Document and Entity Information
Document and Entity Information - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2016 | Feb. 23, 2017 | Jun. 30, 2016 | |
Document And Entity Information [Abstract] | |||
Document Type | 10-K | ||
Amendment Flag | false | ||
Document Period End Date | Dec. 31, 2016 | ||
Document Fiscal Year Focus | 2,016 | ||
Document Fiscal Period Focus | FY | ||
Trading Symbol | JIVE | ||
Entity Registrant Name | Jive Software, Inc. | ||
Entity Central Index Key | 1,462,633 | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Well-Known Seasoned Issuer | No | ||
Entity Current Reporting Status | Yes | ||
Entity Voluntary Filers | No | ||
Entity Filer Category | Accelerated Filer | ||
Entity Common Stock, Shares Outstanding | 79,173,489 | ||
Entity Public Float | $ 159.9 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Current assets: | ||
Cash and cash equivalents | $ 29,560 | $ 9,870 |
Short-term marketable securities | 79,656 | 96,410 |
Accounts receivable, net | 57,386 | 54,090 |
Prepaid expenses and other current assets | 16,438 | 13,135 |
Total current assets | 183,040 | 173,505 |
Marketable securities, noncurrent | 0 | 6,429 |
Property and equipment, net | 9,583 | 12,747 |
Goodwill | 29,753 | 29,753 |
Intangible assets, net | 1,967 | 4,546 |
Other assets | 4,537 | 8,165 |
Total assets | 228,880 | 235,145 |
Current liabilities: | ||
Accounts payable | 2,233 | 3,684 |
Accrued payroll and related liabilities | 12,312 | 6,954 |
Other accrued liabilities | 7,055 | 7,842 |
Deferred revenue, current | 127,574 | 131,850 |
Term debt, current | 600 | 2,400 |
Total current liabilities | 149,774 | 152,730 |
Deferred revenue, less current portion | 12,285 | 16,392 |
Term debt, less current portion | 0 | 1,200 |
Other long-term liabilities | 2,678 | 2,682 |
Total liabilities | 164,737 | 173,004 |
Commitments and contingencies (Note 12) | ||
Stockholders’ Equity: | ||
Common stock, $0.0001 par value. Authorized 290,000 shares; issued - 85,200 shares at December 31, 2016 and 82,820 at December 31, 2015; outstanding - 78,774 at December 31, 2016 and 76,395 at December 31, 2015 | 7 | 7 |
Less treasury stock at cost | (3,352) | (3,352) |
Additional paid-in capital | 400,740 | 384,164 |
Accumulated deficit | (332,501) | (318,537) |
Accumulated other comprehensive loss | (751) | (141) |
Total stockholders’ equity | 64,143 | 62,141 |
Total liabilities and stockholders’ equity | $ 228,880 | $ 235,145 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - $ / shares | Dec. 31, 2016 | Dec. 31, 2015 |
Statement of Financial Position [Abstract] | ||
Common stock, par value (dollars per share) | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized | 290,000,000 | 290,000,000 |
Common stock, shares issued | 85,200,000 | 82,820,000 |
Common stock, shares outstanding | 78,774,000 | 76,395,000 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) shares in Thousands, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Revenues: | |||
Product | $ 187,313 | $ 180,172 | $ 162,185 |
Professional services | 16,781 | 15,621 | 16,508 |
Total revenues | 204,094 | 195,793 | 178,693 |
Cost of revenues: | |||
Product | 48,217 | 49,816 | 43,494 |
Professional services | 19,195 | 22,378 | 23,179 |
Total cost of revenues | 67,412 | 72,194 | 66,673 |
Gross profit | 136,682 | 123,599 | 112,020 |
Operating expenses: | |||
Research and development | 45,769 | 52,818 | 52,275 |
Sales and marketing | 74,654 | 78,684 | 90,141 |
General and administrative | 25,913 | 26,708 | 24,633 |
Restructuring | 4,103 | 0 | 0 |
Total operating expenses | 150,439 | 158,210 | 167,049 |
Loss from operations | (13,757) | (34,611) | (55,029) |
Other income (expense), net: | |||
Interest income | 549 | 277 | 205 |
Interest expense | (130) | (171) | (269) |
Other, net | 597 | 903 | 78 |
Total other income, net | 1,016 | 1,009 | 14 |
Loss before provision for income taxes | (12,741) | (33,602) | (55,015) |
Provision for income taxes | 1,223 | 1,251 | 1,138 |
Net loss | $ (13,964) | $ (34,853) | $ (56,153) |
Basic and diluted net loss per share (dollars per share) | $ (0.18) | $ (0.46) | $ (0.79) |
Shares used in basic and diluted per share calculations | 77,494 | 75,217 | 70,751 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Loss - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Statement of Comprehensive Income [Abstract] | |||
Net loss | $ (13,964) | $ (34,853) | $ (56,153) |
Other comprehensive income (loss): | |||
Foreign currency translation | (696) | (100) | (205) |
Unrealized gain (loss) on marketable securities | 86 | (80) | (32) |
Other comprehensive loss | (610) | (180) | (237) |
Comprehensive loss | $ (14,574) | $ (35,033) | $ (56,390) |
Consolidated Statements of Stoc
Consolidated Statements of Stockholders' Equity - USD ($) shares in Thousands, $ in Thousands | Total | Common stock | Treasury stock | Additional paid-in capital | Accumulated Deficit | Accumulated other comprehensive income (loss) |
Beginning balance at Dec. 31, 2013 | $ 96,234 | $ 7 | $ (3,352) | $ 326,834 | $ (227,531) | $ 276 |
Beginning balance, shares at Dec. 31, 2013 | 69,653 | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Issuance of common stock for employee stock options exercised and vesting of restricted shares | 2,492 | 2,492 | ||||
Issuance of common stock for employee stock options exercised and vesting of restricted shares, shares | 4,264 | |||||
Stock-based compensation | 34,261 | 34,261 | ||||
Foreign currency translation, net of tax | (205) | (205) | ||||
Unrealized gain (loss) on marketable securities, net of tax | (32) | (32) | ||||
Net loss | (56,153) | (56,153) | ||||
Ending balance at Dec. 31, 2014 | 76,597 | $ 7 | (3,352) | 363,587 | (283,684) | 39 |
Ending balance, shares at Dec. 31, 2014 | 73,917 | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Issuance of common stock for employee stock options exercised and vesting of restricted shares | 287 | 287 | ||||
Issuance of common stock for employee stock options exercised and vesting of restricted shares, shares | 2,478 | |||||
Stock-based compensation | 20,290 | 20,290 | ||||
Foreign currency translation, net of tax | (100) | (100) | ||||
Unrealized gain (loss) on marketable securities, net of tax | (80) | (80) | ||||
Net loss | (34,853) | (34,853) | ||||
Ending balance at Dec. 31, 2015 | 62,141 | $ 7 | (3,352) | 384,164 | (318,537) | (141) |
Ending balance, shares at Dec. 31, 2015 | 76,395 | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Issuance of common stock for employee stock options exercised and vesting of restricted shares | 974 | 974 | ||||
Issuance of common stock for employee stock options exercised and vesting of restricted shares, shares | 2,379 | |||||
Stock-based compensation | 15,602 | 15,602 | ||||
Foreign currency translation, net of tax | (696) | (696) | ||||
Unrealized gain (loss) on marketable securities, net of tax | 86 | 86 | ||||
Net loss | (13,964) | (13,964) | ||||
Ending balance at Dec. 31, 2016 | $ 64,143 | $ 7 | $ (3,352) | $ 400,740 | $ (332,501) | $ (751) |
Ending balance, shares at Dec. 31, 2016 | 78,774 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Cash flows from operating activities: | |||
Net loss | $ (13,964) | $ (34,853) | $ (56,153) |
Adjustments to reconcile net loss to net cash provided by (used in) operating activities: | |||
Depreciation and amortization | 12,663 | 15,605 | 15,458 |
Stock-based compensation | 15,602 | 20,290 | 32,908 |
Change in deferred taxes | 200 | 338 | 243 |
Non-recurring gain | 0 | (1,107) | 0 |
Other | 104 | 103 | 19 |
(Increase) decrease in: | |||
Accounts receivable, net | (3,296) | 12,639 | (7,900) |
Prepaid expenses and other assets | (2,559) | (307) | (4,084) |
Increase (decrease) in: | |||
Accounts payable | (1,702) | 535 | (2,622) |
Accrued payroll and related liabilities | 6,620 | 300 | (883) |
Other accrued liabilities | (592) | (1,266) | 139 |
Deferred revenue | (8,383) | (12,297) | 13,202 |
Other long-term liabilities | (407) | 315 | 16 |
Net cash provided by (used in) operating activities | 4,286 | 295 | (9,657) |
Cash flows from investing activities: | |||
Payments for purchase of property and equipment | (3,114) | (6,450) | (9,313) |
Purchases of marketable securities | (84,933) | (133,314) | (91,987) |
Sales of marketable securities | 10,300 | 25,383 | 36,174 |
Maturities of marketable securities | 97,098 | 104,317 | 57,324 |
Net cash provided by (used in) investing activities | 19,351 | (10,064) | (7,802) |
Cash flows from financing activities: | |||
Proceeds from exercise of stock options | 348 | 1,345 | 4,250 |
Taxes paid related to net share settlement of equity awards | (984) | (1,058) | (1,758) |
Repayments of term loans | (3,000) | (2,400) | (2,400) |
Capital lease payments | (210) | 0 | 0 |
Earnout payment for prior acquisition | 0 | 0 | (576) |
Non-recurring gain | 0 | 1,107 | 0 |
Net cash used in financing activities | (3,846) | (1,006) | (484) |
Net increase (decrease) in cash and cash equivalents | 19,791 | (10,775) | (17,943) |
Effect of exchange rate changes | (101) | 51 | 122 |
Cash and cash equivalents, beginning of period | 9,870 | 20,594 | 38,415 |
Cash and cash equivalents, end of period | $ 29,560 | $ 9,870 | $ 20,594 |
Nature of Business
Nature of Business | 12 Months Ended |
Dec. 31, 2016 | |
Accounting Policies [Abstract] | |
Nature of Business | Nature of Business We provide products that we believe improve business results by enabling a more productive and effective workforce through enhanced communications and collaboration both inside and outside the enterprise. Organizations deploy our products to improve the level of engagement, the quality of interaction and the overall relationship they have with their employees, customers and partners. Our products are primarily offered on a subscription basis, deployable in a private or public cloud and used for internal or external communities. We generate revenues from product subscription license fees as well as from professional service fees for strategic consulting, configuration, implementation and training. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2016 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States (“GAAP”), requires us to make estimates and assumptions that affect the reported amounts of assets and liabilities, revenues and expenses, and the related disclosure of contingent assets and liabilities in the financial statements and the accompanying notes. Significant estimates include the estimates relating to revenue recognition, the useful lives of property and equipment, stock-based compensation, assumptions used in testing for impairment of goodwill, other long-lived assets, capitalized software development costs, and the recoverability of deferred income tax assets and liabilities. Actual results could differ from those estimates, and such differences may be material to the consolidated financial statements. Principles of Consolidation The consolidated financial statements include the accounts of Jive Software, Inc. and its wholly-owned subsidiaries. All intercompany balances and transactions have been eliminated in consolidation. Segments An operating segment is defined as a component of an enterprise that meets the following criteria: • engages in business activities from which it may earn revenues and incur expenses; • operating results are regularly reviewed by the enterprise’s chief operating decision maker to make decisions about resources to be allocated to the segment and assess its performance; and • discrete financial information is available. We define the term “chief operating decision maker” to be our Chief Executive Officer. Our Chief Executive Officer reviews financial information presented on a consolidated basis, accompanied by information about revenue by product line and geographic region for purposes of allocating resources and evaluating financial performance. We have 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, we have determined that we operate in a single reporting segment, software sales and service. Revenue Recognition We generate revenues in the form of product fees and related professional service fees. Product fees include subscription fees, perpetual license fees, associated support and maintenance fees and hosting fees. Professional services primarily consist of fees for strategic consulting, configuration, training, consultation and implementation services, which are not essential to functionality. For statement of operations classification purposes, we allocate revenues to professional services based on the hourly rate billed for time and materials arrangements and based on the total fixed fee for fixed fee professional services. We recognize revenue when all of the following conditions are met: • there is persuasive evidence of an arrangement; • the product or services have been delivered to the customer; • the amount of fees to be paid by the customer is fixed or determinable; and • the collection of the related fees is reasonably assured. Signed agreements are used as evidence of an arrangement. If a contract signed by the customer does not exist, we have historically used a purchase order as evidence of an arrangement. In cases where both a signed contract and a purchase order exist, we consider the signed contract to be the final persuasive evidence of an arrangement. Software and corresponding license keys are delivered to customers electronically. Electronic delivery occurs when we provide the customer with access to the software. We assess whether a fee is fixed or determinable at the outset of the arrangement, primarily based on the payment terms associated with the transaction. We do not generally offer extended payment terms with typical terms of payment due between 30 and 60 days from delivery of product or services. For professional services that are billable under a time and materials based arrangement, these fees are neither fixed nor determinable until the work is performed and the fee becomes billable to the customer. We assess collectability of the customer receivable based on a number of factors such as collection history with the customer and creditworthiness of the customer. If we determine that collectability is not reasonably assured, revenue is deferred until collectability becomes reasonably assured, generally upon receipt of cash. We offer subscriptions of our solutions to customers most frequently on a term basis with terms typically ranging from 12 to 36 months. While term-based licenses make up the majority of our total revenues, we have occasionally licensed our solutions to customers on a perpetual basis with on-going support and maintenance services. We recognize license revenue in accordance with software industry specific guidance. Revenues related to term license fees are recognized ratably over the contract term beginning on the date the customer has access to the software license key and continuing through the end of the contract term. For term-based licenses, we do not charge separately for standard support and maintenance, and, therefore, inherent in the license fees are fees for support and maintenance services for the duration of the license term. As fees for support and maintenance are always bundled with the license over the entire term of the contract, we do not have VSOE of fair value for support and maintenance. Revenues generated from perpetual license sales also include support and maintenance services for an initial stated term and term based subscriptions to certain of our modules. We do not have VSOE of fair value for support and maintenance on perpetual licenses as we have not had sufficient, consistently-priced standalone sales of support and maintenance, nor have we offered substantive renewal rates for support and maintenance. Because we do not have VSOE of fair value for either the support and maintenance on the perpetual license or the module, revenue is recognized ratably over the longer of the initial maintenance term for the perpetual license or the term for the subscription elements. In situations where we have contractually committed to an individual customer specific technology, we defer all of the revenue for that customer until the technology is delivered and accepted. Once delivery occurs, we record a cumulative revenue catch-up and then recognize the remaining revenue over the remaining contract term. License arrangements may also include professional services, such as strategic consulting, installation, upgrades and training services, which are typically delivered early in the contract term. This combination of products and services represents a multiple-element arrangement for revenue recognition purposes. We have determined that we do not have VSOE of fair value for each element of a multiple-element sales arrangement and, accordingly, we account for fees received under that multiple-element arrangement as a single unit of accounting and recognize the fees for the entire arrangement ratably, commencing on delivery of the software, over the longer of the term of the support and maintenance or the period over which professional services are delivered. Support and maintenance is always the last undelivered element in the arrangement and, therefore, we recognize the fixed portion of the fees ratably over the support and maintenance term. For contracts with multiple elements, we recognize the license, support and maintenance, and fixed fee professional service revenue ratably over the term of the arrangement beginning upon delivery of the software. We believe this method most closely reflects the economics of the transaction as we deliver access to the software and we begin providing support and maintenance services as of the date the software is delivered. Professional services are offered on both our fixed fee and our time and materials hourly billing arrangements. For time and materials-based professional services that are part of a multiple-element arrangement where the fees for the professional services are not fixed or determinable upon delivery of the software, revenue is recognized ratably over the contract term as the related fees become fixed. These fees are not considered fixed at the outset of the arrangement and become fixed as the related work is performed and the fees are earned and billed. These services are typically provided early in the contract term with completion typically occurring in the first six months. As these fees become fixed, they are added to the total fee for the multiple-element arrangement and recognized ratably with all other arrangement fees over the entire contract term. When billed, a cumulative revenue catch-up is calculated as the revenue earned from the date the software was made available to the customer to the date services have been completed, with recognition continuing ratably to the end of the contract term. These amounts, when recognized in our Consolidated Statements of Operations, are classified as professional services revenues based on the hourly rates at which they are billed. If there are significant acceptance clauses associated with the license or services or uncertainty associated with our ability to perform the professional services, revenues are deferred until the acceptance is received or the uncertainty is resolved. We record amounts that have been invoiced, in accordance with the terms of the agreement, in accounts receivable and in deferred revenues or revenues, depending on whether the revenue recognition criteria have been met. Hosting revenues are derived from providing our software solutions in a hosted environment where the customer does not take possession of the software on their premises. With the exception of Jive Cloud, customers have the option to elect to take possession of the software and install on their premises or sub-contract the hosting services through us. Such arrangements are considered software sales as the customer has the same rights to the software license regardless of their election to have us host on their behalf or install on their premises. As a result, the fees associated with license, support and hosted services are recognized as revenue ratably over the term of the arrangement. For Jive Cloud licensing arrangements, customers do not have the right to take possession of the software supporting the cloud-based application service at any time. We occasionally sell professional services separately and recognize revenues resulting from those as professional services are performed. If there is significant uncertainty about the project completion or receipt of payment for the consulting services, revenues are deferred until the uncertainty is resolved. If acceptance provisions exist within a professional services arrangement, revenues will be deferred until the services are accepted or the acceptance period has expired. Our policy is to record revenues net of any applicable sales, use or excise taxes. Taxes Collected from Customers and Remitted to Governmental Authorities We account for tax assessed by a governmental authority that is directly imposed on a revenue-producing transaction (i.e., sales, use, value added) on a net (excluded from revenue) basis. Cash and Cash Equivalents We consider all highly liquid investments with an original maturity of three months or less to be cash equivalents. Our cash balances with financial institutions may exceed the deposit insurance limits. Included in cash and cash equivalents were cash equivalents of $16.1 million and $0.2 million at December 31, 2016 and 2015 , respectively. Cash equivalents are stated at cost, which approximates market value. Marketable Securities We classify our marketable securities as available-for-sale and, accordingly, record them at fair value based on quoted market prices. Unrealized holding gains and losses are excluded from earnings and are reported as a separate component of stockholders’ equity until realized. See the Consolidated Statements of Comprehensive Loss. We periodically evaluate whether declines in fair values of our marketable securities below their cost are “other-than-temporary.” This evaluation consists of qualitative and quantitative factors regarding the severity and duration of the unrealized loss, as well as our ability and intent to hold the marketable securities until a forecasted recovery occurs. Dividend and interest income is recognized when earned. Realized gains and