Diligent (DIL) 10-Q 11 May 15 2015 Q1 Quarterly report Financial data

Document_And_Entity_Informatio

Document And Entity Information	3 Months Ended
	Mar. 31, 2015	8-May-15
Document And Entity Information
Entity Registrant Name	Diligent Board Member Services, Inc.
Entity Central Index Key	1433269
Current Fiscal Year End Date	-19
Entity Filer Category	Accelerated Filer
Entity Common Stock, Shares Outstanding		86,934,274
Document Type	10-Q
Amendment Flag	FALSE
Document Period End Date	31-Mar-15
Document Fiscal Period Focus	Q1
Document Fiscal Year Focus	2015
Entity Well-known Seasoned Issuer	No
Entity Voluntary Filers	No
Entity Current Reporting Status	Yes

Condensed_Consolidated_Balance

Condensed Consolidated Balance Sheets (USD $)	Mar. 31, 2015	Dec. 31, 2014
In Thousands, unless otherwise specified
Current assets:
Cash and cash equivalents	$65,245	$70,809
Accounts receivable, net	3,574	1,754
Deferred commissions	1,335	1,353
Prepaid expenses and other current assets	4,500	3,233
Deferred tax assets	3,048	2,768
Total current assets	77,702	79,917
Property and equipment, net	11,492	12,203
Intangible assets, net	1,400	260
Deferred tax assets	6,364	6,804
Security deposits	814	801
Other non-current assets	962	436
Total assets	98,734	100,421
Current liabilities:
Accounts payable	1,062	2,197
Accrued expenses and other liabilities	11,606	11,468
Income taxes payable	990	1,552
Deferred revenue	30,058	32,238
Obligations under capital leases	401	623
Total current liabilities	44,117	48,078
Non-current liabilities:
Deferred revenue, less current portion	11,643	12,138
Obligations under capital leases		34
Other non-current liabilities	2,696	3,899
Total non-current liabilities	14,339	16,071
Total liabilities	58,456	64,149
Commitments and contingencies
Redeemable preferred stock:
Series A convertible redeemable preferred stock, $.001 par value, 50,000,000 shares authorized 30,000,000 and shares issued and outstanding (liquidation value $4,583)	3,000	3,000
Stockholders' equity:
Common Stock, $.001 par value, 250,000,000 shares authorized, 86,915,514 and 86,895,778 shares issued and outstanding	87	87
Additional paid-in capital	34,184	32,631
Retained earnings	4,800	1,706
Accumulated other comprehensive loss	-1,793	-1,152
Total stockholders' equity	37,278	33,272
Total liabilities, redeemable preferred stock and stockholders' equity	$98,734	$100,421

Condensed_Consolidated_Balance1

Condensed Consolidated Balance Sheets (Parenthetical) (USD $)	Mar. 31, 2015	Dec. 31, 2014
In Thousands, except Share data, unless otherwise specified
Series A convertible redeemable preferred stock, liquidation value (in dollars)	$4,583	$4,583
Common stock, par value (in dollars per share)	$0.00	$0.00
Common stock, shares authorized	250,000,000	250,000,000
Common stock, shares issued	86,915,514	83,776,155
Common stock, shares outstanding	86,765,836	86,895,778
Series A convertible redeemable preferred stock
Series A convertible redeemable preferred stock, par value (in dollars per share)	$0.00	$0.00
Series A convertible redeemable preferred stock, shares authorized	50,000,000	50,000,000
Series A convertible redeemable preferred stock, shares issued	30,000,000	30,000,000
Series A convertible redeemable preferred stock, shares outstanding	30,000,000	30,000,000

Condensed_Consolidated_Stateme

Condensed Consolidated Statements of Income (USD $)	3 Months Ended
In Thousands, except Per Share data, unless otherwise specified	Mar. 31, 2015	Mar. 31, 2014
CONSOLIDATED STATEMENTS OF OPERATIONS
Revenues	$22,827	$19,126
Cost of revenues (excluding depreciation and amortization)	4,396	3,780
Gross profit	18,431	15,346
Operating expenses:
Selling and marketing	3,782	3,157
General and administrative	5,920	6,290
Research and development	2,951	1,406
Depreciation and amortization	850	527
Restatement		779
Total operating expenses	13,503	12,159
Income from operations	4,928	3,187
Other income, net:
Interest expense, net	-4	-15
Other income, net	25
Foreign exchange transaction gain	44	68
Total other income, net	65	53
Income before provision for income taxes	4,993	3,240
Provision for income taxes	1,899	1,296
Net income	3,094	1,944
Accrued preferred stock dividends	-83	-88
Net income attributable to common stockholders	$3,011	$1,856
Earnings per share:
Basic (in dollars per share)	$0.03	$0.02
Diluted (in dollars per share)	$0.02	$0.02
Weighted average shares outstanding:
Basic (in shares)	116,976	116,481
Diluted (in shares)	121,496	119,235

Consolidated_Statements_of_Com

Consolidated Statements of Comprehensive Income (USD $)	3 Months Ended
In Thousands, unless otherwise specified	Mar. 31, 2015	Mar. 31, 2014
Statement Of Other Comprehensive Income [Abstract]
Net income	$3,094	$1,944
Other comprehensive (loss):
Foreign exchange translation adjustment	-641	-136
Comprehensive income	$2,453	$1,808

Condensed_Consolidated_Stateme1

Condensed Consolidated Statement of Changes in Stockholders' Equity (USD $)	Common Stock	Additional Paid-in-Capital	Accumulated Deficit	Accumulated Other Comprehensive Income (Loss)	Total
In Thousands, except Share data
Balance at Dec. 31, 2014	$87	$32,631	$1,706	($1,152)	$33,272
Balance (in shares) at Dec. 31, 2014	86,896
Comprehensive income (loss)			3,094	-641	2,453
Share-based compensation		1,556			1,556
Shares issued under employee stock purchase plan (in stock)		80			80
Shares issued under employee stock purchase plan (in shares)	20
Preferred stock dividend ($0.01per share)		-83			-83
Balance at Mar. 31, 2015	$87	$34,184	$4,800	($1,793)	$37,278
Balance (in shares) at Mar. 31, 2015	86,916

Condensed_Consolidated_Stateme2

Condensed Consolidated Statement of Changes in Stockholders' Equity (Parenthetical) (USD $)	3 Months Ended
	Mar. 31, 2015
Consolidated Statement of Changes in Stockholders' Equity
Preferred stock dividend (in dollars per share)	$0.01

Consolidated_Statments_of_Cash

Consolidated Statments of Cash Flows (USD $)	3 Months Ended
In Thousands, unless otherwise specified	Mar. 31, 2015	Mar. 31, 2014
Cash flows from operating activities:
Net income	$3,094	$1,944
Adjustments to reconcile net income to net cash provided by operating activities:
Deferred taxes	160	-552
Depreciation and amortization	850	527
Share-based compensation	1,556	836
Other		14
Changes in operating assets and liabilities:
Accounts receivable	-1,820	426
Deferred commissions	18	179
Prepaid expenses and other current assets	-1,267	-124
Other non-current assets	-526
Accounts payable and accrued expenses	411	-913
Income taxes receivable/payable	-562	1,538
Deferred revenue	-2,675	2,017
Other non-current liabilities	-1,231	1,033
Net cash provided by operating activities	-1,992	6,925
Cash flows from investing activities:
Proceeds from maturity of short-term investments		5,997
Restricted cash - security deposit	15	-78
Purchases of property and equipment	-1,201	-1,565
Capitalized software development costs	-1,154
Net cash provided by (used in) investing activities	-2,340	4,354
Cash flows from financing activities:
Payment of preferred stock dividend	-335	-359
Payments of obligations under capital leases	-256	-211
Payments of obligations under software licensing agreements		-41
Net cash used in financing activities	-591	-611
Effect of exchange rates on cash and cash equivalents	-641	-136
Net (decrease) increase in cash and cash equivalents	-5,564	10,532
Cash and cash equivalents at beginning of period	70,809	43,583
Cash and cash equivalents at end of period	65,245	54,115
Supplemental disclosure of cash flow information:
Interest	8	21
Income taxes	2,348	121
Supplemental disclosure of noncash investing and financing activities:
Conversion of preferred stock to common stock		267
Accounts payable for property and equipment	$103	$157

Organization_and_nature_of_the

Organization and nature of the business	3 Months Ended
	Mar. 31, 2015
Organization and nature of the business
Organization and nature of the business
	1)Organization and nature of the business
	Diligent Board Member Services, Inc. (“we,” “Diligent” or the “Company”) provides one of the world’s most widely used board portals. The Company develops and commercializes the Diligent Boardbooks system, a secure software application available online, on iPad and Windows 8.1 supported devices. The application allows board members, management and administrative staff to simplify how board materials are produced, delivered, reviewed and voted on. We provide clients with subscription-based access to our software along with associated services, including securely hosting the clients’ data, and customer service and support for the application.
	The Company was incorporated in the State of Delaware on September 27, 2007 and is listed on the NZX Main Board. On December 12, 2007, Diligent completed an offshore public offering in connection with its listing on the NZX Main Board. Diligent’s corporate headquarters are located in New York, New York.
	The Company has a wholly-owned subsidiary located in New Zealand, Diligent Board Member Services NZ Limited (“DBMS NZ”), which provides customer support and research and development services for the Company. The Company has a wholly-owned subsidiary in the United Kingdom, Diligent Boardbooks Limited (“DBL”) and a wholly-owned subsidiary in Australia, Diligent Board Services Australia Pty Ltd. (“DBA”), which provide sales, marketing and customer support services in their respective regions. The Company’s Singapore subsidiary, Diligent APAC Board Services Pte. Ltd. (“APAC”) provides sales support in the Asia-Pacific region. The Company’s subsidiary in Hong Kong, Diligent APAC Limited was established in 2012 to support the Company’s Asia-Pacific sales and marketing and commenced operations during the first quarter of 2015. On February 4, 2014, the Company established a German subsidiary, Diligent Boardbooks GmbH (“DBG”), to offer dedicated, private data hosting solutions and data recovery support, primarily for European customers.
	Diligent’s consolidated financial statements are presented in U.S. dollars, which is the Company’s functional and reporting currency.

