Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Jun. 30, 2015 | Jul. 29, 2015 | |
Document and Entity Information [Abstract] | ||
Entity Registrant Name | FIREEYE, INC. | |
Entity Central Index Key | 1,370,880 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Large Accelerated Filer | |
Document Type | 10-Q | |
Document Period End Date | Jun. 30, 2015 | |
Document Fiscal Year Focus | 2,015 | |
Document Fiscal Period Focus | Q2 | |
Amendment Flag | false | |
Entity Common Stock, Shares Outstanding | 159,417,820 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets (Unaudited) - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 |
Current assets: | ||
Cash and cash equivalents | $ 726,480 | $ 146,363 |
Short-term investments | 463,137 | 255,845 |
Accounts receivable, net of allowance for doubtful accounts of $1,830 and $586 at June 30, 2015 and December 31, 2014, respectively | 105,183 | 193,182 |
Inventories | 10,485 | 7,952 |
Deferred tax assets, current portion | 25,081 | 25,126 |
Prepaid expenses and other current assets | 32,706 | 28,669 |
Total current assets | 1,363,072 | 657,137 |
Property and equipment, net | 74,438 | 82,298 |
Goodwill | 750,288 | 750,288 |
Intangible assets, net | 238,092 | 261,625 |
Deposits and other long-term assets | 6,824 | 7,533 |
TOTAL ASSETS | 2,432,714 | 1,758,881 |
CURRENT LIABILITIES: | ||
Accounts payable | 25,344 | 34,057 |
Accrued and other current liabilities | 27,286 | 24,596 |
Accrued compensation | 63,693 | 64,551 |
Deferred revenue, current portion | 232,522 | 203,877 |
Total current liabilities | 348,845 | 327,081 |
Convertible senior notes, net | 688,961 | 0 |
Deferred revenue, non-current portion | 177,369 | 148,666 |
Deferred tax liabilities, non-current portion | 24,893 | 24,903 |
Other long-term liabilities | 9,959 | 7,403 |
Total liabilities | $ 1,250,027 | $ 508,053 |
Commitments and contingencies (NOTE 9) | ||
Stockholders' equity: | ||
Common stock, par value of $0.0001 per share; 1,000,000 shares authorized, 159,341 shares and 152,860 shares issued and outstanding as of June 30, 2015 and December 31, 2014, respectively | $ 16 | $ 15 |
Additional paid-in capital | 2,267,972 | 1,918,546 |
Treasury stock, at cost; 3,333 shares and no shares as of June 30, 2015 and December 31, 2014, respectively | (150,000) | 0 |
Accumulated other comprehensive loss | (472) | (441) |
Accumulated deficit | (934,829) | (667,292) |
Total stockholders’ equity | 1,182,687 | 1,250,828 |
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY | $ 2,432,714 | $ 1,758,881 |
Condensed Consolidated Balance3
Condensed Consolidated Balance Sheets (Unaudited) (Parenthetical) - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 |
Statement of Financial Position [Abstract] | ||
Allowance for doubtful accounts | $ 1,830 | $ 586 |
Common stock, par value (usd per share) | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized (shares) | 1,000,000,000 | 1,000,000,000 |
Common stock, shares issued (shares) | 159,341,000 | 152,860,000 |
Common stock, shares outstanding (shares) | 159,341,000 | 152,860,000 |
Treasury stock (shares) | 3,333,000 | 0 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations (Unaudited) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Revenue: | ||||
Product | $ 49,696 | $ 37,683 | $ 89,933 | $ 61,935 |
Subscription and services | 97,511 | 56,806 | 182,644 | 106,534 |
Total revenue | 147,207 | 94,489 | 272,577 | 168,469 |
Cost of revenue: | ||||
Product | 17,101 | 13,749 | 32,301 | 24,075 |
Subscription and services | 39,006 | 27,831 | 75,857 | 52,798 |
Total cost of revenue | 56,107 | 41,580 | 108,158 | 76,873 |
Total gross profit | 91,100 | 52,909 | 164,419 | 91,596 |
Operating expenses: | ||||
Research and development | 68,798 | 53,408 | 134,403 | 95,378 |
Sales and marketing | 116,008 | 94,591 | 223,603 | 171,445 |
General and administrative | 34,687 | 31,931 | 67,294 | 59,031 |
Total operating expenses | 219,493 | 179,930 | 425,300 | 325,854 |
Operating loss | (128,393) | (127,021) | (260,881) | (234,258) |
Interest income | 391 | 183 | 660 | 228 |
Interest expense | (3,838) | (4) | (3,838) | (11) |
Other expense, net | (806) | (329) | (1,574) | (383) |
Loss before income taxes | (132,646) | (127,171) | (265,633) | (234,424) |
Provision for (benefit from) income taxes | 927 | (10,348) | 1,904 | (16,390) |
Net loss attributable to common stockholders | $ (133,573) | $ (116,823) | $ (267,537) | $ (218,034) |
Net loss per share attributable to common stockholders, basic and diluted (usd per share) | $ (0.87) | $ (0.82) | $ (1.75) | $ (1.58) |
Weighted average shares used in computing net loss per share attributable to common stockholders, basic and diluted (shares) | 154,121 | 141,895 | 152,890 | 137,939 |
Condensed Consolidated Stateme5
Condensed Consolidated Statements of Comprehensive Loss (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Statement of Comprehensive Income [Abstract] | ||||
Net loss | $ (133,573) | $ (116,823) | $ (267,537) | $ (218,034) |
Change in net unrealized loss on available-for-sale investments, net of tax | (434) | 28 | (31) | (110) |
Comprehensive loss | $ (134,007) | $ (116,795) | $ (267,568) | $ (218,144) |
Condensed Consolidated Stateme6
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2014 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net loss | $ (267,537) | $ (218,034) |
Adjustments to reconcile net loss to net cash provided by (used in) operating activities: | ||
Depreciation and amortization | 54,169 | 42,726 |
Stock-based compensation | 106,286 | 63,447 |
Non-cash interest expense related to convertible senior notes | 2,832 | 0 |
Deferred income taxes | 81 | (18,960) |
Other | 2,085 | 183 |
Changes in operating assets and liabilities, net of acquisition of business: | ||
Accounts receivable | 86,840 | (11,660) |
Inventories | (3,309) | 729 |
Prepaid expenses and other assets | (2,354) | (3,084) |
Accounts payable | (6,053) | (7,103) |
Accrued liabilities | 3,891 | 8,747 |
Accrued compensation | (992) | 10,834 |
Deferred revenue | 57,348 | 44,193 |
Other long-term liabilities | 2,557 | 3,460 |
Net cash provided by (used in) operating activities | 35,844 | (84,522) |
CASH FLOWS FROM INVESTING ACTIVITIES: | ||
Purchases of property and equipment and demonstration units | (24,538) | (31,469) |
Purchases of short-term investments | (301,213) | (302,531) |
Proceeds from maturities of short-term investments | 92,138 | 8,000 |
Acquisition of business, net of cash acquired | 0 | (55,058) |
Lease deposits | (786) | (403) |
Net cash used in investing activities | (234,399) | (381,461) |
CASH FLOWS FROM FINANCING ACTIVITIES: | ||
Net proceeds from issuance of stock | 0 | 445,280 |
Net proceeds from issuance of convertible senior notes | 897,000 | 0 |
Prepaid forward stock purchase | (150,000) | 0 |
Proceeds from exercise of equity awards | 31,672 | 18,405 |
Net cash provided by financing activities | 778,672 | 463,685 |
Net change in cash and cash equivalents | 580,117 | (2,298) |
Cash and cash equivalents, beginning of period | 146,363 | 173,918 |
Cash and cash equivalents, end of period | 726,480 | 171,620 |
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION: | ||
Cash paid for income taxes | 786 | 1,172 |
SUPPLEMENTAL DISCLOSURES OF NON-CASH INVESTING AND FINANCING ACTIVITIES: | ||
Unpaid follow-on public offering costs | 0 | 984 |
Unpaid convertible senior notes issuance costs | 470 | 0 |
Vesting of early exercised stock options | 1,201 | 3,059 |
Purchases of property and equipment and demonstration units in accounts payable and accrued liabilities | $ 3,585 | $ 11,971 |
Description of Business and Sum
Description of Business and Summary of Significant Accounting Policies (Notes) | 6 Months Ended |
Jun. 30, 2015 | |
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 (“Advanced Persistent Threat”) tactics. Our solutions supplement traditional and next-generation firewalls, Intrusion Prevention Systems ("IPS”), anti-virus, and gateways, which cannot stop advanced threats, leaving security holes in networks. We offer a solution that detects and blocks attacks across Web, email, endpoint, file and mobile threat vectors, as well as latent malware resident on file shares. Our solutions address all stages of an attack lifecycle with a signature-less engine utilizing stateful attack analysis to detect zero-day threats. On December 30, 2013, we acquired privately held Mandiant Corporation (“Mandiant”), a leading provider of advanced endpoint security products and security incident response management solutions. The operations of Mandiant's business were integrated with our own and Mandiant's financial results were included in our consolidated financial statements as of the acquisition date. In March 2014, we completed our follow-on public offering in which we issued and sold 5,582,215 shares of common stock at a price of $82.00 per share. We received aggregate proceeds of $446.5 million from the sale of shares of common stock, net of underwriters’ discounts and commissions of $11.2 million , but before deducting offering expenses of approximately $2.2 million . Another 8,417,785 shares were sold by certain selling stockholders, which included 796,846 shares sold pursuant to the exercise of vested outstanding options by our employees. We did not receive any of the proceeds from the sales of shares by the selling stockholders. In June 2015, we issued $460.0 million principal amount of 1.000% Convertible Senior Notes due 2035 (the "Series A Notes") and $460.0 million principal amount of 1.625% Convertible Senior Notes due 2035 (the "Series B Notes" and together with the Series A Notes, the "Convertible Senior Notes"), in a private placement to qualified institutional purchasers pursuant to an exemption from registration provided by Section 4(a)(2) and Rule 144A under the Securities Act of 1933, as amended (the "Securities Act"). We recognized total net proceeds after the initial purchasers' discount and issuance costs of $896.5 million . In connection with the issuance of the Convertible Senior Notes, we also entered into privately negotiated prepaid forward stock purchase transactions (each a “Prepaid Forward”) with one of the initial purchasers of the Convertible Senior Notes, pursuant to which we purchased approximately $150.0 million worth of our common stock (equivalent to approximately 3.3 million shares) for settlement on or around June 1, 2020 and June 1, 2022, respectively, subject to any early settlement in whole or part of each Prepaid Forward. 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. 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 unaudited condensed consolidated financial statements have been prepared on the same basis as our annual consolidated 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 six months ended June 30, 2015 are not necessarily indicative of the results to be expected for the year ending December 31, 2015 or for any other interim period or for any other future year. The balance sheet as of December 31, 2014 has been derived from audited consolidated financial statements at that date but does not include all of the information required by U.S. GAAP for annual consolidated financial statements. The accompanying unaudited condensed consolidated financial statements and related financial information should be read in conjunction with the audited consolidated financial statements and the related notes thereto for the year ended December 31, 2014 included in our Annual Report on Form 10-K, which was filed with the SEC on March 2, 2015 . Use of Estimates The preparation of condensed consolidated financial statements in conformity with 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 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 stock options 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. Summary of Significant Accounting Policies There have been no significant changes to our significant accounting policies as of and for the three and six months ended June 30, 2015 , as compared to the significant accounting policies described in our Annual Report on Form 10-K for the year ended December 31, 2014 , except for the inclusion of a new policy related to our Convertible Senior Notes. Convertible Senior Notes We allocated the principal amount of the Convertible Senior Notes between its liability and equity components. The carrying amount of the liability component was determined by measuring the fair value of a similar debt instrument of similar credit quality and maturity that did not have the convert feature. The carrying amount of the equity component, representing the embedded conversion option, was determined by deducting the fair value of the liability component from the principal amount of the Convertible Senior Notes as a whole. The equity component was recorded to additional paid-in capital and is not remeasured as long as it continues to meet the conditions for equity classification. The excess of the principal amount of the Convertible Senior Notes over the carrying amount of the liability component was recorded as a debt discount, and is being amortized to interest expense using the effective interest method through the first date holders have the right to require us to repurchase all or any portion of their Convertible Senior Notes; the first put date (see Note 8). We allocate the total amount of transaction costs incurred to the liability and equity components using the same proportions as the proceeds from the Convertible Senior Notes. Transaction costs attributable to the liability component were recorded as a direct deduction from the liability component of the Convertible Senior Notes, and are being amortized to interest expense using the effective interest method through the first put date. Transaction costs attributable to the equity component were netted with the equity component of the Convertible Senior Notes in additional paid-in capital. Recent Accounting Pronouncements In April 2015, the FASB issued ASU No. 2015-03, Interest - Imputation of Interest (Subtopic 835-30) - Simplifying the Presentation of Debt Issuance Costs. This