Document_and_Entity_Informatio
Document and Entity Information (USD $) | 12 Months Ended | ||
Dec. 31, 2013 | Jan. 31, 2014 | Jan. 31, 2014 | |
Series 1 Common Stock [Member] | Series 2 Common Stock [Member] | ||
Document Information [Line Items] | ' | ' | ' |
Document Type | '10-K | ' | ' |
Amendment Flag | 'false | ' | ' |
Document Period End Date | 31-Dec-13 | ' | ' |
Document Fiscal Year Focus | '2013 | ' | ' |
Document Fiscal Period Focus | 'FY | ' | ' |
Trading Symbol | 'SALE | ' | ' |
Entity Registrant Name | 'RETAILMENOT, INC. | ' | ' |
Entity Central Index Key | '0001475274 | ' | ' |
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 | 'Non-accelerated Filer | ' | ' |
Entity Common Stock, Shares Outstanding | ' | 49,691,236 | 3,053,748 |
Entity Public Float | $0 | ' | ' |
CONSOLIDATED_BALANCE_SHEETS
CONSOLIDATED BALANCE SHEETS (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Current assets: | ' | ' |
Cash and cash equivalents | $165,881 | $97,142 |
Accounts receivable (net of allowance for doubtful accounts of $867 and $933 at December 31, 2013 and 2012, respectively) | 59,286 | 32,315 |
Prepaids and other current assets, net | 10,661 | 1,939 |
Total current assets | 235,828 | 131,396 |
Property and equipment, net | 10,317 | 4,921 |
Intangible assets, net | 80,813 | 77,985 |
Goodwill | 179,659 | 152,755 |
Other assets, net | 5,465 | 3,863 |
Total assets | 512,082 | 370,920 |
Current liabilities: | ' | ' |
Accounts payable | 6,217 | 4,640 |
Accrued compensation and benefits | 9,875 | 5,906 |
Accrued expenses and other current liabilities | 5,586 | 4,794 |
Income taxes payable | 4,835 | 1,254 |
Current maturities of long term debt | 15,063 | 16,650 |
Total current liabilities | 41,576 | 33,244 |
Deferred tax liability-noncurrent | 8,796 | 6,631 |
Long term debt | 26,250 | 22,275 |
Other noncurrent liabilities | 4,151 | 1,116 |
Total liabilities | 80,773 | 63,266 |
Commitments and contingencies | ' | ' |
Stockholders' equity (deficit): | ' | ' |
Preferred stock: $0.001 par value; 10,000,000 shares authorized, no shares issued and outstanding as of December 31, 2013; no shares authorized, issued or outstanding as of December 31, 2012 | ' | ' |
Additional paid-in capital | 467,461 | 8,579 |
Accumulated other comprehensive benefit (loss) | 1,538 | -543 |
Accumulated deficit | -37,743 | -49,410 |
Total stockholders' equity (deficit) | 431,309 | -41,373 |
Total liabilities, redeemable convertible preferred stock and stockholders' equity (deficit) | 512,082 | 370,920 |
Series B-1 Redeemable Convertible Preferred Stock [Member] | ' | ' |
Redeemable convertible preferred stock: | ' | ' |
Redeemable convertible preferred stock, Value | ' | 30,841 |
Series B-2 Redeemable Convertible Preferred Stock [Member] | ' | ' |
Redeemable convertible preferred stock: | ' | ' |
Redeemable convertible preferred stock, Value | ' | 143,682 |
Series B-3 Redeemable Convertible Preferred Stock [Member] | ' | ' |
Redeemable convertible preferred stock: | ' | ' |
Redeemable convertible preferred stock, Value | ' | 54,636 |
Series BB-3 Redeemable Convertible Preferred Stock [Member] | ' | ' |
Redeemable convertible preferred stock: | ' | ' |
Redeemable convertible preferred stock, Value | ' | 109,273 |
Series B-4 Redeemable Convertible Preferred Stock [Member] | ' | ' |
Redeemable convertible preferred stock: | ' | ' |
Redeemable convertible preferred stock, Value | ' | 7,518 |
Series B-5 Redeemable Convertible Preferred Stock [Member] | ' | ' |
Redeemable convertible preferred stock: | ' | ' |
Redeemable convertible preferred stock, Value | ' | 3,077 |
Series 1 Common Stock [Member] | ' | ' |
Stockholders' equity (deficit): | ' | ' |
Common Stock, Value | 47 | 1 |
Series 2 Common Stock [Member] | ' | ' |
Stockholders' equity (deficit): | ' | ' |
Common Stock, Value | $6 | ' |
CONSOLIDATED_BALANCE_SHEETS_Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
In Thousands, except Share data, unless otherwise specified | ||
Allowance for doubtful accounts | $867 | $933 |
Preferred stock, Par value | $0.00 | $0.00 |
Preferred stock, Authorized | 10,000,000 | 0 |
Preferred stock, Issued | 0 | 0 |
Preferred stock, Outstanding | 0 | 0 |
Series B-1 Redeemable Convertible Preferred Stock [Member] | ' | ' |
Redeemable convertible preferred stock, Par value | $0.00 | $0.00 |
Redeemable convertible preferred stock, Shares authorized | 0 | 9,365,258 |
Redeemable convertible preferred stock, Shares issued | 0 | 6,993,977 |
Redeemable convertible preferred stock, Shares outstanding | 0 | 6,993,977 |
Series B-2 Redeemable Convertible Preferred Stock [Member] | ' | ' |
Redeemable convertible preferred stock, Par value | $0.00 | $0.00 |
Redeemable convertible preferred stock, Shares authorized | 0 | 28,946,412 |
Redeemable convertible preferred stock, Shares issued | 0 | 26,846,339 |
Redeemable convertible preferred stock, Shares outstanding | 0 | 26,846,339 |
Series B-3 Redeemable Convertible Preferred Stock [Member] | ' | ' |
Redeemable convertible preferred stock, Par value | $0.00 | $0.00 |
Redeemable convertible preferred stock, Shares authorized | 0 | 3,125,000 |
Redeemable convertible preferred stock, Shares issued | 0 | 3,053,747 |
Redeemable convertible preferred stock, Shares outstanding | 0 | 3,053,747 |
Series BB-3 Redeemable Convertible Preferred Stock [Member] | ' | ' |
Redeemable convertible preferred stock, Par value | $0.00 | $0.00 |
Redeemable convertible preferred stock, Shares authorized | 0 | 6,107,495 |
Redeemable convertible preferred stock, Shares issued | 0 | 6,107,494 |
Redeemable convertible preferred stock, Shares outstanding | 0 | 6,107,494 |
Series B-4 Redeemable Convertible Preferred Stock [Member] | ' | ' |
Redeemable convertible preferred stock, Par value | $0.00 | $0.00 |
Redeemable convertible preferred stock, Shares authorized | 0 | 966,481 |
Redeemable convertible preferred stock, Shares issued | 0 | 966,479 |
Redeemable convertible preferred stock, Shares outstanding | 0 | 966,479 |
Series B-5 Redeemable Convertible Preferred Stock [Member] | ' | ' |
Redeemable convertible preferred stock, Par value | $0.00 | $0.00 |
Redeemable convertible preferred stock, Shares authorized | 0 | 1,250,000 |
Redeemable convertible preferred stock, Shares issued | 0 | 182,425 |
Redeemable convertible preferred stock, Shares outstanding | 0 | 182,425 |
Series 1 Common Stock [Member] | ' | ' |
Common stock, Par value | $0.00 | $0.00 |
Common stock, Shares authorized | 150,000,000 | 150,000,000 |
Common stock, Shares issued | 46,569,376 | 46,569,376 |
Common stock, Shares outstanding | 947,953 | 947,953 |
Series 2 Common Stock [Member] | ' | ' |
Common stock, Par value | $0.00 | $0.00 |
Common stock, Shares authorized | 6,107,494 | 6,107,494 |
Common stock, Shares issued | 6,107,494 | 6,107,494 |
Common stock, Shares outstanding | 0 | 0 |
CONSOLIDATED_STATEMENTS_OF_OPE
CONSOLIDATED STATEMENTS OF OPERATIONS (USD $) | 12 Months Ended | ||
In Thousands, except Share data, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Income Statement [Abstract] | ' | ' | ' |
Net revenues | $209,836 | $144,685 | $80,402 |
Costs and expenses: | ' | ' | ' |
Cost of net revenues | 13,049 | 9,113 | 3,980 |
Product development | 30,566 | 14,481 | 4,388 |
Sales and marketing | 70,303 | 40,672 | 15,341 |
General and administrative | 28,583 | 15,758 | 6,883 |
Amortization of purchased intangible assets | 12,081 | 13,158 | 11,296 |
Other operating expenses | 2,525 | 6,006 | 35 |
Total costs and expenses | 157,107 | 99,188 | 41,923 |
Income from operations | 52,729 | 45,497 | 38,479 |
Other income (expense): | ' | ' | ' |
Interest expense, net | -2,980 | -3,221 | -7,784 |
Fair value change of common stock warrant | ' | ' | -2,103 |
Other income (expense), net | 672 | 77 | -129 |
Income before income taxes | 50,421 | 42,353 | 28,463 |
Provision for income taxes | -18,891 | -16,360 | -11,502 |
Net income | 31,530 | 25,993 | 16,961 |
Preferred stock dividends on participating preferred stock | -19,928 | -24,577 | -64,715 |
Total undistributed earnings (loss) | 11,602 | 1,416 | -47,754 |
Undistributed earnings allocated to participating preferred stock | -5,998 | -1,390 | ' |
Net income (loss) attributable to common stockholders | $5,604 | $26 | ($47,754) |
Net income (loss) per share attributable to common stockholders: | ' | ' | ' |
Basic | $0.24 | $0.03 | ($64.19) |
Diluted | $0.23 | $0.03 | ($64.19) |
Weighted-average number of common shares used in computing net income (loss) per share: | ' | ' | ' |
Basic | 23,074 | 841 | 744 |
Diluted | 25,742 | 2,277 | 744 |
CONSOLIDATED_STATEMENTS_OF_COM
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Statement Of Income And Comprehensive Income [Abstract] | ' | ' | ' |
Net income | $31,530 | $25,993 | $16,961 |
Other comprehensive income, net of tax: | ' | ' | ' |
Foreign currency translation adjustments | 2,081 | 1,749 | -2,292 |
Comprehensive income | $33,611 | $27,742 | $14,669 |
CONSOLIDATED_STATEMENTS_OF_STO
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY (DEFICIT) (USD $) | Total | Initial Public Offering [Member] | Secondary Public Offering [Member] | Series 1 Common Stock [Member] | Series 1 Common Stock [Member] | Series 1 Common Stock [Member] | Series 2 Common Stock [Member] | Additional Paid-In Capital [Member] | Additional Paid-In Capital [Member] | Additional Paid-In Capital [Member] | Accumulated Deficit [Member] | Accumulated Other Comprehensive Income (Loss) [Member] |
In Thousands, except Share data | Initial Public Offering [Member] | Secondary Public Offering [Member] | Initial Public Offering [Member] | Secondary Public Offering [Member] | ||||||||
Beginning Balance at Dec. 31, 2010 | ($2,966) | ' | ' | $1 | ' | ' | ' | $105 | ' | ' | ($3,072) | ' |
Beginning Balance (in shares) at Dec. 31, 2010 | ' | ' | ' | 764,435 | ' | ' | ' | ' | ' | ' | ' | ' |
