Document_and_Entity_Informatio
Document and Entity Information | 9 Months Ended | |
Sep. 30, 2014 | Nov. 11, 2014 | |
Document and Entity Information | ' | ' |
Entity Registrant Name | 'TREMOR VIDEO INC. | ' |
Entity Central Index Key | '0001375796 | ' |
Document Type | '10-Q | ' |
Document Period End Date | 30-Sep-14 | ' |
Amendment Flag | 'false | ' |
Current Fiscal Year End Date | '--12-31 | ' |
Entity Current Reporting Status | 'Yes | ' |
Entity Filer Category | 'Non-accelerated Filer | ' |
Entity Common Stock, Shares Outstanding | ' | 51,080,730 |
Document Fiscal Year Focus | '2014 | ' |
Document Fiscal Period Focus | 'Q3 | ' |
Consolidated_Balance_Sheets
Consolidated Balance Sheets (USD $) | Sep. 30, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Current assets: | ' | ' |
Cash and cash equivalents | $77,909 | $92,691 |
Accounts receivable, net of allowance for doubtful accounts of $871 and $959 as of September 30, 2014 and December 31, 2013, respectively | 46,519 | 41,458 |
Prepaid expenses and other current assets | 1,614 | 1,912 |
Total current assets | 126,042 | 136,061 |
Long-term assets: | ' | ' |
Restricted cash | 600 | 600 |
Property and equipment, net of accumulated depreciation of $4,467 and $3,618 as of September 30, 2014 and December 31, 2013, respectively | 4,730 | 3,388 |
Intangible assets, net of accumulated amortization of $18,940 and $15,313 as of September 30, 2014 and December 31, 2013, respectively | 16,760 | 20,387 |
Goodwill | 29,719 | 29,719 |
Deferred tax assets | 189 | 189 |
Other assets | 249 | 216 |
Total long-term assets | 52,247 | 54,499 |
Total assets | 178,289 | 190,560 |
Current liabilities: | ' | ' |
Accounts payable and accrued expenses | 33,157 | 32,312 |
Deferred rent and security deposits payable, short-term | ' | 14 |
Deferred revenue | 314 | 271 |
Deferred tax liabilities, short-term | 189 | 189 |
Total current liabilities | 33,660 | 32,786 |
Deferred rent, long-term | 763 | 742 |
Total liabilities | 34,423 | 33,528 |
Commitments and contingencies | ' | ' |
Stockholders' equity: | ' | ' |
Common stock, $0.0001 par value: 250,000,000 shares authorized as of September 30, 2014 and December 31, 2013, respectively; 51,077,731 and 49,998,274 shares issued and outstanding as of September 30, 2014 and December 31, 2013, respectively | 5 | 5 |
Additional paid-in capital | 272,734 | 267,767 |
Accumulated other comprehensive income | 137 | 195 |
Accumulated deficit | -129,010 | -110,935 |
Total stockholders' equity | 143,866 | 157,032 |
Total liabilities and stockholders' equity | $178,289 | $190,560 |
Consolidated_Balance_Sheets_Pa
Consolidated Balance Sheets (Parenthetical) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 |
In Thousands, except Share data, unless otherwise specified | ||
Consolidated Balance Sheets | ' | ' |
Accounts receivable, allowance for doubtful accounts | $871 | $959 |
Property and equipment, accumulated depreciation | 4,467 | 3,618 |
Intangible assets, accumulated amortization | $18,940 | $15,313 |
Common stock, par value (in dollars per share) | $0.00 | $0.00 |
Common stock, shares authorized | 250,000,000 | 250,000,000 |
Common stock, shares issued | 51,077,731 | 49,998,274 |
Common stock, shares outstanding | 51,077,731 | 49,998,274 |
Consolidated_Statements_of_Ope
Consolidated Statements of Operations (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, except Share data, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 |
Consolidated Statements of Operations | ' | ' | ' | ' |
Revenue | $39,039 | $35,267 | $117,609 | $95,497 |
Cost of revenue | 24,046 | 21,057 | 75,882 | 53,869 |
Gross profit | 14,993 | 14,210 | 41,727 | 41,628 |
Operating expenses: | ' | ' | ' | ' |
Technology and development | 4,270 | 2,833 | 12,583 | 8,348 |
Sales and marketing | 10,761 | 9,477 | 31,118 | 28,263 |
General and administrative | 3,724 | 2,681 | 11,037 | 8,069 |
Depreciation and amortization | 1,673 | 1,581 | 4,902 | 4,576 |
Total operating expenses | 20,428 | 16,572 | 59,640 | 49,256 |
Loss from operations | -5,435 | -2,362 | -17,913 | -7,628 |
Interest and other income (expense), net: | ' | ' | ' | ' |
Interest expense, net | -3 | -14 | -3 | -127 |
Other income (expense), net | 8 | 153 | -15 | 323 |
Total interest and other income (expense), net | 5 | 139 | -18 | 196 |
Loss before income taxes | -5,430 | -2,223 | -17,931 | -7,432 |
Income tax expense | 44 | 20 | 144 | 243 |
Net loss | -5,474 | -2,243 | -18,075 | -7,675 |
Series F preferred stock deemed dividend | ' | 15,849 | ' | 15,849 |
Net loss attributable to common stockholders | ($5,474) | ($18,092) | ($18,075) | ($23,524) |
Net loss attributable to common stockholders per share | ' | ' | ' | ' |
Basic and diluted (in dollars per share) | ($0.11) | ($0.37) | ($0.36) | ($1.08) |
Weighted-average number of shares of common stock outstanding: | ' | ' | ' | ' |
Basic and diluted (in shares) | 50,751,303 | 49,115,766 | 50,485,734 | 21,686,759 |
Consolidated_Statements_of_Com
Consolidated Statements of Comprehensive Loss (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 |
Consolidated Statements of Comprehensive Loss | ' | ' | ' | ' |
Net loss | ($5,474) | ($2,243) | ($18,075) | ($7,675) |
Series F preferred stock deemed dividend | ' | 15,849 | ' | 15,849 |
Net loss attributable to common stockholders | -5,474 | -18,092 | -18,075 | -23,524 |
Other comprehensive (loss) gain: | ' | ' | ' | ' |
Foreign currency translation adjustments | -63 | 50 | -58 | -100 |
Comprehensive loss attributable to common stockholders | ($5,537) | ($18,042) | ($18,133) | ($23,624) |
Consolidated_Statement_of_Chan
Consolidated Statement of Changes in Stockholders' Equity (USD $) | Common Stock | Additional Paid-In Capital | Accumulated Other Comprehensive Income | Accumulated Deficit | Total |
In Thousands, except Share data, unless otherwise specified | |||||
Balance at Dec. 31, 2013 | $5 | $267,767 | $195 | ($110,935) | $157,032 |
Balance (in shares) at Dec. 31, 2013 | 49,998,274 | ' | ' | ' | ' |
Increase (Decrease) in Stockholders' Equity | ' | ' | ' | ' | ' |
Exercise of stock options | ' | 727 | ' | ' | 727 |
Exercise of stock options (in shares) | 745,807 | ' | ' | ' | 745,807 |
Stock-based compensation expense | ' | 3,288 | ' | ' | 3,288 |
Common stock issued for settlement of restricted stock units (RSUs), net of 173,169 shares withheld to satisfy income tax withholding obligations (in shares) | ' | 952 | ' | ' | 952 |
Common stock issued for settlement of restricted stock units (RSUs), net of 173,169 shares withheld to satisfy income tax withholding obligations (in shares) | 333,650 | ' | ' | ' | ' |
Net loss | ' | ' | ' | -18,075 | -18,075 |
Foreign currency translation adjustments | ' | ' | -58 | ' | -58 |
Balance at Sep. 30, 2014 | $5 | $272,734 | $137 | ($129,010) | $143,866 |
Balance (in shares) at Sep. 30, 2014 | 51,077,731 | ' | ' | ' | ' |
Consolidated_Statement_of_Chan1
Consolidated Statement of Changes in Stockholders' Equity (Parenthetical) | 9 Months Ended |
Sep. 30, 2014 | |
Consolidated Statements of Mandatorily Redeemable Convertible Preferred Stock and Changes in Stockholders' Equity (Deficit) | ' |
Common stock withheld to satisfy income tax withholding obligations relating to RSUs (in shares) | 173,169 |
Consolidated_Statements_of_Cas
Consolidated Statements of Cash Flows (USD $) | 9 Months Ended | |
In Thousands, except Share data, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 |
Cash flows from operating activities: | ' | ' |
Net loss | ($18,075) | ($7,675) |
Adjustments required to reconcile net loss to net cash (used in) provided by operating activities | ' | ' |
Depreciation of property and equipment | 1,275 | 919 |
Amortization of intangible assets | 3,627 | 3,657 |
Bad debt recovery | -36 | -26 |
Mark-to-market income | ' | -313 |
Contingent stock grant to third party vendor | 24 | ' |
Stock-based compensation expense | 3,294 | 2,419 |
Stock-based long-term incentive compensation, net of forfeitures | 274 | ' |
Net changes in operating assets and liabilities: | ' | ' |
Increase in accounts receivable | -5,061 | -3,376 |
Decrease (increase) in prepaid expenses and other long-term assets | 292 | -835 |
Increase in accounts payable and accrued expenses | 2,039 | 8,998 |
Increase in deferred rent and security deposits payable | 7 | 119 |
Increase (decrease) in deferred revenue | 43 | -16 |
Net cash (used in) provided by operating activities | -12,297 | 3,871 |
Cash flows from investing activities: | ' | ' |
Purchase of property and equipment | -2,617 | -1,757 |
Changes in restricted cash | ' | 621 |
Net cash used in investing activities | -2,617 | -1,136 |
Cash flows from financing activities: | ' | ' |
