Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Mar. 31, 2016 | Apr. 28, 2016 | |
Entity Information [Line Items] | ||
Entity Registrant Name | PROS HOLDINGS, INC. | |
Entity Central Index Key | 1,392,972 | |
Document Type | 10-Q | |
Document Period End Date | Mar. 31, 2016 | |
Amendment Flag | false | |
Document Fiscal Year Focus | 2,016 | |
Document Fiscal Period Focus | Q1 | |
Current Fiscal Year End Date | --12-31 | |
Entity Current Reporting Status | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 30,320,470 | |
Entity Well-known Seasoned Issuer | No | |
Entity Voluntary Filers | No |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets (Unaudited) - USD ($) $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 |
Current assets: | ||
Cash and cash equivalents | $ 118,700 | $ 161,770 |
Short-term Investments | 34,951 | 2,500 |
Accounts and unbilled receivables, net | 37,985 | 39,115 |
Prepaid and other current assets | 6,203 | 7,540 |
Total current assets | 197,839 | 210,925 |
Property and equipment, net | 15,278 | 15,777 |
Intangible Assets, Net (Excluding Goodwill) | 13,714 | 14,191 |
Goodwill | 20,847 | 20,445 |
Other long term assets, net | 2,705 | 1,873 |
Total assets | 250,383 | 263,211 |
Current liabilities: | ||
Accounts payable | 6,679 | 8,273 |
Accrued liabilities | 5,360 | 4,333 |
Accrued payroll and other employee benefits | 9,847 | 13,084 |
Deferred revenue | 69,755 | 60,664 |
Total current liabilities | 91,641 | 86,354 |
Long-term deferred revenue | 3,621 | 4,665 |
Convertible Debt, Noncurrent | 117,428 | 115,860 |
Other Liabilities, Noncurrent | 938 | 918 |
Total liabilities | $ 213,628 | 207,797 |
Commitments and contingencies (Note 6) | ||
Stockholders' equity: | ||
Preferred stock, $0.001 par value, 5,000,000 shares authorized; none issued | $ 0 | 0 |
Common stock, $0.001 par value, 75,000,000 shares authorized; 34,737,801 and 34,156,561 shares issued, respectively; 30,320,216 and 29,738,976 shares outstanding, respectively | 35 | 34 |
Additional paid-in capital | 159,730 | 158,674 |
Treasury stock, 4,417,585 common shares, at cost | (13,938) | (13,938) |
Retained earnings (Accumulated deficit) | (105,511) | (85,034) |
Accumulated Other Comprehensive Income (Loss), Net of Tax | (3,561) | (4,322) |
Total stockholders' equity | 36,755 | 55,414 |
Total liabilities and stockholders' equity | $ 250,383 | $ 263,211 |
Condensed Consolidated Balance3
Condensed Consolidated Balance Sheets (Unaudited) (Parenthetical) - USD ($) | Mar. 31, 2016 | Dec. 31, 2015 |
Allowance for bad debts | $ 490,000 | $ 586,000 |
Preferred stock - par value | $ 0.001 | $ 0.001 |
Preferred stock - shares authorized | 5,000,000 | 5,000,000 |
Preferred stock - shares issued | 0 | 0 |
Common stock - par value | $ 0.001 | $ 0.001 |
Common stock - shares authorized | 75,000,000 | 75,000,000 |
Common stock - shares issued | 34,737,801 | 34,156,561 |
Common stock - shares outstanding | 30,320,216 | 29,738,976 |
Treasury stock - shares | 4,417,585 | 4,417,585 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Comprehensive Income (Unaudited) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Revenue: | ||
License Revenue | $ 3,302 | $ 11,192 |
Sales Revenue, Services, Net | 9,763 | 9,631 |
Subscription and Circulation Revenue | 8,201 | 7,300 |
Total license, service and maintenance revenue | 21,266 | 28,123 |
Maintenance and support | 16,662 | 15,556 |
Total revenue | 37,928 | 43,679 |
Cost of revenue: | ||
Cost of license | 62 | 50 |
Cost of services | 8,931 | 8,939 |
Cost of subscription | 3,446 | 3,075 |
Cost of license, service and subscription | 12,439 | 12,064 |
Maintenance and support | 3,272 | 2,937 |
Cost of Revenue | 15,711 | 15,001 |
Gross profit | 22,217 | 28,678 |
Operating Expenses | ||
Selling and Marketing Expense | 18,018 | 18,193 |
General and Administrative Expense | 9,041 | 10,598 |
Research and development | 13,132 | 11,610 |
Income from operations | (17,974) | (11,723) |
Other income (expense): | ||
Convertible debt interest and amortization | (2,287) | (2,185) |
Other Nonoperating Income (Expense) | (58) | (212) |
Income before income tax provision | (20,319) | (14,120) |
Income tax provision (benefit) | 158 | 110 |
Net income (loss) | $ (20,477) | $ (14,230) |
Net earnings (loss) per share: | ||
Basic | $ (0.68) | $ (0.48) |
Diluted | $ (0.68) | $ (0.48) |
Weighted average number of shares: | ||
Basic | 30,226 | 29,375 |
Diluted | 30,226 | 29,375 |
Other comprehensive income, net of tax: | ||
Other Comprehensive Income (Loss), Foreign Currency Transaction and Translation Adjustment, Net of Tax | $ 756 | $ (2,556) |
Other Comprehensive Income (Loss), Unrealized Holding Gain (Loss) on Securities Arising During Period, Net of Tax | 5 | 0 |
Other comprehensive income | 761 | (2,556) |
Comprehensive income (loss) | $ (19,716) | $ (16,786) |
Condensed Consolidated Stateme5
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Operating activities: | ||
Net income (loss) | $ (20,477) | $ (14,230) |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation, Depletion and Amortization | 2,465 | 2,395 |
Amortization of Financing Costs and Discounts | 1,568 | 1,466 |
Share-based compensation | 5,384 | 7,745 |
Deferred Income Tax Expense (Benefit) | 27 | 0 |
Provision for doubtful accounts | (96) | (154) |
Changes in operating assets and liabilities: | ||
Accounts and unbilled receivables | 1,257 | 13,065 |
Prepaid expenses and other assets | 458 | 754 |
Accounts payable | 801 | (1,918) |
Accrued liabilities | 1,034 | 474 |
Accrued payroll and other employee benefits | (3,203) | (9,304) |
Deferred revenue | 8,018 | (1,727) |
Net cash (used in) provided by operating activities | (2,764) | (1,434) |
Investing activities: | ||
Purchases of property and equipment | (3,522) | (1,110) |
Internal-use software development costs capitalized | 0 | (118) |
Payments to Acquire Short-term Investments | 34,946 | 12,487 |
Proceeds from Maturities, Prepayments and Calls of Available-for-sale Securities | 2,500 | 0 |
Net cash (used in) provided by investing activities | (35,968) | (13,715) |
Financing activities: | ||
Exercise of stock options | 0 | 256 |
Proceeds from Stock Plans | 470 | 382 |
Tax withholding related to net share settlement of restricted stock units | (4,797) | (4,319) |
Repayments of Notes Payable | (38) | (107) |
Payments of Debt Issuance Costs | 0 | (408) |
Net cash (used in) provided by financing activities | (4,365) | (4,196) |
Effect of Exchange Rate on Cash and Cash Equivalents | 27 | (14) |
Net change in cash and cash equivalents | (43,070) | (19,359) |
Cash and cash equivalents: | ||
Beginning of period | 161,770 | 161,019 |
End of period | $ 118,700 | $ 141,660 |
Organization and Nature of Oper
Organization and Nature of Operations | 3 Months Ended |
Mar. 31, 2016 | |
Organization and Nature of Operations [Abstract] | |
Organization and nature of operations | Organization and Nature of Operations PROS Holdings, Inc., a Delaware corporation, through its operating subsidiaries (collectively, the "Company"), provides enterprise revenue and profit realization software solutions designed to help companies accelerate sales, formulate winning pricing strategies and align product, demand and availability. The Company's revenue and profit realization solutions are designed to assist customers in growing revenue, supporting sustained profitability and modernizing their business processes. The Company provides its solutions to enterprises across a range of industries, including manufacturing, distribution, services, and travel. The Company offers its solutions via a SaaS delivery model as well as on a perpetual or term license basis. The Company also provides professional services to implement its software applications as well as business consulting. In addition, the Company provides product maintenance and support to its customers through which they receive unspecified upgrades, maintenance releases and bug fixes during the term of the support period on a when-and-if-available basis. |
Summary of Significant Accounti
Summary of Significant Accounting Policies (Notes) | 3 Months Ended |
Mar. 31, 2016 | |
Accounting Policies [Abstract] | |
Significant Accounting Policies [Text Block] | 2. Summary of Significant Accounting Policies The accompanying unaudited condensed consolidated financial statements reflect the application of significant accounting policies as described below and elsewhere in these notes to the condensed consolidated financial statements. Basis of presentation The accompanying unaudited condensed consolidated financial statements of the Company have been prepared in accordance with generally accepted accounting principles in the United States ("GAAP") for interim financial reporting and applicable quarterly reporting regulations of the Securities and Exchange Commission ("SEC"). In management's opinion, the accompanying interim unaudited condensed consolidated financial statements include all adjustments necessary for a fair statement of the financial position of the Company as of March 31, 2016 , the results of operations for the three months ended March 31, 2016 and 2015 , and cash flows for the three months ended March 31, 2016 and 2015 . Certain information and disclosures normally included in the notes to the annual financial statements prepared in accordance with GAAP have been omitted from these interim unaudited condensed consolidated financial statements pursuant to the rules and regulations of the SEC. Accordingly, these unaudited condensed consolidated financial statements should be read in conjunction with the consolidated financial statements in the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 2015 ("Annual Report") filed with the SEC. The condensed consolidated balance sheet as of December 31, 2015 was derived from the Company's audited consolidated financial statements but does not include all disclosures required under GAAP. Basis of consolidation The unaudited condensed consolidated financial statements include the accounts of the Company and its subsidiaries. All intercompany transactions and balances have been eliminated in consolidation. The functional currency of PROS France SAS, formerly known as Cameleon Software SA ("PROS France") is the Euro. The financial statements of this subsidiary are translated into U.S. dollars using period-end rates of exchange for assets and liabilities, historical rates of exchange for equity, and average rates of exchange for the period for revenue and expenses. Translation gains (losses) are recorded in accumulated other comprehensive loss as a component of stockholders' equity. Dollar amounts The dollar amounts presented in the tabular data within these footnote disclosures are stated in thousands of dollars, except per share amounts, or as noted within the context of each footnote disclosure. Use of estimates The Company makes estimates and assumptions in the preparation of its unaudited condensed consolidated financial statements, and its estimates and assumptions may affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the unaudited condensed consolidated financial statements, and the reported amounts of revenue and expenses during the reporting periods. Actual results could differ from those estimates. The complexity and judgment required in the Company's estimation process, as well as issues related to the assumptions, risks and uncertainties inherent in the application of the percentage-of-completion method of accounting, affect the amounts of revenue, expenses, unbilled receivables and deferred revenue. Estimates are also used for, but not limited to, receivables, allowance for doubtful