Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Mar. 31, 2016 | Apr. 29, 2016 | |
Document And Entity Information [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Mar. 31, 2016 | |
Document Fiscal Year Focus | 2,016 | |
Document Fiscal Period Focus | Q1 | |
Trading Symbol | TUBE | |
Entity Registrant Name | TUBEMOGUL INC | |
Entity Central Index Key | 1,449,278 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 35,759,820 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets (Unaudited) - USD ($) $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 |
Current assets: | ||
Cash and cash equivalents | $ 83,758 | $ 83,439 |
Accounts receivable, net | 147,628 | 159,899 |
Prepaid expenses and other current assets | 5,123 | 3,752 |
Total current assets | 236,509 | 247,090 |
Property, equipment and software, net | 10,646 | 8,585 |
Restricted cash | 1,563 | 1,563 |
Other assets | 1,614 | 1,495 |
Total assets | 250,332 | 258,733 |
Current liabilities: | ||
Accounts payable | 45,140 | 47,346 |
Accrued liabilities | 66,432 | 74,927 |
Revolving line of credit | 6,050 | 2,050 |
Other current liabilities | 2,429 | 1,701 |
Total current liabilities | 120,051 | 126,024 |
Other liabilities | 951 | 746 |
Note payable, net of current portion | 2,140 | 1,787 |
Total liabilities | $ 123,142 | $ 128,557 |
Commitments and contingencies (Note 5) | ||
Stockholders’ equity: | ||
Preferred stock; $0.001 par value; 10,000 shares authorized and 0 outstanding as of March 31, 2016 and December 31, 2015, respectively | ||
Common stock; $0.001 par value; 200,000 shares authorized and 35,694 and 35,344 shares issued and outstanding as of March 31, 2016 and December 31, 2015, respectively | $ 35 | $ 35 |
Additional paid-in capital | 172,670 | 167,316 |
Accumulated deficit | (45,272) | (37,016) |
Accumulated other comprehensive loss | (243) | (159) |
Total stockholders’ equity | 127,190 | 130,176 |
Total liabilities and stockholders’ equity | $ 250,332 | $ 258,733 |
Condensed Consolidated Balance3
Condensed Consolidated Balance Sheets (Unaudited) (Parenthetical) - $ / shares | Mar. 31, 2016 | Dec. 31, 2015 |
Statement Of Financial Position [Abstract] | ||
Preferred stock, par value | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized | 10,000,000 | 10,000,000 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 200,000,000 | 200,000,000 |
Common stock, shares issued | 35,694,000 | 35,694,000 |
Common stock, shares outstanding | 35,344,000 | 35,344,000 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations (Unaudited) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Revenue: | ||
Total revenue | $ 42,080 | $ 30,316 |
Cost of revenue | 11,669 | 8,303 |
Gross profit | 30,411 | 22,013 |
Operating expenses: | ||
Research and development | 12,566 | 8,769 |
Sales and marketing | 16,188 | 11,112 |
General and administrative | 10,276 | 7,827 |
Total operating expenses | 39,030 | 27,708 |
Loss from operations | (8,619) | (5,695) |
Other income (expense), net: | ||
Interest income (expense), net | 13 | (28) |
Foreign exchange gain (loss), net | 544 | (1,307) |
Other income (expense), net | 557 | (1,335) |
Net loss before income taxes | (8,062) | (7,030) |
Provision for income taxes | (194) | (114) |
Net loss | $ (8,256) | $ (7,144) |
Basic and diluted net loss per share | $ (0.23) | $ (0.24) |
Basic and diluted weighted-average shares used to compute net loss per share | 35,516 | 30,026 |
Platform Direct | ||
Revenue: | ||
Total revenue | $ 20,671 | $ 14,304 |
Platform Services | ||
Revenue: | ||
Total revenue | $ 21,409 | $ 16,012 |
Condensed Consolidated Stateme5
Condensed Consolidated Statements of Comprehensive Loss (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Statement Of Income And Comprehensive Income [Abstract] | ||
Net loss | $ (8,256) | $ (7,144) |
Other comprehensive loss: | ||
Foreign currency translation adjustments | (84) | (93) |
Comprehensive loss | $ (8,340) | $ (7,237) |
Condensed Consolidated Stateme6
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Cash flows from operating activities: | ||
Net loss | $ (8,256) | $ (7,144) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation and amortization | 849 | 412 |
Provision for doubtful accounts | (251) | 79 |
Provision for sales allowances | 428 | 558 |
Stock-based compensation expense | 4,059 | 2,401 |
Changes in operating assets and liabilities: | ||
Accounts receivable | 12,094 | 1,273 |
Prepaid expenses and other current assets | (1,371) | (406) |
Other assets | (119) | (45) |
Accounts payable | (1,269) | 4,605 |
Accrued liabilities | (8,495) | (11,671) |
Other current and noncurrent liabilities | 661 | 592 |
Net cash used in operating activities | (1,670) | (9,346) |
Cash flows from investing activities: | ||
Purchases of property, equipment and software | (3,847) | (843) |
Net cash used in investing activities | (3,847) | (843) |
Cash flows from financing activities: | ||
Proceeds from term loan | 840 | |
Repayment of note payable and convertible note | (215) | (366) |
Proceeds from revolving line of credit | 4,000 | |
Proceeds from issuances of common stock from the exercise of options and ESPP | 1,295 | 911 |
Net cash provided by financing activities | 5,920 | 545 |
Effect of exchange rate changes on cash and cash equivalents | (84) | (93) |
Net increase (decrease) in cash and cash equivalents | 319 | (9,737) |
Cash and cash equivalents, beginning of period | 83,439 | 46,592 |
Cash and cash equivalents, end of period | 83,758 | 36,855 |
Supplemental disclosures: | ||
Equipment purchases included in accounts payable | 278 | 177 |
Cash paid for income taxes | $ 236 | $ 34 |
The Company and its Significant
The Company and its Significant Accounting Policies | 3 Months Ended |
Mar. 31, 2016 | |
Accounting Policies [Abstract] | |
The Company and its Significant Accounting Policies | 1. The Company and its Significant Accounting Policies The Company TubeMogul, Inc., a Delaware corporation (the Company), provides software for brand advertising. The Company’s customers include many of the world’s largest brands and their media agencies. The Company is headquartered in Emeryville, California and has offices in several other locations in the U.S. and internationally including in Kyiv, London, Paris, Sao Paulo, Shanghai, Singapore, Sydney, Tokyo and Toronto. Principles of Consolidation and Basis of Presentation These unaudited condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States (GAAP) and applicable rules and regulations of the Securities and Exchange Commission (SEC) regarding interim financial reporting, and include the accounts of the Company’s wholly-owned subsidiaries. All intercompany transactions and balances have been eliminated in consolidation. Certain information and note disclosures normally included in the financial statements prepared in accordance with GAAP have been condensed or omitted pursuant to such rules and regulations. Therefore, t hese condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and related notes included in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2015. The consolidated balance sheet as of December 31, 2015 included herein was derived from the audited financial statements as of that date. These unaudited condensed consolidated financial statements reflect all normal recurring adjustments necessary to present fairly the financial position, results of operations, the Company’s comprehensive loss and cash flows for the interim periods, but are not necessarily indicative of the results of operations to be anticipated for the full fiscal year ending December 31, 2016 or any other period. Use of Estimates The preparation of the financial statements in accordance with GAAP requires management to make estimates and assumptions that affect 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 in these condensed consolidated financial statements include allowances for doubtful accounts, reserves for sales allowances, useful lives for depreciation and amortization, loss contingencies, valuation of deferred tax assets, provisions for uncertain tax positions, capitalization of software costs, delivery of impressions for campaigns using the Company’s programmatic TV (PTV) solution and assumptions used for valuation of stock-based compensation. Actual results could differ from those and other estimates. Accounts Receivable Accounts receivable are stated at net realizable value. The Company recognizes allowances for estimated bad debt and sales allowances in the period in which the related sale is recorded. Allowances for bad debts are estimated based on the Company’s historical write-off experience and an assessment of customer-specific circumstances including, aged balances, payment history, changes in payment terms, and other customer-specific information which may provide an indication that account balances are not collectible. Accounts receivable are written off when no future collection is possible. Many of the Company’s contracts with advertising agencies provide that if the brand (i.e., the agency’s customer) does not pay the agency, the agency is not liable to the Company and the Company must seek payment from the brand. Accordingly, the Company considers the creditworthiness of the brand in establishing its allowance for doubtful accounts. However, since inception, the Company has not had to initiate collection efforts directly with any brands where the