losses are included in earnings and are derived using the specific identification method for determining the cost of securities sold. Accounts Receivable and Allowance for Doubtful Accounts Accounts receivable are carried at their original invoice amounts less the allowance for doubtful accounts and do not bear interest. Our policy is to maintain an allowance for estimated losses resulting from the inability or refusal of our customers to make required payments. In establishing the required allowance, management considers historical losses adjusted to take into account current market conditions and the customers’ financial condition, the amount of receivables in dispute, and the current receivables aging and current payment patterns. On a quarterly basis, we evaluate the collectability of our trade receivable balances based on a combination of factors. Past due balances over 90 days and over a specified amount are reviewed individually for collectability. Account balances are charged off against the allowance after all means of collection have been exhausted and the potential for recovery is considered remote. If the financial conditions of our customers were to materially change or there were other circumstances that resulted in their inability or unwillingness to pay, the estimates of recoverability of receivables could materially change. Activity related to our allowance for doubtful accounts was as follows (in thousands): Balance, December 31, 2013 $ 740 Charges to expense and deferred revenue 599 Write-offs (780 ) Balance, December 31, 2014 559 Charges to expense and deferred revenue 1,529 Write-offs (918 ) Balance, December 31, 2015 1,170 Charges to expense and deferred revenue 376 Write-offs (1,223 ) Balance, December 31, 2016 $ 323 Fair Value of Financial Assets and Liabilities The carrying value of cash equivalents, accounts receivable, prepaid expenses and other current assets, accounts payable, accrued payroll and related liabilities and other accrued liabilities approximates their fair values due to the short-term nature of their maturities. The fair value of the long-term debt approximates its carrying value since the interest rate is variable and based on current market rates. Property and Equipment Property and equipment are stated at cost less accumulated depreciation. Depreciation is computed using the straight-line method over the estimated useful lives as follows: • three years for computer equipment, hardware and software; • seven years for furniture, fixtures and equipment; and • the lesser of five years or the remaining term of the underlying lease for leasehold improvements. Ordinary maintenance and repairs are expensed as incurred. Research and Development We expense research and development costs, including costs to develop software products to be marketed to external users, before technological feasibility of such products is reached. We believe our software development process is essentially complete concurrent with the establishment of technological feasibility; accordingly, development costs are expensed as incurred. Software Development Costs and Internal-Use Software Development Costs Through the third quarter of 2014, we capitalized costs to develop internal-use software during the application development stage. In the third quarter of 2014, management developed a substantive plan to repurpose the in-process development into our existing software platform and new software products. As a result of this decision, the associated capitalized internal-use software costs became governed by the accounting standards related to development costs for software to be sold. As such, subsequent to July 2014, we no longer capitalize costs related to internal-use software and we account for our current capitalized costs as development costs for software to be sold. Software development costs incurred subsequent to establishing technological feasibility through the general release of the software products are capitalized. Technological feasibility is demonstrated by the completion of a detailed program design or, working model if no program design is completed. Historically, technological feasibility has occurred concurrently with the commercial release of our products and as a result we have not capitalized software development costs. We do not anticipate capitalizing material software development costs in future periods. The software development costs are being amortized on a straight-line basis over their estimated useful life and recorded as a component of cost of product revenues. Amortization of the capitalized costs begins when the associated product or enhancement is released. As of December 31, 2016 , we have released all of the products and enhancements related to the $9.0 million of capitalized costs. We make ongoing evaluations of the recoverability of our capitalized software by comparing the amount of capitalized software development costs for each product to the estimated net realizable value of the underlying asset. If such evaluations indicate the unamortized software development costs exceed the net realizable value, we write off the amount by which the unamortized software development costs exceed net realizable value. There was no impairment charge related to capitalized software development costs during the years ended December 31, 2016, 2015 or 2014. Year Ended December 31, (Dollars in thousands) 2016 2015 2014 Software development costs capitalized during period $ — $ — $ 5,924 Amortization of capitalized software development costs 3,228 2,012 65 Capitalized software development costs consist of the following at December 31, 2016 and 2015 (in thousands): 2016 2015 Capitalized software development costs $ 8,981 $ 8,981 Accumulated amortization (5,305 ) (2,077 ) $ 3,676 $ 6,904 As of December 31, 2016 and 2015 the net balance of software development costs is included in other assets. We expect future amortization expense to be as follows (in thousands): 2017 $ 2,479 2018 1,197 $ 3,676 Accounting for the Impairment of Long-Lived Assets We evaluate the recoverability of our long-lived assets, which principally consist of property and equipment and acquired intangible assets with finite lives, whenever events or circumstances indicate that the carrying amount of these assets may not be recoverable. Recoverability of an asset is measured by comparing the carrying amount to the expected future undiscounted cash flows that the asset is expected to generate. If that review indicates that the carrying amount of the long-lived asset is not recoverable, an impairment loss is recorded for the amount by which the carrying amount of the asset exceeds its fair value. We did not incur any long-lived asset impairment charges in the years ended December 31, 2016 , 2015 or 2014 . Goodwill Goodwill represents the excess of the purchase price over the estimated fair value of the net tangible and intangible assets of acquired entities. We perform a goodwill impairment test annually during the fourth quarter and more frequently if an event or circumstance indicates that an impairment may have occurred. Such events or circumstances may include significant adverse changes in the general business climate, among other things. To test for impairment, we can choose to first make a qualitative assessment to determine whether it is more likely than not that goodwill is impaired before applying the two-step goodwill impairment test. If the conclusion is it is more likely than not that the fair value of a reporting unit is less than its carrying amount, we then perform a two-step goodwill impairment test. During 2016 , 2015 and 2014 , we elected to forgo the qualitative assessment, and proceeded to the first step of the test for goodwill impairment. Under the first step, the fair value of the reporting unit is compared with its carrying value, and, if an indication of goodwill impairment exists for the reporting unit, we must perform step two of the impairment test (measurement). Under step two, an impairment loss is recognized for any excess of the carrying amount of the reporting unit’s goodwill as determined by allocating the fair value of the reporting unit in a manner similar to a purchase price allocation. The residual fair value after this allocation is the implied fair value of the reporting unit goodwill. If the fair value of the reporting unit exceeds its carrying value, step two does not need to be performed. If the carrying amount of goodwill exceeds the implied fair value of that goodwill, an impairment loss is recognized in an amount equal to that excess. We determined that the fair value of the reporting unit substantially exceeded its carrying value and, accordingly, we did not record any charges related to goodwill impairment during the years ended December 31, 2016 , 2015 or 2014 . Intangible Assets Finite-lived intangible assets are amortized using the straight-line method over their estimated useful life. Finite-lived intangible assets are reviewed for impairment as discussed above under “Accounting for the Impairment of Long-Lived Assets.” Other Assets Other assets include deposits for facility leases, capitalized software development costs and other miscellaneous long-term assets. Deferred Revenue Deferred revenue consists of billings or payments received in advance of revenue recognition from our subscription license, perpetual license, hosting, professional services and support and maintenance revenues described above and are recognized as the revenue recognition criteria are met. We generally invoice our customers in annual installments. Accordingly, the deferred revenue balance does not represent the total contract value of annual or multi-year non-cancelable subscription agreements. Deferred revenue also includes certain deferred professional services fees, which are recognized as revenue ratably over the associated contract term. We defer the professional service fees in situations where the professional services and subscription or perpetual contracts are accounted for as a single unit of accounting. Deferred revenue that will be recognized during the succeeding 12 -month period is recorded as current deferred revenue, and the remaining portion is recorded as noncurrent. Approximately 4% and 6% of total deferred revenue as of December 31, 2016 and 2015 , respectively, related to deferred professional services revenues. Concentration of Risk Financial instruments that potentially subject us to concentrations of credit risk consist primarily of cash and trade receivables. Cash is placed on deposit in major financial institutions in the United States. Such deposits may be in excess of insured limits. Management believes that the financial institutions that hold our cash deposits are financially sound and, accordingly, minimal credit risk exists with respect to these balances. We sell our products to companies in diverse industries and do not require our customers to provide collateral to support accounts receivable. When necessary, credit reviews of significant customers are performed prior to extending credit. The determination of a customer’s ability to pay requires significant judgment, and failure to collect from a customer can adversely affect revenue, cash and net income. No individual customer accounted for 10% or more of total revenue in the years ended December 31, 2016 , 2015 or 2014 . No customer accounted for 10% or more of total accounts receivable at December 31, 2016 or 2015 . Stock-Based Compensation We recognize compensation expense for all share-based payment awards, including stock options, restricted stock and purchases under the 2015 Employee Stock Purchase Plan (the "ESPP") based on the estimated fair value of the award on the grant date. We use the Black-Scholes-Merton valuation model to estimate the fair value of stock option awards. The fair value of the awards is recognized as expense, net of estimated forfeitures, on a straight-line basis over the requisite service period, which is generally the vesting period of the respective award. We estimate the fair value of performance-based stock option awards using a Monte Carlo simulation model which requires the input of assumptions, including expected term, stock price volatility and the risk-free rate of return. The determination of the grant date fair value of options using an option-pricing model is affected by assumptions regarding a number of other complex and subjective variables, which include our expected stock price volatility over the expected term of the options, stock option exercise and cancellation behaviors, risk-free interest rates and expected dividends. Income Taxes We record deferred tax assets and liabilities for the expected future tax consequences of temporary differences between the financial statement carrying amounts and the tax basis of the assets and liabilities. Deferred tax assets are reduced by a valuation allowance when it is estimated to be more likely than not that a portion of the deferred tax assets will not be realized. We recognize the effect of income tax positions only if those positions are “more likely than not” of being sustained. Interest and penalties accrued on unrecognized tax benefits are recorded as tax expense within our consolidated financial statements. Warranties and Indemnification We typically warrant that our products will perform in a manner consistent with the product specifications provided to the customer for 180 days for sales to companies in the United States and 365 days for sales to companies in Europe. Historically, we have not been required to make payments under these obligations, and we have not recorded any liability for these obligations in our consolidated financial statements. In our cloud and hosted agreements, we include service level commitments to customers relating to levels of uptime availability and permitting those customers to receive credits in the event that we fail to meet those levels. To date, we have not incurred any material costs as a result of such commitments and have not accrued any liabilities related to such obligations in the accompanying consolidated financial statements. Our contracts also include provisions indemnifying customers against liabilities if our products infringe a third-party’s intellectual property rights. We have not incurred any costs as a result of such indemnification obligations and have not accrued any liabilities related to such obligations in the accompanying consolidated financial statements. We have also agreed to indemnify our directors and executive officers for costs associated with any fees, expenses, judgments, fines and settlement amounts incurred by any of these persons in any action or proceeding to which any of those persons is, or is threatened to be, made a party by reason of the person’s service as a director or officer, arising out of that person’s services as our director or officer or that person’s services provided to any other company or enterprise at our request. We maintain director and officer insurance coverage that may enable us to recover a portion of any future amounts paid. Commissions Commissions are recorded as a component of sales and marketing expenses and consist of the variable compensation paid to our direct sales force. Generally, sales commissions are earned and recorded as an expense at the time that a customer has entered into a binding purchase agreement. Commissions paid to sales personnel are recoverable only in the case that we cannot collect against any invoiced fee associated with a sales order. Commission expense was $11.2 million , $11.8 million and $13.7 million , for the years ended December 31, 2016 , 2015 and 2014 , respectively. Leases We lease our facilities and certain equipment under operating leases. For facility leases that contain rent escalation or rent concession provisions, we record the total rent expense during the lease term on a straight-line basis over the term of the lease. For facility leases that contain tenant improvement allowances, we recognize a lease incentive liability and amortize these amounts on a straight-line basis over the term of the related leases as a reduction of rent expense. We record the difference between the rent paid and the straight-line rent expense as a deferred rent liability in other long-term liabilities in the accompanying Consolidated Balance Sheets. Advertising Costs Advertising costs are expensed as incurred as a component of sales and marketing expense and totaled $4.1 million , $5.6 million and $7.7 million for the years ended December 31, 2016 , 2015 and 2014 , respectively. Legal Costs We are party to legal proceedings arising in the normal course of business. Legal costs are expensed as incurred as a component of general and administrative expense. Net Loss Per Share Basic net loss per share is computed by dividing the net loss by the weighted-average number of shares of common stock outstanding during the period, less the weighted-average unvested common stock subject to repurchase or forfeiture. Diluted net loss per share is computed by giving effect to all potential shares of common stock, including preferred stock, stock options and warrants, to the extent dilutive. Since we were in a loss position for all periods presented, basic and diluted net loss per share was the same for each period presented as the inclusion of all potential common shares outstanding would have been anti-dilutive. Foreign Currency Translation The functional currency of our foreign subsidiaries is the local currency. Adjustments resulting from translating foreign functional currency financial statements into U.S. dollars are recorded as a separate component of stockholders’ equity. Income and expense accounts are translated into U.S. dollars at average rates of exchange prevailing during the periods presented. Foreign currency transaction gains and losses are included in net loss. All assets and liabilities denominated in a foreign currency are translated into U.S. dollars at the respective exchange rates in effect on the Consolidated Balance Sheet dates. Foreign currency transaction gains and losses were not material in the years ended December 31, 2016 , 2015 or 2014 . |
Cash and Cash Equivalents and M
Cash and Cash Equivalents and Marketable Securities | 12 Months Ended |
Dec. 31, 2016 | |
Cash and Cash Equivalents [Abstract] | |
Cash and Cash Equivalents and Marketable Securities | Cash and Cash Equivalents and Marketable Securities Cash and cash equivalents and marketable securities consisted of the following as of December 31, 2016 and 2015 (in thousands): December 31, 2016 Description Cost Unrealized Gains Unrealized Losses Estimated Fair Value Cash $ 13,434 $ — $ — $ 13,434 Cash equivalents: Money market mutual funds 16,126 — — 16,126 Total cash and cash equivalents 29,560 — — 29,560 Short-term marketable securities: Commercial paper 11,664 — — 11,664 Corporate notes and bonds 35,555 — (37 ) 35,518 Government obligation 5,004 — (1 ) 5,003 U.S. agency obligations 27,479 — (8 ) 27,471 Total short-term marketable securities 79,702 — (46 ) 79,656 Cash, cash equivalents and short-term marketable securities $ 109,262 $ — $ (46 ) $ 109,216 December 31, 2015 Description Cost Unrealized Gains Unrealized Losses Estimated Fair Value Cash $ 9,624 $ — $ — $ 9,624 Cash equivalents: Money market mutual funds 246 — — 246 Total cash and cash equivalents 9,870 — — 9,870 Short-term marketable securities: Commercial paper 7,485 — — 7,485 Corporate notes and bonds 44,483 — (60 ) 44,423 Government obligations 12,010 — (12 ) 11,998 U.S. agency obligations 32,543 — (39 ) 32,504 Total short-term marketable securities 96,521 — (111 ) 96,410 Marketable securities, noncurrent: Corporate notes and bonds 4,453 — (17 ) 4,436 Government obligations 1,997 — (4 ) 1,993 Total marketable securities, noncurrent 6,450 — (21 ) 6,429 Cash, cash equivalents, short-term marketable securities and marketable securities, noncurrent $ 112,841 $ — $ (132 ) $ 112,709 As of December 31, 2016 and 2015 , we did not consider any of our investments to be other-than-temporarily impaired and, as of December 31, 2016 , we did not have any marketable securities, noncurrent. As of December 31, 2016 , all of our investments in marketable securities are considered available-for-sale. See also Note 6. |
Property and Equipment, net
Property and Equipment, net | 12 Months Ended |
Dec. 31, 2016 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment, net | Property and Equipment, net The following table sets forth the components of property and equipment (in thousands): December 31, 2016 2015 Computers, equipment and software $ 33,729 $ 37,249 Leasehold improvements 5,555 5,546 Capital leases 826 — Furniture and fixtures 2,867 2,630 Construction in progress 1,430 3,666 44,407 49,091 Less accumulated depreciation and amortization (34,824 ) (36,344 ) $ 9,583 $ 12,747 Depreciation expense related to property and equipment was as follows (in thousands): Year Ended December 31, 2016 2015 2014 $6,271 $7,800 $9,351 |
Goodwill and Intangible Assets,
Goodwill and Intangible Assets, net | 12 Months Ended |
Dec. 31, 2016 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Other Intangible Assets, net | Goodwill and Intangible Assets, net Our goodwill balance did not change during the years ended December 31, 2016, 2015 or 2014. The following table presents our intangible assets and their related useful lives (dollars in thousands): Useful December 31, 2016 December 31, 2015 Acquired technology 5-7 years $ 20,441 $ 20,441 Accumulated amortization (18,474 ) (16,103 ) 1,967 4,338 Perpetual software licenses 2 years 2,430 2,430 Accumulated amortization (2,430 ) (2,430 ) — — Covenants not to compete 1-4 years 2,028 2,028 Accumulated amortization (2,028 ) (1,976 ) — 52 Other 2-7 years 1,939 1,939 Accumulated amortization (1,939 ) (1,783 ) — 156 Total intangible assets, net $ 1,967 $ 4,546 Amortization expense related to intangible assets was as follows (in thousands): Year Ended December 31, 2016 2015 2014 $2,579 $4,902 $4,862 Estimated future amortization expense as of December 31, 2016 , is as follows (in thousands): 2017 1,587 2018 380 $ 1,967 |
Fair Value Measurements of Asse
Fair Value Measurements of Assets and Liabilities | 12 Months Ended |