standard requires companies to present debt issuance costs on the balance sheet as a direct deduction from the related liability, consistent with the presentation of debt discounts, rather than as an asset. Amortization of such costs will continue to be reported as interest expense. The guidance is effective for us beginning in the first quarter of 2016, and requires retrospective application to all prior periods presented in the financial statements. Early adoption is permitted. We have elected to early adopt this standard in the current fiscal quarter, concurrent with the issuance of our Convertible Senior Notes. As such, the issuance costs determined attributable to the liability component of our Convertible Senior Notes have been recorded as a direct deduction from the carrying amount of the notes liability (See Note 8). The adoption of this standard has no impact on any prior period financial statements presented, as we did not previously incur any debt issuance costs. In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers (Topic 606). This standard provides a single model for revenue arising from contracts with customers and supersedes current revenue recognition guidance. The core principle of the guidance is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. In July 2015, the FASB decided to defer the effective date by one year, and as a result, the guidance is effective for us beginning in the first quarter of 2018. Early adoption as of the original effective date would be permitted. The guidance permits companies to either apply the requirements retrospectively to all prior periods presented, or apply the requirements in the year of adoption, through a cumulative adjustment. We are currently evaluating the impact the adoption will have on our consolidated financial statements and related disclosures. In August 2014, the FASB issued ASU 2014-15, Disclosures of Uncertainties About an Entity’s Ability to Continue as a Going Concern. This standard provides guidance on how and when reporting entities must disclose going-concern uncertainties in their financial statements. The guidance is effective for us beginning in the first quarter of 2017. Early adoption is permitted. The adoption of this standard is not expected to have an impact on our consolidated financial statements. |
Fair Value Measurements (Notes)
Fair Value Measurements (Notes) | 6 Months Ended |
Jun. 30, 2015 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Fair Value Measurements The accounting guidance for fair value measurements provides a framework for measuring fair value on either a recurring or nonrecurring basis, whereby the inputs used in our valuation techniques are assigned a hierarchical level. The following are the three levels of inputs to measure fair value: • Level 1: Observable inputs that reflect quoted prices (unadjusted) for identical assets or liabilities in active markets. • Level 2: Inputs that reflect quoted prices for identical assets or liabilities in less active markets; quoted prices for similar assets or liabilities in active markets; benchmark yields, reported trades, broker/dealer quotes, inputs other than quoted prices that are observable for the assets or liabilities; or inputs that are derived principally from or corroborated by observable market data by correlation or other means. • Level 3: Unobservable inputs that reflect our own assumptions incorporated in valuation techniques used to measure fair value. These assumptions are required to be consistent with market participant assumptions that are reasonably available. We consider an active market to be one in which transactions for the asset or liability occur with sufficient frequency and volume to provide pricing information on an ongoing basis, and consider an inactive market to be one in which there are infrequent or few transactions for the asset or liability, the prices are not current, or price quotations vary substantially either over time or among market makers. Where appropriate, our own or the counterparty’s non-performance risk is considered in measuring the fair values of assets. The following table presents our assets measured at fair value on a recurring basis using the above input categories (in thousands): As of June 30, 2015 As of December 31, 2014 Description Level 1 Level 2 Level 3 Total Level 1 Level 2 Level 3 Total Cash equivalents: Money market funds $ 300,064 $ — $ — $ 300,064 $ 13,069 $ — $ — $ 13,069 Commercial paper — 59,991 — 59,991 — — — — U.S. Government agencies — 196,090 — 196,090 — 12,950 — 12,950 Total cash equivalents 300,064 256,081 — 556,145 13,069 12,950 — 26,019 Short-term investments: Certificates of deposit — 11,482 — 11,482 — 4,994 — 4,994 Commercial paper — 4,998 — 4,998 — — — — Corporate notes and bonds — 286,828 — 286,828 — 142,984 — 142,984 U.S. Government agencies — 159,829 — 159,829 — 107,867 — 107,867 Total short-term investments — 463,137 — 463,137 — 255,845 — 255,845 Total assets measured at fair value $ 300,064 $ 719,218 $ — $ 1,019,282 $ 13,069 $ 268,795 $ — $ 281,864 The estimated fair value of the Convertible Senior Notes as of June 30, 2015 was determined to be $979.0 million , based on quoted market prices. We consider the fair value of the Convertible Senior Notes to be a Level 2 measurement as they are not actively traded. |
Short-Term Investments (Notes)
Short-Term Investments (Notes) | 6 Months Ended |
Jun. 30, 2015 | |
Investments, Debt and Equity Securities [Abstract] | |
Short-Term Investments | Short-Term Investments Our investments consisted of the following available-for-sale securities (in thousands): As of June 30, 2015 Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Estimated Fair Value Cash and cash equivalents Short-term investment Certificates of deposit $ 11,480 $ 5 $ (3 ) $ 11,482 $ — $ 11,482 Commercial paper 64,995 — (6 ) 64,989 59,991 4,998 Corporate notes and bonds 287,234 4 (410 ) 286,828 — 286,828 U.S. Government agencies 355,981 40 (102 ) 355,919 196,090 159,829 Total $ 719,690 $ 49 $ (521 ) $ 719,218 $ 256,081 $ 463,137 As of December 31, 2014 Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Estimated Fair Value Cash and cash equivalents Short-term investment Certificates of deposit $ 5,000 $ — $ (6 ) $ 4,994 $ — $ 4,994 Corporate notes and bonds 143,215 4 (235 ) 142,984 — 142,984 U.S. Government agencies 121,021 1 (205 ) 120,817 12,950 107,867 Total $ 269,236 $ 5 $ (446 ) $ 268,795 $ 12,950 $ 255,845 The following tables present the gross unrealized losses and related fair values of our investments that have been in a continuous unrealized loss position (in thousands): As of June 30, 2015 Less Than 12 Months Greater Than 12 Months Total Fair Value Unrealized Loss Fair Value Unrealized Loss Fair Value Unrealized Loss Certificates of deposit $ 5,717 $ (3 ) $ — $ — $ 5,717 $ (3 ) Commercial paper 64,989 (6 ) — — 64,989 (6 ) Corporate notes and bonds 208,767 (382 ) 48,026 (28 ) 256,793 (410 ) U.S. Government agencies 213,784 (101 ) 4,998 (1 ) 218,782 (102 ) Total $ 493,257 $ (492 ) $ 53,024 $ (29 ) $ 546,281 $ (521 ) As of December 31, 2014 Less Than 12 Months Greater Than 12 Months Total Fair Value Unrealized Loss Fair Value Unrealized Loss Fair Value Unrealized Loss Certificates of deposit $ 3,793 $ (6 ) $ — $ — $ 3,793 $ (6 ) Corporate notes and bonds 130,920 (235 ) — — 130,920 (235 ) U.S. Government agencies 109,868 (205 ) — — 109,868 (205 ) Total $ 244,581 $ (446 ) $ — $ — $ 244,581 $ (446 ) Unrealized losses related to these investments are due to interest rate fluctuations as opposed to credit quality. In addition, we do not intend to sell, and it is not more likely than not that we would be required to sell, these investments before recovery of their cost basis. As a result, there is no other-than-temporary impairment for these investments as of June 30, 2015 . The following table summarizes the contractual maturities of our investments at June 30, 2015 (in thousands): Amortized Cost Fair Value Due within one year $ 459,524 $ 459,426 Due within one to two years 260,166 259,792 Total $ 719,690 $ 719,218 All available-for-sale securities have been classified as current, based on management's intent and ability to use the funds in current operations. |
Property and Equipment (Notes)
Property and Equipment (Notes) | 6 Months Ended |
Jun. 30, 2015 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment | Property and Equipment Property and equipment, net consisted of the following (in thousands): As of June 30, 2015 As of December 31, 2014 Computer equipment and software $ 98,745 $ 85,171 Leasehold improvements 37,611 34,522 Furniture and fixtures 12,759 12,022 Machinery and equipment 447 447 Total property and equipment 149,562 132,162 Less: accumulated depreciation (75,124 ) (49,864 ) Total property and equipment, net $ 74,438 $ 82,298 Depreciation and amortization expense related to property and equipment and demonstration units during the three months ended June 30, 2015 and 2014 was $15.3 million and $10.2 million , respectively. Depreciation and amortization expense related to property and equipment and demonstration units during the six months ended June 30, 2015 and 2014 was $29.5 million and $19.9 million , respectively. During the three months ended June 30, 2015 , we recognized $1.1 million in accelerated depreciation expense associated with changes in the estimated useful life of certain assets to be replaced in the first quarter of 2016. |
Business Combinations (Notes)
Business Combinations (Notes) | 6 Months Ended |
Jun. 30, 2015 | |
Business Combinations [Abstract] | |
Business Combinations | Business Combinations On May 9, 2014, we acquired all outstanding shares of privately held nPulse Technologies, Inc. (“nPulse”), a performance leader in network forensics based in Charlottesville, Virginia. The acquisition of nPulse strengthens our position as a leader in advanced threat detection and incident response management solutions. The total purchase consideration of $56.6 million consisted of $55.2 million in cash, $0.1 million of equity awards assumed, and 54,319 shares of our common stock, with a fair value of $1.3 million which will vest upon the achievement of milestones. The number of shares was fixed at the completion of the acquisition, and is the maximum number of shares that can vest over a period of approximately three and half years from the acquisition date. The acquisition of nPulse was accounted for in accordance with the acquisition method of accounting for business combinations with FireEye as the accounting acquirer. We expensed the related acquisition costs of $0.5 million in general and administrative expenses. Under the acquisition method of accounting, the total purchase consideration is allocated to the tangible and identifiable intangible assets acquired and liabilities assumed based on their estimated fair values. The purchase price allocation was finalized during the three months ended June 30, 2015. Total allocation of the purchase price allocation is as follows (in thousands): Amount Net tangible liabilities assumed $ (1,833 ) Intangible assets 24,700 Deferred tax asset 442 Deferred tax liability (8,368 ) Goodwill 41,671 Total purchase price allocation $ 56,612 None of the goodwill is deductible for U.S. federal income tax purposes. Intangible assets consist primarily of developed technology, customer relationships and in-process research and development. Developed technology intangible includes a combination of patented and unpatented technology, trade secrets, computer software and research processes that represent the foundation for the existing and planned new products and services. Customer relationships intangible relates to nPulse’s ability to sell existing, in-process and future products and services to its existing and potential customers. The in-process research and development intangible represents the estimated fair value of acquired research projects which had not reached technological feasibility at acquisition date, but have since been developed into products and services. The estimated useful life and fair values of the identifiable intangible assets are as follows (in thousands): Estimated Useful Life (in years) Amount Developed technology 6 $ 10,100 Customer relationships 8 8,000 In-process research and development N/A 6,600 Total $ 24,700 The results of operations of nPulse 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. Goodwill and Purchased Intangible Assets There were no changes in the carrying amount of goodwill for the six months ended June 30, 2015 . Purchased intangible assets consisted of the following as of the dates below (in thousands): As of June 30, 2015 As of December 31, 2014 Developed technology $ 78,193 $ 78,193 Content 128,600 128,600 Customer relationships 75,300 75,300 Contract backlog 13,800 13,800 Trade names 12,400 12,400 Total intangible assets 308,293 308,293 Less: accumulated amortization (70,201 ) (46,668 ) Total net intangible assets $ 238,092 $ 261,625 Amortization expense of intangible assets for the three months ended June 30, 2015 and 2014 was $11.8 million and $11.2 million , respectively. Amortization expense of intangible assets for the six months ended June 30, 2015 and 2014 was $23.5 million and $22.0 million , respectively. The expected annual amortization expense of intangible assets as of June 30, 2015 is presented below (in thousands): Years Ending December 31, Amount 2015 (remaining six months) $ 23,532 2016 46,448 2017 40,503 2018 29,346 2019 27,574 2020 and thereafter 70,689 Total $ 238,092 |
Restructuring Charges (Notes)
Restructuring Charges (Notes) | 6 Months Ended |
Jun. 30, 2015 | |
Restructuring and Related Activities [Abstract] | |