Net income | 16,961 | ' | ' | ' | ' | ' | ' | ' | ' | ' | 16,961 | ' |
Foreign currency translation adjustment | -2,292 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | -2,292 |
Exercise of stock options | 23 | ' | ' | ' | ' | ' | ' | 23 | ' | ' | ' | ' |
Exercise of stock options (in Shares) | 85,294 | ' | ' | 85,294 | ' | ' | ' | ' | ' | ' | ' | ' |
Reclassification of common stock warrant | 3,577 | ' | ' | ' | ' | ' | ' | 3,577 | ' | ' | ' | ' |
Stock-based compensation expense | 471 | ' | ' | ' | ' | ' | ' | 471 | ' | ' | ' | ' |
Preferred stock dividend from repurchase of preferred stock | -49,927 | ' | ' | ' | ' | ' | ' | ' | ' | ' | -49,927 | ' |
Accretion of preferred stock dividends | -14,788 | ' | ' | ' | ' | ' | ' | ' | ' | ' | -14,788 | ' |
Ending Balance at Dec. 31, 2011 | -48,941 | ' | ' | 1 | ' | ' | ' | 4,176 | ' | ' | -50,826 | -2,292 |
Ending Balance (in shares) at Dec. 31, 2011 | ' | ' | ' | 849,729 | ' | ' | ' | ' | ' | ' | ' | ' |
Net income | 25,993 | ' | ' | ' | ' | ' | ' | ' | ' | ' | 25,993 | ' |
Foreign currency translation adjustment | 1,749 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,749 |
Exercise of stock options | 355 | ' | ' | ' | ' | ' | ' | 355 | ' | ' | ' | ' |
Exercise of stock options (in Shares) | 102,599 | ' | ' | 98,224 | ' | ' | ' | ' | ' | ' | ' | ' |
Stock-based compensation expense | 4,048 | ' | ' | ' | ' | ' | ' | 4,048 | ' | ' | ' | ' |
Accretion of preferred stock dividends | -24,577 | ' | ' | ' | ' | ' | ' | ' | ' | ' | -24,577 | ' |
Ending Balance at Dec. 31, 2012 | -41,373 | ' | ' | 1 | ' | ' | ' | 8,579 | ' | ' | -49,410 | -543 |
Ending Balance (in shares) at Dec. 31, 2012 | ' | ' | ' | 947,953 | ' | ' | ' | ' | ' | ' | ' | ' |
Net income | 31,530 | ' | ' | ' | ' | ' | ' | ' | ' | ' | 31,530 | ' |
Issuance of common stock upon initial public offering / secondary public offering, net of offering costs | ' | 85,365 | 49,107 | ' | 5 | 2 | ' | ' | 85,360 | 49,105 | ' | ' |
Issuance of common stock upon initial public offering / secondary public offering, net of offering costs (in shares) | ' | ' | ' | ' | 4,545,454 | 2,000,000 | ' | ' | ' | ' | ' | ' |
Conversion of preferred stock to common stock upon initial public offering | 310,209 | ' | ' | 38 | ' | ' | 6 | 310,165 | ' | ' | ' | ' |
Conversion of preferred stock to common stock upon initial public offering (in shares) | ' | ' | ' | 38,072,967 | ' | ' | 6,107,494 | ' | ' | ' | ' | ' |
Foreign currency translation adjustment | 2,081 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2,081 |
Exercise of common stock warrant | 1 | ' | ' | ' | ' | ' | ' | 1 | ' | ' | ' | ' |
Exercise of common stock warrant (in shares) | ' | ' | ' | 457,796 | ' | ' | ' | ' | ' | ' | ' | ' |
Exercise of stock options | 1,717 | ' | ' | 1 | ' | ' | ' | 1,716 | ' | ' | ' | ' |
Exercise of stock options (in Shares) | 544,852 | ' | ' | 544,852 | ' | ' | ' | ' | ' | ' | ' | ' |
Issuance of restricted stock, net of shares withheld for taxes | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Issuance of restricted stock, net of shares withheld for taxes (in shares) | ' | ' | ' | 354 | ' | ' | ' | ' | ' | ' | ' | ' |
Stock-based compensation expense | 10,507 | ' | ' | ' | ' | ' | ' | 10,507 | ' | ' | ' | ' |
Excess income tax benefit from stock-based compensation | 2,028 | ' | ' | ' | ' | ' | ' | 2,028 | ' | ' | ' | ' |
Accretion of preferred stock dividends | -19,863 | ' | ' | ' | ' | ' | ' | ' | ' | ' | -19,863 | ' |
Ending Balance at Dec. 31, 2013 | $431,309 | ' | ' | $47 | ' | ' | $6 | $467,461 | ' | ' | ($37,743) | $1,538 |
Ending Balance (in shares) at Dec. 31, 2013 | ' | ' | ' | 46,569,376 | ' | ' | 6,107,494 | ' | ' | ' | ' | ' |
CONSOLIDATED_STATEMENTS_OF_CAS
CONSOLIDATED STATEMENTS OF CASH FLOWS (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Cash flows from operating activities: | ' | ' | ' |
Net income | $31,530 | $25,993 | $16,961 |
Adjustments to reconcile net income to net cash provided by operating activities: | ' | ' | ' |
Depreciation and amortization expense | 14,112 | 14,192 | 11,556 |
Stock-based compensation expense | 10,507 | 4,048 | 471 |
Deferred income tax (benefit) expense | -2,828 | -1,796 | 1,204 |
Excess income tax benefit from stock-based compensation | -2,028 | ' | ' |
Non-cash interest expense | 996 | 816 | 3,662 |
Impairment of assets | ' | 4,924 | ' |
Amortization of deferred compensation | 2,527 | 1,082 | ' |
Other non-cash expense and fair value change in liabilities, net | 91 | -104 | 2,405 |
Provision for doubtful accounts receivable | 180 | 604 | 213 |
Changes in operating assets and liabilities: | ' | ' | ' |
Accounts receivable, net | -25,747 | -9,285 | -13,696 |
Prepaid expenses and other current assets, net | -5,873 | -983 | -272 |
Accounts payable | 1,209 | 2,975 | 798 |
Accrued expenses and other current liabilities | 9,966 | -251 | 6,479 |
Other noncurrent assets and liabilities | -3,112 | 38 | -416 |
Net cash provided by operating activities | 31,530 | 42,253 | 29,365 |
Cash flows from investing activities: | ' | ' | ' |
Payments for acquisition of businesses, net of acquired cash | -28,613 | -10,290 | -32,603 |
Purchase of property and equipment | -6,487 | -3,089 | -1,808 |
Purchase of other assets | -1,796 | ' | ' |
Net cash used in investing activities | -36,896 | -13,379 | -34,411 |
Cash flows from financing activities: | ' | ' | ' |
Proceeds from initial public offering, net of offering costs | 85,365 | ' | ' |
Proceeds from follow-on offering, net of offering costs | 49,107 | ' | ' |
Payments of preferred stock dividends | -58,682 | ' | ' |
Proceeds from notes payable, net of issuance costs | 33,069 | ' | ' |
Payments on notes payable | -38,925 | -20,333 | -29,427 |
Proceeds from issuance of preferred stock, net of issuance costs | ' | ' | 177,860 |
Payments for repurchase of preferred stock | ' | ' | -70,000 |
Proceeds from exercise of options and warrants to purchase common stock | 1,753 | 251 | 173 |
Excess income tax benefit from stock-based compensation | 2,028 | ' | ' |
Payments of principal on capital lease arrangements | -11 | ' | ' |
Net cash provided by (used in) financing activities | 73,704 | -20,082 | 78,606 |
Effect of foreign currency exchange rate on cash | 401 | 116 | -111 |
Change in cash and cash equivalents | 68,739 | 8,908 | 73,449 |
Cash and cash equivalents, beginning of year | 97,142 | 88,234 | 14,785 |
Cash and cash equivalents, end of year | 165,881 | 97,142 | 88,234 |
Supplemental disclosure of cash flow information | ' | ' | ' |
Cash interest payments | 1,777 | 2,136 | 4,188 |
Income tax payments | 16,087 | 22,080 | 6,682 |
Supplemental disclosure of non-cash investing activities | ' | ' | ' |
Issuance of preferred stock in connection with acquisition | ' | 3,000 | 7,000 |
Issuance of notes payable in connection with acquisition | 6,085 | 3,500 | 6,000 |
Supplemental disclosure of non-cash financing activities | ' | ' | ' |
Reclassification of common stock warrant | ' | ' | 3,577 |
Accretion of preferred stock dividends | 19,928 | 24,577 | 14,788 |
Exercise of preferred stock warrants | ' | ' | $2,704 |
Description_of_Business
Description of Business | 12 Months Ended |
Dec. 31, 2013 | |
Accounting Policies [Abstract] | ' |
Description of Business | ' |
1. Description of Business | |
We operate the world’s largest digital coupon marketplace, including the largest digital coupon marketplace in the U.S., RetailMeNot.com, and in the U.K., VoucherCodes.co.uk, and the largest portfolio of digital coupon websites in France, Bons-de-Reduction.com, Poulpeo.com and Ma-Reduc.com, connecting consumers with leading retailers and brands. Our websites, mobile applications, email newsletters and alerts and social media presence enable consumers to search for, discover and redeem relevant digital coupons from retailers and brands. Our marketplace features digital coupons across multiple product categories, including clothing; electronics; health and beauty; home and office; travel, food and entertainment; personal and business services; and shoes. We believe our investments in digital coupon content quality, product innovation and direct retailer relationships allow us to offer a compelling experience to consumers looking to save money, whether online or in-store. |
Summary_of_Significant_Account
Summary of Significant Accounting Policies | 12 Months Ended | ||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||
Accounting Policies [Abstract] | ' | ||||||||||||||||
Summary of Significant Accounting Policies | ' | ||||||||||||||||
2. Summary of Significant Accounting Policies | |||||||||||||||||
Basis of Presentation and Principles of Consolidation | |||||||||||||||||
The consolidated financial statements include the accounts of the Company and our wholly owned subsidiaries and have been prepared in accordance with accounting principles generally accepted in the United States of America, or U.S. GAAP. All significant intercompany transactions and balances have been eliminated. | |||||||||||||||||
Reclassifications | |||||||||||||||||
Certain prior period amounts in the accompanying consolidated financial statements have been reclassified to conform to the current year presentation. These changes consisted of a reclassification to combine certain line items in the accompanying consolidated balance sheets. These reclassifications did not impact previously reported total current assets, total assets, total current liabilities, or total liabilities in the accompanying consolidated balance sheets. | |||||||||||||||||
Significant Estimates and Judgments | |||||||||||||||||