contract was with an advertising agency. The following table presents the changes in the allowance for doubtful accounts: Three Months Ended Year Ended March 31, December 31, 2016 2015 Balance, beginning of period $ (2,110 ) $ (1,369 ) Reductions (additions) to allowance 251 (1,287 ) Write offs, net of recoveries 152 546 Balance, end of period $ (1,707 ) $ (2,110 ) The Company established a reserve for sales allowances during the year ended December 31, 2014. Sales allowances primarily relate to credit memos issued for billing discrepancies and customer concessions, and are estimated using a combination of specifically identified potential claims and estimated amounts which are derived from actual historical experience. The allowance is recorded as a reduction to revenue in the consolidated statement of operations and accounts receivable on the consolidated balance sheets. The following table presents the changes in sales allowances: Three Months Ended Year Ended March 31, December 31, 2016 2015 Balance, beginning of period $ (875 ) $ (460 ) Additions to allowance (428 ) (3,244 ) Issued sales allowances 537 2,829 Balance, end of period $ (766 ) $ (875 ) Fair Value Measurement and Financial Instruments The Company measures the fair value of its financial instruments in accordance with of the Financial Accounting Standards Board (FASB) Accounting Standards Codification (ASC) for Fair Value Measurements Unobservable inputs are inputs that reflect the Company’s assumptions as to what market participants would use in pricing the asset or liability developed based on the best information available under the circumstances. The hierarchy is broken down into three levels based on the observability of inputs as follows: Level 1 — Unadjusted quoted prices in active markets for identical assets or liabilities accessible to the reporting entity at the measurement date. Level 2 — Other than quoted prices included in Level 1 inputs that are observable for the asset or liability, either directly or indirectly, for substantially the full term of the asset or liability. Level 3 — Unobservable inputs for the asset or liability used to measure fair value to the extent that observable inputs are not available, thereby allowing for situations in which there is little, if any, market activity for the asset or liability at measurement date. The Company had $73,681 and $72,416 of cash equivalents as of March 31, 2016 and December 31, 2015, respectively, which are measured at fair value on a recurring basis. Inputs used in measuring fair value of cash equivalents are categorized as Level 1. From time to time the Company enters into foreign currency forward contracts to mitigate its exposure to foreign exchange risk. The foreign currency forward contracts are valued using observable inputs, such as quotations on forward foreign exchange points and foreign interest rates and are categorized as Level 2. Realized gains from these contracts were insignificant for the three months ended March 31, 2016. The Company uses foreign currency forward contracts to mitigate the impact of foreign currency fluctuations of certain non-U.S. dollar denominated asset positions, primarily cash and accounts receivable. Gains and losses resulting from currency exchange rate movements on these forward contracts are recognized in other income (expense) in the accompanying condensed consolidated statements of operations in the period in which the exchange rates change and offset the foreign currency gains and losses on the underlying exposure being hedged. The Company does not enter into derivative financial instruments for trading or speculative purposes. The Company is exposed to credit loss in the event of nonperformance by the counterparty to the foreign currency foreign exchange contracts. Other financial instruments not measured at fair value on the accompanying consolidated balance sheets at March 31, 2016 and December 31, 2015, but which require disclosure of their fair values, include accounts receivable, accounts payable, accrued liabilities and debt. The estimated fair values of such instruments at March 31, 2016 and December 31, 2015 approximated their carrying values due to being short term in nature. The fair values of all of these instruments are categorized as Level 2 in the fair value hierarchy. There were no assets measured using Level 3 inputs at March 31, 2016. Segment Information The Company considers operating segments to be components of the Company in which separate financial information is available that is evaluated regularly by the Company’s Chief Operating Decision Maker (CODM) in deciding how to allocate resources and in assessing performance. The CODM for the Company is the Chief Executive Officer. The CODM reviews financial information presented on a consolidated basis for purposes of allocating resources and evaluating financial performance. The Company has one business activity, and there are no segment managers who are held accountable for operations, operating results or plans for levels or components below the consolidated unit level. Accordingly, the Company has determined that it has a single operating and reportable segment, which is to design, develop and market software for digital branding. Recent Accounting Pronouncements Standard Description Planned Date of Adoption Effects on the Consolidated Financial Statements Accounting Standards Update No. 2016-08, Revenue from Contracts with Customers (Topic 606): Principal versus Agent Considerations (Reporting Revenue Gross versus Net), (ASU 2016-08) ASU 2016-08 clarifies the implementation guidance on principal versus agent considerations. The guidance includes indicators to assist an entity in determining whether it controls a specified good or service before it is transferred to the customers. The effective date and transition requirements are the same as the effective date and transition requirements of Update 2014-09. Accounting Standards Update No. 2015-14, Revenue from Contracts with Customers (Topic 606): Deferral of the Effective Date, defers the effective date of Update 2014-09 by one year. January 1, 2018 The Company is currently assessing the impact that adopting this new accounting standard will have on its consolidated financial statements and footnote disclosures. Accounting Standards Update No. 2016-09, Compensation – Stock Compensation (Topic 718), (ASU 2016-09) ASU 2016-09 identifies areas for simplification involving several aspects of accounting for share-based payment transactions, including the income tax consequences, classification of awards as either equity or liabilities, an option to recognize gross stock compensation expense with actual forfeitures recognized as they occur, as well as certain classifications on the statement of cash flows. For public business entities, the amendments in this Update are effective for annual periods beginning after December 15, 2016, and interim periods within those annual periods. Early adoption is permitted for any entity in any interim or annual period. If an entity early adopts the amendments in an interim period, any adjustments should be reflected as of the beginning of the fiscal year that includes that interim period. An entity that elects early adoption must adopt all of the amendments in the same period. January 1, 2017 The Company is currently assessing the impact that adopting this new accounting standard will have on its consolidated financial statements and footnote disclosures. Accounting Standards Update 2016-02, Leases, (ASU 2016-02) ASU 2016-02 requires lessees to recognize a right-of-use asset and lease liability for all leases with terms of more than twelve months. Recognition, measurement and presentation of expenses will depend on classification as a finance or operating lease. The ASU also requires certain quantitative and qualitative disclosures. Accounting guidance for lessors is largely unchanged. The amendments in this Update are effective for fiscal years beginning after December 15, 2018. January 1, 2019 The requirements should be applied on a modified retrospective basis and the updated standard will be effective for the Company in the first quarter of 2020. The Company expects that the impact of the adoption of this standard will result in the recognition of a lease asset and lease liability for those operating leases in effect at the date of adoption however, the Company is still in the process of determining the full extent the impact the adoption of this ASU will have on its consolidated financial statements and related disclosures. Accounting Standards Update No. 2014-09, Revenue from Contracts with Customers, (ASU 2014-09) ASU 2014-09 clarifies existing accounting literature relating to how and when a company recognizes revenue. The updated standard will replace most existing revenue recognition guidance under U.S. generally accepted accounting principles (GAAP) when it becomes effective and permits the use of either the retrospective or cumulative effect transition method. Under ASU 2014-09, a company will recognize revenue when it transfers promised goods or services to customers in an amount that reflects the consideration to which the company expects to be entitled in exchange for those goods and services. Additionally, the guidance requires improved disclosures to help users of financial statements better understand the nature, amount, timing, and uncertainty of revenue and cash flows arising from contracts with customers. The FASB decided on July 9, 2015 to defer for one year the effective date of the new revenue standard for public and nonpublic entities reporting under GAAP. The FASB also decided to permit entities to early adopt the standard, for annual reporting periods beginning after December 15, 2016, including interim reporting periods within that reporting period. January 1, 2018 The Company is currently assessing the impact that adopting this new accounting standard will have on its consolidated financial statements and footnote disclosures. |
