Document_and_Entity_Informatio
Document and Entity Information (USD $) | 12 Months Ended | ||
Dec. 31, 2014 | Feb. 19, 2015 | Jun. 30, 2014 | |
Document And Entity Information [Abstract] | |||
Document Type | 10-K | ||
Amendment Flag | FALSE | ||
Document Period End Date | 31-Dec-14 | ||
Document Fiscal Year Focus | 2014 | ||
Document Fiscal Period Focus | FY | ||
Trading Symbol | AWAY | ||
Entity Registrant Name | HOMEAWAY INC | ||
Entity Central Index Key | 1366684 | ||
Current Fiscal Year End Date | -19 | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Current Reporting Status | Yes | ||
Entity Voluntary Filers | No | ||
Entity Filer Category | Large Accelerated Filer | ||
Entity Common Stock, Shares Outstanding | 94,533,802 | ||
Entity Public Float | $3,096,812,838 |
Consolidated_Balance_Sheets
Consolidated Balance Sheets (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Current assets: | ||
Cash and cash equivalents | $292,325 | $324,608 |
Short-term investments | 520,844 | 66,798 |
Accounts receivable, net of allowance for doubtful accounts of $663 and $1,038 as of December 31, 2014 and 2013, respectively | 23,189 | 20,375 |
Income tax receivable | 1,900 | 3,340 |
Prepaid expenses and other current assets | 17,913 | 9,309 |
Deferred tax assets | 8,774 | 8,146 |
Total current assets | 864,945 | 432,576 |
Property and equipment, net | 56,173 | 39,807 |
Goodwill | 493,671 | 507,611 |
Intangible assets, net | 70,456 | 80,665 |
Non-marketable investments | 35,285 | 10,112 |
Deferred tax assets | 1,545 | 1,120 |
Other non-current assets | 8,053 | 8,781 |
Total assets | 1,530,128 | 1,080,672 |
Current liabilities: | ||
Accounts payable | 8,281 | 3,539 |
Income tax payable | 1,344 | 1,992 |
Accrued expenses | 50,255 | 54,625 |
Deferred revenue | 170,522 | 151,991 |
Total current liabilities | 230,402 | 212,147 |
Convertible senior notes, net | 316,181 | |
Deferred revenue, less current portion | 3,179 | 2,983 |
Deferred tax liabilities | 26,624 | 24,046 |
Other non-current liabilities | 12,192 | 7,557 |
Total liabilities | 588,578 | 246,733 |
Commitments and contingencies (see Note 8) | ||
Redeemable noncontrolling interests (see Note 10) | 9,742 | 10,584 |
Stockholders' equity | ||
Common stock: $0.0001 par value; 350,000,000 shares authorized; 94,515,344 and 92,361,069 shares issued and outstanding as of December 31, 2014 and 2013, respectively | 9 | 9 |
Additional paid-in capital | 1,022,586 | 908,632 |
Accumulated other comprehensive loss | -28,053 | -6,747 |
Accumulated deficit | -62,734 | -78,539 |
Total stockholders' equity | 931,808 | 823,355 |
Total liabilities and stockholders' equity | $1,530,128 | $1,080,672 |
Consolidated_Balance_Sheets_Pa
Consolidated Balance Sheets (Parenthetical) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, except Share data, unless otherwise specified | ||
Statement of Financial Position [Abstract] | ||
Accounts receivable, Allowance for doubtful accounts | $663 | $1,038 |
Common stock, par value | $0.00 | $0.00 |
Common stock, shares authorized | 350,000,000 | 350,000,000 |
Common stock, shares issued | 94,515,344 | 92,361,069 |
Common stock, shares outstanding | 94,515,344 | 92,361,069 |
Consolidated_Statements_of_Ope
Consolidated Statements of Operations (USD $) | 12 Months Ended | ||
In Thousands, except Per Share data, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Revenue: | |||
Listing | $371,939 | $294,661 | $238,413 |
Other | 74,823 | 51,828 | 41,991 |
Total revenue | 446,762 | 346,489 | 280,404 |
Costs and expenses: | |||
Cost of revenue (exclusive of amortization shown separately below) | 67,612 | 54,638 | 45,342 |
Product development | 77,082 | 58,226 | 43,152 |
Sales and marketing | 154,995 | 112,967 | 93,366 |
General and administrative | 93,131 | 75,169 | 56,311 |
Amortization expense | 13,916 | 11,668 | 12,438 |
Total costs and expenses | 406,736 | 312,668 | 250,609 |
Operating income | 40,026 | 33,821 | 29,795 |
Other income (expense): | |||
Interest expense | -13,333 | ||
Interest income | 1,728 | 1,211 | 928 |
Other expense, net | -7,182 | -6,017 | -2,587 |
Total other income (expense) | -18,787 | -4,806 | -1,659 |
Income before income taxes | 21,239 | 29,015 | 28,136 |
Income tax expense | -7,272 | -11,724 | -13,175 |
Net income | 13,967 | 17,291 | 14,961 |
Less: Impact of noncontrolling interests, net of tax | 583 | -395 | |
Net income attributable to HomeAway, Inc. | $13,384 | $17,686 | $14,961 |
Net income per share attributable to HomeAway, Inc.: | |||
Basic | $0.14 | $0.21 | $0.18 |
Diluted | $0.14 | $0.20 | $0.18 |
Weighted average number of shares outstanding: | |||
Basic | 93,727 | 85,378 | 82,382 |
Diluted | 96,481 | 88,259 | 84,942 |
Consolidated_Statements_of_Com
Consolidated Statements of Comprehensive Income (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Statement of Comprehensive Income [Abstract] | |||
Net income | $13,967 | $17,291 | $14,961 |
Other comprehensive income (loss): | |||
Foreign currency translation adjustments (net of tax) | -20,524 | -1,198 | 767 |
Unrealized gain (loss) on short-term investments (net of tax) | -782 | -99 | 263 |
Total other comprehensive income (loss) | -21,306 | -1,297 | 1,030 |
Less: Comprehensive loss attributable to noncontrolling interests | -1,802 | -395 | |
Comprehensive income (loss) attributable to HomeAway, Inc. | ($5,537) | $16,389 | $15,991 |
Consolidated_Statements_of_Cha
Consolidated Statements of Changes in Stockholders' Equity (USD $) | Total | Common Stock [Member] | Additional Paid-in Capital [Member] | Accumulated Other Comprehensive Income (Loss) [Member] | Accumulated Deficit [Member] |
In Thousands, except Share data | |||||
Beginning Balance, value at Dec. 31, 2011 | $441,009 | $8 | $558,667 | ($6,480) | ($111,186) |
Beginning Balance, shares at Dec. 31, 2011 | 80,685,000 | ||||
Issuance of stock under Company plans, net of shares withheld for taxes, value | 25,878 | 25,878 | |||
Issuance of stock under Company plans, net of shares withheld for taxes, shares | 2,756,000 | ||||
Stock-based compensation | 27,033 | 27,033 | |||
Excess tax benefits related to employee stock options, net | 7,122 | 7,122 | |||
Other comprehensive income (loss) | 1,030 | 1,030 | |||
Net income attributable to HomeAway, Inc. | 14,961 | 14,961 | |||
Ending Balance, value at Dec. 31, 2012 | 517,033 | 8 | 618,700 | -5,450 | -96,225 |
Ending Balance, shares at Dec. 31, 2012 | 83,441,000 | ||||
Issuance of stock under Company plans, net of shares withheld for taxes, value | 48,473 | 1 | 48,472 | ||
Issuance of stock under Company plans, net of shares withheld for taxes, shares | 3,420,000 | ||||
Stock-based compensation | 37,887 | 37,887 | |||
Issuance of common stock in connection with follow-on offering, net of offering costs, value | 195,347 | 195,347 | |||
Issuance of common stock in connection with follow-on offering, net of offering costs, shares | 5,500,000 | ||||
Excess tax benefits related to employee stock options, net | 8,226 | 8,226 | |||
Other comprehensive income (loss) | -1,297 | -1,297 | |||
Net income attributable to HomeAway, Inc. | 17,686 | 17,686 | |||
Ending Balance, value at Dec. 31, 2013 | 823,355 | 9 | 908,632 | -6,747 | -78,539 |
Ending Balance, shares at Dec. 31, 2013 | 92,361,000 | ||||
Ending Balance, shares at Dec. 31, 2013 | 92,361,069 | ||||
Issuance of stock under Company plans, net of shares withheld for taxes, value | 25,386 | 25,386 | |||
Issuance of stock under Company plans, net of shares withheld for taxes, shares | 2,154,000 | ||||
Stock-based compensation | 48,518 | 48,518 | |||
Equity component of convertible note issuance, net | 87,303 | 87,303 | |||
Purchase of convertible note hedge | -85,853 | -85,853 | |||
Sale of warrants | 38,278 | 38,278 | |||
Excess tax benefits related to employee stock options, net | 2,743 | 2,743 | |||
Other comprehensive income (loss) | -21,306 | -21,306 | |||
Net income attributable to HomeAway, Inc. | 13,384 | -2,421 | 15,805 | ||
Ending Balance, value at Dec. 31, 2014 | $931,808 | $9 | $1,022,586 | ($28,053) | ($62,734) |
Ending Balance, shares at Dec. 31, 2014 | 94,515,344 | 94,515,000 |
Consolidated_Statements_of_Cas
Consolidated Statements of Cash Flows (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Cash flows from operating activities | |||
Net income | $13,967 | $17,291 | $14,961 |
Adjustments to reconcile net income to net cash provided by operating activities: | |||
Depreciation | 16,926 | 13,399 | 11,051 |
Amortization of intangible assets | 13,916 | 11,668 | 12,438 |
Amortization of debt discount and transaction costs | 13,176 | ||
Amortization of premiums on securities and other | 7,212 | 4,030 | 2,409 |
Stock-based compensation | 48,518 | 37,887 | 27,033 |
Excess tax benefit from stock-based compensation | -3,092 | -8,226 | -7,122 |
Deferred income taxes | -1,664 | -1,455 | -3,119 |
Unrealized foreign exchange (gain) loss | 6,183 | 2,450 | 817 |
Realized loss on foreign currency forwards | 328 | 2,926 | 1,910 |
Changes in operating assets and liabilities, net of assets and liabilities assumed in business combinations: | |||
Accounts receivable | -3,625 | -1,790 | 251 |
Income tax receivable | 571 | -2,506 | -672 |
Prepaid expenses and other assets | -4,386 | 878 | -6,987 |
Accounts payable | 2,491 | -3,348 | 3,376 |
Accrued expenses | 241 | 11,081 | 4,457 |
Income tax payable | 2,305 | -1,006 | 11,486 |
Deferred revenue | 27,222 | 21,219 | 22,401 |
Other non-current liabilities | 5,075 | -136 | 713 |
Net cash provided by operating activities | 145,364 | 104,362 | 95,403 |
Cash flows from investing activities | |||
Acquisition of businesses, net of cash acquired | -17,847 | -205,470 | -16,207 |
Change in restricted cash | -501 | -492 | 773 |
Purchases of intangibles and other assets | -473 | -625 | -251 |
Purchases of non-marketable investments | -25,148 | -3,667 | -6,446 |
Purchases of short-term investments | -575,606 | -129,782 | -57,080 |
Proceeds from maturities and redemptions of marketable securities | 109,516 | 46,679 | 40,406 |
Proceeds from sales of marketable securities | 4,358 | 92,527 | |
Net settlement of foreign currency forwards | -328 | -2,926 | -1,910 |
Purchases of property and equipment | -31,647 | -19,616 | -17,260 |
Net cash used in investing activities | -537,676 | -223,372 | -57,975 |
Cash flows from financing activities | |||
Repurchase of redeemable noncontrolling interests | -1,461 | ||
Proceeds from borrowings on convertible senior notes, net | 390,978 | ||
Proceeds from issuance of warrants | 38,278 | ||
Purchase of convertible note hedge | -85,853 | ||
Other financing activities | -919 | ||
Proceeds from exercise of options to purchase common stock | 25,386 | 48,473 | 25,878 |
Proceeds from follow-on offering, net of offering costs | 195,348 | ||
Excess tax benefit from stock-based compensation | 3,092 | 8,226 | 7,122 |
Net cash provided by financing activities | 369,501 | 252,047 | 33,000 |
Effect of exchange rate changes on cash | -9,472 | 2,093 | 842 |
Net increase (decrease) in cash and cash equivalents | -32,283 | 135,130 | 71,270 |
Cash and cash equivalents at beginning of year | 324,608 | 189,478 | 118,208 |
Cash and cash equivalents at end of year | 292,325 | 324,608 | 189,478 |
Cash paid for interest | 253 | ||
Cash paid for taxes | 1,385 | 13,841 | 9,105 |
Supplemental disclosure of non-cash investing and financing activities | |||
Changes to accrued capital expenditures | 2,403 | 317 | 541 |
Changes to redemption value of noncontrolling interests | $2,421 |
Description_of_Business
Description of Business | 12 Months Ended |
Dec. 31, 2014 | |
Accounting Policies [Abstract] | |
Description of Business | 1. Description of Business |
HomeAway, Inc. (the “Company”) operates an online vacation rental property marketplace that enables property owners and managers to market properties available for rental to vacation travelers who rely on the Company’s websites to search for and find available properties. Property owners and managers pay listing fees to provide detailed listings of their properties on the Company’s websites and reach a broad audience of travelers seeking vacation rentals. Listing fees are typically annual subscriptions or payments on a performance basis, based on bookings or inquiries made by travelers to property owners and managers. A listing includes published detailed property listings, including photographs, descriptions, location, pricing, availability and contact information. The Company also sells, itself or through third parties, complementary products, including travel guarantees, insurance products and property management software and services. Travelers use the network of websites to search for vacation rentals that meet their desired criteria, including location, size and price. Travelers that find properties that meet their requirements through the Company’s marketplace are able to make reservations online or contact property owners and managers directly by phone or through form-based communication tools on the Company’s websites. | |
The Company is a Delaware corporation headquartered in Austin, Texas. |
Summary_of_Significant_Account
Summary of Significant Accounting Policies | 12 Months Ended | ||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||
Accounting Policies [Abstract] | |||||||||||||||||
Summary of Significant Accounting Policies | 2. Summary of Significant Accounting Policies | ||||||||||||||||
Basis of Presentation | |||||||||||||||||
The accompanying consolidated financial statements include the accounts of HomeAway, Inc. and all of its wholly and majority-owned subsidiaries and have been prepared in accordance with accounting principles generally accepted in the United States. All significant intercompany transactions and balances have been eliminated in consolidation. | |||||||||||||||||
Business Segment | |||||||||||||||||
The Company has one operating segment consisting of various products and services related to its online marketplace of accommodation rental listings. The Company’s chief operating decision maker is considered to be the Chief Executive Officer. The chief operating decision maker allocates resources and assesses performance of the business and other activities at the single operating segment level. | |||||||||||||||||
Use of Estimates | |||||||||||||||||
The preparation of 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 financial statements and the reported amounts of revenue and expenses during the reporting periods. Actual results could differ from those estimates. These differences could have a material effect on the Company’s future results of operations and financial position. Significant items subject to estimates and assumptions include certain revenues, the allowance for doubtful accounts, the fair value of short-term investments, the carrying amounts of goodwill and other indefinite-lived intangible assets, depreciation and amortization, the valuation of stock options, deferred income taxes and the fair value of noncontrolling interests. | |||||||||||||||||
Fair Value of Financial Instruments | |||||||||||||||||
Fair value is defined as the price that would be received from the sale of an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. To increase the comparability of fair value measures, the following hierarchy prioritizes the inputs to valuation methodologies used to measure fair value: | |||||||||||||||||
Level 1: | Valuations based on quoted prices for identical assets and liabilities in active markets. | ||||||||||||||||
Level 2: | Valuations based on observable inputs other than quoted prices included in Level 1, such as quoted prices for similar assets and liabilities in active markets, quoted prices for identical or similar assets and liabilities in markets that are not active, or other inputs that are observable or can be corroborated by observable market data. | ||||||||||||||||
Level 3: | Valuations based on unobservable inputs reflecting the Company’s own assumptions, consistent with reasonably available assumptions made by other market participants. These valuations require significant judgment. | ||||||||||||||||
The following section describes the valuation methodologies used to measure certain financial assets and financial liabilities at fair value. | |||||||||||||||||
Cash Equivalents, Restricted Cash and Short-Term Investments | |||||||||||||||||
The Company’s cash equivalents, restricted cash and short-term investments classified as Level 1 are valued using quoted prices generated by market transactions involving identical assets. Short-term investments classified as Level 2 are valued using non-binding market consensus prices that are corroborated with observable market data; quoted market prices for similar instruments in active markets; or pricing models, such as a discounted cash flow model, with all significant inputs derived from or corroborated with observable market data. The Company did not hold any cash equivalents, restricted cash or short-term investments categorized as Level 3 as of December 31, 2014 or 2013. | |||||||||||||||||
Short-term investments include time deposits, corporate bonds, municipal bonds and commercial paper and are classified as available-for-sale and reported at fair value using the specific identification method. Unrealized gains and losses are excluded from earnings and reported as a component of other comprehensive income (loss), net of related estimated tax provisions or benefits. Additionally, the Company periodically assesses whether an other than temporary impairment loss on investments has occurred due to declines in fair value or other market conditions. Declines in fair value that are considered other than temporary are recorded as an impairment in the consolidated statement of operations. The Company did not record any impairments of its investments for any of the periods presented. | |||||||||||||||||
The carrying amounts of certain of the Company’s financial instruments, including cash and cash equivalents, accounts receivable, prepaid expenses and other current assets, accounts payable, accrued liabilities and deferred revenue approximate fair value because of the relatively short maturity of these instruments. | |||||||||||||||||
The following table summarizes the basis used to measure certain financial assets at fair value on a recurring basis in the Company’s consolidated balance sheets at December 31, 2014 (in thousands): | |||||||||||||||||
Balance as of | Quoted Prices in | Significant Other | Significant | ||||||||||||||
December 31, | Active Markets | Observable | Unobservable | ||||||||||||||
2014 | for Identical | Inputs (Level 2) | Inputs | ||||||||||||||
Assets (Level 1) | (Level 3) | ||||||||||||||||
Assets | |||||||||||||||||
Cash equivalents | |||||||||||||||||
Money market funds | $ | 183,008 | $ | 183,008 | $ | — | $ | — | |||||||||
Municipal bonds | 1,001 | — | 1,001 | — | |||||||||||||
Total cash equivalents | 184,009 | 183,008 | 1,001 | — | |||||||||||||
Restricted cash | |||||||||||||||||
Time deposits | 2,058 | — | 2,058 | — | |||||||||||||
Total restricted cash | 2,058 | — | 2,058 | — | |||||||||||||
Short-term investments | |||||||||||||||||
Certificates of deposit | 21,726 | — | 21,726 | — | |||||||||||||
Corporate bonds | 353,212 | — | 353,212 | — | |||||||||||||
Municipal bonds | 140,406 | — | 140,406 | — | |||||||||||||
International government bonds | 1,501 | — | 1,501 | — | |||||||||||||
Commercial paper | 3,999 | — | 3,999 | — | |||||||||||||
Total short-term investments | 520,844 | — | 520,844 | — | |||||||||||||
Total financial assets | $ | 706,911 | $ | 183,008 | $ | 523,903 | $ | — | |||||||||
The following table summarizes the basis used to measure certain financial assets at fair value on a recurring basis in the Company’s consolidated balance sheets at December 31, 2013 (in thousands): | |||||||||||||||||
Balance as of | Quoted Prices in | Significant Other | Significant | ||||||||||||||
December 31, | Active Markets | Observable | Unobservable | ||||||||||||||
2013 | for Identical | Inputs (Level 2) | Inputs | ||||||||||||||
Assets (Level 1) | (Level 3) | ||||||||||||||||
Assets | |||||||||||||||||
Cash equivalents | |||||||||||||||||
Money market funds | $ | 26,451 | $ | 26,451 | $ | — | $ | — | |||||||||
Total cash equivalents | 26,451 | 26,451 | — | — | |||||||||||||
Restricted cash | |||||||||||||||||
Money market funds | 758 | 758 | — | — | |||||||||||||
Total restricted cash | 758 | 758 | — | — | |||||||||||||
Short-term investments | |||||||||||||||||
Time deposits | 2,054 | — | 2,054 | — | |||||||||||||
Corporate bonds | 33,257 | — | 33,257 | — | |||||||||||||
Municipal bonds | 31,487 | — | 31,487 | — | |||||||||||||
Total short-term investments | 66,798 | — | 66,798 | — | |||||||||||||
Total financial assets | $ | 94,007 | $ | 27,209 | $ | 66,798 | $ | — | |||||||||
Cash and Cash Equivalents | |||||||||||||||||
Cash and cash equivalents include investments in money market funds, corporate and municipal bonds and time deposits that are readily convertible into cash. Cash and cash equivalents are stated at cost, which approximates fair value. The Company considers all highly liquid investments purchased with an original maturity date of three months or less to be cash equivalents. Cash and cash equivalents consisted of the following at December 31, 2014 and December 31, 2013 (in thousands): | |||||||||||||||||
December 31, | |||||||||||||||||
2014 | 2013 | ||||||||||||||||
Demand deposit accounts | $ | 108,316 | $ | 298,157 | |||||||||||||
Money market funds | 183,008 | 26,451 | |||||||||||||||
Municipal bonds | 1,001 | — | |||||||||||||||
Total | $ | 292,325 | $ | 324,608 | |||||||||||||
Restricted Cash | |||||||||||||||||
Restricted cash of $2,492,000 and $2,180,000 at December 31, 2014 and December 31, 2013, respectively, was held in accounts owned by the Company in conjunction with property license requirements, leased office space and to secure credit card availability and reimbursable direct debits due from the Company. | |||||||||||||||||
Short-term Investments | |||||||||||||||||
Short-term investments generally consist of marketable securities that have original maturities greater than ninety days as of the date of purchase. Investments in which the Company has the ability and intent, if necessary, to liquidate in order to support its current operations, including those with contractual maturities greater than one year from the date of purchase, are classified as short-term. The Company’s investment securities are classified as available-for-sale and are presented at estimated fair value with any unrealized gains and losses included in other comprehensive income (loss). | |||||||||||||||||
Cash flows from purchases, sales and maturities of available-for-sale securities are classified as cash flows from investing activities and reported gross, including any related premiums or discounts. Premiums related to purchases of available-for-sale securities were $13,187,000 and $8,065,000 during the year ended December 31, 2014 and 2013, respectively. Fair values are based on quoted market prices. Short-term investments consisted of the following at December 31, 2014 and December 31, 2013 (in thousands): | |||||||||||||||||
December 31, 2014 | |||||||||||||||||
Gross | Gross | Gross | Estimated | ||||||||||||||
Cost | Unrealized | Unrealized | Fair | ||||||||||||||
Gains | Losses | Value | |||||||||||||||
Time deposits | $ | 21,726 | $ | — | $ | — | $ | 21,726 | |||||||||
Corporate bonds | 353,957 | 7 | (752 | ) | 353,212 | ||||||||||||
Municipal bonds | 140,455 | 45 | (94 | ) | 140,406 | ||||||||||||
International government bonds | 1,504 | — | (3 | ) | 1,501 | ||||||||||||
Commercial paper | 3,999 | — | — | 3,999 | |||||||||||||
Total short-term investments | $ | 521,641 | $ | 52 | $ | (849 | ) | $ | 520,844 | ||||||||
December 31, 2013 | |||||||||||||||||
Gross | Gross | Gross | Estimated | ||||||||||||||
Cost | Unrealized | Unrealized | Fair | ||||||||||||||
Gains | Losses | Value | |||||||||||||||
Time deposits | $ | 2,055 | $ | — | $ | (1 | ) | $ | 2,054 | ||||||||
Corporate bonds | 33,274 | 33 | (50 | ) | 33,257 | ||||||||||||
Municipal bonds | 31,486 | 16 | (15 | ) | 31,487 | ||||||||||||
Total short-term investments | $ | 66,815 | $ | 49 | $ | (66 | ) | $ | 66,798 | ||||||||
For fixed income securities that have unrealized losses as of December 31, 2014, the Company does not have the intent to sell any of these investments and it is not more likely than not that it will be required to sell any of these investments before recovery of the entire amortized cost basis. The Company has evaluated these fixed income securities and determined that no credit losses exist. Accordingly, the Company has determined that the unrealized losses on fixed income securities as of December 31, 2014 were temporary in nature. | |||||||||||||||||
The following table summarizes the contractual underlying maturities of the Company’s short-term investments at December 31, 2014 and December 31, 2013 (in thousands): | |||||||||||||||||
December 31, 2014 | |||||||||||||||||
Less than | 1 to 3 Years | Total | |||||||||||||||
1 Year | |||||||||||||||||
Time deposits | $ | 21,479 | $ | 247 | $ | 21,726 | |||||||||||
Corporate bonds | 240,570 | 112,642 | 353,212 | ||||||||||||||
Municipal bonds | 87,615 | 52,791 | 140,406 | ||||||||||||||
International government bonds | 1,501 | — | 1,501 | ||||||||||||||
Commercial paper | 3,999 | — | 3,999 | ||||||||||||||
Total short-term investments | $ | 355,164 | $ | 165,680 | $ | 520,844 | |||||||||||
December 31, 2013 | |||||||||||||||||
Less than | 1 to 3 Years | Total | |||||||||||||||
1 Year | |||||||||||||||||
Time deposits | $ | 500 | $ | 1,554 | $ | 2,054 | |||||||||||
Corporate bonds | 11,164 | 22,093 | 33,257 | ||||||||||||||
Municipal bonds | 3,031 | 28,456 | 31,487 | ||||||||||||||
Total short-term investments | $ | 14,695 | $ | 52,103 | $ | 66,798 | |||||||||||
Non-marketable Cost Investment | |||||||||||||||||
During the year ended December 31, 2014, the Company invested an additional $9,385,000 for a non-controlling equity interest in a privately-held company in China. As of December 31, 2014, the total carrying value of the Company’s investment in the privately-held company was $19,498,000. Also during 2014, the Company invested $15,000,000 for a non-controlling equity interest in a privately-held company in the United States that operates a travel research application and website. | |||||||||||||||||
The Company’s investment in these privately-held companies is reported using the cost method of accounting or marked down to fair value when an event or circumstance indicates an other-than-temporary decline in value has occurred. No event or circumstance indicating an other-than-temporary decline in value of the Company’s interest in the non-marketable cost investments was identified. These investments are recorded in other non-current assets on the consolidated balance sheets. | |||||||||||||||||
Accounts Receivable | |||||||||||||||||
Accounts receivable are generated from several sources. Amounts due from credit card merchants who process the Company’s credit card sales from property listings and remit the proceeds to the Company are the primary source of accounts receivable. Accounts receivable are also generated from Internet display advertising amounts due in the ordinary course of business as well as amounts due to the Company for property listings, other products purchased on account or amounts due from partners who provide products and services such as advertising the properties of our property owners and managers on their websites, insurance products and payment processing services. Accounts receivable outstanding longer than the contractual payment terms are considered past due. The Company determines its allowance for doubtful accounts by estimating losses on receivables based on known troubled accounts and historical experiences of losses incurred. | |||||||||||||||||
Property and Equipment | |||||||||||||||||
Property and equipment are recorded at cost less accumulated depreciation. Depreciation is computed using the straight-line method over the estimated useful lives of the related assets. Computer equipment and purchased software are generally depreciated over three years. Furniture and fixtures are generally depreciated over five to ten years. Leasehold improvements are depreciated on a straight-line basis over the shorter of the contractual lease period or their estimated useful life. Upon disposal, property and equipment and the related accumulated depreciation are removed from the accounts and the resulting gain or loss is reflected in the statements of operations. Ordinary maintenance and repairs are charged to expense, while expenditures that extend the physical or economic life of the assets are capitalized. | |||||||||||||||||
The Company capitalizes certain internally developed software and website development costs. These capitalized costs were $36,038,000 and $30,523,000 at December 31, 2014 and December 31, 2013, respectively, and are included in property and equipment, net, in the consolidated balance sheets. Internally developed software costs are generally depreciated over five years. | |||||||||||||||||
The Company recorded depreciation expense on internally developed software and website development costs as follows for the years ended December 31, 2014, 2013 and 2012 (in thousands): | |||||||||||||||||
Year Ended December 31, | |||||||||||||||||
2014 | 2013 | 2012 | |||||||||||||||
Depreciation expense on internally developed software and website development costs | $ | 5,471 | $ | 3,939 | $ | 2,874 | |||||||||||
Goodwill and Intangible Assets | |||||||||||||||||
Goodwill arises from business combinations and is measured as the excess of the purchase consideration over the sum of the acquisition-date fair values of tangible and identifiable intangible assets acquired, less any liabilities assumed. The Company uses estimates and assumptions to value assets acquired and liabilities assumed at the acquisition date, and these estimates are inherently uncertain and subject to refinement. As a result, during the measurement period, which may be up to one year from the acquisition date, adjustments to the assets acquired and liabilities assumed are recorded with the corresponding offset to goodwill. Upon the conclusion of the measurement period or final determination of the values of assets acquired or liabilities assumed, whichever comes first, any subsequent adjustments are recorded to the consolidated statements of operations. | |||||||||||||||||
Goodwill and intangible assets deemed to have indefinite useful lives, such as certain trade names, are not amortized. Tests for impairment of goodwill and indefinite-lived intangible assets are performed on an annual basis or when events or circumstances indicate that the carrying amount may not be recoverable. | |||||||||||||||||
Circumstances that could trigger an impairment test outside of the annual test include but are not limited to: a significant adverse change in the business climate or legal factors, adverse cash flow trends, an adverse action or assessment by a regulator, unanticipated competition, loss of key personnel, decline in stock price and the results of tests for recoverability of a significant asset group. The Company determined that no triggering event occurred during any of the periods presented. | |||||||||||||||||
For goodwill and indefinite lived intangible assets, the Company completes what is referred to as the “Step 0” analysis, which involves evaluating qualitative factors, including macroeconomic conditions, industry and market considerations, cost factors, and overall financial performance related to its goodwill and its indefinite lived intangible assets. If the Company’s “Step 0” analysis indicates that it is more likely than not that the fair value of a reporting unit or of an indefinite lived intangible asset is less than its carrying amount, then the Company would perform a quantitative two-step impairment test. The quantitative analysis compares the fair value of the Company’s reporting unit or indefinite-lived intangible assets to its carrying amount, and an impairment loss is recognized equivalent to the excess of the carrying amount over fair value. If, after assessing the totality of events or circumstances, the Company determines that it is more likely than not that the fair value of a reporting unit or indefinite lived intangible asset exceeds its carrying amount, then the quantitative impairment tests are unnecessary. | |||||||||||||||||
The Company performs an evaluation of goodwill and indefinite-lived intangible assets for impairment annually in the fourth quarter of its fiscal year. | |||||||||||||||||
The determination of whether or not goodwill or indefinite-lived intangible assets have become impaired involves a significant level of judgment. Changes in the Company’s strategy and/or market conditions could significantly impact these judgments and require adjustments to recorded amounts of goodwill or intangible assets. | |||||||||||||||||
No impairment of goodwill or indefinite-lived intangible assets was identified in any of the periods presented. | |||||||||||||||||
Identifiable intangible assets consist of trade names, customer listings, technology, domain names and contractual non-competition agreements associated with acquired businesses. Intangible assets with finite lives are amortized over their estimated useful lives on a straight-line basis and reviewed for impairment whenever events or changes in circumstances indicate that an asset’s carrying value may not be recoverable (see Note 4). The straight-line method of amortization represents the Company’s best estimate of the distribution of the economic value of the identifiable intangible assets. | |||||||||||||||||
Impairment of Long-lived Assets | |||||||||||||||||
The Company evaluates long-lived assets held for use, such as property and equipment, for impairment whenever events or changes in circumstances indicate the carrying value of an asset may not be recoverable. An impairment loss is recognized when estimated future undiscounted cash flows expected to result from the use of the asset plus net proceeds expected from disposition of the asset, if any, are less than the carrying value of the asset. When an impairment loss is recognized, the carrying amount of the asset is reduced to its estimated fair value in the period in which the determination is made. No material impairments of long-lived assets have been recorded during any of the periods presented. | |||||||||||||||||
Leases | |||||||||||||||||
The Company leases facilities in several countries around the world and certain equipment under non-cancelable lease agreements. The terms of certain lease agreements provide for rental payments on a graduated basis. Rent expense is recognized on a straight-line basis over the lease period and accrued as rent expense incurred but not paid. | |||||||||||||||||
Revenue Recognition | |||||||||||||||||
The Company recognizes revenue when persuasive evidence of an agreement exists, delivery has occurred, the sales price is fixed or determinable and collectability is reasonably assured. The Company accounts for sales incentives to customers as a reduction of revenue at the time that the revenue is recognized from the related product sale. The Company also reports revenue net of any sales tax collected. | |||||||||||||||||
