Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Sep. 30, 2016 | Nov. 01, 2016 | |
Document and Entity Information | ||
Entity Registrant Name | ENVESTNET, INC. | |
Entity Central Index Key | 1,337,619 | |
Document Type | 10-Q | |
Document Period End Date | Sep. 30, 2016 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --12-31 | |
Entity Current Reporting Status | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 43,053,724 | |
Document Fiscal Year Focus | 2,016 | |
Document Fiscal Period Focus | Q3 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Sep. 30, 2016 | Dec. 31, 2015 |
Current assets: | ||
Cash and cash equivalents | $ 50,662 | $ 51,718 |
Fees and other receivable, net | 42,451 | 46,756 |
Prepaid expenses and other current assets | 19,811 | 13,239 |
Total current assets | 112,924 | 111,713 |
Property and equipment, net | 32,566 | 28,681 |
Internally developed software, net | 13,544 | 9,897 |
Intangible assets, net | 262,234 | 292,675 |
Goodwill | 422,565 | 421,273 |
Deferred tax assets, net | 12,961 | 2,688 |
Other non-current assets | 13,156 | 9,322 |
Total assets | 869,950 | 876,249 |
Current liabilities: | ||
Accrued expenses and other liabilities | 74,650 | 83,411 |
Accounts payable | 10,456 | 10,420 |
Current portion of debt | 33,177 | 6,064 |
Contingent consideration | 1,929 | 2,537 |
Deferred revenue | 15,379 | 15,089 |
Total current liabilities | 135,591 | 117,521 |
Convertible notes | 151,019 | 146,418 |
Term notes | 106,674 | 138,335 |
Contingent consideration | 1,295 | 1,506 |
Deferred revenue | 16,220 | 14,378 |
Deferred rent and lease incentive | 12,174 | 10,976 |
Other non-current liabilities | 10,625 | 6,288 |
Total liabilities | 433,598 | 435,422 |
Commitments and contingencies | ||
Redeemable units in ERS | 900 | 900 |
Stockholders' equity: | ||
Preferred stock, par value $0.005, 50,000,000 shares authorized | ||
Common stock, par value $0.005, 500,000,000 shares authorized; 55,279,299 and 53,925,415 shares issued as of September 30, 2016 and December 31, 2015, respectively; 42,917,855 and 41,979,126 shares outstanding as of September 30, 2016 and December 31, 2015, respectively | 276 | 270 |
Additional paid-in capital | 504,529 | 474,726 |
Accumulated deficit | (38,000) | (15,007) |
Treasury stock at cost, 12,361,444 and 11,946,289 shares as of September 30, 2016 and December 31, 2015, respectively | (31,619) | (20,654) |
Accumulated other comprehensive income (loss) | (132) | 194 |
Total stockholders' equity | 435,054 | 439,529 |
Non-controlling interest | 398 | 398 |
Total equity | 435,452 | 439,927 |
Total liabilities and equity | $ 869,950 | $ 876,249 |
Condensed Consolidated Balance3
Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares | Sep. 30, 2016 | Dec. 31, 2015 |
Condensed Consolidated Balance Sheets | ||
Preferred stock, par value (in dollars per share) | $ 0.005 | $ 0.005 |
Preferred stock, shares authorized | 50,000,000 | 50,000,000 |
Common stock, par value (in dollars per share) | $ 0.005 | $ 0.005 |
Common stock, shares authorized | 500,000,000 | 500,000,000 |
Common stock, shares issued | 55,279,299 | 53,925,415 |
Common stock, shares outstanding | 42,917,855 | 41,979,126 |
Treasury stock, shares | 12,361,444 | 11,946,289 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Revenues: | ||||
Assets under management or administration | $ 90,042 | $ 85,576 | $ 258,969 | $ 250,472 |
Subscription and licensing | 51,959 | 16,163 | 142,303 | 45,257 |
Professional services and other | 7,154 | 1,628 | 21,412 | 6,755 |
Total revenues | 149,155 | 103,367 | 422,684 | 302,484 |
Operating expenses: | ||||
Cost of revenues | 47,259 | 41,027 | 132,319 | 122,208 |
Compensation and benefits | 60,345 | 32,671 | 180,625 | 96,162 |
General and administration | 26,150 | 15,184 | 80,097 | 44,905 |
Depreciation and amortization | 16,692 | 6,157 | 49,872 | 17,215 |
Restructuring charges | 152 | 518 | ||
Total operating expenses | 150,446 | 95,039 | 443,065 | 281,008 |
Income (loss) from operations | (1,291) | 8,328 | (20,381) | 21,476 |
Other expense, net | (4,434) | (2,347) | (13,214) | (6,801) |
Income (loss) before income tax provision | (5,725) | 5,981 | (33,595) | 14,675 |
Income tax provision (benefit) | (1,668) | 2,679 | (10,602) | 6,326 |
Net income (loss) | (4,057) | 3,302 | (22,993) | 8,349 |
Net income (loss) attributable to Envestnet, Inc. | $ (4,057) | $ 3,302 | $ (22,993) | $ 8,349 |
Net income (loss) per share attributable to Envestnet, Inc.: | ||||
Basic (in dollars per share) | $ (0.09) | $ 0.09 | $ (0.54) | $ 0.23 |
Diluted (in dollars per share) | $ (0.09) | $ 0.09 | $ (0.54) | $ 0.22 |
Weighted average common shares outstanding: | ||||
Basic (in shares) | 42,843,103 | 36,021,784 | 42,704,383 | 35,651,508 |
Diluted (in shares) | 42,843,103 | 37,614,701 | 42,704,383 | 37,563,815 |
Condensed Consolidated Stateme5
Condensed Consolidated Statements of Comprehensive Income - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Condensed Consolidated Statement of Comprehensive Income | ||||
Net income (loss) attributable to Envestnet, Inc. | $ (4,057) | $ 3,302 | $ (22,993) | $ 8,349 |
Other comprehensive income (loss), net of taxes | ||||
Foreign currency translation gain (loss) | 192 | (122) | ||
Losses on foreign currency contracts designated as cash flow hedges reclassified to earnings | (556) | (204) | ||
Total other comprehensive loss, net of taxes | (364) | (326) | ||
Comprehensive income (loss), net of taxes | $ (4,421) | $ 3,302 | $ (23,319) | $ 8,349 |
Condensed Consolidated Stateme6
Condensed Consolidated Statement of Equity - 9 months ended Sep. 30, 2016 - USD ($) $ in Thousands | Common Stock | Treasury Stock | Additional Paid-in Capital | Accumulated Other Comprehensive Income | Accumulated Deficit | Non-controlling Interest | Total |
Balance at Dec. 31, 2015 | $ 270 | $ (20,654) | $ 474,726 | $ 194 | $ (15,007) | $ 398 | $ 439,927 |
Balance (in shares) at Dec. 31, 2015 | 53,925,415 | (11,946,289) | |||||
Increase (decrease) in shareholders' equity | |||||||
Exercise of stock options | $ 1 | 3,165 | 3,166 | ||||
Exercise of stock options (in shares) | 348,245 | ||||||
Issuance of common stock - vesting of restricted stock units | $ 5 | 5 | |||||
Issuance of common stock units - vesting of restricted stock (in shares) | 1,005,639 | ||||||
Stock-based compensation expense | 25,168 | 25,168 | |||||
Excess tax benefits from stock-based compensation expense | 1,470 | 1,470 | |||||
Purchase of treasury stock for stock-based minimum tax withholdings | $ (9,517) | (9,517) | |||||
Purchase of treasury stock for stock-based minimum tax withholdings (in shares) | (371,545) | ||||||
Common stock shares repurchased | $ (1,448) | (1,448) | |||||
Common stock shares repurchased (in shares) | (43,610) | ||||||
Foreign currency translation loss | (122) | (122) | |||||
Losses on foreign currency contracts designated as cash flow hedges reclassified to earnings | (204) | (204) | |||||
Net loss | (22,993) | (22,993) | |||||
Balance at Sep. 30, 2016 | $ 276 | $ (31,619) | $ 504,529 | $ (132) | $ (38,000) | $ 398 | $ 435,452 |
Balance (in shares) at Sep. 30, 2016 | 55,279,299 | (12,361,444) |
Condensed Consolidated Stateme7
Condensed Consolidated Statements of Cash Flows - USD ($) shares in Thousands, $ in Thousands | 9 Months Ended | |
Sep. 30, 2016 | Sep. 30, 2015 | |
OPERATING ACTIVITIES: | ||
Net income (loss) | $ (22,993) | $ 8,349 |
Adjustments to reconcile net income (loss) to net cash provided by operating activities: | ||
Depreciation and amortization | 49,872 | 17,215 |
Deferred rent and lease incentive | (324) | 628 |
Provision for doubtful accounts | 369 | 31 |
Deferred income taxes | (10,273) | (264) |
Stock-based compensation expense | 25,872 | 10,157 |
Excess tax benefits from stock-based compensation expense | (1,470) | (18,010) |
Non-cash interest expense | 6,955 | 7,081 |
Accretion on contingent consideration | 143 | 794 |
Fair market value adjustment on contingent consideration | 838 | (3,791) |
Loss allocation from equity method investment | 1,130 | |
Loss on disposal of fixed assets | 220 | |
Changes in operating assets and liabilities, net of acquisitions: | ||
Fees and other receivables | 4,077 | (4,817) |
Prepaid expenses and other current assets | (4,960) | 4,534 |
Other non-current assets | (4,271) | (1,024) |
Accrued expenses and other liabilities | 275 | (2,068) |
Accounts payable | 124 | 113 |
Deferred revenue | 1,959 | 7,331 |
Other non-current liabilities | 4,337 | (428) |
Net cash provided by operating activities | 51,880 | 25,831 |
INVESTING ACTIVITIES: | ||
Purchase of property and equipment | (10,839) | (6,852) |
Capitalization of internally developed software | (6,217) | (3,782) |
Investment in private company | (738) | (1,500) |
Purchase of ERS units | (1,500) | (100) |
Acquisition of businesses, net of cash acquired | (18,394) | (27,332) |
Net cash used in investing activities | (37,688) | (39,566) |
FINANCING ACTIVITIES: | ||
Proceeds from borrowings on revolving credit facility | 25,000 | |
Payment on revolving credit facility | (25,000) | |
Payments of contingent consideration | (2,924) | (7,219) |
Payment of term notes | (6,000) | |
Issuance of redeemable units in ERS | 900 | |
Proceeds from exercise of stock options | 3,166 | 7,448 |
Excess tax benefits from stock-based compensation expense | 1,470 | 18,010 |
Purchase of treasury stock for stock-based minimum tax withholdings | (9,517) | (6,812) |
Common stock acquired under the share repurchase program | (1,448) | |
Issuance of restricted stock units | 5 | 2 |
Net cash provided by (used in) financing activities | (15,248) | 12,329 |
DECREASE IN CASH AND CASH EQUIVALENTS | (1,056) | (1,406) |
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD | 51,718 | 209,754 |
CASH AND CASH EQUIVALENTS, END OF PERIOD | 50,662 | 208,348 |
Supplemental disclosure of cash flow information - net cash paid (refunded) during the period for income taxes | (175) | 937 |
Supplemental disclosure of cash flow information- cash paid during the period for interest | 5,390 | 2,454 |
Supplemental disclosure of non-cash operating, investing and financing activities: | ||
Contingent consideration issued in a business acquisition | 1,929 | $ 2,363 |
Stock and stock options issued in acquisition of business | 8,930 | |
Purchase liabilities included in accrued expenses | $ 3,520 | |
Leasehold improvements funded by lease incentive | $ 1,522 | 330 |
Purchase of fixed assets included in accounts payable | $ 209 |
Organization and Description of
Organization and Description of Business | 9 Months Ended |
Sep. 30, 2016 | |
Organization and Description of Business | |
Organization and Description of Business | 1. Organization and Description of Business Envestnet, Inc. (“Envestnet”) and its subsidiaries (collectively, the “Company”) provide open-architecture wealth management services and technology to independent financial advisors and financial institutions. These services and related technology are provided via Envestnet’s wealth management software, Envestnet | PMC ® , Envestnet | Tamarac™, Vantage Reporting Solution™, Envestnet | WMS™, Envestnet | Placemark™, Envestnet | Retirement Solutions, Envestnet | Yodlee™ and Envestnet | Finance Logix™. We offer these solutions principally through the following product and services suites: · Envestnet | Advisor Suite™ empowers advisors to better manage client outcomes and strengthen their practice. Our software unifies the applications and services advisors use to manage their practice and advise their clients, including data aggregation; financial planning; capital markets assumptions; asset allocation guidance; research and due diligence on investment managers and funds; portfolio management, trading and rebalancing; multi ‑ custodial, aggregated performance reporting; and billing calculation and administration. · Envestnet | PMC ® , our Portfolio Management Consultants group, primarily engages in consulting services aimed at providing financial advisors with additional support in addressing their clients’ needs, as well as the creation of investment solutions and products. Envestnet | PMC’s investment solutions and products include managed account and multi ‑ manager portfolios, mutual fund portfolios and Exchange Traded Funds (“ETF”) portfolios. Envestnet | PMC offers Prima Premium Research, comprising institutional ‑ quality research and due diligence on investment managers, mutual funds, ETFs and liquid alternatives funds. Envestnet | PMC also offers Placemark Overlay Services which includes patented portfolio overlay and tax optimization services. · Envestnet | Vantage™ software aggregates and manages investment data, provides performance reporting and benchmarking, giving advisors an in ‑ depth view of clients’ various investments, empowering advisors to give holistic, personalized advice and consulting. · Envestnet | Advisor Now™ offers a private-labeled investor engagement technology enabling advisors to deliver a compelling digital wealth management experience to their clients. · Envestnet | Finance Logix™ provides financial planning and wealth management software solutions to banks, broker-dealers and RIAs. · Envestnet | Tamarac™ provides leading portfolio accounting, rebalancing, trading, performance reporting and client relationship management (“CRM”) software, principally to high ‑ end RIAs. · Envestnet | Retirement Solutions (“ERS”) offers a comprehensive suite of services designed specifically for retirement plan professionals. With our integrated technology, ERS addresses the regulatory, data, and investment needs of retirement plans and delivers the information holistically. · Envestnet | Yodlee™ is a leading data aggregation and data analytics platform powering dynamic, cloud-based innovation for digital financial services. Through these platform and service offerings, the Company provides open-architecture support for a wide range of investment products (separately managed accounts, multi-manager accounts, mutual funds, exchange-traded funds, stock baskets, alternative investments, and other fee-based investment solutions) from Envestnet | PMC and other leading investment providers via multiple custodians, and also account administration and reporting services. Envestnet operates five RIAs and a registered broker-dealer. The RIAs are registered with the Securities and Exchange Commission (“SEC”). The broker-dealer is registered with the SEC, all 50 states and the District of Columbia and is a member of the Financial Industry Regulatory Authority (“FINRA”). |
Basis of Presentation
Basis of Presentation | 9 Months Ended |
Sep. 30, 2016 | |
Basis of Presentation | |
