Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Sep. 30, 2016 | Oct. 31, 2016 | |
Document And Entity Information [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Sep. 30, 2016 | |
Document Fiscal Year Focus | 2,016 | |
Document Fiscal Period Focus | Q3 | |
Trading Symbol | MRIN | |
Entity Registrant Name | MARIN SOFTWARE INC | |
Entity Central Index Key | 1,389,002 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 38,644,422 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Sep. 30, 2016 | Dec. 31, 2015 | [1] |
Current assets | |||
Cash and cash equivalents | $ 36,442 | $ 37,326 | |
Accounts receivable, net | 20,584 | 21,718 | |
Prepaid expenses and other current assets | 4,066 | 4,186 | |
Total current assets | 61,092 | 63,230 | |
Property and equipment, net | 21,518 | 21,817 | |
Goodwill | 19,416 | 19,417 | |
Intangible assets, net | 8,055 | 10,405 | |
Other noncurrent assets | 1,681 | 1,323 | |
Total assets | 111,762 | 116,192 | |
Current liabilities | |||
Accounts payable | 1,939 | 1,710 | |
Accrued expenses and other current liabilities | 9,825 | 11,185 | |
Deferred revenues | 1,135 | 1,430 | |
Current portion of long-term debt | 870 | 1,384 | |
Total current liabilities | 13,769 | 15,709 | |
Long-term debt, less current portion | 2,149 | 1,557 | |
Other long-term liabilities | 4,382 | 4,795 | |
Total liabilities | 20,300 | 22,061 | |
Commitments and contingences (Note 13) | |||
Stockholders’ equity | |||
Common stock, $0.001 par value - 500,000 shares authorized, 38,610 and 37,568 shares issued, 38,602 and 37,419 outstanding at September 30, 2016, and December 31, 2015, respectively | 39 | 37 | |
Additional paid-in capital | 284,731 | 275,604 | |
Accumulated deficit | (191,617) | (179,733) | |
Accumulated other comprehensive loss | (1,691) | (1,777) | |
Total stockholders’ equity | 91,462 | 94,131 | |
Total liabilities and stockholders’ equity | $ 111,762 | $ 116,192 | |
[1] | Derived from our audited consolidated financial statements as of December 31, 2015. |
CONDENSED CONSOLIDATED BALANCE3
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | Sep. 30, 2016 | Dec. 31, 2015 |
Statement Of Financial Position [Abstract] | ||
Common stock, par value | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 500,000,000 | 500,000,000 |
Common stock, shares issued | 38,610,000 | 37,568,000 |
Common stock, shares outstanding | 38,602,000 | 37,419,000 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS (Unaudited) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Revenues, net | $ 24,013 | $ 26,327 | $ 76,954 | $ 79,515 |
Cost of revenues | 8,668 | 10,375 | 26,752 | 30,683 |
Gross profit | 15,345 | 15,952 | 50,202 | 48,832 |
Operating expenses | ||||
Sales and marketing | 7,581 | 10,835 | 25,973 | 36,056 |
Research and development | 6,268 | 8,162 | 21,321 | 25,840 |
General and administrative | 4,735 | 5,882 | 14,722 | 17,257 |
Total operating expenses | 18,584 | 24,879 | 62,016 | 79,153 |
Loss from operations | (3,239) | (8,927) | (11,814) | (30,321) |
Interest expense, net | (39) | (63) | (91) | (82) |
Other income (expenses), net | 188 | (214) | 632 | (134) |
Loss before benefit from (provision for) income taxes | (3,090) | (9,204) | (11,273) | (30,537) |
Benefit from (provision for) income taxes | 37 | (300) | (611) | (674) |
Net loss | (3,053) | (9,504) | (11,884) | (31,211) |
Foreign currency translation adjustments | (15) | (13) | 86 | (626) |
Comprehensive loss | $ (3,068) | $ (9,517) | $ (11,798) | $ (31,837) |
Net loss per share available to common stockholders, basic and diluted | $ (0.08) | $ (0.26) | $ (0.31) | $ (0.86) |
Weighted-average shares used to compute net loss per share available to common stockholders, basic and diluted | 38,520 | 36,953 | 38,190 | 36,367 |
Amortization of intangible assets is allocated as follows (Note 5): | ||||
Amortization of intangible assets | $ 730 | $ 826 | $ 2,350 | $ 2,308 |
Cost of Revenues [Member] | ||||
Stock-based compensation is allocated as follows (Note 9): | ||||
Allocation of stock-based compensation | 285 | 249 | 1,015 | 800 |
Amortization of intangible assets is allocated as follows (Note 5): | ||||
Amortization of intangible assets | 246 | 271 | 780 | 762 |
Restructuring related expenses are allocated as follows (Note 3): | ||||
Restructuring related expenses | 24 | 105 | 175 | 105 |
Sales and Marketing [Member] | ||||
Stock-based compensation is allocated as follows (Note 9): | ||||
Allocation of stock-based compensation | 162 | 435 | 1,083 | 2,104 |
Amortization of intangible assets is allocated as follows (Note 5): | ||||
Amortization of intangible assets | 223 | 247 | 711 | 674 |
Restructuring related expenses are allocated as follows (Note 3): | ||||
Restructuring related expenses | 2 | 659 | 213 | 659 |
Research and Development [Member] | ||||
Stock-based compensation is allocated as follows (Note 9): | ||||
Allocation of stock-based compensation | 852 | 1,864 | 4,149 | 5,831 |
Amortization of intangible assets is allocated as follows (Note 5): | ||||
Amortization of intangible assets | 246 | 271 | 780 | 763 |
Restructuring related expenses are allocated as follows (Note 3): | ||||
Restructuring related expenses | (4) | 53 | 44 | 53 |
General and Administrative [Member] | ||||
Stock-based compensation is allocated as follows (Note 9): | ||||
Allocation of stock-based compensation | 532 | 1,058 | 2,345 | 3,305 |
Amortization of intangible assets is allocated as follows (Note 5): | ||||
Amortization of intangible assets | 15 | 37 | 79 | 109 |
Restructuring related expenses are allocated as follows (Note 3): | ||||
Restructuring related expenses | $ 2 | $ 264 | $ 17 | $ 264 |
CONDENSED CONSOLIDATED STATEME5
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) - USD ($) $ in Thousands | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | ||
Operating activities | |||
Net loss | $ (11,884) | $ (31,211) | |
Adjustments to reconcile net loss to net cash provided by (used in) operating activities | |||
Depreciation | 4,610 | 5,166 | |
Amortization of internally developed software | 2,180 | 1,850 | |
Amortization of intangible assets | 2,350 | 2,308 | |
Loss on disposal of property and equipment | 2 | 19 | |
Unrealized foreign currency gains | (268) | (203) | |
Noncash interest expense related to debt agreements | 18 | 36 | |
Stock-based compensation related to equity awards and restricted stock | 8,592 | 12,040 | |
Provision for bad debts | 852 | 776 | |
Deferred income tax benefits | 0 | (307) | |
Excess tax benefits from stock-based award activities | 0 | (9) | |
Payment of contingent consideration for prior acquisition | (93) | 0 | |
Changes in operating assets and liabilities, net of effect of acquisitions | |||
Accounts receivable | 560 | (3,386) | |
Prepaid expenses and other current assets | 309 | (1,750) | |
Other assets | (340) | 407 | |
Accounts payable | 246 | (1,073) | |
Deferred revenues | (280) | (689) | |
Accrued expenses and other current liabilities | (2,050) | 2,426 | |
Net cash provided by (used in) operating activities | 4,804 | (13,600) | |
Investing activities | |||
Purchases of property and equipment | (1,154) | (8,217) | |
Proceeds from disposal of property and equipment | 3 | 0 | |
Capitalization of internally developed software | (4,050) | (4,107) | |
Acquisitions of businesses, net of cash acquired | 0 | (7,509) | |
Net cash used in investing activities | (5,201) | (19,833) | |
Financing activities | |||
Repayment of notes payable | (1,223) | (2,967) | |
Debt issuance costs | 0 | (53) | |
Repurchase of unvested shares | 0 | (2) | |
Proceeds from exercise of common stock options | 350 | 1,107 | |
Proceeds from employee stock purchase plan, net | 592 | 995 | |
Stock issuance costs | 0 | (51) | |
Excess tax benefits from stock-based award activities | 0 | 9 | |
Net cash used in financing activities | (281) | (962) | |
Effect of foreign exchange rate changes on cash and cash equivalents | (206) | (526) | |
Net decrease in cash and cash equivalents | (884) | (34,921) | |
Beginning of period | 37,326 | [1] | 68,253 |
End of period | 36,442 | 33,332 | |
Supplemental disclosure of noncash investing and financing activities | |||
Acquisition of equipment through capital leases | 1,283 | 1,905 | |
Purchases of property and equipment recorded in accounts payable and accrued expenses | 9 | 712 | |
Issuance of common stock under employee stock purchase plan | 328 | 548 | |
Issuance of common stock in connection with acquisitions of businesses | $ 0 | $ 4,337 | |
[1] | Derived from our audited consolidated financial statements as of December 31, 2015. |
Summary of Business and Signifi
Summary of Business and Significant Accounting Policies | 9 Months Ended |
Sep. 30, 2016 | |
Accounting Policies [Abstract] | |
Summary of Business and Significant Accounting Policies | 1. Summary of Business and Significant Accounting Policies Marin Software Incorporated (the “Company”) was incorporated in Delaware in March 2006. The Company provides a leading cross-channel, cross-device, enterprise marketing software platform for search, display and social advertising channels, offered as an integrated software-as-a-service, or SaaS, solution for advertisers and agencies. The Company’s platform enables digital marketers to improve financial performance, realize efficiencies and time savings, and make better business decisions. The Company’s corporate headquarters are located in San Francisco, California, and the Company has additional offices in the following locations: Austin, Chicago, Dublin, Hamburg, London, New York, Paris, Portland, Shanghai, Sydney and Tokyo. Basis of Presentation and Consolidation The accompanying unaudited condensed consolidated financial statements and condensed footnotes have been prepared in accordance with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by United States generally accepted accounting principles (“GAAP”) for complete financial statements. In the opinion of management, all adjustments, consisting of only normal recurring items, considered necessary for fair statement have been included. The results of operations for the three and nine months ended September 30, 2016, are not necessarily indicative of the results to be expected for the year ending December 31, 2016, or for other interim periods or for future years. The accompanying unaudited condensed consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries. All significant intercompany accounts and transactions have been eliminated on consolidation. The condensed consolidated balance sheet as of December 31, 2015, is derived from audited financial statements as of that date but does not include all of the information and footnotes required by GAAP for complete financial statements. These condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and related notes included in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2015 filed with the Securities and Exchange Commission (“SEC”) on February 22, 2016. Fair Value Measurements The Company’s financial instruments, including cash equivalents, accounts receivable, accounts payable and accrued expenses are carried at cost, which approximates fair value because of the short-term nature of those instruments. Based on borrowing rates available to the Company for loans with similar terms and maturities, and in consideration of the Company’s credit risk profile, the carrying value of borrowings (Note 