accounts, useful lives of assets, depreciation and amortization, income taxes and deferred tax asset valuation, valuation of stock options, other current liabilities and accrued liabilities. Numerous internal and external factors can affect estimates. The critical accounting policies related to the estimates and judgments are discussed in the Company's Annual Report under management's discussion and analysis of financial condition and results of operations. There have been no significant changes to the Company's critical accounting policies as described in the Company's Annual Report. Revenue recognition The Company has historically derived its revenue from the licensing and implementation of software solutions and associated software maintenance and support. More recently, the Company has emphasized its offers SaaS and cloud-based services that do not require customers to host the Company's solutions in their data centers. The Company's arrangements with customers typically include: (a) license or SaaS fees paid for the use of software solutions either in perpetuity or over a specified term and implementation fees for configuration, implementation and training services and (b) maintenance and support fees related to technical support and software updates. If there is significant uncertainty about contract completion or collectability is not reasonably assured, revenue is deferred until the uncertainty is sufficiently resolved or collectability is reasonably assured. In addition, revenue is recognized when persuasive evidence of an arrangement exists, delivery has occurred and fees are fixed or determinable. License The Company derives the majority of its license revenue from the sale of perpetual licenses. For software license arrangements that do not require significant modification or customization of the underlying software, the Company recognizes software licenses revenues at contract provided that professional services are not considered essential to the delivery of the software and when: (1) the Company enters into a legally binding arrangement with a customer for the license of software; (2) the Company delivers the products; (3) the sale price is fixed or determinable and free of contingencies or significant uncertainties; and (4) collection is probable. Revenues that are not recognized at the time of sale because the foregoing conditions are not met, are recognized when those conditions are subsequently met. The Company evaluates the nature and scope of professional services for each arrangement, and if it determines that the professional services revenue should not be accounted for separately from license revenue, the license revenue is recognized together with the professional services revenue using the percentage-of-completion method or completed contract method. The completed contract method is also used for contracts where there is a risk over final acceptance by the customer or for contracts that are short-term in nature. The percentage-of-completion method is measured by the percentage of man-days incurred during the reporting period as compared to the estimated total man-days necessary for each contract for implementation of the software solutions. The Company believes that for each such project, man-days expended in proportion to total estimated man-days at completion represents the most reliable and meaningful measure for determining a project's progress toward completion. Under the Company's fixed-fee arrangements, should a loss be anticipated on a contract, the full amount of the loss is recorded when the loss is determinable. The Company also licenses software solutions under term license agreements that typically include maintenance during the license term. When maintenance is included for the entire term of the term license, there is no renewal rate and the Company has not established vendor specific objective evidence ("VSOE") of fair value for the maintenance on term licenses. For term license agreements, revenue and the associated costs are deferred until the delivery of the solution and recognized ratably over the remaining license term. Professional Services In determining whether professional services revenue should be accounted for separately from license revenue, the Company evaluates whether the professional services are considered essential to the functionality of the software using factors such as: the nature of its software products; whether they are ready for use by the customer upon receipt; the nature of professional services; the availability of services from other vendors; whether the timing of payments for license revenue coincides with performance of services; and whether milestones or acceptance criteria exist that affect the realizability of the software license fee. If the Company determines that professional services revenue should not be accounted for separately from license revenue, the license revenue is recognized together with the professional services revenue using the percentage-of-completion method or completed contract method. The completed contract method is also used for contracts where there is a risk over final acceptance by the customer or for contracts that are short-term in nature. For SaaS or cloud based services arrangements that include professional services, the Company determines whether the professional services have stand-alone value. If the Company determines the professional services do not have stand-alone value, the Company treats the transaction as a single element, the professional services revenue is deferred until the customer commences use of the SaaS or cloud-based services, and the professional services revenue is recognized over the remaining term of the arrangement. SaaS or Cloud-Based Services For arrangements that include SaaS or cloud-based services, the Company allocates the arrangement consideration between the service and other elements and recognizes the SaaS or cloud-based services fee ratably beginning on the date the customer commences use of those services and continues through the end of the service term. Any revenue related to up-front activation or set-up fees are deferred and recognized ratably over the estimated period that the customer benefits from the related services. Direct and incremental costs related to up-front activation or set-up activities are capitalized until the date the Company's service is made available and then expensed ratably over the estimated period that the customer benefits from the related services. Multiple Element Arrangements The Company applies the residual method to recognize revenue for the delivered elements in stand-alone software transactions. Under the residual method, the amount of revenue allocated to delivered elements equals the total arrangement consideration, less the aggregate fair value of any undelivered elements, typically maintenance, provided that VSOE of fair value exists for all undelivered elements. VSOE of fair value is based on the price charged when the element is sold separately or, in the case of maintenance, substantive renewal rates for maintenance. For multiple element arrangements containing both software and nonsoftware services, the Company must (1) determine whether and when each element has been delivered; (2) determine fair value of each element using the selling price hierarchy of VSOE of fair value, third party evidence ("TPE"), or best estimate of selling price ("BESP"), as applicable; and (3) allocate the total price among the various elements based on the relative selling price method. For multiple-element arrangements that contain software and nonsoftware elements such as the Company's cloud-based service solutions, the Company allocates revenue between the software and software related elements as a group and any nonsoftware elements based on a relative fair value allocation. The Company determines fair value for each deliverable using the selling price hierarchy described above and utilizes VSOE of fair value if it exists. In certain instances, the Company may not be able to establish VSOE for all deliverables in an arrangement with multiple elements. This may be due to infrequently selling each element separately, not pricing solutions or services within a narrow range, or only having a limited sales history. In addition, third party evidence may not be available. When the Company is unable to establish selling prices using VSOE or TPE, it uses BESP in the allocation of arrangement consideration. The objective of BESP is to determine the price at which the Company would transact a sale if the product or service were sold on a stand-alone basis. For transactions that only include software and software-related elements, the Company continues to account for such arrangements under the software revenue recognition standards which require it to establish VSOE of fair value to allocate arrangement consideration to multiple deliverables. Maintenance and Support Maintenance and support revenue includes post-implementation customer support and the right to unspecified software updates and enhancements on a when and if available basis. The Company recognizes revenue from maintenance arrangements ratably over the period in which the services are provided. Revenue that has been recognized, but for which the Company has not invoiced the customer, is recorded as unbilled receivables. Invoices that have been issued before revenue has been recognized are recorded as deferred revenue in the accompanying consolidated balance sheets. Internal-use software Costs incurred to develop internal-use software during the development stage are capitalized, stated at cost, and depreciated using the straight-line method over the estimated useful lives of the assets. Development stage costs generally include salaries and personnel costs and third-party contractor expenses associated with internal-use software configuration, coding, installation and testing. For the three months ended March 31, 2016 and 2015 , the Company capitalized zero and $0.1 million , respectively, of internal-use software development costs related to cloud-based offerings. Capitalized internal-use software development costs related to cloud-based offerings are amortized using the straight-line method over the useful life of the asset. For the three months ended March 31, 2016 and 2015 , the Company amortized no capitalized internal-use software development costs. Capitalized software for internal use is included in property and equipment, net in the unaudited condensed consolidated balance sheets. Amortization of capitalized internal-use software development costs, if any, is included in cost of subscription revenues in the accompanying unaudited condensed consolidated statements of comprehensive income (loss). Impairment of long-lived assets Long-lived assets are reviewed for impairment whenever an event or change in circumstances indicates that the carrying amount of an asset or group of assets may not be recoverable. The impairment review includes comparison of future cash flows expected to be generated by the asset or group of assets with the associated assets' carrying value. If the carrying value of the asset or group of assets exceeds its expected future cash flows (undiscounted and without interest charges), an impairment loss is recognized to the extent that the carrying amount of the asset exceeds its fair value. The Company recorded no impairment charges during the three months ended March 31, 2016 and 2015 . Noncash share-based compensation The Company measures all share-based payments to its employees based on the grant date fair value of the awards and recognizes