Restatement

Restatement	3 Months Ended
	Mar. 31, 2015
Restatement
Restatement
	2)Restatement
	In August, 2013, the Company announced that its historical financial statements for the years ended December 31, 2012, 2011 and 2010 and the quarter ended March 31, 2013 would be restated due to revenue recognition errors. The Company completed the restatement process in April of 2014. Costs for the restatement and re-audits incurred during the three months ended March 31, 2015 and 2014 were $0 and $0.8 million, respectively. These costs were comprised of professional fees incurred for accounting, auditing and consulting services.

Significant_accounting_policie

Significant accounting policies	3 Months Ended
	Mar. 31, 2015
Significant accounting policies
Significant accounting policies
	3)Significant accounting policies
	Basis of presentation —The Company’s consolidated financial statements are prepared in accordance with accounting principles generally accepted in the United States of America.
	In the opinion of management, the accompanying unaudited condensed consolidated financial statements contain all adjustments (consisting of normal recurring adjustments) necessary for a fair presentation of the financial statements.  The results of operations for the three months ended March 31, 2015 are not necessarily indicative of the results to be expected for the full year.
	The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Significant estimates and assumptions made by management include the deferral and recognition of revenue, the fair value of share-based compensation, accounting for income and other taxes, including the realization of deferred tax assets and uncertain tax positions, and the useful lives of tangible and intangible assets. Actual results could differ from those estimates.
	Effective January 1, 2015, the Company began allocating facility and related costs and certain costs associated with its Enterprise Resource Planning system to Cost of revenues, Selling and marketing, General and administrative, and Research and development.  Previously such costs had been presented within General and administrative expenses.  Such costs are allocated based on a department’s proportionate share of total employee headcount. The Company also changed the presentation of sales related incentive commissions paid to account management personnel from Cost of revenues to Selling and marketing. The Company determined that these changes would better reflect industry practice and would provide more meaningful information as well as increased transparency of its operations. To conform the 2014 presentation to the current quarter’s presentation, $496 thousand was reclassified from General and administrative, of which $6 thousand was included in Costs of revenues, $397 thousand was included in Selling and marketing, and $93 thousand was included in Research and Development for the three months ended March 31, 2014. Such reclassifications had no effect on previously reported operating income, net income or retained earnings.
	Principles of consolidation —The consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries. All significant intercompany balances and transactions have been eliminated.
	Cash and cash equivalents —The Company considers all highly liquid investments with original maturities of three months or less at the time of purchase to be cash equivalents. The Company invests its excess cash primarily in bank and money market funds of major financial institutions. Accordingly, its cash equivalents are subject to minimal credit and market risk.
	Fair value of financial instruments — The fair value of the Company’s accounts receivable, accounts payable and accrued expenses and other liabilities approximates book value due to their short term settlements.
	Property and equipment — Property and equipment consists of computer and office equipment, leasehold improvements and purchased internal-use computer software. Property and equipment are carried at cost, less accumulated depreciation and amortization and any impairment losses.
	Depreciation and amortization — Depreciation on property and equipment is computed on a straight line basis at rates adequate to recover the cost of the assets over their estimated useful lives, which range from three to five years. Leasehold improvements are depreciated over estimated useful lives of the assets or the term of the underlying lease, whichever is shorter. Amortization of internal-use computer software is computed on the straight-line method over its estimated useful life, which is three years. Expenditures for repair and maintenance costs are expensed as incurred.
	Impairment of long-lived assets — The Company periodically reviews the carrying amounts of its tangible and intangible assets to determine whether events or changes in circumstances indicate the carrying amount of an asset may not be fully recoverable. The carrying amount of a long-lived asset is not recoverable if it exceeds the sum of the undiscounted cash flows expected to result from the use and eventual disposition of the asset. Measurement of an impairment loss for long-lived assets and certain identifiable intangible assets that management expects to hold and use is based on the fair value of the asset. An impairment loss is measured as the amount by which the carrying amount of the long-lived asset exceeds its fair value.
	Revenue recognition — The Company derives its revenues primarily from subscription fees and installation fees, including training. The Company sells subscriptions to its cloud-based application that are generally one year in length. Its arrangements do not include a general right of return and generally automatically renew unless the Company is notified 30 days prior to the expiration of the initial term. The Company’s subscription agreements do not provide the customer the right to take possession of the software that supports the application. Installation fees consist of the configuration of the Company’s service and training of its customers.
	Revenue recognition commences when all of the following conditions are met:
		·		There is persuasive evidence of the arrangement;
		·		The service has been made available to the customer;
		·		The fee is fixed or determinable; and
		·		The collectability of the fees is reasonably assured.
	Pursuant to the authoritative accounting guidance regarding revenue recognition for arrangements with multiple deliverables, for a deliverable to qualify as a separate unit of accounting, the delivered item must have value to the customer on a standalone basis. The Company has determined that the installation fee does not have standalone value, so accordingly, it accounts for its arrangements as a single unit of accounting.
	Revenue from the Company’s subscription service is recognized on a daily basis over the subscription term as the services are delivered. The service is considered delivered, and hence revenue recognition commences, when the customer has access to the Diligent Boardbooks product. Revenue is recorded ratably through the end of the contract period, which is generally twelve months from the contract date.
	Installation fees paid by customers in connection with the subscription service are deferred and are recognized ratably over the expected life of the customer relationships, generally nine years. In estimating the expected customer relationship period, the Company looked to guidance on the determination of the useful life of an intangible asset for the appropriate factors to be considered in estimating expected customer life and specifically focused on its customer renewal rate. Diligent’s customer contracts contain a standard “autorenew” feature which provides for one-year renewals unless either party provides written notice of termination. In addition, Diligent’s renewal history with its customers has been and remains at very high rates. As a result, we believe that Diligent’s customers will renew numerous times during their tenure with us. Consequently, Diligent has had a very low annual attrition rate which historically has been less than 5.0%. After considering these factors, we determined that a nine year estimated customer life was appropriate as of March 31, 2015. The Company evaluates its estimated customer life on an annual basis.
	Deferred Revenue  — Deferred revenue represents installation and subscription fees for which cash has been received but for which the Company has not yet delivered its services or the criteria for the recognition of revenue have not yet been met. Deferred revenues presented in the consolidated balance sheet do not include amounts receivable (both billed and unbilled) for executed subscription agreements for which the Company has not yet received payment. Accordingly, the deferred revenue balance does not represent the total contract value of annual subscription agreements.
	Long term deferred revenue consists of installation fees that will be recognized over the estimated life of the customer relationship, generally nine years. Installation fees expected to be recognized within the next 12 months of the balance sheet date are included in the current portion of deferred revenue.
	Accounts receivable — The Company generally invoices its customers on a quarterly or annual basis. Accounts receivable represents amounts due from Diligent’s customers for which revenue has been recognized. A provision for doubtful accounts is recorded based on management’s assessment of amounts considered uncollectable for specific customers based on the age of the receivable, history of payments and other relevant information. At each of March 31, 2015 and December 31, 2014, the Company has recorded a provision for doubtful accounts of $0.1 million.
	Research and development  — Research and development expenses are incurred as the Company upgrades and maintains its software and evaluates and develops other potential applications. Such expenses include compensation and employee benefits of engineering and testing personnel, including share-based compensation, materials, travel and direct costs associated with the design and required testing of the product line. Research and development also includes allocated indirect costs such as facility and related costs that are clearly related to research and development activities.
	Internal-Use Software Development Costs - The Company begins to capitalize costs incurred for computer software developed for internal use when the preliminary development efforts are successfully completed, management has authorized and committed to funding the project, and it is probable that the project will be completed and the software will be used as intended. Capitalization ceases when a computer software project is substantially complete and ready for its intended use. These costs are amortized over the estimated useful life of the related asset. Costs incurred prior to meeting these criteria are expensed as incurred and recorded in research and development expense in the Company’s consolidated statements of income.
	Operating leases —The Company records rental costs, including costs related to fixed rent escalation clauses and rent holidays, on a straight-line basis over the lease term.
	Income taxes —The Company files U.S. federal and state income tax returns. Foreign operations file income tax returns in their respective foreign jurisdictions. The Company accounts for deferred income taxes under the asset and liability method. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases and operating loss and tax credit carryforwards. A valuation allowance is recorded if it is considered more likely than not that some or all of a deferred tax asset may not be realized. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date.
	The tax effects of an uncertain tax position taken or expected be taken in income tax returns are recognized only if it is “more likely-than not” to be sustained on examination by the taxing authorities, based on its technical merits as of the reporting date. The tax benefits recognized in the financial statements from such a position are measured based on the largest benefit that has a greater than fifty percent likelihood of being realized upon ultimate settlement. The Company recognizes the benefit of an uncertain tax position in the period when it is effectively settled. Previously recognized tax positions are derecognized in the first period in which it is no longer more likely than not that the tax position would be sustained upon examination. The Company recognizes accrued interest and penalties related to uncertain tax positions in income tax expense.
	Foreign exchange — The Company’s wholly-owned subsidiaries, DBL, DBMS NZ, DBG and DBA, utilize the British Pound Sterling (GBP), New Zealand Dollar (NZD), Euro (EUR), and Australian Dollar (AUD), respectively, as their functional currencies. Assets and liabilities of these subsidiaries are translated to U.S. dollars at exchange rates in effect at the balance sheet date, with the resulting translation adjustments directly recorded to a separate component of accumulated other comprehensive income or loss. The functional currency of the Company’s Singapore subsidiary is the U.S. dollar.
	Transactions in foreign currencies are reported at the rates of exchange at the transaction date. Assets and liabilities are translated at the rates of exchange in effect at the balance sheet date. All differences are recorded in results of operations.
	Share-based compensation  — The Company measures the cost of employee services received in exchange for an equity-based award using the fair value of the award on the date of the grant, and recognizes the cost over the period that the award recipient is required to provide services to the Company in exchange for the award. The fair value of restricted stock units and performance stock units is estimated using the market price of the Company’s common stock at the date of the grant and we recognize compensation expense for the portion of the award that is expected to vest.
	The Company measures compensation cost for awards granted to non-employees based on the fair value of the award at the measurement date, which is the date performance is satisfied or services are rendered by the non-employee.
	Segment reporting —Operating segments are defined as components of an enterprise about which separate financial information is available that is evaluated on a regular basis by the chief operating decision-maker (“CODM”), or decision making group, in deciding how to allocate resources to an individual segment and in assessing performance of the segment. In light of the Company’s current product offering and the fact that the Company’s CODM, which is the Company’s Chief Executive Officer, monitors and reviews financial information at a consolidated level for assessing operating results and allocation of resources, management has concluded that the Company has one reportable operating segment.
	Earnings per share—Basic earnings per share is computed by dividing the net income attributable to common stockholders, after deducting accrued preferred stock dividends, by the weighted average number of common and preferred shares outstanding for the period. The preferred stockholders are entitled to participate on an “as converted basis” in any dividends paid on the Company’s common stock, and as such are considered participating securities to which earnings should be allocated using the two-class method.
	Diluted earnings per share reflects the potential dilution that would occur if securities or other contracts to issue common stock were exercised, settled or converted into common stock, unless the effect is anti-dilutive. Stock options and employee share awards are included as potential dilutive securities for the applicable periods, except that 0.1 million and 0.4 million stock options have been excluded in 2015 and 2014, respectively because their effect is antidilutive.
	The computation of shares used in calculating basic and diluted earnings per common share are as follows:
			March 31,
			2015		2014
			(in thousands)
	Basic weighted average common shares outstanding		86,976		84,584
	Basic weighted average preferred shares outstanding		30,000		31,897
	Basic weighted average shares outstanding		116,976		116,481
	Dilutive effect of stock options		2,712		2,627
	Dilutive effect of performance stock units		1,242		—
	Dilutive effect of restricted stock units		566		127
	Dilutive weighted average shares outstanding		121,496		119,235
	Recent accounting pronouncements — In May 2014, the FASB issued ASU No. 2014-09, “Revenue from Contracts with Customers,” which requires an entity to recognize the amount of revenue to which it expects to be entitled for the transfer of promised goods or services to customers. ASU 2014-09 will replace most existing revenue recognition guidance in U.S. GAAP when it becomes effective on January 1, 2017. Early application is not permitted. The standard permits the use of either the retrospective or cumulative effect transition method. The Company is evaluating the effect that ASU 2014-09 will have on the consolidated financial statements and related disclosures. The Company has not yet selected a transition method nor determined the effect of this standard on its ongoing financial reporting.
	From time to time, new accounting pronouncements are issued by the FASB and are adopted by the Company as of the specified effective date. Unless otherwise discussed, the impact of other recently issued accounting pronouncements are not expected to have a material impact on the consolidated financial position, results of operations, and cash flows, or do not apply to the Company’s operations.