Dec. 31, 2016 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements of Assets and Liabilities | Fair Value Measurements of Assets and Liabilities Factors used in determining the fair value of financial assets and liabilities are summarized into three broad categories: • Level 1 – quoted prices in active markets for identical securities as of the reporting date; • Level 2 – other significant directly or indirectly observable inputs, including quoted prices for similar securities, interest rates, prepayment speeds and credit risk; and • Level 3 – significant inputs that are generally less observable than objective sources, including our own assumptions in determining fair value. The factors or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities. The following table presents our financial assets that were measured at fair value on a recurring basis (in thousands): December 31, 2016 Level 1 Level 2 Level 3 Total Assets: Cash equivalents Money market mutual funds $ 16,126 $ — $ — $ 16,126 Marketable securities Commercial paper — 11,664 — 11,664 Corporate notes and bonds — 35,518 — 35,518 Government obligations — 5,003 — 5,003 U.S. agency obligations — 27,471 — 27,471 — 79,656 — 79,656 Total $ 16,126 $ 79,656 $ — $ 95,782 December 31, 2015 Level 1 Level 2 Level 3 Total Assets: Cash equivalents Money market mutual funds $ 246 $ — $ — $ 246 Marketable securities Commercial paper — 7,485 — 7,485 Corporate notes and bonds — 48,859 — 48,859 Government obligations — 13,991 — 13,991 U.S. agency obligations — 32,504 — 32,504 — 102,839 — 102,839 Total $ 246 $ 102,839 $ — $ 103,085 We did not have any financial liabilities measured at fair value on a recurring basis at December 31, 2016 or 2015 . We classify our marketable securities as available-for-sale and, accordingly, record them at fair value based on quoted market prices for similar securities. Unrealized holding gains and losses are excluded from earnings and are reported as a separate component of stockholders’ equity until realized. See the Consolidated Statements of Comprehensive Loss. We recognize or disclose the fair value of certain assets, such as non-financial assets, primarily long-lived assets, goodwill, intangible assets and certain other assets in connection with impairment evaluations. All of our non-recurring valuations use significant unobservable inputs and therefore fall under Level 3 of the fair value hierarchy. During 2016 , 2015 and 2014 we did not record any other-than-temporary impairments on those financial and non-financial assets required to be measured at fair value on a non-recurring basis. The carrying value of our term loan approximates its fair value and falls under Level 2 of the fair value hierarchy, as the interest rate is variable and based on current market rates. There were no changes to our valuation techniques during 2016 . |
Long-Term Debt
Long-Term Debt | 12 Months Ended |
Dec. 31, 2016 | |
Debt Disclosure [Abstract] | |
Long-Term Debt | Long-Term Debt Credit Facility with Silicon Valley Bank We have a secured revolving loan facility and term loan facility of up to $30.0 million with Silicon Valley Bank (“SVB”), which, as amended in March 2016, expires May 23, 2017 (the “Loan Agreement”). Revolving loans may be converted into term loans under the facility, with all outstanding term loans reducing the availability under the revolving loan facility. Interest is accrued, at our option, at (i) an adjusted LIBOR rate, plus a margin of 2.0% or 2.25% , or (ii) the prime rate, plus a margin of 0.25% or 0.50% , in each case with such margin determined based on our adjusted quick ratio. Repayment on the term loan began July 1, 2012, and is payable in quarterly installments of $0.6 million , plus accrued interest. The adjusted quick ratio is a ratio of our unrestricted cash and cash equivalents to our current liabilities minus the current portion of our deferred revenue. Interest on the revolving loans and the term loans is due and payable in arrears at the end of an interest period of 30 , 60 or 90 days, as selected by us, for loans that bear interest based on the adjusted LIBOR rate, or quarterly for loans that bear interest based on the prime rate. Obligations under the loan facility are secured by a security interest in substantially all of our assets, excluding intellectual property. The Loan Agreement contains affirmative and negative covenants subject to certain exceptions. We must also comply with financial covenants under the Loan Agreement, including a minimum quick ratio. On February 18, 2014, we entered into a Second Loan Modification Agreement with SVB to modify the minimum adjusted EBITDA financial covenant for periods occurring after December 31, 2013. Additionally, the Second Loan Modification Agreement removed the fixed charge coverage ratio and maximum leverage ratio financial covenants, which were set to begin in periods occurring after December 31, 2013. On March 31, 2015, we entered into a Third Loan Modification Agreement with SVB to modify the adjusted EBITDA financial covenant for periods ending after December 31, 2014 and to amend the expiration date of the Loan Agreement. On March 29, 2016, we entered into a Fourth Loan Modification Agreement with SVB to modify the adjusted EBITDA financial covenant for periods ending after December 31, 2015. The Loan Agreement also restricts our ability to pay dividends by requiring the written consent of SVB to pay cash dividends to our stockholders. The Loan Agreement contains events of default including, among others, payment defaults, breaches of covenants, bankruptcy and insolvency events, cross defaults with certain material indebtedness, judgment defaults, and breaches of representations and warranties. Upon an event of default, all or a portion of the outstanding obligations may be declared to be immediately due and payable. During the existence of an event of default, interest on the obligations under the Loan Agreement could be increased by 5.0% per annum. At December 31, 2016 , we had $0.6 million of outstanding letters of credit, no revolving loans outstanding under the Loan Agreement, $0.6 million of term loans outstanding at an interest rate of 2.96% , $30.0 million was available under the revolving loan facility and we were in compliance with all covenants. Summary Our long-term debt is summarized as follows (in thousands): December 31, 2016 2015 Silicon Valley Bank loans $ 600 $ 3,600 Less current portion (600 ) (2,400 ) $ — $ 1,200 |
Stock-Based Awards and Stock-Ba
Stock-Based Awards and Stock-Based Compensation | 12 Months Ended |
Dec. 31, 2016 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Stock-Based Awards and Stock-Based Compensation | Stock-Based Awards and Stock-Based Compensation Stock Option Plans 2011 Plan Our 2011 Equity Incentive Plan (the “2011 Plan”) provides our board of directors with broad discretion in creating employee equity incentives. Unless otherwise provided in the 2011 Plan document, the compensation committee, in its discretion, determines the stock option exercise prices, which may not be less than the fair value of our common stock at the date of grant, vesting periods, and expiration periods, which are a maximum of ten years from the date of grant. The 2011 Plan replaced two previous plans. Awards that were outstanding upon termination of the previous plans remained outstanding pursuant to their original terms, and awards subsequently terminated return to the pool of shares available for grant under the 2011 Plan. The 2011 Plan allows for grants of incentive stock options, nonstatutory stock options, stock appreciation rights, restricted stock, restricted stock units ("RSUs"), performance shares and performance stock units ("PSUs"). Generally, all stock option grants are issued under an option agreement that provides, among other things, that the option grant vests over a four -year period while RSU and PSU agreements vest between one and four years. The number of shares available for issuance under the 2011 Plan increases on the first business day of each year in an amount equal to the lesser of (i) 5,000,000 shares; (ii) 3.9% of the outstanding shares on the last day of the immediately preceding year; or (iii) such number of shares as determined by the board of directors. Option Exchange Program On August 5, 2016, we commenced an option exchange which permitted employees (other than directors and named executive officers) to surrender certain outstanding stock options with per share exercise prices above $6.58 for cancellation in exchange for the grant of replacement RSUs covering a lesser number of shares and subject to a different vesting schedule. This option exchange was completed on September 2, 2016. Options to purchase a total of 586,275 shares of common stock with a weighted-average exercise price of $11.29 per share were canceled and replaced with 122,400 RSUs, with per share fair value of $4.33 , on September 2, 2016. The replacement RSUs will vest quarterly over the next two years. We accounted for this option exchange as a stock option modification in accordance with the provisions of ASC 718 Share-Based Compensation . We recorded incremental stock-based compensation expense of $0.3 million in addition to the remaining stock-based compensation expense attributable to the exchanged stock options to be amortized over the two -year vesting period of the replacement RSUs. 2015 Employee Stock Purchase Plan In May 2015, our stockholders approved the adoption of the ESPP, pursuant to which 2,000,000 shares of common stock have been reserved for issuance to participating employees. Eligible employees may elect to contribute up to 15% of their base salary during each pay period, up to $25,000 in a calendar year, for the purchase of up to 3,000 shares during a purchase period. The ESPP provides for separate overlapping 12 month offering periods starting every six months. Each offering has two purchase dates occurring every six months on designated dates. The offerings under the ESPP commence on May 15 and November 15 of each calendar year, with the first purchase having occurred in May 2016. Any eligible employee may participate in only one offering period at a time and may purchase shares only through payroll deductions permitted under the ESPP. At the end of each six -month period, the purchase price is determined and the accumulated funds are used to purchase shares of common stock. The purchase price per share is equal to 85% of the lesser of the fair market value of the common stock on the first day of the offering period or the date of purchase. A total of 488,823 shares were purchased pursuant to the ESPP during 2016 at a weighted average purchase price of $3.30 per share, which represents a weighted average discount of $0.60 per share compared to the fair market value of our common stock on the dates of purchase. At December 31, 2016 , 1,511,177 shares of our common stock remained available for purchase and were reserved for issuance under the ESPP. Stock Option Activity Certain information regarding stock option activity and stock options outstanding as of December 31, 2016 was as follows: Shares Outstanding Weighted Weighted Aggregate Balances, December 31, 2015 3,642,166 6,976,957 $ 5.59 Additional shares reserved 2,979,417 Granted – stock options (1,217,157 ) 1,217,157 3.49 Granted – performance based options (920,000 ) 920,000 3.79 Forfeited – stock options 1,701,245 (1,701,245 ) 9.39 Exercised – stock options (157,110 ) 1.75 Granted – RSUs (3,645,209 ) Forfeited – RSUs 1,062,176 Vested RSUs adjusted for taxes 256,666 Balances, December 31, 2016 3,859,304 7,255,759 $ 4.20 5.87 $ 8,641 Exercisable at December 31, 2016 4,092,661 $ 4.10 3.48 $ 7,289 Vested and expected to vest 6,978,257 $ 4.18 5.77 $ 8,535 On January 1, 2016, an additional 3,072,200 shares were reserved for future awards under the 2011 Plan. Restricted Stock Activity Restricted stock results from the grant of PSUs and RSUs. The shares of restricted stock vest over the period specified in the related PSU and RSU agreements. Restricted stock activity was as follows: Number Weighted average Balances, December 31, 2015 4,498,292 $ 6.98 Granted – RSUs 3,645,209 3.58 Vested – RSUs (1,989,039 ) 6.74 Forfeited – RSUs (1,062,176 ) 5.98 Balances, December 31, 2016 5,092,286 $ 4.85 All shares to be issued upon the exercise of stock options and the vesting of RSUs will come from newly issued shares. Stock-Based Compensation The fair value of the stock-based options granted to employees was determined using the Black-Scholes-Merton option-pricing model with the following weighted average assumptions: Year Ended December 31, 2016 2015 2014 Expected term (in years) 6.0 6.0 6.0 Risk-free interest rate 1.37 % 1.75 % 1.83 % Volatility 50.24 % 50.62 % 50.43 % Dividend yield 0 % 0 % 0 % We granted performance-based options to certain of our executives during the year ended December 31, 2016. These performance-based options will vest if the closing price of our common stock remains above certain predetermined target prices for 30 consecutive days within a 4 -year period following the respective award's grant date, subject to continued service by the award holder through such date. No performance-based options were vested or released during the year ended December 31, 2016. The following weighted average assumptions were used in determining the fair value pursuant to the Monte Carlo simulation: Year Ended December 31, 2016 2015 2014 Expected term (in years) 0.96 0 0 Risk-free interest rate 1.84 % 0 % 0 % Volatility 49.98 % 0 % 0 % Dividend yield 0 % 0 % 0 % The following weighted average assumptions were used to determine the fair value of ESPP shares purchased in the periods presented: Year Ended December 31, 2016 2015 2014 Expected term (in years) 0.75 0.70 0 Risk-free interest rate 0.67 % 0.41 % 0 % Volatility 29.55 % 36.20 % 0 % Dividend yield 0 % 0 % 0 % The expected terms of options granted were calculated using the simplified method, which defines the expected term as the average of the contractual term and the vesting period. We elected to use the simplified method due to a lack of term length data since we completed our initial public offering in December 2011 and our stock options meet the criteria of “plain-vanilla.” Estimated volatility incorporates a calculated volatility derived from the historical closing prices of common shares of our stock as well as similar entities whose share prices are publicly available for the expected term of the option. The risk-free interest rate is based on the U.S. Treasury constant maturities in effect at the time of grant for the expected term of the option. We use historical data to estimate the number of future stock option forfeitures. The expected term for the ESPP is the weighted average length of the purchase periods. We utilize our historical volatility over the estimated expected term as the expected volatility. Certain information regarding our stock-based compensation was as follows (in thousands, except per share data): Year Ended December 31, 2016 2015 2014 Weighted average per share grant date fair value of stock options granted $ 1.65 $ 2.65 $ 3.68 Weighted average per share grant date fair value of ESPP purchase rights $ 1.32 $ 1.32 $ — Total intrinsic value of stock options exercised $ 319 $ 4,444 $ 12,573 Total fair value of restricted stock and stock options vested $ 15,461 $ 19,320 $ 38,071 Stock-based compensation was included in our Consolidated Statements of Operations as follows (in thousands): Year Ended December 31, 2016 2015 2014 Cost of revenues $ 2,162 $ 3,029 $ 4,276 Research and development 3,809 7,078 10,642 Sales and marketing 3,373 3,775 10,852 General and administrative 6,239 6,423 7,138 Restructuring 21 — — Total $ 15,604 $ 20,305 $ 32,908 Stock-based compensation related to non-employee awards (included in stock-based compensation above) $ — $ — $ 41 Stock-based compensation capitalized related to the development of internal-use software $ — $ — $ 1,370 There were no grants of stock-based awards to non-employees in 2016 , 2015 or 2014 . Vesting of shares granted to non-employees was contingent on the individual continuing to provide service. Expense for these awards was calculated using the Black-Scholes-Merton option-pricing model. These awards are equity classified and were marked to market each period with the change in fair value recorded in earnings. At December 31, 2016 , there were no options exercisable for shares of our common stock by non-employees. As of December 31, 2016 , we had unrecognized compensation expense related to all stock-based awards of $26.3 million , which will be recognized over the weighted average remaining vesting period of 2.2 years . |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2016 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes Income Tax Provision Pretax income (loss) was as follows (in thousands): Year Ended December 31, 2016 2015 2014 Domestic $ (13,584 ) $ (35,009 ) $ (55,660 ) Foreign 843 1,407 645 Total $ (12,741 ) $ (33,602 ) $ (55,015 ) The provision for federal, state and foreign income taxes was as follows (in thousands): Year Ended December 31, 2016 2015 2014 Current tax provision: Federal $ — $ — $ — State 19 157 50 Foreign 1,085 965 1,015 Total current tax provision 1,104 1,122 1,065 Deferred tax provision: Federal 103 103 50 State 16 26 23 Foreign — — — Total deferred tax expense 119 129 73 Provision for income taxes $ 1,223 $ 1,251 $ 1,138 The reconciliation of the statutory federal income tax rate to the effective tax rate is as follows: Year Ended December 31, 2016 2015 2014 Federal statutory tax rate (34.0 )% (34.0 )% (34.0 )% State tax 0.3 (11.1 ) (6.9 ) Change in valuation allowance 32.3 45.9 40.0 Permanent differences 11.0 5.4 5.3 Tax credits (5.3 ) (6.2 ) (3.8 ) Foreign rate impact (1.0 ) (0.6 ) (0.2 ) Foreign tax withheld at source 4.0 1.5 — Other 2.3 2.8 1.7 9.6 % 3.7 % 2.1 % Deferred Income Taxes Deferred income taxes reflect the net tax effects of (i) temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes, and (ii) operating losses and tax credit carryforwards. The tax effects of significant items comprising our deferred tax assets and liabilities are as follows (in thousands): December 31, 2016 2015 Deferred tax assets: Net operating loss (“NOL”) carryforwards $ 80,343 $ 74,486 Accrued expenses, reserves and allowances 2,853 940 Deferred revenue 8,498 16,545 Tax credit carryforwards 10,632 12,079 Deferred rent 205 320 Depreciation 1,975 820 Stock-based compensation 18,097 16,077 Amortizable intangibles 1,090 203 Other 193 256 Total deferred tax assets 123,886 121,726 Deferred tax liabilities: Indefinite lived intangibles (485 ) (367 ) Total deferred tax liabilities (485 ) (367 ) Valuation allowance (123,886 ) (121,726 ) Net deferred taxes $ (485 ) $ (367 ) The tax benefit of net operating losses, temporary differences and credit carryforwards is recorded as an asset to the extent that we assess that realization is more likely than not. Realization of the future tax benefits is dependent on our ability to generate sufficient taxable income within the carryforward period. Due to our history of operating losses, we currently believe that the recognition of the deferred tax assets arising from the above mentioned future tax benefits is not more likely than not to be realized and, accordingly, have provided a full valuation allowance. Certain other information regarding our deferred income taxes was as follows: (Dollars in thousands) Year Ended December 31, 2016 2015 2014 Increase in valuation allowance $ 2,160 $ 14,186 $ 21,463 (Dollars in millions) December 31, 2016 2015 Federal NOL carryforwards $ 263.5 $ 250.2 State NOL carryforwards 338.5 313.5 Tax credit carryforwards 11.3 12.9 These carryforwards expire between 2017 and 2036 . Approximately $74.9 million of our NOL carryforwards at December 31, 2016 were generated as a result of excess tax deductions related to exercises of stock options and disqualifying dispositions. If utilized, this portion of our carryforwards, as tax effected, will be accounted for as a direct increase to contributed capital rather than as a reduction of that year’s provision for income taxes. NOL carryforwards created by excess tax benefits from the exercise of stock options are not recorded as deferred tax assets. Accordingly, the deferred tax assets related to the net operating losses were reduced by $31.1 million and $31.6 million at December 31, 2016 and 2015 , respectively. Unrecognized Tax Benefits We recognize the effect of income tax positions only if those positions are more likely than not of being sustained. We recognize penalties and interest related to unrecognized tax benefits as a component of income tax expense. As of December 31, 2016 and 2015 , the accrued penalties or interest recorded in the consolidated financial statements were insignificant. Only $0.4 million of the unrecognized tax benefits would currently have an impact on the effective tax rate if recognized. The following is a reconciliation of our unrecognized tax benefits (in thousands): Year Ended December 31, 2016 2015 2014 Beginning balance $ 455 $ 567 $ 409 Additions based on tax positions related to the current year 165 185 240 Reductions based on tax positions related to the current year — (74 ) — Additions based on prior year tax positions 720 — 36 Reductions for tax positions in prior years (234 ) (223 ) (118 ) Settlements — — — Ending balance $ 1,106 $ 455 $ 567 We are subject to income taxes in U.S. federal and various state, local and foreign jurisdictions. Generally, we are no longer subject to U.S. federal, state and local tax examinations for tax years ended before December 31, 2012. However, to the extent allowed by law, the tax authorities may have the right to examine prior periods where NOLs or tax credits were generated and carried forward, and make adjustments up to the amount of the NOL or credit carryforward. At December 31, 2016 , we were not under exam in any jurisdictions. There could be a significant impact to our uncertain tax positions over the next twelve months depending on the outcome of any audit. We do not anticipate that unrecognized tax benefits will decrease relating to expiring statutes of limitation by the end of 2017. Unrepatriated Foreign Earnings We repatriated $0.1 million of earnings from our foreign subsidiaries in 2016 . We did not repatriate any earnings of our foreign subsidiaries in 2015 or 2014 . We plan to indefinitely reinvest the remaining earnings of all of our foreign subsidiaries overseas. Should we plan to repatriate any foreign earnings in the future, we will be required to establish an income tax liability and recognize additional income tax expense related to such earnings. As of December 31, 2016 , we had $1.4 million of unrepatriated foreign earnings. |