expenses in the Company's unaudited consolidated statement of comprehensive income (loss) on a straight-line basis over the periods during which the recipient is required to perform services (generally over the vesting period of the awards). To date, the Company has granted stock options, Restricted Stock Units ("RSUs"), stock settled Stock Appreciation Rights ("SARs"), and Market Stock Units ("MSUs"). RSUs include both time-based awards as well as performance-based awards in which the number of shares that vest upon satisfying certain conditions from binding customer agreements for the provision of configure, price, and quote ("CPQ") solutions. MSUs are performance-based awards in which the number of shares that vest are based upon the Company's relative stockholder return. The following table presents the number of shares or units outstanding for each award type as of March 31, 2016 and December 31, 2015 , respectively, (in thousands): Award type March 31, 2016 December 31, 2015 Stock options 829 829 Restricted stock units (time based) 1,752 1,915 Restricted stock units (performance based) — 24 Stock appreciation rights 522 522 Market stock units 464 563 Stock options, time based RSUs and SARs vest ratably between one and four years. The actual number of MSUs that will be eligible to vest is based on the total stockholder return of the Company relative to the total stockholder return of the Russell 2000 Index ("Index") over their respective performance periods, as defined by each award's plan documents. The Company did not grant any stock options or SARs during the three months ended March 31, 2016 and 2015 . The fair value of the RSUs is based on the closing price of the Company's stock on the date of grant. The Company estimates the fair value of MSUs on the date of grant using a Monte Carlo simulation model. The determination of fair value of the MSUs is affected by the Company's stock price and a number of assumptions including the expected volatilities of the Company's stock and the Index, its risk-free interest rate and expected dividends. The Company's expected volatility at the date of grant was based on the historical volatilities of the Company and the Index over the performance period. The weighted average assumptions used to value the MSUs granted during the three months ended March 31, 2016 were as follows: March 31, 2016 Volatility 44.06% Risk-free interest rate 1.04% Expected option life in years 2.93 Dividend yield — Earnings per share The Company computes basic earnings (loss) per share by dividing net income (loss) attributable to common stockholders by the weighted average number of common shares outstanding. Diluted earnings (loss) per share is computed by dividing net income (loss) attributable to common stockholders by the weighted average number of common shares and dilutive potential common shares then outstanding. Diluted earnings per share reflect the assumed conversion of all dilutive securities, using the treasury stock method. Dilutive potential common shares consist of shares issuable upon the exercise of stock options, shares of unvested restricted stock units, and settlement of stock appreciation rights. When the Company incurs a net loss, the effect of the Company's outstanding stock options, stock appreciation rights and restricted stock units are not included in the calculation of diluted earnings (loss) per share as the effect would be anti-dilutive. Accordingly, basic and diluted net loss per share are identical. Short-term investments The Company's investments are available-for-sale commercial paper that are recorded at fair value in the consolidated balance sheets. Unrealized gains and losses on available-for-sale securities are recorded, net of tax, as a component of accumulated other comprehensive income (loss), unless impairment is considered to be other-than-temporary. Other-than-temporary unrealized losses on available-for-sale securities are generally recorded in gain (loss) on investments, net, in the consolidated statements of comprehensive income (loss) unless certain criteria are met. The primary factors considered when determining if a charge must be recorded because a decline in the fair value of an investment is other-than-temporary include whether: (i) the fair value of the investment is significantly below the Company's cost basis; (ii) the financial condition of the issuer of the security has deteriorated; (iii) if a debt security, it is probable that the Company will be unable to collect all amounts due according to the contractual terms of the security; (iv) the decline in fair value has existed for an extended period of time; (v) if a debt security, such security has been downgraded by a rating agency; and (vi) the Company has the intent and ability to retain the investment for a period of time sufficient to allow for any anticipated recovery in fair value. Investments with remaining maturities of twelve months or less are classified as short-term investments since they are readily convertible to cash to fund short-term operations. Investments with remaining maturities of more than twelve months are classified as long-term investments. All of the Company's investments had contractual maturities of less than twelve months as of March 31, 2016 . Fair value measurement The Company's financial assets that are measured at fair value on a recurring basis consisted of $95.3 million and $127.2 million invested in treasury money market funds at March 31, 2016 and December 31, 2015 , respectively. The fair value of these accounts is determined based on quoted market prices, which represents level 1 in the fair value hierarchy as defined by Accounting Standard Codification ("ASC") 820, " Fair Value Measurement and Disclosure ." The fair value of the Company's short-term investments which is comprised of available-for-sale commercial paper was $35.0 million and $2.5 million as of March 31, 2016 and December 31, 2015 , respectively. The fair value of these accounts is determined based on quoted market prices for similar assets in active markets, which represents level 2 in the fair value hierarchy. The Company recorded an immaterial amount of unrealized gain related to the short-term investments for the three months ended March 31, 2016 and 2015 . Reclassification adjustments for realized gain (loss) on available-for-sale securities in net income were immaterial for the three months ended March 31, 2016 and 2015 . Deferred revenue and unbilled receivables Software license and implementation services that have been performed, but for which the Company has not invoiced the customer, are recorded as unbilled receivables, and invoices that have been issued before the software license and implementation, maintenance and subscription services have been performed are recorded as deferred revenue in the accompanying unaudited condensed consolidated balance sheets. Credit facility As of March 31, 2016 , the Company had no outstanding borrowings under the Company's $50 million secured Credit Agreement ("Revolver"), and $0.1 million of unamortized debt issuance costs related to the Revolver is included in other long-term assets in the condensed consolidated balance sheets. For the three months ended March 31, 2016 and 2015 , the Company recorded an immaterial amount of amortization of debt issuance cost which is included in other expense, net in the unaudited condensed consolidated statements of comprehensive income (loss). Income taxes The Company recorded an income tax provision of $0.2 million and $0.1 million for the three months ended March 31, 2016 and 2015 , respectively, primarily related to foreign income taxes and state taxes not based on income. The effective tax rate for the three months ended March 31, 2016 and 2015 was (1)% . The income tax rates vary from the federal and state statutory rates primarily due to the valuation allowances on the Company’s deferred tax assets, the limitation on deductibility of certain officers’ compensation, and foreign and state taxes not based on income. The Company estimates its annual effective tax rate at the end of each quarterly period. Jurisdictions with a projected loss for the year where no tax benefit can be recognized due to the valuation allowances on the Company’s deferred tax assets are excluded from the estimated annual effective tax rate. The impact of such an exclusion could result in a higher or lower effective tax rate during a particular quarter depending on the mix and timing of actual earnings versus annual projections. Recently adopted accounting pronouncements In April 2015, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2015-03, "Simplifying the Presentations of Debt Issuance Costs", which requires debt issuance cost to be presented in the balance sheet as a direct deduction from the carrying value of the associated debt liability, consistent with the presentation of a debt discount. In August 2015, the FASB issued ASU 2015-15, "Presentation and Subsequent Measurement of Debt Issuance Costs Associated with Line-of-Credit Arrangements", which provides clarification regarding costs to secure revolving lines of credit, which are, at the outset, not associated with an outstanding borrowing. ASU 2015-15 provides commentary that the SEC staff would not object to an entity deferring and presenting costs associated with line-of-credit arrangements as an asset and subsequently amortizing them ratably over the term of the revolving debt arrangement. These new standards are effective for interim and annual periods beginning on January 1, 2016, and are required to be retrospectively adopted. The Company adopted these standards on January 1, 2016. As of December 31, 2015, $0.1 million and $0.4 million of unamortized debt issuance costs related to the Company’s convertible Senior Notes were reclassified in the condensed consolidated balance sheet from prepaid and other current assets and other long-term assets, respectively, to convertible debt, net. The Company will continue to defer and present the debt issuance cost related to its revolving credit facility in other long-term assets and amortize it ratably over the term of the agreement. In April 2015, the FASB issued ASU 2015-05, “Intangibles - Goodwill and Other Internal-Use Software”. The amendments in this update provide guidance to customers about whether a cloud computing arrangement includes a software license, and if so, how the software license element of the arrangement should be accounted for by the customer. The new standard will be effective for annual period ending after December 15, 2015, and all reporting periods thereafter. The Company adopted this standard on January 1, 2016, and there was no impact on the Company's consolidated financial statements. Recent accounting pronouncements In May 2014, the FASB issued ASU 2014-09, "Revenue from Contracts with Customers (Topic 606)," which supersedes nearly all existing revenue recognition guidance under GAAP and permits the use of either the retrospective or cumulative effect transition method. In August 2015, the FASB issued ASU 2015-14, "Revenue from Contracts with Customers: Deferral of the Effective Date", which deferred the effective date of the new revenue standard for periods beginning after December 15, 2016 to December 15, 2017, with early adoption permitted but not earlier than the original effective date. In March 2016, the FASB issued ASU 2016-08, “Revenue from Contracts with Customers (Topic 606): Principal versus Agent Considerations”, which clarifies the implementation of guidance on principal versus agent considerations. In April 2016, the FASB issued ASU 2016-10, "Revenue