Property, Equipment and Softwar
Property, Equipment and Software | 3 Months Ended |
Mar. 31, 2016 | |
Property Plant And Equipment [Abstract] | |
Property, Equipment and Software | 2. Property, Equipment and Software Property, equipment and software consisted of the following: March 31, December 31, 2016 2015 Computer, software and office equipment $ 4,730 $ 4,509 Capitalized internal use software costs 4,639 3,587 Furniture and fixtures 2,111 1,821 Leasehold improvements 3,683 2,336 15,163 12,253 Less accumulated depreciation and amortization (4,517 ) (3,668 ) Total $ 10,646 $ 8,585 Total depreciation and amortization expense was $849 and $412 for three months ended March 31, 2016 and 2015, respectively. |
Accrued Liabilities
Accrued Liabilities | 3 Months Ended |
Mar. 31, 2016 | |
Payables And Accruals [Abstract] | |
Accrued Liabilities | 3. Accrued Liabilities Accrued liabilities consisted of the following: March 31, December 31, 2016 2015 Accrued media costs $ 55,722 $ 61,040 Sales commissions 2,501 3,776 Payroll and related expenses 4,785 6,314 Other accrued expenses 3,424 3,797 Total $ 66,432 $ 74,927 Accrued media costs consist of amounts owed to the Company’s vendors for impressions delivered through March 31, 2016 and December 31, 2015. |
Debt Obligations
Debt Obligations | 3 Months Ended |
Mar. 31, 2016 | |
Debt Disclosure [Abstract] | |
Debt Obligations | 4. Debt Obligations March 31, December 31, 2016 2015 Short-term debt and current portion of long-term debt Revolving credit facility $ 6,050 $ 2,050 Current portion of long-term debt: Term loan 1,120 848 Total current $ 7,170 $ 2,898 Long-term debt Term loan $ 3,260 $ 2,635 Less: current portion of long-term debt: 1,120 848 Total noncurrent $ 2,140 $ 1,787 Revolving Line of Credit In April 2014, the Company entered into an amendment to its growth capital term loan and a revolving line of credit (Loan Agreement). The amendment increased the amount of the revolving line of credit to $35.0 million and extended the availability and maturity through April 1, 2016. The amendment also introduced a new financial covenant that requires the Company to meet certain minimum revenue levels. In December 2015, the Company entered into a second amendment to its Loan Agreement. The second amendment increased the amount of the revolving line of credit to $40.0 million and extended its maturity date to April 1, 2017. Under the Loan Agreement, the Company may borrow under the revolving line of credit up to the lesser of (a) $40.0 million and (b) a borrowing base equal to 80% of eligible accounts receivable as defined in the agreement. Advances under the revolving line of credit accrue interest at a floating per annum rate equal to the prime rate as published in the Western Edition Wall Street Journal. The Company is required to pay a minimum amount of interest equal to the amount of interest that would accrue per quarter on a notional outstanding principal balance of $2.1 million. The Loan Agreement includes a covenant whereby the Company is required to maintain an adjusted quick ratio of at least 1.10 to 1.00, tested as of the last day of each month, on a consolidated basis. This covenant is applicable to a given month if the Company fails to maintain, as of the last day of such month, consolidated revenues equal at least to 85% of the revenue projected in the business plan approved by the Company’s Board of Directors, measured on a trailing six-month basis. The agreement also includes a revenue covenant which requires that the Company maintain consolidated revenues equal at least to 80% of the revenue projected in the Board approved business plan measured on a trailing six-month basis, as long as the required covenant shows not less than 15% growth from the comparable period in the preceding fiscal year. If the combined amount of the Company’s cash on deposit with the lender, plus the availability under the revolving line of credit is less than $10.0 million, then the Company is required to deliver additional reporting to the lender. As of March 31, 2016, the Company had $6.1 million outstanding and had $33.9 million available under the revolving line of credit. Term Loans In connection with the December 2015 second amendment to its Loan Agreement, the Company added a $5.0 million capital equipment term loan. Outstanding amounts under the facility bear interest at a floating annual rate of prime plus 0.5%. The Company is required to repay each capital equipment financing facility loan in 36 equal monthly payments of principal plus accrued interest commencing on the first day of the month immediately following the funding of each capital equipment facility loan. As of March 31, 2016, the Company had $3.3 million outstanding under the capital equipment term loan. The interest rate at March 31, 2016, was approximately 4.0%. Future Payments Future principal payments of debt instruments as of March 31, 2016 were as follows: Principal Payments 2016 (nine months) 836 2017 7,201 2018 1,199 2019 74 Thereafter — Total payments $ 9,310 |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2016 | |
Commitments And Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 5. Commitments and Contingencies Lease Commitments The Company’s commitments for minimum rentals under its operating leases as of March 31, 2016 are as follows: Operating leases 2016 (nine months) $ 3,674 2017 4,668 2018 4,129 2019 3,836 2020 3,245 Thereafter 5,214 Total minimum lease payments $ 24,766 Rent expense was $1.3 million and $625 for the three months ended March 31, 2016 and 2015, respectively. Future minimum rents due to the Company under its existing subleases are $0.4 million for 2016, and $0.6 million for 2017 through 2019. These amounts are not included in the table above. Purchase Commitments In August 2015, the Company entered into a commitment to purchase media from a single supplier in the amount of $7.5 million to $15.0 million, depending on the type of media purchased. These purchases can be made at any time from February 15, 2015 through September 30, 2016. As of March 31, 2016, the Company had purchased $1.9 million of media under this arrangement. In March 2016, the Company entered into a purchase commitment with a TV data partner, which requires the Company to pay approximately $1.2 million in monthly installments over a 12-month period beginning May 1, 2016. Irrevocable Standby Letters of Credit As of March 31, 2016, the Company had three irrevocable standby letters of credit outstanding totaling approximately $1.6 million. The Company entered into these letters of credit for the benefit of its sub landlord or landlord. These irrevocable letters of credit automatically renew on their anniversary so long as the related operating lease is still effective. The letter of credit may be canceled prior to the expiration date upon the written request of the beneficiary. The Company is contractually required to keep the letters of credit for the term of the respective leases, therefore, the letters of credit are recorded as restricted cash and are classified as long-term assets on the condensed consolidated balance sheets. Legal The Company is involved from time to time in various claims and legal actions arising in the ordinary course of business. While it is not feasible to predict or determine the ultimate outcome of these matters, the Company believes that none of its current legal proceedings will have a material adverse effect on its financial position or results of operations. |
Stock-Based Compensation
Stock-Based Compensation | 3 Months Ended |
Mar. 31, 2016 | |
Share Based Compensation [Abstract] | |