Basis of Presentation | 2. Basis of Presentation The accompanying unaudited condensed consolidated financial statements of the Company as of September 30, 2016 and for the three and nine months ended September 30, 2016 and 2015 have not been audited by an independent registered public accounting firm. These unaudited condensed consolidated financial statements have been prepared on the same basis as our audited consolidated financial statements for the year ended December 31, 2015 and reflect all normal recurring adjustments which are, in the opinion of management, necessary to present fairly the Company’s financial position as of September 30, 2016 and the results of operations, equity and cash flows for the periods presented herein. The unaudited condensed consolidated balance sheet as of September 30, 2016 was derived from the Company’s audited financial statements for the year ended December 31, 2015 but does not include all disclosures, including notes required by accounting principles generally accepted in the United States of America (“GAAP”). The condensed consolidated financial statements include the accounts of Envestnet and its subsidiaries. All significant intercompany transactions and balances have been eliminated in consolidation. Accounts denominated in a non-U.S. currency have been re-measured using the U.S. dollar as the functional currency. The results of operations for the three and nine months ended September 30, 2016 are not necessarily indicative of the operating results to be expected for other interim periods or for the full fiscal year. The unaudited condensed consolidated financial statements have been prepared pursuant to the rules and regulations of the SEC. Certain information and footnote disclosures normally included in financial statements prepared in accordance with GAAP have been condensed or omitted pursuant to such rules and regulations. These unaudited condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2015, filed with the SEC on February 29, 2016. The preparation of these unaudited condensed consolidated financial statements requires management to make estimates and assumptions related to the reporting of assets, liabilities, revenues and expenses and the disclosure of contingent assets and liabilities to prepare these consolidated financial statements in conformity with GAAP. Areas requiring the use of management estimates relate to revenue recognition, valuations and assumptions used for impairment testing of goodwill, intangible and other long-lived assets, fair value of restricted stock and stock options issued, fair value of contingent consideration, realization of deferred tax assets, uncertain tax positions, fair value of the liability portion of the convertible debt and assumptions used to allocate purchase prices in business combinations. Actual results could differ materially from these estimates under different assumptions or conditions. Share repurchase program – On February 25, 2016, the Company announced that its Board of Directors had authorized a share repurchase program under which the Company may repurchase up to 2,000,000 shares of its common stock. The timing and volume of share repurchases will be determined by the Company’s management based on its ongoing assessments of the capital needs of the business, the market price of its common stock and general market conditions. No time limit has been set for the completion of the repurchase program, and the program may be suspended or discontinued at any time. The repurchase program authorizes the Company to purchase its common stock from time to time in the open market (including pursuant to a “Rule 10b5-1 plan”), in block transactions, in privately negotiated transactions, through accelerated stock repurchase programs, through option or other transactions or otherwise, all in compliance with applicable laws and other restrictions. As of September 30, 2016, 1,956,390 shares could still be purchased under this program. Recent Accounting Pronouncements - In May 2014, the Financial Accounting Standards Board (“FASB”) issued ASU 2014-09, “Revenue from Contracts with Customers,” which amends the existing accounting standards for revenue recognition. ASU 2014-09 is based on principles that govern the recognition of revenue at an amount an entity expects to be entitled when products are transferred to customers. The original effective date for ASU 2014-09 would have required the Company to adopt beginning in its first quarter of 2017. In July 2015, the FASB voted to amend ASU 2014-09 by approving a one-year deferral of the effective date as well as providing the option to early adopt the standard on the original effective date. Accordingly, the Company will adopt the standard in its first quarter of 2018. The new revenue standard may be applied retrospectively to each prior period presented or retrospectively with the cumulative effect recognized as of the date of adoption. The Company is currently evaluating the impact of the adoption of the new revenue standard on its consolidated financial statements. In February 2015, the FASB issued ASU 2015-02, “Amendments to the Consolidation Analysis,” which amends the consolidation requirements in ASC 810. These changes became effective for the Company’s fiscal year beginning January 1, 2016. The adoption of this standard did not have a material impact on its condensed consolidated financial statements. In April 2015, the FASB issued ASU 2015-03, “Simplifying the Presentation of Debt Issuance Costs,” which requires debt issuance costs related to a recognized debt liability be presented as a reduction to the carrying amount of that debt liability, not as an asset. The Company adopted the guidance for the Company’s fiscal year beginning January 1, 2016 and resulted in a decrease in current assets and current liabilities of $1,936 and decreases in non-current assets and non-current liabilities of $7,380 in the prior year. In November 2015, the FASB issued ASU 2015-17, “Balance Sheet Classification of Deferred Taxes,” which requires entities with a classified balance sheet to present all deferred tax assets and liabilities as non-current. The updated guidance became effective under early adoption for the Company’s fiscal year beginning January 1, 2015 and resulted in a reclassification of $4,654 from current deferred tax assets to non-current deferred tax assets in the prior year. In September 2015, the FASB issued ASU No. 2015-16, “Simplifying the Accounting for Measurement-Period Adjustments”. This standard requires that an acquirer recognize adjustments to provisional amounts that are identified during the measurement period in the reporting period in which the adjustment amounts are determined. Entities were required to retrospectively apply adjustments made to provisional amounts recognized in a business combination. This standard is effective for fiscal years beginning after December 15, 2015, including interim periods within those fiscal years. These changes became effective for the Company’s fiscal year beginning January 1, 2016 and have been reflected in these financial statements. In February 2016, the FASB issued ASU 2016-02, “Leases”. This update amends the requirements for assets and liabilities recognized for all leases longer than twelve months. Lessees will be required to recognize a lease liability measured on a discounted basis, which is the lessee’s obligation to make lease payments arising from the lease, and a right-of-use asset, which is an asset that represents the lessee’s right to use, or control the use of, a specified asset for the lease term. This standard will be effective for financial statements issued by public companies for the annual and interim periods beginning after December 15, 2018. Early adoption of the standard is permitted. The Company is currently evaluating the potential impact of this guidance on our consolidated financial statements. In March 2016, The FASB issued ASU 2016-09, “Improvements to Employee Share-Based Payment Accounting”. This update is intended to reduce the cost and complexity of accounting for share-based payments; however, some changes may also increase volatility in reported earnings. Under the new guidance, all excess tax benefits and deficiencies will be recorded as an income tax benefit or expense in the income statement and excess tax benefits will be recorded as an operating activity in the statement of cash flows. The new guidance also allows withholding up to the maximum individual statutory tax rate without classifying the awards as a liability. The cash paid to satisfy the statutory income tax withholding obligation will be classified as a financing activity in the statement of cash flows. Lastly, the update allows forfeitures to be estimated or recognized when they occur. The requirements for the excess tax effects related to share-based payments at settlement must be applied on a prospective basis, and the other requirements under this standard are to be applied on a retrospective basis. This standard will be effective for financial statements issued by public companies for annual and interim periods beginning after December 15, 2016. The Company is currently evaluating the potential impact of this guidance on our consolidated financial statements. In August 2016, the FASB issued ASU 2016-15, “Statement of Cash Flows (Topic 230) - Classification of Certain Cash Receipts and Cash Payments,” which clarifies eight specific cash flow issues in an effort to reduce diversity in practice in how certain transactions are classified within the statement of cash flows. This ASU is effective for the Company January 1, 2018 with early adoption permitted. Upon adoption, the ASU requires a retrospective application unless it is determined that it is impractical to do so for which it must be retrospectively applied at the earliest date practical. Upon adoption, the Company does not anticipate significant changes to the Company's existing accounting policies or presentation of the consolidated statements of cash flows. |
Business Acquisitions
Business Acquisitions | 9 Months Ended |
Sep. 30, 2016 | |
Business Acquisitions | |
Business Acquisitions | 3. Business Acquisitions FinaConnect, Inc. On February 1, 2016 Envestnet acquired all of the outstanding shares of capital stock of FinaConnect, Inc. (“FinaConnect”). FinaConnect is a software as a services (SaaS) platform that provides reporting and practice management capabilities to financial professionals servicing the retirement plan market and is the technology platform supporting the ERS service offering. FinaConnect is included in the Envestnet segment. The Company acquired FinaConnect with plans to combine the FinaConnect assets with ERS. In addition to adding the client list serviced directly by FinaConnect, the goodwill arising from the acquisition represents the advantage of ownership of the technology powering the ERS solution, removal of ongoing licensing payments made to FinaConnect and the full integration of the knowledge and experience of the FinaConnect workforce. The goodwill is deductible for income tax purposes. In connection with the acquisition of FinaConnect, the Company paid upfront cash consideration of $6,425 and Company is required to pay contingent consideration of four times the incremental revenue on a certain book of business for the next two years, not to exceed a total amount of $3,500. The preliminary estimated consideration transferred in the acquisition was as follows: Cash consideration $ Contingent consideration liability Working capital adjustment Cash acquired Total $ The estimated fair values of certain working capital balances, contingent consideration, deferred revenue, identifiable intangible assets and goodwill are provisional and are based on the information that was available as of the acquisition date. The estimated fair values of these provisional items are based on certain internal valuations and are not yet at the point where there is sufficient information for a definitive measurement. The Company believes the preliminary information provides a reasonable basis for estimating the fair values of these amounts, but is waiting for additional information necessary to finalize those fair values. Therefore, provisional measurements of fair values reflected are subject to change and such changes could be significant. The Company expects to finalize the valuation of contingent consideration, deferred revenue, deferred income taxes and intangible assets, and complete the acquisition accounting as soon as practicable but no later than January 31, 2017. The following table summarizes the preliminary estimated fair values of the assets acquired and liabilities assumed at the date of acquisition and the adjustments made since the date of acquisition: Measurement Preliminary Period Estimate as of Estimate Adjustments September 30, 2016 Total tangible assets acquired $ $ $ Total liabilities assumed Identifiable intangible assets — Goodwill Total net assets acquired $ $ — $ A summary of preliminary intangible assets acquired, estimated useful lives and amortization methods are as follows: Amortization Amount Useful Life in Years Method Customer list $ Accelerated Proprietary technology Straight-line Trade names and domains Straight-line Total $ The results of FinaConnect’s operations are included in the condensed consolidated statement of operations beginning February 1, 2016, and are not considered material to the Company’s results of operations. Castle Rock Innovations, Inc. On August 31, 2015, the Company acquired all of the outstanding shares of capital stock of Castle Rock Innovations, Inc., a Delaware corporation (“Castle Rock”). Castle Rock provides data aggregation and plan benchmark solutions to retirement plan record-keepers, broker-dealers, and advisors. The Company acquired Castle Rock with plans to combine the Castle Rock offering into ERS. Castle Rock’s AXIS Retirement Plan Analytics Platform enables retirement plan fiduciaries to comply with 408(b)(2) and 404a-5 regulatory fee disclosure reporting requirements. The AXIS platform offers a single web-based interface and data repository to service the reporting needs of all types of retirement plans, and can be integrated with all record-keeping systems. AXIS also includes features for editing and generating reports for filings, reporting plan expenses, and comparing retirement plans and participants to those of their peers by industry, company size, and other characteristics. The goodwill arising from the acquisition represents the expected synergistic benefits of the transaction and the knowledge and experience of the workforce in place. The goodwill is not deductible for income tax purposes. The estimated consideration transferred in the acquisition was as follows: Cash consideration $ Contingent consideration liability Cash acquired Total $ In connection with the acquisition of Castle Rock, the Company is required to pay contingent consideration of 40% of the first annual post-closing period revenues minus $100, 35% of the second annual post-closing period revenue minus $100 and 30% of the third annual post-closing period revenue minus $100. The Company recorded a preliminary estimated liability as of the date of acquisition of $1,500, which represented the estimated fair value of contingent consideration on the date of acquisition and is considered a Level III fair value measurement as described in Note 9. The following table summarizes the estimated fair values of the assets acquired and liabilities assumed at the date of acquisition and the adjustments made since the date of acquisition: Measurement Preliminary Period As of Estimate Adjustments September 30, 2016 Total tangible assets acquired $ $ $ Total liabilities assumed — Identifiable intangible assets Goodwill Total net assets acquired $ $ — $ A summary of intangible assets acquired, estimated useful lives and amortization method is as follows: Amortization Amount Useful Life in Years Method Customer list $ Accelerated Proprietary technology Straight-line Trade names and domains Straight-line Total $ For the three and nine months ended September 30, 2016, acquisition related costs for Castle Rock totaled $25 and $110 respectively, and are included in general and administration expenses. The Company may incur additional acquisition related costs during 2016. On September 1, 2015, ERS accepted the subscription of certain former owners of Castle Rock (the “Castle Rock Parties”) to purchase a 6.5% ownership interest of ERS for $900. The Castle Rock Parties have the right to require ERS to repurchase units issued pursuant to the subscription in approximately 36 months after September 1, 2015 for the amount of $900. This purchase obligation is guaranteed by the Company and is reflected outside of permanent equity in the condensed consolidated balance sheet. Y odlee, Inc. On November 19, 2015, pursuant to the Agreement and Plan of Merger (the “Merger Agreement”), dated August 10, 2015, among Yodlee, the Company and Yale Merger Corp. (“Merger Sub”), a wholly owned subsidiary of Envestnet, Merger Sub was merged (the “Merger”) with and into Yodlee with Yodlee continuing as a wholly owned subsidiary of Envestnet. Yodlee, operating as Envestnet | Yodlee, is a leading data aggregation and data analytics platform powering dynamic, cloud-based innovation for digital financial services. Yodlee powers digital financial solutions for over 22 million paid subscribers and over 1,000 financial institutions, financial technology innovators and financial advisory firms. Founded in 1999, the company has built a network of over 15,500 data sources and been awarded 78 patents. Under the terms of the Merger Agreement, Yodlee stockholders received $11.51 in cash and 0.1889 of a share of Envestnet common stock per Yodlee