Document_and_Entity_Informatio
Document and Entity Information Document | 9 Months Ended | |
Sep. 30, 2013 | Oct. 31, 2013 | |
Document and Entity Information [Abstract] | ' | ' |
Entity Registrant Name | 'FIREEYE, INC. | ' |
Entity Central Index Key | '0001370880 | ' |
Current Fiscal Year End Date | '--12-31 | ' |
Entity Filer Category | 'Non-accelerated Filer | ' |
Document Type | '10-Q | ' |
Document Period End Date | 30-Sep-13 | ' |
Document Fiscal Year Focus | '2013 | ' |
Document Fiscal Period Focus | 'Q3 | ' |
Amendment Flag | 'false | ' |
Entity Common Stock, Shares Outstanding | ' | 120,822,637 |
Condensed_Consolidated_Balance
Condensed Consolidated Balance Sheets (USD $) | Sep. 30, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Current assets: | ' | ' |
Cash and cash equivalents | $327,710 | $60,200 |
Accounts receivable | 51,251 | 30,133 |
Inventories | 7,516 | 2,340 |
Deferred costs of revenue, current portion | 1,392 | 837 |
Prepaid expenses and other current assets | 9,319 | 10,731 |
Total current assets | 397,188 | 104,241 |
Deferred costs of revenue, non-current portion | 1,024 | 674 |
Property and equipment, net | 47,131 | 13,536 |
Goodwill | 3,276 | 1,274 |
Intangible assets | 6,809 | 4,194 |
Deposits and other long-term assets | 4,877 | 1,354 |
TOTAL ASSETS | 460,305 | 125,273 |
CURRENT LIABILITIES: | ' | ' |
Accounts payable | 32,983 | 15,653 |
Accrued liabilities | 4,896 | 1,174 |
Accrued compensation | 14,818 | 8,271 |
Long-term debt, current portion | 0 | 1,231 |
Proceeds from early exercise of stock awards | 8,623 | 2,001 |
Deferred revenue, current portion | 71,450 | 43,750 |
Total current liabilities | 132,770 | 72,080 |
Long-term debt, net of current portion | 20,000 | 10,916 |
Deferred revenue, non-current portion | 59,302 | 32,656 |
Preferred stock warrant liability | 0 | 3,529 |
Other long-term liabilities | 1,246 | 702 |
Total liabilities | 213,318 | 119,883 |
Commitments and contingencies (NOTE 7) | ' | ' |
Stockholders' equity: | ' | ' |
Convertible preferred stock, par value of $0.0001 per share; no shares authorized, issued, and outstanding as September 30 2013; 65,326 shares authorized, 64,115 issued and outstanding with liquidation preference of $96,746 as of December 31, 2012 | 0 | 6 |
Common stock, par value of $0.0001 per share; 1,000,000 shares authorized, 120,517 shares issued and outstanding as of September 30, 2013; 130,000 authorized, 22,435 shares issued and outstanding as of December 31, 2012 | 12 | 2 |
Additional paid-in capital | 467,964 | 109,252 |
Notes receivable from stockholders | 0 | -1,003 |
Accumulated deficit | -220,989 | -102,867 |
Total stockholders’ equity | 246,987 | 5,390 |
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY | $460,305 | $125,273 |
Condensed_Consolidated_Balance1
Condensed Consolidated Balance Sheets Parenthetical (USD $) | Sep. 30, 2013 | Dec. 31, 2012 |
In Thousands, except Share data, unless otherwise specified | ||
Statement of Financial Position [Abstract] | ' | ' |
Convertible preferred stock, par value (usd per share) | $0.00 | $0.00 |
Convertible preferred stock, shares authorized | 0 | 65,326,000 |
Convertible preferred stock, shares issued | 0 | 64,115,000 |
Convertible preferred stock, shares outstanding | 0 | 64,115,000 |
Convertible preferred stock, liquidation preference | $0 | $96,746 |
Common stock, par value (usd per share) | $0.00 | $0.00 |
Common stock, shares authorized | 1,000,000,000 | 130,000,000 |
Common stock, shares issued | 120,517,000 | 22,435,000 |
Common stock, shares outstanding | 120,517,000 | 22,435,000 |
Condensed_Consolidated_Stateme
Condensed Consolidated Statements of Operations (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, except Per Share data, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 |
Revenue: | ' | ' | ' | ' |
Product | $23,729 | $13,754 | $55,957 | $31,955 |
Subscription and services | 18,923 | 8,142 | 48,333 | 19,682 |
Total revenue | 42,652 | 21,896 | 104,290 | 51,637 |
Cost of revenue: | ' | ' | ' | ' |
Product | 7,358 | 3,813 | 18,124 | 9,400 |
Subscription and services | 6,079 | 904 | 12,481 | 2,183 |
Total cost of revenue | 13,437 | 4,717 | 30,605 | 11,583 |
Total gross profit | 29,215 | 17,179 | 73,685 | 40,054 |
Operating expenses: | ' | ' | ' | ' |
Research and development | 20,492 | 4,191 | 44,570 | 9,814 |
Sales and marketing | 44,414 | 16,734 | 110,577 | 42,788 |
General and administrative | 11,704 | 4,188 | 29,385 | 8,898 |
Total operating expenses | 76,610 | 25,113 | 184,532 | 61,500 |
Operating loss | -47,395 | -7,934 | -110,847 | -21,446 |
Interest income | 1 | 2 | 53 | 5 |
Interest expense | -243 | -167 | -519 | -377 |
Other expense, net | -4,206 | -699 | -7,129 | -1,248 |
Loss before income taxes | -51,843 | -8,798 | -118,442 | -23,066 |
Provision for (benefit from) income taxes | -917 | 54 | -320 | 114 |
Net loss attributable to common stockholders | ($50,926) | ($8,852) | ($118,122) | ($23,180) |
Net loss per share attributable to common stockholders, basic and diluted (usd per share) | ($1.61) | ($0.80) | ($5.41) | ($2.33) |
Weighted average shares used in computing net loss per share attributable to common stockholders, basic and diluted (shares) | 31,590 | 11,025 | 21,838 | 9,955 |
Condensed_Consolidated_Stateme1
Condensed Consolidated Statements of Cash Flows (USD $) | 9 Months Ended | |
In Thousands, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 |
CASH FLOWS FROM OPERATING ACTIVITIES: | ' | ' |
Net loss | ($118,122) | ($23,180) |
Adjustments to reconcile net loss to net cash provided by (used in) operating activities: | ' | ' |
Depreciation and amortization | 12,344 | 4,456 |
Stock-based compensation | 16,344 | 3,921 |
Change in fair value of preferred stock warrant liability | 6,538 | 1,234 |
Loss on disposal of property and equipment | 102 | 73 |
Release of deferred tax valuation allowance | -1,277 | 0 |
Changes in operating assets and liabilities, net of assets acquired and liabilities assumed in business combinations: | ' | ' |
Accounts receivable | -20,727 | -5,607 |
Inventories | -5,174 | -1,942 |
Prepaid expenses and other assets | -4,772 | -790 |
Deferred costs of revenue | -904 | -695 |
Accounts payable | 6,115 | 990 |
Accrued liabilities | 3,711 | 2,198 |
Accrued compensation | 6,481 | 372 |
Deferred revenue | 54,370 | 29,481 |
Other long-term liabilities | 547 | 134 |
Net cash provided by (used in) operating activities | -44,424 | 10,645 |
CASH FLOWS FROM INVESTING ACTIVITIES: | ' | ' |
Acquisition of business, net of cash acquired | -3,872 | 0 |
Purchase of property and equipment and demonstration units | -35,956 | -14,486 |
Lease deposits | -1,636 | -471 |
Net cash used in investing activities | -41,464 | -14,957 |
CASH FLOWS FROM FINANCING ACTIVITIES: | ' | ' |
Net proceeds from initial public offering | 322,863 | 0 |
Borrowing from line of credit | 10,000 | 7,619 |
Net proceeds from issuance of convertible preferred stock | 9,988 | 0 |
Repayment of term loan | -2,147 | -1,051 |
Proceeds from exercise of equity awards | 5,400 | 1,283 |
Repayment of notes receivable from stockholders | 7,294 | 0 |
Net cash provided by financing activities | 353,398 | 7,851 |
Net change in cash and cash equivalents | 267,510 | 3,539 |
Cash and cash equivalents, beginning of year | 60,200 | 10,676 |
Cash and cash equivalents, end of year | 327,710 | 14,215 |
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION: | ' | ' |
Cash paid for interest | 493 | 347 |
Cash paid for income taxes | 303 | 22 |
SUPPLEMENTAL DISCLOSURES OF NON-CASH INVESTING AND FINANCING ACTIVITIES: | ' | ' |
Deferred initial public offering costs in accounts payable and accrued liabilities | 1,583 | 0 |
Common stock issued in connection with acquisition | 800 | 0 |
Conversion of preferred stock warrants to common stock warrants | 10,067 | 0 |
Purchases of property and equipment and demonstration units in accounts payable | $12,520 | $1,127 |
Condensed_Consolidated_Stockho
Condensed Consolidated Stockholders' Equity Condensed Consolidated Stockholders' Equity (USD $) | Total | Convertible Preferred Stock [Member] | Common Stock [Member] | Additional Paid-in Capital [Member] | Notes Receivables from Stockholders [Member] | Accumulated Deficit [Member] | Series F Preferred Stock [Member] |
In Thousands, except Share data | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | Convertible Preferred Stock [Member] |
Beginning balance, value at Dec. 31, 2012 | $5,390 | $6 | $2 | $109,252 | ($1,003) | ($102,867) | ' |
Beginning balance, shares at Dec. 31, 2012 | ' | 64,115,000 | 22,435,000 | ' | ' | ' | ' |
Issuance of common stock in connection with initial public offering net of offering costs, shares | ' | ' | 17,450,000 | ' | ' | ' | ' |
Issuance of common stock in connection with initial public offering, net of offering costs | 321,280 | ' | 2 | 321,278 | ' | ' | ' |
Conversion of convertible preferred stock to common stock in connection with initial public offering, shares | ' | -64,590,000 | 74,222,000 | ' | ' | ' | ' |
Conversion of convertible preferred stock to common stock in connection with initial public offering | 0 | -6 | 7 | -1 | ' | ' | ' |
Conversion of preferred stock warrant to common stock warrant in connection with initial public offering | 10,067 | ' | ' | 10,067 | ' | ' | ' |
Issuance of common stock related to the acquisition of Secure DNA Managed Services, Inc., shares | ' | ' | 50,000 | ' | ' | ' | ' |
Issuance of common stock related to the acquisition of Secure DNA Managed Services, Inc. | 800 | ' | 0 | 800 | ' | ' | ' |
Payment of note receivable from stockholder, net of early exercises | 1,831 | ' | ' | 828 | 1,003 | ' | ' |
Net proceeds from issuance of Series F convertible preferred stock, shares | ' | ' | ' | ' | ' | ' | 475,000 |
Net proceeds from issuance of Series F convertible preferred stock | 4,994 | ' | ' | 4,994 | ' | ' | ' |
Issuance of common stock for equity awards, net of repurchases, shares | ' | ' | 6,360,000 | ' | ' | ' | ' |
Issuance of common stock for equity awards, net of repurchases | 2,531 | ' | 1 | 2,530 | ' | ' | ' |
Vesting of early exercise of equity awards | 16,344 | ' | ' | 16,344 | ' | ' | ' |
Stock-based compensation | 1,872 | ' | ' | 1,872 | ' | ' | ' |
Net loss | -118,122 | ' | ' | ' | ' | -118,122 | ' |
Ending balance, value at Sep. 30, 2013 | $246,987 | $0 | $12 | $467,964 | $0 | ($220,989) | ' |
Ending balance, shares at Sep. 30, 2013 | ' | 0 | 120,517,000 | ' | ' | ' | ' |
Description_of_Business_and_Su
Description of Business and Summary of Significant Accounting Policies | 9 Months Ended | |
Sep. 30, 2013 | ||
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ' | |
Description of Business and Summary of Significant Accounting Policies | ' | |
Description of Business and Summary of Significant Accounting Policies | ||
Description of Business | ||
FireEye, Inc., with principal executive offices located in Milpitas, California, was incorporated as NetForts, Inc. on February 18, 2004, under the laws of the State of Delaware, and changed its name to FireEye, Inc. on September 7, 2005. | ||
FireEye, Inc. and its wholly owned subsidiaries (collectively, the “Company”, “we”, “us” or “our”) is a leader in stopping advanced cyber attacks that use advanced malware, zero-day exploits, and APT (“Advances Persistent Threat”) tactics. Our solutions supplement traditional and next-generation firewalls, IPS (“Intrusion Prevention Systems”), anti-virus, and gateways, which cannot stop advanced threats, leaving security holes in networks. We offer a solution that detects and blocks attacks across both Web and email threat vectors as well as latent malware resident on file shares. It addresses all stages of an attack lifecycle with a signature-less engine utilizing stateful attack analysis to detect zero-day threats. | ||
We sell the majority of our products, subscriptions and services to end-customers through distributors, resellers, and strategic partners, with a lesser percentage of sales directly to end-customers. | ||
Initial Public Offering | ||
In September 2013, we completed our initial public offering ("IPO") in which we issued and sold 17,450,000 shares of common stock (inclusive of 2,275,000 shares of common stock from the full exercise of the over-allotment option granted to the underwriters) at a price of $20.00 per share. We received aggregate proceeds of $324.6 million from the sale of shares of common stock, net of underwriters’ discounts and commissions, but before deducting paid and unpaid offering expenses of approximately $3.3 million. Upon the closing of the initial public offering, all shares of our outstanding convertible preferred stock automatically converted into 74,221,533 shares of common stock. | ||
Basis of Presentation and Consolidation | ||
The accompanying unaudited condensed consolidated financial statements include the accounts of FireEye, Inc., and its wholly owned subsidiaries. All intercompany balances and transactions have been eliminated in consolidation. | ||
The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America ("U.S. GAAP"), and following the requirements of the Securities and Exchange Commission ("SEC"), for interim reporting. As permitted under those rules, certain footnotes or other financial information that are normally required by U.S. GAAP can be condensed or omitted. These financial statements have been prepared on the same basis as our annual financial statements and, in the opinion of management, reflect all adjustments, consisting only of normal recurring adjustments, that are necessary for a fair statement of our financial information. The results of operations for the three and nine months ended September 30, 2013 are not necessarily indicative of the results to be expected for the year ending December 31, 2013 or for any other interim period or for any other future year. The balance sheet as of December 31, 2012 has been derived from audited financial statements at that date but does not include all of the information required by U.S. GAAP for complete financial statements. | ||
The accompanying condensed consolidated financial statements and related financial information should be read in conjunction with the audited financial statements and the related notes thereto for the year ended December 31, 2012 included in our Prospectus filed with the SEC on September 20, 2013 pursuant to Rule 424(b) under the Securities Act of 1933, as amended (the "Securities Act"). | ||
Use of Estimates | ||
The preparation of consolidated financial statements in conformity U.S. 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 condensed consolidated financial statements and the reported amounts of revenue and expenses during the reporting period. Such management estimates include, but are not limited to, the best estimate of selling price for our products and services, commissions expense, | ||
future taxable income, contract manufacturer liabilities, litigation and settlement costs and other loss contingencies, fair value of our common and preferred stock, stock options and preferred stock warrant liability, and the purchase price allocation of acquired businesses. We base our estimates on historical experience and also on assumptions that we believe are reasonable. Changes in facts or circumstances may cause us to change our assumptions and estimates in future periods and it is possible that actual results could differ from current or revised future estimates. We engaged third party consultants to assist management in the valuation of acquired assets, including other intangibles. | ||
Summary of Significant Accounting Policies | ||
There have been no material changes to our significant accounting policies as compared to the those described in our Prospectus filed with the SEC on September 20, 2013 pursuant to Rule 424(b) under the Securities Act as disclosed below. | ||
Fair Value of Financial Instruments | ||
We define fair value as the price that would be received from selling an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. When determining the fair value measurements for assets and liabilities which are required to be recorded at fair value, we consider the principal or most advantageous market in which to transact and the market-based risk. We apply fair value accounting for all financial assets and liabilities that are recognized or disclosed at fair value in the financial statements on a recurring basis. The carrying amounts reported in the condensed consolidated financial statements approximate the fair value for cash and cash equivalents, accounts receivable, accounts payable, and accrued liabilities, due to their short-term nature. The carrying amount of our preferred stock warrant liability represents their fair value and the long term debt is stated at the carrying value which approximates fair value as the stated interest rate approximates market borrowing rates currently available to us. | ||
Warranties | ||
We generally provide a one-year warranty on hardware. We do not accrue for potential warranty claims as a component of cost of product revenue as all product warranty claims are satisfied under our support and maintenance contracts. | ||
Revenue Recognition | ||
We generate revenue from the sales of products, subscriptions, support and maintenance, and other services primarily through our indirect relationships with our partners as well as end customers through a direct sales force. Our products include operating system software that is integrated into the appliance hardware and is deemed essential to its functionality. As a result, we account for revenue in accordance with Accounting Standards Codification 605, Revenue Recognition, and all related interpretations, as all our security appliance deliverables include proprietary operating system software, which together deliver the essential functionality of our products. | ||
