DOCUMENT AND ENTITY INFORMATION
DOCUMENT AND ENTITY INFORMATION - USD ($) | 12 Months Ended | ||
Dec. 31, 2015 | Feb. 19, 2016 | Jun. 30, 2015 | |
Document Type | 10-K | ||
Document Period End Date | Dec. 31, 2015 | ||
Amendment Flag | false | ||
Entity Registrant Name | YELP INC | ||
Entity Central Index Key | 1,345,016 | ||
Trading Symbol | YELP | ||
Current Fiscal Year End Date | --12-31 | ||
Document Fiscal Year Focus | 2,015 | ||
Document Fiscal Period Focus | FY | ||
Entity Filer Category | Large Accelerated Filer | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Public Float | $ 2,823,137,714 | ||
Class A common stock [Member] | |||
Entity Common Stock, Shares Outstanding | 67,614,690 | ||
Class B common stock [Member] | |||
Entity Common Stock, Shares Outstanding | 8,445,146 |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Current assets: | ||
Cash and cash equivalents | $ 171,613 | $ 247,312 |
Short-term marketable securities | 199,214 | 118,498 |
Accounts receivable (net of allowance for doubtful accounts of $3,208 and $1,627 at December 31, 2015 and December 31, 2014, respectively) | 52,755 | 35,593 |
Prepaid expenses and other current assets | 19,700 | 19,355 |
Total current assets | $ 443,282 | 420,758 |
Long-term marketable securities | 38,612 | |
Property, equipment and software, net | $ 80,467 | 62,761 |
Goodwill | 172,197 | 67,307 |
Intangibles, net | 39,294 | 5,786 |
Restricted cash | 16,486 | 17,943 |
Other assets | 3,701 | 16,483 |
Total assets | 755,427 | 629,650 |
Current liabilities: | ||
Accounts payable | 3,388 | 1,398 |
Accrued liabilities | 43,458 | 29,581 |
Deferred revenue | 2,931 | 2,994 |
Total current liabilities | 49,777 | 33,973 |
Long-term liabilities | 12,030 | 7,527 |
Total liabilities | $ 61,807 | $ 41,500 |
Commitments and contingencies (Note 11) | ||
Stockholders' Equity | ||
Common stock, $0.000001 par value - 500,000,000 shares authorized; 75,982,802 and 72,920,582 shares issued and outstanding at December 31, 2015 and December 31, 2014, respectively | ||
Additional paid-in capital | $ 774,022 | $ 627,742 |
Accumulated other comprehensive loss | (13,519) | (5,609) |
Accumulated deficit | (66,883) | (33,983) |
Total stockholders' equity | 693,620 | 588,150 |
Total liabilities and stockholders' equity | $ 755,427 | $ 629,650 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
CONSOLIDATED BALANCE SHEETS [Abstract] | ||||
Allowance for doubtful accounts | $ 3,208 | $ 1,627 | $ 810 | $ 384 |
Common stock, par value | $ 0.000001 | $ 0.000001 | ||
Common stock, shares authorized | 500,000,000 | 500,000,000 | ||
Common stock, shares issued | 75,982,802 | 72,920,582 | ||
Common stock, shares outstanding | 75,982,802 | 72,920,582 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Thousands, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
CONSOLIDATED STATEMENTS OF OPERATIONS [Abstract] | |||
Net revenue | $ 549,711 | $ 377,536 | $ 232,988 |
Costs and expenses: | |||
Cost of revenue (exclusive of depreciation and amortization shown separately below) | 51,015 | 24,382 | 16,561 |
Sales and marketing | 301,764 | 201,050 | 131,970 |
Product development | 107,786 | 65,181 | 38,243 |
General and administrative | 80,866 | 58,274 | 42,907 |
Depreciation and amortization | $ 29,604 | $ 17,590 | 11,455 |
Restructuring and integration | 675 | ||
Total costs and expenses | $ 571,035 | $ 366,477 | 241,811 |
Income (Loss) from operations | (21,324) | 11,059 | (8,823) |
Other income (expense), net | 386 | 221 | (407) |
Income (Loss) before income taxes | (20,938) | 11,280 | (9,230) |
Benefit (Provision) for income taxes | (11,962) | 25,193 | (838) |
Net income (loss) attributable to common stockholders (Class A and B) | $ (32,900) | $ 36,473 | $ (10,068) |
Net income (loss) per share attributable to common stockholders (Class A and B) | |||
Basic | $ (0.44) | $ 0.51 | $ (0.15) |
Diluted | $ (0.44) | $ 0.48 | $ (0.15) |
Weighted-average shares used to compute net income (loss) per share attributable to common stockholders (Class A and B) | |||
Basic | 74,683 | 71,936 | 65,665 |
Diluted | 74,683 | 76,712 | 65,665 |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) [Abstract] | |||
Net income (loss) | $ (32,900) | $ 36,473 | $ (10,068) |
Other comprehensive income (loss): | |||
Foreign currency translation adjustments | (7,910) | (8,795) | 2,381 |
Other comprehensive income (loss) | (7,910) | (8,795) | 2,381 |
Comprehensive income (loss) | $ (40,810) | $ 27,678 | $ (7,687) |
CONSOLIDATED STATEMENTS OF STOC
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY - USD ($) $ in Thousands | Total | SeatMe [Member] | Eat 24 Inc [Member] | Common Stock [Member] | Common Stock [Member]SeatMe [Member] | Common Stock [Member]Eat 24 Inc [Member] | Additional Paid-In Capital [Member] | Additional Paid-In Capital [Member]SeatMe [Member] | Additional Paid-In Capital [Member]Eat 24 Inc [Member] | Accumulated Other Comprehensive Income (Loss) [Member] | Accumulated Other Comprehensive Income (Loss) [Member]SeatMe [Member] | Accumulated Other Comprehensive Income (Loss) [Member]Eat 24 Inc [Member] | Accumulated Deficit [Member] | Accumulated Deficit [Member]SeatMe [Member] | Accumulated Deficit [Member]Eat 24 Inc [Member] |
Balance at Dec. 31, 2012 | $ 165,662 | $ 225,245 | $ 805 | $ (60,388) | |||||||||||
Balance (shares) at Dec. 31, 2012 | 63,505,269 | ||||||||||||||
Issuance of common stock upon exercises of employee stock options | $ 13,554 | $ 13,554 | |||||||||||||
Issuance of common stock upon exercises of employee stock options (shares) | 2,648,121 | ||||||||||||||
Issuance of common stock upon release of RSUs | |||||||||||||||
Issuance of common stock upon release of RSUs (shares) | 98,033 | ||||||||||||||
Issuance of common stock for employee stock purchase plan | $ 1,960 | $ 1,960 | |||||||||||||
Issuance of common stock for employee stock purchase plan (shares) | 81,900 | ||||||||||||||
Stock-based compensation | 27,170 | 27,170 | |||||||||||||
Issuance of common stock in connection with follow-on public offering, net of offering costs | 276,527 | 276,527 | |||||||||||||
Issuance of common stock in connection with follow-on public offering, net of offering costs (shares) | 4,312,500 | ||||||||||||||
Repurchase of common stock from employees | (674) | (674) | |||||||||||||
Repurchase of common stock from employees (shares) | (15,850) | ||||||||||||||
Issuance of common stock in connection with acquisition | $ 9,666 | $ 9,666 | |||||||||||||
Issuance of common stock in connection with acquisition (shares) | 244,520 | ||||||||||||||
Excess tax benefit from share-based award activity | 305 | $ 305 | |||||||||||||
Foreign currency translation adjustment | 2,381 | $ 2,381 | |||||||||||||
Net income (loss) | (10,068) | $ (10,068) | |||||||||||||
Balance at Dec. 31, 2013 | 486,483 | $ 553,753 | $ 3,186 | $ (70,456) | |||||||||||
Balance (shares) at Dec. 31, 2013 | 70,874,493 | ||||||||||||||
Issuance of common stock upon exercises of employee stock options | $ 20,164 | $ 20,164 | |||||||||||||
Issuance of common stock upon exercises of employee stock options (shares) | 1,679,654 | ||||||||||||||
Issuance of common stock upon release of RSUs | |||||||||||||||
Issuance of common stock upon release of RSUs (shares) | 90,656 | ||||||||||||||
Issuance of common stock for employee stock purchase plan | $ 8,869 | $ 8,869 | |||||||||||||
Issuance of common stock for employee stock purchase plan (shares) | 279,538 | ||||||||||||||
Stock-based compensation | 44,520 | 44,520 | |||||||||||||
Repurchase of common stock from employees | (1,318) | (1,318) | |||||||||||||
Repurchase of common stock from employees (shares) | (18,628) | ||||||||||||||
Issuance of common stock in connection with acquisition | |||||||||||||||
Issuance of common stock in connection with acquisition (shares) | 14,869 | ||||||||||||||
Excess tax benefit from share-based award activity | 1,754 | $ 1,754 | |||||||||||||
Foreign currency translation adjustment | (8,795) | $ (8,795) | |||||||||||||
Net income (loss) | 36,473 | $ 36,473 | |||||||||||||
Balance at Dec. 31, 2014 | 588,150 | $ 627,742 | $ (5,609) | $ (33,983) | |||||||||||
Balance (shares) at Dec. 31, 2014 | 72,920,582 | ||||||||||||||
Issuance of common stock upon exercises of employee stock options | $ 12,255 | $ 12,255 | |||||||||||||
Issuance of common stock upon exercises of employee stock options (shares) | 933,113 | 935,143 | |||||||||||||
Issuance of common stock upon release of RSUs | |||||||||||||||
Issuance of common stock upon release of RSUs (shares) | 422,981 | ||||||||||||||
Issuance of common stock for employee stock purchase plan | $ 8,911 | $ 8,911 | |||||||||||||
Issuance of common stock for employee stock purchase plan (shares) | 312,697 | ||||||||||||||
Stock-based compensation | 63,887 | 63,887 | |||||||||||||
Repurchase of common stock from employees | (482) | (482) | |||||||||||||
Repurchase of common stock from employees (shares) | (12,022) | ||||||||||||||
Issuance of common stock in connection with acquisition | $ 59,158 | $ 59,158 | |||||||||||||
Issuance of common stock in connection with acquisition (shares) | 577 | 1,402,844 | |||||||||||||
Excess tax benefit from share-based award activity | 2,551 | $ 2,551 | |||||||||||||
Foreign currency translation adjustment | (7,910) | $ (7,910) | |||||||||||||
Net income (loss) | (32,900) | $ (32,900) | |||||||||||||
Balance at Dec. 31, 2015 | $ 693,620 | $ 774,022 | $ (13,519) | $ (66,883) | |||||||||||
Balance (shares) at Dec. 31, 2015 | 75,982,802 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS $ in Thousands, € in Millions | 12 Months Ended | ||
Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($) | Dec. 31, 2013USD ($) | |
OPERATING ACTIVITIES: | |||
Net income (loss) | $ (32,900) | $ 36,473 | $ (10,068) |
Adjustments to reconcile net income (loss) to net cash provided by operating activities: | |||
Depreciation and amortization | 29,604 | 17,590 | 11,455 |
Provision for doubtful accounts and sales returns | 16,788 | 7,238 | 3,304 |
Stock-based compensation | 60,842 | 42,273 | $ 26,677 |
Recording (release) of valuation allowance | 20,341 | (28,197) | |
Loss on disposal of assets and website development costs | 213 | 4 | $ 159 |
Premium amortization, net, on securities held-to-maturity | 1,190 | 349 | |
Excess tax benefit from share-based award activity | (6,583) | $ (1,834) | $ (353) |
Realized (gain) on investments | (4) | ||
Changes in operating assets and liabilities: | |||
Accounts receivable | (25,279) | $ (21,291) | $ (12,843) |
Prepaid expenses and other assets | (22,703) | (4,011) | (1,572) |
Accounts payable, accrued expenses and other liabilities | 15,894 | 8,927 | 4,971 |
Deferred revenue | (41) | 411 | (298) |
Net cash provided by operating activities | 57,362 | 57,932 | 21,432 |
INVESTING ACTIVITIES: | |||
Acquisitions, net of cash received | (73,422) | (14,340) | (2,057) |
Purchases of property, equipment, and software | (31,127) | (29,054) | (16,243) |
Capitalized website and software development costs | (11,734) | (11,349) | (4,856) |
Change in restricted cash | 1,404 | (14,764) | $ 3,176 |
Purchases of intangibles | (647) | (1,724) | |
Proceeds from sale of property and equipment | $ 134 | $ 14 | |
Goodwill measurement period adjustment | $ 1,153 | ||
Purchases of marketable securities | $ (246,160) | $ (210,459) | |
Maturities of marketable securities | 202,870 | 53,002 | |
Net cash used in investing activities | (158,682) | $ (228,674) | $ (18,827) |
FINANCING ACTIVITIES: | |||
Issuance of common stock upon exercise of employee stock options | $ 12,255 | ||
Proceeds from follow-on offering, net of offering costs | $ 276,527 | ||
Proceeds from issuance of common stock from share-based awards | $ 20,164 | 13,554 | |
Proceeds from issuance of common stock for Employee Stock Purchase Plan | $ 8,911 | 8,869 | 1,960 |
Repurchase of common stock | (482) | (1,318) | (674) |
Excess tax benefit from share-based award activity | 6,583 | $ 1,834 | $ 353 |
Contingent consideration payment | (825) | ||
Net cash provided by financing activities | 26,442 | $ 29,549 | $ 291,720 |
EFFECT OF EXCHANGE RATE CHANGES ON CASH AND CASH EQUIVALENTS | (821) | (1,259) | 315 |
CHANGE IN CASH AND CASH EQUIVALENTS | (75,699) | (142,452) | 294,640 |
CASH AND CASH EQUIVALENTS-Beginning of period | 247,312 | 389,764 | 95,124 |
CASH AND CASH EQUIVALENTS-End of period | 171,613 | 247,312 | 389,764 |
SUPPLEMENTAL DISCLOSURES OF OTHER CASH FLOW INFORMATION: | |||
Cash paid for income taxes | 352 | 1,972 | 291 |
SUPPLEMENTAL DISCLOSURES OF NONCASH INVESTING AND FINANCING ACTIVITIES: | |||
Purchases of property and equipment recorded in accounts payable and accruals | $ 2,233 | 6,374 | 2,685 |
Capitalized website and software development costs recorded in accounts payable and accruals | 169 | $ 17 | |
Contingent consideration related to acquisitions | $ 835 | ||
Goodwill measurement period adjustment for working capital | $ (255) | $ (1,153) | |
Issuance of Common Stock in Connection with Acquisition | $ 59,158 | $ 9,666 |
ORGANIZATION AND DESCRIPTION OF
ORGANIZATION AND DESCRIPTION OF BUSINESS | 12 Months Ended |
Dec. 31, 2015 | |
ORGANIZATION AND DESCRIPTION OF BUSINESS [Abstract] | |
ORGANIZATION AND DESCRIPTION OF BUSINESS | 1. ORGANIZATION AND DESCRIPTION OF BUSINESS Yelp Inc. was incorporated in Delaware on September 3, 2004. Except where specifically noted or the context otherwise requires, the use of terms such as the “Company” and “Yelp” in these Notes to Consolidated Financial Statements refers to Yelp Inc. and its subsidiaries. Yelp connects people with great local businesses by bringing “word of mouth” online and providing a platform for businesses and con sumers to engage and transact. Yelp's platform is transforming the way people discover local businesses; every day, millions of consumers visit its website or use its mobile app to find great local businesses to meet their everyday needs. Businesses of all sizes use the Yelp platform to engage with consumers at the critical moment when they are deciding where to spend their money. The Company consists of Yelp Inc. and 18 wholly-owned entities. Yelp UK Ltd was incorporated on December 1, 2008, Darwin Social Marketing Inc. (formerly Yelp Canada Inc.) was incorporated on February 24, 2009, Yelp Ireland Limited was incorporated on May 31, 2010, Yelp Deutschland GmbH was incorporated on June 7, 2010, Yelp Ireland Holding Company Limited was incorporated on June 16, 2010, Yelp France SAS was incorporated on July 8, 2010, Yelp Italia S.r.l. was incorporated on June 27, 2011, Yelp Australia Pty. Ltd was incorporated on August 9, 2011, Yelp Spain, S.L. was incorporated on May 4, 2012, Yelp Singapore PTE Ltd was incorporated on June 15, 2012, Yelp Brazil Serviços de Marketing Ltda. was incorporated on May 29, 2013, Yelp Japan, G.K. was incorporated on September 20, 2013 and Darwin Sweden AB was incorporated on September 4, 2014. Qype GmbH, Qype Ltd., Qype SARL and Qype SL (collectively, “Qype”) were acquired on October 23, 2012. Eat24, LLC (the successor to Eat24Hours.com, Inc.) (“Eat24”) was acquired on February 9, 2015 (see Note 5). The financial results of these subsidiaries are included within the consolidated financial statements of the Company presented herein. Basis of Presentation — The consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the Unite d States of America (“GAAP”). All intercompany balances and transactions have been eliminated in consolidation. Certain Significant Risks and Uncertainties — The Company operates in a dynamic industry and, accordingly, can be affected by a variety of factors . For example, the Company's management believes that changes in any of the following areas could have a significant negative impact on the Company in terms of its future financial position, results of operations or cash flows: rates of revenue growth; tra ffic to the Company's websites and mobile applications and the number of reviews and advertisers they attract; reliance on search engines and the placement and prominence in results rankings; the quality and reliability of reviews; scaling and adaptation of existing technology and network infrastructure; management of the Company's growth; expansion of international communities; protection of the Company's brand, reputation and intellectual property; industry competition ; qualified employees and key personnel; intellectual property infringement and other claims; and changes in government regulation affecting the Company's business, among other things. |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 12 Months Ended |
Dec. 31, 2015 | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES [Abstract] | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Use of Estimates — The preparation of the Compan y's consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of income and expenses during the reporting period. These estimates are based on information available as of the date of the consolidated financial statements; therefore, actual results could differ from man agement's estimates. Foreign Currency Translation —The consolidated financial statements of the Company's foreign subsidiaries are measured using the local currency as the functional currency. Assets and liabilities of foreign subsidiaries are translated at exchange rates in effect as of the balance sheet date. Revenues and expenses are translated at average exchange rates in effect during the year. Translation adjustments are recorded within accumulated other comprehensive loss, a separate component of sto ckholders' equity. Cash and Cash Equivalents — The Company considers all highly liquid investments, such as treasury bills, commercial paper, certificates of deposit and money market instruments with maturities of three months or less at the time of acquisition to be cash equivalents. Cash and cash equivalents primarily consist of amounts held in interest-bearing money market funds that were readily convertible to cash. The fair value of cash and cash equivalents approximates their carrying value. Marketable Securities — The Company determines the classification of its marketable securities at the time of purchase and re-evaluates these determinations at each balance sheet date. Debt securities are classified as held-to-maturity when the Company has the positive intent and ability to hold the securities to maturity. Held-to-maturity securities are stated at amortized cost and are periodically assessed for other-than-temporary impairment. Amortized cost of debt securities is adjusted for amortization of premiums and accretion of discounts to maturity, and is included in interest income. Held-to-maturity securities with less than one year to maturity are included in short-term marketable securities. All other held-to-maturity securities are classified as long-term securities. Concentrations of Credit Risk — Financial instruments that potentially subject the Company to concentration of credit risk consist primarily of cash and cash equivalents and accounts receivable. The Company places its cash and cash equivalents with major financial institutions, which management assesses to be of high credit quality, in order to limit the exposure of each investment. Credit risk with respect to accounts receivable is dispersed due to the Company 's mpany's credit risk is mitigated by the relatively short collection period. Collateral is not required for accounts receivable. The Company maintains an allowance for doubtful accounts receivable balances. The allowance is based upon historical loss patterns, the number of days that billings are past due and an evaluation of the potential risk of loss associated with delinquent accounts. When new information becomes available to indicate that the estimate provided as the allowance was incorrect, an adjustment, which is considered a change in the estimate, is made. The fair value of accounts receivable approximates their carrying value. As of December 31, 2015, 2014 and 2013, there were no customers that accounted for more than 10% of total accounts receivable. The following table presents the changes in the allowance for doubtful accounts (in thousands): Year Ended December 31, 2015 2014 2013 Allowance for doubtful accounts: Balance, beginning of period $ 1,627 $ 810 $ 384 Add: bad debt expense 10,271 6,369 3,210 Less: write-offs, net of recoveries (8,690 ) (5,552 ) (2,784 ) Balance, end of period $ 3,208 $ 1,627 $ 810 Property, Equipment and Software — Property, equipment and software are stated at cost less accumulated depreciation and amortization. Depreciation is computed using the straight-line method over the estimated useful lives of the assets, which are approximately three five Website and Internal-Use Software Development Costs — Costs related to website and internal-use software are primarily related to the Company's website, including support systems. The Company capitalizes its costs to develop software when preliminary development efforts are successfully completed, management has authorized and committed project funding and it is probable that the project will be completed and the software will be used as intended. Such costs are amortized on a straight-line basis over the estimated useful life of the related asset, which is generally three The Company capitalized $ 14.7 13.9 5.4 8.4 4.6 2.6 The Company wrote off $ 0.1 0.1 Business Combinations— The Company accounts for acquisitions of entities that include inputs and processes and have the ability to create outputs as business combinations. The Company allocates the purchase price of the acquisition to the tangible assets, liabilities and identifiable intangible assets acquired based on their estimated fair values. The excess of the purchase price over those fair values is recorded as goodwill. Acquisition-related expenses and integration costs are expensed as incurred. During the measurement period, the Company records adjustments to the assets acquired and liabilities assumed with the corresponding offset to goodwill. After the measurement period, which could be up to one year after the transaction date, subsequent adjustments are recorded to the Company's consolidated statements of operations. Goodwill— Goodwill represents the excess of the purchase price in a business combination over