Restructuring Charges | Restructuring Charges We initiated a series of business restructuring plans beginning in August 2014 to reduce our cost structure and improve efficiency, resulting in workforce reductions and the consolidation of certain real estate facilities. These activities were substantially complete as of December 31, 2014. The following table sets forth a summary of restructuring activities during the six months ended June 30, 2015 (in thousands): Severance and related costs Facilities costs Total costs Balance, December 31, 2014 $ — $ 765 $ 765 Provision for restructuring charges — — — Cash payments — (457 ) (457 ) Balance, June 30, 2015 $ — $ 308 $ 308 The remaining restructuring balance of $0.3 million at June 30, 2015 relates to non-cancelable lease costs, which we expect to pay over the terms of the related obligations through the third quarter of 2017, less sublease income. |
Deferred Revenue (Notes)
Deferred Revenue (Notes) | 6 Months Ended |
Jun. 30, 2015 | |
Revenue Recognition [Abstract] | |
Deferred Revenue | Deferred Revenue Deferred revenue consisted of the following as of the dates below (in thousands): As of June 30, 2015 As of December 31, 2014 Product, current $ 9,176 $ 10,718 Subscription and services, current 223,346 193,159 Total deferred revenue, current 232,522 203,877 Product, non-current 3,599 4,891 Subscription and services, non-current 173,770 143,775 Total deferred revenue, non-current 177,369 148,666 Total deferred revenue $ 409,891 $ 352,543 |
Convertible Senior Notes (Notes
Convertible Senior Notes (Notes) | 6 Months Ended |
Jun. 30, 2015 | |
Debt Disclosure [Abstract] | |
Convertible Senior Notes | Convertible Senior Notes Convertible Senior Notes In June 2015, we issued $460.0 million principal amount of Series A Notes and $460.0 million principal amount of Series B Notes, including the full exercise of the initial purchasers' over-allotment option, in a private placement to qualified institutional purchasers pursuant to an exemption from registration provided by Section 4(a)(2) and Rule 144A under the Securities Act. The net proceeds after the initial purchasers' discount of $23.0 million and issuance costs of $0.5 million from the Convertible Senior Notes were $896.5 million . The Series A Notes and Series B Notes bear interest at 1.000% per year and 1.625% per year, respectively, payable semiannually in arrears on June 1 and December 1 of each year, beginning December 1, 2015. The Convertible Senior Notes mature on June 1, 2035, unless earlier repurchased, redeemed or converted. The Convertible Senior Notes are unsecured obligations and rank senior in right of payment to any of our indebtedness that is expressly subordinated in right of payment to the Convertible Senior Notes. They rank equally in right of payment with all of our existing and future liabilities that are not expressly subordinated to the Convertible Senior Notes and effectively rank junior in right of payment to any of our secured indebtedness to the extent of the value of the assets securing such indebtedness. They are structurally junior to all indebtedness and other liabilities (including trade payables) of our subsidiaries. The Convertible Senior Notes do not contain any financial covenants and do not restrict us from paying dividends or issuing or repurchasing our other securities. The initial conversion rate on each series of Convertible Senior Notes is 16.4572 shares of our common stock per $1,000 principal amount of Convertible Senior Notes, which is equivalent to an initial conversion price of approximately $60.76 per share of common stock. The conversion rate of each series of Convertible Senior Notes may be adjusted upon the occurrence of certain specified events, but not for accrued and unpaid interest. Holders may convert the Convertible Senior Notes at their option in multiples of $1,000 principal amount prior to March 1, 2035, excluding the period from March 1, 2020 to June 1, 2020 in the case of the Series A Notes and March 1, 2022 to June 1, 2022 in the case of the Series B Notes, only under the following circumstances: • during any calendar quarter commencing after the calendar quarter ending on September 30, 2015 (and only during such calendar quarter), if the last reported sale price of the common stock for at least 20 trading days (whether or not consecutive) during a period of 30 consecutive trading days ending on the last trading day of the immediately preceding calendar quarter is greater than or equal to 130% of the conversion price for the Convertible Senior Notes of the relevant series on each applicable trading day; • during the five business day period after any five consecutive trading day period in which the trading price per $1,000 principal amount of Series A Notes or Series B Notes, as applicable, for each trading day of the measurement period was less than 98% of the product of the last reported sale price of our common stock and the conversion rate for the notes of the relevant series on each such trading day; • if we call any or all of the Convertible Senior Notes of a series for redemption, at any time prior to the close of business on the scheduled trading day immediately preceding the relevant redemption date; or • upon the occurrence of specified corporate events, as specified in each indenture governing the Convertible Senior Notes. Regardless of the foregoing conditions, holders may convert their Convertible Senior Notes at their option in multiples of $1,000 principal amount at any time during the period from March 1, 2020 to June 1, 2020 in the case of the Series A Notes and during the period from March 1, 2022 to June 1, 2022 in the case of the Series B Notes, or after March 1, 2035 until maturity for either series of Convertible Senior Notes. Upon conversion, the Convertible Senior Notes can be settled in cash, shares of our common stock or any combination thereof at our option. We may be required by holders of the Convertible Senior Notes to repurchase all or any portion of their Convertible Senior Notes at 100% of the principal amount plus accrued and unpaid interest, on each of June 1, 2020, June 1, 2025 and June 1, 2030, in the case of the Series A Notes, and each of June 1, 2022, June 1, 2025 and June 1, 2030 in the case of the Series B Notes. Holders may also require us to repurchase the Convertible Senior Notes if we undergo a "fundamental change," as defined in each indenture governing the Convertible Senior Notes, at a purchase price equal to 100% of the principal amount, plus accrued and unpaid interest. Additionally, we may redeem for cash all or any portion of the Series B Notes on or after June 1, 2020 until June 1, 2022 if the last reported sale price of our common stock has been at least 130% of the conversion price then in effect for at least 20 trading days (whether or not consecutive) during any 30 consecutive trading day period (including the last trading day of such period) ending not more than three trading days immediately preceding the date we provide notice of redemption. We also may redeem for cash all or any portion of the Series A Notes on or after June 1, 2020 until maturity and all or any portion of the Series B Notes on or after June 1, 2022 until maturity, regardless of the foregoing sale price condition. In accordance with accounting for debt with conversions and other options, we allocated the principal amount of the Convertible Senior Notes into liability and equity components. We also allocated the total amount of initial purchasers' discount and transaction costs incurred to the liability and equity components using the same proportions as the proceeds from the Convertible Senior Notes. Transaction costs of $0.4 million and $0.1 million were attributable to the liability component and equity component of the Convertible Senior Notes, respectively. As of June 30, 2015 , the liability and equity components of the Convertible Senior Notes consisted of the following (in thousands): Series A Notes Series B Notes Total Liability component: Principal $ 460,000 $ 460,000 $ 920,000 Less: Convertible senior notes discounts and issuance costs, net of amortization (102,774 ) (128,265 ) (231,039 ) Net carrying amount $ 357,226 $ 331,735 $ 688,961 Equity component, net of issuance costs $ 92,567 $ 117,834 $ 210,401 The unamortized discounts and issuance costs as of June 30, 2015 will be amortized over a weighted-average remaining period of approximately 6 years. For the three and six months ended June 30, 2015 , interest expense related to the Convertible Senior Notes consisted of the following (in thousands): Series A Notes Series B Notes Total Coupon interest $ 383 $ 623 $ 1,006 Amortization of convertible senior notes discounts and issuance costs 1,528 1,304 2,832 Total interest expense recognized $ 1,911 $ 1,927 $ 3,838 Effective interest rate on the liability component 6.4 % 7.0 % 6.7 % Prepaid Forward Stock Purchase In connection with the issuance of the Convertible Senior Notes, we also entered into privately negotiated Prepaid Forwards with one of the initial purchasers of the Convertible Senior Notes (the "Forward Counterparty"), pursuant to which we purchased approximately $150.0 million worth of our common stock (equivalent to approximately 3.3 million shares) for settlement on or around June 1, 2020 and June 1, 2022, respectively, subject to any early settlement, in whole or in part, of each Prepaid Forward. The Prepaid Forwards are intended to facilitate privately negotiated derivative transactions by which investors in the Convertible Senior Notes will be able to hedge their investment in the Convertible Senior Notes. In the event we pay any cash dividends on our common stock, the Forward Counterparty will pay an equivalent amount back to us. The related shares were accounted for as a repurchase of common stock, and are presented as Treasury Stock in the unaudited condensed consolidated balance sheets. The 3.3 million shares of common stock purchased under the Prepaid Forwards are excluded from weighted-average shares outstanding for basic and diluted EPS purposes although they remain legally outstanding. |
Commitments and Contingencies (
Commitments and Contingencies (Notes) | 6 Months Ended |
Jun. 30, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Leases We lease our facilities under various non-cancelable operating leases, which expire on various dates through the year ending December 31, 2024. Rent expense is recognized using the straight-line method over the term of the lease. Rent expense, net of sublease income, was $3.6 million and $2.7 million for the three months ended June 30, 2015 and 2014 , respectively. Rent expense, net of sublease income, was $6.8 million and $5.3 million for the six months ended June 30, 2015 and 2014 , respectively. The aggregate future non-cancelable minimum rental payments on our operating leases, as of June 30, 2015 , are as follows (in thousands): Years Ending December 31, Amount 2015 (remaining six months) $ 10,846 2016 10,646 2017 7,916 2018 5,759 2019 5,522 2020 and thereafter 10,511 Total $ 51,200 Total future non-cancelable minimum rental payments have not been reduced by future minimum sublease rentals totaling $1.0 million . We are party to letters of credit totaling $1.9 million as of June 30, 2015 and December 31, 2014 , issued primarily in support of operating leases at several of our facilities. These letters of credit are collateralized by a line with our bank. No amounts have been drawn against these letters of credit. Contract Manufacturer Commitments Our independent contract manufacturers procure components and assemble 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 June 30, 2015 and December 31, 2014 , we had non-cancelable open orders of $21.8 million and $23.2 million , respectively. We are required to record a liability for firm, non-cancelable and unconditional purchase commitments with contract manufacturers and suppliers for quantities in excess of our future demand forecasts. As of June 30, 2015 we have not accrued any significant costs for such non-cancelable commitments. Purchase Obligations As of June 30, 2015 , we had approximately $26.0 million of non-cancelable firm purchase commitments primarily for purchases of software and services. Amounts which we have received delivery of the goods or services under purchase orders outstanding at June 30, 2015 , are reflected in the Condensed Consolidated Balance Sheet as accounts payable or accrued liabilities, and are excluded from the $26.0 million . 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. On June 20, 2014, a purported stockholder class action lawsuit was filed in the Superior Court of California, County of Santa Clara, against the Company, current and former members of our Board of Directors, our Chief Financial Officer, and the underwriters of our March 2014 follow-on public offering. On July 17, 2014, a substantially similar lawsuit was filed in the same court against the same defendants. The actions were consolidated and, on March 4, 2015, an amended complaint was filed, alleging violations of the federal securities laws on behalf of a purported class consisting of purchasers of the Company's common stock pursuant or traceable to the registration statement and prospectus for the follow-on public offering, and seeking unspecified compensatory damages and other relief. On April 20, 2015, defendants filed demurrers seeking that the amended complaint be dismissed. On July 10, 2015, the court heard oral argument on the demurrers and has yet to issue a final ruling. The Company intends to defend the litigation vigorously. Based on information currently available, the Company has determined that the amount of any possible loss or range of possible loss is not reasonably estimable. On November 24, 2014, a purported stockholder class action lawsuit was filed in the United States District Court for the Northern District of California against the Company and certain of its officers. On June 29, 2015, plaintiffs filed a consolidated complaint alleging violations of the federal securities laws on behalf of a putative class of all persons who purchased or otherwise acquired the Company’s securities between January 2, 2014, and November 4, 2014. Plaintiffs seek, among other things, compensatory damages and attorneys’ fees and costs on behalf of the putative class. The Company intends to defend the litigation vigorously. Based on information currently available, the Company has determined that the amount of any possible loss or range of possible loss is not reasonably estimable. On January 28, 2015, certain of the Company’s officers and directors were named as defendants in a putative derivative action filed in the Superior Court of California, County of Santa Clara. On April 21, 2015, a substantially similar lawsuit was filed in the same court against the same defendants. The Company is named as a nominal defendant in both actions. The actions were consolidated and a consolidated complaint was filed on June 15, 2015, purporting to allege claims for breach of fiduciary duty and unjust enrichment. Defendants have filed demurrers to the consolidated complaint, which are scheduled for hearing on December 4, 2015. Based on information currently available, the Company has determined that the amount of any possible loss or range of possible loss is not reasonably estimable. On April 28, 2015, a lawsuit was filed in the Delaware Court of Chancery by a purported stockholder against the Company, seeking production of certain books and records pursuant to Delaware law. The Company filed a motion to dismiss, which is set to be heard on August 11, 2015. The Company intends to defend the litigation vigorously. Based on information currently available, the Company has determined that the amount of any possible loss or range of possible loss is not reasonably estimable. We are also 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. 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 for actions taken while they are or were serving in good faith in such capacities. Through June 30, 2015 , there have been no claims under any indemnification provisions. |