Revenue is recognized when all of the following criteria are met: | ||
• | Persuasive Evidence of an Arrangement Exists. We rely upon non-cancelable sales agreements and purchase orders to determine the existence of an arrangement. | |
• | Delivery has Occurred. We use shipping documents or transmissions of service contract registration codes to verify delivery. | |
• | The Fee is Fixed or Determinable. We assess whether the fee is fixed or determinable based on the payment terms associated with the transaction. | |
• | Collectability is Reasonably Assured. We assess collectability based on credit analysis and payment history. | |
Our products include three principal security product families that address critical vectors of attack, including Web, email and file shares. Our Web MPS, File MPS, MAS and CMS appliance and subscription services qualify as separate units of accounting. Therefore, Web MPS, File MPS, MAS and CMS appliance product revenue is recognized at the time of shipment. However, our Email MPS cannot function without the use of our subscription services. As such, our Email MPS products and related services do not have stand-alone value and do not qualify as separate units of accounting. Therefore, Email MPS product revenue is recognized ratably over the longer of the contractual term of the subscription services or the estimated period the customer is expected to benefit from the product, provided that all other revenue recognition criteria have been met. Because we have only been selling our Email MPS since April 2011, we have a limited history with respect to subscription renewals for such product. As a result, revenue from all Email MPS products sold by us through September 30, 2013 has been recognized ratably over the contractual term of the subscription services. | ||
At the time of shipment, product revenue meets the criteria for fixed or determinable fees. In addition, payment from our partners is not contingent on the partner’s collection from their end-customers. Our partners do not stock products and do not have any stock rotation rights. We recognize subscription and support and maintenance service revenue ratably over the contractual service period, which is typically one or three years. Other services revenue is recognized as the services are rendered and has not been significant to date. | ||
Most of our arrangements, other than renewals of subscriptions and support and maintenance services, are multiple-element arrangements with a combination of product, subscriptions, support and maintenance, and other services. For multiple-element arrangements, we allocate revenue to each unit of accounting based on an estimated selling price at the arrangement inception. The estimated selling price for each element is based upon the following hierarchy: vendor-specific objective evidence (“VSOE”) of selling price, if available, third-party evidence (“TPE”) of selling price, if VSOE of selling price is not available, or best estimate of selling price (“BESP”), if neither VSOE of selling price nor TPE of selling price are available. The total arrangement consideration is allocated to each separate unit of accounting using the relative estimated selling prices of each unit based on the aforementioned selling price hierarchy. We limit the amount of revenue recognized for delivered elements to an amount that is not contingent upon future delivery of additional products or services or meeting of any specified performance conditions. | ||
To determine the estimated selling price in multiple-element arrangements, we seek to establish VSOE of selling price using the prices charged for a deliverable when sold separately and, for subscriptions and support and maintenance, based on the renewal rates and discounts offered to partners. If VSOE of selling price cannot be established for a deliverable, we seek to establish TPE of selling price by evaluating similar and interchangeable competitor products or services in standalone arrangements with similarly situated partners. However, as our products contain a significant element of proprietary technology and offer substantially different features and functionality from our competitors, we are unable to obtain comparable pricing of our competitors’ products with similar functionality on a standalone basis. Therefore, we have not been able to obtain reliable evidence of TPE of selling price. If neither VSOE nor TPE of selling price can be established for a deliverable, we establish BESP primarily based on historical transaction pricing. Historical transactions are segregated based on our pricing model and our go-to-market strategy, which include factors such as type of sales channel (reseller, distributor, or end-customer), the geographies in which our products and services were sold (domestic or international), offering type (products, subscriptions or services), and whether or not the opportunity was identified by our sales force or by our partners. In analyzing historical transaction pricing, we evaluate whether a majority of the prices charged for a product, as represented by a percentage of list price, fall within a reasonable range. To further support the best estimate of selling price as determined by the historical transaction pricing or when such information is unavailable, such as when there are limited sales of a new product, we consider the same factors we have established through our pricing model and go-to-market strategy. The determination of BESP is made through consultation with and approval by our management. We have established the estimated selling price of all of our deliverables using BESP. | ||
Shipping charges billed to partners are included in revenue and related costs are included in cost of revenue. Sales commissions and other incremental costs to acquire contracts are also expensed as incurred and are recorded in sales and marketing expense. After receipt of a partner order, any amounts billed in excess of revenue recognized are recorded as deferred revenue. | ||
Recent Accounting Pronouncements | ||
In September 2011, the Financial Accounting Standards Board, (“FASB”) issued authoritative guidance that addresses the presentation of comprehensive income for annual reporting of financial statements was issued. The guidance is intended to improve the comparability, consistency and transparency of financial reporting and to increase the prominence of items reported in other comprehensive income by eliminating the option to present components of other comprehensive income as part of the statement of changes in stockholders’ equity. Such components of comprehensive income will be required to be disclosed in either a single continuous statement of comprehensive income or in two separate but consecutive statements. The guidance is effective for fiscal years beginning after December 15, 2011, and should be applied retrospectively for all periods presented. Early adoption is permitted. This new guidance impacts how we report comprehensive income, and did not have any effect on our results of operations, financial position or liquidity upon its required adoption on January 1, 2012. | ||
In February 2013, the FASB issued guidance which addresses the presentation of amounts reclassified from accumulated other comprehensive income. This guidance does not change current financial reporting requirements, instead an entity is required to cross-reference to other required disclosures that provide additional detail about amounts reclassified out of accumulated other comprehensive income. In addition, the guidance requires an entity to present significant amounts reclassified out of accumulated other comprehensive income by line item of net income if the amount reclassified is required to be reclassified to net income in its entirety in the same reporting period. Adoption of this standard is required for periods beginning after December 15, 2012 for public companies. This new guidance impacts how we report comprehensive income and has no material effect on our results of operations, financial position or liquidity upon its required adoption on January 1, 2013. |
Fair_Value_Measurements
Fair Value Measurements | 9 Months Ended | ||||||||||||||||
Sep. 30, 2013 | |||||||||||||||||
Fair Value Disclosures [Abstract] | ' | ||||||||||||||||
Fair Value Measurements | ' | ||||||||||||||||
Fair Value Measurements | |||||||||||||||||
We categorize assets and liabilities recorded at fair value on our condensed consolidated balance sheets based upon the level of judgment associated with inputs used to measure their fair value. The categories are as follows: | |||||||||||||||||
• | Level 1—Inputs are unadjusted quoted prices in active markets for identical assets or liabilities. | ||||||||||||||||
• | Level 2—Inputs are quoted prices for similar assets and liabilities in active markets or inputs other than quoted prices that are observable for the assets or liabilities, either directly or indirectly through market corroboration, for substantially the full term of the financial instruments. | ||||||||||||||||
• | Level 3—Inputs are unobservable inputs based on our own assumptions used to measure assets and liabilities at fair value. The inputs require significant management judgment or estimation. | ||||||||||||||||
The following table presents the fair value of our financial assets and liabilities using the above input categories (in thousands): | |||||||||||||||||
As of September 30, 2013 | |||||||||||||||||
Description | Level 1 | Level 2 | Level 3 | Fair Value | |||||||||||||
Money market funds | $ | 300,000 | $ | — | $ | — | $ | 300,000 | |||||||||
Total assets measured at fair value | $ | 300,000 | $ | — | $ | — | $ | 300,000 | |||||||||
As of December 31, 2012 | |||||||||||||||||
Description | Level 1 | Level 2 | Level 3 | Fair Value | |||||||||||||
Money market funds | $ | 5,893 | $ | — | $ | — | $ | 5,893 | |||||||||
Preferred stock warrant liability | — | — | 3,529 | 3,529 | |||||||||||||
Total assets and liabilities measured at fair value | $ | 5,893 | $ | — | $ | 3,529 | $ | 9,422 | |||||||||
Level 1 investments consist solely of money market funds, included in cash and cash equivalents, valued at amortized cost which approximates fair value. Level I liabilities consist of long-term debt. Level 3 instruments consist solely of our preferred stock warrant liability in which the fair value was measured upon issuance and at each period end. Inputs used to determine the estimated fair value of the warrant liability as of the valuation date included remaining contractual term of the warrants, the risk-free interest rate, volatility of our comparable public companies over the remaining term, and the fair value of underlying shares. The significant unobservable inputs used in the fair value measurement of the preferred stock warrant liability were the fair value of the underlying stock at the valuation date and the estimated term of the warrants. Generally, increases (decreases) in the fair value of the underlying stock and estimated term would result in a directionally similar impact to the fair value measurement. | |||||||||||||||||
The following table sets forth a summary of the changes in the fair value of our Level 3 financial instruments as follows | |||||||||||||||||
(in thousands): | |||||||||||||||||
Preferred Stock | |||||||||||||||||
Warrant | |||||||||||||||||
Liability | |||||||||||||||||
Balance as of December 31, 2012 | $ | 3,529 | |||||||||||||||
Change in fair value of preferred stock warrant liability | 6,538 | ||||||||||||||||
Reclassification of preferred stock warrants to common stock warrants upon IPO | (10,067 | ) | |||||||||||||||
Balance as of September 30, 2013 | $ | — | |||||||||||||||
The gains and losses from remeasurement of Level 3 financial liabilities are recorded in other expenses, net in the Condensed Consolidated Statements of Operations. |
Property_and_Equipment
Property and Equipment | 9 Months Ended | ||||||||
Sep. 30, 2013 | |||||||||
Property, Plant and Equipment [Abstract] | ' | ||||||||
Property and Equipment | ' | ||||||||
Property and Equipment | |||||||||
Property and equipment, net consisted of the following (in thousands): | |||||||||
As of September 30, | As of December 31, | ||||||||
2013 | 2012 | ||||||||
Computer equipment, and software | $ | 40,264 | $ | 12,115 | |||||
Leasehold improvements | 11,171 | 2,668 | |||||||
Furniture and fixtures | 5,357 | 1,841 | |||||||
Total property and equipment | 56,792 | 16,624 | |||||||
Less: accumulated depreciation | (9,661 | ) | (3,088 | ) | |||||
Total property and equipment, net | $ | 47,131 | $ | 13,536 | |||||
Depreciation and amortization expense related to property and equipment and demonstration units during the three months ended September 30, 2013 and 2012 was $4.9 million and $2.3 million, respectively. Depreciation and amortization expense related to property and equipment and demonstration units during the nine months ended September 30, 2013 and 2012 was $11.5 million and $4.5 million, respectively. |
Goodwill_and_Intangible_Assets
Goodwill and Intangible Assets | 9 Months Ended | ||||||||
Sep. 30, 2013 | |||||||||
Goodwill and Intangible Assets Disclosure [Abstract] | ' | ||||||||
Goodwill and Intangible Assets | ' | ||||||||
Goodwill and Intangible Assets | |||||||||
The changes in the carrying amount of goodwill for the nine months ended September 30, 2013 are as following (in thousands): | |||||||||
Balance as of December 31, 2012 | $ | 1,274 | |||||||
Goodwill acquired | 2,002 | ||||||||
Balance as of September 30, 2013 | $ | 3,276 | |||||||
Intangible assets consist of the following (in thousands): | |||||||||
As of September 30, | As of December 31, | ||||||||
2013 | 2012 | ||||||||
Developed technology | $ | 5,794 | $ | 4,194 | |||||
Customer relationships | 1,900 | — | |||||||
Less: accumulated amortization | (885 | ) | — | ||||||
Net acquired intangible assets | $ | 6,809 | $ | 4,194 | |||||
The developed technology will be amortized to cost of sales over the economic life of the related technology asset which was estimated to be three to four years as of the acquisition date. The customer relationships will be amortized to sales and marketing expense over the economic life of the related customer relationship asset which was estimated to be three years as of the acquisition date. Amortization expense of intangible assets for the three months ended September 30, 2013 and 2012 was $0.4 million and zero, respectively. Amortization expense of intangible assets for the nine months ended September 30, 2013 and 2012 was $0.9 million and zero, respectively. | |||||||||
The expected annual amortization expense of intangible assets as of September 30, 2013 is presented below (in thousands): | |||||||||
Years Ending December 31, | Intangible Assets | ||||||||
2013 (remaining three months) | $ | 553 | |||||||
2014 | 2,215 | ||||||||
2015 | 2,215 | ||||||||
2016 | 1,826 | ||||||||
Total intangible assets subject to amortization | $ | 6,809 | |||||||
On September 3, 2013, we acquired all outstanding shares of Secure DNA Managed Services, Inc. and certain affiliated entities (collectively, “Secure DNA”), a security solutions provider based in Honolulu, Hawaii, focused on network monitoring and management, secured hosting, cloud e-mail protection, incident response and other network security related services. The acquisition of Secure DNA provides us with the developed technology platform that will facilitate the delivery of the advanced security services for all our products. | |||||||||
We accounted for the acquisition of Secure DNA as a purchase of a business. We expensed the related acquisition costs, consisting primarily of legal expenses in the amount of $0.2 million, and these expenses were presented as general and administrative expenses on the condensed consolidated statements of operations for the three and nine months ended September 30, 2013. The total purchase consideration of $4.9 million consisted of $4.1 million in cash and the issuance of 50,000 shares of our common stock with a fair value of $16.00 per share on the acquisition date. We also assumed deferred tax liabilities related to the fair value of the developed technology and customer relationships we obtained in the acquisition as well as other assumed liabilities related to normal operations. Primarily as a result of the deferred tax liabilities assumed in the acquisition, we recognized goodwill of $2.0 million equal to the excess of the purchase consideration over the fair value of the assets acquired and the liabilities assumed. None of the goodwill is expected to be deductible for income tax purposes. | |||||||||
The acquisition also includes a contingent obligation of up to $3.0 million, consisting of 190,000 shares of our common stock with a fair value of $16.00 per share on the acquisition date, to certain employees from Secure DNA, if specified product and service milestones are met within the two years of the acquisition date. As the obligation is contingent upon their continuous employment with us, the contingent obligation is being recorded as compensation expense ratably over the respective service periods. | |||||||||
The following table summarizes the consideration paid and the fair values of the assets acquired and liabilities assumed at the acquisition date (in thousands): | |||||||||
Consideration: | Amount | ||||||||
Developed technology | $ | 1,600 | |||||||
Customer relationships | 1,900 | ||||||||
Deferred tax liabilities | (1,290 | ) | |||||||
Net assets acquired | 665 | ||||||||
Goodwill | 2,002 | ||||||||