the fair value of net tangible and intangible assets acquired. The carrying amount of goodwill is reviewed at least annually, or more frequently if events or changes in circumstances indicate that the carrying value of goodwill may not be recoverable. The Company has the option to first assess qualitative factors to determine whether it is more likely than not that the fair value of its single reporting operating unit is less than its carrying amount as a basis for determining whether it is necessary to perform the two-step goodwill impairment test under the authoritative guidance issued by the Financial Accounting Standards Board (“FASB”). If the Company determines that it is more likely than not that its fair value is less than the carrying amount, or opts not to perform a qualitative assessment, then the two-step goodwill impairment test will be performed. The first step, identifying a potential impairment, compares the fair value of the reporting unit with its carrying amount. If the carrying amount exceeds its fair value, the second step will be performed; otherwise, no further step is required. The second step, measuring the impairment loss, compares the implied fair value of the goodwill with the carrying amount of the goodwill. Any excess of the goodwill carrying amount over the applied fair value is recognized as an impairment loss, and the carrying value of goodwill is written down to fair value. No impairment charges have been recorded to date. Intangible Assets— Intangible assets include acquired intangible assets identified through business combinations, which are carried at fair value less accumulated amortization, and purchased intangible assets, which are carried at cost less accumulated amortization. Amortization is recorded over the estimated useful lives of the assets, generally two 12 Impairment of Long-Lived Assets and Long-Lived Assets to Be Disposed of —The Company evaluates its long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount of such assets may not be recoverable. Recoverability of assets to be held and used is measured by a comparison of the carrying amount of an asset to future undiscounted net cash flows expected to be generated by the asset. If such assets are considered to be impaired, the impairment to be recognized is measured as the amount by which the carrying amount of the assets exceeds the fair value of the assets. Assets to be disposed of are reported at the lower of the carrying amount or fair value less costs to sell. Revenue Recognition —The Company generates revenue from its local products, transactions, other services and, through the end of 2015, brand advertising. The Company recognizes revenue when all of the following conditions are met: there is persuasive evidence of an arrangement, service has been provided to the customer, collection of the fees is reasonably assured and the amount of fees to be paid by the customer are fixed or determinable. Payments received in advance of services being rendered are recorded as deferred revenue and recognized over the requisite service period Local . The Company generates local revenue primarily through the display of advertising products on its website and mobile app. These arrangements are evidenced by either written or electronic acceptance of an agreement that stipulates the types of advertising to be delivered, the timing and pricing. Performance-based advertising placements are priced on a cost-per-click basis through an auction, while impression-based ads are delivered pursuant to fixed monthly fee advertising plans. The Company recognizes revenue from the delivery of performance-based ads in the period of delivery and from the delivery of impression-based ads ratably over the service period, in each case net of customer discounts. Transactions . The Company generates transactions revenue from Eat24, revenue-sharing partner arrangements and the sale of vouchers through the Company's “Yelp Deals” and “Gift Certificates.” The Company's Eat24 business generates revenue through arrangements with restaurants, in which restaurants pay a commission percentage fee on orders placed through Eat24's platform. The Company records revenue associated with Eat24's transactions on a net basis. Revenue-sharing partner arrangements provide consumers with the ability to complete food delivery and other transactions through third parties directly on Yelp. Yelp Deals allow merchants to promote themselves and offer discounted goods and services on a real-time basis to consumers directly on the Company's website and mobile app. The Company earns a fee on Yelp Deals for acting as an agent in these transactions, which are recorded on a net basis and included in revenue upon sale of the deal. The Company records a sales allowance for potential Yelp Deals refunds based on the Company's estimate of future refunds. Gift Certificates allow merchants to sell full-priced gift certificates directly to consumers through their business listing pages. The Company earns a fee based on the amount of the Gift Certificate sold, which it records on a net basis and includes in revenue upon a consumer's purchase of the Gift Certificate. Other Services . Other services revenue consists of partner arrangements and the monetization of remnant advertising inventory through third-party ad networks. The Company's partner arrangements include fixed-fee reseller agreements that allow partners to sell Yelp Branded Profiles to their clients and transaction-based arrangements allowing third-party data providers to update business listing information on behalf of businesses. Brand Advertising. Through the end of 2015, the Company generated brand advertising revenue through the sale of graphic and text display advertisements on its website. The Company recognizes revenue from the sale of impression-based advertisements on its online network in the period in which the advertisements (“impressions”) are delivered, net of customer discounts. The Company also generated brand revenue from fixed-price brand sponsorships that are recognized ratably over the service period. The arrangements are evidenced by insertion orders or contracts that stipulate the types of advertising to be delivered and the pricing. Multiple Element Arrangements . The Company enters into arrangements with its customers to sell advertising packages that include different media placements or ad services that are delivered at the same time, or within close proximity of one another. The Company allocates arrangement consideration in multiple-deliverable revenue arrangements at the inception of an arrangement to all deliverables or those packages in which all components of the package are delivered at the same time, based on the relative selling price method in accordance with the selling price hierarchy, which includes: (1) vendor-specific objective evidence (“VSOE”) if available; (2) third-party evidence (“TPE”) if VSOE is not available; and (3) best estimate of selling price (“BESP”) if neither VSOE nor TPE is available. VSOE— The Company determines VSOE based on its historical pricing and discounting practices for the specific product or service when sold separately. In determining VSOE, the Company requires that a substantial majority of the standalone selling prices for these services fall within a reasonably narrow price range; however, the Company has not historically sold a large volume of transactions on a standalone basis. As a result, the Company has not been able to establish VSOE for any of its advertising products. TPE— When VSOE cannot be established for deliverables in multiple element arrangements, the Company applies judgment with respect to whether it can establish a selling price based on TPE. TPE is determined based on competitor prices for similar deliverables when sold separately. Generally, the Company's go-to-market strategy differs from that of its peers and its offerings contain a significant level of differentiation such that the comparable pricing of services cannot be obtained. Furthermore, the Company is unable to reliably determine what similar competitor services' selling prices are on a standalone basis. As a result, the Company has not been able to establish selling price based on TPE. BESP— When it is unable to establish selling price using VSOE or TPE, the Company uses BESP in its allocation of arrangement consideration. The objective of BESP is to determine the price at which the Company would transact a sale if the service were sold on a standalone basis. BESP is generally used to allocate the selling price to deliverables in the Company's multiple element arrangements. The Company determines BESP for deliverables by considering multiple factors including, but not limited to, prices it charges for similar offerings, market conditions, competitive landscape and pricing practices. The Company limits the amount of allocable arrangement consideration to amounts that are fixed or determinable and that are not contingent on future performance or future deliverables. The Company will regularly review BESP. Changes in assumptions or judgments or changes to elements in the arrangement could cause a material increase or decrease in the amount of revenue that the Company reports in a particular period. The Company recognizes the relative fair value of the media placements or ad services as they are delivered assuming all other revenue recognition criteria are met. Cost of Revenue —The Company's cost of revenue primarily consists of credit card processing fees, web hosting, Internet service costs and salaries, benefits and stock-based compensation expense for its infrastructure teams related to operating the Company's website and mobile app, food delivery related costs, as well as creative design for brand advertising and video production expenses. Stock-Based Compensation —The company accounts for stock-based employee compensation plans under the fair value recognition and measurement provisions in accordance with applicable accounting standards, which require all stock-based payments to employees, including grants of stock options, restricted stock awards, restricted stock units and issuances under its 2012 Employee Stock Purchase Plan (“ESPP”) to be measured based on the grant-date fair value of the awards. Stock-based compensation expense is recorded net of estimated forfeitures in the Company's consolidated statements of income and, accordingly, is recorded for only those stock-based awards that the Company expects to vest. The Company estimates the forfeiture rate based on historical forfeitures of equity awards and adjusts the rate to reflect changes in facts and circumstances, if any. The Company will revise its estimated forfeiture rate if actual forfeitures differ from its initial estimates. Advertising Expenses —Advertising expenses are expensed as incurred. Total advertising expenses incurred were $ 30.9 8.1 1.3 Comprehensive Income (Loss) —The Company reports by major components and, as a single total, the change in its net assets during the period from non-owner sources. Comprehensive income (loss) consists of net income (loss) and accumulated other comprehensive income (loss), which includes certain changes in equity that are excluded from net income (loss). Specifically, it includes foreign currency translation adjustments. Income Taxes —The Company records income taxes using the asset and liability method, which requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been recognized in the Company's financial statements or tax returns. In estimating future tax consequences, generally all expected future events other than enactments or changes in the tax law or rates are considered. Valuation allowances are provided to reduce deferred tax assets to the amount that is more likely than not to be realized. The Company operates in various tax jurisdictions and is subject to audit by various tax authorities. The Company provides for tax contingencies whenever it is deemed probable that a tax asset has been impaired or a tax liability has been incurred for events such as tax claims or changes in tax laws. Tax contingencies are based upon their technical merits, relative tax law and the specific facts and circumstances as of each reporting period. Changes in facts and circumstances could result in material changes to the amounts recorded for such tax contingencies. The Company recognizes a tax benefit from an uncertain tax position only if it is more likely than not that the tax position will be sustained on examination by the taxing authorities based on the technical merits of the position. The tax benefits recognized in the financial statements from such a position are then measured based on the largest benefit that has a greater than 50% likelihood of being realized upon ultimate settlement. In November 2015, FASB issued Accounting Standards Update No. 2015-17 (Topic 740), “Balance Sheet Classification of Deferred Taxes” (“ASU 2015-17”). ASU 2015-17 requires deferred tax liabilities and assets to be classified as noncurrent in the Consolidated Balance Sheet. The standard will be effective for financial statements issued for annual periods beginning after December 15, 2016, and interim periods within those annual periods. Early adoption is permitted for financial statements that have not been previously issued. ASU 2015-17 may be applied either prospectively to all deferred tax liabilities and assets or retrospectively to all periods presented. The Company adopted ASU 2015-17 on a prospective basis in the fourth quarter of fiscal 2015. Employee Benefit Plan —The Company sponsors a qualified 401(k) defined contribution plan covering eligible employees. Participants may contribute a portion of their annual compensation up to a maximum annual amount set by the Internal Revenue Service (“IRS”). Employer contributions under this plan were $ 2.9 Recent Accounting Pronouncements Not Yet Effective —In May 2014, FASB issued Accounting Standards Update No. 2014-09, “Revenue from Contracts with Customers” (“ASU 2014-09”), which amended the existing accounting standards for revenue recognition. ASU 2014-09 establishes principles for recognizing revenue upon the transfer of promised goods or services to customers, in an amount that reflects the consideration expected to be received in exchange for those goods or services. The new standard requires that reporting companies disclose the nature, amount, timing and uncertainty of revenue and cash flows arising from contracts with customers. On July 9, 2015, FASB agreed to delay the effective date by one year and, accordingly, the new standard is effective for the Company beginning in the first quarter of 2018. Early adoption is permitted, but not before the original effective date of the standard. The new standard is required to be applied retrospectively to each prior reporting period presented or retrospectively with the cumulative effect of initially applying it recognized at the date of initial application. The Company has not yet selected a transition method nor has it determined the impact of the new standard on its consolidated financial statements. In August 2014, FASB issued Accounting Standards Update No. 2014-15, “Presentation of Financial Statements — Going Concern (Subtopic 205-40).” The new guidance addresses management's responsibility to evaluate whether there is substantial doubt about an entity's ability to continue as a going concern and to provide related footnote disclosures. Management's evaluation should be based on relevant conditions and events that are known and reasonably knowable at the date that the financial statements are issued. The standard will be effective for the first interim period within annual reporting periods beginning after December 31, 2016. Early adoption is permitted. The Company does not expect to early adopt this guidance and does not believe that its adoption will have a material impact on its consolidated financial statements. In April 2015, FASB issued Accounting Standards Update No. 2015-05, “Customer's Accounting for Fees Paid in a Cloud Computing Arrangement” (“ASU 2015-05”). ASU 2015-05 provides guidance to customers about whether a cloud computing arrangement includes a software license. If a cloud computing arrangement includes a software license, then the customer should account for the software license element of the arrangement consistent with the acquisition of other software licenses. If a cloud computing arrangement does not include a software license, the customer should account for the arrangement as a service contract. The guidance will not change GAAP for customer's accounting for service contracts. The standard will be effective for the first interim period within annual reporting periods beginning after December 31, 2015. The Company is currently assessing the impact that adopting this new accounting guidance will have on its consolidated financial statements and related disclosures. In June 2015, FASB issued Accounting Standards Update No. 2015-10, “Technical Corrections and Improvements” (“ASU 2015-10”). ASU 2015-10 amends a wide range of Accounting Standards Codification topics to make clarifying changes, correct unintended application of guidance and make minor changes that are not expected to have a significant effect on current accounting practice or create a significant administrative cost on most entities. The Company does not anticipate that the adoption of ASU 2015-10 will have a material impact on its consolidated financial statements and related disclosures. In September 2015, FASB issued Accounting Standards Update No. 2015-16, “Simplifying the Accounting for Measurement-Period Adjustments” (“ASU 2015-16”). ASU 2015-16 eliminates the requirement to restate prior period financial statements for measurement period adjustments. The new guidance requires that the cumulative impact of a measurement period adjustment (including the impact on prior periods) be recognized in the reporting period in which the adjustment is identified. In addition, separate presentation on the face of the income statement or disclosure in the notes is required regarding the portion of the adjustment recorded in the current period earnings, by line item, that would have been recorded in previous reporting periods if the adjustment to the provisional amounts had been recognized as of the acquisition date. ASU 2015-16 is to be applied prospectively for measurement period adjustments that occur after the effective date. ASU 2015-16 is effective for annual reporting periods, including interim reporting periods, beginning after December 15, 2015, and early adoption is permitted. Because it is prospective, the impact of ASU 2015-16 on the Company's financial condition and earnings will depend upon the nature of any measurement period adjustments identified in future periods. |
FAIR VALUE OF FINANCIAL INSTRUM
FAIR VALUE OF FINANCIAL INSTRUMENTS | 12 Months Ended |
Dec. 31, 2015 | |
FAIR VALUE OF FINANCIAL INSTRUMENTS [Abstract] | |
FAIR VALUE OF FINANCIAL INSTRUMENTS | 3. FAIR VALUE OF FINANCIAL INSTRUMENTS The Company's investments in money market accounts are recorded as cash equivalents at fair value in the consolidated financial statements. All other financial instruments are classified as held-to-maturity investments and, accordingly, are recorded at amortized cost; however, the Company is required to determine the fair value of these investments on a recurring basis to identify any potential impairment. The accounting guidance for fair value measurements prioritizes the inputs used in measuring fair value in the following hierarchy: Level 1 —Observable inputs, such as quoted prices in active markets, Level 2 —Inputs other than quoted prices in active markets that are observable either directly or indirectly, or Level 3 —Unobservable inputs in which there are little or no market data, which require the Company to develop its own assumptions. This hierarchy requires the Company to use observable market data, when available, to minimize the use of unobservable inputs when determining fair value. The Company's money market funds and U.S. government bonds are classified within Level 1 of the fair value hierarchy because they are valued using quoted prices in active markets. The Company's commercial paper, corporate bonds and agency bonds are classified within Level 2 of the fair value hierarchy because they have been valued using inputs other than quoted prices in active markets that are observable directly or indirectly. During the year ended December 31, 2014, the Company classified the contingent consideration liability related to the acquisition of Restaurant Kritik within Level 3, because it was estimated using a discounted cash flow technique with significant inputs that were not observable in the market. The significant inputs not observable in the market in the Level 3 measurement included the Company's probability assessments of completion, appropriately discounted considering the uncertainties associated with the obligation, and were calculated in accordance with the terms of the asset purchase agreement. During the year ended December 31, 2015, the Company settled the associated liability after the completion of the associated milestones. Refer to Note 5 regarding the effects of the acquisition on the Company's consolidated financial statements. The following table represents the Company's financial instruments measured at fair value as of December 31, 2015 and 2014 (in thousands): December 31, 2015 December 31, 2014 Level 1 Level 2 Level 3 Total Level 1 Level 2 Level 3 Total Cash Equivalents: Money market funds $ 86,660 $ — $ — $ 86,660 $ 208,593 $ — $ — $ 208,593 Agency bonds — 4,999 — 4,999 — — — — Marketable Securities: U.S. government bonds — — — — 5,005 — — 5,005 Commercial paper — 36,981 — 36,981 — 31,965 — 31,965 Corporate bonds — 18,024 — 18,024 — 29,486 — 29,486 Agency bonds — 132,102 — 132,102 — 90,575 — 90,575 Agency discount notes — 11,986 — 11,986 — — — — Total cash equivalents and marketable securities $ 86,660 $ 204,092 $ — $ 290,752 $ 213,598 $ 152,026 $ — $ 365,624 Current liabilities: Contingent consideration liability $ — $ — $ — $ — $ — $ — $ 835 $ 835 |
MARKETABLE SECURITIES
MARKETABLE SECURITIES | 12 Months Ended |