Net proceeds from common stock issuance | ' | 66,598 |
Repayment of amount outstanding under credit facility | ' | -6,000 |
Proceeds from the exercise of stock options | 727 | 492 |
Tax withholdings related to net share settlements of restricted stock units (RSUs) | -565 | ' |
Net cash provided by financing activities | 162 | 61,090 |
Net (decrease) increase in cash and cash equivalents | -14,752 | 63,825 |
Effect of exchange rate changes in cash and cash equivalents | -30 | -100 |
Cash and cash equivalents at beginning of period | 92,691 | 32,533 |
Cash and cash equivalents at end of period | 77,909 | 96,258 |
Supplemental disclosure of cash flow activities: | ' | ' |
Cash paid for income taxes | ' | 147 |
Cash paid for interest expense | 3 | 127 |
Supplemental disclosure of non-cash financing activities: | ' | ' |
Common stock issued in connection with the conversion of preferred stock | ' | 162,657 |
Common stock issued in connection with the Series F preferred stock deemed dividend | ' | 15,849 |
Reclassification of liability warrants to equity warrants | ' | 790 |
Common stock issued for settlement of RSUs | $952 | ' |
Organization_and_Description_o
Organization and Description of Business | 9 Months Ended |
Sep. 30, 2014 | |
Organization and Description of Business | ' |
Organization and Description of Business | ' |
1. Organization and Description of Business | |
Tremor Video, Inc. (the “Company”) was originally organized as Tremor Media, LLC in November 2005 and converted into a corporation named ‘‘Tremor Media, Inc.’’ under the laws of the State of Delaware in September 2006. The Company changed its name to Tremor Video, Inc. in June 2011. The Company is an advertising technology company elevating brand performance across all screens for the world’s leading brands and publishers. The Company offers brand advertisers and publishers a complete programmatic solution to reach and engage consumers while providing new insights into what drives the success of brand advertising performance across multiple screens, including computers, smartphones, tablets and connected TVs. Through its Tremor Video Network, the Company offers advertisers access to premium and often exclusive streaming video inventory and advanced real-time optimization capabilities at scale across multiple internet-connected devices in brand safe environments. In addition, through its licensed analytics solution, the Company provides advanced video analytic capabilities for advertisers and publishers, to measure, verify and evaluate the performance of video ad campaigns across multiple channels, both within and outside of its Tremor Video Network. | |
Summary_of_Significant_Account
Summary of Significant Accounting Policies | 9 Months Ended |
Sep. 30, 2014 | |
Summary of Significant Accounting Policies | ' |
Summary of Significant Accounting Policies | ' |
2. Summary of Significant Accounting Policies | |
Basis of Presentation | |
The accompanying unaudited interim consolidated financial statements and footnotes have been prepared in accordance with generally accepted accounting principles in the United States of America (“U.S. GAAP”) and applicable rules and regulations of the U.S. Securities and Exchange Commissions (the “SEC”) regarding unaudited interim financial information. In the opinion of management, the accompanying unaudited interim consolidated financial statements reflect all adjustments, consisting only of normal recurring adjustments, necessary for a fair presentation of the Company’s consolidated balance sheets, statements of operations, comprehensive loss and cash flows for the interim periods presented. Operating results for the interim periods presented are not necessarily indicative of the results of operations to be expected for the full year or the results for any future periods due to seasonal and other factors. Certain information and footnote disclosures normally included in the consolidated financial statements in accordance with U.S. GAAP have been omitted in accordance with the rules and regulations of the SEC. Accordingly, these unaudited interim consolidated financial statements and footnotes should be read in conjunction with the consolidated financial statements and accompanying notes thereto included in the Company’s Form 10-K for the year ended December 31, 2013 filed with the SEC on March 28, 2014. | |
Principles of Consolidation | |
The unaudited interim consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries. All significant inter-company balances and transactions have been eliminated in the accompanying unaudited interim consolidated financial statements. | |
Concentrations of Credit Risk | |
Financial instruments that subject the Company to significant concentrations of credit risk consist primarily of cash and cash equivalents and accounts receivable. All of the Company’s cash and cash equivalents are held at financial institutions that management believes to be of high credit quality. The Company’s cash and cash equivalents may exceed federally insured limits at times. The Company has not experienced any losses on cash and cash equivalents to date. | |
The Company determines collectability by performing ongoing credit evaluations and monitoring its customers’ accounts receivable balances. For new customers and their agents, which may be advertising agencies or other third parties, the Company performs a credit check with an independent credit agency and may check credit references to determine creditworthiness. The Company only recognizes revenue when collection is reasonably assured. | |
During the three and nine months ended September 30, 2014, there were no advertisers that accounted for more than 10% of revenue. During the three and nine months ended September 30, 2013, there was one advertiser that accounted for approximately 10.5% and 10.7% of revenue, respectively. | |
As of September 30, 2014 and December 31, 2013, there were no advertisers that accounted for more than 10% of outstanding accounts receivable. | |
Recently Issued Accounting Pronouncements | |
FASB Accounting Standards Update No. 2014-09 — Revenue from Contracts with Customers | |
In May 2014, the Financial Accounting Standards Board (the “FASB”) issued an accounting standards update that provides a comprehensive model for recognizing revenue with customers. This update clarifies and replaces all existing revenue recognition guidance within U.S. GAAP. This update is effective for annual and interim periods beginning after December 15, 2016, with no early adoption permitted. The Company is currently evaluating the adoption method to apply and the impact that the update will have on its consolidated financial statements and related disclosures. | |
FASB Accounting Standards Update No. 2013-11 — Presentation of an Unrecognized Tax Benefit When a Net Operating Loss Carryforward, a Similar Tax Loss, or a Tax Credit Carryforward Exists | |
In July 2013, the FASB issued new accounting guidance on the presentation of unrecognized tax benefits. This new guidance requires an entity to present an unrecognized tax benefit, or a portion of an unrecognized tax benefit, as a reduction to a deferred tax asset when a net operating loss carryforward, a similar tax loss or a tax credit carryforward exists, with limited exceptions. This new guidance is effective for annual and interim periods beginning after December 15, 2013. The Company adopted this guidance in the first quarter of 2014. The adoption of this new accounting guidance did not have a material impact on the Company’s consolidated financial statements and related disclosures. | |
Fair_Value_Measurements
Fair Value Measurements | 9 Months Ended | |||||||||||||||||||||||||
Sep. 30, 2014 | ||||||||||||||||||||||||||
Fair Value Measurements | ' | |||||||||||||||||||||||||
Fair Value Measurements | ' | |||||||||||||||||||||||||
3. Fair Value Measurements | ||||||||||||||||||||||||||
Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. The Company uses a three-tier fair value hierarchy to classify and disclose all assets and liabilities measured at fair value on a recurring basis, as well as assets and liabilities measured at fair value on a non-recurring basis, in periods subsequent to their initial measurement. The hierarchy requires the Company to use observable inputs when available, and to minimize the use of unobservable inputs when determining fair value. If a financial instrument uses inputs that fall in different levels of the hierarchy, the instrument will be categorized based upon the lowest level of input that is significant to the fair value calculation. The three-tiers are defined as follows: | ||||||||||||||||||||||||||
