Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Sep. 30, 2015 | Nov. 02, 2015 | |
Document And Entity Information [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Sep. 30, 2015 | |
Document Fiscal Year Focus | 2,015 | |
Document Fiscal Period Focus | Q3 | |
Trading Symbol | CTCT | |
Entity Registrant Name | Constant Contact, Inc. | |
Entity Central Index Key | 1,405,277 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Large Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 31,924,845 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 |
Current assets | ||
Cash and cash equivalents | $ 129,831 | $ 104,301 |
Marketable securities | 50,683 | 58,321 |
Accounts receivable, net of allowance for doubtful accounts | 408 | 265 |
Prepaid expenses and other current assets | 12,637 | 10,723 |
Total current assets | 193,559 | 173,610 |
Property and equipment, net | 47,337 | 43,739 |
Restricted cash | 1,300 | 1,300 |
Goodwill | 95,505 | 95,505 |
Acquired intangible assets, net | 894 | 2,160 |
Deferred taxes | 7,215 | 4,658 |
Other assets | 2,621 | 1,893 |
Total assets | 348,431 | 322,865 |
Current liabilities | ||
Accounts payable | 7,073 | 4,703 |
Accrued expenses | 14,501 | 12,230 |
Deferred revenue | 39,765 | 37,838 |
Total current liabilities | 61,339 | 54,771 |
Other long-term liabilities | 3,636 | 3,783 |
Total liabilities | $ 64,975 | $ 58,554 |
Commitments and contingencies (Note 7) | ||
Stockholders' equity | ||
Preferred stock; $0.01 par value; 5,000,000 shares authorized; no shares issued or outstanding at September 30, 2015 and December 31, 2014 | ||
Common stock; $0.01 par value; 100,000,000 shares authorized; 31,837,809 and 31,908,622 shares issued and outstanding at September 30, 2015 and December 31, 2014, respectively | $ 318 | $ 319 |
Additional paid-in capital | 254,962 | 249,599 |
Accumulated other comprehensive income (loss) | 1 | (10) |
Retained earnings | 28,175 | 14,403 |
Total stockholders' equity | 283,456 | 264,311 |
Total liabilities and stockholders' equity | $ 348,431 | $ 322,865 |
Condensed Consolidated Balance3
Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares | Sep. 30, 2015 | Dec. 31, 2014 |
Statement of Financial Position [Abstract] | ||
Preferred stock, par value | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized | 5,000,000 | 5,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 100,000,000 | 100,000,000 |
Common stock, shares issued | 31,837,809 | 31,908,622 |
Common stock, shares outstanding | 31,837,809 | 31,908,622 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Income Statement [Abstract] | ||||
Revenue | $ 91,859 | $ 83,494 | $ 273,807 | $ 243,624 |
Cost of revenue | 24,600 | 23,223 | 73,493 | 67,050 |
Gross profit | 67,259 | 60,271 | 200,314 | 176,574 |
Operating expenses | ||||
Research and development | 14,633 | 13,417 | 42,587 | 39,341 |
Sales and marketing | 31,474 | 28,406 | 102,982 | 94,319 |
General and administrative | 11,495 | 10,365 | 34,740 | 30,671 |
Total operating expenses | 57,602 | 52,188 | 180,309 | 164,331 |
Income from operations | 9,657 | 8,083 | 20,005 | 12,243 |
Interest income and other income (expense), net | 38 | 339 | 149 | 387 |
Income before income taxes | 9,695 | 8,422 | 20,154 | 12,630 |
Income tax expense | (3,299) | (3,224) | (6,382) | (4,563) |
Net income | $ 6,396 | $ 5,198 | $ 13,772 | $ 8,067 |
Net income per share: | ||||
Basic | $ 0.20 | $ 0.16 | $ 0.43 | $ 0.26 |
Diluted | $ 0.19 | $ 0.16 | $ 0.41 | $ 0.25 |
Weighted average shares outstanding used in computing per share amounts: | ||||
Basic | 32,019 | 31,893 | 32,080 | 31,557 |
Diluted | 32,837 | 33,180 | 33,258 | 32,750 |
Condensed Consolidated Stateme5
Condensed Consolidated Statements of Comprehensive Income - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Statement of Comprehensive Income [Abstract] | ||||
Net income | $ 6,396 | $ 5,198 | $ 13,772 | $ 8,067 |
Other comprehensive income (loss): | ||||
Net unrealized gains (losses) on marketable securities, net of tax | (2) | (1) | 16 | 2 |
Reclassification adjustment for realized gains on marketable securities included in net income | (1) | |||
Translation adjustment | (9) | (8) | (5) | (4) |
Total other comprehensive income (loss) | (11) | (9) | 11 | (3) |
Comprehensive income | $ 6,385 | $ 5,189 | $ 13,783 | $ 8,064 |
Condensed Consolidated Stateme6
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2015 | Sep. 30, 2014 | |
Cash flows from operating activities | ||
Net income | $ 13,772 | $ 8,067 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation and amortization | 18,478 | 18,041 |
Amortization of premium on investments | 354 | 187 |
Stock-based compensation expense | 13,299 | 12,134 |
Provision for (recovery of) bad debts | 48 | (7) |
Gain on sales of marketable securities | (1) | |
Deferred income taxes | (2,521) | (512) |
Income tax benefit from the exercise of stock options | (5,335) | (1,666) |
Taxes paid related to net share settlement of restricted stock units | (1,538) | (2,341) |
Loss on sublease | 259 | |
Changes in operating assets and liabilities: | ||
Accounts receivable | (191) | 49 |
Prepaid expenses and other current assets | 3,310 | (527) |
Other assets | (728) | 54 |
Accounts payable | 3,301 | (250) |
Accrued expenses | 3,082 | 4,287 |
Deferred revenue | 1,927 | 2,542 |
Other long-term liabilities | (147) | 991 |
Net cash provided by operating activities | 47,111 | 41,307 |
Cash flows from investing activities | ||
Purchases of marketable securities | (34,402) | (27,276) |
Proceeds from maturities of marketable securities | 41,712 | 14,665 |
Proceeds from sales of marketable securities | 633 | |
Acquisition of property and equipment, including costs capitalized for development of internal-use software | (22,347) | (21,013) |
Net cash used in investing activities | (15,037) | (32,991) |
Cash flows from financing activities | ||
Proceeds from issuance of common stock pursuant to the exercise of stock options | 11,828 | 16,016 |
Income tax benefit from the exercise of stock options | 5,335 | 1,666 |
Proceeds from issuance of common stock pursuant to employee stock purchase plan | 1,063 | 831 |
Repurchase of common stock | (24,767) | (7,360) |
Net cash provided by (used in) financing activities | (6,541) | 11,153 |
Effects of exchange rates on cash and cash equivalents | (3) | (4) |
Net increase in cash and cash equivalents | 25,530 | 19,465 |
Cash and cash equivalents, beginning of period | 104,301 | 82,478 |
Cash and cash equivalents, end of period | 129,831 | 101,943 |
Supplemental disclosure of noncash investing and financing activities: | ||
Capitalization of stock-based compensation | 205 | $ 148 |
Acquisition of property and equipment included in accounts payable and accrued expenses | $ 181 |
Nature of the Business
Nature of the Business | 9 Months Ended |
Sep. 30, 2015 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Nature of the Business | 1. Nature of the Business Constant Contact, Inc. (the “Company”) was incorporated as a Massachusetts corporation in 1995 and was reincorporated in the State of Delaware in 2000. The Company is a leading provider of online marketing tools that are designed for small organizations, including small businesses, associations and non-profits. The Company seeks to help customers succeed by creating and growing their customer and member relationships through easy-to-use products combined with education, support, KnowHow ® ® |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 9 Months Ended |