Intangible_Assets

Intangible Assets	3 Months Ended
	Mar. 31, 2015
Intangible Assets
Intangible Assets
	4)Intangible assets
	During 2014 the Company acquired certain intangible assets. The Company’s acquired intangible assets at March 31, 2015 and December 31, 2014 are comprised of the following:
		March 31,			December 31,			Weighted Average
		2015			2014			Useful Life
		(in thousands)						(in years)
	Domain names	$	275		$	275		5
	Less: accumulated amortization	(29		)	(15		)
	Domain names, net	246			260
	The related amortization expense of intangibles for the three months ended March 31, 2015 and 2014 was less than $0.1 million and $0, respectively. The Company’s estimate of future amortization expense for acquired intangible assets that exist at March 31, 2015 is as follows:
			(in thousands)
	April 1, 2015 to December 31, 2015		$	41
	2016		55
	2017		55
	2018		55
	2019		40
	Total		$	246
	During the first quarter of 2015, the Company began to capitalize costs related to the development of a new SaaS collaboration tool, Diligent Teams.  The project is expected to substantially complete by the third quarter of 2015. The amount of capitalized costs at March 31, 2015 was $1.2 million. No such costs were capitalized during the quarter ended March 31, 2014 or as of December 31, 2014.

Fair_Value_of_Financial_Instru

Fair Value of Financial Instruments	3 Months Ended
	Mar. 31, 2015
Fair Value of Financial Instruments
Fair Value of Financial Instruments
	5)Fair Value of Financial Instruments
	The fair value of a financial instrument is the amount at which the instrument could be exchanged in an orderly transaction between market participants. As of March 31, 2015 and December 31, 2014, the carrying amounts of cash and cash equivalents, accounts receivable, accounts payable and accrued expenses and other liabilities approximated fair value due to the short-term nature of these instruments. ASC 820, Fair Value Measurements and Disclosures, establishes a fair value hierarchy for input into valuation techniques as follows:
		i.	Level 1 input - unadjusted quoted prices in active markets for identical instrument;
		ii.	Level 2 input - observable market data for the same or similar instrument but not Level 1, including quoted prices for identical or similar assets or liabilities in markets that are active or not active or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities; and
		iii.	Level 3 input - unobservable inputs developed using management’s assumptions about the inputs used for pricing the asset or liability.
	Level 1 inputs were utilized to determine the fair value of the Company’s investments in U.S. treasury bills, U.S treasury money market funds, and term deposits.  Due to the short-term nature of these investments, which mature between 90 days and 365 days, amortized cost is used to estimate the fair value.
	At March 31, 2015, cash equivalents include investments in U.S. treasury money market funds and treasury bills totaling $36.0 million, which are carried at cost, which approximates fair value. The fair value of money market funds was determined by reference to quoted market prices.
	At December 31, 2014, cash equivalents include investments in U.S. treasury money market funds and treasury bills totaling $32.5 million, which are carried at cost, which approximates fair value. The fair value of money market funds was determined by reference to quoted market prices.

Redeemable_Preferred_Stock

Redeemable Preferred Stock	3 Months Ended
	Mar. 31, 2015
Redeemable Preferred Stock
Redeemable Preferred Stock
	6)Redeemable Preferred Stock
	In March 2009, the Company issued 30 million shares of Series A Preferred Stock for $0.10 per share in a private offering, providing aggregate gross proceeds of $3 million. Expenses relating to the share issuance were $139 thousand. The principal terms of the Preferred Shares are as follows:
	Dividend rights—The Preferred Shares carry a fixed, cumulative, dividend of 11% per annum (adjusted for stock splits, consolidation, and other factors). The dividend, which is due on the first business day of each calendar year for the prior year, may (at the Company’s option) be paid either in cash or in kind by the issuance of additional Preferred Shares (PIK Shares), to be issued at the same issue price as the Series A. Preferred Stock of $0.10 per share—The 11% annual dividend on the Preferred Shares will have preference over the declaration or payment of any dividends on the Company’s common stock. In addition to the 11% preferred dividend, the holders of the Preferred Shares are also entitled to participate pro rata in any dividend paid on the Company’s common stock.
	Conversion rights—The Preferred Shares are convertible at any time at the option of the holders into the Company’s common stock on a one-for-one basis. In addition, Preferred Shares will automatically be converted into common stock upon the closing of an underwritten share offering by the Company on a registered stock exchange which realizes at least $40 million of gross proceeds.
	Redemption rights—The holders of the Preferred Shares have the option to require the Preferred Shares (including any PIK shares) to be redeemed in cash, at $0.10 per share plus accrued and unpaid dividends, at any time after 60 months from the date of issue of the Preferred Shares. Any redeemed amounts will be paid in four equal quarterly installments commencing 60 days after the redemption request.
	Anti-Dilution Provision—In the event of a future offering of the Company’s stock at a price per common share which is less than the Preferred Share conversion rate immediately before such offering, the conversion price for the Preferred Shares is adjusted according to a weighted average formula.
	Liquidation preference—In the event of any voluntary or involuntary liquidation of the Company, the holders of Preferred Shares are entitled to an amount per Preferred Share equal to 1.5 times the original issue price of $0.10 plus any accrued but unpaid dividends.
	Voting rights—Preferred Shares have equal voting rights (one vote per share) to common stock, except that Preferred Shares do not vote in the general election of directors.
	Other provisions—For as long as not less than 15 million Preferred Shares are outstanding, the holders of the Preferred Shares have the right between them to appoint one director, and the Company may not take action relating to certain major transactions without obtaining the consent of not less than 60% of the Preferred Shares or without obtaining the approval of the director appointed by the holder of the Preferred Shares (for matters requiring Board of Directors approval).
	Accounting for Preferred Shares—If certain criteria are met, companies must bifurcate conversion options from their host instruments and account for them as free standing derivative instruments. The Company has evaluated the redemption, conversion and contingent conversion features of the Preferred Shares and determined that the embedded conversion option is not required to be bifurcated.
	Additionally, the Company analyzed the conversion feature and determined that the effective conversion price was higher than the market price at date of issuance; therefore no beneficial conversion feature was recorded. However, if the Company were to pay Preferred Stock dividends by issuing PIK shares, the issuance of such PIK shares would result in a beneficial conversion feature if the fair value of the Company’s common stock at the dividend declaration date exceeds the per share conversion price of the Preferred Shares. The Company has classified the Preferred Shares as temporary equity because they are redeemable upon the occurrence of an event that is not solely within the control of the issuer. As noted above, the holders of the Preferred Shares may demand redemption at any time after 60 months from the date of issue. The carrying value of the securities, which were initially recorded at their face value net of issuance costs, was increased to the redemption value over the period from the date of issuance to the earliest potential date of redemption.
	In 2015, the Company anticipates that accumulated unpaid dividends will be paid in cash on the Series A Preferred Stock.  Accordingly, preferred stock dividends of $0.1 million for the three months ended March 31, 2015 are included in accrued expenses.
	In March 2014, Carroll Capital Holdings and Spring Street Partners, L.P. converted 889,219 and 1,777,904 shares of Series A Preferred Stock, respectively, to an equivalent number of shares of common stock.