· | Level 1. Observable inputs based on unadjusted quoted prices in active markets for identical assets or liabilities; | |||||||||||||||||||||||||
· | Level 2. Inputs, other than quoted prices in active markets, that are observable either directly or indirectly; and | |||||||||||||||||||||||||
· | Level 3. Unobservable inputs for which there is little or no market data requiring the Company to develop its own assumptions. | |||||||||||||||||||||||||
Assets and Liabilities Measured at Fair Value on a Recurring Basis | ||||||||||||||||||||||||||
The Company evaluates its financial assets and liabilities subject to fair value measurements on a recurring basis to determine the appropriate level to classify them for each reporting period. This determination requires significant judgments to be made. The following table summarizes the conclusions reached as of September 30, 2014 and December 31, 2013: | ||||||||||||||||||||||||||
September 30, 2014 | December 31, 2013 | |||||||||||||||||||||||||
(unaudited) | ||||||||||||||||||||||||||
Level 1 | Level 2 | Level 3 | Total | Level 1 | Level 2 | Level 3 | Total | |||||||||||||||||||
Assets: | ||||||||||||||||||||||||||
Money market funds(1) | $ | 65,562 | $ | — | $ | — | $ | 65,562 | $ | 89,042 | $ | — | $ | — | $ | 89,042 | ||||||||||
$ | 65,562 | $ | — | $ | — | $ | 65,562 | $ | 89,042 | $ | — | $ | — | $ | 89,042 | |||||||||||
-1 | Money market funds are included within cash and cash equivalents in the Company’s consolidated balance sheets. As short-term, highly liquid investments readily convertible to known amounts of cash, the Company’s money market funds have carrying values that approximates its fair value. Amounts above do not include $12,347 and $3,649 of operating cash balances as of September 30, 2014 and December 31, 2013, respectively. | |||||||||||||||||||||||||
Property_and_Equipment_Net
Property and Equipment, Net | 9 Months Ended | |||||||
Sep. 30, 2014 | ||||||||
Property and Equipment, Net | ' | |||||||
Property and Equipment, Net | ' | |||||||
4. Property and Equipment, Net | ||||||||
September 30, | December 31, | |||||||
2014 | 2013 | |||||||
(unaudited) | ||||||||
Cost: | ||||||||
Computer hardware | $ | 5,505 | $ | 3,908 | ||||
Leasehold improvements | 1,516 | 1,422 | ||||||
Furniture and fixtures | 1,119 | 1,090 | ||||||
Computer software | 881 | 482 | ||||||
Office equipment | 176 | 104 | ||||||
9,197 | 7,006 | |||||||
Accumulated depreciation | (4,467 | ) | (3,618 | ) | ||||
Total property and equipment, net of accumulated depreciation | $ | 4,730 | $ | 3,388 | ||||
The depreciation expense related to property and equipment was $464 and $362 for the three months ended September 30, 2014 and 2013, respectively, and $1,275 and $919 for the nine months ended September 30, 2014 and 2013, respectively. | ||||||||
The Company recorded a reduction of $426 and $654 to the cost and accumulated depreciation of fully depreciated equipment and leasehold improvements no longer in use for the nine months ended September 30, 2014 and 2013, respectively. | ||||||||
Accounts_Payable_and_Accrued_E
Accounts Payable and Accrued Expenses | 9 Months Ended | |||||||
Sep. 30, 2014 | ||||||||
Accounts Payable and Accrued Expenses | ' | |||||||
Accounts Payable and Accrued Expenses | ' | |||||||
5. Accounts Payable and Accrued Expenses | ||||||||
Accounts payable and accrued expenses consisted of: | ||||||||
September 30, | December 31, | |||||||
2014 | 2013 | |||||||
(unaudited) | ||||||||
Trade accounts payable | $ | 24,991 | $ | 24,121 | ||||
Accrued compensation, benefits and payroll taxes(1) | 5,243 | 5,612 | ||||||
Accrued cost of sales | 1,416 | 1,267 | ||||||
Other payables and accrued expenses | 1,507 | 1,312 | ||||||
Total accounts payable and accrued expenses | $ | 33,157 | $ | 32,312 | ||||
-1 | At September 30, 2014 and December 31, 2013, accrued compensation, benefits and payroll taxes includes $367 and $1,614 of stock-based long-term incentive compensation expense, respectively, related to the Company’s long-term sales incentive compensation plan. Payments earned under the long-term sales incentive compensation plan for the 2013 plan year were paid in stock-based awards in August 2014. The Company issued an aggregate total of 293,650 shares to employees under its 2013 Plan on account of such payments, net of 173,169 shares withheld to satisfy income tax withholding obligations in the amount of $565, which were remitted to tax authorities. Payments earned under the plan for the 2014 plan year will be made in stock-based awards to participants that remain employed with the Company through June 30, 2015, which will be paid in August 2015. | |||||||
Changes_in_Accumulated_Other_C
Changes in Accumulated Other Comprehensive Income | 9 Months Ended | ||||
Sep. 30, 2014 | |||||
Changes in Accumulated Other Comprehensive Income | ' | ||||
Changes in Accumulated Other Comprehensive Income | ' | ||||
6. Changes in Accumulated Other Comprehensive Income | |||||
The following tables provide the components of accumulated other comprehensive income: | |||||
Foreign | |||||
Currency | |||||
Translation | |||||
Adjustment | |||||
Beginning balance at July 1, 2014 | $ | 200 | |||
Other comprehensive loss before reclassifications | (63 | ) | |||
Amounts reclassified from accumulated other comprehensive income | — | ||||
Ending balance at September 30, 2014 | $ | 137 | |||
Foreign | |||||
Currency | |||||
Translation | |||||
Adjustment | |||||
Beginning balance at July 1, 2013 | $ | 195 | |||
Other comprehensive gain before reclassifications | 50 | ||||
Amounts reclassified from accumulated other comprehensive income | — | ||||
Ending balance at September 30, 2013 | $ | 245 | |||
Foreign | |||||
Currency | |||||
Translation | |||||
Adjustment | |||||
Beginning balance at January 1, 2014 | $ | 195 | |||
Other comprehensive loss before reclassifications | (58 | ) | |||
Amounts reclassified from accumulated other comprehensive income | — | ||||
Ending balance at September 30, 2014 | $ | 137 | |||
Foreign | |||||
Currency | |||||
Translation | |||||
Adjustment | |||||
Beginning balance at January 1, 2013 | $ | 345 | |||
Other comprehensive loss before reclassifications | (100 | ) | |||
Amounts reclassified from accumulated other comprehensive income | — | ||||
Ending balance at September 30, 2013 | $ | 245 | |||
StockBased_Compensation
Stock-Based Compensation | 9 Months Ended | |||||||||||||
Sep. 30, 2014 | ||||||||||||||
Stock-Based Compensation | ' | |||||||||||||
Stock-Based Compensation Expense | ' | |||||||||||||
7. Stock-Based Compensation | ||||||||||||||
The Company included stock-based compensation expense related to all of its stock-based awards in various operating expense categories for the three months ended September 30, 2014 and 2013 and for the nine months ended September 30, 2014 and 2013 as follows: | ||||||||||||||
Three Months Ended | Nine Months Ended | |||||||||||||
September 30, | September 30, | |||||||||||||
2014 | 2013 | 2014 | 2013 | |||||||||||
(unaudited) | ||||||||||||||
Technology and development | $ | 239 | $ | 142 | $ | 653 | $ | 391 | ||||||
Sales and marketing | 342 | 317 | 1,063 | 883 | ||||||||||
General and administrative | 607 | 459 | 1,578 | 1,145 | ||||||||||
Total stock-based compensation expense | $ | 1,188 | $ | 918 | $ | 3,294 | $ | 2,419 | ||||||
Stock-Based Incentive Plans | ||||||||||||||
On June 26, 2013, the Company adopted the 2013 Equity Incentive Plan (the “2013 Plan”). The Company has stock option awards outstanding under five stock-based incentive plans as of September 30, 2014 and December 31, 2013, including, in each case, two plans that were assumed as part of the acquisition of ScanScout, Inc. The Company has restricted stock unit awards outstanding under its 2013 Plan. | ||||||||||||||
Stock Option Awards Outstanding | ||||||||||||||
The following table presents a summary of the Company’s stock option award activity under all plans and related information for the nine months ended September 30, 2014: | ||||||||||||||
Number of | Weighted-Average | |||||||||||||
Stock Option | ||||||||||||||
Awards | Exercise Price | |||||||||||||
Outstanding | Per Share | |||||||||||||
Stock option awards outstanding as of December 31, 2013 | 7,302,761 | $ | 3.96 | |||||||||||
Stock option awards granted | 1,006,094 | $ | 3.88 | |||||||||||
Stock option awards forfeited | (614,013 | ) | $ | 5.27 | ||||||||||
Stock option awards exercised | (745,807 | ) | $ | 0.97 | ||||||||||
Stock option awards outstanding as of September 30, 2014 | 6,949,035 | $ | 4.16 | |||||||||||