Sep. 30, 2015 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | 2. Summary of Significant Accounting Policies Basis of Presentation The accompanying condensed consolidated financial statements include those of the Company and its subsidiaries, after elimination of all intercompany accounts and transactions. The accompanying condensed consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (“GAAP”). The condensed consolidated balance sheet at December 31, 2014 was derived from audited financial statements, but does not include all disclosures required by GAAP. The accompanying unaudited condensed consolidated financial statements as of September 30, 2015 and for the three and nine months ended September 30, 2015 and 2014 have been prepared by the Company, pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”) for interim financial statements. Certain information and footnote disclosures normally included in financial statements prepared in accordance with GAAP have been condensed or omitted pursuant to such rules and regulations. However, the Company believes that the disclosures are adequate to make the information presented not misleading. These condensed consolidated financial statements should be read in conjunction with the Company’s audited consolidated financial statements and the notes thereto for the year ended December 31, 2014 included in the Company’s Annual Report on Form 10-K, In the opinion of management, all adjustments, consisting only of normal recurring adjustments necessary for a fair statement of the Company’s consolidated financial position as of September 30, 2015 and consolidated results of operations for the three and nine months ended September 30, 2015 and 2014 and cash flows for the nine months ended September 30, 2015 and 2014 have been made. The results of operations for the three and nine months ended September 30, 2015 are not necessarily indicative of the results of operations that may be expected for the year ending December 31, 2015. Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. On an ongoing basis, management evaluates these estimates, judgments and assumptions, including those related to revenue recognition, stock-based compensation, goodwill and acquired intangible assets, capitalization of software and website development costs and income taxes. The Company bases these estimates on historical and anticipated results and trends and on various other assumptions that the Company believes are reasonable under the circumstances, including assumptions as to future events. These estimates form the basis for making judgments about the carrying values of assets and liabilities and recorded revenue and expenses that are not readily apparent from other sources. Actual results could differ from these estimates. Marketable Securities The Company’s marketable securities are classified as available-for-sale and are carried at fair value with the unrealized gains and losses reported as a component of accumulated other comprehensive income (loss) in stockholders’ equity. Realized gains and losses and declines in value judged to be other than temporary are included as a component of interest and other income (expense) based on the specific identification method. At September 30, 2015, marketable securities by security type consisted of: Amortized Gross Gross Estimated United States Treasury Notes $ 10,105 $ 6 $ — $ 10,111 Corporate and Agency Bonds 40,560 17 (5 ) 40,572 Total $ 50,665 $ 23 $ (5 ) $ 50,683 At September 30, 2015, marketable securities consisted of investments that mature within one year with the exception of securities with a fair value of $9,901, which have maturities within two years. At December 31, 2014, marketable securities by security type consisted of: Amortized Gross Gross Estimated United States Treasury Notes $ 20,000 $ 6 $ — $ 20,006 Corporate and Agency Bonds 37,330 2 (16 ) 37,316 Commercial Paper 999 — — 999 Total $ 58,329 $ 8 $ (16 ) $ 58,321 Fair Value of Financial Instruments Certain assets and liabilities are carried at fair value under GAAP. Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Valuation techniques used to measure fair value must maximize the use of observable inputs and minimize the use of unobservable inputs. A fair value hierarchy based on three levels of inputs, of which the first two are considered observable and the last is considered unobservable, is used to measure fair value: • Level 1 — Quoted prices in active markets for identical assets or liabilities. • Level 2 — Inputs other than Level 1 that are observable, either directly or indirectly, such as quoted prices for similar assets or liabilities, quoted prices in markets that are not active, or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. • Level 3 — Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. The following tables present the Company’s fair value hierarchy for its investments, which are measured at fair value on a recurring basis as of September 30, 2015 and December 31, 2014: Fair Value Measurements at September 30, 2015 Using Level 1 Level 2 Level 3 Total Financial Assets: Money Market Instruments $ 13,600 $ — $ — $ 13,600 United States Treasury Notes 10,111 — — 10,111 Corporate and Agency Bonds — 40,572 — 40,572 Total $ 23,711 $ 40,572 $ — $ 64,283 Fair Value Measurements at December 31, 2014 Using Level 1 Level 2 Level 3 Total Financial Assets: Money Market Instruments $ 5,885 $ — $ — $ 5,885 United States Treasury Notes 20,006 — — 20,006 Corporate and Agency Bonds — 37,316 — 37,316 Commercial Paper — 999 — 999 Total $ 25,891 $ 38,315 $ — $ 64,206 Net Income Per Share Basic net income per share is computed by dividing net income by the weighted average number of unrestricted common shares outstanding for the period. Diluted net income per share is computed by dividing net income by the sum of the weighted average number of unrestricted common shares outstanding during the period and the weighted average number of potential common shares from the assumed exercise of stock options and the vesting of shares of restricted stock units using the “treasury stock” method when the effect is not anti-dilutive. The following is a summary of the shares used in computing diluted net income per share: Three months ended Nine months ended 2015 2014 2015 2014 (In thousands) Weighted average shares used in calculating basic net income per share 32,019 31,893 32,080 31,557 Stock options 712 1,172 1,042 1,069 Restricted stock units 106 115 136 124 Shares used in computing diluted net income per share 32,837 33,180 33,258 32,750 The following common stock equivalents were excluded from the computation of diluted net income per share because they had an anti-dilutive impact as the proceeds under the treasury stock method were in excess of the average fair market value for the period: Three months ended Nine months ended 2015 2014 2015 2014 (In thousands) Options to purchase common stock 1,309 686 730 1,067 Restricted stock units 370 — 275 180 Total 1,679 686 1,005 1,247 Recently Issued Accounting Pronouncements In May 2014, the Financial Accounting Standards Board (the “FASB”) issued new guidance, Revenue from Contracts with Customers, In August 2014, the FASB issued new guidance, Presentation of Financial Statements — Going Concern. In April 2015, the FASB issued new guidance, Intangibles—Goodwill and Other—Internal-Use Software: Customer’s Accounting for Fees Paid in a Cloud Computing Arrangement |
Goodwill and Acquired Intangibl
Goodwill and Acquired Intangible Assets | 9 Months Ended |