share. Based upon the volume weighted average price per share of Envestnet common stock for the ten consecutive trading days ending on (and including) November 17, 2015, the second trading day immediately prior to completion of the Merger, Yodlee stockholders received total consideration with a value of $17.49 per share. Net cash consideration totaled approximately $375,658 and the Company issued approximately 5,974,000 shares of Envestnet common stock to Yodlee stockholders in the Merger. Holders of 577,829 shares of Yodlee common stock exercised their statutory appraisal rights under Delaware law. As of December 31, 2015 the Company recognized a liability in the amount of $10,061, which represented $17.49 in cash for each share of Yodlee common stock held by them. Although the Company believed the fair value of these shares did not exceed the consideration paid in the Acquisition, nevertheless, during the first quarter of 2016, the Company settled the appraisal claim in order to avoid the costs, uncertainties, disruptions and distraction of potential litigation. The difference between the liability as of December 31, 2015 and the settlement amount resulted in an increase to goodwill and total consideration paid. The Company acquired Yodlee to enhance the Company’s wealth management solutions with a deeply integrated data aggregation capability, expand the Company’s addressable market by delivering the Company’s wealth management solutions to Yodlee’s clients and partners, and benefit from the revenue potential resulting from Yodlee’s fast growing data analytics solutions. The goodwill arising from the acquisition represents the expected synergistic benefits of the transaction, primarily related to an increase in future revenues as a result of potential cross selling opportunities and new lines of business, as well as lower future operating expenses. The goodwill is also related to the knowledge and experience of the workforce in place. The goodwill is not deductible for income tax purposes. The preliminary estimated consideration transferred in the acquisition was as follows: Cash consideration $ Stock consideration Attribution of the fair market value of replacement awards Cash acquired Total $ In connection with the Yodlee merger, the Company issued 1,052,000 shares of Envestnet restricted stock awards (“replacement awards”) in connection with unvested Yodlee employee equity awards. The Yodlee unvested stock options and unvested restricted stock units were canceled and exchanged for the replacement awards. In accordance with ASC 805, these awards are considered to be replacement awards. Exchanges of share options or other share-based payment awards in conjunction with a business combination are modifications of share-based payment awards in accordance with ASC Topic 718. As a result, a portion of the fair-value-based measure of Envestnet’s replacement awards are included in measuring the consideration transferred in the business combination. To determine the portion of the replacement award that is part of consideration transferred to acquire Yodlee, we have measured both the replacement awards granted by Envestnet and the historical Yodlee awards as of November 19, 2015 in accordance with ASC 718. The portion of the fair-value-based measure of the replacement award that is part of the consideration transferred in exchange for the acquisition of Yodlee, equals the portion of the Yodlee award that is attributable to pre-combination service. Envestnet is attributing a portion of the replacement awards to post-combination service as these awards require post-combination service. The fair value of the replacement awards was estimated to be $32,836 of which $4,318 was attributable to pre-acquisition services. The remaining fair value of $28,518 will be amortized over a period of 43 months subsequent to the acquisition date. The estimated fair values of certain working capital balances, property and equipment, deferred revenue, deferred income taxes, unrecognized tax benefits, attribution of the fair market value of replacement awards, identifiable intangible assets and goodwill are provisional and are based on the information that was available as of the acquisition date. The estimated fair values of these provisional items are based on certain valuation and other studies and are in progress and not yet at the point where there is sufficient information for a definitive measurement. The Company believes the preliminary information provides a reasonable basis for estimating the fair values of these amounts, but is waiting for additional information necessary to finalize those fair values. Therefore, provisional measurements of fair values reflected are subject to change and such changes could be significant. The Company expects to finalize the valuation of tangible assets and liabilities, identifiable intangible assets and goodwill and complete the acquisition accounting as soon as practicable but no later than November 18, 2016. The following table summarizes the preliminary estimated fair values of the assets acquired and liabilities assumed at the date of acquisition and the cumulative adjustments made since the date of acquisition: Measurement Preliminary Period As of Estimate Adjustments September 30, 2016 Total tangible assets acquired $ $ $ Total liabilities assumed — Identifiable intangible assets — Goodwill Total net assets acquired $ $ $ A preliminary summary of intangible assets acquired, estimated useful lives and amortization method is as follows: Amortization Amount Useful Life in Years Method Customer list $ Accelerated Backlog Accelerated Proprietary technology Straight-line Trade names Straight-line Total $ The results of Envestnet | Yodlee’s operations are included in the condensed consolidated statement of operations beginning November 20, 2015. Envestnet | Yodlee’s revenues for the three and nine month periods ended September 30, 2016 totaled $34,644 and $94,267, respectively. Envestnet | Yodlee’s pre-tax loss for the three and nine month periods ended September 30, 2016 totaled $8,416 and $33,728, respectively. The pre-tax losses include estimated acquired intangible asset amortization of $8,571 and $25,712 for the three and nine month periods ended September 30, 2016, respectively. For the three and nine month periods ended September 30, 2016, acquisition related costs for Yodlee totaled $214 and $1,788, respectively, and are included in general and administration expenses. The Company will incur additional acquisition related costs during 2016. Pro forma results for Envestnet, Inc. giving effect to the Finance Logix, Castle Rock and Yodlee acquisitions The acquisition accounting for Finance Logix was completed in 2015 and therefore the business acquisition disclosure does not appear in Note 3. The following pro forma financial information presents the combined results of operations of Envestnet, Finance Logix, Castle Rock and Yodlee for the three and nine month periods ended September 30, 2015. The pro forma financial information presents the results as if the acquisitions had occurred as of the beginning of 2015. The results of FinaConnect are not included in the pro forma financial information presented below as the FinaConnect acquisition was not considered material to the Company’s results of operations. The unaudited pro forma results presented include amortization charges for acquired intangible assets, stock-based compensation expense and the related tax effect on the aforementioned items. Pro forma financial information is presented for informational purposes and is not indicative of the results of operations that would have been achieved if the acquisitions had taken place as of the beginning of 2015. Three Months Ended Nine Months Ended September 30, September 30, Revenues $ $ Net loss Net loss per share: Basic Diluted |
Property and Equipment
Property and Equipment | 9 Months Ended |
Sep. 30, 2016 | |
Property and Equipment | |
Property and Equipment | 4. Property and Equipment Property and equipment consists of the following: September 30, December 31, Estimated Useful Life 2016 2015 Cost: Computer equipment and software years $ $ Office furniture and fixtures years Leasehold improvements Shorter of the lease term or useful life of the asset Other office equipment years Less accumulated depreciation and amortization Property and equipment, net $ $ During the nine months ended September 30, 2016, the Company retired property and equipment that were no longer in service in the amount of $2,396 and recognized a loss of $220. Depreciation and amortization expense was as follows: Three Months Ended Nine Months Ended September 30, September 30, 2016 2015 2016 2015 Depreciation and amortization expense $ $ $ $ |
Internally Developed Software
Internally Developed Software | 9 Months Ended |
Sep. 30, 2016 | |
Internally Developed Softwares | |
Internally Developed Software | 5. Internally Developed Software Internally developed software consists of the following: September 30, December 31, Estimated Useful Life 2016 2015 Internally developed software 5 years $ $ Less accumulated amortization Internally developed software, net $ $ Amortization expense was as follows: Three Months Ended Nine Months Ended September 30, September 30, 2016 2015 2016 2015 Amortization expense $ $ $ $ |
Goodwill and Intangible Assets
Goodwill and Intangible Assets | 9 Months Ended |
Sep. 30, 2016 | |
Goodwill and Intangible Assets | |
Goodwill and Intangible Assets | 6. Goodwill and Intangible Assets Changes in the carrying amount of goodwill by segment were as follows: Envestnet Envestnet | Yodlee Total Balance at December 31, 2015 $ $ $ FinaConnect acquisition — Purchase accounting adjustments - FinaConnect — Purchase accounting adjustments - Yodlee — Purchase accounting adjustments - Castle Rock — Other Balance at September 30, 2016 $ $ $ Intangible assets consist of the following: September 30, 2016 December 31, 2015 Gross Net Gross Net Carrying Accumulated Carrying Carrying Accumulated Carrying Useful Life Amount Amortization Amount Amount Amortization Amount Customer lists - years $ $ $ $ $ $ Backlog years Proprietary technologies - years Trade names - years Total intangible assets $ $ $ $ $ $ Amortization expense was as follows: Three Months Ended Nine Months Ended September 30, September 30, 2016 2015 2016 2015 Amortization expense $ $ $ $ Future amortization expense of the intangible assets as of September 30, 2016, is expected to be as follows: Years ending December 31: Remainder of 2016 $ 2017 2018 2019 2020 Thereafter $ |
Prepaid Expenses and Other Curr
Prepaid Expenses and Other Current Assets | 9 Months Ended |
Sep. 30, 2016 | |
Prepaid Expenses and Other Current Assets | |
Prepaid Expenses and Other Current Assets | 7. Prepaid Expenses and Other Current Assets Prepaid expenses and other current assets consist of the following: September 30, December 31, 2016 2015 Income tax receivable $ $ Prepaid insurance Prepaid rent — FinaConnect escrow - current portion — Other $ $ |
Other Non-Current Assets
Other Non-Current Assets | 9 Months Ended |
Sep. 30, 2016 | |
Other Non-Current Assets. | |
Other Non-Current Assets | 8. Other Non-Current Assets Other non-current assets consist of the following: September 30, December 31, 2016 2015 Investment in private companies $ $ Deposits: Lease Other Other $ $ |
Fair Value Measurements
Fair Value Measurements | 9 Months Ended |
Sep. 30, 2016 | |
Fair Value Measurements | |
Fair Value Measurements | 9. Fair Value Measurements The Company follows ASC 825-10, Financial Instruments, which provides companies the option to report selected financial assets and liabilities at fair value. ASC 825-10 also establishes presentation and disclosure requirements designed to facilitate comparisons between companies that choose different measurement attributes for similar types of assets and liabilities and to more easily understand the effect of the company’s choice to use fair value on its earnings. ASC 825-10 also requires entities to display the fair value of the selected assets and liabilities on the face of the balance sheet. The Company has not elected the ASC 825-10 option to report selected financial assets and liabilities at fair value. Financial assets and liabilities at fair value are categorized based upon a fair value hierarchy established by GAAP, which prioritizes the inputs used to measure fair value into the following levels: Level I: Inputs based on quoted market prices in active markets for identical assets or liabilities at the measurement date. Level II: Quoted prices for similar assets or liabilities in active markets; quoted prices for identical or similar assets and liabilities in markets that are not active; or inputs that are observable and can be corroborated by observable market data. Level III: Inputs reflect management’s best estimates and assumptions of what market participants would use in pricing the asset or liability at the measurement date. The inputs are unobservable in the market and significant to the valuation of the instruments. The following tables set forth the fair value of the Company’s financial assets and liabilities measured at fair value in the condensed consolidated balance sheets as of September 30, 2016 and December 31, 2015, based on the three-tier fair value hierarchy. As of September 30, 2016 Fair Value Level I Level II Level III Assets Money market funds $ $ $ — $ — Liabilities Contingent consideration $ $ — $ — $ As of December 31, 2015 Fair Value Level I Level II Level III Assets Money market funds $ $ $ — $ — Liabilities Contingent consideration $ $ — $ — $ Foreign currency forward contracts(1) — — Total liabilities $ $ — $ $ (1) Included in prepaid and other current assets in the condensed consolidated balance sheet. Level I assets and liabilities included in the table above include government money-market funds not insured by the FDIC. The fair values of the Company’s investments in government money-market funds are based on the daily quoted market prices for the net asset value of the various money market funds. The Company periodically invests excess cash in money-market funds not insured by the FDIC. The Company believes that the investments in money market funds are on deposit with creditworthy financial institutions and that the funds are highly liquid. These money-market funds are considered Level I and are included in cash and cash equivalents in the condensed consolidated balance sheets. Level II assets and liabilities included in the table above include unrealized gain or loss on forward currency contracts. The forward currency contracts are measured using the difference between the market quotes of trading currencies adjusted for forward points and the executed contract rate. Level III assets and liabilities included in the table above consist of the estimated fair value of contingent consideration. A sensitivity analysis performed on our contingent consideration indicated that a hypothetical 10% increase in applicable revenue for Castle Rock and FinaConnect from their value at September 30, 2016 would result in a fair value increase of $327 in the Company’s contingent consideration balance. A hypothetical 10% decrease in applicable revenue for Castle Rock and FinaConnect from their value at September 30, 2016 would result in a fair value decrease of $345 in the Company’s contingent consideration balance. The fair value of the contingent consideration liabilities related to the Castle Rock and FinaConnect acquisitions were estimated using a discounted cash flow method with significant inputs that are not observable in the market and thus represents a Level III fair value measurement as defined in ASC 820, Fair Value Measurements and Disclosures. The significant inputs in the Level III measurement not supported by market activity included our assessments of expected future cash flows related to our acquisitions of Castle Rock and FinaConnect during the subsequent three years from the date of acquisition, appropriately discounted considering the uncertainties associated with the obligation, and calculated in accordance with the terms of the agreement. The Company utilized a discounted cash flow method with expected future