Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Jun. 30, 2015 | Jul. 31, 2015 | |
Entity [Abstract] | ||
Entity Registrant Name | Q2 HOLDINGS, INC. | |
Entity Central Index Key | 1,410,384 | |
Trading Symbol | qtwo | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Accelerated Filer | |
Entity Common Stock Shares Outstanding | 37,323,337 | |
Document Type | 10-Q | |
Document Period End Date | Jun. 30, 2015 | |
Amendment Flag | false | |
Document Fiscal Year Focus | 2,015 | |
Document Fiscal Period Focus | Q2 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 |
Current assets: | ||
Cash and cash equivalents | $ 69,369 | $ 67,979 |
Restricted cash | 713 | 829 |
Investments | 49,150 | 20,956 |
Accounts receivable, net | 6,987 | 5,007 |
Prepaid expenses and other current assets | 2,614 | 2,695 |
Deferred solution and other costs, current portion | 4,512 | 5,060 |
Deferred implementation costs, current portion | 2,331 | 1,996 |
Total current assets | 135,676 | 104,522 |
Property and equipment, net | 18,718 | 18,521 |
Deferred solution and other costs, net of current portion | 8,590 | 7,159 |
Deferred implementation costs, net of current portion | 5,523 | 5,378 |
Other long-term assets | 1,187 | 1,226 |
Total assets | 169,694 | 136,806 |
Current liabilities: | ||
Accounts payable | 3,527 | 1,986 |
Accrued liabilities | 6,870 | 9,268 |
Accrued compensation | 4,251 | 3,936 |
Deferred revenues, current portion | 17,542 | 17,289 |
Capital lease obligations, current portion | 344 | 408 |
Total current liabilities | 32,534 | 32,887 |
Deferred revenues, net of current portion | 25,846 | 19,436 |
Capital lease obligations, net of current portion | 1 | 167 |
Deferred rent, net of current portion | 4,307 | 4,694 |
Other long-term liabilities | 720 | 682 |
Total liabilities | $ 63,408 | $ 57,866 |
Commitments and contingencies | ||
Stockholders' equity: | ||
Common stock: $0.0001 par value; 150,000 shares authorized; 37,310 issued and 37,309 shares outstanding as of June 30, 2015, and 34,697 shares issued and 34,696 shares outstanding as of December 31, 2014 | $ 4 | $ 3 |
Preferred stock: $0.0001 par value; 5,000 shares authorized; no shares issued or outstanding as of June 30, 2015, and December 31, 2014 | 0 | 0 |
Treasury stock at cost; 1 share at each of June 30, 2015 and December 31, 2014 | (27) | (20) |
Additional paid-in capital | 180,352 | 143,337 |
Accumulated other comprehensive loss | (50) | (14) |
Accumulated deficit | (73,993) | (64,366) |
Total stockholders' equity | 106,286 | 78,940 |
Total liabilities and stockholders' equity | $ 169,694 | $ 136,806 |
Condensed Consolidated Balance3
Condensed Consolidated Balance Sheets (Parenthetical) (unaudited) - $ / shares | Jun. 30, 2015 | Dec. 31, 2014 |
Statement of Financial Position [Abstract] | ||
Common Stock, Par Value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Common Stock, Shares Authorized | 150,000,000 | 150,000,000 |
Common Stock, Shares, Issued | 37,310,000 | 34,697,000 |
Common Stock, Shares Outstanding | 37,309,000 | 34,696,000 |
Preferred Stock, Par Value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Preferred Stock, Shares Authorized | 5,000,000 | 5,000,000 |
Preferred Stock, Shares Issued | 0 | 0 |
Preferred Stock, Shares Outstanding | 0 | 0 |
Treasury Stock, Shares | 1,000 | 1,000 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Comprehensive Loss (unaudited) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | ||
Income Statement [Abstract] | |||||
Revenues | $ 26,284 | $ 19,158 | $ 50,441 | $ 35,992 | |
Cost of revenues | [1] | 14,138 | 10,830 | 27,410 | 21,042 |
Gross profit | 12,146 | 8,328 | 23,031 | 14,950 | |
Operating expenses: | |||||
Sales and marketing | [1] | 6,987 | 6,032 | 13,181 | 11,541 |
Research and development | [1] | 4,797 | 2,787 | 8,948 | 5,523 |
General and administrative | [1] | 5,344 | 4,058 | 10,469 | 7,776 |
Total operating expenses | 17,128 | 12,877 | 32,598 | 24,840 | |
Loss from operations | (4,982) | (4,549) | (9,567) | (9,890) | |
Other income (expense): | |||||
Interest and other income | 77 | 5 | 121 | 5 | |
Interest and other expense | (65) | (124) | (137) | (331) | |
Total other income (expense), net | 12 | (119) | (16) | (326) | |
Loss before income taxes | (4,970) | (4,668) | (9,583) | (10,216) | |
Provision for income taxes | (12) | (15) | (44) | (33) | |
Net loss | (4,982) | (4,683) | (9,627) | (10,249) | |
Other comprehensive loss: | |||||
Unrealized loss on available-for-sale investments | (45) | 0 | (36) | 0 | |
Comprehensive loss | $ (5,027) | $ (4,683) | $ (9,663) | $ (10,249) | |
Net loss per common share: | |||||
Net loss per common share, basic and diluted | $ (0.13) | $ (0.14) | $ (0.26) | $ (0.42) | |
Weighted average common shares outstanding: | |||||
Basic and diluted (shares) | 37,232 | 34,068 | 36,437 | 24,143 | |
[1] | Includes stock-based compensation as follows for the three and six months ended June 30, 2015 and 2014, respectively, Cost of Revenues of $238, $416, $147, and $273, respectively; Sales and Marketing of $344, $636, $187 and $354, respectively; Research and Development of $217, $379, $122, and $229, respectively; General and Administrative of $840, $1,530, $612 and $1,130, respectively; Total stock-based compensation of $1,639, $2,961, $1,068 and $1,986, respectively. |
Condensed Consolidated Stateme5
Condensed Consolidated Statements of Comprehensive Loss (unaudited) (Parenthetical) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Stock-based compensation expenses | $ 1,639 | $ 1,068 | $ 2,961 | $ 1,986 |
Cost of revenues [Member] | ||||
Stock-based compensation expenses | 238 | 147 | 416 | 273 |
Sales and marketing [Member] | ||||
Stock-based compensation expenses | 344 | 187 | 636 | 354 |
Research and development [Member] | ||||
Stock-based compensation expenses | 217 | 122 | 379 | 229 |
General and administrative [Member] | ||||
Stock-based compensation expenses | $ 840 | $ 612 | $ 1,530 | $ 1,130 |
Condensed Consolidated Stateme6
Condensed Consolidated Statements of Cash Flows (unaudited) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2014 | |
Cash flows from operating activities: | ||
Net loss | $ (9,627) | $ (10,249) |
Adjustments to reconcile net loss to net cash provided by (used in) operating activities: | ||
Amortization of deferred implementation, solution and other costs | 2,117 | 2,030 |
Depreciation and amortization | 2,556 | 2,030 |
Amortization of debt issuance costs | 48 | 48 |
Amortization of premiums on investments | 108 | 0 |
Stock-based compensation expenses | 2,961 | 1,986 |
Allowance for sales credits | (7) | 51 |
Changes in operating assets and liabilities: | ||
Accounts receivable, net | (1,972) | 3,545 |
Prepaid expenses and other current assets | 90 | (890) |
Deferred solution and other costs | (1,806) | (1,633) |
Deferred implementation costs | (1,676) | (1,836) |
Other long-term assets | (50) | 330 |
Accounts payable | 1,488 | (1,036) |
Accrued liabilities | (174) | (3,643) |
Deferred revenues | 6,662 | 4,798 |
Deferred rent and other long-term liabilities | (387) | 355 |
Net cash provided by (used in) operating activities | 331 | (4,114) |
Cash flows from investing activities: | ||
Purchases of investments | (39,173) | 0 |
Maturities of investments | 10,833 | 0 |
Purchases of property and equipment | (2,321) | (2,468) |
Decrease in restricted cash | 116 | 0 |
Net cash used in investing activities | (30,545) | (2,468) |
Cash flows from financing activities: | ||
Proceeds from borrowings on line of credit | 0 | 12,500 |
Payments on line of credit | 0 | (16,710) |
Payments on financing obligations | (2,205) | 0 |
Payments on capital lease obligations | (230) | (446) |
Proceeds from the issuance of common stock, net of issuance costs | 32,333 | 86,461 |
Proceeds from exercise of stock options to purchase common stock | 1,713 | 1,008 |
Shares acquired to settle the exercise of stock options | (7) | 0 |
Net cash provided by financing activities | 31,604 | 82,813 |
Net increase in cash and cash equivalents | 1,390 | 76,231 |
Cash and cash equivalents, beginning of period | 67,979 | 18,675 |
Cash and cash equivalents, end of period | 69,369 | 94,906 |
Supplemental disclosures of cash flow information: | ||
Cash paid for taxes | 60 | 55 |
Cash paid for interest | $ 105 | $ 207 |
Organization and Description of
Organization and Description of Business | 6 Months Ended |
Jun. 30, 2015 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization and Description of Business | Organization and Description of Business Q2 Holdings, Inc., or the Company, is a leading provider of secure, cloud-based virtual banking solutions. The Company enables regional and community financial institutions, or RCFIs, to deliver a robust suite of integrated virtual banking services and more effectively engage with their retail and commercial account holders who expect to bank anytime, anywhere and on any device. The Company delivers its solutions to the substantial majority of its customers using a software-as-a-service, or SaaS, model under which its RCFI customers pay subscription fees for the use of the Company's solutions. The Company, formerly known as CBG Holdings, Inc., was incorporated in Delaware in March 2005 and is a holding company that owns 100% of the outstanding capital stock of Q2 Software, Inc. On March 1, 2013 the Company was renamed Q2 Holdings, Inc. The Company's headquarters are located in Austin, Texas. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 6 Months Ended |
Jun. 30, 2015 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies Basis of Presentation and Principles of Consolidation As used in this report, the terms "we," "us," or "our" refer to Q2 Holdings, Inc. and its wholly-owned subsidiary. These interim unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States, or GAAP, and Securities and Exchange Commission, or SEC, requirements for interim financial statements. The interim unaudited condensed consolidated financial statements include the accounts of the Company and its wholly-owned subsidiary. All intercompany accounts and transactions have been eliminated in consolidation. In the Company's opinion, the accompanying interim unaudited condensed consolidated financial statements have been prepared on the same basis as the audited consolidated financial statements and include all adjustments, consisting of normal, recurring adjustments, necessary for a fair presentation. Certain information and disclosures normally included in the notes to the annual consolidated 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 interim unaudited condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and the accompanying notes for the fiscal year ended December 31, 2014 , which are included in the Company's Annual Report on Form 10-K, filed with the SEC on February 12, 2015. The results of operations for the three and six months ended June 30, 2015 are not necessarily indicative of the results to be expected for the year ending December 31, 2015 or for any other period. Use of Estimates The preparation of the accompanying interim unaudited condensed consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the interim unaudited condensed consolidated financial statements, and the reported amounts of revenues and expenses. Significant items subject to such estimates include revenue recognition, stock-based compensation, the useful lives of property and equipment and income taxes. In accordance with GAAP, management bases its estimates on historical experience and on various other assumptions that management believes are reasonable under the circumstances. Management regularly evaluates its estimates and assumptions using historical experience and other factors; however, actual results could differ significantly from those estimates. Cash and Cash Equivalents The Company considers all highly liquid investments acquired with an original maturity of ninety days or less at the date of purchase to be cash equivalents. Cash equivalents are stated at cost or fair value based on the underlying security. Restricted Cash Restricted cash consists of a deposit held in a checking account for leased office space. Investments Investments consist primarily of U.S. government agency bonds, corporate bonds, commercial paper, certificates of deposits and money market funds. All investments are considered available for sale and are carried at fair value. Concentration of Credit Risk Financial instruments that potentially subject the Company to concentrations of credit risk consist of cash and cash equivalents, restricted cash, investments and accounts receivable. The Company's cash and cash equivalents, restricted cash and investments are placed with high credit quality financial institutions and issuers, and at times may exceed federally-insured limits. The Company has not experienced any loss relating to cash and cash equivalents or restricted cash in these accounts. The Company provides credit, in the normal course of business, to a number of its customers. The Company performs periodic credit evaluations of its customers' financial condition and generally does not require collateral. No individual customer accounted for 10% or more of revenues for each of the three and six months ended June 30, 2015 and 2014 . No individual customer accounted for 10% or more of accounts receivable, net, as of June 30, 2015 or December 31, 2014. Accounts Receivable Accounts receivable are stated at net realizable value, including both billed and unbilled receivables to customers. Unbilled receivable balances arise primarily when the Company provides services in advance of billing for these services and also when the Company earns revenues based on the number of registered users and the number of bill-pay and certain other transactions that registered users perform on the Company's virtual banking solutions in excess of the levels included in the Company's minimum subscription fee. Generally, billing for revenues related to the number of registered users and the number of transactions processed by our registered users occurs one month in arrears. Included in the accounts receivable balances as of June 30, 2015 and December 31, 2014 were unbilled receivables of $3.4 million and $2.3 million , respectively. The Company assesses the collectability of outstanding accounts receivable on an ongoing basis and maintains an allowance for doubtful accounts for accounts receivable deemed uncollectable. This allowance is recorded as a reduction against accounts receivable. As of June 30, 2015 and December 31, 2014 , the Company did not provide for an allowance for doubtful accounts, as all amounts outstanding were deemed collectable. Historically, the Company's collection experience has not varied significantly, and bad debt expenses have been insignificant. The Company maintains a reserve for estimated sales credits issued to customers for billing disputes or other service-related reasons. This allowance is recorded as a reduction against current period revenues and accounts receivable. In estimating this allowance, the Company analyzes prior periods to determine the amounts of sales credits issued to customers compared to the revenues in the period that related to the original customer invoice. This estimate is analyzed quarterly and adjusted as necessary. The allowance for sales credits was $0.2 million at each of June 30, 2015 and December 31, 2014 . Deferred Implementation Costs The Company capitalizes certain personnel and other costs, such as employee salaries, benefits and the associated payroll taxes that are direct and incremental to the implementation of its solutions. The Company analyzes implementation costs that may be capitalized to assess their recoverability, and only capitalizes costs that it anticipates to be recoverable. The Company assesses the recoverability of its deferred implementation costs by comparing the greater of the amount of the non-cancellable portion of a customer's contract and the non-refundable customer prepayments received as it relates to the specific implementation costs incurred. The Company begins amortizing the deferred implementation costs for an implementation once the revenue recognition criteria have been met and the Company amortizes those deferred implementation costs ratably over the remaining term of the customer agreement. The portion of deferred implementation costs expected to be amortized during the succeeding twelve-month period is recorded in current assets as deferred implementation costs, current portion, and the remainder is recorded in long-term assets as deferred implementation costs, net of current portion. Deferred Solution and Other Costs The Company capitalizes sales commissions and other third-party costs, such as third party licenses and