Sep. 30, 2015 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Acquired Intangible Assets | 3. Goodwill and Acquired Intangible Assets The carrying amount of goodwill was $95,505 at September 30, 2015 and December 31, 2014. Goodwill is not amortized, but instead is reviewed for impairment at least annually in the fourth quarter or more frequently when events and circumstances occur indicating that the recorded goodwill may be impaired. Intangible assets consist of the following: September 30, 2015 December 31, 2014 Estimated Gross Accumulated Net Carrying Gross Accumulated Net Carrying Developed technology 3 years $ 4,357 $ 4,057 $ 300 $ 4,357 $ 3,465 $ 892 Customer relationships 3.75 years 3,315 3,148 167 3,315 2,666 649 Publisher relationships 5 years 710 473 237 710 367 343 Trade name 5 years 570 380 190 570 294 276 $ 8,952 $ 8,058 $ 894 $ 8,952 $ 6,792 $ 2,160 The Company amortizes intangible assets over the estimated useful lives noted above. Amortization of developed technology and publisher relationships assets is on a straight-line basis as the pattern of consumption of the economic benefits of the intangible assets cannot be reliably determined. The Company also amortizes the trade name asset over its estimated useful life on a straight-line basis as the straight-line basis is not materially different than the pattern of consumption of economic benefit basis. Customer relationships are amortized over their useful life based on the pattern of consumption of economic benefit of the asset. Amortization commences once the asset has been placed in service. Amortization expense for intangible assets was $356 and $543 for the three months ended September 30, 2015 and 2014, respectively, and $1,267 and $1,664 for the nine months ended September 30, 2015 and 2014, respectively. Amortization relating to developed technology and publisher relationships is recorded within cost of revenue and amortization of customer relationships and trade name is recorded within sales and marketing expense. Future estimated amortization expense for intangible assets as of September 30, 2015 is as follows: Remainder of 2015 $ 317 2016 470 2017 107 Total $ 894 |
Stockholders' Equity and Stock-
Stockholders' Equity and Stock-Based Compensation | 9 Months Ended |
Sep. 30, 2015 | |
Equity [Abstract] | |
Stockholders' Equity and Stock-Based Compensation | 4. Stockholders’ Equity and Stock-Based Compensation Stock Repurchase Program In the second quarter of 2014, the Board of Directors authorized the repurchase of up to $30,000 of its common stock through July 31, 2015. Under the authorization, the Company could repurchase shares in the open market, which included the use of 10b5-1 trading plans, or through privately negotiated transactions. The timing and amount of repurchases depended upon several factors, including market and business conditions. The Company funded repurchases from its cash and cash equivalents. During the six months ended June 30, 2015, the Company repurchased 384,791 shares at an average price of $35.45 per share. These shares were retired and accounted for as a reduction to stockholders’ equity in the Company’s condensed consolidated balance sheet. As of June 30, 2015, this stock repurchase program had ended and no additional shares were repurchased in the three months ended September 30, 2015. In the second quarter of 2015, the Board of Directors authorized the additional repurchase of up to $50,000 of the Company’s common stock through July 1, 2016. Under the authorization, the Company can repurchase shares in the open market, which may include the use of 10b5-1 trading plans, or through privately negotiated transactions. The timing and amount of repurchases, if any, will depend upon several factors, including market and business conditions. Share repurchases may be suspended or discontinued at any time. The Company intends to fund repurchases from its cash and cash equivalents. During the three and nine months ended September 30, 2015, the Company repurchased 442,765 shares at an average price of $25.13 per share under this program. These shares were retired and accounted for as a reduction to stockholders’ equity in the Company’s condensed consolidated balance sheet. Stock-Based Compensation Expense The Company grants stock-based awards under its existing 2011 Stock Incentive Plan, as amended and restated, and its 2007 Employee Stock Purchase Plan. The Company also has outstanding stock-based awards under its 1999 Stock Option/Stock Issuance Plan, its 2007 Stock Incentive Plan and its 2012 Inducement Award Plan but is no longer granting awards under these plans. As of September 30, 2015, 1,214,087 shares of common stock are available for issuance under the 2011 Stock Incentive Plan. As of September 30, 2015, 268,549 shares of common stock are available for issuance to participating employees under the 2007 Employee Stock Purchase Plan. The Company applies the fair value recognition provisions for all stock-based awards granted or modified in accordance with authoritative guidance. Under this guidance the Company records compensation costs over the requisite service period of the award based on the grant-date fair value. The straight-line method is applied to all grants with service conditions, while the graded vesting method is applied to all grants with both service and performance conditions. The Company recognized stock-based compensation expense on all awards in cost of revenue and operating expense categories as follows: Three months ended Nine months ended 2015 2014 2015 2014 Cost of revenue $ 547 $ 503 $ 1,604 $ 1,451 Research and development 953 665 2,729 2,468 Sales and marketing 1,119 1,131 3,678 3,741 General and administrative 1,754 1,511 5,288 4,474 $ 4,373 $ 3,810 $ 13,299 $ 12,134 Additionally, the Company capitalized $61 and $48 of stock-based compensation related to the development of internal-use software for the three months ended September 30, 2015 and 2014, respectively, and $205 and $148 of stock-based compensation related to the development of internal-use software for the nine months ended September 30, 2015 and 2014, respectively. |
Income Taxes
Income Taxes | 9 Months Ended |
Sep. 30, 2015 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 5. Income Taxes For the three and nine months ended September 30, 2015 and 2014, the Company recorded income tax expense related to federal, state, and to a lesser extent, foreign tax obligations. The Company’s effective tax rate may vary from period to period based on changes in estimated taxable income or loss, changes to federal, state or foreign tax laws, deductibility of certain costs and expenses, and as a result of acquisitions. The Company’s estimated effective tax rate for 2015 and 2014, which has been applied to the Company’s income before income taxes for the three and nine months ended September 30, 2015 and 2014, varies from the statutory rate primarily due to state taxes and non-deductible stock-based compensation expense, that increases the effective tax rate, partially offset by state research and development credits that decrease the effective tax rate. The federal research and development credit has not yet been enacted for 2015 and had not yet been enacted in the first nine months ended September 30, 2014 and therefore was not included in the Company’s estimated effective tax rate for either 2015 or 2014. The income tax expense for 2015 and 2014 was further reduced by the impact of disqualifying dispositions of incentive stock options during the periods. The Company had net deferred tax assets of $6,443 at December 31, 2014, which increased to $8,964 at September 30, 2015. The Company has not recorded any amounts for unrecognized tax benefits as of September 30, 2015 or December 31, 2014. As of September 30, 2015 and December 31, 2014, the Company had no accrued interest or tax penalties recorded. |
Accrued Expenses
Accrued Expenses | 9 Months Ended |
Sep. 30, 2015 | |
Payables and Accruals [Abstract] | |