performance of Castle Rock and FinaConnect and their ability to meet the target performance objectives as the main driver of the valuation, to arrive at the fair values of their respective contingent consideration. The Company will continue to reassess the fair value of the contingent consideration for each acquisition at each reporting date until settlement. Changes to the estimated fair values of the contingent consideration will be recognized in earnings of the Company and included in general and administrative expense on the condensed consolidated statement of operations. The table below presents a reconciliation of all assets and liabilities of the Company measured at fair value on a recurring basis using significant unobservable inputs (Level III) for the period from December 31, 2015 to September 30, 2016: Fair Value of Contingent Consideration Liabilities Balance at December 31, 2015 $ Settlement of contingent consideration liabilities FinaConnect acquisition Reclassification to definite consideration Fair market value adjustments, net Accretion on contingent consideration Balance at September 30, 2016 $ The Company assesses the categorization of assets and liabilities by level at each measurement date, and transfers between levels are recognized on the actual date of the event or change in circumstances that caused the transfer, in accordance with the Company’s accounting policy regarding the recognition of transfers between levels of the fair value hierarchy. There were no transfers between Levels I, II and III during the nine months ended September 30, 2016. On December 15, 2014, the Company issued $172,500 of Convertible Notes. As of September 30, 2016 and December 31, 2015, the carrying value of the 2019 Convertible Notes equaled $1 51,019 and $146,418, respectively, and represents the aggregate principal amount outstanding less the unamortized discount and debt issuance costs. As of September 30, 2016 and December 31, 2015, the fair value of the Convertible Notes was $167,109 and $152,878, respectively. The Company considers the Convertible Notes to be a Level II liability and uses a market approach to calculate the fair value of the Convertible Notes. The estimated fair value was determined based on the estimated or actual bids and offers of the Notes in an over-the-counter market on September 30, 2016. As of September 30, 2016 and December 31, 2015, there was $144,000 and $150,000, respectively, of Term Notes and no revolving credit amounts outstanding under the Amended and Restated Credit Agreement. The outstanding value of our Term Notes and revolving credit facility approximated fair value as they bear interest at variable rates and we believe our credit risk quality is consistent with when the debt originated. As of September 30, 2016 and December 31, 2015, the carrying value of the Term Notes equaled $1 39,851 and $144,39 9 , respectively, and represents the aggregate principal amount outstanding less the unamortized debt issuance costs. The Company considers the Term Notes and revolving credit facility to be a Level II liability as of September 30, 2016. As of December 31, 2015 the Company considered the Term Notes to be a Level I liability, due to the proximity to the date of origination. We consider the recorded value of our other financial assets and liabilities, which consist primarily of cash and cash equivalents, accounts receivable and accounts payable, to approximate the fair value of the respective assets and liabilities at September 30, 2016 based upon the short-term nature of the assets and liabilities. |
Accrued Expenses
Accrued Expenses | 9 Months Ended |
Sep. 30, 2016 | |
Accrued Expenses | |
Accrued Expenses | 10. Accrued Expenses Accrued expenses and other liabilities consist of the following: September 30, December 31, 2016 2015 Accrued investment manager fees $ $ Accrued compensation and related taxes Accrued professional services Purchase consideration liabilities Accrued restructuring charges Other accrued expenses $ $ |
Income Taxes
Income Taxes | 9 Months Ended |
Sep. 30, 2016 | |
Income Taxes | |
Income Taxes | 11. Income Taxes The following table includes the Company’s income (loss) before income tax provision (benefit), income tax provision (benefit) and effective tax rate: Three Months Ended Nine Months Ended September 30, September 30, 2016 2015 2016 2015 Income (loss) before income tax provision (benefit) $ $ $ $ Income tax provision (benefit) Effective tax rate % % % % The Company’s effective tax rate in the three months ended September 30, 2016, was lower than the effective tax rate in the three months ended September 30, 2015, primarily due to various permanent items and accrual for reserves for uncertain tax positions. The Company’s effective tax rate in the nine months ended September 30, 2016, was lower than the effective tax rate in the nine months ended September 30, 2015, primarily due to a decrease in the tax rate for federal purposes from 35% to 34%, various permanent items and accrual for reserves for uncertain tax positions. The liability for unrecognized tax benefits was $15,060 and $14,129 at September 30, 2016 and December 31, 2015, respectively. At September 30, 2016, the amount of unrecognized tax benefits that would benefit the Company’s effective tax rate, if recognized, was $15,060. At this time, the Company does not believe the liability will materially decrease in the next twelve months. The Company recognizes potential interest and penalties related to unrecognized tax benefits in income tax expense. The Company recognized interest and penalties of $723 and $(158) during the nine and twelve months ended September 30, 2016 and December 31, 2015, respectively. The Company files a consolidated federal income tax return and separate tax returns with various states. Additionally, foreign subsidiaries of the Company file tax returns in foreign jurisdictions. The Company’s tax returns for the calendar years ended December 31, 2015, 2014, and 2013 remain open to examination by the Internal Revenue Service in their entirety. With respect to state taxing jurisdictions, the Company’s tax returns for calendar years ended December 31, 2015, 2014, and 2013 remain open to examination by various state revenue services. Our Indian subsidiaries are currently under examination by the India tax authorities for the fiscal years ending March 31, 2005 and forward. Based on the outcome of the examinations of our subsidiaries or the result of the expiration of statutes of limitations it is reasonably possible that the unrecognized tax benefits could change from those recorded in the consolidated balance sheet. It is possible that one or more of these audits may be finalized within the next twelve months. |
Debt
Debt | 9 Months Ended |
Sep. 30, 2016 | |
Debt | |
Debt | 12. Debt The Company’s outstanding debt obligations as of September 30, 2016 and December 31, 2015 were as follows: September 30, December 31, 2016 2015 Convertible Notes $ $ Unaccreted discount on Convertible Notes Unamortized issuance costs on Convertible Notes $ $ Term Notes $ $ Unamortized issuance costs on Term Notes $ $ Interest expense was comprised of the following and is included in other expense, net in the condensed consolidated statement of operations: Three Months Ended Nine Months Ended September 30, September 30, 2016 2015 2016 2015 Coupon interest $ $ $ $ Amortization of issuance costs Accretion of debt discount Interest on credit agreement — — Undrawn and other fees $ $ $ $ Credit Agreement On November 19, 2015, the Company and certain of its subsidiaries entered into an Amended and Restated Credit Agreement (the “Amended and Restated Credit Agreement”) with a group of banks (the “Banks”), for which Bank of Montreal is acting as administrative agent (the “Administrative Agent”). The Amended and Restated Credit Agreement amended and restated the Credit Agreement, dated as of June 19, 2014, as amended, among the Company, the guarantors party thereto, the lenders party thereto and Bank of Montreal, as administrative agent. Pursuant to the Amended and Restated Credit Agreement, the Banks agreed to provide (i) term loans (“Term Notes”) in the aggregate principal amount of $160,000, which were used to fund a portion of the cash consideration paid by the Company in connection with the acquisition of Yodlee, and (ii) revolving credit commitments in the aggregate amount of up to $100,000, which includes a $5,000 subfacility for the issuance of letters of credit. Obligations under the Amended and Restated Credit Agreement are guaranteed by substantially all of the Company’s U.S. subsidiaries. In accordance with the terms of the Security Agreement, dated November 19, 2015 (the “Security Agreement”), among the Company, the Debtors party thereto, the Banks and the Administrative Agent, obligations under the Amended and Restated Credit Agreement are secured by substantially all of the Company’s domestic assets and the Company’s pledge of 66% of the voting equity and 100% of the non-voting equity of certain of its first-tier foreign subsidiaries. Future borrowings under the Amended and Restated Credit Agreement may be used to finance capital expenditures, working capital, permitted acquisitions and for general corporate purposes. Envestnet will pay interest on borrowings made under the Amended and Restated Credit Agreement at rates between 1.50 percent and 3.25 percent above LIBOR based on the Company’s total leverage ratio. Borrowings under the Amended and Restated Credit Agreement are scheduled to mature on November 19, 2018. The Term Notes are payable in quarterly installments of $2,000 per installment and commenced in March 2016, with the final payment of all remaining term loan principal due and payable on the scheduled maturity date. Within 90 days of each year-end, beginning December 31, 2016, an excess cash flow prepayment, as defined in the Amended and Restated Credit Agreement, may also be required if the Company’s total leverage ratio is greater than 2.0 to 1.0 as of the end of the mostly recently completed two consecutive fiscal quarters of the Company. As of September 30, 2016, the Company has estimated the 2017 prepayment to be approximately $27,113. The Amended and Restated Credit Agreement contains customary conditions, representations and warranties, affirmative and negative covenants and events of default. The covenants include certain financial covenants requiring Envestnet to maintain compliance with a maximum senior leverage ratio, a maximum total leverage ratio, a minimum interest coverage ratio and minimum adjusted EBITDA, and provisions that limit the ability of Envestnet and its subsidiaries to incur debt, make investments, sell assets, create liens, engage in transactions with affiliates, engage in mergers and acquisitions, pay dividends and other restricted payments, grant negative pledges and change their business. As of September 30, 2016, there was $144,000 of Term Notes and no revolving credit amounts outstanding under the Amended and Restated Credit Agreement. The Company was in compliance with all covenants under the Amended and Restated Credit Agreement as of September 30, 2016. Convertible Notes On December 15, 2014, the Company issued $172,500 of Convertible Notes. Net proceeds from the offering were $166,967. The Convertible Notes bear interest at a rate of 1.75 percent per annum payable semiannually in arrears on June 15 and December 15 of each year. The Convertible Notes are general unsecured obligations, subordinated in right of payment to our obligations under our Credit Agreement. The Convertible Notes rank equally in right of payment with all of the Company’s existing and future senior indebtedness and will be senior in right of payment to any of the Company’s future subordinated indebtedness. The Convertible Notes will be structurally subordinated to the indebtedness and other liabilities of any of our subsidiaries, other than to the extent the Convertible Notes are guaranteed in the future by our subsidiaries as described in the indenture and will be effectively subordinated to and future secured indebtedness to the extent of the value of the assets securing such indebtedness. Certain of our subsidiaries guarantee our obligations under our Credit Agreement. Upon the occurrence of a “fundamental change”, as defined in the indenture, the holders may require the Company to repurchase all or a portion of the Convertible Notes for cash at 100% of the principal amount of the Convertible Notes being purchased, plus any accrued and unpaid interest. The Convertible Notes are convertible into shares of the Company’s common stock under certain circumstances prior to maturity at a conversion rate of 15.9022 shares per $1 principal amount of the Convertible Notes, which represents a conversion price of $62.88 per share, subject to adjustment under certain conditions. Holders may convert their Convertible Notes at their option at any time prior to the close of business on the business day immediately preceding July 1, 2019, only under the following circumstances: (a) during any calendar quarter commencing after the calendar quarter ending on March 31, 2015 (and only during such calendar quarter), if the last reported sale price of our common stock, for at least 20 trading days (whether or not consecutive) in the period of 30 consecutive trading days ending on the last trading day of the calendar quarter immediately preceding the calendar quarter in which the conversion occurs, is more than 130% of the conversion price of the Convertible Notes in effect on each applicable trading day; (b) during the five consecutive business-day period following any five consecutive trading-day period in which the trading price for the Convertible Notes for each such trading day was less than 98% of the last reported sale price of our common stock on such date multiplied by the then-current conversion rate; or (c) upon the occurrence of specified corporate events as defined in the indenture. Upon conversion, the Company may pay cash, shares of the Company’s common stock or a combination of cash and stock, as determined by the Company in its discretion. The Company’s stated policy is to settle the debt component of the Convertible Notes at least partially or wholly in cash. This policy is based both on the Company’s intent and the Company’s ability to settle these instruments in cash. The Company has separately accounted for the liability and equity components of the Convertible Notes by allocating the proceeds from issuance of the Convertible Notes between the liability component and the embedded conversion option, or equity component. This allocation was done by first estimating an interest rate at the time of issuance for similar notes that do not include the embedded conversion option. The Company allocated $26,618 to the equity component, net of offering costs of $882. The Company recorded a discount on the Convertible Notes of $27,500 which will be accreted and recorded as additional interest expense over the life of the Convertible Notes. During the three and nine month periods ended September 30, 2016, the Company recognized $1,323 and $3,901, respectively, in accretion related to the discount. The effective interest rate of the liability component of the Convertible Notes is equal to the stated interest rate plus the accretion of original issue discount. The effective interest rate on the liability component of the Convertible Notes for the three and nine month periods ended September 30, 2016 was 6.0%. See Note 14 for further discussion of the effect of conversion on net income per common share. |
Stock-Based Compensation
Stock-Based Compensation | 9 Months Ended |
Sep. 30, 2016 | |
Stock-Based Compensation | |
