Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Mar. 31, 2018 | Apr. 30, 2018 | |
Document And Entity Information [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 | Large Accelerated Filer | |
Entity Common Stock Shares Outstanding | 42,464,146 | |
Document Type | 10-Q | |
Document Period End Date | Mar. 31, 2018 | |
Amendment Flag | false | |
Document Fiscal Year Focus | 2,018 | |
Document Fiscal Period Focus | Q1 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 |
Current assets: | ||
Cash and cash equivalents | $ 255,411 | $ 57,961 |
Restricted cash | 2,315 | 2,315 |
Investments | 38,704 | 41,685 |
Accounts receivable, net | 16,897 | 13,203 |
Contract assets, current portion | 336 | 0 |
Prepaid expenses and other current assets | 4,699 | 3,115 |
Deferred solution and other costs, current portion | 8,392 | 9,246 |
Deferred implementation costs, current portion | 3,740 | 3,562 |
Total current assets | 330,494 | 131,087 |
Property and equipment, net | 36,592 | 34,544 |
Deferred solution and other costs, net of current portion | 16,333 | 12,973 |
Deferred implementation costs, net of current portion | 8,374 | 8,295 |
Intangible assets, net | 10,556 | 12,034 |
Goodwill | 12,876 | 12,876 |
Contract assets, net of current portion | 5,539 | 0 |
Other long-term assets | 1,090 | 1,006 |
Total assets | 421,854 | 212,815 |
Current liabilities: | ||
Accounts payable | 6,375 | 7,621 |
Accrued liabilities | 10,847 | 10,562 |
Accrued compensation | 6,229 | 11,511 |
Deferred revenues, current portion | 38,344 | 38,379 |
Total current liabilities | 61,795 | 68,073 |
Convertible notes, net of current portion | 175,170 | 0 |
Deferred revenues, net of current portion | 20,599 | 28,289 |
Deferred rent, net of current portion | 9,075 | 9,393 |
Other long-term liabilities | 360 | 438 |
Total liabilities | 266,999 | 106,193 |
Commitments and contingencies (Note 8) | ||
Stockholders' equity: | ||
Preferred stock: $0.0001 par value; 5,000 shares authorized; no shares issued or outstanding as of March 31, 2018 and December 31, 2017 | 0 | 0 |
Common stock: $0.0001 par value; 150,000 shares authorized; 42,404 issued and outstanding as of March 31, 2018 and 41,994 shares issued and 41,967 shares outstanding as of December 31, 2017 | 4 | 4 |
Treasury stock at cost: Zero shares at March 31, 2018 and 27 shares at December 31, 2017 | 0 | (855) |
Additional paid-in capital | 298,087 | 259,726 |
Accumulated other comprehensive loss | (163) | (139) |
Accumulated deficit | (143,073) | (152,114) |
Total stockholders' equity | 154,855 | 106,622 |
Total liabilities and stockholders' equity | $ 421,854 | $ 212,815 |
Condensed Consolidated Balance3
Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares | Mar. 31, 2018 | Dec. 31, 2017 |
Statement of Financial Position [Abstract] | ||
Preferred stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Preferred stock, shares authorized (in shares) | 5,000,000 | 5,000,000 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Preferred stock, shares outstanding (in shares) | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized (in shares) | 150,000,000 | 150,000,000 |
Common stock, shares issued (in shares) | 42,404,000 | 41,994,000 |
Common stock, shares outstanding (in shares) | 42,404,000 | 41,967,000 |
Treasury stock, shares (in shares) | 0 | 27,000 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Comprehensive Loss (unaudited) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | ||
Mar. 31, 2018 | Mar. 31, 2017 | ||
Income Statement [Abstract] | |||
Revenues | $ 54,808 | $ 44,534 | |
Cost of revenues | [1] | 26,977 | 22,772 |
Gross profit | 27,831 | 21,762 | |
Operating expenses: | |||
Sales and marketing | [1] | 10,966 | 9,878 |
Research and development | [1] | 11,157 | 9,651 |
General and administrative | [1] | 10,296 | 8,452 |
Acquisition related costs | 256 | 348 | |
Amortization of acquired intangibles | 368 | 371 | |
Total operating expenses | 33,043 | 28,700 | |
Loss from operations | (5,212) | (6,938) | |
Other income (expense): | |||
Interest and other income | 199 | 108 | |
Interest and other expense | (1,222) | (74) | |
Total other income (expense), net | (1,023) | 34 | |
Loss before income taxes | (6,235) | (6,904) | |
Benefit from (provision for) income taxes | 187 | (136) | |
Net loss | (6,048) | (7,040) | |
Other comprehensive loss: | |||
Unrealized loss on available-for-sale investments | (24) | (1) | |
Comprehensive loss | $ (6,072) | $ (7,041) | |
Net loss per common share, basic and diluted (usd per share) | $ (0.14) | $ (0.17) | |
Weighted average common shares outstanding: | |||
Basic and diluted (in shares) | 42,170 | 40,630 | |
[1] | Includes stock-based compensation expenses as follows: Three Months Ended March 31, 2018 2017Cost of revenues $1,015 $724Sales and marketing 1,226 631Research and development 1,356 945General and administrative 2,498 1,897Total stock-based compensation expenses $6,095 $4,197 |
Condensed Consolidated Stateme5
Condensed Consolidated Statements of Comprehensive Loss (unaudited) - (Parenthetical) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Stock-based compensation expenses | $ 6,095 | $ 4,197 |
Cost of revenues | ||
Stock-based compensation expenses | 1,015 | 724 |
Sales and marketing | ||
Stock-based compensation expenses | 1,226 | 631 |
Research and development | ||
Stock-based compensation expenses | 1,356 | 945 |
General and administrative | ||
Stock-based compensation expenses | $ 2,498 | $ 1,897 |
Condensed Consolidated Stateme6
Condensed Consolidated Statements of Cash Flows (unaudited) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||||
Mar. 31, 2018 | Mar. 31, 2017 | Dec. 31, 2017 | Mar. 31, 2018 | Dec. 31, 2017 | Mar. 31, 2017 | |
Cash flows from operating activities: | ||||||
Net loss | $ (6,048) | $ (7,040) | ||||
Adjustments to reconcile net loss to net cash used in operating activities: | ||||||
Amortization of deferred implementation, solution and other costs | 2,218 | 1,719 | ||||
Depreciation and amortization | 3,878 | 3,525 | ||||
Amortization of debt issuance costs | 123 | 24 | ||||
Amortization of premiums on investments | 56 | 69 | ||||
Amortization of debt discount | 1,099 | 0 | ||||
Stock-based compensation expenses | 6,095 | 4,197 | ||||
Deferred income taxes | 36 | 117 | ||||
Allowance for sales credits | 22 | (10) | ||||
Loss on disposal of long-lived assets | 0 | 4 | ||||
Changes in operating assets and liabilities: | ||||||
Accounts receivable, net | (3,717) | 3,802 | ||||
Prepaid expenses and other current assets | (1,727) | (2,805) | ||||
Deferred solution and other costs | (3,493) | (2,066) | ||||
Deferred implementation costs | (1,181) | (1,314) | ||||
Contract assets | (816) | 0 | ||||
Other long-term assets | (220) | (28) | ||||
Accounts payable | (1,054) | 1,293 | ||||
Accrued liabilities | (4,307) | (8,756) | ||||
Deferred revenues | 2,250 | (3,114) | ||||
Deferred rent and other long-term liabilities | (317) | (285) | ||||
Net cash used in operating activities | (7,103) | (10,668) | ||||
Cash flows from investing activities: | ||||||
Purchases of investments | 0 | (2,939) | ||||
Maturities of investments | 2,901 | 5,709 | ||||
Purchases of property and equipment | (5,396) | (5,361) | ||||
Business combinations and asset acquisitions, net of cash acquired | (150) | (1,316) | ||||
Capitalized software development costs | 0 | (532) | ||||
Net cash used in investing activities | (2,645) | (4,439) | ||||
Cash flows from financing activities: | ||||||
Proceeds from issuance of convertible notes, net of issuance costs | 223,675 | 0 | ||||
Purchase of convertible notes bond hedge | (41,699) | 0 | ||||
Proceeds from issuance of warrants | 22,379 | 0 | ||||
Proceeds from exercise of stock options to purchase common stock | 2,843 | 2,990 | ||||
Net cash provided by financing activities | 207,198 | 2,990 | ||||
Net increase (decrease) in cash, cash equivalents, and restricted cash | 197,450 | (12,117) | ||||
Cash, cash equivalents, and restricted cash, beginning of period | 60,276 | 56,188 | $ 56,188 | |||
Cash, cash equivalents, and restricted cash end of period | 257,726 | 44,071 | 60,276 | |||
Supplemental disclosures of cash flow information: | ||||||
Cash paid for interest | 0 | 43 | ||||
Supplemental disclosure of non-cash investing and financing activities: | ||||||
Shares acquired to settle the exercise of stock options | (62) | (39) | ||||
Reconciliation of cash, cash equivalents, and restricted cash as shown in the statement of cash flows: | ||||||
Cash and cash equivalents | $ 255,411 | $ 57,961 | $ 42,756 | |||
Restricted cash | 2,315 | 2,315 | 1,315 | |||
Total cash, cash equivalents, and restricted cash | $ 60,276 | $ 56,188 | $ 56,188 | $ 257,726 | $ 60,276 | $ 44,071 |
Organization and Description of
Organization and Description of Business | 3 Months Ended |
Mar. 31, 2018 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization and Description of Business | Organization and Description of Business Q2 Holdings, Inc. and its wholly-owned subsidiaries, collectively the "Company," is a leading provider of secure, cloud-based digital banking solutions. The Company enables regional and community financial institutions, or RCFIs, to deliver a robust suite of integrated digital banking services to more effectively engage with their consumer 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 was incorporated in Delaware in March 2005 and is a holding company that owns 100% of the outstanding capital stock of Q2 Software, Inc. The Company's headquarters are located in Austin, Texas. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 3 Months Ended |
Mar. 31, 2018 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies Basis of Presentation and Principles of Consolidation 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 Q2 Holdings, Inc. and its direct and indirect wholly-owned subsidiaries. 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, 2017 , which are included in the Company's Annual Report on Form 10-K, filed with the SEC on February 16, 2018. The results of operations for the three months ended March 31, 2018 are not necessarily indicative of the results to be expected for the year ending December 31, 2018 or for any other period. Effective January 1, 2018, the Company adopted the requirements of Accounting Standards Update ("ASU") No. 2014-09 "Revenue from Contracts with Customers (Topic 606)," or the new revenue standard, and ASU No. 2016-18 "Statement of Cash Flows (Topic 230): Restricted Cash." All amounts and disclosures set forth in this Form 10-Q have been updated to comply with the new standards. Reclassifications Certain amounts appearing in the prior year's Condensed Consolidated Statements of Cash Flows have been reclassified to conform to the current year's presentation. 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: for revenue recognition, determining the nature and timing of satisfaction of performance obligations, variable consideration, and other revenue items requiring significant judgment ; stock-based compensation; the carrying value of goodwill; the fair value of acquired intangibles; the capitalization of software development costs; the useful lives of property and equipment and long-lived intangible assets; 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 deposits held as collateral for the Company's secured letters of credit issued in place of the security deposit for the Company's corporate headquarters. Investments Investments consist primarily of U.S. government agency bonds, corporate bonds, commercial paper, certificates of deposit 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 months ended March 31, 2018 and 2017 . No individual customer accounted for 10% or more of accounts receivable, net, as of March 31, 2018 and December 31, 2017 . Contract Balances The timing of revenue recognition, billings and cash collections can result in billed accounts receivable, unbilled receivables (contract assets), and deferred revenues (contract liabilities). Billings scheduled to occur after the performance obligation has been satisfied and revenue recognition has occurred result in contract assets. Contract assets that are expected to be billed during the succeeding twelve-month period are recorded in contract assets, current portion, and the remaining portion is recorded in contract assets, net of current portion on the accompanying condensed consolidated balance sheet at March 31, 2018 . A contract liability results when the Company receives prepayments or deposits from customers in advance for implementation, maintenance and other services, as well as initial subscription fees. Customer prepayments are generally applied against invoices issued to customers when services are performed and billed. The Company recognizes contract liabilities as revenues when the services are performed, and the corresponding revenue recognition criteria are met. Contract liabilities that are expected to be recognized as revenues during the succeeding twelve-month period are recorded in deferred revenues, current portion, and the remaining portion is recorded in deferred revenue, net of current portion, on the accompanying condensed consolidated balance sheets at the end of each reporting period. Accounts Receivable Accounts receivable are stated at net realizable value, including both billed and unbilled receivables to customers. Unbilled receivable balances included in accounts receivable arise primarily when the Company provides services in advance of billing for those services. Generally, billing for revenues related to the number of registered users and the number of transactions processed by the Company's registered users that are included in the Company's minimum subscription fee occurs in the month the revenue is recognized, resulting in accounts receivable. Billing for revenues relating to the number of registered users and the number of transactions processed by the Company's registered users that are in excess of the Company's minimum subscription fees are, generally, billed in the month following the month the revenues were earned, resulting in an unbilled receivable. Included in the accounts receivable balances as of March 31, 2018 and December 31, 2017 were unbilled receivables of $5.6 million and $2.1 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. As of March 31, 2018 and December 31, 2017 , 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 March 31, 2018 and December 31, 2017 . 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. The net decrease in the deferred revenue balance for the three months ended March 31, 2018 is primarily driven by the recognition of $10.6 million of revenue that was included in the deferred revenue balance at December 31, 2017 and an $8.7 million decrease from the adoption of the new revenue standard and the related netting of contract assets and liabilities on a contract-by-contract basis, partially offset by cash payments received or due in advance of satisfying the Company's performance obligations of $11.6 million . Amounts recognized from deferred revenues represent primarily revenue from the sale of subscription and implementation services. The Company's payment terms vary by the type and location of its customer and the products or services offered, and the term between invoicing and when payment is due is not significant. For certain products or services and customer types, the Company requires payment before the products or services are delivered to the customer. On March 31, 2018 , the Company had $756.1 million of remaining performance obligations, which represents contracted revenue minimums that have not yet been recognized, including amounts that will be invoiced and recognized as revenue in future periods. The Company expects to recognize approximately 52% percent of its remaining performance obligations as revenue in the next 24 months, an additional 36% percent in the next 25 to 48 months, and the balance thereafter. Deferred Implementation Costs The Company capitalizes certain personnel and other costs, such as employee salaries, benefits and the associated payroll taxes that are direct or 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 expected period of customer benefit, which has been determined to be the estimated life of the technology, which the Company estimates to be five to seven years. The Company determined the period of benefit by considering factors such as historically high renewal rates with similar customers and contracts, initial contract length, an expectation that there will still be a demand for the product at the end of its term, and the significant costs to switch to a competitor's product, all of which are governed by the estimated useful life of the technology. 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 on the condensed consolidated balance sheet. The Company capitalized implementation costs in the amount of $1.6 million and $1.3 million during the three months ended March 31, 2018 and 2017 , respectively, and recognized $1.3 million and $1.0 million of amortization during the three months ended March 31, 2018 and 2017 , respectively. Amortization expense is included in cost of revenues in the accompanying condensed consolidated statements of operations. 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. Under the new revenue standard, the Company capitalizes commissions and bonuses for those involved in the sale, including direct employees and indirect supervisors, as these are incremental to the sale. The Company typically pays commissions in two increments. The initial payment is made after the contract has been executed and the initial deposit received from the customer, and the final payment is made upon commencement date. The Company requires that an individual remain employed to collect a commission when it is due. The service period between the first and second payment is considered to be a substantive service period, and as a result, the Company expenses the final payment when made. 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 expected period of customer benefit, which has been determined to be the estimated life of the technology. The Company determined the period of benefit by considering factors such as historically high renewal rates with similar customers and contracts, initial contract length, an expectation that there will still be a demand for the product at the end of its term, and the significant costs to switch to a competitor's product, all of which are governed by the estimated useful life of the technology. The Company analyzes solution and other costs that may be capitalized to assess their recoverability and only capitalizes costs that it anticipates being 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. The Company capitalized $1.6 million and $0.7 million in deferred commissions costs during the three months ended March 31, 2018 and 2017, respectively, and recognized $0.9 million and $0.8 million of amortization during the three months ended March 31, 2018 and 2017, respectively. Amortization expense is included in sales and marketing expenses in the accompanying condensed consolidated statements of operations. 