6) approximates fair value (level 2 within the fair value hierarchy). Cash equivalents consist of money market funds, which are readily convertible into cash and have original maturity dates of less than three months from the date of their respective purchases. These money market funds presented as cash equivalents on the consolidated balance sheets are classified as level 1 within the fair value hierarchy, and totaled $22,631 and $25,564 as of September 30, 2016 and December 31, 2015, respectively. Allowance for Doubtful Accounts and Revenue Credits The allowance for doubtful accounts reflects the Company’s best estimate of probable losses inherent in the Company’s receivables portfolio determined on the basis of historical experience, specific allowances for known troubled accounts and other currently available evidence. The Company has not historically experienced significant credit losses from its accounts receivable. The Company performs a regular review of its customers’ payment histories and associated credit risks and it does not require collateral from its customers. Certain contracts with advertising agencies contain sequential liability provisions, whereby the agency does not have an obligation to pay the Company until payment is received from the agency’s customers. In these circumstances, the Company evaluates the credit worthiness of the agency’s customers, in addition to the agency itself. As of September 30, 2016 and December 31, 2015, the Company recorded an allowance for doubtful accounts in the amount of $2,230 and $2,188, respectively. From time to time, the Company provides credits to customers and an allowance is made based on historical credit activity. As of September 30, 2016, and December 31, 2015, the Company recorded an allowance for potential customer credits in the amount of $1,750 and $2,274, respectively. Goodwill and Intangible Assets Goodwill represents the excess of the purchase price in a business combination over the fair value of net tangible and intangible assets acquired. Intangible assets that are not considered to have an indefinite useful life are amortized over their useful lives, which generally range from two to six years. Estimated remaining useful lives of purchased intangible assets are evaluated to assess whether events or changes in circumstances warrant a revision to the remaining periods of amortization. The Company evaluates goodwill for impairment in the fourth quarter annually, or more frequently if events or changes in circumstances indicate that these assets may be impaired. Because the Company operates its business in one reporting unit, the goodwill is tested for impairment at the enterprise level. No goodwill impairment has been identified in any of the periods presented. Subsequent to September 30, 2016, the market capitalization of the Company’s publicly traded common stock sustained a decline to the extent that it fell below the book value of the Company’s net assets. Management considers the stock price and any estimated control premium along with other operating conditions, such as revenue decline, as possible factors affecting the assessment of the fair value of the Company’s reporting unit for the purposes of performing any goodwill impairment assessment. While the likelihood and amount of such an impairment charge is not estimable at this time, if facts, circumstances or assumptions change, the Company may be required to record an impairment charge to reduce the carrying value of its goodwill, intangible assets and other long-term assets in the future. Revenue Recognition The Company generates revenues principally from subscriptions either directly with advertisers or with advertising agencies to its platform for the management of search, social and display advertising. The Company’s direct search subscription agreements are generally one year or longer in length. The Company’s subscription fee under most contracts is variable based on the value of the advertising spend that the Company’s advertisers manage through the Company’s platform and is generally invoiced on a monthly basis. Contracts with direct advertisers and certain contracts with advertising agencies also include a minimum monthly fee that is payable over the duration of the contract. The Company’s customers do not have the right to take possession of the software supporting the application service at any time, nor do the arrangements contain general rights of return. The Company commences revenue recognition for both direct advertisers and advertising agencies when all of the following conditions are met: • persuasive evidence of an arrangement exists; • the Company’s platform is made available to the customer; • the fee is fixed or determinable; and • collection is reasonably assured. The Company recognizes the total minimum fee for both direct advertisers and advertising agencies, where applicable, over the duration of the contract, commencing on the date that the Company’s platform is made available to the customer, provided revenues recognized do not exceed amounts that are invoiced and due. The variable fee, which is based on a percentage of the value of the advertising spend managed through the Company’s platform, is recognized once the amount is fixed or determinable, which is generally on a monthly basis concurrent with the issuance of the customer invoice. Signed contracts are used as evidence of an arrangement. The Company assesses collectability based on a number of factors such as past collection history with the customer and creditworthiness of the customer. Certain agreements with advertising agencies also contain sequential liability provisions, which provide that the agency has no obligation to pay the Company until the agency receives payment from its customers. In these circumstances, the Company evaluates the credit worthiness of the agency’s customers, in addition to the agency itself, to conclude whether or not collectability is reasonably assured. If the Company determines collectability is not reasonably assured, the Company defers the revenue recognition until collectability becomes reasonably assured. The Company applies the authoritative accounting guidance regarding revenue recognition for arrangements with multiple deliverables. Professional services and training, when sold with the Company’s platform subscription services, are accounted for separately when those services have standalone value. In determining whether professional services and training services can be accounted for separately from subscription services, the Company considers the following factors: availability of the services from other vendors; the nature of the services; the dependence of the subscription services on the customer’s decision to buy the professional services; and whether the Company sells the Company’s subscription services without professional services. If the deliverables have stand-alone value, the Company accounts for each deliverable separately and revenues are recognized for the respective deliverables as they are delivered. If one or more of the deliverables do not have stand-alone value, the deliverables that do not have stand-alone value are combined with the final deliverables within the arrangement and treated as a single unit of accounting. Revenues for arrangements treated as a single unit of accounting are recognized over the period of the contract commencing upon delivery of the final deliverable. As of September 30, 2016, the Company did not have stand-alone value for the professional services and training services. This is because the Company includes professional services and training services with the Company’s subscription services and those services are not available from other vendors. Cost of Revenues Cost of revenues primarily consists of costs related to hosting the Company’s enterprise marketing software platform, providing implementation and ongoing customer support, data communications expenses, salaries and benefits of operations and support personnel, software license fees, costs associated with website development activities, indirect overhead, amortization expense associated with capitalized internally developed software and intangible assets and property and equipment depreciation. Recent Accounting Pronouncements In March 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2016-09, C ompensation - Stock Compensation: Improvements to Employee Share-Based Payment Accounting In February 2016, the FASB issued ASU 2016-02, Leases most leases on the balance sheet as lease assets and lease liabilities, as well as both quantitative and qualitative disclosures regarding key information about leasing arrangements. This new standard is effective for interim and annual reporting periods beginning after December 15, 2018, and early adoption is permitted. The Company is currently evaluating the impact of the adoption of ASU 2016-02 will have on the consolidated financial statements, as well as the expected adoption method. In September 2015, the FASB issued ASU 2015-16, Business Combinations In August 2014, the FASB issued ASU 2014-15, Disclosures of Uncertainties About an Entity’s Ability to Continue as a Going Concern In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers |
Business Combination
Business Combination | 9 Months Ended |
Sep. 30, 2016 | |
Business Combinations [Abstract] | |
Business Combination | 2. Business Combination On February 12, 2015, pursuant to the terms of a Share Purchase Agreement, the Company acquired all outstanding shares of capital stock of SocialMoov S.A.S. (“SocialMoov”), with SocialMoov surviving as a wholly-owned subsidiary of the Company. Based in Paris, France, SocialMoov is a provider of social advertising tools for advertisers and agencies. The total purchase price for the acquisition was $13,288, which consisted of 636 shares of the Company’s common stock valued at $4,337 upon the closing date using the weighted average of the Company’s closing date stock price for a short period of time preceding the closing date of the acquisition, $8,858 in cash paid at the acquisition date and $93 in cash paid as contingent consideration during the first quarter of 2016. Of the cash consideration paid at the closing date, $1,894 was held in escrow to secure indemnification obligations of the shareholders of SocialMoov to the Company following the closing, and was released during the third quarter of 2016. In addition, the Company agreed to issue 927 shares of common stock at future dates as defined in the Share Purchase Agreement, valued at $6,487 upon the closing date of the acquisition using the Company’s closing date stock price immediately preceding the acquisition, to existing employee shareholders of SocialMoov in connection with the acquisition, which are conditioned upon such employees’ continuous employment with the Company. These shares have been excluded from the purchase consideration and are being recognized as post-acquisition stock-based compensation expense over the employees’ requisite service periods. In February 2016, the Company issued 463 of these shares. The Company also granted RSUs representing 219 shares of common stock, valued at $959 using the Company’s grant date stock price, with time-based vesting to employees of SocialMoov that continued employment with SocialMoov subsequent to the acquisition. The Company recognizes compensation expense equal to the grant date fair value of the common stock or stock-based awards on a straight-line basis over the employee’s requisite service period. The results of operations and the fair values of the assets acquired and liabilities assumed have been included in the accompanying unaudited condensed financial statements since the acquisition date. The following table summarizes the fair values of tangible assets acquired, liabilities assumed, intangible assets and residual goodwill from the acquisition of SocialMoov (in thousands except years): Estimated Estimated Fair Value Useful Life Tangible assets acquired $ 2,741 N/A Liabilities assumed (3,480 ) N/A Developed technology 3,800 5 years Customer relationships 2,080 4 years Tradename 260 3 years Goodwill 7,887 Indefinite Total purchase price $ 13,288 The goodwill is primarily attributable to synergies expected to arise from the acquisition, and is not expected to be deductible for tax purposes. The values assigned to the intangible assets are based on a third-party valuation analysis, which includes estimates and judgments regarding expectations for the success and life cycles of the solutions and technologies acquired. |