The preparation of our consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amount of net revenues and expenses during the reporting periods. These estimates and assumptions could have a material effect on our future results of operations and financial position. Significant items subject to our estimates and assumptions include stock-based compensation, income taxes, valuation of acquired goodwill and intangible assets, allowance for doubtful accounts, revenue returns reserve, unrecognized tax benefits, acquisition-related contingent liabilities and the useful lives of property and equipment and intangible assets. As a result, actual amounts could differ from those presented herein. | |||||||||||||||||
Business Segment | |||||||||||||||||
We have one operating and reporting segment consisting of various products and services that are all related to our marketplace for digital coupons. Our chief operating decision maker is our Chief Executive Officer. Our Chief Executive Officer allocates resources and assesses performance of the business and other activities at a single reporting segment level. | |||||||||||||||||
Cash and Cash Equivalents | |||||||||||||||||
All highly-liquid investments with an original maturity of three months or less at the date of purchase are considered to be cash equivalents. As of December 31, 2013 and 2012, we maintained all cash and cash equivalent balances in operating, savings and U.S. money market deposit accounts. | |||||||||||||||||
Accounts Receivable, Net | |||||||||||||||||
Accounts receivable, net represent amounts due from retailers, through various performance marketing networks, for commissions earned on consumer purchases. We record an allowance for doubtful accounts in an amount equal to the estimated probable losses net of recoveries, which are based on an analysis of historical bad debt, current receivables aging and expected future write-offs of uncollectible accounts, as well as an assessment of specific identifiable accounts considered at risk or uncollectible. The following table summarizes our allowance for doubtful accounts (in thousands): | |||||||||||||||||
Beginning | Additions | Write-offs | Ending | ||||||||||||||
Balance | Charged to | Balance | |||||||||||||||
Expense | |||||||||||||||||
Allowance for doubtful accounts: | |||||||||||||||||
Year ended December 31, 2011 | $ | 82 | 215 | (2 | ) | $ | 295 | ||||||||||
Year ended December 31, 2012 | 295 | 639 | (1 | ) | 933 | ||||||||||||
Year ended December 31, 2013 | 933 | 142 | (208 | ) | 867 | ||||||||||||
Property and Equipment, Net | |||||||||||||||||
Property and equipment, net includes assets such as furniture and fixtures, leasehold improvements, computer hardware, and office and telephone equipment. We record property and equipment at cost less accumulated depreciation and amortization. Ordinary maintenance and repairs are charged to expense, while expenditures that extend the physical or economic life of the assets are capitalized. Property and equipment are depreciated over their estimated economic lives, which range from three to five years, using the straight-line method. Leasehold improvements are amortized over the shorter of the estimated useful lives of the improvements or the lease term. We perform reviews for the impairment of property and equipment when it believes events or circumstances indicate the carrying amount of an asset may not be recoverable. | |||||||||||||||||
Goodwill and Other Intangible Assets | |||||||||||||||||
Goodwill arises from business combinations and is measured as the excess of the cost of the business acquired over the sum of the acquisition-date fair values of tangible and identifiable intangible assets acquired, less any liabilities assumed. | |||||||||||||||||
We evaluate goodwill for impairment annually, during the fourth quarter of each year, or more frequently when an event occurs or circumstances change that indicates the carrying value may not be recoverable. Events or circumstances that could trigger an impairment test include, but are not limited to, a significant adverse change in the business climate or in legal factors, an adverse action or assessment by a regulator, a loss of key personnel, significant changes in our use of the acquired assets or the strategy for our overall business, significant negative industry or economic trends, significant underperformance relative to operating performance indicators and significant changes in competition. The Company determined that no triggering events occurred during the year ended December 31, 2013. | |||||||||||||||||
We evaluate the recoverability of goodwill using what is referred to as the “Step 0” analysis, which involves evaluating qualitative factors, including macroeconomic conditions, industry and market considerations, cost factors, and overall financial performance related to our goodwill. If our “Step 0” analysis indicates that it is more likely than not that the fair value of our sole reporting unit is less than carrying amount, we perform a two-step impairment process tested at our sole reporting segment level. In the first step, the fair value for our reporting unit is compared to our book value including goodwill. In the case that the fair value is less than the book value, a second step is performed that compares the implied fair value of goodwill to the book value of the goodwill. The fair value for the implied goodwill is determined based on the difference between the fair value of the sole reporting segment and the net fair value of the identifiable assets and liabilities excluding goodwill. If the implied fair value of the goodwill is less than the book value, the difference is recognized as an impairment charge in the consolidated statements of operations. If, after assessing the totality of events or circumstances, we determine that it is not more likely than not that the fair value of our reporting unit is less than its carrying amount, then the quantitative impairment tests are unnecessary. Our annual evaluation of goodwill for impairment was as of October 1, 2013, and we determined that the quantitative tests were not necessary. We did not record any goodwill impairment charges during the years ended December 31, 2013, 2012 and 2011. | |||||||||||||||||
Identifiable intangible assets consist of acquired customer intangible assets, marketing-related intangible assets, contract-based intangible assets, and technology-based intangible assets. Intangible assets with definite lives are amortized over their estimated useful lives on a straight-line or accelerated basis. See Note 4, “Goodwill and Other Intangible Assets”. The method of amortization applied represents our best estimate of the distribution of the economic value of the identifiable intangible assets. The factors we considered in determining the useful lives of identifiable intangible assets included the extent to which expected future cash flows would be affected by our intent and ability to retain use of these assets, including the period of time that would capture 90% or more of the assets value on a perpetuity basis. | |||||||||||||||||
Intangible assets are reviewed for impairment whenever events or changes in circumstances indicate the carrying amount of intangible assets may not be recoverable. Conditions that would necessitate an impairment assessment include a significant decline in the observable market value of an asset, a significant change in the extent or manner in which an asset is used, or any other significant adverse change that would indicate that the carrying amount of an asset or group of assets may not be recoverable. When such events occur, we compare the carrying amounts of the assets to their undiscounted cash flows. If this comparison indicates that there is impairment, the amount of the impairment is calculated as the difference between the carrying value and the fair value. | |||||||||||||||||
Deferred Financing Costs | |||||||||||||||||
We capitalize underwriting, legal and other direct costs incurred related to the issuance of debt, which are recorded as deferred charges and amortized to interest expense over the term of the related debt using the effective interest method. Upon the extinguishment of the related debt, any unamortized capitalized deferred financing costs are recorded to interest expense. | |||||||||||||||||
Lease Obligations | |||||||||||||||||
We categorize leases at their inception as either operating or capital leases, and may receive renewal or expansion options, rent holidays, leasehold improvement allowances and other incentives on certain lease agreements. We recognize operating lease costs on a straight-line basis over the term of the agreement taking into account adjustments for market provisions, such as free or escalating base monthly rental payments, or deferred payment terms, such as rent holidays, that defer the commencement date of required payments. We record rent expense associated with operating lease obligations in general and administrative expenses in the consolidated statements of operations. | |||||||||||||||||
Warrants | |||||||||||||||||
Warrants or similar instruments to acquire shares of redeemable convertible preferred stock are classified as liabilities. We issued warrants for the purchase of Series B preferred stock in conjunction with the issuance of our Series B-2 preferred stock in November 2010 and May 2011. The proceeds from the sale were allocated to the preferred stock warrants based on their fair value and the residual was allocated to preferred stock. We recorded the fair value of the preferred stock warrants as a liability with an offsetting charge to additional paid-in capital. We re-measured the fair value of the preferred stock warrants at each applicable reporting period and recorded any change in fair value in the consolidated statement of operations in non-operating expense. All of the preferred stock warrants were exercised in August 2011. | |||||||||||||||||