Stock_option_and_incentive_pla

Stock option and incentive plans	3 Months Ended
	Mar. 31, 2015
Stock option and incentive plan
Stock option and incentive plan
	7)            Stock option and incentive plan
	On May 3, 2013, the Board adopted the Diligent Board Member Services, Inc. 2013 Incentive Plan (the “Plan”), which was approved by the Company’s stockholders in June 2013. An aggregate of 8.5 million shares of the Company’s common stock may be issued pursuant to the Plan to employees, directors and consultants of the Company and its affiliates. As of March 31, 2015 0.1 million shares were available for future issuances of awards under the Plan. Of the shares available under the Plan, 4.1 million were utilized in connection with the replacement incentive awards issued in accordance with the former CEO Substitute Remuneration Package as discussed below.
	Awards under the Plan may be made in the form of stock options (which may constitute incentive stock options or nonqualified stock options), share appreciation rights, restricted shares, restricted share units, performance awards, bonus shares and other awards. In addition, certain awards under the Plan may be denominated or settled in cash, including performance awards.
	The Company’s standard remuneration package for non-executive directors consists of both a cash component, designed to compensate members for their service on the Board and its Committees, and an equity component. The total value of the standard remuneration package is $130 thousand per annum, $50 thousand of which will be payable in cash and $80 thousand in common stock.
	In December of 2012 the Company’s Board of Directors authorized a Special Committee of independent directors to conduct a review of the Company’s past stock issuances and stock option grants to determine whether they were in accordance with the relevant incentive plans. The Special Committee found that three option awards—one under the 2007 Plan, and two under the 2010 Plan—exceeded the applicable plan caps on the number of shares covered by an award issued to a single recipient in a particular year. Specifically, a 2009 award to the former Chief Executive Officer (CEO) exceeded the cap in the 2007 Plan by 1.6 million shares, a 2011 award to the former CEO exceeded the cap in the 2010 Plan by 2.5 million shares, and a 2011 award to another officer exceeded the cap in the 2010 Plan by 250 thousand shares.
	In May 2013, the Company and the Company’s former CEO entered into a Replacement Grant Agreement providing for the cancellation of the affected stock options and the issuance of a replacement award, which was to become effective upon the occurrence of certain future events.
	On June 12, 2013, the Company entered into an agreement with respect to the options for 250 thousand shares issued to the other officer in excess of the applicable plan cap, under which the 250 thousand options were cancelled, the vesting schedule for the remaining nonvested options were extended over a four and a half year period, and replaced with 150 thousand Restricted Stock Units, with graded vesting over four and a half years. The modification of this award resulted in additional expense of $66 thousand, which was to be recognized on a graded basis through December 2017.
	On December 23, 2013, the Company and the former CEO entered into an Amendment to Replacement Grant Agreement which finalized the terms of the incentive compensation package to be provided to the Company’s former CEO in substitution for certain awards that exceeded the applicable plan caps.
	Under the terms of the Amendment to Replacement Grant Agreement, on December 23, 2013 (the “Grant Date”), the former CEO’s fully vested option to purchase 2.4 million shares of the Company’s common stock for an exercise price of U.S. $0.14 per share was cancelled to the extent it was in excess of the applicable plan cap, consisting of 1.6 million of such shares. In exchange for the cancellation of the relevant portion of the award, the former CEO received:
		·		An option to purchase 1.6 million shares of common stock having an exercise price of U.S. $2.79, which was the Company’s closing price per share expressed in U.S. dollars on the last trading day on the NZX Main Board immediately prior to the Grant Date (the “Exercise Price”) of December 23, 2013. The option vested on December 31, 2013, and will have a term of ten years from the Grant Date.
		·		A performance cash award of U.S. $4.2 million, determined based on 1.6 million multiplied by the excess of the Exercise Price of U.S. $2.79 over U.S. $0.14. The former CEO’s right to receive such cash award was contingent on the Company achieving revenue growth of at least 7% during the twelve month period ended June 30, 2014 and his continued employment through such date. This revenue target was achieved and the cash award will be paid in three equal annual installments. The first installment in the amount of $1.4 million was paid in August 2014, the second installment was paid in the first quarter of 2015 and the final installment will be paid in the first quarter of 2016, or, if earlier, upon a change in control of the Company or the former CEO’s separation from service. Effective March 31, 2015, the former CEO became the Company’s Chief Product Strategy Officer. Any payment due on any installment date will be proportionally reduced if the sum of the Company’s stock price plus dividends for a measurement period prior to each payment date falls below 75% of the Exercise Price.
	In addition, the former CEO held an option to purchase 3 million shares of the Company’s common stock for an exercise price of U.S. $0.82 per share, which remained subject to vesting. Under the terms of the Amendment to Replacement Grant Agreement, the Company cancelled the portion of such option in excess of the applicable plan cap, consisting of 2.5 million of such shares. In exchange for the cancellation of the relevant portion of the award, the former CEO received:
		·		Performance share units (“PSUs”) for 2.25 million shares of common stock issuable contingent on Diligent achieving revenue growth of at least 7% during the twelve month period ended June 30, 2014. Effective June 30, 2014, the Company’s revenues met the performance requirement of at least seven percent (7%) growth over the performance period as compared to the period from July 1, 2012 through June 30, 2013. The PSUs were determined to be earned and the award will vest in four equal installments based on continued employment, commencing June 30, 2015, with full vesting occurring on June 30, 2018. The delivery dates for the vested performance shares will be 50% in 2018 and 50% in 2019 or, if earlier, upon a change in control of the Company or the former CEO’s separation from service.
		·		PSUs for up to 250 thousand shares of common stock contingent on Diligent achieving either at least 15% fully diluted EPS growth (adjusted to exclude stock-based compensation expense and extraordinary items) or 15% total stockholder return (“TSR”) growth in four one-year measurement periods beginning April 1, 2013 (the “Level 2 PSU Agreement”). TSR growth is measured based on Diligent’s stock price performance during the 20 trading days prior to the relevant measurement date. The Level 2 PSU Agreement provides that 62.5 thousand shares of common stock (the “Level 2 Performance Shares”) will be earned in each year for which the applicable target is met, with the additional opportunity to earn such shares at the end of the four year performance period if the cumulative fully diluted EPS growth or TSR growth meet the cumulative performance target. The delivery dates for the vested performance shares will be in 2018 or, if earlier, upon a change in control of the Company or the former CEO’s separation from service.
	On March 31, 2015, the Company and the former CEO entered into a Deferred Share Award Agreement (the “Deferred Share Award Agreement”) to give effect to the Company’s agreement that the former CEO would have been eligible to receive the first tranche of the Level 2 Performance Shares pursuant to the Level 2 PSU Agreement, after giving effect to the restatement of the Company’s financial statements.  The Company calculated a new baseline EPS for the period beginning April 1, 2013 through March 31, 2014 using post-restatement amounts (the “New Baseline EPS”) and concluded that the former CEO earned the first tranche of 62,500 shares of common stock, based on the achievement of 15% growth of fully diluted EPS during the period from April 1, 2013 through March 31, 2014.
	The agreement to utilize the New Baseline EPS is considered an award modification and triggers a revaluation of the Level 2 Performance Shares on the modification date, which in this instance was March 31, 2015.  Consequently, the Company revalued the Level 2 Performance Shares and is expensing the Level 2 Performance Shares based on the grant date fair value of the original award plus the incremental fair value of the modified award.  The incremental expense associated with the revaluation of the Level 2 Performance Shares resulted in an additional expense of $0.3 million to be recognized over their original expected vesting dates.
	In connection with the entry into an employment agreement with the Company’s new CEO, and an amendment to the employment agreement of its former CEO, now its Founder and Chief Product Strategy Officer, on March 31, 2015, the Company granted PSUs providing for the issuance of up to an aggregate of 675 thousand shares of common stock, with a grant date fair value of $2.7 million, to the new CEO and the Chief Product Strategy Officer.  The shares of common stock underlying the PSUs are issuable contingent on the Company achieving revenue thresholds based on reported revenue over a trailing 12 month period measured at each quarter end date beginning on March 31, 2015 and ending on March 31, 2021. There are four performance thresholds and the performance share units will vest 25% upon the achievement of each performance threshold. The Company has determined that all four of the performance measures are probable to be met within the next four years and has begun recording compensation expense for each tranche on a graded basis from the grant date through the date each threshold is expected to be achieved. Vesting periods for the above mentioned PSUs’ range from one year to approximately four years.
	The liability for the performance cash award of $1.4 million is recorded in accrued expenses and other current liabilities on the Consolidated Balance Sheets as of March 31, 2015. The Company recorded compensation expense of $0.4 million and $1.4 million for the three months ended March 31, 2015 and 2014, respectively, relating to the replacement award. The expense associated with all PSUs are expected to result in compensation expense of $1.7 million for the remainder of 2015, $1.4 million in 2016, $0.7 million in 2017, and $0.2 million in 2018.
	The vesting of the options, performance cash award and PSUs described above will be subject to certain acceleration provisions in the event of a change in control of the Company, upon death or disability or termination without cause or resignation for good reason.
	On June 20, 2014, the Company agreed to issue 1,120,000 stock options to executives and employees under the 2013 Plan. These options vest 25% per year over the next four years, as long as such executive or employee remains in the employ of the Company on each vesting date. On September 15, 2014, the Company agreed to issue 250,000 options to an executive of the Company under the 2013 Plan. These options vest in two equal installments on September 15, 2015 and September 15, 2016, as long as such executive remains in the employ of the Company on each vesting date.
	A summary of stock option activity for the quarter ended March 31, 2015 is as follows:
			Options		Weighted		Weighted average
					average		remaining
					exercise price		contractual term
			(in thousands)
	Outstanding at January 1, 2015		6,553		$	2.31	7.53 years
	Granted		—		—		—
	Exercised		—		—		—
	Cancelled		—		—		—
	Forfeited		(20	)	3.87		9.73 years
	Outstanding at March 31, 2015*		6,533		2.3		7.27 years
	Exercisable at March 31, 2015		4,458		1.64		6.62 years
	Options expected to vest		6,206
	Performance Stock Units  — As noted above, in 2013, the Company issued PSUs to its former CEO as part of his substitute compensation package and in 2015 to its new CEO and its Chief Product Strategy Officer.  A summary of PSU activity for the three months ended March 31, 2015 is as follows:
			Performance Stock Units		Weighted Average Grant
					Date Fair Value Per Share
			(in thousands)
	Nonvested January 1, 2015		2,500		$	2.79
	Granted		675		4.05
	Vested		(63	)	2.79
	Forfeited		—		—
	Nonvested March 31, 2015		3,112		$	3.06
	The Company estimates the fair value of the PSU’s as of the grant date utilizing the closing price of its common stock on that date.
	Restricted Stock Units — On June 20, 2014, the Company issued 846,000 RSUs to executives and employees under the 2013 Plan. These RSUs, which vest 25% per year over the next four years, as long as such executive or employee remains in the employ of the Company on each vesting date, have a grant date fair market price of $3.84 per share for an aggregate of $3.2 million to be recognized over the vesting period.
	On July 24, 2014, the Company agreed to issue 217,760 RSUs to an officer of the Company as replacement compensation for 250,000 stock options which were cancelled. These RSUs have a grant date fair market price of $3.57 per share and did not result in any incremental stock compensation expense.
	On March 31, 2015, the Company issued an aggregate of 675,000 RSUs to its new CEO and to its Chief Product Strategy Officer under the Plan. These RSUs, which vest 25% per year over the next four years for the Chief Product Strategy Officer and 25% after 9 months and 25% each year commencing with the second anniversary of the date of grant for the new CEO, as long as each remains in the employ of the Company on each vesting date. These awards have a grant date fair value of $4.05 per share for an aggregate of $2.7 million to be recognized over the vesting period. A summary of RSU activity is as follows:
			Restricted Stock Units		Weighted Average Grant Date
					Fair Value Per Share
			(in thousands)
	Nonvested January 1, 2015		1,055		$	4.17
	Granted		712		4.06
	Vested		—		—
	Forfeited		(10	)	3.87
	Nonvested March 31, 2015		1,757		$	4.13
	The Company estimates the fair value of the RSUs as of the grant date utilizing the closing price of its common stock on that date.
	For the three months ended March 31, 2015, the Company recognized aggregate share-based compensation expense related to stock options, PSUs and RSUs of $573 thousand, $424 thousand and $559 thousand, respectively. For the three months ended March 31, 2014, the Company recognized aggregate share-based compensation expense related to stock options, PSUs and RSUs of $324 thousand, $120 thousand and $295 thousand, respectively. At March 31, 2015, there was $10.8 million of unrecognized share-based compensation expense which includes $1.8 million for stock options, $4.0 million for PSUs and $5.0 million for RSUs. The weighted average period for this cost to be recognized is 1.22 years.  Such amounts do not include any impact of the former CEO performance cash award.