Fair value of total consideration transferred | $ | 4,877 | |||||||
The results of operations of Secure DNA have been included in our condensed consolidated statements of operations from the acquisition date. Pro forma results of operations have not been presented because the acquisition was not material to our results of operations. |
Deferred_Revenue
Deferred Revenue | 9 Months Ended | ||||||||
Sep. 30, 2013 | |||||||||
Revenue Recognition [Abstract] | ' | ||||||||
Deferred Revenue | ' | ||||||||
Deferred Revenue | |||||||||
Deferred revenue consists of the following (in thousands): | |||||||||
As of September 30, 2013 | As of December 31, 2012 | ||||||||
Product, current | $ | 11,019 | $ | 6,570 | |||||
Subscription and services, current | 60,431 | 37,180 | |||||||
Total deferred revenue, current | 71,450 | 43,750 | |||||||
Product, non-current | 5,730 | 3,888 | |||||||
Subscription and services, non-current | 53,572 | 28,768 | |||||||
Total deferred revenue, non-current | 59,302 | 32,656 | |||||||
Total deferred revenue | $ | 130,752 | $ | 76,406 | |||||
Longterm_Debt
Long-term Debt | 9 Months Ended | ||||||||
Sep. 30, 2013 | |||||||||
Debt Disclosure [Abstract] | ' | ||||||||
Long-term Debt | ' | ||||||||
Long-term Debt | |||||||||
In August 2005, we entered into a loan agreement (the “First Loan Agreement”) with two lenders that provided for borrowings under an equipment facility and a growth capital facility. The First Loan Agreement provided for advances under the equipment facility up to $1.0 million in $50,000 increments through the termination date on December 31, 2006 and advances under the growth capital facility up to $3.0 million in $1.0 million increments through the termination date on December 31, 2006. Outstanding borrowings under the equipment facility were due in 36 equal monthly payments of principal and interest following the month of borrowing, with a final payment on the maturity date equal to 2.5% of the drawn down principal. Outstanding borrowings under the growth capital facility were due in 36 monthly payments of principal and interest beginning January 1, 2007. There were no amounts outstanding under the First Loan Agreement as of December 31, 2011 and 2012 and September 30, 2013. We did issue certain convertible preferred stock warrants in association with these loans which are discussed in note 8. | |||||||||
In June 2010, the Company entered into a second loan agreement (the “Second Loan Agreement”) with a lender that provides for: (1) a revolving line of credit facility, (2) an equipment facility and (3) a term loan. In addition, this loan agreement was amended in August 2011 to provide for additional borrowings under a (4) growth facility. The Second Loan Agreement provides certain financial-related covenants. We were in compliance with all financial-related covenants under the Second Loan Agreement as of December 31, 2012 and September 30, 2013. | |||||||||
Line of Credit | |||||||||
In December 2012, the Second Loan Agreement was amended to increase the amounts available under the line of credit to $25.0 million, extend the maturity date to December 31, 2014 and add a supplemental equipment line of $15.0 million, which has a maturity date in September 2016. Borrowings under the line of credit were collateralized by all of the Company's assets, excluding intellectual property, and the availability of borrowings under the line of credit were subject to certain borrowing base limitations around our outstanding accounts receivable. As of September 30, 2013 and December 31, 2012, there were no amounts outstanding under the supplemental equipment line. We drew down $7.6 million under the line of credit during the year ended December 31, 2012. We drew down $10.0 million under the line of credit during the nine months ended September 30, 2013. Borrowings under the revolving line of credit consist of the following (in thousands): | |||||||||
September 30, 2013 | December 31, 2012 | ||||||||
Second Loan Agreement—revolving line of credit | $ | 20,000 | $ | 10,000 | |||||
Less current portion | — | — | |||||||
Total | $ | 20,000 | $ | 10,000 | |||||
Term Loans | |||||||||
Outstanding borrowings under our debt agreements consist of the following (in thousands): | |||||||||
December 31, 2012 | |||||||||
Second Loan Agreement—equipment facility | $ | 132 | |||||||
Second Loan Agreement—growth capital facility | 1,832 | ||||||||
Second Loan Agreement—term loan | 183 | ||||||||
2,147 | |||||||||
Less current portion | (1,231 | ) | |||||||
Total | $ | 916 | |||||||
We paid off the balances of the term loans during the nine months ended September 30, 2013. |
Commitments_and_Contingencies
Commitments and Contingencies | 9 Months Ended | ||||
Sep. 30, 2013 | |||||
Commitments and Contingencies Disclosure [Abstract] | ' | ||||
Commitments and Contingencies | ' | ||||
Commitments and Contingencies | |||||
Leases | |||||
We lease our facilities under various non-cancelable operating leases, which expire through the year ending December 31, 2017. Rent expense is recognized using the straight-line method over the term of the lease. Rent expense was $1.0 million and $0.2 million for the three months ended September 30, 2013 and 2012; $2.5 million and $0.5 million for the nine months ended September 30, 2013 and 2012. | |||||
The aggregate future non-cancelable minimum rental payments on our operating leases, as of September 30, 2013, are as follows (in thousands): | |||||
Years Ending December 31, | Amount | ||||
2013 (remaining 3 months) | $ | 1,701 | |||
2014 | 6,762 | ||||
2015 | 5,961 | ||||
2016 | 3,616 | ||||
2017 and thereafter | 3,111 | ||||
Total | $ | 21,151 | |||
Contract Manufacturer Commitments | |||||
Our independent contract manufacturer procures components and assembles our products based on our forecasts. These forecasts are based on estimates of future demand for our products, which are in turn based on historical trends and an analysis from our sales and product marketing organizations, adjusted for overall market conditions. In order to reduce manufacturing lead times and plan for adequate supply, we may issue forecasts and orders for components and products that are non-cancelable. As of September 30, 2013 and December 31, 2012, we had $17.7 million and $3.3 million of non-cancellable open orders, respectively. As of September 30, 2013 and December 31, 2012, we have not accrued any significant cost associated with the excess of our forecasted demand including costs for excess components or for carrying costs incurred by our independent contract manufacturer. | |||||
Litigation | |||||
We accrue for contingencies when we believe that a loss is probable and that we can reasonably estimate the amount of any such loss. We have made an assessment of the probability of incurring any such losses and whether or not those losses are estimable. | |||||
We are subject to legal proceedings, claims and litigation, including intellectual property litigation, arising in the ordinary course of business. Such matters are subject to many uncertainties and outcomes and are not predictable with assurance. We accrue amounts that we believe are adequate to address any liabilities related to legal proceedings and other loss contingencies that we believe will result in a probable loss that is reasonably estimable. | |||||
To the extent there is a reasonable possibility that a loss exceeding amounts already recognized may be incurred and the amount of such additional loss would be material, we will either disclose the estimated additional loss or state that such an estimate cannot be made. We do not currently believe that it is reasonably possible that additional losses in connection with litigation arising in the ordinary course of business would be material. | |||||
Indemnification | |||||
Under the indemnification provisions of our standard sales related contracts, we agree to defend our customers against third-party claims asserting infringement of certain intellectual property rights, which may include patents, copyrights, trademarks, or trade secrets, and to pay judgments entered on such claims. Our exposure under these indemnification provisions is generally limited to the total amount paid by our customer under the agreement. However, certain agreements include indemnification provisions that could potentially expose us to losses in excess of the amount received under the agreement. In addition, we indemnify our officers, directors, and certain key employees while they are serving in good faith in their company capacities. Through September 30, 2013, there have been no claims under any indemnification provisions. |
Convertible_Preferred_Stock_Wa
Convertible Preferred Stock Warrants | 9 Months Ended | ||||||||||||||||||
Sep. 30, 2013 | |||||||||||||||||||
Other Liabilities Disclosure [Abstract] | ' | ||||||||||||||||||
Convertible Preferred Stock Warrants | ' | ||||||||||||||||||
Convertible Preferred Stock Warrants | |||||||||||||||||||
In connection with the First Loan Agreement and Second Loan Agreement entered into or amended during the years ended December 31, 2005, 2006, 2007, 2008, 2011 and 2012 (Note 6), we issued warrants to purchase an aggregate of 525,502 shares of convertible preferred stock, all of which were exercisable upon issuance. As of September 19, 2013, the day prior to the date on which our shares began to trade publicly, and December 31, 2012, all of the convertible preferred stock warrants remained outstanding as follows (in thousands, except share and per share amounts): | |||||||||||||||||||
Class of Shares | Issuance Date(s) | Expiration Date(s) | No. of | Exercise | As of | As of | |||||||||||||
Shares | Price per | September 19, | December 31, | ||||||||||||||||
Share | 2013 | 2012 | |||||||||||||||||
Series A-2 | 2005 and 2006 | 2015 and 2016 | 245,899 | $ | 0.61 | $ | 4,758 | $ | 1,632 | ||||||||||
Series B | 2006 through 2008 | 2016 through 2018 | 118,942 | $ | 1.32 | 2,220 | 925 | ||||||||||||
Series D | June 2010 | June 2020 | 100,000 | $ | 0.39 | 1,959 | 634 | ||||||||||||
Series E | Aug-11 | Aug-21 | 60,661 | $ | 1.36 | 1,130 | 338 | ||||||||||||
Total | $ | 10,067 | $ | 3,529 | |||||||||||||||
Prior to our IPO, the fair value of the warrants was recorded as a warrant liability. The warrant was recorded at its estimated fair value with changes in the fair value of the warrant liability reflected in other expense, net. Upon the completion of our IPO, the shares underlying the warrants were converted from warrants to purchase preferred stock into warrants to purchase approximately 616,000 shares of common stock, and the related balance of the preferred stock warrant liability was reclassified to additional paid-in capital. | |||||||||||||||||||
We recognized charges of $3.6 million and $0.7 million for the three months ended September 30, 2013 and 2012, respectively, and $6.5 million and $1.2 million for the nine months ended September 30, 2013 and 2012, respectively. These charges are from the remeasurement of the fair value of the warrant liability, which was recorded through other expense, net in the condensed consolidated statements of operations. | |||||||||||||||||||
The value of the underlying warrants were determined using appropriate valuation techniques at September 19, 2013 and December 31, 2012 using the following assumptions: | |||||||||||||||||||
As of September 19, | As of December 31, | ||||||||||||||||||
2013 | 2012 | ||||||||||||||||||
Remaining contractual term (in years) | 0.5 | 2.6 – 8.7 | |||||||||||||||||
Risk-free interest rate | 0.03% | 0.3% –1.5% | |||||||||||||||||
Volatility | 42.80% | 55% – 64% | |||||||||||||||||
Change of control probability | – | 25% – 50% | |||||||||||||||||
Control premium | – | 40% | |||||||||||||||||
IPO threshold (in billions) | – | $0.6 – $1.8 |
Convertible_Preferred_Stock
Convertible Preferred Stock | 9 Months Ended | ||||||||||||||||
Sep. 30, 2013 | |||||||||||||||||
Temporary Equity [Abstract] | ' | ||||||||||||||||
Convertible Preferred Stock | ' | ||||||||||||||||
Convertible Preferred Stock | |||||||||||||||||
Immediately prior to the completion of our IPO on September 19, 2013, we had the following redeemable convertible preferred stock outstanding, all of which was converted to common stock in connection with our IPO (in thousands): | |||||||||||||||||
September 19, 2013 | December 31, 2012 | ||||||||||||||||
Shares | Shares | Liquidation | Shares | Shares | Liquidation | ||||||||||||
Designated | Issued and | Preference | Designated | Issued and | Preference | ||||||||||||
Outstanding | Outstanding | ||||||||||||||||
Series A-1 | 1,000 | 1,000 | $ | 250 | 1,000 | 1,000 | $ | 250 | |||||||||
Series A-2 | 10,410 | 10,164 | 6,200 | 10,410 | 10,164 | 6,200 | |||||||||||
Series B | 11,104 | 10,985 | 14,500 | 11,104 | 10,985 | 14,500 | |||||||||||
Series C | 7,049 | 7,049 | 14,604 | 7,049 | 7,049 | 14,604 | |||||||||||
Series D | 26,331 | 26,231 | 10,187 | 26,331 | 26,231 | 10,187 | |||||||||||
Series E | 4,632 | 4,412 | 6,000 | 4,632 | 4,412 | 6,000 | |||||||||||
Series F | 4,800 | 4,749 | 49,999 | 4,800 | 4,274 | 45,005 | |||||||||||
Total | 65,326 | 64,590 | $ | 101,740 | 65,326 | 64,115 | $ | 96,746 | |||||||||
Significant terms of the convertible preferred stock were as follows: | |||||||||||||||||
Voting Rights | |||||||||||||||||
The holders of the convertible preferred stock were entitled to one vote for each share of common stock into which their shares of convertible preferred stock would have been converted and the holders of the convertible preferred stock and common stock would have voted together on an as converted basis. For the election of the Directors, and as long as 1,000,000 shares of convertible preferred stock were outstanding, the holders of the Series A-1, A-2, B, C, D and E convertible preferred stock could have elected two Directors. The holders of the common stock could have elected two Directors. A majority of the preferred stock (other than Series F convertible preferred stock) and common stock (each voting as a separate class) would have been required to elect any remaining directors. The holders of the Series F convertible preferred stock did not have voting rights with respect to the election of Directors. | |||||||||||||||||
Dividends | |||||||||||||||||
The holders of the convertible preferred stock were entitled, when, as, and if declared by the Board of Directors, and prior and in preference to common stock, to non-cumulative dividends at the following per annum rates; $0.015 per share for Series A-1, $0.0366 per share for Series A-2, $0.0792 per share for Series B, $0.1243 per share for Series C, $0.0233014 per share for Series D, $0.0816 per share for Series E and $0.6318 per share for Series F. There were no cumulative preferred stock dividends in arrears as of September 30, 2013 and December 31, 2012. No dividends have been paid to date. | |||||||||||||||||
Liquidation | |||||||||||||||||
In the event of any voluntary or involuntary liquidation, dissolution, or winding up of our operations, all assets available for distribution would have been distributed to the holders of convertible preferred stock based on the original issue price of the related shares as follows: $0.25 per share for Series A-1, $0.61 per share for Series A-2, $1.32 per share for Series B, $2.0717 per share for Series C, $0.3883572 per share for Series D, $1.36 per share for Series E, and $10.5294 per share for Series F; plus all declared and unpaid dividends. If the available funds were insufficient to permit full payment of each Series’ original issue price, the available funds would have been allocated based on the number of shares of convertible preferred stock outstanding on a pro-rata basis. Any remaining available funds after payment to the holders of the convertible preferred stock would have been distributed to holders of common stock on a pro-rata basis, except that if the holder of convertible preferred stock would have received more funds had they converted into common stock, then the holders of convertible preferred stock would have received the amount they would have received had they converted to common stock. | |||||||||||||||||
Conversion | |||||||||||||||||
Shares of convertible preferred stock were convertible, at any time and at the option of the holder, into shares of common stock. Shares of convertible preferred stock automatically convert into shares of common stock upon the closing of an IPO provided the aggregate proceeds from an IPO are not less than $75 million. As of September 19, 2013 and December 31, 2012, the conversion ratio for all series of convertible preferred stock was as follows; 1:1 for Series A-1, 1:1.1730769 for Series A-2, 1:1.4012739 for Series B, 1:1.4915047 for Series C, 1:1 for Series D and 1:1 for Series E. As of September 30, 2013, the conversion ratio for the Series F convertible preferred stock was 1:1. Shares of preferred stock were automatically converted to commons stock just prior to the closing of our initial public offering in September 2013 as the aggregate proceeds from the initial public offering exceeded $75 million. | |||||||||||||||||
Redemption | |||||||||||||||||
The convertible preferred stock was not redeemable. |
Common_Shares_Reserved_for_Iss
Common Shares Reserved for Issuance | 9 Months Ended | ||||||
Sep. 30, 2013 | |||||||
Equity [Abstract] | ' | ||||||
Common Shares Reserved for Issuance | ' | ||||||
Common Shares Reserved for Issuance | |||||||