The Company generates a significant portion of its revenue from customers purchasing online advertising services related to the listing of their properties for rent, primarily on a subscription basis over a fixed-term. The Company also generates revenue based on the number of traveler inquiries and reservation bookings for property listings on the Company’s websites, local and national Internet display advertisers, license of property management software and ancillary products and services. | |||||||||||||||||
Payments for term-based subscriptions received in advance of services being rendered are recorded as deferred revenue and recognized on a straight-line basis over the listing period. | |||||||||||||||||
Revenue for inquiry-based contracts are determined on a fixed fee-per-inquiry as stated in the arrangement and recognized when the service has been performed. | |||||||||||||||||
The Company earns commission revenue for reservations made online through its websites, which is calculated as a percentage of the value of the reservation. This revenue is earned as the services are performed or as the customers’ refund privileges lapse and is included in listing revenue in the consolidated statement of operations. | |||||||||||||||||
Internet display advertising revenue is generated primarily from advertisements appearing on the Company’s websites. Depending upon the terms, revenue is earned each time an impression is delivered, a user clicks on an ad, a graphic ad is displayed, or a user clicks-through the ad and takes a specified action on the destination site. | |||||||||||||||||
The Company sells gift cards with no expiration date to travelers and does not charge administrative fees on unused cards. There is a portion of the gift card obligation that, based on historical redemption patterns, will not be used by the Company’s customers and is not required to be remitted to relevant jurisdictions (“breakage”). At the point of sale, the Company recognizes breakage as deferred revenue and amortizes it over 48 months based on historical redemption patterns. The Company also records commission revenue for each gift card sale over the same 48-month redemption period. | |||||||||||||||||
Through its professional software for bed and breakfasts and professional property managers, the Company makes selected, online bookable properties available to online travel agencies and channel partners. The Company receives a percentage of the transaction value or a fee from the property manager for making this inventory available, which is recognized when earned. This revenue is included in other revenue in the consolidated statement of operations. | |||||||||||||||||
The Company generates revenue from the licensing of software products, the sale of maintenance agreements and the sale of hosted software solutions. For software license sales, one year of maintenance is typically included as part of the initial purchase price of the bundled offering with annual renewals of the maintenance component of the agreement following in subsequent years. | |||||||||||||||||
The Company recognizes revenue from the sale of perpetual licenses upon delivery, which generally occurs upon electronic transfer of the license key that makes the product available to the purchaser. | |||||||||||||||||
As software is usually sold with maintenance, the amount of revenue allocated to the software license is determined by estimating the fair value of the maintenance and subtracting it from the total invoice or contract amount. Vendor-specific objective evidence, or VSOE, of the fair value of maintenance services is determined by the standard published list pricing for maintenance renewals, as the Company generally charges list prices for maintenance renewals. In determining VSOE, the Company requires that a substantial majority of the selling price for maintenance services fall within a reasonably narrow pricing range. Maintenance and support revenue is recognized ratably over the term of the agreement beginning on the activation date. Amounts that have been invoiced are recorded in accounts receivable and in deferred revenue or revenue, depending on whether the revenue recognition criteria have been met. | |||||||||||||||||
Sales of hosted software solutions are generally for a one-year period. Revenue is recognized on a straight-line basis over the contract term. Certain implementation services related to the hosting services are essential to the customer’s use of the hosting services. For sales of these hosting services where the Company is responsible for implementation, the Company recognizes implementation revenue ratably over the estimated period of the hosting relationship, which the Company considers to be three years. Recognition starts once the product has been made available to the customer. | |||||||||||||||||
Training and consulting revenue is recognized upon delivery of the training or consulting services to the end customer. | |||||||||||||||||
The Company accounts for sales incentives to customers as a reduction of revenue at the time that the revenue is recognized from the related product sale. The Company also reports revenue net of any sales tax collected. | |||||||||||||||||
Cost of Revenue | |||||||||||||||||
Cost of revenue consists of salaries, benefits and related expenses and stock-based compensation of the Company’s customer service and web hosting personnel, merchant fees charged by credit card processors, costs associated with the hosting of the Company’s websites, costs associated with payments and reserves under the Company’s Carefree Rental Guarantee, allocated facility expenses and depreciation costs. | |||||||||||||||||
Advertising Expenses | |||||||||||||||||
The Company expenses all advertising costs as incurred. Advertising expenses included in sales and marketing expenses were approximately $59,978,000, $39,138,000 and $37,559,000 for the years ended December 31, 2014, 2013 and 2012, respectively. | |||||||||||||||||
Stock-Based Compensation | |||||||||||||||||
The cost of stock-based compensation is recognized in the financial statements based upon the estimated grant date fair value of the awards measured using the Black–Scholes valuation model. The fair value of restricted stock awards and units is determined based on the number of shares granted and the fair value of the Company’s common stock as of the grant date. Fair value is generally recognized as an expense on a straight-line basis, net of estimated forfeitures, over the employee requisite service period. When estimating forfeitures, the Company considers voluntary termination behaviors as well as trends of actual option forfeitures. | |||||||||||||||||
The Company uses the “with and without” approach in determining the order in which tax attributes are utilized. As a result, the Company only recognizes a tax benefit from stock-based awards in additional paid-in capital if an incremental tax benefit is realized after all other tax attributes currently available to the Company have been utilized. When tax deductions from stock-based awards are less than the cumulative book compensation expense, the tax effect of the resulting difference is charged first to additional paid-in capital to the extent of the Company’s pool of windfall tax benefits with any remainder recognized in income tax expense. The Company has determined that it has a sufficient windfall pool available and therefore no amounts have been recognized in income tax expense. In addition, the Company accounts for the indirect effects of stock-based awards on other tax attributes through the consolidated statements of operations. | |||||||||||||||||
The gross benefits of tax deductions in excess of recognized compensation costs are reported as financing cash inflows, but only when such excess tax benefits are realized by a reduction to current taxes payable. | |||||||||||||||||
The following table summarizes the excess tax benefit that the Company recorded for the years ended December 31, 2014, 2013 and 2012 (in thousands): | |||||||||||||||||
Year Ended December 31, | |||||||||||||||||
2014 | 2013 | 2012 | |||||||||||||||
Excess tax benefit from stock-based compensation, net | $ | 2,743 | $ | 8,226 | $ | 7,122 | |||||||||||
This tax benefit has been recorded as additional paid-in capital on the Company’s consolidated balance sheets. | |||||||||||||||||
Income Taxes | |||||||||||||||||
The Company recognizes income taxes using an asset and liability approach. This approach requires the recognition of deferred tax liabilities and assets for the future tax consequences of events that have been recognized in the Company’s consolidated financial statements or tax returns. The measurement of deferred taxes is based on provisions of the enacted tax law and the effects of future changes in tax laws or rates are not anticipated. A valuation allowance is recognized if, based on the weight of available evidence, it is more likely than not that some portion or all of the deferred tax asset will not be realized. Evaluating the need for an amount of a valuation allowance for deferred tax assets requires significant judgment and analysis of the positive and negative evidence available, including past operating results, estimates of future taxable income, reversals of existing taxable temporary differences and the feasibility of tax planning in order to determine whether all or some portion of the deferred tax assets will not be realized. Based on the available evidence and judgment, the Company has determined that it is more likely than not that certain loss carryforwards will not be realized; therefore, the Company has established a valuation allowance for such deferred tax assets to reduce the loss carryforward assets to amounts expected to be utilized. | |||||||||||||||||
The Company may be subject to income tax audits by the respective tax authorities in any or all of the jurisdictions in which the Company operates. The Company is currently undergoing an audit in the United States as well as at its subsidiary in the United Kingdom. Significant judgment is required in determining uncertain tax positions. The Company recognizes the benefit of uncertain income tax positions only if these positions are more likely than not to be sustained. Also, the recognized income tax benefit is measured at the largest amount that is more than 50% likely of being realized. The Company adjusts these reserves in light of changing facts and circumstances, such as the closing of an audit or the refinement of an estimate. Changes in recognition or measurement are reflected in the period in which the change in judgment occurs. The Company records interest and penalties related to unrecognized tax benefits as a component of income tax expense. The countries in which the Company may be subject to potential examination by tax authorities include Australia, Brazil, Colombia, France, Germany, Italy, the Netherlands, New Zealand, Singapore, Spain, Switzerland, Thailand, the United Kingdom and the United States. | |||||||||||||||||
The calculation of the Company’s tax liabilities involves the inherent uncertainty associated with the application of complex tax laws. As a multinational corporation, the Company conducts its business in many countries and is subject to taxation in many jurisdictions. The taxation of the Company’s business is subject to the application of various and sometimes conflicting tax laws and regulations as well as multinational tax conventions. The Company’s effective tax rate is highly dependent upon the geographic distribution of its worldwide earnings or losses, the tax regulations and tax rates in each geographic region, the availability of tax credits and carryforwards, and the effectiveness of its tax planning strategies. The application of tax laws and regulations is subject to legal and factual interpretation, judgment and uncertainty. Tax laws themselves are subject to change as a result of changes in fiscal policy, changes in legislation, and the evolution of regulations and court rulings. Consequently, taxing authorities may impose tax assessments or judgments against the Company that could materially impact its tax liability and/or its effective income tax rate. The Company believes it has adequately provided in its financial statements for additional taxes that it estimates may be assessed by the various taxing authorities. While the Company believes that it has adequately provided for all uncertain tax positions, amounts asserted by tax authorities could be greater or less than the Company’s accrued position. These tax liabilities, including the interest and penalties, are adjusted pursuant to a settlement with tax authorities, completion of audit, refinement of estimates or expiration of various statutes of limitation. | |||||||||||||||||
Foreign Currency Translation | |||||||||||||||||
The functional currency of the Company’s foreign subsidiaries is generally their respective local currency. The financial statements of the Company’s international operations are translated into U.S. dollars using the exchange rate at each balance sheet date for assets and liabilities, the historical exchange rate for stockholders’ equity, and a weighted average exchange rate for each period for revenue, expenses, and gains and losses. Foreign currency translation adjustments are recorded as a separate component of stockholders’ equity. Gains and losses from foreign currency denominated transactions are recorded in other income (expense) in the Company’s consolidated statements of operations. | |||||||||||||||||
The following table summarizes the foreign exchange loss that the Company recorded for the years ended December 31, 2014, 2013 and 2012 (in thousands): | |||||||||||||||||
Year Ended December 31, | |||||||||||||||||
2014 | 2013 | 2012 | |||||||||||||||
Foreign exchange loss | $ | 7,138 | $ | 5,964 | $ | 2,618 | |||||||||||
Derivative Financial Instruments | |||||||||||||||||
As a result of the Company’s international operations, it is exposed to various market risks that may affect its consolidated results of operations, cash flows and financial position. These market risks include, but are not limited to, fluctuations in currency exchange rates. The Company’s primary foreign currency exposures are in Euros, British Pound Sterling and Australian Dollars. As a result, the Company faces exposure to adverse movements in currency exchange rates as the financial results of its operations are translated from local currency into U.S. dollars upon consolidation. Additionally, foreign exchange rate fluctuations on transactions denominated in currencies other than the functional currency result in gains and losses that are reflected in other income (expense) in the Company’s consolidated statements of operations. | |||||||||||||||||
The Company may enter into derivative instruments to hedge certain net exposures of nonfunctional currency denominated assets and liabilities, primarily related to intercompany loans, even though it does not elect to apply hedge accounting or hedge accounting does not apply. Gains and losses resulting from a change in fair value for these derivatives are reflected in the period in which the change occurs and are recognized on the consolidated statement of operations in other income (expense). Cash flows from these contracts are classified within cash flows from investing activities on the consolidated statements of cash flows. | |||||||||||||||||
The Company does not use financial instruments for trading or speculative purposes. The Company recognizes all derivative instruments on the balance sheet at fair value and its derivative instruments are generally short-term in duration. The Company is exposed to the risk that counterparties to derivative contracts may fail to meet their contractual obligations. | |||||||||||||||||
The following table shows the fair value and notional amounts of the Company’s outstanding or unsettled derivative instruments that are not designated as hedging instruments covering foreign currency exposures during the year ended December 31, 2014 and closing January 2, 2015 (in thousands): | |||||||||||||||||
Balance Sheet Caption | December 31, 2014 | ||||||||||||||||
Significant Other | U.S. Dollar | ||||||||||||||||
Observable Inputs | Notional | ||||||||||||||||
(Level 2) | |||||||||||||||||
Gross Amount of | Gross Amounts | Net Amount | |||||||||||||||
Recognized | Offset in the | Presented in the | |||||||||||||||
Assets/Liabilities | Balance Sheet | Balance Sheet | |||||||||||||||
Prepaid expenses and other current assets | $ | 4,506 | $ | — | $ | 4,506 | $ | 157,164 | |||||||||
Accrued expenses | (67 | ) | — | (67 | ) | 11,562 | |||||||||||
Total | $ | 4,439 | $ | — | $ | 4,439 | $ | 168,726 | |||||||||
In addition to the notional amounts listed above, the Company also had $165,454,000 of derivatives entered into on December 31, 2014 with a closing date of April 2, 2015. | |||||||||||||||||
The following table shows the fair value and notional amounts of the Company’s outstanding or unsettled derivative instruments that are not designated as hedging instruments covering foreign currency exposures during the year ended December 31, 2013 (in thousands): | |||||||||||||||||
Balance Sheet Caption | December 31, 2013 | ||||||||||||||||
Significant Other | U.S. Dollar | ||||||||||||||||
Observable Inputs | Notional | ||||||||||||||||
(Level 2) | |||||||||||||||||
Gross Amount of | Gross Amounts | Net Amount | |||||||||||||||
Recognized | Offset in the | Presented in the | |||||||||||||||
Assets/Liability | Balance Sheet | Balance Sheet | |||||||||||||||
Prepaid expenses and other current assets | $ | 363 | $ | — | $ | 363 | $ | 20,520 | |||||||||
Accrued expenses | (979 | ) | — | (979 | ) | 84,292 | |||||||||||
Total | $ | (616 | ) | $ | — | $ | (616 | ) | $ | 104,812 | |||||||
Net Income Per Share Attributable to HomeAway, Inc. | |||||||||||||||||
Basic net income per share is computed by dividing net income attributable to HomeAway, Inc. by the weighted average number of common shares outstanding during the period. Diluted income per share is computed by dividing net income attributable to HomeAway, Inc. by the weighted average common shares outstanding plus potentially dilutive common shares. The dilutive effect of outstanding options, warrants and awards is reflected in diluted earnings per share by application of the treasury stock method. | |||||||||||||||||
Restricted stock awards provide the holder of unvested shares the right to participate in dividends declared on the Company’s common stock. Accordingly, these shares are included in the weighted average shares outstanding for the computation of basic earnings per share in periods of undistributed earnings. Restricted stock awards are excluded from the basic earnings per share in periods of undistributed losses as the holders are not contractually obligated to participate in the losses of the Company. Unvested restricted stock units do not provide the holder the right to participate in dividends declared on the Company’s common stock. Accordingly, these shares are excluded in the weighted average shares outstanding for the computation of basic earnings per share in periods of undistributed earnings or losses. | |||||||||||||||||
Comprehensive Income (Loss) Attributable to HomeAway, Inc. | |||||||||||||||||
Comprehensive income (loss) attributable to HomeAway, Inc. consists of net income (loss), cumulative foreign currency translation adjustments, unrealized gain (loss) on available-for-sale securities and comprehensive income (loss) attributable to noncontrolling interests. | |||||||||||||||||
Concentrations | |||||||||||||||||
Financial instruments that potentially expose the Company to concentrations of credit risk consist primarily of cash and cash equivalents and short-term investments. The Company’s cash is deposited in financial institutions. However, cash and cash equivalents may exceed federally insured limits from time to time. The Company has not experienced any losses on its deposits. | |||||||||||||||||
Reclassifications | |||||||||||||||||
Certain reclassifications have been made to prior periods’ consolidated balance sheets and statements of operations to conform to the current period presentation. These reclassifications did not result in any change in previously reported total revenue, net income, total assets or shareholders’ equity. | |||||||||||||||||
Recent Accounting Pronouncements | |||||||||||||||||
In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers, requiring an entity to recognize the amount of revenue to which it expects to be entitled for the transfer of promised goods or services to customers. The updated standard will replace most existing revenue recognition guidance in U.S. GAAP when it becomes effective and permits the use of either the retrospective or cumulative effect transition method. Early adoption is not permitted. The updated standard is effective for fiscal years, and interim reporting periods within those years, beginning after December 15, 2016. The Company has not yet selected a transition method and is currently evaluating the effect that the updated standard will have on its consolidated financial statements and related disclosures. | |||||||||||||||||
In August 2014, the FASB issued ASU No. 2014-15, Presentation of Financial Statements – Going Concern, Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern, related to the disclosures around going concern. The new standard provides guidance around management’s responsibility to evaluate whether there is substantial doubt about an entity’s ability to continue as a going concern and to provide related footnote disclosures. The new standard is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2016. Early adoption is permitted. The adoption of this standard is not expected to have a material impact on the Company’s financial statements. |
Business_Combinations
Business Combinations | 12 Months Ended | ||||||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||||||
Business Combinations [Abstract] | |||||||||||||||||||||
Business Combinations | 3. Business Combinations | ||||||||||||||||||||
The following table summarizes the Company’s acquisitions during the years ended December 31, 2014, 2013 and 2012 with amounts shown below as fair values at each respective acquisition date (in thousands): | |||||||||||||||||||||
Glad to Have | Stayz | Bookabach | travelmob | Toprural | |||||||||||||||||
You | |||||||||||||||||||||
Year acquired | 2014 | 2013 | 2013 | 2013 | 2012 | ||||||||||||||||
Net tangible assets (liabilities) acquired | |||||||||||||||||||||
Cash | $ | 25 | $ | 4,942 | $ | 395 | $ | 63 | $ | 3,220 | |||||||||||
Deferred revenue | (65 | ) | (2,234 | ) | (350 | ) | (43 | ) | (2,269 | ) | |||||||||||
Amounts payable to property owners | — | (4,187 | ) | (194 | ) | (473 | ) | — | |||||||||||||
Other | 17 | (365 | ) | 228 | (123 | ) | (315 | ) | |||||||||||||
Total tangible assets (liabilities) acquired | (23 | ) | (1,844 | ) | 79 | (576 | ) | 636 | |||||||||||||
Deferred tax liabilities | (1,653 | ) | (5,313 | ) | (228 | ) | (513 | ) | (3,193 | ) | |||||||||||
Trade name | 1,177 | 5,224 | 161 | 607 | 1,060 | ||||||||||||||||
Developed technology | 3,760 | 1,735 | 64 | 2,937 | 2,144 | ||||||||||||||||
Customer relationships | 1,643 | 18,288 | 446 | 1,123 | 7,440 | ||||||||||||||||
Goodwill | 11,647 | 177,777 | 3,514 | 16,833 | 11,190 | ||||||||||||||||
Non-competition agreements | 240 | 1,387 | 300 | 150 | — | ||||||||||||||||
Redeemable noncontrolling interests | — | — | (1,938 | ) | (9,028 | ) | — | ||||||||||||||
Aggregate purchase price | 16,791 | 197,254 | 2,398 | 11,533 | 19,277 | ||||||||||||||||
Less: cash acquired | (25 | ) | (4,942 | ) | (395 | ) | (63 | ) | (3,220 | ) | |||||||||||
$ | 16,766 | $ | 192,312 | $ | 2,003 | $ | 11,470 | $ | 16,057 | ||||||||||||
The following table summarizes the Company’s weighted-average amortization period, in total and by major finite-lived intangible asset class, by acquisition during the years ended December 31, 2014, 2013 and 2012 (in years): | |||||||||||||||||||||
Glad to | Stayz | Bookabach | travelmob | Toprural | |||||||||||||||||
Have You | |||||||||||||||||||||
Developed technology | 5 | 2 | 1.8 | 7 | 4 | ||||||||||||||||
Customer relationships | 8 | 11 | 11 | 13 | 8 | ||||||||||||||||
Non-competition agreements | 3 | 3 | 3 | 3 | — | ||||||||||||||||
Trade names | 10 | 10 | 10 | 10 | 10 | ||||||||||||||||
Total weighted-average amortization period | 6.5 | 9.8 | 7.8 | 8.7 | 7.4 | ||||||||||||||||
Tangible net assets (liabilities) were valued at their respective carrying amounts, which the Company believes approximate their current fair values at the respective acquisition dates due to their short durations. | |||||||||||||||||||||
The valuation of identifiable intangible assets acquired reflects management’s estimates based on, among other factors, use of established valuation methods. The value of the acquired trade names was determined using a relief from royalty method. Developed technology was valued on a combination of the income and market approach. Customer relationships were valued by projecting the estimated cash flow from the Company’s existing customer relationships. Non-competition agreements have been valued based on other arms’ length transactions between the Company and selling shareholders in past acquisitions or based on the present value of estimated future cash flows with and without this asset. Identifiable intangible assets with definite lives are amortized over the period of estimated benefit using the straight-line method and the estimated useful lives of two to thirteen years. The straight-line method of amortization represents the Company’s best estimate of the distribution of the economic value of the identifiable intangible assets. Goodwill represents the excess of the purchase price over the fair value of the net tangible and identifiable intangible assets acquired. | |||||||||||||||||||||
Redeemable noncontrolling interests are measured at fair value, at the date of acquisition, and classified as mezzanine equity due to the contingent redeemable feature. The Company has elected to recognize increases in the redemption value immediately as they occur and adjust the carrying amount of the noncontrolling interests to equal the redemption value at the end of each reporting period, however this adjustment will not reduce the noncontrolling interests below the initial amount recorded. See Note 10 for the reconciliation of the redeemable noncontrolling interests. | |||||||||||||||||||||
Glad to Have You, Inc. | |||||||||||||||||||||
In March 2014, the Company acquired Glad to Have You, Inc. (“Glad To Have You”), a United States company that is the creator of a mobile guest management solution for the vacation rental industry, for cash consideration of approximately $16,791,000. The direct acquisition costs incurred by the Company were not significant to the Company’s operating results, and all such costs were expensed as incurred and included in general and administrative expenses in the consolidated statement of operations. | |||||||||||||||||||||
Of the total consideration paid, $250,000 of the cash consideration was deposited in escrow as security for the benefit of the Company against breaches of representations and warranties, covenants and certain other expressly enumerated matters by the sellers. The escrow funds not used to satisfy such seller obligations will be released to the sellers two business days following the first anniversary date of the acquisition. In addition, $250,000 of the total cash consideration was deposited in escrow as security and pending final net working capital related purchase price adjustments. The net working capital related escrow funds were released in June 2014. | |||||||||||||||||||||
The acquired goodwill primarily represents synergies associated with adding Glad To Have You’s mobile applications to the Company’s marketplace of websites to provide property owners and managers with an additional way to manage and communicate with guests during their stay. Goodwill is not deductible for tax purposes. The acquired trade name has an estimated useful life of 10 years from the date of acquisition, the developed technology has an estimated useful life of 5 years from the date of acquisition and the customer relationships have an estimated useful life of 8 years from the date of acquisition. Non-compete agreements have an estimated useful life of 3 years. The total weighted average amortization period for the intangibles acquired is 6.5 years. | |||||||||||||||||||||
The results of Glad To Have You have been included in the Company’s consolidated results since the acquisition date in March 2014. Pro forma results of operations related to this acquisition have not been presented because Glad To Have You’s operating results up to and subsequent to the date of acquisition were not material to the Company’s consolidated financial statements. | |||||||||||||||||||||
Stayz | |||||||||||||||||||||
In December 2013, the Company acquired 100% of the outstanding stock of Stayz Pty Limited (“Stayz”), the leading online vacation rental marketplace in Australia, for total consideration of approximately $197,820,000. Consideration included $196,739,000 in cash paid directly to the sellers and $1,081,000 paid to the sellers in April 2014 based on completed working capital purchase price adjustments pursuant to the purchase agreement. The Company incurred approximately $3,802,000 in direct acquisition costs, all of which were expensed as incurred, and are included in general and administrative expenses in the consolidated statement of operations. The Company also entered into certain transitional service agreements with the prior owners of Stayz to have accounting, infrastructure and support services provided to the Company for a defined period of time in 2014. Amounts paid for these services are recorded as incurred and are included in the Company’s consolidated results as general and administrative expenses. | |||||||||||||||||||||
The acquisition of Stayz adds approximately 40,000 additional Australian-based properties to the HomeAway network and provides HomeAway a strong momentum to its pay-per-booking product offering. | |||||||||||||||||||||
The acquired goodwill primarily represents synergies associated with adding Stayz to the Company’s marketplace of websites to provide travelers with a broader inventory selection of vacation properties. Goodwill is not deductible for tax purposes. | |||||||||||||||||||||
The results of Stayz have been included in the Company’s consolidated results since the acquisition date in December 2013. | |||||||||||||||||||||
The following unaudited pro forma supplemental information presents an aggregated summary of the results of operations of the Company for the years ended December 31, 2013 and 2012, assuming the completion of the 2013 acquisition of Stayz occurred on January 1, 2012 (in thousands). | |||||||||||||||||||||
The unaudited pro forma supplemental information is based on estimates and assumptions that the Company believes are reasonable. Accordingly, the Company adjusted the pro forma results for quantifiable items such as direct acquisition costs, amortization of acquired intangible assets and the estimated tax provision of the pro form combined results. Further, during the quarter ended March 31, 2014 the Company revised the pro forma revenue and net income for the year ended December 31, 2013 by a decrease of $1.9 million and $1.3 million, respectively, based on adjustments of certain estimates, as the Company obtained additional information about the facts and circumstances that existed as of the acquisition date. The average foreign exchange rate during each of the presented years was used in preparing the supplemental information. The unaudited pro forma supplemental information prepared by the Company is not necessarily indicative of the results expected in future periods or the results that actually would have been realized had the acquired business and the Company been a combined company during the specified periods. | |||||||||||||||||||||
Year Ended December 31, | |||||||||||||||||||||
2013 | 2012 | ||||||||||||||||||||
Pro forma total revenue | $ | 370,620 | $ | 305,904 | |||||||||||||||||
Pro forma net income | 28,687 | 17,855 | |||||||||||||||||||
Bookabach | |||||||||||||||||||||
In November 2013, the Company acquired 55% of the outstanding stock of Bookabach Limited (“Bookabach”), a leading vacation rental website in New Zealand, for cash consideration of approximately $2,398,000. The Company incurred approximately $160,000 in direct acquisition costs, all of which were expensed as incurred, and are included in general and administrative expenses in the consolidated statement of operations. | |||||||||||||||||||||
Approximately $492,000 of the cash consideration was deposited in escrow as security for the benefit of the Company against breaches of representations and warranties, covenants and certain other expressly enumerated matters by the sellers. The escrow funds not used to satisfy such seller obligations will be released to the sellers on the second anniversary date of the acquisition. | |||||||||||||||||||||
Bookabach features more than 8,000 property listings located in New Zealand, Australia and the Pacific Islands including holiday homes and beach houses, also known as baches. | |||||||||||||||||||||
The acquired goodwill primarily represents synergies associated with adding Bookabach to the Company’s marketplace of websites to provide travelers with a broader inventory selection of vacation properties. Goodwill is not deductible for tax purposes. | |||||||||||||||||||||
The results of Bookabach have been included in the Company’s consolidated results since the acquisition date in November 2013. Pro forma results of operations related to this acquisition have not been presented since Bookabach’s operating results up to the date of acquisition were not material to the Company’s consolidated financial statements. | |||||||||||||||||||||
Under the terms of the acquisition agreement, the Company has a call option to purchase the remaining non-controlling interest of Bookabach in two installments on October 31, 2014 and June 30, 2015, respectively. In the event that the Company does not exercise one or both of its call options to purchase the remaining shares of Bookabach by such deadlines, the remaining Bookabach shareholders have two put options to require the Company to repurchase their remaining interest in two installments for which, if exercised, shall be deemed to occur on October 31, 2014 and June 30, 2015, respectively. The option was determined to have no value. | |||||||||||||||||||||
In accordance with the acquisition agreement, the remaining Bookabach shareholders exercised their first put option, effective October 2014, requiring the Company to purchase 20% of the outstanding equity held by noncontrolling shareholders for cash consideration of $1,461,000. Following this repurchase, the Company owns 75% of the outstanding stock of Bookabach. | |||||||||||||||||||||
In November 2014, the Company and the remaining Bookabach shareholders amended the acquisition agreement to extend the date of the second call option by the Company and the corresponding second put option by the remaining Bookabach shareholders from June 30, 2015 to June 30, 2016. Additionally, the formula for calculating the value of the second call and put option was amended to reflect the extension of time provided to the second option. The Company recorded the impact of the amendment as an increase in the noncontrolling interest value on the Company’s consolidated balance sheet. | |||||||||||||||||||||