Income_taxes

Income taxes	3 Months Ended
	Mar. 31, 2015
Income taxes
Income taxes
	8)            Income taxes
	Income tax expense is provided on an interim basis based upon management’s estimate of the annual effective tax rate. The income tax provision for the three months ended March 31, 2015 provides income taxes at an effective rate of 38%. The Company recorded a net income tax provision for the three months ended March 31, 2014, based on an effective tax rate of 40%.
	Section 382 of the U.S. Internal Revenue Code generally imposes an annual limitation on the amount of net operating loss carryforwards that can be used to offset taxable income when a corporation has undergone significant changes in stock ownership. Beginning in 2013, the Company’s annual net operating loss carryforward is subject to a limitation of approximately $350 thousand to offset expected taxable income until expiration of the carryforwards. Based on this limitation, the Company expects that approximately $4.9 million of its total net operating loss carryforwards will expire unutilized in 2029. A full valuation allowance had previously been provided on the related deferred tax asset, and therefore the deferred tax asset and valuation allowance relating to the net operating loss carryforwards expected to expire unutilized were written off.
	Diligent and its subsidiaries are subject to regular audits by federal, state and foreign tax authorities. These audits may result in additional tax liabilities. The Company’s U.S. federal and state income tax returns for the tax years 2011 and forward are open for examination by the taxing jurisdictions. The Company’s foreign income tax returns are open for examination by the local taxing jurisdictions for the following years: New Zealand — 2009 and forward; U.K. — 2011 and forward; Australia — 2009 and forward.

Contingencies

Contingencies	3 Months Ended
	Mar. 31, 2015
Contingencies
Contingencies
	9)            Contingencies
	Sales tax risk—States and some local taxing jurisdictions have differing rules and regulations governing sales and use taxes, and these rules and regulations are subject to varying interpretations that may change over time. In particular, the applicability of sales taxes to our subscription services in various jurisdictions is unclear. The Company’s cumulative provisions as of March 31, 2015 and December 31, 2014 were $2.2 million and $2.1 million, respectively, with respect to sales and use tax liabilities in various states and local jurisdictions. It is possible that the Company could face sales tax audits and that its liability for these taxes could exceed our estimates as state tax authorities could assert that we are obligated to collect additional amounts as taxes from our customers and remit such taxes to those authorities. The Company could also be subject to audits with respect to states and international jurisdictions for which it has not accrued tax liabilities. A successful assertion that the Company should be collecting additional sales or other taxes on its services in jurisdictions where we have not historically done so and do not accrue for sales taxes could result in substantial tax liabilities for past sales, discourage customers from purchasing the Company’s application or otherwise harm our business and operating results.
	Litigation and claims— In the ordinary course of business, Diligent is a party to pending legal proceedings and claims. Although the outcome of such items cannot be determined with certainty, management is of the opinion that the final outcome will not have a material effect on the Company’s financial position, results of operations or cash flows.
	NZX Listing Rules —On June 13, 2014, New Zealand time, the Company received notification from the NZX Limited (“NZX”) in respect to alleged breaches of the NZX Listing Rules for the delayed release of the 2013 annual report, the 2013 full year preliminary announcement and the 2013 interim report. The notification informed the Company that the NZX has determined to refer the Company’s alleged breaches to the NZ Markets Disciplinary Tribunal. Any actions by the NZX Limited, and any action taken by the NZ Markets Disciplinary Tribunal, does not foreclose the risk of litigation or other regulatory actions relating to the historical instances of non-compliance identified. Due to the instances of non-compliance, the Company may be subject to an increased risk of regulatory actions, claims or litigation, the defense of which would require the Company’s management to devote significant attention and to incur significant legal expense and which could require us to pay substantial judgments, settlements, fines or other penalties.
	In September 2014 the NZ Markets Disciplinary Tribunal approved a settlement reached by the Company and the NZX regarding the breaches of the NZX Listing Rules by the Company relating to the delayed reports described above. The settlement provided for the payment of fines and costs by the Company, consisting of NZ $100 thousand ($79 thousand USD) as a penalty to the NZX Discipline Fund and NZ $4 thousand ($3 thousand USD) towards the cost of NZXR, these amounts have been paid as of December 31, 2014.

Subsequent_events

Subsequent events	3 Months Ended
	Mar. 31, 2015
Subsequent events
Subsequent events
	10)            Subsequent Events
	Amendment No. 1 to the 2013 Incentive Plan
	On February 27, 2015, the Board adopted Amendment No. 1 (the “Amendment”) to the 2013 Incentive Plan (see note 7). The stockholders of the Company’s approved the Amendment at the 2015 Annual Meeting on April 28, 2015 (New Zealand time), at which time the Amendment became effective. The Amendment increases the number of shares of common stock available for issuance under the Plan by 7,000,000 shares.