Restructuring Activities
Restructuring Activities | 9 Months Ended |
Sep. 30, 2016 | |
Restructuring And Related Activities [Abstract] | |
Restructuring Activities | 3. Restructuring Activities 2016 Restructuring Plan During the second quarter of 2016, the Company executed an organizational restructuring (the “2016 Restructuring Plan”) primarily to improve cost efficiencies and effectiveness in sales. The Company recorded $24 and $449 of restructuring related expenses for the three and nine months ended September 30, 2016, respectively. As of September 30, 2016, approximately $84 in restructuring related expenses associated with the 2016 Restructuring Plan remained unpaid and were included in accrued expenses and other current liabilities on the Company’s condensed consolidated balance sheets. Further costs associated with this 2016 Restructuring Plan are not expected to be material in future periods. 2015 Restructuring Plans During the third and fourth quarters of 2015, the Company executed organizational restructurings (the “2015 Restructuring Plans”) primarily to improve cost efficiencies and realign its sales, customer success and marketing operations. The Company recorded $1,081 of restructuring related expenses in connection with the 2015 Restructuring Plans for the three and nine months ended September 30, 2015. Actions pursuant to the 2015 Restructuring Plans were substantially complete as of December 31, 2015, and the associated costs were not material for the three and nine months ended September 30, 2016. |
Balance Sheet Components
Balance Sheet Components | 9 Months Ended |
Sep. 30, 2016 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Balance Sheet Components | 4. Balance Sheet Components The following table shows the components of property and equipment as of the dates presented: September 30, December 31, 2016 2015 Computer equipment $ 28,353 $ 26,279 Software 20,662 16,602 Office equipment 1,038 1,016 Furniture, fixtures and leasehold improvements 6,073 6,049 56,126 49,946 Less: Accumulated depreciation and amortization (34,608 ) (28,129 ) $ 21,518 $ 21,817 Depreciation and amortization of internally developed software for the nine months ended September 30, 2016 and 2015 was $6,790 and $7,016, respectively. The following table shows the components of accrued expenses and other current liabilities as of the dates presented: September 30, December 31, 2016 2015 Accrued salary and payroll related expenses $ 4,432 $ 4,829 Accrued accounts payable 2,872 3,417 Customer advances 1,638 1,463 Income tax (receivable) payable (88 ) 236 Sales and use tax payable 237 434 Other 734 806 $ 9,825 $ 11,185 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets | 9 Months Ended |
Sep. 30, 2016 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets | 5. Goodwill and Intangible Assets The goodwill activity for the nine months ended September 30, 2016 consisted of the following: Balance at December 31, 2015 $ 19,417 Add: Payment of contingent consideration for SocialMoov acquisition 93 Add: Other adjustments to goodwill (94 ) Balance at September 30, 2016 $ 19,416 Intangible assets consisted of the following as of the dates presented: September 30, December 31, Estimated 2016 2015 Useful Life Developed technology $ 9,910 $ 9,910 5 - 6 years Customer relationships 3,370 3,370 4 years Non-compete agreements and tradenames 1,390 1,390 2 - 3 years 14,670 14,670 Less: accumulated amortization (6,615 ) (4,265 ) $ 8,055 $ 10,405 Amortization expense was $730 and $826 for the three months ended September 30, 2016 and 2015, respectively, and $2,350 and $2,308 for the nine months ended September 30, 2016 and 2015, respectively. Future estimated amortization of intangible assets as of September 30, 2016, is presented below: Remaining three months of 2016 $ 730 Year ending December 31, 2017 2,850 Year ending December 31, 2018 2,537 Year ending December 31, 2019 1,843 Year ending December 31, 2020 95 $ 8,055 |
Debt
Debt | 9 Months Ended |
Sep. 30, 2016 | |
Debt Disclosure [Abstract] | |
Debt | 6. Debt Capital Lease Arrangements Since 2013, the Company has entered into capital lease arrangements with an equipment manufacturer to finance acquisitions of computer equipment. These leases have effective annual interest rates ranging from 5.8% to 6.0%, and carry terms of between 36 to 48 months. At the end of the lease periods, the Company has the option to purchase the underlying equipment at the estimated fair market value, or for a nominal amount in some cases. As of September 30, 2016 and December 31, 2015, the net book value of the equipment under these capital leases was $2,830 and $2,446, respectively, and the remaining principal balance payable was $3,043 and $2,700, respectively. Revolving Credit Facility In July 2015, the Company entered into an amendment to its existing loan and security agreement pursuant to which Silicon Valley Bank agreed to increase the revolving credit facility of up to the lesser of $20,000 or 80% of the Company’s eligible accounts receivable. Also, the expiration date of the revolving credit facility was extended to July 31, 2017, and the annual interest rate was amended to (a) the prime rate or (b) the London interbank offered rate then in effect, plus a margin of 2.75%, payable on a monthly basis. The amendment contains affirmative and negative covenants, including covenants related to the delivery of financial and other information, the maintenance of certain financial covenants, as well as limitations on dispositions, changes in business or management, mergers or consolidations, dividends and other corporate actions. The revolving credit facility was amended further in February 2016 to update the terms of certain covenants. No amounts were outstanding pursuant to the revolving credit facility as of September 30, 2016 and December 31, 2015. The maturities of all outstanding debt, consisting of the capital lease arrangements, as of September 30, 2016, are as follows: Year ending 2016 $ 274 2017 884 2018 935 2019 736 2020 214 3,043 Less: Current portion (870 ) Discount on long-term debt (24 ) Noncurrent portion of debt $ 2,149 |
Common Stock
Common Stock | 9 Months Ended |
Sep. 30, 2016 | |
Equity [Abstract] | |
Common Stock | 7. Common Stock As of September 30, 2016, and December 31, 2015, the Company’s certificate of incorporation authorizes the issuance of 500,000 shares of $0.001 par value common stock. Reserved shares of common stock are as follows: September 30, December 31, 2016 2015 Options or RSUs available for future grant under stock option plans 4,528 4,041 Options outstanding under stock option plans 6,344 5,960 RSUs outstanding under stock option plans 1,975 1,221 Shares available for future issuance under ESPP 1,307 776 Shares to be issued in connection with acquisition of SocialMoov 464 927 14,618 12,925 |
Equity Award Plans
Equity Award Plans | 9 Months Ended |
Sep. 30, 2016 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Equity Award Plans | 8. Equity Award Plans In April 2006, the Company’s Board of Directors (the “Board”) adopted and the stockholders approved the 2006 Stock Option Plan (“2006 Plan”). The 2006 Plan provides for the grant of incentive stock options under the federal tax laws and non-statutory stock options. Only employees may receive incentive stock options, but non-statutory stock options may be granted to employees, non-employee directors and consultants. The stock options are exercisable at a price equal to the market value of the underlying shares of common stock on the date of the grant as determined by the Board. The term of options granted under the 2006 Plan may not exceed ten years. Certain options are eligible for exercise prior to vesting. Exercised but unvested shares of common stock are subject to repurchase by the Company at the initial exercise price. The proceeds from the shares of common stock subject to repurchase are classified as a liability and reclassified to equity as the shares vest. Under the 2006 Plan’s early exercise feature, the Company had the right to repurchase 5 and 18 shares of common stock as of September 30, 2016 and December 31, 2015, respectively. The Company records cash received from the exercise of unvested stock options as a long-term liability, as well as the fair value of vested outstanding options to non-employee consultants. As of September 30, 2016 and December 31, 2015, $46 and $249, respectively, has been recorded as a long-term liability on the accompanying unaudited condensed consolidated balance sheets. In February 2013, the Board and stockholders approved the 2013 Equity Incentive Plan (“2013 Plan”), under which 4,500 shares of common stock were originally reserved for issuance. Additionally, all reserved and unissued shares under the 2006 Plan at the time the 2013 Plan became effective are eligible for issuance under the 2013 Plan. The 2013 Plan became effective on March 21, 2013, at which time the Company ceased to grant equity awards under the 2006 Plan. The 2013 Plan authorizes the award of stock options, restricted stock awards, stock appreciation rights, RSUs, performance awards and stock bonuses to the Company’s employees, directors, consultants, independent contractors and advisors. On January 1 of each of the first ten calendar years through 2023, the number of shares of common stock reserved under the 2013 Plan will automatically increase by an amount equal to 5% of the total outstanding shares as of immediately preceding December 31, or such lesser number of shares as determined by the Board. Pursuant to terms of the 2013 Plan, the shares available for issuance increased by approximately 1,878 shares of common stock on January 1, 2016. Stock Options A summary of stock option activity under the 2006 Plan and 2013 Plan is as follows: Options Outstanding Weighted Average Weighted Remaining Average Contractual Aggregate Number of Exercise Term Intrinsic Shares Price Per Share (in Years) Value Balances at December 31, 2015 5,960 $ 7.58 7.85 $ 957 Options granted 1,202 2.66 7.07 Options exercised (213 ) 1.64 — Options forfeited and cancelled (2,063 ) 7.48 — Balances at September 30, 2016 4,886 $ 6.67 6.26 $ 403 Options