Common Shares Reserved for Issu
Common Shares Reserved for Issuance (Notes) | 6 Months Ended |
Jun. 30, 2015 | |
Equity [Abstract] | |
Common Shares Reserved for Issuance | Common Shares Reserved for Issuance We have 100,000,000 shares of convertible preferred stock authorized, none of which were issued and outstanding as of June 30, 2015 or December 31, 2014 . Under our amended and restated certificate of incorporation, we are authorized to issue 1,000,000,000 shares of common stock with a par value of $0.0001 per share as of June 30, 2015 and December 31, 2014 . Each share of common stock outstanding 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 June 30, 2015 and December 31, 2014 , we had reserved shares of common stock for issuance as follows (in thousands): As of June 30, 2015 As of December 31, 2014 Reserved under stock award plans 41,458 38,879 Convertible Senior Notes 15,141 — ESPP 3,792 2,683 Total 60,391 41,562 |
Equity Award Plans (Notes)
Equity Award Plans (Notes) | 6 Months Ended |
Jun. 30, 2015 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Equity Award Plans | Equity Award Plans We have operated under our 2013 Equity Incentive Plan ("2013 Plan") since our initial public offering ("IPO") in September 2013. Our 2013 Plan provides for the issuance of restricted stock and the granting of options, stock appreciation rights, performance shares, performance units and restricted stock units to our employees, officers, directors and consultants. Awards granted under the 2013 Plan vest over the periods determined by the Board of Directors or compensation committee of the Board of Directors, generally four years, and stock options granted under the 2013 Plan 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 the award shall expire five years from the date of grant. For options granted to any other employee, the per share exercise price shall be no less than 100% of the fair value per share on the date of grant. In the case of non-statutory stock options and options granted to consultants, 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 for so long as such stock remains unvested. Approximately 15.0 million shares of our common stock were reserved for future grants as of June 30, 2015 under the 2013 Plan . Our 2013 Employee Stock Purchase Plan ("ESPP") 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 day of each offering period or on the exercise date. Our ESPP provides for annual increases in the number of shares available for issuance on the first day of each fiscal year. An aggregate of 3,792,578 shares of common stock were available for future issuance as of June 30, 2015 under our ESPP. From time to time, we also grant restricted common stock or restricted stock awards outside of our equity incentive plans to certain employees in connection with acquisitions. Stock Option Activity A summary of the activity for our stock option changes during the reporting period and a summary of information related to options vested and expected to vest and options exercisable are presented below (in thousands, except per share amounts and contractual life years): Options Outstanding Number of Shares Weighted- Average Exercise Price Weighted- Average Grant Date Fair Value (per share) Weighted- Aggregate Intrinsic Value Balance — December 31, 2014 18,578 $ 9.13 7.40 $ 445,636 Granted — — $ — Exercised (4,684 ) 4.88 177,528 Cancelled (809 ) 13.95 Balance — June 30, 2015 13,085 $ 10.35 7.32 $ 518,607 Options vested and expected to vest — June 30, 2015 12,847 $ 10.26 7.31 $ 510,092 Options exercisable — June 30, 2015 6,350 $ 8.20 6.87 $ 263,582 Restricted Stock Award (RSA) and Restricted Stock Unit (RSU) Activity A summary of the activity for our restricted common stock, RSAs and RSUs during the reporting period and a summary of information related to unvested restricted common stock, RSAs and RSUs and those expected to vest are presented below (in thousands, except per share amounts and contractual life years): Number of Weighted- Weighted- Aggregate Unvested balance — December 31, 2014 8,341 1.70 $ 263,416 Granted 7,690 $ 41.74 Vested (1,691 ) Cancelled (937 ) Unvested balance — June 30, 2015 13,403 1.74 655,563 Expected to vest — June 30, 2015 12,584 1.74 $ 615,495 We issued into escrow 241,362 restricted stock awards, with an estimated fair value of $6.4 million , for certain employees from the nPulse acquisition. These awards will be released from escrow to such employees if specified performance milestones are met within approximately three and a half years from May 2014, the acquisition date. These awards are also contingent upon the related employees’ continuous employment with us, and we have determined that it is probable that such performance milestones will be met. As such, compensation expense is being recorded over the requisite service period of three and half years. Stock-Based Compensation We record stock-based compensation based on the fair value of stock options on grant date using the Black-Scholes option-pricing model. We determine the fair value of shares of common stock to be issued under the ESPP using the Black-Scholes option-pricing model. The fair value of restricted stock units and restricted stock awards equals the market value of the underlying stock on the date of grant. We grant performance-based restricted stock units and restricted stock awards to certain employees which vest upon the achievement of certain performance conditions, subject to the employees’ continued service relationship with us. We assess the probability of vesting at each reporting period and adjust our compensation cost based on this probability assessment. We recognize such compensation expense on a straight-line basis over the service provider’s requisite service period. The following table summarizes the assumptions used in the Black-Scholes option-pricing model to determine fair value of our common shares to be issued under the ESPP for the offering period beginning May 15, 2015: Three and Six months ended June 30, 2015 Three and Six months ended June 30, 2014 Fair value of common stock $35.16 $23.02 Risk-free interest rate 0.09% - 0.23% 0.05% - 0.09% Expected term (in years) 0.5 - 1.0 0.5 - 1.0 Volatility 39% 45% Dividend yield —% —% Stock-based compensation expense related to stock options, ESPP and restricted stock units and awards is included in the condensed consolidated statements of operations as follows (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2015 2014 2015 2014 Cost of product revenue $ 386 $ 236 $ 654 $ 381 Cost of subscription and services revenue 7,163 3,605 13,541 7,025 Research and development 16,525 7,803 32,560 12,406 Sales and marketing 19,358 15,923 35,812 24,611 General and administrative 12,979 10,686 23,719 19,024 Total $ 56,411 $ 38,253 $ 106,286 $ 63,447 As of June 30, 2015 , total compensation cost related to stock-based awards not yet recognized was $466.8 million , net of es timated forfeitures, which is expected to be amortized on a straight-line basis over the weighted-average remaining vesting period of approximately 3 years . |
Income Taxes (Notes)
Income Taxes (Notes) | 6 Months Ended |
Jun. 30, 2015 | |
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. We recognized a provision for income taxes of $0.9 million for the three months ended June 30, 2015 . We recognized a benefit from income taxes of $10.3 million for the three months ended June 30, 2014 . The tax provision for the three months ended June 30, 2015 is primarily due to foreign taxes and state minimum taxes. The tax benefit for the three months ended June 30, 2014 is primarily due to a decrease in the U.S. deferred tax liabilities previously established in purchase accounting due to amortization of the related intangibles and an increase in U.S. deferred tax assets primarily related to current year operating losses and stock based compensation, partially offset by foreign taxes and state minimum taxes. We recognized a provision for income taxes of $1.9 million for the six months ended June 30, 2015 . We recognized a benefit from income taxes of $16.4 million for the six months ended June 30, 2014 . The tax provision for the six months ended June 30, 2015 is primarily due to foreign taxes and state minimum taxes. The tax benefit for the six months ended June 30, 2014 is primarily due to a decrease in the U.S. deferred tax liabilities previously established in purchase accounting due to amortization of the related intangibles and an increase in U.S. deferred tax assets primarily related to current year operating losses and stock based compensation, partially offset by foreign taxes and state minimum taxes. |
Net Loss per Share (Notes)
Net Loss per Share (Notes) | 6 Months Ended |
Jun. 30, 2015 | |
Earnings Per Share [Abstract] | |
Net Loss per Share | Net Loss per Share Basic net 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 potentially dilutive common shares, including common stock issuable upon exercise of stock options, conversion of the Convertible Senior Notes, and unvested restricted common stock and stock units. As we had net losses for the three and six months ended June 30, 2015 and 2014 , 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 June 30, Six Months Ended June 30, 2015 2014 2015 2014 Numerator: Net loss $ (133,573 ) $ (116,823 ) $ (267,537 ) $ (218,034 ) Denominator: Weighted average number of shares outstanding—basic and diluted 154,121 141,895 152,890 137,939 Net loss per share—basic and diluted $ (0.87 ) $ (0.82 ) $ (1.75 ) $ (1.58 ) The following outstanding options and unvested shares 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 anti-dilutive (in thousands): As of June 30, 2015 2014 Options to purchase common stock 13,085 23,317 Unvested early exercised common shares 1,547 3,308 Unvested restricted stock awards and units 13,403 6,960 Convertible senior notes 15,141 — ESPP shares 97 137 |
Employee Benefit Plan (Notes)
Employee Benefit Plan (Notes) | 6 Months Ended |
Jun. 30, 2015 | |
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. In addition, until January 2015, we maintained a tax qualified plan for employees of the Mandiant subsidiary that was assumed in the Mandiant acquisition. In January 2015, the Mandiant 401(k) plan was merged into the 401(k) Plan. All participants’ interests in their deferrals are 100% vested when contributed under both 401(k) plans. We are responsible for administrative costs of the 401(k) Plan and have made no matching contributions into our 401(k) Plan since inception. The Mandiant 401(k) plan had provided for a match of 100% of the first 4% of an eligible employee’s compensation contributed. Matching contributions under the Mandiant 401(k) plan were 100% vested when made. Under both 401(k) plans, pre-tax contributions are allocated to each participant’s individual account and are then invested in selected investment alternatives according to the participants’ directions. Each 401(k) plan is intended to qualify under Sections 401(a) and 501(a) of the Code. As a tax-qualified retirement plan, contributions to each 401(k) plan and earnings on those contributions are not taxable to the employees until distributed from the 401(k) plan, and all contributions are deductible by us when made. We contributed $0.7 million and $1.4 million to the Mandiant 401(k) plan for the three and six months ended June 30, 2014 , respectively. |
Segment and Major Customers Inf
Segment and Major Customers Information (Notes) | 6 Months Ended |
Jun. 30, 2015 | |
Segment Reporting [Abstract] | |
Segment Information | Segment and Major Customers Information We conduct business globally and are primarily managed on a geographic basis. Our Chief Executive Officer, who is 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. 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 June 30, Six Months Ended June 30, 2015 2014 2015 2014 Revenue: United States $ 106,131 $ 69,636 $ 195,320 $ 125,364 EMEA 18,971 14,678 35,763 23,923 APAC 15,610 6,621 29,330 12,948 Other 6,495 3,554 12,164 6,234 Total revenue $ 147,207 $ 94,489 $ 272,577 $ 168,469 Long lived assets by geographic region based on physical location is as follows (in thousands): As of June 30, 2015 As of December 31, 2014 Property and Equipment, net: United States $ 56,805 $ 66,807 International 17,633 15,491 Total property and equipment, net $ 74,438 $ 82,298 For the three and six months ended June 30, 2015 , one distributor represented 15% and 14% , respectively, and one reseller represented 13% and 12% , respectively, of the Company's total revenue. For the three and six months ended June 30, 2014 , one customer represented 12% and 11% , respectively, of the Company's total revenue. As of June 30, 2015 , one distributor represented 10% of the Company's net accounts receivable balance. As of December 31, 2014 , one distributor represented 15% of the Company's net accounts receivable balance. |