travelmob | |||||||||||||||||||||
In August 2013, the Company acquired 100% of the outstanding stock of travelmob Pte. Ltd. (“travelmob”) for $20.0 million, net of cash acquired and concurrently sold a non-controlling interest in travelmob back to certain sellers for $8.5 million. The Company incurred approximately $284,000 in direct acquisition costs, all of which were expensed as incurred, and are included in general and administrative expenses in the consolidated statement of operations. | |||||||||||||||||||||
Travelmob features over 14,000 Asia Pacific region short-term rental listings including luxury villas, urban apartments, houseboats, a private island as well as shared spaces. | |||||||||||||||||||||
The acquired goodwill represents synergies associated with adding travelmob to the Company’s marketplace of websites to provide travelers with a broader inventory selection of vacation properties to choose from and provides the Company with a platform to serve the Asian market. Goodwill is not deductible for tax purposes. | |||||||||||||||||||||
The results of travelmob have been included in the Company’s consolidated results since the acquisition date in August 2013. Pro forma results of operations related to this acquisition have not been presented since travelmob’s operating results up to the date of acquisition were not material to the Company’s consolidated financial statements. | |||||||||||||||||||||
Under the terms of the acquisition agreement and subsequent amendments, the Company also concurrently made a $7.0 million cash investment in the business resulting in the Company holding 68.5% of the outstanding stock and the non-controlling interest holding 31.5%, will loan travelmob up to S$13.0 million (approximately $9.6 million using exchange rates as of December 31, 2014) over the next few years and has a call option to purchase the remaining non-controlling interest of travelmob for the period defined in the agreement beginning on December 31, 2016. In the event the Company does not exercise its call option to purchase the remaining shares of travelmob by such deadline, the remaining travelmob shareholders have a put option to require the Company to repurchase their remaining interest for the period defined in the agreement beginning on February 1, 2017. The option was determined to have no value. In addition, certain other shares were reserved as part of an Employee Stock Options Plan (“ESOP”) in travelmob. Upon acquisition, the vested shares were measured at fair value and the amount attributable to the pre-combination service was included in the fair value of the noncontrolling interests. | |||||||||||||||||||||
Toprural | |||||||||||||||||||||
In April 2012, the Company acquired 100% of the outstanding stock of Top Rural S.L., the leading site for independently-owned rural accommodations in Southern Europe (the acquired business is referred to as “Toprural”), for cash consideration of approximately $19,277,000. The acquisition of Toprural further solidifies the Company’s market presence in Spain and Southern Europe and extends the Company’s reach to a desirable European traveler segment that seeks long weekend holidays to small towns or countryside destinations. The Company incurred approximately $285,000 in direct acquisition costs, all of which were expensed as incurred, and are included in general and administrative expenses in the consolidated statement of operations. | |||||||||||||||||||||
Approximately $2,670,000 of the cash consideration was deposited in escrow as security for the benefit of the Company against breaches of representations and warranties, covenants and certain other expressly enumerated matters by the sellers. The escrow funds were released to the sellers in two equal payments on the first and second anniversary dates of the acquisition. | |||||||||||||||||||||
The acquired goodwill primarily represents synergies associated with adding Toprural to the Company’s marketplace of websites to provide travelers with a broader inventory selection of vacation properties. Goodwill is not deductible for tax purposes. | |||||||||||||||||||||
The results of Toprural have been included in the Company’s consolidated results since the acquisition date in April 2012. | |||||||||||||||||||||
The following unaudited pro forma supplemental information presents an aggregated summary of the results of operations of the Company for the year ended December 31, 2012, assuming the completion of the 2012 acquisition of Toprural occurred on January 1, 2011. | |||||||||||||||||||||
The unaudited pro forma supplemental information is based on estimates and assumptions that the Company believes are reasonable. The average foreign exchange rate during the year was used in preparing the supplemental information. The unaudited pro forma supplemental information prepared by the Company is not necessarily indicative of the results expected in future periods or the results that actually would have been realized had the acquired business and the Company been a combined company during the specified periods. | |||||||||||||||||||||
Year Ended | |||||||||||||||||||||
December 31, | |||||||||||||||||||||
2012 | |||||||||||||||||||||
Pro forma total revenue | $ | 281,858 | |||||||||||||||||||
Pro forma net income | 14,959 |
Goodwill_and_Other_Intangible_
Goodwill and Other Intangible Assets | 12 Months Ended | ||||||||||||||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||||||||||||||
Goodwill and Intangible Assets Disclosure [Abstract] | |||||||||||||||||||||||||||||
Goodwill and Other Intangible Assets | 4. Goodwill and Other Intangible Assets | ||||||||||||||||||||||||||||
Goodwill | |||||||||||||||||||||||||||||
Changes in the Company’s goodwill balance for the years ended December 31, 2014 and 2013 are summarized in the table below (in thousands). | |||||||||||||||||||||||||||||
Balance at December 31, 2012 | $ | 312,412 | |||||||||||||||||||||||||||
Acquired in business combinations | 198,124 | ||||||||||||||||||||||||||||
Foreign currency translation adjustment | (2,925 | ) | |||||||||||||||||||||||||||
Balance at December 31, 2013 | $ | 507,611 | |||||||||||||||||||||||||||
Acquired in business combinations | 11,647 | ||||||||||||||||||||||||||||
Foreign currency translation adjustment | (26,098 | ) | |||||||||||||||||||||||||||
Post-acquisition goodwill adjustment for the Stayz acquisition | 511 | ||||||||||||||||||||||||||||
Balance at December 31, 2014 | $ | 493,671 | |||||||||||||||||||||||||||
Pursuant to its goodwill and intangible assets accounting policy, the Company records goodwill adjustments for the effect on goodwill of changes to net assets and liabilities acquired during the measurement period (up to one year from the date of an acquisition). The goodwill arising from the Stayz acquisition was increased by $511,000 up to $178,288,000 due to certain income taxes and changes in fair value estimates derived from additional information gained during the measurement period. Goodwill adjustments were not significant to the Company’s previously reported operating results or financial position. Therefore, the Company elected not to retrospectively adjust the acquisition date accounting and instead recorded the adjustment in the year ended December 31, 2014. | |||||||||||||||||||||||||||||
Intangible Assets | |||||||||||||||||||||||||||||
The Company’s intangible assets, excluding goodwill, consist of intangible assets acquired primarily in business combinations and were recorded at their estimated fair values on the date of acquisition. The finite-lived intangible assets that are being amortized are summarized in the table below (in thousands): | |||||||||||||||||||||||||||||
December 31, 2014 | December 31, 2013 | ||||||||||||||||||||||||||||
Useful Life | Gross | Accumulated | Net | Gross | Accumulated | Net | |||||||||||||||||||||||
(Years) | Carrying | Amortization | Carrying | Carrying | Amortization | Carrying | |||||||||||||||||||||||
Amount | Amount | Amount | Amount | ||||||||||||||||||||||||||
Trade names and trademarks | 10 | $ | 30,316 | $ | (8,396 | ) | $ | 21,920 | $ | 30,066 | $ | (5,050 | ) | $ | 25,016 | ||||||||||||||
Developed technology | 8-Feb | 21,293 | (13,231 | ) | 8,062 | 31,513 | (23,646 | ) | 7,867 | ||||||||||||||||||||
Customer relationships | 14-Jun | 57,656 | (25,512 | ) | 32,144 | 80,510 | (41,739 | ) | 38,771 | ||||||||||||||||||||
Noncompete agreements and domain names | 5-Feb | 2,224 | (923 | ) | 1,301 | 5,163 | (3,181 | ) | 1,982 | ||||||||||||||||||||
Total | $ | 111,489 | $ | (48,062 | ) | $ | 63,427 | $ | 147,252 | $ | (73,616 | ) | $ | 73,636 | |||||||||||||||
Amortization of noncompete agreements is recorded over the term of the agreements. | |||||||||||||||||||||||||||||
The following table summarizes the amortization expense that the Company recorded for the years ended December 31, 2014, 2013 and 2012 (in thousands): | |||||||||||||||||||||||||||||
Year Ended December 31, | |||||||||||||||||||||||||||||
2014 | 2013 | 2012 | |||||||||||||||||||||||||||
Amortization expense | $ | 13,916 | $ | 11,668 | $ | 12,438 | |||||||||||||||||||||||
Expected future annual amortization expense for definite-lived intangible assets as of December 31, 2014 is as follows (in thousands): | |||||||||||||||||||||||||||||
2015 | $ | 11,772 | |||||||||||||||||||||||||||
2016 | 9,132 | ||||||||||||||||||||||||||||
2017 | 8,042 | ||||||||||||||||||||||||||||
2018 | 7,738 | ||||||||||||||||||||||||||||
2019 | 7,057 | ||||||||||||||||||||||||||||
Thereafter | 19,686 | ||||||||||||||||||||||||||||
$ | 63,427 | ||||||||||||||||||||||||||||
The Company has the following indefinite-lived intangible assets recorded in its consolidated balance sheets as of December 31, 2014 and 2013, respectively (in thousands): | |||||||||||||||||||||||||||||
December 31, | |||||||||||||||||||||||||||||
2014 | 2013 | ||||||||||||||||||||||||||||
Trademarks, trade names and other | $ | 7,029 | $ | 7,029 |
Property_and_Equipment_net
Property and Equipment, net | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
Property, Plant and Equipment [Abstract] | |||||||||||||
Property and Equipment, net | 5. Property and Equipment, net | ||||||||||||
Property and equipment consists of the following at December 31, 2014 and 2013, respectively, (in thousands): | |||||||||||||
December 31, | |||||||||||||
2014 | 2013 | ||||||||||||
Computer equipment and purchased software | $ | 31,566 | $ | 24,074 | |||||||||
Internal-use software and website development costs | 36,038 | 30,523 | |||||||||||
Furniture and fixtures | 7,915 | 5,999 | |||||||||||
Leasehold improvements | 20,922 | 13,999 | |||||||||||
96,441 | 74,595 | ||||||||||||
Less accumulated depreciation | (40,268 | ) | (34,788 | ) | |||||||||
$ | 56,173 | $ | 39,807 | ||||||||||
The following table summarizes the depreciation expense that the Company recorded for the years ended December 31, 2014, 2013 and 2012 (in thousands): | |||||||||||||
Year Ended December 31, | |||||||||||||
2014 | 2013 | 2012 | |||||||||||
Depreciation expense | $ | 16,926 | $ | 13,399 | $ | 11,051 | |||||||
Accrued_Expenses
Accrued Expenses | 12 Months Ended | ||||||||
Dec. 31, 2014 | |||||||||
Payables and Accruals [Abstract] | |||||||||
Accrued Expenses | 6. Accrued Expenses | ||||||||
The Company’s accrued expenses are comprised of the following at December 31, 2014 and 2013, respectively (in thousands): | |||||||||
December 31, | |||||||||
2014 | 2013 | ||||||||
Compensation and related benefits | $ | 21,413 | $ | 21,700 | |||||
Gift cards | 5,654 | 6,090 | |||||||
Contracting, consulting and professional fees | 3,254 | 4,494 | |||||||
Taxes | 4,954 | 3,425 | |||||||
Marketing | 4,115 | 3,197 | |||||||
Foreign exchange – forward contracts | 99 | 979 | |||||||
Traveler guarantee liability | 1,790 | 956 | |||||||
Other | 8,976 | 13,784 | |||||||
Total | $ | 50,255 | $ | 54,625 | |||||
Convertible_Senior_Notes
Convertible Senior Notes | 12 Months Ended | ||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||
Debt Disclosure [Abstract] | |||||||||||||||||
Convertible Senior Notes | 7. Convertible Senior Notes | ||||||||||||||||
Convertible Senior Notes | |||||||||||||||||
(In thousands) | Par Value | Equity | Carrying Value of Convertible | ||||||||||||||
Component | Senior Notes as of | ||||||||||||||||
Recorded | |||||||||||||||||
at Issuance | December 31, | December 31, | |||||||||||||||
2014 | 2013 | ||||||||||||||||
0.125% Convertible Senior Notes due April 1, 2019 | $ | 402,500 | $ | 90,887 | (1) | $ | 316,181 | $ | — | ||||||||
-1 | This amount represents the equity component recorded at the initial issuance of the 0.125% convertible senior notes. | ||||||||||||||||
In March 2014, the Company issued at par value $402.5 million of 0.125% convertible senior notes (the “Notes”) due April 1, 2019, unless earlier purchased by the Company or converted. Interest is payable semi-annually, in arrears on April 1 and October 1 of each year commencing October 1, 2014. | |||||||||||||||||
The Notes are governed by an indenture between the Company, as issuer, and U.S. Bank National Association, as trustee. The Notes are unsecured and do not contain any financial covenants or any restrictions on the payment of dividends, the incurrence of senior debt or other indebtedness, or the issuance or repurchase of securities by the Company. | |||||||||||||||||
If converted, holders will receive cash and/or shares of the Company’s common stock, at the Company’s election. The Company’s intent is to settle the principal amount of the Notes in cash upon conversion. As a result, upon conversion of the Notes, only the amounts payable in excess of the principal amounts of the Notes are considered in diluted earnings per share under the treasury stock method. | |||||||||||||||||
Conversion | Initial | Free | |||||||||||||||
Rate per $1,000 | Conversion | Convertibility Date | |||||||||||||||
Par Value | Price per | ||||||||||||||||
Share | |||||||||||||||||
0.125% Senior Notes | 19.1703 | $ | 52.16 | October 1, 2018 | |||||||||||||
Throughout the term of the Notes, the conversion rate may be adjusted upon the occurrence of certain events as described in the indenture governing the Notes. Holders of the Notes will not receive any cash payment representing accrued and unpaid interest upon conversion of a Note. Accrued but unpaid interest will be deemed to be paid in full upon conversion rather than cancelled, extinguished or forfeited. Holders may convert their Notes under the following circumstances: | |||||||||||||||||
• | during any calendar quarter commencing after June 30, 2014, if, for at least 20 trading days during the 30 consecutive trading day period ending on the last trading day of the immediately preceding calendar quarter, the last reported sales price of the Company’s common stock for such trading day is greater than or equal to 130% of the applicable conversion price for the Notes on each applicable trading day; | ||||||||||||||||
• | during the five business day period after any five consecutive trading day period in which the trading price per $1,000 principal amount of the Notes is less than 98% of the product of the sale price of the Company’s common stock and the conversion rate; | ||||||||||||||||
• | upon the occurrence of specified corporate transactions described under the indenture governing the Notes, such as a consolidation, merger or binding share exchange; or | ||||||||||||||||
• | at any time on or after October 1, 2018. | ||||||||||||||||
As of December 31, 2014, the Notes are not yet convertible. | |||||||||||||||||
Holders of the Notes have the right to require the Company to purchase with cash all or a portion of the Notes upon the occurrence of a fundamental change, such as a change of control, at a purchase price equal to 100% of the principal amount of the Notes plus accrued and unpaid interest. Following certain corporate transactions that constitute a fundamental change, the Company will increase the conversion rate for a holder who elects to convert the Notes in connection with such make-whole fundamental change. | |||||||||||||||||
In accounting for the issuance of the Notes, the Company separated the Notes into liability and equity components. The carrying amount of the liability component was calculated by measuring the fair value of a similar liability that does not have an associated convertible feature. The carrying amount of the equity component representing the conversion option was determined by deducting the fair value of the liability component from the par value of the Notes as a whole. The excess of the principal amount of the liability component over its carrying amount (“debt discount”) is amortized to interest expense over the term of the Notes. The equity component is not re-measured as long as it continues to meet the conditions for equity classification. | |||||||||||||||||
In accounting for the transaction costs related to the Note issuance, the Company allocated the total amount incurred to the liability and equity components based on their relative values. Transaction costs attributable to the liability component are being amortized to expense over the term of the Notes, and transaction costs attributable to the equity component were netted with the equity component in stockholders’ equity. Additionally, the Company recorded a deferred tax liability of $0.8 million in connection with the Notes. | |||||||||||||||||
The Notes consist of the following (in thousands): | |||||||||||||||||
December 31, | December 31, | ||||||||||||||||
2014 | 2013 | ||||||||||||||||
Liability component: | |||||||||||||||||
Principal: | |||||||||||||||||
0.125% Senior Notes | $ | 402,500 | $ | — | |||||||||||||
Less: debt discount, net | |||||||||||||||||
0.125% Senior Notes | (86,319 | ) | — | ||||||||||||||
Net carrying amount | $ | 316,181 | $ | — | |||||||||||||
The Notes are included in the consolidated balance sheets within Convertible senior notes, net, which are classified as a noncurrent liability. The debt discount is amortized over the life of the Notes using the effective interest rate method. | |||||||||||||||||
The total estimated fair value of the Company’s Notes at December 31, 2014 was $304.3 million. The fair value of the Notes was determined based on inputs that are observable in the market (Level 2). | |||||||||||||||||
Based on the closing price of the Company’s common stock of $29.78 on December 31, 2014, the if-converted value of the Notes was less than their principal amount. | |||||||||||||||||
Note Hedges | |||||||||||||||||
To minimize the impact of potential economic dilution upon conversion of the Notes, the Company entered into convertible note hedge transactions with respect to its common stock (the “Note Hedges”). | |||||||||||||||||
Date | Purchase | Shares | |||||||||||||||
(in thousands) | underlying Note | ||||||||||||||||
Hedges | |||||||||||||||||
Note Hedges | March 2014 | $ | 85,853 | 7,716,049 | |||||||||||||
The Note Hedges cover shares of the Company’s common stock at a strike price that corresponds to the initial conversion price of the respective Notes, also subject to adjustment, and are exercisable upon conversion of the Notes. The Note Hedges will expire upon the maturity of the Notes. The Note Hedges are intended to reduce the potential economic dilution upon conversion of the Notes in the event that the market value per share of the Company’s common stock, as measured under the Notes, at the time of exercise is greater than the conversion price of the Notes. The Note Hedges are separate transactions and are not part of the terms of the Notes. Holders of the Notes will not have any rights with respect to the Note Hedges. | |||||||||||||||||
Warrants | |||||||||||||||||
Date | Proceeds | Shares | Strike | ||||||||||||||
(in thousands) | Price | ||||||||||||||||
Warrants | March 2014 | $ | 38,278 | 7,716,049 | $ | 81.14 | |||||||||||
Separately, in March 2014, the Company also entered into warrant transactions (the “Warrants”), whereby the Company sold warrants to acquire, subject to anti-dilution adjustments, shares of the Company’s common stock at $81.14 per share. The Warrants have a term of five years from the date of issuance. If the average market value per share of the Company’s common stock for the reporting period, as measured under the Warrants, exceeds the strike price of the Warrants, the Warrants would have a dilutive effect on the Company’s earnings per share if the Company reports net income. The Warrants were anti-dilutive for the year ended December 31, 2014. The Warrants are separate transactions, entered into by the Company and are not part of the terms of the Notes or Note Hedges. Holders of the Notes will not have any rights with respect to the Warrants. | |||||||||||||||||
Interest Expense | |||||||||||||||||
The following table sets forth total interest expense recognized related to the Notes for the years ended December 31, 2014, 2013 and 2012 (in thousands): | |||||||||||||||||
Year Ended December 31, | |||||||||||||||||
2014 | 2013 | 2012 | |||||||||||||||
0.125% coupon | $ | 378 | — | — | |||||||||||||
Amortization of debt issuance costs | 39 | — | — | ||||||||||||||
Amortization of debt discount | 13,137 | — | — | ||||||||||||||
Total | $ | 13,554 | $ | — | $ | — | |||||||||||
Commitments_and_Contingencies
Commitments and Contingencies | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
Commitments and Contingencies Disclosure [Abstract] | |||||||||||||
Commitments and Contingencies | 8. Commitments and Contingencies | ||||||||||||
Leases | |||||||||||||
The Company leases its facilities and certain office equipment under noncancellable operating leases. Future minimum lease payments under noncancellable operating leases at December 31, 2014 are as follows (in thousands): | |||||||||||||
2015 | $ | 8,073 | |||||||||||
2016 | 8,487 | ||||||||||||
2017 | 8,324 | ||||||||||||
2018 | 7,486 | ||||||||||||
2019 | 6,601 | ||||||||||||
Thereafter | 21,870 | ||||||||||||
Total minimum lease payments | $ | 60,841 | |||||||||||
The following table summarizes the total rental expense that the Company recorded for the years ended December 31, 2014, 2013 and 2012 (in thousands): | |||||||||||||
Year Ended December 31, | |||||||||||||
2014 | 2013 | 2012 | |||||||||||
Rental expense | $ | 6,994 | $ | 5,202 | $ | 4,492 | |||||||
Guarantees | |||||||||||||
The Company offers two guarantee products to travelers: Basic Rental Guarantee and Carefree Rental Guarantee. The Basic Rental Guarantee is offered to travelers that book a vacation rental property listed on any one of the Company’s websites to protect their vacation rental payments up to $1,000 against Internet fraud. Travelers may also purchase additional protection to cover 100% of vacation rental payments up to $10,000 against Internet fraud, misrepresentation, wrongful denial of entry, wrongful deposit loss or losses from phishing claims by the purchase of the Carefree Rental Guarantee. The Company does not maintain insurance from any third party for claims under these guarantees, and any amounts payable for claims made under these guarantees are payable by the Company. Amounts recorded for estimated future claims under the guarantees are based on historical experience and estimates of potential future claims are recorded either in cost of revenue or in general and administrative expense in the Company’s consolidated statement of operations depending on whether the expense is related to estimated claims under the Basic Rental Guarantee or to the Carefree Rental Guarantee. | |||||||||||||
Expected future claims for traveler guarantees, which are presented as a current liability in the Company’s consolidated balance sheets, and changes for the guarantees are as follows (in thousands): | |||||||||||||
Traveler guarantee liability at December 31, 2012 | $ | 566 | |||||||||||
Costs accrued for new vacation rentals | 2,230 | ||||||||||||
Guarantee obligations honored | (1,840 | ) | |||||||||||
Traveler guarantee liability at December 31, 2013 | $ | 956 | |||||||||||
Costs accrued for new vacation rentals | 3,576 | ||||||||||||
Guarantee obligations honored | (2,742 | ) | |||||||||||
Traveler guarantee liability at December 31, 2014 | $ | 1,790 | |||||||||||
The Company maintains a guarantee of £5,000,000 (approximately $7,800,000 as of December 31, 2014) in favor of a bank in the United Kingdom for extending credit to the Company in connection with the wholly owned United Kingdom subsidiary’s business of collecting its subscription revenue in advance via credit card payments. | |||||||||||||
Legal | |||||||||||||
From time to time, the Company is involved in litigation relating to claims arising in the ordinary course of business. The Company assesses its potential liability by analyzing specific litigation and regulatory matters using available information. Views on estimated losses are developed by management in consultation with inside and outside counsel, which involves a subjective analysis of potential results and outcomes, assuming various combinations of appropriate litigation and settlement strategies. After taking all of the above factors into account, the Company determines whether an estimated loss from a contingency related to litigation should be accrued by assessing whether a loss is deemed probable and can be reasonably estimated. The Company further determines whether an estimated loss from a contingency related to litigation should be disclosed by assessing whether a material loss is deemed reasonably possible. Such disclosures will include an estimate of the additional loss or range of loss or will state that such an estimate cannot be made. | |||||||||||||
Management believes that there are no claims or actions pending or threatened against the Company, the ultimate disposition of which would have a material impact on the Company’s consolidated financial position, results of operations or cash flows. |
Stockholders_Equity_and_StockB
Stockholders' Equity and Stock-Based Compensation | 12 Months Ended | ||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |||||||||||||||||
Stockholders' Equity and Stock-Based Compensation | 9. Stockholders’ Equity and Stock-Based Compensation | ||||||||||||||||
Common Stock | |||||||||||||||||
The Company’s amended and restated certificate of incorporation, as amended in July 2011, authorizes 350,000,000 shares of common stock with a par value of $0.0001 per share. At December 31, 2014 and December 31, 2013, there were 94,515,344 and 92,361,069 shares of common stock issued and outstanding, respectively. Additionally, the amended certificate of incorporation authorizes the Company’s board of directors, without action by stockholders, to designate and issue up to 10,000,000 shares of preferred stock in one or more series. The board of directors may also designate the rights, preferences and privileges of each series of preferred stock, any or all of which may be greater than the rights of the common stock. | |||||||||||||||||
Follow-on Offering | |||||||||||||||||
On December 17, 2013, the Company closed a follow-on offering of 6,921,424 shares of its common stock, at $37.00 per share, before underwriting discounts and commissions. The Company sold 5,500,000 shares and existing stockholders sold an aggregate of 1,421,424 shares, including 902,794 shares as a result of the underwriters’ exercise of their over-allotment option to purchase additional shares. The offering generated net proceeds to the Company of approximately $195.3 million, after deducting underwriting discounts and other expenses incurred by the Company for the sale of common stock. The offer and sale of all of the shares in the offering were registered under the Securities Act pursuant to a registration statement on Form S-3 ASR, which became automatically effective on December 12, 2013. The Company did not receive any proceeds from the sale of shares by the selling stockholders. | |||||||||||||||||
Stock Compensation Plans | |||||||||||||||||
The Company maintains two stock-based compensation plans, the 2004 Stock Option Plan (the “2004 Plan”) and the 2011 Equity Incentive Plan (the “2011 Plan”), which are described below. | |||||||||||||||||
2004 Plan | |||||||||||||||||
At December 31, 2014, there were 3,475,715 options outstanding under the 2004 Plan. Following the effectiveness of the Company’s 2011 Plan in May 2011, no further awards have been made under the 2004 Plan, although each option previously granted under the 2004 Plan will remain outstanding subject to its terms. Any such shares of common stock that are subject to awards under the 2004 Plan which are forfeited or lapse unexercised and would otherwise have been returned to the share reserve under the 2004 Plan instead will be available for issuance under the 2011 Plan. | |||||||||||||||||
2011 Plan | |||||||||||||||||
In May 2011, the Company adopted the 2011 Plan, providing for the granting of incentive stock options, as defined by the Internal Revenue Code, to employees and for the grant of non-statutory stock options, stock appreciation rights, restricted stock, restricted stock units, performance units and performance shares to employees, directors and consultants. The 2011 Plan also provides for the automatic grant of option awards to our non-employee directors. Shares of common stock reserved for issuance under the 2011 Plan consist of 20,932,095 shares of common stock. In addition, the number of shares available for issuance under the 2011 Plan will be increased annually on the first day of the Company’s fiscal year by an amount equal to the least of (a) four percent of the outstanding shares of the Company’s common stock as of the last day of the Company’s immediately preceding fiscal year or (b) such other amount as the Company’s board of directors may determine. At December 31, 2014, there were 4,124,581 options and 2,854,955 restricted stock units outstanding under the 2011 Plan. | |||||||||||||||||
Stock Option Activity | |||||||||||||||||
A summary of the Company’s stock option activity under all Plans is as follows: | |||||||||||||||||
Number of | Weighted | Weighted | Aggregate | ||||||||||||||
Options | Average | Average | Intrinsic | ||||||||||||||
Outstanding | Exercise | Remaining | Value | ||||||||||||||
Price | Contractual | ||||||||||||||||
Term | |||||||||||||||||
(years) | (in thousands) | ||||||||||||||||
Outstanding at December 31, 2012 | 10,404,703 | $ | 17.37 | 7.5 | $ | 57,020 | |||||||||||
Granted | 1,756,630 | 30.18 | |||||||||||||||
Exercised | (3,186,491 | ) | 15.12 | ||||||||||||||
Forfeited | (474,695 | ) | 22.87 | ||||||||||||||
Cancelled | (20,885 | ) | 23.03 | ||||||||||||||
Outstanding at December 31, 2013 | 8,479,261 | $ | 20.49 | 7.1 | $ | 172,921 | |||||||||||
Granted | 972,865 | 35.5 | |||||||||||||||
Exercised | (1,615,116 | ) | 15.84 | ||||||||||||||
Forfeited | (236,714 | ) | 26.66 | ||||||||||||||
Cancelled | — | — | |||||||||||||||
Outstanding at December 31, 2014 | 7,600,296 | $ | 23.2 | 6.8 | $ | 57,663 | |||||||||||
Vested and expected to vest | |||||||||||||||||
At December 31, 2013 | 8,226,494 | $ | 20.31 | 7.1 | $ | 169,248 | |||||||||||
At December 31, 2014 | 7,433,326 | $ | 23.02 | 6.8 | $ | 57,447 | |||||||||||
Exercisable options | |||||||||||||||||
At December 31, 2013 | 4,583,432 | $ | 16.82 | 6.2 | $ | 110,286 | |||||||||||
At December 31, 2014 | 5,079,091 | $ | 20.06 | 6.1 | $ | 51,494 | |||||||||||
The Company issues shares from the 2004 Plan and the 2011 Plan reserves upon the exercise of stock options. Shares of common stock reserved and available for future stock option grants under the 2011 Plan were 13,952,559 shares at December 31, 2014. | |||||||||||||||||
The Company received $25,386,000 and $48,473,000 in cash from option exercises under the respective Plans in 2014 and 2013, respectively. The Company issued shares from amounts reserved under the respective Plans upon the exercise of these stock options. The Company does not currently expect to repurchase shares from any source to satisfy such obligation under any of the Company’s stock option Plans. The Company recognized a tax benefit of approximately $2,743,000, $8,226,000 and $7,122,000 from the exercise of stock options during the years ended December 31, 2014, 2013 and 2012, respectively. These tax benefits have been recorded in additional paid-in capital on the Company’s consolidated balance sheet as of December 31, 2014 and 2013. | |||||||||||||||||
The weighted average grant date fair value of the options and restricted stock are summarized as follows: | |||||||||||||||||
Year Ended December 31, | |||||||||||||||||
2014 | 2013 | 2012 | |||||||||||||||
Per share of options granted | $ | 13.46 | $ | 13.81 | $ | 12.07 | |||||||||||
Per share of restricted stock and restricted stock units granted | $ | 36.33 | $ | 29.36 | $ | 24.88 | |||||||||||
The aggregate intrinsic value of stock options exercised, represented in the stock option activity table above, was approximately $39,140,000, $52,949,000 and $40,394,000 during the years ended December 31, 2014, 2013 and 2012, respectively. | |||||||||||||||||
During 2014, 1,649,456 stock options vested with a weighted average grant date fair market value of $12.05 per share. | |||||||||||||||||
Restricted Stock Activity | |||||||||||||||||
A summary of the Company’s restricted stock activity under the 2004 Plan and 2011 Plan is as follows: | |||||||||||||||||
Number of | |||||||||||||||||
Awards | |||||||||||||||||
Outstanding | |||||||||||||||||
Unvested balances at December 31, 2012 | 806,317 | ||||||||||||||||
Awards granted | 1,658,132 | ||||||||||||||||
Awards vested | (241,517 | ) | |||||||||||||||
Awards forfeited | (185,037 | ) | |||||||||||||||
Unvested balances at December 31, 2013 | 2,037,895 | ||||||||||||||||
Awards granted | 1,634,392 | ||||||||||||||||
Awards vested | (565,733 | ) | |||||||||||||||
Awards forfeited | (251,599 | ) | |||||||||||||||
Unvested balances at December 31, 2014 | 2,854,955 | ||||||||||||||||
During 2014, 565,733 restricted stock awards and units vested with a weighted average grant date fair market value of $27.46 per share. | |||||||||||||||||
Accounting for Stock-Based Compensation | |||||||||||||||||
The Company uses the Black-Scholes option pricing model in valuing its stock options. The Black-Scholes model requires estimates regarding risk-free rate of return, dividend yields, expected term of the award, volatility and estimated forfeitures of awards during the service period. | |||||||||||||||||
The risk-free interest rate assumption used by the Company is based on observed market interest rates appropriate for the term of the Company’s employee options. During the years ended December 31, 2014, 2013 and 2012, the Company estimated expected term based on historical experience of similar awards, giving consideration to the contractual terms of the stock-based awards, vesting schedules and expectations of future employee behavior. The dividend yield assumption is based on historical and expected dividend payouts. The Company determined expected volatility of options granted using an average of the historical volatility measures of comparable companies from a representative industry peer group. | |||||||||||||||||