exercisable 3,092 $ 7.89 4.65 $ 226 Options vested 3,079 $ 7.87 4.65 $ 226 Options vested and expected to vest 4,738 $ 6.75 6.17 $ 393 RSUs A summary of RSUs granted and unvested under the 2013 Plan is as follows: RSUs Outstanding Weighted Number of Grant Date Shares Fair Value Per Unit Granted and unvested at December 31, 2015 1,221 $ 9.36 RSUs granted 1,534 3.17 RSUs vested (195 ) 7.18 RSUs cancelled and withheld to cover taxes (995 ) 4.98 Granted and unvested at September 30, 2016 1,565 $ 4.11 Employee Stock Purchase Plan In February 2013, the Board and stockholders approved the 2013 Employee Stock Purchase Plan (“2013 ESPP”), under which 1,000 shares of common stock were originally reserved for issuance. The 2013 ESPP became effective on March 22, 2013. The 2013 ESPP provides generally for six-month purchase periods and the purchase price for shares of common stock purchased under the 2013 ESPP will be 85% of the lesser of the fair market value of the common stock on (i) the first trading day of the applicable offering period and (ii) the last trading day of each purchase period in the applicable offering period. On January 1 of each of the first 10 calendar years following the first offering date, the number of shares reserved under the 2013 ESPP will automatically increase by an amount equal to 1% of the total outstanding shares as of immediately preceding December 31, but not to exceed 700 shares. Pursuant to terms of the 2013 ESPP, the shares available for issuance increased by approximately 376 shares on January 1, 2016. During the three and nine months ended September 30, 2016, zero and 175 shares, respectively, were issued under the 2013 ESPP. During the three and nine months ended September 30, 2015, zero and 105 shares, respectively, were issued under the 2013 ESPP. |
Stock-Based Compensation
Stock-Based Compensation | 9 Months Ended |
Sep. 30, 2016 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Stock-Based Compensation | 9. Stock-Based Compensation For stock-based awards granted by the Company, stock-based compensation expense is measured at grant date based on the fair value of the award and is expensed over the requisite service period. The Company recorded stock-based compensation of $1,831 and $3,606 for the three months ended September 30, 2016 and 2015, respectively, and $8,592 and $12,040 for the nine months ended September 30, 2016 and 2015, respectively. Stock Options The Company uses the Black-Scholes option pricing model to estimate the fair value of options. This model requires the input of highly subjective assumptions including the expected volatility, risk-free interest rate and the expected life of options. The Company used the following assumptions: Three Months Ended September 30, Nine Months Ended September 30, 2016 2015 2016 2015 Dividend yield — — — — Expected volatility 47.6 % 44.3 % 47.5 % 49.2 % Risk-free interest rate 1.23 % 1.76 % 1.38 % 1.74 % Expected life of options (in years) 6.25 6.25 6.25 6.25 Forfeiture rate 7.0 % 7.0 % 7.0 % 7.0 % As the Company has limited historical option exercise data, the expected term of the stock options granted to employees was calculated based on the simplified method. Under the simplified method, the expected term is equal to the average of an option’s weighted-average vesting period and its contractual term. Pursuant to the SEC Staff Accounting Bulletin (“SAB”) No. 110, the Company will continue to use the simplified method until sufficient information regarding exercise behavior, such as historical exercise data or exercise information from external sources, becomes available. The Company estimates the expected volatility of its common stock on the date of grant based on the historical stock volatilities of similar publicly-traded entities over a period equal to the expected terms of the options, as the Company does not have sufficient trading history to use the volatility of its own common stock. The Company has no history or expectation of paying cash dividends on its common stock. The risk-free interest rate is based on the United States Treasury yield for a term consistent with the expected life of the options in effect at the time of grant. Cash proceeds from the exercise of stock options were $350 and $1,107 during the nine months ended September 30, 2016 and 2015, respectively. Compensation expense is recognized ratably over the requisite service period. As of September 30, 2016, there was $ 3,400 Restricted Stock and RSUs As of September 30, 2016, there was $ 6,345 2.4 Employee Stock Purchase Plan The Company estimates the fair value of purchase rights under the 2013 ESPP using the Black-Scholes valuation model. The fair value of each purchase right under the 2013 ESPP was estimated on the date of grant using the Black-Scholes option valuation model and the straight-line attribution approach with assumptions substantially similar to those used for the valuation of our stock option awards. |
Income Taxes
Income Taxes | 9 Months Ended |
Sep. 30, 2016 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 10. Income Taxes The Company’s quarterly provision for income taxes is based on an estimated effective annual income tax rate. The Company’s quarterly provision for income taxes also includes the tax impact of certain unusual or infrequently occurring items, if any, including changes in judgment about valuation allowances and effects of changes in tax laws or rates, in the interim period in which they occur. Income tax expense for the three and nine months ended September 30, 2016, was $37 and $611, respectively, on pre-tax losses of $3,090 and $11,273, respectively. For the three and nine months ended September 30, 2015, the Company recognized income tax expense of $300 and $674, respectively, on pre-tax losses of $9,204 and $30,537, respectively. As of September 30, 2016, the income tax rate varies from the United States statutory income tax rate primarily due to valuation allowances in the United States and taxable income generated by the Company’s foreign wholly-owned subsidiaries. The Company reviews the likelihood that it will realize the benefit of its deferred tax assets and, therefore, the need for valuation allowances on a quarterly basis. There is no corresponding income tax benefit recognized with respect to losses incurred and no corresponding income tax expense recognized with respect to earnings generated in jurisdictions with a valuation allowance. This causes variability in the Company’s effective tax rate. The Company will maintain the valuation allowances until it is more likely than not that the net deferred tax assets will be realized. Tax positions taken by the Company are subject to audits by multiple tax jurisdictions. The Company accounts for uncertain tax positions and believes that it has provided adequate reserves for its unrecognized tax benefits for all tax years still open for assessment. The Company also believes that it does not have any tax position for which it is not reasonably possible that the total amounts of unrecognized tax benefits will significantly increase or decrease within the next year. There were no interest or penalties associated with uncertain tax positions included within the income tax expense balance for the three and nine months ended September 30, 2016 and 2015. |
Net Loss Per Share Available to
Net Loss Per Share Available to Common Stockholders | 9 Months Ended |
Sep. 30, 2016 | |
Earnings Per Share [Abstract] | |
Net Loss Per Share Available to Common Stockholders | 11. Net Loss Per Share Available to Common Stockholders Basic net loss per share available to common stockholders is calculated by dividing the net loss available to common stockholders by the weighted-average number of shares of common stock outstanding for the period. The weighted-average number of shares of common stock used to calculate the Company’s basic net loss per share available to common stockholders excludes those shares subject to repurchase related to unvested common shares, stock options that were exercised prior to vesting, restricted stock issued and RSUs settled for shares of common stock, as these shares are not deemed to be outstanding for accounting purposes until they vest. The diluted net loss per share of common stock is computed by dividing the net loss using the weighted-average number of shares of common stock, excluding common stock subject to repurchase, and, if dilutive, potential shares of common stock outstanding during the period. Potential shares of common stock consist of common stock subject to repurchase, stock options to purchase common stock, restricted common stock issued and RSUs settled for shares of common stock. The following table presents the calculation of basic and diluted net loss per share: Three Months Ended September 30, Nine Months Ended September 30, 2016 2015 2016 2015 Numerator: Net loss available to common stockholders $ (3,053 ) $ (9,504 ) $ (11,884 ) $ (31,211 ) Denominator: Weighted average number of shares, basic and diluted 38,520 36,953 38,190 36,367 Net loss per share available to common stockholders Basic and diluted net loss per common share available to common stockholders $ (0.08 ) $ (0.26 ) $ (0.31 ) $ (0.86 ) The following table presents the potential shares of common stock outstanding that were excluded from the computation of diluted net loss per share available to common stockholders for the periods presented because including them would have been anti-dilutive: Three and Nine Months Ended September 30, 2016 2015 Options to purchase common stock 4,886 6,400 Restricted stock units 1,565 1,334 Restricted common stock issued 2 239 Common stock subject to repurchase 5 25 Total 6,458 7,998 |
Segment Reporting
Segment Reporting | 9 Months Ended |
Sep. 30, 2016 | |
Segment Reporting [Abstract] | |
Segment Reporting | 12. Segment Reporting The Company defines the term “chief operating decision maker” to be the Chief Executive Officer. The Chief Executive Officer reviews the financial information presented on a consolidated basis for purposes of allocating resources and evaluating of financial performance. Accordingly, the Company has determined that it operates as a single reportable and operating segment. Revenues by geographic area, based on the billing location of the customer, were as follows for the periods presented: Three Months Ended September 30, Nine Months Ended September 30, 2016 2015 2016 2015 United States of America $ 16,636 $ 18,123 $ 53,472 $ 53,333 International 7,377 8,204 23,482 26,182 Total revenues, net $ 24,013 $ 26,327 $ 76,954 $ 79,515 Long-lived assets, excluding goodwill and intangible assets, by geographic area were as follows for the periods presented: September 30, December 31, 2016 2015 United States of America $ 20,713 $ 20,825 International 805 992 Total long-lived assets, net $ 21,518 $ 21,817 |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2016 | |