from Contracts with Customers (Topic 606): Identifying Performance Obligation and Licensing", which clarifies the implementation of guidance on identifying performance obligations and licensing. These standards are effective for the Company in the first quarter of fiscal 2018. The Company has not yet selected a transition method and is currently evaluating the effect that the updated standards will have on the Company's consolidated financial statements and related disclosures. In February 2016, the FASB issued ASU 2016-02, “Leases (Topic 842)”, which requires the lessee to recognize most leases on the balance sheet thereby resulting in the recognition of lease assets and liabilities for those leases currently classified as operating leases. Lessor accounting remains largely unchanged from current guidance, however, ASU 2016-02 provides improvements that are intended to align lessor accounting with the lessee model and with updated revenue recognition guidance. This standard is effective for interim and annual reporting periods beginning after December 15, 2018. The Company is currently assessing the impact of ASU 2016-02 on its condensed consolidated financial statements. In March 2016, the FASB issued ASU 2016-09, “Compensation – Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting”, which is intended to simplify several aspects of the accounting for share-based payment transactions including the income tax consequences, classification of awards as either equity or liabilities, and classification on the statement of cash flows. This standard is effective for interim and annual reporting periods beginning after December 15, 2016. The Company is currently assessing the impact of ASU 2016-09 on its condensed consolidated financial statements. With the exception of the new standards discussed above, there have been no other recent accounting pronouncements or changes in accounting pronouncements during the three months ended March 31, 2016 , as compared to the recent accounting pronouncements described in the Company's Annual Report, that are of significance or potential significance to the Company. |
Earnings per Share (Note)
Earnings per Share (Note) | 3 Months Ended |
Mar. 31, 2016 | |
Earnings Per Share [Abstract] | |
Earnings per Share | Earnings per Share The following table sets forth the computation of basic and diluted earnings per share for the three months ended March 31, 2016 and 2015 : Three Months Ended March 31, (in thousands, except per share data) 2016 2015 Numerator: Net loss $ (20,477 ) $ (14,230 ) Denominator: Weighted average shares (basic) 30,226 29,375 Dilutive effect of potential common shares — — Weighted average shares (diluted) 30,226 29,375 Basic loss per share $ (0.68 ) $ (0.48 ) Diluted loss per share $ (0.68 ) $ (0.48 ) Dilutive potential common shares consist of shares issuable upon the exercise of stock options, settlement of SARs, and the vesting of RSUs and MSUs. Potential common shares determined to be antidilutive and excluded from diluted weighted average shares outstanding were approximately 2.0 million and 2.2 million for the three months ended March 31, 2016 and 2015 , respectively. Basic shares were used to calculate loss per share for the three months ended March 31, 2016 and 2015 . Since the Company has the intention and ability to settle the principal amount of its Senior Notes (see Note 5) in cash, the treasury stock method is expected to be used for calculating any potential dilutive effect of the conversion spread on diluted net income per share, if applicable. The conversion spread will have a dilutive impact on diluted net income per share of common stock when the average market price of common stock for a given period exceeds the conversion price of $33.79 per share. |
Noncash Share-based Compensatio
Noncash Share-based Compensation (Note) | 3 Months Ended |
Mar. 31, 2016 | |
Noncash Share-based Compensation [Abstract] | |
Noncash Share-based Compensation | Noncash Share-based Compensation During the three months ended March 31, 2016 , the Company granted 552,382 RSUs with a weighted average grant-date fair value of $11.71 per share. The Company granted 152,500 MSUs with a weighted average grant-date fair value of $14.29 to certain executive employees during the three months ended March 31, 2016 . These MSUs vest on March 1, 2019 and the actual number of MSUs that will be eligible to vest is based on the total stockholder return of the Company relative to the total stockholder return of the Index over the Performance Period, as defined by each award's plan documents or individual award agreements. The Company did not grant any stock options or SARs during the three months ended March 31, 2016 . Share-based compensation expense is allocated to expense categories on the unaudited condensed consolidated statements of comprehensive income (loss). The following table summarizes share-based compensation expense included in the Company's unaudited condensed consolidated statements of comprehensive income (loss) for the three months ended March 31, 2016 and 2015 : Three Months Ended March 31, 2016 2015 Share-based compensation: Cost of revenue $ 599 $ 1,013 Operating expenses: Selling and marketing 1,780 2,032 General and administrative 1,730 3,348 Research and development 1,275 1,352 Total included in operating expenses 4,785 6,732 Total share-based compensation expense $ 5,384 $ 7,745 In January 2016, the number of shares available for issuance increased by 900,000 to 9,968,000 under an evergreen provision in the Company's 2007 Equity Incentive Plan ("2007 Stock Plan"). As of March 31, 2016 , 1,749,726 shares remained available for issuance under the 2007 Stock Plan. At March 31, 2016 , the Company had an estimated $41.9 million of total unrecognized compensation costs related to share-based compensation arrangements. These costs will be recognized over a weighted average period of 2.4 years. In June 2013, the Board of Directors authorized an Employee Stock Purchase Plan ("ESPP") which provides for eligible employees to purchase shares on an after-tax basis in an amount between 1% and 10% of their annual pay: (i) on June 30 of each year at a 5% discount of the fair market value of the Company's common stock on January 1 or June 30, whichever is lower, and (ii) on December 31 of each year at a 5% discount of the fair market value of the Company's common stock on July 1 or December 31, whichever is lower. An employee may not purchase more than $5,000 in either of the six-month measurement periods described above or more than $10,000 annually. In November 2015, the Board of Directors amended the ESPP plan to increase the discount to 15% of the fair market value of the Company's common stock effective January 1, 2016. The amendment did not change the accounting treatment of the ESPP plan. During the quarter ended March 31, 2016 , the Company issued 23,848 shares under the ESPP. As of March 31, 2016 , 425,155 shares remain authorized and available for issuance under the ESPP. As of March 31, 2016 , the Company held approximately $0.4 million on behalf of employees for future purchases under the ESPP, and this amount was recorded in accrued liabilities in the Company's unaudited condensed consolidated balance sheet. |
Convertible debt (Notes)
Convertible debt (Notes) | 3 Months Ended |
Mar. 31, 2016 | |
Debt Disclosure [Abstract] | |
Long-term Debt [Text Block] | . Convertible Senior Notes 2.0% Convertible Senior Notes Due December 1, 2019 In December 2014, the Company issued $143.8 million aggregate principal amount of 2% convertible Senior Notes (the "Senior Notes") due December 1, 2019, unless earlier purchased by the Company or converted. Interest is payable semiannually in arrears on June 1 and December 1 of each year, commencing on June 1, 2015. The Senior Notes are governed by an Indenture between the Company, as issuer, and Wilmington Trust, National Association, as trustee. The Senior Notes are the Company's general unsecured obligations and will rank senior in right of payment to all of the Company's indebtedness that is expressly subordinated in right of payment to the Senior Notes, will rank equally in right of payment with all of Company's existing and future liabilities that are not so subordinated, will be effectively junior to any of the Company's secured indebtedness to the extent of the value of the assets securing such indebtedness and will be structurally subordinated to all indebtedness and other liabilities (including trade payables but excluding intercompany obligations owed to the Company or its subsidiaries). Upon conversion of the Senior Notes, the Company will pay or deliver, as the case may be, cash, shares of the Company's common stock or a combination of cash and shares of common stock, at the Company's election. The initial conversion rate for the Senior Notes will be 29.5972 shares of common stock per $1,000 in principal amount of Senior Notes, equivalent to a conversion price of approximately $33.79 per share of common stock. Throughout the term of the Senior Notes, the conversion rate may be adjusted upon the occurrence of certain events. Holders of the Senior Notes will not receive any cash payment representing accrued and unpaid interest upon conversion. Accrued but unpaid interest will be deemed to be paid in full upon conversion rather than canceled, extinguished or forfeited. Holders may convert their Senior Notes at their option at any time prior to the close of business on the business day immediately preceding September 1, 2019 only under the following circumstances: • during any calendar quarter commencing after the calendar quarter ending on March 31, 2015, if the last reported sale price of the common stock for at least 20 trading days (whether or not consecutive) during a period of 30 consecutive trading days ending on the last trading day of the immediately preceding calendar quarter is greater than or equal to 130% of the conversion price on each applicable trading day; • during the five consecutive business day period immediately following any five consecutive trading day period in which the trading price per $1,000 principal amount of Senior Notes for each trading day of the measurement period was less than 98% of the product of the last reported sale price of the Company's common stock and the conversion rate on each such trading day; or • upon the occurrence of specified corporate events. On or after September 1, 2019 to the close of business on the second scheduled trading day immediately preceding the maturity date, holders may convert all or any portion of their Senior Notes regardless of the above. Upon conversion, the Company will pay or deliver cash, shares of its common stock or a combination of cash and shares of its common stock, at its election, as described in the indenture. As of March 31, 2016 , the Senior Notes are not yet convertible. In accounting for the issuance of the Senior Notes, the Company separated the Senior Notes into liability and equity components. The carrying amount of the liability component was calculated by measuring the fair value of a similar liability that does not have an associated convertible feature. The carrying amount of the equity component representing the conversion option was determined by deducting the fair value of the liability component from the face value of the Senior Notes as a whole. The excess of the principal amount of the liability component over its carrying amount ("debt discount") is amortized to interest expense over the term of the Senior Notes. The equity component is not remeasured as long as it continues to meet the conditions