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 Purchase Price Allocation, Intangible Assets, and Goodwill The purchase price allocation for business combinations and asset acquisitions requires extensive use of accounting estimates and judgments to allocate the purchase price to the identifiable tangible and intangible assets acquired and liabilities assumed based on their respective fair values. The Company early adopted ASU No. 2017-01, "Business Combinations (Topic 805): Clarifying the Definition of a Business" as of January 1, 2017. Under ASU 2017-01, the Company first determines whether substantially all of the fair value of the gross assets acquired is concentrated in a single identifiable asset or a group of similar identifiable assets. If this threshold is met, the single asset or group of assets, as applicable, is not a business. If it’s not met, the Company determines whether the single asset or group of assets, as applicable, meets the definition of a business. In connection with the Company's acquisitions of Centrix Solutions, Inc., or Centrix, in July 2015, Smarty Pig, LLC, doing business as Social Money, or Social Money, in November 2015, and an asset purchase in January 2017, the Company recorded certain intangible assets, including acquired technology, customer relationships, trademarks, non-compete agreements and assembled workforce. Amounts allocated to the acquired intangible assets are being amortized on a straight-line basis over the estimated useful lives. The Company periodically reviews the estimated useful lives and fair values of its identifiable intangible assets, taking into consideration any events or circumstances which might result in a diminished fair value or revised useful life. The excess purchase price over the fair value of assets acquired is recorded as goodwill. The Company tests goodwill for impairment annually in October, or whenever events or changes in circumstances indicate an impairment may have occurred. Because the Company operates in a single reporting unit, the impairment test is performed at the consolidated entity level by comparing the estimated fair value of the Company to the carrying value of the Company. The Company estimates the fair value of the reporting unit using a "step one" analysis using a fair-value-based approach based on the market capitalization or a discounted cash flow analysis of projected future results to determine if it is more likely than not that the fair value of a reporting unit is less than its carrying amount. Determining the fair value of goodwill is subjective in nature and often involves the use of estimates and assumptions including, without limitation, use of estimates of future prices and volumes for the Company's products, capital needs, economic trends and other factors which are inherently difficult to forecast. If actual results, or the plans and estimates used in future impairment analyses are lower than the original estimates used to assess the recoverability of these assets, the Company could incur impairment charges in a future period. Revenues Revenues are recognized when control of the promised goods or services is transferred to the Company's customers, in an amount that reflects the consideration the Company expects to be entitled to in exchange for those goods or services over the term of the agreement, generally when the Company's solutions are implemented and made available to the customers. The promised consideration may include fixed amounts, variable amounts or both. Revenues are recognized net of sales credits and allowances. 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 majority of its revenues from subscription fees for the use of its solutions hosted in the Company's data centers, transaction revenue from bill-pay solutions, as well as revenues for customer support and implementation services related to the Company's solutions. The Company recognizes the corresponding revenues over time on a ratable basis over the customer agreement term. The Company accounts for revenue in accordance with the new revenue standard, Revenue from Contracts with Customers, which was adopted on January 1, 2018, using the modified retrospective method. The following table disaggregates the Company's revenue by major source: Three Months Ended March 31, 2018 Subscription Transactional Services and Other Consolidated Total Revenues $ 38,203 $ 8,617 $ 7,988 $ 54,808 Subscription Revenues The Company's software solutions are available for use as hosted application arrangements under subscription fee agreements without licensing perpetual rights to the software. Subscription fees from these applications, including contractual periodic price increases, are recognized over time on a ratable basis over the customer agreement term beginning on the date the Company's 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 revenue recognition criteria have been met. Periodic price increases are estimated at contract inception and result in contract assets as revenue recognition may exceed the amount billed early in the contract. Additional fees for monthly usage above the levels included in the standard subscription fee are recognized as revenue in the month when the usage amounts are determined and reported. 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 entitle the customer to technical support, upgrades and updates to the software on a when-and-if-available basis. Under the new revenue standard, the Company recognizes software license revenue once the customer obtains control of the license, which generally occurs at the start of each license term. The Company recognizes the remaining arrangement consideration for maintenance revenue over time on a ratable basis over the term of the software license. If the expected length of time between when the Company transfers the software license to the customer and when the customer pays for it results in a significant financing component, the Company adjusts the promised amount of consideration for the effects of the time value of money, which reflects the price the customer would have paid when the license was transferred. Revenues from term licenses and maintenance agreements and the related financing component were not significant in the periods presented. Transactional Revenues The Company earns the majority of its transactional revenues based on the number of bill-pay transactions that registered users initiate on its solutions. The Company recognizes revenue for bill-pay transaction services in the month incurred based on actual transactions. Services and Other Revenues Implementation services are required for each new Q2 platform and Centrix standalone contract, and there is a significant level of integration and configuration for each customer. The Company's revenue for upfront implementation services are billed upfront and recognized over time on a ratable basis over the customer agreement term for its hosted application agreements. Upfront implementation services for on-premises agreements are recognized at commencement date. Professional services revenues, which primarily consist of training, advisory services, core conversion services, web design, and other general professional services, are generally billed and recognized when delivered. 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 $0.4 million for each of the three months ended March 31, 2018 and 2017 . The out-of-pocket expenses are reported in cost of revenues. Significant Judgments Performance Obligations and Standalone Selling Price A performance obligation is a promise in a contract to transfer a distinct good or service to the customer and is the unit of accounting in the new revenue standard. Determining whether products and services are considered distinct performance obligations that should be accounted for separately versus together may require significant judgment. The Company has contracts with customers that often include multiple performance obligations, usually including multiple subscription and implementation services. For these contracts, the Company accounts for individual performance obligations separately if they are distinct by allocating the contract's total transaction price to each performance obligation in an amount based on the relative standalone selling price, or SSP, of each distinct good or service in the contract. In determining whether implementation services are distinct from the subscription services, the Company considered various factors including the significant level of integration, interdependency, and interrelation between the implementation and subscription service, as well as the inability of the customer's personnel or other service providers to perform significant portions of the services. The Company has concluded that the implementation services included in contacts with multiple performance obligations are not distinct, and as a result, the Company defers any arrangement fees for implementation services and recognizes such amounts over time on a ratable basis as one performance obligation with the underlying subscription revenue for the initial agreement term of the hosted application agreements. The majority of our revenue recognized at any particular point in time is for professional services and usage revenue. These services are performed within a relatively short period of time and are recognized at the point in time in which the customer obtains control of the asset, which is generally upon completion of the service. Judgment is required to determine the SSP for each distinct performance obligation. A contract's transaction price is allocated to each distinct performance obligation and recognized as revenue when, or as, the performance obligation is satisfied. The primary method used to estimate SSP is the adjusted market assessment approach, which considers its overall pricing objectives, market conditions and other factors, including the value of the Company's contracts, its discounting practices, the size and volume of its transactions, customer characteristics, price lists, go-to-market strategy, historical standalone sales and agreement prices, and the number and types of users within its contracts. Variable Consideration The Company recognizes usage revenue related to users accessing its products in excess of contracted amounts and bill-pay transactions that registered users initiate on its solutions. Judgment is required to determine the accounting for these types of revenue. The Company considers various factors including the degree to which usage is interdependent or interrelated to past services, costs per user over the contract to the Company, and contractual price per user changes and their relationship to market terms, forecasted data, and the Company's cost to fulfill the obligation. The Company has concluded that both types of usage revenue meet the variable consideration exception and recognizes each on a monthly or quarterly basis, as defined per agreement, as determined and reported. This allocation reflects the amount the Company expects to receive for the services for the given period. The Company sometimes provides credits or incentives to its customers. Known and estimable credits and incentives represent a form of variable consideration, which are estimated at contract inception and reduce the revenues recognized for a particular contract. These estimates are updated at the end of each reporting period as additional information becomes available. The Company believes that there will not be significant changes to its estimates of variable consideration. Other Considerations The Company evaluates whether it is the principal (i.e., report revenues on a gross basis) or agent (i.e., report revenues on a net basis) for vendor reseller agreements. Generally, the Company reports revenues from these types of contracts on a gross basis, meaning the amounts billed to customers are recorded as revenues, and expenses incurred are recorded as cost of revenues. Where the Company is the principal, it first obtains control of the inputs to the specific good or service and directs their use to create the combined output. The Company's control is evidenced by its involvement in the integration of the good or service on its platform before it is transferred to its customers, and is further supported by the Company being primarily responsible to its customers and having a level of discretion in establishing pricing. Revenues provided from agreements in which the Company is an agent are immaterial. 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 costs related to research and development personnel who perform implementation and customer support services. 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 and the amortization of acquired technology from the Company's recent acquisitions, with the costs amortized to cost of revenues over the useful lives of the purchased assets. The Company capitalizes certain personnel costs that are direct or incremental 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 expected period of customer benefit, which has been determined to be the estimated life of the technology. 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 and bonuses attributed to programmers, software engineers and quality control teams working on the Company's software solutions. The costs related to software development that are incurred between reaching technological feasibility of a solution and the point at which the solution is ready for general release are capitalized and are included in intangible assets, net on the condensed consolidated balance sheet. Capitalized software development costs are computed on an individual product basis, and products available for market are amortized to cost of revenues over the products' estimated economic lives. The Company recognized $0.2 million and $0.1 million of amortization of capitalized software development costs for the three months ended March 31, 2018 and 2017, respectively, as all of the related individual products reached general release in 2017. The Company capitalized no software development costs in the three months ended March 31, 2018 and capitalized $0.5 million of software development costs during the three months ended March 31, 2017 . Research and Development Costs Research and development costs include salaries and other personnel-related costs, including employee benefits, bonuses and |
Business Combinations and Asset
Business Combinations and Asset Acquisitions | 3 Months Ended |
Mar. 31, 2018 | |
Business Combinations [Abstract] | |
Business Combinations and Asset Acquisitions | Business Combinations and Asset Acquisitions In January 2017, the Company acquired the outstanding shares of a privately-owned company. In accordance with ASU 2017-01, the Company determined the set of assets acquired was not a business as substantially all of the fair value of the gross assets acquired was concentrated in a single identifiable asset, and the transaction was accounted for as an asset purchase. The Company acquired the assets for $1.5 million in cash from existing balances which included a hold-back of $0.2 million , which was paid in the first quarter of 2018. Consideration was allocated on a relative fair value basis and resulted in $1.5 million in intangible assets including acquired technology and assembled workforce. Intangible assets are amortized on a straight-line basis over their estimated useful lives of three years. The acquired intangible assets are not amortizable for income tax purposes, which will result in an increase to deferred tax liabilities and a decrease of valuation allowance of $0.3 million . During 2015, the Company acquired all of the outstanding shares of Centrix, a privately-owned company that provides financial institutions with products that detect fraud, manage risk and simplify compliance and acquired all of the outstanding ownership interests of Social Money, a privately-owned financial services software company that offers a modern, cloud-based platform that assists financial institutions in their direct digital strategies. During 2017, the Company paid out $7.2 million to the former Centrix shareholders based upon the achievement of certain milestone-based objectives and continued employment and $0.2 million in retention bonuses to certain of the Social Money employees based upon their continued employment with the Company. During 2017, the Company also released the entire $2.5 million hold-back to the former owners of Social Money upon the expiration of the hold-back period. The Company continues to accrue for payouts contingent upon future employment of acquired employees. The Company has recognized $0.3 million under these agreements in compensation expense included in acquisition related costs in the condensed consolidated statement of comprehensive loss for each of the three months ended March 31, 2018 and 2017 . The unpaid amounts due to the former shareholders or continuing employees, as applicable, are recorded in accrued compensation in the condensed consolidated balance sheets as of March 31, 2018 . |
Fair Value Measurements
Fair Value Measurements | 3 Months Ended |
Mar. 31, 2018 | |
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. 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 March 31, 2018 : Fair Value Measurements Using: Cash Equivalents: Fair Value Quoted Prices in Active Markets for Identical Assets Significant Other Observable Inputs Significant Unobservable Inputs Money market funds $ 12,393 $ 12,393 $ — $ — Investments: Fair Value Quoted Prices in Active Markets for Identical Assets Significant Other Observable Inputs Significant Unobservable Inputs U.S. government agency bonds $ 15,189 $ — $ 15,189 $ — Corporate bonds and commercial paper 15,750 — 15,750 — Certificates of deposit 7,765 — 7,765 — $ 38,704 $ — $ 38,704 $ — 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, 2017 : Fair Value Measurements Using: Cash Equivalents: Fair Value Quoted Prices in Active Markets for Identical Assets Significant Other Observable Inputs Significant Unobservable Inputs Money market funds $ 9,279 $ 9,279 $ — $ — Investments: Fair Value Quoted Prices in Active Markets for Identical Assets Significant Other Observable Inputs Significant Unobservable Inputs U.S. government agency bonds $ 16,194 $ — $ 16,194 $ — Corporate bonds and commercial paper 15,815 — 15,815 — Certificates of deposit 9,676 — 9,676 — $ 41,685 $ — $ 41,685 $ — 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 | 3 Months Ended |