Net Loss Per Share
Net Loss Per Share | 12 Months Ended |
Dec. 31, 2016 | |
Earnings Per Share [Abstract] | |
Net Loss Per Share | Net Loss Per Share The following table sets forth the computation of basic and diluted net loss per share (in thousands, except per share data): Year Ended December 31, 2016 2015 2014 Numerator: Net loss $ (13,964 ) $ (34,853 ) $ (56,153 ) Denominator: Weighted-average common shares outstanding 77,494 75,365 71,251 Less: Weighted-average unvested common shares subject to repurchase or forfeiture — 148 500 Weighted-average shares used to compute net loss per share, basic and diluted 77,494 75,217 70,751 Net loss per share, basic and diluted $ (0.18 ) $ (0.46 ) $ (0.79 ) Potentially dilutive securities that were not included in the diluted per share calculations because they would be anti-dilutive were as follows: Year Ended December 31, 2016 2015 2014 Shares subject to outstanding common stock options 7,255,759 6,976,957 7,329,575 Unvested restricted common stock 5,092,286 4,498,292 4,043,912 Common stock subject to repurchase — — 313,412 Purchase rights from employee stock purchase plans 83,831 8,268 — 12,431,876 11,483,517 11,686,899 |
Statements of Cash Flows
Statements of Cash Flows | 12 Months Ended |
Dec. 31, 2016 | |
Supplemental Cash Flow Elements [Abstract] | |
Statements of Cash Flows | Statements of Cash Flows The summary of supplemental cash flows information is as follows (in thousands): Year Ended December 31, 2016 2015 2014 Supplemental Cash Flow Information Cash paid for interest $ 117 $ 123 $ 181 Cash paid for income taxes 783 634 235 Supplemental Non-Cash Information Construction costs funded by landlord tenant improvement allowance $ — $ 741 $ — Property and equipment acquired through capital leases $ 826 $ — $ — |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2016 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Legal Matters From time to time, we may become involved in routine litigation arising in the ordinary course of business. While the results of such litigation cannot be predicted with certainty, we believe that the final outcome of such matters will not have a material adverse effect on our financial position, results of operations or cash flows. Operating Leases Operating lease payments primarily relate to equipment leases and non-cancelable operating leases. Rent expense was as follows (in thousands): Year Ended December 31, 2016 2015 2014 Gross rent expense $ 7,404 $ 7,677 $ 7,023 Less: Sublease income (217 ) (254 ) (45 ) Net rent expense $ 7,187 $ 7,423 $ 6,978 As of December 31, 2016 , we do not sublease any of our facilities. The approximate future minimum lease payments required under operating leases were as follows (in thousands): Year ending December 31, 2017 $ 5,583 2018 4,698 2019 3,263 2020 1,953 2021 1,493 Thereafter 887 $ 17,877 Contractual Commitments We have commitments under non-cancelable purchase orders or vendor agreements of $10.8 million at December 31, 2016 . The non-cancelable purchase order and vendor agreement commitments will be filled at various times through the fourth quarter of 2019. |
Geographic Information
Geographic Information | 12 Months Ended |
Dec. 31, 2016 | |
Segment Reporting [Abstract] | |
Geographic Information | Geographic Information Sales to countries which represented 10% or more of our total revenues, determined based on the location of the end customer, were as follows (in thousands): Year Ended December 31, 2016 2015 2014 U.S. $ 149,403 $ 143,819 $ 135,876 Rest of world 54,691 51,974 42,817 $ 204,094 $ 195,793 $ 178,693 Our long-lived net assets are classified by major geographic areas as follows (in thousands): Year Ended December 31, 2016 2015 U.S. $ 8,990 $ 14,076 Israel 2,322 2,199 Netherlands — 634 United Kingdom 238 384 $ 11,550 $ 17,293 |
Employee Benefit Plan
Employee Benefit Plan | 12 Months Ended |
Dec. 31, 2016 | |
Compensation and Retirement Disclosure [Abstract] | |
Employee Benefit Plan | Employee Benefit Plan We offer a 401(k) employee savings plan to our U.S.-based employees. We make a nondiscretionary matching contribution equal to 100% of the first 3% and 50% of the next 2% of compensation contributed by employees. We made matching contributions as follows (in thousands): Year Ended December 31, 2016 2015 2014 401(k) matching contributions $ 2,351 $ 2,485 $ 2,413 |
Related-Party Transactions
Related-Party Transactions | 12 Months Ended |
Dec. 31, 2016 | |
Related Party Transactions [Abstract] | |
Related-Party Transactions | Related-Party Transactions Certain members of our board of directors also serve on the board of directors or are employees of certain of our customers and in some cases our board members are also investors of these customers. Certain information regarding these customers was as follows (in thousands): December 31, 2016 2015 Accounts receivable $ 63 $ 230 Deferred revenue, current 372 461 Deferred revenue, non-current 7 56 Year Ended December 31, 2016 2015 2014 Revenues $ 789 $ 1,046 $ 929 |
Disgorgement Funds Received
Disgorgement Funds Received | 12 Months Ended |
Dec. 31, 2016 | |
Unusual or Infrequent Items, or Both [Abstract] | |
Disgorgement Funds Received | Disgorgement Funds Received On January 8, 2015, we received $1.1 million from a stockholder in settlement of a claim under Section 16(b) of the Exchange Act of 1934, as amended. We recognized the amount when realized in other, net on our Consolidated Statements of Operations. The amount is reflected as a non-recurring gain in our financing cash flows on our Consolidated Statements of Cash Flows. |
Restructuring
Restructuring | 12 Months Ended |
Dec. 31, 2016 | |
Restructuring and Related Activities [Abstract] | |
Restructuring | Restructuring In May 2016, our board of directors approved a restructuring plan (the “2016 Realignment Plan”)to ensure that we have the correct cost structure and go-to-market strategies in place to achieve our desired corporate and operating results going forward, align our operations with evolving business needs and improve efficiencies. During 2016 , restructuring charges under the 2016 Realignment Plan included $4.1 million in employee severance benefits and other costs, which were included as restructuring on our Consolidated Statements of Operations. Other costs primarily consist of legal, consulting, and other costs related to employee terminations. The 2016 Realignment Plan included a reduction in our workforce that resulted in the termination of approximately 14% of our personnel across our global operations and was substantially completed by September 30, 2016. The restructuring accrual, which is included in accrued payroll and related liabilities, is expected to be paid in full by the second quarter of 2017. Changes in the restructuring accrual during 2016 were as follows (in thousands): Severance Costs Other Costs Total Balance of restructuring accrual, December 31, 2015 $ — $ — $ — Charges incurred 3,697 406 4,103 Cash payments made (3,615 ) (406 ) (4,021 ) Balance of restructuring accrual, December 31, 2016 $ 82 $ — $ 82 |
New Accounting Pronouncements
New Accounting Pronouncements | 12 Months Ended |
Dec. 31, 2016 | |
Accounting Changes and Error Corrections [Abstract] | |
New Accounting Pronouncements | New Accounting Pronouncements Accounting Pronouncements Not Yet Adopted In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“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. In addition, the standard requires disclosure of the nature, amount, timing, and uncertainty of revenue and cash flows arising from contracts with customers. The FASB has recently issued several amendments to the standard, including clarification on accounting for licenses of intellectual property and identifying performance obligations. The ASU will replace most existing revenue recognition guidance in GAAP when it becomes effective. The new standard, as amended, is effective for annual reporting periods beginning after December 15, 2017, with early adoption permitted for annual reporting periods beginning after December 15, 2016. We do not plan to early adopt, and thus the new standard will become effective for us on January 1, 2018. The new standard permits adoption either by using (i) a full retrospective approach for all periods presented in the period of adoption or (ii) a modified retrospective approach with the cumulative effect of initially applying the new standard recognized at the date of initial application and providing certain additional disclosures. We currently plan to adopt using the modified retrospective approach. However, our decision regarding the adoption method has not been finalized at this time. Our final determination will depend on a number of factors, such as the significance of the impact of the new standard on our financial results, system readiness, including that of software procured from third-party providers, and our ability to accumulate and analyze the information necessary to assess the impact on prior period financial statements. We are in the initial stages of our assessment of the impact of the new standard on our accounting policies, processes and system requirements. We have assigned internal resources and engaged third party service providers to assist with the assessment and implementation and we have made and will continue to make investments in systems to enable timely and accurate reporting under the new standard. Although we have not concluded on what impact the new standard will have, we anticipate the impact on our consolidated financial statements will be material. We currently believe the most significant impact relates to our accounting for software license revenue and professional services revenue. Under current industry-specific software revenue recognition guidance, we have historically concluded that we did not have VSOE of fair value for the undelivered services related to time-based licenses, and accordingly, we have recognized time-based licenses and related services ratably over the subscription term. Professional services included in an arrangement with subscription revenue have also been recognized ratably over the subscription term. The new standard does not retain the concept of VSOE, and thus requires an evaluation of whether time-based licenses and related services, including professional services, are distinct performance obligations and, therefore, should be separately recognized at a point in time or over time. Based on our current assessment, we expect that software license revenue and professional services revenue, bundled with other elements, will be recognized upon delivery after adoption of the new standard. We expect revenue related to support and maintenance, hosting, and standalone professional services to remain substantially unchanged. Due to the complexity of certain of our software license subscription contracts, the actual revenue recognition treatment required under the standard will be dependent on contract-specific terms, and may vary in some instances from recognition at the time of delivery. We have also considered the impact of the guidance in ASC 340-40, Other Assets and Deferred Costs; Contracts with Customers, with respect to capitalization and amortization of incremental costs of obtaining a contract. The new cost guidance, as interpreted by the FASB Transition Resource Group for Revenue Recognition (“TRG”), requires the capitalization of all incremental costs to obtain a contract with a customer that would not have been incurred if the contract had not been obtained, provided the costs are expected to be recovered. The new cost guidance also requires entities to determine whether the costs relate to specific anticipated contracts, potentially extending the amortization period beyond the initial contract period. We currently believe this guidance will result in capitalizing additional costs of obtaining a contract with a customer, including additional sales commissions and that the period of benefit for deferred commission costs will likely be longer than the initial contract period. Under our current accounting policy, we amortize the capitalized costs over the underlying contractual period. While we continue to assess the potential impacts of the new standard, including the areas described above, and anticipate this standard will have a material impact on our consolidated financial statements, we do not know and cannot reasonably estimate quantitative information related to the impact of the new standard on our financial statements at this time. In February 2016, the FASB issued ASU No. 2016-02, "Leases," which, among other things, requires lessees to recognize most leases on-balance sheet. This will increase their reported assets and liabilities, in some cases very significantly. Lessor accounting remains substantially similar to current GAAP. ASU 2016-02 supersedes Topic 840, Leases. ASU 2016-02 is effective for us for annual and interim periods in fiscal years beginning after December 15, 2018. ASU 2016-02 mandates a modified retrospective transition method for all entities. While we are currently assessing the impact ASU 2016-02 will have on our consolidated financial statements, we expect the primary impact to our consolidated financial position upon adoption will be the recognition, on a discounted basis, of our minimum commitments under non-cancelable operating leases on our consolidated balance sheets resulting in the recording of right of use assets and lease obligations. Our current minimum commitments under noncancelable operating leases are disclosed in Note 12. In March 2016, the FASB issued ASU 2016-09, "Compensation - Stock Compensation (Topic 718) - Improvements to Employee Share-Based Payment Accounting." ASU 2016-09 simplifies several aspects of the accounting for share-based payment transactions, including the income tax consequences, classification of awards as either equity or liabilities, and classification on the statement of cash flows. ASU 2016-09 is effective for public companies' annual periods, including interim periods within those fiscal years, beginning after December 15, 2016. Early adoption is permitted subject to certain requirements, and the method of application (i.e., retrospective, modified retrospective or prospective) depends on the transaction area that is being amended. We do not expect the adoption of ASU 2016-09 to have a material effect on our financial position, results of operations or cash flows. In January 2017, the FASB issued ASU 2017-01, "Business Combinations (Topic 805) - Clarifying the Definition of a Business." ASU 2017-01 clarifies the definition of a business with the objective of adding guidance to assist entities with evaluating whether transactions should be accounted for as acquisitions (or disposals) of assets or businesses. ASU 2017-01 is effective for public companies' annual periods, including interim periods within those fiscal years, beginning after December 15, 2017 and should be applied prospectively on or after the effective date. We do not expect the adoption of ASU 2017-01 to have a material effect on our financial position, results of operations or cash flows. In January 2017, the FASB issued ASU 2017-04, "Intangibles - Goodwill and Other (Topic 350) - Simplifying the Test for Goodwill Impairment." ASU 2017-04 simplifies the subsequent measurement of goodwill by eliminating Step 2 from the goodwill impairment test, which required an entity to determine the fair value of its assets and liabilities at the impairment testing date. ASU 2017-04 is effective for public companies' annual periods, including interim periods within those fiscal years, beginning after December 15, 2019. Early adoption is permitted. We do not expect the adoption of ASU 2017-04 to have a material effect on our financial position, results of operations or cash flows. |
Selected Quarterly Financial Da
Selected Quarterly Financial Data | 12 Months Ended |
Dec. 31, 2016 | |
Quarterly Financial Information Disclosure [Abstract] | |
Selected Quarterly Financial Data | Selected Quarterly Financial Data (Unaudited) For the Quarter Ended (Dollars in thousands, except per share amounts) March 31, June 30, Sept. 30, Dec. 31, Total revenues $ 50,661 $ 51,017 $ 50,721 $ 51,695 Gross profit 32,226 33,673 34,643 36,140 Net income (loss) (7,409 ) (6,725 ) (745 ) 915 Basic net income (loss) per share (0.10 ) (0.09 ) (0.01 ) 0.01 Diluted net income (loss) per share (0.10 ) (0.09 ) (0.01 ) 0.01 For the Quarter Ended (Dollars in thousands, except per share amounts) March 31, June 30, Sept. 30, Dec. 31, Total revenues $ 47,126 $ 48,611 $ 49,905 $ 50,151 Gross profit 29,900 30,460 31,740 31,499 Net loss (8,165 ) (9,310 ) (8,829 ) (8,549 ) Basic net loss per share (0.11 ) (0.12 ) (0.12 ) (0.11 ) Diluted net loss per share (0.11 ) (0.12 ) (0.12 ) (0.11 ) Basic and diluted net income (loss) per share for the four quarters of each year in the table above may not sum to the total for each year because of the different number of weighted-average shares outstanding in each respective period. |
Summary of Significant Accoun27
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2016 | |
Accounting Policies [Abstract] | |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States (“GAAP”), requires us to make estimates and assumptions that affect the reported amounts of assets and liabilities, revenues and expenses, and the related disclosure of contingent assets and liabilities in the financial statements and the accompanying notes. Significant estimates include the estimates relating to revenue recognition, the useful lives of property and equipment, stock-based compensation, assumptions used in testing for impairment of goodwill, other long-lived assets, capitalized software development costs, and the recoverability of deferred income tax assets and liabilities. Actual results could differ from those estimates, and such differences may be material to the consolidated financial statements. |
Principles of Consolidation | Principles of Consolidation The consolidated financial statements include the accounts of Jive Software, Inc. and its wholly-owned subsidiaries. All intercompany balances and transactions have been eliminated in consolidation. |
Segments | Segments An operating segment is defined as a component of an enterprise that meets the following criteria: • engages in business activities from which it may earn revenues and incur expenses; • operating results are regularly reviewed by the enterprise’s chief operating decision maker to make decisions about resources to be allocated to the segment and assess its performance; and • discrete financial information is available. We define the term “chief operating decision maker” to be our Chief Executive Officer. Our Chief Executive Officer reviews financial information presented on a consolidated basis, accompanied by information about revenue by product line and geographic region for purposes of allocating resources and evaluating financial performance. We have 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, we have determined that we operate in a single reporting segment, software sales and service. |