for equity classification. In accounting for the transaction costs related to the Senior Notes issuance, the Company allocated the total amount incurred to the liability and equity components based on their relative values. Issuance costs attributable to the liability component, totaling $4.3 million , are being amortized to expense over the term of the Senior Notes using the effective interest method, and issuance costs attributable to the equity component, totaling $1.2 million , were netted with the equity component in stockholders' equity. Additionally, the Company recorded an immaterial deferred tax asset on a portion of the equity component transaction costs which are deductible for tax purposes. The Senior Notes consist of the following (in thousands): March 31, 2016 December 31, 2015 Liability component: Principal $ 143,750 $ 143,750 Less: debt discount and issuance cost, net of amortization (26,322 ) (27,890 ) Net carrying amount $ 117,428 $ 115,860 Equity component (1) $ 28,714 $ 28,714 (1) Recorded in the consolidated balance sheet within additional paid-in capital, net of $1.2 million issuance cost in equity. The following table sets forth total interest expense recognized related to the Senior Notes (in thousands): Three Months Ended March 31, 2016 2015 2.0% coupon $ 719 $ 719 Amortization of debt issuance costs 204 195 Amortization of debt discount 1,364 1,271 Total $ 2,287 $ 2,185 As of March 31, 2016 and December 31, 2015 , the fair value of the Senior Notes was $90.3 million and $114.1 million , respectively. The fair value was determined based on inputs that are observable in the market or that could be derived from, or corroborated with, observable market data, including the Company's stock price, interest rates and carrying value of the debt instrument (carrying value excludes the equity component of the Company's convertible notes classified in equity), which represents level 2 in the fair value hierarchy. Note Hedge To minimize the impact of potential economic dilution upon conversion of the Senior Notes, the Company entered into convertible note hedge transactions with respect to its common stock (the "Note Hedge"). In December 2014, the Company paid an aggregate amount of $29.4 million for the Note Hedge. The Note Hedge will expire upon maturity of the Senior Notes. The Note Hedge is intended to offset the potential dilution upon conversion of the Senior Notes and/or offset any cash payments the Company is required to make in excess of the principal amount upon conversion of the Senior Notes in the event that the market value per share of the Company's common stock, as measured under the Senior Notes, is greater than the strike price of the Note Hedge, which initially corresponds to the conversion price of the Notes and is subject to anti-dilution adjustments substantially similar to those applicable to the conversion rate of the Senior Notes. The Note Hedge is a separate transaction, entered into by the Company and is not part of the Senior Notes or the Warrant, and has been accounted for as part of additional paid-in capital. Warrant Separately, in December 2014, the Company entered into warrant transactions (the "Warrant"), whereby the Company sold warrants to acquire shares of the Company's common stock at a strike price of $45.48 per share. The Company received aggregate proceeds of $17.1 million from the sale of the Warrant. If the average market value per share of the Company's common stock for the reporting period, as measured under the Warrant, exceeds the strike price of the Warrant, the Warrant will have a dilutive effect on the Company's earnings per share. The Warrant is a separate transaction, entered into by the Company and is not part of the Senior Notes or the Note Hedge, and has been accounted for as part of additional paid-in capital. Holders of the Senior Notes and Note Hedge will not have any rights with respect to the Warrant. |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2016 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Litigation In the ordinary course of business, the Company regularly becomes involved in contract and other negotiations and, in more limited circumstances, becomes involved in legal proceedings, claims and litigation. The outcomes of these matters are inherently unpredictable. The Company is not currently involved in any outstanding litigation that it believes, individually or in the aggregate, will have a material adverse effect on its business, financial condition, results of operations or cash flows. Lease commitments The Company leases office space and office equipment under noncancelable operating leases that expire at various dates. In January 2016, the Company entered into a nine year lease for approximately 5,000 square feet of office space in Paris, France. The lease provides an option to terminate the lease in March 2022. The lease is expected to be an operating lease. As of March 31, 2016 , the future minimum lease commitments related to lease agreements were as follows: Year Ending December 31, Amount Remaining 2016 $ 1,873 2017 1,381 2018 868 2019 788 2020 802 2021 and thereafter 400 Total minimum lease payments $ 6,112 |
Summary of Significant Accoun12
Summary of Significant Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 2016 | |
Accounting Policies [Abstract] | |
Basis of presentation | Basis of presentation The accompanying unaudited condensed consolidated financial statements of the Company have been prepared in accordance with generally accepted accounting principles in the United States ("GAAP") for interim financial reporting and applicable quarterly reporting regulations of the Securities and Exchange Commission ("SEC"). In management's opinion, the accompanying interim unaudited condensed consolidated financial statements include all adjustments necessary for a fair statement of the financial position of the Company as of March 31, 2016 , the results of operations for the three months ended March 31, 2016 and 2015 , and cash flows for the three months ended March 31, 2016 and 2015 . Certain information and disclosures normally included in the notes to the annual financial statements prepared in accordance with GAAP have been omitted from these interim unaudited condensed consolidated financial statements pursuant to the rules and regulations of the SEC. Accordingly, these unaudited condensed consolidated financial statements should be read in conjunction with the consolidated financial statements in the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 2015 ("Annual Report") filed with the SEC. The condensed consolidated balance sheet as of December 31, 2015 was derived from the Company's audited consolidated financial statements but does not include all disclosures required under GAAP. |
Basis of consolidation | Basis of consolidation The unaudited condensed consolidated financial statements include the accounts of the Company and its subsidiaries. All intercompany transactions and balances have been eliminated in consolidation. The functional currency of PROS France SAS, formerly known as Cameleon Software SA ("PROS France") is the Euro. The financial statements of this subsidiary are translated into U.S. dollars using period-end rates of exchange for assets and liabilities, historical rates of exchange for equity, and average rates of exchange for the period for revenue and expenses. Translation gains (losses) are recorded in accumulated other comprehensive loss as a component of stockholders' equity. |
Dollar amounts | Dollar amounts The dollar amounts presented in the tabular data within these footnote disclosures are stated in thousands of dollars, except per share amounts, or as noted within the context of each footnote disclosure. |
Use of estimates | Use of estimates The Company makes estimates and assumptions in the preparation of its unaudited condensed consolidated financial statements, and its estimates and assumptions may affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the unaudited condensed consolidated financial statements, and the reported amounts of revenue and expenses during the reporting periods. Actual results could differ from those estimates. The complexity and judgment required in the Company's estimation process, as well as issues related to the assumptions, risks and uncertainties inherent in the application of the percentage-of-completion method of accounting, affect the amounts of revenue, expenses, unbilled receivables and deferred revenue. Estimates are also used for, but not limited to, receivables, allowance for doubtful accounts, useful lives of assets, depreciation and amortization, income taxes and deferred tax asset valuation, valuation of stock options, other current liabilities and accrued liabilities. Numerous internal and external factors can affect estimates. The critical accounting policies related to the estimates and judgments are discussed in the Company's Annual Report under management's discussion and analysis of financial condition and results of operations. There have been no significant changes to the Company's critical accounting policies as described in the Company's Annual Report. |
Revenue recognition | Revenue recognition The Company has historically derived its revenue from the licensing and implementation of software solutions and associated software maintenance and support. More recently, the Company has emphasized its offers SaaS and cloud-based services that do not require customers to host the Company's solutions in their data centers. The Company's arrangements with customers typically include: (a) license or SaaS fees paid for the use of software solutions either in perpetuity or over a specified term and implementation fees for configuration, implementation and training services and (b) maintenance and support fees related to technical support and software updates. If there is significant uncertainty about contract completion or collectability is not reasonably assured, revenue is deferred until the uncertainty is sufficiently resolved or collectability is reasonably assured. In addition, revenue is recognized when persuasive evidence of an arrangement exists, delivery has occurred and fees are fixed or determinable. License The Company derives the majority of its license revenue from the sale of perpetual licenses. For software license arrangements that do not require significant modification or customization of the underlying software, the Company recognizes software licenses revenues at contract provided that professional services are not considered essential to the delivery of the software and when: (1) the Company enters into a legally binding arrangement with a customer for the license of software; (2) the Company delivers the products; (3) the sale price is fixed or determinable and free of contingencies or significant uncertainties; and (4) collection is probable. Revenues that are not recognized at the time of sale because the foregoing conditions are not met, are recognized when those conditions are subsequently met. The Company evaluates the nature and scope of professional services for each arrangement, and if it determines that the professional services revenue should not be accounted for separately from license revenue, the license revenue is recognized together with the professional services revenue using the percentage-of-completion method or completed contract method. The completed contract method is also used for contracts where there is a risk over final acceptance by the customer or for contracts that are short-term in nature. The percentage-of-completion method is measured by the percentage