Dec. 31, 2015 | |
MARKETABLE SECURITIES [Abstract] | |
MARKETABLE SECURITIES | 4. MARKETABLE SECURITIES The amortized cost, gross unrealized gains and losses, and fair value of securities held-to-maturity, all of which mature within two As of December 31, 2015 Gross Gross Unrealized Unrealized Amortized Cost Gains Losses Fair Value Short-term marketable securities: Commercial paper $ 36,981 $ — $ — $ 36,981 Corporate bonds 18,027 2 (5 ) 18,024 Agency bonds 132,224 — (122 ) 132,102 Agency discount notes 11,982 4 — 11,986 Total marketable securities $ 199,214 $ 6 $ (127 ) $ 199,093 As of December 31, 2014 Gross Gross Unrealized Unrealized Amortized Cost Gains Losses Fair Value Short-term marketable securities: Commercial paper $ 31,964 $ — $ — $ 31,964 Corporate bonds 24,397 1 (31 ) 24,367 Agency bonds 57,130 1 (26 ) 57,105 U.S. government bonds 5,007 — (2 ) 5,005 $ 118,498 $ 2 $ (59 ) $ 118,441 Long-term marketable securities: Corporate bonds $ 5,120 $ — $ (1 ) $ 5,119 Agency bonds 33,492 — (22 ) 33,470 $ 38,612 $ — $ (23 ) 38,589 Total marketable securities $ 157,111 $ 2 $ (82 ) 157,031 The following table presents gross unrealized losses and fair values for those securities that were in an unrealized loss position as of December 31, 2015, aggregated by investment category and the length of time that the individual securities have been in a continuous loss position (in thousands): As of December 31, 2015 Less Than 12 Months 12 Months or Greater Total Fair Value Unrealized Loss Fair Value Unrealized Loss Fair Value Unrealized Loss Corporate bonds 10,021 (5 ) — — 10,021 (5 ) Agency bonds 127,102 (122 ) — — 127,102 (122 ) Total $ 137,123 $ (127) $ — $ — $ 137,123 $ (127) As of December 31, 2014 Less Than 12 Months 12 Months or Greater Total Fair Value Unrealized Loss Fair Value Unrealized Loss Fair Value Unrealized Loss Corporate bonds $ 24,439 $ (32 ) $ — $ — $ 24,439 $ (32 ) Agency bonds 79,564 (48 ) — — 79,564 (48 ) U.S. government bonds 5,005 (2 ) — — 5,005 (2 ) Total $ 109,008 $ (82 ) $ — $ — $ 109,008 $ (82 ) The Company periodically reviews its investment portfolio for other-than-temporary impairment. The Company considers such factors as the duration, severity and reason for the decline in value, and the potential recovery period. The Company also considers whether it is more likely than not that it will be required to sell the securities before the recovery of their amortized cost basis, and whether the amortized cost basis cannot be recovered as a result of credit losses. During the three months and year ended December 31, 2015, the Company did not recognize any other-than-temporary impairment loss. |
ACQUISITIONS
ACQUISITIONS | 12 Months Ended |
Dec. 31, 2015 | |
ACQUISITIONS [Abstract] | |
ACQUISITIONS | 5. ACQUISITIONS 2015 Acquisition On February 9, 2015, the Company acquired Eat24Hours.com, Inc. In connection with the acquisition, all of the outstanding capital stock of Eat24 was converted into the right to receive an aggregate of approximately $ 75.0 1,402,844 59.2 16.5 308,626 The acquisition was accounted for as a business combination in accordance with Accounting Standards Codification Topic 805, “Business Combinations” (“ASC 805”), with the results of Eat24's operations included in the Company's consolidated financial statements from February 9, 2015. The Company's allocation of the purchase price is preliminary as the amounts related to contingent consideration, identifiable assets, the effects of income taxes resulting from the transaction and the effects of any net working capital adjustments are still being finalized. Any material measurement period adjustments will be recorded retroactively to the acquisition date. The purchase price allocation, subject to finalization during the measurement period, is as follows (in thousands): February 9, 2015 Fair value of purchase consideration: Cash: Distributed to Eat24 stockholders $ 56,624 Held in escrow account 16,500 Payable on behalf of Eat24 stockholders 1,876 Total cash 75,000 Class A common stock: Distributed to Eat24 stockholders 46,143 Held in escrow account 13,015 Total purchase consideration $ 134,158 Fair value of net assets acquired: Cash and cash equivalents $ 1,578 Intangibles 39,600 Goodwill 110,927 Other assets 6,031 Total assets acquired 158,136 Deferred tax liability (15,207 ) Other liabilities (8,771 ) Total liabilities assumed (23,978 ) Net assets acquired $ 134,158 Estimated useful lives and the amount assigned to each class of intangible assets acquired are as follows: Intangible Asset Type Amount Assigned Useful Life Restaurant relationships $ 17,400 12.0 Developed technology $ 7,400 5.0 User relationships $ 12,000 7.0 Trade name $ 2,800 4.0 Weighted average 8.6 The intangible assets are being amortized on a straight-line basis, which reflects the pattern in which the economic benefits of the intangible assets are being utilized. The goodwill results from the Company's opportunity to drive daily engagement in its restaurant vertical and potentially expand Eat24's offering to the approximately 1.0 The Company recorded $ 0.2 The unaudited pro forma financial information in the table below summarizes the combined results of operations for the Company and Eat24, as though the companies had been combined as of January 1, 2014, and includes the accounting effects resulting from the acquisition, including transaction, integration costs, amortization charges from acquired intangible assets and changes in depreciation due to differing asset values and depreciation lives. The unaudited pro forma financial information, as presented below, is for informational purposes only and is not necessarily indicative of the results of operations that would have been achieved if the acquisition had taken place as of January 1, 2014 (in thousands, except per share data): Pro Forma Twelve Months Ended December 31 2015 2014 Revenue $ 552,959 402,037 Net income (loss) $ (34,016 ) 33,790 Basic net income (loss) per share attributable to common stockholders $ (0.46 ) 0.46 Diluted net income (loss) per share attributable to common stockholders $ (0.46 ) 0.43 The consolidated statements of operations for the year ended December 31, 2015 include $ 39.2 2014 Acquisitions In October 2014, the Company, through its wholly-owned subsidiary, Yelp Ireland Ltd., acquired all of the outstanding equity interests in Cityvox SAS. Also in October 2014, the Company, through its wholly-owned subsidiaries Yelp Ireland Ltd. and Qype GmbH, acquired the assets comprising the business conducted under the name Restaurant Kritik from Kabukiman Ltd. The aggregate purchase price of these businesses was 15.3 0.1 0.6 Under the Restaurant Kritik asset purchase agreement, the Company agreed to pay an additional € 0.8 0.9 one 0.8 0.8 The following table presents the aggregate purchase price allocations of these individually immaterial acquisitions recorded in the Company's consolidated balance sheets of their acquisition dates (in thousands): Net tangible assets $ (277 Goodwill 13,995 Intangible assets 1,546 Total purchase price (excluding contingent consideration) 15,264 Contingent consideration 826 Total purchase price $ 16,090 Estimated useful lives as of the acquisition dates of the intangible assets acquired are as follows: Intangible Type Useful Life Content 5 Developed technology 0.5 Trade name 2 Weighted average 4.3 The intangible assets are being amortized on a straight-line basis, which reflects the pattern in which the economic benefits of the intangible assets are being utilized. The goodwill represents the excess value over both tangible and intangible assets acquired. The goodwill in these transactions is primarily attributable to traffic and the opportunity for expansion. None of the goodwill is deductible for tax purposes. 2013 Acquisition On July 24, 2013, the Company acquired SeatMe, Inc. (“SeatMe”). In connection with the acquisition, all of the outstanding capital stock and options to purchase capital stock of SeatMe were converted into the right to receive an aggregate of approximately $ 2.2 260,901 9.7 0.1 31,236 The acquisition was accounted for as a business combination in accordance with ASC 805, with the results of SeatMe's operations included in the consolidated financial statements starting on July 24, 2013. The following table summarizes the consideration paid for SeatMe and the allocation of the purchase price, based on the estimated fair value of the assets acquired and liabilities assumed at the acquisition date (in thousands): July 24, 2013 Fair value of purchase consideration: Cash: Distributed to SeatMe equity holders $ 2,057 Held in escrow account 56 Class A common stock: Distributed to SeatMe equity holders 8,420 Held in escrow account 1,246 Total purchase consideration $ 11,779 Fair value of net assets acquired: Cash and cash equivalents $ 56 Property and equipment 47 Intangibles 1,440 Goodwill 10,279 Other assets 117 Total assets acquired 11,939 Total liabilities assumed 160 Net assets acquired $ 11,779 Estimated useful lives as of the acquisition date of the intangible assets acquired are shown below: Intangible Type Useful Life Developed technology 6 Customer relationships 2 Trade name 2 Weighted average 5.6 The intangible assets are being amortized on a straight-line basis, which reflects the pattern in which the economic benefits of the intangible assets are being utilized. The goodwill results from the Company's opportunity to offer its customers and leverage the SeatMe web- and app-based reservation solution. None of the goodwill is deductible for tax purposes. For the year ended December 31, 2013, the Company recorded acquisition-related transaction costs of approximately $ 0.2 |
CASH AND CASH EQUIVALENTS
CASH AND CASH EQUIVALENTS | 12 Months Ended |
Dec. 31, 2015 | |
CASH AND CASH EQUIVALENTS [Abstract] | |
CASH AND CASH EQUIVALENTS | 6. CASH AND CASH EQUIVALENTS Cash and cash equivalents as of December 31, 2015 and 2014 consist of the following (in thousands): December 31, 2015 2014 Cash and cash equivalents Cash $ 79,954 $ 38,719 Money market funds 91,659 208,593 Total cash and cash equivalents $ 171,613 $ 247,312 The lease agreements for certain of the Company's offices require the Company to maintain letters of credit issued to the landlords of each facility. Each letter of credit is subject to renewal annually until the applicable lease expires and is collateralized by restricted cash. As of December 31, 2015 and 2014, the Company had letters of credit totaling $ 16.5 17.9 |
PROPERTY, EQUIPMENT AND SOFTWAR
PROPERTY, EQUIPMENT AND SOFTWARE, NET | 12 Months Ended |
Dec. 31, 2015 | |
PROPERTY, EQUIPMENT AND SOFTWARE, NET [Abstract] | |
PROPERTY, EQUIPMENT AND SOFTWARE, NET | 7. PROPERTY, EQUIPMENT AND SOFTWARE, NET Property, equipment and software, net as of December 31, 2015 and 2014 consist of the following (in thousands): December 31, 2015 2014 Computer equipment $ 26,004 $ 19,111 Software 1,213 802 Capitalized website and internal-use software development costs 42,320 27,602 Furniture and fixtures 10,771 6,621 Leasehold improvements 47,552 36,991 Telecommunication 2,970 2,610 Total 130,830 93,737 Less accumulated depreciation (50,363 ) (30,976) Property, equipment and software, net $ 80,467 $ 62,761 Depreciation expense for the years ended December 31, 2015, 2014 and 2013 was approximately $ 23.0 14.3 7.9 |
GOODWILL AND INTANGIBLE ASSETS
GOODWILL AND INTANGIBLE ASSETS | 12 Months Ended |
Dec. 31, 2015 | |
GOODWILL AND INTANGIBLE ASSETS [Abstract] | |
GOODWILL AND INTANGIBLE ASSETS | 8. GOODWILL AND INTANGIBLE ASSETS The Company performed its annual goodwill impairment analysis during the three months ended September 30, 2015 and concluded that goodwill was not impaired, as the value of each reporting unit exceeded its carrying value. Goodwill as of December 31, 2015 and 2014 and changes in the carrying amount of goodwill during the years ended December 31, 2015 and 2014 were as follows (in thousands): Balance as of December 31, 2013 $ 59,690 Goodwill acquired 13,995 Effect of currency translation (6,37 8 ) Balance as of December 31, 2014 $ 67,307 Goodwill measurement period adjustment (255 ) Goodwill acquired 110,927 Effect of currency translation (5,782 ) Balance as of December 31, 2015 $ 172,197 Under the terms of the share purchase agreement by and among the Company, Yelp Ireland Ltd., Qype and its shareholders, the Qype purchase price was subject to a post-closing adjustment based on Qype's net working capital as of the acquisition date. On April 15, 2013, Yelp and the former Qype shareholders agreed to an adjustment of the purchase price in favor of Yelp in the amount of € 0.9 Intangible assets at December 31, 2015 and 2014 consist of the following (in thousands): Gross Carrying Amount Accumulated Amortization Net Carrying Amount Weighted Average Remaining Life December 31, 2015: Content $ 3,922 $ (2,066 $ 1,856 2.7 Advertiser relationships 1,708 (1,708 — 0.0 Developed technology 9,295 (2,441 6,854 4.1 Trade name and other 3,350 (1,139 2,211 3.1 Domains and data licenses 2,625 (835 1,790 3.9 Restaurant and user relationships 29,400 (2,817 26,583 9.1 $ 50,300 $ (11,006 $ 39,294 Gross Carrying Amount Accumulated Amortization Net Carrying Amount Weighted Average Remaining Life December 31, 2014: Content $ 4,299 $ (1,393 $ 2,906 3.6 Advertiser relationships 1,853 (1,853 — 0.0 Developed technology 1,963 (861 1,102 4.2 Trade name and other 596 (469 127 1.4 Domains and data licenses 1,977 (326 1,651 4.5 Total $ 10,688 $ (4,902 $ 5,786 Amortization expense for the years ended December 31, 2015, 2014 and 2013 was approximately $ 6.5 2.4 2.3 As of December 31, 2015, the estimated future amortization of purchased intangible assets for (i) each of the succeeding four years and (ii) the succeeding fifth year and thereafter were as follows (in thousands): Year Ending December 31, Amount 2016 $ 6,851 2017 6,708 2018 6,244 2019 5,358 2020 and thereafter 14,133 Total amortization $ 39,294 |
ACCRUED LIABILITIES
ACCRUED LIABILITIES | 12 Months Ended |
Dec. 31, 2015 | |
ACCRUED LIABILITIES [Abstract] | |
ACCRUED LIABILITIES | 9. ACCRUED LIABILITIES Accrued liabilities as of December 31, 2015 and 2014 consist of the following (in thousands): December 31, 2015 December 31, 2014 Restaurant payable $ 12,654 $ — Accrued vacation 4,662 3,972 Accrued commissions 4,546 4,198 Accrued hosting 975 1,478 Accrued marketing 2,144 304 Accrued income, withholding and business taxes 1,513 1,354 Fixed asset purchase commitments 1,318 6,329 Accrued payroll tax 1,938 1,251 Merchant revenue share liability 1,212 1,218 Accrued employee related expenses 1,420 2,116 Accrued employee stock purchase plan liability 817 907 Accrued facilities and deferred rent 4,925 3,615 Other accrued expenses 5,334 2,839 Total $ 43,458 $ 29,581 |
OTHER INCOME (EXPENSE), NET
OTHER INCOME (EXPENSE), NET | 12 Months Ended |
Dec. 31, 2015 | |
OTHER INCOME (EXPENSE), NET [Abstract] | |
OTHER INCOME (EXPENSE), NET | 10. OTHER INCOME (EXPENSE), NET Other income (expense), net for the years ended December 31, 2015, 2014 and 2013 consist of the following (in thousands): Year Ended December 31, 2015 2014 2013 Net interest income $ 622 $ 375 $ 62 Transaction losses on foreign exchange (687 ) (121 ) (251 ) Other non-operating income (loss), net 451 (33 ) (218 ) Other income (expense), net $ 386 $ 221 $ (407 ) |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 12 Months Ended |
Dec. 31, 2015 | |
COMMITMENTS AND CONTINGENCIES [Abstract] | |
COMMITMENTS AND CONTINGENCIES | 11. COMMITMENTS AND CONTINGENCIES Office Facility Leases —The Company leases its office facilities under operating lease agreements that expire from 2016 to 2025. Certain lease agreements provide for rental payments on a graduated basis. The Company recognizes rent expense on a straight-line basis over the lease period. Rental expense was $ 30.9 14.6 8.7 The Company's minimum payments under noncancelable operating leases for equipment and office space having initial terms in excess of one year were as follows as of December 31, 2015 (in thousands): Year Ending December 31, Operating Leases 2016 $ 34,542 2017 41,064 2018 43,311 2019 43,360 2020 44,427 Thereafter 129,874 Total minimum lease payments $ 336,578 The Company has subleased certain office facilities under operating lease agreements that expire in 2021. The Company recognizes sublease rentals as a reduction in rental expense on a straight-line basis over the lease period. Sublease rentals were $ 1.4 zero zero Legal Proceedings — The Company is subject to legal proceedings arising in the ordinary course of business. Although the results of litigation and claims cannot be predicted with certainty, the Company currently does not believe that the final outcome of any of these matters will have a material adverse effect on the Company's business, financial position, results of operations or cash flows. In August 2014, two On April 23, 2015, a putative class action lawsuit was filed by former Eat24 employees in the Superior Court of California for San Francisco County, naming as defendants the Company and Eat24. The lawsuit asserts that the defendants failed to permit meal and rest periods for certain current and former employees working as Eat24 customer support specialists, and alleges violations of the California Labor Code, applicable Industrial Welfare Commission Wage Orders and the California Business and Professions Code. The plaintiffs seek monetary damages in an unspecified amount and injunctive relief. On May 29, 2015, plaintiffs filed a first amended complaint asserting an additional cause of action for penalties under the Private Attorneys General Act. In January 2016, the Company reached a preliminary agreement to settle this matter for payments in the aggregate amount of up to approximately $ 550,000 On June 24, 2015, a former Eat24 sales employee filed a lawsuit, on behalf of herself and a putative class of current and former Eat24 sales employees, against Eat24 in the Superior Court of California for San Francisco County. The lawsuit alleges that Eat24 failed to pay required wages, including overtime wages, allow meal and rest periods and maintain proper records, and asserts causes of action under the California Labor Code, applicable Industrial Welfare Commission Wage Orders and the California Business and Professions Code. The plaintiff seeks monetary damages and penalties in unspecified amounts, as well as injunctive relief. On August 3, 2015, the plaintiff filed a first amended complaint asserting an additional cause of action for penalties under the Private Attorneys General Act. In January 2016, the Company reached a preliminary agreement to settle this matter for payments in the aggregate amount of up to approximately $ 200,000 Indemnification Agreements —In the ordinary course of business, the Company may provide indemnifications of varying scope and terms to customers, vendors, lessors, business partners and other parties with respect to certain matters, including, but not limited to, losses arising out of breach of such agreements, services to be provided by the Company or from intellectual property infringement claims made by third parties. In addition, the Company has entered into indemnification agreements with directors and certain officers and employees that will require the Company to, among other things, indemnify them against certain liabilities that may arise by reason of their status or service as directors, officers or employees. While the outcome of claims cannot be predicted with certainty, the Company does not believe that the outcome of any claims under the indemnification arrangements will have a material effect on the Company's financial position, results of operations or cash flows. Payroll Tax Audit 0.3 |
STOCKHOLDERS' EQUITY
STOCKHOLDERS' EQUITY | 12 Months Ended |
Dec. 31, 2015 | |
STOCKHOLDERS' EQUITY (DEFICIT) [Abstract] | |