We were authorized to issue 1,000,000,000 and 130,000,000 shares, respectively, of common stock with a par value of $0.0001 per share as of September 30, 2013 and December 31, 2012. Each share of common stock is entitled to one vote. The holders of common stock are also entitled to receive dividends whenever funds are legally available and when declared by the Board of Directors, subject to the prior rights of holders of all classes of convertible preferred stock outstanding. | |||||||
As of September 30, 2013 and December 31, 2012, we reserved shares of common stock for issuance as follows (in thousands): | |||||||
As of September 30, | As of December 31, | ||||||
2013 | 2012 | ||||||
Reserved under stock award plans | 35,668 | 21,443 | |||||
Conversion of preferred stock | — | 73,747 | |||||
Warrants to purchase convertible preferred stock | — | 616 | |||||
Warrants to purchase common stock | 616 | — | |||||
Total | 36,284 | 95,806 | |||||
Share_Based_Awards
Share Based Awards | 9 Months Ended | ||||||||||||||||
Sep. 30, 2013 | |||||||||||||||||
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ' | ||||||||||||||||
Share Based Awards | ' | ||||||||||||||||
Awards | |||||||||||||||||
Stock Option and Restricted Stock Plans | |||||||||||||||||
We have operated under three equity award plans, our 2004 Stock Option Plan (“2004 Plan”), our 2008 Stock Plan (“2008 Plan”), and our 2013 Equity Incentive Plan (“2013 Plan”) (collectively, the “Plans”), which were adopted by the Board of Directors and approved by the stockholders in August 2004, February 2008 and August 2013, respectively. | |||||||||||||||||
Our 2008 Plan and 2013 Plan provide for the issuance of restricted stock and the granting of options and restricted stock units to our employees, officers, directors, and consultants. Our 2004 Plan only allowed for the issuance of stock options. Awards granted under the Plans vest over the periods determined by the Board of Directors, generally four years, and expire no more than ten years after the date of grant. In the case of an incentive stock option granted to an employee who at the time of grant owns stock representing more than 10% of the total combined voting power of all classes of stock, the exercise price shall be no less than 110% of the fair value per share on the date of grant, and expire five years from the date of grant. For all other options granted, the per share exercise price shall be no less than 100% of the fair value per share on the date of grant. Stock that is purchased prior to vesting is subject to our right of repurchase at any time following termination of the participant. | |||||||||||||||||
We terminated our 2004 Plan in 2008 and terminated our 2008 Plan upon the completion of our IPO. Awards that were outstanding upon termination remained outstanding pursuant to their original terms. A total of 12,821,535 shares of our common stock are reserved for issuance pursuant to the 2013 Plan and includes shares that were reserved but unissued under the 2008 Plan. | |||||||||||||||||
2013 Employee Stock Purchase Plan | |||||||||||||||||
In August 2013, our board of directors adopted, and our stockholders approved, our 2013 Employee Stock Purchase Plan, or the "Purchase Plan". The Purchase Plan became effective upon adoption. | |||||||||||||||||
The Purchase Plan allows eligible employees to acquire shares of our common stock at 85% of the lower of the fair market value of our common stock on the first trading of each offering period or on the exercise date. Each offering period will be approximately twelve months starting on the first trading date on or after May 15 and November 15 of each year, except for the first offering period, which commenced on September 19, 2013 and will end on the first trading day on or after May 15, 2014. Participants may purchase shares of common stock through payroll deduction of up to 15% of their eligible compensation, subject to purchase limits of 3,000 shares for each normal purchase period or $25,000 worth of stock for each calendar year. | |||||||||||||||||
A total of 2,500,000 shares of our common stock is available for sales under the Purchase Plan. In addition, our Purchase Plan provides for annual increases in the number of shares available for issuance on the first day of each fiscal year beginning in 2014, equal to the lessor of: 1% of the outstanding shares of our common stock on the first day of such fiscal year; 3,700,000 shares; or such other amount as may be determined by our board of directors. | |||||||||||||||||
Stock Options Awards | |||||||||||||||||
A summary of the activity for our stock option changes during the reporting periods and a summary of information related to options exercisable, vested, and expected to vest are presented below (in thousands, except per share and contractual life amounts): | |||||||||||||||||
Options Outstanding | |||||||||||||||||
Shares | Number of | Weighted- | Weighted- | Aggregate | |||||||||||||
Available for | Shares | Average | Average | Intrinsic Value | |||||||||||||
Grant | Exercise Price | Contractual | |||||||||||||||
Life (years) | |||||||||||||||||
Balance—December 31, 2012 | 4,107 | 17,336 | $ | 0.98 | 8.28 | $ | 77,250 | ||||||||||
Additional shares authorized | 20,413 | — | |||||||||||||||
Restricted stock awards and units granted | (659 | ) | — | ||||||||||||||
Options granted | (12,754 | ) | 12,754 | 8.57 | |||||||||||||
Options exercised | — | (6,207 | ) | 0.88 | |||||||||||||
Options canceled | 1,176 | (1,176 | ) | 2.88 | |||||||||||||
Unvested stock and restricted stock units forfeited | 172 | — | |||||||||||||||
Balance—September 30, 2013 (unaudited) | 12,455 | 22,707 | $ | 5.17 | 8.72 | $ | 825,614 | ||||||||||
Options vested and expected to vest—September 30, 2013 | 19,600 | $ | 5.11 | 8.67 | $ | 713,826 | |||||||||||
Options exercisable— September 30, 2013 | 10,666 | $ | 2.1 | 7.9 | $ | 420,595 | |||||||||||
The following table summarizes the assumptions used in the Black-Scholes option-pricing model to determine fair value of our stock options: | |||||||||||||||||
Three Months Ended September 30, | Nine Months Ended September 30, | ||||||||||||||||
2013 | 2012 | 2013 | 2012 | ||||||||||||||
Fair value of common stock | $12.90 - $20.00 | $3.66 | $6.05 - $20.00 | $2.00 - $3.66 | |||||||||||||
Risk-free interest rate | 1.6% - 2.1% | 0.90% | 0.6% - 2.1% | 0.8% - 1.4% | |||||||||||||
Expected term (in years) | 6-May | 6 | 6-Apr | 6-May | |||||||||||||
Volatility | 49% - 54% | 51% - 52% | 49% - 54% | 44% - 52% | |||||||||||||
Dividend yield | —% | —% | —% | —% | |||||||||||||
The total grant date fair value of stock options vested during the three and nine months ended September 30, 2013 was $1.6 million and $3.6 million. The total grant date fair value of stock options vested during the three and nine months ended September 30, 2012 was $0.4 million and $0.9 million. The aggregate intrinsic value of all stock options exercised during the three and nine months ended September 30, 2013 was $7.0 million and $40.6 million. The aggregate intrinsic value of all stock options exercised during the three and nine months ended September 30, 2012 was $0.7 million and $1.8 million. | |||||||||||||||||
Restricted Stock Awards and Restricted Stock Units | |||||||||||||||||
A summary of information related to restricted stock awards and restricted stock units are presented below (in thousands, except per share): | |||||||||||||||||
Number | Weighted- | Weighted- | Aggregate | ||||||||||||||
of | Average | Average | Intrinsic Value | ||||||||||||||
Shares | Grant-Date Fair Value Per Share | Remaining | |||||||||||||||
Contractual | |||||||||||||||||
Term (Years) | |||||||||||||||||
Unvested balance—December 31, 2012 | 1,895 | $ | 2.29 | 1.15 | $ | 5,971 | |||||||||||
Granted | 659 | 8.07 | |||||||||||||||
Vested | (527 | ) | 5.5 | ||||||||||||||
Canceled/forfeited | (60 | ) | 6.2 | ||||||||||||||
Unvested balance —September 30, 2013 (unaudited) | 1,967 | $ | 3.25 | 0.77 | $ | 75,334 | |||||||||||
RSUs vested and expected to vest—September 30, 2013 | 1,869 | $ | 3.25 | 0.77 | $ | 71,567 | |||||||||||
Employee Stock Purchase Plans Expense and Assumptions used in Valuation | |||||||||||||||||
During the three months ended September 30, 2013, compensation expense recognized in connection with the Purchase Plan was $0.2 million. The following table summarizes the assumptions related to the Purchase Plan: | |||||||||||||||||
Three Months Ended September 30, | |||||||||||||||||
2013 | 2012 | ||||||||||||||||
Fair value of common stock | $20.00 | NA | |||||||||||||||
Risk-free interest rate | 0.10% | NA | |||||||||||||||
Expected term (in years) | 0.7 - 1.2 | NA | |||||||||||||||
Volatility | 42% - 45% | NA | |||||||||||||||
Dividend yield | —% | NA | |||||||||||||||
Stock-Based Compensation | |||||||||||||||||
Stock-based compensation expense is included in costs and expenses as follows (in thousands): | |||||||||||||||||
Three Months Ended September 30, | Nine Months Ended September 30, | ||||||||||||||||
2013 | 2012 | 2013 | 2012 | ||||||||||||||
Cost of product revenue | $ | 143 | $ | 27 | $ | 279 | $ | 60 | |||||||||
Cost of subscription and services revenue | 762 | 18 | 1,330 | 39 | |||||||||||||
Research and development | 2,350 | 433 | 4,425 | 671 | |||||||||||||
Sales and marketing | 3,784 | 341 | 5,878 | 902 | |||||||||||||
General and administrative | 1,775 | 1,289 | 4,432 | 2,249 | |||||||||||||
Total | $ | 8,814 | $ | 2,108 | $ | 16,344 | $ | 3,921 | |||||||||
As of September 30, 2013 and 2012, total compensation cost related to unvested stock-based awards granted to employees under our stock option plans and Purchase Plan but not yet recognized was $69.2 million and $14.7 million, net of estimated forfeitures, respectively. This cost for all periods is expected to be amortized on a straight-line basis over the weighted-average remaining vesting period of approximately three years. Future grants will increase the amount of compensation expense to be recorded in future periods. |
Income_Taxes
Income Taxes | 9 Months Ended |
Sep. 30, 2013 | |
Income Tax Disclosure [Abstract] | ' |
Income Taxes | ' |
Income Taxes | |
We account for income taxes under the asset and liability method. Under this method, deferred income tax assets and liabilities are determined based upon the difference between the financial statement carrying amounts and the tax basis of assets and liabilities and are measured using the enacted tax rate expected to apply to taxable income in the years in which the differences are expected to be reversed. | |
Our benefit for income taxes for the three and nine month periods ended September 30, 2013 reflects an effective tax rate of 1.77% and 0.27%, respectively. The benefit is primarily due to a reduction of the U.S. valuation allowance resulting from recording a deferred tax liability on the acquisition-related intangibles for which no benefit will be derived partially offset by foreign and state income tax expense. | |
Our provision for income taxes for the three and nine month periods ended September 30, 2012 reflects an effective rate of 0.61% and 0.49%, respectively. The tax expense is primarily due to foreign and state income tax expense. |
Net_Loss_Per_Share
Net Loss Per Share | 9 Months Ended | ||||||||||||||||
Sep. 30, 2013 | |||||||||||||||||
Earnings Per Share [Abstract] | ' | ||||||||||||||||
Net Loss per Share | ' | ||||||||||||||||
Net Loss per Share | |||||||||||||||||
Basic loss per share is calculated by dividing net loss by the weighted average number of common shares outstanding during the period, less shares subject to repurchase, and excludes any dilutive effects of employee share based awards and warrants. Diluted net income per common share is computed giving effect to all potential dilutive common shares, including common stock issuable upon exercise of stock options, and unvested restricted common stock and stock units. As we had net losses for the three and nine months ended September 30, 2013 and 2012, all potential common shares were determined to be anti-dilutive. | |||||||||||||||||
The following table sets forth the computation of net loss per common share (in thousands, except per share amounts): | |||||||||||||||||
Three Months Ended | Nine Months Ended | ||||||||||||||||
September 30, | September 30, | ||||||||||||||||
2013 | 2012 | 2013 | 2012 | ||||||||||||||
Numerator: | |||||||||||||||||
Net loss | $ | (50,926 | ) | $ | (8,852 | ) | $ | (118,122 | ) | $ | (23,180 | ) | |||||
Denominator: | |||||||||||||||||
Weighted average number of shares outstanding—basic and diluted | 31,590 | 11,025 | 21,838 | 9,955 | |||||||||||||
Net loss per share—basic and diluted | $ | (1.61 | ) | $ | (0.80 | ) | $ | (5.41 | ) | $ | (2.33 | ) | |||||
The following outstanding options, unvested shares, warrants, and convertible preferred stock were excluded (as common stock equivalents) from the computation of diluted net loss per common share for the periods presented as their effect would have been antidilutive (in thousands): | |||||||||||||||||
As of September 30, | |||||||||||||||||
2013 | 2012 | ||||||||||||||||
Options to purchase common stock | 22,707 | 18,161 | |||||||||||||||
Unvested early exercised common shares | 5,240 | 8,554 | |||||||||||||||
Unvested restricted stock awards and units | 2,140 | — | |||||||||||||||
Convertible preferred stock | — | 69,473 | |||||||||||||||
Warrants to purchase convertible preferred stock | — | 616 | |||||||||||||||
Warrants to purchase common stock | 616 | — | |||||||||||||||
Employee_Benefit_Plan
Employee Benefit Plan | 9 Months Ended |
Sep. 30, 2013 | |
Compensation and Retirement Disclosure [Abstract] | ' |
Employee Benefit Plan | ' |
Employee Benefit Plan | |
401(k) Plan | |
We have established a 401(k) tax-deferred savings plan (the “401(k) Plan”) which permits participants to make contributions by salary deduction pursuant to Section 401(k) of the Internal Revenue Code of 1986, as amended. We are responsible for administrative costs of the 401(k) Plan and have made no contributions to the 401(k) Plan since inception. |
Related_Party_Transactions
Related Party Transactions | 9 Months Ended |
Sep. 30, 2013 | |
Related Party Transactions [Abstract] | ' |
Related Party Transactions | ' |
Related Party Transactions | |
Employee Notes Receivable | |
Our former Chief Executive Officer and now Chief Technology Officer and Chief Strategy Officer and our current Chief Executive Officer have exercised stock options early in exchange for full-recourse promissory notes bearing annual interest of 1.07% to 2.72% payable to us. These notes were secured by the underlying shares purchased and such unvested shares could be repurchased by us upon employee termination at the original issuance price. The promissory notes, and accrued interest were scheduled to become due and payable in full beginning January 29, 2015 and ending September 18, 2017, but could become due earlier if we become subject to the requirements of Section 13 of the Securities Exchange Act of 1934, had a change in control or the Chief Executive Officer terminated his services. | |
Employee notes receivable as of December 31, 2012 was $7.3 million, all of which was repaid in March and April 2013. | |
In March 2013, our Chief Technology Officer repaid in full his outstanding promissory notes with us in the aggregate amount of $3.7 million which covered all outstanding principal and accrued interest. | |
In April 2013, our Chief Executive Officer repaid in full his outstanding promissory note with us in the amount of $3.6 million which covered all outstanding principal and accrued interest. | |
Investor Customers | |
As of December 31, 2012, we had two customers that were also investors, owning 532,064 and 1,938,027 shares of Series C, D, E and F convertible preferred stock. Sales to these two customers accounted for $67,000 and $310,000 of revenue for the three months ended September 30, 2013 and 2012 and $191,000 and $381,000 for the nine months ended September 30, 2013 and 2012. | |
We have not reduced revenue during the nine month periods ended September 30, 2013 and 2012 related to the issuance of convertible preferred stock to related parties as we believe the issuance of the convertible preferred stock does not constitute a sales incentive. The price paid for the convertible preferred stock was representative of fair value, as evidenced by the simultaneous purchase of convertible preferred stock by other, unrelated investors. |
Segment_Information
Segment Information | 9 Months Ended | ||||||||||||||||
Sep. 30, 2013 | |||||||||||||||||
Segment Reporting [Abstract] | ' | ||||||||||||||||
Segment Information | ' | ||||||||||||||||
Segment Information | |||||||||||||||||
We conduct business globally and are primarily managed on a geographic basis. Our chief operating decision maker reviews financial information presented on a consolidated basis accompanied by information about revenue by geographic region for purposes of allocating resources and evaluating financial performance. We have one business activity, and there are no segment managers who are held accountable for operations, operating results, and plans for levels, components, or types of products or services below the consolidated unit level. Accordingly, we are considered to be in a single reportable segment and operating unit structure. | |||||||||||||||||
Revenue by geographic region based on the billing address is as follows (in thousands): | |||||||||||||||||
Three Months Ended | Nine Months Ended | ||||||||||||||||
September 30, | September 30, | ||||||||||||||||
2013 | 2012 | 2013 | 2012 | ||||||||||||||
Revenue: | |||||||||||||||||
United States | $ | 30,435 | $ | 18,354 | $ | 75,793 | $ | 43,108 | |||||||||
EMEA | 6,292 | 1,622 | 14,706 | 3,236 | |||||||||||||
APAC | 4,491 | 1,237 | 10,315 | 3,501 | |||||||||||||
Other | 1,434 | 683 | 3,476 | 1,792 | |||||||||||||