We issued a detachable common stock warrant in connection with a subordinated promissory note issued in November 2010. Applicable accounting guidance requires that proceeds from the issuance of a debt instrument with detachable stock purchase warrants (detachable call options) are allocated to the warrants based on fair value, with the residual allocated to the debt. Since the number of shares issuable upon exercise of the warrant was not fixed at the time of issuance, we recorded the fair value of the warrant of $1.5 million as a derivative liability. We also recorded the debt at its full face amount with a contra component, a debt discount, of $1.5 million, which was being accreted to zero over the life of the underlying debt. The accretion was accounted for as non-cash interest expense using the effective interest rate. We re-measured the fair value of the warrant liability at each reporting period and recorded any change in fair value to earnings. During the year ended December 31, 2011, we recorded a $2.1 million charge to earnings for the change in fair value of the common stock warrant. In October 2011, the number of shares issuable upon exercise of the warrant became fixed and the carrying value of the common stock warrant liability of $3.6 million was reclassified to additional paid-in capital. The common stock warrant was exercised in March 2013. | |||||||||||||||||
Revenue Recognition | |||||||||||||||||
We recognize revenue when persuasive evidence of an arrangement exists, services have been rendered, the fee to the paid retailer is fixed or determinable and collectability of the resulting receivable is reasonably assured. For commission revenues, which represent the significant majority of our net revenues, revenue recognition generally occurs when a consumer, having visited one of our websites and clicked on a digital coupon for a paid retailer, defined as a retailer with which we have a contract, makes a purchase with such paid retailer, and completion of the order is reported to us by such paid retailer, either directly or through a performance marketing network. The reporting by the paid retailer includes the amount of commissions the paid retailer has calculated as owing to us. Certain paid retailers do not provide reporting until a commission payment is made. In those cases, which have historically not been significant, we record commission revenues on a cash basis. We estimate and record a reserve, based upon actual, historical return rates as reported to us by the paid retailers, to provide for end-user cancelations or product returns, which may not be reported by the paid retailer or performance marketing network until a subsequent date. As such, we report commission revenues net of the estimated returns reserve. Net revenues are reported net of sales taxes, where applicable. The following table summarizes our revenue returns reserve (in thousands): | |||||||||||||||||
Beginning | Provision | Returns | Ending | ||||||||||||||
Balance | for Returns | Balance | |||||||||||||||
Revenue returns reserve: | |||||||||||||||||
Year ended December 31, 2011 | $ | — | $ | 3,433 | $ | (2,763 | ) | $ | 670 | ||||||||
Year ended December 31, 2012 | 670 | 6,337 | (5,780 | ) | 1,227 | ||||||||||||
Year ended December 31, 2013 | 1,227 | 10,113 | (8,175 | ) | 3,165 | ||||||||||||
Our arrangements with paid retailers are both direct and through performance marketing networks, which act as intermediaries between the paid retailers and us. No paid retailers individually accounted for more than 10% of net revenues or accounts receivable for any of the years ended December 31, 2013, 2012 and 2011. | |||||||||||||||||
Cost of Revenue | |||||||||||||||||
Cost of revenue is composed of direct and indirect costs incurred to generate revenue. These costs consist of personnel costs of our salaried merchandising and technology support employees and fees paid to third-party contractors engaged in the operation and maintenance of our existing websites and mobile applications. Such technology costs also include website hosting and Internet service costs. Other costs include allocated facility and general information technology costs. | |||||||||||||||||
Sales and Marketing Expenses | |||||||||||||||||
Our sales and marketing expenses consist of personnel costs for our sales, marketing, search engine optimization, search engine marketing and business intelligence employees, as well as online, brand and other marketing expenses. Our online, brand and other marketing costs include search engine fees, advertising on social networks, television advertising, display advertisements, creative development fees, public relations, email campaigns, trade shows and other general marketing costs. Other costs include allocated facility and general information technology costs. | |||||||||||||||||
Advertising Expenses | |||||||||||||||||
We expense all advertising costs as incurred. Advertising expenses included in sales and marketing expense were $22.2 million, $13.2 million and $1.7 million for the years ended December 31, 2013, 2012 and 2011, respectively. | |||||||||||||||||
Product Development | |||||||||||||||||
Our product development expense consists primarily of personnel costs of our product management and software engineering teams, as well as fees paid to third-party contractors and consultants engaged in the design, development, testing and improvement of the functionality and user experience of our websites and mobile applications. We expense all internal product and development costs as we do not track and separately identify costs with identifiable development activities from costs of maintenance and related activities. | |||||||||||||||||
General and Administrative Expenses | |||||||||||||||||
Our general and administrative expenses represent personnel costs for employees involved in general corporate functions, including finance, accounting, legal and human resources, among others. Additional costs included in general and administrative expenses include professional fees for legal, audit and other consulting services, travel and entertainment, charitable contributions, recruiting, allocated facility and general information technology costs and other general corporate overhead expenses. | |||||||||||||||||
Stock-Based Compensation Expense | |||||||||||||||||
Stock-based compensation expense is measured at the grant date based on the estimated fair value of the award, net of estimated forfeitures. We recognize these compensation costs on a straight-line basis over the requisite service period of the award. Forfeiture rates are estimated at grant date based on historical experience and adjusted in subsequent periods for differences in actual forfeitures from those estimates. We include stock-based compensation expense in cost of net revenues and operating expenses in our consolidated statements of operations, consistent with the respective employees’ cash compensation. We determine the fair value of stock options on the grant date using the Black-Scholes-Merton valuation model. | |||||||||||||||||
Fair Value of Financial Instruments | |||||||||||||||||
The carrying amounts of our financial instruments, including cash and cash equivalents, accounts receivable, accounts payable, accrued liabilities and notes payable, approximate fair value due to the instruments’ short-term maturities or, in the case of the long-term notes payable, based on the variable interest rate feature. We record warrant liabilities and derivative liabilities at fair value. | |||||||||||||||||
Income Taxes | |||||||||||||||||
The provision for income taxes is determined using the asset and liability method. Deferred tax assets and liabilities are calculated based upon the temporary differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases using the enacted tax rates that are applicable in a given year. The deferred tax assets are recorded net of a valuation allowance when, based on the available supporting evidence, we believe it is more likely than not that some portion or all of the recorded deferred tax assets will not be realized in future periods. | |||||||||||||||||
We utilize a two-step approach to recognize and measure uncertain tax positions. The first step is to evaluate the tax position for recognition by determining if the weight of available evidence indicates it is more likely than not that the position will be sustained on audit, including resolution of related appeals or litigation processes. The second step is to measure the tax benefit as the largest amount that is more than 50% likely to be realized upon ultimate settlement. We consider many factors when evaluating and estimating our tax positions and tax benefits, which may require periodic adjustments and which may not accurately forecast actual outcomes. We include interest and penalties related to uncertain tax positions in the provision for income taxes on our consolidated statements of operations. See Note 12, “Income Taxes.” | |||||||||||||||||
Foreign Currency | |||||||||||||||||
Our operations outside of the U.S. generally use the local currency as their functional currency. Assets and liabilities for these operations are translated at exchange rates in effect at the balance sheet date. Income and expense accounts are translated at average exchange rates for the period. Foreign currency translation adjustments are recorded in accumulated other comprehensive income (loss). Gains and losses from foreign currency denominated transactions, which were a $0.7 million gain, net, in 2013 and not significant in 2012 and 2011, are recorded in other income (expense), net in our consolidated statements of operations. | |||||||||||||||||
Recent Accounting Pronouncements | |||||||||||||||||