Accrued Expenses | 6. Accrued Expenses September 30, December 31, Payroll and payroll-related $ 5,079 $ 4,430 Licensed software and maintenance 1,197 1,197 Marketing programs 2,372 490 Other accrued expenses 5,853 6,113 $ 14,501 $ 12,230 |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 7. Commitments and Contingencies Office Leases The Company has a lease for its headquarters space in Waltham, Massachusetts (the “Lease”) that is effective through September 2022 with one ten-year extension option. The Lease includes space the Company is currently occupying as well as space that will be made available at various points in time during the term. The Company leases office space for a sales and support office in Colorado under a lease agreement effective through April 2019 with three three-year extension options. The Company also leases small amounts of general office space in Florida, New York, California and the United Kingdom under lease agreements that expire at various dates through 2018. Lease incentives, payment escalations and rent holidays specified in the lease agreements are accrued or deferred as appropriate such that rent expense per square foot is recognized on a straight-line basis over the terms of occupancy. At September 30, 2015 and December 31, 2014, the Company had both prepaid rent and accrued rent balances related to its office leases. The prepaid rent balance was $46 as of September 30, 2015, of which $15 was included in prepaid expenses and other current assets and $31 was included in other assets. The accrued rent balance was $4,263 as of September 30, 2015, of which $773 was included in accrued expenses and $3,490 was included in other long-term liabilities. The prepaid rent balance was $51 at December 31, 2014, of which $3 was included in prepaid expenses and other current assets and $48 was included in other assets. The accrued rent balance was $4,232 at December 31, 2014, of which $577 was included in accrued expenses and $3,655 was included in other long-term liabilities. As of September 30, 2015, future minimum lease payments under non-cancelable office leases are as follows: Remainder of 2015 $ 2,349 2016 9,913 2017 9,798 2018 9,396 2019 8,284 Thereafter 21,891 61,631 Less: Sublease income 519 $ 61,112 Total rent expense under office leases was $2,418 and $2,534 for the three months ended September 30, 2015 and 2014, respectively, and $7,164 and $7,116 for the nine months ended September 30, 2015 and 2014, respectively. Total rent expense for the three and nine months ended September 30, 2014 includes a loss on sublease of $259. Total rent expense for the three and nine months ended September 30, 2015 is net of sublease income of $47 and $141, respectively. Third-Party Hosting Agreements The Company has agreements with various vendors to provide specialized space and equipment and related services from which the Company hosts its software applications. Payment escalations and rent holidays specified in these agreements are accrued or deferred as appropriate such that rent expense per square foot is recognized on a straight-line basis over the terms of occupancy. As of September 30, 2015 and December 31, 2014, the Company had both prepaid rent and accrued rent balances related to these agreements. As of September 30, 2015, the Company had prepaid rent of $285, of which $232 was included in prepaid expenses and other current assets and $53 was included in other assets. Of the accrued rent balance of $149, $66 was included in accrued expenses and $83 was included in other long-term liabilities. At December 31, 2014, the Company had prepaid rent of $501, of which $295 was included in prepaid expenses and other current assets and $206 was included in other assets. The accrued rent balance was $172 of which $38 was included in accrued expense and other current liabilities and $134 was included in other long-term liabilities. The agreements include payment commitments that expire at various dates through 2017. As of September 30, 2015, future minimum payments under the agreements are as follows: Remainder of 2015 $ 991 2016 4,049 2017 775 Total $ 5,815 Total rent expense under hosting agreements was $1,127 and $1,061 for the three months ended September 30, 2015 and 2014, respectively, and $3,343 and $3,167 for the nine months ended September 30, 2015 and 2014, respectively. Vendor Commitments As of September 30, 2015, the Company had issued both cancellable and non-cancellable purchase orders to various vendors and entered into contractual commitments with various vendors totaling $30,861 related to marketing programs and other non-marketing goods and services to be delivered principally over the next twelve months. Letters of Credit and Restricted Cash As of September 30, 2015 and December 31, 2014, the Company maintained a letter of credit totaling $1,300 for the benefit of the landlord of the Lease. The landlord can draw against the letter of credit in the event of default by the Company. The Company was required to maintain a cash balance of at least $1,300 as of September 30, 2015 and December 31, 2014 to secure the letter of credit. These amounts were classified as restricted cash in the balance sheet at September 30, 2015 and December 31, 2014. Indemnification Obligations The Company enters into standard indemnification agreements with the Company’s channel partners and certain other third parties in the ordinary course of business. Pursuant to these agreements, the Company indemnifies and agrees to reimburse the indemnified party for losses incurred by the indemnified party in connection with certain intellectual property infringement and other claims by any third party with respect to the Company’s business and technology. Based on historical information and information known as of September 30, 2015, the Company does not expect it will incur any significant liabilities under these indemnification agreements. Legal Matters In September 2012, RPost Holdings, Inc., RPost Communications Limited and RMail Limited (collectively, “RPost”) filed a complaint in the United States District Court for the Eastern District of Texas that named the Company as a defendant in a lawsuit. The complaint alleged that certain elements of the Company’s email marketing technology infringe five patents held by RPost. RPost seeks an award for damages in an unspecified amount and injunctive relief. In February 2013, RPost amended its complaint to name five of the Company’s marketing partners as defendants. Under the Company’s contractual agreements with these marketing partners, the Company is obligated to indemnify them for claims related to patent infringement. The Company filed a motion to sever and stay the claims against its partners and multiple motions to dismiss the claims against the Company. In January 2014, the case was stayed pending the resolution of certain state court and bankruptcy court actions involving RPost, to which the Company is not a party. The stay was extended by agreement of the parties in December 2014. This litigation is in its very early stages. As a result, neither the ultimate outcome of this litigation nor an estimate of a probable loss or any reasonably possible losses can be assessed at this time. Nevertheless, the Company believes that it has meritorious defenses to any claim of infringement and intends to defend itself vigorously. On August 7, 2015, a purported class action lawsuit, William McGee v. Constant Contact, Inc., et al, . The Company is from time to time subject to various other legal proceedings and claims, either asserted or unasserted, which arise in the ordinary course of its business. While the outcome of these other claims cannot be predicted with certainty, management does not believe that the outcome of any of these other legal matters will have a material adverse effect on the Company’s results of operations or financial condition. |