Commitments And Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 13. Commitments and Contingencies Operating Leases Rent expense for the three months ended September 30, 2016 and 2015 was $2,095 and $2,279, respectively, and for the nine months ended September 30, 2016 and 2015, was $6,647 and $6,496, respectively. Future minimum lease payments for significant operating leases, net of sublease payments from a portion of the Company’s San Francisco and Portland office space, as of September 30, 2016, were as follows: Remaining three months of 2016 $ 1,576 Year ending December 31, 2017 6,186 Year ending December 31, 2018 4,519 Year ending December 31, 2019 4,054 Year ending December 31, 2020 and thereafter 9,399 $ 25,734 Legal Matters From time to time, the Company may be involved in lawsuits, claims, investigations and proceedings, consisting of intellectual property, commercial, employment and other matters, which arise in the ordinary course of business. In accordance with GAAP, the Company records a liability when it is both probable that a liability has been incurred and the amount of the loss can be reasonably estimated. These provisions are reviewed at least quarterly and adjusted to reflect the impact of negotiations, settlements, ruling, advice of legal counsel and other information and events pertaining to a particular case. Litigation is inherently unpredictable. If any unfavorable ruling was to occur in any specific period or if a loss becomes probable and estimable, there exists the possibility of a material adverse impact on the Company’s results of operations, financial position or cash flows. Indemnification The Company enters into standard indemnification agreements in the ordinary course of business. Pursuant to the agreements, each party may indemnify, defend and hold the other party harmless with respect to such claim, suit or proceeding brought against it by a third party alleging that the indemnifying party’s intellectual property infringes upon the intellectual property of the third party, or results from a breach of the indemnifying party’s representations and warranties or covenants, or that results from any acts of negligence or willful misconduct. The term of these indemnification agreements is generally perpetual any time after execution of the agreement. The maximum potential amount of future payments the Company could be required to make under these indemnification agreements is unlimited. Historically, the Company has not been obligated to make significant payments for these obligations and no liabilities have been recorded for these obligations on the unaudited consolidated condensed balance sheets as of September 30, 2016 and audited consolidated balance sheets as of December 31, 2015. The Company also indemnifies its officers and directors for certain events or occurrences, subject to certain limits, while the officer or director is or was serving at the Company’s request in such capacity. The maximum amount of potential future indemnification is unlimited; however, the Company has a Directors and Officers insurance policy that limits its exposure and enables the Company to recover a portion of any future amounts paid. Historically, the Company has not been obligated to make any payments for these obligations and no liabilities have been recorded for these obligations as of September 30, 2016 and December 31, 2015. Other Contingencies The Company is subject to claims and assessments from time to time in the ordinary course of business. The Company’s management does not believe that any such matters, individually or in the aggregate, will have a material adverse effect on the Company’s financial position, results of operations or cash flows. |
Summary of Business and Signi19
Summary of Business and Significant Accounting Policies (Policies) | 9 Months Ended |
Sep. 30, 2016 | |
Accounting Policies [Abstract] | |
Basis of Presentation and Consolidation | Basis of Presentation and Consolidation The accompanying unaudited condensed consolidated financial statements and condensed footnotes have been prepared in accordance with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by United States generally accepted accounting principles (“GAAP”) for complete financial statements. In the opinion of management, all adjustments, consisting of only normal recurring items, considered necessary for fair statement have been included. The results of operations for the three and nine months ended September 30, 2016, are not necessarily indicative of the results to be expected for the year ending December 31, 2016, or for other interim periods or for future years. The accompanying unaudited condensed consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries. All significant intercompany accounts and transactions have been eliminated on consolidation. The condensed consolidated balance sheet as of December 31, 2015, is derived from audited financial statements as of that date but does not include all of the information and footnotes required by GAAP for complete financial statements. These condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and related notes included in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2015 filed with the Securities and Exchange Commission (“SEC”) on February 22, 2016. |
Fair Value Measurements | Fair Value Measurements The Company’s financial instruments, including cash equivalents, accounts receivable, accounts payable and accrued expenses are carried at cost, which approximates fair value because of the short-term nature of those instruments. Based on borrowing rates available to the Company for loans with similar terms and maturities, and in consideration of the Company’s credit risk profile, the carrying value of borrowings (Note 6) approximates fair value (level 2 within the fair value hierarchy). Cash equivalents consist of money market funds, which are readily convertible into cash and have original maturity dates of less than three months from the date of their respective purchases. These money market funds presented as cash equivalents on the consolidated balance sheets are classified as level 1 within the fair value hierarchy, and totaled $22,631 and $25,564 as of September 30, 2016 and December 31, 2015, respectively. |
Allowance for Doubtful Accounts and Revenue Credits | Allowance for Doubtful Accounts and Revenue Credits The allowance for doubtful accounts reflects the Company’s best estimate of probable losses inherent in the Company’s receivables portfolio determined on the basis of historical experience, specific allowances for known troubled accounts and other currently available evidence. The Company has not historically experienced significant credit losses from its accounts receivable. The Company performs a regular review of its customers’ payment histories and associated credit risks and it does not require collateral from its customers. Certain contracts with advertising agencies contain sequential liability provisions, whereby the agency does not have an obligation to pay the Company until payment is received from the agency’s customers. In these circumstances, the Company evaluates the credit worthiness of the agency’s customers, in addition to the agency itself. As of September 30, 2016 and December 31, 2015, the Company recorded an allowance for doubtful accounts in the amount of $2,230 and $2,188, respectively. From time to time, the Company provides credits to customers and an allowance is made based on historical credit activity. As of September 30, 2016, and December 31, 2015, the Company recorded an allowance for potential customer credits in the amount of $1,750 and $2,274, respectively. |
Goodwill and Intangible Assets | Goodwill and Intangible Assets Goodwill represents the excess of the purchase price in a business combination over the fair value of net tangible and intangible assets acquired. Intangible assets that are not considered to have an indefinite useful life are amortized over their useful lives, which generally range from two to six years. Estimated remaining useful lives of purchased intangible assets are evaluated to assess whether events or changes in circumstances warrant a revision to the remaining periods of amortization. The Company evaluates goodwill for impairment in the fourth quarter annually, or more frequently if events or changes in circumstances indicate that these assets may be impaired. Because the Company operates its business in one reporting unit, the goodwill is tested for impairment at the enterprise level. No goodwill impairment has been identified in any of the periods presented. Subsequent to September 30, 2016, the market capitalization of the Company’s publicly traded common stock sustained a decline to the extent that it fell below the book value of the Company’s net assets. Management considers the stock price and any estimated control premium along with other operating conditions, such as revenue decline, as possible factors affecting the assessment of the fair value of the Company’s reporting unit for the purposes of performing any goodwill impairment assessment. While the likelihood and amount of such an impairment charge is not estimable at this time, if facts, circumstances or assumptions change, the Company may be required to record an impairment charge to reduce the carrying value of its goodwill, intangible assets and other long-term assets in the future. |
Revenue Recognition | Revenue Recognition The Company generates revenues principally from subscriptions either directly with advertisers or with advertising agencies to its platform for the management of search, social and display advertising. The Company’s direct search subscription agreements are generally one year or longer in length. The Company’s subscription fee under most contracts is variable based on the value of the advertising spend that the Company’s advertisers manage through the Company’s platform and is generally invoiced on a monthly basis. Contracts with direct advertisers and certain contracts with advertising agencies also include a minimum monthly fee that is payable over the duration of the contract. The Company’s customers do not have the right to take possession of the software supporting the application service at any time, nor do the arrangements contain general rights of return. The Company commences revenue recognition for both direct advertisers and advertising agencies when all of the following conditions are met: • persuasive evidence of an arrangement exists; • the Company’s platform is made available to the customer; • the fee is fixed or determinable; and • collection is reasonably assured. The Company recognizes the total minimum fee for both direct advertisers and advertising agencies, where applicable, over the duration of the contract, commencing on the date that the Company’s platform is made available to the customer, provided revenues recognized do not exceed amounts that are invoiced and due. The variable fee, which is based on a percentage of the value of the advertising spend managed through the Company’s platform, is recognized once the amount is fixed or determinable, which is generally on a monthly basis concurrent with the issuance of the customer invoice. Signed contracts are used as evidence of an arrangement. The Company assesses collectability based on a number of factors such as past collection history with the customer and creditworthiness of the customer. Certain agreements with advertising agencies also contain sequential liability provisions, which provide that the agency has no obligation to pay the Company until the agency receives payment from its customers. In these circumstances, the Company evaluates the credit worthiness of the agency’s customers, in addition to the agency itself, to conclude whether or not collectability is reasonably assured. If