Total revenue | $ | 42,652 | $ | 21,896 | $ | 104,290 | $ | 51,637 | |||||||||
Substantially all of our assets were attributable to operations in the United States as of September 30, 2013. Our revenue is not dependent on any particular end-customers as no end-customer represented more than 10% of our revenue in the three and nine months ended September 30, 2013 and 2012. Carahsoft Technology Corporation and Accuvant, two of our resellers, accounted for 16% and 10% of our revenue, respectively, in the three months ended September 30, 2013. Demension Data, another reseller of ours, and Accuvant accounted for approximately 11% and 11% of our revenue for the three months ended September 30, 2012, respectively. Accuvant and Fishnet Security, Inc., another of our resellers, accounted for approximately 11% and 11% of our revenue in the nine months ended September 30, 2012, respectively. None of the resellers accounted for more than 10% of our revenue for the nine months ended September 30, 2013. |
Subsequent_Events
Subsequent Events | 9 Months Ended |
Sep. 30, 2013 | |
Subsequent Events [Abstract] | ' |
Subsequent Events | ' |
Subsequent Events | |
In October 2013, we repaid the outstanding borrowing in the amount of $20.0 million under the revolving line of credit facility under the Second Loan Agreement. We have not canceled the revolving line of credit facility. |
Description_of_Business_and_Su1
Description of Business and Summary of Significant Accounting Policies (Policies) | 9 Months Ended | |
Sep. 30, 2013 | ||
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ' | |
Basis of Presentation and Consolidation | ' | |
Basis of Presentation and Consolidation | ||
The accompanying unaudited condensed consolidated financial statements include the accounts of FireEye, Inc., and its wholly owned subsidiaries. All intercompany balances and transactions have been eliminated in consolidation. | ||
The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America ("U.S. GAAP"), and following the requirements of the Securities and Exchange Commission ("SEC"), for interim reporting. As permitted under those rules, certain footnotes or other financial information that are normally required by U.S. GAAP can be condensed or omitted. These financial statements have been prepared on the same basis as our annual financial statements and, in the opinion of management, reflect all adjustments, consisting only of normal recurring adjustments, that are necessary for a fair statement of our financial information. The results of operations for the three and nine months ended September 30, 2013 are not necessarily indicative of the results to be expected for the year ending December 31, 2013 or for any other interim period or for any other future year. The balance sheet as of December 31, 2012 has been derived from audited financial statements at that date but does not include all of the information required by U.S. GAAP for complete financial statements. | ||
The accompanying condensed consolidated financial statements and related financial information should be read in conjunction with the audited financial statements and the related notes thereto for the year ended December 31, 2012 included in our Prospectus filed with the SEC on September 20, 2013 pursuant to Rule 424(b) under the Securities Act of 1933, as amended (the "Securities Act"). | ||
Use of Estimates | ' | |
Use of Estimates | ||
The preparation of consolidated financial statements in conformity U.S. 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 condensed consolidated financial statements and the reported amounts of revenue and expenses during the reporting period. Such management estimates include, but are not limited to, the best estimate of selling price for our products and services, commissions expense, | ||
future taxable income, contract manufacturer liabilities, litigation and settlement costs and other loss contingencies, fair value of our common and preferred stock, stock options and preferred stock warrant liability, and the purchase price allocation of acquired businesses. We base our estimates on historical experience and also on assumptions that we believe are reasonable. Changes in facts or circumstances may cause us to change our assumptions and estimates in future periods and it is possible that actual results could differ from current or revised future estimates. We engaged third party consultants to assist management in the valuation of acquired assets, including other intangibles. | ||
Fair Value of Financial Instruments | ' | |
Fair Value of Financial Instruments | ||
We define fair value as the price that would be received from selling an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. When determining the fair value measurements for assets and liabilities which are required to be recorded at fair value, we consider the principal or most advantageous market in which to transact and the market-based risk. We apply fair value accounting for all financial assets and liabilities that are recognized or disclosed at fair value in the financial statements on a recurring basis. The carrying amounts reported in the condensed consolidated financial statements approximate the fair value for cash and cash equivalents, accounts receivable, accounts payable, and accrued liabilities, due to their short-term nature. The carrying amount of our preferred stock warrant liability represents their fair value and the long term debt is stated at the carrying value which approximates fair value as the stated interest rate approximates market borrowing rates currently available to us. | ||
Warranties | ' | |
Warranties | ||
We generally provide a one-year warranty on hardware. We do not accrue for potential warranty claims as a component of cost of product revenue as all product warranty claims are satisfied under our support and maintenance contracts. | ||
Revenue Recognition | ' | |
Revenue Recognition | ||
We generate revenue from the sales of products, subscriptions, support and maintenance, and other services primarily through our indirect relationships with our partners as well as end customers through a direct sales force. Our products include operating system software that is integrated into the appliance hardware and is deemed essential to its functionality. As a result, we account for revenue in accordance with Accounting Standards Codification 605, Revenue Recognition, and all related interpretations, as all our security appliance deliverables include proprietary operating system software, which together deliver the essential functionality of our products. | ||
Revenue is recognized when all of the following criteria are met: | ||
• | Persuasive Evidence of an Arrangement Exists. We rely upon non-cancelable sales agreements and purchase orders to determine the existence of an arrangement. | |
• | Delivery has Occurred. We use shipping documents or transmissions of service contract registration codes to verify delivery. | |
• | The Fee is Fixed or Determinable. We assess whether the fee is fixed or determinable based on the payment terms associated with the transaction. | |
• | Collectability is Reasonably Assured. We assess collectability based on credit analysis and payment history. | |
Our products include three principal security product families that address critical vectors of attack, including Web, email and file shares. Our Web MPS, File MPS, MAS and CMS appliance and subscription services qualify as separate units of accounting. Therefore, Web MPS, File MPS, MAS and CMS appliance product revenue is recognized at the time of shipment. However, our Email MPS cannot function without the use of our subscription services. As such, our Email MPS products and related services do not have stand-alone value and do not qualify as separate units of accounting. Therefore, Email MPS product revenue is recognized ratably over the longer of the contractual term of the subscription services or the estimated period the customer is expected to benefit from the product, provided that all other revenue recognition criteria have been met. Because we have only been selling our Email MPS since April 2011, we have a limited history with respect to subscription renewals for such product. As a result, revenue from all Email MPS products sold by us through September 30, 2013 has been recognized ratably over the contractual term of the subscription services. | ||
At the time of shipment, product revenue meets the criteria for fixed or determinable fees. In addition, payment from our partners is not contingent on the partner’s collection from their end-customers. Our partners do not stock products and do not have any stock rotation rights. We recognize subscription and support and maintenance service revenue ratably over the contractual service period, which is typically one or three years. Other services revenue is recognized as the services are rendered and has not been significant to date. | ||
Most of our arrangements, other than renewals of subscriptions and support and maintenance services, are multiple-element arrangements with a combination of product, subscriptions, support and maintenance, and other services. For multiple-element arrangements, we allocate revenue to each unit of accounting based on an estimated selling price at the arrangement inception. The estimated selling price for each element is based upon the following hierarchy: vendor-specific objective evidence (“VSOE”) of selling price, if available, third-party evidence (“TPE”) of selling price, if VSOE of selling price is not available, or best estimate of selling price (“BESP”), if neither VSOE of selling price nor TPE of selling price are available. The total arrangement consideration is allocated to each separate unit of accounting using the relative estimated selling prices of each unit based on the aforementioned selling price hierarchy. We limit the amount of revenue recognized for delivered elements to an amount that is not contingent upon future delivery of additional products or services or meeting of any specified performance conditions. | ||
To determine the estimated selling price in multiple-element arrangements, we seek to establish VSOE of selling price using the prices charged for a deliverable when sold separately and, for subscriptions and support and maintenance, based on the renewal rates and discounts offered to partners. If VSOE of selling price cannot be established for a deliverable, we seek to establish TPE of selling price by evaluating similar and interchangeable competitor products or services in standalone arrangements with similarly situated partners. However, as our products contain a significant element of proprietary technology and offer substantially different features and functionality from our competitors, we are unable to obtain comparable pricing of our competitors’ products with similar functionality on a standalone basis. Therefore, we have not been able to obtain reliable evidence of TPE of selling price. If neither VSOE nor TPE of selling price can be established for a deliverable, we establish BESP primarily based on historical transaction pricing. Historical transactions are segregated based on our pricing model and our go-to-market strategy, which include factors such as type of sales channel (reseller, distributor, or end-customer), the geographies in which our products and services were sold (domestic or international), offering type (products, subscriptions or services), and whether or not the opportunity was identified by our sales force or by our partners. In analyzing historical transaction pricing, we evaluate whether a majority of the prices charged for a product, as represented by a percentage of list price, fall within a reasonable range. To further support the best estimate of selling price as determined by the historical transaction pricing or when such information is unavailable, such as when there are limited sales of a new product, we consider the same factors we have established through our pricing model and go-to-market strategy. The determination of BESP is made through consultation with and approval by our management. We have established the estimated selling price of all of our deliverables using BESP. | ||
Shipping charges billed to partners are included in revenue and related costs are included in cost of revenue. Sales commissions and other incremental costs to acquire contracts are also expensed as incurred and are recorded in sales and marketing expense. After receipt of a partner order, any amounts billed in excess of revenue recognized are recorded as deferred revenue. | ||
New Accounting Pronouncements | ' | |
Recent Accounting Pronouncements | ||
In September 2011, the Financial Accounting Standards Board, (“FASB”) issued authoritative guidance that addresses the presentation of comprehensive income for annual reporting of financial statements was issued. The guidance is intended to improve the comparability, consistency and transparency of financial reporting and to increase the prominence of items reported in other comprehensive income by eliminating the option to present components of other comprehensive income as part of the statement of changes in stockholders’ equity. Such components of comprehensive income will be required to be disclosed in either a single continuous statement of comprehensive income or in two separate but consecutive statements. The guidance is effective for fiscal years beginning after December 15, 2011, and should be applied retrospectively for all periods presented. Early adoption is permitted. This new guidance impacts how we report comprehensive income, and did not have any effect on our results of operations, financial position or liquidity upon its required adoption on January 1, 2012. | ||
In February 2013, the FASB issued guidance which addresses the presentation of amounts reclassified from accumulated other comprehensive income. This guidance does not change current financial reporting requirements, instead an entity is required to cross-reference to other required disclosures that provide additional detail about amounts reclassified out of accumulated other comprehensive income. In addition, the guidance requires an entity to present significant amounts reclassified out of accumulated other comprehensive income by line item of net income if the amount reclassified is required to be reclassified to net income in its entirety in the same reporting period. Adoption of this standard is required for periods beginning after December 15, 2012 for public companies. This new guidance impacts how we report comprehensive income and has no material effect on our results of operations, financial position or liquidity upon its required adoption on January 1, 2013. |
Fair_Value_Measurements_Tables
Fair Value Measurements (Tables) | 9 Months Ended | ||||||||||||||||
Sep. 30, 2013 | |||||||||||||||||
Fair Value Disclosures [Abstract] | ' | ||||||||||||||||
Schedule of Fair Value of Assets and Liabilities | ' | ||||||||||||||||
The following table presents the fair value of our financial assets and liabilities using the above input categories (in thousands): | |||||||||||||||||
As of September 30, 2013 | |||||||||||||||||
Description | Level 1 | Level 2 | Level 3 | Fair Value | |||||||||||||
Money market funds | $ | 300,000 | $ | — | $ | — | $ | 300,000 | |||||||||
Total assets measured at fair value | $ | 300,000 | $ | — | $ | — | $ | 300,000 | |||||||||
As of December 31, 2012 | |||||||||||||||||
Description | Level 1 | Level 2 | Level 3 | Fair Value | |||||||||||||
Money market funds | $ | 5,893 | $ | — | $ | — | $ | 5,893 | |||||||||
Preferred stock warrant liability | — | — | 3,529 | 3,529 | |||||||||||||
Total assets and liabilities measured at fair value | $ | 5,893 | $ | — | $ | 3,529 | $ | 9,422 | |||||||||
Reconciliation of Fair Value Liabilities Unobservable Inputs | ' | ||||||||||||||||
The following table sets forth a summary of the changes in the fair value of our Level 3 financial instruments as follows | |||||||||||||||||
(in thousands): | |||||||||||||||||
Preferred Stock | |||||||||||||||||
Warrant | |||||||||||||||||
Liability | |||||||||||||||||
Balance as of December 31, 2012 | $ | 3,529 | |||||||||||||||
Change in fair value of preferred stock warrant liability | 6,538 | ||||||||||||||||
Reclassification of preferred stock warrants to common stock warrants upon IPO | (10,067 | ) | |||||||||||||||
Balance as of September 30, 2013 | $ | — | |||||||||||||||
Property_and_Equipment_Tables
Property and Equipment (Tables) | 9 Months Ended | ||||||||
Sep. 30, 2013 | |||||||||
Property, Plant and Equipment [Abstract] | ' | ||||||||
Schedule of Property and Equipment | ' | ||||||||
Property and equipment, net consisted of the following (in thousands): | |||||||||
As of September 30, | As of December 31, | ||||||||
2013 | 2012 | ||||||||
Computer equipment, and software | $ | 40,264 | $ | 12,115 | |||||
Leasehold improvements | 11,171 | 2,668 | |||||||
Furniture and fixtures | 5,357 | 1,841 | |||||||
Total property and equipment | 56,792 | 16,624 | |||||||
Less: accumulated depreciation | (9,661 | ) | (3,088 | ) | |||||
Total property and equipment, net | $ | 47,131 | $ | 13,536 | |||||
Goodwill_and_Intangible_Assets1
Goodwill and Intangible Assets (Tables) | 9 Months Ended | ||||||||
Sep. 30, 2013 | |||||||||
Goodwill and Intangible Assets Disclosure [Abstract] | ' | ||||||||
Schedule of Goodwill | ' | ||||||||
The changes in the carrying amount of goodwill for the nine months ended September 30, 2013 are as following (in thousands): | |||||||||
Balance as of December 31, 2012 | $ | 1,274 | |||||||
Goodwill acquired | 2,002 | ||||||||
Balance as of September 30, 2013 | $ | 3,276 | |||||||