Significant_accounting_policie1

Significant accounting policies (Policies)	3 Months Ended
	Mar. 31, 2015
Significant accounting policies
Basis of presentation	Basis of presentation —The Company’s consolidated financial statements are prepared in accordance with accounting principles generally accepted in the United States of America.
	In the opinion of management, the accompanying unaudited condensed consolidated financial statements contain all adjustments (consisting of normal recurring adjustments) necessary for a fair presentation of the financial statements.  The results of operations for the three months ended March 31, 2015 are not necessarily indicative of the results to be expected for the full year.
	The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Significant estimates and assumptions made by management include the deferral and recognition of revenue, the fair value of share-based compensation, accounting for income and other taxes, including the realization of deferred tax assets and uncertain tax positions, and the useful lives of tangible and intangible assets. Actual results could differ from those estimates.
	Effective January 1, 2015, the Company began allocating facility and related costs and certain costs associated with its Enterprise Resource Planning system to Cost of revenues, Selling and marketing, General and administrative, and Research and development.  Previously such costs had been presented within General and administrative expenses.  Such costs are allocated based on a department’s proportionate share of total employee headcount. The Company also changed the presentation of sales related incentive commissions paid to account management personnel from Cost of revenues to Selling and marketing. The Company determined that these changes would better reflect industry practice and would provide more meaningful information as well as increased transparency of its operations. To conform the 2014 presentation to the current quarter’s presentation, $496 thousand was reclassified from General and administrative, of which $6 thousand was included in Costs of revenues, $397 thousand was included in Selling and marketing, and $93 thousand was included in Research and Development for the three months ended March 31, 2014. Such reclassifications had no effect on previously reported operating income, net income or retained earnings.
Principles of consolidation	Principles of consolidation —The consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries. All significant intercompany balances and transactions have been eliminated.
Cash and cash equivalents	Cash and cash equivalents —The Company considers all highly liquid investments with original maturities of three months or less at the time of purchase to be cash equivalents. The Company invests its excess cash primarily in bank and money market funds of major financial institutions. Accordingly, its cash equivalents are subject to minimal credit and market risk.
Fair value of financial instruments
	Fair value of financial instruments — The fair value of the Company’s accounts receivable, accounts payable and accrued expenses and other liabilities approximates book value due to their short term settlements.
Property and equipment	Property and equipment — Property and equipment consists of computer and office equipment, leasehold improvements and purchased internal-use computer software. Property and equipment are carried at cost, less accumulated depreciation and amortization and any impairment losses.
Depreciation and amortization	Depreciation and amortization — Depreciation on property and equipment is computed on a straight line basis at rates adequate to recover the cost of the assets over their estimated useful lives, which range from three to five years. Leasehold improvements are depreciated over estimated useful lives of the assets or the term of the underlying lease, whichever is shorter. Amortization of internal-use computer software is computed on the straight-line method over its estimated useful life, which is three years. Expenditures for repair and maintenance costs are expensed as incurred.
Impairment of long-lived assets	Impairment of long-lived assets — The Company periodically reviews the carrying amounts of its tangible and intangible assets to determine whether events or changes in circumstances indicate the carrying amount of an asset may not be fully recoverable. The carrying amount of a long-lived asset is not recoverable if it exceeds the sum of the undiscounted cash flows expected to result from the use and eventual disposition of the asset. Measurement of an impairment loss for long-lived assets and certain identifiable intangible assets that management expects to hold and use is based on the fair value of the asset. An impairment loss is measured as the amount by which the carrying amount of the long-lived asset exceeds its fair value.
Revenue recognition	Revenue recognition — The Company derives its revenues primarily from subscription fees and installation fees, including training. The Company sells subscriptions to its cloud-based application that are generally one year in length. Its arrangements do not include a general right of return and generally automatically renew unless the Company is notified 30 days prior to the expiration of the initial term. The Company’s subscription agreements do not provide the customer the right to take possession of the software that supports the application. Installation fees consist of the configuration of the Company’s service and training of its customers.
	Revenue recognition commences when all of the following conditions are met:
		·		There is persuasive evidence of the arrangement;
		·		The service has been made available to the customer;
		·		The fee is fixed or determinable; and
		·		The collectability of the fees is reasonably assured.
	Pursuant to the authoritative accounting guidance regarding revenue recognition for arrangements with multiple deliverables, for a deliverable to qualify as a separate unit of accounting, the delivered item must have value to the customer on a standalone basis. The Company has determined that the installation fee does not have standalone value, so accordingly, it accounts for its arrangements as a single unit of accounting.
	Revenue from the Company’s subscription service is recognized on a daily basis over the subscription term as the services are delivered. The service is considered delivered, and hence revenue recognition commences, when the customer has access to the Diligent Boardbooks product. Revenue is recorded ratably through the end of the contract period, which is generally twelve months from the contract date.
	Installation fees paid by customers in connection with the subscription service are deferred and are recognized ratably over the expected life of the customer relationships, generally nine years. In estimating the expected customer relationship period, the Company looked to guidance on the determination of the useful life of an intangible asset for the appropriate factors to be considered in estimating expected customer life and specifically focused on its customer renewal rate. Diligent’s customer contracts contain a standard “autorenew” feature which provides for one-year renewals unless either party provides written notice of termination. In addition, Diligent’s renewal history with its customers has been and remains at very high rates. As a result, we believe that Diligent’s customers will renew numerous times during their tenure with us. Consequently, Diligent has had a very low annual attrition rate which historically has been less than 5.0%. After considering these factors, we determined that a nine year estimated customer life was appropriate as of March 31, 2015. The Company evaluates its estimated customer life on an annual basis.
Deferred Revenue	Deferred Revenue  — Deferred revenue represents installation and subscription fees for which cash has been received but for which the Company has not yet delivered its services or the criteria for the recognition of revenue have not yet been met. Deferred revenues presented in the consolidated balance sheet do not include amounts receivable (both billed and unbilled) for executed subscription agreements for which the Company has not yet received payment. Accordingly, the deferred revenue balance does not represent the total contract value of annual subscription agreements.
	Long term deferred revenue consists of installation fees that will be recognized over the estimated life of the customer relationship, generally nine years. Installation fees expected to be recognized within the next 12 months of the balance sheet date are included in the current portion of deferred revenue.
Accounts receivable	Accounts receivable — The Company generally invoices its customers on a quarterly or annual basis. Accounts receivable represents amounts due from Diligent’s customers for which revenue has been recognized. A provision for doubtful accounts is recorded based on management’s assessment of amounts considered uncollectable for specific customers based on the age of the receivable, history of payments and other relevant information. At each of March 31, 2015 and December 31, 2014, the Company has recorded a provision for doubtful accounts of $0.1 million.
Research and development	Research and development  — Research and development expenses are incurred as the Company upgrades and maintains its software and evaluates and develops other potential applications. Such expenses include compensation and employee benefits of engineering and testing personnel, including share-based compensation, materials, travel and direct costs associated with the design and required testing of the product line. Research and development also includes allocated indirect costs such as facility and related costs that are clearly related to research and development activities.
Internal-Use Software Development Costs	Internal-Use Software Development Costs - The Company begins to capitalize costs incurred for computer software developed for internal use when the preliminary development efforts are successfully completed, management has authorized and committed to funding the project, and it is probable that the project will be completed and the software will be used as intended. Capitalization ceases when a computer software project is substantially complete and ready for its intended use. These costs are amortized over the estimated useful life of the related asset. Costs incurred prior to meeting these criteria are expensed as incurred and recorded in research and development expense in the Company’s consolidated statements of income.
Operating leases	Operating leases —The Company records rental costs, including costs related to fixed rent escalation clauses and rent holidays, on a straight-line basis over the lease term.
Income taxes	Income taxes —The Company files U.S. federal and state income tax returns. Foreign operations file income tax returns in their respective foreign jurisdictions. The Company accounts for deferred income taxes under the asset and liability method. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases and operating loss and tax credit carryforwards. A valuation allowance is recorded if it is considered more likely than not that some or all of a deferred tax asset may not be realized. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date.
	The tax effects of an uncertain tax position taken or expected be taken in income tax returns are recognized only if it is “more likely-than not” to be sustained on examination by the taxing authorities, based on its technical merits as of the reporting date. The tax benefits recognized in the financial statements from such a position are measured based on the largest benefit that has a greater than fifty percent likelihood of being realized upon ultimate settlement. The Company recognizes the benefit of an uncertain tax position in the period when it is effectively settled. Previously recognized tax positions are derecognized in the first period in which it is no longer more likely than not that the tax position would be sustained upon examination. The Company recognizes accrued interest and penalties related to uncertain tax positions in income tax expense.
Foreign exchange	Foreign exchange — The Company’s wholly-owned subsidiaries, DBL, DBMS NZ, DBG and DBA, utilize the British Pound Sterling (GBP), New Zealand Dollar (NZD), Euro (EUR), and Australian Dollar (AUD), respectively, as their functional currencies. Assets and liabilities of these subsidiaries are translated to U.S. dollars at exchange rates in effect at the balance sheet date, with the resulting translation adjustments directly recorded to a separate component of accumulated other comprehensive income or loss. The functional currency of the Company’s Singapore subsidiary is the U.S. dollar.
	Transactions in foreign currencies are reported at the rates of exchange at the transaction date. Assets and liabilities are translated at the rates of exchange in effect at the balance sheet date. All differences are recorded in results of operations.
Share-based compensation	Share-based compensation  — The Company measures the cost of employee services received in exchange for an equity-based award using the fair value of the award on the date of the grant, and recognizes the cost over the period that the award recipient is required to provide services to the Company in exchange for the award. The fair value of restricted stock units and performance stock units is estimated using the market price of the Company’s common stock at the date of the grant and we recognize compensation expense for the portion of the award that is expected to vest.
	The Company measures compensation cost for awards granted to non-employees based on the fair value of the award at the measurement date, which is the date performance is satisfied or services are rendered by the non-employee.
Segment Reporting	Segment reporting —Operating segments are defined as components of an enterprise about which separate financial information is available that is evaluated on a regular basis by the chief operating decision-maker (“CODM”), or decision making group, in deciding how to allocate resources to an individual segment and in assessing performance of the segment. In light of the Company’s current product offering and the fact that the Company’s CODM, which is the Company’s Chief Executive Officer, monitors and reviews financial information at a consolidated level for assessing operating results and allocation of resources, management has concluded that the Company has one reportable operating segment.
Earnings per share	Earnings per share—Basic earnings per share is computed by dividing the net income attributable to common stockholders, after deducting accrued preferred stock dividends, by the weighted average number of common and preferred shares outstanding for the period. The preferred stockholders are entitled to participate on an “as converted basis” in any dividends paid on the Company’s common stock, and as such are considered participating securities to which earnings should be allocated using the two-class method.
	Diluted earnings per share reflects the potential dilution that would occur if securities or other contracts to issue common stock were exercised, settled or converted into common stock, unless the effect is anti-dilutive. Stock options and employee share awards are included as potential dilutive securities for the applicable periods, except that 0.1 million and 0.4 million stock options have been excluded in 2015 and 2014, respectively because their effect is antidilutive.
	The computation of shares used in calculating basic and diluted earnings per common share are as follows:
			March 31,
			2015		2014
			(in thousands)
	Basic weighted average common shares outstanding		86,976		84,584
	Basic weighted average preferred shares outstanding		30,000		31,897
	Basic weighted average shares outstanding		116,976		116,481
	Dilutive effect of stock options		2,712		2,627
	Dilutive effect of performance stock units		1,242		—
Recent accounting pronouncements	Recent accounting pronouncements — In May 2014, the FASB issued ASU No. 2014-09, “Revenue from Contracts with Customers,” which requires an entity to recognize the amount of revenue to which it expects to be entitled for the transfer of promised goods or services to customers. ASU 2014-09 will replace most existing revenue recognition guidance in U.S. GAAP when it becomes effective on January 1, 2017. Early application is not permitted. The standard permits the use of either the retrospective or cumulative effect transition method. The Company is evaluating the effect that ASU 2014-09 will have on the consolidated financial statements and related disclosures. The Company has not yet selected a transition method nor determined the effect of this standard on its ongoing financial reporting.
	From time to time, new accounting pronouncements are issued by the FASB and are adopted by the Company as of the specified effective date. Unless otherwise discussed, the impact of other recently issued accounting pronouncements are not expected to have a material impact on the consolidated financial position, results of operations, and cash flows, or do not apply to the Company’s operations.