the Company determines collectability is not reasonably assured, the Company defers the revenue recognition until collectability becomes reasonably assured. The Company applies the authoritative accounting guidance regarding revenue recognition for arrangements with multiple deliverables. Professional services and training, when sold with the Company’s platform subscription services, are accounted for separately when those services have standalone value. In determining whether professional services and training services can be accounted for separately from subscription services, the Company considers the following factors: availability of the services from other vendors; the nature of the services; the dependence of the subscription services on the customer’s decision to buy the professional services; and whether the Company sells the Company’s subscription services without professional services. If the deliverables have stand-alone value, the Company accounts for each deliverable separately and revenues are recognized for the respective deliverables as they are delivered. If one or more of the deliverables do not have stand-alone value, the deliverables that do not have stand-alone value are combined with the final deliverables within the arrangement and treated as a single unit of accounting. Revenues for arrangements treated as a single unit of accounting are recognized over the period of the contract commencing upon delivery of the final deliverable. As of September 30, 2016, the Company did not have stand-alone value for the professional services and training services. This is because the Company includes professional services and training services with the Company’s subscription services and those services are not available from other vendors. |
Cost of Revenues | Cost of Revenues Cost of revenues primarily consists of costs related to hosting the Company’s enterprise marketing software platform, providing implementation and ongoing customer support, data communications expenses, salaries and benefits of operations and support personnel, software license fees, costs associated with website development activities, indirect overhead, amortization expense associated with capitalized internally developed software and intangible assets and property and equipment depreciation. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements In March 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2016-09, C ompensation - Stock Compensation: Improvements to Employee Share-Based Payment Accounting In February 2016, the FASB issued ASU 2016-02, Leases most leases on the balance sheet as lease assets and lease liabilities, as well as both quantitative and qualitative disclosures regarding key information about leasing arrangements. This new standard is effective for interim and annual reporting periods beginning after December 15, 2018, and early adoption is permitted. The Company is currently evaluating the impact of the adoption of ASU 2016-02 will have on the consolidated financial statements, as well as the expected adoption method. In September 2015, the FASB issued ASU 2015-16, Business Combinations In August 2014, the FASB issued ASU 2014-15, Disclosures of Uncertainties About an Entity’s Ability to Continue as a Going Concern In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers |
Business Combination (Tables)
Business Combination (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Business Combinations [Abstract] | |
Summary of Fair Values of Tangible Assets Acquired, Liabilities Assumed, Intangible Assets and Residual Goodwill | The following table summarizes the fair values of tangible assets acquired, liabilities assumed, intangible assets and residual goodwill from the acquisition of SocialMoov (in thousands except years): Estimated Estimated Fair Value Useful Life Tangible assets acquired $ 2,741 N/A Liabilities assumed (3,480 ) N/A Developed technology 3,800 5 years Customer relationships 2,080 4 years Tradename 260 3 years Goodwill 7,887 Indefinite Total purchase price $ 13,288 |
Balance Sheet Components (Table
Balance Sheet Components (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Components of Property and Equipment | The following table shows the components of property and equipment as of the dates presented: September 30, December 31, 2016 2015 Computer equipment $ 28,353 $ 26,279 Software 20,662 16,602 Office equipment 1,038 1,016 Furniture, fixtures and leasehold improvements 6,073 6,049 56,126 49,946 Less: Accumulated depreciation and amortization (34,608 ) (28,129 ) $ 21,518 $ 21,817 |
Components of Accrued Expenses and Other Current Liabilities | The following table shows the components of accrued expenses and other current liabilities as of the dates presented: September 30, December 31, 2016 2015 Accrued salary and payroll related expenses $ 4,432 $ 4,829 Accrued accounts payable 2,872 3,417 Customer advances 1,638 1,463 Income tax (receivable) payable (88 ) 236 Sales and use tax payable 237 434 Other 734 806 $ 9,825 $ 11,185 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Schedule of Goodwill | The goodwill activity for the nine months ended September 30, 2016 consisted of the following: Balance at December 31, 2015 $ 19,417 Add: Payment of contingent consideration for SocialMoov acquisition 93 Add: Other adjustments to goodwill (94 ) Balance at September 30, 2016 $ 19,416 |
Schedule of Intangible Assets | Intangible assets consisted of the following as of the dates presented: September 30, December 31, Estimated 2016 2015 Useful Life Developed technology $ 9,910 $ 9,910 5 - 6 years Customer relationships 3,370 3,370 4 years Non-compete agreements and tradenames 1,390 1,390 2 - 3 years 14,670 14,670 Less: accumulated amortization (6,615 ) (4,265 ) $ 8,055 $ 10,405 |
Schedule of Future Estimated Amortization Costs of Intangible Assets | Future estimated amortization of intangible assets as of September 30, 2016, is presented below: Remaining three months of 2016 $ 730 Year ending December 31, 2017 2,850 Year ending December 31, 2018 2,537 Year ending December 31, 2019 1,843 Year ending December 31, 2020 95 $ 8,055 |
Debt (Tables)
Debt (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Debt Disclosure [Abstract] | |
Maturities of Outstanding Debt | The maturities of all outstanding debt, consisting of the capital lease arrangements, as of September 30, 2016, are as follows: Year ending 2016 $ 274 2017 884 2018 935 2019 736 2020 214 3,043 Less: Current portion (870 ) Discount on long-term debt (24 ) Noncurrent portion of debt $ 2,149 |
Common Stock (Tables)
Common Stock (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Equity [Abstract] | |
Reserved Shares of Common Stock | As of September 30, 2016, and December 31, 2015, the Company’s certificate of incorporation authorizes the issuance of 500,000 shares of $0.001 par value common stock. Reserved shares of common stock are as follows: September 30, December 31, 2016 2015 Options or RSUs available for future grant under stock option plans 4,528 4,041 Options outstanding under stock option plans 6,344 5,960 RSUs outstanding under stock option plans 1,975 1,221 Shares available for future issuance under ESPP 1,307 776 Shares to be issued in connection with acquisition of SocialMoov 464 927 14,618 12,925 |
Equity Award Plans (Tables)
Equity Award Plans (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Summary of Activity under the 2006 Plan and 2013 Plan | A summary of stock option activity under the 2006 Plan and 2013 Plan is as follows: Options Outstanding Weighted Average Weighted Remaining Average Contractual Aggregate Number of Exercise Term Intrinsic Shares Price Per Share (in Years) Value Balances at December 31, 2015 5,960 $ 7.58 7.85 $ 957 Options granted 1,202 2.66 7.07 Options exercised (213 ) 1.64 — Options forfeited and cancelled (2,063 ) 7.48 — Balances at September 30, 2016 4,886 $ 6.67 6.26 $ 403 Options exercisable 3,092 $ 7.89 4.65 $ 226 Options vested 3,079 $ 7.87 4.65 $ 226 Options vested and expected to vest 4,738 $ 6.75 6.17 $ 393 |
Summary of RSUs Granted and Unvested under the 2013 Plan | A summary of RSUs granted and unvested under the 2013 Plan is as follows: RSUs Outstanding Weighted Number of Grant Date Shares Fair Value Per Unit Granted and unvested at December 31, 2015 1,221 $ 9.36 RSUs granted 1,534 3.17 RSUs vested (195 ) 7.18 RSUs cancelled and withheld to cover taxes (995 ) 4.98 Granted and unvested at September 30, 2016 1,565 $ 4.11 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Assumptions Used to Estimate Fair Value of Options | The Company used the following assumptions: Three Months Ended September 30, Nine Months Ended September 30, 2016 2015 2016 2015 Dividend yield — — — — Expected volatility 47.6 % 44.3 % 47.5 % 49.2 % Risk-free interest rate 1.23 % 1.76 % 1.38 % 1.74 % Expected life of options (in years) 6.25 6.25 6.25 6.25 Forfeiture rate 7.0 % 7.0 % 7.0 % 7.0 % |
Net Loss Per Share Available 27
Net Loss Per Share Available to Common Stockholders (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Earnings Per Share [Abstract] | |
Calculation of Basic and Diluted Net Loss Per Share | The following table presents the calculation of basic and diluted net loss per share: Three Months Ended September 30, Nine Months Ended September 30, 2016 2015 2016 2015 Numerator: Net loss available to common stockholders $ (3,053 ) $ (9,504 ) $ (11,884 ) $ (31,211 ) Denominator: Weighted average number of shares, basic and diluted 38,520 36,953 38,190 36,367 Net loss per share available to common stockholders Basic and diluted net loss per common share available to common stockholders $ (0.08 ) $ (0.26 ) $ (0.31 ) $ (0.86 ) |
Potential Common Shares Outstanding | The following table presents the potential shares of common stock outstanding that were excluded from the computation of diluted net loss per share available to common stockholders for the periods presented because including them would have been anti-dilutive: Three and Nine Months Ended September 30, 2016 2015 Options to purchase common stock 4,886 6,400 Restricted stock units 1,565 1,334 Restricted common stock issued 2 239 Common stock subject to repurchase 5 25 Total 6,458 7,998 |
Segment Reporting (Tables)
Segment Reporting (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Segment Reporting [Abstract] | |
Revenues by Geographic Area, Based on Billing Location of Customer and Long-Lived Assets, by Geographical Areas | Revenues by geographic area, based on the billing location of the customer, were as follows for the periods presented: Three Months Ended September 30, Nine Months Ended September 30, 2016 2015 2016 2015 United States of America $ 16,636 $ 18,123 $ 53,472 $ 53,333 International 7,377 8,204 23,482 26,182 Total revenues, net $ 24,013 $ 26,327 $ 76,954 $ 79,515 Long-lived assets, excluding goodwill and intangible assets, by geographic area were as follows for the periods presented: September 30, December 31, 2016 2015 United States of America $ 20,713 $ 20,825 International 805 992 Total long-lived assets, net $ 21,518 $ 21,817 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Commitments And Contingencies Disclosure [Abstract] | |