In February 2013, the FASB issued new guidance that amends the presentation of items reclassified from accumulated other comprehensive income to net income. The guidance requires that information regarding such reclassifications is presented by component and reported in one place within the financial statements. We adopted these provisions on January 1, 2013, which only affect how we present information about reclassifications from accumulated other comprehensive income to net income. The adoption of these provisions had no impact on our financial position, results of operations or cash flows. |
Acquisitions
Acquisitions | 12 Months Ended | ||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||
Business Combinations [Abstract] | ' | ||||||||||||||||
Acquisitions | ' | ||||||||||||||||
3. Acquisitions | |||||||||||||||||
The following table summarizes our acquisitions during the years ended December 31, 2013 and 2012, with amounts shown below at fair value at each respective acquisition date (dollars in thousands): | |||||||||||||||||
YSL Ventures, Inc. | Ma-Reduc.com | Actiepagina.nl | Miwim | ||||||||||||||
(Bons-de- | |||||||||||||||||
Reduction.com | |||||||||||||||||
and | |||||||||||||||||
Poulpeo.com) | |||||||||||||||||
Year acquired | 2013 | 2013 | 2013 | 2012 | |||||||||||||
Cash acquired | $ | 206 | $ | 530 | $ | 64 | $ | 558 | |||||||||
Other tangible assets acquired | 73 | 1,376 | 2 | 1,697 | |||||||||||||
Identifiable intangible assets | |||||||||||||||||
Customer relationships | — | 296 | 192 | 475 | |||||||||||||
Marketing-related | — | 6,231 | 896 | 4,035 | |||||||||||||
Contract-based | 1,772 | 263 | 187 | 142 | |||||||||||||
Technology-based | 1,480 | 564 | 207 | 811 | |||||||||||||
Goodwill | 8,796 | 14,530 | 1,597 | 8,727 | |||||||||||||
Total assets acquired | 12,327 | 23,790 | 3,145 | 16,445 | |||||||||||||
Total liabilities assumed | (763 | ) | (3,002 | ) | — | (3,197 | ) | ||||||||||
Total | $ | 11,564 | $ | 20,788 | $ | 3,145 | $ | 13,248 | |||||||||
Tangible assets, which include cash and cash equivalents and accounts receivable, were valued at their respective carrying amounts, which we believe approximate their fair values at the respective acquisition dates. The liabilities assumed in connection with these acquisitions, which were recorded at their fair value at the acquisition dates, include accrued liabilities, accounts payable and deferred tax liabilities. For all acquisitions, goodwill represents the excess of the purchase price over the aggregate fair value of the net identifiable assets acquired. In connection with our acquisitions we incurred approximately $1.4 million, $0.6 million and $1.4 million in direct acquisition costs in the years ended December 31, 2013, 2012 and 2011, respectively, all of which were expensed as incurred and are included in general and administrative expenses on the consolidated statements of operations. | |||||||||||||||||
Goodwill resulted primarily from acquiring a business in a market characterized by high profitability, numerous participants, with none having a dominant market position and specialized processes and procedures, none of which qualify as a separate intangible asset. | |||||||||||||||||
The valuation of identifiable intangible assets acquired reflects our estimates based on, among other factors, use of established valuation methods. The value of customer relationships was determined using the income approach. The value of marketing-related intangible assets was determined using the relief from royalty method. Contract-based intangible assets have been valued based on an income-based approach, specifically the with/without method. The value of acquired technology was determined based on a cost-to-recreate methodology. Identifiable intangible assets with definite lives are amortized over the period of estimated benefit using the straight-line or accelerated method and the estimated useful lives of one to fifteen years. The method of amortization applied represents our best estimate of the distribution of the economic value of the identifiable intangible assets. | |||||||||||||||||
The acquired marketing-related intangible assets consist primarily of trade names, domain names and well-developed traffic acquisition strategies. These trade and domain names play a pivotal role in generating visits and consumer leads for retailers. In addition, the traffic acquisition methodologies such as search engine optimization processes and techniques, email subscriber lists and campaign processes and other direct marketing capabilities also contribute significantly to generating consumer leads and visits. Our intent is to use the brand and domain names for the foreseeable future and to build upon the established traffic-acquisition methodologies. Accordingly, we utilized a fifteen year useful life to both determine the value of these assets and the selection of a useful life. | |||||||||||||||||
The acquired customer-related intangible assets consist solely of contracts with retailers. The businesses we acquired typically had relationships with a substantial portion of the major online retailers that offered digital coupons through affiliate marketing relationships. The customer relationships were valued predominantly using an income approach (multi-period excess earnings method.) Based on the attrition factors applied, the expected useful life of customer relationships from this income approach is fifteen years. Although the contracts we enter into with retailers are cancelable upon short or no notice and without penalty, we determined the useful life of these relationships to be longer-term in nature based upon consideration of several factors. These factors included the fact that couponing has been used in-store by retailers for an extended period; the growth in revenues of the acquired businesses which indicated growing use of coupons by retailers and consumers; the higher level of retailer relationship management that we provide as compared to the periods prior to acquisition; and historically low attrition rates. Based on these factors, we determined that the useful life of these relationships would extend to the foreseeable future and, accordingly, utilized a period of fifteen years both to value and amortize these assets. | |||||||||||||||||
YSL Ventures, Inc. | |||||||||||||||||
On October 9, 2013, we acquired 100% of the outstanding capital stock of YSL Ventures, Inc., a private company that operated under the name Zendeals, for $11.6 million of initial cash consideration. The initial cash consideration is subject to adjustment based on the finalization of the amount of YSL Ventures, Inc.’s working capital as of October 9, 2013. Due to the timing of the acquisition, we have not yet finalized our allocation of the purchase price to the fair value of assets acquired and liabilities assumed. | |||||||||||||||||
In conjunction with the acquisition of YSL Ventures, Inc., we entered into deferred compensation arrangements with the former owners of YSL Ventures, Inc., at which time we transferred $6.2 million into an escrow account, to be paid to the owners over a two year period, with $3.1 million to be paid in October 2014, and the remainder paid in equal quarterly installments over the following year, contingent upon the former employees’ continued employment with RetailMeNot. We recorded an associated asset for the deferred compensation arrangement, which is included in other noncurrent assets in the amount of $5.4 million as of December 31, 2013. This asset is being amortized ratably to other operating expense over the two-year term of the required employment period. During the year ended December 31, 2013, we recognized $0.8 million of compensation expense related to these agreements. | |||||||||||||||||
The goodwill resulting from the acquisition of YSL Ventures, Inc. is not deductible for tax purposes. | |||||||||||||||||
Ma-Reduc.com | |||||||||||||||||
On July 1, 2013, our wholly owned subsidiary, RetailMeNot, France, acquired 100% of the outstanding capital stock of ABCYNE, a private company and the operator of Ma-Reduc.com, a digital coupon website in France. The total purchase price of $20.8 million was comprised of: (i) $15.0 million initial cash consideration, (ii) notes payable issued by RetailMeNot, France, with an aggregate principal amount of $4.9 million to the shareholders, bearing interest at a rate of 3.0% per annum and due in 2014 and (iii) additional cash consideration for working capital of $0.9 million. | |||||||||||||||||
The goodwill resulting from the acquisition of Ma-Reduc.com is not deductible for tax purposes. | |||||||||||||||||
Actiepagina.nl | |||||||||||||||||
On March 1, 2013, we acquired certain assets and liabilities of Actiepagina B.V. associated with Actiepagina.nl, its website based in the Netherlands. The total purchase price of $3.1 million was comprised of: (i) $2.0 million cash consideration and (ii) a $1.1 million note payable issued to the seller, due in 2014. | |||||||||||||||||
The resulting goodwill from the acquisition of Actiepagina.nl is not deductible for tax purposes. | |||||||||||||||||
Bons-de-Reduction.com and Poulpeo.com | |||||||||||||||||
On May 10, 2012, we acquired 100% of the outstanding capital stock of Miwim, a private company and the operator of Bons-de-Reduction.com and Poulpeo.com, two websites in France. The total purchase price of $13.2 million was comprised of: (i) $10.1 million initial cash consideration, (ii) 182,425 shares of our Series B-5 preferred stock with an aggregate value of $3.0 million, based on a per share fair value of approximately $16.45 per share and (iii) additional cash consideration for working capital of $0.1 million. | |||||||||||||||||
