ||
Fair Value Measurements | ||
Fair value | $4,187 | $4,396 |
Cash and Cash Equivalents | Certificates of Deposit | ||
Fair Value Measurements | ||
Fair value | 249 | 1,743 |
Short-term investment | Certificates of Deposit | ||
Fair Value Measurements | ||
Fair value | 38,136 | 36,371 |
Short-term investment | Commercial Paper | ||
Fair Value Measurements | ||
Fair value | 14,994 | 14,993 |
Level 1 | Cash and Cash Equivalents | Money Market Funds | ||
Fair Value Measurements | ||
Fair value | 4,187 | 4,396 |
Level 2 | Cash and Cash Equivalents | Certificates of Deposit | ||
Fair Value Measurements | ||
Fair value | 249 | 1,743 |
Level 2 | Short-term investment | Certificates of Deposit | ||
Fair Value Measurements | ||
Fair value | 38,136 | 36,371 |
Level 2 | Short-term investment | Commercial Paper | ||
Fair Value Measurements | ||
Fair value | $14,994 | $14,993 |
Accrued_Liabilities_Details
Accrued Liabilities (Details) (USD $) | Apr. 30, 2015 | Jan. 31, 2015 |
In Thousands, unless otherwise specified | ||
Accrued Liabilities | ||
Accrued vacation and employee benefits | $2,211 | $2,024 |
Accrued bonuses | 1,005 | 1,576 |
Accrued commissions and salary | 1,137 | 1,911 |
Accrued liabilities | $4,353 | $5,511 |
Revolving_Credit_Facility_Deta
Revolving Credit Facility (Details) (USD $) | 3 Months Ended | |
Apr. 30, 2015 | Nov. 05, 2014 | |
Revolving line of credit. | ||
Revolving Credit Facility | ||
Maximum borrowing capacity | $15,000,000 | |
Outstanding balance | 0 | |
Floating interest rate(as a percent) | 1.50% | |
Maximum amount of limit or restriction | 10,000,000 | |
Unencumbered liquid assets | 35,000,000 | |
Revolving line of credit. | LIBOR | ||
Revolving Credit Facility | ||
Floating interest rate, basis | one month London Interbank Offered Rate | |
Interest rate (as percent) | 1.68% | |
Standby Letters of Credit | ||
Revolving Credit Facility | ||
Maximum borrowing capacity | $5,000,000 |
Warrants_Details
Warrants (Details) (Warrants to purchase, USD $) | 3 Months Ended | |
Apr. 30, 2015 | Apr. 30, 2014 | |
Warrants | ||
Number of warrants outstanding | 7,951 | |
Weighted average | ||
Warrants | ||
Exercise price (in dollars per share) | $3.78 | |
Common stock | ||
Warrants | ||
Exercise price (in dollars per share) | $3.78 | $3.79 |
Number of warrants exercised | 5,301 | 387 |
Activity for preferred stock warrants | ||
Number of common stock into which the warrant can be converted | 476 |
Stock_Awards_Details
Stock Awards (Details) | 3 Months Ended | 0 Months Ended | |
Apr. 30, 2015 | Feb. 01, 2015 | Jan. 31, 2015 | |
Options to purchase | |||
Stock awards | |||
Number of shares reserved for issuance subject to outstanding options | 1,682,173 | 1,502,410 | |
RSUs | |||
Stock awards | |||
Number of shares reserved for issuance subject to outstanding restricted stock unit awards | 1,051,900 | 931,227 | |
2002 Plan | |||
Stock awards | |||
Number of shares authorized and reserved for issuance | 3,727,891 | ||
Number of shares issued upon the exercise of options and the issuance of restricted stock awards | 2,592,583 | ||
Number of shares available for grant included in total shares reserved for issuance | 313,223 | ||
2002 Plan | Minimum | |||
Stock awards | |||
Maximum exercise price as a percentage of fair value of common stock on the date of grant | 100.00% | ||
2002 Plan | Options to purchase | |||
Stock awards | |||
Number of shares reserved for issuance subject to outstanding options | 822,085 | ||
2013 Plan | |||
Stock awards | |||
Number of shares authorized and reserved for issuance | 4,856,845 | ||
Number of shares available for grant included in total shares reserved for issuance | 2,805,191 | ||