STOCKHOLDERS' EQUITY (DEFICIT) | 12. STOCKHOLDERS' EQUITY The following table presents the number of shares authorized and issued and outstanding as of the dates indicated: December 31, 2015 December 31, 2014 Shares Authorized Shares Issued and Outstanding Shares Authorized Shares Issued and Outstanding Stockholders' equity: Class A common stock, $ 0.000001 200,000,000 66,535,156 200,000,000 63,062,071 Class B common stock, $ 0.000001 100,000,000 9,447,646 100,000,000 9,858,511 Common stock, $ 0.000001 200,000,000 — 200,000,000 — Undesignated Preferred Stock 10,000,000 — 10,000,000 — Common Stock Reserved for Future Issuance As of December 31, 2015, the Company had reserved shares of Class A and Class B common stock for future issuances in connection with the following: Options outstanding 8,206,356 Restricted stock units and awards outstanding 4,094,832 Available for future stock option and restricted stock units and awards grants 2,662,911 Available for future ESPP offerings 1,645,970 Total reserved for future issuance 16,610,069 Follow-On Offering In October 2013, the Company closed a follow-on offering of 4,312,500 562,500 67.00 288.9 276.5 Equity Incentive Plans The Company has outstanding awards under three equity incentive plans: the Amended and Restated 2005 Equity Incentive Plan (the “2005 Plan”), the 2011 Equity Incentive Plan (the “2011 Plan”) and the 2012 Equity Incentive Plan, as amended (the “2012 Plan”). In July 2011, the Company terminated the 2005 Plan and provided that no further stock awards were to be granted under the 2005 Plan. All outstanding stock awards under the 2005 Plan continue to be governed by their existing terms. Upon the effectiveness of the underwriting agreement in connection with the Company's initial public offering (“IPO”), all shares that were reserved under the 2011 Plan but not issued were assumed by the 2012 Plan. No further awards will be granted pursuant to the 2011 Plan. All outstanding stock awards under the 2011 Plan continue to be governed by their existing terms. Under the 2012 Plan, the Company has the ability to issue incentive stock options, non-statutory stock options, stock appreciation rights, restricted stock units (“RSUs”), restricted stock awards (“RSAs”), performance units and performance shares. Additionally, the 2012 Plan provides for the grant of performance cash awards to employees, directors and consultants. Stock Options Stock options granted under the 2012 Plan are granted at a price per share not less than the fair value at date of grant. Options granted to date generally vest over a four 25 one 10 20 30 40 10 A summary of stock option activity for the year ended December 31, 2015 is as follows: Options Outstanding Number of Shares Weighted- Average Exercise Price Weighted- Average Remaining Contractual Term (in years) Aggregate Intrinsic Value (in thousands) Outstanding—December 31, 2014 9,037,935 $ 19.64 7.26 $ 324,160 Granted 466,000 45.40 Exercised (933,113 ) 13.13 Canceled (364,466 ) 40.09 Outstanding—December 31, 2015 8,206,356 $ 20.93 6.44 $ 92,454 Options vested and expected to vest as of December 31, 2015 8,021,326 $ 20.55 6.40 $ 91,837 Options vested and exercisable as of December 31, 2015 5,774,527 $ 16.34 5.95 $ 81,881 Aggregate intrinsic value represents the difference between the closing price of the Company's Class A common stock and the exercise price of outstanding, in-the-money options. The total intrinsic value of options exercised was approximately $ 26.2 108.7 90.7 The weighted-average grant date fair value of options granted was $ 22.48 41.84 16.75 As of December 31, 2015, total unrecognized compensation costs, adjusted for estimated forfeitures, related to unvested stock options was approximately $ 32.3 1.61 The following table summarizes information about outstanding and vested stock options as of December 31, 2015: Options Outstanding Exercisable Exercise Price Range Number of Options Outstanding Weighted Average Remaining Life (Years) Weighted Average Exercise Price Number of Options Weighted Average Exercise Price $ 1.00 6.92 124,874 3.62 $ 4.02 120,707 $ 3.98 $ 7.16 2,609,673 5.01 7.16 2,609,673 7.16 $ 8.16 18.85 930,028 6.19 14.52 735,580 13.49 $ 18.91 21.13 261,667 8.08 20.47 125,972 20.28 $ 21.18 1,798,455 7.10 21.18 1,023,955 21.18 $ 21.24 26.03 923,060 6.95 25.05 534,648 24.86 $ 26.89 45.50 870,090 7.61 34.36 389,630 32.90 $ 47.79 78.18 672,941 8.24 61.20 227,164 62.70 $ 82.42 1,875 8.66 82.42 625 82.42 $ 94.42 13,693 7.84 94.42 6,573 94.42 Total 8,206,356 6.44 $ 20.93 5,774,527 $ 16.34 RSUs and RSAs The cost of RSUs and RSAs is determined using the fair value of the Company's common stock on the date of grant. RSUs and RSAs generally vest over a four 25 one 10 20 30 40 A summary of RSU and RSA activity for the year ended December 31, 2015 is as follows : Restricted Stock Units Restricted Stock Awards Number of Shares Weighted- Average Grant Date Fair Value Number of Shares Weighted- Average Grant Date Fair Value Unvested—December 31, 2014 1,131,849 $ 64.96 30,970 $ 9.48 Granted 3,940,821 35.60 — — Released (423,917 53.64 (29,408 ) 9.38 Canceled (555,549 53.32 (1,250 ) 11.40 Unvested—December 31, 2015 4,093,204 $ 39.45 312 $ 11.68 As of December 31, 2015, the Company had approximately $ 136.5 3.32 Employee Stock Purchase Plan The ESPP allows eligible employees to purchase shares of the Company's Class A common stock at a discount through payroll deductions of up to 15 85 85 312,697 28.50 4.3 Stock-Based Compensation Expense The fair value of options granted to employees is estimated on the grant date using the Black-Scholes-Merton option valuation model. This valuation model for stock-based compensation expense requires the Company to make assumptions and judgments about the variables used in the calculation, including the expected term (weighted-average period of time that the options granted are expected to be outstanding), the volatility in the fair market value of the Company's Class A common stock, a risk-free interest rate, expected dividends and the estimated forfeitures of unvested stock options. No compensation cost is recorded for options that do not vest. The Company uses the simplified calculation of expected life and volatility is based on an average of the historical volatilities of the common stock of several entities with characteristics similar to those of the Company. The risk-free rate is based on the U.S. Treasury yield curve in effect at the time of grant for periods corresponding with the expected life of the option. Expected forfeitures are based on the Company's historical experience. The Company uses the straight-line method for expense attribution. For the years ended December 31, 2015, 2014 and 2013, the weighted-average assumptions are as follows: Year Ended December 31, 2015 2014 2013 Dividend yield — — — Annual risk-free rate 1.78 % 2.07 % 1.25 % Expected volatility 49.27 % 57.56 % 60.83 % Expected term (years) 6.11 6.17 6.17 The following table presents the weighted-average assumptions used to estimate the fair value of the ESPP for the years ended December 31, 2015, 2014, and 2013: Year Ended December 31, 2015 2014 2013 Dividend yield — — — Annual risk-free rate 0.22 % 0.18 % 0.19 % Expected volatility 45.32 % 47.14 % 56.30 % Expected term (years) 0.86 1.09 1.25 The following table summarizes the effects of stock-based compensation expense related to stock-based awards in the consolidated statements of operations during the periods presented (in thousands): Year Ended December 31, 2015 2014 2013 Cost of Revenue $ 1,117 $ 729 $ 421 Sales and marketing 21,962 15,083 10,131 Product development 23,431 14,804 6,270 General and administrative 14,332 11,657 9,300 Restructuring and integration — — 555 Total stock-based compensation in income (loss) before income taxes $ 60,842 $ 42,273 $ 26,677 Benefit from income taxes (402 ) (15,064 ) — Total stock-based compensation effects in income (loss) $ 60,440 27,209 26,677 During the years ended December 31, 2015, 2014 and 2013, the Company capitalized $ 3.0 2.3 0.5 |
NET INCOME (LOSS) PER SHARE
NET INCOME (LOSS) PER SHARE | 12 Months Ended |
Dec. 31, 2015 | |
NET INCOME (LOSS) PER SHARE [Abstract] | |
NET INCOME (LOSS) PER SHARE | 13. NET INCOME (LOSS) PER SHARE Basic and diluted net income (loss) per share attributable to common stockholders are presented in conformity with the “two-class method” required for participating securities. Shares of Class A and Class B common stock are the only outstanding equity in the Company. The rights of the holders of Class A and Class B common stock are identical, except with respect to voting and conversion. Each share of Class A common stock is entitled to one ten Basic net income (loss) per share is computed using the weighted-average number of shares of common stock outstanding during the period. Diluted net income per share is computed using the weighted-average number of shares of common stock and, if dilutive, potential shares of common stock outstanding during the period. The Company's potential shares of common stock consist of the incremental shares of common stock issuable upon the exercise of stock options, shares issuable upon the vesting of RSUs and, to a lesser extent, unvested shares subject to RSAs and purchases related to the ESPP. The dilutive effect of these potential shares of common stock is reflected in diluted earnings per share by application of the treasury stock method. The computation of the diluted net income (loss) per share of Class A common stock assumes the conversion of Class B common stock, while the diluted net income (loss) per share of Class B common stock does not assume the conversion of Class B common stock. The undistributed earnings are allocated based on the contractual participation rights of the Class A and Class B common stock as if the earnings for the year have been distributed. As the liquidation and dividend rights are identical, the undistributed earnings are allocated on a proportionate basis. Further, as the conversion of Class B common stock is assumed in the computation of the diluted net income (loss) per share of Class A common stock, the undistributed earnings are equal to net income (loss) for that computation Th e following table presents the calculation of basic and diluted net income (loss) per share (in thousands, except per share data): Year Ended December 31, 2015 2014 2013 Class A Class B Class A Class B Class A Class B Basic net income (loss) per share attributable to common stockholders: Numerator: Net income (loss) (28,694 ) (4,206 ) 31,178 5,295 (6,291 ) (3,777 ) Accretion of redeemable convertible preferred stock — — — — — — Allocation of undistributed earnings (28,694 ) (4,206 ) 31,178 5,295 (6,291 ) (3,777 ) Denominator: Weighted-average shares outstanding 65,135 9,548 61,492 10,444 41,033 24,632 Basic net income (loss) per share attributable to common stockholders: (0.44 ) (0.44 ) $ 0.51 $ 0.51 $ (0.15 ) $ (0.15 ) Diluted net income (loss) per share attributable to common stockholders: Numerator: Allocation of undistributed earnings for basic calculations (28,694 ) (4,206 ) $ 31,178 $ 5,295 $ (6,291 ) $ (3,777 ) Reallocation of undistributed earnings as a result of conversion from Class B to Class A shares (4,206 ) — 5,295 — — — Reallocation of undistributed earnings to Class B shares — — — 911 — — Allocation of undistributed earnings (32,900 ) (4,206 ) $ 36,473 $ 6,206 $ (6,291 ) $ (3,777 ) Denominator: Number of shares used in basic calculation 65,135 9,548 61,492 10,444 41,033 24,632 Weighted-average effect of dilutive securities Conversion of Class B to Class A common shares outstanding 9,548 — 10,444 — — — Stock options — — 4,377 2,584 — — Other dilutive securities — — 399 25 — — Number of shares used in diluted calculation 74,683 9,548 76,712 13,053 41,033 24,632 Diluted net income (loss) per share attributable to common stockholders: (0.44 ) (0.44 ) $ 0.48 $ 0.48 $ (0.15 ) $ (0.15 ) The following weighted-average stock-based instruments were excluded from the calculation of diluted net income (loss) per share because their effect would have been anti-dilutive for the periods presented (in thousands): Year Ended December 31, 2015 2014 2013 Stock options 8,206 71 11,101 Restricted stock units and awards 4,095 — 517 Contingently issuable shares 309 — — |
INCOME TAXES
INCOME TAXES | 12 Months Ended |
Dec. 31, 2015 | |
INCOME TAXES [Abstract] | |
INCOME TAXES | 14. INCOME TAXES The Company accounts for income taxes in accordance with authoritative guidance, which requires the use of the asset and liability method. Under this method, deferred income tax assets and liabilities are determined based upon the difference between the consolidated financial statement carrying amounts and the tax basis of assets and liabilities and are measured using the enacted tax rate expected to apply to taxable income in the years in which the differences are expected to be reversed. The following table presents domestic and foreign components of income (loss) before income taxes for the periods presented (in thousands): 2015 2014 2013 United States $ (18,604 ) $ 13,083 $ (6,184 Foreign (2,334 ) (1,803 ) (3,046 Total $ (20,938 ) $ 11,280 $ (9,230 The income tax provision is composed of the following (in thousands): 2015 2014 2013 Current: Federal $ (10 $ — $ — State 370 704 145 Foreign 1,010 1,322 1,189 $ 1,370 2,026 1,334 Deferred: Federal $ 3,505 $ (14,806 ) $ — State 6,245 (7,613 ) — Foreign 842 (4,800 ) (496 ) 10,592 (27,219 ) (496 ) Total (benefit) provision for income taxes $ 11,962 $ (25,193 ) $ 838 The following table presents a reconciliation of the statutory federal rate and the Company's effective tax rate for the periods presented: 2015 2014 2013 Tax benefit at federal statutory rate 35.00 % 35.00 % 34.00 % State-net of federal effect 5.32 3.63 4.71 Foreign rate differential (10.03 ) (2.17 ) (33.11 ) Stock-based compensation (3.60 ) 12.76 (1.21 ) Acquisition costs (0.38 ) — (0.51 ) Meals and entertainment (2.63 ) 3.75 (3.74 ) Tax credits 14.30 (23.37 ) 39.77 Change in valuation allowance (96.18 ) (248.14 ) (45.02 ) Change in tax rate (0.73 ) (4.72 ) — Benefit for tax only asset 4.99 — — Other (3.15 ) (0.08 ) (3.95 ) Effective tax rate (57.09 )% (223.34 )% (9.06 )% In assessing the realization of deferred tax assets, management considers whether it is more likely than not that all or some portion of deferred tax assets will not be realized. The ultimate realization of the deferred tax assets is dependent upon the generation of future taxable income during the periods in which those temporary differences become deductible. The effective tax rate in 2015 reflects a $20.3 million expense associated with establishing a valuation allowance against certain domestic deferred tax assets. At the end of 2015, the Company could not assert at the required more-likely-than-not level of certainty, that its domestic operations would generate sufficient taxable income to realize all of its deferred tax assets after considering the relative impact of all evidence, positive and negative. In making its evaluation, the Company considered recent domestic cumulative losses as a significant piece of negative evidence. As a result, the Company established a valuation allowance against its deferred tax assets in the year ended December 31, 2015. Deferred income taxes reflect the net tax effects of temporary differences between carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. The following table presents the significant components of the Company's deferred tax assets and liabilities for the periods presented (in thousands): 2015 2014 Deferred tax assets: Reserves and others $ 8,656 $ 6,584 Stock-based compensation 26,236 17,933 Contribution carryforward 1,782 1,889 Net operating loss carryforward 7,048 10,611 Tax credit carryforward 8,985 4,957 Gross deferred tax assets 52,707 41,974 Valuation allowance (20,542 ) (4,159 ) Total deferred tax assets 32,165 37,815 Deferred tax liabilities: Depreciation and amortization (28,896 ) (10,738 ) Total deferred tax liabilities (28,896 ) (10,738 ) Net deferred tax assets $ 3,269 $ 27,077 At December 31, 2015, the Company had federal and state net operating loss carryforwards of approximately $ 171.0 140.6 8.9 8.1 1.4 3.0 4.1 5.1 Utilization of net operating loss carryforwards and credits may be subject to a substantial annual limitation due to the ownership change limitations provided by the Internal Revenue Code of 1986, as amended, and similar state provisions. The annual limitation may result in the expiration of net operating losses and credits before utilization. The Company does not expect any previous ownership changes, as defined under Section 382 and 383 of the Internal Revenue Code, to result in a limitation that will reduce the total amount of net operating loss carryforwards and credits that can be utilized. Further, Qype loss carryforwards may be subject to limitations under the applicable laws of the taxing jurisdictions due to ownership change limitations. As a result of certain realization requirements of the accounting guidance for stock-based compensation expense, the table of deferred tax assets and liabilities shown above does not include certain deferred tax assets at December 31, 2015 and 2014 that arose directly from (or the use of which was postponed by) tax deductions related to equity compensation in excess of compensation recognized for financial reporting. Approximately $ 164.1 125.7 1.8 1.3 0.1 It is the intention of the Company to reinvest the earnings from Darwin Social Marketing Inc., Yelp UK Ltd. and Yelp Ireland Holding Company Limited and its subsidiaries. The Company does not provide for U.S. income taxes of foreign subsidiaries as such earnings are to be reinvested indefinitely. As of December 31, 2015, the Company estimates $ 2.2 As of December 31, 2015, 2014 and 2013, the Company had $ 5.0 3.3 1.8 2015 2014 2013 Balance at the beginning of the year $ 3,276 $ 1,774 $ 611 Increase based on tax positions related to the prior year (31 ) 69 3 Increase based on tax positions related to the current year 1,804 1,433 1,160 Balance at the end of the year $ 5,049 $ 3,276 $ 1,774 As of December 31, 2015, the Company had $ 4.7 In addition, the Company is subject to the continuous examination of its income tax returns by the IRS and other tax authorities. The Company's federal and state income tax returns for fiscal years 2004 through 2015 remain open to examination. In the Company's most significant foreign jurisdictions — Ireland, United Kingdom and Germany — the open tax years range from 2010 to 2015. The Company regularly assesses the likelihood of adverse outcomes resulting from examinations to determine the adequacy of its provision for income taxes, and monitors the progress of ongoing discussions with tax authorities and the impact, if any, of the expected expiration of the statute of limitations in various taxing jurisdictions. The Company believes that an adequate provision has been made for any adjustments that may result from tax examinations. However, the outcome of tax audits cannot be predicted with certainty. If any issues addressed in the Company's tax audits are resolved in a manner not consistent with management's expectations, the Company could be required to adjust its provision for income taxes in the period such resolution occurs. Although the timing of the resolution or closure of audits is not certain, the Company believes that it is reasonably possible that its unrecognized tax benefits could be reduced by up to $ 0.2 |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 12 Months Ended |
Dec. 31, 2015 | |
RELATED-PARTY TRANSACTIONS [Abstract] | |
RELATED-PARTY TRANSACTIONS | 15. RELATED PARTY TRANSACTIONS The Company does not have any significant related party transactions. |
INFORMATION ABOUT REVENUE AND G
INFORMATION ABOUT REVENUE AND GEOGRAPHIC AREAS | 12 Months Ended |
Dec. 31, 2015 | |
INFORMATION ABOUT REVENUE AND GEOGRAPHIC AREAS [Abstract] | |
INFORMATION ABOUT REVENUE AND GEOGRAPHIC AREAS | 16. INFORMATION ABOUT REVENUE AND GEOGRAPHIC AREAS The Company considers operating segments to be components of the Company in which separate financial information is available that is evaluated regularly by the Company's chief operating decision maker in deciding how to allocate resources and in assessing performance. The chief operating decision maker for the Company is the Chief Executive Officer. The Chief Executive Officer reviews financial information presented on a consolidated basis, accompanied by information about revenue by product line and geographic region for purposes of allocating resources and evaluating financial performance. The Company has one business activity and there are no segment managers who are held accountable for operations, operating results or plans for levels or components below the consolidated unit level. Accordingly, the Company has determined that it has a single operating and reporting segment. The table below presents the Company's revenue by product line for the periods presented (in thousands). During the three months ended June 30, 2015, the Company began tracking revenue for the transactions product line, which consists of Eat24, Platform transactions and the sale of Yelp Deals and Gift Certificates. The Company has presented transactions revenue separately in the tables and discussion for prior periods for purposes of comparison. Year Ended December 31, 2015 2014 2013 Net revenue by product: Local $ 448,236 $ 319,137 $ 192,983 Transactions 43,854 5,247 3,879 Brand advertising 31,012 34,482 27,960 Other services 26,609 18,670 8,166 Total net revenue $ 549,711 $ 377,536 $ 232,988 For the years ended December 31, 2015, 2014 and 2013, revenue generated internationally was 2.2 2.9 4.6 The following table presents the Company's long-lived assets by geographic region for the periods indicated (in thousands): December 31, 2015 2014 2013 United States $ 78,675 $ 73,344 $ 29,186 All Other Countries 5,493 5,900 1,786 Total long-lived assets $ 84,168 $ 79,244 $ 30,972 |
SUMMARY OF SIGNIFICANT ACCOUN24
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policy) | 12 Months Ended |
Dec. 31, 2015 | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES [Abstract] | |
Use of Estimates | Use of Estimates — The preparation of the Compan y's consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of income and expenses during the reporting period. These estimates are based on information available as of the date of the consolidated financial statements; therefore, actual results could differ from man agement's estimates. |
Foreign Currency Translation | Foreign Currency Translation —The consolidated financial statements of the Company's foreign subsidiaries are measured using the local currency as the functional currency. Assets and liabilities of foreign subsidiaries are translated at exchange rates in effect as of the balance sheet date. Revenues and expenses are translated at average exchange rates in effect during the year. Translation adjustments are recorded within accumulated other comprehensive loss, a separate component of sto ckholders' equity. |
Cash and Cash Equivalents | Cash and Cash Equivalents — The Company considers all highly liquid investments, such as treasury bills, commercial paper, certificates of deposit and money market instruments with maturities of three months or less at the time of acquisition to be cash equivalents. Cash and cash equivalents primarily consist of amounts held in interest-bearing money market funds that were readily convertible to cash. The fair value of cash and cash equivalents approximates their carrying value. |
Marketable Securities | Marketable Securities — The Company determines the classification of its marketable securities at the time of purchase and re-evaluates these determinations at each balance sheet date. Debt securities are classified as held-to-maturity when the Company has the positive intent and ability to hold the securities to maturity. Held-to-maturity securities are stated at amortized cost and are periodically assessed for other-than-temporary impairment. Amortized cost of debt securities is adjusted for amortization of premiums and accretion of discounts to maturity, and is included in interest income. Held-to-maturity securities with less than one year to maturity are included in short-term marketable securities. All other held-to-maturity securities are classified as long-term securities. |