Schedule of Goodwill and Intangible Assets | ' | ||||||||
ntangible assets consist of the following (in thousands): | |||||||||
As of September 30, | As of December 31, | ||||||||
2013 | 2012 | ||||||||
Developed technology | $ | 5,794 | $ | 4,194 | |||||
Customer relationships | 1,900 | — | |||||||
Less: accumulated amortization | (885 | ) | — | ||||||
Net acquired intangible assets | $ | 6,809 | $ | 4,194 | |||||
Schedule of Expected Future Amortization Expense | ' | ||||||||
The expected annual amortization expense of intangible assets as of September 30, 2013 is presented below (in thousands): | |||||||||
Years Ending December 31, | Intangible Assets | ||||||||
2013 (remaining three months) | $ | 553 | |||||||
2014 | 2,215 | ||||||||
2015 | 2,215 | ||||||||
2016 | 1,826 | ||||||||
Total intangible assets subject to amortization | $ | 6,809 | |||||||
Schedule of Fair Value of Assets Acquired and Liabilities Assumed | ' | ||||||||
The following table summarizes the consideration paid and the fair values of the assets acquired and liabilities assumed at the acquisition date (in thousands): | |||||||||
Consideration: | Amount | ||||||||
Developed technology | $ | 1,600 | |||||||
Customer relationships | 1,900 | ||||||||
Deferred tax liabilities | (1,290 | ) | |||||||
Net assets acquired | 665 | ||||||||
Goodwill | 2,002 | ||||||||
Fair value of total consideration transferred | $ | 4,877 | |||||||
Deferred_Revenue_Tables
Deferred Revenue (Tables) | 9 Months Ended | ||||||||
Sep. 30, 2013 | |||||||||
Revenue Recognition [Abstract] | ' | ||||||||
Schedule of Deferred Revenue | ' | ||||||||
Deferred revenue consists of the following (in thousands): | |||||||||
As of September 30, 2013 | As of December 31, 2012 | ||||||||
Product, current | $ | 11,019 | $ | 6,570 | |||||
Subscription and services, current | 60,431 | 37,180 | |||||||
Total deferred revenue, current | 71,450 | 43,750 | |||||||
Product, non-current | 5,730 | 3,888 | |||||||
Subscription and services, non-current | 53,572 | 28,768 | |||||||
Total deferred revenue, non-current | 59,302 | 32,656 | |||||||
Total deferred revenue | $ | 130,752 | $ | 76,406 | |||||
Longterm_Debt_Tables
Long-term Debt (Tables) | 9 Months Ended | ||||||||
Sep. 30, 2013 | |||||||||
Debt Disclosure [Abstract] | ' | ||||||||
Schedule of Revolving Line of Credit Borrowings | ' | ||||||||
Borrowings under the revolving line of credit consist of the following (in thousands): | |||||||||
September 30, 2013 | December 31, 2012 | ||||||||
Second Loan Agreement—revolving line of credit | $ | 20,000 | $ | 10,000 | |||||
Less current portion | — | — | |||||||
Total | $ | 20,000 | $ | 10,000 | |||||
Schedule of Outstanding Borrowings | ' | ||||||||
Outstanding borrowings under our debt agreements consist of the following (in thousands): | |||||||||
December 31, 2012 | |||||||||
Second Loan Agreement—equipment facility | $ | 132 | |||||||
Second Loan Agreement—growth capital facility | 1,832 | ||||||||
Second Loan Agreement—term loan | 183 | ||||||||
2,147 | |||||||||
Less current portion | (1,231 | ) | |||||||
Total | $ | 916 | |||||||
Commitments_and_Contingencies_
Commitments and Contingencies (Tables) | 9 Months Ended | ||||
Sep. 30, 2013 | |||||
Commitments and Contingencies Disclosure [Abstract] | ' | ||||
Schedule of Future Minimum Rental Payments for Operating Leases | ' | ||||
The aggregate future non-cancelable minimum rental payments on our operating leases, as of September 30, 2013, are as follows (in thousands): | |||||
Years Ending December 31, | Amount | ||||
2013 (remaining 3 months) | $ | 1,701 | |||
2014 | 6,762 | ||||
2015 | 5,961 | ||||
2016 | 3,616 | ||||
2017 and thereafter | 3,111 | ||||
Total | $ | 21,151 | |||
Convertible_Preferred_Stock_Wa1
Convertible Preferred Stock Warrants (Tables) | 9 Months Ended | ||||||||||||||||||
Sep. 30, 2013 | |||||||||||||||||||
Other Liabilities Disclosure [Abstract] | ' | ||||||||||||||||||
Schedule of Convertible Preferred Stock Warrants Outstanding | ' | ||||||||||||||||||
As of September 19, 2013, the day prior to the date on which our shares began to trade publicly, and December 31, 2012, all of the convertible preferred stock warrants remained outstanding as follows (in thousands, except share and per share amounts): | |||||||||||||||||||
Class of Shares | Issuance Date(s) | Expiration Date(s) | No. of | Exercise | As of | As of | |||||||||||||
Shares | Price per | September 19, | December 31, | ||||||||||||||||
Share | 2013 | 2012 | |||||||||||||||||
Series A-2 | 2005 and 2006 | 2015 and 2016 | 245,899 | $ | 0.61 | $ | 4,758 | $ | 1,632 | ||||||||||
Series B | 2006 through 2008 | 2016 through 2018 | 118,942 | $ | 1.32 | 2,220 | 925 | ||||||||||||
Series D | June 2010 | June 2020 | 100,000 | $ | 0.39 | 1,959 | 634 | ||||||||||||
Series E | Aug-11 | Aug-21 | 60,661 | $ | 1.36 | 1,130 | 338 | ||||||||||||
Total | $ | 10,067 | $ | 3,529 | |||||||||||||||
Schedule of Assumptions Used to Determine Fair Value of Convertible Preferred Stock Warrants | ' | ||||||||||||||||||
The value of the underlying warrants were determined using appropriate valuation techniques at September 19, 2013 and December 31, 2012 using the following assumptions: | |||||||||||||||||||
As of September 19, | As of December 31, | ||||||||||||||||||
2013 | 2012 | ||||||||||||||||||
Remaining contractual term (in years) | 0.5 | 2.6 – 8.7 | |||||||||||||||||
Risk-free interest rate | 0.03% | 0.3% –1.5% | |||||||||||||||||
Volatility | 42.80% | 55% – 64% | |||||||||||||||||
Change of control probability | – | 25% – 50% | |||||||||||||||||
Control premium | – | 40% | |||||||||||||||||
IPO threshold (in billions) | – | $0.6 – $1.8 |
Convertible_Preferred_Stock_Ta
Convertible Preferred Stock (Tables) | 9 Months Ended | ||||||||||||||||
Sep. 30, 2013 | |||||||||||||||||
Temporary Equity [Abstract] | ' | ||||||||||||||||
Schedule of Redeemable Convertible Preferred Stock Outstanding | ' | ||||||||||||||||
September 19, 2013, we had the following redeemable convertible preferred stock outstanding, all of which was converted to common stock in connection with our IPO (in thousands): | |||||||||||||||||
September 19, 2013 | December 31, 2012 | ||||||||||||||||
Shares | Shares | Liquidation | Shares | Shares | Liquidation | ||||||||||||
Designated | Issued and | Preference | Designated | Issued and | Preference | ||||||||||||
Outstanding | Outstanding | ||||||||||||||||
Series A-1 | 1,000 | 1,000 | $ | 250 | 1,000 | 1,000 | $ | 250 | |||||||||
Series A-2 | 10,410 | 10,164 | 6,200 | 10,410 | 10,164 | 6,200 | |||||||||||
Series B | 11,104 | 10,985 | 14,500 | 11,104 | 10,985 | 14,500 | |||||||||||
Series C | 7,049 | 7,049 | 14,604 | 7,049 | 7,049 | 14,604 | |||||||||||
Series D | 26,331 | 26,231 | 10,187 | 26,331 | 26,231 | 10,187 | |||||||||||
Series E | 4,632 | 4,412 | 6,000 | 4,632 | 4,412 | 6,000 | |||||||||||
Series F | 4,800 | 4,749 | 49,999 | 4,800 | 4,274 | 45,005 | |||||||||||
Total | 65,326 | 64,590 | $ | 101,740 | 65,326 | 64,115 | $ | 96,746 | |||||||||
Common_Shares_Reserved_for_Iss1
Common Shares Reserved for Issuance (Tables) | 9 Months Ended | ||||||
Sep. 30, 2013 | |||||||
Equity [Abstract] | ' | ||||||
Schedule of Stock by Class | ' | ||||||
As of September 30, 2013 and December 31, 2012, we reserved shares of common stock for issuance as follows (in thousands): | |||||||
As of September 30, | As of December 31, | ||||||
2013 | 2012 | ||||||
Reserved under stock award plans | 35,668 | 21,443 | |||||
Conversion of preferred stock | — | 73,747 | |||||
Warrants to purchase convertible preferred stock | — | 616 | |||||
Warrants to purchase common stock | 616 | — | |||||
Total | 36,284 | 95,806 | |||||
Share_Based_Awards_Tables
Share Based Awards (Tables) | 9 Months Ended | ||||||||||||||||
Sep. 30, 2013 | |||||||||||||||||
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ' | ||||||||||||||||
Schedule of Activity For Options Outstanding | ' | ||||||||||||||||
A summary of the activity for our stock option changes during the reporting periods and a summary of information related to options exercisable, vested, and expected to vest are presented below (in thousands, except per share and contractual life amounts): | |||||||||||||||||
Options Outstanding | |||||||||||||||||
Shares | Number of | Weighted- | Weighted- | Aggregate | |||||||||||||
Available for | Shares | Average | Average | Intrinsic Value | |||||||||||||
Grant | Exercise Price | Contractual | |||||||||||||||
Life (years) | |||||||||||||||||
Balance—December 31, 2012 | 4,107 | 17,336 | $ | 0.98 | 8.28 | $ | 77,250 | ||||||||||
Additional shares authorized | 20,413 | — | |||||||||||||||
Restricted stock awards and units granted | (659 | ) | — | ||||||||||||||
Options granted | (12,754 | ) | 12,754 | 8.57 | |||||||||||||
Options exercised | — | (6,207 | ) | 0.88 | |||||||||||||
Options canceled | 1,176 | (1,176 | ) | 2.88 | |||||||||||||
Unvested stock and restricted stock units forfeited | 172 | — | |||||||||||||||
Balance—September 30, 2013 (unaudited) | 12,455 | 22,707 | $ | 5.17 | 8.72 | $ | 825,614 | ||||||||||
Options vested and expected to vest—September 30, 2013 | 19,600 | $ | 5.11 | 8.67 | $ | 713,826 | |||||||||||
Options exercisable— September 30, 2013 | 10,666 | $ | 2.1 | 7.9 | $ | 420,595 | |||||||||||
Schedule of Fair Value Assumptions Used for Stock Options | ' | ||||||||||||||||
The following table summarizes the assumptions used in the Black-Scholes option-pricing model to determine fair value of our stock options: | |||||||||||||||||
Three Months Ended September 30, | Nine Months Ended September 30, | ||||||||||||||||
2013 | 2012 | 2013 | 2012 | ||||||||||||||
Fair value of common stock | $12.90 - $20.00 | $3.66 | $6.05 - $20.00 | $2.00 - $3.66 | |||||||||||||
Risk-free interest rate | 1.6% - 2.1% | 0.90% | 0.6% - 2.1% | 0.8% - 1.4% | |||||||||||||
Expected term (in years) | 6-May | 6 | 6-Apr | 6-May | |||||||||||||
Volatility | 49% - 54% | 51% - 52% | 49% - 54% | 44% - 52% | |||||||||||||
Dividend yield | —% | —% | —% | —% | |||||||||||||
Schedule of Activity for Restricted Stock | ' | ||||||||||||||||
A summary of information related to restricted stock awards and restricted stock units are presented below (in thousands, except per share): | |||||||||||||||||
Number | Weighted- | Weighted- | Aggregate | ||||||||||||||
of | Average | Average | Intrinsic Value | ||||||||||||||
Shares | Grant-Date Fair Value Per Share | Remaining | |||||||||||||||
Contractual | |||||||||||||||||
Term (Years) | |||||||||||||||||
Unvested balance—December 31, 2012 | 1,895 | $ | 2.29 | 1.15 | $ | 5,971 | |||||||||||
Granted | 659 | 8.07 | |||||||||||||||
Vested | (527 | ) | 5.5 | ||||||||||||||
Canceled/forfeited | (60 | ) | 6.2 | ||||||||||||||
Unvested balance —September 30, 2013 (unaudited) | 1,967 | $ | 3.25 | 0.77 | $ | 75,334 | |||||||||||
RSUs vested and expected to vest—September 30, 2013 | 1,869 | $ | 3.25 | 0.77 | $ | 71,567 | |||||||||||
Schedule of Fair Value Assumptions Used for ESPP | ' | ||||||||||||||||
The following table summarizes the assumptions related to the Purchase Plan: | |||||||||||||||||
Three Months Ended September 30, | |||||||||||||||||
2013 | 2012 | ||||||||||||||||
Fair value of common stock | $20.00 | NA | |||||||||||||||
Risk-free interest rate | 0.10% | NA | |||||||||||||||
Expected term (in years) | 0.7 - 1.2 | NA | |||||||||||||||
Volatility | 42% - 45% | NA | |||||||||||||||
Dividend yield | —% | NA | |||||||||||||||
Schedule of Share-based Compensation Expense | ' | ||||||||||||||||
Stock-based compensation expense is included in costs and expenses as follows (in thousands): | |||||||||||||||||
Three Months Ended September 30, | Nine Months Ended September 30, | ||||||||||||||||
2013 | 2012 | 2013 | 2012 | ||||||||||||||
Cost of product revenue | $ | 143 | $ | 27 | $ | 279 | $ | 60 | |||||||||
Cost of subscription and services revenue | 762 | 18 | 1,330 | 39 | |||||||||||||
Research and development | 2,350 | 433 | 4,425 | 671 | |||||||||||||
Sales and marketing | 3,784 | 341 | 5,878 | 902 | |||||||||||||
General and administrative | 1,775 | 1,289 | 4,432 | 2,249 | |||||||||||||
Total | $ | 8,814 | $ | 2,108 | $ | 16,344 | $ | 3,921 | |||||||||
Net_Loss_Per_Share_Tables
Net Loss Per Share (Tables) | 9 Months Ended | ||||||||||||||||
Sep. 30, 2013 | |||||||||||||||||
Earnings Per Share [Abstract] | ' | ||||||||||||||||
Schedule of Net Loss per Common Share, Basic and Diluted | ' | ||||||||||||||||
The following table sets forth the computation of net loss per common share (in thousands, except per share amounts): | |||||||||||||||||
Three Months Ended | Nine Months Ended | ||||||||||||||||
September 30, | September 30, | ||||||||||||||||
2013 | 2012 | 2013 | 2012 | ||||||||||||||
Numerator: | |||||||||||||||||
Net loss | $ | (50,926 | ) | $ | (8,852 | ) | $ | (118,122 | ) | $ | (23,180 | ) | |||||
Denominator: | |||||||||||||||||
Weighted average number of shares outstanding—basic and diluted | 31,590 | 11,025 | 21,838 | 9,955 | |||||||||||||
Net loss per share—basic and diluted | $ | (1.61 | ) | $ | (0.80 | ) | $ | (5.41 | ) | $ | (2.33 | ) | |||||
Schedule of Antidilutive Securities Excluded from Net Loss per Share Computation | ' | ||||||||||||||||
The following outstanding options, unvested shares, warrants, and convertible preferred stock were excluded (as common stock equivalents) from the computation of diluted net loss per common share for the periods presented as their effect would have been antidilutive (in thousands): | |||||||||||||||||
As of September 30, | |||||||||||||||||
2013 | 2012 | ||||||||||||||||
Options to purchase common stock | 22,707 | 18,161 | |||||||||||||||
Unvested early exercised common shares | 5,240 | 8,554 | |||||||||||||||
Unvested restricted stock awards and units | 2,140 | — | |||||||||||||||
Convertible preferred stock | — | 69,473 | |||||||||||||||
Warrants to purchase convertible preferred stock | — | 616 | |||||||||||||||
Warrants to purchase common stock | 616 | — | |||||||||||||||
Segment_Information_Tables
Segment Information (Tables) | 9 Months Ended | ||||||||||||||||
Sep. 30, 2013 | |||||||||||||||||
Segment Reporting [Abstract] | ' | ||||||||||||||||
Schedule of Revenue by Geographic Region | ' | ||||||||||||||||
Revenue by geographic region based on the billing address is as follows (in thousands): | |||||||||||||||||
Three Months Ended | Nine Months Ended | ||||||||||||||||
September 30, | September 30, | ||||||||||||||||
2013 | 2012 | 2013 | 2012 | ||||||||||||||
Revenue: | |||||||||||||||||
United States | $ | 30,435 | $ | 18,354 | $ | 75,793 | $ | 43,108 | |||||||||
EMEA | 6,292 | 1,622 | 14,706 | 3,236 | |||||||||||||
APAC | 4,491 | 1,237 | 10,315 | 3,501 | |||||||||||||
Other | 1,434 | 683 | 3,476 | 1,792 | |||||||||||||
Total revenue | $ | 42,652 | $ | 21,896 | $ | 104,290 | $ | 51,637 | |||||||||
Description_of_Business_and_Su2
Description of Business and Summary of Significant Accounting Policies (Details) (IPO [Member], USD $) | 1 Months Ended |
In Millions, except Share data, unless otherwise specified | Sep. 30, 2013 |
IPO [Member] | ' |
Class of Stock [Line Items] | ' |
Common stock sold in IPO (shares) | 17,450,000 |
Common stock sold in IPO from over-allotment option (shares) | 2,275,000 |
Price per share (usd per share) | $20 |
Proceeds from initial public offering, net of underwriting discounts | $324.60 |
Offering expenses | $3.30 |
Shares issued from conversion of preferred stock and warrants (shares) | 74,221,533 |
Fair_Value_Measurements_Schedu
Fair Value Measurements - Schedule of Fair Value of Assets and Liabilities (Details) (USD $) | Sep. 30, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Level 1 [Member] | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Total assets measured at fair value | $300,000 | ' |
Preferred stock warrant liability | ' | 0 |
Total assets and liabilities measured at fair value | ' | 5,893 |
Level 1 [Member] | Money market funds [Member] | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Money market funds | 300,000 | 5,893 |
Level 2 [Member] | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Total assets measured at fair value | 0 | ' |
Preferred stock warrant liability | ' | 0 |
Total assets and liabilities measured at fair value | ' | 0 |
Level 2 [Member] | Money market funds [Member] | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Money market funds | 0 | 0 |
Level 3 [Member] | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Total assets measured at fair value | 0 | ' |
Preferred stock warrant liability | ' | 3,529 |
Total assets and liabilities measured at fair value | ' | 3,529 |
Level 3 [Member] | Money market funds [Member] | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Money market funds | 0 | 0 |
Fair Value [Member] | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Total assets measured at fair value | 300,000 | ' |
Preferred stock warrant liability | ' | 3,529 |
Total assets and liabilities measured at fair value | ' | 9,422 |
Fair Value [Member] | Money market funds [Member] | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Money market funds | $300,000 | $5,893 |
Fair_Value_Measurements_Reconc
Fair Value Measurements - Reconciliation of Fair Value Liabilities Unobservable Inputs (Details) (USD $) | 9 Months Ended |
In Thousands, unless otherwise specified | Sep. 30, 2013 |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ' |
Balance as of December 31, 2012 | $3,529 |
Change in fair value of preferred stock warrant liability | 6,538 |
Reclassification of preferred stock warrants to common stock warrants upon IPO | -10,067 |
Balance as of September 30, 2013 | $0 |
Property_and_Equipment_Schedul