maintenance related to its customer agreements. The Company capitalizes sales commissions because the commission charges are so closely related to the revenues from the non-cancellable customer agreements that they should be recorded as an asset and charged to expense over the same period that the related revenue is recognized. The Company begins amortizing deferred solution and other costs for a particular customer agreement once the revenue recognition criteria are met and amortizes those deferred costs over the remaining term of the customer agreement. The Company analyzes solution and other costs that may be capitalized to assess their recoverability and only capitalizes costs that it anticipates to be recoverable. The portion of capitalized costs expected to be amortized during the succeeding twelve-month period is recorded in current assets as deferred solution and other costs, current portion, and the remainder is recorded in long-term assets as deferred solution and other costs, net of current portion. Property and Equipment Property and equipment are stated at cost less accumulated depreciation and amortization. Depreciation is calculated on a straight-line basis over the estimated useful lives of the related assets. Leasehold improvements are amortized over the shorter of the lease term or the estimated useful lives of the related assets. Maintenance and repairs that do not extend the life of or improve an asset are expensed in the period incurred. The estimated useful lives of property and equipment are as follows: Computer hardware and equipment 3 - 5 years Purchased software and licenses 3 - 5 years Furniture and fixtures 7 years Leasehold improvements Lesser of estimated useful life or lease term Deferred Revenues Deferred revenues primarily consist of amounts that have been billed to or received from customers in advance of revenue recognition and prepayments received from customers in advance for implementation, maintenance and other services, as well as initial subscription fees. The Company recognizes deferred revenues as revenues when the services are performed and the corresponding revenue recognition criteria are met. Customer prepayments are generally applied against invoices issued to customers when services are performed and billed. Deferred revenues that are expected to be recognized as revenues during the succeeding twelve month period are recorded in current liabilities as deferred revenues, current portion and the remaining portion is recorded in long-term liabilities as deferred revenues, net of current portion. Revenues All revenue-generating activities are directly related to the sale, implementation and support of the Company's solutions within a single operating segment. The Company derives the substantial majority of its revenues from subscription fees for the use of its solutions hosted in the Company's data centers as well as revenues for implementation and customer support services related to the Company's solutions. A small portion of the Company's customers host the Company's solutions in their own data centers under term license and maintenance agreements, and the Company recognizes the corresponding revenues ratably over the term of those customer agreements. Revenues are recognized net of sales credits and allowances. The Company begins to recognize revenues for a customer when all of the following criteria are satisfied: • there is persuasive evidence of an arrangement; • the service has been or is being provided to the customer; • the collection of the fees is reasonably assured; and • the amount of fees to be paid by the customer is fixed or determinable. Determining whether and when these criteria have been met can require significant judgment and estimates. In general, revenue recognition commences when the Company's solutions are implemented and made available to the customers. The Company's software solutions are available for use in hosted application arrangements under subscription fee agreements. Subscription fees from these applications, including related customer support, are recognized ratably over the customer agreement term beginning on the date the solution is made available to the customer. Amounts that have been invoiced are recorded in accounts receivable and deferred revenues or revenues, depending on whether the Company's revenue recognition criteria have been met. The Company considers subscription fees to be fixed or determinable unless the fees are subject to refund or adjustment or are not payable within the Company's standard payment terms. In determining whether collection of subscription fees is reasonably assured, the Company considers financial and other information about customers, such as a customer's current credit-worthiness and payment history over time. Historically, bad debt expenses have not been significant. The Company enters into arrangements with multiple-deliverables that generally include multiple subscriptions and implementation services. Additional agreements with existing customers that are not in close proximity to the original arrangements are treated as separate contracts for accounting purposes. For multiple-deliverable arrangements, arrangement consideration is allocated to deliverables based on their relative selling price. In order to treat deliverables in a multiple-deliverable arrangement as separate units of accounting, the deliverables must have standalone value upon delivery. The Company's subscription services have standalone value as such services are often sold separately. In determining whether implementation services have standalone value apart from the subscription services, the Company considers various factors including the availability of the services from other vendors. To date, the Company has concluded that the implementation services included in multiple-deliverable arrangements do not have standalone value. As a result, when implementation services are sold in a multiple-deliverable arrangement, the Company defers any arrangement fees for implementation services and recognizes such amounts ratably over the period of performance for the initial agreement term. When multiple-deliverables included in an arrangement are separated into different units of accounting, the arrangement consideration is allocated to the identified separate units based on a relative selling price hierarchy. The selling price for a deliverable is based on its vendor-specific objective evidence of selling price, or VSOE, if available, third-party evidence of selling price, or TPE, if VSOE is not available or best estimate of selling price, or BESP, if neither VSOE nor TPE is available. The Company has not established VSOE for its subscription services due to lack of pricing consistency, the introduction of new services and other factors. The Company has determined that TPE is not a practical alternative due to differences in its service offerings compared to other parties and the availability of relevant third-party pricing information. Accordingly, the Company uses BESP to determine the relative selling price. The amount of revenue allocated to delivered items is limited by contingent revenues. The Company determines BESP by considering its overall pricing objectives and market conditions. Significant pricing practices taken into consideration include the Company's discounting practices, the size and volume of its transactions, customer characteristics, price lists, go-to-market strategy, historical standalone sales and agreement prices. As the Company's go-to-market strategies evolve, it may modify its pricing practices in the future, which could result in changes in relative selling prices, and include both VSOE and BESP. Subscription Fee Revenues The Company's solutions are available as hosted solutions under subscription fee agreements without licensing perpetual rights to the software. Subscription fees from a hosted solution are recognized monthly over the customer agreement term beginning on the date the Company's solution is made available to the customer. Additional fees for monthly usage above the levels included in the standard subscription fee, which include fees for transactions processed during the period, are recognized as revenue in the month when the usage amounts are determined and reported. Any revenues related to upfront implementation services are recognized ratably over the same customer agreement term. Amounts that have been invoiced are recorded in accounts receivable and deferred revenues or revenues, depending on whether the revenue recognition criteria have been met. Professional Services Revenues When professional services are not combined with subscription services or term licenses as a single unit of accounting, these professional services revenues are recognized as the services are performed. Certain out-of-pocket expenses billed to customers are recorded as revenues rather than an offset to the related expense. Revenues recorded from out-of-pocket expense reimbursements totaled approximately $0.3 million and $0.2 million for the three months ended June 30, 2015 and 2014 , respectively, and $0.6 million and $0.3 million for the six months ended June 30, 2015 and 2014 , respectively. The out-of-pocket expenses are reported in cost of revenues. Term Licenses and Maintenance Revenues A small portion of the Company's customers host and manage the Company's solutions on-premises or in third-party data centers under term license and maintenance agreements. Term licenses sold with maintenance, which entitles the customer to technical support and upgrades and updates to the software made available on a when-and-if-available basis, are accounted for under Accounting Standards Codification 985-605, Software Revenue Recognition. The Company does not have VSOE of fair value for the maintenance and professional services so the entire arrangement consideration is recognized monthly over the term of the software license when all of the other revenue recognition criteria have been met. Revenues from term licenses and maintenance agreements were not significant in the periods presented. Cost of Revenues Cost of revenues is comprised primarily of salaries and other personnel-related costs, including employee benefits, bonuses and stock-based compensation, for employees providing services to the Company's customers. Costs associated with these services include the costs of the Company's implementation, customer support, data center and customer training personnel as well as reclassification of certain research and development expenses related to research and development personnel who perform services related to implementation and customer support. Cost of revenues also includes the direct costs of bill-pay and other third-party intellectual property included in the Company's solutions, the amortization of deferred solution and services costs, co-location facility costs and depreciation of the Company's data center assets, an allocation of general overhead costs and referral fees. Direct costs of third-party intellectual property include amounts paid for third-party licenses and related maintenance that are incorporated into the Company's software, with the costs amortized to cost of revenues over the useful lives of the purchased assets. The amount of research and development expenses allocated to cost of revenues was $0.2 million and $0.4 million for the three months ended June 30, 2015 and 2014 , respectively, and $0.5 million and $0.8 million for the six months ended June 30, 2015 and 2014 , respectively. The Company capitalizes certain personnel costs directly related to the implementation of its solutions to the extent those costs are considered to be recoverable from future revenues. The Company amortizes the costs for a particular implementation once revenue recognition commences, and the Company amortizes those implementation costs over the remaining term of the customer agreement. Other costs not directly recoverable from future revenues are expensed in the period incurred. The Company capitalized implementation costs in the amount of $1.1 million and $1.0 million during the three months ended June 30, 2015 and 2014 , respectively, and $2.0 million and $1.8 million for the six months ended June 30, 2015 and 2014 , respectively. Software Development Costs Software development costs include salaries and other personnel-related costs, including employee benefits, bonuses and stock-based compensation, attributed to programmers, software engineers and quality control teams working on the Company's solutions. Costs related to software development incurred between reaching technological feasibility and the point at which the software solution is ready for general release have been insignificant through June 30, 2015 , and accordingly all of the Company's software development costs have been expensed as incurred as research and development. Research and Development Costs Research and development costs include salaries and other personnel-related costs, including employee benefits, bonuses and stock-based compensation, third-party contractor expenses, software development tools, an allocation of facilities and depreciation expenses and other related expenses incurred in developing new solutions and upgrading and enhancing existing solutions. Research and development costs are expensed as incurred. Advertising All advertising costs of the Company are expensed the first time the advertising takes place. Advertising costs were $0.1 million and $0.2 million for the three months ended June 30, 2015 and 2014 , respectively, and $0.1 million and $0.3 million for the six months ended June 30, 2015 and 2014 , respectively. Sales Tax The Company presents sales taxes and other taxes collected from customers and remitted to governmental authorities on a net basis and, as such, excludes them from revenues. Comprehensive Loss Comprehensive loss includes net loss as well as other changes in stockholders' equity that result from transactions and economic events other than those with stockholders. Other comprehensive loss consists of net loss and unrealized gains and losses on investments. Stock-Based Compensation Stock options and restricted stock units awarded to employees, directors and consultants are measured at fair value at each grant date. The Company recognizes compensation expense ratably over the requisite service period of the option or restricted stock unit award, net of the expected forfeitures. The forfeiture rate is estimated at grant date based on historical experience and adjusted in subsequent periods for differences in actual forfeitures for those estimates. Generally, options vest 25% on the one -year anniversary of the grant date with the balance vesting monthly over the following 36 months, and restricted stock unit awards vest in four annual installments of 25% beginning on the one -year anniversary of the grant date. The Company values stock options using the Black-Scholes option-pricing model, which requires the input of subjective assumptions, including the risk-free interest rate, expected life, expected stock price volatility and dividend yield. The risk-free interest rate assumption is based upon observed interest rates for constant maturity U.S. Treasury securities consistent with the expected term of the Company's employee stock options. The expected life represents the period of time the stock options are expected to be outstanding and is based on the simplified method. Under the simplified method, the expected life of an option is presumed to be the mid-point between the vesting date and end of the contractual term. The Company used the simplified method due to the lack of sufficient historical exercise data to provide a reasonable basis upon which to otherwise estimate the expected life of the stock options. Due to the Company’s limited history as a public company, expected volatility is based on historical volatilities for publicly traded stock of comparable companies over the estimated expected life of the stock options. The Company assumed no dividend yield because it does not expect to pay dividends in the near future, which is consistent with the Company's history of not paying dividends. Income Taxes Deferred income taxes are provided for the tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes and operating loss carryforwards and credits using enacted tax rates expected to be in effect in the years in which the differences are expected to reverse. The Company assesses the likelihood that deferred tax assets will be realized and recognizes a valuation allowance if it is more likely than not that some portion of the deferred tax assets will not be realized. This assessment requires judgment as to the likelihood and amounts