Mar. 31, 2018 | |
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 March 31, 2018 and December 31, 2017 consisted primarily of cash, U.S. government agency bonds, corporate bonds, commercial paper, certificates of deposit 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 March 31, 2018 and December 31, 2017 , the Company's cash was $243.0 million and $48.7 million , respectively. A summary of the Company's cash equivalents and investments as of March 31, 2018 is as follows: Cash Equivalents: Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Fair Value Money market funds $ 12,393 $ — $ — $ 12,393 Investments: Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Fair Value U.S. government agency bonds $ 15,278 $ — $ (89 ) $ 15,189 Corporate bonds and commercial paper 15,824 — (74 ) 15,750 Certificates of deposit 7,765 — — 7,765 $ 38,867 $ — $ (163 ) $ 38,704 A summary of the Company's cash equivalents and investments as of December 31, 2017 is as follows: Cash Equivalents: Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Fair Value Money market funds $ 9,279 $ — $ — $ 9,279 Investments: Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Fair Value U.S. government agency bonds $ 16,277 $ — $ (83 ) $ 16,194 Corporate bonds and commercial paper 15,871 — (56 ) 15,815 Certificates of deposit 9,676 — — 9,676 $ 41,824 $ — $ (139 ) $ 41,685 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: March 31, 2018 December 31, 2017 Due within one year or less $ 31,083 $ 27,324 Due after one year through five years 7,621 14,361 $ 38,704 $ 41,685 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 in 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 March 31, 2018 . The following table shows the fair values and the gross unrealized losses of these available-for-sale investments aggregated by investment category as of March 31, 2018 : Adjusted Cost Gross Unrealized Loss Fair Value U.S. government agency bonds $ 15,278 $ (89 ) $ 15,189 Corporate bonds and commercial paper 15,824 (74 ) 15,750 $ 31,102 $ (163 ) $ 30,939 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, 2017 : Adjusted Cost Gross Unrealized Loss Fair Value U.S. government agency bonds $ 16,277 $ (83 ) $ 16,194 Corporate bonds and commercial paper 15,871 (56 ) 15,815 $ 32,148 $ (139 ) $ 32,009 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets | 3 Months Ended |
Mar. 31, 2018 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets | Goodwill and Intangible Assets The carrying amount of goodwill was $12.9 million at March 31, 2018 and December 31, 2017 . Goodwill represents the excess purchase price over the fair value of assets acquired. During 2015, the Company completed the acquisitions of Centrix and Social Money. The Company has one operating segment and one reporting unit. Goodwill is tested for impairment on an annual basis, and between annual tests if indicators of potential impairment exist, using a fair-value-based approach based on the market capitalization of the reporting unit. The annual impairment test was performed as of October 31, 2017. No impairment of goodwill has been recorded to date. Goodwill is deductible for tax purposes in certain jurisdictions. Intangible assets at March 31, 2018 and December 31, 2017 were as follows: As of March 31, 2018 As of December 31, 2017 Gross Amount Accumulated Amortization Net Carrying Amount Gross Amount Accumulated Amortization Net Carrying Amount Customer relationships $ 3,130 $ (1,430 ) $ 1,700 $ 3,130 $ (1,294 ) $ 1,836 Non-compete agreements 884 (494 ) 390 884 (451 ) 433 Trademarks 2,140 (1,902 ) 238 2,140 (1,724 ) 416 Acquired technology 13,293 (8,375 ) 4,918 13,293 (7,464 ) 5,829 Assembled workforce 121 (48 ) 73 121 (38 ) 83 Capitalized software development costs 3,975 (738 ) 3,237 3,975 (538 ) 3,437 $ 23,543 $ (12,987 ) $ 10,556 $ 23,543 $ (11,509 ) $ 12,034 The Company recorded intangible assets from the business combinations in 2015 and an asset acquisition in 2017, discussed in Note 3, Business Combinations and Asset Acquisitions. Intangible assets are amortized on a straight-line basis over their estimated useful lives, which range from two to six years. Amortization expense included in cost of revenues in the condensed consolidated statement of comprehensive loss was $0.9 million for each of the three months ended March 31, 2018 and 2017. Amortization expense included in operating expenses in the condensed consolidated statement of comprehensive loss was $0.4 million for each of the three months ended March 31, 2018 and 2017. Capitalized software development costs were $4.0 million as of March 31, 2018 and December 31, 2017. During 2017, all of the products related to capitalized software development costs reached general release, and the Company has commenced amortization of these costs. The Company amortized $0.2 million and $0.1 million of capitalized software development costs for the three months ended March 31, 2018 and 2017, respectively. Capitalized software development costs are computed on an individual product basis and those products available for market are amortized to cost of revenues over the products' estimated economic lives, which are expected to be five years. |
Debt
Debt | 3 Months Ended |
Mar. 31, 2018 | |
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 several times, most recently on March 31, 2016. The Credit Facility, as amended, provided 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 would be limited to 75% of the Company's trailing twelve -month recurring revenues. Access to the total borrowings available under the Credit Facility was restricted based on covenants related to the Company's minimum liquidity and adjusted EBITDA. Amounts borrowed under the Credit Facility accrued 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 then 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 paid a monthly fee based on the total unused borrowings balance, an annual administrative fee and the initial closing fee, which was paid in three equal annual installments over the first three years of the Credit Facility. The Accordion Feature expired in October 2016, at which time maximum borrowings under the Facility were reduced to $25.0 million . In April 2017, the Credit Facility expired pursuant to its original terms. Upon the expiration of the Credit Facility, the Company paid off the outstanding balance, which was less than $0.1 million , and the secured letter of credit which had been issued against the facility for the security deposit for our corporate headquarters is now secured by a $1.0 million restricted deposit with Wells Fargo. Convertible Senior Notes The Company issued $230.0 million principal amount of convertible senior notes in February 2018. The interest rates for the Convertible Notes are fixed at 0.75% per annum with interest payable semi-annually on February 15 and August 15 of each year, commencing on August 15, 2018. The Convertible Notes mature on February 15, 2023, unless earlier converted or repurchased in accordance with their terms prior to such date. Each $1,000 of principal of the Convertible Notes will initially be convertible into 17.4292 shares of the Company's common stock, which is equivalent to an initial conversion price of approximately $57.38 per share. The initial conversion price for each of the Convertible Notes is subject to adjustment upon the occurrence of certain specified events. The Convertible Notes are the Company's senior unsecured obligations and will rank senior in right of payment to any of the Company's indebtedness that is expressly subordinated in right of payment to the Convertible Notes, rank equally in right of payment with any of the Company's indebtedness that is not so subordinated, are effectively junior in right of payment to any of the Company's secured indebtedness to the extent of the value of the assets securing such indebtedness and are structurally junior to all indebtedness and other liabilities (including trade payables) of the Company's current or future subsidiaries. On or after November 15, 2022, holders may convert all or any portion of their Convertible Notes at anytime prior to the close of business on the second scheduled trading day immediately preceding the maturity date regardless of the succeeding conditions described herein. Upon conversion, the Company will pay or deliver, as the case may be, cash, shares of its common stock or a combination of cash and shares of its common stock, at its election, as described in the indenture governing the Convertible Notes. Holders may convert their Convertible Notes at their option at any time prior to the close of business on the business day immediately preceding November 15, 2022 only under the following circumstances: • during any calendar quarter commencing after the calendar quarter ending on June 30, 2018 (and only during such calendar quarter), if the last reported sale price of the common stock for at least 20 trading days (whether or not consecutive) during a period of 30 consecutive trading days ending on, and including, the last trading day of the immediately preceding calendar quarter is greater than or equal to 130% of the conversion price on each applicable trading day; • during the five consecutive business day period after any five consecutive trading day period in which the trading price per $1,000 principal amount of Convertible Notes for each trading day of the measurement period was less than 98% of the product of the last reported sale price of the Company's common stock and the conversion rate on each such trading day; or • upon the occurrence of specified corporate events. If a fundamental change (as defined in the relevant indenture governing the Convertible Notes) occurs prior to the maturity date, holders of each of the Convertible Notes may require the Company to repurchase all or a portion of their notes for cash at a repurchase price equal to 100% of the principal amount of the Convertible Notes, plus any accrued and unpaid interest to, but excluding, the fundamental change repurchase date. As of March 31, 2018 , the Convertible Notes were not yet convertible. In accordance with accounting guidance for cash conversion features, the Company valued the liability component at the estimated fair value, as of the date of issuance, of a similar debt without the conversion option. The liability component of the Convertible Notes is recorded in long-term debt, and the interest payable within the next twelve months is recorded in accrued liabilities on the condensed consolidated balance sheets as of March 31, 2018 . The Company recorded the difference between the initial proceeds of the convertible debt and the value allocated to the liability component in additional paid-in capital on the condensed consolidated balance sheet as the carrying amount of the equity component. In accounting for the transaction costs for the Convertible Notes issuance, the Company allocated the costs incurred to the liability and equity components in proportion to the allocation of the proceeds from issuance to the liability and equity components. Issuance costs attributable to the liability component, totaling $5.4 million for the Convertible Notes are being amortized to expense over the expected life the Convertible Notes using the effective interest method. Issuance costs attributable to the equity component related to the conversion option, totaling $1.5 million for the Convertible Notes were netted with the equity component. The Convertible Notes consist of the following: As of March 31, 2018 Liability component: Principal $ 230,000 Unamortized debt discount (49,553 ) Unamortized debt issuance costs (5,277 ) Net carrying amount 175,170 Equity component Net allocation of proceeds 31,116 Net issuance costs (1,517 ) Net carrying amount $ 29,599 The following table sets forth total interest expense recognized related to the Convertible Notes: Three Months Ended March 31, 2018 Amortization of debt issuance costs $ 123 Amortization of debt discount 1,099 Total $ 1,222 As of March 31, 2018 , the remaining period over which the debt discount and debt issuance costs will be amortized was 4.9 years . Bond Hedges and Warrants Transactions Concurrent with the offering of the Convertible Notes, the Company entered into separate convertible bond hedges, or Bond Hedges, and warrants, or Warrants, transactions. The Bond Hedges are generally expected to reduce potential dilution to the Company's common stock upon conversion of the Convertible Notes. The Bond Hedges are call options that give the Company the option to purchase, subject to anti-dilution adjustments substantially identical to those in the Convertible Notes, approximately 0.9 million shares of its common stock for $57.38 per share, exercisable upon conversion of the Convertible Notes and expires in February 2023. The total cost of the Bond Hedges transactions was $41.7 million . Under the Warrants, the Company issued warrants to acquire, subject to anti-dilution adjustments, up to approximately 4.0 million shares over 80 scheduled trading days beginning on May 15, 2023 at an exercise price of $78.75 per share. If the Warrants are not exercised on their exercise dates, they will expire. Pursuant to the Warrants, if the average market value per share of the Company's common stock for the reporting period, as measured under the Warrants, exceeds the exercise price of the Warrants of $78.75 , the Warrants will have a dilutive effect on the Company's earnings per share, assuming the Company is profitable. The Company received $22.4 million in cash proceeds from the sale of the Warrants. The Bond Hedges and the Warrants are separate transactions, in each case, entered into by the Company with counterparties, and are not part of the terms of the Convertible Notes and will not affect any holders' rights under the Convertible Notes. The holders of the Convertible Notes will not have any rights with respect to the Bond Hedges or Warrants transactions. The Bond Hedges and Warrants do not meet the criteria for derivative accounting as they are indexed to the Company's stock. The amounts paid for the Bond Hedges and the proceeds received from the sale of the Warrants have been included as a net reduction to additional paid-in capital. |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2018 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Operating Lease Commitments The Company leases office space under non-cancellable operating leases for its corporate headquarters in Austin, Texas in two adjacent buildings under separate lease agreements. Pursuant to the first of which the Company leases approximately 67 square feet of office space with an initial term that expires on April 30, 2021, with the option to extend the lease for an additional five -year term, and pursuant to the second of which the Company leases approximately 129 square feet of office space with an initial term that expires on April 30, 2028, with the option to extend the lease for an additional ten -year term. The Company also leases office space in: Lincoln, Nebraska; Des Moines, Iowa; Atlanta, Georgia; Asheville, North Carolina; and south Austin, Texas. The Company believes its current facilities will be adequate for its needs for the foreseeable future. Rent expense under operating leases was $1.1 million for each of the three month periods ended March 31, 2018 and 2017 . Contractual Commitments The Company has non-cancelable contractual commitments related to the Convertible Notes and related interest, third-party products, co-location fees and other product costs. The Company is party to several purchase commitments for third-party products that contain both a contractual minimum obligation and a variable obligation based upon usage or other factors which can change on a monthly basis. The interest on the Convertible Notes is payable semi-annually on February 15 and August 15 of each year. The estimated amounts for usage and other factors are not included within the table below. 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, 2018 (from April 1 to December 31) $ 9,869 2019 13,376 2020 9,666 2021 9,080 2022 9,080 Thereafter 236,379 Total commitments $ 287,450 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. |
Convertible Senior Notes
Convertible Senior Notes | 3 Months Ended |
Mar. 31, 2018 | |
Debt Disclosure [Abstract] | |