Recovered_Sheet1

Significant Accounting Policies (Tables)	3 Months Ended
	Mar. 31, 2015
Significant accounting policies
Computation of shares used in calculating basic and diluted earnings per common share
		March 31,
		2015	2014
		(in thousands)
	Basic weighted average common shares outstanding	86,976	84,584
	Basic weighted average preferred shares outstanding	30,000	31,897
	Basic weighted average shares outstanding	116,976	116,481
	Dilutive effect of stock options	2,712	2,627
	Dilutive effect of performance stock units	1,242	—
	Dilutive effect of restricted stock units	566	127
	Dilutive weighted average shares outstanding	121,496	119,235

Intangible_Assets_Tables

Intangible Assets (Tables)	3 Months Ended
	Mar. 31, 2015
Finite-Lived Intangible Assets
Schedule of acquired finite-lived intangible assets		March 31,			December 31,			Weighted Average
		2015			2014			Useful Life
		(in thousands)						(in years)
	Domain names	$	275		$	275		5
	Less: accumulated amortization	(29		)	(15		)
	Domain names, net	246			260
Schedule of estimate of future amortization expense for acquired intangible assets			(in thousands)
	April 1, 2015 to December 31, 2015		$	41
	2016		55
	2017		55
	2018		55
	2019		40
	Total		$	246

Stock_option_and_incentive_pla1

Stock option and incentive plan (Tables)	3 Months Ended
	Mar. 31, 2015
Stock option and incentive plan
Summary of stock option activity		Options		Weighted		Weighted average
				average		remaining
				exercise price		contractual term
		(in thousands)
	Outstanding at January 1, 2015	6,553		$	2.31	7.53 years
	Granted	—		—		—
	Exercised	—		—		—
	Cancelled	—		—		—
	Forfeited	(20	)	3.87		9.73 years
	Outstanding at March 31, 2015*	6,533		2.3		7.27 years
	Exercisable at March 31, 2015	4,458		1.64		6.62 years
	Options expected to vest	6,206
Summary of activity in PSUs		Performance Stock Units		Weighted Average Grant
				Date Fair Value Per Share
		(in thousands)
	Nonvested January 1, 2015	2,500		$	2.79
	Granted	675		4.05
	Vested	(63	)	2.79
	Forfeited	—		—
	Nonvested March 31, 2015	3,112		$	3.06
Summary of RSU activity
		Restricted Stock Units		Weighted Average Grant Date
				Fair Value Per Share
		(in thousands)
	Nonvested January 1, 2015	1,055		$	4.17
	Granted	712		4.06
	Vested	—		—
	Forfeited	(10	)	3.87
	Nonvested March 31, 2015	1,757		$	4.13

Restatement_Details

Restatement (Details) (USD $)	3 Months Ended
In Millions, unless otherwise specified	Mar. 31, 2015	Mar. 31, 2014	Dec. 31, 2012
			item
Restatement
Number of option awards exceeded the applicable plan cap			3
Cost for restatement and re-audits	$0	$0.80

Significant_accounting_policie2

Significant accounting policies (Details) (USD $)	3 Months Ended
Share data in Millions, unless otherwise specified	Mar. 31, 2015	Mar. 31, 2014	Dec. 31, 2014
	segment
Significant accounting policies
General and administrative expenses	$5,920,000	$6,290,000
Cost of revenues	4,396,000	3,780,000
Selling and marketing	3,782,000	3,157,000
Research and development	2,951,000	1,406,000
Period in length of subscriptions to cloud-based application	1 year
Notice period for return and automatic renewal of subscription arrangements	30 days
Contract period of subscription services	12 months
Estimated customer attrition rate	5.00%
Provision for doubtful accounts	0.1		0.1
Stock options excluded from computation of earnings per share (in shares)	0.1	0.4
Number of operating segments	1
Minimum
Significant accounting policies
Short-term investment maturity period	90 days
Estimated useful lives	3 years
Maximum
Significant accounting policies
Short-term investment maturity period	365 days
Estimated useful lives	5 years
Customer relationships
Significant accounting policies
Estimated useful life	9 years
Internal-use computer software
Significant accounting policies
Estimated useful life	3 years
As Previously Reported
Significant accounting policies
General and administrative expenses		496,000
Restated
Significant accounting policies
Cost of revenues		6,000
Selling and marketing		397,000
Research and development		$93,000

Significant_accounting_policie3

Significant accounting policies (Details 2)	3 Months Ended
In Thousands, unless otherwise specified	Mar. 31, 2015	Mar. 31, 2014
Significant accounting policies
Basic weighted average common shares outstanding (in shares)	86,976	84,584
Basic weighted average preferred shares outstanding (in shares)	30,000	31,897
Basic weighted average shares outstanding (in shares)	116,976	116,481
Dilutive effect of stock options (in shares)	2,712	2,627
Dilutive effect of performance stock units (in shares)	1,242
Dilutive effect of restricted stock units (in shares)	566	127
Diluted weighted average shares outstanding (in shares)	121,496	119,235

Intangible_Assets_Details

Intangible Assets (Details) (USD $)	0 Months Ended	3 Months Ended
	Mar. 31, 2015	Mar. 31, 2015	Mar. 31, 2014	Dec. 31, 2014
Finite-Lived Intangible Assets
Domain names		$275,000		$275,000
Less: accumulated amortization		-29,000		-15,000
Domain names, net		246,000		260,000
Weighted average useful life	5 years
Amortization expense		100,000	0
Finite-Lived Intangible Assets Future Amortization Expense
2015		41,000
2016		55,000
2017		55,000
2018		55,000
2019		40,000
Total	246,000
Capitalized costs of internally developed software		$1,200,000		$0

Fair_Value_of_Financial_Instru1

Fair Value of Financial Instruments (Details) (USD $)	3 Months Ended
	Mar. 31, 2015	Dec. 31, 2014	Mar. 31, 2014	Dec. 31, 2013
Fair value of financial instruments
Cash and cash equivalents	65,245,000	$70,809,000	$54,115,000	$43,583,000
Minimum
Fair value of financial instruments
Short-term investment maturity period	90 days
Maximum
Fair value of financial instruments
Short-term investment maturity period	365 days
Level 2
Fair value of financial instruments
Short-term investments.	36,000,000
Level 2 | U.S. treasury money market funds
Fair value of financial instruments
Cash and cash equivalents		$32,500,000

Redeemable_Preferred_Stock_Det

Redeemable Preferred Stock (Details) (USD $)	3 Months Ended	1 Months Ended
	Mar. 31, 2015	Mar. 31, 2014	Mar. 31, 2009
Redeemable preferred stock
Stock Issued During Period, Value, New Issues	$80,000
Preferred Stock, Redemption Terms	Redemption rights-The holders of the Preferred Shares have the option to require the Preferred Shares (including any PIK shares) to be redeemed in cash, at $0.10 per share plus accrued and unpaid dividends, at any time after 60B months from the date of issue of the Preferred Shares. Any redeemed amounts will be paid in four equal quarterly installments commencing 60B days after the redemption request.
Preferred Stock Terms Of Anti Dilution Provision	Anti-Dilution Provision-In the event of a future offering of the Company's stock at a price per common share which is less than the Preferred Share conversion rate immediately before such offering, the conversion price for the Preferred Shares is adjusted according to a weighted average formula.
Preferred Stock Liquidation Terms	Liquidation preference-In the event of any voluntary or involuntary liquidation of the Company, the holders of Preferred Shares are entitled to an amount per Preferred Share equal to 1.5 times the original issue price of $0.10 plus any accrued but unpaid dividends.
Preferred Stock, Voting Rights	Voting rights-Preferred Shares have equal voting rights (one vote per share) to common stock, except that Preferred Shares do not vote in the general election of directors.
Preferred Stock Other Provisions Terms	Other provisions-For as long as not less than 15B million Preferred Shares are outstanding, the holders of the Preferred Shares have the right between them to appoint one director, and the Company may not take action relating to certain major transactions without obtaining the consent of not less than 60% of the Preferred Shares or without obtaining the approval of the director appointed by the holder of the Preferred Shares (for matters requiring Board of Directors approval).
Spring Street Partners, L.P.
Redeemable preferred stock
Conversion of preferred stock to common stock (in shares)		1,777,904
Carroll Capital Holdings
Redeemable preferred stock
Conversion of preferred stock to common stock (in shares)		889,219
Series A Preferred Stock
Redeemable preferred stock
Shares issued under employee stock purchase plan (in shares)			30,000,000
Share price (in dollars per share)			$0.10
Stock Issued During Period, Value, New Issues			3,000,000
Less: Issuance costs			139,000
Dividend (as a percent)	11.00%
Preferred stock dividend	100,000
Convertible Preferred Stock Triggering Event Minimum Amount From Underwritten Share Offering	$40,000,000

Stock_option_and_incentive_pla2

Stock option and incentive plan (Details) (USD $)

0 Months Ended

1 Months Ended

3 Months Ended

0 Months Ended

Jun. 12, 2013

Dec. 23, 2013

Aug. 31, 2014

Mar. 31, 2015

Mar. 31, 2014

Mar. 31, 2015

Sep. 15, 2014

Jul. 24, 2014

Jun. 20, 2014

Jun. 20, 2014

Dec. 31, 2012

3-May-13

item

item

item

Stock option and incentive plans

Number of option awards exceeded the applicable plan cap

3

Additional share-based expense recognized

$66,000

Unrecognized share-based compensation expense (in dollars)

10,800,000

10,800,000

Accrued expenses and other current liabilities

Stock option and incentive plans

Liability for the performance cash award

1,400,000

1,400,000

2015

Stock option and incentive plans

Unrecognized share-based compensation expense (in dollars)

1,700,000

1,700,000

2016

Stock option and incentive plans

Unrecognized share-based compensation expense (in dollars)

1,400,000

1,400,000

2017

Stock option and incentive plans

Unrecognized share-based compensation expense (in dollars)

700,000

700,000

2018

Stock option and incentive plans

Unrecognized share-based compensation expense (in dollars)

200,000

200,000

Replacement grant agreement

Stock option and incentive plans

Vesting period

10 years

Number of options vested subject to cancellation (in shares)

2,400,000

Weighted average exercise price of options vested subject to cancellation (in dollars per share)

$0.14

Maximum number of vested shares applicable under the plan (in shares)