Stock-Based Compensation | 13. Stock-Based Compensation The Company has stock options and restricted stock units outstanding under the 2004 Stock Incentive Plan (the “2004 Plan”), the 2010 Long-Term Incentive Plan (the “2010 Plan”) and the Envestnet, Inc. Management Incentive Plan for Envestnet | Tamarac Management Employees (the “2012 Plan”). On May 13, 2015, the shareholders approved the 2010 Long-Term Incentive Plan as Amended. The amendment increased the number of common shares of the Company reserved for delivery under the 2010 Plan by 2,700,000 shares. In connection with the Yodlee merger (see Note 3), the Company adopted the 2015 Acquisition Equity Award Plan (the “2015 Plan”). The 2015 Plan provides for the grant of restricted common stock units for certain Envestnet | Yodlee employees. The maximum number of shares of stock which may be issued with respect to awards under the 2015 Plan is 1,052,000. These awards vest over a period of 43 months subsequent to the acquisition date of November 19, 2015. As of September 30, 2016, the maximum number of common shares of the Company available for future issuance under the Company’s plans is 1,311,693. Stock-based compensation expense under the Company’s plans was as follows: Three Months Ended Nine Months Ended September 30, September 30, 2016 2015 2016 2015 Stock-based compensation expense $ $ $ $ Tax effect on stock-based compensation expense Net effect on income $ $ $ $ Stock Options The following weighted average assumptions were used to value options granted during the periods indicated: Three Months Ended Nine Months Ended September 30, September 30, 2016 2015 2016 2015 Grant date fair value of options $ $ — $ $ Volatility % — % % % Risk-free interest rate % — % % % Dividend yield — % — % — % — % Expected term (in years) — The following table summarizes option activity under the Company’s plans: Weighted-Average Weighted- Remaining Average Contractual Life Aggregate Options Exercise Price (Years) Intrinsic Value Outstanding as of December 31, 2015 $ $ Granted Exercised Forfeited Outstanding as of March 31, 2016 Granted Exercised Forfeited Outstanding as of June 30, 2016 Granted Exercised Forfeited Outstanding as of September 30, 2016 Options exercisable Exercise prices of stock options outstanding as of September 30, 2016 range from $0.11 to $55.29. At September 30, 2016, there was $3,665 of unrecognized stock-based compensation expense related to unvested stock options, which the Company expects to recognize over a weighted-average period of 1.9 years. Restricted Stock Units Periodically, the Company grants restricted stock unit awards to employees that vest one-third on each of the first three anniversaries of the grant date. Beginning with grants issued in February 2016, restricted stock units awards vest one-third on the first anniversary of the grant date and quarterly thereafter. The Company entered into employment agreements with certain executive officers, three of whom received performance-based restricted stock unit awards in May 2016 which vest upon the achievement of certain “Target Performance Measures” as defined in the employment agreements, for the periods ending December 31, 2016, December 31, 2017 and December 31, 2018 and four of whom received restricted stock units awards in August 2016 which vest quarterly thereafter. The following is a summary of the activity for unvested restricted stock unit awards granted under the Company’s plans: Weighted- Average Grant Number of Date Fair Value Shares per Share Outstanding as of December 31, 2015 Granted Vested Forfeited Outstanding as of March 31, 2016 Granted Vested Forfeited Outstanding as of June 30, 2016 Granted Vested Forfeited Outstanding as of September 30, 2016 At September 30, 2016, there was $51,824 of unrecognized stock-based compensation expense related to unvested restricted stock unit awards, which the Company expects to recognize over a weighted-average period of 2.2 years. |
Earnings Per Share
Earnings Per Share | 9 Months Ended |
Sep. 30, 2016 | |
Earnings Per Share | |
Earnings Per Share | 14. Earnings Per Share Basic earnings per common share is computed by dividing net income (loss) available to common stockholders by the weighted average number of shares of common stock outstanding for the period. For the calculation of diluted earnings per share, the basic weighted average number of shares is increased by the dilutive effect of stock options, common warrants, restricted stock units and Convertible Notes using the treasury stock method, if dilutive. The Company accounts for the effect of the Convertible Notes on diluted earnings per share using the treasury stock method since they may be settled in cash, shares or a combination thereof at the Company’s option. As a result, the Convertible Notes have no effect on diluted earnings per share until the Company’s stock price exceeds the conversion price of $62.88 per share, or if the trading price of the Convertible Notes meets certain criteria as described in Note 12 at which point, the effect of the conversion feature would be included in the Company’s calculation of diluted earnings per share. In the period of conversion, the Convertible Notes will have no impact on diluted earnings if the Convertible Notes are settled in cash and will have an impact on dilutive earnings per share if the Convertible Notes are settled in shares upon conversion. The following table provides a reconciliation of the numerators and denominators used in computing basic and diluted net income (loss) per share attributable to Envestnet, Inc.: Three Months Ended Nine Months Ended September 30, September 30, 2016 2015 2016 2015 Net income (loss) attributable to Envestnet, Inc. $ $ $ $ Basic number of weighted-average shares outstanding Effect of dilutive shares: Options to purchase common stock — — Unvested restricted stock units — — Diluted number of weighted-average shares outstanding Net income (loss) per share attributable to Envestnet, Inc. Basic $ $ $ $ Diluted $ $ $ $ Common share equivalents for securities that were anti-dilutive or otherwise excluded from the computation of diluted net income (loss) per share attributable to Envestnet, Inc. were as follows: Three Months Ended Nine Months Ended September 30, September 30, 2016 2015 2016 2015 Options to purchase common stock Unvested restricted stock units Ungranted unvested restricted stock units related to Upside — — Convertible Notes Total |
Major Customers
Major Customers | 9 Months Ended |
Sep. 30, 2016 | |
Major Customers | |
Major Customers | 15. Major Customers One customer accounted for more than 10% of the Company’s total revenues: Three Months Ended Nine Months Ended September 30, September 30, 2016 2015 2016 2015 Fidelity % % % % |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2016 | |
Commitments and Contingencies | |
Commitments and Contingencies | 16. Commitments and Contingencies Purchase Obligations and Indemnifications The Company includes various types of indemnification and guarantee clauses in certain arrangements. These indemnifications and guarantees may include, but are not limited to, infringement claims related to intellectual property, direct or consequential damages and guarantees to certain service providers and service level requirements with certain customers. The type and amount of any potential indemnification or guarantee varies substantially based on the nature of each arrangement. The Company has experienced no previous claims and cannot determine the maximum amount of potential future payments, if any, related to such indemnification and guarantee provisions. The Company believes that it is unlikely it will have to make material payments under these arrangements and therefore has not recorded a contingent liability in the condensed consolidated balance sheets. The Company enters into unconditional purchase obligations arrangements for certain of its services that it receives in the normal course of business. Litigation The Company is involved in litigation arising in the ordinary course of its business. Legal fees and other costs associated with such actions are expensed as incurred. The Company will record a provision for these claims when it is both probable that a liability has been incurred and the amount of the loss, or a range of the potential loss, can be reasonably estimated. These provisions are reviewed regularly and adjusted to reflect the impacts of negotiations, settlements, rulings, advice of legal counsel, and other information or events pertaining to a particular case. Litigation accruals are recorded when and if it is determined that a loss is both probable and reasonably estimable. For litigation matters where a loss may be reasonably possible, but not probable, or is probable but not reasonably estimable, no accrual is established, but if the matter is material, it is subject to disclosures. The Company believes that liabilities associated with any claims, while possible, are not probable, and therefore has not recorded any accrual for any claims as of September 30, 2016. Further, while any possible range of loss cannot be reasonably estimated at this time, the Company does not believe that the outcome of any of these proceedings, individually or in the aggregate, would, if determined adversely to it, have a material adverse effect on its financial condition or business, although an adverse resolution of litigation could have a material adverse effect on Envestnet’s results of operations or cash flow in a particular quarter or year. Leases The Company rents office space under leases that expire at various dates through 2030. Future minimum lease commitments under these operating leases, as of September 30, 2016, were as follows: Years ending December 31: Remainder of 2016 $ 2017 2018 2019 2020 Thereafter Total $ |
Segment Information
Segment Information | 9 Months Ended |
Sep. 30, 2016 | |
Segment Information | |
Segment Information | 17. Segment Information Business segments are generally organized around our business services. Our business segments are: Envestnet is a leading provider of unified wealth management software and services empowering financial advisors and institutions. Envestnet | Yodlee is a leading data aggregation and data analytics platform powering dynamic, cloud-based innovation for digital financial services. The information in the following tables is derived from the Company’s internal financial reporting used for corporate management purposes. Nonsegment expenses include salary and benefits for certain corporate officers, certain types of professional service expenses, insurance, acquisition related transaction costs, restructuring charges, and other non-recurring and/or non-operationally related expenses. The following table presents revenue by segment: Three Months Ended Nine Months Ended September 30, September 30, 2016 2015 2016 2015 Revenue: Envestnet $ $ $ $ Envestnet | Yodlee — — Consolidated revenue $ $ $ $ Fidelity revenue as a percentage of Envestnet segment revenue: No single customer amounts for Envestnet | Yodlee exceeded 10% of the segment total. The following table presents a reconciliation from income (loss) from operations by segment to consolidated net income (loss) attributable to Envestnet, Inc.: Three Months Ended Nine Months Ended September 30, September 30, 2016 2015 2016 2015 Envestnet $ $ $ $ Envestnet | Yodlee — — Total segment income (loss) from operations Nonsegment operating expenses Other expense, net Consolidated income (loss) before income taxes (benefit) Income tax provision (benefit) Consolidated net income (loss) Add: Net loss attributable to non-controlling interest — — — — Consolidated net income (loss) attributable to Envestnet, Inc. $ $ $ $ Segment assets consist of cash, accounts receivable, prepaid expenses and other current assets, property, plant and equipment goodwill, and other intangibles, net, deferred tax assets and other non-current assets. A summary of consolidated total assets, consolidated depreciation and amortization and consolidated capital expenditures follows: September 30, December 31, 2016 2015 Segment assets: Envestnet $ $ Envestnet | Yodlee Consolidated total assets $ $ Three Months Ended Nine Months Ended September 30, September 30, 2016 2015 2016 2015 Segment depreciation and amortization: Envestnet $ $ $ $ Envestnet | Yodlee — — Consolidated depreciation and amortization $ $ $ $ Three Months Ended Nine Months Ended September 30, September 30, 2016 2015 2016 2015 Segment capital expenditures: Envestnet $ $ $ $ Envestnet | Yodlee — — Consolidated capital expenditures $ $ $ $ |
Geographical Information
Geographical Information | 9 Months Ended |
Sep. 30, 2016 | |
Geographical Information | |
Geographical Information | 18. Geographical Information Revenue by geography is based on the billing address of the customer. The following table sets forth revenue by geographic area: Three Months Ended Nine Months Ended September 30, September 30, 2016 2015 2016 2015 United States $ $ $ $ International (1) Total $ $ $ $ (1) No foreign country accounted for more than 10% of total revenues. The following table sets forth property, plant, and equipment, net by geographic area: September 30, December 31, 2016 2015 United States $ $ India Other Total $ $ |
Subsequent Event
Subsequent Event | 9 Months Ended |
Sep. 30, 2016 | |
Subsequent Event | |
Subsequent Event | 19. Subsequent Event On October 3, 2016, the Company acquired Wheelhouse Analytics, LLC (“Wheelhouse”) for approximately $14,400 in upfront cash consideration and additional contingent consideration to be earned upon completion of certain milestones. Wheelhouse is a technology company that provides data analytics, mobile sales solutions, and online education tools to financial advisors, asset managers and enterprises, which the Company plans to integrate into our various customer solutions. |
Business Acquisitions (Tables)
Business Acquisitions (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Business acquisitions | |
Schedule of pro forma financial information | Three Months Ended Nine Months Ended September 30, September 30, Revenues $ $ Net loss Net loss per share: Basic Diluted |
FinaConnect, Inc. | |
Business acquisitions | |
Summary of consideration in the acquisition | Cash consideration $ Contingent consideration liability Working capital adjustment Cash acquired Total $ |
Summary of the estimated fair values of the assets acquired and liabilities assumed at the date of acquisition | Measurement Preliminary Period Estimate as of Estimate Adjustments September 30, 2016 Total tangible assets acquired $ $ $ Total liabilities assumed Identifiable intangible assets — Goodwill Total net assets acquired $ $ — $ |
Summary of intangible assets acquired, estimated useful lives and amortization method | Amortization Amount Useful Life in Years Method Customer list $ Accelerated Proprietary technology Straight-line Trade names and domains Straight-line Total $ |
Castle Rock Innovations, Inc. | |
Business acquisitions | |
Summary of consideration in the acquisition | Cash consideration $ Contingent consideration liability Cash acquired Total $ |
Summary of the estimated fair values of the assets acquired and liabilities assumed at the date of acquisition | Measurement Preliminary Period As of Estimate Adjustments September 30, 2016 Total tangible assets acquired $ $ $ Total liabilities assumed — Identifiable intangible assets Goodwill Total net assets acquired $ $ — $ |
Summary of intangible assets acquired, estimated useful lives and amortization method | Amortization Amount Useful Life in Years Method Customer list $ Accelerated Proprietary technology Straight-line Trade names and domains Straight-line Total $ |
Yodlee, Inc | |
Business acquisitions | |
Summary of consideration in the acquisition | Cash consideration $ Stock consideration Attribution of the fair market value of replacement awards Cash acquired Total $ |
Summary of the estimated fair values of the assets acquired and liabilities assumed at the date of acquisition | Measurement Preliminary Period As of Estimate Adjustments September 30, 2016 Total tangible assets acquired $ $ $ Total liabilities assumed — Identifiable intangible assets — Goodwill Total net assets acquired $ $ $ |
Summary of intangible assets acquired, estimated useful lives and amortization method | Amortization Amount Useful Life in Years Method Customer list $ Accelerated Backlog Accelerated Proprietary technology Straight-line Trade names Straight-line Total $ |
Property and Equipment (Tables)
Property and Equipment (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Property and Equipment | |