401(k) Savings Plan
401(k) Savings Plan | 9 Months Ended |
Sep. 30, 2015 | |
Compensation and Retirement Disclosure [Abstract] | |
401(k) Savings Plan | 8. 401(k) Savings Plan The Company has a defined contribution savings plan under Section 401(k) of the Internal Revenue Code of 1986. This plan covers substantially all employees who meet minimum age and service requirements and allows participants to defer a portion of their annual compensation on a pre-tax basis. Company contributions to the plan may be made at the discretion of the Board of Directors. The Company elected to make matching contributions for the plan years ending December 31, 2015 and 2014 at a rate of 100% of each employee’s contribution up to a maximum matching contribution of 3% of the employee’s compensation and at a rate of 50% of each employee’s contribution in excess of 3% up to a maximum of 5% of the employee’s compensation. Through September 30, 2015 and 2014, the Company made matching contributions of $3,372 and $2,716 for the plan years ended December 31, 2015 and 2014, respectively. |
Subsequent Event
Subsequent Event | 9 Months Ended |
Sep. 30, 2015 | |
Subsequent Events [Abstract] | |
Subsequent Event | 9. Subsequent Event As previously announced, on October 30, 2015, the Company entered into an Agreement and Plan of Merger (the “Merger Agreement”) with Endurance International Group Holdings, Inc., a Delaware corporation (“Parent”), and Paintbrush Acquisition Corporation, a Delaware corporation and a wholly owned subsidiary of Parent (“Merger Sub”). The Merger Agreement provides, among other things and subject to the terms and conditions set forth therein, that Merger Sub will be merged with and into the Company (the “Merger”), with the Company surviving the Merger as a wholly owned subsidiary of Parent. In the Merger, each share of common stock of Constant Contact outstanding immediately prior to the Effective Time (as defined in the Merger Agreement) will be cancelled and automatically converted into the right to receive $32.00 in cash, without interest (the “Merger Consideration”), excluding any shares owned by Constant Contact, Endurance or Merger Sub or any of their respective wholly owned subsidiaries (which will be cancelled) and any shares with respect to which appraisal rights have been properly exercised. The Merger Agreement was unanimously approved by the Company’s Board of Directors, acting upon the unanimous recommendation of a special committee composed of independent members of the Company’s Board of Directors. The Merger is subject to customary closing conditions as well as approval and adoption of the Merger Agreement by the Company’s stockholders. If the Merger Agreement is terminated under certain specified circumstances, including in connection with the Company’s entry into a definitive agreement for a Superior Proposal (as defined and permitted under the Merger Agreement), the Company must pay the Parent a termination fee of $36,000. No assurance can be given that the Merger will be completed. |
Summary of Significant Accoun16
Summary of Significant Accounting Policies (Policies) | 9 Months Ended |
Sep. 30, 2015 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying condensed consolidated financial statements include those of the Company and its subsidiaries, after elimination of all intercompany accounts and transactions. The accompanying condensed consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (“GAAP”). The condensed consolidated balance sheet at December 31, 2014 was derived from audited financial statements, but does not include all disclosures required by GAAP. The accompanying unaudited condensed consolidated financial statements as of September 30, 2015 and for the three and nine months ended September 30, 2015 and 2014 have been prepared by the Company, pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”) for interim financial statements. Certain information and footnote disclosures normally included in financial statements prepared in accordance with GAAP have been condensed or omitted pursuant to such rules and regulations. However, the Company believes that the disclosures are adequate to make the information presented not misleading. These condensed consolidated financial statements should be read in conjunction with the Company’s audited consolidated financial statements and the notes thereto for the year ended December 31, 2014 included in the Company’s Annual Report on Form 10-K, In the opinion of management, all adjustments, consisting only of normal recurring adjustments necessary for a fair statement of the Company’s consolidated financial position as of September 30, 2015 and consolidated results of operations for the three and nine months ended September 30, 2015 and 2014 and cash flows for the nine months ended September 30, 2015 and 2014 have been made. The results of operations for the three and nine months ended September 30, 2015 are not necessarily indicative of the results of operations that may be expected for the year ending December 31, 2015. |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. On an ongoing basis, management evaluates these estimates, judgments and assumptions, including those related to revenue recognition, stock-based compensation, goodwill and acquired intangible assets, capitalization of software and website development costs and income taxes. The Company bases these estimates on historical and anticipated results and trends and on various other assumptions that the Company believes are reasonable under the circumstances, including assumptions as to future events. These estimates form the basis for making judgments about the carrying values of assets and liabilities and recorded revenue and expenses that are not readily apparent from other sources. Actual results could differ from these estimates. |
Marketable Securities | Marketable Securities The Company’s marketable securities are classified as available-for-sale and are carried at fair value with the unrealized gains and losses reported as a component of accumulated other comprehensive income (loss) in stockholders’ equity. Realized gains and losses and declines in value judged to be other than temporary are included as a component of interest and other income (expense) based on the specific identification method. At September 30, 2015, marketable securities by security type consisted of: Amortized Gross Gross Estimated United States Treasury Notes $ 10,105 $ 6 $ — $ 10,111 Corporate and Agency Bonds 40,560 17 (5 ) 40,572 Total $ 50,665 $ 23 $ (5 ) $ 50,683 At September 30, 2015, marketable securities consisted of investments that mature within one year with the exception of securities with a fair value of $9,901, which have maturities within two years. At December 31, 2014, marketable securities by security type consisted of: Amortized Gross Gross Estimated United States Treasury Notes $ 20,000 $ 6 $ — $ 20,006 Corporate and Agency Bonds 37,330 2 (16 ) 37,316 Commercial Paper 999 — — 999 Total $ 58,329 $ 8 $ (16 ) $ 58,321 |