1,600,000

Number of options to be granted in lieu of cancellation (in shares)

1,600,000

Exercise price of options to be granted in lieu of cancellation (in dollars per share)

$2.79

Minimum revenue growth rate (as a percent)

7.00%

Number of equal annual installments payable on cash awards earned

3

Minimum percentage of exercise price used to determine measurement period prior to each payment due

75.00%

Number of options expected to vest subject to cancellation (in shares)

3,000,000

Weighted average exercise price of options expected to vest subject to cancellation (in dollars per share)

$0.82

Maximum number of expected to vest shares applicable under the plan (in shares)

2,500,000

Number of options to be granted in lieu of cancellation on achieving revenue growth (in shares)

2,250,000

Number of equal annual installments based on continued employment

4

Percentage of delivery dates for vested performance shares in 2018

50.00%

Percentage of delivery dates for vested performance shares in 2019

50.00%

Number of options to be granted in lieu of cancellation on achieving EPS growth or stockholder return (in shares)

250,000

Minimum percentage of fully diluted EPS growth

15.00%

Minimum percentage of total stockholder return growth

15.00%

Number of annual measurement period used to determine total stockholder return growth

4

Annual measurement period used to determine total stockholder return growth

1 year

Period of trailing days used to determine TSR growth which is measured based on the entity's stock price performance

20 days

Performance shares to be earned

62,500

Performance revenue target cash award paid

1,400,000

Replacement incentive awards

Stock option and incentive plans

Number of shares available for grant under the plan

4,100,000

Fair value of awards (in dollars)

4,200,000

Unrecognized share-based compensation expense (in dollars)

400,000

1,400,000

400,000

New remuneration package

Stock option and incentive plans

Total value of compensation payable

130,000

130,000

Value of compensation payable in cash

50,000

50,000

Value of compensation payable in common stock

80,000

80,000

RSU

Stock option and incentive plans

Number of shares issued (in shares)

150,000

Vesting period

4 years 6 months

Additional share-based expense recognized

559,000

295,000

Stock options

Stock option and incentive plans

Cancelled (in shares)

250,000

Vesting period

4 years 6 months

Additional share-based expense recognized

573,000

324,000

PSU

Stock option and incentive plans

Additional share-based expense recognized

424,000

120,000

Granted (in shares)

675,000

Grant date fair value

2,700,000

Maximum | PSU

Stock option and incentive plans

Vesting period

6 years

Minimum | PSU

Stock option and incentive plans

Vesting period

1 year

Vesting right percentage

25.00%

Executive officer | Stock options

Stock option and incentive plans

Number of equal vesting installments

2

2007 Plan | Chief executive officer

Stock option and incentive plans

Number of option awards exceeded the applicable plan cap

1,600,000

2010 Plan | Employees

Stock option and incentive plans

Number of option awards exceeded the applicable plan cap

250,000

2010 Plan | Chief executive officer

Stock option and incentive plans

Number of option awards exceeded the applicable plan cap

2,500,000

2013 Plan

Stock option and incentive plans

Number of shares authorized for issuance under the plan

8,500,000

Number of shares available for grant under the plan

100,000

100,000

2013 Plan | Employees | RSU

Stock option and incentive plans

Number of shares issued (in shares)

217,760

2013 Plan | Executive officer | RSU

Stock option and incentive plans

Number of shares issued (in shares)

675,000

Vesting period

4 years

Annual vesting percent

25.00%

Unrecognized share-based compensation expense (in dollars)

2,700,000

2,700,000

2013 Plan | Executive officer | Stock options

Stock option and incentive plans

Vesting period

4 years

Annual vesting percent

25.00%

Number of additional shares authorized for issuance under the plan

250,000

1,120,000

2013 Plan | Executive officer and employee | RSU

Stock option and incentive plans

Number of shares issued (in shares)

846,000

Vesting period

4 years

Annual vesting percent

25.00%

Unrecognized share-based compensation expense (in dollars)

3,200,000

$3,200,000

Stock_option_and_incentive_pla3

Stock option and incentive plan (Details 2) (USD $)	0 Months Ended	3 Months Ended		12 Months Ended
In Thousands, except Per Share data, unless otherwise specified	Dec. 31, 2014	Mar. 31, 2015	Mar. 31, 2014	Dec. 31, 2014
Options
Option, Outstanding at Beginning	6,553	6,553
Forfeited (in shares)		-20
Option, Outstanding at Ending		6,533		6,553
Exercisable at the end of the period (in shares)		4,458
Options expected to vest at the end of the period (in shares)		6,206
Weighted average exercise price
Weighted average exercise price, Outstanding at January 1	$2.31	$2.31
Forfeited (in dollars per share)		$3.87
Weighted average exercise price, Outstanding at September 30		$2.30		$2.31
Exercisable at the end of the period (in dollars per share)		$1.64
Weighted average remaining contractual term
Balance at the beginning of the period	7 years 6 months 11 days	7 years 3 months 7 days	7 years 3 months 7 days	7 years 6 months 11 days
Balance at the end of the period	7 years 6 months 11 days	7 years 3 months 7 days	7 years 3 months 7 days	7 years 6 months 11 days
Exercisable		6 years 7 months 13 days	6 years 7 months 13 days
Weighted average remaining contractual term, Options expected to vest		9 years 8 months 23 days

Stock_option_and_incentive_pla4

Stock option and incentive plan (Details 3) (USD $)	0 Months Ended	3 Months Ended		0 Months Ended
	Jun. 12, 2013	Mar. 31, 2015	Mar. 31, 2014	Jul. 24, 2014	Jun. 20, 2014	Sep. 15, 2014	Jun. 20, 2014	Dec. 23, 2013	Dec. 31, 2014
						item
Weighted Average Grant Date Fair Value Per Share
Options outstanding replaced by RSUs		6,533,000							6,553,000
Aggregate share-based compensation expense	$66,000
Unrecognized share-based compensation expense (in dollars)		10,800,000
Weighted average period over which unrecognized compensation is expected to be recognized		1 year 2 months 19 days
PSU
Performance Stock Units and Restricted Stock Units
Nonvested at the beginning of the period (in shares)		2,500,000
Granted (in shares)		675,000
Vested (in shares)		-63,000
Nonvested at the end of the period (in shares)		3,112,000
Weighted Average Grant Date Fair Value Per Share
Nonvested at the beginning of the period (in dollars per share)		$2.79
Nonvested at the end of the period (in dollars per share)		$3.06
Granted (in dollars per share)		$4.05
Vested (in dollars per share)		$2.79
Aggregate share-based compensation expense		424,000	120,000
Unrecognized share-based compensation expense related to PSUs and RSUs		4,000,000
RSU
Performance Stock Units and Restricted Stock Units
Nonvested at the beginning of the period (in shares)		1,055,000
Granted (in shares)		712,000
Forfeited (in shares)		-10,000
Nonvested at the end of the period (in shares)		1,757,000
Weighted Average Grant Date Fair Value Per Share
Nonvested at the beginning of the period (in dollars per share)		$4.17
Nonvested at the end of the period (in dollars per share)		$4.13
Granted (in dollars per share)		$4.06
Forfeited (in dollars per share)		$3.87
Number of shares issued (in shares)	150,000
Vesting period	4 years 6 months
Aggregate share-based compensation expense		559,000	295,000
Unrecognized share-based compensation expense related to PSUs and RSUs		5,000,000
RSU | 2013 Plan | Executive officer
Weighted Average Grant Date Fair Value Per Share
Granted (in dollars per share)		$4.05
Number of shares issued (in shares)		675,000
Vesting period		4 years
Annual vesting percent		25.00%
Unrecognized share-based compensation expense (in dollars)		2,700,000
RSU | 2013 Plan | Employees
Weighted Average Grant Date Fair Value Per Share
Granted (in dollars per share)				$3.57
Number of shares issued (in shares)				217,760
RSU | 2013 Plan | Executive officer and employee
Weighted Average Grant Date Fair Value Per Share
Granted (in dollars per share)					$3.84
Number of shares issued (in shares)					846,000
Vesting period					4 years
Annual vesting percent					25.00%
Unrecognized share-based compensation expense (in dollars)					3,200,000		3,200,000
Stock options
Weighted Average Grant Date Fair Value Per Share
Vesting period	4 years 6 months
Aggregate share-based compensation expense		573,000	324,000
Unrecognized share-based compensation expense related to stock options		$1,800,000
Stock options | Executive officer
Weighted Average Grant Date Fair Value Per Share
Number of equal vesting installments						2
Stock options | 2013 Plan | Executive officer
Weighted Average Grant Date Fair Value Per Share
Vesting period							4 years
Annual vesting percent							25.00%
Replacement grant agreement
Weighted Average Grant Date Fair Value Per Share
Vesting period								10 years
Replacement grant agreement | 2013 Plan | Employees
Weighted Average Grant Date Fair Value Per Share
Options outstanding replaced by RSUs				250,000

Income_taxes_Details

Income taxes (Details) (USD $)	3 Months Ended
	Mar. 31, 2015	Mar. 31, 2014
Income taxes
Effective rate (as a percent)	38.00%	40.00%
Net operating loss carryforwards expected to expire unutilized in 2029	$4,900,000
Operating loss carryforward utilized
Income taxes
Net operating loss carryforwards	$350,000

Contingencies_Details

Contingencies (Details)	0 Months Ended	1 Months Ended		3 Months Ended	12 Months Ended
	Mar. 31, 2014	Sep. 30, 2014	Sep. 30, 2014	Mar. 31, 2015	Dec. 31, 2014	Dec. 31, 2014
	USD ($)	USD ($)	NZD	USD ($)	USD ($)	NZD
State and local taxes
Provision related to uncollected sales tax	$2,100,000			$2,200,000
Litigation Settlement [Abstract]
Settlement for payment of fines and costs		$79,000	100,000		$3,000	4,000

Subsequent_events_Details

Subsequent events (Details)	Mar. 31, 2015	Dec. 31, 2014	Feb. 27, 2015
Common Stock, Shares Authorized	250,000,000	250,000,000
Subsequent Event
Common Stock, Shares Authorized			7,000,000