Property and Equipment - Schedule of Property and Equipment (Details) (USD $) | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Dec. 31, 2012 | |
Property, Plant and Equipment [Line Items] | ' | ' | ' | ' | ' |
Total property and equipment | $56,792,000 | ' | $56,792,000 | ' | $16,624,000 |
Less: accumulated depreciation and amortization | -9,661,000 | ' | -9,661,000 | ' | -3,088,000 |
Total property and equipment, net | 47,131,000 | ' | 47,131,000 | ' | 13,536,000 |
Depreciation and amortization | 4,900,000 | 2,300,000 | 11,500,000 | 4,500,000 | ' |
Computer equipment and Software [Member] | ' | ' | ' | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' | ' | ' | ' |
Total property and equipment | 40,264,000 | ' | 40,264,000 | ' | 12,115,000 |
Leasehold improvements [Member] | ' | ' | ' | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' | ' | ' | ' |
Total property and equipment | 11,171,000 | ' | 11,171,000 | ' | 2,668,000 |
Furniture and fixtures [Member] | ' | ' | ' | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' | ' | ' | ' |
Total property and equipment | $5,357,000 | ' | $5,357,000 | ' | $1,841,000 |
Goodwill_and_Intangible_Assets2
Goodwill and Intangible Assets - Schedule of Goodwill (Details) (USD $) | 9 Months Ended |
In Thousands, unless otherwise specified | Sep. 30, 2013 |
Goodwill [Roll Forward] | ' |
Beginning balance | $1,274 |
Goodwill acquired | 2,002 |
Ending balance | $3,276 |
Goodwill_and_Intangible_Assets3
Goodwill and Intangible Assets - Schedule of Goodwill and Intangible Assets (Details) (USD $) | Sep. 30, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Finite-Lived Intangible Assets [Line Items] | ' | ' |
Less: amortization | ($885) | $0 |
Net acquired intangible assets | 6,809 | 4,194 |
Developed technology [Member] | ' | ' |
Finite-Lived Intangible Assets [Line Items] | ' | ' |
Acquired developed technology | 5,794 | 4,194 |
Net acquired intangible assets | 6,809 | ' |
Customer relationships [Member] | ' | ' |
Finite-Lived Intangible Assets [Line Items] | ' | ' |
Acquired developed technology | $1,900 | $0 |
Goodwill_and_Intangible_Assets4
Goodwill and Intangible Assets - Narrative (Details) (USD $) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | |
Finite-Lived Intangible Assets [Line Items] | ' | ' | ' | ' |
Amortization of intangible assets | $400,000 | $0 | $900,000 | $0 |
Developed technology [Member] | Minimum [Member] | ' | ' | ' | ' |
Finite-Lived Intangible Assets [Line Items] | ' | ' | ' | ' |
Finite-lived intangible asset, useful life | ' | ' | '3 years | ' |
Developed technology [Member] | Maximum [Member] | ' | ' | ' | ' |
Finite-Lived Intangible Assets [Line Items] | ' | ' | ' | ' |
Finite-lived intangible asset, useful life | ' | ' | '4 years | ' |
Customer Relationships [Member] | Minimum [Member] | ' | ' | ' | ' |
Finite-Lived Intangible Assets [Line Items] | ' | ' | ' | ' |
Finite-lived intangible asset, useful life | ' | ' | '3 years | ' |
Goodwill_and_Intangible_Assets5
Goodwill and Intangible Assets - Schedule of Expected Future Amortization Expense (Details) (USD $) | Sep. 30, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Finite-Lived Intangible Assets [Line Items] | ' | ' |
Net acquired intangible assets | $6,809 | $4,194 |
Developed technology [Member] | ' | ' |
Finite-Lived Intangible Assets [Line Items] | ' | ' |
2013 (remaining three months) | 553 | ' |
2014 | 2,215 | ' |
2015 | 2,215 | ' |
2016 | 1,826 | ' |
Net acquired intangible assets | $6,809 | ' |
Goodwill_and_Intangible_Assets6
Goodwill and Intangible Assets - Schedule of Fair Value of Assets Acquired and Liabilities Assumed (Details) (USD $) | 9 Months Ended | 0 Months Ended | |||
Sep. 30, 2013 | Dec. 31, 2012 | Sep. 03, 2013 | Sep. 03, 2013 | Sep. 03, 2013 | |
Secure DNA [Member] | Secure DNA [Member] | Secure DNA [Member] | |||
Developed technology [Member] | Customer relationships [Member] | ||||
Business Acquisition [Line Items] | ' | ' | ' | ' | ' |
Legal Fees | ' | ' | $200,000 | ' | ' |
Total purchase price | ' | ' | 4,900,000 | ' | ' |
Cash paid for acquisition | ' | ' | 4,100,000 | ' | ' |
Shares issued for acquisition | ' | ' | 50,000 | ' | ' |
Price per share (usd per share) | ' | ' | $16 | ' | ' |
Goodwill acquired | 2,002,000 | ' | 2,000,000 | ' | ' |
Contingent obligation maximum | ' | ' | 3,000,000 | ' | ' |
Contingent obligation, shares | ' | ' | 190,000 | ' | ' |
Finite-lived intangible assets | ' | ' | ' | 1,600,000 | 1,900,000 |
Deferred tax liabilities | ' | ' | -1,290,000 | ' | ' |
Net assets assumed | ' | ' | 665,000 | ' | ' |
Goodwill | 3,276,000 | 1,274,000 | 2,002,000 | ' | ' |
Fair value of total consideration transferred | ' | ' | $4,877,000 | ' | ' |
Deferred_Revenue_Schedule_of_D
Deferred Revenue - Schedule of Deferred Revenue (Details) (USD $) | Sep. 30, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Deferred Revenue Arrangement [Line Items] | ' | ' |
Deferred revenue, current portion | $71,450 | $43,750 |
Deferred revenue, non-current portion | 59,302 | 32,656 |
Total deferred revenue | 130,752 | 76,406 |
Product [Member] | ' | ' |
Deferred Revenue Arrangement [Line Items] | ' | ' |
Deferred revenue, current portion | 11,019 | 6,570 |
Deferred revenue, non-current portion | 5,730 | 3,888 |
Subscription and services [Member] | ' | ' |
Deferred Revenue Arrangement [Line Items] | ' | ' |
Deferred revenue, current portion | 60,431 | 37,180 |
Deferred revenue, non-current portion | $53,572 | $28,768 |
Longterm_Debt_Narrative_Detail
Long-term Debt - Narrative (Details) (USD $) | 9 Months Ended | 1 Months Ended | 1 Months Ended | 9 Months Ended | 12 Months Ended | |||||||||
Sep. 30, 2013 | Sep. 30, 2012 | Aug. 31, 2005 | Sep. 30, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Aug. 31, 2005 | Sep. 30, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Sep. 30, 2013 | Dec. 31, 2012 | Sep. 30, 2013 | Dec. 31, 2012 | |
First Loan Agreement [Member] | First Loan Agreement [Member] | First Loan Agreement [Member] | First Loan Agreement [Member] | First Loan Agreement [Member] | First Loan Agreement [Member] | First Loan Agreement [Member] | First Loan Agreement [Member] | Second Loan Agreement [Member] | Second Loan Agreement [Member] | Second Loan Agreement [Member] | Second Loan Agreement [Member] | |||
Equipment Facility [Member] | Equipment Facility [Member] | Equipment Facility [Member] | Equipment Facility [Member] | Growth Capital Facility [Member] | Growth Capital Facility [Member] | Growth Capital Facility [Member] | Growth Capital Facility [Member] | Revolving Credit Facility [Member] | Revolving Credit Facility [Member] | Supplemental Equipment Line [Member] | Supplemental Equipment Line [Member] | |||
Line of Credit Facility [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Line of credit, maximum borrowing capacity | ' | ' | $1,000,000 | ' | ' | ' | $3,000,000 | ' | ' | ' | $25,000,000 | ' | $15,000,000 | ' |
Line of credit, incremental borrowing capacity | ' | ' | 50,000 | ' | ' | ' | 1,000,000 | ' | ' | ' | ' | ' | ' | ' |
Line of credit, monthly installments | ' | ' | '36 months | ' | ' | ' | '36 months | ' | ' | ' | ' | ' | ' | ' |
Line of credit, final payment, percentage of principal drawn | ' | ' | 2.50% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Line of credit, amount outstanding | ' | ' | ' | 0 | 0 | 0 | ' | 0 | 0 | 0 | 20,000,000 | 10,000,000 | 0 | 0 |
Borrowing from line of credit | $10,000,000 | $7,619,000 | ' | ' | ' | ' | ' | ' | ' | ' | $10,000,000 | $7,600,000 | ' | ' |
Longterm_Debt_Schedule_of_Revo
Long-term Debt - Schedule of Revolving Line of Credit Borrowings (Details) (Second Loan Agreement [Member], Revolving Credit Facility [Member], USD $) | Sep. 30, 2013 | Dec. 31, 2012 |
Second Loan Agreement [Member] | Revolving Credit Facility [Member] | ' | ' |
Line of Credit Facility [Line Items] | ' | ' |
Second Loan Agreement—revolving line of credit | $20,000,000 | $10,000,000 |
Less current portion | 0 | 0 |
Total | $20,000,000 | $10,000,000 |
Longterm_Debt_Schedule_of_Outs
Long-term Debt - Schedule of Outstanding Borrowings (Details) (USD $) | Sep. 30, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Debt Instrument [Line Items] | ' | ' |
Less current portion | $0 | ($1,231) |
Total | 20,000 | 10,916 |
Second Loan Agreement [Member] | Equipment Facility [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Long-term debt | ' | 132 |
Second Loan Agreement [Member] | Growth Capital Facility [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Long-term debt | ' | 1,832 |
Second Loan Agreement [Member] | Loans Payable [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Long-term debt | ' | 183 |
Second Loan Agreement [Member] | Term Loan [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Long-term debt | ' | 2,147 |
Less current portion | ' | -1,231 |
Total | ' | $916 |
Commitments_and_Contingencies_1
Commitments and Contingencies - Leases (Details) (USD $) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | |
Commitments and Contingencies Disclosure [Abstract] | ' | ' | ' | ' |
Rent expense | $1,000,000 | $200,000 | $2,500,000 | $500,000 |
2013 (remaining 3 months) | 1,701,000 | ' | 1,701,000 | ' |
2014 | 6,762,000 | ' | 6,762,000 | ' |
2015 | 5,961,000 | ' | 5,961,000 | ' |
2016 | 3,616,000 | ' | 3,616,000 | ' |
2017 | 3,111,000 | ' | 3,111,000 | ' |
Total | $21,151,000 | ' | $21,151,000 | ' |
Commitments_and_Contingencies_2
Commitments and Contingencies - Contract Manufacturer Commitments (Details) (USD $) | Sep. 30, 2013 | Dec. 31, 2012 |
In Millions, unless otherwise specified | ||
Commitments and Contingencies Disclosure [Abstract] | ' | ' |
Non-cancellable open orders | $17.70 | $3.30 |
Convertible_Preferred_Stock_Wa2
Convertible Preferred Stock Warrants - Narrative (Details) (USD $) | 9 Months Ended | 3 Months Ended | 9 Months Ended | |||||
In Thousands, except Share data, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 19, 2013 |
Other Expense [Member] | Other Expense [Member] | Other Expense [Member] | Other Expense [Member] | Convertible Preferred Stock [Member] | Common Stock [Member] | |||
Class of Warrant or Right [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' |
Warrants outstanding | ' | ' | ' | ' | ' | ' | ' | 616,000 |
Shares available from warrants | ' | ' | ' | ' | ' | ' | 525,502 | ' |
Change in fair value of preferred stock warrant liability | $6,538 | $1,234 | $3,600 | $700 | $6,500 | $1,200 | ' | ' |
Convertible_Preferred_Stock_Wa3
Convertible Preferred Stock Warrants - Schedule of Convertible Preferred Stock Warrants Outstanding (Details) (Convertible Preferred Stock [Member], USD $) | Sep. 19, 2013 | Dec. 31, 2012 |
In Thousands, except Share data, unless otherwise specified | ||
Class of Warrant or Right [Line Items] | ' | ' |
Preferred stock warrant liability | $10,067 | $3,529 |
Series A-2 [Member] | ' | ' |
Class of Warrant or Right [Line Items] | ' | ' |
No. of Shares | 245,899 | ' |
Exercise Price per Share (usd per share) | 0.61 | ' |
Preferred stock warrant liability | 4,758 | 1,632 |
Series B [Member] | ' | ' |
Class of Warrant or Right [Line Items] | ' | ' |
No. of Shares | 118,942 | ' |
Exercise Price per Share (usd per share) | 1.32 | ' |
Preferred stock warrant liability | 2,220 | 925 |
Series D [Member] | ' | ' |
Class of Warrant or Right [Line Items] | ' | ' |
No. of Shares | 100,000 | ' |
Exercise Price per Share (usd per share) | 0.39 | ' |
Preferred stock warrant liability | 1,959 | 634 |
Series E [Member] | ' | ' |
Class of Warrant or Right [Line Items] | ' | ' |
No. of Shares | 60,661 | ' |
Exercise Price per Share (usd per share) | 1.36 | ' |
Preferred stock warrant liability | $1,130 | $338 |
Convertible_Preferred_Stock_Wa4
Convertible Preferred Stock Warrants - Schedule of Assumptions Used to Determine Fair Value of Convertible Preferred Stock Warrants (Details) (Convertible Preferred Stock [Member], USD $) | 1 Months Ended | 0 Months Ended | |
In Billions, unless otherwise specified | Sep. 30, 2013 | Dec. 31, 2012 | Dec. 31, 2012 |
Minimum [Member] | Maximum [Member] | ||
Class of Warrant or Right [Line Items] | ' | ' | ' |
Remaining contractual term | '6 months | '2 years 7 months 6 days | '8 years 8 months 12 days |
Risk-free interest rate | 0.03% | 0.30% | 1.50% |
Volatility | 42.80% | 55.00% | 64.00% |
Change of control probability | ' | 25.00% | 50.00% |
Control premium | ' | 40.00% | 40.00% |
IPO threshold | ' | $0.60 | $1.80 |
Convertible_Preferred_Stock_Sc
Convertible Preferred Stock - Schedule of Redeemable Convertible Preferred Stock Outstanding (Details) (USD $) | Sep. 19, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Temporary Equity [Line Items] | ' | ' |
Shares Designated | 65,326 | 65,326 |
Shares Issued and Outstanding | 64,590 | 64,115 |
Liquidation Preference | $101,740 | $96,746 |
Series A-1 [Member] | ' | ' |
Temporary Equity [Line Items] | ' | ' |
Shares Designated | 1,000 | 1,000 |
Shares Issued and Outstanding | 1,000 | 1,000 |
Liquidation Preference | 250 | 250 |
Series A-2 [Member] | ' | ' |
Temporary Equity [Line Items] | ' | ' |
Shares Designated | 10,410 | 10,410 |
Shares Issued and Outstanding | 10,164 | 10,164 |
Liquidation Preference | 6,200 | 6,200 |
Series B [Member] | ' | ' |
Temporary Equity [Line Items] | ' | ' |
Shares Designated | 11,104 | 11,104 |
Shares Issued and Outstanding | 10,985 | 10,985 |
Liquidation Preference | 14,500 | 14,500 |
Series C [Member] | ' | ' |
Temporary Equity [Line Items] | ' | ' |
Shares Designated | 7,049 | 7,049 |
Shares Issued and Outstanding | 7,049 | 7,049 |
Liquidation Preference | 14,604 | 14,604 |
Series D [Member] | ' | ' |
Temporary Equity [Line Items] | ' | ' |
Shares Designated | 26,331 | 26,331 |
Shares Issued and Outstanding | 26,231 | 26,231 |
Liquidation Preference | 10,187 | 10,187 |
Series E [Member] | ' | ' |
Temporary Equity [Line Items] | ' | ' |
Shares Designated | 4,632 | 4,632 |
Shares Issued and Outstanding | 4,412 | 4,412 |
Liquidation Preference | 6,000 | 6,000 |
Series F [Member] | ' | ' |
Temporary Equity [Line Items] | ' | ' |
Shares Designated | 4,800 | 4,800 |
Shares Issued and Outstanding | 4,749 | 4,274 |
Liquidation Preference | $49,999 | $45,005 |
Convertible_Preferred_Stock_Na
Convertible Preferred Stock - Narrative (Details) (USD $) | 1 Months Ended | 9 Months Ended | 12 Months Ended | 9 Months Ended | 0 Months Ended | 1 Months Ended | 0 Months Ended | 1 Months Ended | 0 Months Ended | 1 Months Ended | 0 Months Ended | 1 Months Ended | 0 Months Ended | 1 Months Ended | 0 Months Ended | 1 Months Ended | 1 Months Ended | |||||||||
Sep. 30, 2013 | Sep. 30, 2013 | Dec. 31, 2012 | Sep. 19, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Dec. 31, 2012 | Sep. 30, 2013 | Sep. 19, 2013 | Dec. 31, 2012 | Sep. 30, 2013 | Sep. 19, 2013 | Dec. 31, 2012 | Sep. 30, 2013 | Sep. 19, 2013 | Dec. 31, 2012 | Sep. 30, 2013 | Sep. 19, 2013 | Dec. 31, 2012 | Sep. 30, 2013 | Sep. 19, 2013 | Dec. 31, 2012 | Sep. 30, 2013 | Sep. 19, 2013 | Sep. 30, 2013 | Sep. 19, 2013 | |
Convertible Preferred Stock [Member] | Common Stock [Member] | Series A-1 [Member] | Series A-1 [Member] | Series A-1 [Member] | Series A-2 [Member] | Series A-2 [Member] | Series A-2 [Member] | Series B [Member] | Series B [Member] | Series B [Member] | Series C [Member] | Series C [Member] | Series C [Member] | Series D [Member] | Series D [Member] | Series D [Member] | Series E [Member] | Series E [Member] | Series E [Member] | Series F [Member] | Series F [Member] | |||||
director | director | |||||||||||||||||||||||||
Temporary Equity [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Voting right per share of common stock | ' | 1 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of shares required to be outstanding to vote | ' | ' | ' | ' | 1,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of electable directors | ' | ' | ' | ' | 2 | 2 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Annual dividends payable (usd per share) | ' | ' | ' | ' | ' | ' | ' | $0.02 | ' | ' | $0.04 | ' | ' | $0.08 | ' | ' | $0.12 | ' | ' | $0.02 | ' | ' | $0.08 | ' | $0.63 | ' |
Cumulative preferred stock dividends in arrears | ' | $0 | $0 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Dividends paid | ' | 0 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Liquidation share price (usd per share) | ' | ' | ' | ' | ' | ' | ' | ' | $0.25 | ' | ' | $0.61 | ' | ' | $1.32 | ' | ' | $2.07 | ' | ' | $0.39 | ' | ' | $1.36 | ' | $10.53 |
Threshold for amount received from initial public offering for automatic share conversion | ' | ' | ' | 75,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Conversion ratio to common shares | ' | ' | ' | ' | ' | ' | 1 | 1 | ' | 0.8525 | 0.8525 | ' | 0.7136 | 0.7136 | ' | 0.6705 | 0.6705 | ' | 1 | 1 | ' | 1 | 1 | ' | 1 | ' |
Exceeded proceeds from initial public offering | $75,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Common_Shares_Reserved_for_Iss2
Common Shares Reserved for Issuance (Details) (USD $) | 9 Months Ended | |
Sep. 30, 2013 | Dec. 31, 2012 | |
Class of Stock [Line Items] | ' | ' |
Common stock, shares authorized | 1,000,000,000 | 130,000,000 |
Common stock, par value (usd per share) | $0.00 | $0.00 |
Voting right per common share | 1 | ' |
Shares reserved for future issuance | 36,284,000 | 95,806,000 |
Conversion of preferred stock [Member] | ' | ' |
Class of Stock [Line Items] | ' | ' |
Shares reserved for future issuance | 0 | 73,747,000 |
Warrants to purchase convertible preferred stock [Member] | ' | ' |
Class of Stock [Line Items] | ' | ' |
Shares reserved for future issuance | 0 | 616,000 |
Warrants to purchase common stock [Member] | ' | ' |
Class of Stock [Line Items] | ' | ' |
Shares reserved for future issuance | 616,000 | 0 |
Reserved under stock award plan [Member] | ' | ' |
Class of Stock [Line Items] | ' | ' |