Stock option awards vested and exercisable as of September 30, 2014 | 4,446,692 | $ | 3.66 | |||||||||||
Stock option awards are generally granted at the fair market value of the Company’s common stock on the date of grant, generally vest over periods up to four years, have a one year cliff with monthly vesting thereafter, and have terms not to exceed 10 years. The weighted-average grant date fair value of stock option awards granted during the nine months ended September 30, 2014 was $1.84 per share. The total intrinsic value of stock option awards exercised during the nine months ended September 30, 2014 and 2013 was $2,378 and $993, respectively. Cash proceeds received from stock option awards exercised for the nine months ended September 30, 2014 and 2013 was $727 and $492, respectively. | ||||||||||||||
There was $5,691 of total unrecognized compensation cost related to non-vested stock option awards granted under the Company’s equity incentive plans as of September 30, 2014. This cost is expected to be recognized over a weighted-average period of 2.87 years. | ||||||||||||||
Non-vested Restricted Stock Units (RSU) | ||||||||||||||
The following table presents a summary of the Company’s non-vested restricted stock unit award activity under all plans and related information for the nine months ended September 30, 2014: | ||||||||||||||
Number of | Weighted-Average | |||||||||||||
Shares of | ||||||||||||||
Restricted | Grant Date | |||||||||||||
Stock Unit | Fair Value | |||||||||||||
Awards | Per Share | |||||||||||||
Non-vested restricted stock unit awards outstanding as of December 31, 2013 | 70,119 | $ | 9.63 | |||||||||||
Restricted stock unit awards granted | 1,499,405 | $ | 3.94 | |||||||||||
Restricted stock unit awards forfeited | (137,347 | ) | $ | 5.37 | ||||||||||
Restricted stock unit awards exercised | (506,819 | ) | $ | 3.78 | ||||||||||
Non-vested restricted stock unit awards outstanding as of September 30, 2014 | 925,358 | $ | 4.25 | |||||||||||
As of September 30, 2014, there was $3,346 of total unrecognized compensation cost related to non-vested restricted stock unit awards. This cost is expected to be recognized over a weighted-average period of 3.55 years. | ||||||||||||||
Employee Stock Purchase Plan | ||||||||||||||
On April 22, 2014, the Company’s board of directors adopted the 2014 Employee Stock Purchase Plan (“2014 ESPP”), which was approved by the Company’s stockholders at the 2014 annual meeting of stockholders on June 16, 2014. The 2014 ESPP allows eligible participants to purchase shares of the Company’s common stock generally at six-month intervals, or offering periods, at a price equal to 85% of the lower of (i) the fair market value at the beginning of the offering period or (ii) the fair market value at the end of the offering period, or the purchase date. | ||||||||||||||
Employees purchase shares of common stock through payroll deductions, which may not exceed 15% of their total base salary. The 2014 ESPP imposes certain limitations upon an employee’s right to purchase shares, including the following: (1) no employee may purchase more than 5,000 shares on any one purchase date and (2) no employee may purchase shares with a fair market value in excess of $25 in any calendar year. | ||||||||||||||
No more than 2,000,000 shares of common stock are reserved for future issuance under the 2014 ESPP. | ||||||||||||||
The Company began its first offering period in August 2014 and will end in February 2015. | ||||||||||||||
The fair value for each award under the 2014 ESPP was estimated at the beginning of the offering period using a Black-Scholes option pricing model and requires subjective assumptions, including, but not limited, to the expected term of the award and stock price volatility. The Company estimates the expected term of the shares of common stock granted under the 2014 ESPP based on the duration of the offering periods, which is six months. The Company estimates the volatility of its common stock on the date of grant based on the historic volatility of comparable companies in its industry. The Company selected the risk-free interest rate based on yields from United States Treasury zero-coupon issues with a term consistent with the expected term of the awards in effect at the time of grant. The Company has never declared or paid any cash dividends and has no current plan to do so. Consequently, it used an expected dividend yield of zero. For the nine months ended September 30, 2014, the following assumptions were used for awards issued under the 2014 ESPP: | ||||||||||||||
2014 | ||||||||||||||
(unaudited) | ||||||||||||||
Volatility | 33.82 | % | ||||||||||||
Risk-free interest rate | 0.05 | % | ||||||||||||
Expected term (in years) | 0.50 | % | ||||||||||||
Dividend yield | 0.00 | % | ||||||||||||
As of September 30, 2014, there was $122 of total unrecognized compensation cost related to awards under the 2014 ESPP. This cost is expected to be recognized over a weighted-average period of less than one year. | ||||||||||||||
Net_Loss_Attributable_to_Commo
Net Loss Attributable to Common Stockholders Per Share | 9 Months Ended | |||||||||||||
Sep. 30, 2014 | ||||||||||||||
Net Loss Attributable to Common Stockholders Per Share | ' | |||||||||||||
Net Loss Attributable to Common Stockholders Per Share | ' | |||||||||||||
8. Net Loss Attributable to Common Stockholders Per Share | ||||||||||||||
Basic net loss attributable to common stockholders per share is computed by dividing net loss attributable to common stockholders by the weighted-average number of shares of common stock outstanding for the period. | ||||||||||||||
Diluted net loss attributable to common stockholders per share is computed by dividing net loss attributable to common stockholders by the weighted-average number of shares of common stock outstanding for the period, adjusted to reflect potentially dilutive securities using the treasury stock method for warrants to purchase mandatorily redeemable convertible preferred stock (“preferred stock”), warrants to purchase common stock, preferred stock, stock option awards and restricted stock unit awards. Due to the Company’s net loss attributable to common stockholders: (i) warrants to purchase preferred stock; (ii) warrants to purchase common stock; (iii) preferred stock; (iv) stock option awards; and (v) restricted stock unit awards were not included in the computation of diluted net loss attributable to common stockholders per share, as the effects would be anti-dilutive. Accordingly, basic and diluted net loss attributable to common stockholders per share is equal for the following periods presented: | ||||||||||||||
Three Months Ended | Nine Months Ended | |||||||||||||
September 30, | September 30, | |||||||||||||
2014 | 2013 | 2014 | 2013 | |||||||||||
(unaudited) | ||||||||||||||
Numerator: | ||||||||||||||
Net loss | $ | (5,474 | ) | $ | (2,243 | ) | $ | (18,075 | ) | $ | (7,675 | ) | ||
Series F preferred stock deemed dividend(1) | — | 15,849 | — | 15,849 | ||||||||||
Net loss attributable to common stockholders | $ | (5,474 | ) | $ | (18,092 | ) | $ | (18,075 | ) | $ | (23,524 | ) | ||
Denominator: | ||||||||||||||
Weighted-average number of shares of common stock outstanding for basic and diluted net loss attributable to common stockholders per share(1) | 50,751,303 | 49,115,766 | 50,485,734 | 21,686,759 | ||||||||||
Basic and diluted net loss attributable to common stockholders per share | $ | (0.11 | ) | $ | (0.37 | ) | $ | (0.36 | ) | $ | (1.08 | ) | ||
-1 | On July 2, 2013, the Company closed its initial public offering (“IPO”) of common stock in which the Company issued and sold 7,500,000 shares of common stock. Upon closing of the IPO, all of the Company’s outstanding preferred stock automatically converted into 34,172,316 shares of common stock, which included a one-time $15,849 non-cash preferred stock deemed dividend related to 1,584,863 of additional shares of common stock issued to holders of the Company’s Series F preferred stock, in connection with the conversion terms of such preferred stock. | |||||||||||||
The following securities were outstanding during the periods presented below and have been excluded from the calculation of diluted net loss attributable to common stockholders per share because the effect is anti-dilutive: | ||||||||||||||
Three Months Ended | Nine Months Ended | |||||||||||||
September 30, | September 30, | |||||||||||||
2014 | 2013 | 2014 | 2013 | |||||||||||
Warrants to purchase preferred stock(1) | — | 140,933 | — | 140,933 | ||||||||||
Warrants to purchase common stock | 39,824 | 39,824 | 39,824 | 39,824 | ||||||||||