Revenue Recognition | Revenue Recognition We generate revenues in the form of product fees and related professional service fees. Product fees include subscription fees, perpetual license fees, associated support and maintenance fees and hosting fees. Professional services primarily consist of fees for strategic consulting, configuration, training, consultation and implementation services, which are not essential to functionality. For statement of operations classification purposes, we allocate revenues to professional services based on the hourly rate billed for time and materials arrangements and based on the total fixed fee for fixed fee professional services. We recognize revenue when all of the following conditions are met: • there is persuasive evidence of an arrangement; • the product or services have been delivered to the customer; • the amount of fees to be paid by the customer is fixed or determinable; and • the collection of the related fees is reasonably assured. Signed agreements are used as evidence of an arrangement. If a contract signed by the customer does not exist, we have historically used a purchase order as evidence of an arrangement. In cases where both a signed contract and a purchase order exist, we consider the signed contract to be the final persuasive evidence of an arrangement. Software and corresponding license keys are delivered to customers electronically. Electronic delivery occurs when we provide the customer with access to the software. We assess whether a fee is fixed or determinable at the outset of the arrangement, primarily based on the payment terms associated with the transaction. We do not generally offer extended payment terms with typical terms of payment due between 30 and 60 days from delivery of product or services. For professional services that are billable under a time and materials based arrangement, these fees are neither fixed nor determinable until the work is performed and the fee becomes billable to the customer. We assess collectability of the customer receivable based on a number of factors such as collection history with the customer and creditworthiness of the customer. If we determine that collectability is not reasonably assured, revenue is deferred until collectability becomes reasonably assured, generally upon receipt of cash. We offer subscriptions of our solutions to customers most frequently on a term basis with terms typically ranging from 12 to 36 months. While term-based licenses make up the majority of our total revenues, we have occasionally licensed our solutions to customers on a perpetual basis with on-going support and maintenance services. We recognize license revenue in accordance with software industry specific guidance. Revenues related to term license fees are recognized ratably over the contract term beginning on the date the customer has access to the software license key and continuing through the end of the contract term. For term-based licenses, we do not charge separately for standard support and maintenance, and, therefore, inherent in the license fees are fees for support and maintenance services for the duration of the license term. As fees for support and maintenance are always bundled with the license over the entire term of the contract, we do not have VSOE of fair value for support and maintenance. Revenues generated from perpetual license sales also include support and maintenance services for an initial stated term and term based subscriptions to certain of our modules. We do not have VSOE of fair value for support and maintenance on perpetual licenses as we have not had sufficient, consistently-priced standalone sales of support and maintenance, nor have we offered substantive renewal rates for support and maintenance. Because we do not have VSOE of fair value for either the support and maintenance on the perpetual license or the module, revenue is recognized ratably over the longer of the initial maintenance term for the perpetual license or the term for the subscription elements. In situations where we have contractually committed to an individual customer specific technology, we defer all of the revenue for that customer until the technology is delivered and accepted. Once delivery occurs, we record a cumulative revenue catch-up and then recognize the remaining revenue over the remaining contract term. License arrangements may also include professional services, such as strategic consulting, installation, upgrades and training services, which are typically delivered early in the contract term. This combination of products and services represents a multiple-element arrangement for revenue recognition purposes. We have determined that we do not have VSOE of fair value for each element of a multiple-element sales arrangement and, accordingly, we account for fees received under that multiple-element arrangement as a single unit of accounting and recognize the fees for the entire arrangement ratably, commencing on delivery of the software, over the longer of the term of the support and maintenance or the period over which professional services are delivered. Support and maintenance is always the last undelivered element in the arrangement and, therefore, we recognize the fixed portion of the fees ratably over the support and maintenance term. For contracts with multiple elements, we recognize the license, support and maintenance, and fixed fee professional service revenue ratably over the term of the arrangement beginning upon delivery of the software. We believe this method most closely reflects the economics of the transaction as we deliver access to the software and we begin providing support and maintenance services as of the date the software is delivered. Professional services are offered on both our fixed fee and our time and materials hourly billing arrangements. For time and materials-based professional services that are part of a multiple-element arrangement where the fees for the professional services are not fixed or determinable upon delivery of the software, revenue is recognized ratably over the contract term as the related fees become fixed. These fees are not considered fixed at the outset of the arrangement and become fixed as the related work is performed and the fees are earned and billed. These services are typically provided early in the contract term with completion typically occurring in the first six months. As these fees become fixed, they are added to the total fee for the multiple-element arrangement and recognized ratably with all other arrangement fees over the entire contract term. When billed, a cumulative revenue catch-up is calculated as the revenue earned from the date the software was made available to the customer to the date services have been completed, with recognition continuing ratably to the end of the contract term. These amounts, when recognized in our Consolidated Statements of Operations, are classified as professional services revenues based on the hourly rates at which they are billed. If there are significant acceptance clauses associated with the license or services or uncertainty associated with our ability to perform the professional services, revenues are deferred until the acceptance is received or the uncertainty is resolved. We record amounts that have been invoiced, in accordance with the terms of the agreement, in accounts receivable and in deferred revenues or revenues, depending on whether the revenue recognition criteria have been met. Hosting revenues are derived from providing our software solutions in a hosted environment where the customer does not take possession of the software on their premises. With the exception of Jive Cloud, customers have the option to elect to take possession of the software and install on their premises or sub-contract the hosting services through us. Such arrangements are considered software sales as the customer has the same rights to the software license regardless of their election to have us host on their behalf or install on their premises. As a result, the fees associated with license, support and hosted services are recognized as revenue ratably over the term of the arrangement. For Jive Cloud licensing arrangements, customers do not have the right to take possession of the software supporting the cloud-based application service at any time. We occasionally sell professional services separately and recognize revenues resulting from those as professional services are performed. If there is significant uncertainty about the project completion or receipt of payment for the consulting services, revenues are deferred until the uncertainty is resolved. If acceptance provisions exist within a professional services arrangement, revenues will be deferred until the services are accepted or the acceptance period has expired. Our policy is to record revenues net of any applicable sales, use or excise taxes. |
Taxes Collected from Customers and Remitted to Governmental Authorities | Taxes Collected from Customers and Remitted to Governmental Authorities We account for tax assessed by a governmental authority that is directly imposed on a revenue-producing transaction (i.e., sales, use, value added) on a net (excluded from revenue) basis. |
Cash and Cash Equivalents | Cash and Cash Equivalents We consider all highly liquid investments with an original maturity of three months or less to be cash equivalents. Our cash balances with financial institutions may exceed the deposit insurance limits. Included in cash and cash equivalents were cash equivalents of $16.1 million and $0.2 million at December 31, 2016 and 2015 , respectively. Cash equivalents are stated at cost, which approximates market value. |
Marketable Securities | Marketable Securities We classify our marketable securities as available-for-sale and, accordingly, record them at fair value based on quoted market prices. Unrealized holding gains and losses are excluded from earnings and are reported as a separate component of stockholders’ equity until realized. See the Consolidated Statements of Comprehensive Loss. We periodically evaluate whether declines in fair values of our marketable securities below their cost are “other-than-temporary.” This evaluation consists of qualitative and quantitative factors regarding the severity and duration of the unrealized loss, as well as our ability and intent to hold the marketable securities until a forecasted recovery occurs. Dividend and interest income is recognized when earned. Realized gains and losses are included in earnings and are derived using the specific identification method for determining the cost of securities sold. |
Accounts Receivable and Allowance for Doubtful Accounts | Accounts Receivable and Allowance for Doubtful Accounts Accounts receivable are carried at their original invoice amounts less the allowance for doubtful accounts and do not bear interest. Our policy is to maintain an allowance for estimated losses resulting from the inability or refusal of our customers to make required payments. In establishing the required allowance, management considers historical losses adjusted to take into account current market conditions and the customers’ financial condition, the amount of receivables in dispute, and the current receivables aging and current payment patterns. On a quarterly basis, we evaluate the collectability of our trade receivable balances based on a combination of factors. Past due balances over 90 days and over a specified amount are reviewed individually for collectability. Account balances are charged off against the allowance after all means of collection have been exhausted and the potential for recovery is considered remote. If the financial conditions of our customers were to materially change or there were other circumstances that resulted in their inability or unwillingness to pay, the estimates of recoverability of receivables could materially change. |
Fair Value of Financial Assets and Liabilities | Fair Value of Financial Assets and Liabilities The carrying value of cash equivalents, accounts receivable, prepaid expenses and other current assets, accounts payable, accrued payroll and related liabilities and other accrued liabilities approximates their fair values due to the short-term nature of their maturities. The fair value of the long-term debt approximates its carrying value since the interest rate is variable and based on current market rates. |
Property and Equipment | Property and Equipment Property and equipment are stated at cost less accumulated depreciation. Depreciation is computed using the straight-line method over the estimated useful lives as follows: • three years for computer equipment, hardware and software; • seven years for furniture, fixtures and equipment; and • the lesser of five years or the remaining term of the underlying lease for leasehold improvements. Ordinary maintenance and repairs are expensed as incurred. |
Research and Development | Research and Development We expense research and development costs, including costs to develop software products to be marketed to external users, before technological feasibility of such products is reached. We believe our software development process is essentially complete concurrent with the establishment of technological feasibility; accordingly, development costs are expensed as incurred. |
Software Development Costs and Internal-Use Software Development Costs | Software Development Costs and Internal-Use Software Development Costs Through the third quarter of 2014, we capitalized costs to develop internal-use software during the application development stage. In the third quarter of 2014, management developed a substantive plan to repurpose the in-process development into our existing software platform and new software products. As a result of this decision, the associated capitalized internal-use software costs became governed by the accounting standards related to development costs for software to be sold. As such, subsequent to July 2014, we no longer capitalize costs related to internal-use software and we account for our current capitalized costs as development costs for software to be sold. Software development costs incurred subsequent to establishing technological feasibility through the general release of the software products are capitalized. Technological feasibility is demonstrated by the completion of a detailed program design or, working model if no program design is completed. Historically, technological feasibility has occurred concurrently with the commercial release of our products and as a result we have not capitalized software development costs. We do not anticipate capitalizing material software development costs in future periods. The software development costs are being amortized on a straight-line basis over their estimated useful life and recorded as a component of cost of product revenues. Amortization of the capitalized costs begins when the associated product or enhancement is released. As of December 31, 2016 , we have released all of the products and enhancements related to the $9.0 million of capitalized costs. We make ongoing evaluations of the recoverability of our capitalized software by comparing the amount of capitalized software development costs for each product to the estimated net realizable value of the underlying asset. If such evaluations indicate the unamortized software development costs exceed the net realizable value, we write off the amount by which the unamortized software development costs exceed net realizable value. |
Accounting for the Impairment of Long-Lived Assets | Accounting for the Impairment of Long-Lived Assets We evaluate the recoverability of our long-lived assets, which principally consist of property and equipment and acquired intangible assets with finite lives, whenever events or circumstances indicate that the carrying amount of these assets may not be recoverable. Recoverability of an asset is measured by comparing the carrying amount to the expected future undiscounted cash flows that the asset is expected to generate. If that review indicates that the carrying amount of the long-lived asset is not recoverable, an impairment loss is recorded for the amount by which the carrying amount of the asset exceeds its fair value. |
Goodwill | Goodwill Goodwill represents the excess of the purchase price over the estimated fair value of the net tangible and intangible assets of acquired entities. We perform a goodwill impairment test annually during the fourth quarter and more frequently if an event or circumstance indicates that an impairment may have occurred. Such events or circumstances may include significant adverse changes in the general business climate, among other things. To test for impairment, we can choose to first make a qualitative assessment to determine whether it is more likely than not that goodwill is impaired before applying the two-step goodwill impairment test. If the conclusion is it is more likely than not that the fair value of a reporting unit is less than its carrying amount, we then perform a two-step goodwill impairment test. During 2016 , 2015 and 2014 , we elected to forgo the qualitative assessment, and proceeded to the first step of the test for goodwill impairment. Under the first step, the fair value of the reporting unit is compared with its carrying value, and, if an indication of goodwill impairment exists for the reporting unit, we must perform step two of the impairment test (measurement). Under step two, an impairment loss is recognized for any excess of the carrying amount of the reporting unit’s goodwill as determined by allocating the fair value of the reporting unit in a manner similar to a purchase price allocation. The residual fair value after this allocation is the implied fair value of the reporting unit goodwill. If the fair value of the reporting unit exceeds its carrying value, step two does not need to be performed. If the carrying amount of goodwill exceeds the implied fair value of that goodwill, an impairment loss is recognized in an amount equal to that excess. |
Intangible Assets | Intangible Assets Finite-lived intangible assets are amortized using the straight-line method over their estimated useful life. Finite-lived intangible assets are reviewed for impairment as discussed above under “Accounting for the Impairment of Long-Lived Assets.” |
Other Assets | Other Assets Other assets include deposits for facility leases, capitalized software development costs and other miscellaneous long-term assets. |
Deferred Revenue | Deferred Revenue Deferred revenue consists of billings or payments received in advance of revenue recognition from our subscription license, perpetual license, hosting, professional services and support and maintenance revenues described above and are recognized as the revenue recognition criteria are met. We generally invoice our customers in annual installments. Accordingly, the deferred revenue balance does not represent the total contract value of annual or multi-year non-cancelable subscription agreements. Deferred revenue also includes certain deferred professional services fees, which are recognized as revenue ratably over the associated contract term. We defer the professional service fees in situations where the professional services and subscription or perpetual contracts are accounted for as a single unit of accounting. Deferred revenue that will be recognized during the succeeding 12 -month period is recorded as current deferred revenue, and the remaining portion is recorded as noncurrent. |
Concentration of Risk | Concentration of Risk Financial instruments that potentially subject us to concentrations of credit risk consist primarily of cash and trade receivables. Cash is placed on deposit in major financial institutions in the United States. Such deposits may be in excess of insured limits. Management believes that the financial institutions that hold our cash deposits are financially sound and, accordingly, minimal credit risk exists with respect to these balances. We sell our products to companies in diverse industries and do not require our customers to provide collateral to support accounts receivable. When necessary, credit reviews of significant customers are performed prior to extending credit. The determination of a customer’s ability to pay requires significant judgment, and failure to collect from a customer can adversely affect revenue, cash and net income. |
Stock-Based Compensation | Stock-Based Compensation We recognize compensation expense for all share-based payment awards, including stock options, restricted stock and purchases under the 2015 Employee Stock Purchase Plan (the "ESPP") based on the estimated fair value of the award on the grant date. We use the Black-Scholes-Merton valuation model to estimate the fair value of stock option awards. The fair value of the awards is recognized as expense, net of estimated forfeitures, on a straight-line basis over the requisite service period, which is generally the vesting period of the respective award. We estimate the fair value of performance-based stock option awards using a Monte Carlo simulation model which requires the input of assumptions, including expected term, stock price volatility and the risk-free rate of return. The determination of the grant date fair value of options using an option-pricing model is affected by assumptions regarding a number of other complex and subjective variables, which include our expected stock price volatility over the expected term of the options, stock option exercise and cancellation behaviors, risk-free interest rates and expected dividends. |
Income Taxes | Income Taxes We record deferred tax assets and liabilities for the expected future tax consequences of temporary differences between the financial statement carrying amounts and the tax basis of the assets and liabilities. Deferred tax assets are reduced by a valuation allowance when it is estimated to be more likely than not that a portion of the deferred tax assets will not be realized. We recognize the effect of income tax positions only if those positions are “more likely than not” of being sustained. Interest and penalties accrued on unrecognized tax benefits are recorded as tax expense within our consolidated financial statements. |
Warranties and Indemnification | Warranties and Indemnification We typically warrant that our products will perform in a manner consistent with the product specifications provided to the customer for 180 days for sales to companies in the United States and 365 days for sales to companies in Europe. Historically, we have not been required to make payments under these obligations, and we have not recorded any liability for these obligations in our consolidated financial statements. In our cloud and hosted agreements, we include service level commitments to customers relating to levels of uptime availability and permitting those customers to receive credits in the event that we fail to meet those levels. To date, we have not incurred any material costs as a result of such commitments and have not accrued any liabilities related to such obligations in the accompanying consolidated financial statements. Our contracts also include provisions indemnifying customers against liabilities if our products infringe a third-party’s intellectual property rights. We have not incurred any costs as a result of such indemnification obligations and have not accrued any liabilities related to such obligations in the accompanying consolidated financial statements. We have also agreed to indemnify our directors and executive officers for costs associated with any fees, expenses, judgments, fines and settlement amounts incurred by any of these persons in any action or proceeding to which any of those persons is, or is threatened to be, made a party by reason of the person’s service as a director or officer, arising out of that person’s services as our director or officer or that person’s services provided to any other company or enterprise at our request. We maintain director and officer insurance coverage that may enable us to recover a portion of any future amounts paid. |
Commissions | Commissions Commissions are recorded as a component of sales and marketing expenses and consist of the variable compensation paid to our direct sales force. Generally, sales commissions are earned and recorded as an expense at the time that a customer has entered into a binding purchase agreement. Commissions paid to sales personnel are recoverable only in the case that we cannot collect against any invoiced fee associated with a sales order. |
Leases | Leases We lease our facilities and certain equipment under operating leases. For facility leases that contain rent escalation or rent concession provisions, we record the total rent expense during the lease term on a straight-line basis over the term of the lease. For facility leases that contain tenant improvement allowances, we recognize a lease incentive liability and amortize these amounts on a straight-line basis over the term of the related leases as a reduction of rent expense. We record the difference between the rent paid and the straight-line rent expense as a deferred rent liability in other long-term liabilities in the accompanying Consolidated Balance Sheets. |