Stock-Based Compensation | 6. Stock-Based Compensation In July 2007, the board of directors and stockholders of the Company approved and adopted the TubeMogul, Inc. 2007 Equity Compensation Plan (the 2007 Plan) that permitted the grant of incentive and nonqualified stock options, stock awards (including restricted stock units (RSUs)), and stock appreciation rights to purchase shares of the common stock of the Company. Under the 2007 Plan, shares of common stock are reserved for the issuance of permitted awards to eligible participants. Options granted generally vest and become exercisable over a four-year term from the date of grant, at a rate of 25% after one year, then monthly on a straight-line basis thereafter. Options granted generally are exercisable for up to 10 years from the date of grant. RSUs granted are generally released from restriction over a four-year term from the date of grant, at a rate of 25% after one year, then quarterly on a straight-line basis thereafter. The Company has authorized and reserved a total of 6,093,703 shares of common stock under the 2007 Plan for the grant of permitted awards to employees, directors, consultants, and other service providers for the Company or related companies. The 2007 Plan terminated effective July 18, 2014, though it continues to govern outstanding awards issued under the 2007 Plan prior to July 16, 2014. In February 2014, t he Company’s board of directors and stockholders approved and adopted the TubeMogul, Inc. 2014 Equity Incentive Plan (the 2014 Plan), and the 2014 Plan became effective on July 16, 2014, the day immediately preceding the Company’s initial public offering (IPO). The 2014 Plan permits the grant of stock options, stock appreciation rights, restricted stock, RSUs, performance awards and other cash-based or stock-based awards. In addition, the 2014 Plan contains a mechanism through which the Company may adopt a deferred compensation arrangement in the future. Under the 2014 Plan, shares of common stock are reserved for the issuance of permitted awards to eligible participants. The Company initially authorized and reserved a total of 2,500,000 shares of common stock under the 2014 Plan for the grant of permitted awards. This reserve automatically increased on January 1, 2016 by 1,767,183 shares and will continue to increase on each subsequent anniversary through 2024, by an amount equal to the smaller of (a) five percent (5%) of the number of shares of common stock issued and outstanding on the immediately preceding December 31; or (b) an amount determined by the Company’s board of directors. This reserve may also be increased by up to an additional 4,975,000 shares, to include (a) any shares remaining available for grant under the 2007 Plan at the time of its termination; and (b) shares that would otherwise be returned to the 2007 Plan, upon the expiration or termination of awards granted under that plan. Shares subject to awards which expire or are cancelled or forfeited will again become available for issuance under the 2014 Plan. The shares available under the 2014 Plan will not be reduced by awards settled in cash. The shares available under the 2014 Plan will be reduced by shares withheld to satisfy tax withholding obligations with respect to stock options and stock appreciation rights. The gross number of shares issued upon the exercise of stock appreciation rights or options exercised by means of a net exercise or by tender of previously owned shares will be deducted from the shares available under the 2014 Plan. For purposes of the tables below, the 2007 Plan and the 2014 Plan are collectively referred to as the “Plan.” The following table summarizes the Plan’s stock option activity: Outstanding number of shares Weighted-average exercise price per share Weighted-average grant date fair value Total intrinsic value of exercises Weighted-average remaining contractual life Aggregate intrinsic value Balance at December 31, 2015 4,266 $ 6.55 7.14 $ 34,748 Options granted — Options exercised (63 ) 1.82 $ 683 Options canceled (8 ) 7.99 Balance at March 31, 2016 4,195 $ 6.62 6.90 $ 32,079 Options exercisable and vested at March 31, 2016 2,565 $ 3.15 6.05 $ 26,395 Options vested and expected to vest at March 31, 2016 4,113 $ 6.51 6.87 $ 31,800 At March 31, 2016, there was approximately $9.9 million of total unrecognized compensation cost related to unvested options granted under the compensation plan. The remaining unrecognized compensation cost is expected to be recognized over the weighted average remaining vesting period of approximately 3.56 years at March 31, 2016. The fair value of options granted to employees is estimated on the date of grant and to non-employees at each measurement period using the Black-Scholes-Merton option valuation model. This stock-based compensation expense valuation model requires the Company to make assumptions and judgments regarding the variables used in the calculation. These variances include the expected term (weighted average period of time that the options granted are expected to be outstanding), the expected volatility of the Company’s common stock, expected risk-free interest rate, expected dividends. To the extent actual results differ from the estimates, the difference will be recorded as a cumulative adjustment in the period estimates are revised. The Company uses the simplified calculation of expected term, as the Company does not have sufficient historical data to use any other method to estimate expected term. Expected volatility is based on an average of the historical volatilities of the common stock of several entities with characteristics similar to those of the Company. The expected risk-free rate is based on the U.S. Treasury yield curve in effect at the time of grant for periods corresponding with the expected life of the option. Expected forfeitures are based on the Company’s historical experience. There were no stock options granted in the three months ended March 31, 2016. The following assumptions were used to calculate the fair value of options for the three months ended March 31, 2015: Three Months Ended March 31, 2015 Risk-free interest rate 1.80% Dividend yield — % Volatility 70% Expected term 6.5 years The following table summarizes the Plan’s RSU activity: Weighted- Outstanding Average number of Grant Date shares Fair Value Balance at December 31, 2015 2,067 $ 13.51 RSUs granted 938 11.26 RSUs released (167 ) 13.79 RSUs canceled (95 ) 12.88 Balance at March 31, 2016 2,743 $ 12.76 The fair value of RSUs granted to employees is estimated on the date of grant and to non-employees at each measurement period using the fair value of the underlying common stock. At March 31, 2016, there was approximately $29.2 million of total unrecognized compensation cost related to unvested RSUs granted under the compensation plan. The remaining unrecognized compensation cost is expected to be recognized over the weighted average remaining vesting period of approximately 3.19 years at March 31, 2016. The following table summarizes the effects of stock-based compensation in the Company’s accompanying condensed consolidated statements of operations: Three Months Ended March 31, 2016 2015 (in thousands) Research and development $ 1,304 $ 642 Sales and marketing 1,272 709 General and administrative 1,483 1,050 Total stock-based compensation $ 4,059 $ 2,401 Employee Stock Purchase Plan In February 2014, the Company’s board of directors adopted and the stockholders approved the Company’s 2014 Employee Stock Purchase Plan (ESPP), which became effective in July 2014. The ESPP allows eligible employees to purchase shares of the Company’s common stock through payroll deductions of up to 15% of their eligible compensation, subject to any plan limitations. The administrator may, in its discretion, modify the terms of offering periods. At the end of each offering period, employees are able to purchase shares at 85% of the lower of the fair market value of the Company’s common stock on the first trading day of the offering period or on the last day of the offering period. As of December 31, 2015 the Company had 1,136,964 shares available for sale under the ESPP. The ESPP provides for annual increases in the number of shares available for issuance under the ESPP on the first day of each fiscal year, equal to the least of (a) two percent of the number of shares of Stock issued and outstanding on the immediately preceding fiscal year, or (b) an amount determined by the Board. |
Net Loss Per Share
Net Loss Per Share | 3 Months Ended |
Mar. 31, 2016 | |
Earnings Per Share [Abstract] | |
Net Loss Per Share | 7. Net Loss per Share The Company’s basic net loss per share is calculated by dividing the net loss by the weighted-average number of shares of common stock outstanding for the period. The diluted net loss per share is computed by giving effect to all potential dilutive common stock equivalents outstanding for the period. For purposes of this calculation, options to purchase common stock, RSUs and shares to be issued under the ESPP are considered common stock equivalents but have been excluded from the calculation of diluted net loss per share as their effect is antidilutive as the Company had net losses for the three months ended March 31, 2016 and March 31, 2015. The securities were excluded from the calculation of diluted net loss per share because their effect would have been anti-dilutive for the periods presented: Three Months Ended March 31, 2016 2015 Employee stock options 4,195 4,959 RSUs 2,743 1,202 ESPP 138 83 Total 7,076 6,244 |
Income Taxes
Income Taxes | 3 Months Ended |
Mar. 31, 2016 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 8. Income Taxes The Company is subject to income tax in the U.S. as well as other tax jurisdictions in which it conducts business. Earnings from non-U.S. activities are subject to local country income tax. The Company does not provide for federal income taxes on the undistributed earnings of its foreign subsidiaries as such earnings are to be reinvested indefinitely. The Company recorded an income tax provision of $194 and $114 for the three months ended March 31, 2016 and March 31, 2015, respectively, related to foreign income taxes and state minimum taxes. Based on the available objective evidence during the three months ended March 31, 2016, management believes it is more likely than not that the tax benefits of the U.S. and Japan losses incurred during that period may not be realized by the end of the 2016 fiscal year. Accordingly, the Company did not record the tax benefits of the U.S. and Japan losses incurred during the three months ended March 31, 2016. The primary difference between the effective tax rate and the federal statutory tax rate relates to foreign tax rate differences, meals and entertainment and state and local minimum and capital taxes. As of March 31, 2016, the Company had no material uncertain tax positions. Utilization of the net operating loss carryforwards may be subject to an annual limitation due to the ownership change limitations provided by the Internal Revenue Code of 1986, as amended (the Code), and similar state provisions. Any annual limitation may result in the expiration of net operating losses before utilization. |