Preferred stock(1) | — | 32,563,192 | — | 32,563,192 | ||||||||||
Stock option awards | 6,949,035 | 7,170,783 | 6,949,035 | 7,170,783 | ||||||||||
Restricted stock unit awards | 925,358 | 70,119 | 925,358 | 70,119 | ||||||||||
Total anti-dilutive securities | 7,914,217 | 39,984,851 | 7,914,217 | 39,984,851 | ||||||||||
-1 | On July 2, 2013, upon closing of the IPO, all of the Company’s outstanding preferred stock automatically converted into shares of common stock. In addition, the outstanding warrants to purchase preferred stock automatically converted into warrants to purchase common stock. | |||||||||||||
Employee_Benefit_Plan
Employee Benefit Plan | 9 Months Ended |
Sep. 30, 2014 | |
Employee Benefit Plan | ' |
Employee Benefit Plan | ' |
9. Employee Benefit Plan | |
The Company maintains a defined contribution retirement plan available to all eligible U.S. employees pursuant to Section 401(k) of the U.S. Internal Revenue Code (the “401(k) Plan”). Pursuant to the Company’s 401(k) Plan, participating U.S. employees may defer a portion of their pre-tax earnings, subject to annual IRS contribution limits. The Company began a discretionary contribution matching of employee’s contributions in February 2014. The Company will match 50% of each participant’s eligible contributions, up to a maximum employer matching contribution of 3% of each participant’s eligible base salary. Participants will vest in such discretionary employer matching contributions over a three-year graded vesting period. | |
Total employer matching contributions to the Company’s 401(k) Plan for the three and nine months ended September 30, 2014 were $133 and $340, respectively. | |
Segment_and_Geographic_Informa
Segment and Geographic Information | 9 Months Ended |
Sep. 30, 2014 | |
Segment and Geographic Information | ' |
Segment and Geographic Information | ' |
10. Segment and Geographic Information | |
Operating segments are defined as components of an enterprise about which separate financial information is available that is evaluated regularly by the chief operating decision maker, in deciding how to allocate resources and assess performance. The Company’s chief operating decision maker is its Chief Executive Officer (“CEO”). The CEO reviews financial information presented on a consolidated basis for purposes of allocating resources and evaluating financial performance. As such, the Company has concluded that its operations constitute one operating and reportable segment. | |
Substantially all assets were held in the United States as of September 30, 2014 and December 31, 2013 and substantially all revenue was generated through sales personnel in the United States for the three and nine months ended September 30, 2014 and 2013. | |
Subsequent_Events
Subsequent Events | 9 Months Ended |
Sep. 30, 2014 | |
Subsequent Events | ' |
Subsequent Events | ' |
11. Subsequent Events | |
Credit Facility | |
On October 20, 2014, the Company amended its existing Loan and Security Agreement, dated as of June 7, 2007, as amended (“Loan Agreement”), with Silicon Valley Bank (“SVB”). The Loan Agreement was amended to, among other things: (i) increase the Company’s revolving credit facility from $25,000 to $32,500; (ii) add a letter of credit, foreign exchange and cash management facility in an aggregate amount of $2,500; (iii) reduce the Company’s interest rate from SVB’s prime rate plus 0.50% to SVB’s prime rate; (iv) increase the fee for unused capacity from 0.20% to 0.25% per year; (v) adjust the quick ratio financial covenant from 1.50 to 1.00 to 1.25 to 1.00; and (vi) extend the maturity date to December 30, 2016. The Company had no outstanding borrowings under the Loan Agreement and was in compliance with all covenants as of September 30, 2014 and through October 20, 2014. | |
Office Lease | |
On October 28, 2014, the Company entered into a new lease (“Lease”) for its principal executive offices in New York, New York. The Lease is for approximately 51,000 square feet of office space. The initial 10 year term of the Lease is estimated to commence on December 1, 2014, which is the date the Company expects to take possession of the leased premises. Pursuant to the Lease, the Company has the option to extend the Lease for one additional five-year term. | |
Summary_of_Significant_Account1
Summary of Significant Accounting Policies (Policies) | 9 Months Ended |
Sep. 30, 2014 | |
Summary of Significant Accounting Policies | ' |
Basis of Presentation | ' |
Basis of Presentation | |
The accompanying unaudited interim consolidated financial statements and footnotes have been prepared in accordance with generally accepted accounting principles in the United States of America (“U.S. GAAP”) and applicable rules and regulations of the U.S. Securities and Exchange Commissions (the “SEC”) regarding unaudited interim financial information. In the opinion of management, the accompanying unaudited interim consolidated financial statements reflect all adjustments, consisting only of normal recurring adjustments, necessary for a fair presentation of the Company’s consolidated balance sheets, statements of operations, comprehensive loss and cash flows for the interim periods presented. Operating results for the interim periods presented are not necessarily indicative of the results of operations to be expected for the full year or the results for any future periods due to seasonal and other factors. Certain information and footnote disclosures normally included in the consolidated financial statements in accordance with U.S. GAAP have been omitted in accordance with the rules and regulations of the SEC. Accordingly, these unaudited interim consolidated financial statements and footnotes should be read in conjunction with the consolidated financial statements and accompanying notes thereto included in the Company’s Form 10-K for the year ended December 31, 2013 filed with the SEC on March 28, 2014. | |
Principles of Consolidation | ' |
Principles of Consolidation | |
The unaudited interim consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries. All significant inter-company balances and transactions have been eliminated in the accompanying unaudited interim consolidated financial statements. | |
Concentrations of Credit Risk | ' |
Concentrations of Credit Risk | |
Financial instruments that subject the Company to significant concentrations of credit risk consist primarily of cash and cash equivalents and accounts receivable. All of the Company’s cash and cash equivalents are held at financial institutions that management believes to be of high credit quality. The Company’s cash and cash equivalents may exceed federally insured limits at times. The Company has not experienced any losses on cash and cash equivalents to date. | |
The Company determines collectability by performing ongoing credit evaluations and monitoring its customers’ accounts receivable balances. For new customers and their agents, which may be advertising agencies or other third parties, the Company performs a credit check with an independent credit agency and may check credit references to determine creditworthiness. The Company only recognizes revenue when collection is reasonably assured. | |
During the three and nine months ended September 30, 2014, there were no advertisers that accounted for more than 10% of revenue. During the three and nine months ended September 30, 2013, there was one advertiser that accounted for approximately 10.5% and 10.7% of revenue, respectively. | |
As of September 30, 2014 and December 31, 2013, there were no advertisers that accounted for more than 10% of outstanding accounts receivable. | |
Recently Issued Accounting Pronouncements | ' |
Recently Issued Accounting Pronouncements | |
FASB Accounting Standards Update No. 2014-09 — Revenue from Contracts with Customers | |
In May 2014, the Financial Accounting Standards Board (the “FASB”) issued an accounting standards update that provides a comprehensive model for recognizing revenue with customers. This update clarifies and replaces all existing revenue recognition guidance within U.S. GAAP. This update is effective for annual and interim periods beginning after December 15, 2016, with no early adoption permitted. The Company is currently evaluating the adoption method to apply and the impact that the update will have on its consolidated financial statements and related disclosures. | |
FASB Accounting Standards Update No. 2013-11 — Presentation of an Unrecognized Tax Benefit When a Net Operating Loss Carryforward, a Similar Tax Loss, or a Tax Credit Carryforward Exists | |