Percentage of increase in shares reserved for issuance on February 1 of each fiscal year, starting on February 1, 2014 | 5.00% | ||
Increase in the number of authorized and reserved shares of common stock for grant | 1,270,830 | ||
Number of shares issued upon vesting | 139,666 | ||
2013 Plan | Options to purchase | |||
Stock awards | |||
Number of shares reserved for issuance subject to outstanding options | 860,088 | ||
2013 Plan | RSUs | |||
Stock awards | |||
Number of shares reserved for issuance subject to outstanding restricted stock unit awards | 1,051,900 | ||
ESPP obligations | |||
Stock awards | |||
Number of shares authorized and reserved for issuance | 1,473,399 | ||
Shares issued | 489,894 | ||
Number of shares available for grant included in total shares reserved for issuance | 983,505 | ||
Maximum exercise price as a percentage of fair value of common stock on the date of grant | 85.00% | ||
Percentage of increase in shares reserved for issuance on February 1 of each fiscal year, starting on February 1, 2014 | 2.00% | ||
Increase in the number of authorized and reserved shares of common stock for grant | 508,332 | ||
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) (Options to purchase, USD $) | 3 Months Ended | |
In Millions, except Share data, unless otherwise specified | Apr. 30, 2015 | Apr. 30, 2014 |
Stock awards | ||
Weighted-average fair value on the date of grant (in dollars per share) | $7.22 | $6.18 |
Intrinsic value of stock options exercised | $1.30 | $0.80 |
Number of Shares | ||
Outstanding at the beginning of the period (in shares) | 1,502,410 | |
Granted (in shares) | 379,570 | 270,250 |
Exercised (in shares) | -124,105 | |
Forfeited (in shares) | -75,702 | |
Outstanding at the end of the period (in shares) | 1,682,173 | |
Weighted-Average Exercise Price | ||
Outstanding at the beginning of the period (in dollars per share) | $10.01 | |
Granted (in dollars per share) | $15.40 | $13.38 |
Exercised (in dollars per share) | $3.78 | |
Forfeited (in dollars per share) | $19.18 | |
Outstanding at the end of the period (in dollars per share) | $11.27 | |
New employees | ||
Stock awards | ||
Vesting period | 4 years | |
New employees | Maximum | ||
Stock awards | ||
Term of the award | 10 years | |
Current employees | ||
Stock awards | ||
Term of the award | 4 years | |
Current employees | Maximum | ||
Stock awards | ||
Term of the award | 10 years | |
New Non-Employee Board Of Directors | Minimum | ||
Stock awards | ||
Vesting period | 3 years | |
Existing Non Employee Board Of Directors | Maximum | ||
Stock awards | ||
Term of the award | 10 years | |
Existing Non Employee Board Of Directors | Minimum | ||
Stock awards | ||
Vesting period | 1 year | |
First year anniversary | New employees | ||
Stock awards | ||
Vesting percentage | 25.00% |
Stock_Awards_Details_3
Stock Awards (Details 3) (USD $) | 3 Months Ended | |
In Millions, except Share data, unless otherwise specified | Apr. 30, 2015 | Jan. 31, 2015 |
Options Outstanding | ||
Number of Shares Outstanding (in shares) | 1,682,173 | |
Weighted-Average Remaining Contractual Life | 7 years 9 months 18 days | |
Weighted-Average Exercise Price (in dollars per share) | $11.27 | |
Options Exercisable | ||
Number of Shares Exercisable (in shares) | 906,214 | |
Weighted-Average Exercise Price (in dollars per share) | $8.01 | |
Additional disclosure | ||
Aggregate intrinsic value of options outstanding | $7.60 | $6 |
Aggregate intrinsic value of options exercisable | $6.80 | $5.50 |
$0.65 - 2.23 | ||
Summary of information about stock options outstanding and exercisable | ||