of future taxable income by tax jurisdiction. To date, the Company has provided a full valuation allowance against its deferred tax assets as it believes the objective and verifiable evidence of its historical pretax net losses outweighs any positive evidence of its forecasted future results. Although the Company believes that its tax estimates are reasonable, the ultimate tax determination involves significant judgment that is subject to audit by tax authorities in the ordinary course of business. The Company will continue to monitor the positive and negative evidence, and it will adjust the valuation allowance as sufficient objective positive evidence becomes available. The Company evaluates its uncertain tax positions based on a determination of whether and how much of a tax benefit taken by the Company in its tax filings or positions is more likely than not to be realized. Potential interest and penalties associated with any uncertain tax positions are recorded as a component of income tax expense. Through June 30, 2015 , the Company has not identified any material uncertain tax positions for which liabilities would be required to be recorded. Basic and Diluted Net Loss per Common Share The Company uses the two-class method to compute net loss per common share because the Company has previously issued securities, other than common stock, that contractually entitle the holders to participate in dividends and earnings of the Company. The two-class method requires earnings for the period to be allocated between common stock and participating securities based upon their respective rights to receive distributed and undistributed earnings. Holders of the Company's Series A, B and C preferred stock are entitled, on a pari passu basis, to receive dividends when, as and if declared by the board of directors, prior and in preference to any declaration or payment of any dividend on the common stock or junior convertible preferred stock until such time as the total dividends paid on each share of Series A, B and C preferred stock is equal to the original issue price of the shares. Holders of junior convertible preferred stock are entitled to receive a pro rata share of any dividend declared, based on the number of shares of common and preferred stock outstanding. As a result, all series of the Company's preferred stock are considered participating securities for the period of time that such securities are outstanding. Under the two-class method, for periods with net income, basic net income per common share is computed by dividing the net income attributable to common stockholders by the weighted-average number of shares of common stock outstanding during the period. Net income attributable to common stockholders is computed by subtracting from net income the portion of current year earnings that the participating securities would have been entitled to receive pursuant to their dividend rights had all of the year's earnings been distributed. No such adjustment to earnings is made during periods with a net loss, as the holders of the participating securities have no obligation to fund losses. Diluted net income per common share is computed under the two-class method by using the weighted-average number of shares of common stock outstanding plus, for periods with net income attributable to common stockholders, the potential dilutive effects of stock options and warrants. In addition, the Company analyzes the potential dilutive effect of the outstanding participating securities under the if-converted method when calculating diluted earnings per share, in which it is assumed that the outstanding participating securities convert into common stock at the beginning of the period. The Company reports the more dilutive of the approaches as its diluted net income per share during the period. Due to net losses for each of the three and six months ended June 30, 2015 and 2014 , basic and diluted net loss per share were the same, as the effect of all potentially dilutive securities would have been anti-dilutive. The following table sets forth the computations of loss per share for the periods listed: Three Months Ended June 30, Six Months Ended June 30, 2015 2014 2015 2014 Numerators: Net loss attributable to common stockholders $ (4,982 ) $ (4,683 ) $ (9,627 ) $ (10,249 ) Denominator: Weighted-average common shares outstanding, basic and diluted 37,232 34,068 36,437 24,143 Net loss per common share, basic and diluted $ (0.13 ) $ (0.14 ) $ (0.26 ) $ (0.42 ) The following table sets forth the anti-dilutive common share equivalents that were excluded for the periods listed: Three Months Ended June 30, Six Months Ended June 30, 2015 2014 2015 2014 Stock options and restricted stock units 5,861 6,302 5,861 6,302 Recent Accounting Pronouncements In May 2014, the Financial Accounting Standards Board, or FASB, issued Accounting Standards Update No. 2014-09, Revenue from Contracts with Customers (Topic 606), or ASU 2014-09, which amends the existing accounting standards for revenue recognition. ASU 2014-09 is based on principles that govern the recognition of revenue at an amount an entity expects to be entitled to when products are transferred to customers. ASU 2014-09 will be effective for the Company beginning in its first quarter of 2018. Early adoption is permitted beginning in 2017. The new revenue standard may be applied retrospectively to each prior period presented or retrospectively with the cumulative effect recognized as of the date of adoption. The Company is currently evaluating the impact of adopting the new revenue standard on its consolidated financial statements. In April 2015, the FASB issued Accounting Standards Update No. 2015-03, Interest - Imputation of Interest (Subtopic 835-30), or ASU 2015-03, which seeks to simplify the presentation of debt issuance costs. ASU 2015-03 will require that debt issuance costs be classified as a contra-liability against any outstanding borrowings related to such debt issuance costs, rather than as a separate asset. ASU 2015-03 will be effective for the Company beginning in its first quarter of 2016. Early adoption is permitted. The Company is currently evaluating the impact of adopting ASU 2015-03 on its consolidated financial statements. In 2015, the FASB issued Accounting Standards Update No. 2015-05, Intangibles - Goodwill and Other - Internal-Use Software (Subtopic 350-40), or ASU 2015-05, related to accounting for fees paid in a cloud computing arrangement. The new standard provides guidance to customers about whether a cloud computing arrangement includes a software license. If a cloud computing arrangement includes a software license, then the customer should account for the software license element of the arrangement consistent with the acquisition of other software licenses. If a cloud computing arrangement does not include a software license, the customer should account for the arrangement as a service contract. The new standard is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2015. Early adoption is permitted. The Company is currently evaluating the impact of adopting the new standard on its consolidated financial statements. Subsequent Events The Company has evaluated subsequent events through the time of filing of this Form 10-Q. |
Fair Value Measurements
Fair Value Measurements | 6 Months Ended |
Jun. 30, 2015 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Fair Value Measurements The carrying values of the Company's financial instruments, principally cash equivalents, investments, accounts receivable, restricted cash and accounts payable, approximated their fair values due to the short period of time to maturity or repayment. The carrying values of the Company's debt instruments approximated their fair value based on rates currently available to the Company. Fair value is defined as the exchange price that would be received for an asset or an exit price paid to transfer a liability 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. The current accounting guidance for fair value measurements defines a three-level valuation hierarchy for disclosures as follows: • Level 1—Unadjusted quoted prices in active markets for identical assets or liabilities; • Level 2—Inputs other than quoted prices included within Level 1 that are observable, unadjusted quoted prices in markets that are not active, or other inputs that are observable or can be corroborated by observable market data; and • Level 3—Unobservable inputs that are supported by little or no market activity, which requires the Company to develop its own assumptions. The categorization of a financial instrument within the valuation hierarchy is based upon the lowest level of input that is significant to the fair value measurement. The following table details the fair value hierarchy of the Company's financial assets measured at fair value on a recurring basis as of June 30, 2015 : Fair Value Measurements Using: Cash Equivalents: Fair Value Quoted Prices Significant Other Significant Money market funds $ 21,194 $ 21,194 $ — $ — Investments: Fair Value Quoted Prices Significant Other Significant U.S. treasuries and agency bonds $ 15,048 $ — $ 15,048 $ — Corporate bonds and commercial paper 20,153 — 20,153 — Certificates of deposit 13,949 — 13,949 — $ 49,150 $ — $ 49,150 $ — The following table details the fair value hierarchy of the Company's financial assets measured at fair value on a recurring basis as of December 31, 2014 : Fair Value Measurements Using: Cash Equivalents: Fair Value Quoted Prices Significant Other Significant Money market funds $ 17,865 $ 17,865 $ — $ — Certificates of deposits 1,456 — 1,456 — $ 19,321 $ 17,865 $ 1,456 $ — Investments: Fair Value Quoted Prices Significant Other Significant U.S. treasuries and agency bonds $ 7,502 $ — $ 7,502 $ — Corporate bonds and commercial paper 6,192 — 6,192 — Certificates of deposit 7,262 — 7,262 — $ 20,956 $ — $ 20,956 $ — The Company determines the fair value of its investment holdings based on pricing from our pricing vendors. The valuation techniques used to measure the fair value of financial instruments having Level 2 inputs were derived from non-binding consensus prices that are corroborated by observable market data or quoted market prices for similar instruments. Such market prices may be quoted prices in active markets for identical assets (Level 1 inputs) or pricing determined using inputs other than quoted prices that are observable either directly or indirectly (Level 2 inputs). |
Cash, Cash Equivalents and Inve
Cash, Cash Equivalents and Investments | 6 Months Ended |
Jun. 30, 2015 | |
Cash and Cash Equivalents [Abstract] | |
Cash, Cash Equivalents and Investments | Cash, Cash Equivalents and Investments The Company's cash, cash equivalents and investments as of June 30, 2015 and December 31, 2014 consisted primarily of cash, U.S. government agency bonds, corporate bonds, commercial paper, certificates of deposits and money market funds. The Company classifies investments as available-for-sale at the time of purchase and reevaluates such classification as of each balance sheet date. All investments are recorded at estimated fair value. Unrealized gains and losses on available-for-sale investments are included in accumulated other comprehensive loss, a component of stockholders' equity. The Company evaluates its investments to assess whether those with unrealized loss positions are other than temporarily impaired. The Company considers impairments to be other than temporary if they are related to deterioration in credit risk or if it is likely the Company will sell the investments before the recovery of their cost basis. Realized gains and losses and declines in value judged to be other than temporary are determined based on the specific identification method and are reported in other income (expense), net, in the condensed consolidated statements of comprehensive loss. Interest, amortization of premiums, and accretion of discount on all investments classified as available-for-sale are also included as a component of other income (expense), net, in the condensed consolidated statements of comprehensive loss. As of June 30, 2015 and December 31, 2014 , the Company's cash was $48.2 million and $48.7 million , respectively. A summary of the Company's cash equivalents and investments as of June 30, 2015 is as follows: Cash Equivalents: Amortized Cost Unrealized Gains Unrealized Losses Fair Value Money market funds $ 21,194 $ — $ — $ 21,194 Investments: Amortized Cost Unrealized Gains Unrealized Losses Fair Value U.S. government agency bonds $ 15,058 $ — $ (10 ) $ 15,048 Corporate bonds and commercial paper 20,193 — (40 ) 20,153 Certificates of deposits 13,949 — — 13,949 $ 49,200 $ — $ (50 ) $ 49,150 A summary of the Company's cash equivalents and investments as of December 31, 2014 is as follows: Cash Equivalents: Amortized Cost Unrealized Gains Unrealized Losses Fair Value Money market funds $ 17,865 $ — $ — $ 17,865 Certificates of deposits 1,456 — — 1,456 $ 19,321 $ — $ — $ 19,321 Investments: Amortized Cost Unrealized Gains Unrealized Losses Fair Value U.S. government agency bonds $ 7,508 $ — $ (6 ) $ 7,502 Corporate bonds and commercial paper 6,200 — (8 ) 6,192 Certificates of deposits 7,262 — — 7,262 $ 20,970 $ — $ (14 ) $ 20,956 The Company may sell its investments at any time, without significant penalty, for use in current operations or for other purposes, even if they have not yet reached maturity. As a result, the Company classifies its investments, including investments with maturities beyond twelve months, as current assets in the accompanying condensed consolidated balance sheets. The following table summarizes the estimated fair value of the Company's investments, designated as available-for-sale and classified by the contractual maturity date of the investments as of the dates shown: June 30, 2015 December 31, 2014 Due within one year or less $ 16,961 $ 9,095 Due after one year through five years 32,189 11,861 Total $ 49,150 $ 20,956 The Company has certain available-for-sale investments in a gross unrealized loss position, all of which have been in such position for less than twelve months. The Company reviews its debt securities classified as short-term investments on a regular basis to evaluate whether or not any security has experienced an other than temporary decline in fair value. The Company considers factors such as the length of time and extent to which the market value has been less than the cost, the financial position and near-term prospects of the issuer and its intent to sell, or whether it is more likely than not the Company will be required to sell the investment before recovery of the investment's amortized-cost basis. If the Company determines that an other than temporary decline exists in one of these investments, the respective investment would be written down to fair value. For debt securities, the portion of the write-down related to credit loss would be recognized to other income, net in the condensed consolidated statements of comprehensive loss. Any portion not related to credit loss would be included in accumulated other comprehensive loss. Because the Company does not intend to sell any investments which have an unrealized loss position at this time, and it is not more likely than not that the Company will be required to sell the investment before recovery of its amortized cost basis, which may be maturity, the Company does not consider the investments with unrealized loss positions to be other than temporarily impaired as of June 30, 2015 . The following table shows the fair values and the gross unrealized losses of these available-for-sale investments aggregated by investment category as of June 30, 2015 : Fair Value Gross Unrealized Loss U.S. government agency bonds $ 15,058 $ (10 ) Corporate bonds and commercial paper 20,193 (40 ) Total $ 35,251 $ (50 ) The following table shows the fair values and the gross unrealized losses of these available-for-sale investments aggregated by investment category as of December 31, 2014 : Fair Value Gross Unrealized Loss U.S. government agency bonds $ 7,508 $ (6 ) Corporate bonds and commercial paper 6,200 (8 ) Total $ 13,708 $ (14 ) |
Debt
Debt | 6 Months Ended |
Jun. 30, 2015 | |
Debt Disclosure [Abstract] | |