In July 2013, the FASB issued new accounting guidance on the presentation of unrecognized tax benefits. This new guidance requires an entity to present an unrecognized tax benefit, or a portion of an unrecognized tax benefit, as a reduction to a deferred tax asset when a net operating loss carryforward, a similar tax loss or a tax credit carryforward exists, with limited exceptions. This new guidance is effective for annual and interim periods beginning after December 15, 2013. The Company adopted this guidance in the first quarter of 2014. The adoption of this new accounting guidance did not have a material impact on the Company’s consolidated financial statements and related disclosures. | |
Fair_Value_Measurements_Tables
Fair Value Measurements (Tables) | 9 Months Ended | |||||||||||||||||||||||||
Sep. 30, 2014 | ||||||||||||||||||||||||||
Fair Value Measurements | ' | |||||||||||||||||||||||||
Schedule of the assets and liabilities measured at fair value on a recurring basis | ' | |||||||||||||||||||||||||
September 30, 2014 | December 31, 2013 | |||||||||||||||||||||||||
(unaudited) | ||||||||||||||||||||||||||
Level 1 | Level 2 | Level 3 | Total | Level 1 | Level 2 | Level 3 | Total | |||||||||||||||||||
Assets: | ||||||||||||||||||||||||||
Money market funds(1) | $ | 65,562 | $ | — | $ | — | $ | 65,562 | $ | 89,042 | $ | — | $ | — | $ | 89,042 | ||||||||||
$ | 65,562 | $ | — | $ | — | $ | 65,562 | $ | 89,042 | $ | — | $ | — | $ | 89,042 | |||||||||||
-1 | Money market funds are included within cash and cash equivalents in the Company’s consolidated balance sheets. As short-term, highly liquid investments readily convertible to known amounts of cash, the Company’s money market funds have carrying values that approximates its fair value. Amounts above do not include $12,347 and $3,649 of operating cash balances as of September 30, 2014 and December 31, 2013, respectively. | |||||||||||||||||||||||||
Property_and_Equipment_Net_Tab
Property and Equipment, Net (Tables) | 9 Months Ended | |||||||
Sep. 30, 2014 | ||||||||
Property and Equipment, Net | ' | |||||||
Schedule of property and equipment | ' | |||||||
September 30, | December 31, | |||||||
2014 | 2013 | |||||||
(unaudited) | ||||||||
Cost: | ||||||||
Computer hardware | $ | 5,505 | $ | 3,908 | ||||
Leasehold improvements | 1,516 | 1,422 | ||||||
Furniture and fixtures | 1,119 | 1,090 | ||||||
Computer software | 881 | 482 | ||||||
Office equipment | 176 | 104 | ||||||
9,197 | 7,006 | |||||||
Accumulated depreciation | (4,467 | ) | (3,618 | ) | ||||
Total property and equipment, net of accumulated depreciation | $ | 4,730 | $ | 3,388 | ||||
Accounts_Payable_and_Accrued_E1
Accounts Payable and Accrued Expenses (Tables) | 9 Months Ended | |||||||
Sep. 30, 2014 | ||||||||
Accounts Payable and Accrued Expenses | ' | |||||||
Schedule of accounts payable and accrued expenses | ' | |||||||
September 30, | December 31, | |||||||
2014 | 2013 | |||||||
(unaudited) | ||||||||
Trade accounts payable | $ | 24,991 | $ | 24,121 | ||||
Accrued compensation, benefits and payroll taxes(1) | 5,243 | 5,612 | ||||||
Accrued cost of sales | 1,416 | 1,267 | ||||||
Other payables and accrued expenses | 1,507 | 1,312 | ||||||
Total accounts payable and accrued expenses | $ | 33,157 | $ | 32,312 | ||||
-1 | At September 30, 2014 and December 31, 2013, accrued compensation, benefits and payroll taxes includes $367 and $1,614 of stock-based long-term incentive compensation expense, respectively, related to the Company’s long-term sales incentive compensation plan. Payments earned under the long-term sales incentive compensation plan for the 2013 plan year were paid in stock-based awards in August 2014. The Company issued an aggregate total of 293,650 shares to employees under its 2013 Plan on account of such payments, net of 173,169 shares withheld to satisfy income tax withholding obligations in the amount of $565, which were remitted to tax authorities. Payments earned under the plan for the 2014 plan year will be made in stock-based awards to participants that remain employed with the Company through June 30, 2015, which will be paid in August 2015. | |||||||
Changes_in_Accumulated_Other_C1
Changes in Accumulated Other Comprehensive Income (Tables) | 9 Months Ended | ||||
Sep. 30, 2014 | |||||
Changes in Accumulated Other Comprehensive Income | ' | ||||
Schedule of components of accumulated other comprehensive income | ' | ||||
Foreign | |||||
Currency | |||||
Translation | |||||
Adjustment | |||||
Beginning balance at July 1, 2014 | $ | 200 | |||
Other comprehensive loss before reclassifications | (63 | ) | |||
Amounts reclassified from accumulated other comprehensive income | — | ||||
Ending balance at September 30, 2014 | $ | 137 | |||
Foreign | |||||
Currency | |||||
Translation | |||||
Adjustment | |||||
Beginning balance at July 1, 2013 | $ | 195 | |||
Other comprehensive gain before reclassifications | 50 | ||||
Amounts reclassified from accumulated other comprehensive income | — | ||||
Ending balance at September 30, 2013 | $ | 245 | |||
Foreign | |||||
Currency | |||||
Translation | |||||
Adjustment | |||||
Beginning balance at January 1, 2014 | $ | 195 | |||
Other comprehensive loss before reclassifications | (58 | ) | |||
Amounts reclassified from accumulated other comprehensive income | — | ||||
Ending balance at September 30, 2014 | $ | 137 | |||
Foreign | |||||
Currency | |||||
Translation | |||||
Adjustment | |||||
Beginning balance at January 1, 2013 | $ | 345 | |||
Other comprehensive loss before reclassifications | (100 | ) | |||
Amounts reclassified from accumulated other comprehensive income | — | ||||
Ending balance at September 30, 2013 | $ | 245 | |||
StockBased_Compensation_Tables
Stock-Based Compensation (Tables) | 9 Months Ended | |||||||||||||
Sep. 30, 2014 | ||||||||||||||
Stock-Based Compensation | ' | |||||||||||||
Schedule of the stock-based compensation expense | ' | |||||||||||||
Three Months Ended | Nine Months Ended | |||||||||||||
September 30, | September 30, | |||||||||||||
2014 | 2013 | 2014 | 2013 | |||||||||||
(unaudited) | ||||||||||||||
Technology and development | $ | 239 | $ | 142 | $ | 653 | $ | 391 | ||||||
Sales and marketing | 342 | 317 | 1,063 | 883 | ||||||||||
General and administrative | 607 | 459 | 1,578 | 1,145 | ||||||||||
Total stock-based compensation expense | $ | 1,188 | $ | 918 | $ | 3,294 | $ | 2,419 | ||||||
Summary of the Company's stock option award activity under all plans and related information | ' | |||||||||||||
Number of | Weighted-Average | |||||||||||||
Stock Option | ||||||||||||||
Awards | Exercise Price | |||||||||||||
Outstanding | Per Share | |||||||||||||
Stock option awards outstanding as of December 31, 2013 | 7,302,761 | $ | 3.96 | |||||||||||
Stock option awards granted | 1,006,094 | $ | 3.88 | |||||||||||
Stock option awards forfeited | (614,013 | ) | $ | 5.27 | ||||||||||
Stock option awards exercised | (745,807 | ) | $ | 0.97 | ||||||||||
Stock option awards outstanding as of September 30, 2014 | 6,949,035 | $ | 4.16 | |||||||||||
Stock option awards vested and exercisable as of September 30, 2014 | 4,446,692 | $ | 3.66 | |||||||||||
Summary of the entity's non-vested restricted stock unit award activity | ' | |||||||||||||
Number of | Weighted-Average | |||||||||||||
Shares of | ||||||||||||||
Restricted | Grant Date | |||||||||||||
Stock Unit | Fair Value | |||||||||||||
Awards | Per Share | |||||||||||||
Non-vested restricted stock unit awards outstanding as of December 31, 2013 | 70,119 | $ | 9.63 | |||||||||||
Restricted stock unit awards granted | 1,499,405 | $ | 3.94 | |||||||||||
Restricted stock unit awards forfeited | (137,347 | ) | $ | 5.37 | ||||||||||
Restricted stock unit awards exercised | (506,819 | ) | $ | 3.78 | ||||||||||
Non-vested restricted stock unit awards outstanding as of September 30, 2014 | 925,358 | $ | 4.25 | |||||||||||
Schedule of assumptions used to estimate at the date of grant fair value for stock option awards granted under the stock option plan grant using the Black-Scholes option pricing model | ' | |||||||||||||
2014 | ||||||||||||||
(unaudited) | ||||||||||||||
Volatility | 33.82 | % | ||||||||||||
Risk-free interest rate | 0.05 | % | ||||||||||||
Expected term (in years) | 0.50 | % | ||||||||||||
Dividend yield | 0.00 | % | ||||||||||||
Net_Loss_Attributable_to_Commo1
Net Loss Attributable to Common Stockholders Per Share (Tables) | 9 Months Ended | |||||||||||||
Sep. 30, 2014 | ||||||||||||||
Net Loss Attributable to Common Stockholders Per Share | ' | |||||||||||||
Schedule of basic and diluted net loss per share attributable to common stockholders | ' | |||||||||||||
Three Months Ended | Nine Months Ended | |||||||||||||