Schedule of components of property and equipment | September 30, December 31, Estimated Useful Life 2016 2015 Cost: Computer equipment and software years $ $ Office furniture and fixtures years Leasehold improvements Shorter of the lease term or useful life of the asset Other office equipment years Less accumulated depreciation and amortization Property and equipment, net $ $ |
Schedule of depreciation and amortization expense | Three Months Ended Nine Months Ended September 30, September 30, 2016 2015 2016 2015 Depreciation and amortization expense $ $ $ $ |
Internally Developed Software (
Internally Developed Software (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Internally Developed Softwares | |
Schedule of components of internally developed software | September 30, December 31, Estimated Useful Life 2016 2015 Internally developed software 5 years $ $ Less accumulated amortization Internally developed software, net $ $ |
Schedule of amortization expense | Three Months Ended Nine Months Ended September 30, September 30, 2016 2015 2016 2015 Amortization expense $ $ $ $ |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Goodwill and Intangible Assets | |
Schedule of changes in the carrying amount of goodwill by segment | Envestnet Envestnet | Yodlee Total Balance at December 31, 2015 $ $ $ FinaConnect acquisition — Purchase accounting adjustments - FinaConnect — Purchase accounting adjustments - Yodlee — Purchase accounting adjustments - Castle Rock — Other Balance at September 30, 2016 $ $ $ |
Schedule of components of intangible assets | September 30, 2016 December 31, 2015 Gross Net Gross Net Carrying Accumulated Carrying Carrying Accumulated Carrying Useful Life Amount Amortization Amount Amount Amortization Amount Customer lists - years $ $ $ $ $ $ Backlog years Proprietary technologies - years Trade names - years Total intangible assets $ $ $ $ $ $ |
Schedule of amortization expense | Three Months Ended Nine Months Ended September 30, September 30, 2016 2015 2016 2015 Amortization expense $ $ $ $ |
Schedule of Future amortization expense of the intangible assets | Years ending December 31: Remainder of 2016 $ 2017 2018 2019 2020 Thereafter $ |
Prepaid Expenses and Other Cu31
Prepaid Expenses and Other Current Assets (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Prepaid Expenses and Other Current Assets | |
Schedule of prepaid expenses and other current assets | September 30, December 31, 2016 2015 Income tax receivable $ $ Prepaid insurance Prepaid rent — FinaConnect escrow - current portion — Other $ $ |
Other Non-Current Assets (Table
Other Non-Current Assets (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Other Non-Current Assets. | |
Schedule of components of other non-current assets | September 30, December 31, 2016 2015 Investment in private companies $ $ Deposits: Lease Other Other $ $ |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Fair Value Measurements | |
Schedule of changes in fair value of the Company’s financial assets and liabilities measured at fair value | As of September 30, 2016 Fair Value Level I Level II Level III Assets Money market funds $ $ $ — $ — Liabilities Contingent consideration $ $ — $ — $ As of December 31, 2015 Fair Value Level I Level II Level III Assets Money market funds $ $ $ — $ — Liabilities Contingent consideration $ $ — $ — $ Foreign currency forward contracts(1) — — Total liabilities $ $ — $ $ (1) Included in prepaid and other current assets in the condensed consolidated balance sheet. |
Summary of changes in the fair value of the Company's Level 3 liability | Fair Value of Contingent Consideration Liabilities Balance at December 31, 2015 $ Settlement of contingent consideration liabilities FinaConnect acquisition Reclassification to definite consideration Fair market value adjustments, net Accretion on contingent consideration Balance at September 30, 2016 $ |
Accrued Expenses (Tables)
Accrued Expenses (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Accrued Expenses | |
Schedule of components of accrued expenses | September 30, December 31, 2016 2015 Accrued investment manager fees $ $ Accrued compensation and related taxes Accrued professional services Purchase consideration liabilities Accrued restructuring charges Other accrued expenses $ $ |
Income Taxes (Tables)
Income Taxes (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Income Taxes | |
Schedule of income before income tax provision, income tax provision and the effective tax rate for the Company's income from operations | Three Months Ended Nine Months Ended September 30, September 30, 2016 2015 2016 2015 Income (loss) before income tax provision (benefit) $ $ $ $ Income tax provision (benefit) Effective tax rate % % % % |
Debt (Tables)
Debt (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Debt | |
Schedule of outstanding debt obligations | September 30, December 31, 2016 2015 Convertible Notes $ $ Unaccreted discount on Convertible Notes Unamortized issuance costs on Convertible Notes $ $ Term Notes $ $ Unamortized issuance costs on Term Notes $ $ |
Schedule of interest expense on convertible debt | Three Months Ended Nine Months Ended September 30, September 30, 2016 2015 2016 2015 Coupon interest $ $ $ $ Amortization of issuance costs Accretion of debt discount Interest on credit agreement — — Undrawn and other fees $ $ $ $ |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Stock-Based Compensation | |
Schedule of stock-based compensation expense | Three Months Ended Nine Months Ended September 30, September 30, 2016 2015 2016 2015 Stock-based compensation expense $ $ $ $ Tax effect on stock-based compensation expense Net effect on income $ $ $ $ |
Schedule of weighted average assumptions used to value options granted | Three Months Ended Nine Months Ended September 30, September 30, 2016 2015 2016 2015 Grant date fair value of options $ $ — $ $ Volatility % — % % % Risk-free interest rate % — % % % Dividend yield — % — % — % — % Expected term (in years) — |
Summary of option activity under the Company's plans | Weighted-Average Weighted- Remaining Average Contractual Life Aggregate Options Exercise Price (Years) Intrinsic Value Outstanding as of December 31, 2015 $ $ Granted Exercised Forfeited Outstanding as of March 31, 2016 Granted Exercised Forfeited Outstanding as of June 30, 2016 Granted Exercised Forfeited Outstanding as of September 30, 2016 Options exercisable |
Summary of the activity for unvested restricted stock awards granted under the Company's plans | Weighted- Average Grant Number of Date Fair Value Shares per Share Outstanding as of December 31, 2015 Granted Vested Forfeited Outstanding as of March 31, 2016 Granted Vested Forfeited Outstanding as of June 30, 2016 Granted Vested Forfeited Outstanding as of September 30, 2016 |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Earnings Per Share | |
Schedule of reconciliation of the numerators and denominators used in computing basic and diluted net income per share attributable to common stockholders | Three Months Ended Nine Months Ended September 30, September 30, 2016 2015 2016 2015 Net income (loss) attributable to Envestnet, Inc. $ $ $ $ Basic number of weighted-average shares outstanding Effect of dilutive shares: Options to purchase common stock — — Unvested restricted stock units — — Diluted number of weighted-average shares outstanding Net income (loss) per share attributable to Envestnet, Inc. Basic $ $ $ $ Diluted $ $ $ $ |
Schedule of anti-dilutive securities excluded from computation of diluted net income per share | Three Months Ended Nine Months Ended September 30, September 30, 2016 2015 2016 2015 Options to purchase common stock Unvested restricted stock units Ungranted unvested restricted stock units related to Upside — — Convertible Notes Total |
Major Customers (Tables)
Major Customers (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Major Customers | |
Summary of revenues major customers | Three Months Ended Nine Months Ended September 30, September 30, 2016 2015 2016 2015 Fidelity % % % % |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Commitments and Contingencies | |
Schedule of future minimum lease commitments under operating leases | Years ending December 31: Remainder of 2016 $ 2017 2018 2019 2020 Thereafter Total $ |
Segment information (Tables)
Segment information (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Segment Information | |
Schedule of revenue by segment | Three Months Ended Nine Months Ended September 30, September 30, 2016 2015 2016 2015 Revenue: Envestnet $ $ $ $ Envestnet | Yodlee — — Consolidated revenue $ $ $ $ Fidelity revenue as a percentage of Envestnet segment revenue: |
Schedule of income from operations by segment | Three Months Ended Nine Months Ended September 30, September 30, 2016 2015 2016 2015 Envestnet $ $ $ $ Envestnet | Yodlee — — Total segment income (loss) from operations Nonsegment operating expenses Other expense, net Consolidated income (loss) before income taxes (benefit) Income tax provision (benefit) Consolidated net income (loss) Add: Net loss attributable to non-controlling interest — — — — Consolidated net income (loss) attributable to Envestnet, Inc. $ $ $ $ |
Summary of consolidated total assets, consolidated depreciation and amortization and consolidated capital expenditures | September 30, December 31, 2016 2015 Segment assets: Envestnet $ $ Envestnet | Yodlee Consolidated total assets $ $ Three Months Ended Nine Months Ended September 30, September 30, 2016 2015 2016 2015 Segment depreciation and amortization: Envestnet $ $ $ $ Envestnet | Yodlee — — Consolidated depreciation and amortization $ $ $ $ Three Months Ended Nine Months Ended September 30, September 30, 2016 2015 2016 2015 Segment capital expenditures: Envestnet $ $ $ $ Envestnet | Yodlee — — Consolidated capital expenditures $ $ $ $ |
Geographical Information (Table
Geographical Information (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Geographical Information | |
Schedule of revenue by geography | Three Months Ended Nine Months Ended September 30, September 30, 2016 2015 2016 2015 United States $ $ $ $ International (1) Total $ $ $ $ (1) No foreign country accounted for more than 10% of total revenues. |
Schedule of property, plant, and equipment, net by geographic area | September 30, December 31, 2016 2015 United States $ $ India Other Total $ $ |
Organization and Description 43
Organization and Description of Business (Details) | 9 Months Ended |
Sep. 30, 2016stateitem | |
Organization and Description of Business | |
Number of RIAs | item | 5 |
Number of states with which the broker-dealer is registered | state | 50 |
Basis of Presentation (Details)
Basis of Presentation (Details) - USD ($) $ in Thousands | Sep. 30, 2016 | Feb. 25, 2016 | Dec. 31, 2015 |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||
Shares authorized for repurchase | 2,000,000 | ||
Remaining shares authorized for repurchase | 1,956,390 | ||
Current assets | $ 112,924 | $ 111,713 | |
Current liabilities | 135,591 | 117,521 | |
Non-current deferred tax assets | $ 12,961 | 2,688 | |
ASU-Interest Imputation | Scenario, Adjustment | |||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||
Current assets | (1,936) | ||
Current liabilities | (1,936) | ||
Noncurrent assets | (7,380) | ||
Noncurrent liabilities | (7,380) | ||
ASU-Classification of Deferred Taxes | Adjustments for New Accounting Principle, Early Adoption | |||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||
Current deferred tax assets | (4,654) | ||
Non-current deferred tax assets | $ 4,654 |
Business Acquisitions (Details)
Business Acquisitions (Details) $ / shares in Units, $ in Thousands | Feb. 01, 2016USD ($) | Nov. 19, 2015USD ($)item$ / sharesshares | Sep. 01, 2015USD ($) | Aug. 30, 2015USD ($) | Sep. 30, 2016USD ($)shares | Sep. 30, 2015USD ($)$ / shares | Jun. 30, 2016USD ($) | Jun. 30, 2016USD ($) | Sep. 30, 2016USD ($)shares | Sep. 30, 2015USD ($)$ / shares | Jun. 30, 2016USD ($) | Dec. 31, 2015USD ($) |
Consideration transferred in acquisition | ||||||||||||
Issuance of redeemable units in ERS | $ 900 | |||||||||||
Envestnet common stock per acquiree share (in shares) | shares | 0.1889 | |||||||||||
Acquisition of businesses, net of cash acquired | $ 18,394 | 27,332 | ||||||||||
Share-based compensation | $ 7,554 | $ 3,408 | 25,872 | 10,157 | ||||||||
Estimated fair values of the assets acquired and liabilities assumed | ||||||||||||
Goodwill | $ 422,565 | $ 422,565 | $ 421,273 | |||||||||
Intangible assets | ||||||||||||
Maximum number of stock options and restricted stock available for future issuance | shares | 1,311,693 | 1,311,693 | ||||||||||
Fair market value adjustment on contingent consideration | $ 838 | (3,791) | ||||||||||
Contingent consideration issued in a business acquisition | $ 1,929 | 2,363 | 1,929 | 2,363 | ||||||||
Pro forma financial information | ||||||||||||
Accretion on contingent consideration | 143 | 794 | ||||||||||
Acquired intangible asset amortization | 12,035 | 3,508 | 36,156 | 10,201 | ||||||||
Revenues | 132,389 | 384,154 | ||||||||||
Net loss | $ (6,505) | $ (21,587) | ||||||||||
Basic (in dollars per share) | $ / shares | $ (0.15) | $ (0.51) | ||||||||||
Diluted (in dollars per share) | $ / shares | $ (0.15) | $ (0.51) | ||||||||||
FinaConnect, Inc. | ||||||||||||
Acquisitions | ||||||||||||
Upfront cash consideration paid | $ 6,425 | |||||||||||
Multiplier for contingent consideration based on acquiree's incremental revenue | 4 | |||||||||||
Contingent consideration period | 2 years | |||||||||||
Contingent consideration, maximum | $ 3,500 | |||||||||||
Consideration transferred in acquisition | ||||||||||||
Cash consideration | 6,425 | |||||||||||
Contingent consideration liability | 1,929 | |||||||||||
Working capital adjustment | 269 | |||||||||||
Cash acquired | (1) | |||||||||||
Total | 8,622 | |||||||||||
Estimated fair values of the assets acquired and liabilities assumed | ||||||||||||
Total tangible assets acquired | 136 | 283 | 283 | |||||||||
Total liabilities assumed | (556) | (473) | (473) | |||||||||
Identifiable intangible assets | 5,425 | 5,425 | 5,425 | |||||||||
Goodwill | 3,617 | 3,387 | 3,387 | |||||||||
Total net assets acquired | 8,622 | 8,622 | 8,622 | |||||||||
Measurement period adjustments, total tangible assets acquired | $ 147 | |||||||||||
Measurement period adjustments, total liabilities assumed | 83 | |||||||||||
Measurement period adjustments, goodwill | $ (230) | |||||||||||
Intangible assets | ||||||||||||
Intangible assets acquired, Amount | 5,425 | |||||||||||
Contingent consideration, maximum | $ 3,500 | |||||||||||
Contingent consideration period | 2 years | |||||||||||
FinaConnect, Inc. | Customer lists | ||||||||||||
Intangible assets | ||||||||||||
Intangible assets acquired, Amount | $ 4,300 | |||||||||||
Intangible assets acquired, Useful Life In Years | 12 years | |||||||||||
FinaConnect, Inc. | Proprietary technologies | ||||||||||||
Intangible assets | ||||||||||||
Intangible assets acquired, Amount | $ 800 | |||||||||||
Intangible assets acquired, Useful Life In Years | 5 years | |||||||||||
FinaConnect, Inc. | Trade names and domains | ||||||||||||
Intangible assets | ||||||||||||
Intangible assets acquired, Amount | $ 325 | |||||||||||
Intangible assets acquired, Useful Life In Years | 2 years | |||||||||||
Castle Rock Innovations, Inc. | ||||||||||||
Consideration transferred in acquisition | ||||||||||||
Cash consideration | $ 6,190 | |||||||||||
Contingent consideration liability | 1,500 | |||||||||||
Cash acquired | (320) | |||||||||||
Total | 7,370 | |||||||||||
Acquisition related costs | 25 | |||||||||||
Estimated fair values of the assets acquired and liabilities assumed | ||||||||||||
Total tangible assets acquired | 255 | 143 | 143 | |||||||||
Total liabilities assumed | (1,305) | (1,305) | (1,305) | |||||||||
Identifiable intangible assets | 3,400 | 3,900 | 3,900 | |||||||||
Goodwill | 5,020 | 4,632 | 4,632 | |||||||||
Total net assets acquired | 7,370 | 7,370 | 7,370 | |||||||||
Measurement period adjustments, total tangible assets acquired | $ (112) | |||||||||||
Measurement period adjustments, identifiable intangible assets | 500 | |||||||||||
Measurement period adjustments, goodwill | $ (388) | |||||||||||