Shares reserved for future issuance | 35,668,000 | 21,443,000 |
Share_Based_Awards_Narrative_D
Share Based Awards - Narrative (Details) (USD $) | 3 Months Ended | 9 Months Ended | 3 Months Ended | 9 Months Ended | ||||
Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Dec. 31, 2012 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 19, 2013 | |
award_plan | award_plan | ESPP [Member] | ESPP [Member] | 2013 Stock Option Plan [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' |
Number of equity award plans | 3 | ' | 3 | ' | ' | ' | ' | ' |
Generally vesting period | ' | ' | '4 years | ' | ' | ' | ' | ' |
Award expiration period from grant date | ' | ' | '10 years | ' | ' | ' | ' | ' |
Employee stock ownership, combined voting power of all stock | 10.00% | ' | 10.00% | ' | ' | ' | ' | ' |
Minimum exercise price as a percentage of the fair value per share | 110.00% | ' | 110.00% | ' | ' | ' | ' | ' |
Award expiration period, for excess voting power grants | ' | ' | '5 years | ' | ' | ' | ' | ' |
Grant date fair value, percentage | ' | ' | 100.00% | ' | ' | ' | ' | ' |
Shares reserved for future issuance | 36,284,000 | ' | 36,284,000 | ' | 95,806,000 | 2,500,000 | 2,500,000 | 12,821,535 |
Acquisition price at lower of fair market value, percentage | ' | ' | ' | ' | ' | ' | 85.00% | ' |
Purchase period | ' | ' | ' | ' | ' | ' | '12 months | ' |
Maximum employee payroll deduction, percentage | ' | ' | ' | ' | ' | 15.00% | 15.00% | ' |
Employee maximum number of shares per purchase period | ' | ' | ' | ' | ' | ' | 3,000 | ' |
Employee maximum purchase value of stock per year | ' | ' | ' | ' | ' | $25,000 | $25,000 | ' |
Common stock, percentage outstanding | ' | ' | ' | ' | ' | 1.00% | 1.00% | ' |
Shares outstanding threshold | ' | ' | ' | ' | ' | 3,700,000 | 3,700,000 | ' |
Common stock, shares outstanding | 120,517,000 | ' | 120,517,000 | ' | 22,435,000 | ' | ' | ' |
Grant date fair value of vested options | 1,600,000 | 400,000 | 3,600,000 | 900,000 | ' | ' | ' | ' |
Aggregate intrinsic value of options exercised | 7,000,000 | 700,000 | 40,600,000 | 1,800,000 | ' | ' | ' | ' |
Compensation expense | ' | ' | 16,344,000 | 3,921,000 | ' | 200,000 | ' | ' |
Compensation cost not yet recognized | $69,200,000 | $14,700,000 | $69,200,000 | $14,700,000 | ' | ' | ' | ' |
Compensation cost not yet recognized, period for recognition | ' | ' | '3 years | ' | ' | ' | ' | ' |
Share_Based_Awards_Schedule_of
Share Based Awards - Schedule of Activity for Share Available of Grant and Options Outstanding (Details) (USD $) | 9 Months Ended | 12 Months Ended |
In Thousands, except Per Share data, unless otherwise specified | Sep. 30, 2013 | Dec. 31, 2012 |
Share-based Compensation Arrangement by Share-based Payment Award, Share Available for Grant [Roll Forward] | ' | ' |
Beginning balance, shares available for grant | 4,107 | ' |
Additional shares authorized (shares) | 20,413 | ' |
Options granted (shares) | -12,754 | ' |
Options cancelled (shares) | 1,176 | ' |
Unvested stock and restricted stock unit forfeited (shares) | 172 | ' |
Ending balance, shares available for grant | 12,455 | 4,107 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward] | ' | ' |
Beginning balance, options outstanding (shares) | 17,336 | ' |
Options granted (shares) | 12,754 | ' |
Options exercised (shares) | -6,207 | ' |
Options cancelled (shares) | -1,176 | ' |
Ending balance, options outstanding (shares) | 22,707 | 17,336 |
Option vested and expected to vest (shares) | 19,600 | ' |
Option exercisable (shares) | 10,666 | ' |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price [Abstract] | ' | ' |
Beginning balance, weighted average exercise price (usd per share) | $0.98 | ' |
Options granted, weighted average exercise price (usd per share) | $8.57 | ' |
Options exercised, weighted average exercise price (usd per share) | $0.88 | ' |
Options cancelled, weighted average exercise price (usd per share) | $2.88 | ' |
Ending balance, weighted average exercise price (usd per share) | $5.17 | $0.98 |
Option vested and expected to vest, weighted average exercise price (usd per share) | $5.11 | ' |
Option exercisable, weighted average exercise price (usd per share) | $2.10 | ' |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Additional Disclosures [Abstract] | ' | ' |
Options outstanding, weighted average contractual life | '8 years 8 months 19 days | '8 years 3 months 11 days |
Option vested and expected to vest, weighted average contractual life | '8 years 8 months 1 day | ' |
Option exercisable, weighted average contractual life | '7 years 10 months 24 days | ' |
Options outstanding, aggregate intrinsic value | $825,614 | $77,250 |
Option vested and expected to vest, aggregate intrinsic value | 713,826 | ' |
Option exercisable, aggregate intrinsic value | $420,595 | ' |
Restricted Stock Units (RSUs) [Member] | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award, Share Available for Grant [Roll Forward] | ' | ' |
Restricted stock units granted (shares) | -659 | ' |
Share_Based_Awards_Schedule_of1
Share Based Awards - Schedule of Fair Value Assumptions Used for Stock Options (Details) (USD $) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' | ' |
Fair value of common stock (usd per share) | ' | $3.66 | ' | ' |
Risk-free interest rate | ' | 0.90% | ' | ' |
Expected term (in years) | ' | '6 years | ' | ' |
Dividend yield | 0.00% | 0.00% | 0.00% | 0.00% |
Minimum [Member] | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' | ' |
Fair value of common stock (usd per share) | 12.9 | ' | 6.05 | 2 |
Risk-free interest rate | 1.60% | ' | 0.60% | 0.80% |
Expected term (in years) | '5 years | ' | '4 years | '5 years |
Volatility | 49.00% | 51.00% | 49.00% | 44.00% |
Maximum [Member] | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' | ' |
Fair value of common stock (usd per share) | 20 | ' | 20 | 3.66 |
Risk-free interest rate | 2.10% | ' | 2.10% | 1.40% |
Expected term (in years) | '6 years | ' | '6 years | '6 years |
Volatility | 54.00% | 52.00% | 54.00% | 52.00% |
Share_Based_Awards_Schedule_of2
Share Based Awards - Schedule of Activity for Restricted Stock (Details) (USD $) | 9 Months Ended | 12 Months Ended |
In Thousands, except Per Share data, unless otherwise specified | Sep. 30, 2013 | Dec. 31, 2012 |
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Outstanding [Roll Forward] | ' | ' |
Canceled/forfeited (shares) | 172 | ' |
Restricted Stock Awards and Restricted Stock Units [Member] | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Outstanding [Roll Forward] | ' | ' |
Beginning balance, shares outstanding | 1,895 | ' |
Granted (shares) | 659 | ' |
Vested (shares) | -527 | ' |
Canceled/forfeited (shares) | -60 | ' |
Ending balance, shares outstanding | 1,967 | 1,895 |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract] | ' | ' |
Beginning balance, weighted-average grant-date fair value (usd per share) | $2.29 | ' |
Canceled/forfeited, weighted-average grant-date fair value (usd per share) | $8.07 | ' |
Vested, weighted-average grant-date fair value (usd per share) | $5.50 | ' |
Granted, weighted-average grant-date fair value (usd per share) | $6.20 | ' |
Ending balance, weighted-average grant-date fair value (usd per share) | $3.25 | $2.29 |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Additional Disclosures [Abstract] | ' | ' |
Beginning balance, weighted-average remaining contractual term | '9 months 7 days | '1 year 1 month 24 days |
Ending balance, weighted-average remaining contractual term | '9 months 7 days | '1 year 1 month 24 days |
Beginning balance, aggregate intrinsic value | $5,971 | ' |
Ending balance, aggregate intrinsic value | 75,334 | 5,971 |
Restricted Stock Units (RSUs) [Member] | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Outstanding [Roll Forward] | ' | ' |
Granted (shares) | 659 | ' |
Vested and expected to vest (shares) | 1,869 | ' |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract] | ' | ' |
Vested and expected to vest, weighted-average grant-date fair value (usd per share) | $3.25 | ' |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Additional Disclosures [Abstract] | ' | ' |
Vested and expected to vest, weighted-average remaining contractual term | '9 months 7 days | ' |
Vested and expected to vest, aggregate intrinsic value | $71,567 | ' |
Share_Based_Awards_Schedule_of3
Share Based Awards - Schedule of Fair Value Assumptions Used for ESPP (Details) (USD $) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' | ' |
Fair value of common stock (usd per share) | ' | $3.66 | ' | ' |
Risk-free interest rate | ' | 0.90% | ' | ' |
Expected term (in years) | ' | '6 years | ' | ' |
Dividend yield | 0.00% | 0.00% | 0.00% | 0.00% |
Minimum [Member] | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' | ' |
Fair value of common stock (usd per share) | 12.9 | ' | 6.05 | 2 |
Risk-free interest rate | 1.60% | ' | 0.60% | 0.80% |
Expected term (in years) | '5 years | ' | '4 years | '5 years |
Volatility | 49.00% | 51.00% | 49.00% | 44.00% |
Maximum [Member] | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' | ' |
Fair value of common stock (usd per share) | 20 | ' | 20 | 3.66 |
Risk-free interest rate | 2.10% | ' | 2.10% | 1.40% |
Expected term (in years) | '6 years | ' | '6 years | '6 years |
Volatility | 54.00% | 52.00% | 54.00% | 52.00% |
ESPP [Member] | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' | ' |
Fair value of common stock (usd per share) | 20 | ' | ' | ' |
Risk-free interest rate | 0.10% | ' | ' | ' |
Dividend yield | 0.00% | ' | ' | ' |
ESPP [Member] | Minimum [Member] | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' | ' |
Expected term (in years) | '8 months 12 days | ' | ' | ' |
Volatility | 42.00% | ' | ' | ' |
ESPP [Member] | Maximum [Member] | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' | ' |
Expected term (in years) | '1 year 2 months 12 days | ' | ' | ' |
Volatility | 45.00% | ' | ' | ' |
Share_Based_Awards_Schedule_of4
Share Based Awards - Schedule of Share-based Compensation Expense (Details) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ' | ' | ' | ' |
Stock-based compensation expense | $8,814 | $2,108 | $16,344 | $3,921 |
Cost of product revenue [Member] | ' | ' | ' | ' |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ' | ' | ' | ' |
Stock-based compensation expense | 143 | 27 | 279 | 60 |
Cost of subscription and service revenue [Member] | ' | ' | ' | ' |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ' | ' | ' | ' |
Stock-based compensation expense | 762 | 18 | 1,330 | 39 |
Research and development [Member] | ' | ' | ' | ' |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ' | ' | ' | ' |
Stock-based compensation expense | 2,350 | 433 | 4,425 | 671 |
Sales and marketing [Member] | ' | ' | ' | ' |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ' | ' | ' | ' |
Stock-based compensation expense | 3,784 | 341 | 5,878 | 902 |
General and administrative [Member] | ' | ' | ' | ' |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ' | ' | ' | ' |
Stock-based compensation expense | $1,775 | $1,289 | $4,432 | $2,249 |
Income_Taxes_Details
Income Taxes (Details) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | |
Income Tax Disclosure [Abstract] | ' | ' | ' | ' |
Effective income tax rate | 1.77% | 0.61% | 0.27% | 0.49% |
Net_Loss_Per_Share_Schedule_of
Net Loss Per Share - Schedule of Net Loss per Common Share, Basic and Diluted (Details) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, except Per Share data, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 |
Numerator: | ' | ' | ' | ' |
Net loss | ($50,926) | ($8,852) | ($118,122) | ($23,180) |
Denominator: | ' | ' | ' | ' |
Weighted average number of shares outstanding—basic and diluted (shares) | 31,590 | 11,025 | 21,838 | 9,955 |
Net loss per share—basic and diluted (usd per share) | ($1.61) | ($0.80) | ($5.41) | ($2.33) |
Net_Loss_Per_Share_Schedule_of1
Net Loss Per Share - Schedule of Antidilutive Securities Excluded from Net Loss per Share Computation (Details) | 9 Months Ended | |
In Thousands, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 |
Option to purchase common stock [Member] | ' | ' |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ' | ' |
Antidilutive securities excluded from net loss per share (shares) | 22,707 | 18,161 |
Unvested early exercised common shares [Member] | ' | ' |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ' | ' |
Antidilutive securities excluded from net loss per share (shares) | 5,240 | 8,554 |
Unvested restricted stock awards and units [Member] | ' | ' |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ' | ' |
Antidilutive securities excluded from net loss per share (shares) | 2,140 | 0 |
Conversion of preferred stock [Member] | ' | ' |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ' | ' |
Antidilutive securities excluded from net loss per share (shares) | 0 | 69,473 |
Warrants to purchase convertible preferred stock [Member] | ' | ' |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ' | ' |
Antidilutive securities excluded from net loss per share (shares) | 0 | 616 |
Warrants to purchase common stock [Member] | ' | ' |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ' | ' |
Antidilutive securities excluded from net loss per share (shares) | 616 | 0 |
Employee_Benefit_Plan_Details
Employee Benefit Plan (Details) (USD $) | 45 Months Ended |
Sep. 30, 2013 | |
Compensation and Retirement Disclosure [Abstract] | ' |
Employer contributions to 401(k) | $0 |
Related_Party_Transactions_Det
Related Party Transactions (Details) (USD $) | 3 Months Ended | 9 Months Ended | 1 Months Ended | 3 Months Ended | 9 Months Ended | |||||||||||
Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Dec. 31, 2012 | Sep. 30, 2013 | Sep. 30, 2013 | Mar. 31, 2013 | Apr. 30, 2013 | Dec. 31, 2012 | Dec. 31, 2012 | Dec. 31, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | |
Executive Officers [Member] | Executive Officers [Member] | Executive Officers [Member] | Chief Technology Officer [Member] | Chief Executive Officer [Member] | Investor [Member] | Investor [Member] | Investor [Member] | Investor [Member] | Investor [Member] | Investor [Member] | Investor [Member] | |||||
Minimum [Member] | Maximum [Member] | customer | Customer A [Member] | Customer B [Member] | Customer A and B [Member] | Customer A and B [Member] | Customer A and B [Member] | Customer A and B [Member] | ||||||||
Preferred Shares Series C, D, E and F [Member] | Preferred Shares Series C, D, E and F [Member] | |||||||||||||||
Related Party Transaction [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Promissory notes annual interest rate | ' | ' | ' | ' | ' | 1.07% | 2.72% | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Employee notes receivable | ' | ' | ' | ' | $7,300,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Proceeds from related party | ' | ' | ' | ' | ' | ' | ' | 3,700,000 | 3,600,000 | ' | ' | ' | ' | ' | ' | ' |
Number of customers | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2 | ' | ' | ' | ' | ' | ' |
Shares owned | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 532,064 | 1,938,027 | ' | ' | ' | ' |
Sales | $42,652,000 | $21,896,000 | $104,290,000 | $51,637,000 | ' | ' | ' | ' | ' | ' | ' | ' | $67,000,000 | $310,000,000 | $191,000,000 | $381,000,000 |
Segment_Information_Schedule_o
Segment Information - Schedule of Revenue by Geographic Region (Details) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 |
Revenues from External Customers and Long-Lived Assets [Line Items] | ' | ' | ' | ' |
Total revenue | $42,652 | $21,896 | $104,290 | $51,637 |
Operating Segments [Member] | ' | ' | ' | ' |
Revenues from External Customers and Long-Lived Assets [Line Items] | ' | ' | ' | ' |
Total revenue | 42,652 | 21,896 | 104,290 | 51,637 |
Operating Segments [Member] | United States [Member] | ' | ' | ' | ' |
Revenues from External Customers and Long-Lived Assets [Line Items] | ' | ' | ' | ' |
Total revenue | 30,435 | 18,354 | 75,793 | 43,108 |
Operating Segments [Member] | EMEA [Member] | ' | ' | ' | ' |
Revenues from External Customers and Long-Lived Assets [Line Items] | ' | ' | ' | ' |
Total revenue | 6,292 | 1,622 | 14,706 | 3,236 |
Operating Segments [Member] | APAC [Member] | ' | ' | ' | ' |
Revenues from External Customers and Long-Lived Assets [Line Items] | ' | ' | ' | ' |
Total revenue | 4,491 | 1,237 | 10,315 | 3,501 |
Operating Segments [Member] | Other [Member] | ' | ' | ' | ' |
Revenues from External Customers and Long-Lived Assets [Line Items] | ' | ' | ' | ' |
Total revenue | $1,434 | $683 | $3,476 | $1,792 |
Segment_Information_Narrative_
Segment Information - Narrative (Details) (Customer Concentration Risk [Member], Sales Revenue, Net [Member]) | 3 Months Ended | 9 Months Ended | |
Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2012 | |
Carahsoft Technology Corporation [Member] | ' | ' | ' |
Concentration Risk [Line Items] | ' | ' | ' |
Concentration risk, percentage | 16.00% | ' | ' |
Accuvant [Member] | ' | ' | ' |
Concentration Risk [Line Items] | ' | ' | ' |
Concentration risk, percentage | 10.00% | 11.00% | 11.00% |
Demension Data [Member] | ' | ' | ' |
Concentration Risk [Line Items] | ' | ' | ' |
Concentration risk, percentage | ' | 11.00% | ' |
Fishnet Security, Inc. [Member] | ' | ' | ' |
Concentration Risk [Line Items] | ' | ' | ' |
Concentration risk, percentage | ' | ' | 11.00% |
Subsequent_Events_Details
Subsequent Events (Details) (Subsequent Event [Member], Revolving Credit Facility [Member], USD $) | 1 Months Ended |
In Millions, unless otherwise specified | Oct. 31, 2013 |
Subsequent Event [Member] | Revolving Credit Facility [Member] | ' |
Subsequent Event [Line Items] | ' |
Repayments on line of credit | $20 |