of man-days incurred during the reporting period as compared to the estimated total man-days necessary for each contract for implementation of the software solutions. The Company believes that for each such project, man-days expended in proportion to total estimated man-days at completion represents the most reliable and meaningful measure for determining a project's progress toward completion. Under the Company's fixed-fee arrangements, should a loss be anticipated on a contract, the full amount of the loss is recorded when the loss is determinable. The Company also licenses software solutions under term license agreements that typically include maintenance during the license term. When maintenance is included for the entire term of the term license, there is no renewal rate and the Company has not established vendor specific objective evidence ("VSOE") of fair value for the maintenance on term licenses. For term license agreements, revenue and the associated costs are deferred until the delivery of the solution and recognized ratably over the remaining license term. Professional Services In determining whether professional services revenue should be accounted for separately from license revenue, the Company evaluates whether the professional services are considered essential to the functionality of the software using factors such as: the nature of its software products; whether they are ready for use by the customer upon receipt; the nature of professional services; the availability of services from other vendors; whether the timing of payments for license revenue coincides with performance of services; and whether milestones or acceptance criteria exist that affect the realizability of the software license fee. If the Company determines that professional services revenue should not be accounted for separately from license revenue, the license revenue is recognized together with the professional services revenue using the percentage-of-completion method or completed contract method. The completed contract method is also used for contracts where there is a risk over final acceptance by the customer or for contracts that are short-term in nature. For SaaS or cloud based services arrangements that include professional services, the Company determines whether the professional services have stand-alone value. If the Company determines the professional services do not have stand-alone value, the Company treats the transaction as a single element, the professional services revenue is deferred until the customer commences use of the SaaS or cloud-based services, and the professional services revenue is recognized over the remaining term of the arrangement. SaaS or Cloud-Based Services For arrangements that include SaaS or cloud-based services, the Company allocates the arrangement consideration between the service and other elements and recognizes the SaaS or cloud-based services fee ratably beginning on the date the customer commences use of those services and continues through the end of the service term. Any revenue related to up-front activation or set-up fees are deferred and recognized ratably over the estimated period that the customer benefits from the related services. Direct and incremental costs related to up-front activation or set-up activities are capitalized until the date the Company's service is made available and then expensed ratably over the estimated period that the customer benefits from the related services. Multiple Element Arrangements The Company applies the residual method to recognize revenue for the delivered elements in stand-alone software transactions. Under the residual method, the amount of revenue allocated to delivered elements equals the total arrangement consideration, less the aggregate fair value of any undelivered elements, typically maintenance, provided that VSOE of fair value exists for all undelivered elements. VSOE of fair value is based on the price charged when the element is sold separately or, in the case of maintenance, substantive renewal rates for maintenance. For multiple element arrangements containing both software and nonsoftware services, the Company must (1) determine whether and when each element has been delivered; (2) determine fair value of each element using the selling price hierarchy of VSOE of fair value, third party evidence ("TPE"), or best estimate of selling price ("BESP"), as applicable; and (3) allocate the total price among the various elements based on the relative selling price method. For multiple-element arrangements that contain software and nonsoftware elements such as the Company's cloud-based service solutions, the Company allocates revenue between the software and software related elements as a group and any nonsoftware elements based on a relative fair value allocation. The Company determines fair value for each deliverable using the selling price hierarchy described above and utilizes VSOE of fair value if it exists. In certain instances, the Company may not be able to establish VSOE for all deliverables in an arrangement with multiple elements. This may be due to infrequently selling each element separately, not pricing solutions or services within a narrow range, or only having a limited sales history. In addition, third party evidence may not be available. When the Company is unable to establish selling prices using VSOE or TPE, it uses BESP in the allocation of arrangement consideration. The objective of BESP is to determine the price at which the Company would transact a sale if the product or service were sold on a stand-alone basis. For transactions that only include software and software-related elements, the Company continues to account for such arrangements under the software revenue recognition standards which require it to establish VSOE of fair value to allocate arrangement consideration to multiple deliverables. Maintenance and Support Maintenance and support revenue includes post-implementation customer support and the right to unspecified software updates and enhancements on a when and if available basis. The Company recognizes revenue from maintenance arrangements ratably over the period in which the services are provided. Revenue that has been recognized, but for which the Company has not invoiced the customer, is recorded as unbilled receivables. Invoices that have been issued before revenue has been recognized are recorded as deferred revenue in the accompanying consolidated balance sheets. |
Internal-use software | Internal-use software Costs incurred to develop internal-use software during the development stage are capitalized, stated at cost, and depreciated using the straight-line method over the estimated useful lives of the assets. Development stage costs generally include salaries and personnel costs and third-party contractor expenses associated with internal-use software configuration, coding, installation and testing. For the three months ended March 31, 2016 and 2015 , the Company capitalized zero and $0.1 million , respectively, of internal-use software development costs related to cloud-based offerings. Capitalized internal-use software development costs related to cloud-based offerings are amortized using the straight-line method over the useful life of the asset. For the three months ended March 31, 2016 and 2015 , the Company amortized no capitalized internal-use software development costs. Capitalized software for internal use is included in property and equipment, net in the unaudited condensed consolidated balance sheets. Amortization of capitalized internal-use software development costs, if any, is included in cost of subscription revenues in the accompanying unaudited condensed consolidated statements of comprehensive income (loss). |
Impairment or Disposal of Long-Lived Assets, Including Intangible Assets, Policy [Policy Text Block] | Impairment of long-lived assets Long-lived assets are reviewed for impairment whenever an event or change in circumstances indicates that the carrying amount of an asset or group of assets may not be recoverable. The impairment review includes comparison of future cash flows expected to be generated by the asset or group of assets with the associated assets' carrying value. If the carrying value of the asset or group of assets exceeds its expected future cash flows (undiscounted and without interest charges), an impairment loss is recognized to the extent that the carrying amount of the asset exceeds its fair value. The Company recorded no impairment charges during the three months ended March 31, 2016 and 2015 . |
Noncash share-based compensation | Noncash share-based compensation The Company measures all share-based payments to its employees based on the grant date fair value of the awards and recognizes expenses in the Company's unaudited consolidated statement of comprehensive income (loss) on a straight-line basis over the periods during which the recipient is required to perform services (generally over the vesting period of the awards). To date, the Company has granted stock options, Restricted Stock Units ("RSUs"), stock settled Stock Appreciation Rights ("SARs"), and Market Stock Units ("MSUs"). RSUs include both time-based awards as well as performance-based awards in which the number of shares that vest upon satisfying certain conditions from binding customer agreements for the provision of configure, price, and quote ("CPQ") solutions. MSUs are performance-based awards in which the number of shares that vest are based upon the Company's relative stockholder return. The following table presents the number of shares or units outstanding for each award type as of March 31, 2016 and December 31, 2015 , respectively, (in thousands): Award type March 31, 2016 December 31, 2015 Stock options 829 829 Restricted stock units (time based) 1,752 1,915 Restricted stock units (performance based) — 24 Stock appreciation rights 522 522 Market stock units 464 563 Stock options, time based RSUs and SARs vest ratably between one and four years. The actual number of MSUs that will be eligible to vest is based on the total stockholder return of the Company relative to the total stockholder return of the Russell 2000 Index ("Index") over their respective performance periods, as defined by each award's plan documents. The Company did not grant any stock options or SARs during the three months ended March 31, 2016 and 2015 . The fair value of the RSUs is based on the closing price of the Company's stock on the date of grant. The Company estimates the fair value of MSUs on the date of grant using a Monte Carlo simulation model. The determination of fair value of the MSUs is affected by the Company's stock price and a number of assumptions including the expected volatilities of the Company's stock and the Index, its risk-free interest rate and expected dividends. The Company's expected volatility at the date of grant was based on the historical volatilities of the Company and the Index over the performance period. The weighted average assumptions used to value the MSUs granted during the three months ended March 31, 2016 were as follows: March 31, 2016 Volatility 44.06% Risk-free interest rate 1.04% Expected option life in years 2.93 Dividend yield — |