In conjunction with the acquisition of Bons-de-Reduction.com and Poulpeo.com, we entered into deferred compensation arrangements with the former owners, at which time we issued promissory notes to such individuals with a principal amount totaling $3.5 million bearing interest at 5.0% annually. Principal is being repaid in equal annual installments of $1.75 million over a two-year period along with accompanying accrued interest, contingent on the continued employment of the former owners. We recorded an associated asset for the deferred compensation arrangement, which is included in other noncurrent assets in the amount of $0.6 million and $2.4 million as of December 31, 2013 and 2012, respectively. This asset is being amortized ratably to other operating expense over the two-year term of the required employment period. During the years ended December 31, 2013 and 2012, we recognized $1.7 million and $1.1 million, respectively, of compensation expense related to these agreements. | |||||||||||||||||
The resulting goodwill from the Bons-de-Reduction.com and Poulpeo.com acquisition is not deductible for tax purposes. |
Goodwill_and_Other_Intangible_
Goodwill and Other Intangible Assets | 12 Months Ended | ||||||||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||||||||
Goodwill And Intangible Assets Disclosure [Abstract] | ' | ||||||||||||||||||||||
Goodwill and Other Intangible Assets | ' | ||||||||||||||||||||||
4. Goodwill and Other Intangible Assets | |||||||||||||||||||||||
Changes in our goodwill balance for the years ended December 31, 2013 and 2012 are summarized in the table below (in thousands). | |||||||||||||||||||||||
Balance at December 31, 2011 | $ | 142,917 | |||||||||||||||||||||
Acquired in business combinations | 8,727 | ||||||||||||||||||||||
Foreign currency translation adjustment | 1,111 | ||||||||||||||||||||||
Balance at December 31, 2012 | 152,755 | ||||||||||||||||||||||
Acquired in business combinations | 24,923 | ||||||||||||||||||||||
Foreign currency translation adjustment | 1,981 | ||||||||||||||||||||||
Balance at December 31, 2013 | $ | 179,659 | |||||||||||||||||||||
Intangible assets consisted of the following as of December 31, 2013 and 2012 (in thousands): | |||||||||||||||||||||||
Weighted- | Estimated | December 31, 2013 | |||||||||||||||||||||
average | Useful Life | ||||||||||||||||||||||
amortization | (Months) | Gross | Accumulated | Impairment | Net | ||||||||||||||||||
period | Amortization | ||||||||||||||||||||||
Customer relationships | 180 | 180 | $ | 16,244 | $ | (3,368 | ) | $ | — | $ | 12,876 | ||||||||||||
Marketing-related | 165 | 48-180 | 75,182 | (17,035 | ) | — | 58,147 | ||||||||||||||||
Contract-based | 58 | Dec-60 | 19,875 | (11,528 | ) | — | 8,347 | ||||||||||||||||
Technology-based | 12 | 12 | 7,937 | (6,494 | ) | — | 1,443 | ||||||||||||||||
Total intangible assets | $ | 119,238 | $ | (38,425 | ) | $ | — | $ | 80,813 | ||||||||||||||
Estimated | December 31, 2012 | ||||||||||||||||||||||
Useful Life | |||||||||||||||||||||||
(Months) | Gross | Accumulated | Impairment | Net | |||||||||||||||||||
Amortization | |||||||||||||||||||||||
Customer relationships | 180 | $ | 18,654 | $ | (2,827 | ) | $ | (2,498 | ) | $ | 13,329 | ||||||||||||
Marketing-related | 48-180 | 68,142 | (12,049 | ) | (2,058 | ) | 54,035 | ||||||||||||||||
Contract-based | 33-60 | 18,529 | (8,260 | ) | (368 | ) | 9,901 | ||||||||||||||||
Technology-based | 12 | 5,767 | (5,047 | ) | — | 720 | |||||||||||||||||
Total intangible assets | $ | 111,092 | $ | (28,183 | ) | $ | (4,924 | ) | $ | 77,985 | |||||||||||||
In 2012, we determined that we would no longer support three of our websites, Coupon7.com, Couponshare.com and CheapStingyBargains.com. We have migrated all traffic from these websites to RetailMeNot.com and Deals2buy.com, and do not expect these sites to provide additional income. As a result of this impairment indicator, we determined that a complete impairment of the remaining unamortized intangible assets related to these websites was warranted, resulting in an impairment charge of $4.9 million, which is included in other operating expenses. We did not record any intangible asset impairment charges during the years ended December 31, 2013 and 2011. | |||||||||||||||||||||||
As of December 31, 2013 and 2012, the weighted-average amortization period for definite-lived intangible assets was 11.6 and 10.4 years, respectively. Estimated amortization of intangible assets for the five years subsequent to December 31, 2013 and thereafter is as follows (in thousands): | |||||||||||||||||||||||
2014 | $ | 12,046 | |||||||||||||||||||||
2015 | 9,606 | ||||||||||||||||||||||
2016 | 6,636 | ||||||||||||||||||||||
2017 | 6,600 | ||||||||||||||||||||||
2018 | 6,377 | ||||||||||||||||||||||
Thereafter | 39,548 | ||||||||||||||||||||||
$ | 80,813 | ||||||||||||||||||||||
Property_and_Equipment_Net
Property and Equipment, Net | 12 Months Ended | ||||||||||||
Dec. 31, 2013 | |||||||||||||
Property Plant And Equipment [Abstract] | ' | ||||||||||||
Property and Equipment, Net | ' | ||||||||||||
5. Property and Equipment, Net | |||||||||||||
Property and equipment consisted of the following as of December 31, 2013 and 2012 (in thousands): | |||||||||||||
Estimated | |||||||||||||
Useful Life | |||||||||||||
(Years) | 2013 | 2012 | |||||||||||
Computer hardware | 3 | $ | 1,886 | $ | 1,158 | ||||||||
Purchased software | 3 | 1,222 | 954 | ||||||||||
Office equipment | 3 | 430 | 233 | ||||||||||
Office furniture and fixtures | 5 | 2,885 | 1,578 | ||||||||||
Leasehold improvements | 5 | 7,361 | 2,415 | ||||||||||
13,784 | 6,338 | ||||||||||||
Less: Accumulated amortization and depreciation | (3,467 | ) | (1,417 | ) | |||||||||
Net property and equipment | $ | 10,317 | $ | 4,921 | |||||||||
Depreciation and amortization expense related to property and equipment was $2.0 million, $1.0 million and $0.3 million for the years ended December 31, 2013, 2012 and 2011, respectively. We recorded no impairment of property and equipment and recorded no significant gains or losses on the disposal of property and equipment during the years ended December 31, 2013, 2012 and 2011, respectively. |
Accrued_Expenses_and_Other_Cur
Accrued Expenses and Other Current Liabilities | 12 Months Ended | ||||||||
Dec. 31, 2013 | |||||||||
Payables And Accruals [Abstract] | ' | ||||||||
Accrued Expenses and Other Current Liabilities | ' | ||||||||
6. Accrued Expenses and Other Current Liabilities | |||||||||
Accrued expenses and other current liabilities consisted of the following as of December 31, 2013 and 2012 (in thousands): | |||||||||
2013 | 2012 | ||||||||
Marketing and professional services | $ | 2,214 | $ | 1,369 | |||||
Taxes other than income taxes | 1,302 | 998 | |||||||
Interest payable | 751 | 990 | |||||||
Other | 1,319 | 1,437 | |||||||
$ | 5,586 | $ | 4,794 | ||||||
Long_Term_Debt
Long Term Debt | 12 Months Ended | ||||||||
Dec. 31, 2013 | |||||||||
Debt Disclosure [Abstract] | ' | ||||||||
Long Term Debt | ' | ||||||||
7. Long Term Debt | |||||||||
Long term debt consisted of the following as of December 31, 2013 and 2012 (in thousands): | |||||||||
2013 | 2012 | ||||||||
Senior secured note due 2018—interest rate of 2.9% at December 31, 2013 | $ | 33,250 | $ | — | |||||
Senior revolving credit facility due 2018 | — | — | |||||||
Senior secured note due 2015—interest rate of 5.9% at December 31, 2012 | — | 29,425 | |||||||
Unsecured seller note due 2013—interest rate of 5.0% at December 31, 2012 | — | 6,000 | |||||||
Unsecured seller note due 2014—interest rate of 3.0% at December 31, 2013 | 5,163 | — | |||||||
Unsecured promissory notes due 2014—interest rate of 5.0% at December 31, 2013 and 2012 | 1,750 | 3,500 | |||||||
Unsecured seller note due 2014—interest rate of 4.0% at December 31, 2013 | 1,150 | — | |||||||
41,313 | 38,925 | ||||||||
Less current maturities | (15,063 | ) | (16,650 | ) | |||||
Total long-term debt | $ | 26,250 | $ | 22,275 | |||||
Senior Debt | |||||||||
On July 1, 2013, we entered into an amended and restated revolving credit and term loan agreement with certain lenders, including an entity related to a stockholder of the Company, or Senior Debt. The Senior Debt consists of a $115.0 million revolving credit facility and a $35.0 million term loan facility. The term loan facility was used, in part, to fully repay the $25.0 million of borrowings outstanding as of June 30, 2013 under our prior senior debt facility. The obligations were paid in full effective upon closing of the Senior Debt. There are no amounts currently outstanding under the revolving credit facility. On December 31, 2013, we had $95.2 million available for borrowings under the revolving credit facility. | |||||||||
We pay quarterly revolving credit facility fees of 50 basis points per annum. At our option, borrowings under both the term loan facility and the revolving credit facility bear interest at either the base rate or a eurodollar-based rate (each as more fully described in the amended and restated revolving credit and term loan agreement) plus an applicable margin as determined based on the funded debt to EBITDA ratio (as more fully described in the amended and restated revolving credit and term loan agreement). These rates are summarized in the following table: | |||||||||
Basis for Pricing | Level I | Level II | |||||||
Consolidated Funded Debt/EBITDA | <1.00:1.00 | >1.00:1.00 | |||||||
Revolving Credit Eurodollar Margin (LIBOR) | 200 basis points | 250 basis points | |||||||
Revolving Credit Base Rate Margin | 100 basis points | 150 basis points | |||||||
Term Loan Eurodollar Margin (LIBOR) | 262.5 basis points | 312.5 basis points | |||||||
Term Loan Base Rate Margin | 162.5 basis points | 212.5 basis points | |||||||