Description of Business and S22
Description of Business and Summary of Significant Accounting Policies (Policies) | 6 Months Ended |
Jun. 30, 2015 | |
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 unaudited condensed consolidated financial statements have been prepared on the same basis as our annual consolidated 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 six months ended June 30, 2015 are not necessarily indicative of the results to be expected for the year ending December 31, 2015 or for any other interim period or for any other future year. The balance sheet as of December 31, 2014 has been derived from audited consolidated financial statements at that date but does not include all of the information required by U.S. GAAP for annual consolidated financial statements. The accompanying unaudited condensed consolidated financial statements and related financial information should be read in conjunction with the audited consolidated financial statements and the related notes thereto for the year ended December 31, 2014 included in our Annual Report on Form 10-K, which was filed with the SEC on March 2, 2015 . |
Use of Estimates | Use of Estimates The preparation of condensed consolidated financial statements in conformity with 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 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 stock options 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. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements In April 2015, the FASB issued ASU No. 2015-03, Interest - Imputation of Interest (Subtopic 835-30) - Simplifying the Presentation of Debt Issuance Costs. This standard requires companies to present debt issuance costs on the balance sheet as a direct deduction from the related liability, consistent with the presentation of debt discounts, rather than as an asset. Amortization of such costs will continue to be reported as interest expense. The guidance is effective for us beginning in the first quarter of 2016, and requires retrospective application to all prior periods presented in the financial statements. Early adoption is permitted. We have elected to early adopt this standard in the current fiscal quarter, concurrent with the issuance of our Convertible Senior Notes. As such, the issuance costs determined attributable to the liability component of our Convertible Senior Notes have been recorded as a direct deduction from the carrying amount of the notes liability (See Note 8). The adoption of this standard has no impact on any prior period financial statements presented, as we did not previously incur any debt issuance costs. In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers (Topic 606). This standard provides a single model for revenue arising from contracts with customers and supersedes current revenue recognition guidance. The core principle of the guidance is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. In July 2015, the FASB decided to defer the effective date by one year, and as a result, the guidance is effective for us beginning in the first quarter of 2018. Early adoption as of the original effective date would be permitted. The guidance permits companies to either apply the requirements retrospectively to all prior periods presented, or apply the requirements in the year of adoption, through a cumulative adjustment. We are currently evaluating the impact the adoption will have on our consolidated financial statements and related disclosures. In August 2014, the FASB issued ASU 2014-15, Disclosures of Uncertainties About an Entity’s Ability to Continue as a Going Concern. This standard provides guidance on how and when reporting entities must disclose going-concern uncertainties in their financial statements. The guidance is effective for us beginning in the first quarter of 2017. Early adoption is permitted. The adoption of this standard is not expected to have an impact on our consolidated financial statements. |
Litigation | 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. |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Fair Value Disclosures [Abstract] | |
Schedule of Assets Measured at Fair Value on a Recurring Basis | The following table presents our assets measured at fair value on a recurring basis using the above input categories (in thousands): As of June 30, 2015 As of December 31, 2014 Description Level 1 Level 2 Level 3 Total Level 1 Level 2 Level 3 Total Cash equivalents: Money market funds $ 300,064 $ — $ — $ 300,064 $ 13,069 $ — $ — $ 13,069 Commercial paper — 59,991 — 59,991 — — — — U.S. Government agencies — 196,090 — 196,090 — 12,950 — 12,950 Total cash equivalents 300,064 256,081 — 556,145 13,069 12,950 — 26,019 Short-term investments: Certificates of deposit — 11,482 — 11,482 — 4,994 — 4,994 Commercial paper — 4,998 — 4,998 — — — — Corporate notes and bonds — 286,828 — 286,828 — 142,984 — 142,984 U.S. Government agencies — 159,829 — 159,829 — 107,867 — 107,867 Total short-term investments — 463,137 — 463,137 — 255,845 — 255,845 Total assets measured at fair value $ 300,064 $ 719,218 $ — $ 1,019,282 $ 13,069 $ 268,795 $ — $ 281,864 |
Short-Term Investments (Tables)
Short-Term Investments (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Investments, Debt and Equity Securities [Abstract] | |
Summary of Investments | Our investments consisted of the following available-for-sale securities (in thousands): As of June 30, 2015 Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Estimated Fair Value Cash and cash equivalents Short-term investment Certificates of deposit $ 11,480 $ 5 $ (3 ) $ 11,482 $ — $ 11,482 Commercial paper 64,995 — (6 ) 64,989 59,991 4,998 Corporate notes and bonds 287,234 4 (410 ) 286,828 — 286,828 U.S. Government agencies 355,981 40 (102 ) 355,919 196,090 159,829 Total $ 719,690 $ 49 $ (521 ) $ 719,218 $ 256,081 $ 463,137 As of December 31, 2014 Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Estimated Fair Value Cash and cash equivalents Short-term investment Certificates of deposit $ 5,000 $ — $ (6 ) $ 4,994 $ — $ 4,994 Corporate notes and bonds 143,215 4 (235 ) 142,984 — 142,984 U.S. Government agencies 121,021 1 (205 ) 120,817 12,950 107,867 Total $ 269,236 $ 5 $ (446 ) $ 268,795 $ 12,950 $ 255,845 |
Summary of Unrealized Losses on Investments | The following tables present the gross unrealized losses and related fair values of our investments that have been in a continuous unrealized loss position (in thousands): As of June 30, 2015 Less Than 12 Months Greater Than 12 Months Total Fair Value Unrealized Loss Fair Value Unrealized Loss Fair Value Unrealized Loss Certificates of deposit $ 5,717 $ (3 ) $ — $ — $ 5,717 $ (3 ) Commercial paper 64,989 (6 ) — — 64,989 (6 ) Corporate notes and bonds 208,767 (382 ) 48,026 (28 ) 256,793 (410 ) U.S. Government agencies 213,784 (101 ) 4,998 (1 ) 218,782 (102 ) Total $ 493,257 $ (492 ) $ 53,024 $ (29 ) $ 546,281 $ (521 ) As of December 31, 2014 Less Than 12 Months Greater Than 12 Months Total Fair Value Unrealized Loss Fair Value Unrealized Loss Fair Value Unrealized Loss Certificates of deposit $ 3,793 $ (6 ) $ — $ — $ 3,793 $ (6 ) Corporate notes and bonds 130,920 (235 ) — — 130,920 (235 ) U.S. Government agencies 109,868 (205 ) — — 109,868 (205 ) Total $ 244,581 $ (446 ) $ — $ — $ 244,581 $ (446 ) |
Summary of Contractual Maturities | The following table summarizes the contractual maturities of our investments at June 30, 2015 (in thousands): Amortized Cost Fair Value Due within one year $ 459,524 $ 459,426 Due within one to two years 260,166 259,792 Total $ 719,690 $ 719,218 |
Property and Equipment (Tables)
Property and Equipment (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Property and Equipment | Property and equipment, net consisted of the following (in thousands): As of June 30, 2015 As of December 31, 2014 Computer equipment and software $ 98,745 $ 85,171 Leasehold improvements 37,611 34,522 Furniture and fixtures 12,759 12,022 Machinery and equipment 447 447 Total property and equipment 149,562 132,162 Less: accumulated depreciation (75,124 ) (49,864 ) Total property and equipment, net $ 74,438 $ 82,298 |
Business Combinations (Tables)
Business Combinations (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Business Combinations [Abstract] | |
Schedule of Purchase Price Allocation | Total allocation of the purchase price allocation is as follows (in thousands): Amount Net tangible liabilities assumed $ (1,833 ) Intangible assets 24,700 Deferred tax asset 442 Deferred tax liability (8,368 ) Goodwill 41,671 Total purchase price allocation $ 56,612 |
Schedule of Estimated Useful Life and Fair Values of the Identifiable Intangible Assets | The estimated useful life and fair values of the identifiable intangible assets are as follows (in thousands): Estimated Useful Life (in years) Amount Developed technology 6 $ 10,100 Customer relationships 8 8,000 In-process research and development N/A 6,600 Total $ 24,700 |
Schedule of Purchased Intangible Assets | Purchased intangible assets consisted of the following as of the dates below (in thousands): As of June 30, 2015 As of December 31, 2014 Developed technology $ 78,193 $ 78,193 Content 128,600 128,600 Customer relationships 75,300 75,300 Contract backlog 13,800 13,800 Trade names 12,400 12,400 Total intangible assets 308,293 308,293 Less: accumulated amortization (70,201 ) (46,668 ) Total net intangible assets $ 238,092 $ 261,625 |
Schedule of Expected Annual Amortization Expense of Intangible Assets | The expected annual amortization expense of intangible assets as of June 30, 2015 is presented below (in thousands): Years Ending December 31, Amount 2015 (remaining six months) $ 23,532 2016 46,448 2017 40,503 2018 29,346 2019 27,574 2020 and thereafter 70,689 Total $ 238,092 |
Restructuring Charges (Tables)
Restructuring Charges (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Restructuring and Related Activities [Abstract] | |
Summary of Restructuring Activities | The following table sets forth a summary of restructuring activities during the six months ended June 30, 2015 (in thousands): Severance and related costs Facilities costs Total costs Balance, December 31, 2014 $ — $ 765 $ 765 Provision for restructuring charges — — — Cash payments — (457 ) (457 ) Balance, June 30, 2015 $ — $ 308 $ 308 |
Deferred Revenue (Tables)
Deferred Revenue (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Revenue Recognition [Abstract] | |
Schedule of Deferred Revenue | Deferred revenue consisted of the following as of the dates below (in thousands): As of June 30, 2015 As of December 31, 2014 Product, current $ 9,176 $ 10,718 Subscription and services, current 223,346 193,159 Total deferred revenue, current 232,522 203,877 Product, non-current 3,599 4,891 Subscription and services, non-current 173,770 143,775 Total deferred revenue, non-current 177,369 148,666 Total deferred revenue $ 409,891 $ 352,543 |
Convertible Senior Notes (Table
Convertible Senior Notes (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Debt Disclosure [Abstract] | |
Schedule of the Liability and Equity Components of the Convertible Senior Notes | As of June 30, 2015 , the liability and equity components of the Convertible Senior Notes consisted of the following (in thousands): Series A Notes Series B Notes Total Liability component: Principal $ 460,000 $ 460,000 $ 920,000 Less: Convertible senior notes discounts and issuance costs, net of amortization (102,774 ) (128,265 ) (231,039 ) Net carrying amount $ 357,226 $ 331,735 $ 688,961 Equity component, net of issuance costs $ 92,567 $ 117,834 $ 210,401 |
Schedule of Interest Expense related to the Convertible Senior Notes | For the three and six months ended June 30, 2015 , interest expense related to the Convertible Senior Notes consisted of the following (in thousands): Series A Notes Series B Notes Total Coupon interest $ 383 $ 623 $ 1,006 Amortization of convertible senior notes discounts and issuance costs 1,528 1,304 2,832 Total interest expense recognized $ 1,911 $ 1,927 $ 3,838 Effective interest rate on the liability component 6.4 % 7.0 % 6.7 % |
Commitments and Contingencies30
Commitments and Contingencies (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of Future Non-cancelable Minimum Rental Payments for Operating Leases | The aggregate future non-cancelable minimum rental payments on our operating leases, as of June 30, 2015 , are as follows (in thousands): Years Ending December 31, Amount 2015 (remaining six months) $ 10,846 2016 10,646 2017 7,916 2018 5,759 2019 5,522 2020 and thereafter 10,511 Total $ 51,200 |
Common Shares Reserved for Is31
Common Shares Reserved for Issuance (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Equity [Abstract] | |
Schedule of Reserved Shares of Common Stock for Issuance | As of June 30, 2015 and December 31, 2014 , we had reserved shares of common stock for issuance as follows (in thousands): As of June 30, 2015 As of December 31, 2014 Reserved under stock award plans 41,458 38,879 Convertible Senior Notes 15,141 — ESPP 3,792 2,683 Total 60,391 41,562 |
Equity Award Plans (Tables)
Equity Award Plans (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Summary of the Activity for Stock Option Changes and Summary of Information Related to Options Vested and Expected to Vest and Options Exercisable | A summary of the activity for our stock option changes during the reporting period and a summary of information related to options vested and expected to vest and options exercisable are presented below (in thousands, except per share amounts and contractual life years): Options Outstanding Number of Shares Weighted- Average Exercise Price Weighted- Average Grant Date Fair Value (per share) Weighted- Aggregate Intrinsic Value Balance — December 31, 2014 18,578 $ 9.13 7.40 $ 445,636 Granted — — $ — Exercised (4,684 ) 4.88 177,528 Cancelled (809 ) 13.95 Balance — June 30, 2015 13,085 $ 10.35 7.32 $ 518,607 Options vested and expected to vest — June 30, 2015 12,847 $ 10.26 7.31 $ 510,092 Options exercisable — June 30, 2015 6,350 $ 8.20 6.87 $ 263,582 |