Exercise price, low end of range (in dollars per share) | $0.65 | |
Exercise price, high end of range (in dollars per share) | $2.23 | |
Options Outstanding | ||
Number of Shares Outstanding (in shares) | 100,167 | |
Weighted-Average Remaining Contractual Life | 4 years 4 months 17 days | |
Weighted-Average Exercise Price (in dollars per share) | $1.26 | |
Options Exercisable | ||
Number of Shares Exercisable (in shares) | 100,167 | |
Weighted-Average Exercise Price (in dollars per share) | $1.26 | |
5.48 | ||
Summary of information about stock options outstanding and exercisable | ||
Exercise price, low end of range (in dollars per share) | $5.48 | |
Options Outstanding | ||
Number of Shares Outstanding (in shares) | 501,080 | |
Weighted-Average Remaining Contractual Life | 6 years 2 months 27 days | |
Weighted-Average Exercise Price (in dollars per share) | $5.48 | |
Options Exercisable | ||
Number of Shares Exercisable (in shares) | 486,659 | |
Weighted-Average Exercise Price (in dollars per share) | $5.48 | |
5.93 - 13.38 | ||
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) | $13.38 | |
Options Outstanding | ||
Number of Shares Outstanding (in shares) | 533,651 | |
Weighted-Average Remaining Contractual Life | 8 years 2 months 27 days | |
Weighted-Average Exercise Price (in dollars per share) | $11.09 | |
Options Exercisable | ||
Number of Shares Exercisable (in shares) | 229,193 | |
Weighted-Average Exercise Price (in dollars per share) | $9.75 | |
14.83 | ||
Summary of information about stock options outstanding and exercisable | ||
Exercise price, low end of range (in dollars per share) | $14.83 | |
Options Outstanding | ||
Number of Shares Outstanding (in shares) | 2,350 | |
Weighted-Average Remaining Contractual Life | 9 years 11 months 27 days | |
Weighted-Average Exercise Price (in dollars per share) | $14.83 | |
15.54 - 29.96 | ||
Summary of information about stock options outstanding and exercisable | ||
Exercise price, low end of range (in dollars per share) | $15.54 | |
Exercise price, high end of range (in dollars per share) | $29.96 | |
Options Outstanding | ||
Number of Shares Outstanding (in shares) | 544,925 | |
Weighted-Average Remaining Contractual Life | 9 years 3 months 11 days | |
Weighted-Average Exercise Price (in dollars per share) | $18.59 | |
Options Exercisable | ||
Number of Shares Exercisable (in shares) | 90,195 | |
Weighted-Average Exercise Price (in dollars per share) | $24.76 |
Stock_Awards_Details_4
Stock Awards (Details 4) (Options to purchase, USD $) | 3 Months Ended | |
In Millions, unless otherwise specified | Apr. 30, 2015 | Apr. 30, 2014 |
Options to purchase | ||
Weighted-average assumptions used to compute the fair value of all options granted | ||
Risk-free interest rate (as a percent) | 1.43% | 1.69% |
Expected life | 6 years 7 days | 6 years 7 days |
Expected volatility (as a percent) | 48.11% | 46.70% |
Income tax benefit recognized relating to stock-based compensation expense | $0 | |
Excess tax benefit realized relating to exercised stock options | 0 | |
Unrecognized compensation costs related to unvested stock options | $4.90 | |
Weighted-average period over which unrecognized compensation costs are expected to be recognized | 3 years |
Stock_Awards_Details_5
Stock Awards (Details 5) (USD $) | 3 Months Ended | |||
Apr. 30, 2015 | Apr. 30, 2014 | Jan. 31, 2015 | Dec. 16, 2014 | |
Weighted-Average Grant Date Fair Value | ||||
Fair value of shares of restricted stock issued and recorded as stock-based compensation expense | $1,563,000 | $1,556,000 | ||
Accumulated employee withholdings | 1,126,000 | 425,000 | ||
RSUs | ||||
Restricted Stock Units and Employee Stock Purchase Plan | ||||