Earnings per share | Earnings per share The Company computes basic earnings (loss) per share by dividing net income (loss) attributable to common stockholders by the weighted average number of common shares outstanding. Diluted earnings (loss) per share is computed by dividing net income (loss) attributable to common stockholders by the weighted average number of common shares and dilutive potential common shares then outstanding. Diluted earnings per share reflect the assumed conversion of all dilutive securities, using the treasury stock method. Dilutive potential common shares consist of shares issuable upon the exercise of stock options, shares of unvested restricted stock units, and settlement of stock appreciation rights. When the Company incurs a net loss, the effect of the Company's outstanding stock options, stock appreciation rights and restricted stock units are not included in the calculation of diluted earnings (loss) per share as the effect would be anti-dilutive. Accordingly, basic and diluted net loss per share are identical. |
Investment, Policy [Policy Text Block] | Short-term investments The Company's investments are available-for-sale commercial paper that are recorded at fair value in the consolidated balance sheets. Unrealized gains and losses on available-for-sale securities are recorded, net of tax, as a component of accumulated other comprehensive income (loss), unless impairment is considered to be other-than-temporary. Other-than-temporary unrealized losses on available-for-sale securities are generally recorded in gain (loss) on investments, net, in the consolidated statements of comprehensive income (loss) unless certain criteria are met. The primary factors considered when determining if a charge must be recorded because a decline in the fair value of an investment is other-than-temporary include whether: (i) the fair value of the investment is significantly below the Company's cost basis; (ii) the financial condition of the issuer of the security has deteriorated; (iii) if a debt security, it is probable that the Company will be unable to collect all amounts due according to the contractual terms of the security; (iv) the decline in fair value has existed for an extended period of time; (v) if a debt security, such security has been downgraded by a rating agency; and (vi) the Company has the intent and ability to retain the investment for a period of time sufficient to allow for any anticipated recovery in fair value. Investments with remaining maturities of twelve months or less are classified as short-term investments since they are readily convertible to cash to fund short-term operations. Investments with remaining maturities of more than twelve months are classified as long-term investments. All of the Company's investments had contractual maturities of less than twelve months as of March 31, 2016 . |
Fair value measurement | Fair value measurement The Company's financial assets that are measured at fair value on a recurring basis consisted of $95.3 million and $127.2 million invested in treasury money market funds at March 31, 2016 and December 31, 2015 , respectively. The fair value of these accounts is determined based on quoted market prices, which represents level 1 in the fair value hierarchy as defined by Accounting Standard Codification ("ASC") 820, " Fair Value Measurement and Disclosure ." The fair value of the Company's short-term investments which is comprised of available-for-sale commercial paper was $35.0 million and $2.5 million as of March 31, 2016 and December 31, 2015 , respectively. The fair value of these accounts is determined based on quoted market prices for similar assets in active markets, which represents level 2 in the fair value hierarchy. The Company recorded an immaterial amount of unrealized gain related to the short-term investments for the three months ended March 31, 2016 and 2015 . Reclassification adjustments for realized gain (loss) on available-for-sale securities in net income were immaterial for the three months ended March 31, 2016 and 2015 . |
Deferred Revenue and Unbilled Receivables [Policy Text Block] | Deferred revenue and unbilled receivables Software license and implementation services that have been performed, but for which the Company has not invoiced the customer, are recorded as unbilled receivables, and invoices that have been issued before the software license and implementation, maintenance and subscription services have been performed are recorded as deferred revenue in the accompanying unaudited condensed consolidated balance sheets. |
Credit Facility | Credit facility As of March 31, 2016 , the Company had no outstanding borrowings under the Company's $50 million secured Credit Agreement ("Revolver"), and $0.1 million of unamortized debt issuance costs related to the Revolver is included in other long-term assets in the condensed consolidated balance sheets. For the three months ended March 31, 2016 and 2015 , the Company recorded an immaterial amount of amortization of debt issuance cost which is included in other expense, net in the unaudited condensed consolidated statements of comprehensive income (loss). |
Income taxes | Income taxes The Company recorded an income tax provision of $0.2 million and $0.1 million for the three months ended March 31, 2016 and 2015 , respectively, primarily related to foreign income taxes and state taxes not based on income. The effective tax rate for the three months ended March 31, 2016 and 2015 was (1)% . The income tax rates vary from the federal and state statutory rates primarily due to the valuation allowances on the Company’s deferred tax assets, the limitation on deductibility of certain officers’ compensation, and foreign and state taxes not based on income. The Company estimates its annual effective tax rate at the end of each quarterly period. Jurisdictions with a projected loss for the year where no tax benefit can be recognized due to the valuation allowances on the Company’s deferred tax assets are excluded from the estimated annual effective tax rate. The impact of such an exclusion could result in a higher or lower effective tax rate during a particular quarter depending on the mix and timing of actual earnings versus annual projections. |
New Accounting Pronouncements, Policy [Policy Text Block] | Recently adopted accounting pronouncements In April 2015, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2015-03, "Simplifying the Presentations of Debt Issuance Costs", which requires debt issuance cost to be presented in the balance sheet as a direct deduction from the carrying value of the associated debt liability, consistent with the presentation of a debt discount. In August 2015, the FASB issued ASU 2015-15, "Presentation and Subsequent Measurement of Debt Issuance Costs Associated with Line-of-Credit Arrangements", which provides clarification regarding costs to secure revolving lines of credit, which are, at the outset, not associated with an outstanding borrowing. ASU 2015-15 provides commentary that the SEC staff would not object to an entity deferring and presenting costs associated with line-of-credit arrangements as an asset and subsequently amortizing them ratably over the term of the revolving debt arrangement. These new standards are effective for interim and annual periods beginning on January 1, 2016, and are required to be retrospectively adopted. The Company adopted these standards on January 1, 2016. As of December 31, 2015, $0.1 million and $0.4 million of unamortized debt issuance costs related to the Company’s convertible Senior Notes were reclassified in the condensed consolidated balance sheet from prepaid and other current assets and other long-term assets, respectively, to convertible debt, net. The Company will continue to defer and present the debt issuance cost related to its revolving credit facility in other long-term assets and amortize it ratably over the term of the agreement. In April 2015, the FASB issued ASU 2015-05, “Intangibles - Goodwill and Other Internal-Use Software”. The amendments in this update provide guidance to customers about whether a cloud computing arrangement includes a software license, and if so, how the software license element of the arrangement should be accounted for by the customer. The new standard will be effective for annual period ending after December 15, 2015, and all reporting periods thereafter. The Company adopted this standard on January 1, 2016, and there was no impact on the Company's consolidated financial statements. Recent accounting pronouncements In May 2014, the FASB issued ASU 2014-09, "Revenue from Contracts with Customers (Topic 606)," which supersedes nearly all existing revenue recognition guidance under GAAP and permits the use of either the retrospective or cumulative effect transition method. In August 2015, the FASB issued ASU 2015-14, "Revenue from Contracts with Customers: Deferral of the Effective Date", which deferred the effective date of the new revenue standard for periods beginning after December 15, 2016 to December 15, 2017, with early adoption permitted but not earlier than the original effective date. In March 2016, the FASB issued ASU 2016-08, “Revenue from Contracts with Customers (Topic 606): Principal versus Agent Considerations”, which clarifies the implementation of guidance on principal versus agent considerations. In April 2016, the FASB issued ASU 2016-10, "Revenue from Contracts with Customers (Topic 606): Identifying Performance Obligation and Licensing", which clarifies the implementation of guidance on identifying performance obligations and licensing. These standards are effective for the Company in the first quarter of fiscal 2018. The Company has not yet selected a transition method and is currently evaluating the effect that the updated standards will have on the Company's consolidated financial statements and related disclosures. In February 2016, the FASB issued ASU 2016-02, “Leases (Topic 842)”, which requires the lessee to recognize most leases on the balance sheet thereby resulting in the recognition of lease assets and liabilities for those leases currently classified as operating leases. Lessor accounting remains largely unchanged from current guidance, however, ASU 2016-02 provides improvements that are intended to align lessor accounting with the lessee model and with updated revenue recognition guidance. This standard is effective for interim and annual reporting periods beginning after December 15, 2018. The Company is currently assessing the impact of ASU 2016-02 on its condensed consolidated financial statements. In March 2016, the FASB issued ASU 2016-09, “Compensation – Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting”, which is intended to simplify several aspects of the accounting for share-based payment transactions including the income tax consequences, classification of awards as either equity or liabilities, and classification on the statement of cash flows. This standard is effective for interim and annual reporting periods beginning after December 15, 2016. The Company is currently assessing the impact of ASU 2016-09 on its condensed consolidated financial statements. With the exception of the new standards discussed above, there have been no other recent accounting pronouncements or changes in accounting pronouncements during the three months ended March 31, 2016 , as compared to the recent accounting pronouncements described in the Company's Annual Report, that are of significance or potential significance to the Company. |
Summary of Significant Accoun13
Summary of Significant Accounting Policies (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Accounting Policies [Abstract] | |
Awards outstanding [Table Text Block] | The following table presents the number of shares or units outstanding for each award type as of March 31, 2016 and December 31, 2015 , respectively, (in thousands): Award type March 31, 2016 December 31, 2015 Stock options 829 829 Restricted stock units (time based) 1,752 1,915 Restricted stock units (performance based) — 24 Stock appreciation rights 522 522 Market stock units 464 563 |