Advertising Costs | Advertising Costs Advertising costs are expensed as incurred as a component of sales and marketing expense |
Legal Costs | Legal Costs We are party to legal proceedings arising in the normal course of business. Legal costs are expensed as incurred as a component of general and administrative expense. |
Net Loss Per Share | Net Loss Per Share Basic net loss per share is computed by dividing the net loss by the weighted-average number of shares of common stock outstanding during the period, less the weighted-average unvested common stock subject to repurchase or forfeiture. Diluted net loss per share is computed by giving effect to all potential shares of common stock, including preferred stock, stock options and warrants, to the extent dilutive. Since we were in a loss position for all periods presented, basic and diluted net loss per share was the same for each period presented as the inclusion of all potential common shares outstanding would have been anti-dilutive. |
Foreign Currency Translation | Foreign Currency Translation The functional currency of our foreign subsidiaries is the local currency. Adjustments resulting from translating foreign functional currency financial statements into U.S. dollars are recorded as a separate component of stockholders’ equity. Income and expense accounts are translated into U.S. dollars at average rates of exchange prevailing during the periods presented. Foreign currency transaction gains and losses are included in net loss. All assets and liabilities denominated in a foreign currency are translated into U.S. dollars at the respective exchange rates in effect on the Consolidated Balance Sheet dates. |
Accounting Pronouncements Not Yet Adopted | Accounting Pronouncements Not Yet Adopted In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“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. In addition, the standard requires disclosure of the nature, amount, timing, and uncertainty of revenue and cash flows arising from contracts with customers. The FASB has recently issued several amendments to the standard, including clarification on accounting for licenses of intellectual property and identifying performance obligations. The ASU will replace most existing revenue recognition guidance in GAAP when it becomes effective. The new standard, as amended, is effective for annual reporting periods beginning after December 15, 2017, with early adoption permitted for annual reporting periods beginning after December 15, 2016. We do not plan to early adopt, and thus the new standard will become effective for us on January 1, 2018. The new standard permits adoption either by using (i) a full retrospective approach for all periods presented in the period of adoption or (ii) a modified retrospective approach with the cumulative effect of initially applying the new standard recognized at the date of initial application and providing certain additional disclosures. We currently plan to adopt using the modified retrospective approach. However, our decision regarding the adoption method has not been finalized at this time. Our final determination will depend on a number of factors, such as the significance of the impact of the new standard on our financial results, system readiness, including that of software procured from third-party providers, and our ability to accumulate and analyze the information necessary to assess the impact on prior period financial statements. We are in the initial stages of our assessment of the impact of the new standard on our accounting policies, processes and system requirements. We have assigned internal resources and engaged third party service providers to assist with the assessment and implementation and we have made and will continue to make investments in systems to enable timely and accurate reporting under the new standard. Although we have not concluded on what impact the new standard will have, we anticipate the impact on our consolidated financial statements will be material. We currently believe the most significant impact relates to our accounting for software license revenue and professional services revenue. Under current industry-specific software revenue recognition guidance, we have historically concluded that we did not have VSOE of fair value for the undelivered services related to time-based licenses, and accordingly, we have recognized time-based licenses and related services ratably over the subscription term. Professional services included in an arrangement with subscription revenue have also been recognized ratably over the subscription term. The new standard does not retain the concept of VSOE, and thus requires an evaluation of whether time-based licenses and related services, including professional services, are distinct performance obligations and, therefore, should be separately recognized at a point in time or over time. Based on our current assessment, we expect that software license revenue and professional services revenue, bundled with other elements, will be recognized upon delivery after adoption of the new standard. We expect revenue related to support and maintenance, hosting, and standalone professional services to remain substantially unchanged. Due to the complexity of certain of our software license subscription contracts, the actual revenue recognition treatment required under the standard will be dependent on contract-specific terms, and may vary in some instances from recognition at the time of delivery. We have also considered the impact of the guidance in ASC 340-40, Other Assets and Deferred Costs; Contracts with Customers, with respect to capitalization and amortization of incremental costs of obtaining a contract. The new cost guidance, as interpreted by the FASB Transition Resource Group for Revenue Recognition (“TRG”), requires the capitalization of all incremental costs to obtain a contract with a customer that would not have been incurred if the contract had not been obtained, provided the costs are expected to be recovered. The new cost guidance also requires entities to determine whether the costs relate to specific anticipated contracts, potentially extending the amortization period beyond the initial contract period. We currently believe this guidance will result in capitalizing additional costs of obtaining a contract with a customer, including additional sales commissions and that the period of benefit for deferred commission costs will likely be longer than the initial contract period. Under our current accounting policy, we amortize the capitalized costs over the underlying contractual period. While we continue to assess the potential impacts of the new standard, including the areas described above, and anticipate this standard will have a material impact on our consolidated financial statements, we do not know and cannot reasonably estimate quantitative information related to the impact of the new standard on our financial statements at this time. In February 2016, the FASB issued ASU No. 2016-02, "Leases," which, among other things, requires lessees to recognize most leases on-balance sheet. This will increase their reported assets and liabilities, in some cases very significantly. Lessor accounting remains substantially similar to current GAAP. ASU 2016-02 supersedes Topic 840, Leases. ASU 2016-02 is effective for us for annual and interim periods in fiscal years beginning after December 15, 2018. ASU 2016-02 mandates a modified retrospective transition method for all entities. While we are currently assessing the impact ASU 2016-02 will have on our consolidated financial statements, we expect the primary impact to our consolidated financial position upon adoption will be the recognition, on a discounted basis, of our minimum commitments under non-cancelable operating leases on our consolidated balance sheets resulting in the recording of right of use assets and lease obligations. Our current minimum commitments under noncancelable operating leases are disclosed in Note 12. In March 2016, the FASB issued ASU 2016-09, "Compensation - Stock Compensation (Topic 718) - Improvements to Employee Share-Based Payment Accounting." ASU 2016-09 simplifies several aspects of the accounting for share-based payment transactions, including the income tax consequences, classification of awards as either equity or liabilities, and classification on the statement of cash flows. ASU 2016-09 is effective for public companies' annual periods, including interim periods within those fiscal years, beginning after December 15, 2016. Early adoption is permitted subject to certain requirements, and the method of application (i.e., retrospective, modified retrospective or prospective) depends on the transaction area that is being amended. We do not expect the adoption of ASU 2016-09 to have a material effect on our financial position, results of operations or cash flows. In January 2017, the FASB issued ASU 2017-01, "Business Combinations (Topic 805) - Clarifying the Definition of a Business." ASU 2017-01 clarifies the definition of a business with the objective of adding guidance to assist entities with evaluating whether transactions should be accounted for as acquisitions (or disposals) of assets or businesses. ASU 2017-01 is effective for public companies' annual periods, including interim periods within those fiscal years, beginning after December 15, 2017 and should be applied prospectively on or after the effective date. We do not expect the adoption of ASU 2017-01 to have a material effect on our financial position, results of operations or cash flows. In January 2017, the FASB issued ASU 2017-04, "Intangibles - Goodwill and Other (Topic 350) - Simplifying the Test for Goodwill Impairment." ASU 2017-04 simplifies the subsequent measurement of goodwill by eliminating Step 2 from the goodwill impairment test, which required an entity to determine the fair value of its assets and liabilities at the impairment testing date. ASU 2017-04 is effective for public companies' annual periods, including interim periods within those fiscal years, beginning after December 15, 2019. Early adoption is permitted. We do not expect the adoption of ASU 2017-04 to have a material effect on our financial position, results of operations or cash flows. |
Summary of Significant Accoun28
Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Accounting Policies [Abstract] | |
Allowance for Doubtful Accounts | Activity related to our allowance for doubtful accounts was as follows (in thousands): Balance, December 31, 2013 $ 740 Charges to expense and deferred revenue 599 Write-offs (780 ) Balance, December 31, 2014 559 Charges to expense and deferred revenue 1,529 Write-offs (918 ) Balance, December 31, 2015 1,170 Charges to expense and deferred revenue 376 Write-offs (1,223 ) Balance, December 31, 2016 $ 323 |
Schedule of Capitalized and Amortization of Software Development Costs | Year Ended December 31, (Dollars in thousands) 2016 2015 2014 Software development costs capitalized during period $ — $ — $ 5,924 Amortization of capitalized software development costs 3,228 2,012 65 |
Schedule of Capitalized Software Development Costs | Capitalized software development costs consist of the following at December 31, 2016 and 2015 (in thousands): 2016 2015 Capitalized software development costs $ 8,981 $ 8,981 Accumulated amortization (5,305 ) (2,077 ) $ 3,676 $ 6,904 |
Capitalized Software Development Costs Expected Amortization Expense | We expect future amortization expense to be as follows (in thousands): 2017 $ 2,479 2018 1,197 $ 3,676 |
Cash and Cash Equivalents and29
Cash and Cash Equivalents and Marketable Securities (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Cash and Cash Equivalents [Abstract] | |
Cash and Cash Equivalents and Marketable Securities | Cash and cash equivalents and marketable securities consisted of the following as of December 31, 2016 and 2015 (in thousands): December 31, 2016 Description Cost Unrealized Gains Unrealized Losses Estimated Fair Value Cash $ 13,434 $ — $ — $ 13,434 Cash equivalents: Money market mutual funds 16,126 — — 16,126 Total cash and cash equivalents 29,560 — — 29,560 Short-term marketable securities: Commercial paper 11,664 — — 11,664 Corporate notes and bonds 35,555 — (37 ) 35,518 Government obligation 5,004 — (1 ) 5,003 U.S. agency obligations 27,479 — (8 ) 27,471 Total short-term marketable securities 79,702 — (46 ) 79,656 Cash, cash equivalents and short-term marketable securities $ 109,262 $ — $ (46 ) $ 109,216 December 31, 2015 Description Cost Unrealized Gains Unrealized Losses Estimated Fair Value Cash $ 9,624 $ — $ — $ 9,624 Cash equivalents: Money market mutual funds 246 — — 246 Total cash and cash equivalents 9,870 — — 9,870 Short-term marketable securities: Commercial paper 7,485 — — 7,485 Corporate notes and bonds 44,483 — (60 ) 44,423 Government obligations 12,010 — (12 ) 11,998 U.S. agency obligations 32,543 — (39 ) 32,504 Total short-term marketable securities 96,521 — (111 ) 96,410 Marketable securities, noncurrent: Corporate notes and bonds 4,453 — (17 ) 4,436 Government obligations 1,997 — (4 ) 1,993 Total marketable securities, noncurrent 6,450 — (21 ) 6,429 Cash, cash equivalents, short-term marketable securities and marketable securities, noncurrent $ 112,841 $ — $ (132 ) $ 112,709 |
Property and Equipment, net (Ta
Property and Equipment, net (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Property, Plant and Equipment [Abstract] | |
Components of Property and Equipment and Depreciation Expense | The following table sets forth the components of property and equipment (in thousands): December 31, 2016 2015 Computers, equipment and software $ 33,729 $ 37,249 Leasehold improvements 5,555 5,546 Capital leases 826 — Furniture and fixtures 2,867 2,630 Construction in progress 1,430 3,666 44,407 49,091 Less accumulated depreciation and amortization (34,824 ) (36,344 ) $ 9,583 $ 12,747 Depreciation expense related to property and equipment was as follows (in thousands): Year Ended December 31, 2016 2015 2014 $6,271 $7,800 $9,351 |
Goodwill and Intangible Asset31
Goodwill and Intangible Assets, net (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Intangible Assets and their Related Useful Lives | The following table presents our intangible assets and their related useful lives (dollars in thousands): Useful December 31, 2016 December 31, 2015 Acquired technology 5-7 years $ 20,441 $ 20,441 Accumulated amortization (18,474 ) (16,103 ) 1,967 4,338 Perpetual software licenses 2 years 2,430 2,430 Accumulated amortization (2,430 ) (2,430 ) — — Covenants not to compete 1-4 years 2,028 2,028 Accumulated amortization (2,028 ) (1,976 ) — 52 Other 2-7 years 1,939 1,939 Accumulated amortization (1,939 ) (1,783 ) — 156 Total intangible assets, net $ 1,967 $ 4,546 |
Amortization Expense Related to Intangible Assets | Amortization expense related to intangible assets was as follows (in thousands): Year Ended December 31, 2016 2015 2014 $2,579 $4,902 $4,862 |
Estimated Future Amortization Expense | Estimated future amortization expense as of December 31, 2016 , is as follows (in thousands): 2017 1,587 2018 380 $ 1,967 |
Fair Value Measurements of As32
Fair Value Measurements of Assets and Liabilities (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Fair Value Disclosures [Abstract] | |
Financial Assets Measured at Fair Value on Recurring Basis | The following table presents our financial assets that were measured at fair value on a recurring basis (in thousands): December 31, 2016 Level 1 Level 2 Level 3 Total Assets: Cash equivalents Money market mutual funds $ 16,126 $ — $ — $ 16,126 Marketable securities Commercial paper — 11,664 — 11,664 Corporate notes and bonds — 35,518 — 35,518 Government obligations — 5,003 — 5,003 U.S. agency obligations — 27,471 — 27,471 — 79,656 — 79,656 Total $ 16,126 $ 79,656 $ — $ 95,782 December 31, 2015 Level 1 Level 2 Level 3 Total Assets: Cash equivalents Money market mutual funds $ 246 $ — $ — $ 246 Marketable securities Commercial paper — 7,485 — 7,485 Corporate notes and bonds — 48,859 — 48,859 Government obligations — 13,991 — 13,991 U.S. agency obligations — 32,504 — 32,504 — 102,839 — 102,839 Total $ 246 $ 102,839 $ — $ 103,085 |
Long-Term Debt (Tables)
Long-Term Debt (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Debt Disclosure [Abstract] | |
Summary of Long-Term Debt | Our long-term debt is summarized as follows (in thousands): December 31, 2016 2015 Silicon Valley Bank loans $ 600 $ 3,600 Less current portion (600 ) (2,400 ) $ — $ 1,200 |
Stock-Based Awards and Stock-34
Stock-Based Awards and Stock-Based Compensation (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Stock Option Activity and Stock Options Outstanding | Certain information regarding stock option activity and stock options outstanding as of December 31, 2016 was as follows: Shares Outstanding Weighted Weighted Aggregate Balances, December 31, 2015 3,642,166 6,976,957 $ 5.59 Additional shares reserved 2,979,417 Granted – stock options (1,217,157 ) 1,217,157 3.49 Granted – performance based options (920,000 ) 920,000 3.79 Forfeited – stock options 1,701,245 (1,701,245 ) 9.39 Exercised – stock options (157,110 ) 1.75 Granted – RSUs (3,645,209 ) Forfeited – RSUs 1,062,176 Vested RSUs adjusted for taxes 256,666 Balances, December 31, 2016 3,859,304 7,255,759 $ 4.20 5.87 $ 8,641 Exercisable at December 31, 2016 4,092,661 $ 4.10 3.48 $ 7,289 Vested and expected to vest 6,978,257 $ 4.18 5.77 $ 8,535 |
Schedule of Restricted Stock Activity | Restricted stock activity was as follows: Number Weighted average Balances, December 31, 2015 4,498,292 $ 6.98 Granted – RSUs 3,645,209 3.58 Vested – RSUs (1,989,039 ) 6.74 Forfeited – RSUs (1,062,176 ) 5.98 Balances, December 31, 2016 5,092,286 $ 4.85 |
Schedule of Option-Pricing Models with Weighted Average Assumptions | The following weighted average assumptions were used in determining the fair value pursuant to the Monte Carlo simulation: Year Ended December 31, 2016 2015 2014 Expected term (in years) 0.96 0 0 Risk-free interest rate 1.84 % 0 % 0 % Volatility 49.98 % 0 % 0 % Dividend yield 0 % 0 % 0 % The fair value of the stock-based options granted to employees was determined using the Black-Scholes-Merton option-pricing model with the following weighted average assumptions: Year Ended December 31, 2016 2015 2014 Expected term (in years) 6.0 6.0 6.0 Risk-free interest rate 1.37 % 1.75 % 1.83 % Volatility 50.24 % 50.62 % 50.43 % Dividend yield 0 % 0 % 0 % |
Schedule of Weighted Average Assumptions, ESPP | The following weighted average assumptions were used to determine the fair value of ESPP shares purchased in the periods presented: Year Ended December 31, 2016 2015 2014 Expected term (in years) 0.75 0.70 0 Risk-free interest rate 0.67 % 0.41 % 0 % Volatility 29.55 % 36.20 % 0 % Dividend yield 0 % 0 % 0 % |
Schedule of Stock-Based Compensation | Certain information regarding our stock-based compensation was as follows (in thousands, except per share data): Year Ended December 31, 2016 2015 2014 Weighted average per share grant date fair value of stock options granted $ 1.65 $ 2.65 $ 3.68 Weighted average per share grant date fair value of ESPP purchase rights $ 1.32 $ 1.32 $ — Total intrinsic value of stock options exercised $ 319 $ 4,444 $ 12,573 Total fair value of restricted stock and stock options vested $ 15,461 $ 19,320 $ 38,071 |
Stock-Based Compensation Expense Included in Consolidated Statements of Operations | Stock-based compensation was included in our Consolidated Statements of Operations as follows (in thousands): Year Ended December 31, 2016 2015 2014 Cost of revenues $ 2,162 $ 3,029 $ 4,276 Research and development 3,809 7,078 10,642 Sales and marketing 3,373 3,775 10,852 General and administrative 6,239 6,423 7,138 Restructuring 21 — — Total $ 15,604 $ 20,305 $ 32,908 Stock-based compensation related to non-employee awards (included in stock-based compensation above) $ — $ — $ 41 Stock-based compensation capitalized related to the development of internal-use software $ — $ — $ 1,370 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Income Tax Disclosure [Abstract] | |
Pretax Income (Loss) | Pretax income (loss) was as follows (in thousands): Year Ended December 31, 2016 2015 2014 Domestic $ (13,584 ) $ (35,009 ) $ (55,660 ) Foreign 843 1,407 645 Total $ (12,741 ) $ (33,602 ) $ (55,015 ) |
Schedule of Income Tax Provision (Benefit) | The provision for federal, state and foreign income taxes was as follows (in thousands): Year Ended December 31, 2016 2015 2014 Current tax provision: Federal $ — $ — $ — State 19 157 50 Foreign 1,085 965 1,015 Total current tax provision 1,104 1,122 1,065 Deferred tax provision: Federal 103 103 50 State 16 26 23 Foreign — — — Total deferred tax expense 119 129 73 Provision for income taxes $ 1,223 $ 1,251 $ 1,138 |
Reconciliation of Statutory Federal Income Tax Rate to Effective Tax Rate | The reconciliation of the statutory federal income tax rate to the effective tax rate is as follows: Year Ended December 31, 2016 2015 2014 Federal statutory tax rate (34.0 )% (34.0 )% (34.0 )% State tax 0.3 (11.1 ) (6.9 ) Change in valuation allowance 32.3 45.9 40.0 Permanent differences 11.0 5.4 5.3 Tax credits (5.3 ) (6.2 ) (3.8 ) Foreign rate impact (1.0 ) (0.6 ) (0.2 ) Foreign tax withheld at source 4.0 1.5 — Other 2.3 2.8 1.7 9.6 % 3.7 % 2.1 % |
Components of Deferred Tax Assets and Liabilities | The tax effects of significant items comprising our deferred tax assets and liabilities are as follows (in thousands): December 31, 2016 2015 Deferred tax assets: Net operating loss (“NOL”) carryforwards $ 80,343 $ 74,486 Accrued expenses, reserves and allowances 2,853 940 Deferred revenue 8,498 16,545 Tax credit carryforwards 10,632 12,079 Deferred rent 205 320 Depreciation 1,975 820 Stock-based compensation 18,097 16,077 Amortizable intangibles 1,090 203 Other 193 256 Total deferred tax assets 123,886 121,726 Deferred tax liabilities: Indefinite lived intangibles (485 ) (367 ) Total deferred tax liabilities (485 ) (367 ) Valuation allowance (123,886 ) (121,726 ) Net deferred taxes $ (485 ) $ (367 ) |