Subsequent Events
Subsequent Events | 3 Months Ended |
Mar. 31, 2016 | |
Subsequent Events [Abstract] | |
Subsequent Events | 9. Subsequent Events In April 2016, the Company entered into a lease agreement with a landlord and a lease assignment agreement with the existing tenant, to lease additional office space at its headquarters in Emeryville. Under these agreements, the Company is required to pay approximately $6.1 million in lease payments beginning June 1, 2016. Future minimum rents under these agreements are approximately $0.9 million in 2016, $0.8 million in 2017 through 2020, and $2.0 million thereafter. In connection with the lease agreement, the Company entered into an irrevocable standby letter of credit in the amount of $1.0 million for the benefit of its landlord. The irrevocable letter of credit automatically renews on its anniversary so long that the lease is still effective. The letter of credit may be canceled prior to the expiration date upon the written request of the beneficiary. |
The Company and its Significa16
The Company and its Significant Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 2016 | |
Accounting Policies [Abstract] | |
Principles of Consolidation and Basis of Presentation | Principles of Consolidation and Basis of Presentation These unaudited condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States (GAAP) and applicable rules and regulations of the Securities and Exchange Commission (SEC) regarding interim financial reporting, and include the accounts of the Company’s wholly-owned subsidiaries. All intercompany transactions and balances have been eliminated in consolidation. Certain information and note disclosures normally included in the financial statements prepared in accordance with GAAP have been condensed or omitted pursuant to such rules and regulations. Therefore, t hese condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and related notes included in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2015. The consolidated balance sheet as of December 31, 2015 included herein was derived from the audited financial statements as of that date. These unaudited condensed consolidated financial statements reflect all normal recurring adjustments necessary to present fairly the financial position, results of operations, the Company’s comprehensive loss and cash flows for the interim periods, but are not necessarily indicative of the results of operations to be anticipated for the full fiscal year ending December 31, 2016 or any other period. |
Use of Estimates | Use of Estimates The preparation of the financial statements in accordance with GAAP requires management to make estimates and assumptions that affect 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 in these condensed consolidated financial statements include allowances for doubtful accounts, reserves for sales allowances, useful lives for depreciation and amortization, loss contingencies, valuation of deferred tax assets, provisions for uncertain tax positions, capitalization of software costs, delivery of impressions for campaigns using the Company’s programmatic TV (PTV) solution and assumptions used for valuation of stock-based compensation. Actual results could differ from those and other estimates. |
Accounts Receivable | Accounts Receivable Accounts receivable are stated at net realizable value. The Company recognizes allowances for estimated bad debt and sales allowances in the period in which the related sale is recorded. Allowances for bad debts are estimated based on the Company’s historical write-off experience and an assessment of customer-specific circumstances including, aged balances, payment history, changes in payment terms, and other customer-specific information which may provide an indication that account balances are not collectible. Accounts receivable are written off when no future collection is possible. Many of the Company’s contracts with advertising agencies provide that if the brand (i.e., the agency’s customer) does not pay the agency, the agency is not liable to the Company and the Company must seek payment from the brand. Accordingly, the Company considers the creditworthiness of the brand in establishing its allowance for doubtful accounts. However, since inception, the Company has not had to initiate collection efforts directly with any brands where the contract was with an advertising agency. The following table presents the changes in the allowance for doubtful accounts: Three Months Ended Year Ended March 31, December 31, 2016 2015 Balance, beginning of period $ (2,110 ) $ (1,369 ) Reductions (additions) to allowance 251 (1,287 ) Write offs, net of recoveries 152 546 Balance, end of period $ (1,707 ) $ (2,110 ) The Company established a reserve for sales allowances during the year ended December 31, 2014. Sales allowances primarily relate to credit memos issued for billing discrepancies and customer concessions, and are estimated using a combination of specifically identified potential claims and estimated amounts which are derived from actual historical experience. The allowance is recorded as a reduction to revenue in the consolidated statement of operations and accounts receivable on the consolidated balance sheets. The following table presents the changes in sales allowances: Three Months Ended Year Ended March 31, December 31, 2016 2015 Balance, beginning of period $ (875 ) $ (460 ) Additions to allowance (428 ) (3,244 ) Issued sales allowances 537 2,829 Balance, end of period $ (766 ) $ (875 ) |
Fair Value Measurement and Financial Instruments | Fair Value Measurement and Financial Instruments The Company measures the fair value of its financial instruments in accordance with of the Financial Accounting Standards Board (FASB) Accounting Standards Codification (ASC) for Fair Value Measurements Unobservable inputs are inputs that reflect the Company’s assumptions as to what market participants would use in pricing the asset or liability developed based on the best information available under the circumstances. The hierarchy is broken down into three levels based on the observability of inputs as follows: Level 1 — Unadjusted quoted prices in active markets for identical assets or liabilities accessible to the reporting entity at the measurement date. Level 2 — Other than quoted prices included in Level 1 inputs that are observable for the asset or liability, either directly or indirectly, for substantially the full term of the asset or liability. Level 3 — Unobservable inputs for the asset or liability used to measure fair value to the extent that observable inputs are not available, thereby allowing for situations in which there is little, if any, market activity for the asset or liability at measurement date. The Company had $73,681 and $72,416 of cash equivalents as of March 31, 2016 and December 31, 2015, respectively, which are measured at fair value on a recurring basis. Inputs used in measuring fair value of cash equivalents are categorized as Level 1. From time to time the Company enters into foreign currency forward contracts to mitigate its exposure to foreign exchange risk. The foreign currency forward contracts are valued using observable inputs, such as quotations on forward foreign exchange points and foreign interest rates and are categorized as Level 2. Realized gains from these contracts were insignificant for the three months ended March 31, 2016. The Company uses foreign currency forward contracts to mitigate the impact of foreign currency fluctuations of certain non-U.S. dollar denominated asset positions, primarily cash and accounts receivable. Gains and losses resulting from currency exchange rate movements on these forward contracts are recognized in other income (expense) in the accompanying condensed consolidated statements of operations in the period in which the exchange rates change and offset the foreign currency gains and losses on the underlying exposure being hedged. The Company does not enter into derivative financial instruments for trading or speculative purposes. The Company is exposed to credit loss in the event of nonperformance by the counterparty to the foreign currency foreign exchange contracts. Other financial instruments not measured at fair value on the accompanying consolidated balance sheets at March 31, 2016 and December 31, 2015, but which require disclosure of their fair values, include accounts receivable, accounts payable, accrued liabilities and debt. The estimated fair values of such instruments at March 31, 2016 and December 31, 2015 approximated their carrying values due to being short term in nature. The fair values of all of these instruments are categorized as Level 2 in the fair value hierarchy. There were no assets measured using Level 3 inputs at March 31, 2016. |