Debt | Debt In April 2013 the Company entered into a secured credit facility agreement, or Credit Facility, with Wells Fargo Bank, National Association, or Wells Fargo , which the Company and Wells Fargo subsequently amended on March 24, 2014 and again on August 11, 2014. The Credit Facility, as amended, provides for a line of credit of up to $25.0 million , with an accordion feature, or Accordion Feature, allowing the Company to increase its maximum borrowings by up to an additional $25.0 million , subject to certain conditions and limitations, including that borrowings at any time shall be limited to 75% of the Company's trailing twelve -month recurring revenues. Access to the total borrowings available under the Credit Facility is restricted based on covenants related to the Company's minimum liquidity and adjusted EBITDA. Amounts borrowed under the Credit Facility accrue interest, at the Company's election at either: (i) the per annum rate equal to the LIBOR rate plus an applicable margin; or (ii) the current base rate plus the greater of the U.S. Federal Funds rate plus one percentage point, the one-month LIBOR plus one percentage point, or the lending financial institution's prime rate. The Company pays a monthly fee based on the total unused borrowings balance, an annual administrative fee and the initial closing fee, which is paid in three equal annual installments over the first three years of the Credit Facility. The Accordion Feature expires in October 2016, at which time maximum borrowings under the Facility are reduced to $25.0 million , and the Credit Facility matures in April 2017, at which time any outstanding borrowings and accrued interest become payable. As of June 30, 2015 , the Company had no borrowings outstanding and only a secured letter of credit of $3.0 million against the Credit Facility, leaving an available balance of approximately $21.9 million , and the interest rate applicable to the Credit Facility was 3.2% . The Credit Facility is collateralized by substantially all of the Company's assets and requires that the Company maintain certain financial covenants as provided in the Credit Facility. The Company was in compliance with all financial covenants as of June 30, 2015 . |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Jun. 30, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Operating and Capital Lease Commitments The Company leases office space for its corporate headquarters in Austin, Texas under a non-cancelable operating lease that expires in April 2021 and a regional sales office in Atlanta, Georgia under a non-cancelable operating lease that expires in January 2016. Rent expense under operating leases was $0.3 million for each of the three months ended June 30, 2015 and 2014 , respectively, and $0.6 million and $0.5 million for the six months ended June 30, 2015 and 2014 , respectively. The Company has entered into various capital lease arrangements to obtain property and equipment for its data center and corporate operations. These agreements expire over various terms from February 2016 through June 2016 and the leases are secured by the underlying leased property and equipment. New Facilities Lease Amendment On May 1, 2015, the Company entered into a First Amendment to Lease Agreement, or the Amendment, amending the Lease Agreement, dated July 18, 2014, with CREF Aspen Lake Building II, LLC, which originally provided for the lease of approximately 70,000 square feet, or the Original Premises, of office space in an office building to be located immediately adjacent to the Company's current headquarters, or the Original Lease, and as amended, or the Lease. Pursuant to the Amendment, the Company has agreed to lease an additional approximately 34,000 square feet commencing on May 1, 2016, and an additional approximately 25,000 square feet commencing January 1, 2017. The Amendment also extends the term of the Original Lease. The Lease, as amended, provides for phased commencement dates with respect to the Original Premises, with commencement of the first phase covering 55,000 square feet anticipated to occur on October 1, 2015 (the “Initial Commencement Date”), and the remaining 15,000 square feet of the Original Premises commencing nine months thereafter. The actual commencement dates for the Original Premises are subject to timely completion of the building and premises. The term of the Lease, as amended, commences on the Initial Commencement Date and runs until April 30, 2028, with a ten year renewal option, and the rent obligations under the Lease begin with rents of $98 per month, which escalate over the course of the Lease to $311 per month in the final seven months of the Lease's term. The rent obligations over the term assume an Initial Commencement Date of October 1, 2015, and may be subject to adjustment according to the Lease, including the Company’s right to rent abatement in certain circumstances if the premises are not timely delivered. Future minimum payments required under capital and operating leases that have initial or remaining non-cancelable lease terms in excess of one year at June 30, 2015 were as follows: Capital Leases Operating Leases Year Ended December 31, 2015 (from July 1 to December 31) $ 188 $ 1,388 2016 161 3,654 2017 — 4,659 2018 — 4,750 2019 — 4,850 Thereafter — 30,796 Total minimum lease payments 349 $ 50,097 Less: imputed interest (4 ) Less: current portion (344 ) Capital lease obligations, net of current portion $ 1 Contractual Commitments The Company has non-cancelable contractual commitments related to third-party products, co-location fees and other product costs. Future minimum contractual commitments that have initial or remaining non-cancelable terms in excess of one year were as follows: Contractual Commitments Year Ended December 31, 2015 (from July 1 to December 31) $ 5,205 2016 6,867 2017 5,917 2018 5,672 2019 4,692 Thereafter 4,092 Total commitments $ 32,445 Legal Proceedings From time to time, the Company may become involved in legal proceedings arising in the ordinary course of its business. The Company is not presently a party to any legal proceedings that, if determined adversely to the Company, would have a material adverse effect on the Company. |
Stockholders' Equity
Stockholders' Equity | 6 Months Ended |
Jun. 30, 2015 | |
Equity [Abstract] | |
Stockholders' Equity | Stockholder's Equity Initial Public Offering On March 25, 2014, the Company completed its IPO of 7,761 shares of common stock at $13.00 per share. The total shares sold in the IPO included 1,511 shares sold by selling stockholders. After deducting the payment of underwriters' discounts and commissions and offering costs, the net proceeds to the Company from the sale of shares in the offering were approximately $72.6 million . On April 2, 2014, pursuant to the terms of the Company's IPO, which occurred on March 25, 2014, the underwriters exercised their option to purchase an additional 1,164 shares to cover over-allotments. After deducting the payment of underwriters' discounts and commissions and offering costs, the Company received net proceeds from the sale of shares totaling approximately $13.7 million . Follow-On Offering On March 4, 2015, the Company completed its follow-on offering of 5,122 shares of common stock at $19.75 per share, and sold an additional 768 shares of common stock at $19.75 per share when the underwriters exercised their over-allotment option to purchase additional shares. The total shares sold in the follow-on offering and shares sold when the underwriters exercised their over-allotment option included 4,133 shares sold by selling stockholders. After deducting the payment of underwriters' discounts and commissions and offering costs the net proceeds to the Company from the sale of shares in the offering and the sale of shares when the underwriters exercised their over-allotment option was approximately $32.3 million . Conversion of Redeemable Common and Preferred Stock Immediately prior to the closing of the IPO, which was completed on March 25, 2014, each share of the Company's outstanding preferred, junior preferred and redeemable common stock was converted into one share of undesignated common stock. The following table presents the conversion of all classes of stock on March 25, 2014: Prior to Conversion Subsequent to Conversion Convertible preferred stock Series A 7,908 — Series B 1,818 — Series C 2,605 — Redeemable common stock 3,829 — Junior preferred stock 1,251 — Undesignated common stock — 17,412 |
Stock-Based Compensation
Stock-Based Compensation | 6 Months Ended |
Jun. 30, 2015 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Stock-Based Compensation | Stock-Based Compensation In March 2014, the Company's board of directors approved the 2014 Equity Incentive Plan, or 2014 Plan, under which stock options, stock appreciation rights, restricted stock, restricted stock units, performance shares and units and other cash-based or stock-based awards may be granted to employees, consultants and directors. Shares of common stock that are issued and available for issuance under the 2014 Plan consist of authorized, but unissued or reacquired shares of common stock or any combination thereof. A total of 1,850 shares of the Company's common stock was initially authorized and reserved for issuance under the 2014 Plan. This reserve will automatically increase on January 1 of each year subsequent to the 2014 Plan's adoption through 2024, by an amount equal to the smaller of (a) 4.5% of the number of shares of common stock issued and outstanding on the immediately preceding December 31, or (b) an amount determined by the Company's board of directors. This reserve is automatically increased to include any outstanding shares under the Company's 2007 Stock Plan, or 2007 Plan, at the time of its termination or issuable upon expiration or termination of options granted under the Company's 2007 Plan that expire or terminate without having been exercised in full. Pursuant to the terms of the 2014 Plan, 107 shares available for future issuance under the 2007 Plan were transferred to the 2014 Plan, providing a total of 1,957 shares of common stock allocated for issuance under the 2014 Plan. On January 1, 2015, 1,561 shares were added to the 2014 Plan in accordance with the annual automatic increase provision of the 2014 Plan, and 102 shares have been returned to the 2014 Plan as a result of termination of options that expired or terminated without having been exercised under the previously terminated 2007 Plan, resulting in a total of 3,620 shares available for issuance under the 2014 Plan. As of June 30, 2015 , options to purchase a total of 988 shares of common stock have been granted under the 2014 Plan in the form of stock options, 257 shares have been reserved for the future vesting of restricted stock awards, 15 shares have been returned to the 2014 Plan as a result of termination of options that expired or terminated without having been exercised and restricted stock awards that terminated prior to the awards vesting, and 2,390 shares of common stock remain available for future issuance under the 2014 Plan. In July 2007, the Company adopted the 2007 Plan under which options or stock purchase rights may be granted to employees, consultants and directors. In February 2014, the board of directors, under the authority granted to it by the 2007 Plan, increased the number of shares available to be granted under the plan by 1,400 shares, and as of June 30, 2015 , a total of 9,120 shares of common stock were allocated for issuance under the plan. Upon the completion of the Company's IPO in March 2014, the board of directors terminated the 2007 Plan in connection with the IPO and pursuant to the terms of the 2014 Plan, 107 shares that were available for future issuance under the 2007 Plan at such time were transferred to the 2014 Plan. No shares remain available for future issuance of awards under the 2007 Plan. The 2007 Plan will continue to govern the terms and conditions of all outstanding equity awards granted under the 2007 Plan. Shares of common stock that are issued and were available for issuance under the 2007 Plan consist of authorized, but unissued or reacquired shares of common stock or any combination thereof. Stock Options The following summarizes the assumptions used for estimating the fair value of stock options granted during the periods indicated: Three Months Ended June 30, Six Months Ended June 30, 2015 2014 2015 2014 Risk-free interest rate 1.5% 1.6% 1.5% 1.2 - 1.9% Expected life (in years) 4.3 4.8 4.3 - 4.8 3.8 - 6.6 Expected volatility 46.1% 46.8% 46.1 - 46.9% 45.1 - 46.8% Dividend yield — — — — Weighted-average grant date fair value per share $9.62 $6.40 $8.37 $5.42 Stock option activity during the six months ended June 30, 2015 was as follows: Number of Options Weighted Average Exercise Price Balance as of January 1, 2015 6,111 $ 5.90 Granted 410 20.64 Exercised (857 ) 2.01 Forfeited (58 ) 8.49 Balance as of June 30, 2015 5,606 $ 7.55 The summary of stock options outstanding as of June 30, 2015 is as follows: Options Outstanding Options Exercisable Range of Exercise Prices Number of Options Weighted Average Exercise Price Weighted Average Remaining Contractual Life (in years) Number of Options Weighted Average Exercise Price Weighted Average Remaining Contractual Life (in years) $0.29 - $0.84 884 $ 0.47 3.3 884 $ 0.47 3.3 $1.74 - $3.10 909 2.86 6.0 804 2.83 6.0 $4.00 - $7.82 1,156 6.98 5.1 588 6.69 5.1 $8.35 1,682 8.35 5.6 98 8.35 5.6 $13.00 - $24.89 975 17.61 6.4 45 13.69 5.8 5,606 $ 7.55 5.3 2,419 $ 3.33 4.8 The aggregate intrinsic value of stock options exercised during each of the three months ended June 30, 2015 and 2014 was $2.5 million and $0.2 million , respectively, and the aggregate intrinsic value of stock options exercised during each of the six months ended June 30, 2015 and 2014 was $15.8 million and $7.7 million , respectively. The total fair value of stock options vested during each of the three months ended June 30, 2015 and 2014 was $0.6 million and $0.4 million , respectively, and the total fair value of stock options vested during each of the six months ended June 30, 2015 and 2014 was $1.7 million and $0.8 million , respectively. As of June 30, 2015 , total unrecognized stock-based compensation expense, adjusted for estimated forfeitures, related to stock options was $13.6 million , which the Company expects to recognize over the next 2.8 years. Restricted Stock Units The Company’s restricted stock units vest over a four -year period and upon vesting, the vested shares are issued to the recipient of the restricted stock units. The summary of restricted stock unit activity during the six months ended June 30, 2015 is as follows: Number of Shares Weighted Average Grant Date Fair Value Nonvested as of January 1, 2015 28 $ 19.44 Granted 229 21.04 Vested — — Forfeited (2 ) 23.14 Nonvested as of June 30, 2015 255 $ 20.84 As of June 30, 2015 , total unrecognized stock-based compensation expense, adjusted for estimated forfeitures, related to restricted stock was $ 4.8 million , which the Company expects to recognize over the next 3.7 years. |
Income Taxes
Income Taxes | 6 Months Ended |
Jun. 30, 2015 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes In accordance with applicable accounting guidance, the income tax provision for the three and six month periods ended June 30, 2015 is based on the estimated annual effective tax rate for fiscal year 2015. The estimated effective tax rate may be subject to adjustment in subsequent quarterly periods as the estimates of pretax income for the year, along with other items that may affect the rate, change. For the three and six month periods ended June 30, 2015, the Company's provision for income taxes reflected an effective tax rate of approximately 0.2% and 0.5% , respectively, and for each of the three and six month periods ended June 30, 2014, the Company’s provision for income taxes reflected an effective tax rate of approximately 0.3% . For the three and six months ended June 30, 2015 and 2014, the Company's effective tax rate was lower than the U.S. federal statutory rate primarily due to changes to its valuation allowance. The Company has significant deferred tax assets related to its net operating loss carryforwards and tax credits and has provided a valuation allowance for the full amount of its deferred tax assets, as it is not more likely than not that any future benefit from deductible temporary differences, net operating loss carryforwards, and tax credit carryforwards will be realized. This assessment requires judgment as to the likelihood and amounts of future taxable income by tax jurisdiction. To date, the Company has provided a full valuation allowance against its deferred tax assets as it believes the objective and verifiable evidence of its historical pretax net losses outweighs any positive evidence of its forecasted future results. Although the Company believes that its tax estimates are reasonable, the ultimate tax determination involves significant judgment that is subject to audit by tax authorities in the ordinary course of business. The Company will continue to monitor the positive and negative evidence, and it will adjust the valuation allowance as sufficient objective positive evidence becomes available. The Company had no unrecognized tax benefits as of June 30, 2015 . The Company's tax years 2011 through 2014 remain open to examination by the major taxing jurisdictions to which the Company is subject. However, the Company is not currently under examination by any taxing jurisdiction. |