Deferred Income Taxes | Certain other information regarding our deferred income taxes was as follows: (Dollars in thousands) Year Ended December 31, 2016 2015 2014 Increase in valuation allowance $ 2,160 $ 14,186 $ 21,463 (Dollars in millions) December 31, 2016 2015 Federal NOL carryforwards $ 263.5 $ 250.2 State NOL carryforwards 338.5 313.5 Tax credit carryforwards 11.3 12.9 |
Schedule of Unrecognized Tax Benefits | The following is a reconciliation of our unrecognized tax benefits (in thousands): Year Ended December 31, 2016 2015 2014 Beginning balance $ 455 $ 567 $ 409 Additions based on tax positions related to the current year 165 185 240 Reductions based on tax positions related to the current year — (74 ) — Additions based on prior year tax positions 720 — 36 Reductions for tax positions in prior years (234 ) (223 ) (118 ) Settlements — — — Ending balance $ 1,106 $ 455 $ 567 |
Net Loss Per Share (Tables)
Net Loss Per Share (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Earnings Per Share [Abstract] | |
Schedule of Basic and Diluted Net Loss Per Share | The following table sets forth the computation of basic and diluted net loss per share (in thousands, except per share data): Year Ended December 31, 2016 2015 2014 Numerator: Net loss $ (13,964 ) $ (34,853 ) $ (56,153 ) Denominator: Weighted-average common shares outstanding 77,494 75,365 71,251 Less: Weighted-average unvested common shares subject to repurchase or forfeiture — 148 500 Weighted-average shares used to compute net loss per share, basic and diluted 77,494 75,217 70,751 Net loss per share, basic and diluted $ (0.18 ) $ (0.46 ) $ (0.79 ) |
Summary of Potentially Dilutive Securities that are not Included in Diluted Per Share | Potentially dilutive securities that were not included in the diluted per share calculations because they would be anti-dilutive were as follows: Year Ended December 31, 2016 2015 2014 Shares subject to outstanding common stock options 7,255,759 6,976,957 7,329,575 Unvested restricted common stock 5,092,286 4,498,292 4,043,912 Common stock subject to repurchase — — 313,412 Purchase rights from employee stock purchase plans 83,831 8,268 — 12,431,876 11,483,517 11,686,899 |
Statements of Cash Flows (Table
Statements of Cash Flows (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Supplemental Cash Flow Elements [Abstract] | |
Summary of Supplemental Cash Flows Information | The summary of supplemental cash flows information is as follows (in thousands): Year Ended December 31, 2016 2015 2014 Supplemental Cash Flow Information Cash paid for interest $ 117 $ 123 $ 181 Cash paid for income taxes 783 634 235 Supplemental Non-Cash Information Construction costs funded by landlord tenant improvement allowance $ — $ 741 $ — Property and equipment acquired through capital leases $ 826 $ — $ — |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Commitments and Contingencies Disclosure [Abstract] | |
Summary of Rent Expense | Rent expense was as follows (in thousands): Year Ended December 31, 2016 2015 2014 Gross rent expense $ 7,404 $ 7,677 $ 7,023 Less: Sublease income (217 ) (254 ) (45 ) Net rent expense $ 7,187 $ 7,423 $ 6,978 |
Summary of Approximate Future Minimum Lease Payments Required Under Operating Leases | The approximate future minimum lease payments required under operating leases were as follows (in thousands): Year ending December 31, 2017 $ 5,583 2018 4,698 2019 3,263 2020 1,953 2021 1,493 Thereafter 887 $ 17,877 |
Geographic Information (Tables)
Geographic Information (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Segment Reporting [Abstract] | |
Schedule of Geographic Information | Sales to countries which represented 10% or more of our total revenues, determined based on the location of the end customer, were as follows (in thousands): Year Ended December 31, 2016 2015 2014 U.S. $ 149,403 $ 143,819 $ 135,876 Rest of world 54,691 51,974 42,817 $ 204,094 $ 195,793 $ 178,693 |
Schedule of Long-Lived Net Assets by Major Geographic Area | Our long-lived net assets are classified by major geographic areas as follows (in thousands): Year Ended December 31, 2016 2015 U.S. $ 8,990 $ 14,076 Israel 2,322 2,199 Netherlands — 634 United Kingdom 238 384 $ 11,550 $ 17,293 |
Employee Benefit Plan (Tables)
Employee Benefit Plan (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Compensation and Retirement Disclosure [Abstract] | |
Employee Benefit Plan Contributions | We made matching contributions as follows (in thousands): Year Ended December 31, 2016 2015 2014 401(k) matching contributions $ 2,351 $ 2,485 $ 2,413 |
Related-Party Transactions (Tab
Related-Party Transactions (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Related Party Transactions [Abstract] | |
Schedule of Information Regarding Related Party Transactions | Certain members of our board of directors also serve on the board of directors or are employees of certain of our customers and in some cases our board members are also investors of these customers. Certain information regarding these customers was as follows (in thousands): December 31, 2016 2015 Accounts receivable $ 63 $ 230 Deferred revenue, current 372 461 Deferred revenue, non-current 7 56 Year Ended December 31, 2016 2015 2014 Revenues $ 789 $ 1,046 $ 929 |
Restructuring (Tables)
Restructuring (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Restructuring and Related Activities [Abstract] | |
Changes in the restructuring accrual | Changes in the restructuring accrual during 2016 were as follows (in thousands): Severance Costs Other Costs Total Balance of restructuring accrual, December 31, 2015 $ — $ — $ — Charges incurred 3,697 406 4,103 Cash payments made (3,615 ) (406 ) (4,021 ) Balance of restructuring accrual, December 31, 2016 $ 82 $ — $ 82 |
Selected Quarterly Financial 43
Selected Quarterly Financial Data (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Quarterly Financial Information Disclosure [Abstract] | |
Schedule of Selected Quarterly Financial Data | For the Quarter Ended (Dollars in thousands, except per share amounts) March 31, June 30, Sept. 30, Dec. 31, Total revenues $ 50,661 $ 51,017 $ 50,721 $ 51,695 Gross profit 32,226 33,673 34,643 36,140 Net income (loss) (7,409 ) (6,725 ) (745 ) 915 Basic net income (loss) per share (0.10 ) (0.09 ) (0.01 ) 0.01 Diluted net income (loss) per share (0.10 ) (0.09 ) (0.01 ) 0.01 For the Quarter Ended (Dollars in thousands, except per share amounts) March 31, June 30, Sept. 30, Dec. 31, Total revenues $ 47,126 $ 48,611 $ 49,905 $ 50,151 Gross profit 29,900 30,460 31,740 31,499 Net loss (8,165 ) (9,310 ) (8,829 ) (8,549 ) Basic net loss per share (0.11 ) (0.12 ) (0.12 ) (0.11 ) Diluted net loss per share (0.11 ) (0.12 ) (0.12 ) (0.11 ) |
Summary of Significant Accoun44
Summary of Significant Accounting Policies - Additional Information (Details) | 12 Months Ended | ||
Dec. 31, 2016USD ($)segment | Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($) | |
Accounting Policies [Abstract] | |||
Reporting segments | segment | 1 | ||
Summary Of Significant Accounting Policies [Line Items] | |||
Professional services period | 6 months | ||
Cash equivalents | $ 16,100,000 | $ 200,000 | |
Accounts receivable number of days past due evaluated for doubtful accounts | 90 days | ||
Impairment charge related to capitalized software development costs | $ 9,000,000 | 0 | $ 0 |
Impairment charges of long-lived asset | 0 | 0 | 0 |
Goodwill impairment | $ 0 | $ 0 | 0 |
Percentage of deferred professional services revenues | 4.00% | 6.00% | |
Sales and marketing | |||
Summary Of Significant Accounting Policies [Line Items] | |||
Commission expense | $ 11,200,000 | $ 11,800,000 | 13,700,000 |
Advertising costs | $ 4,100,000 | $ 5,600,000 | $ 7,700,000 |
U.S. | |||
Summary Of Significant Accounting Policies [Line Items] | |||
Products warranty period | 180 days | ||
Europe | |||
Summary Of Significant Accounting Policies [Line Items] | |||
Products warranty period | 365 days | ||
Computers, equipment and software | |||
Summary Of Significant Accounting Policies [Line Items] | |||
Property plant and equipment useful life | 3 years | ||
Furniture and fixtures | |||
Summary Of Significant Accounting Policies [Line Items] | |||
Property plant and equipment useful life | 7 years | ||
Leasehold improvements | |||
Summary Of Significant Accounting Policies [Line Items] | |||
Property plant and equipment useful life | 5 years | ||
Minimum | |||
Summary Of Significant Accounting Policies [Line Items] | |||
Payment due days | 30 days | ||
Subscriptions term to customers | 12 months | ||
Maximum | |||
Summary Of Significant Accounting Policies [Line Items] | |||
Payment due days | 60 days | ||
Subscriptions term to customers | 36 months |
Summary of Significant Accoun45
Summary of Significant Accounting Policies - Allowance for Doubtful Accounts (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Allowance for Doubtful Accounts Receivable [Roll Forward] | |||
Beginning balance | $ 1,170 | $ 559 | $ 740 |
Charges to expense and deferred revenue | 376 | 1,529 | 599 |
Write-offs | (1,223) | (918) | (780) |
Ending balance | $ 323 | $ 1,170 | $ 559 |
Summary of Significant Accoun46
Summary of Significant Accounting Policies - Schedule of Capitalized and Amortization of Software Development Costs (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Accounting Policies [Abstract] | |||
Software development costs capitalized during period | $ 0 | $ 0 | $ 5,924 |
Amortization of capitalized software development costs | $ 3,228 | $ 2,012 | $ 65 |
Summary of Significant Accoun47
Summary of Significant Accounting Policies - Schedule of Capitalized Software Development Costs (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Accounting Policies [Abstract] | ||
Capitalized software development costs | $ 8,981 | $ 8,981 |
Accumulated amortization | (5,305) | (2,077) |
Capitalized software development costs net | $ 3,676 | $ 6,904 |
Summary of Significant Accoun48
Summary of Significant Accounting Policies - Capitalized Software Development Costs Expected Amortization Expense (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Finite-Lived Intangible Assets [Line Items] | ||
2,017 | $ 1,587 | |
2,018 | 380 | |
Intangible assets, net | 1,967 | $ 4,546 |
Software development costs | ||
Finite-Lived Intangible Assets [Line Items] | ||
2,017 | 2,479 | |
2,018 | 1,197 | |
Intangible assets, net | $ 3,676 |
Cash and Cash Equivalents and49
Cash and Cash Equivalents and Marketable Securities - Cash and Cash Equivalents and Marketable Securities (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 |
Investment Holdings [Line Items] | ||||
Cash, cost and estimated fair value | $ 13,434 | $ 9,624 | ||
Cash equivalents, cost and estimated fair value | 16,100 | 200 | ||
Cash and cash equivalents, cost and estimated fair value | 29,560 | 9,870 | $ 20,594 | $ 38,415 |
Total Cost | 109,262 | 112,841 | ||
Unrealized Gains | 0 | 0 | ||
Unrealized Losses | (46) | (132) | ||
Short-term marketable securities Estimated Fair Value | 79,656 | |||
Total Estimated Fair Value | 109,216 | 112,709 | ||
Money market mutual funds | ||||
Investment Holdings [Line Items] | ||||
Cash equivalents, cost and estimated fair value | 16,126 | 246 | ||
Short-term marketable securities | ||||
Investment Holdings [Line Items] | ||||
Short-term marketable securities Cost | 79,702 | 96,521 | ||
Unrealized Gains | 0 | 0 | ||
Unrealized Losses | (46) | (111) | ||
Short-term marketable securities Estimated Fair Value | 79,656 | 96,410 | ||
Short-term marketable securities | Commercial paper | ||||
Investment Holdings [Line Items] | ||||
Short-term marketable securities Cost | 11,664 | 7,485 | ||
Unrealized Gains | 0 | 0 | ||
Unrealized Losses | 0 | 0 | ||
Short-term marketable securities Estimated Fair Value | 11,664 | 7,485 | ||
Short-term marketable securities | Corporate notes and bonds | ||||
Investment Holdings [Line Items] | ||||
Short-term marketable securities Cost | 35,555 | 44,483 | ||
Unrealized Gains | 0 | 0 | ||
Unrealized Losses | (37) | (60) | ||
Short-term marketable securities Estimated Fair Value | 35,518 | 44,423 | ||
Short-term marketable securities | Government obligation | ||||
Investment Holdings [Line Items] | ||||
Short-term marketable securities Cost | 5,004 | 12,010 | ||
Unrealized Gains | 0 | 0 | ||
Unrealized Losses | (1) | (12) | ||
Short-term marketable securities Estimated Fair Value | 5,003 | 11,998 | ||
Short-term marketable securities | U.S. agency obligations | ||||
Investment Holdings [Line Items] | ||||
Short-term marketable securities Cost | 27,479 | 32,543 | ||
Unrealized Gains | 0 | 0 | ||
Unrealized Losses | (8) | (39) | ||
Short-term marketable securities Estimated Fair Value | $ 27,471 | 32,504 | ||
Marketable securities, noncurrent | ||||
Investment Holdings [Line Items] | ||||
Short-term marketable securities Cost | 6,450 | |||
Unrealized Gains | 0 | |||
Unrealized Losses | (21) | |||
Short-term marketable securities Estimated Fair Value | 6,429 | |||
Marketable securities, noncurrent | Corporate notes and bonds | ||||
Investment Holdings [Line Items] | ||||
Short-term marketable securities Cost | 4,453 | |||
Unrealized Gains | 0 | |||
Unrealized Losses | (17) | |||
Short-term marketable securities Estimated Fair Value | 4,436 | |||
Marketable securities, noncurrent | Government obligation | ||||
Investment Holdings [Line Items] | ||||
Short-term marketable securities Cost | 1,997 | |||
Unrealized Gains | 0 | |||
Unrealized Losses | (4) | |||
Short-term marketable securities Estimated Fair Value | $ 1,993 |
Property and Equipment, net - C
Property and Equipment, net - Components of Property and Equipment (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 44,407 | $ 49,091 |
Less accumulated depreciation and amortization | (34,824) | (36,344) |
Property and equipment, net | 9,583 | 12,747 |
Computers, equipment and software | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 33,729 | 37,249 |
Leasehold improvements | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 5,555 | 5,546 |
Capital leases | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 826 | 0 |
Furniture and fixtures | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 2,867 | 2,630 |
Construction in progress | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 1,430 | $ 3,666 |
Property and Equipment, net - D
Property and Equipment, net - Depreciation Expense Related to Property and Equipment (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Property, Plant and Equipment [Abstract] | |||
Depreciation expense | $ 6,271 | $ 7,800 | $ 9,351 |
Goodwill and Intangible Asset52
Goodwill and Intangible Assets, net - Intangible Assets and their Related Useful Lives (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2016 | Dec. 31, 2015 | |
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets, net | $ 1,967 | $ 4,546 |
Acquired technology | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets, gross | 20,441 | 20,441 |
Intangible assets, accumulated amortization | (18,474) | (16,103) |
Intangible assets, net | $ 1,967 | 4,338 |
Acquired technology | Minimum | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets, useful life | 5 years | |
Acquired technology | Maximum | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets, useful life | 7 years | |
Perpetual software licenses | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets, useful life | 2 years | |
Intangible assets, gross | $ 2,430 | 2,430 |
Intangible assets, accumulated amortization | (2,430) | (2,430) |
Intangible assets, net | 0 | 0 |
Covenants not to compete | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets, gross | 2,028 | 2,028 |
Intangible assets, accumulated amortization | (2,028) | (1,976) |
Intangible assets, net | $ 0 | 52 |
Covenants not to compete | Minimum | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets, useful life | 1 year | |
Covenants not to compete | Maximum | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets, useful life | 4 years | |
Other | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets, gross | $ 1,939 | 1,939 |
Intangible assets, accumulated amortization | (1,939) | (1,783) |
Intangible assets, net | $ 0 | $ 156 |
Other | Minimum | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets, useful life | 2 years | |
Other | Maximum | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets, useful life | 7 years |
Goodwill and Intangible Asset53
Goodwill and Intangible Assets, net - Amortization Expense Related to Intangible Assets (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |||
Amortization expense related to intangible assets | $ 2,579 | $ 4,902 | $ 4,862 |
Goodwill and Intangible Asset54
Goodwill and Intangible Assets, net - Estimated Future Amortization Expense (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
2,017 | $ 1,587 | |
2,018 | 380 | |
Intangible assets, net | $ 1,967 | $ 4,546 |
Fair Value Measurements of As55
Fair Value Measurements of Assets and Liabilities - Financial Assets Measured at Fair Value on Recurring Basis (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Assets | ||
Marketable securities | $ 79,656 | |
Fair value measurements, recurring | ||
Assets | ||
Marketable securities | 79,656 | $ 102,839 |
Total | 95,782 | 103,085 |
Fair value measurements, recurring | Commercial paper | ||
Assets | ||
Marketable securities | 11,664 | 7,485 |
Fair value measurements, recurring | Corporate notes and bonds | ||
Assets | ||
Marketable securities | 35,518 | 48,859 |
Fair value measurements, recurring | Government obligation | ||
Assets | ||
Marketable securities | 5,003 | 13,991 |
Fair value measurements, recurring | U.S. agency obligations | ||
Assets | ||
Marketable securities | 27,471 | 32,504 |
Fair value measurements, recurring | Money market mutual funds | ||
Assets | ||
Cash equivalents | 16,126 | 246 |
Fair value measurements, recurring | Level 1 | ||
Assets | ||
Marketable securities | 0 | 0 |
Total | 16,126 | 246 |
Fair value measurements, recurring | Level 1 | Commercial paper | ||
Assets | ||
Marketable securities | 0 | 0 |
Fair value measurements, recurring | Level 1 | Corporate notes and bonds | ||
Assets | ||
Marketable securities | 0 | 0 |
Fair value measurements, recurring | Level 1 | Government obligation | ||
Assets | ||
Marketable securities | 0 | 0 |
Fair value measurements, recurring | Level 1 | U.S. agency obligations | ||
Assets | ||
Marketable securities | 0 | 0 |
Fair value measurements, recurring | Level 1 | Money market mutual funds | ||
Assets | ||
Cash equivalents | 16,126 | 246 |
Fair value measurements, recurring | Level 2 | ||
Assets | ||
Marketable securities | 79,656 | 102,839 |
Total | 79,656 | 102,839 |
Fair value measurements, recurring | Level 2 | Commercial paper | ||
Assets | ||
Marketable securities | 11,664 | 7,485 |
Fair value measurements, recurring | Level 2 | Corporate notes and bonds | ||
Assets | ||
Marketable securities | 35,518 | 48,859 |
Fair value measurements, recurring | Level 2 | Government obligation | ||
Assets | ||
Marketable securities | 5,003 | 13,991 |
Fair value measurements, recurring | Level 2 | U.S. agency obligations | ||
Assets | ||
Marketable securities | 27,471 | 32,504 |
Fair value measurements, recurring | Level 2 | Money market mutual funds | ||
Assets | ||
Cash equivalents | 0 | 0 |
Fair value measurements, recurring | Level 3 | ||
Assets | ||
Marketable securities | 0 | 0 |
Total | 0 | 0 |
Fair value measurements, recurring | Level 3 | Commercial paper | ||
Assets | ||
Marketable securities | 0 | 0 |
Fair value measurements, recurring | Level 3 | Corporate notes and bonds | ||
Assets | ||
Marketable securities | 0 | 0 |
Fair value measurements, recurring | Level 3 | Government obligation | ||
Assets | ||
Marketable securities | 0 | 0 |
Fair value measurements, recurring | Level 3 | U.S. agency obligations | ||
Assets | ||
Marketable securities | 0 | 0 |
Fair value measurements, recurring | Level 3 | Money market mutual funds | ||
Assets | ||
Cash equivalents | $ 0 | $ 0 |
Fair Value Measurements of As56
Fair Value Measurements of Assets and Liabilities - Additional Information (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Abstract] | |||
Other-than-temporary impairments | $ 0 | $ 0 | $ 0 |
Long-Term Debt - Additional Inf
Long-Term Debt - Additional Information (Details) - Silicon Valley Bank - USD ($) | 12 Months Ended | |
Dec. 31, 2016 | Dec. 31, 2015 | |
Debt Instrument [Line Items] | ||
Quarterly installment payment | $ 600,000 | |
Line of credit facility period for interest due and payable in arrears one | 30 days | |
Line of credit facility period for interest due and payable in arrears two | 60 days | |
Line of credit facility period for interest due and payable in arrears three | 90 days | |
Default increase interest rate | 5.00% | |
Letters of credit outstanding | $ 600,000 | |
Revolving loans outstanding | 0 | |
Term loans outstanding | $ 600,000 | $ 3,600,000 |
Term loans interest rate (percent) | 2.96% | |
Secured | ||
Debt Instrument [Line Items] | ||
Term loan facility | $ 30,030,000 | |
Revolving loan facility | ||
Debt Instrument [Line Items] | ||
Remaining available under the revolving loan facility | $ 30,000,000 | |
Adjusted LIBOR rate, plus a margin | Minimum | Secured | ||
Debt Instrument [Line Items] | ||
Term loan facility basis spread on LIBOR rate one (percent) | 2.00% | |
Adjusted LIBOR rate, plus a margin | Maximum | Secured | ||
Debt Instrument [Line Items] | ||
Term loan facility basis spread on LIBOR rate one (percent) | 2.25% | |
Prime rate, plus a margin | Minimum | Secured | ||
Debt Instrument [Line Items] | ||
Term loan facility basis spread on LIBOR rate one (percent) | 0.25% | |
Prime rate, plus a margin | Maximum | Secured | ||
Debt Instrument [Line Items] | ||
Term loan facility basis spread on LIBOR rate one (percent) | 0.50% |
Long-Term Debt - Summary of Lon
Long-Term Debt - Summary of Long-Term Debt (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Debt Instrument [Line Items] | ||
Less current portion | $ (600) | $ (2,400) |
Long-term debt, less current portion | 0 | 1,200 |
Silicon Valley Bank | ||
Debt Instrument [Line Items] | ||
Silicon Valley Bank loans | 600 | 3,600 |
Less current portion | (600) | (2,400) |
Long-term debt, less current portion | $ 0 | $ 1,200 |
Stock-Based Awards and Stock-59