Annual Future Minimum Payments under Operating Leases | Future minimum lease payments for significant operating leases, net of sublease payments from a portion of the Company’s San Francisco and Portland office space, as of September 30, 2016, were as follows: Remaining three months of 2016 $ 1,576 Year ending December 31, 2017 6,186 Year ending December 31, 2018 4,519 Year ending December 31, 2019 4,054 Year ending December 31, 2020 and thereafter 9,399 $ 25,734 |
Summary of Business and Signi30
Summary of Business and Significant Accounting Policies - Additional Information (Detail) - USD ($) | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | Dec. 31, 2015 | |
Summary Of Significant Accounting Policies [Line Items] | |||||
Incorporation date | Mar. 31, 2006 | ||||
Allowance for doubtful accounts | $ 2,230,000 | $ 2,230,000 | $ 2,188,000 | ||
Allowance for potential customer credits | 1,750,000 | 1,750,000 | 2,274,000 | ||
Goodwill impairment | 0 | $ 0 | $ 0 | $ 0 | |
Minimum [Member] | |||||
Summary Of Significant Accounting Policies [Line Items] | |||||
Intangible assets amortized useful lives | 2 years | ||||
Minimum [Member] | Subscription arrangement [Member] | |||||
Summary Of Significant Accounting Policies [Line Items] | |||||
Length of subscription agreements | 1 year | ||||
Maximum [Member] | |||||
Summary Of Significant Accounting Policies [Line Items] | |||||
Intangible assets amortized useful lives | 6 years | ||||
Money Market Funds [Member] | Level 1 [Member] | |||||
Summary Of Significant Accounting Policies [Line Items] | |||||
Cash equivalents - money market funds | $ 22,631,000 | $ 22,631,000 | $ 25,564,000 |
Business Combination - Addition
Business Combination - Additional Information (Detail) - USD ($) shares in Thousands, $ in Thousands | Feb. 29, 2016 | Feb. 12, 2015 | Mar. 31, 2016 | Sep. 30, 2016 |
Business Acquisition [Line Items] | ||||
Number of RSUs, granted | 1,534 | |||
SocialMoov [Member] | ||||
Business Acquisition [Line Items] | ||||
Acquisition date | Feb. 12, 2015 | |||
Business acquisition, purchase price | $ 13,288 | |||
Number of common stock, shares at the date of acquisition | 636 | |||
Consideration in common stock | $ 4,337 | |||
Common stock value at the date of acquisition | 8,858 | |||
Cash paid as contingent consideration | $ 93 | |||
Held in escrow to secure indemnification obligations | $ 1,894 | |||
Additional shares of common stock issued in connection with acquisition | 463 | 927 | ||
Common stock issued in connection with acquisition closing date fair value | $ 6,487 | |||
SocialMoov [Member] | RSUs [Member] | ||||
Business Acquisition [Line Items] | ||||
Number of RSUs, granted | 219 | |||
Value of RSUs, granted | $ 959 |
Business Combination - Summary
Business Combination - Summary of Fair Values of Tangible Assets Acquired, Liabilities Assumed, Intangible Assets and Residual Goodwill (Detail) - USD ($) $ in Thousands | 9 Months Ended | ||
Sep. 30, 2016 | Dec. 31, 2015 | [1] | |
Business Acquisition [Line Items] | |||
Goodwill | $ 19,416 | $ 19,417 | |
Customer relationships [Member] | |||
Business Acquisition [Line Items] | |||
Intangible assets, Estimated Useful Life | 4 years | ||
SocialMoov [Member] | |||
Business Acquisition [Line Items] | |||
Tangible assets acquired | $ 2,741 | ||
Liabilities assumed | (3,480) | ||
Goodwill | 7,887 | ||
Total purchase price | $ 13,288 | ||
Goodwill, Estimated Useful Life | Indefinite | ||
SocialMoov [Member] | Developed technology [Member] | |||
Business Acquisition [Line Items] | |||
Intangible assets, Estimated Fair Value | $ 3,800 | ||
Intangible assets, Estimated Useful Life | 5 years | ||
SocialMoov [Member] | Customer relationships [Member] | |||
Business Acquisition [Line Items] | |||
Intangible assets, Estimated Fair Value | $ 2,080 | ||
Intangible assets, Estimated Useful Life | 4 years | ||
SocialMoov [Member] | Tradename [Member] | |||
Business Acquisition [Line Items] | |||
Intangible assets, Estimated Fair Value | $ 260 | ||
Intangible assets, Estimated Useful Life | 3 years | ||
[1] | Derived from our audited consolidated financial statements as of December 31, 2015. |
Restructuring Activities - Addi
Restructuring Activities - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
2016 Restructuring Plan [Member] | ||||
Restructuring Cost And Reserve [Line Items] | ||||
Restructuring related expenses | $ 24 | $ 449 | ||
Restructuring plans remained unpaid | $ 84 | $ 84 | ||
2015 Restructuring Plans [Member] | ||||
Restructuring Cost And Reserve [Line Items] | ||||
Restructuring related expenses | $ 1,081 | $ 1,081 |
Balance Sheet Components - Comp
Balance Sheet Components - Components of Property and Equipment (Detail) - USD ($) $ in Thousands | Sep. 30, 2016 | Dec. 31, 2015 | |
Property Plant And Equipment [Line Items] | |||
Property and equipment, gross | $ 56,126 | $ 49,946 | |
Less: Accumulated depreciation and amortization | (34,608) | (28,129) | |
Property and equipment, net | 21,518 | 21,817 | [1] |
Computer Equipment [Member] | |||
Property Plant And Equipment [Line Items] | |||
Property and equipment, gross | 28,353 | 26,279 | |
Software [Member] | |||
Property Plant And Equipment [Line Items] | |||
Property and equipment, gross | 20,662 | 16,602 | |
Office Equipment [Member] | |||
Property Plant And Equipment [Line Items] | |||
Property and equipment, gross | 1,038 | 1,016 | |
Furniture, Fixtures and Leasehold Improvements [Member] | |||
Property Plant And Equipment [Line Items] | |||
Property and equipment, gross | $ 6,073 | $ 6,049 | |
[1] | Derived from our audited consolidated financial statements as of December 31, 2015. |
Balance Sheet Components - Addi
Balance Sheet Components - Additional Information (Detail) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2016 | Sep. 30, 2015 | |
Quarterly Financial Information Disclosure [Abstract] | ||
Depreciation and amortization of internally developed software | $ 6,790 | $ 7,016 |
Balance Sheet Components - Co36
Balance Sheet Components - Components of Accrued Expenses and Other Current Liabilities (Detail) - USD ($) $ in Thousands | Sep. 30, 2016 | Dec. 31, 2015 | |
Accrued Liabilities And Other Liabilities [Abstract] | |||
Accrued salary and payroll related expenses | $ 4,432 | $ 4,829 | |
Accrued accounts payable | 2,872 | 3,417 | |
Customer advances | 1,638 | 1,463 | |
Income tax (receivable) payable | (88) | 236 | |
Sales and use tax payable | 237 | 434 | |
Other | 734 | 806 | |
Accrued expenses and other current liabilities | $ 9,825 | $ 11,185 | [1] |
[1] | Derived from our audited consolidated financial statements as of December 31, 2015. |
Goodwill and Intangible Asset37
Goodwill and Intangible Assets - Schedule of Goodwill (Detail) $ in Thousands | 9 Months Ended | |
Sep. 30, 2016USD ($) | ||
Goodwill And Intangible Assets Disclosure [Abstract] | ||
Balance at December 31, 2015 | $ 19,417 | [1] |
Add: Payment of contingent consideration for SocialMoov acquisition | 93 | |
Add: Other adjustments to goodwill | (94) | |
Balance at September 30, 2016 | $ 19,416 | |
[1] | Derived from our audited consolidated financial statements as of December 31, 2015. |
Goodwill and Intangible Asset38
Goodwill and Intangible Assets - Schedule of Intangible Assets (Detail) - USD ($) $ in Thousands | 9 Months Ended | ||
Sep. 30, 2016 | Dec. 31, 2015 | ||
Finite Lived Intangible Assets [Line Items] | |||
Intangible assets, gross | $ 14,670 | $ 14,670 | |
Less: accumulated amortization | (6,615) | (4,265) | |
Intangible assets, net | $ 8,055 | 10,405 | [1] |
Minimum [Member] | |||
Finite Lived Intangible Assets [Line Items] | |||
Intangible assets amortized useful lives | 2 years | ||
Maximum [Member] | |||
Finite Lived Intangible Assets [Line Items] | |||
Intangible assets amortized useful lives | 6 years | ||
Developed technology [Member] | |||
Finite Lived Intangible Assets [Line Items] | |||
Intangible assets, gross | $ 9,910 | 9,910 | |
Developed technology [Member] | Minimum [Member] | |||
Finite Lived Intangible Assets [Line Items] | |||
Intangible assets amortized useful lives | 5 years | ||
Developed technology [Member] | Maximum [Member] | |||
Finite Lived Intangible Assets [Line Items] | |||
Intangible assets amortized useful lives | 6 years | ||
Customer relationships [Member] | |||
Finite Lived Intangible Assets [Line Items] | |||
Intangible assets, gross | $ 3,370 | 3,370 | |
Intangible assets amortized useful lives | 4 years | ||
Non-compete agreements and tradename [Member] | |||
Finite Lived Intangible Assets [Line Items] | |||
Intangible assets, gross | $ 1,390 | $ 1,390 | |
Non-compete agreements and tradename [Member] | Minimum [Member] | |||
Finite Lived Intangible Assets [Line Items] | |||
Intangible assets amortized useful lives | 2 years | ||
Non-compete agreements and tradename [Member] | Maximum [Member] | |||
Finite Lived Intangible Assets [Line Items] | |||
Intangible assets amortized useful lives | 3 years | ||
[1] | Derived from our audited consolidated financial statements as of December 31, 2015. |
Goodwill and Intangible Asset39
Goodwill and Intangible Assets - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Goodwill And Intangible Assets Disclosure [Abstract] | ||||
Amortization of intangible assets | $ 730 | $ 826 | $ 2,350 | $ 2,308 |
Goodwill and Intangible Asset40
Goodwill and Intangible Assets - Schedule of Future Estimated Amortization Costs of Intangible Assets (Detail) $ in Thousands | Sep. 30, 2016USD ($) |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Remaining three months of 2016 | $ 730 |
Year ending December 31, 2017 | 2,850 |
Year ending December 31, 2018 | 2,537 |
Year ending December 31, 2019 | 1,843 |
Year ending December 31, 2020 | 95 |
Intangible assets, net | $ 8,055 |
Debt - Additional Information (
Debt - Additional Information (Detail) | 1 Months Ended | ||
Jul. 31, 2015USD ($) | Sep. 30, 2016USD ($)Installment | Dec. 31, 2015USD ($) | |
Line of Credit Facility [Line Items] | |||
Revolving credit facility, amount outstanding | $ 0 | $ 0 | |
Revolving Credit Facility [Member] | |||
Line of Credit Facility [Line Items] | |||
Increase in the revolving credit facility | $ 20,000,000 | ||
Revolving credit facility, amended annual interest rate | 2.75% | ||
Revolving credit facility, the expiration date | Jul. 31, 2017 | ||
Percentage of eligible accounts receivable | 80.00% | ||
Capital Lease for Acquisition of Computer Equipment [Member] | |||
Line of Credit Facility [Line Items] | |||
Net book value of equipment under capital leases | 2,830,000 | 2,446,000 | |
Remaining principal balance payable | $ 3,043,000 | $ 2,700,000 | |
Capital Lease for Acquisition of Computer Equipment [Member] | Minimum [Member] | |||
Line of Credit Facility [Line Items] | |||
Effective annual interest rate | 5.80% | ||
Number of monthly installments | Installment | 36 | ||
Capital Lease for Acquisition of Computer Equipment [Member] | Maximum [Member] | |||
Line of Credit Facility [Line Items] | |||
Effective annual interest rate | 6.00% | ||
Number of monthly installments | Installment | 48 |
Debt - Maturities of Outstandin
Debt - Maturities of Outstanding Debt (Detail) - USD ($) $ in Thousands | Sep. 30, 2016 | Dec. 31, 2015 | [1] |
Debt Disclosure [Abstract] | |||
2,016 | $ 274 | ||
2,017 | 884 | ||
2,018 | 935 | ||
2,019 | 736 | ||
2,020 | 214 | ||
Total | 3,043 | ||
Current portion | (870) | $ (1,384) | |
Discount on long-term debt | (24) | ||
Long-term debt, less current portion | $ 2,149 | $ 1,557 | |
[1] | Derived from our audited consolidated financial statements as of December 31, 2015. |
Common Stock - Additional Infor