Subsequent Events
Subsequent Events | 6 Months Ended |
Jun. 30, 2015 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent Events Acquisition of Centrix Solutions, Inc. On July 31, 2015 Q2 Software Inc., a wholly-owned subsidiary of the Company, entered into a Stock Purchase Agreement, or the Agreement, with Centrix Solutions, Inc., a Nebraska corporation, or Centrix, each of the shareholders of Centrix, or the Sellers, and the Sellers’ agent, pursuant to which the Company agreed to purchase and the Sellers agreed to sell all of the issued and outstanding capital stock of Centrix, or the Stock Purchase. The closing of the Stock Purchase coincided with the signing of the Agreement on July 31, 2015, or the Closing Date. Pursuant to the Agreement, in exchange for the issued and outstanding capital stock of Centrix, the Company paid $20 million in cash on the Closing Date to the Sellers, subject to a customary working capital adjustment and an amount placed in escrow to secure the indemnification obligations of the Sellers. The former shareholders of Centrix also have the right to receive in the aggregate up to an additional $9 million based upon the achievement of certain milestones and the continued employment of certain shareholders. The Agreement contains customary representations, warranties and covenants with respect to Centrix and the Sellers, on the one hand, and the Company on the other hand. The Agreement also provides for post-closing indemnification by the Sellers for breaches of representations, warranties and covenants subject to certain limitations on damages. Amendment to Credit Facility On July 30, 2015, the Company entered into Amendment Number Three to the Credit Facility with Wells Fargo, or the Amendment. The Amendment modifies the Credit Facility, by and among the Company, the lenders named therein, and Wells Fargo, as administrative agent, to modify a financial covenant to allow for the acquisition of Centrix Solutions, Inc. on July 31, 2015. |
Summary of Significant Accoun17
Summary of Significant Accounting Policies (Policies) | 6 Months Ended |
Jun. 30, 2015 | |
Accounting Policies [Abstract] | |
Basis of Presentation | As used in this report, the terms "we," "us," or "our" refer to Q2 Holdings, Inc. and its wholly-owned subsidiary. These interim unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States, or GAAP, and Securities and Exchange Commission, or SEC, requirements for interim financial statements. The interim unaudited condensed consolidated financial statements include the accounts of the Company and its wholly-owned subsidiary. All intercompany accounts and transactions have been eliminated in consolidation. |
Principles of Consolidation | In the Company's opinion, the accompanying interim unaudited condensed consolidated financial statements have been prepared on the same basis as the audited consolidated financial statements and include all adjustments, consisting of normal, recurring adjustments, necessary for a fair presentation. Certain information and disclosures normally included in the notes to the annual consolidated 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 interim unaudited condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and the accompanying notes for the fiscal year ended December 31, 2014 , which are included in the Company's Annual Report on Form 10-K, filed with the SEC on February 12, 2015. The results of operations for the three and six months ended June 30, 2015 are not necessarily indicative of the results to be expected for the year ending December 31, 2015 or for any other period. |
Use of Estimates | The preparation of the accompanying interim unaudited condensed consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the interim unaudited condensed consolidated financial statements, and the reported amounts of revenues and expenses. Significant items subject to such estimates include revenue recognition, stock-based compensation, the useful lives of property and equipment and income taxes. In accordance with GAAP, management bases its estimates on historical experience and on various other assumptions that management believes are reasonable under the circumstances. Management regularly evaluates its estimates and assumptions using historical experience and other factors; however, actual results could differ significantly from those estimates. |
Cash and Cash Equivalents | The Company considers all highly liquid investments acquired with an original maturity of ninety days or less at the date of purchase to be cash equivalents. Cash equivalents are stated at cost or fair value based on the underlying security. |
Restricted Cash | Restricted cash consists of a deposit held in a checking account for leased office space. |
Investments | Investments consist primarily of U.S. government agency bonds, corporate bonds, commercial paper, certificates of deposits and money market funds. All investments are considered available for sale and are carried at fair value. |
Concentration of Credit Risk | Financial instruments that potentially subject the Company to concentrations of credit risk consist of cash and cash equivalents, restricted cash, investments and accounts receivable. The Company's cash and cash equivalents, restricted cash and investments are placed with high credit quality financial institutions and issuers, and at times may exceed federally-insured limits. The Company has not experienced any loss relating to cash and cash equivalents or restricted cash in these accounts. The Company provides credit, in the normal course of business, to a number of its customers. The Company performs periodic credit evaluations of its customers' financial condition and generally does not require collateral. |
Accounts Receivable | Accounts receivable are stated at net realizable value, including both billed and unbilled receivables to customers. Unbilled receivable balances arise primarily when the Company provides services in advance of billing for these services and also when the Company earns revenues based on the number of registered users and the number of bill-pay and certain other transactions that registered users perform on the Company's virtual banking solutions in excess of the levels included in the Company's minimum subscription fee. Generally, billing for revenues related to the number of registered users and the number of transactions processed by our registered users occurs one month in arrears. Included in the accounts receivable balances as of June 30, 2015 and December 31, 2014 were unbilled receivables of $3.4 million and $2.3 million , respectively. The Company assesses the collectability of outstanding accounts receivable on an ongoing basis and maintains an allowance for doubtful accounts for accounts receivable deemed uncollectable. This allowance is recorded as a reduction against accounts receivable. As of June 30, 2015 and December 31, 2014 , the Company did not provide for an allowance for doubtful accounts, as all amounts outstanding were deemed collectable. Historically, the Company's collection experience has not varied significantly, and bad debt expenses have been insignificant. The Company maintains a reserve for estimated sales credits issued to customers for billing disputes or other service-related reasons. This allowance is recorded as a reduction against current period revenues and accounts receivable. In estimating this allowance, the Company analyzes prior periods to determine the amounts of sales credits issued to customers compared to the revenues in the period that related to the original customer invoice. This estimate is analyzed quarterly and adjusted as necessary. |
Deferred Implementation Costs and Deferred Solution and Other Costs | The Company capitalizes certain personnel and other costs, such as employee salaries, benefits and the associated payroll taxes that are direct and incremental to the implementation of its solutions. The Company analyzes implementation costs that may be capitalized to assess their recoverability, and only capitalizes costs that it anticipates to be recoverable. The Company assesses the recoverability of its deferred implementation costs by comparing the greater of the amount of the non-cancellable portion of a customer's contract and the non-refundable customer prepayments received as it relates to the specific implementation costs incurred. The Company begins amortizing the deferred implementation costs for an implementation once the revenue recognition criteria have been met and the Company amortizes those deferred implementation costs ratably over the remaining term of the customer agreement. The portion of deferred implementation costs expected to be amortized during the succeeding twelve-month period is recorded in current assets as deferred implementation costs, current portion, and the remainder is recorded in long-term assets as deferred implementation costs, net of current portion. Deferred Solution and Other Costs The Company capitalizes sales commissions and other third-party costs, such as third party licenses and maintenance related to its customer agreements. The Company capitalizes sales commissions because the commission charges are so closely related to the revenues from the non-cancellable customer agreements that they should be recorded as an asset and charged to expense over the same period that the related revenue is recognized. The Company begins amortizing deferred solution and other costs for a particular customer agreement once the revenue recognition criteria are met and amortizes those deferred costs over the remaining term of the customer agreement. The Company analyzes solution and other costs that may be capitalized to assess their recoverability and only capitalizes costs that it anticipates to be recoverable. The portion of capitalized costs expected to be amortized during the succeeding twelve-month period is recorded in current assets as deferred solution and other costs, current portion, and the remainder is recorded in long-term assets as deferred solution and other costs, net of current portion. |
Property and Equipment | Property and equipment are stated at cost less accumulated depreciation and amortization. Depreciation is calculated on a straight-line basis over the estimated useful lives of the related assets. Leasehold improvements are amortized over the shorter of the lease term or the estimated useful lives of the related assets. Maintenance and repairs that do not extend the life of or improve an asset are expensed in the period incurred. The estimated useful lives of property and equipment are as follows: Computer hardware and equipment 3 - 5 years Purchased software and licenses 3 - 5 years Furniture and fixtures 7 years Leasehold improvements Lesser of estimated useful life or lease term |
Deferred Revenues | Deferred revenues primarily consist of amounts that have been billed to or received from customers in advance of revenue recognition and prepayments received from customers in advance for implementation, maintenance and other services, as well as initial subscription fees. The Company recognizes deferred revenues as revenues when the services are performed and the corresponding revenue recognition criteria are met. Customer prepayments are generally applied against invoices issued to customers when services are performed and billed. Deferred revenues that are expected to be recognized as revenues during the succeeding twelve month period are recorded in current liabilities as deferred revenues, current portion and the remaining portion is recorded in long-term liabilities as deferred revenues, net of current portion. |
Revenues | All revenue-generating activities are directly related to the sale, implementation and support of the Company's solutions within a single operating segment. The Company derives the substantial majority of its revenues from subscription fees for the use of its solutions hosted in the Company's data centers as well as revenues for implementation and customer support services related to the Company's solutions. A small portion of the Company's customers host the Company's solutions in their own data centers under term license and maintenance agreements, and the Company recognizes the corresponding revenues ratably over the term of those customer agreements. Revenues are recognized net of sales credits and allowances. The Company begins to recognize revenues for a customer when all of the following criteria are satisfied: • there is persuasive evidence of an arrangement; • the service has been or is being provided to the customer; • the collection of the fees is reasonably assured; and • the amount of fees to be paid by the customer is fixed or determinable. Determining whether and when these criteria have been met can require significant judgment and estimates. In general, revenue recognition commences when the Company's solutions are implemented and made available to the customers. The Company's software solutions are available for use in hosted application arrangements under subscription fee agreements. Subscription fees from these applications, including related customer support, are recognized ratably over the customer agreement term beginning on the date the solution is made available to the customer. Amounts that have been invoiced are recorded in accounts receivable and deferred revenues or revenues, depending on whether the Company's revenue recognition criteria have been met. The Company considers subscription fees to be fixed or determinable unless the fees are subject to refund or adjustment or are not payable within the Company's standard payment terms. In determining whether collection of subscription fees is reasonably assured, the Company considers financial and other information about customers, such as a customer's current credit-worthiness and payment history over time. Historically, bad debt expenses have not been significant. The Company enters into arrangements with multiple-deliverables that generally include multiple subscriptions and implementation services. Additional agreements with existing customers that are not in close proximity to the original arrangements are treated as separate contracts for accounting purposes. For multiple-deliverable arrangements, arrangement consideration is allocated to deliverables based on their relative selling price. In order to treat deliverables in a multiple-deliverable arrangement as separate units of accounting, the deliverables must have standalone value upon delivery. The Company's subscription services have standalone value as such services are often sold separately. In determining whether implementation services have standalone value apart from the subscription services, the Company considers various factors including the availability of the services from other vendors. To date, the Company has concluded that the implementation services included in multiple-deliverable arrangements do not have standalone value. As a result, when implementation services are sold in a multiple-deliverable arrangement, the Company defers any arrangement fees for implementation services and recognizes such amounts ratably over the period of performance for the initial agreement term. When multiple-deliverables included in an arrangement are separated into different units of accounting, the arrangement consideration is allocated to the identified separate units based on a relative selling price hierarchy. The selling price for a deliverable is based on its vendor-specific objective evidence of selling price, or VSOE, if available, third-party evidence of selling price, or TPE, if VSOE is not available or best estimate of selling price, or BESP, if neither VSOE nor TPE is available. The Company has not established VSOE for its subscription services due to lack of pricing consistency, the introduction of new services and other factors. The Company has determined that TPE is not a practical alternative due to differences in its service offerings compared to other parties and the availability of relevant third-party pricing information. Accordingly, the Company uses BESP to determine the relative selling price. The amount of revenue allocated to delivered items is limited by contingent revenues. The Company determines BESP by considering its overall pricing objectives and market conditions. Significant pricing practices taken into