Granted (in shares) | 288,752 | |||
Number of Shares | ||||
Outstanding at the beginning of the period (in shares) | 931,227 | |||
Granted (in shares) | 288,752 | |||
Vested (in shares) | -114,531 | |||
Forfeited (in shares) | -53,548 | |||
Outstanding at the end of the period (in shares) | 1,051,900 | |||
Weighted-Average Grant Date Fair Value | ||||
Outstanding at the beginning of the period (in dollars per share) | $13.76 | |||
Granted (in dollars per share) | $15.09 | |||
Vested (in dollars per share) | $11.25 | |||
Forfeited (in dollars per share) | $15.18 | |||
Outstanding at the end of the period (in dollars per share) | $14.33 | |||
Weighted-average remaining contractual life | 1 year 11 months 1 day | |||
Grant date fair value of the units granted (in dollars per share) | $14.33 | |||
Unrecognized stock-based compensation | 11,900,000 | |||
Period over which fair value of shares of restricted stock issued will be recorded as compensation expense | 3 years 4 months 13 days | |||
RSUs | New employees | Minimum | ||||
Restricted Stock Units and Employee Stock Purchase Plan | ||||
Vesting period | 4 years | |||
RSUs | Current employees | Minimum | ||||
Restricted Stock Units and Employee Stock Purchase Plan | ||||
Vesting period | 4 years | |||
RSUs | New Non-Employee Board Of Directors | Minimum | ||||
Restricted Stock Units and Employee Stock Purchase Plan | ||||
Vesting period | 3 years | |||
RSUs | Existing Non Employee Board Of Directors | Minimum | ||||
Restricted Stock Units and Employee Stock Purchase Plan | ||||
Vesting period | 1 year | |||
First year anniversary | RSUs | New employees | ||||
Restricted Stock Units and Employee Stock Purchase Plan | ||||
Vesting percentage | 25.00% | |||
2002 Plan | Minimum | ||||
Weighted-Average Grant Date Fair Value | ||||
Exercise price as a percentage of the fair value of common stock on the date of grant | 100.00% | |||
ESPP obligations | ||||
Weighted-Average Grant Date Fair Value | ||||
Period over which fair value of shares of restricted stock issued will be recorded as compensation expense | 6 months | |||
Exercise price as a percentage of the fair value of common stock on the date of grant | 85.00% | |||
Shares price (in dollars per share) | $9.59 | |||
Discounted share price (in dollars per share) | $8.15 | |||
Shares issued | 489,894 | |||
Accumulated employee withholdings | $1,100,000 |
Stock_Awards_Details_6
Stock Awards (Details 6) (ESPP obligations, USD $) | 3 Months Ended | |
In Millions, unless otherwise specified | Apr. 30, 2015 | Apr. 30, 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 stock-based compensation costs | $0.50 | |
Weighted-average period over which unrecognized compensation costs are expected to be recognized | 6 months | |
Minimum | ||
Weighted-average assumptions were used to calculate our stock-based compensation for each stock purchase right granted | ||
Risk-free interest rate (as a percent) | 0.11% | 0.09% |
Expected life | 6 months | 8 months 1 day |
Expected volatility (as a percent) | 56.40% | |
Maximum | ||
Weighted-average assumptions were used to calculate our stock-based compensation for each stock purchase right granted | ||
Risk-free interest rate (as a percent) | 0.21% | 0.11% |
Expected life | 1 year | 1 year 2 months 1 day |
Expected volatility (as a percent) | 67.60% |
Information_by_Geographic_Area2
Information by Geographic Areas (Details) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Apr. 30, 2015 | Apr. 30, 2014 |
Revenue by geographic region | ||
Total revenue | $24,451 | $19,431 |
United States | ||
Revenue by geographic region | ||
Total revenue | 20,994 | 16,784 |