Common Stock - Additional Information (Detail) - $ / shares | Sep. 30, 2016 | Dec. 31, 2015 |
Equity [Abstract] | ||
Common stock, shares authorized | 500,000,000 | 500,000,000 |
Common stock, par value | $ 0.001 | $ 0.001 |
Common Stock - Reserved Shares
Common Stock - Reserved Shares of Common Stock (Detail) - shares shares in Thousands | Sep. 30, 2016 | Dec. 31, 2015 | Feb. 28, 2013 |
Class Of Stock [Line Items] | |||
Reserved shares of Common Stock | 14,618 | 12,925 | |
Shares Available for Future Issuance under ESPP [Member] | |||
Class Of Stock [Line Items] | |||
Reserved shares of Common Stock | 1,307 | 776 | 1,000 |
RSUs [Member] | |||
Class Of Stock [Line Items] | |||
Reserved shares of Common Stock | 1,975 | 1,221 | |
Options Outstanding [Member] | |||
Class Of Stock [Line Items] | |||
Reserved shares of Common Stock | 6,344 | 5,960 | |
Shares to be issued in connection with acquisition of SocialMoov [Member] | |||
Class Of Stock [Line Items] | |||
Reserved shares of Common Stock | 464 | 927 | |
Options or RSUs Available for Future Grant [Member] | |||
Class Of Stock [Line Items] | |||
Reserved shares of Common Stock | 4,528 | 4,041 |
Equity Award Plans - Additional
Equity Award Plans - Additional Information (Detail) - USD ($) $ in Thousands | Jan. 01, 2016 | Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | Dec. 31, 2015 | Feb. 28, 2013 |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||
Reserved shares of Common Stock | 14,618,000 | 14,618,000 | 12,925,000 | ||||
2013 Employee Stock Purchase Plan [Member] | |||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||
Reserved shares of Common Stock | 1,307,000 | 1,307,000 | 776,000 | 1,000,000 | |||
Percentage of shares outstanding under Equity Award Plan | 1.00% | ||||||
Increase in common stock available for issuance | 376,000 | ||||||
Percentage of fair market value of common stock of lesser | 85.00% | ||||||
Number of shares reserved under Employee Stock Purchase Plan | 700,000 | 700,000 | |||||
Shares issued under 2013 ESPP | 0 | 0 | 175,000 | 105,000 | |||
Employee Stock Plan 2006 Plan [Member] | |||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||
Stock options, vest period | 10 years | ||||||
Repurchase of common stock | 5,000 | 5,000 | 18,000 | ||||
Long-term liability | $ 46 | $ 46 | $ 249 | ||||
2013 Equity Incentive Plan [Member] | |||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||
Reserved shares of Common Stock | 4,500,000 | ||||||
Percentage of shares outstanding under Equity Award Plan | 5.00% | ||||||
Increase in common stock available for issuance | 1,878,000 |
Equity Award Plans - Summary of
Equity Award Plans - Summary of Activity under the 2006 Plan and 2013 Plan (Detail) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 9 Months Ended | 12 Months Ended |
Sep. 30, 2016 | Dec. 31, 2015 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | ||
Number of Shares, Options Outstanding, Balance | 5,960 | |
Number of Shares, Options Granted | 1,202 | |
Number of Shares, Options Exercised | (213) | |
Number of Shares, Options Forfeited and Cancelled | (2,063) | |
Number of Shares, Options Outstanding, Balance | 4,886 | 5,960 |
Number of Shares, Options Exercisable, Balance | 3,092 | |
Number of Shares, Options Vested, Balance | 3,079 | |
Number of Shares, Options Vested and Expected to Vest, Balance | 4,738 | |
Weighted Average Exercise Price Per Share, Options Outstanding, Balance | $ 7.58 | |
Weighted Average Exercise Price Per Share, Options granted | 2.66 | |
Weighted Average Exercise Price Per Share, Options exercised | 1.64 | |
Weighted Average Exercise Price Per Share, Options forfeited and cancelled | 7.48 | |
Weighted Average Exercise Price Per Share, Options Outstanding, Balance | 6.67 | $ 7.58 |
Weighted Average Exercise Price Per Share, Options exercisable, Balance | 7.89 | |
Weighted Average Exercise Price Per Share, Options vested, Balance | 7.87 | |
Weighted Average Exercise Price Per Share, Options vested and expected to vest, Balance | $ 6.75 | |
Weighted Average Remaining Contractual Term, Options Outstanding (in years) | 6 years 3 months 4 days | 7 years 10 months 6 days |
Weighted Average Remaining Contractual Term, Options granted (in years) | 7 years 26 days | |
Weighted Average Remaining Contractual Term, Options exercised (in years) | 0 years | |
Weighted Average Remaining Contractual Term, Options forfeited and cancelled (in years) | 0 years | |
Weighted Average Remaining Contractual Term, Options exercised (in years) | 4 years 7 months 24 days | |
Weighted Average Remaining Contractual Term, Options vested (in years) | 4 years 7 months 24 days | |
Weighted Average Remaining Contractual Term, Options vested and expected to vest (in years) | 6 years 2 months 1 day | |
Aggregate Intrinsic Value, Options Outstanding, Balance | $ 403 | $ 957 |
Aggregate Intrinsic Value, Options exercisable, Balance | 226 | |
Aggregate Intrinsic Value, Options vested, Balance | 226 | |
Aggregate Intrinsic Value, Options vested and expected to vest, Balance | $ 393 |
Equity Award Plans - Summary 47
Equity Award Plans - Summary of RSUs Granted and Unvested under the 2013 Plan (Detail) shares in Thousands | 9 Months Ended |
Sep. 30, 2016$ / sharesshares | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Number of RSUs, Granted and unvested, Beginning balance | shares | 1,221 |
Number of RSUs, granted | shares | 1,534 |
Number of RSUs, vested | shares | (195) |
Number of RSUs, cancelled and withheld to cover taxes | shares | (995) |
Number of RSUs, Granted and unvested, Ending balance | shares | 1,565 |
Weighted Average Grant Date Fair Value Per Unit, RSUs Granted and unvested, Beginning balance | $ / shares | $ 9.36 |
Weighted Average Grant Date Fair Value Per Unit, RSUs granted | $ / shares | 3.17 |
Weighted Average Grant Date Fair Value Per Unit, RSUs vested | $ / shares | 7.18 |
Weighted Average Grant Date Fair Value Per Unit, RSUs cancelled and withheld to cover taxes | $ / shares | 4.98 |
Weighted Average Grant Date Fair Value Per Unit, RSUs Granted and unvested, Ending balance | $ / shares | $ 4.11 |
Stock-Based Compensation - Addi
Stock-Based Compensation - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Stock-based compensation related to equity awards and restricted stock | $ 1,831 | $ 3,606 | $ 8,592 | $ 12,040 |
Proceeds from exercise of common stock options | 350 | $ 1,107 | ||
Unrecognized compensation cost related to options | 3,400 | $ 3,400 | ||
Options Available for Future Grant [Member] | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Recognized weighted-average period | 2 years 2 months 12 days | |||
Restricted Stock and RSUs [Member] | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Recognized weighted-average period | 2 years 4 months 24 days | |||
Unrecognized compensation cost related to restricted stock and RSUs | $ 6,345 | $ 6,345 |
Stock-Based Compensation - Assu
Stock-Based Compensation - Assumptions Used to Estimate Fair Value of Options (Detail) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | ||||
Dividend yield | 0.00% | 0.00% | 0.00% | 0.00% |
Expected volatility | 47.60% | 44.30% | 47.50% | 49.20% |
Risk-free interest rate | 1.23% | 1.76% | 1.38% | 1.74% |
Expected life of options (in years) | 6 years 3 months | 6 years 3 months | 6 years 3 months | 6 years 3 months |
Forfeiture rate | 7.00% | 7.00% | 7.00% | 7.00% |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Income Tax Disclosure [Abstract] | ||||
Income tax expense | $ (37,000) | $ 300,000 | $ 611,000 | $ 674,000 |
Pre-tax loss | 3,090,000 | 9,204,000 | 11,273,000 | 30,537,000 |
Income tax benefit recognized with respect to losses incurred | 0 | |||
Income tax expense with respect to earnings | 0 | 0 | ||
Increase or decrease in unrecognized tax benefits | 0 | |||
Interest or penalties associated with uncertain tax positions | $ 0 | $ 0 | $ 0 | $ 0 |
Net Loss Per Share Available 51
Net Loss Per Share Available to Common Stockholders - Calculation of Basic and Diluted Net Loss Per Share (Detail) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Numerator: | ||||
Net loss available to common stockholders | $ (3,053) | $ (9,504) | $ (11,884) | $ (31,211) |
Denominator: | ||||
Weighted average number of shares, basic and diluted | 38,520 | 36,953 | 38,190 | 36,367 |
Net loss per share available to common stockholders | ||||
Basic and diluted net loss per common share available to common stockholders | $ (0.08) | $ (0.26) | $ (0.31) | $ (0.86) |
Net Loss Per Share Available 52
Net Loss Per Share Available to Common Stockholders - Potential Common Shares Outstanding (Detail) - shares shares in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||||
Potential common shares outstanding | 6,458 | 7,998 | 6,458 | 7,998 |
RSUs [Member] | ||||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||||
Potential common shares outstanding | 1,565 | 1,334 | 1,565 | 1,334 |
Options to Purchase Common Stock [Member] | ||||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||||
Potential common shares outstanding | 4,886 | 6,400 | 4,886 | 6,400 |
Restricted Common Stock [Member] | ||||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||||
Potential common shares outstanding | 2 | 239 | 2 | 239 |
Common Stock Subject to Repurchase [Member] | ||||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||||
Potential common shares outstanding | 5 | 25 | 5 | 25 |
Segment Reporting - Additional
Segment Reporting - Additional Information (Detail) | 9 Months Ended |
Sep. 30, 2016Segment | |
Segment Reporting [Abstract] | |
Number of operating segments | 1 |
Number of reportable segment | 1 |
Segment Reporting - Revenues by
Segment Reporting - Revenues by Geographic Area, Based on Billing Location of Customer and Long-Lived Assets, by Geographical Areas (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | Dec. 31, 2015 | ||
Revenues From External Customers And Long Lived Assets [Line Items] | ||||||
Total revenues, net | $ 24,013 | $ 26,327 | $ 76,954 | $ 79,515 | ||
Total long-lived assets, net | 21,518 | 21,518 | $ 21,817 | [1] | ||
United States of America [Member] | ||||||
Revenues From External Customers And Long Lived Assets [Line Items] | ||||||
Total revenues, net | 16,636 | 18,123 | 53,472 | 53,333 | ||
Total long-lived assets, net | 20,713 | 20,713 | 20,825 | |||
International [Member] | ||||||
Revenues From External Customers And Long Lived Assets [Line Items] | ||||||
Total revenues, net | 7,377 | $ 8,204 | 23,482 | $ 26,182 | ||
Total long-lived assets, net | $ 805 | $ 805 | $ 992 | |||
[1] | Derived from our audited consolidated financial statements as of December 31, 2015. |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | Dec. 31, 2015 | |
Commitments And Contingencies Disclosure [Abstract] | |||||
Rent expense | $ 2,095 | $ 2,279 | $ 6,647 | $ 6,496 | |
Liabilities obligations | $ 0 | $ 0 | $ 0 |
Commitments and Contingencies56
Commitments and Contingencies - Annual Future Minimum Payments under Operating Leases (Detail) $ in Thousands | Sep. 30, 2016USD ($) |
Commitments And Contingencies Disclosure [Abstract] | |
Remaining three months of 2016 | $ 1,576 |
Year ending December 31, 2017 | 6,186 |
Year ending December 31, 2018 | 4,519 |
Year ending December 31, 2019 | 4,054 |
Year ending December 31, 2020 and thereafter | 9,399 |
Future minimum lease payments for significant operating leases | $ 25,734 |