Interest is payable quarterly in arrears for base rate borrowings and on the last day of the applicable eurodollar-interest period for any eurodollar-based borrowings. Principal payments on the term loan facility of $1.75 million are due on the first day of each quarter beginning October 1, 2013, with any remaining balance due in July 2018. Borrowings under the revolving credit facility are automatically converted to five-year term loans at any time such outstanding amounts are greater than or equal to $25.0 million and carry the same maturity date as the initial $35.0 million term loan. Total borrowings under the revolving credit facility may not exceed a borrowing availability limit based on a multiple of EBITDA for the trailing twelve months (as more fully described in the amended and restated revolving credit and term loan agreement). Mandatory prepayments include net cash proceeds from certain asset sales, 100% of the net cash proceeds of any subordinated debt and 50% of the net cash proceeds of certain equity transactions, excluding the cash proceeds from our December 16, 2013 follow-on offering, and any equity interests issued under certain stock option or employee incentive plans. | |||||||||
The Senior Debt has priority in repayment to all other outstanding debt. We have granted our lenders a security interest in substantially all of our assets, including intellectual property, pursuant to a security agreement and an intellectual property security agreement, except that the security interest shall apply only after the funded debt to EBITDA ratio is greater than or equal to 1:00 to 1:00. We are subject to complying with certain financial covenants, including minimum trailing twelve month EBITDA levels, funded debt to EBITDA ratio and a fixed charge coverage ratio (each as more fully described in the amended and restated revolving credit and term loan agreement). The amended and restated revolving credit and term loan agreement contains customary affirmative and negative covenants and prohibits, among other things and subject to certain exceptions, the incurrence of additional debt, payment of other debt obligations, incurrence of liens, acquisitions of businesses or capital expenditures in excess of stated amounts, sales of businesses or assets, payment of dividends, making loans or advances and certain other restrictions. The amended and restated revolving credit and term loan agreement also contains customary events of default including, among others, payment defaults, breaches of covenants, bankruptcy and insolvency events, cross defaults with certain material indebtedness, judgment defaults, change of control and breaches of representations and warranties. We were in compliance with all covenants as of December 31, 2013. | |||||||||
Seller Notes | |||||||||
In July 2013, our wholly owned subsidiary, RetailMeNot, France, issued seller notes payable, or Ma-Reduc Notes, in connection with our acquisition of ABCYNE. The Ma-Reduc Notes have an aggregate principal amount of €3.75 million, translated to $5.2 million on our balance sheet as of December 31, 2013, mature in July 2014 and bear interest at a rate of 3.0% annually. The carrying value of the Ma-Reduc Notes is included in in short-term notes payable as of December 31, 2013. | |||||||||
In March 2013, we issued seller notes payable, Actiepagina Notes, in connection with our acquisition of Actiepagina B.V. The Actiepagina Notes have an aggregate principal amount of $1.2 million, mature in September 2014 and bear interest at a rate of 4.0% annually. The carrying value of the Actiepagina Notes is included in in short-term notes payable as of December 31, 2013. | |||||||||
Other Notes | |||||||||
In conjunction with our acquisition of Miwim (Bons-de-Reduction.com and Poulpeo.com), we entered into deferred compensation arrangements with the former owners of Miwim, at which time we issued promissory notes, or the Miwim Notes, with an aggregate principal amount $3.5 million bearing interest at 5.0% annually. We paid $1.75 million of the principal, along with accompanying interest, during 2013, and the remaining $1.75 million matures in May 2014. The carrying value of the Miwim Notes is included in in short-term notes payable as of December 31, 2013. | |||||||||
Future maturities of debt as of December 31, 2013 are as follows (in thousands): | |||||||||
Year Ended December 31, | |||||||||
2014 | 15,063 | ||||||||
2015 | 7,000 | ||||||||
2016 | 7,000 | ||||||||
2017 | 7,000 | ||||||||
2018 | 5,250 | ||||||||
$ | 41,313 | ||||||||
Debt Issuance Costs | |||||||||
Amortization of deferred financing costs was $0.4 million, $0.6 million and $1.2 million during the years ended December 31, 2013, 2012 and 2011, respectively. In addition, during the year ended December 31, 2013, we recognized a $0.6 million write-off of the remaining unamortized deferred financing costs of our prior senior debt facility following the amendment of such senior debt facility in July 2013. |
Commitments_and_Contingencies
Commitments and Contingencies | 12 Months Ended | ||||
Dec. 31, 2013 | |||||
Commitments And Contingencies Disclosure [Abstract] | ' | ||||
Commitments and Contingencies | ' | ||||
8. Commitments and Contingencies | |||||
Operating Leases | |||||
We lease office space, including our corporate headquarters in Austin, Texas under non-cancelable operating leases. Rent expense under these operating leases was $3.2 million, $1.4 million and $0.3 million for the years ended December 31, 2013, 2012 and 2011, respectively. | |||||
Certain of these lease arrangements have renewal or expansion options and adjustments for market provisions, such as free or escalating base monthly rental payments. Amounts reported in the table below are reported net of rent concessions. We recognize rent expense under such lease arrangements on a straight-line basis over the initial term of the lease. The difference between the straight-line expense and the cash paid for rent has been recorded as deferred rent. | |||||
We are responsible for paying our proportionate share of the actual operating expenses and real estate taxes under certain of these lease agreements. These operating expenses are not included in the table below. Future minimum lease payments under non- cancelable operating leases (including rent escalation clauses) with terms in excess of one year as of December 31, 2013 are as follows (in thousands): | |||||
Year Ended December 31, | |||||
2014 | $ | 2,800 | |||
2015 | 3,272 | ||||
2016 | 3,340 | ||||
2017 | 3,466 | ||||
2018 | 3,552 | ||||
Thereafter | 8,611 | ||||
$ | 25,041 | ||||
Contractual Obligations | |||||
As of December 31, 2013, we had purchase obligations of approximately $0.9 million that primarily relate to contracts for non-cancellable services. The obligations are primarily due and payable in 2014. | |||||
Legal Matters | |||||
From time to time, we may be involved in litigation relating to claims arising in the ordinary course of business. Management believes that there are no claims or actions pending or threatened against the Company, the ultimate disposition of which would have a material impact on our consolidated financial position, results of operations or cash flows. | |||||
Employment Agreements | |||||
We have entered into employment and change of control arrangements with certain of our executive officers and with certain employees in Europe. | |||||
Indemnification | |||||
In the normal course of business, to facilitate transactions related to our operations, we indemnify certain parties, including lessors, service providers and, from time to time, retailers and performance marketing networks with respect to certain matters. We have agreed to hold certain parties harmless against losses arising from a breach of representations or covenants, or other claims, including intellectual property infringement claims made against those certain parties by third parties. These agreements may limit the time within which an indemnification claim can be made and the amount of the claim. In addition, we have entered into indemnification agreements with our officers and directors, and our bylaws contain similar indemnification obligations. |
Redeemable_Convertible_Preferr
Redeemable Convertible Preferred Stock, Stockholders' Equity (Deficit) and Stock-Based Compensation | 12 Months Ended | ||||||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||||||
Equity [Abstract] | ' | ||||||||||||||||||||
Redeemable Convertible Preferred Stock, Stockholders' Equity (Deficit) and Stock-Based Compensation | ' | ||||||||||||||||||||
9. Redeemable Convertible Preferred Stock, Stockholders’ Equity (Deficit) and Stock-Based Compensation | |||||||||||||||||||||
Reverse Stock Split | |||||||||||||||||||||
On June 5, 2013, our Board of Directors approved, and on June 12, 2013 we affected, a four-for-one reverse stock split of our common and preferred stock. All share and per share information for all periods presented has been adjusted to reflect the effect of such reverse stock split. On July 24, 2013, we amended our certificate of incorporation to adjust the amount of our authorized shares to: 150,000,000 shares of Series 1 common stock, 6,107,494 shares of Series 2 common stock, and 10,000,000 shares of preferred stock. The common and preferred stock have a par value of $0.001 per share. | |||||||||||||||||||||
Initial Public Offering | |||||||||||||||||||||
On July 24, 2013, we completed our initial public offering of 10,454,544 shares of Series 1 common stock, at a price of $21.00 per share, before underwriting discounts and commissions. We sold 4,545,454 of such shares and existing stockholders sold an aggregate of 5,909,090 of such shares, including 1,363,636 shares sold by selling stockholders as a result of the underwriters’ exercise of their over-allotment option to purchase additional shares. Our initial public offering generated net proceeds to us of approximately $85.4 million, after deducting underwriting discounts and commissions. Expenses incurred by us for our initial public offering were approximately $3.4 million and were recorded against the net proceeds received by us from our initial public offering. We did not receive any proceeds from the sale of shares by the selling stockholders in our initial public offering. | |||||||||||||||||||||