Fair Value of Financial Instruments | Fair Value of Financial Instruments Certain assets and liabilities are carried at fair value under GAAP. Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Valuation techniques used to measure fair value must maximize the use of observable inputs and minimize the use of unobservable inputs. A fair value hierarchy based on three levels of inputs, of which the first two are considered observable and the last is considered unobservable, is used to measure fair value: • Level 1 — Quoted prices in active markets for identical assets or liabilities. • Level 2 — Inputs other than Level 1 that are observable, either directly or indirectly, such as quoted prices for similar assets or liabilities, quoted prices in markets that are not active, or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. • Level 3 — Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. The following tables present the Company’s fair value hierarchy for its investments, which are measured at fair value on a recurring basis as of September 30, 2015 and December 31, 2014: Fair Value Measurements at September 30, 2015 Using Level 1 Level 2 Level 3 Total Financial Assets: Money Market Instruments $ 13,600 $ — $ — $ 13,600 United States Treasury Notes 10,111 — — 10,111 Corporate and Agency Bonds — 40,572 — 40,572 Total $ 23,711 $ 40,572 $ — $ 64,283 Fair Value Measurements at December 31, 2014 Using Level 1 Level 2 Level 3 Total Financial Assets: Money Market Instruments $ 5,885 $ — $ — $ 5,885 United States Treasury Notes 20,006 — — 20,006 Corporate and Agency Bonds — 37,316 — 37,316 Commercial Paper — 999 — 999 Total $ 25,891 $ 38,315 $ — $ 64,206 |
Net Income Per Share | Net Income Per Share Basic net income per share is computed by dividing net income by the weighted average number of unrestricted common shares outstanding for the period. Diluted net income per share is computed by dividing net income by the sum of the weighted average number of unrestricted common shares outstanding during the period and the weighted average number of potential common shares from the assumed exercise of stock options and the vesting of shares of restricted stock units using the “treasury stock” method when the effect is not anti-dilutive. The following is a summary of the shares used in computing diluted net income per share: Three months ended Nine months ended 2015 2014 2015 2014 (In thousands) Weighted average shares used in calculating basic net income per share 32,019 31,893 32,080 31,557 Stock options 712 1,172 1,042 1,069 Restricted stock units 106 115 136 124 Shares used in computing diluted net income per share 32,837 33,180 33,258 32,750 The following common stock equivalents were excluded from the computation of diluted net income per share because they had an anti-dilutive impact as the proceeds under the treasury stock method were in excess of the average fair market value for the period: Three months ended Nine months ended 2015 2014 2015 2014 (In thousands) Options to purchase common stock 1,309 686 730 1,067 Restricted stock units 370 — 275 180 Total 1,679 686 1,005 1,247 |
Recently Issued Accounting Pronouncements | Recently Issued Accounting Pronouncements In May 2014, the Financial Accounting Standards Board (the “FASB”) issued new guidance, Revenue from Contracts with Customers, In August 2014, the FASB issued new guidance, Presentation of Financial Statements — Going Concern. In April 2015, the FASB issued new guidance, Intangibles—Goodwill and Other—Internal-Use Software: Customer’s Accounting for Fees Paid in a Cloud Computing Arrangement |
Summary of Significant Accoun17
Summary of Significant Accounting Policies (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Accounting Policies [Abstract] | |
Summary of Marketable Securities by Security Type | At September 30, 2015, marketable securities by security type consisted of: Amortized Gross Gross Estimated United States Treasury Notes $ 10,105 $ 6 $ — $ 10,111 Corporate and Agency Bonds 40,560 17 (5 ) 40,572 Total $ 50,665 $ 23 $ (5 ) $ 50,683 At September 30, 2015, marketable securities consisted of investments that mature within one year with the exception of securities with a fair value of $9,901, which have maturities within two years. At December 31, 2014, marketable securities by security type consisted of: Amortized Gross Gross Estimated United States Treasury Notes $ 20,000 $ 6 $ — $ 20,006 Corporate and Agency Bonds 37,330 2 (16 ) 37,316 Commercial Paper 999 — — 999 Total $ 58,329 $ 8 $ (16 ) $ 58,321 |
Fair Value Hierarchy for Investments Measured at Fair Value on Recurring Basis | The following tables present the Company’s fair value hierarchy for its investments, which are measured at fair value on a recurring basis as of September 30, 2015 and December 31, 2014: Fair Value Measurements at September 30, 2015 Using Level 1 Level 2 Level 3 Total Financial Assets: Money Market Instruments $ 13,600 $ — $ — $ 13,600 United States Treasury Notes 10,111 — — 10,111 Corporate and Agency Bonds — 40,572 — 40,572 Total $ 23,711 $ 40,572 $ — $ 64,283 Fair Value Measurements at December 31, 2014 Using Level 1 Level 2 Level 3 Total Financial Assets: Money Market Instruments $ 5,885 $ — $ — $ 5,885 United States Treasury Notes 20,006 — — 20,006 Corporate and Agency Bonds — 37,316 — 37,316 Commercial Paper — 999 — 999 Total $ 25,891 $ 38,315 $ — $ 64,206 |
Summary of Shares Used in Computing Diluted Net Income Per Share | The following is a summary of the shares used in computing diluted net income per share: Three months ended Nine months ended 2015 2014 2015 2014 (In thousands) Weighted average shares used in calculating basic net income per share 32,019 31,893 32,080 31,557 Stock options 712 1,172 1,042 1,069 Restricted stock units 106 115 136 124 Shares used in computing diluted net income per share 32,837 33,180 33,258 32,750 |
Common Stock Equivalents Excluded from Computation of Diluted Net Income Per Share | The following common stock equivalents were excluded from the computation of diluted net income per share because they had an anti-dilutive impact as the proceeds under the treasury stock method were in excess of the average fair market value for the period: Three months ended Nine months ended 2015 2014 2015 2014 (In thousands) Options to purchase common stock 1,309 686 730 1,067 Restricted stock units 370 — 275 180 Total 1,679 686 1,005 1,247 |
Goodwill and Acquired Intangi18
Goodwill and Acquired Intangible Assets (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Intangible Assets | Intangible assets consist of the following: September 30, 2015 December 31, 2014 Estimated Gross Accumulated Net Carrying Gross Accumulated Net Carrying Developed technology 3 years $ 4,357 $ 4,057 $ 300 $ 4,357 $ 3,465 $ 892 Customer relationships 3.75 years 3,315 3,148 167 3,315 2,666 649 Publisher relationships 5 years 710 473 237 710 367 343 Trade name 5 years 570 380 190 570 294 276 $ 8,952 $ 8,058 $ 894 $ 8,952 $ 6,792 $ 2,160 |
Future Estimated Amortization Expense for Intangible Assets | Future estimated amortization expense for intangible assets as of September 30, 2015 is as follows: Remainder of 2015 $ 317 2016 470 2017 107 Total $ 894 |
Stockholders' Equity and Stoc19
Stockholders' Equity and Stock-Based Compensation (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Equity [Abstract] | |
Recognized Stock-Based Compensation Expense | The Company recognized stock-based compensation expense on all awards in cost of revenue and operating expense categories as follows: Three months ended Nine months ended 2015 2014 2015 2014 Cost of revenue $ 547 $ 503 $ 1,604 $ 1,451 Research and development 953 665 2,729 2,468 Sales and marketing 1,119 1,131 3,678 3,741 General and administrative 1,754 1,511 5,288 4,474 $ 4,373 $ 3,810 $ 13,299 $ 12,134 |
Accrued Expenses (Tables)
Accrued Expenses (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Payables and Accruals [Abstract] | |
Components of Accrued Expenses | September 30, December 31, Payroll and payroll-related $ 5,079 $ 4,430 Licensed software and maintenance 1,197 1,197 Marketing programs 2,372 490 Other accrued expenses 5,853 6,113 $ 14,501 $ 12,230 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Office Leases [Member] | |