The Company uses historical data to estimate pre-vesting option forfeitures and records stock-based compensation expense only for those awards that are expected to vest. Changes in estimated forfeitures will be recognized through a cumulative catch-up adjustment in the period of change and will also impact the amount of stock-based compensation expense to be recognized in future periods. For options granted, the Company amortizes the fair value on a straight-line basis over the vesting period of the options. | |||||||||||||||||
The fair value of stock option grants has been estimated at the date of grant using the Black–Scholes option pricing model with the following weighted average assumptions: | |||||||||||||||||
Year Ended December 31, | |||||||||||||||||
2014 | 2013 | 2012 | |||||||||||||||
Risk-free interest rate | 1.62% to 1.78% | 0.65% to 1.41% | 0.78% to 1.32% | ||||||||||||||
Expected term | 4.93 to 5.10 years | 5.32 to 5.57 years | 5.59 to 5.83 years | ||||||||||||||
Dividend yield | 0.00% | 0.00% | 0.00% | ||||||||||||||
Expected volatility | 38.70% to 42.50% | 46.90% to 50.80% | 50.60% to 55.40% | ||||||||||||||
The following table summarizes the total stock-based compensation expense for the years ended December 31, 2014, 2013 and 2012 (in thousands): | |||||||||||||||||
Year Ended December 31, | |||||||||||||||||
2014 | 2013 | 2012 | |||||||||||||||
Cost of revenue | $ | 3,245 | $ | 3,064 | $ | 2,675 | |||||||||||
Product development | 13,174 | 9,515 | 5,642 | ||||||||||||||
Sales and marketing | 10,805 | 8,488 | 6,629 | ||||||||||||||
General and administrative | 21,294 | 16,820 | 12,087 | ||||||||||||||
$ | 48,518 | $ | 37,887 | $ | 27,033 | ||||||||||||
Total gross unrecognized compensation cost related to nonvested stock options and restricted stock was $95,989,000 and $84,248,000 as of December 31, 2014 and 2013, respectively. The Company expects to recognize the costs as of December 31, 2014 over a weighted average period of 2.36 years. |
Redeemable_Noncontrolling_Inte
Redeemable Noncontrolling Interests | 12 Months Ended | ||||
Dec. 31, 2014 | |||||
Noncontrolling Interest [Abstract] | |||||
Redeemable Noncontrolling Interests | 10. Redeemable Noncontrolling Interests | ||||
During the year ended December 31, 2013, the Company acquired 68.5% of the outstanding stock of travelmob Pte. Ltd. and 55% of the outstanding stock of Bookabach Limited. During the year ended December 31, 2014, the Company acquired 20% of the outstanding equity held by the remaining shareholders of Bookabach Limited. The redeemable noncontrolling interests are reported on the Consolidated Balance Sheets in mezzanine equity in “Redeemable noncontrolling interests.” | |||||
The Company recognizes changes to the redemption value of noncontrolling interests as they occur and adjusts the carrying value to equal the redemption value at the end of each reporting period accordingly. | |||||
Changes in the Company’s redeemable noncontrolling interests for the year ended December 31, 2014 and 2013 are as follows (in thousands): | |||||
Balance at December 31, 2012 | $ | — | |||
Fair value at acquisition | 10,966 | ||||
Net loss attributable to noncontrolling interests | (395 | ) | |||
Currency translation adjustments | 13 | ||||
Balance at December 31, 2013 | $ | 10,584 | |||
Net loss attributable to noncontrolling interests | (1,839 | ) | |||
Changes to redemption value of noncontrolling interests | 2,421 | ||||
Repurchase of redeemable noncontrolling interests | (1,461 | ) | |||
Currency translation adjustments | 37 | ||||
Balance at December 31, 2014 | $ | 9,742 | |||
Accumulated_Other_Comprehensiv
Accumulated Other Comprehensive Loss | 12 Months Ended | ||||||||
Dec. 31, 2014 | |||||||||
Equity [Abstract] | |||||||||
Accumulated Other Comprehensive Loss | 11. Accumulated Other Comprehensive Loss | ||||||||
Accumulated other comprehensive loss consists of the following at December 31, 2014 and 2013, respectively (in thousands): | |||||||||
December 31, | |||||||||
2014 | 2013 | ||||||||
Foreign currency translation | $ | (27,252 | ) | $ | (6,728 | ) | |||
Unrealized losses on short-term investments | (801 | ) | (19 | ) | |||||
Total | $ | (28,053 | ) | $ | (6,747 | ) | |||
Income_Taxes
Income Taxes | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
Income Tax Disclosure [Abstract] | |||||||||||||
Income Taxes | 12. Income Taxes | ||||||||||||
Income before income taxes includes the following components (in thousands): | |||||||||||||
Year Ended December 31, | |||||||||||||
2014 | 2013 | 2012 | |||||||||||
Domestic | $ | 15,523 | $ | 27,817 | $ | 19,934 | |||||||
Foreign | 5,716 | 1,198 | 8,202 | ||||||||||
Total | $ | 21,239 | $ | 29,015 | $ | 28,136 | |||||||
The income tax expense (benefit) is comprised of the following (in thousands): | |||||||||||||
Year Ended December 31, | |||||||||||||
2014 | 2013 | 2012 | |||||||||||
Current | |||||||||||||
Federal | $ | — | $ | — | $ | — | |||||||
State | 250 | 1,116 | 1,105 | ||||||||||
Foreign | 5,999 | 4,771 | 9,625 | ||||||||||
Deferred | |||||||||||||
Federal | 5,502 | 7,733 | 7,976 | ||||||||||
State | (831 | ) | 98 | (524 | ) | ||||||||
Foreign | (5,879 | ) | (1,511 | ) | (5,425 | ) | |||||||
Change in valuation allowance | 2,231 | (483 | ) | 418 | |||||||||
$ | 7,272 | $ | 11,724 | $ | 13,175 | ||||||||
During the three months ended December 31, 2014, the Company identified immaterial prior period accounting errors related to intercompany transactions and a Swiss foreign tax credit. The adjustments were not material to any prior period results of operations. Therefore, the Company recorded the correction in the same quarter it was identified, which increased income tax expense by approximately $796,000 during the three months ended December 31, 2014. The adjustments had no impact on cash flows from operations or total cash flows for the prior or current period. | |||||||||||||
Deferred income taxes reflect the net effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. Deferred tax assets (liabilities) consist of the following (in thousands): | |||||||||||||
December 31, | |||||||||||||
2014 | 2013 | ||||||||||||
Deferred tax assets: | |||||||||||||
Net operating loss carryforward | $ | 6,816 | $ | 6,760 | |||||||||
Tax credits | 1,082 | 551 | |||||||||||
Accrued liabilities | 8,960 | 6,615 | |||||||||||
Stock compensation | 16,621 | 11,143 | |||||||||||
Gift card deferred revenue and redemption liability | 1,451 | 1,346 | |||||||||||
Other deferred revenue | 1,413 | 1,304 | |||||||||||
Other | 959 | 310 | |||||||||||
Total deferred tax assets | 37,302 | 28,029 | |||||||||||
Deferred tax liabilities: | |||||||||||||
Intangible assets | (37,095 | ) | (34,473 | ) | |||||||||
Property and equipment | (12,170 | ) | (6,530 | ) | |||||||||
Prepaid expenses | (540 | ) | (907 | ) | |||||||||
Other | (1,339 | ) | (536 | ) | |||||||||
Total deferred tax liabilities | (51,144 | ) | (42,446 | ) | |||||||||
Valuation allowance | (2,463 | ) | (362 | ) | |||||||||
Net deferred tax liabilities | $ | (16,305 | ) | $ | (14,779 | ) | |||||||
In August 2013, in a series of transactions, the Company acquired 68.5% of the outstanding stock of travelmob Pte. Ltd. (see Note 3). A net deferred tax liability of approximately $513,000 was recorded upon the acquisition, primarily related to acquired intangibles, net of acquired net operating losses. | |||||||||||||
In November 2013, the Company acquired 55% of the outstanding stock of Bookabach Limited (see Note 3). A net deferred tax liability of approximately $228,000 was recorded upon the acquisition, primarily related to acquired intangibles. In November 2014, the Company acquired an additional 20% of the outstanding stock of Bookabach Limited. | |||||||||||||
In December 2013, the Company acquired 100% of the outstanding stock of Stayz Pty Limited (see Note 3). A net deferred tax liability of approximately $5,313,000 was recorded upon the acquisition, primarily related to acquired intangibles. Additionally, as a result of the acquisition, the Company released approximately $1,397,000 of valuation allowance against the net deferred tax assets of the Company’s existing Australian subsidiary based on revised estimates of future taxable income including Stayz. | |||||||||||||
In March 2014, the Company acquired 100% of the outstanding stock of Glad to Have You, Inc. (see Note 3). A net deferred tax liability of approximately $1,653,000 was recorded upon the acquisition, primarily related to acquired intangibles, net of acquired net operating losses. | |||||||||||||
A valuation allowance is established if, based on the Company’s review of both positive and negative evidence, it is more likely than not that all or a portion of the deferred tax asset will not be realized. The Company maintained a valuation allowance of approximately $2,463,000 and $362,000 at December 31, 2014 and December 31, 2013, respectively, primarily related to the uncertainty of the utilization of certain loss carryforwards as well as the inability to realize the benefit of basis differences in certain acquired intangible assets. After reviewing both positive and negative evidence, the Company determined that it is not more likely than not that the deferred tax assets of the Company’s subsidiaries in Singapore and Switzerland will be realized and recorded a valuation allowance against these assets of $1,920,000 in the year ended December 31, 2014 compared to $0 in the year ended December 31, 2013. There can be no assurance that the Company will meet its expectations of future taxable income. As a result, the amount of the deferred tax assets considered realizable could be reduced if estimates of future taxable income are reduced. Such an occurrence could materially adversely affect the Company’s results of operations and financial condition. The Company will continue to evaluate the ability to realize, by jurisdiction, its deferred tax assets and related valuation allowances. | |||||||||||||
The following is a summary of the Company’s loss carryforwards and their expiration at December 31, 2013 and 2014, respectively (in thousands): | |||||||||||||
December 31, | |||||||||||||
Expiration | 2014 | 2013 | |||||||||||
Federal loss carryforwards | 2025-2034 | $ | 15,722 | $ | 8,474 | ||||||||
State loss carryforwards | 2025-2034 | 396 | 447 | ||||||||||
Federal research and development credit carryforwards | 2027-2034 | 8,386 | 6,050 | ||||||||||
State research and development credit carryforwards | 2034 | 1,857 | 498 | ||||||||||
Texas margin tax credit carryforwards | Indefinite | 310 | 310 | ||||||||||
Foreign loss carryforwards | 2018-Indefinite(1) | 26,046 | 25,690 | ||||||||||
Foreign local loss carryforwards | 2018-2020 | 517 | 686 | ||||||||||
Federal foreign tax credit carryforwards | 2020-2024 | 1,351 | 1,342 | ||||||||||
-1 | Of the Company’s foreign net operating loss carryforwards, $11,697,000 will expire between 2018 and 2030 if not utilized, and $14,349,000 will carryforward indefinitely. | ||||||||||||
The Company expects to record a credit to additional paid-in capital upon utilization of federal net operating loss and credit carryforwards of $10,323,000 and a credit to additional paid-in capital upon utilization of foreign net operating loss carryforwards of $750,000. In addition, all of the federal research and development tax credits will result in a credit to additional paid-in-capital when realized. | |||||||||||||
Under the Tax Reform Act of 1986, the amount of net operating losses and tax credits that can be carried forward may be limited in certain circumstances. Events that may cause changes in the Company’s tax carryovers include, but are not limited to, a cumulative ownership change of more than 50.0% over a three-year period. Certain of the Company’s operating losses that can be utilized in any one taxable year may be limited by future ownership changes. Currently, such a limitation exists on the net operating loss that was acquired in the Escapia, Second Porch and Glad to Have You acquisitions. A valuation allowance has been recorded to reduce the deferred tax asset to the value that the Company believes is more likely than not to be realized. A limitation also exists for losses attributable to the period of time before the February 1, 2005 Series A preferred stock financing transaction due to the deemed ownership change that occurred upon the issuance of those shares. The Company has not recorded a benefit for approximately $382,000 of net operating loss carryforwards that will expire unused. | |||||||||||||
The following is a reconciliation of the amount of the income tax expense that results from applying the federal statutory income tax rate to income before income taxes to the reported income tax expense (in thousands): | |||||||||||||
Year Ended December 31, | |||||||||||||
2014 | 2013 | 2012 | |||||||||||
Federal tax expense at statutory rate | $ | 7,433 | $ | 10,155 | $ | 9,848 | |||||||
State taxes, net of federal tax benefit | (552 | ) | 958 | 647 | |||||||||
Foreign tax rate differential | (2,166 | ) | (1,191 | ) | (2,481 | ) | |||||||
Deferred charges | 1,908 | 1,959 | 1,582 | ||||||||||
Stock compensation | 2,430 | 566 | 1,679 | ||||||||||
Research and development credit | (2,346 | ) | (3,220 | ) | — | ||||||||
Tax basis in Spanish intangibles | (2,770 | ) | — | — | |||||||||
Non-deductible expenses | 331 | 2,342 | 355 | ||||||||||
Other activity in unrecognized tax benefits | 816 | 540 | 2,325 | ||||||||||
Other | (43 | ) | 98 | (1,198 | ) | ||||||||
Net increase (decrease) in valuation allowance | 2,231 | (483 | ) | 418 | |||||||||
$ | 7,272 | $ | 11,724 | $ | 13,175 | ||||||||
There was a tax benefit of $2,770,000 recorded in the year ended December 31, 2014 related to tax basis intangibles resulting from the merger of wholly owned subsidiaries of the Company in Spain. | |||||||||||||
Deferred U.S. income taxes and foreign withholding taxes are not provided on the undistributed cumulative earnings of foreign subsidiaries because those earnings are considered to be permanently reinvested in those operations. Any permanently reinvested earnings could become subject to additional U.S. taxes in certain circumstances (subject to an adjustment for foreign tax credits) and foreign withholding taxes if remitted to HomeAway, Inc. The determination of the amount of unrecognized tax liability is not practicable because of the complexities associated with multiple hypothetical calculations. There was approximately $28,012,000, $16,741,000 and $20,681,000 of cumulative earnings in the Company’s foreign subsidiaries as of December 31, 2014, 2013 and 2012, respectively. | |||||||||||||
The Company follows the guidance on accounting for uncertainty in income taxes, which prescribes a recognition threshold and measurement attribute for the financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return and also provides guidance on derecognition, classification, interest and penalties, accounting in interim periods, disclosure and transition. | |||||||||||||
The aggregate changes in the balance of unrecognized tax benefits were as follows, excluding interest and penalties (in thousands): | |||||||||||||
(in thousands) | Year Ended December 31, | ||||||||||||
2014 | 2013 | 2012 | |||||||||||
Balance, beginning of year | $ | 7,555 | $ | 5,590 | $ | 3,658 | |||||||
Increases for tax positions related to the current year | 2,130 | 1,013 | 1,815 | ||||||||||
Increases for tax positions related to prior years | 2,166 | 1,702 | 1,135 | ||||||||||
Decreases for tax positions related to prior years | (556 | ) | (369 | ) | (739 | ) | |||||||
Reductions due to lapsed statute of limitations | (1,221 | ) | (381 | ) | (279 | ) | |||||||
Balance, end of year | $ | 10,074 | $ | 7,555 | $ | 5,590 | |||||||
Included in the balance of unrecognized tax benefits at December 31, 2014, 2013, and 2012 are $3,663,000, $3,177,000, and $1,242,000, respectively, of unrecognized tax benefits that are offset against related deferred tax assets. If the Company were to recognize the unrecognized tax benefits as of December 31, 2014, 2013, and 2012, $9,122,000, $7,555,000, and $5,265,000, respectively, would impact the effective tax rate. | |||||||||||||
Management 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 timing of the resolution and closure of audits is not certain, as of December 31, 2014, there were approximately $1,611,000 of unrecognized tax benefits in several jurisdictions that the Company expects could decrease over the next 12 months due to the expiration of the respective statutes of limitation and $726,000 that could change over the next 12 months due to the conclusion of tax audits. | |||||||||||||
The Company includes interest and penalties related to unrecognized tax benefits as a component of income tax expense in the Consolidated Statement of Operations. Accrued interest and penalties are included within the related tax liability line in the consolidated balance sheet and were insignificant in all periods presented. | |||||||||||||
As of December 31, 2014, in the United States, the tax years 2011 through 2013 remain open to examination in the federal jurisdiction and most state jurisdictions. Tax years 2005 through 2010 remain open to adjustment due to net operating losses carried forward into open tax years. HomeAway, Inc. is currently under audit in the U.S., and two of the Company’s UK subsidiaries are currently under audit. Internationally, the following years remain open to examination: | |||||||||||||
Jurisdiction | Open Tax Years | ||||||||||||
Germany | 2011-2014 | ||||||||||||
France | 2012-2014 | ||||||||||||
Brazil | 2009-2014 | ||||||||||||
United Kingdom | 2011-2014 | ||||||||||||
Switzerland | 2010-2014 | ||||||||||||
Australia | 2010-2014 | ||||||||||||
Spain | 2010-2014 | ||||||||||||
Thailand | 2013-2014 | ||||||||||||
Singapore | 2011-2014 | ||||||||||||
New Zealand | 2010-2014 | ||||||||||||
Colombia | 2013-2014 | ||||||||||||
Italy | 2013-2014 |
Net_Income_Per_Share_Attributa
Net Income Per Share Attributable to HomeAway, Inc. | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
Earnings Per Share [Abstract] | |||||||||||||
Net Income Per Share Attributable to HomeAway, Inc. | 13. Net Income Per Share Attributable to HomeAway, Inc. | ||||||||||||
The following table sets forth the computation of basic and diluted net income per share attributable to HomeAway, Inc. (in thousands except share and per share amounts): | |||||||||||||
Year Ended December 31, | |||||||||||||
2014 | 2013 | 2012 | |||||||||||
Numerator | |||||||||||||
Net income attributable to HomeAway, Inc. | $ | 13,384 | $ | 17,686 | $ | 14,961 | |||||||
Denominator | |||||||||||||
Weighted average common shares outstanding-basic | 93,727 | 85,378 | 82,382 | ||||||||||
Dilutive effect of stock options, warrants and restricted stock units | 2,754 | 2,881 | 2,560 | ||||||||||
Weighted average common shares outstanding-diluted | 96,481 | 88,259 | 84,942 | ||||||||||
Net income per share attributable to HomeAway, Inc.: | |||||||||||||
Basic | $ | 0.14 | $ | 0.21 | $ | 0.18 | |||||||
Diluted | $ | 0.14 | $ | 0.2 | $ | 0.18 | |||||||
The following common equivalent shares were excluded from the calculation of net income per share attributable to HomeAway, Inc. as their inclusion would have been anti-dilutive (in thousands): | |||||||||||||
Year Ended December 31, | |||||||||||||
2014 | 2013 | 2012 | |||||||||||
Stock options | 2,178 | 3,153 | 5,151 | ||||||||||
Restricted stock units | 57 | 4 | 7 | ||||||||||
Warrants | 7,716 | — | — | ||||||||||
Total common equivalent shares excluded | 9,951 | 3,157 | 5,158 | ||||||||||
Domestic_and_Foreign_Operation
Domestic and Foreign Operations | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
Segment Reporting [Abstract] | |||||||||||||
Domestic and Foreign Operations | 14. Domestic and Foreign Operations | ||||||||||||
The Company has operations in domestic and foreign regions, specifically in Europe, South America and the Asia Pacific region. Information about these operations is presented below (in thousands): | |||||||||||||
Year Ended December 31, | |||||||||||||
2014 | 2013 | 2012 | |||||||||||
Revenue: | |||||||||||||
United States | $ | 262,412 | $ | 211,473 | $ | 173,078 | |||||||
France | 59,306 | 52,222 | 42,451 | ||||||||||
United Kingdom | 48,996 | 41,231 | 35,656 | ||||||||||
Australia | 25,888 | 3,300 | 1,141 | ||||||||||
Germany | 24,410 | 20,719 | 16,194 | ||||||||||
Other international | 25,750 | 17,544 | 11,884 | ||||||||||
Total revenue | $ | 446,762 | $ | 346,489 | $ | 280,404 | |||||||
Year Ended December 31, | |||||||||||||
2014 | 2013 | 2012 | |||||||||||
Identifiable long-lived tangible assets: | |||||||||||||
United States | $ | 85,116 | $ | 43,673 | $ | 32,936 | |||||||
International | 10,167 | 8,472 | 7,431 | ||||||||||
Total identifiable long-lived tangible assets | $ | 95,283 | $ | 52,145 | $ | 40,367 | |||||||
Revenue attributed to the U.S. and international geographies are based upon the country in which the selling subsidiary of the Company is located. | |||||||||||||
Identifiable long-lived assets attributed to the U.S. and international geographies are based upon the country in which the asset is located or owned. |
Employee_Benefit_Plans
Employee Benefit Plans | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
Compensation and Retirement Disclosure [Abstract] | |||||||||||||
Employee Benefit Plans | 15. Employee Benefit Plans | ||||||||||||
The Company administers various employer-sponsored retirement plans in Colombia, France, Germany, Italy, Spain, Switzerland, the United Kingdom and the United States. The various plans allow for employer matching contributions to be made into the plans. Our total expense for these retirement plans is presented below (in thousands): | |||||||||||||
Year Ended December 31, | |||||||||||||
2014 | 2013 | 2012 | |||||||||||
Retirement plan contribution expense | $ | 1,975 | $ | 1,907 | $ | 1,185 |
Valuation_And_Qualifying_Accou
Valuation And Qualifying Accounts | 12 Months Ended | ||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||
Valuation and Qualifying Accounts [Abstract] | |||||||||||||||||
Valuation And Qualifying Accounts | FINANCIAL STATEMENT SCHEDULE | ||||||||||||||||
SCHEDULE II—VALUATION AND QUALIFYING ACCOUNTS | |||||||||||||||||
Beginning | Additions | Write-offs | Ending | ||||||||||||||
Balance | Balance | ||||||||||||||||
(in thousands) | |||||||||||||||||
Allowance for doubtful accounts: | |||||||||||||||||
Year ended December 31, 2014 | $ | 1,038 | $ | 471 | $ | (846 | ) | $ | 663 | ||||||||
Year ended December 31, 2013 | 633 | 980 | (575 | ) | 1,038 | ||||||||||||
Year ended December 31, 2012 | 425 | 647 | (439 | ) | 633 | ||||||||||||
Beginning | Additions | Reductions | Ending | ||||||||||||||
Balance | Balance | ||||||||||||||||
(in thousands) | |||||||||||||||||
Deferred Tax Asset Valuation Allowance: | |||||||||||||||||
Year ended December 31, 2014 | $ | 362 | $ | 2,270 | $ | (169 | ) | $ | 2,463 | ||||||||
Year ended December 31, 2013 | 921 | 838 | (1,397 | ) | 362 | ||||||||||||
Year ended December 31, 2012 | 507 | 753 | (339 | ) | 921 | ||||||||||||
Selected_Quarterly_Financial_D
Selected Quarterly Financial Data | 12 Months Ended | ||||||||||||||||||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||||||||||||||||||
Quarterly Financial Information Disclosure [Abstract] | |||||||||||||||||||||||||||||||||
Selected Quarterly Financial Data | Selected Quarterly Financial Data | ||||||||||||||||||||||||||||||||
(Unaudited) | |||||||||||||||||||||||||||||||||
For the Three Months Ended: | |||||||||||||||||||||||||||||||||
March 31, | June 30, | September 30, | December 31, | March 31, | June 30, | September 30, | December 31, | ||||||||||||||||||||||||||
2013 | 2013 | 2013 | 2013 | 2014 | 2014 | 2014 | 2014 | ||||||||||||||||||||||||||
(in thousands, except per share amounts) | |||||||||||||||||||||||||||||||||
Revenue | $ | 79,464 | $ | 86,608 | $ | 90,148 | $ | 90,269 | $ | 105,682 | $ | 114,256 | $ | 117,112 | $ | 109,712 | |||||||||||||||||
Net income (loss) attributable to HomeAway, Inc. | $ | 5,295 | $ | 5,470 | $ | 8,478 | $ | (1,557 | ) | $ | 4,443 | $ | 3,867 | $ | 4,912 | $ | 162 | (1) | |||||||||||||||
Net income (loss) per share—basic and diluted | $ | 0.06 | $ | 0.06 | $ | 0.1 | $ | (0.02 | ) | $ | 0.05 | $ | 0.04 | $ | 0.05 | $ | 0 | ||||||||||||||||
Shares used in per share calculation—basic | 83,940 | 84,920 | 85,452 | 87,111 | 92,699 | 93,671 | 94,106 | 94,378 | |||||||||||||||||||||||||
Shares used in per share calculation—diluted | 86,492 | 87,647 | 88,215 | 90,144 | 96,295 | 96,011 | 96,389 | 96,600 | |||||||||||||||||||||||||
Summary_of_Significant_Account1
Summary of Significant Accounting Policies (Policies) | 12 Months Ended | ||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||
Accounting Policies [Abstract] | |||||||||||||||||
Basis of Presentation | Basis of Presentation | ||||||||||||||||
The accompanying consolidated financial statements include the accounts of HomeAway, Inc. and all of its wholly and majority-owned subsidiaries and have been prepared in accordance with accounting principles generally accepted in the United States. All significant intercompany transactions and balances have been eliminated in consolidation. | |||||||||||||||||
Use of Estimates | Use of Estimates | ||||||||||||||||
The preparation of 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 financial statements and the reported amounts of revenue and expenses during the reporting periods. Actual results could differ from those estimates. These differences could have a material effect on the Company’s future results of operations and financial position. Significant items subject to estimates and assumptions include certain revenues, the allowance for doubtful accounts, the fair value of short-term investments, the carrying amounts of goodwill and other indefinite-lived intangible assets, depreciation and amortization, the valuation of stock options, deferred income taxes and the fair value of noncontrolling interests. | |||||||||||||||||
Fair Value of Financial Instruments | Fair Value of Financial Instruments | ||||||||||||||||
Fair value is defined as the price that would be received from the sale of an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. To increase the comparability of fair value measures, the following hierarchy prioritizes the inputs to valuation methodologies used to measure fair value: | |||||||||||||||||
Level 1: | Valuations based on quoted prices for identical assets and liabilities in active markets. | ||||||||||||||||
Level 2: | Valuations based on observable inputs other than quoted prices included in Level 1, such as quoted prices for similar assets and liabilities in active markets, quoted prices for identical or similar assets and liabilities in markets that are not active, or other inputs that are observable or can be corroborated by observable market data. | ||||||||||||||||
Level 3: | Valuations based on unobservable inputs reflecting the Company’s own assumptions, consistent with reasonably available assumptions made by other market participants. These valuations require significant judgment. | ||||||||||||||||
The following section describes the valuation methodologies used to measure certain financial assets and financial liabilities at fair value. | |||||||||||||||||
Cash Equivalents, Restricted Cash and Short-Term Investments | |||||||||||||||||
The Company’s cash equivalents, restricted cash and short-term investments classified as Level 1 are valued using quoted prices generated by market transactions involving identical assets. Short-term investments classified as Level 2 are valued using non-binding market consensus prices that are corroborated with observable market data; quoted market prices for similar instruments in active markets; or pricing models, such as a discounted cash flow model, with all significant inputs derived from or corroborated with observable market data. The Company did not hold any cash equivalents, restricted cash or short-term investments categorized as Level 3 as of December 31, 2014 or 2013. | |||||||||||||||||
Short-term investments include time deposits, corporate bonds, municipal bonds and commercial paper and are classified as available-for-sale and reported at fair value using the specific identification method. Unrealized gains and losses are excluded from earnings and reported as a component of other comprehensive income (loss), net of related estimated tax provisions or benefits. Additionally, the Company periodically assesses whether an other than temporary impairment loss on investments has occurred due to declines in fair value or other market conditions. Declines in fair value that are considered other than temporary are recorded as an impairment in the consolidated statement of operations. The Company did not record any impairments of its investments for any of the periods presented. | |||||||||||||||||
The carrying amounts of certain of the Company’s financial instruments, including cash and cash equivalents, accounts receivable, prepaid expenses and other current assets, accounts payable, accrued liabilities and deferred revenue approximate fair value because of the relatively short maturity of these instruments. | |||||||||||||||||
The following table summarizes the basis used to measure certain financial assets at fair value on a recurring basis in the Company’s consolidated balance sheets at December 31, 2014 (in thousands): | |||||||||||||||||
Balance as of | Quoted Prices in | Significant Other | Significant | ||||||||||||||
December 31, | Active Markets | Observable | Unobservable | ||||||||||||||
2014 | for Identical | Inputs (Level 2) | Inputs | ||||||||||||||
Assets (Level 1) | (Level 3) | ||||||||||||||||
Assets | |||||||||||||||||
Cash equivalents | |||||||||||||||||
Money market funds | $ | 183,008 | $ | 183,008 | $ | — | $ | — | |||||||||
Municipal bonds | 1,001 | — | 1,001 | — | |||||||||||||
Total cash equivalents | 184,009 | 183,008 | 1,001 | — | |||||||||||||
Restricted cash | |||||||||||||||||
Time deposits | 2,058 | — | 2,058 | — | |||||||||||||
Total restricted cash | 2,058 | — | 2,058 | — | |||||||||||||
Short-term investments | |||||||||||||||||
Certificates of deposit | 21,726 | — | 21,726 | — | |||||||||||||
Corporate bonds | 353,212 | — | 353,212 | — | |||||||||||||
Municipal bonds | 140,406 | — | 140,406 | — | |||||||||||||
International government bonds | 1,501 | — | 1,501 | — | |||||||||||||
Commercial paper | 3,999 | — | 3,999 | — | |||||||||||||
Total short-term investments | 520,844 | — | 520,844 | — | |||||||||||||
Total financial assets | $ | 706,911 | $ | 183,008 | $ | 523,903 | $ | — | |||||||||
The following table summarizes the basis used to measure certain financial assets at fair value on a recurring basis in the Company’s consolidated balance sheets at December 31, 2013 (in thousands): | |||||||||||||||||
Balance as of | Quoted Prices in | Significant Other | Significant | ||||||||||||||
December 31, | Active Markets | Observable | Unobservable | ||||||||||||||
2013 | for Identical | Inputs (Level 2) | Inputs | ||||||||||||||
Assets (Level 1) | (Level 3) | ||||||||||||||||
Assets | |||||||||||||||||
Cash equivalents | |||||||||||||||||
Money market funds | $ | 26,451 | $ | 26,451 | $ | — | $ | — | |||||||||
Total cash equivalents | 26,451 | 26,451 | — | — | |||||||||||||
Restricted cash | |||||||||||||||||
Money market funds | 758 | 758 | — | — | |||||||||||||
Total restricted cash | 758 | 758 | — | — | |||||||||||||
Short-term investments | |||||||||||||||||
Time deposits | 2,054 | — | 2,054 | — | |||||||||||||
Corporate bonds | 33,257 | — | 33,257 | — | |||||||||||||
Municipal bonds | 31,487 | — | 31,487 | — | |||||||||||||
Total short-term investments | 66,798 | — | 66,798 | — | |||||||||||||
Total financial assets | $ | 94,007 | $ | 27,209 | $ | 66,798 | $ | — | |||||||||
Business Segment | Business Segment | ||||||||||||||||
The Company has one operating segment consisting of various products and services related to its online marketplace of accommodation rental listings. The Company’s chief operating decision maker is considered to be the Chief Executive Officer. The chief operating decision maker allocates resources and assesses performance of the business and other activities at the single operating segment level. | |||||||||||||||||
Cash and Cash Equivalents | Cash and Cash Equivalents | ||||||||||||||||
Cash and cash equivalents include investments in money market funds, corporate and municipal bonds and time deposits that are readily convertible into cash. Cash and cash equivalents are stated at cost, which approximates fair value. The Company considers all highly liquid investments purchased with an original maturity date of three months or less to be cash equivalents. Cash and cash equivalents consisted of the following at December 31, 2014 and December 31, 2013 (in thousands): | |||||||||||||||||
December 31, | |||||||||||||||||
2014 | 2013 | ||||||||||||||||
Demand deposit accounts | $ | 108,316 | $ | 298,157 | |||||||||||||
Money market funds | 183,008 | 26,451 | |||||||||||||||
Municipal bonds | 1,001 | — | |||||||||||||||
Total | $ | 292,325 | $ | 324,608 | |||||||||||||
Restricted Cash | Restricted Cash | ||||||||||||||||
Restricted cash of $2,492,000 and $2,180,000 at December 31, 2014 and December 31, 2013, respectively, was held in accounts owned by the Company in conjunction with property license requirements, leased office space and to secure credit card availability and reimbursable direct debits due from the Company. | |||||||||||||||||
Short-term Investments | Short-term Investments | ||||||||||||||||
Short-term investments generally consist of marketable securities that have original maturities greater than ninety days as of the date of purchase. Investments in which the Company has the ability and intent, if necessary, to liquidate in order to support its current operations, including those with contractual maturities greater than one year from the date of purchase, are classified as short-term. The Company’s investment securities are classified as available-for-sale and are presented at estimated fair value with any unrealized gains and losses included in other comprehensive income (loss). | |||||||||||||||||
Cash flows from purchases, sales and maturities of available-for-sale securities are classified as cash flows from investing activities and reported gross, including any related premiums or discounts. Premiums related to purchases of available-for-sale securities were $13,187,000 and $8,065,000 during the year ended December 31, 2014 and 2013, respectively. Fair values are based on quoted market prices. Short-term investments consisted of the following at December 31, 2014 and December 31, 2013 (in thousands): | |||||||||||||||||
December 31, 2014 | |||||||||||||||||
Gross | Gross | Gross | Estimated | ||||||||||||||
Cost | Unrealized | Unrealized | Fair | ||||||||||||||
Gains | Losses | Value | |||||||||||||||
Time deposits | $ | 21,726 | $ | — | $ | — | $ | 21,726 | |||||||||
Corporate bonds | 353,957 | 7 | (752 | ) | 353,212 | ||||||||||||
Municipal bonds | 140,455 | 45 | (94 | ) | 140,406 | ||||||||||||
International government bonds | 1,504 | — | (3 | ) | 1,501 | ||||||||||||
Commercial paper | 3,999 | — | — | 3,999 | |||||||||||||
Total short-term investments | $ | 521,641 | $ | 52 | $ | (849 | ) | $ | 520,844 | ||||||||
December 31, 2013 | |||||||||||||||||
Gross | Gross | Gross | Estimated | ||||||||||||||