September 30, | September 30, | |||||||||||||
2014 | 2013 | 2014 | 2013 | |||||||||||
(unaudited) | ||||||||||||||
Numerator: | ||||||||||||||
Net loss | $ | (5,474 | ) | $ | (2,243 | ) | $ | (18,075 | ) | $ | (7,675 | ) | ||
Series F preferred stock deemed dividend(1) | — | 15,849 | — | 15,849 | ||||||||||
Net loss attributable to common stockholders | $ | (5,474 | ) | $ | (18,092 | ) | $ | (18,075 | ) | $ | (23,524 | ) | ||
Denominator: | ||||||||||||||
Weighted-average number of shares of common stock outstanding for basic and diluted net loss attributable to common stockholders per share(1) | 50,751,303 | 49,115,766 | 50,485,734 | 21,686,759 | ||||||||||
Basic and diluted net loss attributable to common stockholders per share | $ | (0.11 | ) | $ | (0.37 | ) | $ | (0.36 | ) | $ | (1.08 | ) | ||
-1 | On July 2, 2013, the Company closed its initial public offering (“IPO”) of common stock in which the Company issued and sold 7,500,000 shares of common stock. Upon closing of the IPO, all of the Company’s outstanding preferred stock automatically converted into 34,172,316 shares of common stock, which included a one-time $15,849 non-cash preferred stock deemed dividend related to 1,584,863 of additional shares of common stock issued to holders of the Company’s Series F preferred stock, in connection with the conversion terms of such preferred stock. | |||||||||||||
Schedule of securities excluded from the calculation of diluted net loss per share attributable to common stockholders | ' | |||||||||||||
Three Months Ended | Nine Months Ended | |||||||||||||
September 30, | September 30, | |||||||||||||
2014 | 2013 | 2014 | 2013 | |||||||||||
Warrants to purchase preferred stock(1) | — | 140,933 | — | 140,933 | ||||||||||
Warrants to purchase common stock | 39,824 | 39,824 | 39,824 | 39,824 | ||||||||||
Preferred stock(1) | — | 32,563,192 | — | 32,563,192 | ||||||||||
Stock option awards | 6,949,035 | 7,170,783 | 6,949,035 | 7,170,783 | ||||||||||
Restricted stock unit awards | 925,358 | 70,119 | 925,358 | 70,119 | ||||||||||
Total anti-dilutive securities | 7,914,217 | 39,984,851 | 7,914,217 | 39,984,851 | ||||||||||
-1 | On July 2, 2013, upon closing of the IPO, all of the Company’s outstanding preferred stock automatically converted into shares of common stock. In addition, the outstanding warrants to purchase preferred stock automatically converted into warrants to purchase common stock. | |||||||||||||
Summary_of_Significant_Account2
Summary of Significant Accounting Policies (Details) (Advertiser concentration) | 3 Months Ended | 9 Months Ended | 12 Months Ended | |||
Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Dec. 31, 2013 | |
Revenue | Revenue | Revenue | Revenue | Accounts receivable | Accounts receivable | |
item | item | item | item | item | item | |
Concentrations of credit risk | ' | ' | ' | ' | ' | ' |
Number of advertisers that account for more than 10% of revenue or accounts receivable | 0 | 1 | 0 | 1 | 0 | 0 |
Revenue concentration | ' | 10.50% | ' | 10.70% | ' | ' |
Fair_Value_Measurements_Detail
Fair Value Measurements (Details) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Fair Value Measurements | ' | ' |
Operating cash | $12,347 | $3,649 |
Total | ' | ' |
Fair Value Measurements | ' | ' |
Money market funds | 65,562 | 89,042 |
Level 1 | ' | ' |
Fair Value Measurements | ' | ' |
Money market funds | 65,562 | 89,042 |
Recurring | Total | ' | ' |
Fair Value Measurements | ' | ' |
Money market funds | 65,562 | 89,042 |
Recurring | Level 1 | ' | ' |
Fair Value Measurements | ' | ' |
Money market funds | $65,562 | $89,042 |
Property_and_Equipment_Net_Det
Property and Equipment, Net (Details) (USD $) | 3 Months Ended | 9 Months Ended | |||
In Thousands, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | Dec. 31, 2013 |
Property and Equipment, Net | ' | ' | ' | ' | ' |
Cost | $9,197 | ' | $9,197 | ' | $7,006 |
Accumulated depreciation | -4,467 | ' | -4,467 | ' | -3,618 |
Total property and equipment, net of accumulated depreciation | 4,730 | ' | 4,730 | ' | 3,388 |
Depreciation, Depletion and Amortization | 464 | 362 | 1,275 | 919 | ' |
Reduction to cost and accumulated depreciation of fully depreciated equipment and leasehold improvements no longer in use | ' | ' | 426 | 654 | ' |
Computer hardware | ' | ' | ' | ' | ' |
Property and Equipment, Net | ' | ' | ' | ' | ' |
Cost | 5,505 | ' | 5,505 | ' | 3,908 |
Leasehold improvements | ' | ' | ' | ' | ' |
Property and Equipment, Net | ' | ' | ' | ' | ' |
Cost | 1,516 | ' | 1,516 | ' | 1,422 |
Furniture and fixtures | ' | ' | ' | ' | ' |
Property and Equipment, Net | ' | ' | ' | ' | ' |
Cost | 1,119 | ' | 1,119 | ' | 1,090 |
Computer software | ' | ' | ' | ' | ' |
Property and Equipment, Net | ' | ' | ' | ' | ' |
Cost | 881 | ' | 881 | ' | 482 |
Office equipment | ' | ' | ' | ' | ' |
Property and Equipment, Net | ' | ' | ' | ' | ' |
Cost | $176 | ' | $176 | ' | $104 |
Accounts_Payable_and_Accrued_E2
Accounts Payable and Accrued Expenses (Details) (USD $) | 9 Months Ended | 12 Months Ended |
In Thousands, except Share data, unless otherwise specified | Sep. 30, 2014 | Dec. 31, 2013 |
Accounts Payable and Accrued Expenses | ' | ' |
Trade accounts payable | $24,991 | $24,121 |
Accrued compensation, benefits and payroll taxes | 5,243 | 5,612 |
Accrued cost of sales | 1,416 | 1,267 |
Other payables and accrued expenses | 1,507 | 1,312 |
Total accounts payable and accrued expenses | 33,157 | 32,312 |
Stock-based long-term incentive compensation | 367 | 1,614 |
Amount of forfeitures made under the plan | $565 | ' |
Number of shares issued to employees under long-term incentive plan | 293,650 | ' |
Number of shares under long-term incentive plan forfeited | 173,169 | ' |
Changes_in_Accumulated_Other_C2
Changes in Accumulated Other Comprehensive Income (Detail) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 |
In Thousands, unless otherwise specified | Foreign Currency Translation Adjustment | Foreign Currency Translation Adjustment | Foreign Currency Translation Adjustment | Foreign Currency Translation Adjustment | ||
Changes in accumulated other comprehensive Income | ' | ' | ' | ' | ' | ' |
Balance at the beginning of the period | $137 | $195 | $200 | $195 | $195 | $345 |
Other comprehensive gain (loss) before reclassifications | ' | ' | -63 | 50 | -58 | -100 |
Balance at the end of the period | $137 | $195 | $137 | $245 | $137 | $245 |
StockBased_Compensation_Detail
Stock-Based Compensation (Details) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 |
Stock-Based Compensation Expense | ' | ' | ' | ' |
Stock-based compensation expense | $1,188 | $918 | $3,294 | $2,419 |
Technology and development | ' | ' | ' | ' |
Stock-Based Compensation Expense | ' | ' | ' | ' |
Stock-based compensation expense | 239 | 142 | 653 | 391 |
Sales and marketing | ' | ' | ' | ' |
Stock-Based Compensation Expense | ' | ' | ' | ' |
Stock-based compensation expense | 342 | 317 | 1,063 | 883 |
General and administrative | ' | ' | ' | ' |
Stock-Based Compensation Expense | ' | ' | ' | ' |
Stock-based compensation expense | $607 | $459 | $1,578 | $1,145 |
StockBased_Compensation_Detail1
Stock-Based Compensation (Details 2) | Sep. 30, 2014 | Dec. 31, 2013 |
item | item | |
Stock-Based Compensation | ' | ' |
Number of stock-based incentive plans | 5 | 5 |
Number of stock-based incentive plans assumed as part of acquisition | 2 | 2 |
StockBased_Compensation_Detail2
Stock-Based Compensation (Details 3) (USD $) | 9 Months Ended |
Sep. 30, 2014 | |
Number of shares outstanding | ' |
Stock option awards outstanding at the beginning of the period (in shares) | 7,302,761 |
Stock option awards granted (in shares) | 1,006,094 |
Stock option awards forfeited (in shares) | -614,013 |
Stock option awards exercised (in shares) | -745,807 |
Stock option awards outstanding at the end of the period (in shares) | 6,949,035 |
Stock option awards vested and exercisable at the end of the period (in shares) | 4,446,692 |
Weighted average exercise price | ' |
Stock option awards outstanding at the beginning of the period (in dollars per share) | $3.96 |
Stock option awards granted (in dollars per share) | $3.88 |
Stock option awards forfeited (in dollars per share) | $5.27 |
Stock option awards exercised (in dollars per share) | $0.97 |
Stock option awards outstanding at the end of the period (in dollars per share) | $4.16 |
Stock option awards vested and exercisable at the end of the period (in dollars per share) | $3.66 |
StockBased_Compensation_Detail3
Stock-Based Compensation (Details 4) (USD $) | 9 Months Ended | |
In Thousands, except Per Share data, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 |