Summary of Activity for Restricted Common Stock, RSAs and RSUs and Summary of Information Related to Unvested Restricted Common Stock, RSAs and RSUs and those Expected to Vest | A summary of the activity for our restricted common stock, RSAs and RSUs during the reporting period and a summary of information related to unvested restricted common stock, RSAs and RSUs and those expected to vest are presented below (in thousands, except per share amounts and contractual life years): Number of Weighted- Weighted- Aggregate Unvested balance — December 31, 2014 8,341 1.70 $ 263,416 Granted 7,690 $ 41.74 Vested (1,691 ) Cancelled (937 ) Unvested balance — June 30, 2015 13,403 1.74 655,563 Expected to vest — June 30, 2015 12,584 1.74 $ 615,495 |
Summary of Assumptions used in the Black-Scholes Option-pricing Model to Determine Fair Value | The following table summarizes the assumptions used in the Black-Scholes option-pricing model to determine fair value of our common shares to be issued under the ESPP for the offering period beginning May 15, 2015: Three and Six months ended June 30, 2015 Three and Six months ended June 30, 2014 Fair value of common stock $35.16 $23.02 Risk-free interest rate 0.09% - 0.23% 0.05% - 0.09% Expected term (in years) 0.5 - 1.0 0.5 - 1.0 Volatility 39% 45% Dividend yield —% —% |
Schedule of Stock-Based Compensation Expense Related to Stock Options, ESPP and Restricted Stock Units and Awards | Stock-based compensation expense related to stock options, ESPP and restricted stock units and awards is included in the condensed consolidated statements of operations as follows (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2015 2014 2015 2014 Cost of product revenue $ 386 $ 236 $ 654 $ 381 Cost of subscription and services revenue 7,163 3,605 13,541 7,025 Research and development 16,525 7,803 32,560 12,406 Sales and marketing 19,358 15,923 35,812 24,611 General and administrative 12,979 10,686 23,719 19,024 Total $ 56,411 $ 38,253 $ 106,286 $ 63,447 |
Net Loss per Share (Tables)
Net Loss per Share (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Earnings Per Share [Abstract] | |
Schedule of Computation of Net Loss Per Common Share | The following table sets forth the computation of net loss per common share (in thousands, except per share amounts): Three Months Ended June 30, Six Months Ended June 30, 2015 2014 2015 2014 Numerator: Net loss $ (133,573 ) $ (116,823 ) $ (267,537 ) $ (218,034 ) Denominator: Weighted average number of shares outstanding—basic and diluted 154,121 141,895 152,890 137,939 Net loss per share—basic and diluted $ (0.87 ) $ (0.82 ) $ (1.75 ) $ (1.58 ) |
Schedule of Outstanding Options and Unvested Shares Excluded from Diluted Net Loss Per Share Computation | The following outstanding options and unvested shares 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 anti-dilutive (in thousands): As of June 30, 2015 2014 Options to purchase common stock 13,085 23,317 Unvested early exercised common shares 1,547 3,308 Unvested restricted stock awards and units 13,403 6,960 Convertible senior notes 15,141 — ESPP shares 97 137 |
Segment and Major Customers I34
Segment and Major Customers Information (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
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 June 30, Six Months Ended June 30, 2015 2014 2015 2014 Revenue: United States $ 106,131 $ 69,636 $ 195,320 $ 125,364 EMEA 18,971 14,678 35,763 23,923 APAC 15,610 6,621 29,330 12,948 Other 6,495 3,554 12,164 6,234 Total revenue $ 147,207 $ 94,489 $ 272,577 $ 168,469 |
Summary of Long lived Assets by Geographic Region Based on Physical Location | Long lived assets by geographic region based on physical location is as follows (in thousands): As of June 30, 2015 As of December 31, 2014 Property and Equipment, net: United States $ 56,805 $ 66,807 International 17,633 15,491 Total property and equipment, net $ 74,438 $ 82,298 |
Description of Business and S35
Description of Business and Summary of Significant Accounting Policies - Narrative (Details) - USD ($) | 1 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Mar. 31, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Debt Instrument [Line Items] | ||||
Common stock issued and sold (shares) | 5,582,215 | |||
Fair value of common stock | $ 35.16 | $ 82 | $ 35.16 | $ 23.02 |
Proceeds from initial public offering, net of underwriting discounts and commissions | $ 446,500,000 | |||
Underwriters discounts and commissions | 11,200,000 | |||
Offering expenses | $ 2,200,000 | |||
Common stock sold from certain selling stockholders (shares) | 8,417,785 | |||
Exercised (shares) | 796,846 | 4,684,000 | ||
Net proceeds from issuance of convertible senior notes | $ 897,000,000 | $ 0 | ||
Stock repurchased during period | $ 150,000,000 | |||
Stock repurchase during period (in shares) | 3,300,000 | |||
Convertible Senior Notes [Member] | ||||
Debt Instrument [Line Items] | ||||
Net proceeds from issuance of convertible senior notes | 896,500,000 | |||
Series A Notes [Member] | Convertible Senior Notes [Member] | ||||
Debt Instrument [Line Items] | ||||
Principal amount | $ 460,000,000 | $ 460,000,000 | ||
Interest rate | 1.00% | 1.00% | ||
Series B Notes [Member] | Convertible Senior Notes [Member] | ||||
Debt Instrument [Line Items] | ||||
Principal amount | $ 460,000,000 | $ 460,000,000 | ||
Interest rate | 1.625% | 1.625% |
Fair Value Measurements - Sched
Fair Value Measurements - Schedule of Assets Measured at Fair Value on a Recurring Basis (Details) - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 |
Fair value [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total cash equivalents | $ 556,145 | $ 26,019 |
Total short-term investments | 463,137 | 255,845 |
Total assets measured at fair value | 1,019,282 | 281,864 |
Certificates of deposit [Member] | Fair value [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total short-term investments | 11,482 | 4,994 |
Commercial paper [Member] | Fair value [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total short-term investments | 4,998 | 0 |
Corporate notes and bonds [Member] | Fair value [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total short-term investments | 286,828 | 142,984 |
U.S. Government agencies [Member] | Fair value [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total short-term investments | 159,829 | 107,867 |
Money market funds [Member] | Fair value [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total cash equivalents | 300,064 | 13,069 |
Commercial paper [Member] | Fair value [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total cash equivalents | 59,991 | 0 |
U.S. Government agencies [Member] | Fair value [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total cash equivalents | 196,090 | 12,950 |
Level 1 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total cash equivalents | 300,064 | 13,069 |
Total short-term investments | 0 | 0 |
Total assets measured at fair value | 300,064 | 13,069 |
Level 1 [Member] | Certificates of deposit [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total short-term investments | 0 | 0 |
Level 1 [Member] | Commercial paper [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total short-term investments | 0 | 0 |
Level 1 [Member] | Corporate notes and bonds [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total short-term investments | 0 | 0 |
Level 1 [Member] | U.S. Government agencies [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total short-term investments | 0 | 0 |
Level 1 [Member] | Money market funds [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total cash equivalents | 300,064 | 13,069 |
Level 1 [Member] | Commercial paper [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total cash equivalents | 0 | 0 |
Level 1 [Member] | U.S. Government agencies [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total cash equivalents | 0 | 0 |
Level 2 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total cash equivalents | 256,081 | 12,950 |
Total short-term investments | 463,137 | 255,845 |
Total assets measured at fair value | 719,218 | 268,795 |
Level 2 [Member] | Certificates of deposit [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total short-term investments | 11,482 | 4,994 |
Level 2 [Member] | Commercial paper [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total short-term investments | 4,998 | 0 |
Level 2 [Member] | Corporate notes and bonds [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total short-term investments | 286,828 | 142,984 |
Level 2 [Member] | U.S. Government agencies [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total short-term investments | 159,829 | 107,867 |
Level 2 [Member] | Money market funds [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total cash equivalents | 0 | 0 |
Level 2 [Member] | Commercial paper [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total cash equivalents | 59,991 | 0 |
Level 2 [Member] | U.S. Government agencies [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total cash equivalents | 196,090 | 12,950 |
Level 3 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total cash equivalents | 0 | 0 |
Total short-term investments | 0 | 0 |
Total assets measured at fair value | 0 | 0 |
Level 3 [Member] | Certificates of deposit [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total short-term investments | 0 | 0 |
Level 3 [Member] | Commercial paper [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total short-term investments | 0 | 0 |
Level 3 [Member] | Corporate notes and bonds [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total short-term investments | 0 | 0 |
Level 3 [Member] | U.S. Government agencies [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total short-term investments | 0 | 0 |
Level 3 [Member] | Money market funds [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total cash equivalents | 0 | 0 |
Level 3 [Member] | Commercial paper [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total cash equivalents | 0 | 0 |
Level 3 [Member] | U.S. Government agencies [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total cash equivalents | $ 0 | $ 0 |
Fair Value Measurements - Narra
Fair Value Measurements - Narrative (Details) $ in Millions | Jun. 30, 2015USD ($) |
Level 2 [Member] | Convertible Senior Notes [Member] | |
Debt Instrument [Line Items] | |
Fair value of debt | $ 979 |
Short-Term Investments - Summar
Short-Term Investments - Summary of Investments (Details) - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 | Jun. 30, 2014 | Dec. 31, 2013 |
Schedule of Available-for-sale Securities [Line Items] | ||||
Cash and cash equivalents | $ 726,480 | $ 146,363 | $ 171,620 | $ 173,918 |
Short-term investments [Member] | ||||
Schedule of Available-for-sale Securities [Line Items] | ||||
Amortized Cost | 719,690 | 269,236 | ||
Gross Unrealized Gains | 49 | 5 | ||
Gross Unrealized Losses | (521) | (446) | ||
Estimated Fair Value | 719,218 | 268,795 | ||
Cash and cash equivalents | 256,081 | 12,950 | ||
Short-term investment | 463,137 | 255,845 | ||
Short-term investments [Member] | Certificates of deposit [Member] | ||||
Schedule of Available-for-sale Securities [Line Items] | ||||
Amortized Cost | 11,480 | 5,000 | ||
Gross Unrealized Gains | 5 | 0 | ||
Gross Unrealized Losses | (3) | (6) | ||
Estimated Fair Value | 11,482 | 4,994 | ||
Cash and cash equivalents | 0 | 0 | ||
Short-term investment | 11,482 | 4,994 | ||
Short-term investments [Member] | Commercial paper [Member] | ||||
Schedule of Available-for-sale Securities [Line Items] | ||||
Amortized Cost | 64,995 | |||
Gross Unrealized Gains | 0 | |||
Gross Unrealized Losses | (6) | |||
Estimated Fair Value | 64,989 | |||
Short-term investment | 4,998 | |||
Short-term investments [Member] | Commercial paper [Member] | ||||
Schedule of Available-for-sale Securities [Line Items] | ||||
Cash and cash equivalents | 59,991 | |||
Short-term investments [Member] | Corporate notes and bonds [Member] | ||||
Schedule of Available-for-sale Securities [Line Items] | ||||
Amortized Cost | 287,234 | 143,215 | ||
Gross Unrealized Gains | 4 | 4 | ||
Gross Unrealized Losses | (410) | (235) | ||
Estimated Fair Value | 286,828 | 142,984 | ||
Cash and cash equivalents | 0 | 0 | ||
Short-term investment | 286,828 | 142,984 | ||
Short-term investments [Member] | U.S. Government agencies [Member] | ||||
Schedule of Available-for-sale Securities [Line Items] | ||||
Amortized Cost | 355,981 | 121,021 | ||
Gross Unrealized Gains | 40 | 1 | ||
Gross Unrealized Losses | (102) | (205) | ||
Estimated Fair Value | 355,919 | 120,817 | ||
Cash and cash equivalents | 196,090 | 12,950 | ||
Short-term investment | $ 159,829 | $ 107,867 |
Short-Term Investments - Summ39
Short-Term Investments - Summary of Unrealized Losses on Investments (Details) - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 |
Schedule of Available-for-sale Securities [Line Items] | ||
Fair Value, Less Than 12 Months | $ 493,257 | $ 244,581 |
Unrealized Loss, Less Than 12 Months | (492) | (446) |
Fair Value, Greater Than 12 Months | 53,024 | 0 |
Unrealized Loss, Greater Than 12 Months | (29) | 0 |
Fair Value | 546,281 | 244,581 |
Unrealized Loss | (521) | (446) |
Certificates of deposit [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Fair Value, Less Than 12 Months | 5,717 | 3,793 |
Unrealized Loss, Less Than 12 Months | (3) | (6) |
Fair Value, Greater Than 12 Months | 0 | 0 |
Unrealized Loss, Greater Than 12 Months | 0 | 0 |
Fair Value | 5,717 | 3,793 |
Unrealized Loss | (3) | (6) |
Commercial paper [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Fair Value, Less Than 12 Months | 64,989 | |