Convertible Senior Notes | 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 several times, most recently on March 31, 2016. The Credit Facility, as amended, provided 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 would be limited to 75% of the Company's trailing twelve -month recurring revenues. Access to the total borrowings available under the Credit Facility was restricted based on covenants related to the Company's minimum liquidity and adjusted EBITDA. Amounts borrowed under the Credit Facility accrued 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 then 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 paid a monthly fee based on the total unused borrowings balance, an annual administrative fee and the initial closing fee, which was paid in three equal annual installments over the first three years of the Credit Facility. The Accordion Feature expired in October 2016, at which time maximum borrowings under the Facility were reduced to $25.0 million . In April 2017, the Credit Facility expired pursuant to its original terms. Upon the expiration of the Credit Facility, the Company paid off the outstanding balance, which was less than $0.1 million , and the secured letter of credit which had been issued against the facility for the security deposit for our corporate headquarters is now secured by a $1.0 million restricted deposit with Wells Fargo. Convertible Senior Notes The Company issued $230.0 million principal amount of convertible senior notes in February 2018. The interest rates for the Convertible Notes are fixed at 0.75% per annum with interest payable semi-annually on February 15 and August 15 of each year, commencing on August 15, 2018. The Convertible Notes mature on February 15, 2023, unless earlier converted or repurchased in accordance with their terms prior to such date. Each $1,000 of principal of the Convertible Notes will initially be convertible into 17.4292 shares of the Company's common stock, which is equivalent to an initial conversion price of approximately $57.38 per share. The initial conversion price for each of the Convertible Notes is subject to adjustment upon the occurrence of certain specified events. The Convertible Notes are the Company's senior unsecured obligations and will rank senior in right of payment to any of the Company's indebtedness that is expressly subordinated in right of payment to the Convertible Notes, rank equally in right of payment with any of the Company's indebtedness that is not so subordinated, are effectively junior in right of payment to any of the Company's secured indebtedness to the extent of the value of the assets securing such indebtedness and are structurally junior to all indebtedness and other liabilities (including trade payables) of the Company's current or future subsidiaries. On or after November 15, 2022, holders may convert all or any portion of their Convertible Notes at anytime prior to the close of business on the second scheduled trading day immediately preceding the maturity date regardless of the succeeding conditions described herein. Upon conversion, the Company will pay or deliver, as the case may be, cash, shares of its common stock or a combination of cash and shares of its common stock, at its election, as described in the indenture governing the Convertible Notes. Holders may convert their Convertible Notes at their option at any time prior to the close of business on the business day immediately preceding November 15, 2022 only under the following circumstances: • during any calendar quarter commencing after the calendar quarter ending on June 30, 2018 (and only during such calendar quarter), if the last reported sale price of the common stock for at least 20 trading days (whether or not consecutive) during a period of 30 consecutive trading days ending on, and including, the last trading day of the immediately preceding calendar quarter is greater than or equal to 130% of the conversion price on each applicable trading day; • during the five consecutive business day period after any five consecutive trading day period in which the trading price per $1,000 principal amount of Convertible Notes for each trading day of the measurement period was less than 98% of the product of the last reported sale price of the Company's common stock and the conversion rate on each such trading day; or • upon the occurrence of specified corporate events. If a fundamental change (as defined in the relevant indenture governing the Convertible Notes) occurs prior to the maturity date, holders of each of the Convertible Notes may require the Company to repurchase all or a portion of their notes for cash at a repurchase price equal to 100% of the principal amount of the Convertible Notes, plus any accrued and unpaid interest to, but excluding, the fundamental change repurchase date. As of March 31, 2018 , the Convertible Notes were not yet convertible. In accordance with accounting guidance for cash conversion features, the Company valued the liability component at the estimated fair value, as of the date of issuance, of a similar debt without the conversion option. The liability component of the Convertible Notes is recorded in long-term debt, and the interest payable within the next twelve months is recorded in accrued liabilities on the condensed consolidated balance sheets as of March 31, 2018 . The Company recorded the difference between the initial proceeds of the convertible debt and the value allocated to the liability component in additional paid-in capital on the condensed consolidated balance sheet as the carrying amount of the equity component. In accounting for the transaction costs for the Convertible Notes issuance, the Company allocated the costs incurred to the liability and equity components in proportion to the allocation of the proceeds from issuance to the liability and equity components. Issuance costs attributable to the liability component, totaling $5.4 million for the Convertible Notes are being amortized to expense over the expected life the Convertible Notes using the effective interest method. Issuance costs attributable to the equity component related to the conversion option, totaling $1.5 million for the Convertible Notes were netted with the equity component. The Convertible Notes consist of the following: As of March 31, 2018 Liability component: Principal $ 230,000 Unamortized debt discount (49,553 ) Unamortized debt issuance costs (5,277 ) Net carrying amount 175,170 Equity component Net allocation of proceeds 31,116 Net issuance costs (1,517 ) Net carrying amount $ 29,599 The following table sets forth total interest expense recognized related to the Convertible Notes: Three Months Ended March 31, 2018 Amortization of debt issuance costs $ 123 Amortization of debt discount 1,099 Total $ 1,222 As of March 31, 2018 , the remaining period over which the debt discount and debt issuance costs will be amortized was 4.9 years . Bond Hedges and Warrants Transactions Concurrent with the offering of the Convertible Notes, the Company entered into separate convertible bond hedges, or Bond Hedges, and warrants, or Warrants, transactions. The Bond Hedges are generally expected to reduce potential dilution to the Company's common stock upon conversion of the Convertible Notes. The Bond Hedges are call options that give the Company the option to purchase, subject to anti-dilution adjustments substantially identical to those in the Convertible Notes, approximately 0.9 million shares of its common stock for $57.38 per share, exercisable upon conversion of the Convertible Notes and expires in February 2023. The total cost of the Bond Hedges transactions was $41.7 million . Under the Warrants, the Company issued warrants to acquire, subject to anti-dilution adjustments, up to approximately 4.0 million shares over 80 scheduled trading days beginning on May 15, 2023 at an exercise price of $78.75 per share. If the Warrants are not exercised on their exercise dates, they will expire. Pursuant to the Warrants, if the average market value per share of the Company's common stock for the reporting period, as measured under the Warrants, exceeds the exercise price of the Warrants of $78.75 , the Warrants will have a dilutive effect on the Company's earnings per share, assuming the Company is profitable. The Company received $22.4 million in cash proceeds from the sale of the Warrants. The Bond Hedges and the Warrants are separate transactions, in each case, entered into by the Company with counterparties, and are not part of the terms of the Convertible Notes and will not affect any holders' rights under the Convertible Notes. The holders of the Convertible Notes will not have any rights with respect to the Bond Hedges or Warrants transactions. The Bond Hedges and Warrants do not meet the criteria for derivative accounting as they are indexed to the Company's stock. The amounts paid for the Bond Hedges and the proceeds received from the sale of the Warrants have been included as a net reduction to additional paid-in capital. |
Stock-Based Compensation
Stock-Based Compensation | 3 Months Ended |
Mar. 31, 2018 | |
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. As of December 31, 2017, a total of 7,297 shares had been reserved for issuance under the 2014 Plan. The 2014 Plan contains a provision that automatically increases the shares available for issuance under the plan 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. On January 1, 2018, 1,889 shares were added to the 2014 Plan in accordance with the annual automatic increase provision of the 2014 Plan. In addition, the 2014 Plan reserve is automatically increased to include any shares issuable upon expiration or termination of options granted under the Company's 2007 Stock Plan, or 2007 Plan, for options that expire or terminate without having been exercised. For the three months ended March 31, 2018 , no shares have been transferred to the 2014 Plan from the 2007 Plan, and as of March 31, 2018 a total of 9,186 shares were allocated for issuance under the 2014 Plan. As of March 31, 2018 , options to purchase a total of 2,706 shares of common stock have been granted under the 2014 Plan, 2,970 shares have been reserved under the 2014 Plan for the vesting of restricted stock units and market stock units, 472 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 3,982 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. Upon the completion of the Company's initial public offering, or IPO, in March 2014, the board of directors terminated the 2007 Plan in connection with the IPO and all shares that were available for future issuance under the 2007 Plan at such time were transferred to the 2014 Plan. The 2007 Plan will continue to govern the terms and conditions of all outstanding equity awards granted under the 2007 Plan. As of March 31, 2018 , no shares remain available for future issuance 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 Stock option activity during the three months ended March 31, 2018 was as follows: Number of Options Weighted Average Exercise Price Balance as of January 1, 2018 3,692 $ 17.63 Granted 12 47.00 Exercised (267 ) 10.33 Forfeited (1 ) 15.07 Balance as of March 31, 2018 3,436 $ 18.30 Restricted Stock Units Restricted stock unit activity during the three months ended March 31, 2018 was as follows: Number of Shares Weighted Average Grant Date Fair Value Nonvested as of January 1, 2018 1,680 $ 32.65 Granted 311 47.00 Vested (170 ) 27.69 Forfeited (33 ) 34.90 Nonvested as of March 31, 2018 1,788 $ 35.58 Market Stock Units I n the first quarter of 2018, the Company granted market stock units to certain executives under the 2014 Plan. The market stock units are performance-based awards that vest based upon the Company's relative stockholder return. The actual number of market stock units that will be eligible to vest is based on the total stockholder return of the Company relative to the total stockholder return of the Index over the three -year performance period. Up to one-third of the target shares of our common stock subject to the each market stock unit award are eligible to be earned after the first and second years of the performance period and up to 200% of the full target number of shares subject to each market stock unit award are eligible to be earned after the completion of the three-year performance period (less any shares earned for years one and two) based on the average price of the Company's common stock relative to the Index during the performance period. Market stock unit activity during the three months ended March 31, 2018 was as follows: Number of Shares Weighted Average Grant Date Fair Value Nonvested as of January 1, 2018 — $ — Granted 234 21.77 Vested — — Forfeited — — Nonvested as of March 31, 2018 234 $ 21.77 The Company estimates the fair value of market stock units on the date of grant using a Monte Carlo simulation model. The determination of fair value of the market stock units is affected by the Company's and peer firms' stock prices and a number of assumptions including the expected volatilities of the Company's and peer firms' stock and the Index, and its risk-free interest rate. The Company's expected volatility at the date of grant was based on the historical volatilities of the Company and peer firms and the Index over the performance period. The Company did not estimate a dividend rate or a forfeiture rate for the market stock units due to the limited size, the vesting period and nature of the grantee population and the lack of history of granting this type of award. Significant assumptions used in the Monte Carlo simulation model for the market stock units granted during the first quarter of 2018 are as follows: As of March 31, 2018 Volatility 36.6 % Risk-free interest rate 2.4 % Dividend yield — Longest remaining performance period (in years) 3 |
Income Taxes
Income Taxes | 3 Months Ended |
Mar. 31, 2018 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes In accordance with applicable accounting guidance, the income tax benefit for the three months ended March 31, 2018 is based on the estimated annual effective tax rate for fiscal year 2018 . 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. The Company's (benefit from) provision for income taxes reflected an effective tax rate of approximately (3.0)% and 2.0% for the three months ended March 31, 2018 and 2017 , respectively. For the three months ended March 31, 2018 and 2017 , 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 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 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 March 31, 2018 . The Company's tax years 2014 through 2017 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. The Tax Act was enacted on December 22, 2017 and reduces the U.S. federal corporate tax rate from 35% to 21%, requiring companies to pay a one-time transition tax on earnings of certain foreign subsidiaries that were previously tax deferred and creates new taxes on certain foreign sourced earnings. At March 31, 2018, the Company does not have any foreign subsidiaries and the international aspects of the Tax Act are not applicable. In connection with the initial analysis of the impact of the Tax Act at December 31, 2017, the Company remeasured certain deferred tax assets and liabilities based on the rates at which they are expected to reverse in the future, which is generally 21%. The remeasurement of the Company's deferred tax balance was primarily offset by application of its valuation allowance. The Company is still analyzing certain aspects of the Tax Act and refining its calculations, which could potentially affect the measurement of these balances or potentially give rise to new deferred tax amounts. Where the Company has been able to make reasonable estimates of the effects for which its analysis is not yet complete, the Company has recorded provisional amounts related to the remeasurement of the deferred tax balance as a tax benefit in the fourth quarter of 2017. and the Company continues to anticipate finalizing its analysis in connection with the completion of its tax return for 2017 to be filed in 2018. Where the Company has not yet been able to make reasonable estimates of the impact of certain elements, the Company has not recorded any amounts related to those elements and has continued accounting for them in accordance with ASC 740 on the basis of the tax laws in effect immediately prior to the enactment of the Tax Act. |
Summary of Significant Accoun18
Summary of Significant Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 2018 | |
Accounting Policies [Abstract] | |
Basis of Presentation | 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 Q2 Holdings, Inc. and its direct and indirect wholly-owned subsidiaries. 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, 2017 , which are included in the Company's Annual Report on Form 10-K, filed with the SEC on February 16, 2018. The results of operations for the three months ended March 31, 2018 are not necessarily indicative of the results to be expected for the year ending December 31, 2018 or for any other period. Effective January 1, 2018, the Company adopted the requirements of Accounting Standards Update ("ASU") No. 2014-09 "Revenue from Contracts with Customers (Topic 606)," or the new revenue standard, and ASU No. 2016-18 "Statement of Cash Flows (Topic 230): Restricted Cash." All amounts and disclosures set forth in this Form 10-Q have been updated to comply with the new standards. |
Reclassifications | Certain amounts appearing in the prior year's Condensed Consolidated Statements of Cash Flows have been reclassified to conform to the current year's presentation. |
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: for revenue recognition, determining the nature and timing of satisfaction of performance obligations, variable consideration, and other revenue items requiring significant judgment ; stock-based compensation; the carrying value of goodwill; the fair value of acquired intangibles; the capitalization of software development costs; the useful lives of property and equipment and long-lived intangible assets; 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 deposits held as collateral for the Company's secured letters of credit issued in place of the security deposit for the Company's corporate headquarters. |
Investments | Investments consist primarily of U.S. government agency bonds, corporate bonds, commercial paper, certificates of deposit 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. |
Contract Balances | The timing of revenue recognition, billings and cash collections can result in billed accounts receivable, unbilled receivables (contract assets), and deferred revenues (contract liabilities). Billings scheduled to occur after the performance obligation has been satisfied and revenue recognition has occurred result in contract assets. Contract assets that are expected to be billed during the succeeding twelve-month period are recorded in contract assets, current portion, and the remaining portion is recorded in contract assets, net of current portion on the accompanying condensed consolidated balance sheet at March 31, 2018 . A contract liability results when the Company receives prepayments or deposits from customers in advance for implementation, maintenance and other services, as well as initial subscription fees. Customer prepayments are generally applied against invoices issued to customers when services are performed and billed. The Company recognizes contract liabilities as revenues when the services are performed, and the corresponding revenue recognition criteria are met. Contract liabilities that are expected to be recognized as revenues during the succeeding twelve-month period are recorded in deferred revenues, current portion, and the remaining portion is recorded in deferred revenue, net of current portion, on the accompanying condensed consolidated balance sheets at the end of each reporting period. |