Concentrations of Credit Risk | Concentrations of Credit Risk — Financial instruments that potentially subject the Company to concentration of credit risk consist primarily of cash and cash equivalents and accounts receivable. The Company places its cash and cash equivalents with major financial institutions, which management assesses to be of high credit quality, in order to limit the exposure of each investment. Credit risk with respect to accounts receivable is dispersed due to the Company 's mpany's credit risk is mitigated by the relatively short collection period. Collateral is not required for accounts receivable. The Company maintains an allowance for doubtful accounts receivable balances. The allowance is based upon historical loss patterns, the number of days that billings are past due and an evaluation of the potential risk of loss associated with delinquent accounts. When new information becomes available to indicate that the estimate provided as the allowance was incorrect, an adjustment, which is considered a change in the estimate, is made. The fair value of accounts receivable approximates their carrying value. As of December 31, 2015, 2014 and 2013, there were no customers that accounted for more than 10% of total accounts receivable. The following table presents the changes in the allowance for doubtful accounts (in thousands): Year Ended December 31, 2015 2014 2013 Allowance for doubtful accounts: Balance, beginning of period $ 1,627 $ 810 $ 384 Add: bad debt expense 10,271 6,369 3,210 Less: write-offs, net of recoveries (8,690 ) (5,552 ) (2,784 ) Balance, end of period $ 3,208 $ 1,627 $ 810 |
Property, Equipment and Software | Property, Equipment and Software — Property, equipment and software are stated at cost less accumulated depreciation and amortization. Depreciation is computed using the straight-line method over the estimated useful lives of the assets, which are approximately three five |
Website and Internal-Use Software Development Costs | Website and Internal-Use Software Development Costs — Costs related to website and internal-use software are primarily related to the Company's website, including support systems. The Company capitalizes its costs to develop software when preliminary development efforts are successfully completed, management has authorized and committed project funding and it is probable that the project will be completed and the software will be used as intended. Such costs are amortized on a straight-line basis over the estimated useful life of the related asset, which is generally three The Company capitalized $ 14.7 13.9 5.4 8.4 4.6 2.6 The Company wrote off $ 0.1 0.1 |
Business Combinations | Business Combinations— The Company accounts for acquisitions of entities that include inputs and processes and have the ability to create outputs as business combinations. The Company allocates the purchase price of the acquisition to the tangible assets, liabilities and identifiable intangible assets acquired based on their estimated fair values. The excess of the purchase price over those fair values is recorded as goodwill. Acquisition-related expenses and integration costs are expensed as incurred. During the measurement period, the Company records adjustments to the assets acquired and liabilities assumed with the corresponding offset to goodwill. After the measurement period, which could be up to one year after the transaction date, subsequent adjustments are recorded to the Company's consolidated statements of operations. |
Goodwill | Goodwill— Goodwill represents the excess of the purchase price in a business combination over the fair value of net tangible and intangible assets acquired. The carrying amount of goodwill is reviewed at least annually, or more frequently if events or changes in circumstances indicate that the carrying value of goodwill may not be recoverable. The Company has the option to first assess qualitative factors to determine whether it is more likely than not that the fair value of its single reporting operating unit is less than its carrying amount as a basis for determining whether it is necessary to perform the two-step goodwill impairment test under the authoritative guidance issued by the Financial Accounting Standards Board (“FASB”). If the Company determines that it is more likely than not that its fair value is less than the carrying amount, or opts not to perform a qualitative assessment, then the two-step goodwill impairment test will be performed. The first step, identifying a potential impairment, compares the fair value of the reporting unit with its carrying amount. If the carrying amount exceeds its fair value, the second step will be performed; otherwise, no further step is required. The second step, measuring the impairment loss, compares the implied fair value of the goodwill with the carrying amount of the goodwill. Any excess of the goodwill carrying amount over the applied fair value is recognized as an impairment loss, and the carrying value of goodwill is written down to fair value. No impairment charges have been recorded to date. |
Intangible Assets | Intangible Assets— Intangible assets include acquired intangible assets identified through business combinations, which are carried at fair value less accumulated amortization, and purchased intangible assets, which are carried at cost less accumulated amortization. Amortization is recorded over the estimated useful lives of the assets, generally two 12 |
Impairment of Long-Lived Assets and Long-Lived Assets to be Disposed of | Impairment of Long-Lived Assets and Long-Lived Assets to Be Disposed of —The Company evaluates its long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount of such assets may not be recoverable. Recoverability of assets to be held and used is measured by a comparison of the carrying amount of an asset to future undiscounted net cash flows expected to be generated by the asset. If such assets are considered to be impaired, the impairment to be recognized is measured as the amount by which the carrying amount of the assets exceeds the fair value of the assets. Assets to be disposed of are reported at the lower of the carrying amount or fair value less costs to sell. |
Revenue Recognition | Revenue Recognition —The Company generates revenue from its local products, transactions, other services and, through the end of 2015, brand advertising. The Company recognizes revenue when all of the following conditions are met: there is persuasive evidence of an arrangement, service has been provided to the customer, collection of the fees is reasonably assured and the amount of fees to be paid by the customer are fixed or determinable. Payments received in advance of services being rendered are recorded as deferred revenue and recognized over the requisite service period Local . The Company generates local revenue primarily through the display of advertising products on its website and mobile app. These arrangements are evidenced by either written or electronic acceptance of an agreement that stipulates the types of advertising to be delivered, the timing and pricing. Performance-based advertising placements are priced on a cost-per-click basis through an auction, while impression-based ads are delivered pursuant to fixed monthly fee advertising plans. The Company recognizes revenue from the delivery of performance-based ads in the period of delivery and from the delivery of impression-based ads ratably over the service period, in each case net of customer discounts. Transactions . The Company generates transactions revenue from Eat24, revenue-sharing partner arrangements and the sale of vouchers through the Company's “Yelp Deals” and “Gift Certificates.” The Company's Eat24 business generates revenue through arrangements with restaurants, in which restaurants pay a commission percentage fee on orders placed through Eat24's platform. The Company records revenue associated with Eat24's transactions on a net basis. Revenue-sharing partner arrangements provide consumers with the ability to complete food delivery and other transactions through third parties directly on Yelp. Yelp Deals allow merchants to promote themselves and offer discounted goods and services on a real-time basis to consumers directly on the Company's website and mobile app. The Company earns a fee on Yelp Deals for acting as an agent in these transactions, which are recorded on a net basis and included in revenue upon sale of the deal. The Company records a sales allowance for potential Yelp Deals refunds based on the Company's estimate of future refunds. Gift Certificates allow merchants to sell full-priced gift certificates directly to consumers through their business listing pages. The Company earns a fee based on the amount of the Gift Certificate sold, which it records on a net basis and includes in revenue upon a consumer's purchase of the Gift Certificate. Other Services . Other services revenue consists of partner arrangements and the monetization of remnant advertising inventory through third-party ad networks. The Company's partner arrangements include fixed-fee reseller agreements that allow partners to sell Yelp Branded Profiles to their clients and transaction-based arrangements allowing third-party data providers to update business listing information on behalf of businesses. Brand Advertising. Through the end of 2015, the Company generated brand advertising revenue through the sale of graphic and text display advertisements on its website. The Company recognizes revenue from the sale of impression-based advertisements on its online network in the period in which the advertisements (“impressions”) are delivered, net of customer discounts. The Company also generated brand revenue from fixed-price brand sponsorships that are recognized ratably over the service period. The arrangements are evidenced by insertion orders or contracts that stipulate the types of advertising to be delivered and the pricing. Multiple Element Arrangements . The Company enters into arrangements with its customers to sell advertising packages that include different media placements or ad services that are delivered at the same time, or within close proximity of one another. The Company allocates arrangement consideration in multiple-deliverable revenue arrangements at the inception of an arrangement to all deliverables or those packages in which all components of the package are delivered at the same time, based on the relative selling price method in accordance with the selling price hierarchy, which includes: (1) vendor-specific objective evidence (“VSOE”) if available; (2) third-party evidence (“TPE”) if VSOE is not available; and (3) best estimate of selling price (“BESP”) if neither VSOE nor TPE is available. VSOE— The Company determines VSOE based on its historical pricing and discounting practices for the specific product or service when sold separately. In determining VSOE, the Company requires that a substantial majority of the standalone selling prices for these services fall within a reasonably narrow price range; however, the Company has not historically sold a large volume of transactions on a standalone basis. As a result, the Company has not been able to establish VSOE for any of its advertising products. TPE— When VSOE cannot be established for deliverables in multiple element arrangements, the Company applies judgment with respect to whether it can establish a selling price based on TPE. TPE is determined based on competitor prices for similar deliverables when sold separately. Generally, the Company's go-to-market strategy differs from that of its peers and its offerings contain a significant level of differentiation such that the comparable pricing of services cannot be obtained. Furthermore, the Company is unable to reliably determine what similar competitor services' selling prices are on a standalone basis. As a result, the Company has not been able to establish selling price based on TPE. BESP— When it is unable to establish selling price using VSOE or TPE, the Company uses BESP in its allocation of arrangement consideration. The objective of BESP is to determine the price at which the Company would transact a sale if the service were sold on a standalone basis. BESP is generally used to allocate the selling price to deliverables in the Company's multiple element arrangements. The Company determines BESP for deliverables by considering multiple factors including, but not limited to, prices it charges for similar offerings, market conditions, competitive landscape and pricing practices. The Company limits the amount of allocable arrangement consideration to amounts that are fixed or determinable and that are not contingent on future performance or future deliverables. The Company will regularly review BESP. Changes in assumptions or judgments or changes to elements in the arrangement could cause a material increase or decrease in the amount of revenue that the Company reports in a particular period. The Company recognizes the relative fair value of the media placements or ad services as they are delivered assuming all other revenue recognition criteria are met. |
Cost of Revenue | Cost of Revenue —The Company's cost of revenue primarily consists of credit card processing fees, web hosting, Internet service costs and salaries, benefits and stock-based compensation expense for its infrastructure teams related to operating the Company's website and mobile app, food delivery related costs, as well as creative design for brand advertising and video production expenses. |
Stock-Based Compensation | Stock-Based Compensation —The company accounts for stock-based employee compensation plans under the fair value recognition and measurement provisions in accordance with applicable accounting standards, which require all stock-based payments to employees, including grants of stock options, restricted stock awards, restricted stock units and issuances under its 2012 Employee Stock Purchase Plan (“ESPP”) to be measured based on the grant-date fair value of the awards. Stock-based compensation expense is recorded net of estimated forfeitures in the Company's consolidated statements of income and, accordingly, is recorded for only those stock-based awards that the Company expects to vest. The Company estimates the forfeiture rate based on historical forfeitures of equity awards and adjusts the rate to reflect changes in facts and circumstances, if any. The Company will revise its estimated forfeiture rate if actual forfeitures differ from its initial estimates. |
Advertising Expenses | Advertising Expenses —Advertising expenses are expensed as incurred. Total advertising expenses incurred were $ 30.9 8.1 1.3 |
Comprehensive Income (Loss) | Comprehensive Income (Loss) —The Company reports by major components and, as a single total, the change in its net assets during the period from non-owner sources. Comprehensive income (loss) consists of net income (loss) and accumulated other comprehensive income (loss), which includes certain changes in equity that are excluded from net income (loss). Specifically, it includes foreign currency translation adjustments. |
Income Taxes | Income Taxes —The Company records income taxes using the asset and liability method, which requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been recognized in the Company's financial statements or tax returns. In estimating future tax consequences, generally all expected future events other than enactments or changes in the tax law or rates are considered. Valuation allowances are provided to reduce deferred tax assets to the amount that is more likely than not to be realized. The Company operates in various tax jurisdictions and is subject to audit by various tax authorities. The Company provides for tax contingencies whenever it is deemed probable that a tax asset has been impaired or a tax liability has been incurred for events such as tax claims or changes in tax laws. Tax contingencies are based upon their technical merits, relative tax law and the specific facts and circumstances as of each reporting period. Changes in facts and circumstances could result in material changes to the amounts recorded for such tax contingencies. The Company recognizes a tax benefit from an uncertain tax position only if it is more likely than not that the tax position will be sustained on examination by the taxing authorities based on the technical merits of the position. The tax benefits recognized in the financial statements from such a position are then measured based on the largest benefit that has a greater than 50% likelihood of being realized upon ultimate settlement. In November 2015, FASB issued Accounting Standards Update No. 2015-17 (Topic 740), “Balance Sheet Classification of Deferred Taxes” (“ASU 2015-17”). ASU 2015-17 requires deferred tax liabilities and assets to be classified as noncurrent in the Consolidated Balance Sheet. The standard will be effective for financial statements issued for annual periods beginning after December 15, 2016, and interim periods within those annual periods. Early adoption is permitted for financial statements that have not been previously issued. ASU 2015-17 may be applied either prospectively to all deferred tax liabilities and assets or retrospectively to all periods presented. The Company adopted ASU 2015-17 on a prospective basis in the fourth quarter of fiscal 2015. |
Employee Benefit Plan | Employee Benefit Plan —The Company sponsors a qualified 401(k) defined contribution plan covering eligible employees. Participants may contribute a portion of their annual compensation up to a maximum annual amount set by the Internal Revenue Service (“IRS”). Employer contributions under this plan were $ 2.9 |
Recent Accounting Pronouncements Not Yet Effective | Recent Accounting Pronouncements Not Yet Effective —In May 2014, FASB issued Accounting Standards Update No. 2014-09, “Revenue from Contracts with Customers” (“ASU 2014-09”), which amended the existing accounting standards for revenue recognition. ASU 2014-09 establishes principles for recognizing revenue upon the transfer of promised goods or services to customers, in an amount that reflects the consideration expected to be received in exchange for those goods or services. The new standard requires that reporting companies disclose the nature, amount, timing and uncertainty of revenue and cash flows arising from contracts with customers. On July 9, 2015, FASB agreed to delay the effective date by one year and, accordingly, the new standard is effective for the Company beginning in the first quarter of 2018. Early adoption is permitted, but not before the original effective date of the standard. The new standard is required to be applied retrospectively to each prior reporting period presented or retrospectively with the cumulative effect of initially applying it recognized at the date of initial application. The Company has not yet selected a transition method nor has it determined the impact of the new standard on its consolidated financial statements. In August 2014, FASB issued Accounting Standards Update No. 2014-15, “Presentation of Financial Statements — Going Concern (Subtopic 205-40).” The new guidance addresses management's responsibility to evaluate whether there is substantial doubt about an entity's ability to continue as a going concern and to provide related footnote disclosures. Management's evaluation should be based on relevant conditions and events that are known and reasonably knowable at the date that the financial statements are issued. The standard will be effective for the first interim period within annual reporting periods beginning after December 31, 2016. Early adoption is permitted. The Company does not expect to early adopt this guidance and does not believe that its adoption will have a material impact on its consolidated financial statements. In April 2015, FASB issued Accounting Standards Update No. 2015-05, “Customer's Accounting for Fees Paid in a Cloud Computing Arrangement” (“ASU 2015-05”). ASU 2015-05 provides guidance to customers about whether a cloud computing arrangement includes a software license. If a cloud computing arrangement includes a software license, then the customer should account for the software license element of the arrangement consistent with the acquisition of other software licenses. If a cloud computing arrangement does not include a software license, the customer should account for the arrangement as a service contract. The guidance will not change GAAP for customer's accounting for service contracts. The standard will be effective for the first interim period within annual reporting periods beginning after December 31, 2015. The Company is currently assessing the impact that adopting this new accounting guidance will have on its consolidated financial statements and related disclosures. In June 2015, FASB issued Accounting Standards Update No. 2015-10, “Technical Corrections and Improvements” (“ASU 2015-10”). ASU 2015-10 amends a wide range of Accounting Standards Codification topics to make clarifying changes, correct unintended application of guidance and make minor changes that are not expected to have a significant effect on current accounting practice or create a significant administrative cost on most entities. The Company does not anticipate that the adoption of ASU 2015-10 will have a material impact on its consolidated financial statements and related disclosures. In September 2015, FASB issued Accounting Standards Update No. 2015-16, “Simplifying the Accounting for Measurement-Period Adjustments” (“ASU 2015-16”). ASU 2015-16 eliminates the requirement to restate prior period financial statements for measurement period adjustments. The new guidance requires that the cumulative impact of a measurement period adjustment (including the impact on prior periods) be recognized in the reporting period in which the adjustment is identified. In addition, separate presentation on the face of the income statement or disclosure in the notes is required regarding the portion of the adjustment recorded in the current period earnings, by line item, that would have been recorded in previous reporting periods if the adjustment to the provisional amounts had been recognized as of the acquisition date. ASU 2015-16 is to be applied prospectively for measurement period adjustments that occur after the effective date. ASU 2015-16 is effective for annual reporting periods, including interim reporting periods, beginning after December 15, 2015, and early adoption is permitted. Because it is prospective, the impact of ASU 2015-16 on the Company's financial condition and earnings will depend upon the nature of any measurement period adjustments identified in future periods. |