Segment Information | Segment Information The Company considers operating segments to be components of the Company in which separate financial information is available that is evaluated regularly by the Company’s Chief Operating Decision Maker (CODM) in deciding how to allocate resources and in assessing performance. The CODM for the Company is the Chief Executive Officer. The CODM reviews financial information presented on a consolidated basis for purposes of allocating resources and evaluating financial performance. The Company has one business activity, and there are no segment managers who are held accountable for operations, operating results or plans for levels or components below the consolidated unit level. Accordingly, the Company has determined that it has a single operating and reportable segment, which is to design, develop and market software for digital branding. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements Standard Description Planned Date of Adoption Effects on the Consolidated Financial Statements Accounting Standards Update No. 2016-08, Revenue from Contracts with Customers (Topic 606): Principal versus Agent Considerations (Reporting Revenue Gross versus Net), (ASU 2016-08) ASU 2016-08 clarifies the implementation guidance on principal versus agent considerations. The guidance includes indicators to assist an entity in determining whether it controls a specified good or service before it is transferred to the customers. The effective date and transition requirements are the same as the effective date and transition requirements of Update 2014-09. Accounting Standards Update No. 2015-14, Revenue from Contracts with Customers (Topic 606): Deferral of the Effective Date, defers the effective date of Update 2014-09 by one year. January 1, 2018 The Company is currently assessing the impact that adopting this new accounting standard will have on its consolidated financial statements and footnote disclosures. Accounting Standards Update No. 2016-09, Compensation – Stock Compensation (Topic 718), (ASU 2016-09) ASU 2016-09 identifies areas for simplification involving several aspects of accounting for share-based payment transactions, including the income tax consequences, classification of awards as either equity or liabilities, an option to recognize gross stock compensation expense with actual forfeitures recognized as they occur, as well as certain classifications on the statement of cash flows. For public business entities, the amendments in this Update are effective for annual periods beginning after December 15, 2016, and interim periods within those annual periods. Early adoption is permitted for any entity in any interim or annual period. If an entity early adopts the amendments in an interim period, any adjustments should be reflected as of the beginning of the fiscal year that includes that interim period. An entity that elects early adoption must adopt all of the amendments in the same period. January 1, 2017 The Company is currently assessing the impact that adopting this new accounting standard will have on its consolidated financial statements and footnote disclosures. Accounting Standards Update 2016-02, Leases, (ASU 2016-02) ASU 2016-02 requires lessees to recognize a right-of-use asset and lease liability for all leases with terms of more than twelve months. Recognition, measurement and presentation of expenses will depend on classification as a finance or operating lease. The ASU also requires certain quantitative and qualitative disclosures. Accounting guidance for lessors is largely unchanged. The amendments in this Update are effective for fiscal years beginning after December 15, 2018. January 1, 2019 The requirements should be applied on a modified retrospective basis and the updated standard will be effective for the Company in the first quarter of 2020. The Company expects that the impact of the adoption of this standard will result in the recognition of a lease asset and lease liability for those operating leases in effect at the date of adoption however, the Company is still in the process of determining the full extent the impact the adoption of this ASU will have on its consolidated financial statements and related disclosures. Accounting Standards Update No. 2014-09, Revenue from Contracts with Customers, (ASU 2014-09) ASU 2014-09 clarifies existing accounting literature relating to how and when a company recognizes revenue. The updated standard will replace most existing revenue recognition guidance under U.S. generally accepted accounting principles (GAAP) when it becomes effective and permits the use of either the retrospective or cumulative effect transition method. Under ASU 2014-09, a company will recognize revenue when it transfers promised goods or services to customers in an amount that reflects the consideration to which the company expects to be entitled in exchange for those goods and services. Additionally, the guidance requires improved disclosures to help users of financial statements better understand the nature, amount, timing, and uncertainty of revenue and cash flows arising from contracts with customers. The FASB decided on July 9, 2015 to defer for one year the effective date of the new revenue standard for public and nonpublic entities reporting under GAAP. The FASB also decided to permit entities to early adopt the standard, for annual reporting periods beginning after December 15, 2016, including interim reporting periods within that reporting period. January 1, 2018 The Company is currently assessing the impact that adopting this new accounting standard will have on its consolidated financial statements and footnote disclosures. |
The Company and its Significa17
The Company and its Significant Accounting Policies (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Accounting Policies [Abstract] | |
Schedule of Allowance for Doubtful accounts | The following table presents the changes in the allowance for doubtful accounts: Three Months Ended Year Ended March 31, December 31, 2016 2015 Balance, beginning of period $ (2,110 ) $ (1,369 ) Reductions (additions) to allowance 251 (1,287 ) Write offs, net of recoveries 152 546 Balance, end of period $ (1,707 ) $ (2,110 ) |
Schedule Of Changes In Sales Allowances [Table Text Block] | The following table presents the changes in sales allowances: Three Months Ended Year Ended March 31, December 31, 2016 2015 Balance, beginning of period $ (875 ) $ (460 ) Additions to allowance (428 ) (3,244 ) Issued sales allowances 537 2,829 Balance, end of period $ (766 ) $ (875 ) |
Property, Equipment and Softw18
Property, Equipment and Software (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Property Plant And Equipment [Abstract] | |
Schedule of Property, Equipment and Software | Property, equipment and software consisted of the following: March 31, December 31, 2016 2015 Computer, software and office equipment $ 4,730 $ 4,509 Capitalized internal use software costs 4,639 3,587 Furniture and fixtures 2,111 1,821 Leasehold improvements 3,683 2,336 15,163 12,253 Less accumulated depreciation and amortization (4,517 ) (3,668 ) Total $ 10,646 $ 8,585 |
Accrued Liabilities (Tables)
Accrued Liabilities (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Payables And Accruals [Abstract] | |
Schedule of Accrued Liabilities | Accrued liabilities consisted of the following: March 31, December 31, 2016 2015 Accrued media costs $ 55,722 $ 61,040 Sales commissions 2,501 3,776 Payroll and related expenses 4,785 6,314 Other accrued expenses 3,424 3,797 Total $ 66,432 $ 74,927 |
Debt Obligations (Tables)
Debt Obligations (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Debt Disclosure [Abstract] | |
Schedule of Debt | 4. Debt Obligations March 31, December 31, 2016 2015 Short-term debt and current portion of long-term debt Revolving credit facility $ 6,050 $ 2,050 Current portion of long-term debt: Term loan 1,120 848 Total current $ 7,170 $ 2,898 Long-term debt Term loan $ 3,260 $ 2,635 Less: current portion of long-term debt: 1,120 848 Total noncurrent $ 2,140 $ 1,787 |
Future Principal Payments of Long-Term Debt | Future principal payments of debt instruments as of March 31, 2016 were as follows: Principal Payments 2016 (nine months) 836 2017 7,201 2018 1,199 2019 74 Thereafter — Total payments $ 9,310 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Commitments And Contingencies Disclosure [Abstract] | |
Schedule of Commitments for Minimum Rentals Under Operating Lease | The Company’s commitments for minimum rentals under its operating leases as of March 31, 2016 are as follows: Operating leases 2016 (nine months) $ 3,674 2017 4,668 2018 4,129 2019 3,836 2020 3,245 Thereafter 5,214 Total minimum lease payments $ 24,766 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Summary of Stock Option Plan | The following table summarizes the Plan’s stock option activity: Outstanding number of shares Weighted-average exercise price per share Weighted-average grant date fair value Total intrinsic value of exercises Weighted-average remaining contractual life Aggregate intrinsic value Balance at December 31, 2015 4,266 $ 6.55 7.14 $ 34,748 Options granted — Options exercised (63 ) 1.82 $ 683 Options canceled (8 ) 7.99 Balance at March 31, 2016 4,195 $ 6.62 6.90 $ 32,079 Options exercisable and vested at March 31, 2016 2,565 $ 3.15 6.05 $ 26,395 Options vested and expected to vest at March 31, 2016 4,113 $ 6.51 6.87 $ 31,800 |