Cost | Unrealized | Unrealized | Fair | ||||||||||||||
Gains | Losses | Value | |||||||||||||||
Time deposits | $ | 2,055 | $ | — | $ | (1 | ) | $ | 2,054 | ||||||||
Corporate bonds | 33,274 | 33 | (50 | ) | 33,257 | ||||||||||||
Municipal bonds | 31,486 | 16 | (15 | ) | 31,487 | ||||||||||||
Total short-term investments | $ | 66,815 | $ | 49 | $ | (66 | ) | $ | 66,798 | ||||||||
For fixed income securities that have unrealized losses as of December 31, 2014, the Company does not have the intent to sell any of these investments and it is not more likely than not that it will be required to sell any of these investments before recovery of the entire amortized cost basis. The Company has evaluated these fixed income securities and determined that no credit losses exist. Accordingly, the Company has determined that the unrealized losses on fixed income securities as of December 31, 2014 were temporary in nature. | |||||||||||||||||
The following table summarizes the contractual underlying maturities of the Company’s short-term investments at December 31, 2014 and December 31, 2013 (in thousands): | |||||||||||||||||
December 31, 2014 | |||||||||||||||||
Less than | 1 to 3 Years | Total | |||||||||||||||
1 Year | |||||||||||||||||
Time deposits | $ | 21,479 | $ | 247 | $ | 21,726 | |||||||||||
Corporate bonds | 240,570 | 112,642 | 353,212 | ||||||||||||||
Municipal bonds | 87,615 | 52,791 | 140,406 | ||||||||||||||
International government bonds | 1,501 | — | 1,501 | ||||||||||||||
Commercial paper | 3,999 | — | 3,999 | ||||||||||||||
Total short-term investments | $ | 355,164 | $ | 165,680 | $ | 520,844 | |||||||||||
December 31, 2013 | |||||||||||||||||
Less than | 1 to 3 Years | Total | |||||||||||||||
1 Year | |||||||||||||||||
Time deposits | $ | 500 | $ | 1,554 | $ | 2,054 | |||||||||||
Corporate bonds | 11,164 | 22,093 | 33,257 | ||||||||||||||
Municipal bonds | 3,031 | 28,456 | 31,487 | ||||||||||||||
Total short-term investments | $ | 14,695 | $ | 52,103 | $ | 66,798 | |||||||||||
Non-marketable Cost Investment | |||||||||||||||||
During the year ended December 31, 2014, the Company invested an additional $9,385,000 for a non-controlling equity interest in a privately-held company in China. As of December 31, 2014, the total carrying value of the Company’s investment in the privately-held company was $19,498,000. Also during 2014, the Company invested $15,000,000 for a non-controlling equity interest in a privately-held company in the United States that operates a travel research application and website. | |||||||||||||||||
The Company’s investment in these privately-held companies is reported using the cost method of accounting or marked down to fair value when an event or circumstance indicates an other-than-temporary decline in value has occurred. No event or circumstance indicating an other-than-temporary decline in value of the Company’s interest in the non-marketable cost investments was identified. These investments are recorded in other non-current assets on the consolidated balance sheets. | |||||||||||||||||
Accounts Receivable | Accounts Receivable | ||||||||||||||||
Accounts receivable are generated from several sources. Amounts due from credit card merchants who process the Company’s credit card sales from property listings and remit the proceeds to the Company are the primary source of accounts receivable. Accounts receivable are also generated from Internet display advertising amounts due in the ordinary course of business as well as amounts due to the Company for property listings, other products purchased on account or amounts due from partners who provide products and services such as advertising the properties of our property owners and managers on their websites, insurance products and payment processing services. Accounts receivable outstanding longer than the contractual payment terms are considered past due. The Company determines its allowance for doubtful accounts by estimating losses on receivables based on known troubled accounts and historical experiences of losses incurred. | |||||||||||||||||
Property and Equipment | Property and Equipment | ||||||||||||||||
Property and equipment are recorded at cost less accumulated depreciation. Depreciation is computed using the straight-line method over the estimated useful lives of the related assets. Computer equipment and purchased software are generally depreciated over three years. Furniture and fixtures are generally depreciated over five to ten years. Leasehold improvements are depreciated on a straight-line basis over the shorter of the contractual lease period or their estimated useful life. Upon disposal, property and equipment and the related accumulated depreciation are removed from the accounts and the resulting gain or loss is reflected in the statements of operations. Ordinary maintenance and repairs are charged to expense, while expenditures that extend the physical or economic life of the assets are capitalized. | |||||||||||||||||
The Company capitalizes certain internally developed software and website development costs. These capitalized costs were $36,038,000 and $30,523,000 at December 31, 2014 and December 31, 2013, respectively, and are included in property and equipment, net, in the consolidated balance sheets. Internally developed software costs are generally depreciated over five years. | |||||||||||||||||
The Company recorded depreciation expense on internally developed software and website development costs as follows for the years ended December 31, 2014, 2013 and 2012 (in thousands): | |||||||||||||||||
Year Ended December 31, | |||||||||||||||||
2014 | 2013 | 2012 | |||||||||||||||
Depreciation expense on internally developed software and website development costs | $ | 5,471 | $ | 3,939 | $ | 2,874 | |||||||||||
Goodwill and Intangible Assets | Goodwill and Intangible Assets | ||||||||||||||||
Goodwill arises from business combinations and is measured as the excess of the purchase consideration over the sum of the acquisition-date fair values of tangible and identifiable intangible assets acquired, less any liabilities assumed. The Company uses estimates and assumptions to value assets acquired and liabilities assumed at the acquisition date, and these estimates are inherently uncertain and subject to refinement. As a result, during the measurement period, which may be up to one year from the acquisition date, adjustments to the assets acquired and liabilities assumed are recorded with the corresponding offset to goodwill. Upon the conclusion of the measurement period or final determination of the values of assets acquired or liabilities assumed, whichever comes first, any subsequent adjustments are recorded to the consolidated statements of operations. | |||||||||||||||||
Goodwill and intangible assets deemed to have indefinite useful lives, such as certain trade names, are not amortized. Tests for impairment of goodwill and indefinite-lived intangible assets are performed on an annual basis or when events or circumstances indicate that the carrying amount may not be recoverable. | |||||||||||||||||
Circumstances that could trigger an impairment test outside of the annual test include but are not limited to: a significant adverse change in the business climate or legal factors, adverse cash flow trends, an adverse action or assessment by a regulator, unanticipated competition, loss of key personnel, decline in stock price and the results of tests for recoverability of a significant asset group. The Company determined that no triggering event occurred during any of the periods presented. | |||||||||||||||||
For goodwill and indefinite lived intangible assets, the Company completes what is referred to as the “Step 0” analysis, which involves evaluating qualitative factors, including macroeconomic conditions, industry and market considerations, cost factors, and overall financial performance related to its goodwill and its indefinite lived intangible assets. If the Company’s “Step 0” analysis indicates that it is more likely than not that the fair value of a reporting unit or of an indefinite lived intangible asset is less than its carrying amount, then the Company would perform a quantitative two-step impairment test. The quantitative analysis compares the fair value of the Company’s reporting unit or indefinite-lived intangible assets to its carrying amount, and an impairment loss is recognized equivalent to the excess of the carrying amount over fair value. If, after assessing the totality of events or circumstances, the Company determines that it is more likely than not that the fair value of a reporting unit or indefinite lived intangible asset exceeds its carrying amount, then the quantitative impairment tests are unnecessary. | |||||||||||||||||
The Company performs an evaluation of goodwill and indefinite-lived intangible assets for impairment annually in the fourth quarter of its fiscal year. | |||||||||||||||||
The determination of whether or not goodwill or indefinite-lived intangible assets have become impaired involves a significant level of judgment. Changes in the Company’s strategy and/or market conditions could significantly impact these judgments and require adjustments to recorded amounts of goodwill or intangible assets. | |||||||||||||||||
No impairment of goodwill or indefinite-lived intangible assets was identified in any of the periods presented. | |||||||||||||||||
Identifiable intangible assets consist of trade names, customer listings, technology, domain names and contractual non-competition agreements associated with acquired businesses. Intangible assets with finite lives are amortized over their estimated useful lives on a straight-line basis and reviewed for impairment whenever events or changes in circumstances indicate that an asset’s carrying value may not be recoverable (see Note 4). The straight-line method of amortization represents the Company’s best estimate of the distribution of the economic value of the identifiable intangible assets. | |||||||||||||||||
Impairment of Long-lived Assets | Impairment of Long-lived Assets | ||||||||||||||||
The Company evaluates long-lived assets held for use, such as property and equipment, for impairment whenever events or changes in circumstances indicate the carrying value of an asset may not be recoverable. An impairment loss is recognized when estimated future undiscounted cash flows expected to result from the use of the asset plus net proceeds expected from disposition of the asset, if any, are less than the carrying value of the asset. When an impairment loss is recognized, the carrying amount of the asset is reduced to its estimated fair value in the period in which the determination is made. No material impairments of long-lived assets have been recorded during any of the periods presented. | |||||||||||||||||
Leases | Leases | ||||||||||||||||
The Company leases facilities in several countries around the world and certain equipment under non-cancelable lease agreements. The terms of certain lease agreements provide for rental payments on a graduated basis. Rent expense is recognized on a straight-line basis over the lease period and accrued as rent expense incurred but not paid. | |||||||||||||||||
Revenue Recognition | Revenue Recognition | ||||||||||||||||
The Company recognizes revenue when persuasive evidence of an agreement exists, delivery has occurred, the sales price is fixed or determinable and collectability is reasonably assured. The Company accounts for sales incentives to customers as a reduction of revenue at the time that the revenue is recognized from the related product sale. The Company also reports revenue net of any sales tax collected. | |||||||||||||||||
The Company generates a significant portion of its revenue from customers purchasing online advertising services related to the listing of their properties for rent, primarily on a subscription basis over a fixed-term. The Company also generates revenue based on the number of traveler inquiries and reservation bookings for property listings on the Company’s websites, local and national Internet display advertisers, license of property management software and ancillary products and services. | |||||||||||||||||
Payments for term-based subscriptions received in advance of services being rendered are recorded as deferred revenue and recognized on a straight-line basis over the listing period. | |||||||||||||||||
Revenue for inquiry-based contracts are determined on a fixed fee-per-inquiry as stated in the arrangement and recognized when the service has been performed. | |||||||||||||||||
The Company earns commission revenue for reservations made online through its websites, which is calculated as a percentage of the value of the reservation. This revenue is earned as the services are performed or as the customers’ refund privileges lapse and is included in listing revenue in the consolidated statement of operations. | |||||||||||||||||
Internet display advertising revenue is generated primarily from advertisements appearing on the Company’s websites. Depending upon the terms, revenue is earned each time an impression is delivered, a user clicks on an ad, a graphic ad is displayed, or a user clicks-through the ad and takes a specified action on the destination site. | |||||||||||||||||
The Company sells gift cards with no expiration date to travelers and does not charge administrative fees on unused cards. There is a portion of the gift card obligation that, based on historical redemption patterns, will not be used by the Company’s customers and is not required to be remitted to relevant jurisdictions (“breakage”). At the point of sale, the Company recognizes breakage as deferred revenue and amortizes it over 48 months based on historical redemption patterns. The Company also records commission revenue for each gift card sale over the same 48-month redemption period. | |||||||||||||||||
Through its professional software for bed and breakfasts and professional property managers, the Company makes selected, online bookable properties available to online travel agencies and channel partners. The Company receives a percentage of the transaction value or a fee from the property manager for making this inventory available, which is recognized when earned. This revenue is included in other revenue in the consolidated statement of operations. | |||||||||||||||||
The Company generates revenue from the licensing of software products, the sale of maintenance agreements and the sale of hosted software solutions. For software license sales, one year of maintenance is typically included as part of the initial purchase price of the bundled offering with annual renewals of the maintenance component of the agreement following in subsequent years. | |||||||||||||||||
The Company recognizes revenue from the sale of perpetual licenses upon delivery, which generally occurs upon electronic transfer of the license key that makes the product available to the purchaser. | |||||||||||||||||
As software is usually sold with maintenance, the amount of revenue allocated to the software license is determined by estimating the fair value of the maintenance and subtracting it from the total invoice or contract amount. Vendor-specific objective evidence, or VSOE, of the fair value of maintenance services is determined by the standard published list pricing for maintenance renewals, as the Company generally charges list prices for maintenance renewals. In determining VSOE, the Company requires that a substantial majority of the selling price for maintenance services fall within a reasonably narrow pricing range. Maintenance and support revenue is recognized ratably over the term of the agreement beginning on the activation date. Amounts that have been invoiced are recorded in accounts receivable and in deferred revenue or revenue, depending on whether the revenue recognition criteria have been met. | |||||||||||||||||
Sales of hosted software solutions are generally for a one-year period. Revenue is recognized on a straight-line basis over the contract term. Certain implementation services related to the hosting services are essential to the customer’s use of the hosting services. For sales of these hosting services where the Company is responsible for implementation, the Company recognizes implementation revenue ratably over the estimated period of the hosting relationship, which the Company considers to be three years. Recognition starts once the product has been made available to the customer. | |||||||||||||||||
Training and consulting revenue is recognized upon delivery of the training or consulting services to the end customer. | |||||||||||||||||
The Company accounts for sales incentives to customers as a reduction of revenue at the time that the revenue is recognized from the related product sale. The Company also reports revenue net of any sales tax collected. | |||||||||||||||||
Cost of Revenue | Cost of Revenue | ||||||||||||||||
Cost of revenue consists of salaries, benefits and related expenses and stock-based compensation of the Company’s customer service and web hosting personnel, merchant fees charged by credit card processors, costs associated with the hosting of the Company’s websites, costs associated with payments and reserves under the Company’s Carefree Rental Guarantee, allocated facility expenses and depreciation costs. | |||||||||||||||||
Advertising Expenses | Advertising Expenses | ||||||||||||||||
The Company expenses all advertising costs as incurred. Advertising expenses included in sales and marketing expenses were approximately $59,978,000, $39,138,000 and $37,559,000 for the years ended December 31, 2014, 2013 and 2012, respectively. | |||||||||||||||||
Stock-Based Compensation | Stock-Based Compensation | ||||||||||||||||
The cost of stock-based compensation is recognized in the financial statements based upon the estimated grant date fair value of the awards measured using the Black–Scholes valuation model. The fair value of restricted stock awards and units is determined based on the number of shares granted and the fair value of the Company’s common stock as of the grant date. Fair value is generally recognized as an expense on a straight-line basis, net of estimated forfeitures, over the employee requisite service period. When estimating forfeitures, the Company considers voluntary termination behaviors as well as trends of actual option forfeitures. | |||||||||||||||||
The Company uses the “with and without” approach in determining the order in which tax attributes are utilized. As a result, the Company only recognizes a tax benefit from stock-based awards in additional paid-in capital if an incremental tax benefit is realized after all other tax attributes currently available to the Company have been utilized. When tax deductions from stock-based awards are less than the cumulative book compensation expense, the tax effect of the resulting difference is charged first to additional paid-in capital to the extent of the Company’s pool of windfall tax benefits with any remainder recognized in income tax expense. The Company has determined that it has a sufficient windfall pool available and therefore no amounts have been recognized in income tax expense. In addition, the Company accounts for the indirect effects of stock-based awards on other tax attributes through the consolidated statements of operations. | |||||||||||||||||
The gross benefits of tax deductions in excess of recognized compensation costs are reported as financing cash inflows, but only when such excess tax benefits are realized by a reduction to current taxes payable. | |||||||||||||||||
The following table summarizes the excess tax benefit that the Company recorded for the years ended December 31, 2014, 2013 and 2012 (in thousands): | |||||||||||||||||
Year Ended December 31, | |||||||||||||||||
2014 | 2013 | 2012 | |||||||||||||||
Excess tax benefit from stock-based compensation, net | $ | 2,743 | $ | 8,226 | $ | 7,122 | |||||||||||
This tax benefit has been recorded as additional paid-in capital on the Company’s consolidated balance sheets. | |||||||||||||||||
Income Taxes | Income Taxes | ||||||||||||||||
The Company recognizes income taxes using an asset and liability approach. This approach requires the recognition of deferred tax liabilities and assets for the future tax consequences of events that have been recognized in the Company’s consolidated financial statements or tax returns. The measurement of deferred taxes is based on provisions of the enacted tax law and the effects of future changes in tax laws or rates are not anticipated. A valuation allowance is recognized if, based on the weight of available evidence, it is more likely than not that some portion or all of the deferred tax asset will not be realized. Evaluating the need for an amount of a valuation allowance for deferred tax assets requires significant judgment and analysis of the positive and negative evidence available, including past operating results, estimates of future taxable income, reversals of existing taxable temporary differences and the feasibility of tax planning in order to determine whether all or some portion of the deferred tax assets will not be realized. Based on the available evidence and judgment, the Company has determined that it is more likely than not that certain loss carryforwards will not be realized; therefore, the Company has established a valuation allowance for such deferred tax assets to reduce the loss carryforward assets to amounts expected to be utilized. | |||||||||||||||||
The Company may be subject to income tax audits by the respective tax authorities in any or all of the jurisdictions in which the Company operates. The Company is currently undergoing an audit in the United States as well as at its subsidiary in the United Kingdom. Significant judgment is required in determining uncertain tax positions. The Company recognizes the benefit of uncertain income tax positions only if these positions are more likely than not to be sustained. Also, the recognized income tax benefit is measured at the largest amount that is more than 50% likely of being realized. The Company adjusts these reserves in light of changing facts and circumstances, such as the closing of an audit or the refinement of an estimate. Changes in recognition or measurement are reflected in the period in which the change in judgment occurs. The Company records interest and penalties related to unrecognized tax benefits as a component of income tax expense. The countries in which the Company may be subject to potential examination by tax authorities include Australia, Brazil, Colombia, France, Germany, Italy, the Netherlands, New Zealand, Singapore, Spain, Switzerland, Thailand, the United Kingdom and the United States. | |||||||||||||||||
The calculation of the Company’s tax liabilities involves the inherent uncertainty associated with the application of complex tax laws. As a multinational corporation, the Company conducts its business in many countries and is subject to taxation in many jurisdictions. The taxation of the Company’s business is subject to the application of various and sometimes conflicting tax laws and regulations as well as multinational tax conventions. The Company’s effective tax rate is highly dependent upon the geographic distribution of its worldwide earnings or losses, the tax regulations and tax rates in each geographic region, the availability of tax credits and carryforwards, and the effectiveness of its tax planning strategies. The application of tax laws and regulations is subject to legal and factual interpretation, judgment and uncertainty. Tax laws themselves are subject to change as a result of changes in fiscal policy, changes in legislation, and the evolution of regulations and court rulings. Consequently, taxing authorities may impose tax assessments or judgments against the Company that could materially impact its tax liability and/or its effective income tax rate. The Company believes it has adequately provided in its financial statements for additional taxes that it estimates may be assessed by the various taxing authorities. While the Company believes that it has adequately provided for all uncertain tax positions, amounts asserted by tax authorities could be greater or less than the Company’s accrued position. These tax liabilities, including the interest and penalties, are adjusted pursuant to a settlement with tax authorities, completion of audit, refinement of estimates or expiration of various statutes of limitation. | |||||||||||||||||
Foreign Currency Translation | Foreign Currency Translation | ||||||||||||||||
The functional currency of the Company’s foreign subsidiaries is generally their respective local currency. The financial statements of the Company’s international operations are translated into U.S. dollars using the exchange rate at each balance sheet date for assets and liabilities, the historical exchange rate for stockholders’ equity, and a weighted average exchange rate for each period for revenue, expenses, and gains and losses. Foreign currency translation adjustments are recorded as a separate component of stockholders’ equity. Gains and losses from foreign currency denominated transactions are recorded in other income (expense) in the Company’s consolidated statements of operations. | |||||||||||||||||
The following table summarizes the foreign exchange loss that the Company recorded for the years ended December 31, 2014, 2013 and 2012 (in thousands): | |||||||||||||||||
Year Ended December 31, | |||||||||||||||||
2014 | 2013 | 2012 | |||||||||||||||
Foreign exchange loss | $ | 7,138 | $ | 5,964 | $ | 2,618 | |||||||||||
Derivative Financial Instruments | Derivative Financial Instruments | ||||||||||||||||
As a result of the Company’s international operations, it is exposed to various market risks that may affect its consolidated results of operations, cash flows and financial position. These market risks include, but are not limited to, fluctuations in currency exchange rates. The Company’s primary foreign currency exposures are in Euros, British Pound Sterling and Australian Dollars. As a result, the Company faces exposure to adverse movements in currency exchange rates as the financial results of its operations are translated from local currency into U.S. dollars upon consolidation. Additionally, foreign exchange rate fluctuations on transactions denominated in currencies other than the functional currency result in gains and losses that are reflected in other income (expense) in the Company’s consolidated statements of operations. | |||||||||||||||||
The Company may enter into derivative instruments to hedge certain net exposures of nonfunctional currency denominated assets and liabilities, primarily related to intercompany loans, even though it does not elect to apply hedge accounting or hedge accounting does not apply. Gains and losses resulting from a change in fair value for these derivatives are reflected in the period in which the change occurs and are recognized on the consolidated statement of operations in other income (expense). Cash flows from these contracts are classified within cash flows from investing activities on the consolidated statements of cash flows. | |||||||||||||||||
The Company does not use financial instruments for trading or speculative purposes. The Company recognizes all derivative instruments on the balance sheet at fair value and its derivative instruments are generally short-term in duration. The Company is exposed to the risk that counterparties to derivative contracts may fail to meet their contractual obligations. | |||||||||||||||||
The following table shows the fair value and notional amounts of the Company’s outstanding or unsettled derivative instruments that are not designated as hedging instruments covering foreign currency exposures during the year ended December 31, 2014 and closing January 2, 2015 (in thousands): | |||||||||||||||||
Balance Sheet Caption | December 31, 2014 | ||||||||||||||||
Significant Other | U.S. Dollar | ||||||||||||||||
Observable Inputs | Notional | ||||||||||||||||
(Level 2) | |||||||||||||||||
Gross Amount of | Gross Amounts | Net Amount | |||||||||||||||
Recognized | Offset in the | Presented in the | |||||||||||||||
Assets/Liabilities | Balance Sheet | Balance Sheet | |||||||||||||||
Prepaid expenses and other current assets | $ | 4,506 | $ | — | $ | 4,506 | $ | 157,164 | |||||||||
Accrued expenses | (67 | ) | — | (67 | ) | 11,562 | |||||||||||
Total | $ | 4,439 | $ | — | $ | 4,439 | $ | 168,726 | |||||||||
In addition to the notional amounts listed above, the Company also had $165,454,000 of derivatives entered into on December 31, 2014 with a closing date of April 2, 2015. | |||||||||||||||||
The following table shows the fair value and notional amounts of the Company’s outstanding or unsettled derivative instruments that are not designated as hedging instruments covering foreign currency exposures during the year ended December 31, 2013 (in thousands): | |||||||||||||||||
Balance Sheet Caption | December 31, 2013 | ||||||||||||||||
Significant Other | U.S. Dollar | ||||||||||||||||
Observable Inputs | Notional | ||||||||||||||||
(Level 2) | |||||||||||||||||
Gross Amount of | Gross Amounts | Net Amount | |||||||||||||||
Recognized | Offset in the | Presented in the | |||||||||||||||
Assets/Liability | Balance Sheet | Balance Sheet | |||||||||||||||
Prepaid expenses and other current assets | $ | 363 | $ | — | $ | 363 | $ | 20,520 | |||||||||
Accrued expenses | (979 | ) | — | (979 | ) | 84,292 | |||||||||||
Total | $ | (616 | ) | $ | — | $ | (616 | ) | $ | 104,812 | |||||||
Net Income Per Share | Net Income Per Share Attributable to HomeAway, Inc. | ||||||||||||||||
Basic net income per share is computed by dividing net income attributable to HomeAway, Inc. by the weighted average number of common shares outstanding during the period. Diluted income per share is computed by dividing net income attributable to HomeAway, Inc. by the weighted average common shares outstanding plus potentially dilutive common shares. The dilutive effect of outstanding options, warrants and awards is reflected in diluted earnings per share by application of the treasury stock method. | |||||||||||||||||
Restricted stock awards provide the holder of unvested shares the right to participate in dividends declared on the Company’s common stock. Accordingly, these shares are included in the weighted average shares outstanding for the computation of basic earnings per share in periods of undistributed earnings. Restricted stock awards are excluded from the basic earnings per share in periods of undistributed losses as the holders are not contractually obligated to participate in the losses of the Company. Unvested restricted stock units do not provide the holder the right to participate in dividends declared on the Company’s common stock. Accordingly, these shares are excluded in the weighted average shares outstanding for the computation of basic earnings per share in periods of undistributed earnings or losses. | |||||||||||||||||
Comprehensive Income (Loss) | Comprehensive Income (Loss) Attributable to HomeAway, Inc. | ||||||||||||||||
Comprehensive income (loss) attributable to HomeAway, Inc. consists of net income (loss), cumulative foreign currency translation adjustments, unrealized gain (loss) on available-for-sale securities and comprehensive income (loss) attributable to noncontrolling interests. | |||||||||||||||||
Concentrations | Concentrations | ||||||||||||||||
Financial instruments that potentially expose the Company to concentrations of credit risk consist primarily of cash and cash equivalents and short-term investments. The Company’s cash is deposited in financial institutions. However, cash and cash equivalents may exceed federally insured limits from time to time. The Company has not experienced any losses on its deposits. | |||||||||||||||||
Reclassifications | Reclassifications | ||||||||||||||||
Certain reclassifications have been made to prior periods’ consolidated balance sheets and statements of operations to conform to the current period presentation. These reclassifications did not result in any change in previously reported total revenue, net income, total assets or shareholders’ equity. | |||||||||||||||||
Recent Accounting Pronouncements | Recent Accounting Pronouncements | ||||||||||||||||
In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers, requiring an entity to recognize the amount of revenue to which it expects to be entitled for the transfer of promised goods or services to customers. The updated standard will replace most existing revenue recognition guidance in U.S. GAAP when it becomes effective and permits the use of either the retrospective or cumulative effect transition method. Early adoption is not permitted. The updated standard is effective for fiscal years, and interim reporting periods within those years, beginning after December 15, 2016. The Company has not yet selected a transition method and is currently evaluating the effect that the updated standard will have on its consolidated financial statements and related disclosures. | |||||||||||||||||
In August 2014, the FASB issued ASU No. 2014-15, Presentation of Financial Statements – Going Concern, Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern, related to the disclosures around going concern. The new standard provides guidance around management’s responsibility to evaluate whether there is substantial doubt about an entity’s ability to continue as a going concern and to provide related footnote disclosures. The new standard is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2016. Early adoption is permitted. The adoption of this standard is not expected to have a material impact on the Company’s financial statements. |
Summary_of_Significant_Account2
Summary of Significant Accounting Policies (Tables) | 12 Months Ended | ||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||
Accounting Policies [Abstract] | |||||||||||||||||
Fair Value of Financial Assets and Liabilities Measured on Recurring Basis | The following table summarizes the basis used to measure certain financial assets at fair value on a recurring basis in the Company’s consolidated balance sheets at December 31, 2014 (in thousands): | ||||||||||||||||
Balance as of | Quoted Prices in | Significant Other | Significant | ||||||||||||||
December 31, | Active Markets | Observable | Unobservable | ||||||||||||||
2014 | for Identical | Inputs (Level 2) | Inputs | ||||||||||||||
Assets (Level 1) | (Level 3) | ||||||||||||||||
Assets | |||||||||||||||||
Cash equivalents | |||||||||||||||||
Money market funds | $ | 183,008 | $ | 183,008 | $ | — | $ | — | |||||||||
Municipal bonds | 1,001 | — | 1,001 | — | |||||||||||||
Total cash equivalents | 184,009 | 183,008 | 1,001 | — | |||||||||||||
Restricted cash | |||||||||||||||||
Time deposits | 2,058 | — | 2,058 | — | |||||||||||||
Total restricted cash | 2,058 | — | 2,058 | — | |||||||||||||
Short-term investments | |||||||||||||||||
Certificates of deposit | 21,726 | — | 21,726 | — | |||||||||||||
Corporate bonds | 353,212 | — | 353,212 | — | |||||||||||||
Municipal bonds | 140,406 | — | 140,406 | — | |||||||||||||
International government bonds | 1,501 | — | 1,501 | — | |||||||||||||
Commercial paper | 3,999 | — | 3,999 | — | |||||||||||||
Total short-term investments | 520,844 | — | 520,844 | — | |||||||||||||