Stock-Based Awards and Stock-Based Compensation - Additional Information (Details) | Sep. 02, 2016USD ($)$ / sharesshares | Aug. 05, 2016$ / shares | Jan. 01, 2016shares | May 31, 2015USD ($)offering_periodpurchase_dateshares | Dec. 31, 2016USD ($)shares | Dec. 31, 2016USD ($)$ / sharesshares | Dec. 31, 2015$ / sharesshares | Dec. 31, 2014$ / sharesshares |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Weighted average share exercise price (dollars per share) | $ / shares | $ 9.39 | |||||||
Options canceled in exchange (shares) | 1,701,245 | |||||||
Fair value per share (dollars per share) | $ / shares | $ 1.65 | $ 2.65 | $ 3.68 | |||||
Common stock remained available for purchase (shares) | 3,859,304 | 3,859,304 | 3,642,166 | |||||
Additional shares reserved (shares) | 2,979,417 | |||||||
Number of options granted (shares) | 1,217,157 | |||||||
Options exercisable by non-employees (shares) | 4,092,661 | 4,092,661 | ||||||
Unrecognized stock-based compensation | $ | $ 26,300,000 | $ 26,300,000 | ||||||
Weighted average remaining vesting period | 2 years 2 months 12 days | |||||||
Restricted stock units | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
RSUs issued in exchange (shares) | 3,645,209 | |||||||
RSUs issued in exchange, weighted average exercise price (dollars per share) | $ / shares | $ 3.58 | |||||||
Performance stock units | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Number of options granted (shares) | 920,000 | |||||||
Performance based options | Certain executives | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Predetermined target price (period) | 30 days | |||||||
Contingent on closing price (period) | 4 years | |||||||
Stock-based awards to non-employees | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Number of options granted (shares) | 0 | 0 | 0 | |||||
Options exercisable by non-employees (shares) | 0 | 0 | ||||||
2011 Plan | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Granted options vesting period | 4 years | |||||||
Increase in number of shares available for issuance (shares) | 5,000,000 | 5,000,000 | ||||||
Increase in shares available for grant as a percent of total shares outstanding (percent) | 3.90% | |||||||
Additional shares reserved (shares) | 3,072,200 | |||||||
2011 Plan | Restricted stock units | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Granted options vesting period | 1 year | |||||||
2011 Plan | Performance stock units | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Granted options vesting period | 4 years | |||||||
2011 Plan | Maximum | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Granted options expiration period | 10 years | |||||||
Options Exchange Program | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Weighted average share exercise price (dollars per share) | $ / shares | $ 11.29 | |||||||
Options canceled in exchange (shares) | 586,275 | |||||||
Allocated stock-based compensation expense | $ | $ 300,000 | |||||||
Options Exchange Program | Restricted stock units | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Granted options vesting period | 2 years | |||||||
RSUs issued in exchange (shares) | 122,400 | |||||||
RSUs issued in exchange, weighted average exercise price (dollars per share) | $ / shares | $ 4.33 | |||||||
Options Exchange Program | Minimum | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Weighted average share exercise price (dollars per share) | $ / shares | $ 6.58 | |||||||
ESPP | Employee stock | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Common stock reserved for issuance (shares) | 2,000,000 | |||||||
Maximum employee contribution (percent) | 15.00% | |||||||
Maximum employee contribution | $ | $ 25,000 | |||||||
Maximum employee purchase (shares) | 3,000 | |||||||
Offering period | 12 months | |||||||
Duration of offering period | 6 years | |||||||
Number of offering periods per year | purchase_date | 2 | |||||||
Duration of offering period for purchases | 6 months | |||||||
Number of available offering periods to participants | offering_period | 1 | |||||||
Discount from market price (percent) | 85.00% | |||||||
Stock instrument, issued in period (shares) | 488,823 | |||||||
Fair value per share (dollars per share) | $ / shares | $ 3.30 | |||||||
Discount from fair value per share (dollars per share) | $ / shares | $ 0.60 | |||||||
Common stock remained available for purchase (shares) | 1,511,177 | 1,511,177 |
Stock-Based Awards and Stock-60
Stock-Based Awards and Stock-Based Compensation - Stock Option Activity and Stock Options Outstanding (Details) $ / shares in Units, $ in Thousands | 12 Months Ended |
Dec. 31, 2016USD ($)$ / sharesshares | |
Shares Available for Grant | |
Beginning balance (shares) | 3,642,166 |
Additional shares reserved (shares) | 2,979,417 |
Stock options granted (shares) | (1,217,157) |
Forfeited - stock options (shares) | 1,701,245 |
Ending balance (shares) | 3,859,304 |
Outstanding Stock Options | |
Beginning balance (shares) | 6,976,957 |
Granted - stock options (shares) | 1,217,157 |
Forfeited - stock options (shares) | (1,701,245) |
Exercised - stock options (shares) | (157,110) |
Ending balance (shares) | 7,255,759 |
End of period exercisable balance (shares) | 4,092,661 |
Vested and expected to vest (shares) | 6,978,257 |
Weighted average exercise price | |
Beginning balance (dollars per share) | $ / shares | $ 5.59 |
Granted - stock options (dollars per share) | $ / shares | 3.49 |
Forfeited - stock options (dollars per share) | $ / shares | 9.39 |
Exercised - stock options (dollars per share) | $ / shares | 1.75 |
Ending balance (dollars per share) | $ / shares | 4.20 |
End of period exercisable balance (dollars per share) | $ / shares | 4.10 |
Vested and expected to vest (dollars per share) | $ / shares | $ 4.18 |
Weighted average remaining life (in years) | |
End of period balance (in years) | 5 years 10 months 13 days |
End of period exercisable balance (in years) | 3 years 5 months 23 days |
Vested and expected to vest (in years) | 5 years 9 months 7 days |
Aggregate intrinsic value (in thousands) | |
End of period balance | $ | $ 8,641 |
Exercisable end of period balance | $ | 7,289 |
Vested and expected to vest | $ | $ 8,535 |
Performance stock units | |
Shares Available for Grant | |
Stock options granted (shares) | (920,000) |
Outstanding Stock Options | |
Granted - stock options (shares) | 920,000 |
Weighted average exercise price | |
Granted - stock options (dollars per share) | $ / shares | $ 3.79 |
Restricted stock units | |
Shares Available for Grant | |
Granted - RSUs balance (shares) | (3,645,209) |
Forfeited - RSUs (shares) | 1,062,176 |
Vested RSUs adjusted for taxes (shares) | 256,666 |
Stock-Based Awards and Stock-61
Stock-Based Awards and Stock-Based Compensation - Schedule of Restricted Stock Activity (Details) - Restricted stock units | 12 Months Ended |
Dec. 31, 2016$ / sharesshares | |
Number of shares | |
Beginning balances (shares) | shares | 4,498,292 |
Granted (shares) | shares | 3,645,209 |
Vested (shares) | shares | (1,989,039) |
Forfeited (shares) | shares | (1,062,176) |
Ending balances (shares) | shares | 5,092,286 |
Weighted average grant date fair value | |
Beginning balances, weighted average grant date fair value (dollars per share) | $ / shares | $ 6.98 |
Granted, weighted average grant date fair value (dollars per share) | $ / shares | 3.58 |
Vested, weighted average grant date fair value (dollars per share) | $ / shares | 6.74 |
Forfeited, weighted average grant date fair value (dollars per share) | $ / shares | 5.98 |
Ending balances, weighted average grant date fair value (dollars per share) | $ / shares | $ 4.85 |
Stock-Based Awards and Stock-62
Stock-Based Awards and Stock-Based Compensation - Schedule of Weighted Average Assumptions for Option-Pricing (Details) | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Stock options | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Expected term (in years) | 6 years | 6 years | 6 years |
Risk-free interest rate (percent) | 1.37% | 1.75% | 1.83% |
Volatility (percent) | 50.24% | 50.62% | 50.43% |
Dividend yield (percent) | 0.00% | 0.00% | 0.00% |
Performance stock units | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Expected term (in years) | 11 months 16 days | 0 years | 0 years |
Risk-free interest rate (percent) | 1.84% | 0.00% | 0.00% |
Volatility (percent) | 49.98% | 0.00% | 0.00% |
Dividend yield (percent) | 0.00% | 0.00% | 0.00% |
Employee stock | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Expected term (in years) | 9 months 1 day | 8 months 12 days | 0 days |
Risk-free interest rate (percent) | 0.67% | 0.41% | 0.00% |
Volatility (percent) | 29.55% | 36.20% | 0.00% |
Dividend yield (percent) | 0.00% | 0.00% | 0.00% |
Stock-Based Awards and Stock-63
Stock-Based Awards and Stock-Based Compensation - Schedule of Stock-Based Compensation (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Weighted average per share grant date fair value of stock options granted (dollars per share) | $ 1.65 | $ 2.65 | $ 3.68 |
Total intrinsic value of stock options exercised | $ 319 | $ 4,444 | $ 12,573 |
Total fair value of restricted stock and stock options vested | $ 15,461 | $ 19,320 | $ 38,071 |
Employee stock | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Weighted average per share grant date fair value of ESPP purchase rights (dollars per share) | $ 1.32 | $ 1.32 | $ 0 |
Stock-Based Awards and Stock-64
Stock-Based Awards and Stock-Based Compensation - Stock-Based Compensation Expense Included in Consolidated Statements of Operations (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||
Allocated stock-based compensation expense | $ 15,604 | $ 20,305 | $ 32,908 |
Internal-use software | |||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||
Allocated stock-based compensation expense | 0 | 0 | 1,370 |
Stock-based awards to non-employees | |||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||
Allocated stock-based compensation expense | 0 | 0 | 41 |
Cost of revenues | |||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||
Allocated stock-based compensation expense | 2,162 | 3,029 | 4,276 |
Research and development | |||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||
Allocated stock-based compensation expense | 3,809 | 7,078 | 10,642 |
Sales and marketing | |||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||
Allocated stock-based compensation expense | 3,373 | 3,775 | 10,852 |
General and administrative | |||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||
Allocated stock-based compensation expense | 6,239 | 6,423 | 7,138 |
Restructuring | |||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||
Allocated stock-based compensation expense | $ 21 | $ 0 | $ 0 |
Income Taxes - Pretax Income (L
Income Taxes - Pretax Income (Loss) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Income Tax Disclosure [Abstract] | |||
Domestic | $ (13,584) | $ (35,009) | $ (55,660) |
Foreign | 843 | 1,407 | 645 |
Loss before provision for income taxes | $ (12,741) | $ (33,602) | $ (55,015) |
Income Taxes - Schedule of Inco
Income Taxes - Schedule of Income Tax Provision (Benefit) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Current tax provision: | |||
Federal | $ 0 | $ 0 | $ 0 |
State | 19 | 157 | 50 |
Foreign | 1,085 | 965 | 1,015 |
Total current tax provision | 1,104 | 1,122 | 1,065 |
Deferred tax provision: | |||
Federal | 103 | 103 | 50 |
State | 16 | 26 | 23 |
Foreign | 0 | 0 | 0 |
Total deferred tax expense | 119 | 129 | 73 |
Provision for income taxes | $ 1,223 | $ 1,251 | $ 1,138 |
Income Taxes - Reconciliation o
Income Taxes - Reconciliation of Statutory Federal Income Tax Rate to Effective Tax Rate (Details) | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Income Tax Disclosure [Abstract] | |||
Federal statutory tax rate | (34.00%) | (34.00%) | (34.00%) |
State tax | 0.30% | (11.10%) | (6.90%) |
Change in valuation allowance | 32.30% | 45.90% | 40.00% |
Permanent differences | 11.00% | 5.40% | 5.30% |
Tax credits | (5.30%) | (6.20%) | (3.80%) |
Foreign rate impact | (1.00%) | (0.60%) | (0.20%) |
Foreign tax withheld at source | 4.00% | 1.50% | (0.00%) |
Other | 2.30% | 2.80% | 1.70% |
Total effective tax rate | 9.60% | 3.70% | 2.10% |
Income Taxes - Components of De
Income Taxes - Components of Deferred Tax Assets and Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Deferred tax assets: | ||
Net operating loss (“NOL”) carryforwards | $ 80,343 | $ 74,486 |
Accrued expenses, reserves and allowances | 2,853 | 940 |
Deferred revenue | 8,498 | 16,545 |
Tax credit carryforwards | 10,632 | 12,079 |
Deferred rent | 205 | 320 |
Depreciation | 1,975 | 820 |
Stock-based compensation | 18,097 | 16,077 |
Amortizable intangibles | 1,090 | 203 |
Other | 193 | 256 |
Total deferred tax assets | 123,886 | 121,726 |
Deferred tax liabilities: | ||
Indefinite lived intangibles | (485) | (367) |
Total deferred tax liabilities | (485) | (367) |
Valuation allowance | (123,886) | (121,726) |
Net deferred taxes | $ (485) | $ (367) |
Income Taxes - Deferred Income
Income Taxes - Deferred Income Taxes (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Income Tax Disclosure [Abstract] | |||
Increase in valuation allowance | $ 2,160 | $ 14,186 | $ 21,463 |
Federal NOL carryforwards | 263,500 | 250,200 | |
State NOL carryforwards | 338,500 | 313,500 | |
Tax credit carryforwards | $ 11,300 | $ 12,900 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Income Tax Disclosure [Abstract] | |||
Net operating loss carryforwards from excess tax deductions on exercises of stock options and disqualifying dispositions | $ 74,900,000 | ||
Reduction of deferred tax assets related to the net operating losses | 31,100,000 | $ 31,600,000 | |
Unrecognized tax benefits that would impact the effective tax rate | 400,000 | ||
Repatriate earnings of foreign subsidiaries | 100,000 | $ 0 | $ 0 |
Unrepatriated cash held in foreign bank accounts | $ 1,400,000 |
Income Taxes - Schedule of Unre
Income Taxes - Schedule of Unrecognized Tax Benefits (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward] | |||
Beginning balance | $ 455 | $ 567 | $ 409 |
Additions based on tax positions related to the current year | 165 | 185 | 240 |
Reductions based on tax positions related to the current year | 0 | (74) | 0 |
Additions based on prior year tax positions | 720 | 0 | 36 |
Reductions for tax positions in prior years | (234) | (223) | (118) |
Settlements | 0 | 0 | 0 |
Ending balance | $ 1,106 | $ 455 | $ 567 |
Net Loss Per Share - Schedule o
Net Loss Per Share - Schedule of Basic and Diluted Net Loss Per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Numerator: | |||||||||||
Net loss | $ 915 | $ (745) | $ (6,725) | $ (7,409) | $ (8,549) | $ (8,829) | $ (9,310) | $ (8,165) | $ (13,964) | $ (34,853) | $ (56,153) |
Denominator: | |||||||||||
Weighted-average common shares outstanding (shares) | 77,494 | 75,365 | 71,251 | ||||||||
Less: Weighted-average unvested common shares subject to repurchase or forfeiture (shares) | 0 | 148 | 500 | ||||||||
Weighted-average shares used to compute net loss per share, basic and diluted (shares) | 77,494 | 75,217 | 70,751 | ||||||||
Net loss per share, basic and diluted (dollars per shares) | $ (0.18) | $ (0.46) | $ (0.79) |
Net Loss Per Share - Summary of
Net Loss Per Share - Summary of Potentially Dilutive Securities that are not Included in Diluted Per Share (Details) - shares | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Antidilutive securities excluded from computation of earnings per share amount (shares) | 12,431,876 | 11,483,517 | 11,686,899 |
Shares subject to outstanding common stock options | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Antidilutive securities excluded from computation of earnings per share amount (shares) | 7,255,759 | 6,976,957 | 7,329,575 |
Unvested restricted common stock | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Antidilutive securities excluded from computation of earnings per share amount (shares) | 5,092,286 | 4,498,292 | 4,043,912 |
Common stock subject to repurchase | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Antidilutive securities excluded from computation of earnings per share amount (shares) | 0 | 0 | 313,412 |
Purchase rights from employee stock purchase plans | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Antidilutive securities excluded from computation of earnings per share amount (shares) | 83,831 | 8,268 | 0 |
Statements of Cash Flows (Detai
Statements of Cash Flows (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Supplemental Cash Flow Information | |||
Cash paid for interest | $ 117 | $ 123 | $ 181 |
Cash paid for income taxes | 783 | 634 | 235 |
Supplemental Non-Cash Information | |||
Construction costs funded by landlord tenant improvement allowance | 0 | 741 | 0 |
Property and equipment acquired through capital leases | $ 826 | $ 0 | $ 0 |
Commitments and Contingencies -
Commitments and Contingencies - Summary of Rent Expense (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Commitments and Contingencies Disclosure [Abstract] | |||
Gross rent expense | $ 7,404 | $ 7,677 | $ 7,023 |
Less: Sublease income | (217) | (254) | (45) |
Net rent expense | $ 7,187 | $ 7,423 | $ 6,978 |
Commitments and Contingencies76
Commitments and Contingencies - Summary of Approximate Future Minimum Lease Payments Required Under Operating Leases (Details) $ in Thousands | Dec. 31, 2016USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
2,017 | $ 5,583 |
2,018 | 4,698 |
2,019 | 3,263 |
2,020 | 1,953 |
2,021 | 1,493 |
Thereafter | 887 |
Operating leases future payments due | $ 17,877 |
Commitments and Contingencies77
Commitments and Contingencies - Additional Information (Details) $ in Millions | Dec. 31, 2016USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments under non-cancelable purchase orders | $ 10.8 |
Geographic Information - Schedu
Geographic Information - Schedule Revenue by Geographic Area (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||||||||
Total revenues | $ 51,695 | $ 50,721 | $ 51,017 | $ 50,661 | $ 50,151 | $ 49,905 | $ 48,611 | $ 47,126 | $ 204,094 | $ 195,793 | $ 178,693 |
U.S. | |||||||||||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||||||||
Total revenues | 149,403 | 143,819 | 135,876 | ||||||||
Rest of world | |||||||||||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||||||||
Total revenues | $ 54,691 | $ 51,974 | $ 42,817 |
Geographic Information - Sche79
Geographic Information - Schedule of Long-Lived Net Assets by Major Geographic Area (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Long-lived assets | $ 11,550 | $ 17,293 |
U.S. | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Long-lived assets | 8,990 | 14,076 |
Israel | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Long-lived assets | 2,322 | 2,199 |
Netherlands | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Long-lived assets | 0 | 634 |
United Kingdom | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Long-lived assets | $ 238 | $ 384 |
Employee Benefit Plan (Details)
Employee Benefit Plan (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Defined Contribution Plan Disclosure [Line Items] | |||
Matching contributions from the employer | $ 2,351 | $ 2,485 | $ 2,413 |
Employee contribution first 3% | |||
Defined Contribution Plan Disclosure [Line Items] | |||
Employer matching contribution for employee contribution (percent) | 100.00% | ||
Nondiscretionary matching contribution (percent) | 3.00% | ||
Employee contribution next 2% | |||
Defined Contribution Plan Disclosure [Line Items] | |||
Employer matching contribution for employee contribution (percent) | 50.00% | ||
Nondiscretionary matching contribution (percent) | 2.00% |
Related-Party Transactions (Det
Related-Party Transactions (Details) - Customers with common Directors - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Related Party Transaction [Line Items] | |||
Accounts receivable | $ 63 | $ 230 | |
Deferred revenue, current | 372 | 461 | |
Deferred revenue, non-current | 7 | 56 | |
Revenues | $ 789 | $ 1,046 | $ 929 |
Disgorgement Funds Received (De
Disgorgement Funds Received (Details) - USD ($) $ in Thousands | Jan. 08, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 |
Unusual or Infrequent Items, or Both [Abstract] | ||||
Non-recurring gain | $ 1,100 | $ 0 | $ 1,107 | $ 0 |
Restructuring - Additional Info
Restructuring - Additional Information (Details) - Severance Costs - 2016 Realignment Plan - USD ($) $ in Millions | 5 Months Ended | 12 Months Ended |
Sep. 30, 2016 | Dec. 31, 2016 | |
Restructuring Cost and Reserve [Line Items] | ||
Employee severance benefits and other costs | $ 4.1 | |
Reduction of workforce (percent) | 14.00% |
Restructuring Restructuring - C
Restructuring Restructuring - Changes in Restructuring Accrual (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Restructuring Reserve [Roll Forward] | |||
Charges incurred | $ 4,103 | $ 0 | $ 0 |
2016 Realignment Plan | |||
Restructuring Reserve [Roll Forward] | |||
Balance of restructuring accrual, beginning | 0 | ||
Charges incurred | 4,103 | ||
Cash payments made | (4,021) | ||
Balance of restructuring accrual, ending | 82 | 0 | |
2016 Realignment Plan | Severance Costs | |||
Restructuring Reserve [Roll Forward] | |||
Balance of restructuring accrual, beginning | 0 | ||
Charges incurred | 3,697 | ||
Cash payments made | (3,615) | ||
Balance of restructuring accrual, ending | 82 | 0 | |
2016 Realignment Plan | Other Costs | |||
Restructuring Reserve [Roll Forward] | |||
Balance of restructuring accrual, beginning | 0 | ||
Charges incurred | 406 | ||
Cash payments made | (406) | ||
Balance of restructuring accrual, ending | $ 0 | $ 0 |
Selected Quarterly Financial 85
Selected Quarterly Financial Data (Detail) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Quarterly Financial Information Disclosure [Abstract] | |||||||||||
Total revenues | $ 51,695 | $ 50,721 | $ 51,017 | $ 50,661 | $ 50,151 | $ 49,905 | $ 48,611 | $ 47,126 | $ 204,094 | $ 195,793 | $ 178,693 |
Gross profit | 36,140 | 34,643 | 33,673 | 32,226 | 31,499 | 31,740 | 30,460 | 29,900 | 136,682 | 123,599 | 112,020 |
Net loss | $ 915 | $ (745) | $ (6,725) | $ (7,409) | $ (8,549) | $ (8,829) | $ (9,310) | $ (8,165) | $ (13,964) | $ (34,853) | $ (56,153) |
Basic net income (loss) per share (dollars per shares) | $ 0.01 | $ (0.01) | $ (0.09) | $ (0.10) | $ (0.11) | $ (0.12) | $ (0.12) | $ (0.11) | |||
Diluted net income (loss) per share (dollars per shares) | $ 0.01 | $ (0.01) | $ (0.09) | $ (0.10) | $ (0.11) | $ (0.12) | $ (0.12) | $ (0.11) |