Accounts Receivable | Accounts receivable are stated at net realizable value, including both billed and unbilled receivables to customers. Unbilled receivable balances included in accounts receivable arise primarily when the Company provides services in advance of billing for those services. Generally, billing for revenues related to the number of registered users and the number of transactions processed by the Company's registered users that are included in the Company's minimum subscription fee occurs in the month the revenue is recognized, resulting in accounts receivable. Billing for revenues relating to the number of registered users and the number of transactions processed by the Company's registered users that are in excess of the Company's minimum subscription fees are, generally, billed in the month following the month the revenues were earned, resulting in an unbilled receivable. Included in the accounts receivable balances as of March 31, 2018 and December 31, 2017 were unbilled receivables of $5.6 million and $2.1 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. As of March 31, 2018 and December 31, 2017 , 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 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. The net decrease in the deferred revenue balance for the three months ended March 31, 2018 is primarily driven by the recognition of $10.6 million of revenue that was included in the deferred revenue balance at December 31, 2017 and an $8.7 million decrease from the adoption of the new revenue standard and the related netting of contract assets and liabilities on a contract-by-contract basis, partially offset by cash payments received or due in advance of satisfying the Company's performance obligations of $11.6 million . Amounts recognized from deferred revenues represent primarily revenue from the sale of subscription and implementation services. The Company's payment terms vary by the type and location of its customer and the products or services offered, and the term between invoicing and when payment is due is not significant. For certain products or services and customer types, the Company requires payment before the products or services are delivered to the customer. On March 31, 2018 , the Company had $756.1 million of remaining performance obligations, which represents contracted revenue minimums that have not yet been recognized, including amounts that will be invoiced and recognized as revenue in future periods. The Company expects to recognize approximately 52% percent of its remaining performance obligations as revenue in the next 24 months, an additional 36% percent in the next 25 to 48 months, and the balance thereafter. |
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 or 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 expected period of customer benefit, which has been determined to be the estimated life of the technology, which the Company estimates to be five to seven years. The Company determined the period of benefit by considering factors such as historically high renewal rates with similar customers and contracts, initial contract length, an expectation that there will still be a demand for the product at the end of its term, and the significant costs to switch to a competitor's product, all of which are governed by the estimated useful life of the technology. 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 on the condensed consolidated balance sheet. The Company capitalized implementation costs in the amount of $1.6 million and $1.3 million during the three months ended March 31, 2018 and 2017 , respectively, and recognized $1.3 million and $1.0 million of amortization during the three months ended March 31, 2018 and 2017 , respectively. Amortization expense is included in cost of revenues in the accompanying condensed consolidated statements of operations. 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. Under the new revenue standard, the Company capitalizes commissions and bonuses for those involved in the sale, including direct employees and indirect supervisors, as these are incremental to the sale. The Company typically pays commissions in two increments. The initial payment is made after the contract has been executed and the initial deposit received from the customer, and the final payment is made upon commencement date. The Company requires that an individual remain employed to collect a commission when it is due. The service period between the first and second payment is considered to be a substantive service period, and as a result, the Company expenses the final payment when made. 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 expected period of customer benefit, which has been determined to be the estimated life of the technology. The Company determined the period of benefit by considering factors such as historically high renewal rates with similar customers and contracts, initial contract length, an expectation that there will still be a demand for the product at the end of its term, and the significant costs to switch to a competitor's product, all of which are governed by the estimated useful life of the technology. The Company analyzes solution and other costs that may be capitalized to assess their recoverability and only capitalizes costs that it anticipates being 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 |
Purchase Price Allocation, Intangible Assets, and Goodwill | The purchase price allocation for business combinations and asset acquisitions requires extensive use of accounting estimates and judgments to allocate the purchase price to the identifiable tangible and intangible assets acquired and liabilities assumed based on their respective fair values. The Company early adopted ASU No. 2017-01, "Business Combinations (Topic 805): Clarifying the Definition of a Business" as of January 1, 2017. Under ASU 2017-01, the Company first determines whether substantially all of the fair value of the gross assets acquired is concentrated in a single identifiable asset or a group of similar identifiable assets. If this threshold is met, the single asset or group of assets, as applicable, is not a business. If it’s not met, the Company determines whether the single asset or group of assets, as applicable, meets the definition of a business. In connection with the Company's acquisitions of Centrix Solutions, Inc., or Centrix, in July 2015, Smarty Pig, LLC, doing business as Social Money, or Social Money, in November 2015, and an asset purchase in January 2017, the Company recorded certain intangible assets, including acquired technology, customer relationships, trademarks, non-compete agreements and assembled workforce. Amounts allocated to the acquired intangible assets are being amortized on a straight-line basis over the estimated useful lives. The Company periodically reviews the estimated useful lives and fair values of its identifiable intangible assets, taking into consideration any events or circumstances which might result in a diminished fair value or revised useful life. The excess purchase price over the fair value of assets acquired is recorded as goodwill. The Company tests goodwill for impairment annually in October, or whenever events or changes in circumstances indicate an impairment may have occurred. Because the Company operates in a single reporting unit, the impairment test is performed at the consolidated entity level by comparing the estimated fair value of the Company to the carrying value of the Company. The Company estimates the fair value of the reporting unit using a "step one" analysis using a fair-value-based approach based on the market capitalization or a discounted cash flow analysis of projected future results to determine if it is more likely than not that the fair value of a reporting unit is less than its carrying amount. Determining the fair value of goodwill is subjective in nature and often involves the use of estimates and assumptions including, without limitation, use of estimates of future prices and volumes for the Company's products, capital needs, economic trends and other factors which are inherently difficult to forecast. If actual results, or the plans and estimates used in future impairment analyses are lower than the original estimates used to assess the recoverability of these assets, the Company could incur impairment charges in a future period. |
Revenues | Revenues are recognized when control of the promised goods or services is transferred to the Company's customers, in an amount that reflects the consideration the Company expects to be entitled to in exchange for those goods or services over the term of the agreement, generally when the Company's solutions are implemented and made available to the customers. The promised consideration may include fixed amounts, variable amounts or both. Revenues are recognized net of sales credits and allowances. 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 majority of its revenues from subscription fees for the use of its solutions hosted in the Company's data centers, transaction revenue from bill-pay solutions, as well as revenues for customer support and implementation services related to the Company's solutions. The Company recognizes the corresponding revenues over time on a ratable basis over the customer agreement term. The Company accounts for revenue in accordance with the new revenue standard, Revenue from Contracts with Customers, which was adopted on January 1, 2018, using the modified retrospective method. The following table disaggregates the Company's revenue by major source: Three Months Ended March 31, 2018 Subscription Transactional Services and Other Consolidated Total Revenues $ 38,203 $ 8,617 $ 7,988 $ 54,808 Subscription Revenues The Company's software solutions are available for use as hosted application arrangements under subscription fee agreements without licensing perpetual rights to the software. Subscription fees from these applications, including contractual periodic price increases, are recognized over time on a ratable basis over the customer agreement term beginning on the date the Company's 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 revenue recognition criteria have been met. Periodic price increases are estimated at contract inception and result in contract assets as revenue recognition may exceed the amount billed early in the contract. Additional fees for monthly usage above the levels included in the standard subscription fee are recognized as revenue in the month when the usage amounts are determined and reported. 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 entitle the customer to technical support, upgrades and updates to the software on a when-and-if-available basis. Under the new revenue standard, the Company recognizes software license revenue once the customer obtains control of the license, which generally occurs at the start of each license term. The Company recognizes the remaining arrangement consideration for maintenance revenue over time on a ratable basis over the term of the software license. If the expected length of time between when the Company transfers the software license to the customer and when the customer pays for it results in a significant financing component, the Company adjusts the promised amount of consideration for the effects of the time value of money, which reflects the price the customer would have paid when the license was transferred. Revenues from term licenses and maintenance agreements and the related financing component were not significant in the periods presented. Transactional Revenues The Company earns the majority of its transactional revenues based on the number of bill-pay transactions that registered users initiate on its solutions. The Company recognizes revenue for bill-pay transaction services in the month incurred based on actual transactions. Services and Other Revenues Implementation services are required for each new Q2 platform and Centrix standalone contract, and there is a significant level of integration and configuration for each customer. The Company's revenue for upfront implementation services are billed upfront and recognized over time on a ratable basis over the customer agreement term for its hosted application agreements. Upfront implementation services for on-premises agreements are recognized at commencement date. Professional services revenues, which primarily consist of training, advisory services, core conversion services, web design, and other general professional services, are generally billed and recognized when delivered. 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 $0.4 million for each of the three months ended March 31, 2018 and 2017 . The out-of-pocket expenses are reported in cost of revenues. Significant Judgments Performance Obligations and Standalone Selling Price A performance obligation is a promise in a contract to transfer a distinct good or service to the customer and is the unit of accounting in the new revenue standard. Determining whether products and services are considered distinct performance obligations that should be accounted for separately versus together may require significant judgment. The Company has contracts with customers that often include multiple performance obligations, usually including multiple subscription and implementation services. For these contracts, the Company accounts for individual performance obligations separately if they are distinct by allocating the contract's total transaction price to each performance obligation in an amount based on the relative standalone selling price, or SSP, of each distinct good or service in the contract. In determining whether implementation services are distinct from the subscription services, the Company considered various factors including the significant level of integration, interdependency, and interrelation between the implementation and subscription service, as well as the inability of the customer's personnel or other service providers to perform significant portions of the services. The Company has concluded that the implementation services included in contacts with multiple performance obligations are not distinct, and as a result, the Company defers any arrangement fees for implementation services and recognizes such amounts over time on a ratable basis as one performance obligation with the underlying subscription revenue for the initial agreement term of the hosted application agreements. The majority of our revenue recognized at any particular point in time is for professional services and usage revenue. These services are performed within a relatively short period of time and are recognized at the point in time in which the customer obtains control of the asset, which is generally upon completion of the service. Judgment is required to determine the SSP for each distinct performance obligation. A contract's transaction price is allocated to each distinct performance obligation and recognized as revenue when, or as, the performance obligation is satisfied. The primary method used to estimate SSP is the adjusted market assessment approach, which considers its overall pricing objectives, market conditions and other factors, including the value of the Company's contracts, its discounting practices, the size and volume of its transactions, customer characteristics, price lists, go-to-market strategy, historical standalone sales and agreement prices, and the number and types of users within its contracts. Variable Consideration The Company recognizes usage revenue related to users accessing its products in excess of contracted amounts and bill-pay transactions that registered users initiate on its solutions. Judgment is required to determine the accounting for these types of revenue. The Company considers various factors including the degree to which usage is interdependent or interrelated to past services, costs per user over the contract to the Company, and contractual price per user changes and their relationship to market terms, forecasted data, and the Company's cost to fulfill the obligation. The Company has concluded that both types of usage revenue meet the variable consideration exception and recognizes each on a monthly or quarterly basis, as defined per agreement, as determined and reported. This allocation reflects the amount the Company expects to receive for the services for the given period. The Company sometimes provides credits or incentives to its customers. Known and estimable credits and incentives represent a form of variable consideration, which are estimated at contract inception and reduce the revenues recognized for a particular contract. These estimates are updated at the end of each reporting period as additional information becomes available. The Company believes that there will not be significant changes to its estimates of variable consideration. Other Considerations The Company evaluates whether it is the principal (i.e., report revenues on a gross basis) or agent (i.e., report revenues on a net basis) for vendor reseller agreements. Generally, the Company reports revenues from these types of contracts on a gross basis, meaning the amounts billed to customers are recorded as revenues, and expenses incurred are recorded as cost of revenues. Where the Company is the principal, it first obtains control of the inputs to the specific good or service and directs their use to create the combined output. The Company's control is evidenced by its involvement in the integration of the good or service on its platform before it is transferred to its customers, and is further supported by the Company being primarily responsible to its customers and having a level of discretion in establishing pricing. Revenues provided from agreements in which the Company is an agent are immaterial. |
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 costs related to research and development personnel who perform implementation and customer support services. 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 and the amortization of acquired technology from the Company's recent acquisitions, with the costs amortized to cost of revenues over the useful lives of the purchased assets. The Company capitalizes certain personnel costs that are direct or incremental 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 expected period of customer benefit, which has been determined to be the estimated life of the technology. 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 and bonuses attributed to programmers, software engineers and quality control teams working on the Company's software solutions. The costs related to software development that are incurred between reaching technological feasibility of a solution and the point at which the solution is ready for general release are capitalized and are included in intangible assets, net on the condensed consolidated balance sheet. Capitalized software development costs are computed on an individual product basis, and products available for market are amortized to cost of revenues over the products' estimated economic lives. |
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 available-for-sale investments. |