consideration include the Company's discounting practices, the size and volume of its transactions, customer characteristics, price lists, go-to-market strategy, historical standalone sales and agreement prices. As the Company's go-to-market strategies evolve, it may modify its pricing practices in the future, which could result in changes in relative selling prices, and include both VSOE and BESP. Subscription Fee Revenues The Company's solutions are available as hosted solutions under subscription fee agreements without licensing perpetual rights to the software. Subscription fees from a hosted solution are recognized monthly over the customer agreement term beginning on the date the Company's solution is made available to the customer. Additional fees for monthly usage above the levels included in the standard subscription fee, which include fees for transactions processed during the period, are recognized as revenue in the month when the usage amounts are determined and reported. Any revenues related to upfront implementation services are recognized ratably over the same customer agreement term. Amounts that have been invoiced are recorded in accounts receivable and deferred revenues or revenues, depending on whether the revenue recognition criteria have been met. Professional Services Revenues When professional services are not combined with subscription services or term licenses as a single unit of accounting, these professional services revenues are recognized as the services are performed. Certain out-of-pocket expenses billed to customers are recorded as revenues rather than an offset to the related expense. Revenues recorded from out-of-pocket expense reimbursements totaled approximately $0.3 million and $0.2 million for the three months ended June 30, 2015 and 2014 , respectively, and $0.6 million and $0.3 million for the six months ended June 30, 2015 and 2014 , respectively. The out-of-pocket expenses are reported in cost of revenues. Term Licenses and Maintenance Revenues A small portion of the Company's customers host and manage the Company's solutions on-premises or in third-party data centers under term license and maintenance agreements. Term licenses sold with maintenance, which entitles the customer to technical support and upgrades and updates to the software made available on a when-and-if-available basis, are accounted for under Accounting Standards Codification 985-605, Software Revenue Recognition. The Company does not have VSOE of fair value for the maintenance and professional services so the entire arrangement consideration is recognized monthly over the term of the software license when all of the other revenue recognition criteria have been met. Revenues from term licenses and maintenance agreements were not significant in the periods presented. |
Cost of Revenues | Cost of revenues is comprised primarily of salaries and other personnel-related costs, including employee benefits, bonuses and stock-based compensation, for employees providing services to the Company's customers. Costs associated with these services include the costs of the Company's implementation, customer support, data center and customer training personnel as well as reclassification of certain research and development expenses related to research and development personnel who perform services related to implementation and customer support. Cost of revenues also includes the direct costs of bill-pay and other third-party intellectual property included in the Company's solutions, the amortization of deferred solution and services costs, co-location facility costs and depreciation of the Company's data center assets, an allocation of general overhead costs and referral fees. Direct costs of third-party intellectual property include amounts paid for third-party licenses and related maintenance that are incorporated into the Company's software, with the costs amortized to cost of revenues over the useful lives of the purchased assets. The amount of research and development expenses allocated to cost of revenues was $0.2 million and $0.4 million for the three months ended June 30, 2015 and 2014 , respectively, and $0.5 million and $0.8 million for the six months ended June 30, 2015 and 2014 , respectively. The Company capitalizes certain personnel costs directly related to the implementation of its solutions to the extent those costs are considered to be recoverable from future revenues. The Company amortizes the costs for a particular implementation once revenue recognition commences, and the Company amortizes those implementation costs over the remaining term of the customer agreement. Other costs not directly recoverable from future revenues are expensed in the period incurred. |
Software Development Costs | Software development costs include salaries and other personnel-related costs, including employee benefits, bonuses and stock-based compensation, attributed to programmers, software engineers and quality control teams working on the Company's solutions. Costs related to software development incurred between reaching technological feasibility and the point at which the software solution is ready for general release have been insignificant through June 30, 2015 , and accordingly all of the Company's software development costs have been expensed as incurred as research and development. |
Research and Development Costs | Research and development costs include salaries and other personnel-related costs, including employee benefits, bonuses and stock-based compensation, third-party contractor expenses, software development tools, an allocation of facilities and depreciation expenses and other related expenses incurred in developing new solutions and upgrading and enhancing existing solutions. Research and development costs are expensed as incurred. |
Advertising | All advertising costs of the Company are expensed the first time the advertising takes place. |
Sales Tax | The Company presents sales taxes and other taxes collected from customers and remitted to governmental authorities on a net basis and, as such, excludes them from revenues. |
Comprehensive Loss | Comprehensive loss includes net loss as well as other changes in stockholders' equity that result from transactions and economic events other than those with stockholders. Other comprehensive loss consists of net loss and unrealized gains and losses on investments. |
Stock-Based Compensation | Stock options and restricted stock units awarded to employees, directors and consultants are measured at fair value at each grant date. The Company recognizes compensation expense ratably over the requisite service period of the option or restricted stock unit award, net of the expected forfeitures. The forfeiture rate is estimated at grant date based on historical experience and adjusted in subsequent periods for differences in actual forfeitures for those estimates. Generally, options vest 25% on the one -year anniversary of the grant date with the balance vesting monthly over the following 36 months, and restricted stock unit awards vest in four annual installments of 25% beginning on the one -year anniversary of the grant date. The Company values stock options using the Black-Scholes option-pricing model, which requires the input of subjective assumptions, including the risk-free interest rate, expected life, expected stock price volatility and dividend yield. The risk-free interest rate assumption is based upon observed interest rates for constant maturity U.S. Treasury securities consistent with the expected term of the Company's employee stock options. The expected life represents the period of time the stock options are expected to be outstanding and is based on the simplified method. Under the simplified method, the expected life of an option is presumed to be the mid-point between the vesting date and end of the contractual term. The Company used the simplified method due to the lack of sufficient historical exercise data to provide a reasonable basis upon which to otherwise estimate the expected life of the stock options. Due to the Company’s limited history as a public company, expected volatility is based on historical volatilities for publicly traded stock of comparable companies over the estimated expected life of the stock options. The Company assumed no dividend yield because it does not expect to pay dividends in the near future, which is consistent with the Company's history of not paying dividends. |
Income Taxes | Deferred income taxes are provided for the tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes and operating loss carryforwards and credits using enacted tax rates expected to be in effect in the years in which the differences are expected to reverse. The Company assesses the likelihood that deferred tax assets will be realized and recognizes a valuation allowance if it is more likely than not that some portion of the deferred tax assets will not be realized. This assessment requires judgment as to the likelihood and amounts of future taxable income by tax jurisdiction. To date, the Company has provided a full valuation allowance against its deferred tax assets as it believes the objective and verifiable evidence of its historical pretax net losses outweighs any positive evidence of its forecasted future results. Although the Company believes that its tax estimates are reasonable, the ultimate tax determination involves significant judgment that is subject to audit by tax authorities in the ordinary course of business. The Company will continue to monitor the positive and negative evidence, and it will adjust the valuation allowance as sufficient objective positive evidence becomes available. The Company evaluates its uncertain tax positions based on a determination of whether and how much of a tax benefit taken by the Company in its tax filings or positions is more likely than not to be realized. Potential interest and penalties associated with any uncertain tax positions are recorded as a component of income tax expense. Through June 30, 2015 , the Company has not identified any material uncertain tax positions for which liabilities would be required to be recorded. |
Basic and Diluted Net Loss per Common Share | The Company uses the two-class method to compute net loss per common share because the Company has previously issued securities, other than common stock, that contractually entitle the holders to participate in dividends and earnings of the Company. The two-class method requires earnings for the period to be allocated between common stock and participating securities based upon their respective rights to receive distributed and undistributed earnings. Holders of the Company's Series A, B and C preferred stock are entitled, on a pari passu basis, to receive dividends when, as and if declared by the board of directors, prior and in preference to any declaration or payment of any dividend on the common stock or junior convertible preferred stock until such time as the total dividends paid on each share of Series A, B and C preferred stock is equal to the original issue price of the shares. Holders of junior convertible preferred stock are entitled to receive a pro rata share of any dividend declared, based on the number of shares of common and preferred stock outstanding. As a result, all series of the Company's preferred stock are considered participating securities for the period of time that such securities are outstanding. Under the two-class method, for periods with net income, basic net income per common share is computed by dividing the net income attributable to common stockholders by the weighted-average number of shares of common stock outstanding during the period. Net income attributable to common stockholders is computed by subtracting from net income the portion of current year earnings that the participating securities would have been entitled to receive pursuant to their dividend rights had all of the year's earnings been distributed. No such adjustment to earnings is made during periods with a net loss, as the holders of the participating securities have no obligation to fund losses. Diluted net income per common share is computed under the two-class method by using the weighted-average number of shares of common stock outstanding plus, for periods with net income attributable to common stockholders, the potential dilutive effects of stock options and warrants. In addition, the Company analyzes the potential dilutive effect of the outstanding participating securities under the if-converted method when calculating diluted earnings per share, in which it is assumed that the outstanding participating securities convert into common stock at the beginning of the period. The Company reports the more dilutive of the approaches as its diluted net income per share during the period. |
Recent Accounting Pronouncements | In May 2014, the Financial Accounting Standards Board, or FASB, issued Accounting Standards Update No. 2014-09, Revenue from Contracts with Customers (Topic 606), or ASU 2014-09, which amends the existing accounting standards for revenue recognition. ASU 2014-09 is based on principles that govern the recognition of revenue at an amount an entity expects to be entitled to when products are transferred to customers. ASU 2014-09 will be effective for the Company beginning in its first quarter of 2018. Early adoption is permitted beginning in 2017. The new revenue standard may be applied retrospectively to each prior period presented or retrospectively with the cumulative effect recognized as of the date of adoption. The Company is currently evaluating the impact of adopting the new revenue standard on its consolidated financial statements. In April 2015, the FASB issued Accounting Standards Update No. 2015-03, Interest - Imputation of Interest (Subtopic 835-30), or ASU 2015-03, which seeks to simplify the presentation of debt issuance costs. ASU 2015-03 will require that debt issuance costs be classified as a contra-liability against any outstanding borrowings related to such debt issuance costs, rather than as a separate asset. ASU 2015-03 will be effective for the Company beginning in its first quarter of 2016. Early adoption is permitted. The Company is currently evaluating the impact of adopting ASU 2015-03 on its consolidated financial statements. In 2015, the FASB issued Accounting Standards Update No. 2015-05, Intangibles - Goodwill and Other - Internal-Use Software (Subtopic 350-40), or ASU 2015-05, related to accounting for fees paid in a cloud computing arrangement. The new standard provides guidance to customers about whether a cloud computing arrangement includes a software license. If a cloud computing arrangement includes a software license, then the customer should account for the software license element of the arrangement consistent with the acquisition of other software licenses. If a cloud computing arrangement does not include a software license, the customer should account for the arrangement as a service contract. The new standard is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2015. Early adoption is permitted. The Company is currently evaluating the impact of adopting the new standard on its consolidated financial statements. |
Subsequent Events | The Company has evaluated subsequent events through the time of filing of this Form 10-Q. |
Summary of Significant Accoun18
Summary of Significant Accounting Policies (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Accounting Policies [Abstract] | |
Schedule of Useful Lives of Property and Equipment | The estimated useful lives of property and equipment are as follows: Computer hardware and equipment 3 - 5 years Purchased software and licenses 3 - 5 years Furniture and fixtures 7 years Leasehold improvements Lesser of estimated useful life or lease term |
Schedule of Earnings Per Share, Basic and Diluted | The following table sets forth the computations of loss per share for the periods listed: Three Months Ended June 30, Six Months Ended June 30, 2015 2014 2015 2014 Numerators: Net loss attributable to common stockholders $ (4,982 ) $ (4,683 ) $ (9,627 ) $ (10,249 ) Denominator: Weighted-average common shares outstanding, basic and diluted 37,232 34,068 36,437 24,143 Net loss per common share, basic and diluted $ (0.13 ) $ (0.14 ) $ (0.26 ) $ (0.42 ) |
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share | The following table sets forth the anti-dilutive common share equivalents that were excluded for the periods listed: Three Months Ended June 30, Six Months Ended June 30, 2015 2014 2015 2014 Stock options and restricted stock units 5,861 6,302 5,861 6,302 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Fair Value Disclosures [Abstract] | |
Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis | The following table details the fair value hierarchy of the Company's financial assets measured at fair value on a recurring basis as of June 30, 2015 : Fair Value Measurements Using: Cash Equivalents: Fair Value Quoted Prices Significant Other Significant Money market funds $ 21,194 $ 21,194 $ — $ — Investments: Fair Value Quoted Prices Significant Other Significant U.S. treasuries and agency bonds $ 15,048 $ — $ 15,048 $ — Corporate bonds and commercial paper 20,153 — 20,153 — Certificates of deposit 13,949 — 13,949 — $ 49,150 $ — $ 49,150 $ — The following table details the fair value hierarchy of the Company's financial assets measured at fair value on a recurring basis as of December 31, 2014 : Fair Value Measurements Using: Cash Equivalents: Fair Value Quoted Prices Significant Other Significant Money market funds $ 17,865 $ 17,865 $ — $ — Certificates of deposits 1,456 — 1,456 — $ 19,321 $ 17,865 $ 1,456 $ — Investments: Fair Value Quoted Prices Significant Other Significant U.S. treasuries and agency bonds $ 7,502 $ — $ 7,502 $ — Corporate bonds and commercial paper 6,192 — 6,192 — Certificates of deposit 7,262 — 7,262 — $ 20,956 $ — $ 20,956 $ — |
Cash, Cash Equivalents and In20
Cash, Cash Equivalents and Investments (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Cash and Cash Equivalents [Abstract] | |
Summary of Cash, Cash Equivalents and Investments | A summary of the Company's cash equivalents and investments as of June 30, 2015 is as follows: Cash Equivalents: Amortized Cost Unrealized Gains Unrealized Losses Fair Value Money market funds $ 21,194 $ — $ — $ 21,194 Investments: Amortized Cost Unrealized Gains Unrealized Losses Fair Value U.S. government agency bonds $ 15,058 $ — $ (10 ) $ 15,048 Corporate bonds and commercial paper 20,193 — (40 ) 20,153 Certificates of deposits 13,949 — — 13,949 $ 49,200 $ — $ (50 ) $ 49,150 A summary of the Company's cash equivalents and investments as of December 31, 2014 is as follows: Cash Equivalents: Amortized Cost Unrealized Gains Unrealized Losses Fair Value Money market funds $ 17,865 $ — $ — $ 17,865 Certificates of deposits 1,456 — — 1,456 $ 19,321 $ — $ — $ 19,321 Investments: Amortized Cost Unrealized Gains Unrealized Losses Fair Value U.S. government agency bonds $ 7,508 $ — $ (6 ) $ 7,502 Corporate bonds and commercial paper 6,200 — (8 ) 6,192 Certificates of deposits 7,262 — — 7,262 $ 20,970 $ — $ (14 ) $ 20,956 |
Investments Classified by Contractual Maturity Date | The following table summarizes the estimated fair value of the Company's investments, designated as available-for-sale and classified by the contractual maturity date of the investments as of the dates shown: June 30, 2015 December 31, 2014 Due within one year or less $ 16,961 $ 9,095 Due after one year through five years 32,189 11,861 Total $ 49,150 $ 20,956 |
Schedule of Fair Values and Gross Unrealized Losses for Available-for-sale Securities | The following table shows the fair values and the gross unrealized losses of these available-for-sale investments aggregated by investment category as of June 30, 2015 : Fair Value Gross Unrealized Loss U.S. government agency bonds $ 15,058 $ (10 ) Corporate bonds and commercial paper 20,193 (40 ) Total $ 35,251 $ (50 ) The following table shows the fair values and the gross unrealized losses of these available-for-sale investments aggregated by investment category as of December 31, 2014 : Fair Value Gross Unrealized Loss U.S. government agency bonds $ 7,508 $ (6 ) Corporate bonds and commercial paper 6,200 (8 ) Total $ 13,708 $ (14 ) |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | |
Contractual Obligation, Fiscal Year Maturity Schedule | Future minimum contractual commitments that have initial or remaining non-cancelable terms in excess of one year were as follows: Contractual Commitments Year Ended December 31, 2015 (from July 1 to December 31) $ 5,205 2016 6,867 2017 5,917 2018 5,672 2019 4,692 Thereafter 4,092 Total commitments $ 32,445 Future minimum payments required under capital and operating leases that have initial or remaining non-cancelable lease terms in excess of one year at June 30, 2015 were as follows: Capital Leases Operating Leases Year Ended December 31, 2015 (from July 1 to December 31) $ 188 $ 1,388 2016 161 3,654 2017 — 4,659 2018 — 4,750 2019 — 4,850 Thereafter — 30,796 Total minimum lease payments 349 $ 50,097 Less: imputed interest (4 ) Less: current portion (344 ) Capital lease obligations, net of current portion $ 1 |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Equity [Abstract] | |
Schedule of Conversions of Stock | The following table presents the conversion of all classes of stock on March 25, 2014: Prior to Conversion Subsequent to Conversion Convertible preferred stock Series A 7,908 — Series B 1,818 — Series C 2,605 — Redeemable common stock 3,829 — Junior preferred stock 1,251 — Undesignated common stock — 17,412 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Schedule of Share-based Payment Award Assumptions for Estimating Fair Value of Stock Option Grants | The following summarizes the assumptions used for estimating the fair value of stock options granted during the periods indicated: Three Months Ended June 30, Six Months Ended June 30, 2015 2014 2015 2014 Risk-free interest rate 1.5% 1.6% 1.5% 1.2 - 1.9% Expected life (in years) 4.3 4.8 4.3 - 4.8 3.8 - 6.6 Expected volatility 46.1% 46.8% 46.1 - 46.9% 45.1 - 46.8% Dividend yield — — — — Weighted-average grant date fair value per share $9.62 $6.40 $8.37 $5.42 |
Schedule of Share-based Compensation, Stock Options, Activity | Stock option activity during the six months ended June 30, 2015 was as follows: Number of Options Weighted Average Exercise Price Balance as of January 1, 2015 6,111 $ 5.90 Granted 410 20.64 Exercised (857 ) 2.01 Forfeited (58 ) 8.49 Balance as of June 30, 2015 5,606 $ 7.55 |
Schedule of Share-based Compensation, Shares Authorized under Stock Option Plans, by Exercise Price Range | The summary of stock options outstanding as of June 30, 2015 is as follows: Options Outstanding Options Exercisable Range of Exercise Prices Number of Options Weighted Average Exercise Price Weighted Average Remaining Contractual Life (in years) Number of Options Weighted Average Exercise Price Weighted Average Remaining Contractual Life (in years) $0.29 - $0.84 884 $ 0.47 3.3 884 $ 0.47 3.3 $1.74 - $3.10 909 2.86 6.0 804 2.83 6.0 $4.00 - $7.82 1,156 6.98 5.1 588 6.69 5.1 $8.35 1,682 8.35 5.6 98 8.35 5.6 $13.00 - $24.89 975 17.61 6.4 45 13.69 5.8 5,606 $ 7.55 5.3 2,419 $ 3.33 4.8 |
Schedule of Nonvested Restricted Stock Units Activity | The summary of restricted stock unit activity during the six months ended June 30, 2015 is as follows: Number of Shares Weighted Average Grant Date Fair Value Nonvested as of January 1, 2015 28 $ 19.44 Granted 229 21.04 Vested — — Forfeited (2 ) 23.14 Nonvested as of June 30, 2015 255 $ 20.84 |
Organization and Description 24
Organization and Description of Business (Details) | Jun. 30, 2015 |
Q2 Software, Inc. [Member] | |
Organization [Line Items] | |
Wholly owned subsidiary, ownership percentage | 100.00% |
Summary of Significant Accoun25
Summary of Significant Accounting Policies (Details) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2015USD ($)customer$ / sharesshares | Jun. 30, 2014USD ($)$ / sharesshares | Jun. 30, 2015USD ($)customer$ / sharesshares | Jun. 30, 2014USD ($)$ / sharesshares | Dec. 31, 2014USD ($)customer | ||
Accounts Receivable, Net [Abstract] | ||||||
Unbilled receivables | $ 3,400 | $ 3,400 | $ 2,300 | |||
Allowance for Sales Credits | (200) | (200) | $ (200) | |||
Property and Equipment [Abstract] | ||||||
Revenues recorded from out-of-pocket expense reimbursements | 300 | $ 200 | 600 | $ 300 | ||
Research and development | [1] | 4,797 | 2,787 | 8,948 | 5,523 | |
Capitalized implementation costs | 1,100 | 1,000 | 2,000 | 1,800 | ||
Advertising costs | 100 | 200 | 100 | 300 | ||
Numerators: [Abstract] | ||||||
Net loss attributable to common stockholders | $ (4,982) | $ (4,683) | $ (9,627) | $ (10,249) | ||
Denominator: [Abstract] | ||||||
Weighted-average common shares outstanding, basic and diluted (shares) | shares | 37,232 | 34,068 | 36,437 | 24,143 | ||
Net loss per common share, basic and diluted | $ / shares | $ (0.13) | $ (0.14) | $ (0.26) | $ (0.42) | ||
Computer hardware and equipment [Member] | Minimum [Member] | ||||||
Property and Equipment [Abstract] | ||||||
Estimated useful life | 3 years | |||||
Computer hardware and equipment [Member] | Maximum [Member] | ||||||
Property and Equipment [Abstract] | ||||||
Estimated useful life | 5 years | |||||
Purchased software and licenses [Member] | Minimum [Member] | ||||||
Property and Equipment [Abstract] | ||||||
Estimated useful life | 3 years | |||||
Purchased software and licenses [Member] | Maximum [Member] | ||||||
Property and Equipment [Abstract] | ||||||
Estimated useful life | 5 years | |||||
Furniture and fixtures [Member] | ||||||
Property and Equipment [Abstract] | ||||||
Estimated useful life | 7 years | |||||
Stock options [Member] | ||||||
Denominator: [Abstract] | ||||||
Antidilutive securities excluded from computation of loss per share (shares) | shares | 5,861 | 6,302 | ||||
Stock Options and Restricted Stock Units [Member] | ||||||
Denominator: [Abstract] | ||||||
Antidilutive securities excluded from computation of loss per share (shares) | shares | 5,861 | 6,302 | ||||
Stock options [Member] | ||||||
Stock-Based Compensation [Abstract] | ||||||
Award vesting period | 36 months | |||||
Customer Concentration Risk [Member] | Accounts Receivable [Member] | ||||||
Concentration of Credit Risk [Abstract] | ||||||
Number of customers exceeding 10% of accounts receivable | customer | 0 | 0 | 0 | |||
Year One [Member] | Stock options [Member] | ||||||
Stock-Based Compensation [Abstract] | ||||||
Option vesting percentage (percent) | 25.00% | |||||
Award vesting period | 1 year | |||||
Year One [Member] | Restricted Stock Units (RSUs) [Member] | ||||||
Stock-Based Compensation [Abstract] | ||||||
Option vesting percentage (percent) | 25.00% | |||||
Award vesting period | 1 year | |||||
Year Two [Member] | Restricted Stock Units (RSUs) [Member] | ||||||
Stock-Based Compensation [Abstract] | ||||||
Option vesting percentage (percent) | 25.00% | |||||
Year Three [Member] | Restricted Stock Units (RSUs) [Member] | ||||||
Stock-Based Compensation [Abstract] | ||||||
Option vesting percentage (percent) | 25.00% | |||||
Year Four [Member] | Restricted Stock Units (RSUs) [Member] | ||||||
Stock-Based Compensation [Abstract] | ||||||
Option vesting percentage (percent) | 25.00% | |||||
Cost of revenues [Member] | ||||||
Property and Equipment [Abstract] | ||||||
Research and development | $ 200 | $ 400 | $ 500 | $ 800 | ||
[1] | Includes stock-based compensation as follows for the three and six months ended June 30, 2015 and 2014, respectively, Cost of Revenues of $238, $416, $147, and $273, respectively; Sales and Marketing of $344, $636, $187 and $354, respectively; Research and Development of $217, $379, $122, and $229, respectively; General and Administrative of $840, $1,530, $612 and $1,130, respectively; Total stock-based compensation of $1,639, $2,961, $1,068 and $1,986, respectively. |
Fair Value Measurements (Detail
Fair Value Measurements (Details) - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 |
Fair Value, Measurements, Recurring [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash Equivalents | $ 19,321 | |
Investments | $ 49,150 | 20,956 |
Fair Value, Measurements, Recurring [Member] | Quoted Prices in Active Markets for Identical Assets (Level 1) [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash Equivalents | 17,865 | |
Investments | 0 | 0 |
Fair Value, Measurements, Recurring [Member] | Significant Other Observable Inputs (Level 2) [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash Equivalents | 1,456 | |
Investments | 49,150 | 20,956 |
Fair Value, Measurements, Recurring [Member] | Significant Unobservable Inputs (Level 3) [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash Equivalents | 0 | |
Investments | 0 | 0 |
US treasuries and agency bonds [Member] | Fair Value, Measurements, Recurring [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Investments | 15,048 | 7,502 |
US treasuries and agency bonds [Member] | Fair Value, Measurements, Recurring [Member] | Quoted Prices in Active Markets for Identical Assets (Level 1) [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Investments | 0 | 0 |
US treasuries and agency bonds [Member] | Fair Value, Measurements, Recurring [Member] | Significant Other Observable Inputs (Level 2) [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Investments | 15,048 | 7,502 |
US treasuries and agency bonds [Member] | Fair Value, Measurements, Recurring [Member] | Significant Unobservable Inputs (Level 3) [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Investments | 0 | 0 |
Corporate bonds and commercial paper [Member] | Fair Value, Measurements, Recurring [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Investments | 20,153 | 6,192 |
Corporate bonds and commercial paper [Member] | Fair Value, Measurements, Recurring [Member] | Quoted Prices in Active Markets for Identical Assets (Level 1) [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Investments | 0 | 0 |
Corporate bonds and commercial paper [Member] | Fair Value, Measurements, Recurring [Member] | Significant Other Observable Inputs (Level 2) [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Investments | 20,153 | 6,192 |
Corporate bonds and commercial paper [Member] | Fair Value, Measurements, Recurring [Member] | Significant Unobservable Inputs (Level 3) [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Investments | 0 | 0 |
Certificates of deposits [Member] | Fair Value, Measurements, Recurring [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Investments | 13,949 | 7,262 |
Certificates of deposits [Member] | Fair Value, Measurements, Recurring [Member] | Quoted Prices in Active Markets for Identical Assets (Level 1) [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Investments | 0 | 0 |
Certificates of deposits [Member] | Fair Value, Measurements, Recurring [Member] | Significant Other Observable Inputs (Level 2) [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Investments | 13,949 | 7,262 |
Certificates of deposits [Member] | Fair Value, Measurements, Recurring [Member] | Significant Unobservable Inputs (Level 3) [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Investments | 0 | 0 |
Money market funds [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash Equivalents | 21,194 | 17,865 |
Money market funds [Member] | Fair Value, Measurements, Recurring [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash Equivalents | 21,194 | 17,865 |
Money market funds [Member] | Fair Value, Measurements, Recurring [Member] | Quoted Prices in Active Markets for Identical Assets (Level 1) [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash Equivalents | 21,194 | 17,865 |
Money market funds [Member] | Fair Value, Measurements, Recurring [Member] | Significant Other Observable Inputs (Level 2) [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash Equivalents | 0 | 0 |
Money market funds [Member] | Fair Value, Measurements, Recurring [Member] | Significant Unobservable Inputs (Level 3) [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash Equivalents | $ 0 | 0 |
Certificates of deposits [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash Equivalents | 1,456 | |
Certificates of deposits [Member] | Fair Value, Measurements, Recurring [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash Equivalents | 1,456 | |
Certificates of deposits [Member] | Fair Value, Measurements, Recurring [Member] | Quoted Prices in Active Markets for Identical Assets (Level 1) [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash Equivalents | 0 | |
Certificates of deposits [Member] | Fair Value, Measurements, Recurring [Member] | Significant Other Observable Inputs (Level 2) [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash Equivalents | 1,456 | |
Certificates of deposits [Member] | Fair Value, Measurements, Recurring [Member] | Significant Unobservable Inputs (Level 3) [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash Equivalents | $ 0 |
Cash, Cash Equivalents and In27
Cash, Cash Equivalents and Investments (Details) - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 | Jun. 30, 2014 | Dec. 31, 2013 |
Schedule of Available-for-sale Securities [Line Items] | ||||
Cash and Cash Equivalents, Amortized Cost | $ 69,369 | $ 67,979 | $ 94,906 | $ 18,675 |
Investments, Amortized Cost | 49,200 | 20,970 | ||