Intangible assets | ||||||||||||
Intangible assets acquired, Amount | 3,900 | |||||||||||
Castle Rock Innovations, Inc. | Customer lists | ||||||||||||
Intangible assets | ||||||||||||
Intangible assets acquired, Amount | $ 3,000 | |||||||||||
Intangible assets acquired, Useful Life In Years | 12 years | |||||||||||
Castle Rock Innovations, Inc. | Proprietary technologies | ||||||||||||
Intangible assets | ||||||||||||
Intangible assets acquired, Amount | $ 800 | |||||||||||
Intangible assets acquired, Useful Life In Years | 5 years | |||||||||||
Castle Rock Innovations, Inc. | Trade names and domains | ||||||||||||
Intangible assets | ||||||||||||
Intangible assets acquired, Amount | $ 100 | |||||||||||
Intangible assets acquired, Useful Life In Years | 4 years | |||||||||||
Yodlee, Inc | ||||||||||||
Consideration transferred in acquisition | ||||||||||||
Cash consideration | $ 375,658 | |||||||||||
Stock consideration | 186,522 | |||||||||||
Purchase consideration liability | 10,061 | |||||||||||
Attribution of the fair market value of replacement award | 4,318 | |||||||||||
Cash acquired | (63,234) | |||||||||||
Total | $ 503,264 | |||||||||||
Promissory note | $ 10,061 | |||||||||||
Equity value issued (in dollars per share) | $ / shares | $ 17.49 | |||||||||||
Cash value issued (in dollars per share) | $ / shares | $ 11.51 | |||||||||||
Number of full trading days on which weighted average of sales price per share is determined | 10 days | |||||||||||
Acquisition of businesses, net of cash acquired | $ 375,658 | |||||||||||
Consideration issued (in shares) | shares | 5,974,000 | |||||||||||
Exercised statutory appraisal rights (in shares) | shares | 577,829 | |||||||||||
Granted (in shares) | shares | 1,052,000 | |||||||||||
Acquisition related costs | 214 | 1,788 | ||||||||||
Estimated fair values of the assets acquired and liabilities assumed | ||||||||||||
Total tangible assets acquired | $ 33,815 | 36,614 | 36,614 | |||||||||
Total liabilities assumed | (55,240) | (55,240) | (55,240) | |||||||||
Identifiable intangible assets | 237,000 | 237,000 | 237,000 | |||||||||
Goodwill | 286,049 | 284,890 | 284,890 | |||||||||
Total net assets acquired | 501,624 | 503,264 | 503,264 | |||||||||
Measurement period adjustments, total tangible assets acquired | $ 2,799 | |||||||||||
Measurement period adjustments, goodwill | (1,159) | |||||||||||
Measurement period adjustments, Total net assets acquired | $ 1,640 | |||||||||||
Intangible assets | ||||||||||||
Intangible assets acquired, Amount | 237,000 | |||||||||||
Pro forma financial information | ||||||||||||
Revenue since acquisition | 34,644 | 94,267 | ||||||||||
Net income (loss) since acquisition | (8,416) | (33,728) | ||||||||||
Acquired intangible asset amortization | $ 8,571 | 25,712 | ||||||||||
Yodlee, Inc | Replacement Awards | ||||||||||||
Consideration transferred in acquisition | ||||||||||||
Stock consideration | 32,836 | |||||||||||
Attribution of the fair market value of replacement award | 4,318 | |||||||||||
Unrecognized compensation expense related to unvested restricted stock | $ 28,518 | |||||||||||
Unrecognized compensation expense weighted-average recognition period | 43 months | |||||||||||
Yodlee, Inc | Customer lists | ||||||||||||
Intangible assets | ||||||||||||
Intangible assets acquired, Amount | $ 178,000 | |||||||||||
Intangible assets acquired, Useful Life In Years | 12 years | |||||||||||
Yodlee, Inc | Backlog | ||||||||||||
Intangible assets | ||||||||||||
Intangible assets acquired, Amount | $ 11,000 | |||||||||||
Intangible assets acquired, Useful Life In Years | 4 years | |||||||||||
Yodlee, Inc | Proprietary technologies | ||||||||||||
Intangible assets | ||||||||||||
Intangible assets acquired, Amount | $ 35,000 | |||||||||||
Intangible assets acquired, Useful Life In Years | 5 years | |||||||||||
Yodlee, Inc | Trade names and domains | ||||||||||||
Intangible assets | ||||||||||||
Intangible assets acquired, Amount | $ 13,000 | |||||||||||
Intangible assets acquired, Useful Life In Years | 6 years | |||||||||||
Yodlee, Inc | Minimum | ||||||||||||
Consideration transferred in acquisition | ||||||||||||
Number of paid subscribers | item | 22,000,000 | |||||||||||
Number of serviced financial institutions | item | 1,000 | |||||||||||
Number of data sources | item | 15,500 | |||||||||||
Number of patents awarded | item | 78 | |||||||||||
Castle Rock Parties | ||||||||||||
Consideration transferred in acquisition | ||||||||||||
Acquisition related costs | $ 110 | |||||||||||
Castle Rock Parties | ERS | ||||||||||||
Consideration transferred in acquisition | ||||||||||||
Noncontrolling owner's ownership (as a percent) | 6.50% | |||||||||||
Issuance of redeemable units in ERS | $ 900 | |||||||||||
Period to repurchase issued units in the subscription agreement | 36 months | |||||||||||
One | Castle Rock Innovations, Inc. | ||||||||||||
Consideration transferred in acquisition | ||||||||||||
Annual revenue target for contingent consideration (as a percent) | 40.00% | |||||||||||
Revenue target for contingent consideration adjustment | $ 100 | |||||||||||
Two | Castle Rock Innovations, Inc. | ||||||||||||
Consideration transferred in acquisition | ||||||||||||
Annual revenue target for contingent consideration (as a percent) | 35.00% | |||||||||||
Revenue target for contingent consideration adjustment | $ 100 | |||||||||||
Three | Castle Rock Innovations, Inc. | ||||||||||||
Consideration transferred in acquisition | ||||||||||||
Annual revenue target for contingent consideration (as a percent) | 30.00% | |||||||||||
Revenue target for contingent consideration adjustment | $ 100 |
Property and Equipment (Details
Property and Equipment (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | Dec. 31, 2015 | |
Property and equipment, cost: | |||||
Property and equipment, gross | $ 78,673 | $ 78,673 | $ 66,061 | ||
Less accumulated depreciation and amortization | (46,107) | (46,107) | (37,380) | ||
Property and equipment, net | 32,566 | 32,566 | 28,681 | ||
Cost written off | 2,396 | ||||
Loss on disposal | 220 | ||||
Depreciation and amortization expense | 3,740 | $ 1,967 | $ 11,147 | $ 5,100 | |
Computer equipment and software | |||||
Property and equipment, cost: | |||||
Estimated Useful Life | 3 years | ||||
Property and equipment, gross | 52,518 | $ 52,518 | 44,470 | ||
Office furniture and fixtures | |||||
Property and equipment, cost: | |||||
Estimated Useful Life | 7 years | ||||
Property and equipment, gross | 7,024 | $ 7,024 | 5,785 | ||
Leasehold improvements | |||||
Property and equipment, cost: | |||||
Property and equipment, gross | 17,924 | $ 17,924 | 15,123 | ||
Other office equipment | |||||
Property and equipment, cost: | |||||
Estimated Useful Life | 5 years | ||||
Property and equipment, gross | $ 1,207 | $ 1,207 | $ 683 |
Internally Developed Software47
Internally Developed Software (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | Dec. 31, 2015 | |
Internally developed software | $ 31,325 | $ 31,325 | $ 25,109 | ||
Less accumulated amortization | (17,781) | (17,781) | (15,212) | ||
Internally developed software, net | 13,544 | 13,544 | $ 9,897 | ||
Amortization expense | $ 917 | $ 682 | $ 2,569 | $ 1,914 | |
Internally developed software | |||||
Useful Life | 5 years |
Goodwill and Intangible Asset48
Goodwill and Intangible Assets (Goodwill) (Details) $ in Thousands | 9 Months Ended |
Sep. 30, 2016USD ($) | |
Changes in the carrying amount of the Company's goodwill | |
Balance | $ 421,273 |
Other goodwill adjustments | (548) |
Balance | 422,565 |
FinaConnect, Inc. | |
Changes in the carrying amount of the Company's goodwill | |
Acquisition | 3,617 |
Purchase accounting adjustment | (230) |
Balance | 3,387 |
Yodlee, Inc | |
Changes in the carrying amount of the Company's goodwill | |
Purchase accounting adjustment | (1,159) |
Balance | 284,890 |
Castle Rock Innovations, Inc. | |
Changes in the carrying amount of the Company's goodwill | |
Purchase accounting adjustment | (388) |
Balance | 4,632 |
Envestnet | |
Changes in the carrying amount of the Company's goodwill | |
Balance | 135,224 |
Other goodwill adjustments | (490) |
Balance | 137,733 |
Envestnet | FinaConnect, Inc. | |
Changes in the carrying amount of the Company's goodwill | |
Acquisition | 3,617 |
Purchase accounting adjustment | (230) |
Envestnet | Castle Rock Innovations, Inc. | |
Changes in the carrying amount of the Company's goodwill | |
Purchase accounting adjustment | (388) |
Envestnet / Yodlee | |
Changes in the carrying amount of the Company's goodwill | |
Balance | 286,049 |
Other goodwill adjustments | (58) |
Balance | 284,832 |
Envestnet / Yodlee | Yodlee, Inc | |
Changes in the carrying amount of the Company's goodwill | |
Purchase accounting adjustment | $ (1,159) |
Goodwill and Intangible Asset49
Goodwill and Intangible Assets (Intangibles) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | Dec. 31, 2015 | |
Components of intangible assets | |||||
Gross Carrying Amount | $ 344,743 | $ 344,743 | $ 339,028 | ||
Accumulated Amortization | (82,509) | (82,509) | (46,353) | ||
Net Carrying Amount | 262,234 | 262,234 | 292,675 | ||
Amortization expense | 12,035 | $ 3,508 | 36,156 | $ 10,201 | |
Customer lists | |||||
Components of intangible assets | |||||
Gross Carrying Amount | 262,000 | 262,000 | 257,410 | ||
Accumulated Amortization | (55,451) | (55,451) | (33,668) | ||
Net Carrying Amount | 206,549 | $ 206,549 | 223,742 | ||
Customer lists | Minimum | |||||
Components of intangible assets | |||||
Useful Life | 4 years | ||||
Customer lists | Maximum | |||||
Components of intangible assets | |||||
Useful Life | 12 years | ||||
Backlog | |||||
Components of intangible assets | |||||
Useful Life | 4 years | ||||
Gross Carrying Amount | 11,000 | $ 11,000 | 11,000 | ||
Accumulated Amortization | (5,017) | (5,017) | (703) | ||
Net Carrying Amount | 5,983 | 5,983 | 10,297 | ||
Proprietary technologies | |||||
Components of intangible assets | |||||
Gross Carrying Amount | 54,728 | 54,728 | 53,928 | ||
Accumulated Amortization | (17,536) | (17,536) | (9,833) | ||
Net Carrying Amount | 37,192 | $ 37,192 | 44,095 | ||
Proprietary technologies | Minimum | |||||
Components of intangible assets | |||||
Useful Life | 2 years 6 months | ||||
Proprietary technologies | Maximum | |||||
Components of intangible assets | |||||
Useful Life | 8 years | ||||
Trade names and domains | |||||
Components of intangible assets | |||||
Gross Carrying Amount | 17,015 | $ 17,015 | 16,690 | ||
Accumulated Amortization | (4,505) | (4,505) | (2,149) | ||
Net Carrying Amount | $ 12,510 | $ 12,510 | $ 14,541 | ||
Trade names and domains | Minimum | |||||
Components of intangible assets | |||||
Useful Life | 2 years | ||||
Trade names and domains | Maximum | |||||
Components of intangible assets | |||||
Useful Life | 6 years |
Goodwill and Intangible Asset50
Goodwill and Intangible Assets (FutExp) (Details) - USD ($) $ in Thousands | Sep. 30, 2016 | Dec. 31, 2015 |
Future amortization expense of the intangible assets | ||
Remainder of 2016 | $ 11,829 | |
2,017 | 43,059 | |
2,018 | 36,936 | |
2,019 | 33,201 | |
2,020 | 29,239 | |
Thereafter | 107,970 | |
Net Carrying Amount | $ 262,234 | $ 292,675 |
Prepaid Expenses and Other Cu51
Prepaid Expenses and Other Current Assets (Details) - USD ($) $ in Thousands | Sep. 30, 2016 | Dec. 31, 2015 |
Prepaid Expenses and Other Current Assets | ||
Income tax receivable | $ 8,692 | $ 5,118 |
Prepaid insurance | 1,000 | 171 |
Prepaid rent | 691 | |
FinaConnect escrow - current portion | 429 | |
Other | 8,999 | 7,950 |
Total prepaid expenses and other current assets | $ 19,811 | $ 13,239 |
Other Non-Current Assets (Detai
Other Non-Current Assets (Details) - USD ($) $ in Thousands | Sep. 30, 2016 | Dec. 31, 2015 |
Other Non-Current Assets. | ||
Investment in private companies | $ 2,274 | $ 2,666 |
Deposits: | ||
Lease | 3,722 | 3,198 |
Other | 2,083 | 515 |
Other | 5,077 | 2,943 |
Total other non-current assets | $ 13,156 | $ 9,322 |
Fair Value Measurements (Detail
Fair Value Measurements (Details) - USD ($) $ in Thousands | Nov. 19, 2015 | Sep. 30, 2016 | Dec. 31, 2015 | Dec. 15, 2014 |
Fair Value Measurements | ||||
The cash flow period from the acquisition date used in determining fair value | 3 years | |||
Convertible notes | $ 151,019 | $ 146,418 | ||
Term notes | 106,674 | 138,335 | ||
Convertible Notes | ||||
Fair Value Measurements | ||||
Face amount | 172,500 | 172,500 | ||
Convertible notes | 151,019 | 146,418 | ||
Liabilities | ||||
Total liabilities | 167,109 | 152,878 | ||
Face amount | $ 172,500 | |||
Term Notes | ||||
Fair Value Measurements | ||||
Face amount | 144,000 | 150,000 | ||
Term notes | 139,851 | 144,399 | ||
Liabilities | ||||
Total liabilities | 144,000 | 150,000 | ||
Face amount | $ 160,000 | |||
Recurring Basis | ||||
Liabilities | ||||
Total liabilities | 4,183 | |||
Recurring Basis | Money market funds | ||||
Assets | ||||
Total Assets | 22,935 | 24,422 | ||
Recurring Basis | Contingent consideration | ||||
Liabilities | ||||
Total liabilities | 3,224 | 4,043 | ||
Recurring Basis | Foreign currency forward contracts | ||||
Liabilities | ||||
Total liabilities | 140 | |||
Level 1 | Recurring Basis | Money market funds | ||||
Assets | ||||
Total Assets | 22,935 | 24,422 | ||
Level 2 | Recurring Basis | ||||
Liabilities | ||||
Total liabilities | 140 | |||
Level 2 | Recurring Basis | Foreign currency forward contracts | ||||
Liabilities | ||||
Total liabilities | 140 | |||
Level 3 | ||||
Liabilities | ||||
Sensitivity analysis, fair value increase resulting from hypothetical 10% increase in applicable revenue | 327 | |||
Sensitivity analysis, fair value decrease resulting from hypothetical 10% decrease in applicable revenue | 345 | |||
Level 3 | Recurring Basis | ||||
Liabilities | ||||
Total liabilities | 4,043 | |||
Level 3 | Recurring Basis | Contingent consideration | ||||
Liabilities | ||||
Total liabilities | 3,224 | 4,043 | ||
Carrying Value | Convertible Notes | ||||
Fair Value Measurements | ||||
Convertible notes | 151,019 | 146,418 | ||
Carrying Value | Term Notes | ||||
Fair Value Measurements | ||||
Term notes | $ 139,851 | $ 144,399 | ||
LIBOR | Minimum | Credit Agreement | ||||
Liabilities | ||||
Spread on variable rate basis (as a percent) | 1.50% | |||
LIBOR | Maximum | Credit Agreement | ||||
Liabilities | ||||
Spread on variable rate basis (as a percent) | 3.25% |
Fair Value Measurements (Lev3 r
Fair Value Measurements (Lev3 rec) (Details) $ in Thousands | 9 Months Ended |
Sep. 30, 2016USD ($) | |
Changes in the fair value of Contingent Consideration Liabilities | |
Fair value asset transfers between Levels 1, 2 and 3 | $ 0 |
Recurring Basis | |
Changes in the fair value of Contingent Consideration Liabilities | |
Balance | 4,043 |
Settlement of contingent consideration liability | (2,924) |
Reclassification to definite consideration | (805) |
Fair market value adjustments, net | 838 |
Accretion on contingent consideration | 143 |
Balance | 3,224 |
FinaConnect, Inc. | Recurring Basis | |
Changes in the fair value of Contingent Consideration Liabilities | |
Acquisition | $ 1,929 |
Accrued Expenses (Details)
Accrued Expenses (Details) - USD ($) $ in Thousands | Sep. 30, 2016 | Dec. 31, 2015 |
Components of accrued expenses | ||
Accrued investment manager fees | $ 29,909 | $ 28,179 |
Accrued compensation and related taxes | 29,773 | 29,493 |
Accrued professional services | 4,472 | 1,201 |
Purchase consideration liabilities | 3,343 | 13,676 |
Accrued restructuring charges | 292 | 513 |
Other accrued expenses | 6,861 | 10,349 |
Total accrued expenses | $ 74,650 | $ 83,411 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Income tax provision and the effective tax rate | ||||
Income (loss) before income tax provision (benefit) | $ (5,725) | $ 5,981 | $ (33,595) | $ 14,675 |
Income tax provision (benefit) | $ (1,668) | $ 2,679 | $ (10,602) | $ 6,326 |
Effective tax rate (as a percent) | 29.10% | 44.80% | 31.60% | 43.10% |
U.S. federal statutory tax rate (as a percent) | 34.00% | 35.00% |
Income Taxes (Interim) (Details
Income Taxes (Interim) (Details) - USD ($) $ in Thousands | Sep. 30, 2016 | Dec. 31, 2015 |
Income taxes | ||
Unrecognized tax benefits that would impact effective tax rate, if recognized | $ 15,060 | |