Schedule of Share-based Compensation, Restricted Stock Unit Award Activity | The following table summarizes the Plan’s RSU activity: Weighted- Outstanding Average number of Grant Date shares Fair Value Balance at December 31, 2015 2,067 $ 13.51 RSUs granted 938 11.26 RSUs released (167 ) 13.79 RSUs canceled (95 ) 12.88 Balance at March 31, 2016 2,743 $ 12.76 |
Summary of Effects of Stock-Based Compensation | The following table summarizes the effects of stock-based compensation in the Company’s accompanying condensed consolidated statements of operations: Three Months Ended March 31, 2016 2015 (in thousands) Research and development $ 1,304 $ 642 Sales and marketing 1,272 709 General and administrative 1,483 1,050 Total stock-based compensation $ 4,059 $ 2,401 |
Employees | |
Schedule of Assumptions Used to Calculate Fair Value of Options | The following assumptions were used to calculate the fair value of options for the three months ended March 31, 2015: Three Months Ended March 31, 2015 Risk-free interest rate 1.80% Dividend yield — % Volatility 70% Expected term 6.5 years |
Net Loss Per Share (Tables)
Net Loss Per Share (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Earnings Per Share [Abstract] | |
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share | The securities were excluded from the calculation of diluted net loss per share because their effect would have been anti-dilutive for the periods presented: Three Months Ended March 31, 2016 2015 Employee stock options 4,195 4,959 RSUs 2,743 1,202 ESPP 138 83 Total 7,076 6,244 |
The Company and its Significa24
The Company and its Significant Accounting Policies - Schedule of Allowance for Doubtful Accounts (Details) - Doubtful Accounts Receivables and Credit Memos - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended |
Mar. 31, 2016 | Dec. 31, 2015 | |
Valuation And Qualifying Accounts Disclosure [Line Items] | ||
Balance, beginning of period | $ (2,110) | $ (1,369) |
Reductions (additions) to allowance | 251 | (1,287) |
Write offs, net of recoveries | 152 | 546 |
Balance, end of period | $ (1,707) | $ (2,110) |
The Company and its Significa25
The Company and its Significant Accounting Policies - Schedule of Changes in Sales Allowances (Details) - Credit Memos - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended |
Mar. 31, 2016 | Dec. 31, 2015 | |
Valuation And Qualifying Accounts Disclosure [Line Items] | ||
Balance, beginning of period | $ (875) | $ (460) |
Additions to allowance | (428) | (3,244) |
Issued sales allowances | 537 | 2,829 |
Balance, end of period | $ (766) | $ (875) |
The Company and its Significa26
The Company and its Significant Accounting Policies - Additional Information (Details) $ in Thousands | 3 Months Ended | |
Mar. 31, 2016USD ($)Business | Dec. 31, 2015USD ($) | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | ||
Cash and cash equivalents | $ 73,681 | $ 72,416 |
Outstanding forward contracts notional amount | 15,300 | |
Assets measured using Level 3 inputs | $ 0 | |
Number of operating business activity | Business | 1 |
Property, Equipment and Softw27
Property, Equipment and Software - Schedule of Property, Equipment and Software (Details) - USD ($) $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 |
Property Plant And Equipment [Line Items] | ||
Property, equipment and software, gross | $ 15,163 | $ 12,253 |
Less accumulated depreciation and amortization | (4,517) | (3,668) |
Total | 10,646 | 8,585 |
Computer, Software and Office Equipment | ||
Property Plant And Equipment [Line Items] | ||
Property, equipment and software, gross | 4,730 | 4,509 |
Capitalized Internal Use Software Costs | ||
Property Plant And Equipment [Line Items] | ||
Property, equipment and software, gross | 4,639 | 3,587 |
Furniture and Fixtures | ||
Property Plant And Equipment [Line Items] | ||
Property, equipment and software, gross | 2,111 | 1,821 |
Leasehold Improvements | ||
Property Plant And Equipment [Line Items] | ||
Property, equipment and software, gross | $ 3,683 | $ 2,336 |
Property, Equipment and Softw28
Property, Equipment and Software - Additional Information (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Property Plant And Equipment [Abstract] | ||
Depreciation and amortization | $ 849 | $ 412 |
Accrued Liabilities - Schedule
Accrued Liabilities - Schedule of Accrued Liabilities (Details) - USD ($) $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 |
Payables And Accruals [Abstract] | ||
Accrued media costs | $ 55,722 | $ 61,040 |
Sales commissions | 2,501 | 3,776 |
Payroll and related expenses | 4,785 | 6,314 |
Other accrued expenses | 3,424 | 3,797 |
Total | $ 66,432 | $ 74,927 |
Debt Obligations - Short Term a
Debt Obligations - Short Term and Current Portion of Long Term (Details) - USD ($) $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 |
Short-term debt and current portion of long-term debt | ||
Revolving credit facility | $ 6,050 | $ 2,050 |
Current portion of long-term debt: | ||
Total current | 7,170 | 2,898 |
Revolving Credit Facility | ||
Short-term debt and current portion of long-term debt | ||
Revolving credit facility | 6,050 | 2,050 |
Term Loan | ||
Current portion of long-term debt: | ||
Current portion of long-term debt | 1,120 | 848 |
Long-term debt | ||
Long-term debt | 3,260 | 2,635 |
Current portion of long-term debt | 1,120 | 848 |
Total noncurrent | $ 2,140 | $ 1,787 |
Debt Obligations - Revolving Li
Debt Obligations - Revolving Line of Credit - Additional Information (Details) - USD ($) | Dec. 31, 2015 | Apr. 30, 2014 | Mar. 31, 2016 |
Line Of Credit Facility [Line Items] | |||
Consolidated Revenues | 85.00% | ||
Covenant requirement, minimum consolidated revenue percentage to be maintained | 80.00% | ||
Minimum required percentage of growth rate for loan covenant | 15.00% | ||
Cash on deposit with lender plus availability under revolving line of credit required to deliver additional reporting | $ 10,000,000 | ||
Revolving line of credit | $ 2,050,000 | $ 6,050,000 | |
Minimum | |||
Line Of Credit Facility [Line Items] | |||
Adjusted Quick Ratio | 110.00% | ||
Revolving Credit Facility | |||
Line Of Credit Facility [Line Items] | |||
Line of credit facility, maximum borrowing capacity | $ 40,000,000 | $ 35,000,000 | |
Line of credit facility expiration date | Apr. 1, 2017 | Apr. 1, 2016 | |
Line of credit facility, covenant terms | Under the Loan Agreement, the Company may borrow under the revolving line of credit up to the lesser of (a) $40.0 million and (b) a borrowing base equal to 80% of eligible accounts receivable as defined in the agreement. Advances under the revolving line of credit accrue interest at a floating per annum rate equal to the prime rate as published in the Western Edition Wall Street Journal. The Company is required to pay a minimum amount of interest equal to the amount of interest that would accrue per quarter on a notional outstanding principal balance of $2.1 million. | ||
Investment Owned, Balance, Principal Amount | $ 2,100,000 | ||
Revolving line of credit | $ 2,050,000 | 6,050,000 | |
Available borrowing with revolving line of credit | $ 33,900,000 |
Debt Obligations - Term Loans -
Debt Obligations - Term Loans - Additional Information (Details) - USD ($) | Mar. 31, 2016 | Dec. 31, 2015 | Apr. 30, 2014 |
Equipment Term Loan Facility | |||
Line Of Credit Facility [Line Items] | |||
Line of credit facility, maximum borrowing capacity | $ 5,000,000 | ||
Term loan outstanding | $ 3,300,000 | ||
Interest rate, percentage | 4.00% | ||
Revolving Credit Facility | |||
Line Of Credit Facility [Line Items] | |||
Line of credit facility, maximum borrowing capacity | $ 40,000,000 | $ 35,000,000 | |
Line of credit facility, applicable margin | 0.50% |
Debt Obligations - Future Princ
Debt Obligations - Future Principal Payments of Debt Instruments (Details) $ in Thousands | Mar. 31, 2016USD ($) |
Debt Disclosure [Abstract] | |
2016 (nine months) | $ 836 |
2,017 | 7,201 |
2,018 | 1,199 |
2,019 | 74 |
Total payments | $ 9,310 |
Commitments and Contingencies -
Commitments and Contingencies - Commitments For Minimum Rentals Under Operating Lease (Details) $ in Thousands | Mar. 31, 2016USD ($) |
Commitments And Contingencies Disclosure [Abstract] | |
2016 (nine months) | $ 3,674 |
2,017 | 4,668 |
2,018 | 4,129 |
2,019 | 3,836 |
2,020 | 3,245 |
Thereafter | 5,214 |
Total minimum lease payments | $ 24,766 |
Commitments and Contingencies35
Commitments and Contingencies - Additional Information (Details) | Aug. 31, 2015USD ($) | Mar. 31, 2016USD ($)LOC | Mar. 31, 2016USD ($)LOC | Mar. 31, 2015USD ($) |
Long Term Purchase Commitment [Line Items] | ||||
Rent expense | $ 1,300,000 | $ 625,000 | ||
2016 (nine months) | $ 3,674,000 | 3,674,000 | ||
2,017 | 4,668,000 | 4,668,000 | ||
2,018 | 4,129,000 | 4,129,000 | ||
2,019 | 3,836,000 | 3,836,000 | ||
Commitment to purchase | $ 1,200,000 | $ 1,900,000 | ||
Description of purchase commitment period of time | These purchases can be made at any time from February 15, 2015 through September 30, 2016. | |||
Monthly installments to pay the purchase commitment amount | 12 months | |||
Purchase commitment payment commencement date | May 1, 2016 | |||
Number of irrevocable standby letters of credit | LOC | 3 | 3 | ||