Future Minimum Lease Payments under Leases and Agreements | As of September 30, 2015, future minimum lease payments under non-cancelable office leases are as follows: Remainder of 2015 $ 2,349 2016 9,913 2017 9,798 2018 9,396 2019 8,284 Thereafter 21,891 61,631 Less: Sublease income 519 $ 61,112 |
Third-Party Hosting Agreements [Member] | |
Future Minimum Lease Payments under Leases and Agreements | As of September 30, 2015, future minimum payments under the agreements are as follows: Remainder of 2015 $ 991 2016 4,049 2017 775 Total $ 5,815 |
Summary of Significant Accoun22
Summary of Significant Accounting Policies - Summary of Marketable Securities by Security Type (Detail) - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 |
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized Cost | $ 50,665 | $ 58,329 |
Gross Unrealized Gains | 23 | 8 |
Gross Unrealized Losses | (5) | (16) |
Estimated Fair Value | 50,683 | 58,321 |
Corporate and Agency Bonds [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized Cost | 40,560 | 37,330 |
Gross Unrealized Gains | 17 | 2 |
Gross Unrealized Losses | (5) | (16) |
Estimated Fair Value | 40,572 | 37,316 |
United States Treasury Notes [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized Cost | 10,105 | 20,000 |
Gross Unrealized Gains | 6 | 6 |
Estimated Fair Value | $ 10,111 | 20,006 |
Commercial Paper [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized Cost | 999 | |
Estimated Fair Value | $ 999 |
Summary of Significant Accoun23
Summary of Significant Accounting Policies - Additional Information (Detail) $ in Thousands | 9 Months Ended |
Sep. 30, 2015USD ($) | |
Summary Of Significant Accounting Policies [Line Items] | |
Fair value of marketable securities classified as available-for-sale | $ 9,901 |
Maximum [Member] | |
Summary Of Significant Accounting Policies [Line Items] | |
Maturity period for marketable securities classified as available-for-sale | 2 years |
Minimum [Member] | |
Summary Of Significant Accounting Policies [Line Items] | |
Maturity period for marketable securities classified as available-for-sale | 1 year |
Summary of Significant Accoun24
Summary of Significant Accounting Policies - Fair Value Hierarchy for Investments Measured at Fair Value on Recurring Basis (Detail) - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 |
Financial Assets: | ||
Available for sale securities fair value disclosure | $ 50,683 | $ 58,321 |
United States Treasury Notes [Member] | ||
Financial Assets: | ||
Available for sale securities fair value disclosure | 10,111 | 20,006 |
Commercial Paper [Member] | ||
Financial Assets: | ||
Available for sale securities fair value disclosure | 999 | |
Recurring [Member] | ||
Financial Assets: | ||
Total | 64,283 | 64,206 |
Recurring [Member] | Money Market Instruments [Member] | ||
Financial Assets: | ||
Cash and cash equivalents fair value disclosure | 13,600 | 5,885 |
Recurring [Member] | United States Treasury Notes [Member] | ||
Financial Assets: | ||
Available for sale securities fair value disclosure | 10,111 | 20,006 |
Recurring [Member] | Corporate and Agency Bonds [Member] | ||
Financial Assets: | ||
Available for sale securities fair value disclosure | 40,572 | 37,316 |
Recurring [Member] | Commercial Paper [Member] | ||
Financial Assets: | ||
Available for sale securities fair value disclosure | 999 | |
Level 2 [Member] | Recurring [Member] | ||
Financial Assets: | ||
Total | 40,572 | 38,315 |
Level 2 [Member] | Recurring [Member] | Corporate and Agency Bonds [Member] | ||
Financial Assets: | ||
Available for sale securities fair value disclosure | 40,572 | 37,316 |
Level 2 [Member] | Recurring [Member] | Commercial Paper [Member] | ||
Financial Assets: | ||
Available for sale securities fair value disclosure | 999 | |
Level 1 [Member] | Recurring [Member] | ||
Financial Assets: | ||
Total | 23,711 | 25,891 |
Level 1 [Member] | Recurring [Member] | Money Market Instruments [Member] | ||
Financial Assets: | ||
Cash and cash equivalents fair value disclosure | 13,600 | 5,885 |
Level 1 [Member] | Recurring [Member] | United States Treasury Notes [Member] | ||
Financial Assets: | ||
Available for sale securities fair value disclosure | $ 10,111 | $ 20,006 |
Summary of Significant Accoun25
Summary of Significant Accounting Policies - Summary of Shares used in Computing Diluted Net Income Per Share (Detail) - shares shares in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Earnings Per Share, Diluted, by Common Class, Including Two Class Method [Line Items] | ||||
Weighted average shares used in calculating basic net income per share | 32,019 | 31,893 | 32,080 | 31,557 |
Shares used in computing diluted net income per share | 32,837 | 33,180 | 33,258 | 32,750 |
Stock Options [Member] | ||||
Earnings Per Share, Diluted, by Common Class, Including Two Class Method [Line Items] | ||||
Stock options and restricted stock units | 712 | 1,172 | 1,042 | 1,069 |
Restricted Stock Units [Member] | ||||
Earnings Per Share, Diluted, by Common Class, Including Two Class Method [Line Items] | ||||
Stock options and restricted stock units | 106 | 115 | 136 | 124 |
Summary of Significant Accoun26
Summary of Significant Accounting Policies - Common Stock Equivalents Excluded from Computation of Diluted Net Income Per Share (Detail) - shares shares in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Total | 1,679 | 686 | 1,005 | 1,247 |
Stock Options [Member] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Total | 1,309 | 686 | 730 | 1,067 |
Restricted Stock Units [Member] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Total | 370 | 275 | 180 |
Goodwill and Acquired Intangi27
Goodwill and Acquired Intangible Assets - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | Dec. 31, 2014 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |||||
Carrying amount of goodwill | $ 95,505 | $ 95,505 | $ 95,505 | ||
Amortization expense for intangible assets | $ 356 | $ 543 | $ 1,267 | $ 1,664 |
Goodwill and Acquired Intangi28
Goodwill and Acquired Intangible Assets - Intangible Assets (Detail) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2015 | Dec. 31, 2014 | |
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | $ 8,952 | $ 8,952 |
Accumulated Amortization | 8,058 | 6,792 |
Net Carrying Amount | $ 894 | 2,160 |
Developed Technology [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Estimated Useful Life | 3 years | |
Gross Carrying Amount | $ 4,357 | 4,357 |
Accumulated Amortization | 4,057 | 3,465 |
Net Carrying Amount | $ 300 | 892 |
Customer Relationships [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Estimated Useful Life | 3 years 9 months | |
Gross Carrying Amount | $ 3,315 | 3,315 |
Accumulated Amortization | 3,148 | 2,666 |
Net Carrying Amount | $ 167 | 649 |
Publisher Relationships [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Estimated Useful Life | 5 years | |
Gross Carrying Amount | $ 710 | 710 |
Accumulated Amortization | 473 | 367 |
Net Carrying Amount | $ 237 | 343 |
Trade Name [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Estimated Useful Life | 5 years | |
Gross Carrying Amount | $ 570 | 570 |
Accumulated Amortization | 380 | 294 |
Net Carrying Amount | $ 190 | $ 276 |
Goodwill and Acquired Intangi29
Goodwill and Acquired Intangible Assets - Future Estimated Amortization Expense for Intangible Assets (Detail) - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
Remainder of 2015 | $ 317 | |
2,016 | 470 | |
2,017 | 107 | |
Net Carrying Amount | $ 894 | $ 2,160 |
Stockholders' Equity and Stoc30
Stockholders' Equity and Stock-Based Compensation - Stock Repurchase Program - Additional Information (Detail) - USD ($) | 3 Months Ended | 6 Months Ended | 9 Months Ended | |
Sep. 30, 2015 | Jun. 30, 2015 | Sep. 30, 2015 | Jun. 30, 2014 | |
2014 Stock Repurchase Program [Member] | ||||