Stock-Based Incentive Plans | ' | ' |
Cliff period | '1 year | ' |
Weighted average grant date fair values of option awards granted (in dollars per share) | $1.84 | ' |
Total intrinsic values of options exercised | $2,378 | $993 |
Cash received from options exercised | 727 | 492 |
Unrecognized compensation cost related to non-vested share based compensation arrangements | $5,691 | ' |
Weighted-average period over which unrecognized compensation cost is expected to be recognized | '2 years 10 months 13 days | ' |
Maximum | ' | ' |
Stock-Based Incentive Plans | ' | ' |
Vesting period | '4 years | ' |
Expiration period | '10 years | ' |
StockBased_Compensation_Detail4
Stock-Based Compensation (Details 5) (USD $) | 9 Months Ended |
In Thousands, except Share data, unless otherwise specified | Sep. 30, 2014 |
Weighted Average Grant Date Fair Value Per Share | ' |
Weighted-average period over which unrecognized compensation cost is expected to be recognized | '2 years 10 months 13 days |
RSU | ' |
Restricted Stock Unit Awards | ' |
Non-vested restricted stock unit awards outstanding at the beginning of the period (in shares) | 70,119 |
Restricted stock unit awards granted (In shares) | 1,499,405 |
Restricted stock unit awards forfeited (in shares) | -137,347 |
Restricted stock unit awards exercised (in shares) | -506,819 |
Non-vested restricted stock unit awards outstanding at the end of the period (in shares) | 925,358 |
Weighted Average Grant Date Fair Value Per Share | ' |
Restricted stock unit awards outstanding at the beginning of the period (in dollars per share) | 9.63 |
Restricted stock unit awards granted (in dollars per share) | 3.94 |
Restricted stock unit awards forfeited (in dollars per share) | 5.37 |
Restricted stock unit awards exercised (in dollars per share) | 3.78 |
Restricted stock unit awards at the end of the period (in dollars per share) | 4.25 |
Unrecognized compensation cost | 3,346 |
Weighted-average period over which unrecognized compensation cost is expected to be recognized | '3 years 6 months 18 days |
StockBased_Compensation_Detail5
Stock-Based Compensation (Details 6) (2014 ESPP, USD $) | 9 Months Ended |
Sep. 30, 2014 | |
Stock-Based Incentive Plans | ' |
Length of purchase intervals under ESPP plan | '6 months |
Percentage of purchase price per share | 85.00% |
Maximum payroll deductions allowed to purchase shares of common stock on purchase dates (as a percent) | 15.00% |
Maximum number of common stock permitted to be purchased by employees on any one purchase date under ESPP | 5,000 |
Maximum amount of common stock permitted to be purchased by employees in any calendar year under ESPP | $25 |
Maximum | ' |
Stock-Based Incentive Plans | ' |
Shares of common stock are reserved for future issuance | 2,000,000 |
StockBased_Compensation_Detail6
Stock-Based Compensation (Details 7) (USD $) | 9 Months Ended |
In Thousands, unless otherwise specified | Sep. 30, 2014 |
Assumptions | ' |
Weighted-average period over which unrecognized compensation cost is expected to be recognized | '2 years 10 months 13 days |
2014 ESPP | ' |
Assumptions | ' |
Volatility (as a percent) | 33.82% |
Risk-free interest rate (as a percent) | 0.05% |
Expected life | '6 months |
Dividend yield (as a percent) | 0.00% |
Unrecognized compensation cost | 122 |
2014 ESPP | Maximum | ' |
Assumptions | ' |
Weighted-average period over which unrecognized compensation cost is expected to be recognized | '1 year |
Net_Loss_Attributable_to_Commo2
Net Loss Attributable to Common Stockholders Per Share (Details) (USD $) | 0 Months Ended | 3 Months Ended | 9 Months Ended | ||
In Thousands, except Share data, unless otherwise specified | Jul. 02, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 |
Securities excluded from the calculation of weighted average common shares outstanding | ' | ' | ' | ' | ' |
Anti-dilutive securities excluded in the computation of diluted earnings per share (in shares) | ' | 7,914,217 | 39,984,851 | 7,914,217 | 39,984,851 |
Numerator: | ' | ' | ' | ' | ' |
Net loss | ' | ($5,474) | ($2,243) | ($18,075) | ($7,675) |
Series F preferred stock deemed dividend | ' | ' | 15,849 | ' | 15,849 |
Net loss attributable to common stockholders | ' | -5,474 | -18,092 | -18,075 | -23,524 |
Denominator: | ' | ' | ' | ' | ' |
Weighted-average number of shares of common stock outstanding for basic and diluted net loss attributable to common stockholders per share | ' | 50,751,303 | 49,115,766 | 50,485,734 | 21,686,759 |
Basic and diluted net loss attributable to common stockholders per share (in dollars per share) | ' | ($0.11) | ($0.37) | ($0.36) | ($1.08) |
Common stock sold and issued in IPO (in shares) | 7,500,000 | ' | ' | ' | ' |
Common stock issued on automatic conversion of mandatorily redeemable convertible preferred stock (in shares) | 34,172,316 | ' | ' | ' | ' |
Common stock issued in connection with the Series F preferred stock deemed dividend | $15,849 | ' | ' | ' | $15,849 |
Series F preferred stock deemed dividend (in shares) | 1,584,863 | ' | ' | ' | ' |
Warrants to purchase preferred stock | ' | ' | ' | ' | ' |
Securities excluded from the calculation of weighted average common shares outstanding | ' | ' | ' | ' | ' |
Anti-dilutive securities excluded in the computation of diluted earnings per share (in shares) | ' | 0 | 140,933 | 0 | 140,933 |
Warrants to purchase common stock | ' | ' | ' | ' | ' |
Securities excluded from the calculation of weighted average common shares outstanding | ' | ' | ' | ' | ' |
Anti-dilutive securities excluded in the computation of diluted earnings per share (in shares) | ' | 39,824 | 39,824 | 39,824 | 39,824 |
Preferred stock | ' | ' | ' | ' | ' |
Securities excluded from the calculation of weighted average common shares outstanding | ' | ' | ' | ' | ' |
Anti-dilutive securities excluded in the computation of diluted earnings per share (in shares) | ' | 0 | 32,563,192 | 0 | 32,563,192 |
Stock option awards | ' | ' | ' | ' | ' |
Securities excluded from the calculation of weighted average common shares outstanding | ' | ' | ' | ' | ' |
Anti-dilutive securities excluded in the computation of diluted earnings per share (in shares) | ' | 6,949,035 | 7,170,783 | 6,949,035 | 7,170,783 |
RSU | ' | ' | ' | ' | ' |
Securities excluded from the calculation of weighted average common shares outstanding | ' | ' | ' | ' | ' |
Anti-dilutive securities excluded in the computation of diluted earnings per share (in shares) | ' | 925,358 | 70,119 | 925,358 | 70,119 |
Employee_Benefit_Plan_Details
Employee Benefit Plan (Details) (USD $) | 3 Months Ended | 8 Months Ended | 9 Months Ended |
In Thousands, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2014 |
Employee benefit plan | ' | ' | ' |
Entity's matching contribution as a percentage of each participating employee's contribution | ' | 50.00% | ' |
Vesting period | ' | '3 years | ' |
Total employer matching contributions to the Plan | $133 | ' | $340 |
Maximum | ' | ' | ' |
Employee benefit plan | ' | ' | ' |
Employer matching contribution as a percentage of employee contribution | ' | 3.00% | ' |
Segment_and_Geographic_Informa1
Segment and Geographic Information (Details) | 9 Months Ended |
Sep. 30, 2014 | |
item | |
Segment and Geographic Information | ' |
Number of operating segments | 1 |
Number of reportable segments | 1 |
Subsequent_Events_Details
Subsequent Events (Details) (Subsequent event, USD $) | 0 Months Ended | 9 Months Ended | 0 Months Ended | 9 Months Ended | |||
In Thousands, unless otherwise specified | Oct. 20, 2014 | Oct. 20, 2014 | Sep. 30, 2014 | Oct. 20, 2014 | Oct. 20, 2014 | Oct. 20, 2014 | Sep. 30, 2014 |
Office Lease | Loan Agreement | Loan Agreement | Loan Agreement | Letter of credit, foreign exchange and cash management facility | Prime rate | Prime rate | |
item | Loan Agreement | Loan Agreement | |||||
sqft | |||||||
Credit facility and accrued interest expense | ' | ' | ' | ' | ' | ' | ' |
Maximum borrowing capacity | ' | ' | $25,000 | $32,500 | $2,500 | ' | ' |
Variable base rate | ' | ' | ' | ' | ' | 'prime rate | 'prime rate |
Interest rate (as a percent) | ' | ' | ' | ' | ' | ' | 0.50% |
Fee for unused portion (as a percent) | ' | 0.25% | 0.20% | ' | ' | ' | ' |
Ratio of current assets to current liabilities (excluding deferred revenue) | ' | 1.25 | 1.5 | ' | ' | ' | ' |
Office Lease | ' | ' | ' | ' | ' | ' | ' |
Area leased in New York, New York (in square feet) | 51,000 | ' | ' | ' | ' | ' | ' |
Term of lease | '10 years | ' | ' | ' | ' | ' | ' |
Number Of Extension Options Pursuant To Lease Agreement | 1 | ' | ' | ' | ' | ' | ' |
Term of lease option extension | '5 years | ' | ' | ' | ' | ' | ' |