Total financial assets | $ | 706,911 | $ | 183,008 | $ | 523,903 | $ | — | |||||||||
The following table summarizes the basis used to measure certain financial assets at fair value on a recurring basis in the Company’s consolidated balance sheets at December 31, 2013 (in thousands): | |||||||||||||||||
Balance as of | Quoted Prices in | Significant Other | Significant | ||||||||||||||
December 31, | Active Markets | Observable | Unobservable | ||||||||||||||
2013 | for Identical | Inputs (Level 2) | Inputs | ||||||||||||||
Assets (Level 1) | (Level 3) | ||||||||||||||||
Assets | |||||||||||||||||
Cash equivalents | |||||||||||||||||
Money market funds | $ | 26,451 | $ | 26,451 | $ | — | $ | — | |||||||||
Total cash equivalents | 26,451 | 26,451 | — | — | |||||||||||||
Restricted cash | |||||||||||||||||
Money market funds | 758 | 758 | — | — | |||||||||||||
Total restricted cash | 758 | 758 | — | — | |||||||||||||
Short-term investments | |||||||||||||||||
Time deposits | 2,054 | — | 2,054 | — | |||||||||||||
Corporate bonds | 33,257 | — | 33,257 | — | |||||||||||||
Municipal bonds | 31,487 | — | 31,487 | — | |||||||||||||
Total short-term investments | 66,798 | — | 66,798 | — | |||||||||||||
Total financial assets | $ | 94,007 | $ | 27,209 | $ | 66,798 | $ | — | |||||||||
Schedule of Cash and Cash Equivalents | Cash and cash equivalents consisted of the following at December 31, 2014 and December 31, 2013 (in thousands): | ||||||||||||||||
December 31, | |||||||||||||||||
2014 | 2013 | ||||||||||||||||
Demand deposit accounts | $ | 108,316 | $ | 298,157 | |||||||||||||
Money market funds | 183,008 | 26,451 | |||||||||||||||
Municipal bonds | 1,001 | — | |||||||||||||||
Total | $ | 292,325 | $ | 324,608 | |||||||||||||
Short-Term Investments | Fair values are based on quoted market prices. Short-term investments consisted of the following at December 31, 2014 and December 31, 2013 (in thousands): | ||||||||||||||||
December 31, 2014 | |||||||||||||||||
Gross | Gross | Gross | Estimated | ||||||||||||||
Cost | Unrealized | Unrealized | Fair | ||||||||||||||
Gains | Losses | Value | |||||||||||||||
Time deposits | $ | 21,726 | $ | — | $ | — | $ | 21,726 | |||||||||
Corporate bonds | 353,957 | 7 | (752 | ) | 353,212 | ||||||||||||
Municipal bonds | 140,455 | 45 | (94 | ) | 140,406 | ||||||||||||
International government bonds | 1,504 | — | (3 | ) | 1,501 | ||||||||||||
Commercial paper | 3,999 | — | — | 3,999 | |||||||||||||
Total short-term investments | $ | 521,641 | $ | 52 | $ | (849 | ) | $ | 520,844 | ||||||||
December 31, 2013 | |||||||||||||||||
Gross | Gross | Gross | Estimated | ||||||||||||||
Cost | Unrealized | Unrealized | Fair | ||||||||||||||
Gains | Losses | Value | |||||||||||||||
Time deposits | $ | 2,055 | $ | — | $ | (1 | ) | $ | 2,054 | ||||||||
Corporate bonds | 33,274 | 33 | (50 | ) | 33,257 | ||||||||||||
Municipal bonds | 31,486 | 16 | (15 | ) | 31,487 | ||||||||||||
Total short-term investments | $ | 66,815 | $ | 49 | $ | (66 | ) | $ | 66,798 | ||||||||
Summary of Contractual Underlying Maturities of Short-Term Investments | The following table summarizes the contractual underlying maturities of the Company’s short-term investments at December 31, 2014 and December 31, 2013 (in thousands): | ||||||||||||||||
December 31, 2014 | |||||||||||||||||
Less than | 1 to 3 Years | Total | |||||||||||||||
1 Year | |||||||||||||||||
Time deposits | $ | 21,479 | $ | 247 | $ | 21,726 | |||||||||||
Corporate bonds | 240,570 | 112,642 | 353,212 | ||||||||||||||
Municipal bonds | 87,615 | 52,791 | 140,406 | ||||||||||||||
International government bonds | 1,501 | — | 1,501 | ||||||||||||||
Commercial paper | 3,999 | — | 3,999 | ||||||||||||||
Total short-term investments | $ | 355,164 | $ | 165,680 | $ | 520,844 | |||||||||||
December 31, 2013 | |||||||||||||||||
Less than | 1 to 3 Years | Total | |||||||||||||||
1 Year | |||||||||||||||||
Time deposits | $ | 500 | $ | 1,554 | $ | 2,054 | |||||||||||
Corporate bonds | 11,164 | 22,093 | 33,257 | ||||||||||||||
Municipal bonds | 3,031 | 28,456 | 31,487 | ||||||||||||||
Total short-term investments | $ | 14,695 | $ | 52,103 | $ | 66,798 | |||||||||||
Summary of Depreciation Expenses on Internally Developed Software and Website Development Costs | The Company recorded depreciation expense on internally developed software and website development costs as follows for the years ended December 31, 2014, 2013 and 2012 (in thousands): | ||||||||||||||||
Year Ended December 31, | |||||||||||||||||
2014 | 2013 | 2012 | |||||||||||||||
Depreciation expense on internally developed software and website development costs | $ | 5,471 | $ | 3,939 | $ | 2,874 | |||||||||||
Summary of Excess Tax (Expense) Benefit | The following table summarizes the excess tax benefit that the Company recorded for the years ended December 31, 2014, 2013 and 2012 (in thousands): | ||||||||||||||||
Year Ended December 31, | |||||||||||||||||
2014 | 2013 | 2012 | |||||||||||||||
Excess tax benefit from stock-based compensation, net | $ | 2,743 | $ | 8,226 | $ | 7,122 | |||||||||||
Summary of Foreign Exchange Loss | The following table summarizes the foreign exchange loss that the Company recorded for the years ended December 31, 2014, 2013 and 2012 (in thousands): | ||||||||||||||||
Year Ended December 31, | |||||||||||||||||
2014 | 2013 | 2012 | |||||||||||||||
Foreign exchange loss | $ | 7,138 | $ | 5,964 | $ | 2,618 | |||||||||||
Schedule of Fair Value and Notional Amounts of Outstanding or Unsettled Derivative Instruments | The following table shows the fair value and notional amounts of the Company’s outstanding or unsettled derivative instruments that are not designated as hedging instruments covering foreign currency exposures during the year ended December 31, 2014 and closing January 2, 2015 (in thousands): | ||||||||||||||||
Balance Sheet Caption | December 31, 2014 | ||||||||||||||||
Significant Other | U.S. Dollar | ||||||||||||||||
Observable Inputs | Notional | ||||||||||||||||
(Level 2) | |||||||||||||||||
Gross Amount of | Gross Amounts | Net Amount | |||||||||||||||
Recognized | Offset in the | Presented in the | |||||||||||||||
Assets/Liabilities | Balance Sheet | Balance Sheet | |||||||||||||||
Prepaid expenses and other current assets | $ | 4,506 | $ | — | $ | 4,506 | $ | 157,164 | |||||||||
Accrued expenses | (67 | ) | — | (67 | ) | 11,562 | |||||||||||
Total | $ | 4,439 | $ | — | $ | 4,439 | $ | 168,726 | |||||||||
In addition to the notional amounts listed above, the Company also had $165,454,000 of derivatives entered into on December 31, 2014 with a closing date of April 2, 2015. | |||||||||||||||||
The following table shows the fair value and notional amounts of the Company’s outstanding or unsettled derivative instruments that are not designated as hedging instruments covering foreign currency exposures during the year ended December 31, 2013 (in thousands): | |||||||||||||||||
Balance Sheet Caption | December 31, 2013 | ||||||||||||||||
Significant Other | U.S. Dollar | ||||||||||||||||
Observable Inputs | Notional | ||||||||||||||||
(Level 2) | |||||||||||||||||
Gross Amount of | Gross Amounts | Net Amount | |||||||||||||||
Recognized | Offset in the | Presented in the | |||||||||||||||
Assets/Liability | Balance Sheet | Balance Sheet | |||||||||||||||
Prepaid expenses and other current assets | $ | 363 | $ | — | $ | 363 | $ | 20,520 | |||||||||
Accrued expenses | (979 | ) | — | (979 | ) | 84,292 | |||||||||||
Total | $ | (616 | ) | $ | — | $ | (616 | ) | $ | 104,812 | |||||||
Business_Combinations_Tables
Business Combinations (Tables) | 12 Months Ended | ||||||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||||||
Fair Value of Acquisition Amounts at Acquisition Date | The following table summarizes the Company’s acquisitions during the years ended December 31, 2014, 2013 and 2012 with amounts shown below as fair values at each respective acquisition date (in thousands): | ||||||||||||||||||||
Glad to Have | Stayz | Bookabach | travelmob | Toprural | |||||||||||||||||
You | |||||||||||||||||||||
Year acquired | 2014 | 2013 | 2013 | 2013 | 2012 | ||||||||||||||||
Net tangible assets (liabilities) acquired | |||||||||||||||||||||
Cash | $ | 25 | $ | 4,942 | $ | 395 | $ | 63 | $ | 3,220 | |||||||||||
Deferred revenue | (65 | ) | (2,234 | ) | (350 | ) | (43 | ) | (2,269 | ) | |||||||||||
Amounts payable to property owners | — | (4,187 | ) | (194 | ) | (473 | ) | — | |||||||||||||
Other | 17 | (365 | ) | 228 | (123 | ) | (315 | ) | |||||||||||||
Total tangible assets (liabilities) acquired | (23 | ) | (1,844 | ) | 79 | (576 | ) | 636 | |||||||||||||
Deferred tax liabilities | (1,653 | ) | (5,313 | ) | (228 | ) | (513 | ) | (3,193 | ) | |||||||||||
Trade name | 1,177 | 5,224 | 161 | 607 | 1,060 | ||||||||||||||||
Developed technology | 3,760 | 1,735 | 64 | 2,937 | 2,144 | ||||||||||||||||
Customer relationships | 1,643 | 18,288 | 446 | 1,123 | 7,440 | ||||||||||||||||
Goodwill | 11,647 | 177,777 | 3,514 | 16,833 | 11,190 | ||||||||||||||||
Non-competition agreements | 240 | 1,387 | 300 | 150 | — | ||||||||||||||||
Redeemable noncontrolling interests | — | — | (1,938 | ) | (9,028 | ) | — | ||||||||||||||
Aggregate purchase price | 16,791 | 197,254 | 2,398 | 11,533 | 19,277 | ||||||||||||||||
Less: cash acquired | (25 | ) | (4,942 | ) | (395 | ) | (63 | ) | (3,220 | ) | |||||||||||
$ | 16,766 | $ | 192,312 | $ | 2,003 | $ | 11,470 | $ | 16,057 | ||||||||||||
Weighted-Average Amortization Period in Total and by Major Definite-Lived Intangible Asset Class and Acquisition | The following table summarizes the Company’s weighted-average amortization period, in total and by major finite-lived intangible asset class, by acquisition during the years ended December 31, 2014, 2013 and 2012 (in years): | ||||||||||||||||||||
Glad to | Stayz | Bookabach | travelmob | Toprural | |||||||||||||||||
Have You | |||||||||||||||||||||
Developed technology | 5 | 2 | 1.8 | 7 | 4 | ||||||||||||||||
Customer relationships | 8 | 11 | 11 | 13 | 8 | ||||||||||||||||
Non-competition agreements | 3 | 3 | 3 | 3 | — | ||||||||||||||||
Trade names | 10 | 10 | 10 | 10 | 10 | ||||||||||||||||
Total weighted-average amortization period | 6.5 | 9.8 | 7.8 | 8.7 | 7.4 | ||||||||||||||||
Stayz [Member] | |||||||||||||||||||||
Pro Forma Results | The unaudited pro forma supplemental information prepared by the Company is not necessarily indicative of the results expected in future periods or the results that actually would have been realized had the acquired business and the Company been a combined company during the specified periods. | ||||||||||||||||||||
Year Ended December 31, | |||||||||||||||||||||
2013 | 2012 | ||||||||||||||||||||
Pro forma total revenue | $ | 370,620 | $ | 305,904 | |||||||||||||||||
Pro forma net income | 28,687 | 17,855 | |||||||||||||||||||
Toprural [Member] | |||||||||||||||||||||
Pro Forma Results | The unaudited pro forma supplemental information prepared by the Company is not necessarily indicative of the results expected in future periods or the results that actually would have been realized had the acquired business and the Company been a combined company during the specified periods. | ||||||||||||||||||||
Year Ended | |||||||||||||||||||||
December 31, | |||||||||||||||||||||
2012 | |||||||||||||||||||||
Pro forma total revenue | $ | 281,858 | |||||||||||||||||||
Pro forma net income | 14,959 |
Goodwill_and_Other_Intangible_1
Goodwill and Other Intangible Assets (Tables) | 12 Months Ended | ||||||||||||||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||||||||||||||
Goodwill and Intangible Assets Disclosure [Abstract] | |||||||||||||||||||||||||||||
Changes in Goodwill Balance | Changes in the Company’s goodwill balance for the years ended December 31, 2014 and 2013 are summarized in the table below (in thousands). | ||||||||||||||||||||||||||||
Balance at December 31, 2012 | $ | 312,412 | |||||||||||||||||||||||||||
Acquired in business combinations | 198,124 | ||||||||||||||||||||||||||||
Foreign currency translation adjustment | (2,925 | ) | |||||||||||||||||||||||||||
Balance at December 31, 2013 | $ | 507,611 | |||||||||||||||||||||||||||
Acquired in business combinations | 11,647 | ||||||||||||||||||||||||||||
Foreign currency translation adjustment | (26,098 | ) | |||||||||||||||||||||||||||
Post-acquisition goodwill adjustment for the Stayz acquisition | 511 | ||||||||||||||||||||||||||||
Balance at December 31, 2014 | $ | 493,671 | |||||||||||||||||||||||||||
Amortized Finite-Lived Intangible Assets | The finite-lived intangible assets that are being amortized are summarized in the table below (in thousands): | ||||||||||||||||||||||||||||
December 31, 2014 | December 31, 2013 | ||||||||||||||||||||||||||||
Useful Life | Gross | Accumulated | Net | Gross | Accumulated | Net | |||||||||||||||||||||||
(Years) | Carrying | Amortization | Carrying | Carrying | Amortization | Carrying | |||||||||||||||||||||||
Amount | Amount | Amount | Amount | ||||||||||||||||||||||||||
Trade names and trademarks | 10 | $ | 30,316 | $ | (8,396 | ) | $ | 21,920 | $ | 30,066 | $ | (5,050 | ) | $ | 25,016 | ||||||||||||||
Developed technology | 8-Feb | 21,293 | (13,231 | ) | 8,062 | 31,513 | (23,646 | ) | 7,867 | ||||||||||||||||||||
Customer relationships | 14-Jun | 57,656 | (25,512 | ) | 32,144 | 80,510 | (41,739 | ) | 38,771 | ||||||||||||||||||||
Noncompete agreements and domain names | 5-Feb | 2,224 | (923 | ) | 1,301 | 5,163 | (3,181 | ) | 1,982 | ||||||||||||||||||||
Total | $ | 111,489 | $ | (48,062 | ) | $ | 63,427 | $ | 147,252 | $ | (73,616 | ) | $ | 73,636 | |||||||||||||||
Summary of Amortization Expenses | The following table summarizes the amortization expense that the Company recorded for the years ended December 31, 2014, 2013 and 2012 (in thousands): | ||||||||||||||||||||||||||||
Year Ended December 31, | |||||||||||||||||||||||||||||
2014 | 2013 | 2012 | |||||||||||||||||||||||||||
Amortization expense | $ | 13,916 | $ | 11,668 | $ | 12,438 | |||||||||||||||||||||||
Expected Future Annual Amortization Expense for Finite-Lived Intangible Assets | Expected future annual amortization expense for definite-lived intangible assets as of December 31, 2014 is as follows (in thousands): | ||||||||||||||||||||||||||||
2015 | $ | 11,772 | |||||||||||||||||||||||||||
2016 | 9,132 | ||||||||||||||||||||||||||||
2017 | 8,042 | ||||||||||||||||||||||||||||
2018 | 7,738 | ||||||||||||||||||||||||||||
2019 | 7,057 | ||||||||||||||||||||||||||||
Thereafter | 19,686 | ||||||||||||||||||||||||||||
$ | 63,427 | ||||||||||||||||||||||||||||
Indefinite-Lived Intangible Assets | The Company has the following indefinite-lived intangible assets recorded in its consolidated balance sheets as of December 31, 2014 and 2013, respectively (in thousands): | ||||||||||||||||||||||||||||
December 31, | |||||||||||||||||||||||||||||
2014 | 2013 | ||||||||||||||||||||||||||||
Trademarks, trade names and other | $ | 7,029 | $ | 7,029 |
Property_and_Equipment_net_Tab
Property and Equipment, net (Tables) | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
Property, Plant and Equipment [Abstract] | |||||||||||||
Property and Equipment | Property and equipment consists of the following at December 31, 2014 and 2013, respectively, (in thousands): | ||||||||||||
December 31, | |||||||||||||
2014 | 2013 | ||||||||||||
Computer equipment and purchased software | $ | 31,566 | $ | 24,074 | |||||||||
Internal-use software and website development costs | 36,038 | 30,523 | |||||||||||
Furniture and fixtures | 7,915 | 5,999 | |||||||||||
Leasehold improvements | 20,922 | 13,999 | |||||||||||
96,441 | 74,595 | ||||||||||||
Less accumulated depreciation | (40,268 | ) | (34,788 | ) | |||||||||
$ | 56,173 | $ | 39,807 | ||||||||||
Schedule of Depreciation Expense | The following table summarizes the depreciation expense that the Company recorded for the years ended December 31, 2014, 2013 and 2012 (in thousands): | ||||||||||||
Year Ended December 31, | |||||||||||||
2014 | 2013 | 2012 | |||||||||||
Depreciation expense | $ | 16,926 | $ | 13,399 | $ | 11,051 |
Accrued_Expenses_Tables
Accrued Expenses (Tables) | 12 Months Ended | ||||||||
Dec. 31, 2014 | |||||||||
Payables and Accruals [Abstract] | |||||||||
Accrued Expenses | The Company’s accrued expenses are comprised of the following at December 31, 2014 and 2013, respectively (in thousands): | ||||||||
December 31, | |||||||||
2014 | 2013 | ||||||||
Compensation and related benefits | $ | 21,413 | $ | 21,700 | |||||
Gift cards | 5,654 | 6,090 | |||||||
Contracting, consulting and professional fees | 3,254 | 4,494 | |||||||
Taxes | 4,954 | 3,425 | |||||||
Marketing | 4,115 | 3,197 | |||||||
Foreign exchange – forward contracts | 99 | 979 | |||||||
Traveler guarantee liability | 1,790 | 956 | |||||||
Other | 8,976 | 13,784 | |||||||
Total | $ | 50,255 | $ | 54,625 | |||||
Convertible_Senior_Notes_Table
Convertible Senior Notes (Tables) | 12 Months Ended | ||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||
Debt Disclosure [Abstract] | |||||||||||||||||
Summary of Convertible Senior Notes | |||||||||||||||||
(In thousands) | Par Value | Equity | Carrying Value of Convertible | ||||||||||||||
Component | Senior Notes as of | ||||||||||||||||
Recorded | |||||||||||||||||
at Issuance | December 31, | December 31, | |||||||||||||||
2014 | 2013 | ||||||||||||||||
0.125% Convertible Senior Notes due April 1, 2019 | $ | 402,500 | $ | 90,887 | (1) | $ | 316,181 | $ | — | ||||||||
-1 | This amount represents the equity component recorded at the initial issuance of the 0.125% convertible senior notes. | ||||||||||||||||
Schedule of Conversion of Senior Notes to Common Stock | |||||||||||||||||
Conversion | Initial | Free | |||||||||||||||
Rate per $1,000 | Conversion | Convertibility Date | |||||||||||||||
Par Value | Price per | ||||||||||||||||
Share | |||||||||||||||||
0.125% Senior Notes | 19.1703 | $ | 52.16 | October 1, 2018 | |||||||||||||
Schedule of Convertible Senior Notes | The Notes consist of the following (in thousands): | ||||||||||||||||
December 31, | December 31, | ||||||||||||||||
2014 | 2013 | ||||||||||||||||
Liability component: | |||||||||||||||||
Principal: | |||||||||||||||||
0.125% Senior Notes | $ | 402,500 | $ | — | |||||||||||||
Less: debt discount, net | |||||||||||||||||
0.125% Senior Notes | (86,319 | ) | — | ||||||||||||||
Net carrying amount | $ | 316,181 | $ | — | |||||||||||||
Summary of Hedge Notes | |||||||||||||||||
Date | Purchase | Shares | |||||||||||||||
(in thousands) | underlying Note | ||||||||||||||||
Hedges | |||||||||||||||||
Note Hedges | March 2014 | $ | 85,853 | 7,716,049 | |||||||||||||
Components of Warrants | |||||||||||||||||
Date | Proceeds | Shares | Strike | ||||||||||||||
(in thousands) | Price | ||||||||||||||||
Warrants | March 2014 | $ | 38,278 | 7,716,049 | $ | 81.14 | |||||||||||
Interest Expense Recognized Related To Notes | The following table sets forth total interest expense recognized related to the Notes for the years ended December 31, 2014, 2013 and 2012 (in thousands): | ||||||||||||||||
Year Ended December 31, | |||||||||||||||||
2014 | 2013 | 2012 | |||||||||||||||
0.125% coupon | $ | 378 | — | — | |||||||||||||
Amortization of debt issuance costs | 39 | — | — | ||||||||||||||
Amortization of debt discount | 13,137 | — | — | ||||||||||||||
Total | $ | 13,554 | $ | — | $ | — | |||||||||||
Commitments_and_Contingencies_
Commitments and Contingencies (Tables) | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
Commitments and Contingencies Disclosure [Abstract] | |||||||||||||
Future Minimum Lease Payments under Noncancellable Operating Leases | Future minimum lease payments under noncancellable operating leases at December 31, 2014 are as follows (in thousands): | ||||||||||||
2015 | $ | 8,073 | |||||||||||
2016 | 8,487 | ||||||||||||
2017 | 8,324 | ||||||||||||
2018 | 7,486 | ||||||||||||
2019 | 6,601 | ||||||||||||
Thereafter | 21,870 | ||||||||||||
Total minimum lease payments | $ | 60,841 | |||||||||||
Summary of Rental Expense | The following table summarizes the total rental expense that the Company recorded for the years ended December 31, 2014, 2013 and 2012 (in thousands): | ||||||||||||
Year Ended December 31, | |||||||||||||
2014 | 2013 | 2012 | |||||||||||
Rental expense | $ | 6,994 | $ | 5,202 | $ | 4,492 | |||||||
Changes for Traveler Guarantees | Expected future claims for traveler guarantees, which are presented as a current liability in the Company’s consolidated balance sheets, and changes for the guarantees are as follows (in thousands): | ||||||||||||
Traveler guarantee liability at December 31, 2012 | $ | 566 | |||||||||||
Costs accrued for new vacation rentals | 2,230 | ||||||||||||
Guarantee obligations honored | (1,840 | ) | |||||||||||
Traveler guarantee liability at December 31, 2013 | $ | 956 | |||||||||||
Costs accrued for new vacation rentals | 3,576 | ||||||||||||
Guarantee obligations honored | (2,742 | ) | |||||||||||
Traveler guarantee liability at December 31, 2014 | $ | 1,790 | |||||||||||
Stockholders_Equity_and_StockB1
Stockholders' Equity and Stock-Based Compensation (Tables) | 12 Months Ended | ||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |||||||||||||||||
Summary of Stock Option Activity | A summary of the Company’s stock option activity under all Plans is as follows: | ||||||||||||||||
Number of | Weighted | Weighted | Aggregate | ||||||||||||||
Options | Average | Average | Intrinsic | ||||||||||||||
Outstanding | Exercise | Remaining | Value | ||||||||||||||
Price | Contractual | ||||||||||||||||
Term | |||||||||||||||||
(years) | (in thousands) | ||||||||||||||||
Outstanding at December 31, 2012 | 10,404,703 | $ | 17.37 | 7.5 | $ | 57,020 | |||||||||||
Granted | 1,756,630 | 30.18 | |||||||||||||||
Exercised | (3,186,491 | ) | 15.12 | ||||||||||||||
Forfeited | (474,695 | ) | 22.87 | ||||||||||||||
Cancelled | (20,885 | ) | 23.03 | ||||||||||||||
Outstanding at December 31, 2013 | 8,479,261 | $ | 20.49 | 7.1 | $ | 172,921 | |||||||||||
Granted | 972,865 | 35.5 | |||||||||||||||
Exercised | (1,615,116 | ) | 15.84 | ||||||||||||||
Forfeited | (236,714 | ) | 26.66 | ||||||||||||||
Cancelled | — | — | |||||||||||||||
Outstanding at December 31, 2014 | 7,600,296 | $ | 23.2 | 6.8 | $ | 57,663 | |||||||||||
Vested and expected to vest | |||||||||||||||||
At December 31, 2013 | 8,226,494 | $ | 20.31 | 7.1 | $ | 169,248 | |||||||||||
At December 31, 2014 | 7,433,326 | $ | 23.02 | 6.8 | $ | 57,447 | |||||||||||
Exercisable options | |||||||||||||||||
At December 31, 2013 | 4,583,432 | $ | 16.82 | 6.2 | $ | 110,286 | |||||||||||
At December 31, 2014 | 5,079,091 | $ | 20.06 | 6.1 | $ | 51,494 | |||||||||||
Weighted Average Grant Date Fair Value of Options and Restricted Stock | The weighted average grant date fair value of the options and restricted stock are summarized as follows: | ||||||||||||||||
Year Ended December 31, | |||||||||||||||||
2014 | 2013 | 2012 | |||||||||||||||
Per share of options granted | $ | 13.46 | $ | 13.81 | $ | 12.07 | |||||||||||
Per share of restricted stock and restricted stock units granted | $ | 36.33 | $ | 29.36 | $ | 24.88 | |||||||||||
Restricted Stock Activity Under 2004 Plan and 2011 Plan | A summary of the Company’s restricted stock activity under the 2004 Plan and 2011 Plan is as follows: | ||||||||||||||||
Number of | |||||||||||||||||
Awards | |||||||||||||||||
Outstanding | |||||||||||||||||
Unvested balances at December 31, 2012 | 806,317 | ||||||||||||||||
Awards granted | 1,658,132 | ||||||||||||||||
Awards vested | (241,517 | ) | |||||||||||||||
Awards forfeited | (185,037 | ) | |||||||||||||||
Unvested balances at December 31, 2013 | 2,037,895 | ||||||||||||||||
Awards granted | 1,634,392 | ||||||||||||||||
Awards vested | (565,733 | ) | |||||||||||||||
Awards forfeited | (251,599 | ) | |||||||||||||||
Unvested balances at December 31, 2014 | 2,854,955 | ||||||||||||||||
Estimated Fair Value of Stock Option Grants at Date of Grant using Black-Scholes Option Pricing Model with Weighted Average Assumptions | The fair value of stock option grants has been estimated at the date of grant using the Black–Scholes option pricing model with the following weighted average assumptions: | ||||||||||||||||
Year Ended December 31, | |||||||||||||||||
2014 | 2013 | 2012 | |||||||||||||||
Risk-free interest rate | 1.62% to 1.78% | 0.65% to 1.41% | 0.78% to 1.32% | ||||||||||||||
Expected term | 4.93 to 5.10 years | 5.32 to 5.57 years | 5.59 to 5.83 years | ||||||||||||||
Dividend yield | 0.00% | 0.00% | 0.00% | ||||||||||||||
Expected volatility | 38.70% to 42.50% | 46.90% to 50.80% | 50.60% to 55.40% | ||||||||||||||
Total Stock-Based Compensation Expense | The following table summarizes the total stock-based compensation expense for the years ended December 31, 2014, 2013 and 2012 (in thousands): | ||||||||||||||||
Year Ended December 31, | |||||||||||||||||
2014 | 2013 | 2012 | |||||||||||||||
Cost of revenue | $ | 3,245 | $ | 3,064 | $ | 2,675 | |||||||||||
Product development | 13,174 | 9,515 | 5,642 | ||||||||||||||
Sales and marketing | 10,805 | 8,488 | 6,629 | ||||||||||||||
General and administrative | 21,294 | 16,820 | 12,087 | ||||||||||||||
$ | 48,518 | $ | 37,887 | $ | 27,033 | ||||||||||||
Redeemable_Noncontrolling_Inte1
Redeemable Noncontrolling Interests (Tables) | 12 Months Ended | ||||
Dec. 31, 2014 | |||||
Noncontrolling Interest [Abstract] | |||||
Schedule of Changes of Redeemable Noncontrolling Interests | Changes in the Company’s redeemable noncontrolling interests for the year ended December 31, 2014 and 2013 are as follows (in thousands): | ||||
Balance at December 31, 2012 | $ | — | |||
Fair value at acquisition | 10,966 | ||||
Net loss attributable to noncontrolling interests | (395 | ) | |||
Currency translation adjustments | 13 | ||||
Balance at December 31, 2013 | $ | 10,584 | |||
Net loss attributable to noncontrolling interests | (1,839 | ) | |||
Changes to redemption value of noncontrolling interests | 2,421 | ||||
Repurchase of redeemable noncontrolling interests | (1,461 | ) | |||
Currency translation adjustments | 37 | ||||
Balance at December 31, 2014 | $ | 9,742 | |||
Accumulated_Other_Comprehensiv1
Accumulated Other Comprehensive Loss (Tables) | 12 Months Ended | ||||||||
Dec. 31, 2014 | |||||||||
Equity [Abstract] | |||||||||
Accumulated Other Comprehensive Loss | Accumulated other comprehensive loss consists of the following at December 31, 2014 and 2013, respectively (in thousands): | ||||||||
December 31, | |||||||||
2014 | 2013 | ||||||||
Foreign currency translation | $ | (27,252 | ) | $ | (6,728 | ) | |||
Unrealized losses on short-term investments | (801 | ) | (19 | ) | |||||
Total | $ | (28,053 | ) | $ | (6,747 | ) | |||
Income_Taxes_Tables
Income Taxes (Tables) | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
Income Tax Disclosure [Abstract] | |||||||||||||
Income Before Income Taxes | Income before income taxes includes the following components (in thousands): | ||||||||||||
Year Ended December 31, | |||||||||||||
2014 | 2013 | 2012 | |||||||||||
Domestic | $ | 15,523 | $ | 27,817 | $ | 19,934 | |||||||
Foreign | 5,716 | 1,198 | 8,202 | ||||||||||
Total | $ | 21,239 | $ | 29,015 | $ | 28,136 | |||||||
Income Tax Expenses (Benefit) | The income tax expense (benefit) is comprised of the following (in thousands): | ||||||||||||
Year Ended December 31, | |||||||||||||
2014 | 2013 | 2012 | |||||||||||
Current | |||||||||||||
Federal | $ | — | $ | — | $ | — | |||||||
State | 250 | 1,116 | 1,105 | ||||||||||
Foreign | 5,999 | 4,771 | 9,625 | ||||||||||
Deferred | |||||||||||||
Federal | 5,502 | 7,733 | 7,976 | ||||||||||
State | (831 | ) | 98 | (524 | ) | ||||||||
Foreign | (5,879 | ) | (1,511 | ) | (5,425 | ) | |||||||
Change in valuation allowance | 2,231 | (483 | ) | 418 | |||||||||
$ | 7,272 | $ | 11,724 | $ | 13,175 | ||||||||
Deferred Tax Assets (Liabilities) | Deferred tax assets (liabilities) consist of the following (in thousands): | ||||||||||||
December 31, | |||||||||||||
2014 | 2013 | ||||||||||||
Deferred tax assets: | |||||||||||||
Net operating loss carryforward | $ | 6,816 | $ | 6,760 | |||||||||
Tax credits | 1,082 | 551 | |||||||||||
Accrued liabilities | 8,960 | 6,615 | |||||||||||
Stock compensation | 16,621 | 11,143 | |||||||||||
Gift card deferred revenue and redemption liability | 1,451 | 1,346 | |||||||||||
Other deferred revenue | 1,413 | 1,304 | |||||||||||
Other | 959 | 310 | |||||||||||
Total deferred tax assets | 37,302 | 28,029 | |||||||||||
Deferred tax liabilities: | |||||||||||||
Intangible assets | (37,095 | ) | (34,473 | ) | |||||||||
Property and equipment | (12,170 | ) | (6,530 | ) | |||||||||
Prepaid expenses | (540 | ) | (907 | ) | |||||||||
Other | (1,339 | ) | (536 | ) | |||||||||
Total deferred tax liabilities | (51,144 | ) | (42,446 | ) | |||||||||
Valuation allowance | (2,463 | ) | (362 | ) | |||||||||
Net deferred tax liabilities | $ | (16,305 | ) | $ | (14,779 | ) | |||||||
Summary of Operating Loss Carryforwards and Expiration | The following is a summary of the Company’s loss carryforwards and their expiration at December 31, 2013 and 2014, respectively (in thousands): | ||||||||||||
December 31, | |||||||||||||
Expiration | 2014 | 2013 | |||||||||||
Federal loss carryforwards | 2025-2034 | $ | 15,722 | $ | 8,474 | ||||||||
State loss carryforwards | 2025-2034 | 396 | 447 | ||||||||||
Federal research and development credit carryforwards | 2027-2034 | 8,386 | 6,050 | ||||||||||
State research and development credit carryforwards | 2034 | 1,857 | 498 | ||||||||||
Texas margin tax credit carryforwards | Indefinite | 310 | 310 | ||||||||||
Foreign loss carryforwards | 2018-Indefinite(1) | 26,046 | 25,690 | ||||||||||
Foreign local loss carryforwards | 2018-2020 | 517 | 686 | ||||||||||
Federal foreign tax credit carryforwards | 2020-2024 | 1,351 | 1,342 | ||||||||||
-1 | Of the Company’s foreign net operating loss carryforwards, $11,697,000 will expire between 2018 and 2030 if not utilized, and $14,349,000 will carryforward indefinitely. | ||||||||||||
Reconciliation of Amount of Income Tax Expense Results from Applying Federal Statutory Income Tax Rate to Income (Loss) Before Income Taxes | The following is a reconciliation of the amount of the income tax expense that results from applying the federal statutory income tax rate to income before income taxes to the reported income tax expense (in thousands): | ||||||||||||
Year Ended December 31, | |||||||||||||
2014 | 2013 | 2012 | |||||||||||
Federal tax expense at statutory rate | $ | 7,433 | $ | 10,155 | $ | 9,848 | |||||||
State taxes, net of federal tax benefit | (552 | ) | 958 | 647 | |||||||||
Foreign tax rate differential | (2,166 | ) | (1,191 | ) | (2,481 | ) | |||||||
Deferred charges | 1,908 | 1,959 | 1,582 | ||||||||||
Stock compensation | 2,430 | 566 | 1,679 | ||||||||||
Research and development credit | (2,346 | ) | (3,220 | ) | — | ||||||||
Tax basis in Spanish intangibles | (2,770 | ) | — | — | |||||||||
Non-deductible expenses | 331 | 2,342 | 355 | ||||||||||
Other activity in unrecognized tax benefits | 816 | 540 | 2,325 | ||||||||||
Other | (43 | ) | 98 | (1,198 | ) | ||||||||
Net increase (decrease) in valuation allowance | 2,231 | (483 | ) | 418 | |||||||||
$ | 7,272 | $ | 11,724 | $ | 13,175 | ||||||||
Aggregate Changes in Balance of Unrecognized tax benefits, Excluding Interest and Penalties | The aggregate changes in the balance of unrecognized tax benefits were as follows, excluding interest and penalties (in thousands): | ||||||||||||
(in thousands) | Year Ended December 31, | ||||||||||||
2014 | 2013 | 2012 | |||||||||||
Balance, beginning of year | $ | 7,555 | $ | 5,590 | $ | 3,658 | |||||||
Increases for tax positions related to the current year | 2,130 | 1,013 | 1,815 | ||||||||||
Increases for tax positions related to prior years | 2,166 | 1,702 | 1,135 | ||||||||||
Decreases for tax positions related to prior years | (556 | ) | (369 | ) | (739 | ) | |||||||
Reductions due to lapsed statute of limitations | (1,221 | ) | (381 | ) | (279 | ) | |||||||
Balance, end of year | $ | 10,074 | $ | 7,555 | $ | 5,590 | |||||||
Schedule of Open Tax Years by Jurisdiction | Internationally, the following years remain open to examination: | ||||||||||||
Jurisdiction | Open Tax Years | ||||||||||||
Germany | 2011-2014 | ||||||||||||
France | 2012-2014 | ||||||||||||
Brazil | 2009-2014 | ||||||||||||
United Kingdom | 2011-2014 | ||||||||||||
Switzerland | 2010-2014 | ||||||||||||
Australia | 2010-2014 | ||||||||||||
Spain | 2010-2014 | ||||||||||||
Thailand | 2013-2014 | ||||||||||||
Singapore | 2011-2014 | ||||||||||||
New Zealand | 2010-2014 | ||||||||||||
Colombia | 2013-2014 | ||||||||||||
Italy | 2013-2014 |
Net_Income_Per_Share_Attributa1
Net Income Per Share Attributable to HomeAway, Inc. (Tables) | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
Earnings Per Share [Abstract] | |||||||||||||
Computation of Basic and Diluted Net Income Per Share Attributable to HomeAway, Inc. | The following table sets forth the computation of basic and diluted net income per share attributable to HomeAway, Inc. (in thousands except share and per share amounts): | ||||||||||||
Year Ended December 31, | |||||||||||||
2014 | 2013 | 2012 | |||||||||||
Numerator | |||||||||||||
Net income attributable to HomeAway, Inc. | $ | 13,384 | $ | 17,686 | $ | 14,961 | |||||||
Denominator | |||||||||||||
Weighted average common shares outstanding-basic | 93,727 | 85,378 | 82,382 | ||||||||||
Dilutive effect of stock options, warrants and restricted stock units | 2,754 | 2,881 | 2,560 | ||||||||||
Weighted average common shares outstanding-diluted | 96,481 | 88,259 | 84,942 | ||||||||||
Net income per share attributable to HomeAway, Inc.: | |||||||||||||
Basic | $ | 0.14 | $ | 0.21 | $ | 0.18 | |||||||
Diluted | $ | 0.14 | $ | 0.2 | $ | 0.18 | |||||||
Common Equivalent Shares Excluded from Calculation of Net Income Per Share Attributable to HomeAway, Inc. as their Inclusion Would have been Anti-Dilutive | The following common equivalent shares were excluded from the calculation of net income per share attributable to HomeAway, Inc. as their inclusion would have been anti-dilutive (in thousands): | ||||||||||||
Year Ended December 31, | |||||||||||||
2014 | 2013 | 2012 | |||||||||||
Stock options | 2,178 | 3,153 | 5,151 | ||||||||||
Restricted stock units | 57 | 4 | 7 | ||||||||||
Warrants | 7,716 | — | — | ||||||||||
Total common equivalent shares excluded | 9,951 | 3,157 | 5,158 | ||||||||||
Domestic_and_Foreign_Operation1
Domestic and Foreign Operations (Tables) | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
Segment Reporting [Abstract] | |||||||||||||
Revenue from Operations in Domestic and Foreign Regions | The Company has operations in domestic and foreign regions, specifically in Europe, South America and the Asia Pacific region. Information about these operations is presented below (in thousands): | ||||||||||||
Year Ended December 31, | |||||||||||||
2014 | 2013 | 2012 | |||||||||||
Revenue: | |||||||||||||
United States | $ | 262,412 | $ | 211,473 | $ | 173,078 | |||||||
France | 59,306 | 52,222 | 42,451 | ||||||||||
United Kingdom | 48,996 | 41,231 | 35,656 | ||||||||||
Australia | 25,888 | 3,300 | 1,141 | ||||||||||
Germany | 24,410 | 20,719 | 16,194 | ||||||||||
Other international | 25,750 | 17,544 | 11,884 | ||||||||||
Total revenue | $ | 446,762 | $ | 346,489 | $ | 280,404 | |||||||
Identifiable Long-Lived Tangible Assets in Domestic and Foreign Regions | |||||||||||||