Unrealized Loss, Less Than 12 Months | (6) | |
Fair Value, Greater Than 12 Months | 0 | |
Unrealized Loss, Greater Than 12 Months | 0 | |
Fair Value | 64,989 | |
Unrealized Loss | (6) | |
Corporate notes and bonds [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Fair Value, Less Than 12 Months | 208,767 | 130,920 |
Unrealized Loss, Less Than 12 Months | (382) | (235) |
Fair Value, Greater Than 12 Months | 48,026 | 0 |
Unrealized Loss, Greater Than 12 Months | (28) | 0 |
Fair Value | 256,793 | 130,920 |
Unrealized Loss | (410) | (235) |
U.S. Government agencies [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Fair Value, Less Than 12 Months | 213,784 | 109,868 |
Unrealized Loss, Less Than 12 Months | (101) | (205) |
Fair Value, Greater Than 12 Months | 4,998 | 0 |
Unrealized Loss, Greater Than 12 Months | (1) | 0 |
Fair Value | 218,782 | 109,868 |
Unrealized Loss | $ (102) | $ (205) |
Short-Term Investments - Narrat
Short-Term Investments - Narrative (Details) | 6 Months Ended |
Jun. 30, 2015USD ($) | |
Investments, Debt and Equity Securities [Abstract] | |
Other than temporary impairment | $ 0 |
Short-Term Investments - Summ41
Short-Term Investments - Summary of Contractual Maturities (Details) $ in Thousands | Jun. 30, 2015USD ($) |
Investments, Debt and Equity Securities [Abstract] | |
Due within one year, amortized cost | $ 459,524 |
Due within one to two years, amortized cost | 260,166 |
Total, amortized cost | 719,690 |
Due within one year, fair value | 459,426 |
Due within one to two years, fair value | 259,792 |
Total, fair value | $ 719,218 |
Property and Equipment - Schedu
Property and Equipment - Schedule of Property and Equipment (Details) - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 |
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | $ 149,562 | $ 132,162 |
Less: accumulated depreciation | (75,124) | (49,864) |
Total property and equipment, net | 74,438 | 82,298 |
Computer equipment and software [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | 98,745 | 85,171 |
Leasehold improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | 37,611 | 34,522 |
Furniture and fixtures [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | 12,759 | 12,022 |
Machinery and equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | $ 447 | $ 447 |
Property and Equipment - Narrat
Property and Equipment - Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Change in Accounting Estimate [Line Items] | ||||
Depreciation and amortization | $ 15.3 | $ 10.2 | $ 29.5 | $ 19.9 |
Useful life [Member] | ||||
Change in Accounting Estimate [Line Items] | ||||
Depreciation and amortization | $ 1.1 |
Business Combinations - Narrati
Business Combinations - Narrative (Details) - USD ($) | May. 09, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 |
Business Acquisition [Line Items] | |||||
Changes in carrying amount of goodwill | $ 0 | ||||
Amortization of intangible assets | $ 11,800,000 | $ 11,200,000 | 23,500,000 | $ 22,000,000 | |
nPulse Technologies [Member] | |||||
Business Acquisition [Line Items] | |||||
Total purchase consideration | $ 56,600,000 | ||||
Purchase consideration, cash paid | 55,200,000 | ||||
Purchase consideration, fair value of common stock | $ 1,300,000 | ||||
Performance milestone determination period | 3 years 6 months | ||||
Goodwill deductible for U.S. federal income tax purposes | $ 0 | $ 0 | |||
nPulse Technologies [Member] | General and administrative [Member] | |||||
Business Acquisition [Line Items] | |||||
Acquisition costs | $ 500,000 | ||||
nPulse Technologies [Member] | Maximum [Member] | |||||
Business Acquisition [Line Items] | |||||
Purchase consideration, shares issued for acquisition (shares) | 54,319 | ||||
nPulse Technologies [Member] | Unvested stock options and restricted stock [Member] | |||||
Business Acquisition [Line Items] | |||||
Purchase consideration, equity awards assumed | $ 100,000 |
Business Combinations - Schedul
Business Combinations - Schedule of Purchase Price Allocation (Details) - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 |
Business Acquisition [Line Items] | ||
Goodwill | $ 750,288 | $ 750,288 |
nPulse Technologies [Member] | ||
Business Acquisition [Line Items] | ||
Net tangible liabilities assumed | (1,833) | |
Intangible assets | 24,700 | |
Deferred tax asset | 442 | |
Deferred tax liability | (8,368) | |
Goodwill | 41,671 | |
Total purchase price allocation | $ 56,612 |
Business Combinations - Sched46
Business Combinations - Schedule of Estimated Useful Life and Fair Values of the Identifiable Intangible Assets (Details) - Jun. 30, 2015 - nPulse Technologies [Member] - USD ($) $ in Thousands | Total |
Finite-Lived Intangible Assets [Line Items] | |
Total | $ 24,700 |
In Process Research and Development [Member] | |
Finite-Lived Intangible Assets [Line Items] | |
Indefinite lived acquired assets | $ 6,600 |
Developed technology [Member] | |
Finite-Lived Intangible Assets [Line Items] | |
Finite lived acquired assets, useful life | 6 years |
Finite lived acquired assets | $ 10,100 |
Customer relationships [Member] | |
Finite-Lived Intangible Assets [Line Items] | |
Finite lived acquired assets, useful life | 8 years |
Finite lived acquired assets | $ 8,000 |
Business Combinations - Sched47
Business Combinations - Schedule of Purchased Intangible Assets (Details) - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 |
Finite-Lived Intangible Assets [Line Items] | ||
Total intangible assets | $ 308,293 | $ 308,293 |
Less: accumulated amortization | (70,201) | (46,668) |
Total | 238,092 | 261,625 |
Developed technology [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Total intangible assets | 78,193 | 78,193 |
Content [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Total intangible assets | 128,600 | 128,600 |
Customer relationships [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Total intangible assets | 75,300 | 75,300 |
Contract backlog [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Total intangible assets | 13,800 | 13,800 |
Trade names [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Total intangible assets | $ 12,400 | $ 12,400 |
Business Combinations - Sched48
Business Combinations - Schedule of Expected Annual Amortization Expense of Intangible Assets (Details) - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 |
Business Combinations [Abstract] | ||
2015 (remaining six months) | $ 23,532 | |
2,016 | 46,448 | |
2,017 | 40,503 | |
2,018 | 29,346 | |
2,019 | 27,574 | |
2020 and thereafter | 70,689 | |
Total | $ 238,092 | $ 261,625 |
Restructuring Charges - Summary
Restructuring Charges - Summary of Restructuring Activities (Details) $ in Thousands | 6 Months Ended |
Jun. 30, 2015USD ($) | |
Restructuring Reserve [Roll Forward] | |
Balance, December 31, 2014 | $ 765 |
Provision for restructuring charges | 0 |
Cash payments | (457) |
Balance, June 30, 2015 | 308 |
Severance and related costs [Member] | |
Restructuring Reserve [Roll Forward] | |
Balance, December 31, 2014 | 0 |
Provision for restructuring charges | 0 |
Cash payments | 0 |
Balance, June 30, 2015 | 0 |
Facilities costs [Member] | |
Restructuring Reserve [Roll Forward] | |
Balance, December 31, 2014 | 765 |
Provision for restructuring charges | 0 |
Cash payments | (457) |
Balance, June 30, 2015 | $ 308 |
Restructuring Charges - Narrati
Restructuring Charges - Narrative (Details) - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 |
Restructuring and Related Activities [Abstract] | ||
Restructuring reserve | $ 308 | $ 765 |
Deferred Revenue - Schedule of
Deferred Revenue - Schedule of Deferred Revenue (Details) - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 |
Deferred Revenue Arrangement [Line Items] | ||
Total deferred revenue, current | $ 232,522 | $ 203,877 |
Total deferred revenue, non-current | 177,369 | 148,666 |
Total deferred revenue | 409,891 | 352,543 |
Product [Member] | ||
Deferred Revenue Arrangement [Line Items] | ||
Total deferred revenue, current | 9,176 | 10,718 |
Total deferred revenue, non-current | 3,599 | 4,891 |
Subscription and services [Member] | ||
Deferred Revenue Arrangement [Line Items] | ||
Total deferred revenue, current | 223,346 | 193,159 |
Total deferred revenue, non-current | $ 173,770 | $ 143,775 |
Convertible Senior Notes - Narr
Convertible Senior Notes - Narrative - Convertible Senior Notes (Details) | 1 Months Ended | 6 Months Ended | |
Jun. 30, 2015USD ($)day$ / shares | Jun. 30, 2015USD ($)$ / shares | Jun. 30, 2014USD ($) | |
Debt Instrument [Line Items] | |||
Unpaid convertible senior notes issuance costs | $ 470,000 | $ 0 | |
Net proceeds from issuance of convertible senior notes | 897,000,000 | $ 0 | |
Convertible Senior Notes [Member] | |||
Debt Instrument [Line Items] | |||
Initial purchaser's discount | $ 23,000,000 | 23,000,000 | |
Unpaid convertible senior notes issuance costs | $ 500,000 | ||
Net proceeds from issuance of convertible senior notes | $ 896,500,000 | ||
Conversion ratio | 0.0164572 | ||
Conversion price | $ / shares | $ 60.76 | $ 60.76 | |
Threshold note trading days | day | 5 | ||
Threshold consecutive note trading days | 5 days | ||
Threshold percentage of note price trigger | 98.00% | ||
Redemption price, percentage | 100.00% | ||
Redemption price triggered by fundamental change, percentage | 100.00% | ||
Remaining discount and issuance cost, weighted average amortization period | 6 years | ||
Convertible Senior Notes [Member] | Subsequent to September 30, 2015 [Member] | |||
Debt Instrument [Line Items] | |||
Threshold trading days | day | 20 | ||
Threshold consecutive trading days | 30 days | ||
Threshold percentage of stock price trigger | 130.00% | ||
Convertible Senior Notes [Member] | Series A Notes [Member] | |||
Debt Instrument [Line Items] | |||
Principal amount | $ 460,000,000 | $ 460,000,000 | |
Interest rate | 1.00% | 1.00% | |
Convertible Senior Notes [Member] | Series B Notes [Member] | |||
Debt Instrument [Line Items] | |||
Principal amount | $ 460,000,000 | $ 460,000,000 | |
Interest rate | 1.625% | 1.625% | |
Convertible Senior Notes [Member] | Series B Notes [Member] | On or after June 1, 2020 until June 1, 2022 [Member] | |||
Debt Instrument [Line Items] | |||
Threshold trading days | day | 20 | ||
Threshold consecutive trading days | 30 days | ||
Threshold percentage of stock price trigger | 130.00% | ||
Convertible Senior Notes [Member] | Series B Notes [Member] | On or after June 1, 2020 until June 1, 2022 [Member] | Maximum [Member] | |||
Debt Instrument [Line Items] | |||
Required trading days since notice of redemption | 3 days | ||
Convertible Senior Notes [Member] | Debt, Liability Component [Member] | |||
Debt Instrument [Line Items] | |||
Unpaid convertible senior notes issuance costs | $ 400,000 | ||
Convertible Senior Notes [Member] | Debt, Equity Component [Member] | |||
Debt Instrument [Line Items] | |||
Unpaid convertible senior notes issuance costs | $ 100,000 |
Convertible Senior Notes - Sche
Convertible Senior Notes - Schedule of the Liability and Equity Components of the Convertible Senior Notes (Details) - Convertible Senior Notes [Member] $ in Thousands | Jun. 30, 2015USD ($) |
Debt Instrument [Line Items] | |
Principal | $ 920,000 |
Less: Convertible senior notes discounts and issuance costs, net of amortization | (231,039) |
Net carrying amount | 688,961 |
Equity component, net of issuance costs | 210,401 |
Series A Notes [Member] | |
Debt Instrument [Line Items] | |
Principal | 460,000 |
Less: Convertible senior notes discounts and issuance costs, net of amortization | (102,774) |
Net carrying amount | 357,226 |
Equity component, net of issuance costs | 92,567 |
Series B Notes [Member] | |
Debt Instrument [Line Items] | |
Principal | 460,000 |
Less: Convertible senior notes discounts and issuance costs, net of amortization | (128,265) |
Net carrying amount | 331,735 |
Equity component, net of issuance costs | $ 117,834 |
Convertible Senior Notes - Sc54
Convertible Senior Notes - Schedule of Interest Expense related to the Convertible Senior Notes (Details) - Jun. 30, 2015 - Convertible Senior Notes [Member] - USD ($) $ in Thousands | Total | Total |
Debt Instrument [Line Items] | ||
Coupon interest | $ 1,006 | $ 1,006 |
Amortization of convertible senior notes discounts and issuance costs | 2,832 | 2,832 |
Total interest expense recognized | $ 3,838 | $ 3,838 |
Effective interest rate on the liability component | 6.70% | 6.70% |
Series A Notes [Member] | ||
Debt Instrument [Line Items] | ||
Coupon interest | $ 383 | $ 383 |
Amortization of convertible senior notes discounts and issuance costs | 1,528 | 1,528 |
Total interest expense recognized | $ 1,911 | $ 1,911 |
Effective interest rate on the liability component | 6.40% | 6.40% |
Series B Notes [Member] | ||
Debt Instrument [Line Items] | ||
Coupon interest | $ 623 | $ 623 |
Amortization of convertible senior notes discounts and issuance costs | 1,304 | 1,304 |
Total interest expense recognized | $ 1,927 | $ 1,927 |
Effective interest rate on the liability component | 7.00% | 7.00% |
Convertible Senior Notes - Na55
Convertible Senior Notes - Narrative - Prepaid Forward Stock Purchase (Details) - 1 months ended Jun. 30, 2015 - USD ($) shares in Millions, $ in Millions | Total |
Debt Disclosure [Abstract] | |
Stock repurchased during period | $ 150 |
Stock repurchase during period (in shares) | 3.3 |
Commitments and Contingencies -
Commitments and Contingencies - Narrative (Details) | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2015USD ($) | Jun. 30, 2014USD ($) | Jun. 30, 2015USD ($)claim | Jun. 30, 2014USD ($) | Dec. 31, 2014USD ($) | |
Long-term Purchase Commitment [Line Items] | |||||
Rent expense | $ 3,600,000 | $ 2,700,000 | $ 6,800,000 | $ 5,300,000 | |
Future minimum sublease rentals | 1,000,000 | 1,000,000 | |||
Letters of credit available | 1,900,000 | 1,900,000 | $ 1,900,000 | ||
Amount drawn against letters of credit | 0 | 0 | |||
Non-cancellable open orders | 21,800,000 | $ 21,800,000 | $ 23,200,000 | ||
Number of claims | claim | 0 | ||||
Software and Services [Member] | |||||
Long-term Purchase Commitment [Line Items] | |||||
Non-cancellable open orders | $ 26,000,000 | $ 26,000,000 |