Stock-Based Compensation | Stock options, restricted stock units, and market stock units awarded to employees, directors, executives 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. As of January 1, 2017, the Company no longer uses a forfeiture rate to recognize compensation expense as a result of the adoption of ASU No. 2016-09, "Improvements to Employee Share-Based Payment Accounting." 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% each. Market stock units are performance-based awards that cliff vest based on the Company's stockholder return relative to the total stockholder return of the Russell 2000 Index, or Index, over a three -year period on the anniversary of the date of grant. Up to one-third of the target shares of our common stock subject to the each market stock unit award are eligible to be earned after the first and second years of the performance period and up to 200% of the full target number of shares subject to each market stock unit award are eligible to be earned after the completion of the three-year performance period (less any shares earned for years one and two) based on the average price of the Company's common stock relative to the Index during the performance period. 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. The Company values restricted stock units at the closing market price on the date of grant, and recognizes compensation expense ratably over the requisite service period of the restricted stock unit award. The Company estimates the fair value of market stock units on the date of grant using a Monte Carlo simulation model. The determination of fair value of the market stock units is affected by the Company's stock price and a number of assumptions including the expected volatility and the risk-free interest rate. The Company's expected volatility at the date of grant was based on the historical volatilities of its stock and peer firms' stock and the Index over the performance period. The Company assumed no dividend yield and recognizes compensation expense ratably over the performance period of the market stock unit award. |
Convertible Senior Notes | In February 2018, the Company issued $230.0 million principal amount of convertible senior notes due in February 2023, or the Convertible Notes. In accounting for the issuance of the Convertible Notes, the Company separated each of the Convertible Notes into liability and equity components. The carrying amount of the liability component was calculated by measuring the fair value, as of the date of issuance, of a similar debt without the conversion option. The carrying amount of the equity component representing the conversion option was determined by deducting the fair value of the liability components from the total initial proceeds. The difference between the par amount of the Convertible Notes and the carrying amount of the liability component represents debt discounts that are amortized to interest expense over the respective terms of the Convertible Notes using the effective interest rate method. The equity components are not remeasured as long as they continue to meet the conditions for equity classification. In accounting for the issuance costs related to the Convertible Notes, the Company allocated the total amount of issuance costs incurred to liability and equity components based on their relative values. Issuance costs attributable to the liability components are amortized to interest expense over the respective terms of the Convertible Notes using the effective interest rate method. The issuance costs attributable to the equity components were netted against the respective equity components in additional paid-in capital. |
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 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. No tax related impact was recorded in the financial statements as a result of the adoption of the new revenue standard. 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 March 31, 2018 , the Company has not identified any material uncertain tax positions for which liabilities would be required to be recorded. |
Recent Accounting Pronouncements | In May 2014, the Financial Accounting Standards Board, or FASB, issued ASU No. 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 was modified by subsequently issued ASUs 2015-14, 2016-08, 2016-10, 2016-12 and 2016-20. Topic 606 also includes Subtopic 340-40, Other Assets and Deferred Costs - Contracts with Customers, which requires the deferral of incremental costs of obtaining a contract with a customer. Collectively, the Company refers to ASU 2014-09, as amended, and Subtopic 340-40 as the "new revenue standard." On January 1, 2018, the Company adopted the new revenue standard for all contracts which were not completed as of January 1, 2018, using the modified retrospective method. Adoption of the new revenue standard resulted in changes to the Company's accounting policies for revenue recognition, contract balances, accounts receivables, deferred revenues, deferred implementation costs, and deferred solution and other costs. The Company recognized the cumulative effect of initially applying the new revenue standard as a positive adjustment to the opening balance of accumulated deficit on the condensed consolidated balance sheet in the amount of $15.8 million , which reflects the acceleration of revenues and deferral of incremental commission costs of obtaining subscription contracts. The comparative information in prior periods presented has not been restated and continues to be reported under the accounting standards in effect for those periods. The most significant impact of adoption of the new revenue standard relates to the accounting for arrangements that include contractual provisions providing for periodic price increases in subscription fee arrangements. Under previous GAAP, the Company accounted for periodic price increases in the period in which they occurred, and under the new revenue standard, the Company recognizes revenue from periodic price increases on a ratable basis over the term of the contract. Additionally under previous GAAP, for contracts in which customers host and manage the Company's solutions on-premises or in third-party data centers under term license and maintenance agreements, the Company recognized the entire arrangement consideration monthly over the term of the software license as the Company did not have VSOE of fair value for the license and maintenance. Under the new standard, the Company recognizes software license revenue once the customer obtains control of the license, which generally occurs at the commencement of each license term. Under previous GAAP, the Company also deferred only direct and incremental commission costs to obtain a contract and amortized those costs over the term of the related contract. Under the new standard, the Company defers additional incremental costs related to the customer contract and amortizes those costs over the expected period of customer benefit. Also a portion of the commission payment is now being expensed as incurred. The cumulative effect of the changes made to the Company's condensed consolidated January 1, 2018 balance sheet for the adoption of the new revenue standard were as follows: Balance at December 31, 2017 Adjustments due to the new revenue standard Balance at January 1, 2018 Balance sheet Assets Contract assets, current portion $ — $ 517 $ 517 Deferred solution and other costs, current portion 9,246 64 9,310 Deferred solution and other costs, net of current portion 12,973 265 13,238 Deferred implementation costs, net of current portion 8,295 (93 ) 8,202 Contract assets, net of current portion — 4,541 4,541 Liabilities Accrued compensation 11,511 (571 ) 10,940 Deferred revenues, current portion 38,379 (1,803 ) 36,576 Deferred revenues, net of current portion 28,289 (8,174 ) 20,115 Stockholders' equity Accumulated deficit $ (152,114 ) $ 15,842 $ (136,272 ) In accordance with the new revenue standard requirements, the disclosure of the impact of adoption on the Company's condensed consolidated statement of comprehensive loss and balance sheet was as follows: Three Months Ended March 31, 2018 As Reported Balances without new revenue standard Effect of Change Higher/(Lower) Income statement Revenues $ 54,808 $ 52,543 $ 2,265 Costs and expenses Cost of revenues 26,977 27,033 (56 ) Sales and marketing 10,966 11,228 (262 ) Interest and other income 199 175 24 Net loss $ (6,048 ) $ (8,655 ) $ 2,607 Net loss per common share, basic and diluted $ (0.14 ) $ (0.21 ) $ 0.06 As of March 31, 2018 As Reported Balances without new revenue standard Effect of Change Higher/(Lower) Balance sheet Assets Accounts receivable, net $ 16,897 $ 14,157 $ 2,740 Contract assets, current portion 336 — 336 Deferred solution and other costs, current portion 8,392 8,314 78 Deferred solution and other costs, net of current portion 16,333 16,089 244 Deferred implementation costs, net of current portion 8,374 8,418 (44 ) Contract assets, net of current portion 5,539 — 5,539 Liabilities Accrued compensation 6,229 7,076 (847 ) Deferred revenues, current portion 38,344 36,930 1,414 Deferred revenues, net of current portion 20,599 30,722 (10,123 ) Stockholders' equity Accumulated deficit $ (143,073 ) $ (161,522 ) $ (18,449 ) In February 2016, the FASB issued ASU No. 2016-02, "Leases (Topic 842)," to increase transparency and comparability among organizations by recognizing lease assets and lease liabilities on the balance sheet and disclosing key information about leasing arrangements. The standard is effective for public entities for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years, and early application is permitted. The Company anticipates that the adoption of Topic 842 will impact its condensed consolidated balance sheets as most of its operating lease commitments will be subject to the new standard and recognized as right-of-use assets and corresponding operating lease liabilities upon the adoption of ASU 2016-02, which will increase the total assets and total liabilities that it reports relative to such amounts prior to adoption. In August 2016, the FASB issued ASU No. 2016-15, "Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments," to clarify and provide specific guidance on eight cash flow classification issues that are not addressed by current GAAP and thereby reduce the current diversity in practice. The Company adopted ASU 2016-15, effective January 1, 2018, and there was no impact on the condensed consolidated financial statements as a result of the adoption. In November 2016, the FASB issued ASU No. 2016-18, "Statement of Cash Flows (Topic 230): Restricted Cash," which provides guidance on the classification of restricted cash in the statement of cash flows. The Company adopted this ASU retrospectively, effective January 1, 2018. As a result of including restricted cash with cash and cash equivalents when reconciling the beginning-of-period and end-of-period total amounts presented on the consolidated statements of cash flows, resulting in an increase in net cash flows of $2.3 million for the three months ended March 31, 2017 and $1.3 million for fiscal 2017. In January 2017, the FASB issued ASU No. 2017-04, "Intangibles - Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment" which simplifies the accounting for goodwill impairment by removing Step 2 of the goodwill impairment test and requires an entity to write down the carrying value of goodwill up to the amount by which the carrying amount of a reporting unit exceeds its fair value. The standard is effective for fiscal years beginning after December 15, 2019, and interim periods within those fiscal years and early adoption is permitted for interim or annual goodwill impairment tests performed on testing dates after January 1, 2017. The Company does not expect the adoption of this standard to have a material impact on its condensed consolidated financial statements. In May 2017, the FASB issued ASU No. 2017-09, "Compensation - Stock Compensation (Topic 718)" to provide clarity and reduce both diversity in practice and cost and complexity when applying the guidance in Topic 718, Compensation-Stock Compensation, to a change to the terms or conditions of a share-based payment award. The Company adopted ASU 2017-09, effective January 1, 2018, and there was no impact on the condensed consolidated financial statements as a result of the adoption. In December 2017, the SEC issued Staff Accounting Bulletin ("SAB") 118 to address the application of GAAP in situations in which a registrant does not have the necessary information available, prepared, or analyzed (including computations) in reasonable detail to complete the accounting for certain income tax effects of the Tax Cuts and Jobs Act, or the Tax Act, which was signed into law on December 22, 2017. In March 2018, the FASB issued ASU No. 2018-05, "Income Taxes (Topic 740): Amendments to SEC Paragraphs Pursuant to SEC Staff Accounting Bulletin No. 118 (SEC Update)," which amended ASC 740 to incorporate the requirements of SAB 118. The Company recorded the provisional tax impacts of the Tax Act in the fourth quarter of 2017. During the first quarter of 2018, the Company did not receive any additional information regarding these provisional calculations. As a result, the Company continues to anticipate finalizing its analysis in connection with the completion of its tax return for 2017 to be filed in 2018. |
Summary of Significant Accoun19
Summary of Significant Accounting Policies (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
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 Disaggregation of Revenue by Major Source | The following table disaggregates the Company's revenue by major source: Three Months Ended March 31, 2018 Subscription Transactional Services and Other Consolidated Total Revenues $ 38,203 $ 8,617 $ 7,988 $ 54,808 |
Schedule of Net Loss Per Share, Basic and Diluted | The following table sets forth the computations of net loss per share for the periods listed: Three Months Ended March 31, 2018 2017 Numerators: Net loss $ (6,048 ) $ (7,040 ) Denominators: Weighted-average common shares outstanding, basic and diluted 42,170 40,630 Net loss per common share, basic and diluted $ (0.14 ) $ (0.17 ) |
Schedule of Antidilutive Securities Excluded from Computation of Loss Per Share | The following table sets forth the anti-dilutive common share equivalents that were excluded for the periods listed: Three Months Ended March 31, 2018 2017 Stock options, restricted stock units, and market stock units 5,458 5,909 |
Schedule of Impact of New Accounting Pronouncements | The most significant impact of adoption of the new revenue standard relates to the accounting for arrangements that include contractual provisions providing for periodic price increases in subscription fee arrangements. Under previous GAAP, the Company accounted for periodic price increases in the period in which they occurred, and under the new revenue standard, the |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Fair Value Disclosures [Abstract] | |
Schedule of Fair Value Assets 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 March 31, 2018 : Fair Value Measurements Using: Cash Equivalents: Fair Value Quoted Prices in Active Markets for Identical Assets Significant Other Observable Inputs Significant Unobservable Inputs Money market funds $ 12,393 $ 12,393 $ — $ — Investments: Fair Value Quoted Prices in Active Markets for Identical Assets Significant Other Observable Inputs Significant Unobservable Inputs U.S. government agency bonds $ 15,189 $ — $ 15,189 $ — Corporate bonds and commercial paper 15,750 — 15,750 — Certificates of deposit 7,765 — 7,765 — $ 38,704 $ — $ 38,704 $ — 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, 2017 : Fair Value Measurements Using: Cash Equivalents: Fair Value Quoted Prices in Active Markets for Identical Assets Significant Other Observable Inputs Significant Unobservable Inputs Money market funds $ 9,279 $ 9,279 $ — $ — Investments: Fair Value Quoted Prices in Active Markets for Identical Assets Significant Other Observable Inputs Significant Unobservable Inputs U.S. government agency bonds $ 16,194 $ — $ 16,194 $ — Corporate bonds and commercial paper 15,815 — 15,815 — Certificates of deposit 9,676 — 9,676 — $ 41,685 $ — $ 41,685 $ — |
Cash, Cash Equivalents and In21
Cash, Cash Equivalents and Investments (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Cash and Cash Equivalents [Abstract] | |
Summary of Cash, Cash Equivalents and Investments | A summary of the Company's cash equivalents and investments as of March 31, 2018 is as follows: Cash Equivalents: Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Fair Value Money market funds $ 12,393 $ — $ — $ 12,393 Investments: Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Fair Value U.S. government agency bonds $ 15,278 $ — $ (89 ) $ 15,189 Corporate bonds and commercial paper 15,824 — (74 ) 15,750 Certificates of deposit 7,765 — — 7,765 $ 38,867 $ — $ (163 ) $ 38,704 A summary of the Company's cash equivalents and investments as of December 31, 2017 is as follows: Cash Equivalents: Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Fair Value Money market funds $ 9,279 $ — $ — $ 9,279 Investments: Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Fair Value U.S. government agency bonds $ 16,277 $ — $ (83 ) $ 16,194 Corporate bonds and commercial paper 15,871 — (56 ) 15,815 Certificates of deposit 9,676 — — 9,676 $ 41,824 $ — $ (139 ) $ 41,685 |
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: March 31, 2018 December 31, 2017 Due within one year or less $ 31,083 $ 27,324 Due after one year through five years 7,621 14,361 $ 38,704 $ 41,685 |
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 March 31, 2018 : Adjusted Cost Gross Unrealized Loss Fair Value U.S. government agency bonds $ 15,278 $ (89 ) $ 15,189 Corporate bonds and commercial paper 15,824 (74 ) 15,750 $ 31,102 $ (163 ) $ 30,939 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, 2017 : Adjusted Cost Gross Unrealized Loss Fair Value U.S. government agency bonds $ 16,277 $ (83 ) $ 16,194 Corporate bonds and commercial paper 15,871 (56 ) 15,815 $ 32,148 $ (139 ) $ 32,009 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Intangible Assets | Intangible assets at March 31, 2018 and December 31, 2017 were as follows: As of March 31, 2018 As of December 31, 2017 Gross Amount Accumulated Amortization Net Carrying Amount Gross Amount Accumulated Amortization Net Carrying Amount Customer relationships $ 3,130 $ (1,430 ) $ 1,700 $ 3,130 $ (1,294 ) $ 1,836 Non-compete agreements 884 (494 ) 390 884 (451 ) 433 Trademarks 2,140 (1,902 ) 238 2,140 (1,724 ) 416 Acquired technology 13,293 (8,375 ) 4,918 13,293 (7,464 ) 5,829 Assembled workforce 121 (48 ) 73 121 (38 ) 83 Capitalized software development costs 3,975 (738 ) 3,237 3,975 (538 ) 3,437 $ 23,543 $ (12,987 ) $ 10,556 $ 23,543 $ (11,509 ) $ 12,034 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