Equity, Share Repurchase Program [Line Items] | ||||
Stock repurchase program authorized amount of shares repurchased | $ 30,000,000 | |||
Number of shares repurchased | 0 | 384,791 | ||
Stock repurchase program average purchase price per share | $ 35.45 | |||
2015 Stock Repurchase Program [Member] | ||||
Equity, Share Repurchase Program [Line Items] | ||||
Stock repurchase program authorized amount of shares repurchased | $ 50,000,000 | |||
Number of shares repurchased | 442,765 | 442,765 | ||
Stock repurchase program average purchase price per share | $ 25.13 | $ 25.13 |
Stockholders' Equity and Stoc31
Stockholders' Equity and Stock-Based Compensation - Stock-Based Compensation Expense - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Capitalized stock-based compensation expense | $ 61 | $ 48 | $ 205 | $ 148 |
2011 Stock Incentive Plan [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Shares of common stock available for issuance | 1,214,087 | 1,214,087 | ||
2007 Employee Stock Purchase Plan [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Shares of common stock available for issuance | 268,549 | 268,549 |
Stockholders' Equity and Stoc32
Stockholders' Equity and Stock-Based Compensation - Recognized Stock-Based Compensation Expense (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Stock-based compensation expense | $ 4,373 | $ 3,810 | $ 13,299 | $ 12,134 |
Cost of Revenue [Member] | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Stock-based compensation expense | 547 | 503 | 1,604 | 1,451 |
Research and Development [Member] | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Stock-based compensation expense | 953 | 665 | 2,729 | 2,468 |
Sales and Marketing [Member] | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Stock-based compensation expense | 1,119 | 1,131 | 3,678 | 3,741 |
General and Administrative [Member] | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Stock-based compensation expense | $ 1,754 | $ 1,511 | $ 5,288 | $ 4,474 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) - USD ($) | Sep. 30, 2015 | Dec. 31, 2014 |
Income Tax Disclosure [Abstract] | ||
Net deferred tax assets | $ 8,964,000 | $ 6,443,000 |
Unrecognized tax benefits | 0 | 0 |
Unrecognized tax benefits, accrued interest or tax penalties | $ 0 | $ 0 |
Accrued Expenses - Components o
Accrued Expenses - Components of Accrued Expenses (Detail) - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 |
Payables and Accruals [Abstract] | ||
Payroll and payroll-related | $ 5,079 | $ 4,430 |
Licensed software and maintenance | 1,197 | 1,197 |
Marketing programs | 2,372 | 490 |
Other accrued expenses | 5,853 | 6,113 |
Accrued expenses, total | $ 14,501 | $ 12,230 |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Detail) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2015USD ($) | Sep. 30, 2014USD ($) | Sep. 30, 2015USD ($)OptionPlan | Sep. 30, 2014USD ($) | Dec. 31, 2014USD ($) | |
Operating Leased Assets [Line Items] | |||||
Prepaid expenses and other current assets | $ 12,637 | $ 12,637 | $ 10,723 | ||
Other assets | 2,621 | 2,621 | 1,893 | ||
Loss on sublease | $ 259 | ||||
Cash balance to secure the letter of credit | 1,300 | 1,300 | 1,300 | ||
Office Leases [Member] | |||||
Operating Leased Assets [Line Items] | |||||
Prepaid rent | 46 | 46 | 51 | ||
Prepaid expenses and other current assets | 15 | 15 | 3 | ||
Other assets | 31 | 31 | 48 | ||
Accrued rent balance | 4,263 | 4,263 | 4,232 | ||
Rent expense | 2,418 | $ 2,534 | 7,164 | 7,116 | |
Loss on sublease | 259 | 259 | |||
Income on sublease | 47 | 141 | |||
Letter of credit for the benefit of the landlord | 1,300 | 1,300 | 1,300 | ||
Cash balance to secure the letter of credit | 1,300 | 1,300 | 1,300 | ||
Office Leases [Member] | Accrued Liabilities [Member] | |||||
Operating Leased Assets [Line Items] | |||||
Accrued rent balance included in accrued expenses | 773 | 773 | 577 | ||
Office Leases [Member] | Other Long-Term Liabilities [Member] | |||||
Operating Leased Assets [Line Items] | |||||
Accrued rent balance included in other long-term liabilities | 3,490 | $ 3,490 | 3,655 | ||
Third-Party Hosting Agreements [Member] | |||||
Operating Leased Assets [Line Items] | |||||
Expiration of lease agreement | Various dates through 2017 | ||||
Prepaid rent | 285 | $ 285 | 501 | ||
Prepaid expenses and other current assets | 232 | 232 | 295 | ||
Other assets | 53 | 53 | 206 | ||
Accrued rent balance | 149 | 149 | 172 | ||
Rent expense | 1,127 | $ 1,061 | 3,343 | $ 3,167 | |
Third-Party Hosting Agreements [Member] | Accrued Liabilities [Member] | |||||
Operating Leased Assets [Line Items] | |||||
Accrued rent balance included in accrued expenses | 66 | 66 | 38 | ||
Third-Party Hosting Agreements [Member] | Other Long-Term Liabilities [Member] | |||||
Operating Leased Assets [Line Items] | |||||
Accrued rent balance included in other long-term liabilities | 83 | 83 | $ 134 | ||
Vendor Commitments [Member] | |||||
Operating Leased Assets [Line Items] | |||||
Amount of contractual commitments with various vendors over the next twelve months | $ 30,861 | $ 30,861 | |||
Headquarters Space [Member] | |||||
Operating Leased Assets [Line Items] | |||||
Lease expiration date | Sep. 22, 2022 | ||||
Time period for extension option | 10 years | ||||
Number of extension option | OptionPlan | 1 | ||||
Sales and Support Office [Member] | |||||
Operating Leased Assets [Line Items] | |||||
Time period for extension option | 3 years | ||||
Number of extension option | OptionPlan | 3 | ||||
Expiration of lease agreement | April 2,019 | ||||
General Office [Member] | |||||
Operating Leased Assets [Line Items] | |||||
Expiration of lease agreement | Various dates through 2018 |
Commitments and Contingencies36
Commitments and Contingencies - Future Minimum Lease Payments under Leases and Agreements (Detail) $ in Thousands | Sep. 30, 2015USD ($) |
Office Leases [Member] | |
Operating Leased Assets [Line Items] | |
Remainder of 2015 | $ 2,349 |
2,016 | 9,913 |
2,017 | 9,798 |
2,018 | 9,396 |
2,019 | 8,284 |
Thereafter | 21,891 |
Total | 61,631 |
Less: Sublease income | 519 |
Net operating lease obligation | 61,112 |
Third-Party Hosting Agreements [Member] | |
Operating Leased Assets [Line Items] | |
Remainder of 2015 | 991 |
2,016 | 4,049 |
2,017 | 775 |
Total | $ 5,815 |
401(k) Savings Plan - Additiona
401(k) Savings Plan - Additional Information (Detail) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2015 | Sep. 30, 2014 | |
Defined Contribution Plan Disclosure [Line Items] | ||
Contribution by employer to 401 (k) Savings Plan | $ 3,372 | $ 2,716 |
Employee's Contributions up to 3% [Member] | ||
Defined Contribution Plan Disclosure [Line Items] | ||
Employer matching contribution, percent | 100.00% | 100.00% |
Employee's Contributions Between 3% and 5% [Member] | ||
Defined Contribution Plan Disclosure [Line Items] | ||
Employer matching contribution, percent | 50.00% | 50.00% |
100% of Matching Contribution [Member] | ||
Defined Contribution Plan Disclosure [Line Items] | ||
Percentage of the employee's compensation | 3.00% | 3.00% |
50% of Matching Contribution [Member] | ||
Defined Contribution Plan Disclosure [Line Items] | ||
Percentage of the employee's compensation | 5.00% | 5.00% |
50% of Matching Contribution [Member] | Minimum [Member] | ||
Defined Contribution Plan Disclosure [Line Items] | ||
Percentage of the employee's compensation | 3.00% | 3.00% |
Subsequent Event - Additional I
Subsequent Event - Additional Information (Detail) - Subsequent event [Member] $ / shares in Units, $ in Thousands | Oct. 30, 2015USD ($)$ / shares |
Subsequent Event [Line Items] | |
Business acquisition cash price per share | $ / shares | $ 32 |
Business combination contingent termination fee | $ 36,000 |