SUMMARY OF SIGNIFICANT ACCOUN25
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES [Abstract] | |
Schedule of Allowance for Doubtful Accounts Receivable | Year Ended December 31, 2015 2014 2013 Allowance for doubtful accounts: Balance, beginning of period $ 1,627 $ 810 $ 384 Add: bad debt expense 10,271 6,369 3,210 Less: write-offs, net of recoveries (8,690 ) (5,552 ) (2,784 ) Balance, end of period $ 3,208 $ 1,627 $ 810 |
FAIR VALUE OF FINANCIAL INSTR26
FAIR VALUE OF FINANCIAL INSTRUMENTS (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
FAIR VALUE OF FINANCIAL INSTRUMENTS [Abstract] | |
Schedule of Assets and Liabilities Measured at Fair Value | December 31, 2015 December 31, 2014 Level 1 Level 2 Level 3 Total Level 1 Level 2 Level 3 Total Cash Equivalents: Money market funds $ 86,660 $ — $ — $ 86,660 $ 208,593 $ — $ — $ 208,593 Agency bonds — 4,999 — 4,999 — — — — Marketable Securities: U.S. government bonds — — — — 5,005 — — 5,005 Commercial paper — 36,981 — 36,981 — 31,965 — 31,965 Corporate bonds — 18,024 — 18,024 — 29,486 — 29,486 Agency bonds — 132,102 — 132,102 — 90,575 — 90,575 Agency discount notes — 11,986 — 11,986 — — — — Total cash equivalents and marketable securities $ 86,660 $ 204,092 $ — $ 290,752 $ 213,598 $ 152,026 $ — $ 365,624 Current liabilities: Contingent consideration liability $ — $ — $ — $ — $ — $ — $ 835 $ 835 |
MARKETABLE SECURITIES (Tables)
MARKETABLE SECURITIES (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
MARKETABLE SECURITIES [Abstract] | |
Schedule of the Fair Value to Amortized Cost Basis of Securities Held-to-Maturity | As of December 31, 2015 Gross Gross Unrealized Unrealized Amortized Cost Gains Losses Fair Value Short-term marketable securities: Commercial paper $ 36,981 $ — $ — $ 36,981 Corporate bonds 18,027 2 (5 ) 18,024 Agency bonds 132,224 — (122 ) 132,102 Agency discount notes 11,982 4 — 11,986 Total marketable securities $ 199,214 $ 6 $ (127 ) $ 199,093 As of December 31, 2014 Gross Gross Unrealized Unrealized Amortized Cost Gains Losses Fair Value Short-term marketable securities: Commercial paper $ 31,964 $ — $ — $ 31,964 Corporate bonds 24,397 1 (31 ) 24,367 Agency bonds 57,130 1 (26 ) 57,105 U.S. government bonds 5,007 — (2 ) 5,005 $ 118,498 $ 2 $ (59 ) $ 118,441 Long-term marketable securities: Corporate bonds $ 5,120 $ — $ (1 ) $ 5,119 Agency bonds 33,492 — (22 ) 33,470 $ 38,612 $ — $ (23 ) 38,589 Total marketable securities $ 157,111 $ 2 $ (82 ) 157,031 |
Schedule of Securities in an Unrealized Loss Position | As of December 31, 2015 Less Than 12 Months 12 Months or Greater Total Fair Value Unrealized Loss Fair Value Unrealized Loss Fair Value Unrealized Loss Corporate bonds 10,021 (5 ) — — 10,021 (5 ) Agency bonds 127,102 (122 ) — — 127,102 (122 ) Total $ 137,123 $ (127) $ — $ — $ 137,123 $ (127) As of December 31, 2014 Less Than 12 Months 12 Months or Greater Total Fair Value Unrealized Loss Fair Value Unrealized Loss Fair Value Unrealized Loss Corporate bonds $ 24,439 $ (32 ) $ — $ — $ 24,439 $ (32 ) Agency bonds 79,564 (48 ) — — 79,564 (48 ) U.S. government bonds 5,005 (2 ) — — 5,005 (2 ) Total $ 109,008 $ (82 ) $ — $ — $ 109,008 $ (82 ) |
ACQUISITIONS (Tables)
ACQUISITIONS (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Eat 24 Inc [Member] | |
Business Acquisition [Line Items] | |
Schedule of Purchase Price, Assets Aquired and Liabilities Assumed | February 9, 2015 Fair value of purchase consideration: Cash: Distributed to Eat24 stockholders $ 56,624 Held in escrow account 16,500 Payable on behalf of Eat24 stockholders 1,876 Total cash 75,000 Class A common stock: Distributed to Eat24 stockholders 46,143 Held in escrow account 13,015 Total purchase consideration $ 134,158 Fair value of net assets acquired: Cash and cash equivalents $ 1,578 Intangibles 39,600 Goodwill 110,927 Other assets 6,031 Total assets acquired 158,136 Deferred tax liability (15,207 ) Other liabilities (8,771 ) Total liabilities assumed (23,978 ) Net assets acquired $ 134,158 |
Schedule of Acquired Intangible Assets | Intangible Asset Type Amount Assigned Useful Life Restaurant relationships $ 17,400 12.0 Developed technology $ 7,400 5.0 User relationships $ 12,000 7.0 Trade name $ 2,800 4.0 Weighted average 8.6 |
Schedule of Pro Forma Results | Pro Forma Twelve Months Ended December 31 2015 2014 Revenue $ 552,959 402,037 Net income (loss) $ (34,016 ) 33,790 Basic net income (loss) per share attributable to common stockholders $ (0.46 ) 0.46 Diluted net income (loss) per share attributable to common stockholders $ (0.46 ) 0.43 |
Restaurant Kritik and Cityvox [Member] | |
Business Acquisition [Line Items] | |
Schedule of Purchase Price, Assets Aquired and Liabilities Assumed | Net tangible assets $ (277 Goodwill 13,995 Intangible assets 1,546 Total purchase price (excluding contingent consideration) 15,264 Contingent consideration 826 Total purchase price $ 16,090 |
Schedule of Acquired Intangible Assets | Intangible Type Useful Life Content 5 Developed technology 0.5 Trade name 2 Weighted average 4.3 |
SeatMe [Member] | |
Business Acquisition [Line Items] | |
Schedule of Purchase Price, Assets Aquired and Liabilities Assumed | July 24, 2013 Fair value of purchase consideration: Cash: Distributed to SeatMe equity holders $ 2,057 Held in escrow account 56 Class A common stock: Distributed to SeatMe equity holders 8,420 Held in escrow account 1,246 Total purchase consideration $ 11,779 Fair value of net assets acquired: Cash and cash equivalents $ 56 Property and equipment 47 Intangibles 1,440 Goodwill 10,279 Other assets 117 Total assets acquired 11,939 Total liabilities assumed 160 Net assets acquired $ 11,779 |
Schedule of Acquired Intangible Assets | Intangible Type Useful Life Developed technology 6 Customer relationships 2 Trade name 2 Weighted average 5.6 |
CASH AND CASH EQUIVALENTS (Tabl
CASH AND CASH EQUIVALENTS (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
CASH AND CASH EQUIVALENTS [Abstract] | |
Schedule of Cash and Cash Equivalents | December 31, 2015 2014 Cash and cash equivalents Cash $ 79,954 $ 38,719 Money market funds 91,659 208,593 Total cash and cash equivalents $ 171,613 $ 247,312 |
PROPERTY, EQUIPMENT, AND SOFTWA
PROPERTY, EQUIPMENT, AND SOFTWARE, NET (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
PROPERTY, EQUIPMENT AND SOFTWARE, NET [Abstract] | |
Schedule of Property, Equipment and Software | December 31, 2015 2014 Computer equipment $ 26,004 $ 19,111 Software 1,213 802 Capitalized website and internal-use software development costs 42,320 27,602 Furniture and fixtures 10,771 6,621 Leasehold improvements 47,552 36,991 Telecommunication 2,970 2,610 Total 130,830 93,737 Less accumulated depreciation (50,363 ) (30,976) Property, equipment and software, net $ 80,467 $ 62,761 |
GOODWILL AND INTANGIBLE ASSETS
GOODWILL AND INTANGIBLE ASSETS (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
GOODWILL AND INTANGIBLE ASSETS [Abstract] | |
Schedule of Goodwill | Balance as of December 31, 2013 $ 59,690 Goodwill acquired 13,995 Effect of currency translation (6,37 8 ) Balance as of December 31, 2014 $ 67,307 Goodwill measurement period adjustment (255 ) Goodwill acquired 110,927 Effect of currency translation (5,782 ) Balance as of December 31, 2015 $ 172,197 |
Schedule of Intangible Assets | Gross Carrying Amount Accumulated Amortization Net Carrying Amount Weighted Average Remaining Life December 31, 2015: Content $ 3,922 $ (2,066 $ 1,856 2.7 Advertiser relationships 1,708 (1,708 — 0.0 Developed technology 9,295 (2,441 6,854 4.1 Trade name and other 3,350 (1,139 2,211 3.1 Domains and data licenses 2,625 (835 1,790 3.9 Restaurant and user relationships 29,400 (2,817 26,583 9.1 $ 50,300 $ (11,006 $ 39,294 Gross Carrying Amount Accumulated Amortization Net Carrying Amount Weighted Average Remaining Life December 31, 2014: Content $ 4,299 $ (1,393 $ 2,906 3.6 Advertiser relationships 1,853 (1,853 — 0.0 Developed technology 1,963 (861 1,102 4.2 Trade name and other 596 (469 127 1.4 Domains and data licenses 1,977 (326 1,651 4.5 Total $ 10,688 $ (4,902 $ 5,786 |
Schedule of Future Amortization Expense | Year Ending December 31, Amount 2016 $ 6,851 2017 6,708 2018 6,244 2019 5,358 2020 and thereafter 14,133 Total amortization $ 39,294 |
ACCRUED LIABILITIES (Tables)
ACCRUED LIABILITIES (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
ACCRUED LIABILITIES [Abstract] | |
Schedule of Accrued Liabilities | December 31, 2015 December 31, 2014 Restaurant payable $ 12,654 $ — Accrued vacation 4,662 3,972 Accrued commissions 4,546 4,198 Accrued hosting 975 1,478 Accrued marketing 2,144 304 Accrued income, withholding and business taxes 1,513 1,354 Fixed asset purchase commitments 1,318 6,329 Accrued payroll tax 1,938 1,251 Merchant revenue share liability 1,212 1,218 Accrued employee related expenses 1,420 2,116 Accrued employee stock purchase plan liability 817 907 Accrued facilities and deferred rent 4,925 3,615 Other accrued expenses 5,334 2,839 Total $ 43,458 $ 29,581 |
OTHER INCOME (EXPENSE), NET (Ta
OTHER INCOME (EXPENSE), NET (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
OTHER INCOME (EXPENSE), NET [Abstract] | |
Schedule of Other Income (Expense) | Year Ended December 31, 2015 2014 2013 Net interest income $ 622 $ 375 $ 62 Transaction losses on foreign exchange (687 ) (121 ) (251 ) Other non-operating income (loss), net 451 (33 ) (218 ) Other income (expense), net $ 386 $ 221 $ (407 ) |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
COMMITMENTS AND CONTINGENCIES [Abstract] | |
Schedule of minimum payments under noncancelable operating leases for equipment and office space having initial terms in excess of one year | Year Ending December 31, Operating Leases 2016 $ 34,542 2017 41,064 2018 43,311 2019 43,360 2020 44,427 Thereafter 129,874 Total minimum lease payments $ 336,578 |
STOCKHOLDERS' EQUITY (Tables)
STOCKHOLDERS' EQUITY (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
STOCKHOLDERS' EQUITY (DEFICIT) [Abstract] | |
Schedule of Stock by Class | December 31, 2015 December 31, 2014 Shares Authorized Shares Issued and Outstanding Shares Authorized Shares Issued and Outstanding Stockholders' equity: Class A common stock, $ 0.000001 200,000,000 66,535,156 200,000,000 63,062,071 Class B common stock, $ 0.000001 100,000,000 9,447,646 100,000,000 9,858,511 Common stock, $ 0.000001 200,000,000 — 200,000,000 — Undesignated Preferred Stock 10,000,000 — 10,000,000 — |
Schedule of Shares of Class A and Class B Common Stock Reserved for Future Issuance | Options outstanding 8,206,356 Restricted stock units and awards outstanding 4,094,832 Available for future stock option and restricted stock units and awards grants 2,662,911 Available for future ESPP offerings 1,645,970 Total reserved for future issuance 16,610,069 |
Schedule of Stock Option Activity | Options Outstanding Number of Shares Weighted- Average Exercise Price Weighted- Average Remaining Contractual Term (in years) Aggregate Intrinsic Value (in thousands) Outstanding—December 31, 2014 9,037,935 $ 19.64 7.26 $ 324,160 Granted 466,000 45.40 Exercised (933,113 ) 13.13 Canceled (364,466 ) 40.09 Outstanding—December 31, 2015 8,206,356 $ 20.93 6.44 $ 92,454 Options vested and expected to vest as of December 31, 2015 8,021,326 $ 20.55 6.40 $ 91,837 Options vested and exercisable as of December 31, 2015 5,774,527 $ 16.34 5.95 $ 81,881 |
Summary of Options Outstanding and Exercisable | Options Outstanding Exercisable Exercise Price Range Number of Options Outstanding Weighted Average Remaining Life (Years) Weighted Average Exercise Price Number of Options Weighted Average Exercise Price $ 1.00 6.92 124,874 3.62 $ 4.02 120,707 $ 3.98 $ 7.16 2,609,673 5.01 7.16 2,609,673 7.16 $ 8.16 18.85 930,028 6.19 14.52 735,580 13.49 $ 18.91 21.13 261,667 8.08 20.47 125,972 20.28 $ 21.18 1,798,455 7.10 21.18 1,023,955 21.18 $ 21.24 26.03 923,060 6.95 25.05 534,648 24.86 $ 26.89 45.50 870,090 7.61 34.36 389,630 32.90 $ 47.79 78.18 672,941 8.24 61.20 227,164 62.70 $ 82.42 1,875 8.66 82.42 625 82.42 $ 94.42 13,693 7.84 94.42 6,573 94.42 Total 8,206,356 6.44 $ 20.93 5,774,527 $ 16.34 |
Summary of RSUs and RSAs Activity | Restricted Stock Units Restricted Stock Awards Number of Shares Weighted- Average Grant Date Fair Value Number of Shares Weighted- Average Grant Date Fair Value Unvested—December 31, 2014 1,131,849 $ 64.96 30,970 $ 9.48 Granted 3,940,821 35.60 — — Released (423,917 53.64 (29,408 ) 9.38 Canceled (555,549 53.32 (1,250 ) 11.40 Unvested—December 31, 2015 4,093,204 $ 39.45 312 $ 11.68 |
Schedule of Fair Value Assumptions | The Company uses the straight-line method for expense attribution. For the years ended December 31, 2015, 2014 and 2013, the weighted-average assumptions are as follows: Year Ended December 31, 2015 2014 2013 Dividend yield — — — Annual risk-free rate 1.78 % 2.07 % 1.25 % Expected volatility 49.27 % 57.56 % 60.83 % Expected term (years) 6.11 6.17 6.17 The following table presents the weighted-average assumptions used to estimate the fair value of the ESPP for the years ended December 31, 2015, 2014, and 2013: Year Ended December 31, 2015 2014 2013 Dividend yield — — — Annual risk-free rate 0.22 % 0.18 % 0.19 % Expected volatility 45.32 % 47.14 % 56.30 % Expected term (years) 0.86 1.09 1.25 |
Schedule of Stock Compensation Expense | Year Ended December 31, 2015 2014 2013 Cost of Revenue $ 1,117 $ 729 $ 421 Sales and marketing 21,962 15,083 10,131 Product development 23,431 14,804 6,270 General and administrative 14,332 11,657 9,300 Restructuring and integration — — 555 Total stock-based compensation in income (loss) before income taxes $ 60,842 $ 42,273 $ 26,677 Benefit from income taxes (402 ) (15,064 ) — Total stock-based compensation effects in income (loss) $ 60,440 27,209 26,677 |
NET INCOME (LOSS) PER SHARE (Ta
NET INCOME (LOSS) PER SHARE (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
NET INCOME (LOSS) PER SHARE [Abstract] | |
Schedule of Earnings Per Share | Year Ended December 31, 2015 2014 2013 Class A Class B Class A Class B Class A Class B Basic net income (loss) per share attributable to common stockholders: Numerator: Net income (loss) (28,694 ) (4,206 ) 31,178 5,295 (6,291 ) (3,777 ) Accretion of redeemable convertible preferred stock — — — — — — Allocation of undistributed earnings (28,694 ) (4,206 ) 31,178 5,295 (6,291 ) (3,777 ) Denominator: Weighted-average shares outstanding 65,135 9,548 61,492 10,444 41,033 24,632 Basic net income (loss) per share attributable to common stockholders: (0.44 ) (0.44 ) $ 0.51 $ 0.51 $ (0.15 ) $ (0.15 ) Diluted net income (loss) per share attributable to common stockholders: Numerator: Allocation of undistributed earnings for basic calculations (28,694 ) (4,206 ) $ 31,178 $ 5,295 $ (6,291 ) $ (3,777 ) Reallocation of undistributed earnings as a result of conversion from Class B to Class A shares (4,206 ) — 5,295 — — — Reallocation of undistributed earnings to Class B shares — — — 911 — — Allocation of undistributed earnings (32,900 ) (4,206 ) $ 36,473 $ 6,206 $ (6,291 ) $ (3,777 ) Denominator: Number of shares used in basic calculation 65,135 9,548 61,492 10,444 41,033 24,632 Weighted-average effect of dilutive securities Conversion of Class B to Class A common shares outstanding 9,548 — 10,444 — — — Stock options — — 4,377 2,584 — — Other dilutive securities — — 399 25 — — Number of shares used in diluted calculation 74,683 9,548 76,712 13,053 41,033 24,632 Diluted net income (loss) per share attributable to common stockholders: (0.44 ) (0.44 ) $ 0.48 $ 0.48 $ (0.15 ) $ (0.15 ) |
Schedule of Anti-dilutive Securities | Year Ended December 31, 2015 2014 2013 Stock options 8,206 71 11,101 Restricted stock units and awards 4,095 — 517 Contingently issuable shares 309 — — |
INCOME TAXES (Tables)
INCOME TAXES (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
INCOME TAXES [Abstract] | |
Schedule of Income (Loss) before Income Taxes | 2015 2014 2013 United States $ (18,604 ) $ 13,083 $ (6,184 Foreign (2,334 ) (1,803 ) (3,046 Total $ (20,938 ) $ 11,280 $ (9,230 |
Schedule of Income Tax Provision | 2015 2014 2013 Current: Federal $ (10 $ — $ — State 370 704 145 Foreign 1,010 1,322 1,189 $ 1,370 2,026 1,334 Deferred: Federal $ 3,505 $ (14,806 ) $ — State 6,245 (7,613 ) — Foreign 842 (4,800 ) (496 ) 10,592 (27,219 ) (496 ) Total (benefit) provision for income taxes $ 11,962 $ (25,193 ) $ 838 |
Reconciliation of Effective Income Tax Rate | 2015 2014 2013 Tax benefit at federal statutory rate 35.00 % 35.00 % 34.00 % State-net of federal effect 5.32 3.63 4.71 Foreign rate differential (10.03 ) (2.17 ) (33.11 ) Stock-based compensation (3.60 ) 12.76 (1.21 ) Acquisition costs (0.38 ) — (0.51 ) Meals and entertainment (2.63 ) 3.75 (3.74 ) Tax credits 14.30 (23.37 ) 39.77 Change in valuation allowance (96.18 ) (248.14 ) (45.02 ) Change in tax rate (0.73 ) (4.72 ) — Benefit for tax only asset 4.99 — — Other (3.15 ) (0.08 ) (3.95 ) Effective tax rate (57.09 )% (223.34 )% (9.06 )% |
Schedule of Deferred Tax Assets and Liabilities | 2015 2014 Deferred tax assets: Reserves and others $ 8,656 $ 6,584 Stock-based compensation 26,236 17,933 Contribution carryforward 1,782 1,889 Net operating loss carryforward 7,048 10,611 Tax credit carryforward 8,985 4,957 Gross deferred tax assets 52,707 41,974 Valuation allowance (20,542 ) (4,159 ) Total deferred tax assets 32,165 37,815 Deferred tax liabilities: Depreciation and amortization (28,896 ) (10,738 ) Total deferred tax liabilities (28,896 ) (10,738 ) Net deferred tax assets $ 3,269 $ 27,077 |
Schedule of Unrecognized Tax Benefits | 2015 2014 2013 Balance at the beginning of the year $ 3,276 $ 1,774 $ 611 Increase based on tax positions related to the prior year (31 ) 69 3 Increase based on tax positions related to the current year 1,804 1,433 1,160 Balance at the end of the year $ 5,049 $ 3,276 $ 1,774 |
INFORMATION ABOUT REVENUE AND38
INFORMATION ABOUT REVENUE AND GEOGRAPHIC AREAS (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
INFORMATION ABOUT REVENUE AND GEOGRAPHIC AREAS [Abstract] | |
Schedule of Revenue by Product Line | Year Ended December 31, 2015 2014 2013 Net revenue by product: Local $ 448,236 $ 319,137 $ 192,983 Transactions 43,854 5,247 3,879 Brand advertising 31,012 34,482 27,960 Other services 26,609 18,670 8,166 Total net revenue $ 549,711 $ 377,536 $ 232,988 |
Schedule of Long-Lived Assets by Geographic Region | December 31, 2015 2014 2013 United States $ 78,675 $ 73,344 $ 29,186 All Other Countries 5,493 5,900 1,786 Total long-lived assets $ 84,168 $ 79,244 $ 30,972 |
SUMMARY OF SIGNIFICANT ACCOUN39
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Narrative) (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES [Abstract] | |||
Capitalized website and internal-use software costs | $ 14.7 | $ 13.9 | $ 5.4 |
Amortization of website and internal-use software costs | 8.4 | 4.6 | 2.6 |
Write off of website and internal-use software costs | 0.1 | 0.1 | |
Advertising expense | 30.9 | 8.1 | 1.3 |
Employer contributions | $ 2.9 | $ 1.9 | $ 0 |
Minimum [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Useful life | 3 years | ||
Finite-Lived Intangible Assets [Line Items] | |||
Useful life | 2 years | ||
Maximum [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Useful life | 5 years | ||
Finite-Lived Intangible Assets [Line Items] | |||
Useful life | 12 years | ||
Capitalized website and internally developed software costs [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Useful life | 3 years |
SUMMARY OF SIGNIFICANT ACCOUN40
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Schedule of Changes in Allowance for Doubtful Accounts) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Allowance for doubtful accounts: | |||
Balance, beginning of period | $ 1,627 | $ 810 | $ 384 |
Add: bad debt expense | 10,271 | 6,369 | 3,210 |
Less: write-offs, net of recoveries | (8,690) | (5,552) | (2,784) |
Balance, end of period | $ 3,208 | $ 1,627 | $ 810 |
FAIR VALUE OF FINANCIAL INSTR41
FAIR VALUE OF FINANCIAL INSTRUMENTS (Details) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | $ 199,093 | $ 157,031 |
Total cash equivalents and marketable securities | $ 290,752 | 365,624 |
Contingent consideration liability | 835 | |
U.S. government bonds [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | 5,005 | |
Commercial paper [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | $ 36,981 | 31,965 |
Corporate bonds [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | 18,024 | 29,486 |
Agency bonds [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | 132,102 | $ 90,575 |
Agency discount notes [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | 11,986 | |
Money market funds [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Money market funds | 86,660 | $ 208,593 |
Agency bonds [Member] | Agency bonds [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Money market funds | 4,999 | |
Recurring [Member] | Level 1 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total cash equivalents and marketable securities | $ 86,660 | $ 213,598 |
Contingent consideration liability | ||
Recurring [Member] | Level 1 [Member] | U.S. government bonds [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | $ 5,005 | |
Recurring [Member] | Level 1 [Member] | Commercial paper [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | ||
Recurring [Member] | Level 1 [Member] | Corporate bonds [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | ||
Recurring [Member] | Level 1 [Member] | Agency bonds [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | ||
Recurring [Member] | Level 1 [Member] | Agency discount notes [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | ||
Recurring [Member] | Level 1 [Member] | Money market funds [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Money market funds | $ 86,660 | $ 208,593 |
Recurring [Member] | Level 1 [Member] | Agency bonds [Member] | Agency bonds [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Money market funds | ||