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, 2018 (from April 1 to December 31) $ 9,869 2019 13,376 2020 9,666 2021 9,080 2022 9,080 Thereafter 236,379 Total commitments $ 287,450 |
Convertible Senior Notes (Table
Convertible Senior Notes (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Debt Disclosure [Abstract] | |
Summary of Convertible Notes | The Convertible Notes consist of the following: As of March 31, 2018 Liability component: Principal $ 230,000 Unamortized debt discount (49,553 ) Unamortized debt issuance costs (5,277 ) Net carrying amount 175,170 Equity component Net allocation of proceeds 31,116 Net issuance costs (1,517 ) Net carrying amount $ 29,599 |
Summary of Interest Expense | The following table sets forth total interest expense recognized related to the Convertible Notes: Three Months Ended March 31, 2018 Amortization of debt issuance costs $ 123 Amortization of debt discount 1,099 Total $ 1,222 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Schedule of Stock Option Activity | Stock option activity during the three months ended March 31, 2018 was as follows: Number of Options Weighted Average Exercise Price Balance as of January 1, 2018 3,692 $ 17.63 Granted 12 47.00 Exercised (267 ) 10.33 Forfeited (1 ) 15.07 Balance as of March 31, 2018 3,436 $ 18.30 |
Schedule of Nonvested Restricted Stock Units Activity | Restricted stock unit activity during the three months ended March 31, 2018 was as follows: Number of Shares Weighted Average Grant Date Fair Value Nonvested as of January 1, 2018 1,680 $ 32.65 Granted 311 47.00 Vested (170 ) 27.69 Forfeited (33 ) 34.90 Nonvested as of March 31, 2018 1,788 $ 35.58 |
Schedule of Nonvested Market Stock Units Activity | Market stock unit activity during the three months ended March 31, 2018 was as follows: Number of Shares Weighted Average Grant Date Fair Value Nonvested as of January 1, 2018 — $ — Granted 234 21.77 Vested — — Forfeited — — Nonvested as of March 31, 2018 234 $ 21.77 |
Schedule of Significant Assumptions Used in Monte Carlo Model | Significant assumptions used in the Monte Carlo simulation model for the market stock units granted during the first quarter of 2018 are as follows: As of March 31, 2018 Volatility 36.6 % Risk-free interest rate 2.4 % Dividend yield — Longest remaining performance period (in years) 3 |
Organization and Description 26
Organization and Description of Business (Details) | Mar. 31, 2018 |
Q2 Software, Inc. | |
Subsidiary of Limited Liability Company or Limited Partnership [Line Items] | |
Wholly owned subsidiary, ownership percentage | 100.00% |
Summary of Significant Accoun27
Summary of Significant Accounting Policies - Additional Information (Details) - USD ($) | 3 Months Ended | |||
Mar. 31, 2018 | Mar. 31, 2017 | Feb. 28, 2018 | Dec. 31, 2017 | |
Debt Instrument [Line Items] | ||||
Unbilled receivables | $ 5,600,000 | $ 2,100,000 | ||
Allowance for sales credits | 200,000 | $ 200,000 | ||
Revenues recorded from out-of-pocket expense reimbursements | 400,000 | $ 400,000 | ||
Amortization of capitalized software development costs | 200,000 | 100,000 | ||
Capitalized software development costs | 0 | 500,000 | ||
Advertising costs | $ 400,000 | $ 200,000 | ||
Warrant strike price (usd per share) | $ 78.75 | |||
Convertible Senior Notes Due February 2023 | Convertible Debt | ||||
Debt Instrument [Line Items] | ||||
Principal amount | $ 230,000,000 | |||
Conversion price (usd per share) | $ 57.38 |
Summary of Significant Accoun28
Summary of Significant Accounting Policies - Deferred Revenue (Details) $ in Millions | 3 Months Ended |
Mar. 31, 2018USD ($) | |
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | |
Revenue recognized that was included in the contract liability balance | $ 10.6 |
Cash received in advance and not recognized as revenue | 11.6 |
Accounting Standards Update 2014-09 | ASC 606 Adjustments | |
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | |
Decrease in deferred revenue | $ 8.7 |
Summary of Significant Accoun29
Summary of Significant Accounting Policies - Performance Obligations (Details) $ in Millions | 3 Months Ended |
Mar. 31, 2018USD ($) | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2018-04-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligation, percentage | 52.00% |
Performance obligations expected to be satisfied, expected timing | 24 months |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: (nil) | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue from remaining performance obligations | $ 756.1 |
Remaining performance obligation, percentage | 36.00% |
Performance obligations expected to be satisfied, expected timing | 24 months |
Summary of Significant Accoun30
Summary of Significant Accounting Policies - Deferred Implementation Costs, Deferred Solution and Other Costs (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Minimum | ||
Capitalized Contract Cost [Line Items] | ||
Expected period of customer benefit | 5 years | |
Maximum | ||
Capitalized Contract Cost [Line Items] | ||
Expected period of customer benefit | 7 years | |
Deferred Implementation Costs | ||
Capitalized Contract Cost [Line Items] | ||
Capitalized implementation costs | $ 1.6 | $ 1.3 |
Amortization of capitalized contract costs | 1.3 | 1 |
Deferred Commissions | ||
Capitalized Contract Cost [Line Items] | ||
Capitalized implementation costs | 1.6 | 0.7 |
Amortization of capitalized contract costs | $ 0.9 | $ 0.8 |
Summary of Significant Accoun31
Summary of Significant Accounting Policies - Schedule of Useful Lives of Property and Equipment (Details) | 3 Months Ended |
Mar. 31, 2018 | |
Computer hardware and equipment | Minimum | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life | 3 years |
Computer hardware and equipment | Maximum | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life | 5 years |
Purchased software and licenses | Minimum | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life | 3 years |
Purchased software and licenses | Maximum | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life | 5 years |
Furniture and fixtures | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life | 7 years |
Summary of Significant Accoun32
Summary of Significant Accounting Policies - Disaggregation of Revenues by Major Source (Details) $ in Thousands | 3 Months Ended |
Mar. 31, 2018USD ($) | |
Disaggregation of Revenue [Line Items] | |
Total Revenues | $ 54,808 |
Subscription | |
Disaggregation of Revenue [Line Items] | |
Total Revenues | 38,203 |
Transactional | |
Disaggregation of Revenue [Line Items] | |
Total Revenues | 8,617 |
Services and Other | |
Disaggregation of Revenue [Line Items] | |
Total Revenues | $ 7,988 |
Summary of Significant Accoun33
Summary of Significant Accounting Policies - Stock-Based Compensation (Details) | 3 Months Ended |
Mar. 31, 2018 | |
Stock options | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Award vesting period | 36 months |
Stock options | Year One | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Award vesting rights (percentage) | 25.00% |
Award vesting period | 1 year |
Restricted Stock Units (RSUs) | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Award vesting period | 4 years |
Restricted Stock Units (RSUs) | Year One | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Award vesting rights (percentage) | 25.00% |
Restricted Stock Units (RSUs) | Year Two | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Award vesting rights (percentage) | 25.00% |
Restricted Stock Units (RSUs) | Year Three | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Award vesting rights (percentage) | 25.00% |
Restricted Stock Units (RSUs) | Year Four | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Award vesting rights (percentage) | 25.00% |
Market Stock Units | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Award vesting period | 3 years |
Market Stock Units | Year One | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Award vesting rights (percentage) | 33.00% |
Market Stock Units | Year Two | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Award vesting rights (percentage) | 33.00% |
Market Stock Units | Year Three | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Award vesting rights (percentage) | 200.00% |
Summary of Significant Accoun34
Summary of Significant Accounting Policies - Summary of Basic and Diluted Net Loss per Common Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Numerators: | ||
Net loss | $ (6,048) | $ (7,040) |
Denominators: | ||
Weighted-average common shares outstanding, basic and diluted (in shares) | 42,170 | 40,630 |
Net loss per common share, basic and diluted (usd per share) | $ (0.14) | $ (0.17) |
Stock options and restricted stock units (in shares) | 5,458 | 5,909 |
Summary of Significant Accoun35
Summary of Significant Accounting Policies - Recent Accounting Pronouncements (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||
Mar. 31, 2018 | Mar. 31, 2017 | Dec. 31, 2017 | Jan. 01, 2018 | |
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | ||||
Accumulated deficit | $ (143,073) | $ (152,114) | $ (136,272) | |
Increase in net cash flow from adoption of new accounting guidance | 197,450 | $ (12,117) | ||
Accounting Standards Update 2014-09 | ASC 606 Adjustments | ||||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | ||||
Accumulated deficit | $ (18,449) | $ 15,842 | ||
Accounting Standards Update 2016-18 | ||||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | ||||
Increase in net cash flow from adoption of new accounting guidance | $ 2,300 | $ 1,300 |
Summary of Significant Accoun36
Summary of Significant Accounting Policies - Schedule of Cumulative Effects of New Revenue Standard on Balance Sheet (Details) - USD ($) $ in Thousands | Mar. 31, 2018 | Jan. 01, 2018 | Dec. 31, 2017 |
Assets | |||
Contract assets, current portion | $ 336 | $ 517 | $ 0 |
Accounts receivable, net | 16,897 | 13,203 | |
Deferred solution and other costs, current portion | 8,392 | 9,310 | 9,246 |
Deferred solution and other costs, net of current portion | 16,333 | 13,238 | 12,973 |
Deferred implementation costs, net of current portion | 8,374 | 8,202 | 8,295 |
Contract assets, net of current portion | 5,539 | 4,541 | 0 |
Liabilities | |||
Accrued compensation | 6,229 | 10,940 | 11,511 |
Deferred revenues, current portion | 38,344 | 36,576 | 38,379 |
Deferred revenues, net of current portion | 20,599 | 20,115 | 28,289 |
Stockholders' equity: | |||
Accumulated deficit | (143,073) | (136,272) | (152,114) |
Before ASC 606 | |||
Assets | |||
Contract assets, current portion | 0 | ||
Deferred solution and other costs, current portion | 9,246 | ||
Deferred solution and other costs, net of current portion | 12,973 | ||
Deferred implementation costs, net of current portion | 8,295 | ||
Contract assets, net of current portion | 0 | ||
Liabilities | |||
Accrued compensation | 11,511 | ||
Deferred revenues, current portion | 38,379 | ||
Deferred revenues, net of current portion | 28,289 | ||
Stockholders' equity: | |||
Accumulated deficit | $ (152,114) | ||
Before ASC 606 | Accounting Standards Update 2014-09 | |||
Assets | |||
Contract assets, current portion | 0 | ||
Accounts receivable, net | 14,157 | ||
Deferred solution and other costs, current portion | 8,314 | ||
Deferred solution and other costs, net of current portion | 16,089 | ||
Deferred implementation costs, net of current portion | 8,418 | ||
Contract assets, net of current portion | 0 | ||
Liabilities | |||
Accrued compensation | 7,076 | ||
Deferred revenues, current portion | 36,930 | ||
Deferred revenues, net of current portion | 30,722 | ||
Stockholders' equity: | |||
Accumulated deficit | (161,522) | ||
ASC 606 Adjustments | Accounting Standards Update 2014-09 | |||
Assets | |||
Contract assets, current portion | 336 | 517 | |
Accounts receivable, net | 2,740 | ||
Deferred solution and other costs, current portion | 78 | 64 | |
Deferred solution and other costs, net of current portion | 244 | 265 | |
Deferred implementation costs, net of current portion | (44) | (93) | |
Contract assets, net of current portion | 5,539 | 4,541 | |
Liabilities | |||
Accrued compensation | (847) | (571) | |
Deferred revenues, current portion | 1,414 | (1,803) | |
Deferred revenues, net of current portion | (10,123) | (8,174) | |
Stockholders' equity: | |||
Accumulated deficit | $ (18,449) | $ 15,842 |
Summary of Significant Accoun37
Summary of Significant Accounting Policies - Schedule of Impact of New Revenue Standard on Income Statement (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | ||
Mar. 31, 2018 | Mar. 31, 2017 | ||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | |||
Revenues | $ 54,808 | $ 44,534 | |
Costs and expenses | |||
Cost of revenues | [1] | 26,977 | 22,772 |
Sales and marketing | [1] | 10,966 | 9,878 |
Interest and other income | 199 | 108 | |
Benefit from (provision for) income taxes | 187 | (136) | |
Net loss | $ (6,048) | $ (7,040) | |
Net loss per common share, basic and diluted (usd per share) | $ (0.14) | $ (0.17) | |
Before ASC 606 | Accounting Standards Update 2014-09 | |||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | |||
Revenues | $ 52,543 | ||
Costs and expenses | |||
Cost of revenues | 27,033 | ||
Sales and marketing | 11,228 | ||
Interest and other income | 175 | ||
Net loss | $ (8,655) | ||
Net loss per common share, basic and diluted (usd per share) | $ (0.21) | ||
ASC 606 Adjustments | Accounting Standards Update 2014-09 | |||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | |||
Revenues | $ 2,265 | ||
Costs and expenses | |||
Cost of revenues | (56) | ||
Sales and marketing | (262) | ||
Interest and other income | 24 | ||
Net loss | $ 2,607 | ||
Net loss per common share, basic and diluted (usd per share) | $ 0.06 | ||
[1] | Includes stock-based compensation expenses as follows: Three Months Ended March 31, 2018 2017Cost of revenues $1,015 $724Sales and marketing 1,226 631Research and development 1,356 945General and administrative 2,498 1,897Total stock-based compensation expenses $6,095 $4,197 |
Summary of Significant Accoun38
Summary of Significant Accounting Policies - Schedule of Impact of New Revenue Standard on Balance Sheet (Details) - USD ($) $ in Thousands | Mar. 31, 2018 | Jan. 01, 2018 | Dec. 31, 2017 |
Assets | |||
Accounts receivable, net | $ 16,897 | $ 13,203 | |
Contract assets, current portion | 336 | $ 517 | 0 |
Deferred solution and other costs, current portion | 8,392 | 9,310 | 9,246 |
Deferred solution and other costs, net of current portion | 16,333 | 13,238 | 12,973 |
Deferred implementation costs, net of current portion | 8,374 | 8,202 | 8,295 |
Contract assets, net of current portion | 5,539 | 4,541 | 0 |
Liabilities | |||
Accrued compensation | 6,229 | 10,940 | 11,511 |
Deferred revenues, current portion | 38,344 | 36,576 | 38,379 |
Deferred revenues, net of current portion | 20,599 | 20,115 | 28,289 |
Stockholders' equity: | |||
Accumulated deficit | (143,073) | (136,272) | (152,114) |
Before ASC 606 | |||
Assets | |||
Contract assets, current portion | 0 | ||
Deferred solution and other costs, current portion | 9,246 | ||
Deferred solution and other costs, net of current portion | 12,973 | ||
Deferred implementation costs, net of current portion | 8,295 | ||
Contract assets, net of current portion | 0 | ||
Liabilities | |||
Accrued compensation | 11,511 | ||
Deferred revenues, current portion | 38,379 | ||
Deferred revenues, net of current portion | 28,289 | ||
Stockholders' equity: | |||
Accumulated deficit | $ (152,114) | ||
Accounting Standards Update 2014-09 | Before ASC 606 | |||
Assets | |||
Accounts receivable, net | 14,157 | ||
Contract assets, current portion | 0 | ||
Deferred solution and other costs, current portion | 8,314 | ||
Deferred solution and other costs, net of current portion | 16,089 | ||
Deferred implementation costs, net of current portion | 8,418 | ||
Contract assets, net of current portion | 0 | ||
Liabilities | |||
Accrued compensation | 7,076 | ||
Deferred revenues, current portion | 36,930 | ||
Deferred revenues, net of current portion | 30,722 | ||
Stockholders' equity: | |||
Accumulated deficit | (161,522) | ||
Accounting Standards Update 2014-09 | ASC 606 Adjustments | |||
Assets | |||
Accounts receivable, net | 2,740 | ||
Contract assets, current portion | 336 | 517 | |
Deferred solution and other costs, current portion | 78 | 64 | |
Deferred solution and other costs, net of current portion | 244 | 265 | |
Deferred implementation costs, net of current portion | (44) | (93) | |
Contract assets, net of current portion | 5,539 | 4,541 | |
Liabilities | |||
Accrued compensation | (847) | (571) | |
Deferred revenues, current portion | 1,414 | (1,803) | |
Deferred revenues, net of current portion | (10,123) | (8,174) | |
Stockholders' equity: | |||
Accumulated deficit | $ (18,449) | $ 15,842 |
Business Combinations and Ass39
Business Combinations and Asset Acquisitions (Details) - USD ($) $ in Millions | 1 Months Ended | 3 Months Ended | 12 Months Ended | |
Jan. 31, 2017 | Mar. 31, 2018 | Mar. 31, 2017 | Dec. 31, 2017 | |
Business Acquisition [Line Items] | ||||
Cash paid for assets | $ 1.5 | |||
Hold-back payable | 0.2 | |||
Release of hold-back deposit | $ 2.5 | |||
Centrix Solutions, Inc. | ||||
Business Acquisition [Line Items] | ||||
Milestone and retention bonuses | 7.2 | |||
Compensation expenses included in acquisition related costs | $ 0.3 | $ 0.3 | ||
Social Money | ||||
Business Acquisition [Line Items] | ||||
Milestone and retention bonuses | $ 0.2 | |||
Acquired Technology and Assembled Workforce | ||||
Business Acquisition [Line Items] | ||||
Intangible assets acquired | $ 1.5 | |||
Estimated useful life | 3 years | |||
Decrease in tax valuation allowance related to intangible assets | $ 0.3 |
Fair Value Measurements (Detail
Fair Value Measurements (Details) - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 |
Fair Value, Measurements, Recurring | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Investments | $ 38,704 | $ 41,685 |
Fair Value, Measurements, Recurring | Quoted Prices in Active Markets for Identical Assets (Level 1) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Investments | 0 | 0 |
Fair Value, Measurements, Recurring | Significant Other Observable Inputs (Level 2) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Investments | 38,704 | 41,685 |