Investments, Unrealized Gains | 0 | 0 | ||
Investments, Unrealized Losses | (50) | (14) | ||
Investments, Fair Value | 49,150 | 20,956 | ||
Cash [Member] | ||||
Schedule of Available-for-sale Securities [Line Items] | ||||
Cash and Cash Equivalents, Amortized Cost | 48,200 | 48,700 | ||
Money market funds [Member] | ||||
Schedule of Available-for-sale Securities [Line Items] | ||||
Cash and Cash Equivalents, Amortized Cost | 21,194 | 17,865 | ||
Cash and Cash Equivalents, Fair Value | 21,194 | 17,865 | ||
Certificates of Deposit [Member] | ||||
Schedule of Available-for-sale Securities [Line Items] | ||||
Cash and Cash Equivalents, Amortized Cost | 1,456 | |||
Cash and Cash Equivalents, Fair Value | 1,456 | |||
Cash Equivalents [Member] | ||||
Schedule of Available-for-sale Securities [Line Items] | ||||
Cash and Cash Equivalents, Amortized Cost | 19,321 | |||
Cash and Cash Equivalents, Fair Value | 19,321 | |||
US government agency bonds [Member] | ||||
Schedule of Available-for-sale Securities [Line Items] | ||||
Investments, Amortized Cost | 15,058 | 7,508 | ||
Investments, Unrealized Gains | 0 | 0 | ||
Investments, Unrealized Losses | (10) | (6) | ||
Investments, Fair Value | 15,048 | 7,502 | ||
Corporate bonds and commercial paper [Member] | ||||
Schedule of Available-for-sale Securities [Line Items] | ||||
Investments, Amortized Cost | 20,193 | 6,200 | ||
Investments, Unrealized Gains | 0 | 0 | ||
Investments, Unrealized Losses | (40) | (8) | ||
Investments, Fair Value | 20,153 | 6,192 | ||
Certificates of Deposit [Member] | ||||
Schedule of Available-for-sale Securities [Line Items] | ||||
Investments, Amortized Cost | 13,949 | 7,262 | ||
Investments, Unrealized Gains | 0 | 0 | ||
Investments, Unrealized Losses | 0 | 0 | ||
Investments, Fair Value | $ 13,949 | $ 7,262 |
Cash, Cash Equivalents and In28
Cash, Cash Equivalents and Investments - Contractual Maturities (Details) - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 |
Cash and Cash Equivalents [Abstract] | ||
Due within one year or less | $ 16,961 | $ 9,095 |
Due after one year through five years | 32,189 | 11,861 |
Total | $ 49,150 | $ 20,956 |
Cash, Cash Equivalents and In29
Cash, Cash Equivalents and Investments - Securities in Continuous Loss Position (Details) - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 |
Schedule of Available-for-sale Securities [Line Items] | ||
Fair Value | $ 35,251 | $ 13,708 |
Gross Unrealized Loss | (50) | (14) |
US government agency bonds [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Fair Value | 15,058 | 7,508 |
Gross Unrealized Loss | (10) | (6) |
Corporate bonds and commercial paper [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Fair Value | 20,193 | 6,200 |
Gross Unrealized Loss | $ (40) | $ (8) |
Debt (Details)
Debt (Details) - 2013 Secured Credit Facility [Member] - Wells Fargo [Member] | Aug. 11, 2014USD ($) | Apr. 30, 2014 | Oct. 31, 2016USD ($) | Jun. 30, 2015USD ($) | Apr. 30, 2013USD ($)annual_installment |
Line of Credit [Member] | |||||
Line of Credit Facility [Line Items] | |||||
Line of credit facility, maximum borrowing capacity | $ 25,000,000 | ||||
Line of credit facility, increase to borrowing capacity | $ 25,000,000 | ||||
Line of credit facility, maximum borrowing capacity as a percentage of the Company's trailing twelve-month recurring revenues | 75.00% | ||||
Line of credit facility, initial closing fee, number of annual installments | annual_installment | 3 | ||||
Line of credit facility, initial closing fee, repayment period | 3 years | ||||
Borrowings under line of credit | $ 0 | ||||
Available balance on line of credit facility | $ 21,900,000 | ||||
Fixed interest rate | 3.1865% | ||||
Line of Credit [Member] | U.S. Federal Funds Rate [Member] | |||||
Line of Credit Facility [Line Items] | |||||
Basis spread on variable interest rate | 1.00% | ||||
Line of Credit [Member] | One Month LIBOR [Member] | |||||
Line of Credit Facility [Line Items] | |||||
Basis spread on variable interest rate | 1.00% | ||||
Letter of Credit [Member] | |||||
Line of Credit Facility [Line Items] | |||||
Secured letters of credit amount | $ 3,000,000 | ||||
Scenario, Forecast [Member] | Line of Credit [Member] | |||||
Line of Credit Facility [Line Items] | |||||
Line of credit facility, maximum borrowing capacity | $ 25,000,000 |
Commitments and Contingencies -
Commitments and Contingencies - Narrative (Details) ft² in Thousands, $ in Thousands | Oct. 01, 2015USD ($)ft² | Jun. 30, 2015USD ($) | Jun. 30, 2014USD ($) | Jun. 30, 2015USD ($) | Jun. 30, 2014USD ($) | Jan. 01, 2017ft² | Jul. 01, 2016ft² | May. 01, 2016ft² | May. 01, 2015ft² |
Other Commitments [Line Items] | |||||||||
Monthly rent expense under operating lease | $ 300 | $ 300 | $ 600 | $ 500 | |||||
Square footage of lease | ft² | 70 | ||||||||
Scenario, Forecast [Member] | |||||||||
Other Commitments [Line Items] | |||||||||
Square footage of lease | ft² | 55 | 25 | 15 | 34 | |||||
Lease renewal term | 10 years | ||||||||
Monthly rent | $ 98 | ||||||||
Maximum [Member] | Scenario, Forecast [Member] | |||||||||
Other Commitments [Line Items] | |||||||||
Monthly rent | $ 311 |
Commitments and Contingencies32
Commitments and Contingencies - Future Minimum Payments (Details) - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 |
Capital Leases | ||
2015 (from July 1 to December 31) | $ 188 | |
2,016 | 161 | |
2,017 | 0 | |
2,018 | 0 | |
2,019 | 0 | |
Thereafter | 0 | |
Total minimum lease payments | 349 | |
Less: imputed interest | (4) | |
Less: current portion | (344) | $ (408) |
Capital lease obligations, net of current portion | 1 | $ 167 |
Operating Leases | ||
2015 (from July 1 to December 31) | 1,388 | |
2,016 | 3,654 | |
2,017 | 4,659 | |
2,018 | 4,750 | |
2,019 | 4,850 | |
Thereafter | 30,796 | |
Total minimum lease payments | $ 50,097 |
Commitments and Contingencies33
Commitments and Contingencies - Contractual Commitments (Details) $ in Thousands | Jun. 30, 2015USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
2015 (from July 1 to December 31) | $ 5,205 |
2,016 | 6,867 |
2,017 | 5,917 |
2,018 | 5,672 |
2,019 | 4,692 |
Thereafter | 4,092 |
Contractual Obligation | $ 32,445 |
Stockholders' Equity (Details)
Stockholders' Equity (Details) - USD ($) $ / shares in Units, $ in Thousands | Mar. 04, 2015 | Apr. 02, 2014 | Mar. 25, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | Mar. 24, 2014 |
Class of Stock [Line Items] | ||||||
Proceeds from the initial public offering of common stock, net of issuance costs | $ 72,600 | $ 32,333 | $ 86,461 | |||
Convertible stock, shares issued upon conversion | 1 | |||||
Series A Preferred Stock [Member] | ||||||
Conversion of Common and Preferred Stock [Abstract] | ||||||
Conversion of stock, shares converted | 7,908,000 | |||||
Series B Preferred Stock [Member] | ||||||
Conversion of Common and Preferred Stock [Abstract] | ||||||
Conversion of stock, shares converted | 1,818,000 | |||||
Series C Preferred Stock [Member] | ||||||
Conversion of Common and Preferred Stock [Abstract] | ||||||
Conversion of stock, shares converted | 2,605,000 | |||||
Common Stock [Member] | ||||||
Class of Stock [Line Items] | ||||||
Share issued in public offering (shares) | 5,122,000 | 1,164,000 | 7,761,000 | |||
Share price (per share) | $ 19.75 | $ 13 | ||||
Shares sold by selling shareholders (shares) | 4,133,000 | 1,511,000 | ||||
Proceeds from the initial public offering of common stock, net of issuance costs | $ 13,700 | |||||
Proceeds from follow-on offering, net of issuance costs | $ 32,300 | |||||
Conversion of Common and Preferred Stock [Abstract] | ||||||
Conversion of stock, shares converted | 3,829,000 | |||||
Undesignated common stock, subsequent to conversion | 17,412,000 | |||||
Junior Preferred Stock [Member] | ||||||
Conversion of Common and Preferred Stock [Abstract] | ||||||
Conversion of stock, shares converted | 1,251,000 | |||||
Over-Allotment Option [Member] | Common Stock [Member] | ||||||
Class of Stock [Line Items] | ||||||
Share issued in public offering (shares) | 768,000 | |||||
Share price (per share) | $ 19.75 |
Stock-Based Compensation (Detai
Stock-Based Compensation (Details) - USD ($) $ in Millions | Jan. 01, 2015 | Mar. 31, 2014 | Feb. 28, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Granted | 410,000 | ||||||
Aggregate intrinsic value of options exercised in period (less than $0.1 million for the three months ended September 30, 2013) | $ 2.5 | $ 0.2 | $ 15.8 | $ 7.7 | |||
Total fair market value of stock options vested during the period | 0.6 | $ 0.4 | 1.7 | $ 0.8 | |||
Unrecognized stock-based compensation expense, related to stock options | $ 13.6 | $ 13.6 | |||||
2014 Stock Plan [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Initial reserve of shares under the plan | 1,850,000 | ||||||
Additional shares authorized under the plan, percentage increase | 4.50% | ||||||
Shares reserved for future issuance | 1,957,000 | ||||||
Automatic annual increase in shares | 1,561,000 | ||||||
Shares transferred from the previous plan that expired or terminated | 102,000 | 15,000 | |||||
Shares available for future issuance under the plan | 3,620,000 | 2,390,000 | 2,390,000 | ||||
Granted | 988,000 | ||||||
2007 Stock Plan [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Shares transferred to new plan | 107,000 | ||||||
Shares reserved for future issuance | 9,120,000 | 9,120,000 | |||||
Shares available for future issuance under the plan | 0 | 0 | |||||
Additional shares authorized under the plan | 1,400,000 | ||||||
Stock options [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Unrecognized stock-based compensation, related to stock options, period for recognition | 2 years 9 months | ||||||
Restricted Stock [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Granted | 229,000 | ||||||
Unrecognized stock-based compensation, related to stock options, period for recognition | 3 years 8 months | ||||||
Restricted Stock [Member] | 2014 Stock Plan [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Granted | 257,000 |
Stock-Based Compensation - Assu
Stock-Based Compensation - Assumptions Used in Estimating Fair Value of Options Granted (Details) - $ / shares | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Risk-free interest rate | 1.50% | 1.60% | 1.50% | |
Risk-free interest rate, minimum | 1.20% | |||
Risk-free interest rate, maximum | 1.90% | |||
Expected life (in years) | 4 years 3 months | 4 years 9 months 18 days | ||
Expected volatility | 46.10% | 46.80% | ||
Expected volatility, minimum | 46.10% | 45.10% | ||
Expected volatility, maximum | 46.90% | 46.80% | ||
Dividend yield | 0.00% | 0.00% | 0.00% | 0.00% |
Weighted-average grant date fair value per share (dollars per share) | $ 9.62 | $ 6.40 | $ 8.37 | $ 5.42 |
Minimum [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Expected life (in years) | 4 years 3 months 18 days | 3 years 9 months 18 days | ||
Maximum [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Expected life (in years) | 4 years 9 months 18 days | 6 years 7 months 6 days |
Stock-Based Compensation - Stoc
Stock-Based Compensation - Stock Option Activity (Details) - 6 months ended Jun. 30, 2015 - $ / shares shares in Thousands | Total |
Stock Option Activity (shares) | |
Balance as of January 1, 2015 | 6,111 |
Granted | 410 |
Exercised | (857) |
Forfeited | (58) |
Balance as of June 30, 2015 | 5,606 |
Stock Option Activity (Weighted Average Exercise Price) | |
Balance as of January 1, 2015 (in dollars per share) | $ 5.90 |
Granted (in dollars per share) | 20.64 |
Exercised (in dollars per share) | 2.01 |
Forfeited (in dollars per share) | 8.49 |
Balance as of June 30, 2015 (in dollars per share) | $ 7.55 |
Stock-Based Compensation - St38
Stock-Based Compensation - Stock Options by Range of Exercise Prices (Details) - Jun. 30, 2015 - $ / shares shares in Thousands | Total |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |
Options outstanding (shares) | 5,606 |
Options outstanding (weighted average exercise price per share) | $ 7.55 |
Options outstanding (weighted average remaining contractual life in years) | 5 years 3 months 18 days |
Options exercisable (shares) | 2,419 |
Options exercisable (weighted average exercise price per share) | $ 3.33 |
Options exercisable (weighted average remaining contractual life in years) | 4 years 9 months 18 days |
$0.29 - $0.84 [Member] | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |
Exercise price range, lower range limit | $ 0.29 |
Exercise price range, upper range limit | $ 0.84 |
Options outstanding (shares) | 884 |
Options outstanding (weighted average exercise price per share) | $ 0.47 |
Options outstanding (weighted average remaining contractual life in years) | 3 years 3 months 18 days |
Options exercisable (shares) | 884 |
Options exercisable (weighted average exercise price per share) | $ 0.47 |
Options exercisable (weighted average remaining contractual life in years) | 3 years 3 months 18 days |
$1.74 - $3.10 [Member] | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |
Exercise price range, lower range limit | $ 1.74 |
Exercise price range, upper range limit | $ 3.10 |
Options outstanding (shares) | 909 |
Options outstanding (weighted average exercise price per share) | $ 2.86 |
Options outstanding (weighted average remaining contractual life in years) | 6 years |
Options exercisable (shares) | 804 |
Options exercisable (weighted average exercise price per share) | $ 2.83 |
Options exercisable (weighted average remaining contractual life in years) | 6 years |
$4.00 - $7.82 [Member] | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |
Exercise price range, lower range limit | $ 4 |
Exercise price range, upper range limit | $ 7.82 |
Options outstanding (shares) | 1,156 |
Options outstanding (weighted average exercise price per share) | $ 6.98 |
Options outstanding (weighted average remaining contractual life in years) | 5 years 1 month 6 days |
Options exercisable (shares) | 588 |
Options exercisable (weighted average exercise price per share) | $ 6.69 |
Options exercisable (weighted average remaining contractual life in years) | 5 years 1 month 6 days |
$8.35 [Member] | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |
Exercise price range, lower range limit | $ 8.35 |
Exercise price range, upper range limit | |
Options outstanding (shares) | 1,682 |
Options outstanding (weighted average exercise price per share) | $ 8.35 |
Options outstanding (weighted average remaining contractual life in years) | 5 years 7 months 6 days |
Options exercisable (shares) | 98 |
Options exercisable (weighted average exercise price per share) | $ 8.35 |
Options exercisable (weighted average remaining contractual life in years) | 5 years 7 months 6 days |
$13.00 - $24.89 [Member] | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |
Exercise price range, lower range limit | $ 13 |
Exercise price range, upper range limit | $ 24.89 |
Options outstanding (shares) | 975 |
Options outstanding (weighted average exercise price per share) | $ 17.61 |
Options outstanding (weighted average remaining contractual life in years) | 6 years 4 months 24 days |
Options exercisable (shares) | 45 |
Options exercisable (weighted average exercise price per share) | $ 13.69 |
Options exercisable (weighted average remaining contractual life in years) | 5 years 9 months 18 days |
Stock-Based Compensation - Rest
Stock-Based Compensation - Restricted Stock Activity (Details) - Jun. 30, 2015 - Restricted Stock [Member] - USD ($) $ / shares in Units, shares in Thousands, $ in Millions | Total |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Award vesting period | 4 years |
Restricted Stock Unit Activity (shares) | |
Nonvested as of January 1, 2015 | 28 |
Granted | 229 |
Vested | 0 |
Forfeited | (2) |
Nonvested as of June 30, 2015 | 255 |
Restricted Stock Unit Activity, Weighted Average Grant Date Fair Value (dollars per share) | |
Nonvested as of January 1, 2015 (in dollars per share) | $ 19.44 |
Granted (in dollars per share) | 21.04 |
Vested (in dollars per share) | 0 |
Forfeited (in dollars per share) | 23.14 |
Nonvested as of June 30, 2015 (in dollars per share) | $ 20.84 |
Compensation not yet recognized | $ 4.8 |
Compensation not yet recognized, period for recognition | 3 years 8 months |
Income Taxes (Details)
Income Taxes (Details) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Income Tax Disclosure [Abstract] | ||||
Effective tax rate, percent | 0.20% | 0.30% | 0.50% | 0.30% |
Unrecognized tax benefits | $ 0 | $ 0 |
Subsequent Events (Details)
Subsequent Events (Details) - Jul. 31, 2015 - Subsidiaries [Member] - Centrix Solutions, Inc. [Member] - Subsequent Event [Member] - USD ($) | Total |
Subsequent Event [Line Items] | |
Consideration transferred | $ 20,000,000 |
Contingent consideration | $ 9,000,000 |