International | ||
Revenue by geographic region | ||
Total revenue | $3,457 | $2,647 |
International | Total revenue | Geographic Concentration | Maximum | ||
Revenue by geographic region | ||
Percentage of total revenue | 4.00% |
Net_Loss_per_Share_Details
Net Loss per Share (Details) (USD $) | 3 Months Ended | |
In Thousands, except Share data, unless otherwise specified | Apr. 30, 2015 | Apr. 30, 2014 |
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) | 2,892,669 | 2,423,490 |
Numerator: | ||
Net loss | ($6,926) | ($8,481) |
Denominator: | ||
Weighted-average shares of common stock outstanding, basic and diluted | 25,538,000 | 24,816,000 |
Net loss per common share, basic and diluted (in dollars per share) | ($0.27) | ($0.34) |
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) | 1,682,173 | 1,690,765 |
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) | 7,951 | 13,252 |
RSUs | ||
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) | 1,051,900 | 582,592 |
Number of shares vested but not released | 60,000 | |
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) | 150,645 | 136,881 |
Commitments_and_Contingencies_1
Commitments and Contingencies (Details) (USD $) | 1 Months Ended | 3 Months Ended | |||
Sep. 30, 2013 | Apr. 30, 2015 | Jan. 31, 2015 | Jun. 10, 2013 | 31-May-14 | |
item | sqft | sqft | |||
Operating leases | |||||
Cash pledged to the landlord as a security deposit | 4,200,000 | $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 | ||||
Denver, Colorado | |||||
Operating leases | |||||
Space under lease (in square feet) | 22,000 | 5,000 | |||
Denver, Colorado | Forecast | |||||
Operating leases | |||||
Rental revenue | 100,000 | ||||
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 | ||||
Seattle, Washington | Forecast | |||||
Operating leases | |||||
Rental revenue | 200,000 | ||||
London, England | Maximum | |||||
Operating leases | |||||
Space under lease (in square feet) | 6,000 | ||||
Melbourne, Australia | Maximum | |||||
Operating leases | |||||
Space under lease (in square feet) | 6,000 | ||||
Sydney, Australia | Maximum | |||||
Operating leases | |||||
Space under lease (in square feet) | 6,000 | ||||
Helsinki, Finland | Maximum | |||||
Operating leases | |||||
Space under lease (in square feet) | 6,000 | ||||
Singapore | Maximum | |||||
Operating leases | |||||
Space under lease (in square feet) | 6,000 | ||||
Amsterdam, the Netherlands | Maximum | |||||
Operating leases | |||||
Space under lease (in square feet) | 6,000 |
Commitments_and_Contingencies_2
Commitments and Contingencies (Details 2) (USD $) | 3 Months Ended | ||
Apr. 30, 2015 | Apr. 30, 2014 | Jan. 31, 2015 | |
item | |||
Operating leases | |||
Rent expense | $1,000,000 | $700,000 | |
Future minimum lease payments under operating leases | |||
2016(remaining nine months) | 3,596,000 | ||
2017 | 4,730,000 | ||
2018 | 4,586,000 | ||
2019 | 4,472,000 | ||
2020 | 4,560,000 | ||
Thereafter | 26,265,000 | ||
Total minimum lease payments | 48,209,000 | ||
Purchase Commitments | |||
2016 (remaining nine months) | 298,000 | ||
2017 | 95,000 | ||
2018 | 22,000 | ||
Total future minimum purchase commitments | 415,000 | ||
Self-insurance reserves | |||
Self insurance liabilities | $200,000 | $200,000 | |
Legal | |||
Number of pending or threatened legal actions or proceedings | 0 |
Subsequent_Events_Details
Subsequent Events (Details) (USD $) | 0 Months Ended |
In Millions, except Per Share data, unless otherwise specified | 27-May-15 |
Subsequent Events | |
Obligated to pay a termination fee | $17.40 |
Subsequent events. | |
Subsequent Events | |
Payment to shareholders by acquiree | $19.50 |