Accrued interest and penalties on unrecognized tax benefits | 723 | $ (158) |
Other non-current liabilities | ||
Income taxes | ||
Liability for unrecognized tax benefits | $ 15,060 | $ 14,129 |
Debt (Summary) (Details)
Debt (Summary) (Details) - USD ($) $ in Thousands | Sep. 30, 2016 | Dec. 31, 2015 | Dec. 15, 2014 |
Outstanding debt obligations | |||
Convertible debt, total | $ 151,019 | $ 146,418 | |
Term notes | 106,674 | 138,335 | |
Convertible Notes | |||
Outstanding debt obligations | |||
Face amount | 172,500 | 172,500 | |
Unaccredited discount on Convertible Notes | (18,470) | (22,367) | $ (27,500) |
Convertible debt, total | 151,019 | 146,418 | |
Unamortized issuance costs | (3,011) | (3,715) | |
Term Notes | |||
Outstanding debt obligations | |||
Face amount | 144,000 | 150,000 | |
Unamortized issuance costs | (4,149) | (5,601) | |
Term notes | $ 139,851 | $ 144,399 |
Debt (Int) (Details)
Debt (Int) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Interest expense on convertible debt | ||||
Total interest expense | $ 6,955 | $ 7,081 | ||
Convertible Notes, Credit and Amended and Restated Credit Agreements | ||||
Interest expense on convertible debt | ||||
Coupon interest | $ 754 | $ 755 | 2,264 | 2,265 |
Amortization of issuance costs | 737 | 308 | 2,169 | 939 |
Accretion of debt discount | 1,323 | 1,258 | 3,901 | 3,682 |
Interest on credit agreement | 1,255 | 3,792 | ||
Undrawn and other fees | 53 | 63 | 219 | 195 |
Total interest expense | $ 4,122 | $ 2,384 | $ 12,345 | $ 7,081 |
Debt (CredAg) (Details)
Debt (CredAg) (Details) - USD ($) $ in Thousands | Nov. 19, 2015 | Sep. 30, 2016 |
Credit Agreement | ||
Debt | ||
Credit facility amount | $ 100,000 | |
Amount outstanding | $ 0 | |
Voting equity of foreign subsidiary pledged (as a percent) | 66.00% | |
Non-voting equity of foreign subsidiary pledged (as a percent) | 100.00% | |
Debt instrument covenant, prepayment term | 90 days | |
Debt instrument covenant, leverage ratio | 2.00% | |
Estimated prepayment portion | $ 27,113 | |
Letters of credit | ||
Debt | ||
Credit facility amount | $ 5,000 | |
Term Notes | ||
Debt | ||
Amount outstanding | $ 144,000 | |
Face amount | 160,000 | |
Periodic payment | $ 2,000 | |
Minimum | Credit Agreement | LIBOR | ||
Debt | ||
Spread on variable rate basis (as a percent) | 1.50% | |
Maximum | Credit Agreement | LIBOR | ||
Debt | ||
Spread on variable rate basis (as a percent) | 3.25% |
Debt (Conv) (Details)
Debt (Conv) (Details) - Convertible Notes $ / shares in Units, $ in Thousands | Dec. 15, 2014USD ($)item$ / shares | Sep. 30, 2016USD ($)$ / shares | Dec. 31, 2015USD ($) |
Debt | |||
Face amount | $ 172,500 | ||
Net proceeds from offering | $ 166,967 | ||
Interest rate (as a percent) | 1.75% | ||
Repurchase percentage of principal (as a percent) | 100.00% | ||
Conversion rate | 0.0159022 | ||
Principal amount | $ / shares | $ 1 | ||
Conversion price (in dollars per share) | $ / shares | $ 62.88 | $ 62.88 | |
Threshold trading days (in days) | item | 20 | ||
Consecutive trading days | 30 days | ||
Threshold percentage of stock price trigger (as a percent) | 130.00% | ||
Threshold business days | 5 days | ||
Threshold consecutive trading-day period | 5 days | ||
Threshold percentage of trading price trigger (as a percent) | 98.00% | ||
Allocated to equity components | $ 26,618 | ||
Offering costs | 882 | ||
Discount | $ 27,500 | $ 18,470 | $ 22,367 |
Effective interest rate on the liability component (as a percent) | 6.00% |
Stock-Based Compensation (Detai
Stock-Based Compensation (Details) - $ / shares | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Sep. 30, 2016 | Dec. 31, 2015 | |
Stock-Based compensation | |||||
Maximum number of shares available for future issuance | 1,311,693 | 1,311,693 | |||
Restricted Stock | |||||
Stock-Based compensation | |||||
Number of performance awards valued to modification (in shares) | 1,981,775 | 1,791,769 | 1,707,944 | 1,981,775 | 2,153,211 |
Awards voluntarily forfeited (in shares) | 24,352 | 42,781 | 87,513 | ||
Stock Options | |||||
Stock-Based compensation | |||||
Stock options to acquire Envestnet common stock | 2,500 | 55,719 | 105,645 | ||
Stock options to acquire Envestnet common stock at an exercise price (in dollars per share) | $ 38.05 | $ 31.03 | $ 20.51 | ||
2015 Plan | Restricted Stock | |||||
Stock-Based compensation | |||||
Shares authorized for issuance | 1,052,000 | 1,052,000 | |||
Vesting period | 43 months |
Stock-Based Compensation (Exp)
Stock-Based Compensation (Exp) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | May 13, 2015 | |
Summary of employee stock-based compensation expense | |||||
Stock-based compensation expense | $ 7,554 | $ 3,408 | $ 25,872 | $ 10,157 | |
Tax effect on stock-based compensation expense | (3,022) | (1,363) | (10,349) | (4,063) | |
Net effect on income | $ 4,532 | $ 2,045 | $ 15,523 | $ 6,094 | |
Increase number of shares reserved for delivery | 2,700,000 |
Stock-Based Compensation (Assum
Stock-Based Compensation (Assump) (Details) - $ / shares | 3 Months Ended | 9 Months Ended | |
Sep. 30, 2016 | Sep. 30, 2016 | Sep. 30, 2015 | |
Summary of weighted average assumptions used to value options granted | |||
Grant date fair value of options (in dollars per share) | $ 14.46 | $ 9.56 | $ 20.90 |
Volatility (as a percent) | 42.20% | 42.20% | 37.20% |
Risk-free interest rate (as a percent) | 1.10% | 1.40% | 1.70% |
Expected term (in years) | 5 years | 6 years 3 months 18 days | 6 years |
Stock-Based Compensation (Optio
Stock-Based Compensation (Options) (Details) - Stock Options - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Sep. 30, 2016 | Dec. 31, 2015 | |
Options | |||||
Outstanding at the beginning of the period (in shares) | 3,383,899 | 3,448,439 | 3,533,791 | 3,533,791 | |
Granted (in shares) | 2,500 | 55,719 | 105,645 | ||
Exercised (in shares) | (99,957) | (96,068) | (152,220) | ||
Forfeited (in shares) | (3,111) | (24,191) | (38,777) | ||
Outstanding at the end of the period (in shares) | 3,283,331 | 3,383,899 | 3,448,439 | 3,283,331 | 3,533,791 |
Options exercisable (in shares) | 2,922,108 | 2,922,108 | |||
Weighted-Average Exercise Price | |||||
Outstanding at the beginning of the period (in dollars per share) | $ 15.43 | $ 15.27 | $ 15.03 | $ 15.03 | |
Granted (in dollars per share) | 38.05 | 31.03 | 20.51 | ||
Exercised (in dollars per share) | 8.88 | 11.17 | 7.93 | ||
Forfeited (in dollars per share) | 45.51 | 33.35 | 35.93 | ||
Outstanding at the end of the period (in dollars per share) | 15.62 | $ 15.43 | $ 15.27 | 15.62 | $ 15.03 |
Options exercisable (in dollars per share) | $ 13.22 | $ 13.22 | |||
Weighted-Average Remaining Contractual Life | |||||
Outstanding | 4 years 3 months 18 days | 4 years 6 months | 4 years 8 months 12 days | 4 years 8 months 12 days | |
Options exercisable | 3 years 9 months 18 days | ||||
Aggregate Intrinsic Value | |||||
Outstanding (in dollars) | $ 73,756 | $ 67,219 | $ 50,987 | $ 73,756 | $ 61,199 |
Options exercisable (in dollars) | 71,331 | 71,331 | |||
Additional disclosures | |||||
Unrecognized stock-based compensation expense related to unvested stock options | $ 3,665 | $ 3,665 | |||
Unrecognized compensation expense weighted-average recognition period | 1 year 10 months 24 days | ||||
Minimum | |||||
Additional disclosures | |||||
Exercise prices of stock options outstanding (in dollars per share) | $ 0.11 | $ 0.11 | |||
Maximum | |||||
Additional disclosures | |||||
Exercise prices of stock options outstanding (in dollars per share) | $ 55.29 | $ 55.29 |
Stock-Based Compensation (ResSt
Stock-Based Compensation (ResSt) (Details) - Restricted Stock $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016USD ($)item$ / sharesshares | Jun. 30, 2016$ / sharesshares | Mar. 31, 2016$ / sharesshares | Sep. 30, 2016USD ($)item$ / sharesshares | |
Stock-Based compensation | ||||
Award vesting rights proportion (as a percent) | 33.00% | |||
Number of vesting rights anniversaries | item | 3 | 3 | ||
Number of Shares | ||||
Balance at the beginning of the period (in shares) | shares | 1,791,769 | 1,707,944 | 2,153,211 | 2,153,211 |
Granted (in shares) | shares | 290,000 | 237,605 | 424,844 | |
Vested (in shares) | shares | (75,642) | (110,999) | (782,598) | |
Forfeited (in shares) | shares | (24,352) | (42,781) | (87,513) | |
Balance at the end of the period (in shares) | shares | 1,981,775 | 1,791,769 | 1,707,944 | 1,981,775 |
Weighted-Average Grant Date Fair Value per Share | ||||
Balance at the beginning of the period (in dollars per share) | $ / shares | $ 31.57 | $ 33.40 | $ 35.63 | $ 35.63 |
Granted (in dollars per share) | $ / shares | 38.05 | 30.97 | 20.57 | |
Vested (in dollars per share) | $ / shares | 31.20 | 31.40 | 35.09 | |
Forfeited (in dollars per share) | $ / shares | 30.60 | 27.33 | 32.94 | |
Balance at the end of the period (in dollars per share) | $ / shares | $ 31.76 | $ 31.57 | $ 33.40 | $ 31.76 |
Additional disclosures | ||||
Unrecognized compensation expense related to unvested restricted stock | $ | $ 51,824 | $ 51,824 | ||
Unrecognized compensation expense weighted-average recognition period | 2 years 2 months 12 days |
Earnings Per Share (Details)
Earnings Per Share (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | Dec. 15, 2014 | |
Basic income per share calculation: | |||||
Net income (loss) attributable to Envestnet, Inc. | $ (4,057) | $ 3,302 | $ (22,993) | $ 8,349 | |
Basic number of weighted-average shares outstanding | 42,843,103 | 36,021,784 | 42,704,383 | 35,651,508 | |
Effect of dilutive shares: | |||||
Options to purchase common stock (in shares) | 1,554,564 | 1,784,442 | |||
Unvested restricted stock units (in shares) | 38,353 | 127,865 | |||
Diluted number of weighted-average shares outstanding | 42,843,103 | 37,614,701 | 42,704,383 | 37,563,815 | |
Net income (loss) per share attributable to Envestnet, Inc. | |||||
Basic (in dollars per share) | $ (0.09) | $ 0.09 | $ (0.54) | $ 0.23 | |
Diluted (in dollars per share) | (0.09) | $ 0.09 | (0.54) | $ 0.22 | |
Convertible Notes | |||||
Conversion price (in dollars per share) | $ 62.88 | $ 62.88 | $ 62.88 |
Earnings Per Share (AntiDil) (D
Earnings Per Share (AntiDil) (Details) - shares | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Common share equivalents for securities that were anti-dilutive and therefore excluded from the computation of diluted earnings per share | ||||
Anti-dilutive securities excluded from computation of diluted earnings per share (in shares) | 8,008,427 | 3,798,421 | 8,008,427 | 3,355,012 |
Stock Options | ||||
Common share equivalents for securities that were anti-dilutive and therefore excluded from the computation of diluted earnings per share | ||||
Anti-dilutive securities excluded from computation of diluted earnings per share (in shares) | 3,283,331 | 447,354 | 3,283,331 | 270,728 |
Restricted Stock | ||||
Common share equivalents for securities that were anti-dilutive and therefore excluded from the computation of diluted earnings per share | ||||
Anti-dilutive securities excluded from computation of diluted earnings per share (in shares) | 1,981,775 | 475,462 | 1,981,775 | 208,679 |
Convertible debt | ||||
Common share equivalents for securities that were anti-dilutive and therefore excluded from the computation of diluted earnings per share | ||||
Anti-dilutive securities excluded from computation of diluted earnings per share (in shares) | 2,743,321 | 2,743,321 | 2,743,321 | 2,743,321 |
Upside Holdings, Inc. | Restricted Stock | ||||
Common share equivalents for securities that were anti-dilutive and therefore excluded from the computation of diluted earnings per share | ||||
Anti-dilutive securities excluded from computation of diluted earnings per share (in shares) | 132,284 | 132,284 |
Major Customers (Details)
Major Customers (Details) - Revenues - Customer concentration risk - Fidelity - customer | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Major Customers | ||||
Number of customers accounted for as major customer | 1 | 1 | 1 | 1 |
Revenue as a percentage of the company's total | 15.00% | 18.00% | 15.00% | 18.00% |
Commitments and Contingencies70
Commitments and Contingencies (Details) $ in Thousands | Sep. 30, 2016USD ($) |
Future annual minimum lease commitments under operating leases | |
Remainder of 2016 | $ 2,954 |
2,017 | 10,873 |
2,018 | 10,768 |
2,019 | 11,263 |
2,020 | 11,562 |
Thereafter | 56,116 |
Total | $ 103,536 |
Segment Information (Details)
Segment Information (Details) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2016USD ($)customer | Sep. 30, 2015USD ($)customer | Sep. 30, 2016USD ($)customer | Sep. 30, 2015USD ($)customer | Dec. 31, 2015USD ($) | |
Segment Information | |||||
Revenues | $ 149,155 | $ 103,367 | $ 422,684 | $ 302,484 | |
Income from operations | (1,291) | 8,328 | (20,381) | 21,476 | |
Operating expenses | (150,446) | (95,039) | (443,065) | (281,008) | |
Other expense, net | (4,434) | (2,347) | (13,214) | (6,801) | |
Income (loss) before income tax provision | (5,725) | 5,981 | (33,595) | 14,675 | |
Income tax provision | (1,668) | 2,679 | (10,602) | 6,326 | |
Net income (loss) | (4,057) | 3,302 | (22,993) | 8,349 | |
Net income (loss) attributable to Envestnet, Inc. | (4,057) | 3,302 | (22,993) | 8,349 | |
Assets | 869,950 | 869,950 | $ 876,249 | ||
Depreciation and amortization | 16,692 | 6,157 | 49,872 | 17,215 | |
Capital expenditures | 5,567 | 1,940 | 10,839 | 6,852 | |
Operating Segments | |||||
Segment Information | |||||
Income from operations | 3,945 | 11,897 | (1,303) | 31,945 | |
Segment Reconciling | |||||
Segment Information | |||||
Operating expenses | (5,236) | (3,569) | (19,078) | (10,469) | |
Envestnet | |||||
Segment Information | |||||
Revenues | 114,511 | 103,367 | 328,417 | 302,484 | |
Assets | 330,535 | 330,535 | 323,292 | ||
Depreciation and amortization | 6,362 | 6,157 | 18,786 | 17,215 | |
Capital expenditures | 4,355 | 1,940 | 6,913 | 6,852 | |
Envestnet | Operating Segments | |||||
Segment Information | |||||
Income from operations | 12,361 | $ 11,897 | 32,425 | $ 31,945 | |
Envestnet / Yodlee | |||||
Segment Information | |||||
Revenues | 34,644 | 94,267 | |||
Assets | 539,415 | 539,415 | $ 552,957 | ||
Depreciation and amortization | 10,330 | 31,086 | |||
Capital expenditures | 1,212 | 3,926 | |||
Envestnet / Yodlee | Operating Segments | |||||
Segment Information | |||||
Income from operations | $ (8,416) | $ (33,728) | |||
Revenues | Customer concentration risk | Fidelity | |||||
Segment Information | |||||
Fidelity revenue as a percentage of Envestnet segment revenue | 15.00% | 18.00% | 15.00% | 18.00% | |
Number of customers accounted for as major customer | customer | 1 | 1 | 1 | 1 | |
Revenues | Envestnet | Customer concentration risk | Fidelity | |||||
Segment Information | |||||
Fidelity revenue as a percentage of Envestnet segment revenue | 19.00% | 18.00% | 19.00% | 18.00% |
Geographical Information (Detai
Geographical Information (Details) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2016USD ($)country | Sep. 30, 2015USD ($) | Sep. 30, 2016USD ($)country | Sep. 30, 2015USD ($) | Dec. 31, 2015USD ($) | |
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||
Revenues | $ 149,155 | $ 103,367 | $ 422,684 | $ 302,484 | |
Property, Plant and Equipment, Net | 32,566 | 32,566 | $ 28,681 | ||
United States | |||||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||
Revenues | 135,160 | 94,133 | 381,628 | 274,487 | |
Property, Plant and Equipment, Net | 28,535 | 28,535 | 24,423 | ||
International | |||||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||
Revenues | 13,995 | $ 9,234 | 41,056 | $ 27,997 | |
India | |||||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||
Property, Plant and Equipment, Net | 3,302 | 3,302 | 3,687 | ||
Other | |||||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||
Property, Plant and Equipment, Net | $ 729 | $ 729 | $ 571 | ||
Geographic Area | Revenues | |||||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||
Number of countries, more than 10% of Company's total revenues | country | 0 | 0 |
Subsequent Event (Details)
Subsequent Event (Details) $ in Thousands | Oct. 03, 2016USD ($) |
Subsequent Events | Wheelhouse Analytics, LLC | |
Acquisitions | |
Cash consideration | $ 14,400 |