Year Ended December 31, | |||||||||||||
2014 | 2013 | 2012 | |||||||||||
Identifiable long-lived tangible assets: | |||||||||||||
United States | $ | 85,116 | $ | 43,673 | $ | 32,936 | |||||||
International | 10,167 | 8,472 | 7,431 | ||||||||||
Total identifiable long-lived tangible assets | $ | 95,283 | $ | 52,145 | $ | 40,367 | |||||||
Summary_of_Total_Expenses_for_
Summary of Total Expenses for Retirement Plans (Tables) | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
Compensation and Retirement Disclosure [Abstract] | |||||||||||||
Summary of Total Expenses for Retirement Plans | Our total expense for these retirement plans is presented below (in thousands): | ||||||||||||
Year Ended December 31, | |||||||||||||
2014 | 2013 | 2012 | |||||||||||
Retirement plan contribution expense | $ | 1,975 | $ | 1,907 | $ | 1,185 |
Summary_of_Significant_Account3
Summary of Significant Accounting Policies - Fair Value of Financial Assets and Liabilities Measured on Recurring Basis (Detail) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Short-term investments | $520,844 | $66,798 |
Time Deposits [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Short-term investments | 21,726 | 2,054 |
Municipal bonds [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Short-term investments | 140,406 | 31,487 |
Corporate bonds [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Short-term investments | 353,212 | 33,257 |
International government bonds [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Short-term investments | 1,501 | |
Fair Value, Measurements, Recurring [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash equivalents | 184,009 | 26,451 |
Restricted cash | 2,058 | 758 |
Short-term investments | 520,844 | 66,798 |
Total financial assets | 706,911 | 94,007 |
Fair Value, Measurements, Recurring [Member] | Money market funds [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash equivalents | 183,008 | 26,451 |
Restricted cash | 758 | |
Fair Value, Measurements, Recurring [Member] | Time Deposits [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Restricted cash | 2,058 | |
Short-term investments | 2,054 | |
Fair Value, Measurements, Recurring [Member] | Certificates of deposit [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Short-term investments | 21,726 | |
Fair Value, Measurements, Recurring [Member] | Municipal bonds [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash equivalents | 1,001 | |
Short-term investments | 140,406 | 31,487 |
Fair Value, Measurements, Recurring [Member] | Corporate bonds [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Short-term investments | 353,212 | 33,257 |
Fair Value, Measurements, Recurring [Member] | International government bonds [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Short-term investments | 1,501 | |
Fair Value, Measurements, Recurring [Member] | Commercial paper [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Short-term investments | 3,999 | |
Quoted Prices in Active Markets for Identical Assets (Level 1) [Member] | Fair Value, Measurements, Recurring [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash equivalents | 183,008 | 26,451 |
Restricted cash | 758 | |
Total financial assets | 183,008 | 27,209 |
Quoted Prices in Active Markets for Identical Assets (Level 1) [Member] | Fair Value, Measurements, Recurring [Member] | Money market funds [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash equivalents | 183,008 | 26,451 |
Restricted cash | 758 | |
(Level 2) [Member] | Fair Value, Measurements, Recurring [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash equivalents | 1,001 | |
Restricted cash | 2,058 | |
Short-term investments | 520,844 | 66,798 |
Total financial assets | 523,903 | 66,798 |
(Level 2) [Member] | Fair Value, Measurements, Recurring [Member] | Time Deposits [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Restricted cash | 2,058 | |
Short-term investments | 2,054 | |
(Level 2) [Member] | Fair Value, Measurements, Recurring [Member] | Certificates of deposit [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Short-term investments | 21,726 | |
(Level 2) [Member] | Fair Value, Measurements, Recurring [Member] | Municipal bonds [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash equivalents | 1,001 | |
Short-term investments | 140,406 | 31,487 |
(Level 2) [Member] | Fair Value, Measurements, Recurring [Member] | Corporate bonds [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Short-term investments | 353,212 | 33,257 |
(Level 2) [Member] | Fair Value, Measurements, Recurring [Member] | International government bonds [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Short-term investments | 1,501 | |
(Level 2) [Member] | Fair Value, Measurements, Recurring [Member] | Commercial paper [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Short-term investments | $3,999 |
Summary_of_Significant_Account4
Summary of Significant Accounting Policies - Additional Information (Detail) (USD $) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Segment | |||
Significant Accounting Policies [Line Items] | |||
Number of operating segment | 1 | ||
Available for sales securities, premium | $13,187,000 | $8,065,000 | |
Total carrying value of company investments | 19,498,000 | ||
Capitalized certain internally developed software | 36,038,000 | 30,523,000 | |
Advertising expenses | 59,978,000 | 39,138,000 | 37,559,000 |
Recognized income tax positions, percentage | 50.00% | ||
Derivatives amount | 165,454,000 | ||
Amount of unsettled derivative instruments | 0 | 0 | |
Money market funds [Member] | |||
Significant Accounting Policies [Line Items] | |||
Restricted cash | 2,492,000 | 2,180,000 | |
Breakage Revenue [Member] | |||
Significant Accounting Policies [Line Items] | |||
Revenue recognition period | 48 months | ||
Commission Revenue [Member] | |||
Significant Accounting Policies [Line Items] | |||
Revenue recognition period | 48 months | ||
China | |||
Significant Accounting Policies [Line Items] | |||
Carrying value of non-marketable cost investment | 9,385,000 | ||
United States [Member] | |||
Significant Accounting Policies [Line Items] | |||
Carrying value of non-marketable cost investment | $15,000,000 | ||
Equipment, computer hardware and purchased computer software [Member] | |||
Significant Accounting Policies [Line Items] | |||
Property, plant and equipment useful life | 3 years | ||
Furniture and fixtures [Member] | Minimum [Member] | |||
Significant Accounting Policies [Line Items] | |||
Property, plant and equipment useful life | 5 years | ||
Furniture and fixtures [Member] | Maximum [Member] | |||
Significant Accounting Policies [Line Items] | |||
Property, plant and equipment useful life | 10 years | ||
Leasehold Improvements [Member] | |||
Significant Accounting Policies [Line Items] | |||
Property, plant and equipment useful life description | Shorter of the contractual lease period or their useful life. | ||
Internally Developed Software and Website Development Costs [Member] | |||
Significant Accounting Policies [Line Items] | |||
Property, plant and equipment useful life | 5 years |
Summary_of_Significant_Account5
Summary of Significant Accounting Policies - Schedule of Cash and Cash Equivalents (Detail) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
In Thousands, unless otherwise specified | ||||
Cash and Cash Equivalents [Line Items] | ||||
Demand deposit accounts | $292,325 | $324,608 | $189,478 | $118,208 |
Demand Deposits [Member] | ||||
Cash and Cash Equivalents [Line Items] | ||||
Demand deposit accounts | 108,316 | 298,157 | ||
Money market funds [Member] | ||||
Cash and Cash Equivalents [Line Items] | ||||
Demand deposit accounts | 183,008 | 26,451 | ||
Municipal bonds [Member] | ||||
Cash and Cash Equivalents [Line Items] | ||||
Demand deposit accounts | $1,001 |
Summary_of_Significant_Account6
Summary of Significant Accounting Policies - Short-Term Investments (Detail) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Gross Cost | $521,641 | $66,815 |
Gross Unrealized Gains | 52 | 49 |
Gross Unrealized Losses | -849 | -66 |
Estimated Fair Value | 520,844 | 66,798 |
Time Deposits [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Gross Cost | 21,726 | 2,055 |
Gross Unrealized Losses | -1 | |
Estimated Fair Value | 21,726 | 2,054 |
Commercial paper [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Gross Cost | 3,999 | |
Estimated Fair Value | 3,999 | |
Corporate bonds [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Gross Cost | 353,957 | 33,274 |
Gross Unrealized Gains | 7 | 33 |
Gross Unrealized Losses | -752 | -50 |
Estimated Fair Value | 353,212 | 33,257 |
Municipal bonds [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Gross Cost | 140,455 | 31,486 |
Gross Unrealized Gains | 45 | 16 |
Gross Unrealized Losses | -94 | -15 |
Estimated Fair Value | 140,406 | 31,487 |
International government bonds [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Gross Cost | 1,504 | |
Gross Unrealized Losses | -3 | |
Estimated Fair Value | $1,501 |
Summary_of_Significant_Account7
Summary of Significant Accounting Policies - Summary of Contractual Underlying Maturities of Short-Term Investments (Detail) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Short-term Investments, Less than 1 Year | $355,164 | $14,695 |
Short-term Investments, 1 to 3 Years | 165,680 | 52,103 |
Short-term Investments, fair value | 520,844 | 66,798 |
Time Deposits [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Short-term Investments, Less than 1 Year | 21,479 | 500 |
Short-term Investments, 1 to 3 Years | 247 | 1,554 |
Short-term Investments, fair value | 21,726 | 2,054 |
Commercial paper [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Short-term Investments, Less than 1 Year | 3,999 | |
Short-term Investments, fair value | 3,999 | |
Corporate bonds [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Short-term Investments, Less than 1 Year | 240,570 | 11,164 |
Short-term Investments, 1 to 3 Years | 112,642 | 22,093 |
Short-term Investments, fair value | 353,212 | 33,257 |
Municipal bonds [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Short-term Investments, Less than 1 Year | 87,615 | 3,031 |
Short-term Investments, 1 to 3 Years | 52,791 | 28,456 |
Short-term Investments, fair value | 140,406 | 31,487 |
International government bonds [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Short-term Investments, Less than 1 Year | 1,501 | |
Short-term Investments, fair value | $1,501 |
Summary_of_Significant_Account8
Summary of Significant Accounting Policies - Summary of Depreciation Expenses on Internally Developed Software and Website Development Costs (Detail) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Depreciation and Other Amortization Expenses [Line Items] | |||
Depreciation expense on internally developed software and website development costs | $16,926 | $13,399 | $11,051 |
Internally Developed Software and Website Development Costs [Member] | |||
Depreciation and Other Amortization Expenses [Line Items] | |||
Depreciation expense on internally developed software and website development costs | $5,471 | $3,939 | $2,874 |
Summary_of_Significant_Account9
Summary of Significant Accounting Policies - Summary of Excess Tax (Expense) Benefit (Detail) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Accounting Policies [Abstract] | |||
Excess tax benefit from stock-based compensation, net | $2,743 | $8,226 | $7,122 |
Recovered_Sheet1
Summary of Significant Accounting Policies - Summary of Foreign Exchange Loss (Detail) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Accounting Policies [Abstract] | |||
Foreign exchange loss | $7,138 | $5,964 | $2,618 |
Recovered_Sheet2
Summary of Significant Accounting Policies - Schedule of Fair Value and Notional Amounts of Outstanding or Unsettled Derivative Instruments (Detail) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Derivatives, Fair Value [Line Items] | ||
Notional Amount | $165,454 | |
Not Designated as Hedging Instruments [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Notional Amount | 168,726 | 104,812 |
Not Designated as Hedging Instruments [Member] | Accrued expenses [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Notional Amount | 11,562 | 84,292 |
Not Designated as Hedging Instruments [Member] | Prepaid expenses and other current assets [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Notional Amount | 157,164 | 20,520 |
Not Designated as Hedging Instruments [Member] | (Level 2) [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Gross Amount of Recognized Assets/Liabilities | 4,439 | -616 |
Gross Amounts Offset in the Balance Sheet | 0 | 0 |
Net Amount Presented in the Balance Sheet | 4,439 | -616 |
Not Designated as Hedging Instruments [Member] | (Level 2) [Member] | Accrued expenses [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Gross Amount of Recognized Assets/Liabilities | -67 | -979 |
Gross Amounts Offset in the Balance Sheet | 0 | 0 |
Net Amount Presented in the Balance Sheet | -67 | -979 |
Not Designated as Hedging Instruments [Member] | (Level 2) [Member] | Prepaid expenses and other current assets [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Gross Amount of Recognized Assets/Liabilities | 4,506 | 363 |
Gross Amounts Offset in the Balance Sheet | 0 | 0 |
Net Amount Presented in the Balance Sheet | $4,506 | $363 |
Business_Combinations_Fair_Val
Business Combinations - Fair Value of Acquisition Amounts at Acquisition Date (Detail) (USD $) | 12 Months Ended | 1 Months Ended | ||||||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | Nov. 30, 2014 | Aug. 31, 2013 | Mar. 31, 2014 | Nov. 30, 2013 |
Net tangible assets (liabilities) acquired | ||||||||
Goodwill | $493,671 | $507,611 | $312,412 | $507,611 | ||||
Redeemable noncontrolling interests | -10,966 | -10,966 | ||||||
Net purchase price | 17,847 | 205,470 | 16,207 | |||||
Glad to Have You Inc [Member] | ||||||||
Net tangible assets (liabilities) acquired | ||||||||
Cash | 25 | |||||||
Deferred revenue | -65 | |||||||
Other | 17 | |||||||
Total tangible assets (liabilities) acquired | -23 | |||||||
Deferred tax liabilities | -1,653 | -1,653 | ||||||
Goodwill | 11,647 | |||||||
Aggregate purchase price | 16,791 | |||||||
Less: cash acquired | -25 | |||||||
Net purchase price | 16,766 | |||||||
Glad to Have You Inc [Member] | Developed technology [Member] | ||||||||
Net tangible assets (liabilities) acquired | ||||||||
Amortizable intangible assets | 3,760 | |||||||
Glad to Have You Inc [Member] | Customer relationships [Member] | ||||||||
Net tangible assets (liabilities) acquired | ||||||||
Amortizable intangible assets | 1,643 | |||||||
Glad to Have You Inc [Member] | Non-competition agreements [Member] | ||||||||
Net tangible assets (liabilities) acquired | ||||||||
Amortizable intangible assets | 240 | |||||||
Glad to Have You Inc [Member] | Trade names [Member] | ||||||||
Net tangible assets (liabilities) acquired | ||||||||
Amortizable intangible assets | 1,177 | |||||||
Stayz [Member] | ||||||||
Net tangible assets (liabilities) acquired | ||||||||
Cash | 4,942 | |||||||
Deferred revenue | -2,234 | -2,234 | ||||||
Amounts payable to property owners | -4,187 | -4,187 | ||||||
Other | -365 | -365 | ||||||
Total tangible assets (liabilities) acquired | -1,844 | -1,844 | ||||||
Deferred tax liabilities | -5,313 | -5,313 | ||||||
Goodwill | 178,288 | 177,777 | 177,777 | |||||
Aggregate purchase price | 197,254 | |||||||
Less: cash acquired | -4,942 | |||||||
Net purchase price | 192,312 | 197,820 | ||||||
Stayz [Member] | Developed technology [Member] | ||||||||
Net tangible assets (liabilities) acquired | ||||||||
Amortizable intangible assets | 1,735 | 1,735 | ||||||
Stayz [Member] | Customer relationships [Member] | ||||||||
Net tangible assets (liabilities) acquired | ||||||||
Amortizable intangible assets | 18,288 | 18,288 | ||||||
Stayz [Member] | Non-competition agreements [Member] | ||||||||
Net tangible assets (liabilities) acquired | ||||||||
Amortizable intangible assets | 1,387 | 1,387 | ||||||
Stayz [Member] | Trade names [Member] | ||||||||
Net tangible assets (liabilities) acquired | ||||||||
Amortizable intangible assets | 5,224 | 5,224 | ||||||
Bookabach [Member] | ||||||||
Net tangible assets (liabilities) acquired | ||||||||
Cash | 395 | |||||||
Deferred revenue | -350 | -350 | ||||||
Amounts payable to property owners | -194 | -194 | ||||||
Other | 228 | 228 | ||||||
Total tangible assets (liabilities) acquired | 79 | 79 | ||||||
Deferred tax liabilities | -228 | -228 | -228 | |||||
Goodwill | 3,514 | 3,514 | ||||||
Redeemable noncontrolling interests | -1,938 | -1,938 | ||||||
Aggregate purchase price | 2,398 | 1,461 | ||||||
Less: cash acquired | -395 | |||||||
Net purchase price | 2,003 | |||||||
Bookabach [Member] | Developed technology [Member] | ||||||||
Net tangible assets (liabilities) acquired | ||||||||
Amortizable intangible assets | 64 | 64 | ||||||
Bookabach [Member] | Customer relationships [Member] | ||||||||
Net tangible assets (liabilities) acquired | ||||||||
Amortizable intangible assets | 446 | 446 | ||||||
Bookabach [Member] | Non-competition agreements [Member] | ||||||||
Net tangible assets (liabilities) acquired | ||||||||
Amortizable intangible assets | 300 | 300 | ||||||
Bookabach [Member] | Trade names [Member] | ||||||||
Net tangible assets (liabilities) acquired | ||||||||
Amortizable intangible assets | 161 | 161 | ||||||
travelmob [Member] | ||||||||
Net tangible assets (liabilities) acquired | ||||||||
Cash | 63 | |||||||
Deferred revenue | -43 | -43 | ||||||
Amounts payable to property owners | -473 | -473 | ||||||
Other | -123 | -123 | ||||||
Total tangible assets (liabilities) acquired | -576 | -576 | ||||||
Deferred tax liabilities | -513 | -513 | -513 | |||||
Goodwill | 16,833 | 16,833 | ||||||
Redeemable noncontrolling interests | -9,028 | -9,028 | ||||||
Aggregate purchase price | 11,533 | |||||||
Less: cash acquired | -63 | |||||||
Net purchase price | 11,470 | 20,000 | ||||||
travelmob [Member] | Developed technology [Member] | ||||||||
Net tangible assets (liabilities) acquired | ||||||||
Amortizable intangible assets | 2,937 | 2,937 | ||||||
travelmob [Member] | Customer relationships [Member] | ||||||||
Net tangible assets (liabilities) acquired | ||||||||
Amortizable intangible assets | 1,123 | 1,123 | ||||||
travelmob [Member] | Non-competition agreements [Member] | ||||||||
Net tangible assets (liabilities) acquired | ||||||||
Amortizable intangible assets | 150 | 150 | ||||||
travelmob [Member] | Trade names [Member] | ||||||||
Net tangible assets (liabilities) acquired | ||||||||
Amortizable intangible assets | 607 | 607 | ||||||
Toprural [Member] | ||||||||
Net tangible assets (liabilities) acquired | ||||||||
Cash | 3,220 | |||||||
Deferred revenue | -2,269 | |||||||
Other | -315 | |||||||
Total tangible assets (liabilities) acquired | 636 | |||||||
Deferred tax liabilities | -3,193 | |||||||
Goodwill | 11,190 | |||||||
Aggregate purchase price | 19,277 | |||||||
Less: cash acquired | -3,220 | |||||||
Net purchase price | 16,057 | |||||||
Toprural [Member] | Developed technology [Member] | ||||||||
Net tangible assets (liabilities) acquired | ||||||||
Amortizable intangible assets | 2,144 | |||||||
Toprural [Member] | Customer relationships [Member] | ||||||||
Net tangible assets (liabilities) acquired | ||||||||
Amortizable intangible assets | 7,440 | |||||||
Toprural [Member] | Trade names [Member] | ||||||||
Net tangible assets (liabilities) acquired | ||||||||
Amortizable intangible assets | $1,060 |
Business_Combinations_Weighted
Business Combinations - Weighted-Average Amortization Period in Total and by Major Definite-Lived Intangible Asset Class and Acquisition (Detail) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Glad to Have You Inc [Member] | |||
Acquired Finite-Lived Intangible Assets [Line Items] | |||
Finite-lived intangible asset, weighted-average amortization period | 6 years 6 months | ||
Glad to Have You Inc [Member] | Trade names [Member] | |||
Acquired Finite-Lived Intangible Assets [Line Items] | |||
Finite-lived intangible asset, weighted-average amortization period | 10 years | ||
Glad to Have You Inc [Member] | Non-competition agreements [Member] | |||
Acquired Finite-Lived Intangible Assets [Line Items] | |||
Finite-lived intangible asset, weighted-average amortization period | 3 years | ||
Glad to Have You Inc [Member] | Customer relationships [Member] | |||
Acquired Finite-Lived Intangible Assets [Line Items] | |||
Finite-lived intangible asset, weighted-average amortization period | 8 years | ||
Glad to Have You Inc [Member] | Developed technology [Member] | |||
Acquired Finite-Lived Intangible Assets [Line Items] | |||
Finite-lived intangible asset, weighted-average amortization period | 5 years | ||
Stayz [Member] | |||
Acquired Finite-Lived Intangible Assets [Line Items] | |||
Finite-lived intangible asset, weighted-average amortization period | 9 years 9 months 18 days | ||
Stayz [Member] | Trade names [Member] | |||
Acquired Finite-Lived Intangible Assets [Line Items] | |||
Finite-lived intangible asset, weighted-average amortization period | 10 years | ||
Stayz [Member] | Non-competition agreements [Member] | |||
Acquired Finite-Lived Intangible Assets [Line Items] | |||
Finite-lived intangible asset, weighted-average amortization period | 3 years | ||
Stayz [Member] | Customer relationships [Member] | |||
Acquired Finite-Lived Intangible Assets [Line Items] | |||
Finite-lived intangible asset, weighted-average amortization period | 11 years | ||
Stayz [Member] | Developed technology [Member] | |||
Acquired Finite-Lived Intangible Assets [Line Items] | |||
Finite-lived intangible asset, weighted-average amortization period | 2 years | ||
Bookabach [Member] | |||
Acquired Finite-Lived Intangible Assets [Line Items] | |||
Finite-lived intangible asset, weighted-average amortization period | 7 years 9 months 18 days | ||
Bookabach [Member] | Trade names [Member] | |||
Acquired Finite-Lived Intangible Assets [Line Items] | |||
Finite-lived intangible asset, weighted-average amortization period | 10 years | ||
Bookabach [Member] | Non-competition agreements [Member] | |||
Acquired Finite-Lived Intangible Assets [Line Items] | |||
Finite-lived intangible asset, weighted-average amortization period | 3 years | ||
Bookabach [Member] | Customer relationships [Member] | |||
Acquired Finite-Lived Intangible Assets [Line Items] | |||
Finite-lived intangible asset, weighted-average amortization period | 11 years | ||
Bookabach [Member] | Developed technology [Member] | |||
Acquired Finite-Lived Intangible Assets [Line Items] | |||
Finite-lived intangible asset, weighted-average amortization period | 1 year 9 months 18 days | ||
travelmob [Member] | |||
Acquired Finite-Lived Intangible Assets [Line Items] | |||
Finite-lived intangible asset, weighted-average amortization period | 8 years 8 months 12 days | ||
travelmob [Member] | Trade names [Member] | |||
Acquired Finite-Lived Intangible Assets [Line Items] | |||
Finite-lived intangible asset, weighted-average amortization period | 10 years | ||
travelmob [Member] | Non-competition agreements [Member] | |||
Acquired Finite-Lived Intangible Assets [Line Items] | |||
Finite-lived intangible asset, weighted-average amortization period | 3 years | ||
travelmob [Member] | Customer relationships [Member] | |||
Acquired Finite-Lived Intangible Assets [Line Items] | |||
Finite-lived intangible asset, weighted-average amortization period | 13 years | ||
travelmob [Member] | Developed technology [Member] | |||
Acquired Finite-Lived Intangible Assets [Line Items] | |||
Finite-lived intangible asset, weighted-average amortization period | 7 years | ||
Toprural [Member] | |||
Acquired Finite-Lived Intangible Assets [Line Items] | |||
Finite-lived intangible asset, weighted-average amortization period | 7 years 4 months 24 days | ||
Toprural [Member] | Trade names [Member] | |||
Acquired Finite-Lived Intangible Assets [Line Items] | |||
Finite-lived intangible asset, weighted-average amortization period | 10 years | ||
Toprural [Member] | Customer relationships [Member] | |||
Acquired Finite-Lived Intangible Assets [Line Items] | |||
Finite-lived intangible asset, weighted-average amortization period | 8 years | ||
Toprural [Member] | Developed technology [Member] | |||
Acquired Finite-Lived Intangible Assets [Line Items] | |||
Finite-lived intangible asset, weighted-average amortization period | 4 years |
Business_Combinations_Addition
Business Combinations - Additional Information (Detail) | 12 Months Ended |
Dec. 31, 2014 | |
Minimum [Member] | |
Business Acquisition [Line Items] | |
Identifiable intangible assets, estimated useful lives | 2 years |
Maximum [Member] | |
Business Acquisition [Line Items] | |
Identifiable intangible assets, estimated useful lives | 13 years |
Business_Combinations_Glad_to_
Business Combinations - Glad to Have You, Inc. - Additional Information (Detail) (Glad to Have You Inc [Member], USD $) | 12 Months Ended |
Dec. 31, 2014 | |
Business Acquisition [Line Items] | |
Business acquisition aggregate purchase price | $16,791,000 |
Seller obligations release description | Two business days following the first anniversary date of the acquisition. |
Business acquisition, cash consideration purchase price deposited in escrow | 250,000 |
Business acquisition, cash consideration deposited in escrow and pending purchase price adjustments | $250,000 |
Finite-lived intangible asset, weighted-average amortization period | 6 years 6 months |
Trade names [Member] | |
Business Acquisition [Line Items] | |
Finite-lived intangible asset, weighted-average amortization period | 10 years |
Developed technology [Member] | |
Business Acquisition [Line Items] | |
Finite-lived intangible asset, weighted-average amortization period | 5 years |
Customer relationships [Member] | |
Business Acquisition [Line Items] | |
Finite-lived intangible asset, weighted-average amortization period | 8 years |
Non-competition agreements [Member] | |
Business Acquisition [Line Items] | |
Finite-lived intangible asset, weighted-average amortization period | 3 years |
Business_Combinations_Stayz_Ad
Business Combinations - Stayz - Additional Information (Detail) (USD $) | 12 Months Ended | 1 Months Ended | |||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | Apr. 30, 2014 | |
Property | |||||
Business Acquisition [Line Items] | |||||
Payment made to acquire business, net of cash acquired | $17,847,000 | $205,470,000 | $16,207,000 | ||
Stayz [Member] | |||||
Business Acquisition [Line Items] | |||||
Percentage of ownership interest | 100.00% | 100.00% | |||
Payment made to acquire business, net of cash acquired | 192,312,000 | 197,820,000 | |||
Business acquisition transaction costs | 3,802,000 | 3,802,000 | |||
Business acquisition aggregate purchase price | 196,739,000 | ||||
Business acquisition amount paid to sellers | 1,081,000 | ||||
Number of rental properties | 40,000 | ||||
Decrease in proforma revenue based on adjustments | -1,900,000 | ||||
Decrease in proforma net income based on adjustments | ($1,300,000) |
Business_Combinations_Pro_Form
Business Combinations - Pro Forma Results (Detail) (USD $) | 12 Months Ended | |
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 |
Stayz [Member] | ||
Business Acquisition, Pro Forma Information, Nonrecurring Adjustment [Line Items] | ||
Pro forma total revenue | $370,620 | $305,904 |
Pro forma net income | 28,687 | 17,855 |
Toprural [Member] | ||
Business Acquisition, Pro Forma Information, Nonrecurring Adjustment [Line Items] | ||
Pro forma total revenue | 281,858 | |
Pro forma net income | $14,959 |
Business_Combinations_Bookabac
Business Combinations - Bookabach - Additional Information (Detail) (Bookabach [Member], USD $) | 1 Months Ended | 12 Months Ended | ||
Nov. 30, 2014 | Nov. 30, 2013 | Dec. 31, 2013 | Dec. 31, 2014 | |
Leases | ||||
Business Acquisition [Line Items] | ||||
Percentage of ownership interest | 55.00% | 55.00% | ||
Business acquisition aggregate purchase price | $2,398,000 | |||
Business acquisition transaction costs | 160,000 | |||
Business acquisition, cash consideration purchase price deposited in escrow | 492,000 | |||
Number of rental properties | 8,000 | |||
Cash consideration | $1,461,000 | $2,398,000 | ||
Percentage of ownership interest including subsequent acquisition | 75.00% | |||
Call Option [Member] | ||||
Business Acquisition [Line Items] | ||||
Number of installments to purchase remaining non controlling interest | 2 | |||
Call Option [Member] | Maximum [Member] | ||||
Business Acquisition [Line Items] | ||||
Option agreement date | 30-Jun-15 | |||
Call Option [Member] | Minimum [Member] | ||||
Business Acquisition [Line Items] | ||||
Option agreement date | 31-Oct-14 | |||
Put Option [Member] | ||||
Business Acquisition [Line Items] | ||||
Number of installments to repurchase remaining non controlling interest | 2 | |||
Put Option [Member] | Maximum [Member] | ||||
Business Acquisition [Line Items] | ||||
Option agreement date | 30-Jun-15 | |||
Put Option [Member] | Minimum [Member] | ||||
Business Acquisition [Line Items] | ||||
Option agreement date | 31-Oct-14 |
Business_Combinations_Travelmo
Business Combinations - Travelmob - Additional Information (Detail) (USD $) | 12 Months Ended | 1 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Aug. 31, 2013 | |
Leases | ||||
Business Acquisition [Line Items] | ||||
Payment made to acquire business, net of cash acquired | $17,847,000 | $205,470,000 | $16,207,000 | |
travelmob [Member] | ||||
Business Acquisition [Line Items] | ||||
Percentage of ownership interest | 68.50% | 100.00% | ||
Payment made to acquire business, net of cash acquired | 11,470,000 | 20,000,000 | ||
Non-controlling interest sold | 8,500,000 | |||
Business acquisition transaction cost | 284,000 | |||
Number of rental properties | 14,000 | |||
Cash investment | 7,000,000 | |||
Percentage of interest in outstanding stock | 68.50% | |||
Non controlling interest | $9,600,000 | $13,000,000 | ||
Non controlling interest ownership percentage | 31.50% | |||
travelmob [Member] | Maximum [Member] | Call Option [Member] | ||||
Business Acquisition [Line Items] | ||||
Option agreement date | 31-Dec-16 | |||
travelmob [Member] | Maximum [Member] | Put Option [Member] | ||||
Business Acquisition [Line Items] | ||||
Option agreement date | 1-Feb-17 |
Business_Combinations_Toprural
Business Combinations - Toprural - Additional Information (Detail) (Toprural [Member], USD $) | Apr. 30, 2012 |
Toprural [Member] | |
Business Acquisition [Line Items] | |
Percentage of ownership interest | 100.00% |
Business acquisition aggregate purchase price | $19,277,000 |
Business acquisition, transaction costs | 285,000 |
Business acquisition, cash consideration purchase price deposited in escrow | $2,670,000 |
Goodwill_and_Other_Intangible_2
Goodwill and Other Intangible Assets - Changes in Goodwill Balance (Detail) (USD $) | 12 Months Ended | |
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
Beginning balance | $507,611 | $312,412 |
Acquired in business combinations | 11,647 | 198,124 |
Foreign currency translation adjustment | -26,098 | -2,925 |
Post-acquisition goodwill adjustment for the Stayz acquisition | 511 | |
Ending balance | $493,671 | $507,611 |
Goodwill_and_Other_Intangible_3
Goodwill and Other Intangible Assets - Additional Information (Detail) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Goodwill [Line Items] | |||
Goodwill | $493,671 | $507,611 | $312,412 |
Stayz [Member] | |||
Goodwill [Line Items] | |||
Increase in goodwill | 511 | ||
Goodwill | $178,288 | $177,777 |
Goodwill_and_Other_Intangible_4
Goodwill and Other Intangible Assets - Amortized Finite-Lived Intangible Assets (Detail) (USD $) | 12 Months Ended | |
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 |
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | $111,489 | $147,252 |
Accumulated Amortization | -48,062 | -73,616 |
Net Carrying Amount | 63,427 | 73,636 |
Minimum [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Finite-lived intangible asset useful life | 2 years | |
Maximum [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Finite-lived intangible asset useful life | 13 years | |
Trade names and trademarks [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Finite-lived intangible asset useful life | 10 years | |
Gross Carrying Amount | 30,316 | 30,066 |
Accumulated Amortization | -8,396 | -5,050 |
Net Carrying Amount | 21,920 | 25,016 |
Developed technology [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 21,293 | 31,513 |
Accumulated Amortization | -13,231 | -23,646 |
Net Carrying Amount | 8,062 | 7,867 |
Developed technology [Member] | Minimum [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Finite-lived intangible asset useful life | 2 years | |
Developed technology [Member] | Maximum [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Finite-lived intangible asset useful life | 8 years | |
Customer relationships [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 57,656 | 80,510 |
Accumulated Amortization | -25,512 | -41,739 |
Net Carrying Amount | 32,144 | 38,771 |
Customer relationships [Member] | Minimum [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Finite-lived intangible asset useful life | 6 years | |
Customer relationships [Member] | Maximum [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Finite-lived intangible asset useful life | 14 years | |
Noncompete agreements and domain names [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 2,224 | 5,163 |
Accumulated Amortization | -923 | -3,181 |
Net Carrying Amount | $1,301 | $1,982 |
Noncompete agreements and domain names [Member] | Minimum [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Finite-lived intangible asset useful life | 2 years | |
Noncompete agreements and domain names [Member] | Maximum [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Finite-lived intangible asset useful life | 5 years |
Goodwill_and_Other_Intangible_5
Goodwill and Other Intangible Assets - Summary of Amortization Expense (Detail) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Goodwill and Intangible Assets Disclosure [Abstract] | |||
Amortization expense | $13,916 | $11,668 | $12,438 |
Goodwill_and_Other_Intangible_6
Goodwill and Other Intangible Assets - Expected Future Annual Amortization Expense for Finite-Lived Intangible Assets (Detail) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Goodwill and Intangible Assets Disclosure [Abstract] | ||
2015 | $11,772 | |
2016 | 9,132 | |
2017 | 8,042 | |
2018 | 7,738 | |
2019 | 7,057 | |
Thereafter | 19,686 | |
Net Carrying Amount | $63,427 | $73,636 |
Goodwill_and_Other_Intangible_7
Goodwill and Other Intangible Assets - Indefinite-Lived Intangible Assets (Detail) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Goodwill and Intangible Assets Disclosure [Abstract] | ||
Trademarks, trade names and other | $7,029 | $7,029 |
Property_and_Equipment_net_Pro
Property and Equipment, net - Property and Equipment (Detail) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Property, Plant and Equipment [Abstract] | ||
Computer equipment and purchased software | $31,566 | $24,074 |
Internal-use software and website development costs | 36,038 | 30,523 |
Furniture and fixtures | 7,915 | 5,999 |
Leasehold improvements | 20,922 | 13,999 |
Property plant and equipment, gross | 96,441 | 74,595 |
Less accumulated depreciation | -40,268 | -34,788 |