Fair Value, Measurements, Recurring | Significant Unobservable Inputs (Level 3) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Investments | 0 | 0 |
U.S. government agency bonds | Fair Value, Measurements, Recurring | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Investments | 15,189 | 16,194 |
U.S. government agency bonds | Fair Value, Measurements, Recurring | Quoted Prices in Active Markets for Identical Assets (Level 1) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Investments | 0 | 0 |
U.S. government agency bonds | Fair Value, Measurements, Recurring | Significant Other Observable Inputs (Level 2) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Investments | 15,189 | 16,194 |
U.S. government agency bonds | Fair Value, Measurements, Recurring | Significant Unobservable Inputs (Level 3) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Investments | 0 | 0 |
Corporate bonds and commercial paper | Fair Value, Measurements, Recurring | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Investments | 15,750 | 15,815 |
Corporate bonds and commercial paper | Fair Value, Measurements, Recurring | Quoted Prices in Active Markets for Identical Assets (Level 1) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Investments | 0 | 0 |
Corporate bonds and commercial paper | Fair Value, Measurements, Recurring | Significant Other Observable Inputs (Level 2) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Investments | 15,750 | 15,815 |
Corporate bonds and commercial paper | Fair Value, Measurements, Recurring | Significant Unobservable Inputs (Level 3) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Investments | 0 | 0 |
Certificates of deposit | Fair Value, Measurements, Recurring | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Investments | 7,765 | 9,676 |
Certificates of deposit | Fair Value, Measurements, Recurring | Quoted Prices in Active Markets for Identical Assets (Level 1) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Investments | 0 | 0 |
Certificates of deposit | Fair Value, Measurements, Recurring | Significant Other Observable Inputs (Level 2) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Investments | 7,765 | 9,676 |
Certificates of deposit | Fair Value, Measurements, Recurring | Significant Unobservable Inputs (Level 3) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Investments | 0 | 0 |
Money market funds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair Value | 12,393 | 9,279 |
Money market funds | Fair Value, Measurements, Recurring | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair Value | 12,393 | 9,279 |
Money market funds | Fair Value, Measurements, Recurring | Quoted Prices in Active Markets for Identical Assets (Level 1) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair Value | 12,393 | 9,279 |
Money market funds | Fair Value, Measurements, Recurring | Significant Other Observable Inputs (Level 2) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair Value | 0 | 0 |
Money market funds | Fair Value, Measurements, Recurring | Significant Unobservable Inputs (Level 3) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair Value | $ 0 | $ 0 |
Cash, Cash Equivalents and In41
Cash, Cash Equivalents and Investments - Summary of Cash Equivalents and Investments (Details) - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 | Mar. 31, 2017 |
Schedule of Available-for-sale Securities [Line Items] | |||
Cash and Cash Equivalents, Amortized Cost | $ 255,411 | $ 57,961 | $ 42,756 |
Investments, Amortized Cost | 38,867 | 41,824 | |
Investments, Unrealized Gains | 0 | 0 | |
Investments, Unrealized Losses | (163) | (139) | |
Investments, Fair Value | 38,704 | 41,685 | |
Cash | |||
Schedule of Available-for-sale Securities [Line Items] | |||
Cash and Cash Equivalents, Amortized Cost | 243,000 | 48,700 | |
Money market funds | |||
Schedule of Available-for-sale Securities [Line Items] | |||
Cash and Cash Equivalents, Amortized Cost | 12,393 | 9,279 | |
Investments, Unrealized Gains | 0 | 0 | |
Investments, Unrealized Losses | 0 | 0 | |
Cash and Cash Equivalents, Fair Value | 12,393 | 9,279 | |
U.S. government agency bonds | |||
Schedule of Available-for-sale Securities [Line Items] | |||
Investments, Amortized Cost | 15,278 | 16,277 | |
Investments, Unrealized Gains | 0 | 0 | |
Investments, Unrealized Losses | (89) | (83) | |
Investments, Fair Value | 15,189 | 16,194 | |
Corporate bonds and commercial paper | |||
Schedule of Available-for-sale Securities [Line Items] | |||
Investments, Amortized Cost | 15,824 | 15,871 | |
Investments, Unrealized Gains | 0 | 0 | |
Investments, Unrealized Losses | (74) | (56) | |
Investments, Fair Value | 15,750 | 15,815 | |
Certificates of deposit | |||
Schedule of Available-for-sale Securities [Line Items] | |||
Investments, Amortized Cost | 7,765 | 9,676 | |
Investments, Unrealized Gains | 0 | 0 | |
Investments, Unrealized Losses | 0 | 0 | |
Investments, Fair Value | $ 7,765 | $ 9,676 |
Cash, Cash Equivalents and In42
Cash, Cash Equivalents and Investments - Contractual Maturities (Details) - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 |
Cash and Cash Equivalents [Abstract] | ||
Due within one year or less | $ 31,083 | $ 27,324 |
Due after one year through five years | 7,621 | 14,361 |
Total | $ 38,704 | $ 41,685 |
Cash, Cash Equivalents and In43
Cash, Cash Equivalents and Investments - Securities in Continuous Loss Position (Details) - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 |
Schedule of Available-for-sale Securities [Line Items] | ||
Adjusted Cost | $ 31,102 | $ 32,148 |
Gross Unrealized Loss | (163) | (139) |
Fair Value | 30,939 | 32,009 |
U.S. government agency bonds | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Adjusted Cost | 15,278 | 16,277 |
Gross Unrealized Loss | (89) | (83) |
Fair Value | 15,189 | 16,194 |
Corporate bonds and commercial paper | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Adjusted Cost | 15,824 | 15,871 |
Gross Unrealized Loss | (74) | (56) |
Fair Value | $ 15,750 | $ 15,815 |
Goodwill and Intangible Asset44
Goodwill and Intangible Assets - Narrative (Details) | 3 Months Ended | ||
Mar. 31, 2018USD ($)operating_segmentreporting_unit | Dec. 31, 2017USD ($) | Mar. 31, 2017USD ($) | |
Finite-Lived Intangible Assets [Line Items] | |||
Goodwill | $ 12,876,000 | $ 12,876,000 | |
Number of operating segments | operating_segment | 1 | ||
Number of reporting units | reporting_unit | 1 | ||
Impairment of goodwill | $ 0 | ||
Amortization of acquired intangibles | 368,000 | $ 371,000 | |
Capitalized software development costs | 4,000,000 | 4,000,000 | |
Amortization of capitalized software development costs | $ 200,000 | 100,000 | |
Minimum | |||
Finite-Lived Intangible Assets [Line Items] | |||
Estimated useful life | 2 years | ||
Maximum | |||
Finite-Lived Intangible Assets [Line Items] | |||
Estimated useful life | 6 years | ||
Maximum | Capitalized software development costs | |||
Finite-Lived Intangible Assets [Line Items] | |||
Estimated useful life | 5 years | ||
Cost of revenues | |||
Finite-Lived Intangible Assets [Line Items] | |||
Amortization of acquired intangibles | $ 900,000 | $ 900,000 | |
Operating expenses | |||
Finite-Lived Intangible Assets [Line Items] | |||
Amortization of acquired intangibles | $ 400,000 | $ 400,000 |
Goodwill and Intangible Asset45
Goodwill and Intangible Assets - Intangible Assets (Details) - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 |
Finite-Lived Intangible Assets [Line Items] | ||
Gross Amount | $ 23,543 | $ 23,543 |
Accumulated Amortization | (12,987) | (11,509) |
Net Carrying Amount | 10,556 | 12,034 |
Customer relationships | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Amount | 3,130 | 3,130 |
Accumulated Amortization | (1,430) | (1,294) |
Net Carrying Amount | 1,700 | 1,836 |
Non-compete agreements | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Amount | 884 | 884 |
Accumulated Amortization | (494) | (451) |
Net Carrying Amount | 390 | 433 |
Trademarks | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Amount | 2,140 | 2,140 |
Accumulated Amortization | (1,902) | (1,724) |
Net Carrying Amount | 238 | 416 |
Acquired technology | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Amount | 13,293 | 13,293 |
Accumulated Amortization | (8,375) | (7,464) |
Net Carrying Amount | 4,918 | 5,829 |
Assembled workforce | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Amount | 121 | 121 |
Accumulated Amortization | (48) | (38) |
Net Carrying Amount | 73 | 83 |
Capitalized software development costs | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Amount | 3,975 | 3,975 |
Accumulated Amortization | (738) | (538) |
Net Carrying Amount | $ 3,237 | $ 3,437 |
Debt (Details)
Debt (Details) - 2013 Secured Credit Facility - Wells Fargo | Apr. 11, 2017USD ($) | Mar. 31, 2016USD ($)annual_installment | Mar. 31, 2016USD ($)annual_installment | Mar. 31, 2018USD ($) | Oct. 31, 2016USD ($) |
Line of Credit | |||||
Line of Credit Facility [Line Items] | |||||
Line of credit facility, maximum borrowing capacity | $ 25,000,000 | $ 25,000,000 | $ 25,000,000 | ||
Line of credit facility, increase to borrowing capacity (up to) | $ 25,000,000 | $ 25,000,000 | |||
Line of credit facility, maximum borrowing capacity as a percentage of the Company's trailing twelve-month recurring revenues | 75.00% | 75.00% | |||
Line of credit facility, initial closing fee, number of annual installments | annual_installment | 3 | 3 | |||
Line of credit facility, initial closing fee, repayment period | 3 years | ||||
Payment of outstanding balance on credit facility | $ 100,000 | ||||
Line of Credit | U.S. Federal Funds Rate | |||||
Line of Credit Facility [Line Items] | |||||
Basis spread on variable interest rate | 1.00% | ||||
Line of Credit | One Month LIBOR | |||||
Line of Credit Facility [Line Items] | |||||
Basis spread on variable interest rate | 1.00% | ||||
Letter of Credit | |||||
Line of Credit Facility [Line Items] | |||||
Secured letters of credit amount | $ 1,000,000 |
Commitments and Contingencies -
Commitments and Contingencies - Narrative (Details) ft² in Thousands, $ in Millions | 3 Months Ended | |
Mar. 31, 2018USD ($)ft²building | Mar. 31, 2017USD ($) | |
Other Commitments [Line Items] | ||
Number of buildings occupied | building | 2 | |
Monthly rent expense under operating lease | $ | $ 1.1 | $ 1.1 |
Lease One | ||
Other Commitments [Line Items] | ||
Leased square feet | 67 | |
Lease renewal term | 5 years | |
Lease Two | ||
Other Commitments [Line Items] | ||
Leased square feet | 129 | |
Lease renewal term | 10 years |
Commitments and Contingencies48
Commitments and Contingencies - Contractual Commitments (Details) $ in Thousands | Mar. 31, 2018USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
2018 (from April 1 to December 31) | $ 9,869 |
2,019 | 13,376 |
2,020 | 9,666 |
2,021 | 9,080 |
2,022 | 9,080 |
Thereafter | 236,379 |
Total commitments | $ 287,450 |
Convertible Senior Notes - Addi
Convertible Senior Notes - Additional Information (Details) $ / shares in Units, shares in Millions | 1 Months Ended | 3 Months Ended | |
Feb. 28, 2018USD ($)day$ / sharesshares | Mar. 31, 2018USD ($) | Mar. 31, 2017USD ($) | |
Debt Instrument [Line Items] | |||
Total cost of Bond Hedge | $ (41,700,000) | ||
Number of warrants issued, subject to anti-dilution adjustments (in shares) | shares | 4 | ||
Warrant strike price (usd per share) | $ / shares | $ 78.75 | ||
Proceeds from warrants | $ 22,400,000 | $ 22,379,000 | $ 0 |
Convertible Debt | Convertible Senior Notes Due February 2023 | |||
Debt Instrument [Line Items] | |||
Principal amount | $ 230,000,000 | ||
Interest rate | 0.75% | ||
Initial conversion rate of common stock | 0.0174 | ||
Conversion price (usd per share) | $ / shares | $ 57.38 | ||
Limitation on sale of common stock, sale price threshold, number of trading days | day | 20 | ||
Limitation on sale of common stock, sale price threshold, trading period | day | 30 | ||
Threshold percentage of stock price trigger | 130.00% | ||
Number of consecutive business days | 5 days | ||
Percentage of closing sale price in excess of convertible notes | 98.00% | ||
Redemption price percentage | 100.00% | ||
Issuance costs attributable to the liability component | $ 5,400,000 | ||
Remaining discount and issuance costs amortization period | 4 years 10 months 24 days | ||
Number of securities called by warrants (in shares) | shares | 0.9 |
Convertible Senior Notes - Sche
Convertible Senior Notes - Schedule of Convertible Notes (Details) - Convertible Debt - Convertible Senior Notes Due February 2023 $ in Thousands | Mar. 31, 2018USD ($) |
Liability component: | |
Principal | $ 230,000 |
Unamortized debt discount | (49,553) |
Unamortized debt issuance costs | (5,277) |
Net carrying amount | 175,170 |
Additional Paid-in Capital | |
Equity component | |
Net allocation of proceeds | 31,116 |
Net issuance costs | (1,517) |
Net carrying amount | $ 29,599 |
Convertible Senior Notes - Sc51
Convertible Senior Notes - Schedule of Interest Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Debt Instrument [Line Items] | ||
Amortization of debt issuance costs | $ 123 | $ 24 |
Amortization of debt discount | 1,099 | $ 0 |
Convertible Senior Notes Due February 2023 | Convertible Debt | ||
Debt Instrument [Line Items] | ||
Amortization of debt issuance costs | 123 | |
Amortization of debt discount | 1,099 | |
Interest Expense, Debt | $ 1,222 |
Stock-Based Compensation - Narr
Stock-Based Compensation - Narrative (Details) - shares | Jan. 01, 2018 | Mar. 31, 2018 | Dec. 31, 2017 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Common stock, granted (in shares) | 12,000 | ||
2014 Stock Plan | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Shares reserved for future issuance under the plan (in shares) | 7,297,000 | ||
Additional shares authorized under the plan, percentage increase | 4.50% | ||
Automatic annual increase in shares | 1,889,000 | ||
Shares transferred from the previous plan that expired or terminated (in shares) | 0 | ||
Shares allocated for issuance (in shares) | 9,186,000 | ||
Common stock, granted (in shares) | 2,706,000 | ||
Shares available for future issuance under the plan (in shares) | 3,982,000 | ||
2007 Stock Plan | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Shares available for future issuance under the plan (in shares) | 0 | ||
Market Stock Units | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Award vesting period | 3 years | ||
Restricted Stock Units (RSUs) | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Award vesting period | 4 years | ||
Restricted Stock Units (RSUs) | 2014 Stock Plan | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Shares reserved for future issuance under the plan (in shares) | 2,970,000 | ||
Shares transferred from the previous plan that expired or terminated (in shares) | 472,000 | ||
Year One | Market Stock Units | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Award vesting rights (percentage) | 33.00% | ||
Year One | Restricted Stock Units (RSUs) | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Award vesting rights (percentage) | 25.00% | ||
Year Two | Market Stock Units | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Award vesting rights (percentage) | 33.00% | ||
Year Two | Restricted Stock Units (RSUs) | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Award vesting rights (percentage) | 25.00% | ||
Year Three | Market Stock Units | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Award vesting rights (percentage) | 200.00% | ||
Year Three | Restricted Stock Units (RSUs) | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Award vesting rights (percentage) | 25.00% |
Stock-Based Compensation - Stoc
Stock-Based Compensation - Stock Option Activity (Details) shares in Thousands | 3 Months Ended |
Mar. 31, 2018$ / sharesshares | |
Number of Options | |
Balance as of beginning of period (in shares) | shares | 3,692 |
Stock options, granted (in shares) | shares | 12 |
Stock options, exercised (in shares) | shares | (267) |
Stock options, forfeited (in shares) | shares | (1) |
Balance as of end of period (in shares) | shares | 3,436 |
Weighted Average Exercise Price | |
Balance at beginning of period (in dollars per share) | $ / shares | $ 17.63 |
Granted (in dollars per share) | $ / shares | 47 |
Exercised (in dollars per share) | $ / shares | 10.33 |
Forfeited (in dollars per share) | $ / shares | 15.07 |
Balance at end of period (in dollars per share) | $ / shares | $ 18.30 |
Stock-Based Compensation - Rest
Stock-Based Compensation - Restricted Stock Unit Activity (Details) - Restricted Stock Units (RSUs) shares in Thousands | 3 Months Ended |
Mar. 31, 2018$ / sharesshares | |
Number of Shares | |
Nonvested as of beginning of period (in shares) | shares | 1,680 |
Granted (in shares) | shares | 311 |
Vested (in shares) | shares | (170) |
Forfeited (in shares) | shares | (33) |
Nonvested as of end of period (in shares) | shares | 1,788 |
Weighted Average Grant Date Fair Value | |
Nonvested at beginning of period (in dollars per share) | $ / shares | $ 32.65 |
Granted (in dollars per share) | $ / shares | 47 |
Vested (in dollars per share) | $ / shares | 27.69 |
Forfeited (in dollars per share) | $ / shares | 34.90 |
Nonvested at end of period (in dollars per share) | $ / shares | $ 35.58 |
Stock-Based Compensation - Mark
Stock-Based Compensation - Market Stock Unit Activity (Details) - Market Stock Units shares in Thousands | 3 Months Ended |
Mar. 31, 2018$ / sharesshares | |
Number of Shares | |
Nonvested as of beginning of period (in shares) | shares | 0 |
Granted (in shares) | shares | 234 |
Vested (in shares) | shares | 0 |
Forfeited (in shares) | shares | 0 |
Nonvested as of end of period (in shares) | shares | 234 |
Weighted Average Grant Date Fair Value | |
Nonvested at beginning of period (in dollars per share) | $ / shares | $ 0 |
Granted (in dollars per share) | $ / shares | 21.77 |
Vested (in dollars per share) | $ / shares | 0 |
Forfeited (in dollars per share) | $ / shares | 0 |
Nonvested at end of period (in dollars per share) | $ / shares | $ 21.77 |
Stock-Based Compensation - Sign
Stock-Based Compensation - Significant Assumptions Used in Monte Carlo Model (Details) - Market Stock Units | 3 Months Ended |
Mar. 31, 2018 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Volatility | 36.60% |
Risk-free interest rate | 2.40% |
Dividend yield | 0.00% |
Longest remaining performance period (in years) | 3 years |
Income Taxes (Details)
Income Taxes (Details) - USD ($) | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Income Tax Disclosure [Abstract] | ||
Effective tax rate, percent | (3.00%) | 2.00% |
Unrecognized tax benefits | $ 0 |