Irrevocable letters of credit outstanding amount | $ 1,600,000 | $ 1,600,000 | ||
Minimum | ||||
Long Term Purchase Commitment [Line Items] | ||||
Commitment to purchase | $ 7,500,000 | |||
Maximum | ||||
Long Term Purchase Commitment [Line Items] | ||||
Commitment to purchase | $ 15,000,000 | |||
Subleases | ||||
Long Term Purchase Commitment [Line Items] | ||||
2016 (nine months) | 400,000 | 400,000 | ||
2,017 | 600,000 | 600,000 | ||
2,018 | 600,000 | 600,000 | ||
2,019 | $ 600,000 | $ 600,000 |
Stock-Based Compensation - Addi
Stock-Based Compensation - Additional Information (Details) - USD ($) $ in Millions | 1 Months Ended | 3 Months Ended | 12 Months Ended | |
Feb. 28, 2014 | Mar. 31, 2016 | Dec. 31, 2015 | Jan. 01, 2016 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Percentage of increase on common stock authorized on each subsequent anniversary | 5.00% | |||
Common stock, shares authorized reserve, description and terms | This reserve automatically increased on January 1, 2016 by 1,767,183 shares and will continue to increase on each subsequent anniversary through 2024, by an amount equal to the smaller of (a) five percent (5%) of the number of shares of common stock issued and outstanding on the immediately preceding December 31; or (b) an amount determined by the Company’s board of directors. | |||
Stock options, granted | 0 | |||
Share available for sale under the ESSP | 1,136,964 | |||
Common Stock Including Additional Paid in Capital | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Common stock, shares authorized | 4,975,000 | |||
2007 Equity Compensation Plan | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Common stock, shares authorized | 6,093,703 | |||
2014 Plan | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Common stock, shares authorized | 2,500,000 | 1,767,183 | ||
2014 ESPP | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Common stock purchase price discounted rate for eligible employee | 15.00% | |||
Lower fair market value of common stock on the first trading day | 85.00% | |||
Employee Stock Option | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Unrecognized compensation cost | $ 9.9 | |||
Unrecognized compensation cost expected to be recognized period | 3 years 6 months 22 days | |||
Employee Stock Option | 2007 Equity Compensation Plan | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Options granted vesting period | 4 years | |||
Percentage of options granted vesting period | 25.00% | |||
Employee Stock Option | 2014 Plan | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Options granted vesting period | 4 years | |||
Percentage of options granted vesting period | 25.00% | |||
RSUs | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Unrecognized compensation cost | $ 29.2 | |||
Unrecognized compensation cost expected to be recognized period | 3 years 2 months 9 days | |||
RSUs | 2007 Equity Compensation Plan | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Options granted vesting period | 4 years | |||
Percentage of options granted vesting period | 25.00% | |||
RSUs | 2014 Plan | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Options granted vesting period | 4 years | |||
Percentage of options granted vesting period | 25.00% | |||
Maximum | Employee Stock Option | 2007 Equity Compensation Plan | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Options granted exercisable vesting period | 10 years | |||
Maximum | Employee Stock Option | 2014 Plan | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Options granted exercisable vesting period | 10 years |
Stock-Based Compensation - Summ
Stock-Based Compensation - Summary of Stock Option Plan (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended |
Mar. 31, 2016 | Dec. 31, 2015 | |
Outstanding number of shares | ||
Outstanding number of shares, Beginning | 4,266,000 | |
Outstanding number of shares, Options granted | 0 | |
Outstanding number of shares, Options exercised | (63,000) | |
Outstanding number of shares, Options canceled | (8,000) | |
Outstanding number of shares, Ending | 4,195,000 | 4,266,000 |
Outstanding number of shares, Options exercisable and vested | 2,565,000 | |
Outstanding number of shares, Options vested and expected to vest | 4,113,000 | |
Weighted-average exercise price per share | ||
Weighted average exercise price per share, Beginning | $ 6.55 | |
Weighted average exercise price per share, Options exercised | 1.82 | |
Weighted average exercise price per share, Options canceled | 7.99 | |
Weighted average exercise price per share, Ending | 6.62 | $ 6.55 |
Weighted average exercise per share, Options exercisable and vested | 3.15 | |
Weighted average exercise per share, Options vested and expected to vest | $ 6.51 | |
Total intrinsic value of shares | ||
Total intrinsic value of shares, Options exercised | $ 683 | |
Weighted average remaining contractual life | ||
Weighted average remaining contractual life | 6 years 10 months 24 days | 7 years 1 month 21 days |
Weighted average remaining contractual life, Options exercisable and vested | 6 years 18 days | |
Weighted average remaining contractual life, Options vested and expected to vest | 6 years 10 months 13 days | |
Aggregate intrinsic value | ||
Aggregate intrinsic value | $ 32,079 | $ 34,748 |
Aggregate intrinsic value, Options exercisable and vested | 26,395 | |
Aggregate intrinsic value, Options vested and excepted to vest | $ 31,800 |
Stock-Based Compensation - Sche
Stock-Based Compensation - Schedule of Assumptions Used to Calculate Fair Value of Options (Details) | 3 Months Ended |
Mar. 31, 2015 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Risk-free interest rate | 1.80% |
Volatility | 70.00% |
Expected term | 6 years 6 months |
Stock-Based Compensation - Su39
Stock-Based Compensation - Summary of Plans RSU Activity (Details) - Restricted Stock Units (RSUs) shares in Thousands | 3 Months Ended |
Mar. 31, 2016$ / sharesshares | |
Outstanding number of shares | |
Outstanding number of shares, Beginning | shares | 2,067 |
Outstanding number of shares, RSUs granted | shares | 938 |
Outstanding number of shares, RSUs released | shares | (167) |
Outstanding number of shares, RSUs canceled | shares | (95) |
Outstanding number of shares, Ending | shares | 2,743 |
Weighted-average Grant Date Fair Value | |
Weighted-Average Grant Date Fair Value, Beginning | $ / shares | $ 13.51 |
Weighted-Average Grant Date Fair Value, granted | $ / shares | 11.26 |
Weighted-Average Grant Date Fair Value, released | $ / shares | 13.79 |
Weighted-Average Grant Date Fair Value, canceled | $ / shares | 12.88 |
Weighted-Average Grant Date Fair Value, Ending | $ / shares | $ 12.76 |
Stock-Based Compensation - Su40
Stock-Based Compensation - Summary of Effects of Stock-Based Compensation (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||
Total stock-based compensation | $ 4,059 | $ 2,401 |
Research and development | ||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||
Total stock-based compensation | 1,304 | 642 |
Sales and marketing | ||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||
Total stock-based compensation | 1,272 | 709 |
General and administrative | ||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||
Total stock-based compensation | $ 1,483 | $ 1,050 |
Net Loss per Share - Schedule o
Net Loss per Share - Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share (Details) - shares | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Anti-dilutive securities that were excluded from calculation of diluted net loss per share | 7,076,000 | 6,244,000 |
Employee Stock Option | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Anti-dilutive securities that were excluded from calculation of diluted net loss per share | 4,195,000 | 4,959,000 |
Restricted Stock Units (RSUs) | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Anti-dilutive securities that were excluded from calculation of diluted net loss per share | 2,743,000 | 1,202,000 |
Employee stock purchase plan (ESPP) | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Anti-dilutive securities that were excluded from calculation of diluted net loss per share | 138,000 | 83,000 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Details) - USD ($) | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Income Tax Examination [Line Items] | ||
Foreign income taxes and state minimum taxes | $ 194,000 | $ 114,000 |
Material uncertain tax positions | 0 | |
US | ||
Income Tax Examination [Line Items] | ||
Current federal tax benefit | 0 | |
Japan | ||
Income Tax Examination [Line Items] | ||
Current foreign tax benefit | $ 0 |
Subsequent Events - Additional
Subsequent Events - Additional Information (Details) - USD ($) $ in Thousands | Apr. 30, 2016 | Mar. 31, 2016 |
Subsequent Event [Line Items] | ||
Operating leases, future minimum payments due, total | $ 24,766 | |
2016 (nine months) | 3,674 | |
2,017 | 4,668 | |
2,018 | 4,129 | |
2,019 | 3,836 | |
2,020 | 3,245 | |
Thereafter | $ 5,214 | |
Subsequent Event | ||
Subsequent Event [Line Items] | ||
Operating leases, future minimum payments due, total | $ 6,100 | |
2016 (nine months) | 900 | |
2,017 | 800 | |
2,018 | 800 | |
2,019 | 800 | |
2,020 | 800 | |
Thereafter | 2,000 | |
Subsequent Event | Standby Letters of Credit | ||
Subsequent Event [Line Items] | ||
Irrevocable letters of credit amount | $ 1,000 |