Market Stock Units Valuation Assumptions [Table Text Block] | The weighted average assumptions used to value the MSUs granted during the three months ended March 31, 2016 were as follows: March 31, 2016 Volatility 44.06% Risk-free interest rate 1.04% Expected option life in years 2.93 Dividend yield — |
Earnings per Share (Table)
Earnings per Share (Table) | 3 Months Ended |
Mar. 31, 2016 | |
Earnings Per Share [Abstract] | |
Schedule of Earnings Per Share, Basic and Diluted [Table Text Block] | The following table sets forth the computation of basic and diluted earnings per share for the three months ended March 31, 2016 and 2015 : Three Months Ended March 31, (in thousands, except per share data) 2016 2015 Numerator: Net loss $ (20,477 ) $ (14,230 ) Denominator: Weighted average shares (basic) 30,226 29,375 Dilutive effect of potential common shares — — Weighted average shares (diluted) 30,226 29,375 Basic loss per share $ (0.68 ) $ (0.48 ) Diluted loss per share $ (0.68 ) $ (0.48 ) |
Noncash Share-based Compensat15
Noncash Share-based Compensation (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Noncash Share-based Compensation [Abstract] | |
Schedule of Share-based Compensation Expense | The following table summarizes share-based compensation expense included in the Company's unaudited condensed consolidated statements of comprehensive income (loss) for the three months ended March 31, 2016 and 2015 : Three Months Ended March 31, 2016 2015 Share-based compensation: Cost of revenue $ 599 $ 1,013 Operating expenses: Selling and marketing 1,780 2,032 General and administrative 1,730 3,348 Research and development 1,275 1,352 Total included in operating expenses 4,785 6,732 Total share-based compensation expense $ 5,384 $ 7,745 |
Convertible debt (Tables)
Convertible debt (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Debt Disclosure [Abstract] | |
Convertible Debt [Table Text Block] | The Senior Notes consist of the following (in thousands): March 31, 2016 December 31, 2015 Liability component: Principal $ 143,750 $ 143,750 Less: debt discount and issuance cost, net of amortization (26,322 ) (27,890 ) Net carrying amount $ 117,428 $ 115,860 Equity component (1) $ 28,714 $ 28,714 (1) Recorded in the consolidated balance sheet within additional paid-in capital, net of $1.2 million issuance cost in equity. The following table sets forth total interest expense recognized related to the Senior Notes (in thousands): Three Months Ended March 31, 2016 2015 2.0% coupon $ 719 $ 719 Amortization of debt issuance costs 204 195 Amortization of debt discount 1,364 1,271 Total $ 2,287 $ 2,185 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Future minimum lease commitments [Line Items] | |
Schedule of Future Minimum Rental Payments for Operating Leases [Table Text Block] | As of March 31, 2016 , the future minimum lease commitments related to lease agreements were as follows: Year Ending December 31, Amount Remaining 2016 $ 1,873 2017 1,381 2018 868 2019 788 2020 802 2021 and thereafter 400 Total minimum lease payments $ 6,112 |
Summary of Significant Accoun18
Summary of Significant Accounting Policies Significant Accounting Policies (Details) - USD ($) | 3 Months Ended | ||
Mar. 31, 2016 | Mar. 31, 2015 | Dec. 31, 2015 | |
Summary of Significant Accounting Policies [Line Items] | |||
Internal-use software development costs capitalized | $ 0 | $ 118,000 | |
Tangible Asset Impairment Charges | 0 | ||
Short-term Investments | 34,951,000 | $ 2,500,000 | |
Treasury money market funds, at fair value | 95,300,000 | $ 127,200,000 | |
Line of Credit Facility, Amount Outstanding | 0 | ||
Line of Credit Facility, Maximum Borrowing Capacity | 50,000,000 | ||
Unamortized Debt Issuance Expense | 100,000 | ||
Income Tax Expense (Benefit) | $ 158,000 | 110,000 | |
Effective income tax rate | (1.00%) | ||
Cloud-based product offerings [Member] | |||
Summary of Significant Accounting Policies [Line Items] | |||
Internal-use software development costs capitalized | $ 0 | $ 118,000 | |
Capitalized Computer Software, Amortization | $ 0 | ||
Minimum [Member] | |||
Summary of Significant Accounting Policies [Line Items] | |||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period | 1 year | ||
Maximum [Member] | |||
Summary of Significant Accounting Policies [Line Items] | |||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period | 4 years |
Summary of Significant Accoun19
Summary of Significant Accounting Policies Awards Outstanding (Details) - shares shares in Thousands | Mar. 31, 2016 | Dec. 31, 2015 |
Stock options | ||
Awards outstanding [Line Items] | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number | 829 | 829 |
Restricted Stock Units (RSUs) [Member] | ||
Awards outstanding [Line Items] | ||
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Outstanding, Number | 1,752 | 1,915 |
Performance Shares [Member] | ||
Awards outstanding [Line Items] | ||
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Outstanding, Number | 0 | 24 |
Stock appreciation rights | ||
Awards outstanding [Line Items] | ||
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Outstanding, Number | 522 | 522 |
Market share units | ||
Awards outstanding [Line Items] | ||
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Outstanding, Number | 464 | 563 |
Summary of Significant Accoun20
Summary of Significant Accounting Policies Fair Value Calculation Assumptions (Details) - Market share units | 3 Months Ended |
Mar. 31, 2016 | |
Valuation Assumptions for MSUs [Line Items] | |
Volatility | 44.06% |
Risk-free interest rate | 1.04% |
Expected life, in years | 2 years 11 months 5 days |
Dividend yield | 0.00% |
Summary of Significant Accoun21
Summary of Significant Accounting Policies New Accounting Pronouncements (Details) - Accounting Standards Update 2015-03 [Member] $ in Millions | Dec. 31, 2015USD ($) |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |
Debt Issuance Costs, Current, Net | $ 0.1 |
Debt Issuance Costs, Noncurrent, Net | $ 0.4 |
Earnings per Share (Details)
Earnings per Share (Details) - $ / shares shares in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive potential common shares excluded from computation of earnings per share | 2,034 | 2,182 |
Debt Instrument, Convertible, Stock Price Trigger | $ 33.79 |
Earnings per Share Basis and Di
Earnings per Share Basis and Diluted (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Numerator | ||
Net income (loss) | $ (20,477) | $ (14,230) |
Denominator | ||
Weighted average shares (basic) | 30,226 | 29,375 |
Dilutive effect of potential common shares | 0 | 0 |
Weighted average shares (diluted) | 30,226 | 29,375 |
Basic earnings per share | $ (0.68) | $ (0.48) |
Diluted earnings per share | $ (0.68) | $ (0.48) |
Noncash Share-based Compensat24
Noncash Share-based Compensation (Details) | 3 Months Ended |
Mar. 31, 2016USD ($)$ / sharesshares | |
Noncash Share-based Compensation (Narrative) [Line Items] | |
Share-based Compensation Arrangement by Share-based Payment Award, Number of Additional Shares Authorized | 900,000 |
Shares available for future grants | 1,749,726 |
Unrecognized compensation cost related to share-based compensation | $ | $ 41,916,000 |
Weighted average period to recognize cost, in years | 2 years 4 months 12 days |
Share-based compensation arrangement by share-based payment, Minimum Employee Subscription rate | 1.00% |
Share-based Compensation Arrangement by Share-based Payment Award, Maximum Employee Subscription Rate | 10.00% |
Share-based Compensation Arrangement by Share-based Payment Award, Discount from Market Price, Offering Date | 5.00% |
Maximum Amount Contributable by employees under ESPP- Half yearly | $ | $ 5,000 |
Maximum Amount Contributable By Employees Under ESPP- Annually | $ | $ 10,000 |
Stock Issued During Period, Shares, Employee Stock Purchase Plans | 23,848 |
ESPP contributions by Employees | $ | $ 369,000 |
RSUs | |
Noncash Share-based Compensation (Narrative) [Line Items] | |
Awards, other than options, granted in period | 552,382 |
Weighted average grant date fair value, per share, of awards granted in period | $ / shares | $ 11.71 |
MSUs | |
Noncash Share-based Compensation (Narrative) [Line Items] | |
Awards, other than options, granted in period | 152,500 |
Weighted average grant date fair value, per share, of awards granted in period | $ / shares | $ 14.29 |
Employee Stock [Member] | |
Noncash Share-based Compensation (Narrative) [Line Items] | |
Shares reserved for issuance under Plan | 425,155 |
2007 Equity Incentive Plan [Member] | |
Noncash Share-based Compensation (Narrative) [Line Items] | |
Shares reserved for issuance under Plan | 9,968,000 |
Noncash Share-based Compensat25
Noncash Share-based Compensation Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||
Share-based compensation expense | $ 5,384 | $ 7,745 |
Cost of Sales [Member] | ||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||
Share-based compensation expense | 599 | 1,013 |
Selling and Marketing Expense [Member] | ||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||
Share-based compensation expense | 1,780 | 2,032 |
General and Administrative Expense [Member] | ||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||
Share-based compensation expense | 1,730 | 3,348 |
Research and development | ||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||
Share-based compensation expense | 1,275 | 1,352 |
Operating Expense [Member] | ||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||
Share-based compensation expense | $ 4,785 | $ 6,732 |
Convertible debt (Details)
Convertible debt (Details) $ / shares in Units, $ in Thousands | 3 Months Ended | |||
Mar. 31, 2016USD ($)$ / shares | Mar. 31, 2015USD ($) | Dec. 31, 2014USD ($) | Dec. 31, 2015USD ($) | |
Debt Instrument [Line Items] | ||||
Debt Issuance Cost | $ 4,300 | |||
Convertible debt, issuance cost, equity component | $ 1,200 | |||
Long-term Debt, Percentage Bearing Fixed Interest, Percentage Rate | 2.00% | |||
Debt Instrument, Convertible, Conversion Ratio | 29.5972 | |||
Debt Instrument, Convertible, Stock Price Trigger | $ / shares | $ 33.79 | |||
Debt Instrument, Face Amount | $ 143,750 | $ 143,750 | ||
Debt Instrument, Unamortized Discount (Premium) and Debt Issuance Costs, Net | 26,322 | 27,890 | ||
Convertible Debt, Noncurrent | 117,428 | 115,860 | ||
Debt Instrument, Convertible, Carrying Amount of Equity Component | 28,714 | 28,714 | ||
Debt Instrument, Periodic Payment, Interest | 719 | $ 719 | ||
Amortization of Financing Costs | 204 | 195 | ||
Amortization of Debt Discount (Premium) | 1,364 | 1,271 | ||
Interest Expense, Debt | 2,287 | $ 2,185 | ||
Debt Instrument, Fair Value Disclosure | $ 90,279 | $ 114,122 | ||
Purchase of convertible bond hedge | $ (29,411) | |||
Investment Warrants, Exercise Price | $ / shares | $ 45.48 | |||
Proceeds from Issuance of Warrants | $ 17,106 |
Commitments and Contingencies F
Commitments and Contingencies Future minimum lease payments (Details) $ in Thousands | Mar. 31, 2016USD ($) |
Operating Leased Assets [Line Items] | |
Operating Leases, Future Minimum Payments Due, Next Twelve Months | $ 1,873 |
Operating Leases, Future Minimum Payments, Due in Two Years | 1,381 |
Operating Leases, Future Minimum Payments, Due in Three Years | 868 |
Operating Leases, Future Minimum Payments, Due in Four Years | 788 |
Operating Leases, Future Minimum Payments, Due in Five Years | 802 |
Operating Leases, Future Minimum Payments, Due Thereafter | 400 |
Operating Leases, Future Minimum Payments Due | $ 6,112 |