Commitments and Contingencies57
Commitments and Contingencies - Schedule of Future Non-cancelable Minimum Rental Payments for Operating Leases (Details) $ in Thousands | Jun. 30, 2015USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
2015 (remaining six months) | $ 10,846 |
2,016 | 10,646 |
2,017 | 7,916 |
2,018 | 5,759 |
2,019 | 5,522 |
2020 and thereafter | 10,511 |
Total | $ 51,200 |
Common Shares Reserved for Is58
Common Shares Reserved for Issuance - Narrative (Details) | 6 Months Ended | |
Jun. 30, 2015vote_per_share$ / sharesshares | Dec. 31, 2014$ / sharesshares | |
Class of Stock [Line Items] | ||
Common stock, shares authorized (shares) | 1,000,000,000 | 1,000,000,000 |
Common stock, par value (usd per share) | $ / shares | $ 0.0001 | $ 0.0001 |
Voting right per common share | vote_per_share | 1 | |
Convertible Preferred Stock [Member] | ||
Class of Stock [Line Items] | ||
Preferred stock authorized (shares) | 100,000,000 | 100,000,000 |
Preferred stock, shares issued (shares) | 0 | 0 |
Preferred stock outstanding (shares) | 0 | 0 |
Common Shares Reserved for Is59
Common Shares Reserved for Issuance - Schedule of Reserved Shares of Common Stock for Issuance (Details) - shares shares in Thousands | Jun. 30, 2015 | Dec. 31, 2014 |
Class of Stock [Line Items] | ||
Shares reserved for future issuance (shares) | 60,391 | 41,562 |
ESPP [Member] | ||
Class of Stock [Line Items] | ||
Shares reserved for future issuance (shares) | 3,792 | 2,683 |
Convertible Senior Notes [Member] | ||
Class of Stock [Line Items] | ||
Shares reserved for future issuance (shares) | 15,141 | 0 |
Reserved under stock award plans [Member] | ||
Class of Stock [Line Items] | ||
Shares reserved for future issuance (shares) | 41,458 | 38,879 |
Equity Award Plans - Narrative
Equity Award Plans - Narrative (Details) - USD ($) $ in Millions | May. 09, 2014 | Jun. 30, 2015 | Dec. 31, 2014 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Shares reserved for future issuance (shares) | 60,391,000 | 41,562,000 | |
Compensation cost not yet recognized | $ 466.8 | ||
Compensation cost not yet recognized, period for recognition | 3 years | ||
nPulse Technologies [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Performance milestone determination period | 3 years 6 months | ||
ESPP [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Shares reserved for future issuance (shares) | 3,792,578 | ||
Acquisition price at lower of fair market value, percentage | 85.00% | ||
Performance shares [Member] | nPulse Technologies [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Shares issued for acquisition (shares) | 241,362 | ||
Contingent obligation, employee performance award | $ 6.4 | ||
2013 Plan [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
General vesting period | 4 years | ||
Award expiration period from grant date | 10 years | ||
Employee stock ownership, combined voting power of all stock | 10.00% | ||
Minimum exercise price as a percentage of the fair value per share | 110.00% | ||
Award expiration period, for excess voting power grants | 5 years | ||
Shares reserved for future issuance (shares) | 15,000,000 | ||
2013 Plan [Member] | Employee stock option [Member] | Minimum [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Grant date fair value, percentage | 100.00% |
Equity Award Plans - Summary of
Equity Award Plans - Summary of the Activity for Stock Option Changes and Summary of Information Related to Options Vested and Expected to Vest and Options Exercisable (Details) - USD ($) $ / shares in Units, $ in Thousands | 1 Months Ended | 6 Months Ended | 12 Months Ended |
Mar. 31, 2014 | Jun. 30, 2015 | Dec. 31, 2014 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward] | |||
Beginning balance, options outstanding (shares) | 18,578,000 | ||
Granted (shares) | 0 | ||
Exercised (shares) | (796,846) | (4,684,000) | |
Cancelled (shares) | (809,000) | ||
Ending balance, options outstanding (shares) | 13,085,000 | 18,578,000 | |
Option vested and expected to vest (shares) | 12,847,000 | ||
Option exercisable (shares) | 6,350,000 | ||
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) | $ 9.13 | ||
Granted, weighted average exercise price (usd per share) | 0 | ||
Exercised, weighted average exercise price (usd per share) | 4.88 | ||
Cancelled, weighted average exercise price (usd per share) | 13.95 | ||
Ending balance, weighted average exercise price (usd per share) | 10.35 | $ 9.13 | |
Option vested and expected to vest, weighted average exercise price (usd per share) | 10.26 | ||
Option exercisable, weighted average exercise price (usd per share) | 8.20 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Additional Disclosures [Abstract] | |||
Options weighted-average grant date fair value per share (usd per share) | $ 0 | ||
SharebasedCompensationArrangementBySharebasedPaymentAwardOptionsOutstandingWeightedAverageRemainingContractualTerm2 | 7 years 3 months 26 days | 7 years 4 months 24 days | |
SharebasedCompensationArrangementBySharebasedPaymentAwardOptionsOutstandingWeightedAverageRemainingContractualTerm2 | 7 years 3 months 26 days | 7 years 4 months 24 days | |
Option vested and expected to vest, weighted average contractual life | 7 years 3 months 22 days | ||
Option exercisable, weighted average contractual life | 6 years 10 months 13 days | ||
Beginning balance, options outstanding, aggregate intrinsic value | $ 445,636 | ||
Exercised, aggregate intrinsic value | 177,528 | ||
Ending balance, options outstanding, aggregate intrinsic value | 518,607 | $ 445,636 | |
Option vested and expected to vest, aggregate intrinsic value | 510,092 | ||
Option exercisable, aggregate intrinsic value | $ 263,582 |
Equity Award Plans - Summary 62
Equity Award Plans - Summary of Activity for Restricted Common Stock, RSAs and RSUs and Summary of Information Related to Unvested Restricted Common Stock, RSAs and RSUs and those Expected to Vest (Details) - Restricted Stock Awards and Restricted Stock Units [Member] - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 6 Months Ended | 12 Months Ended |
Jun. 30, 2015 | Dec. 31, 2014 | |
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Outstanding [Roll Forward] | ||
Beginning balance, unvested (shares) | 8,341 | |
Granted (shares) | 7,690 | |
Vested (shares) | (1,691) | |
Cancelled (shares) | (937) | |
Ending balance, unvested (shares) | 13,403 | 8,341 |
Expected to vest (shares) | 12,584 | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract] | ||
Weighted- Average Grant Date Fair Value (per share) | $ 41.74 | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Additional Disclosures [Abstract] | ||
ShareBasedCompensationArrangementByShareBasedPaymentAwardEquityInstrumentsOtherThanOptionsOutstandingWeightedAverageRemainingContractualTerms | 1 year 8 months 27 days | 1 year 8 months 12 days |
ShareBasedCompensationArrangementByShareBasedPaymentAwardEquityInstrumentsOtherThanOptionsOutstandingWeightedAverageRemainingContractualTerms | 1 year 8 months 27 days | 1 year 8 months 12 days |
Expected to vest, weighted-average remaining contractual term | 1 year 8 months 27 days | |
Beginning balance, aggregate intrinsic value | $ 263,416 | |
Ending balance, aggregate intrinsic value | 655,563 | $ 263,416 |
Expected to vest, aggregate intrinsic value | $ 615,495 |
Equity Award Plans - Summary 63
Equity Award Plans - Summary of Assumptions used in the Black-Scholes Option-pricing Model to Determine Fair Value (Details) - $ / shares | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | Mar. 31, 2014 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Fair value of common stock | $ 35.16 | $ 23.02 | $ 35.16 | $ 23.02 | $ 82 |
Risk-free interest rate, minimum | 0.09% | 0.05% | 0.09% | 0.05% | |
Risk-free interest rate, maximum | 0.23% | 0.09% | 0.23% | 0.09% | |
Volatility | 39.00% | 45.00% | 39.00% | 45.00% | |
Dividend yield | 0.00% | 0.00% | 0.00% | 0.00% | |
Minimum [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Expected term (in years) | 6 months | 6 months | 6 months | 6 months | |
Maximum [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Expected term (in years) | 1 year | 1 year | 1 year | 1 year |
Equity Award Plans - Schedule o
Equity Award Plans - Schedule of Stock-Based Compensation Expense Related to Stock Options, ESPP and Restricted Stock Units and Awards (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Stock-based compensation expense | $ 56,411 | $ 38,253 | $ 106,286 | $ 63,447 |
Cost of product revenue [Member] | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Stock-based compensation expense | 386 | 236 | 654 | 381 |
Cost of subscription and services revenue [Member] | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Stock-based compensation expense | 7,163 | 3,605 | 13,541 | 7,025 |
Research and development [Member] | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Stock-based compensation expense | 16,525 | 7,803 | 32,560 | 12,406 |
Sales and marketing [Member] | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Stock-based compensation expense | 19,358 | 15,923 | 35,812 | 24,611 |
General and administrative [Member] | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Stock-based compensation expense | $ 12,979 | $ 10,686 | $ 23,719 | $ 19,024 |
Income Taxes - Narrative (Detai
Income Taxes - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Income Tax Disclosure [Abstract] | ||||
Provision for (benefit from) income taxes | $ 927 | $ (10,348) | $ 1,904 | $ (16,390) |
Net Loss per Share - Schedule o
Net Loss per Share - Schedule of Computation of Net Loss Per Common Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Numerator: | ||||
Net loss | $ (133,573) | $ (116,823) | $ (267,537) | $ (218,034) |
Denominator: | ||||
Weighted average number of shares outstanding—basic and diluted (shares) | 154,121 | 141,895 | 152,890 | 137,939 |
Net loss per share—basic and diluted (usd per share) | $ (0.87) | $ (0.82) | $ (1.75) | $ (1.58) |
Net Loss per Share - Schedule67
Net Loss per Share - Schedule of Outstanding Options and Unvested Shares Excluded from Diluted Net Loss Per Share Computation (Details) - shares shares in Thousands | 6 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2014 | |
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) | 13,085 | 23,317 |
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) | 1,547 | 3,308 |
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) | 13,403 | 6,960 |
Convertible senior notes [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from net loss per share (shares) | 15,141 | 0 |
ESPP shares [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from net loss per share (shares) | 97 | 137 |
Employee Benefit Plan - Narrati
Employee Benefit Plan - Narrative (Details) - USD ($) | 3 Months Ended | 6 Months Ended | |
Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Defined Benefit Plan Disclosure [Line Items] | |||
Employer contributions vested percentage | 100.00% | ||
Employer contributions to 401(k) | $ 0 | ||
Mandiant, Inc. [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Employer contributions vested percentage | 100.00% | ||
Employer contributions to 401(k) | $ 700,000 | $ 1,400,000 | |
Employers match | 100.00% | ||
Employees contribution | 4.00% |
Segment and Major Customers I69
Segment and Major Customers Information - Schedule of Revenue by Geographic Region (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Total revenue | $ 147,207 | $ 94,489 | $ 272,577 | $ 168,469 |
Operating segments [Member] | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Total revenue | 147,207 | 94,489 | 272,577 | 168,469 |
Operating segments [Member] | United States [Member] | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Total revenue | 106,131 | 69,636 | 195,320 | 125,364 |
Operating segments [Member] | EMEA [Member] | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Total revenue | 18,971 | 14,678 | 35,763 | 23,923 |
Operating segments [Member] | APAC [Member] | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Total revenue | 15,610 | 6,621 | 29,330 | 12,948 |
Operating segments [Member] | Other [Member] | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Total revenue | $ 6,495 | $ 3,554 | $ 12,164 | $ 6,234 |
Segment and Major Customers I70
Segment and Major Customers Information - Summary of Long lived Assets by Geographic Region Based on Physical Location (Details) - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 |
Entity Location [Line Items] | ||
Total property and equipment, net | $ 74,438 | $ 82,298 |
United States [Member] | ||
Entity Location [Line Items] | ||
Total property and equipment, net | 56,805 | 66,807 |
International [Member] | ||
Entity Location [Line Items] | ||
Total property and equipment, net | $ 17,633 | $ 15,491 |
Segment and Major Customers I71
Segment and Major Customers Information - Narrative (Details) | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2015customer | Jun. 30, 2014customer | Jun. 30, 2015reporting_segmentcustomer | Jun. 30, 2014customer | Dec. 31, 2014customer | |
Revenue, Major Customer [Line Items] | |||||
Number of reportable segment and operating unit structure | reporting_segment | 1 | ||||
Customer concentration risk [Member] | Sales revenue, net [Member] | |||||
Revenue, Major Customer [Line Items] | |||||
Number of major customers | 1 | 1 | |||
Concentration risk percentage | 12.00% | 11.00% | |||
Customer concentration risk [Member] | Distributor [Member] | Sales revenue, net [Member] | |||||
Revenue, Major Customer [Line Items] | |||||
Number of major customers | 1 | 1 | |||
Concentration risk percentage | 15.00% | 14.00% | |||
Customer concentration risk [Member] | Distributor [Member] | Accounts Receivable [Member] | |||||
Revenue, Major Customer [Line Items] | |||||
Number of major customers | 1 | 1 | |||
Concentration risk percentage | 10.00% | 15.00% | |||
Customer concentration risk [Member] | Reseller [Member] | Sales revenue, net [Member] | |||||
Revenue, Major Customer [Line Items] | |||||
Number of major customers | 1 | 1 | |||
Concentration risk percentage | 13.00% | 12.00% |