Recurring [Member] | Level 2 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total cash equivalents and marketable securities | $ 204,092 | $ 152,026 |
Contingent consideration liability | ||
Recurring [Member] | Level 2 [Member] | U.S. government bonds [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | ||
Recurring [Member] | Level 2 [Member] | Commercial paper [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | $ 36,981 | $ 31,965 |
Recurring [Member] | Level 2 [Member] | Corporate bonds [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | 18,024 | 29,486 |
Recurring [Member] | Level 2 [Member] | Agency bonds [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | 132,102 | $ 90,575 |
Recurring [Member] | Level 2 [Member] | Agency discount notes [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | $ 11,986 | |
Recurring [Member] | Level 2 [Member] | Money market funds [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Money market funds | ||
Recurring [Member] | Level 2 [Member] | Agency bonds [Member] | Agency bonds [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Money market funds | $ 4,999 | |
Recurring [Member] | Level 3 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total cash equivalents and marketable securities | ||
Contingent consideration liability | $ 835 | |
Recurring [Member] | Level 3 [Member] | U.S. government bonds [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | ||
Recurring [Member] | Level 3 [Member] | Commercial paper [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | ||
Recurring [Member] | Level 3 [Member] | Corporate bonds [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | ||
Recurring [Member] | Level 3 [Member] | Agency bonds [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | ||
Recurring [Member] | Level 3 [Member] | Agency discount notes [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | ||
Recurring [Member] | Level 3 [Member] | Money market funds [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Money market funds | ||
Recurring [Member] | Level 3 [Member] | Agency bonds [Member] | Agency bonds [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Money market funds |
MARKETABLE SECURITIES (Schedule
MARKETABLE SECURITIES (Schedule of the Fair Value to Amortized Cost Basis of Securities Held-to-Maturity) (Details) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Schedule of Held-to-maturity Securities [Line Items] | ||
Amortized Cost | $ 199,214 | $ 157,111 |
Gross Unrealized Gains | 6 | 2 |
Gross Unrealized Losses | (127) | (82) |
Fair Value | 199,093 | 157,031 |
Short-term marketable securities [Member] | ||
Schedule of Held-to-maturity Securities [Line Items] | ||
Amortized Cost | 118,498 | |
Gross Unrealized Gains | 2 | |
Gross Unrealized Losses | (59) | |
Fair Value | 118,441 | |
Long-term marketable securities [Member] | ||
Schedule of Held-to-maturity Securities [Line Items] | ||
Amortized Cost | $ 38,612 | |
Gross Unrealized Gains | ||
Gross Unrealized Losses | $ (23) | |
Fair Value | 38,589 | |
Commercial paper [Member] | ||
Schedule of Held-to-maturity Securities [Line Items] | ||
Fair Value | 36,981 | 31,965 |
Commercial paper [Member] | Short-term marketable securities [Member] | ||
Schedule of Held-to-maturity Securities [Line Items] | ||
Amortized Cost | $ 36,981 | $ 31,964 |
Gross Unrealized Gains | ||
Gross Unrealized Losses | ||
Fair Value | $ 36,981 | $ 31,964 |
Corporate bonds [Member] | ||
Schedule of Held-to-maturity Securities [Line Items] | ||
Fair Value | 18,024 | 29,486 |
Corporate bonds [Member] | Short-term marketable securities [Member] | ||
Schedule of Held-to-maturity Securities [Line Items] | ||
Amortized Cost | 18,027 | 24,397 |
Gross Unrealized Gains | 2 | 1 |
Gross Unrealized Losses | (5) | (31) |
Fair Value | 18,024 | 24,367 |
Corporate bonds [Member] | Long-term marketable securities [Member] | ||
Schedule of Held-to-maturity Securities [Line Items] | ||
Amortized Cost | $ 5,120 | |
Gross Unrealized Gains | ||
Gross Unrealized Losses | $ (1) | |
Fair Value | 5,119 | |
Agency bonds [Member] | ||
Schedule of Held-to-maturity Securities [Line Items] | ||
Fair Value | 132,102 | 90,575 |
Agency bonds [Member] | Short-term marketable securities [Member] | ||
Schedule of Held-to-maturity Securities [Line Items] | ||
Amortized Cost | $ 132,224 | 57,130 |
Gross Unrealized Gains | 1 | |
Gross Unrealized Losses | $ (122) | (26) |
Fair Value | $ 132,102 | 57,105 |
Agency bonds [Member] | Long-term marketable securities [Member] | ||
Schedule of Held-to-maturity Securities [Line Items] | ||
Amortized Cost | $ 33,492 | |
Gross Unrealized Gains | ||
Gross Unrealized Losses | $ (22) | |
Fair Value | 33,470 | |
U.S. government bonds [Member] | ||
Schedule of Held-to-maturity Securities [Line Items] | ||
Fair Value | 5,005 | |
U.S. government bonds [Member] | Short-term marketable securities [Member] | ||
Schedule of Held-to-maturity Securities [Line Items] | ||
Amortized Cost | $ 5,007 | |
Gross Unrealized Gains | ||
Gross Unrealized Losses | $ (2) | |
Fair Value | $ 5,005 | |
Agency discount notes [Member] | ||
Schedule of Held-to-maturity Securities [Line Items] | ||
Fair Value | $ 11,986 | |
Agency discount notes [Member] | Short-term marketable securities [Member] | ||
Schedule of Held-to-maturity Securities [Line Items] | ||
Amortized Cost | 11,982 | |
Gross Unrealized Gains | $ 4 | |
Gross Unrealized Losses | ||
Fair Value | $ 11,986 |
MARKETABLE SECURITIES (Schedu43
MARKETABLE SECURITIES (Schedule of Securities in an Unrealized Loss Position) (Details) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Fair Value | ||
Less than 12 months | $ 137,123 | $ 109,008 |
12 months or greater | ||
Total | $ 137,123 | $ 109,008 |
Unrealized Loss | ||
Less than 12 months | $ (127) | $ (82) |
12 months or greater | ||
Total | $ (127) | $ (82) |
Corporate bonds [Member] | ||
Fair Value | ||
Less than 12 months | $ 10,021 | $ 24,439 |
12 months or greater | ||
Total | $ 10,021 | $ 24,439 |
Unrealized Loss | ||
Less than 12 months | $ (5) | $ (32) |
12 months or greater | ||
Total | $ (5) | $ (32) |
Agency bonds [Member] | ||
Fair Value | ||
Less than 12 months | $ 127,102 | $ 79,564 |
12 months or greater | ||
Total | $ 127,102 | $ 79,564 |
Unrealized Loss | ||
Less than 12 months | $ (122) | $ (48) |
12 months or greater | ||
Total | $ (122) | $ (48) |
U.S. government bonds [Member] | ||
Fair Value | ||
Less than 12 months | $ 5,005 | |
12 months or greater | ||
Total | $ 5,005 | |
Unrealized Loss | ||
Less than 12 months | $ (2) | |
12 months or greater | ||
Total | $ (2) |
ACQUISITIONS (Summary of Purcha
ACQUISITIONS (Summary of Purchase Price and Net Assets Acquired) (Details) $ in Thousands, € in Millions | Feb. 09, 2015USD ($)shares | Dec. 31, 2015USD ($)shares | Dec. 31, 2014USD ($) | Dec. 31, 2013USD ($)shares | Dec. 31, 2014EUR (€) | Jul. 24, 2013USD ($) |
Fair value of purchase consideration: | ||||||
Net cash consideration | $ 73,422 | $ 14,340 | $ 2,057 | |||
Fair value of net assets acquired: | ||||||
Goodwill | 172,197 | 67,307 | 59,690 | |||
Eat 24 Inc [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Acquisition-related transaction costs | $ 200 | |||||
Shares issued or issuable for business acquisition | shares | 1,402,844 | |||||
Fair value of purchase consideration: | ||||||
Cash consideration | $ 75,000 | |||||
Fair value of common stock | 59,200 | |||||
Contingent consideration | 1,876 | |||||
Total purchase price | 134,158 | |||||
Fair value of net assets acquired: | ||||||
Cash and cash equivalents | 1,578 | |||||
Intangibles | 39,600 | |||||
Goodwill | 110,927 | |||||
Other assets | 6,031 | |||||
Total assets acquired | 158,136 | |||||
Deferred tax liability | (15,207) | |||||
Other liabilities | (8,771) | |||||
Total liabilities assumed | (23,978) | |||||
Net assets acquired | 134,158 | |||||
Eat 24 Inc [Member] | Distributed [Member] | ||||||
Fair value of purchase consideration: | ||||||
Cash consideration | 56,624 | |||||
Fair value of common stock | $ 46,143 | |||||
Eat 24 Inc [Member] | Escrow account [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Shares issued or issuable for business acquisition | shares | 308,626 | |||||
Fair value of purchase consideration: | ||||||
Cash consideration | $ 16,500 | |||||
Fair value of common stock | $ 13,015 | |||||
SeatMe [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Acquisition-related transaction costs | $ 200 | |||||
Shares issued or issuable for business acquisition | shares | 260,901 | |||||
Fair value of purchase consideration: | ||||||
Cash consideration | $ 2,200 | |||||
Fair value of common stock | 9,700 | |||||
Total purchase price | 11,779 | |||||
Fair value of net assets acquired: | ||||||
Cash and cash equivalents | $ 56 | |||||
Property and equipment | 47 | |||||
Intangibles | 1,440 | |||||
Goodwill | 10,279 | |||||
Other assets | 117 | |||||
Total assets acquired | 11,939 | |||||
Total liabilities assumed | (160) | |||||
Net assets acquired | $ 11,779 | |||||
SeatMe [Member] | Distributed [Member] | ||||||
Fair value of purchase consideration: | ||||||
Cash consideration | 2,057 | |||||
Fair value of common stock | $ 8,420 | |||||
SeatMe [Member] | Escrow account [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Shares issued or issuable for business acquisition | shares | 31,236 | |||||
Fair value of purchase consideration: | ||||||
Cash consideration | $ 56 | |||||
Fair value of common stock | $ 1,246 | |||||
Restaurant Kritik and Cityvox [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Cash acquired from acquisition | 100 | |||||
Acquisition-related transaction costs | 600 | |||||
Contingent liability | 900 | € 0.8 | ||||
Shares issued or issuable for business acquisition | shares | 0 | |||||
Fair value of purchase consideration: | ||||||
Net cash consideration | 15,264 | |||||
Contingent consideration | 826 | |||||
Total purchase price | 16,090 | |||||
Fair value of net assets acquired: | ||||||
Net tangible assets | (277) | |||||
Intangibles | 1,546 | |||||
Goodwill | $ 13,995 |
ACQUISITIONS (Summary of Estima
ACQUISITIONS (Summary of Estimated Useful lives of Intangible Assets Acquired ) (Details) - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2015 | Feb. 09, 2015 | Dec. 31, 2014 | Jul. 24, 2013 | |
Eat 24 Inc [Member] | ||||
Acquired Finite-Lived Intangible Assets [Line Items] | ||||
Weighted average useful life | 8 years 7 months 6 days | |||
Amount assigned | $ 39,600 | |||
Eat 24 Inc [Member] | Restaurant Relationships [Member] | ||||
Acquired Finite-Lived Intangible Assets [Line Items] | ||||
Weighted average useful life | 12 years | |||
Amount assigned | 17,400 | |||
Eat 24 Inc [Member] | Developed technology [Member] | ||||
Acquired Finite-Lived Intangible Assets [Line Items] | ||||
Weighted average useful life | 5 years | |||
Amount assigned | 7,400 | |||
Eat 24 Inc [Member] | Customer relationships [Member] | ||||
Acquired Finite-Lived Intangible Assets [Line Items] | ||||
Weighted average useful life | 7 years | |||
Amount assigned | 12,000 | |||
Eat 24 Inc [Member] | Trade name [Member] | ||||
Acquired Finite-Lived Intangible Assets [Line Items] | ||||
Weighted average useful life | 4 years | |||
Amount assigned | $ 2,800 | |||
Restaurant Kritik and Cityvox [Member] | ||||
Acquired Finite-Lived Intangible Assets [Line Items] | ||||
Weighted average useful life | 4 years 3 months 18 days | |||
Amount assigned | $ 1,546 | |||
Restaurant Kritik and Cityvox [Member] | Content [Member] | ||||
Acquired Finite-Lived Intangible Assets [Line Items] | ||||
Weighted average useful life | 5 years | |||
Restaurant Kritik and Cityvox [Member] | Developed technology [Member] | ||||
Acquired Finite-Lived Intangible Assets [Line Items] | ||||
Weighted average useful life | 6 months | |||
Restaurant Kritik and Cityvox [Member] | Trade name [Member] | ||||
Acquired Finite-Lived Intangible Assets [Line Items] | ||||
Weighted average useful life | 2 years | |||
SeatMe [Member] | ||||
Acquired Finite-Lived Intangible Assets [Line Items] | ||||
Weighted average useful life | 5 years 7 months 6 days | |||
Amount assigned | $ 1,440 | |||
SeatMe [Member] | Developed technology [Member] | ||||
Acquired Finite-Lived Intangible Assets [Line Items] | ||||
Weighted average useful life | 6 years | |||
SeatMe [Member] | Customer relationships [Member] | ||||
Acquired Finite-Lived Intangible Assets [Line Items] | ||||
Weighted average useful life | 2 years | |||
SeatMe [Member] | Trade name [Member] | ||||
Acquired Finite-Lived Intangible Assets [Line Items] | ||||
Weighted average useful life | 2 years |
ACQUISITIONS (Schedule of Pro F
ACQUISITIONS (Schedule of Pro Forma Results) (Details) - Eat 24 Inc [Member] - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Business Acquisition [Line Items] | ||
Revenue | $ 552,959 | $ 402,037 |
Net loss | $ (34,016) | $ 33,790 |
Basic net income (loss) per share attributable to common stockholders | $ (0.46) | $ 0.46 |
Diluted net income (loss) per share attributable to common stockholders | $ (0.46) | $ 0.43 |
Revenue attributable to acquiree | $ 39,200 |
CASH AND CASH EQUIVALENTS (Deta
CASH AND CASH EQUIVALENTS (Details) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Cash and cash equivalents | ||||
Cash | $ 79,954 | $ 38,719 | ||
Money market funds | 91,659 | 208,593 | ||
Total cash and cash equivalents | 171,613 | 247,312 | $ 389,764 | $ 95,124 |
Restricted cash related to letters of credit | $ 16,486 | $ 17,943 |
PROPERTY, EQUIPMENT AND SOFTW48
PROPERTY, EQUIPMENT AND SOFTWARE, NET (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
PROPERTY, EQUIPMENT AND SOFTWARE, NET [Abstract] | |||
Depreciation expense | $ 23,000 | $ 14,300 | $ 7,900 |
Property, Plant and Equipment [Line Items] | |||
Property, equipment and software | 130,830 | 93,737 | |
Less accumulated depreciation | (50,363) | (30,976) | |
Property, equipment and software, net | 80,467 | 62,761 | |
Computer equipment [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property, equipment and software | 26,004 | 19,111 | |
Software [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property, equipment and software | 1,213 | 802 | |
Capitalized website and internal-use software development costs [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property, equipment and software | 42,320 | 27,602 | |
Furniture and fixtures [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property, equipment and software | 10,771 | 6,621 | |
Leasehold improvements [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property, equipment and software | 47,552 | 36,991 | |
Telecommunication [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property, equipment and software | $ 2,970 | $ 2,610 |
GOODWILL AND INTANGIBLE ASSET49
GOODWILL AND INTANGIBLE ASSETS (Schedule of Goodwill) (Details) $ in Thousands, € in Millions | 12 Months Ended | |||
Dec. 31, 2015USD ($) | Dec. 31, 2015EUR (€) | Dec. 31, 2014USD ($) | Dec. 31, 2013USD ($) | |
GOODWILL AND INTANGIBLE ASSETS [Abstract] | ||||
Balance | $ 67,307 | $ 59,690 | ||
Goodwill acquired | 110,927 | $ 13,995 | ||
Goodwill measurement period adjustment | (255) | € 0.9 | $ (1,153) | |
Effect of currency translation | (5,782) | $ (6,378) | ||
Balance | $ 172,197 | $ 67,307 | $ 59,690 |
GOODWILL AND INTANGIBLE ASSET50
GOODWILL AND INTANGIBLE ASSETS (Schedule of Intangible Assets) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
GOODWILL AND INTANGIBLE ASSETS [Abstract] | |||
Amortization expense | $ 6,500 | $ 2,400 | $ 2,300 |
Finite-Lived Intangible Assets [Line Items] | |||
Gross Carrying Amount | 50,300 | 10,688 | |
Accumulated Amortization | (11,006) | (4,902) | |
Net Carrying Amount | 39,294 | 5,786 | |
Content [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Gross Carrying Amount | 3,922 | 4,299 | |
Accumulated Amortization | (2,066) | (1,393) | |
Net Carrying Amount | $ 1,856 | $ 2,906 | |
Weighted Average Remaining Life | 2 years 8 months 12 days | 3 years 7 months 6 days | |
Developed technology [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Gross Carrying Amount | $ 9,295 | $ 1,963 | |
Accumulated Amortization | (2,441) | (861) | |
Net Carrying Amount | $ 6,854 | $ 1,102 | |
Weighted Average Remaining Life | 4 years 1 month 6 days | 4 years 2 months 12 days | |
Advertiser relationships [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Gross Carrying Amount | $ 1,708 | $ 1,853 | |
Accumulated Amortization | $ (1,708) | $ (1,853) | |
Net Carrying Amount | |||
Weighted Average Remaining Life | 0 years | 0 years | |
Trade name and other [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Gross Carrying Amount | $ 3,350 | $ 596 | |
Accumulated Amortization | (1,139) | (469) | |
Net Carrying Amount | $ 2,211 | $ 127 | |
Weighted Average Remaining Life | 3 years 1 month 6 days | 1 year 4 months 24 days | |
Domains and data licenses [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Gross Carrying Amount | $ 2,625 | $ 1,977 | |
Accumulated Amortization | (835) | (326) | |
Net Carrying Amount | $ 1,790 | $ 1,651 | |
Weighted Average Remaining Life | 3 years 10 months 24 days | 4 years 6 months | |
Restaurant and User Relationships [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Gross Carrying Amount | $ 29,400 | ||
Accumulated Amortization | (2,817) | ||
Net Carrying Amount | $ 26,583 | ||
Weighted Average Remaining Life | 9 years 1 month 6 days |
GOODWILL AND INTANGIBLE ASSET51
GOODWILL AND INTANGIBLE ASSETS (Schedule of Future Amortization Expense) (Details) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Estimated future amortization expense: | ||
2,016 | $ 6,851 | |
2,017 | 6,708 | |
2,018 | 6,244 | |
2,019 | 5,358 | |
2020 and thereafter | 14,133 | |
Net Carrying Amount | $ 39,294 | $ 5,786 |
ACCRUED LIABILITIES (Details)
ACCRUED LIABILITIES (Details) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
ACCRUED LIABILITIES [Abstract] | ||
Restaurant payable | $ 12,654 | |
Accrued vacation | 4,662 | $ 3,972 |
Accrued commissions | 4,546 | 4,198 |
Accrued hosting | 975 | 1,478 |
Accrued marketing | 2,144 | 304 |
Accrued income, withholding, and business taxes | 1,513 | 1,354 |
Fixed asset purchase commitments | 1,318 | 6,329 |
Accrued payroll tax | 1,938 | 1,251 |
Merchant revenue share liability | 1,212 | 1,218 |
Accrued employee related expenses | 1,420 | 2,116 |
Accrued employee stock purchase plan liability | 817 | 907 |
Accrued facilities and deferred rent | 4,925 | 3,615 |
Other accrued expenses | 5,334 | 2,839 |
Total | $ 43,458 | $ 29,581 |
OTHER INCOME (EXPENSE), NET (De
OTHER INCOME (EXPENSE), NET (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
OTHER INCOME (EXPENSE), NET [Abstract] | |||
Net interest income | $ 622 | $ 375 | $ 62 |
Transaction losses on foreign exchange | (687) | (121) | (251) |
Other non-operating income (loss), net | 451 | (33) | (218) |
Other income (expense), net | $ 386 | $ 221 | $ (407) |
COMMITMENTS AND CONTINGENCIES54
COMMITMENTS AND CONTINGENCIES (Narrative) (Details) $ in Thousands | 1 Months Ended | 12 Months Ended | |||
Jan. 31, 2016USD ($) | Aug. 31, 2014Claims | Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($) | Dec. 31, 2013USD ($) | |
Loss Contingencies [Line Items] | |||||
Rental expense | $ 30,900 | $ 14,600 | $ 8,700 | ||
Sublease rentals | 1,400 | $ 0 | $ 0 | ||
Number of lawsuits filed | Claims | 2 | ||||
Payroll tax audit liability | $ 300 | ||||
Putative Class Action Lawsuit [Member] | Subsequent Event [Member] | |||||
Loss Contingencies [Line Items] | |||||
Settlement amount | $ 550,000 | ||||
Lawsuit Filed By Former Sales Employee [Member] | Subsequent Event [Member] | |||||
Loss Contingencies [Line Items] | |||||
Settlement amount | $ 200,000 |
COMMITMENTS AND CONTINGENCIES55
COMMITMENTS AND CONTINGENCIES (Schedule of Aggregate Future Lease Commitments) (Details) $ in Thousands | Dec. 31, 2015USD ($) |
Aggregate Future Lease Commitments | |
2,016 | $ 34,542 |
2,017 | 41,064 |
2,018 | 43,311 |
2,019 | 43,360 |
2,020 | 44,427 |
Thereafter | 129,874 |
Total minimum lease payments | $ 336,578 |
STOCKHOLDERS' EQUITY (Class of
STOCKHOLDERS' EQUITY (Class of Stock Narrative) (Details) $ / shares in Units, $ in Millions | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014USD ($)$ / sharesshares | |
Class of Stock [Line Items] | ||
Gross proceeds from public offering | $ | $ 288.9 | |
Net proceeds from public offering | $ | $ 276.5 | |
Class A [Member] | ||
Class of Stock [Line Items] | ||
Stock issued during period, shares | shares | 4,312,500 | |
Offering price per share | $ / shares | $ 67 | |
Voting rights | 1 | |
Class A [Member] | Underwriters [Member] | ||
Class of Stock [Line Items] | ||
Stock issued during period, shares | shares | 562,500 | |
Class B [Member] | ||
Class of Stock [Line Items] | ||
Voting rights | 10 |
STOCKHOLDERS' EQUITY (Award Com
STOCKHOLDERS' EQUITY (Award Compensation Narrative) (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock-based compensation | $ 60,842 | $ 42,273 | $ 26,677 |
Capitalized stock-based compensation | $ 3,000 | 2,300 | 500 |
Stock options [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Vesting period | 4 years | ||
Exercisable period | 10 years | ||
Intrinsic value of options exercised | $ 26,200 | $ 108,700 | $ 90,700 |
Weighted average grant date fair value | $ 22.48 | $ 41.84 | $ 16.75 |
Unrecognized compensation costs | $ 32,300 | ||
Unrecognized compensation costs, period for recognition | 1 year 7 months 10 days | ||
Stock options [Member] | End of year one [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Vesting rate | 25.00% | ||
Stock options [Member] | First year [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Vesting rate | 10.00% | ||
Stock options [Member] | Second year [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Vesting rate | 20.00% | ||
Stock options [Member] | Third year [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Vesting rate | 30.00% | ||
Stock options [Member] | Fourth year [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Vesting rate | 40.00% | ||
RSUs and RSAs [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Vesting period | 4 years | ||
Unrecognized compensation costs | $ 136,500 | ||
Unrecognized compensation costs, period for recognition | 3 years 3 months 25 days | ||
RSUs and RSAs [Member] | End of year one [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Vesting rate | 25.00% | ||