Property plant and equipment, net | $56,173 | $39,807 |
Property_and_Equipment_net_Sch
Property and Equipment, net - Schedule of Depreciation Expense (Detail) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Property, Plant and Equipment [Abstract] | |||
Depreciation expense | $16,926 | $13,399 | $11,051 |
Accrued_Expenses_Accrued_Expen
Accrued Expenses - Accrued Expenses (Detail) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | |||
Payables and Accruals [Abstract] | |||
Compensation and related benefits | $21,413 | $21,700 | |
Gift cards | 5,654 | 6,090 | |
Contracting, consulting and professional fees | 3,254 | 4,494 | |
Taxes | 4,954 | 3,425 | |
Marketing | 4,115 | 3,197 | |
Foreign exchange - forward contracts | 99 | 979 | |
Traveler guarantee liability | 1,790 | 956 | 566 |
Other | 8,976 | 13,784 | |
Total | $50,255 | $54,625 |
Convertible_Senior_Notes_Summa
Convertible Senior Notes - Summary of Convertible Senior Notes (Detail) (USD $) | Dec. 31, 2014 | Mar. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | |||
Debt Instrument [Line Items] | |||
Carrying Value of Convertible Senior Notes | $316,181 | ||
Convertible Senior Notes 0.125% due April 1, 2019 [Member] | |||
Debt Instrument [Line Items] | |||
Par Value | 402,500 | 402,500 | |
Equity Component Recorded at Issuance | 90,887 | ||
Carrying Value of Convertible Senior Notes | 316,181 | ||
Carrying Value of Convertible Senior Notes |
Convertible_Senior_Notes_Summa1
Convertible Senior Notes - Summary of Convertible Senior Notes (Parenthetical) (Detail) (Convertible Senior Notes 0.125% due April 1, 2019 [Member]) | 12 Months Ended | |
Dec. 31, 2014 | Mar. 31, 2014 | |
Convertible Senior Notes 0.125% due April 1, 2019 [Member] | ||
Debt Instrument [Line Items] | ||
Senior notes, Interest rate | 0.13% | 0.13% |
Senior notes, Maturity date | 1-Apr-19 |
Convertible_Senior_Notes_Addit
Convertible Senior Notes - Additional Information (Detail) (USD $) | 12 Months Ended | 3 Months Ended | |
Dec. 31, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | |
Debt Instrument [Line Items] | |||
Deferred tax liability | $51,144,000 | $42,446,000 | |
Closing price of common stock | $29.78 | ||
Warrants price per unit | $81.14 | ||
Term issuance of warrants | 5 years | ||
(Level 2) [Member] | |||
Debt Instrument [Line Items] | |||
Total estimated fair value of the notes | 304,300,000 | ||
0.125% Senior Notes [Member] | |||
Debt Instrument [Line Items] | |||
Deferred tax liability | 800,000 | ||
Convertible Senior Notes 0.125% due April 1, 2019 [Member] | |||
Debt Instrument [Line Items] | |||
Interest rate | 0.13% | 0.13% | |
Debt par value | 402,500,000 | 402,500,000 | |
Semi-annual first interest is payable | 3 | ||
Semi-annual second interest is payable | 9 | ||
Interest is payable start date | 1-Oct-14 | ||
Debt conversion description | During any calendar quarter commencing after June 30, 2014, if, for at least 20 trading days during the 30 consecutive trading day period ending on the last trading day of the immediately preceding calendar quarter, the last reported sales price of the Company's common stock for such trading day is greater than or equal to 130% of the applicable conversion price for the Notes on each applicable trading day | ||
Debt instrument convertible threshold trading days | 20 | ||
Common stock closing sales price percentage | 130.00% | ||
Percentage of trading price for conversion of note | 98.00% | ||
Consecutive trading period | 5 days | ||
Principal amount | $1,000 | ||
Percentage of principal amount of notes | 100.00% |
Convertible_of_Senior_Notes_Sc
Convertible of Senior Notes - Schedule of Conversion of Senior Notes to Common Stock (Detail) (0.125% Senior Notes [Member], USD $) | 12 Months Ended |
Dec. 31, 2014 | |
0.125% Senior Notes [Member] | |
Debt Instrument [Line Items] | |
Debt instrument conversion rate | 19.1703 |
Initial conversion price per share | $52.16 |
Free Convertibility Date | 1-Oct-18 |
Convertible_of_Senior_Notes_Sc1
Convertible of Senior Notes - Schedule of Conversion of Senior Notes (Detail) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Debt Instrument [Line Items] | ||
Net carrying amount | $316,181 | |
0.125% Senior Notes [Member] | ||
Debt Instrument [Line Items] | ||
Principal: 0.125% Senior Notes | 402,500 | |
Less: debt discount, net 0.125% Senior Notes | -86,319 | |
Net carrying amount | $316,181 |
Convertible_of_Senior_Notes_Su
Convertible of Senior Notes - Summary of Hedge Notes (Detail) (USD $) | 12 Months Ended |
In Thousands, except Share data, unless otherwise specified | Dec. 31, 2014 |
Derivatives, Fair Value [Line Items] | |
Note Hedges, Purchases | $85,853 |
Note Hedges [Member] | |
Derivatives, Fair Value [Line Items] | |
Note Hedges, Contract Date | 2014-03 |
Note Hedges, Purchases | $85,853 |
Underlying Note Hedges, Shares | 7,716,049 |
Convertible_of_Senior_Notes_Co
Convertible of Senior Notes - Components of Warrants (Detail) (USD $) | 12 Months Ended |
In Thousands, except Share data, unless otherwise specified | Dec. 31, 2014 |
Class of Warrant or Right [Line Items] | |
Warrants, proceed amount | $38,278 |
Warrants, shares | 7,716,049 |
Warrants, strike price | $81.14 |
Warrants [Member] | |
Class of Warrant or Right [Line Items] | |
Warrants, proceed amount | $38,278 |
Convertible_Senior_Notes_Sched
Convertible Senior Notes - Schedule of Total Interest Expense Recognized (Detail) (USD $) | 12 Months Ended |
In Thousands, unless otherwise specified | Dec. 31, 2014 |
Debt Disclosure [Abstract] | |
0.125% coupon | $378 |
Amortization of debt issuance costs | 39 |
Amortization of debt discount | 13,137 |
Total | $13,554 |
Commitments_and_Contingencies_1
Commitments and Contingencies - Future Minimum Lease Payments under Noncancellable Operating Leases (Detail) (USD $) | Dec. 31, 2014 |
In Thousands, unless otherwise specified | |
Commitments and Contingencies Disclosure [Abstract] | |
2015 | $8,073 |
2016 | 8,487 |
2017 | 8,324 |
2018 | 7,486 |
2019 | 6,601 |
Thereafter | 21,870 |
Total minimum lease payments | $60,841 |
Commitments_and_Contingencies_2
Commitments and Contingencies - Summary of Rental Expenses (Detail) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Leases [Abstract] | |||
Rental expense | $6,994 | $5,202 | $4,492 |
Commitments_and_Contingencies_3
Commitments and Contingencies - Additional Information (Detail) | Dec. 31, 2014 | Dec. 31, 2014 | Dec. 31, 2014 | Dec. 31, 2014 |
Subsidiary's Bank Credit, United Kingdom [Member] | Subsidiary's Bank Credit, United Kingdom [Member] | Carefree Rental Guarantee [Member] | Basic Rental Guarantee [Member] | |
United Kingdom [Member] | United Kingdom [Member] | USD ($) | USD ($) | |
USD ($) | GBP (£) | |||
Commitments and Contingencies [Line Items] | ||||
Guarantee maximum exposure, percentage | 100.00% | |||
Guarantee maximum exposure amount | $7,800,000 | £ 5,000,000 | $10,000 | $1,000 |
Commitments_and_Contingencies_4
Commitments and Contingencies - Changes for Traveler Guarantees (Detail) (USD $) | 12 Months Ended | |
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 |
Commitments and Contingencies Disclosure [Abstract] | ||
Traveler guarantee liability, beginning balance | $956 | $566 |
Costs accrued for new vacation rentals | 3,576 | 2,230 |
Guarantee obligations honored | -2,742 | -1,840 |
Traveler guarantee liability, ending balance | $1,790 | $956 |
Stockholders_Equity_and_StockB2
Stockholders' Equity and Stock-Based Compensation - Additional Information (Detail) (USD $) | 0 Months Ended | 12 Months Ended | ||||
Dec. 17, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 17, 2013 | Jul. 31, 2011 | |
CompensationPlan | ||||||
Stock Based Compensation And Stockholders Equity [Line Items] | ||||||
Common stock, shares authorized | 350,000,000 | 350,000,000 | 350,000,000 | |||
Common stock, par value | $0.00 | $0.00 | $0.00 | |||
Common stock, shares outstanding | 94,515,344 | 92,361,069 | ||||
Common stock issued | 6,921,424 | 94,515,344 | 92,361,069 | 6,921,424 | ||
Stock issued during period par value per share | $37 | $37 | ||||
Number stock sold by company | 5,500,000 | |||||
Number stock sold by existing stockholders | $1,421,424 | $1,421,424 | ||||
Proceeds from underwritten public offering, net of underwriting discount and offering costs | $195,300,000 | |||||
Number of stock-based compensation plans | 2 | |||||
Options outstanding | 7,600,296,000 | 8,479,261,000 | 10,404,703,000 | |||
Cash received from option exercises under plans | 25,386,000 | 48,473,000 | 25,878,000 | |||
Excess tax (benefit) shortfall from stock-based compensation | 2,743,000 | 8,226,000 | 7,122,000 | |||
Aggregate intrinsic value of stock options exercised | 39,140,000 | 52,949,000 | 40,394,000 | |||
Stock options vested | 1,649,456 | |||||
Weighted average grant date fair value | $12.05 | |||||
Restricted stock awards vested | 565,733 | 241,517 | ||||
Restricted stock awards and units vested, Weighted average grant date fair value | $27.46 | |||||
Unrecognized compensation cost related to nonvested stock options and restricted stock | $95,989,000 | $84,248,000 | ||||
Unrecognized compensation cost over a weighted average period | 2 years 4 months 10 days | |||||
Maximum [Member] | ||||||
Stock Based Compensation And Stockholders Equity [Line Items] | ||||||
Number of preferred shares that board of directors can designate and issue without action by stockholders | 10,000,000 | |||||
Underwriters [Member] | ||||||
Stock Based Compensation And Stockholders Equity [Line Items] | ||||||
Number stock sold by existing stockholders | $902,794 | $902,794 | ||||
Stock Incentive Plan 2011 [Member] | ||||||
Stock Based Compensation And Stockholders Equity [Line Items] | ||||||
Options outstanding | 4,124,581 | |||||
Number of common stock reserved for issuance | 20,932,095 | |||||
Number of shares available for issuance annual incremental terms | In addition, the number of shares available for issuance under the 2011 Plan will be increased annually on the first day of the Company's fiscal year by an amount equal to the least of (a) four percent of the outstanding shares of the Company's common stock as of the last day of the Company's immediately preceding fiscal year or (b) such other amount as the Company's board of directors may determine. | |||||
Annual share issuance increment, percentage of outstanding shares of common stock | 4.00% | |||||
Stock Incentive Plan 2011 [Member] | Restricted Stock Units [Member] | ||||||
Stock Based Compensation And Stockholders Equity [Line Items] | ||||||
Restricted stock units outstanding | 2,854,955 | |||||
2011 Plan [Member] | ||||||
Stock Based Compensation And Stockholders Equity [Line Items] | ||||||
Common stock, shares reserved and available for future stock option grants | 13,952,559 | |||||
2004 Plan [Member] | ||||||
Stock Based Compensation And Stockholders Equity [Line Items] | ||||||
Options outstanding | 3,475,715 |
Stockholders_Equity_and_StockB3
Stockholders' Equity and Stock-Based Compensation - Summary of Stock Option Activity (Detail) (USD $) | 12 Months Ended | ||
In Thousands, except Per Share data, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Number of options outstanding | |||
Number of options, beginning balance | 8,479,261 | 10,404,703 | |
Number of options, granted | 972,865 | 1,756,630 | |
Number of options, exercised | -1,615,116 | -3,186,491 | |
Number of options, forfeited | -236,714 | -474,695 | |
Number of options, cancelled | -20,885 | ||
Number of options, Ending balance | 7,600,296 | 8,479,261 | 10,404,703 |
Number of options, vested and expected to be vested | 7,433,326 | 8,226,494 | |
Exercisable options at end of period | 5,079,091 | 4,583,432 | |
Weighted average exercise price | |||
Weighted average exercise price, beginning balance | $20.49 | $17.37 | |
Weighted average exercise price, granted | $35.50 | $30.18 | |
Weighted average exercise price, exercised | $15.84 | $15.12 | |
Weighted average exercise price, forfeited | $26.66 | $22.87 | |
Weighted average exercise price, cancelled | $23.03 | ||
Weighted average exercise price, ending balance | $23.20 | $20.49 | $17.37 |
Weighted average exercise price, vested and expected to vest | $23.02 | $20.31 | |
Weighted average exercise price, exercisable at end of period | $20.06 | $16.82 | |
Weighted average remaining contractual term | |||
Weighted average remaining contractual term | 6 years 9 months 18 days | 7 years 1 month 6 days | 7 years 6 months |
Weighted average remaining contractual term, vested and expected to vest | 6 years 9 months 18 days | 7 years 1 month 6 days | |
Weighted average remaining contractual term, Exercisable options at end of period | 6 years 1 month 6 days | 6 years 2 months 12 days | |
Aggregate Intrinsic Value | |||
Aggregate Intrinsic Value, beginning balance | $172,921 | $57,020 | |
Aggregate Intrinsic Value, ending balance | 57,663 | 172,921 | 57,020 |
Aggregate Intrinsic Value, vested and expected to vest | 57,447 | 169,248 | |
Aggregate Intrinsic Value, exercisable option | $51,494 | $110,286 |
Stockholders_Equity_and_StockB4
Stockholders' Equity and Stock-Based Compensation - Weighted Average Grant Date Fair Value of Options and Restricted Stock (Detail) (USD $) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |||
Per share of options granted | $13.46 | $13.81 | $12.07 |
Per share of restricted stock and restricted stock units granted | $36.33 | $29.36 | $24.88 |
Stockholders_Equity_and_StockB5
Stockholders' Equity and Stock-Based Compensation - Restricted Stock Activity under 2004 Plan and 2011 Plan (Detail) | 12 Months Ended | |
Dec. 31, 2014 | Dec. 31, 2013 | |
Number of awards outstanding | ||
Beginning balance | 2,037,895 | 806,317 |
Awards granted | 1,634,392 | 1,658,132 |
Awards vested | -565,733 | -241,517 |
Awards forfeited | -251,599 | -185,037 |
Ending balance | 2,854,955 | 2,037,895 |
Stockholders_Equity_and_StockB6
Stockholders' Equity and Stock-Based Compensation - Estimated Fair Value of Stock Option Grants at Date of Grant using Black-Scholes Option Pricing Model with Weighted Average Assumptions (Detail) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Risk-free interest rate, minimum | 1.62% | 0.65% | 0.78% |
Risk-free interest rate, maximum | 1.78% | 1.41% | 1.32% |
Dividend yield | 0.00% | 0.00% | 0.00% |
Expected volatility rate, minimum | 38.70% | 46.90% | 50.60% |
Expected volatility rate, maximum | 42.50% | 50.80% | 55.40% |
Minimum [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Expected term | 4 years 11 months 5 days | 5 years 3 months 26 days | 5 years 7 months 2 days |
Maximum [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Expected term | 5 years 1 month 6 days | 5 years 6 months 26 days | 5 years 9 months 29 days |
Stockholders_Equity_and_StockB7
Stockholders' Equity and Stock-Based Compensation - Total Stock-Based Compensation Expense (Detail) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock-based compensation expense | $48,518 | $37,887 | $27,033 |
Cost of revenue [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock-based compensation expense | 3,245 | 3,064 | 2,675 |
Product development [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock-based compensation expense | 13,174 | 9,515 | 5,642 |
Sales and marketing [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock-based compensation expense | 10,805 | 8,488 | 6,629 |
General and administrative [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock-based compensation expense | $21,294 | $16,820 | $12,087 |
Redeemable_Noncontrolling_Inte2
Redeemable Noncontrolling Interests - Additional Information (Detail) | Dec. 31, 2013 | Aug. 31, 2013 | Dec. 31, 2014 | Nov. 30, 2014 | Nov. 30, 2013 |
travelmob [Member] | |||||
Redeemable Noncontrolling Interest [Line Items] | |||||
Percentage of ownership interest | 68.50% | 100.00% | |||
Bookabach [Member] | |||||
Redeemable Noncontrolling Interest [Line Items] | |||||
Percentage of ownership interest | 55.00% | 55.00% | |||
Percentage of additional ownership interest acquired | 20.00% | 20.00% |
Redeemable_Noncontrolling_Inte3
Redeemable Noncontrolling Interests - Schedule of Changes of Redeemable Noncontrolling Interests (Detail) (USD $) | 12 Months Ended | |
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 |
Business Combinations [Abstract] | ||
Beginning balance | $10,584 | |
Fair value at acquisition | 10,966 | |
Net loss attributable to noncontrolling interests | -1,839 | -395 |
Changes to redemption value of noncontrolling interests | 2,421 | |
Repurchase of redeemable noncontrolling interests | -1,461 | |
Currency translation adjustments | 37 | 13 |
Ending balance | $9,742 | $10,584 |
Accumulated_Other_Comprehensiv2
Accumulated Other Comprehensive Loss - Accumulated Other Comprehensive Loss (Detail) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Accumulated Other Comprehensive Income Loss [Abstract] | ||
Foreign currency translation | ($27,252) | ($6,728) |
Unrealized losses on short-term investments | -801 | -19 |
Total | ($28,053) | ($6,747) |
Income_Taxes_Income_Before_Inc
Income Taxes - Income Before Income Taxes (Detail) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Income Tax Disclosure [Abstract] | |||
Domestic | $15,523 | $27,817 | $19,934 |
Foreign | 5,716 | 1,198 | 8,202 |
Income before income taxes | $21,239 | $29,015 | $28,136 |
Income_Taxes_Income_Tax_Expens
Income Taxes - Income Tax Expense (Benefit) (Detail) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Current | |||
Federal | $0 | $0 | $0 |
State | 250 | 1,116 | 1,105 |
Foreign | 5,999 | 4,771 | 9,625 |
Deferred | |||
Federal | 5,502 | 7,733 | 7,976 |
State | -831 | 98 | -524 |
Foreign | -5,879 | -1,511 | -5,425 |
Change in valuation allowance | 2,231 | -483 | 418 |
Income tax expense (benefit) | $7,272 | $11,724 | $13,175 |
Income_Taxes_Additional_Inform
Income Taxes - Additional Information (Detail) (USD $) | 12 Months Ended | 3 Months Ended | |||||||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2014 | Dec. 31, 2011 | Aug. 31, 2013 | Mar. 31, 2014 | Nov. 30, 2014 | Nov. 30, 2013 | |
Income Taxes [Line Items] | |||||||||
Valuation allowance amount | $2,463,000 | $362,000 | $2,463,000 | ||||||
Tax carryforward limitation description | Events that may cause changes in the Company's tax carryovers include, but are not limited to, a cumulative ownership change of more than 50.0% over a three-year period. | ||||||||
Unrecorded benefit net operating loss carryforwards | 382,000 | 382,000 | |||||||
Cumulative earning in foreign subsidiaries | 28,012,000 | 16,741,000 | 20,681,000 | 28,012,000 | |||||
Tax basis in Spanish intangibles | 2,770,000 | ||||||||
Unrecognized tax benefits offset against related deferred tax asset | 3,663,000 | 3,177,000 | 1,242,000 | ||||||
Unrecognized tax benefit impacting effective tax rate | 9,122,000 | 7,555,000 | 5,265,000 | 9,122,000 | |||||
Unrecognized tax benefits | 10,074,000 | 7,555,000 | 5,590,000 | 10,074,000 | 3,658,000 | ||||
Foreign Loss Carryforwards [Member] | |||||||||
Income Taxes [Line Items] | |||||||||
Additional paid-in capital upon utilization of net operating loss and credit carryforwards | 750,000 | ||||||||
Domestic Tax Authority [Member] | |||||||||
Income Taxes [Line Items] | |||||||||
Additional paid-in capital upon utilization of net operating loss and credit carryforwards | 10,323,000 | ||||||||
several jurisdictions [Member] | |||||||||
Income Taxes [Line Items] | |||||||||
Unrecognized tax benefits | 1,611,000 | 1,611,000 | |||||||
Unrecognized tax benefits that could change over the next 12 months | 726,000 | 726,000 | |||||||
Minimum [Member] | United States [Member] | |||||||||
Income Taxes [Line Items] | |||||||||
Open tax years | 2011 | ||||||||
Minimum [Member] | Adjustment to Net Operating Loss Carryforward [Member] | |||||||||
Income Taxes [Line Items] | |||||||||
Open tax years | 2005 | ||||||||
Maximum [Member] | United States [Member] | |||||||||
Income Taxes [Line Items] | |||||||||
Open tax years | 2013 | ||||||||
Maximum [Member] | Adjustment to Net Operating Loss Carryforward [Member] | |||||||||
Income Taxes [Line Items] | |||||||||
Open tax years | 2010 | ||||||||
Error Correction [Member] | |||||||||
Income Taxes [Line Items] | |||||||||
Increase in income tax expense | 796,000 | ||||||||
Subsidiaries in Singapore and Switzerland [Member] | |||||||||
Income Taxes [Line Items] | |||||||||
Valuation allowance amount | 1,920,000 | 0 | 1,920,000 | ||||||
travelmob [Member] | |||||||||
Income Taxes [Line Items] | |||||||||
Percentage of interest in outstanding stock | 68.50% | ||||||||
Deferred tax liability | 513,000 | 513,000 | |||||||
Percentage of ownership interest | 68.50% | 100.00% | |||||||
Stayz [Member] | |||||||||
Income Taxes [Line Items] | |||||||||
Deferred tax liability | 5,313,000 | ||||||||
Percentage of ownership interest | 100.00% | ||||||||
Valuation allowance amount | 1,397,000 | ||||||||
Glad to Have You Inc [Member] | |||||||||
Income Taxes [Line Items] | |||||||||
Deferred tax liability | 1,653,000 | 1,653,000 | 1,653,000 | ||||||
Percentage of ownership interest | 100.00% | ||||||||
Bookabach [Member] | |||||||||
Income Taxes [Line Items] | |||||||||
Deferred tax liability | $228,000 | $228,000 | |||||||
Percentage of ownership interest | 55.00% | 55.00% | |||||||
Percentage of additional ownership interest acquired | 20.00% | 20.00% | 20.00% |
Income_Taxes_Deferred_Tax_Asse
Income Taxes - Deferred Tax Assets (Liabilities) (Detail) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Deferred tax assets: | ||
Net operating loss carryforward | $6,816 | $6,760 |
Tax credits | 1,082 | 551 |
Accrued liabilities | 8,960 | 6,615 |
Stock compensation | 16,621 | 11,143 |
Gift card deferred revenue and redemption liability | 1,451 | 1,346 |
Other deferred revenue | 1,413 | 1,304 |
Other | 959 | 310 |
Total deferred tax assets | 37,302 | 28,029 |
Deferred tax liabilities: | ||
Intangible assets | -37,095 | -34,473 |
Property and equipment | -12,170 | -6,530 |
Prepaid expenses | -540 | -907 |
Other | -1,339 | -536 |
Total deferred tax liabilities | -51,144 | -42,446 |
Valuation allowance | -2,463 | -362 |
Net deferred tax liabilities | ($16,305) | ($14,779) |
Income_Taxes_Summary_of_Operat
Income Taxes - Summary of Operating Loss Carryforwards and Expiration (Detail) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Operating Loss Carryforwards [Line Items] | |||||||||||
State research and development credits | $2,346 | $3,220 | |||||||||
Net operating losses after tax from foreign local jurisdictions | 162 | 4,912 | 3,867 | 4,443 | -1,557 | 8,478 | 5,470 | 5,295 | 13,384 | 17,686 | 14,961 |
Texas Margin Tax Credit Carryforwards [Member] | |||||||||||
Operating Loss Carryforwards [Line Items] | |||||||||||
Operating loss carry forwards, expiration year | Indefinite | ||||||||||
Tax credits | 310 | 310 | |||||||||
Federal Loss Carryforwards [Member] | |||||||||||
Operating Loss Carryforwards [Line Items] | |||||||||||
Operating loss carry forwards, expiration year | 2025-2034 | ||||||||||
Net operating loss carry forwards | 15,722 | 8,474 | 15,722 | 8,474 | |||||||
State Loss Carryforwards [Member] | |||||||||||
Operating Loss Carryforwards [Line Items] | |||||||||||
Operating loss carry forwards, expiration year | 2025-2034 | ||||||||||
Net operating loss carry forwards | 396 | 447 | 396 | 447 | |||||||
Federal Research and Development Credit Carryforwards [Member] | |||||||||||
Operating Loss Carryforwards [Line Items] | |||||||||||
Operating loss carry forwards, expiration year | 2027-2034 | ||||||||||
Tax credits | 8,386 | 6,050 | |||||||||
State Research and Development Credit Carryforwards [Member] | |||||||||||
Operating Loss Carryforwards [Line Items] | |||||||||||
Operating loss carry forwards, expiration year | 2034 | ||||||||||
State research and development credits | 1,857 | 498 | |||||||||
Foreign Loss Carryforwards [Member] | |||||||||||
Operating Loss Carryforwards [Line Items] | |||||||||||
Operating loss carry forwards, expiration year | 2018-Indefinite | ||||||||||
Net operating loss carry forwards | 26,046 | 25,690 | 26,046 | 25,690 | |||||||
Foreign Local Loss Carryforwards [Member] | |||||||||||
Operating Loss Carryforwards [Line Items] | |||||||||||
Operating loss carry forwards, expiration year | 2018-2020 | ||||||||||
Net operating losses after tax from foreign local jurisdictions | 517 | 686 | |||||||||
Federal Foreign Tax Credit Carryforwards [Member] | |||||||||||
Operating Loss Carryforwards [Line Items] | |||||||||||
Operating loss carry forwards, expiration year | 2020-2024 | ||||||||||
Tax credits | $1,351 | $1,342 |
Income_Taxes_Summary_of_Operat1
Income Taxes - Summary of Operating Loss Carryforwards and Expiration (Parenthetical) (Detail) (Foreign Loss Carryforwards [Member], USD $) | 12 Months Ended |
Dec. 31, 2014 | |
Foreign Loss Carryforwards [Member] | |
Operating Loss Carryforwards [Line Items] | |
Net operating loss carry forwards that will expire between 2018 and 2030 if not utilized | $11,697,000 |
Operating loss carry forwards, expiration year | 2018-Indefinite |
Net operating loss carry forwards, not expiring | $14,349,000 |
Foreign Loss Carryforwards [Member] | |
Operating Loss Carryforwards [Line Items] | |
Operating loss carry forwards, expiration year | Expire between 2018 and 2030 |
Income_Taxes_Reconciliation_of
Income Taxes - Reconciliation of Amount of Income Tax Expense Results from Applying Federal Statutory Income Tax Rate to Income (Loss) Before Income Taxes (Detail) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Income Tax Disclosure [Abstract] | |||
Federal tax expense at statutory rate | $7,433 | $10,155 | $9,848 |
State taxes, net of federal tax benefit | -552 | 958 | 647 |
Foreign tax rate differential | -2,166 | -1,191 | -2,481 |
Deferred charges | 1,908 | 1,959 | 1,582 |
Stock compensation | 2,430 | 566 | 1,679 |
Research and development credit | -2,346 | -3,220 | |
Tax basis in Spanish intangibles | -2,770 | ||
Non-deductible expenses | 331 | 2,342 | 355 |
Other activity in unrecognized tax benefits | 816 | 540 | 2,325 |
Other | -43 | 98 | -1,198 |
Net increase (decrease) in valuation allowance | 2,231 | -483 | 418 |
Income tax expense (benefit) | $7,272 | $11,724 | $13,175 |
Income_Taxes_Aggregate_Changes
Income Taxes - Aggregate Changes in Balance of Unrecognized Tax Benefits, Excluding Interest and Penalties (Detail) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Income Tax Disclosure [Abstract] | |||
Balance, beginning of year | $7,555 | $5,590 | $3,658 |
Increases for tax positions related to the current year | 2,130 | 1,013 | 1,815 |
Increases for tax positions related to prior years | 2,166 | 1,702 | 1,135 |
Decreases for tax positions related to prior years | -556 | -369 | -739 |
Reductions due to lapsed statute of limitations | -1,221 | -381 | -279 |
Balance, end of year | $10,074 | $7,555 | $5,590 |
Income_Taxes_Schedule_of_Open_
Income Taxes - Schedule of Open Tax Years by Jurisdiction (Detail) | 12 Months Ended |
Dec. 31, 2014 | |
Earliest Tax Year [Member] | Germany [Member] | |
Open Tax Years Jurisdictions [Line Items] | |
Open tax year | 2011 |
Earliest Tax Year [Member] | France [Member] | |
Open Tax Years Jurisdictions [Line Items] | |
Open tax year | 2012 |
Earliest Tax Year [Member] | Brazil [Member] | |
Open Tax Years Jurisdictions [Line Items] | |
Open tax year | 2009 |
Earliest Tax Year [Member] | United Kingdom [Member] | |
Open Tax Years Jurisdictions [Line Items] | |
Open tax year | 2011 |
Earliest Tax Year [Member] | Switzerland [Member] | |
Open Tax Years Jurisdictions [Line Items] | |
Open tax year | 2010 |
Earliest Tax Year [Member] | Australia [Member] | |
Open Tax Years Jurisdictions [Line Items] | |
Open tax year | 2010 |
Earliest Tax Year [Member] | Spain [Member] | |
Open Tax Years Jurisdictions [Line Items] | |
Open tax year | 2010 |
Earliest Tax Year [Member] | Thailand [Member] | |
Open Tax Years Jurisdictions [Line Items] | |
Open tax year | 2013 |
Earliest Tax Year [Member] | Singapore [Member] | |
Open Tax Years Jurisdictions [Line Items] | |
Open tax year | 2011 |
Earliest Tax Year [Member] | New Zealand [Member] | |
Open Tax Years Jurisdictions [Line Items] | |
Open tax year | 2010 |
Earliest Tax Year [Member] | Colombia [Member] | |
Open Tax Years Jurisdictions [Line Items] | |
Open tax year | 2013 |
Earliest Tax Year [Member] | Italy [Member] | |
Open Tax Years Jurisdictions [Line Items] | |
Open tax year | 2013 |
Latest Tax Year [Member] | Germany [Member] | |
Open Tax Years Jurisdictions [Line Items] | |
Open tax year | 2014 |
Latest Tax Year [Member] | France [Member] | |
Open Tax Years Jurisdictions [Line Items] | |
Open tax year | 2014 |
Latest Tax Year [Member] | Brazil [Member] | |
Open Tax Years Jurisdictions [Line Items] | |
Open tax year | 2014 |
Latest Tax Year [Member] | United Kingdom [Member] | |
Open Tax Years Jurisdictions [Line Items] | |
Open tax year | 2014 |
Latest Tax Year [Member] | Switzerland [Member] | |
Open Tax Years Jurisdictions [Line Items] | |
Open tax year | 2014 |
Latest Tax Year [Member] | Australia [Member] | |
Open Tax Years Jurisdictions [Line Items] | |
Open tax year | 2014 |
Latest Tax Year [Member] | Spain [Member] | |
Open Tax Years Jurisdictions [Line Items] | |
Open tax year | 2014 |
Latest Tax Year [Member] | Thailand [Member] | |
Open Tax Years Jurisdictions [Line Items] | |
Open tax year | 2014 |
Latest Tax Year [Member] | Singapore [Member] | |
Open Tax Years Jurisdictions [Line Items] | |
Open tax year | 2014 |
Latest Tax Year [Member] | New Zealand [Member] | |
Open Tax Years Jurisdictions [Line Items] | |
Open tax year | 2014 |
Latest Tax Year [Member] | Colombia [Member] | |
Open Tax Years Jurisdictions [Line Items] | |
Open tax year | 2014 |
Latest Tax Year [Member] | Italy [Member] | |
Open Tax Years Jurisdictions [Line Items] | |
Open tax year | 2014 |
Net_Income_Per_Share_Attributa2
Net Income Per Share Attributable to HomeAway, Inc. - Computation of Basic and Diluted Net Income Per Share Attributable to HomeAway, Inc. (Detail) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Thousands, except Per Share data, unless otherwise specified | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Numerator | |||||||||||
Net income attributable to HomeAway, Inc. | $162 | $4,912 | $3,867 | $4,443 | ($1,557) | $8,478 | $5,470 | $5,295 | $13,384 | $17,686 | $14,961 |
Denominator | |||||||||||
Weighted average common shares outstanding-basic | 94,378 | 94,106 | 93,671 | 92,699 | 87,111 | 85,452 | 84,920 | 83,940 | 93,727 | 85,378 | 82,382 |
Dilutive effect of stock options, warrants and restricted stock units | 2,754 | 2,881 | 2,560 | ||||||||
Weighted average common shares outstanding-diluted | 96,600 | 96,389 | 96,011 | 96,295 | 90,144 | 88,215 | 87,647 | 86,492 | 96,481 | 88,259 | 84,942 |
Net income per share attributable to HomeAway, Inc. | |||||||||||
Basic | $0.14 | $0.21 | $0.18 | ||||||||
Diluted | $0.14 | $0.20 | $0.18 |
Net_Income_Per_Share_Attributa3
Net Income Per Share Attributable to HomeAway, Inc. - Common Equivalent Shares Excluded from Calculation of Net Income Per Share Attributable to HomeAway, Inc. as their Inclusion Would have been Anti-Dilutive (Detail) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Common equivalent shares excluded from the calculation of net income per share | 9,951 | 3,157 | 5,158 |
Stock Option [Member] | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Common equivalent shares excluded from the calculation of net income per share | 2,178 | 3,153 | 5,151 |
Restricted Stock Units [Member] | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Common equivalent shares excluded from the calculation of net income per share | 57 | 4 | 7 |
Warrants [Member] | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Common equivalent shares excluded from the calculation of net income per share | 7,716 |
Domestic_and_Foreign_Operation2
Domestic and Foreign Operations - Revenue from Operations in Domestic and Foreign Regions (Detail) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Revenue, Major Customer [Line Items] | |||||||||||
Total revenue | $109,712 | $117,112 | $114,256 | $105,682 | $90,269 | $90,148 | $86,608 | $79,464 | $446,762 | $346,489 | $280,404 |
United States [Member] | |||||||||||
Revenue, Major Customer [Line Items] | |||||||||||
Total revenue | 262,412 | 211,473 | 173,078 | ||||||||
France [Member] | |||||||||||
Revenue, Major Customer [Line Items] | |||||||||||
Total revenue | 59,306 | 52,222 | 42,451 | ||||||||
United Kingdom [Member] | |||||||||||
Revenue, Major Customer [Line Items] | |||||||||||
Total revenue | 48,996 | 41,231 | 35,656 | ||||||||
Australia [Member] | |||||||||||
Revenue, Major Customer [Line Items] | |||||||||||
Total revenue | 25,888 | 3,300 | 1,141 | ||||||||
Germany [Member] | |||||||||||
Revenue, Major Customer [Line Items] | |||||||||||
Total revenue | 24,410 | 20,719 | 16,194 | ||||||||
Other International [Member] | |||||||||||
Revenue, Major Customer [Line Items] | |||||||||||
Total revenue | $25,750 | $17,544 | $11,884 |
Domestic_and_Foreign_Operation3
Domestic and Foreign Operations - Identifiable Long-Lived Tangible Assets in Domestic and Foreign Regions (Detail) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | |||
Segment Reporting Information [Line Items] | |||
Identifiable long-lived tangible assets, Total | $95,283 | $52,145 | $40,367 |
United States [Member] | |||
Segment Reporting Information [Line Items] | |||
Identifiable long-lived tangible assets | 85,116 | 43,673 | 32,936 |
International [Member] | |||
Segment Reporting Information [Line Items] | |||
Identifiable long-lived tangible assets | $10,167 | $8,472 | $7,431 |
Employee_Benefit_Plans_Summary
Employee Benefit Plans - Summary of Total Expenses for Retirement Plans (Detail) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Compensation and Retirement Disclosure [Abstract] | |||
Retirement plan contribution expense | $1,975 | $1,907 | $1,185 |
Recovered_Sheet3
Valuation and Qualifying Accounts (Detail) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Allowance for doubtful accounts [Member] | |||
Valuation and Qualifying Accounts Disclosure [Line Items] | |||
Beginning Balance | $1,038 | $633 | $425 |
Additions | 471 | 980 | 647 |
Reductions/Write-offs | -846 | -575 | -439 |
Ending Balance | 663 | 1,038 | 633 |
Deferred Tax Asset Valuation Allowance [Member] | |||
Valuation and Qualifying Accounts Disclosure [Line Items] | |||
Beginning Balance | 362 | 921 | 507 |
Additions | 2,270 | 838 | 753 |
Reductions/Write-offs | -169 | -1,397 | -339 |
Ending Balance | $2,463 | $362 | $921 |
Quarterly_Financial_Data_Detai
Quarterly Financial Data (Detail) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Thousands, except Per Share data, unless otherwise specified | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Quarterly Financial Information Disclosure [Abstract] | |||||||||||
Revenue | $109,712 | $117,112 | $114,256 | $105,682 | $90,269 | $90,148 | $86,608 | $79,464 | $446,762 | $346,489 | $280,404 |
Net income (loss) attributable to HomeAway, Inc. | $162 | $4,912 | $3,867 | $4,443 | ($1,557) | $8,478 | $5,470 | $5,295 | $13,384 | $17,686 | $14,961 |
Net income (loss) per share-basic and diluted | $0 | $0.05 | $0.04 | $0.05 | ($0.02) | $0.10 | $0.06 | $0.06 | |||
Shares used in per share calculation-basic | 94,378 | 94,106 | 93,671 | 92,699 | 87,111 | 85,452 | 84,920 | 83,940 | 93,727 | 85,378 | 82,382 |
Shares used in per share calculation-diluted | 96,600 | 96,389 | 96,011 | 96,295 | 90,144 | 88,215 | 87,647 | 86,492 | 96,481 | 88,259 | 84,942 |