RSUs and RSAs [Member] | First year [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Vesting rate | 10.00% | ||
RSUs and RSAs [Member] | Second year [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Vesting rate | 20.00% | ||
RSUs and RSAs [Member] | Third year [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Vesting rate | 30.00% | ||
RSUs and RSAs [Member] | Fourth year [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Vesting rate | 40.00% | ||
ESPP [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Subscription rate of eligible compensation | 15.00% | ||
Purchase price, percentage of fair market value | 85.00% | ||
Number of shares purchased | 312,697 | ||
Weighted-average purchase price | $ 28.50 | ||
Stock-based compensation | $ 4,300 |
STOCKHOLDERS' EQUITY (Schedule
STOCKHOLDERS' EQUITY (Schedule of Stock by Class) (Details) - $ / shares | Dec. 31, 2015 | Dec. 31, 2014 |
Stockholders' equity: | ||
Common stock, par value | $ 0.000001 | $ 0.000001 |
Common stock, Shares Authorized | 500,000,000 | 500,000,000 |
Common stock, Shares Issued | 75,982,802 | 72,920,582 |
Common stock, Shares Outstanding | 75,982,802 | 72,920,582 |
Undesignated Preferred Stock, Shares Authorized | 10,000,000 | 10,000,000 |
Undesignated Preferred Stock, Shares Issued | ||
Undesignated Preferred Stock, Shares Outstanding | ||
Class A common stock [Member] | ||
Stockholders' equity: | ||
Common stock, par value | $ 0.000001 | $ 0.000001 |
Common stock, Shares Authorized | 200,000,000 | 200,000,000 |
Common stock, Shares Issued | 66,535,156 | 63,062,071 |
Common stock, Shares Outstanding | 66,535,156 | 63,062,071 |
Class B common stock [Member] | ||
Stockholders' equity: | ||
Common stock, par value | $ 0.000001 | $ 0.000001 |
Common stock, Shares Authorized | 100,000,000 | 100,000,000 |
Common stock, Shares Issued | 9,447,646 | 9,858,511 |
Common stock, Shares Outstanding | 9,447,646 | 9,858,511 |
Common stock [Member] | ||
Stockholders' equity: | ||
Common stock, par value | $ 0.000001 | $ 0.000001 |
Common stock, Shares Authorized | 200,000,000 | 200,000,000 |
Common stock, Shares Issued | ||
Common stock, Shares Outstanding |
STOCKHOLDERS' EQUITY (Schedul59
STOCKHOLDERS' EQUITY (Schedule of Shares Reserved for Issuance) (Details) | Dec. 31, 2015shares |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Reserved for future issuance | 16,610,069 |
Options outstanding [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Reserved for future issuance | 8,206,356 |
Restricted stock units and awards outstanding [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Reserved for future issuance | 4,094,832 |
Available for future stock option and restricted stock units and awards grants [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Reserved for future issuance | 2,662,911 |
Available for future ESPP options [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Reserved for future issuance | 1,645,970 |
STOCKHOLDERS' EQUITY (Schedul60
STOCKHOLDERS' EQUITY (Schedule of Stock Option Activity) (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Number of Shares | ||
Outstanding, beginning balance | 9,037,935 | |
Granted | 466,000 | |
Exercised | (933,113) | |
Canceled | (364,466) | |
Outstanding, ending balance | 8,206,356 | 9,037,935 |
Options vested and expected to vest | 8,021,326 | |
Options vested and exercisable | 5,774,527 | |
Weighted Average Exercise Price | ||
Outstanding, beginning balance | $ 19.64 | |
Granted | 45.40 | |
Exercised | 13.13 | |
Canceled | 40.09 | |
Outstanding, ending balance | 20.93 | $ 19.64 |
Options vested and expected to vest | 20.55 | |
Options vested and exercisable | $ 16.34 | |
Weighted Average Remaining Contractual Term, Outstanding | 6 years 5 months 8 days | 7 years 3 months 4 days |
Weighted Average Remaining Contractual Term, Options vested and expected to vest | 6 years 4 months 24 days | |
Weighted Average Remaining Contractual Term, Options vested and exercisable | 5 years 11 months 12 days | |
Aggregate Intrinsic Value | ||
Outstanding, beginning balance | $ 324,160 | |
Outstanding, ending balance | 92,454 | $ 324,160 |
Options vested and expected to vest | 91,837 | |
Options vested and exercisable | $ 81,881 |
STOCKHOLDERS' EQUITY (Summary o
STOCKHOLDERS' EQUITY (Summary of Options Outstanding and Exercisable) (Details) | 12 Months Ended |
Dec. 31, 2015$ / sharesshares | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |
Number of Options Outstanding | shares | 8,206,356 |
Weighted Average Remaining Life | 6 years 5 months 8 days |
Weighted Average Exercise Price | $ 20.93 |
Number of Options Exercisable | shares | 5,774,527 |
Weighted Average Exercise Price | $ 16.34 |
$1.00 - $6.92 [Member] | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |
Exercise price, lower limit | 1 |
Exercise price, upper limit | $ 6.92 |
Number of Options Outstanding | shares | 124,874 |
Weighted Average Remaining Life | 3 years 7 months 13 days |
Weighted Average Exercise Price | $ 4.02 |
Number of Options Exercisable | shares | 120,707 |
Weighted Average Exercise Price | $ 3.98 |
$7.16 [Member] | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |
Exercise price, lower limit | 7.16 |
Exercise price, upper limit | $ 7.16 |
Number of Options Outstanding | shares | 2,609,673 |
Weighted Average Remaining Life | 5 years 4 days |
Weighted Average Exercise Price | $ 7.16 |
Number of Options Exercisable | shares | 2,609,673 |
Weighted Average Exercise Price | $ 7.16 |
$8.16 - $18.85 [Member] | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |
Exercise price, lower limit | 8.16 |
Exercise price, upper limit | $ 18.85 |
Number of Options Outstanding | shares | 930,028 |
Weighted Average Remaining Life | 6 years 2 months 8 days |
Weighted Average Exercise Price | $ 14.52 |
Number of Options Exercisable | shares | 735,580 |
Weighted Average Exercise Price | $ 13.49 |
$18.91 - $21.13 [Member] | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |
Exercise price, lower limit | 18.91 |
Exercise price, upper limit | $ 21.13 |
Number of Options Outstanding | shares | 261,667 |
Weighted Average Remaining Life | 8 years 29 days |
Weighted Average Exercise Price | $ 20.47 |
Number of Options Exercisable | shares | 125,972 |
Weighted Average Exercise Price | $ 20.28 |
$21.18 [Member] | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |
Exercise price, lower limit | 21.18 |
Exercise price, upper limit | $ 21.18 |
Number of Options Outstanding | shares | 1,798,455 |
Weighted Average Remaining Life | 7 years 1 month 6 days |
Weighted Average Exercise Price | $ 21.18 |
Number of Options Exercisable | shares | 1,023,955 |
Weighted Average Exercise Price | $ 21.18 |
$21.24 - $26.03 [Member] | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |
Exercise price, lower limit | 21.24 |
Exercise price, upper limit | $ 26.03 |
Number of Options Outstanding | shares | 923,060 |
Weighted Average Remaining Life | 6 years 11 months 12 days |
Weighted Average Exercise Price | $ 25.05 |
Number of Options Exercisable | shares | 534,648 |
Weighted Average Exercise Price | $ 24.86 |
$26.89 - $45.50 [Member] | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |
Exercise price, lower limit | 26.89 |
Exercise price, upper limit | $ 45.50 |
Number of Options Outstanding | shares | 870,090 |
Weighted Average Remaining Life | 7 years 7 months 10 days |
Weighted Average Exercise Price | $ 34.36 |
Number of Options Exercisable | shares | 389,630 |
Weighted Average Exercise Price | $ 32.90 |
$47.79 - $78.18 [Member] | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |
Exercise price, lower limit | 47.79 |
Exercise price, upper limit | $ 78.18 |
Number of Options Outstanding | shares | 672,941 |
Weighted Average Remaining Life | 8 years 2 months 26 days |
Weighted Average Exercise Price | $ 61.20 |
Number of Options Exercisable | shares | 227,164 |
Weighted Average Exercise Price | $ 62.70 |
$82.42 [Member] | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |
Exercise price, lower limit | 82.42 |
Exercise price, upper limit | $ 82.42 |
Number of Options Outstanding | shares | 1,875 |
Weighted Average Remaining Life | 8 years 7 months 28 days |
Weighted Average Exercise Price | $ 82.42 |
Number of Options Exercisable | shares | |
Weighted Average Exercise Price | |
$94.42 [Member] | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |
Exercise price, lower limit | $ 94.42 |
Exercise price, upper limit | $ 94.42 |
Number of Options Outstanding | shares | 13,693 |
Weighted Average Remaining Life | 7 years 10 months 2 days |
Weighted Average Exercise Price | $ 94.42 |
Number of Options Exercisable | shares | |
Weighted Average Exercise Price |
STOCKHOLDERS' EQUITY (Schedul62
STOCKHOLDERS' EQUITY (Schedule of Restricted Stock Awards and Restricted Stock Units Activity) (Details) | 12 Months Ended |
Dec. 31, 2015$ / sharesshares | |
Restricted Stock Units [Member] | |
Number of Shares | |
Unvested, beginning balance | shares | 1,131,849 |
Granted | shares | 3,940,821 |
Released | shares | (423,917) |
Canceled | shares | (555,549) |
Unvested, ending balance | shares | 4,093,204 |
Weighted-Average Grant Date Fair Value | |
Unvested, beginning balance | $ / shares | $ 64.96 |
Granted | $ / shares | 35.60 |
Released | $ / shares | 53.64 |
Canceled | $ / shares | 53.32 |
Unvested, ending balance | $ / shares | $ 39.45 |
Restricted Stock Awards [Member] | |
Number of Shares | |
Unvested, beginning balance | shares | 30,970 |
Granted | shares | |
Released | shares | (29,408) |
Canceled | shares | (1,250) |
Unvested, ending balance | shares | 312 |
Weighted-Average Grant Date Fair Value | |
Unvested, beginning balance | $ / shares | $ 9.48 |
Granted | $ / shares | |
Released | $ / shares | $ 9.38 |
Canceled | $ / shares | 11.40 |
Unvested, ending balance | $ / shares | $ 11.68 |
STOCKHOLDERS' EQUITY (Schedul63
STOCKHOLDERS' EQUITY (Schedule of Fair Value Assumptions) (Details) | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Dividend yield | |||
Annual risk-free rate | 1.78% | 2.07% | 1.25% |
Expected volatility | 49.27% | 57.56% | 60.83% |
Expected term | 6 years 1 month 10 days | 6 years 2 months 1 day | 6 years 2 months 1 day |
ESPP [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Dividend yield | |||
Annual risk-free rate | 0.22% | 0.18% | 0.19% |
Expected volatility | 45.32% | 47.14% | 56.30% |
Expected term | 10 months 10 days | 1 year 1 month 2 days | 1 year 3 months |
STOCKHOLDERS' EQUITY (Schedul64
STOCKHOLDERS' EQUITY (Schedule of Stock-Based Compensation) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||
Total stock-based compensation in income (loss) before income taxes | $ 60,842 | $ 42,273 | $ 26,677 |
Benefit from income taxes | (402) | (15,064) | |
Total stock-based compensation effects in income (loss) | 60,440 | 27,209 | $ 26,677 |
Cost of revenue [Member] | |||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||
Total stock-based compensation in income (loss) before income taxes | 1,117 | 729 | 421 |
Sales and marketing [Member] | |||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||
Total stock-based compensation in income (loss) before income taxes | 21,962 | 15,083 | 10,131 |
Product development [Member] | |||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||
Total stock-based compensation in income (loss) before income taxes | 23,431 | 14,804 | 6,270 |
General and administration [Member] | |||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||
Total stock-based compensation in income (loss) before income taxes | $ 14,332 | $ 11,657 | 9,300 |
Restructuring and integration [Member] | |||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||
Total stock-based compensation in income (loss) before income taxes | $ 555 |
NET INCOME (LOSS) PER SHARE (Na
NET INCOME (LOSS) PER SHARE (Narrative) (Details) | 12 Months Ended |
Dec. 31, 2015 | |
Class A [Member] | |
Class of Stock [Line Items] | |
Voting rights | 1 |
Class B [Member] | |
Class of Stock [Line Items] | |
Voting rights | 10 |
NET INCOME (LOSS) PER SHARE (Sc
NET INCOME (LOSS) PER SHARE (Schedule of Basic and Diluted Net Loss Per Share) (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Numerator: | |||
Net income (loss) | $ (32,900) | $ 36,473 | $ (10,068) |
Net income (loss) attributable to common stockholders (Class A and B) | $ (32,900) | $ 36,473 | $ (10,068) |
Denominator: | |||
Weighted-average shares outstanding | 74,683,000 | 71,936,000 | 65,665,000 |
Basic net income (loss) per share attributable to common stockholders | $ (0.44) | $ 0.51 | $ (0.15) |
Numerator: | |||
Allocation of undistributed earnings for basic calculation | $ (32,900) | $ 36,473 | $ (10,068) |
Denominator: | |||
Number of shares used in basic calculation | 74,683,000 | 71,936,000 | 65,665,000 |
Weighted-average effect of dilutive securities | |||
Number of shares used in diluted calculation | 74,683,000 | 76,712,000 | 65,665,000 |
Diluted net income (loss) per share attributable to common stockholders | $ (0.44) | $ 0.48 | $ (0.15) |
Class A [Member] | |||
Numerator: | |||
Net income (loss) | $ (28,694) | $ 31,178 | $ (6,291) |
Accretion of redeemable convertible preferred stock | |||
Net income (loss) attributable to common stockholders (Class A and B) | $ (28,694) | $ 31,178 | $ (6,291) |
Denominator: | |||
Weighted-average shares outstanding | 65,135 | 61,492 | 41,033 |
Basic net income (loss) per share attributable to common stockholders | $ (0.44) | $ 0.51 | $ (0.15) |
Numerator: | |||
Allocation of undistributed earnings for basic calculation | $ (28,694) | $ 31,178 | $ (6,291) |
Reallocation of undistributed earnings as a result of conversion of Class B to Class A shares | $ (4,206) | $ 5,295 | |
Reallocation of undistributed earnings to Class B shares | |||
Allocation of undistributed earnings | $ (32,900) | $ 36,473 | $ (6,291) |
Denominator: | |||
Number of shares used in basic calculation | 65,135 | 61,492 | 41,033 |
Weighted-average effect of dilutive securities | |||
Conversion of Class B to Class A common shares outstanding | 9,548 | 10,444 | |
Stock options | 4,377 | ||
Other dilutive securities | 399 | ||
Number of shares used in diluted calculation | 74,683 | 76,712 | 41,033 |
Diluted net income (loss) per share attributable to common stockholders | $ (0.44) | $ 0.48 | $ (0.15) |
Class B [Member] | |||
Numerator: | |||
Net income (loss) | $ (4,206) | $ 5,295 | $ (3,777) |
Accretion of redeemable convertible preferred stock | |||
Net income (loss) attributable to common stockholders (Class A and B) | $ (4,206) | $ 5,295 | $ (3,777) |
Denominator: | |||
Weighted-average shares outstanding | 9,548 | 10,444 | 24,632 |
Basic net income (loss) per share attributable to common stockholders | $ (0.44) | $ 0.51 | $ (0.15) |
Numerator: | |||
Allocation of undistributed earnings for basic calculation | $ (4,206) | $ 5,295 | $ (3,777) |
Reallocation of undistributed earnings as a result of conversion of Class B to Class A shares | |||
Reallocation of undistributed earnings to Class B shares | $ 911 | ||
Allocation of undistributed earnings | $ (4,206) | $ 6,206 | $ (3,777) |
Denominator: | |||
Number of shares used in basic calculation | 9,548 | 10,444 | 24,632 |
Weighted-average effect of dilutive securities | |||
Conversion of Class B to Class A common shares outstanding | |||
Stock options | 2,584 | ||
Other dilutive securities | 25 | ||
Number of shares used in diluted calculation | 9,548 | 13,053 | 24,632 |
Diluted net income (loss) per share attributable to common stockholders | $ (0.44) | $ 0.48 | $ (0.15) |
NET INCOME (LOSS) PER SHARE (67
NET INCOME (LOSS) PER SHARE (Schedule of Anti-Dilutive Employee Stock Awards) (Details) - shares shares in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Stock options [Member] | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Anti-dilutive awards | 8,206 | 71 | 11,101 |
Restricted Stock Units [Member] | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Anti-dilutive awards | 4,095 | 517 | |
ESPP [Member] | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Anti-dilutive awards | 309 |
INCOME TAXES (Schedule of Incom
INCOME TAXES (Schedule of Income (Loss) before Income Taxes) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
INCOME TAXES [Abstract] | |||
United States | $ (18,604) | $ 13,083 | $ (6,184) |
Foreign | (2,334) | (1,803) | (3,046) |
Income (Loss) before income taxes | $ (20,938) | $ 11,280 | $ (9,230) |
INCOME TAXES (Schedule of Inc69
INCOME TAXES (Schedule of Income Tax Provision) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Current: | |||
Federal | $ (10) | ||
State | 370 | $ 704 | $ 145 |
Foreign | 1,010 | 1,322 | 1,189 |
Current income tax provision (benefit) | 1,370 | 2,026 | $ 1,334 |
Deferred: | |||
Federal | 3,505 | (14,806) | |
State | 6,245 | (7,613) | |
Foreign | 842 | (4,800) | $ (496) |
Deferred income tax provision (benefit) | 10,592 | (27,219) | (496) |
Total (benefit) provision for income taxes | $ 11,962 | $ (25,193) | $ 838 |
INCOME TAXES (Reconciliation of
INCOME TAXES (Reconciliation of the Effective Tax Rate) (Details) | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
INCOME TAXES [Abstract] | |||
Tax benefit at federal statutory rate | 35.00% | 35.00% | 34.00% |
State - net of federal effect | 5.32% | 3.63% | 4.71% |
Foreign rate differential | (10.03%) | (2.17%) | (33.11%) |
Stock-based compensation | (3.60%) | 12.76% | (1.21%) |
Acquisition costs | (0.38%) | (0.51%) | |
Meals and entertainment | (2.63%) | 3.75% | (3.74%) |
Tax credits | 14.30% | (23.37%) | 39.77% |
Change in valuation allowance | (96.18%) | (248.14%) | (45.02%) |
Change in tax rate | (0.73%) | (4.72%) | |
Benefit for tax only asset | 4.99% | ||
Other | (3.15%) | (0.08%) | (3.95%) |
Effective tax rate | (57.09%) | (223.34%) | (9.06%) |
INCOME TAXES (Schedule of Defer
INCOME TAXES (Schedule of Deferred Tax Assets and Liabilities) (Details) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Deferred tax assets: | ||
Reserves and others | $ 8,656 | $ 6,584 |
Stock-based compensation | 26,236 | 17,933 |
Contribution carryforward | 1,782 | 1,889 |
Net operating loss carryforward | 7,048 | 10,611 |
Tax credit carryforward | 8,985 | 4,957 |
Gross deferred tax assets | 52,707 | 41,974 |
Valuation allowance | (20,542) | (4,159) |
Total deferred tax assets | 32,165 | 37,815 |
Deferred tax liabilities: | ||
Depreciation and amortization | (28,896) | (10,738) |
Total deferred tax liabilities | (28,896) | (10,738) |
Net deferred tax assets | $ 3,269 | $ 27,077 |
INCOME TAXES (Reconciliation 72
INCOME TAXES (Reconciliation of Unrecognized Benefits) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
INCOME TAXES [Abstract] | |||
Balance at the beginning of the year | $ 3,276 | $ 1,774 | $ 611 |
Increase based on tax positions related to the prior year | (31) | 69 | 3 |
Increase based on tax positions related to the current year | 1,804 | 1,433 | 1,160 |
Balance at the end of the year | $ 5,049 | $ 3,276 | $ 1,774 |
INCOME TAXES (Narrative) (Detai
INCOME TAXES (Narrative) (Details) - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
INCOME TAXES [Abstract] | ||||
Earnings of foreign subsidiaries to be reinvested indefinitely | $ 2,200 | |||
Unrecognized tax benefits | 5,049 | $ 3,276 | $ 1,774 | $ 611 |
Unrecognized tax benefits that would affect the effective tax rate | 4,700 | |||
Unrecognized tax benefits for which reduction is reasonably possible | 200 | |||
Expense to establish valuation allowance | 20,300 | |||
California Enterprise Zone Credit [Member] | ||||
Income Taxes [Line Items] | ||||
Credit carryforwards | 5,100 | |||
Domestic [Member] | ||||
Income Taxes [Line Items] | ||||
Net operating loss carryforwards | 171,000 | |||
Tax stock option deductions in excess of book deductions | 164,100 | |||
Domestic [Member] | Research [Member] | ||||
Income Taxes [Line Items] | ||||
Credit carryforwards | 3,000 | |||
Tax stock option deductions in excess of book deductions | 1,300 | |||
State [Member] | ||||
Income Taxes [Line Items] | ||||
Net operating loss carryforwards | 140,600 | |||
Tax stock option deductions in excess of book deductions | 125,700 | |||
State [Member] | Research [Member] | ||||
Income Taxes [Line Items] | ||||
Tax stock option deductions in excess of book deductions | 4,100 | |||
State [Member] | State Enterprise Zone Credit [Member] | ||||
Income Taxes [Line Items] | ||||
Tax stock option deductions in excess of book deductions | 100 | |||
Ireland [Member] | ||||
Income Taxes [Line Items] | ||||
Net operating loss carryforwards | 8,900 | |||
Tax stock option deductions in excess of book deductions | 1,800 | |||
Germany [Member] | ||||
Income Taxes [Line Items] | ||||
Net operating loss carryforwards | 8,100 | |||
France [Member] | ||||
Income Taxes [Line Items] | ||||
Net operating loss carryforwards | $ 1,400 |
INFORMATION ABOUT REVENUE AND74
INFORMATION ABOUT REVENUE AND GEOGRAPHIC AREAS (Revenue) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Net revenue | $ 549,711 | $ 377,536 | $ 232,988 |
Local [Member] | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Net revenue | 448,236 | 319,137 | 192,983 |
Transactions [Member] | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Net revenue | 43,854 | 5,247 | 3,879 |
Brand advertising [Member] | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Net revenue | 31,012 | 34,482 | 27,960 |
Other services [Member] | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Net revenue | $ 26,609 | $ 18,670 | $ 8,166 |
INFORMATION ABOUT REVENUE AND75
INFORMATION ABOUT REVENUE AND GEOGRAPHIC AREAS (Narrative) (Details) | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Revenue [Member] | International [Member] | |||
Concentration Risk [Line Items] | |||
Percentage | 2.20% | 2.90% | 4.60% |
INFORMATION ABOUT REVENUE AND76
INFORMATION ABOUT REVENUE AND GEOGRAPHIC AREAS (Long-Lived Assets) (Details) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 |
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Long-lived assets | $ 84,168 | $ 79,244 | $ 30,972 |
Unites States [Member] | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Long-lived assets | 78,675 | 73,344 | 29,186 |
All Other Countries [Member] | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Long-lived assets | $ 5,493 | $ 5,900 | $ 1,786 |