Follow-on Offering | |||||||||||||||||||||
On December 16, 2013, we completed our follow-on offering of 7,207,207 shares of Series 1 common stock, at a price of $26.00 per share before underwriting discounts and commissions. We sold 2,000,000 of such shares and existing stockholders sold an aggregate of 5,207,207 of such shares, including 940,070 shares sold by selling stockholders as a result of the underwriters’ exercise of their option to purchase additional shares. The offering generated net proceeds to us of $49.1 million, after deducting underwriting discounts and commissions. Expenses incurred by us for the follow-on offering were approximately $0.6 million and were recorded against the proceeds received from the follow-on offering. We did not receive any proceeds from the sale of shares by the selling stockholders in the follow-on offering. | |||||||||||||||||||||
Redeemable Convertible Preferred Stock | |||||||||||||||||||||
Prior to our initial public offering, we had outstanding 6,993,977 shares of Series B-1 preferred stock, 26,846,339 shares of Series B-2 preferred stock, 3,053,747 shares of Series B-3 preferred stock, 6,107,494 shares of Series BB-3 preferred stock, 996,479 shares of Series B-4 preferred stock and 182,425 shares of Series B-5 preferred stock. The outstanding shares of redeemable convertible preferred stock converted on a one-to-one basis into shares of common stock concurrent with the closing of our initial public offering. All of the outstanding shares of our Series B-1, Series B-2, Series B-3, Series B-4 and Series B-5 preferred stock automatically converted into an aggregate of 38,072,967 shares of Series 1 common stock and all of the outstanding shares of our Series BB-3 preferred stock automatically converted into an aggregate of 6,107,494 shares of Series 2 common stock. Following the closing of our initial public offering, there were no shares of preferred stock outstanding. | |||||||||||||||||||||
Common Stock | |||||||||||||||||||||
As of December 31, 2013 and 2012, we had contractual rights to repurchase zero and 100,260 shares of common stock (in addition to exercised unvested shares under our 2007 Stock Plan) respectively, upon the holder’s termination from the Company with cause or the holder’s attempt to transfer said shares, other than as permitted under the repurchase agreement. Our repurchase right with respect to such shares will lapse in a series of 32 equal monthly installments, subject to the holder’s completion of each additional complete month of service to the Company. As of December 31, 2013 and 2012, we had contractual rights to repurchase 31,921 and 29,900 shares, respectively, of exercised unvested shares under our 2007 Stock Plan. As of December 31, 2013 and 2012, we had repurchased 4,948 and 4,375 shares of exercised unvested shares, respectively. As of both December 31, 2013 and 2012, we had a liability of $0.1 million associated with exercised unvested shares. | |||||||||||||||||||||
Each share of common stock is entitled to one vote at all meetings of stockholders, except each share of Series 2 common stock is not entitled to vote in connection with the election of the members of our Board of Directors. The number of authorized shares of common stock may be increased or decreased (but not below the number of shares thereof then outstanding) by the affirmative vote of the holders of shares of capital stock of the Company representing a majority of the votes represented by all outstanding shares of capital stock of the Company entitled to vote. The holders of common stock are also entitled to receive dividends, when, if and as declared by our Board of Directors, whenever funds are legally available therefore, subject to the priority rights of any outstanding preferred stock. Each share of Series 2 common stock is convertible, at the option of the holder, into one fully paid and nonassessable share of Series 1 common stock. | |||||||||||||||||||||
On August 7, 2013 we registered 10,262,195 shares of our Series 1 common stock that we have issued or may issue under our 2007 Stock Plan, 2013 Equity Incentive Plan or 2013 Employee Stock Purchase Plan. | |||||||||||||||||||||
Common Stock Warrant | |||||||||||||||||||||
In connection with our November 2010 issuance of subordinated debt, which was repaid in full during 2011, we issued a Common Stock Warrant, exercisable for 457,796 shares of Series 1 common stock at an exercise price of $0.004 per share. The Common Stock Warrant was exercised in March 2013. | |||||||||||||||||||||
Stock-Based Compensation | |||||||||||||||||||||
In July 2013, our board of directors and stockholders approved our 2013 Equity Incentive Plan (the “2013 Plan”) and our 2013 Employee Stock Purchase Plan (the “2013 Purchase Plan”). When the 2013 Plan took effect, all shares available for grant under our 2007 Stock Plan, as amended, (the “2007 Plan”) were transferred into the share pool of the 2013 Plan. Subsequent to our initial public offering, we have not granted, and will not grant in the future, any additional awards under the 2007 Plan. However, the 2007 Plan will continue to govern the terms and conditions of all outstanding equity awards granted under the 2007 Plan. | |||||||||||||||||||||
2013 Equity Incentive Plan | |||||||||||||||||||||
Under our 2013 Plan, the following awards types may be granted: stock options, stock appreciation rights, restricted stock, restricted stock units, performance shares and units and other cash-based or stock-based awards. To date we have granted non-statutory stock options and restricted stock units. Restricted stock units represent rights to receive shares of our Series 1 common stock (or their value in cash) at a future date without payment of a purchase price. Holders of restricted stock units have no voting rights or rights to receive cash dividends unless and until shares of Series 1 common stock are issued in settlement of such awards. The compensation committee of our Board of Directors, or a committee appointed by the compensation committee, determines the term of the option and restricted stock unit, option price, number of shares for which each option and restricted stock unit is granted, whether restrictions will be imposed on the shares subject to the option or restricted stock unit, and the vesting period for each option and restricted stock unit. Awards granted under the 2013 Plan generally vest over four years. The term of each option is no more than ten years from grant date. | |||||||||||||||||||||
2007 Stock Plan | |||||||||||||||||||||
Options granted under the 2007 Plan are either incentive stock options or nonstatutory stock options. Our Board of Directors determined the term of the option, option price, number of shares for which each option was granted, whether restrictions will be imposed on the shares subject to the option, and the vesting period for each option. Generally, options become 25% vested after one year of service, with the remaining 75% vesting on a pro-rata basis over the remaining three years. The term of each option is ten years. | |||||||||||||||||||||
Stock-based compensation expense for all employee share-based payment awards is based upon the grant date fair value. We recognize compensation costs, net of estimated forfeitures, on a straight-line basis over the requisite service period of the award. Forfeiture rates are estimated periodically based on historical experience and adjusted in subsequent periods for differences in actual forfeitures from our previous estimates. We recorded $10.5 million, $4.0 million and $0.5 million of stock-based compensation expense for the years ended December 31, 2013, 2012 and 2011, respectively. We include stock-based compensation expense in cost and expense consistent with the classification of respective employees’ cash compensation in the consolidated statements of operations. | |||||||||||||||||||||
The fair value of common stock options granted during the years ended December 31, 2013, 2012 and 2011 was estimated on the grant date using the Black-Scholes-Merton option pricing model. The weighted-average assumptions for stock options granted are outlined in the following table: | |||||||||||||||||||||
Year Ended December 31, | |||||||||||||||||||||
2013 | 2012 | 2011 | |||||||||||||||||||
Expected volatility | 60.27 | % | 64.46 | % | 73 | % | |||||||||||||||
Expected term (in years) | 6.01 | 5.97 | 6.02 | ||||||||||||||||||
Risk-free rate of return | 1.34 | % | 0.95 | % | 1.84 | % | |||||||||||||||
Expected dividend yield | — | — | — | ||||||||||||||||||
Due to our short history as a public company, our expected volatility is based on the volatility of comparable publicly traded entities. The expected term represents the period of time the stock options are expected to be outstanding and is based on the “simplified method”. We used the “simplified method” due to the lack of sufficient historical exercise data to provide a reasonable basis upon which to otherwise estimate the expected life of the stock options. The risk-free interest rate assumptions we use are based on observed market interest rates appropriate for the term of our employee options. | |||||||||||||||||||||
The following tables summarize the stock option activity of our 2007 Plan and 2013 Plan for the years ended December 31, 2013, 2012 and 2011: | |||||||||||||||||||||
Stock Options | Number of | Weighted- | Weighted- | Aggregate | Weighted- | ||||||||||||||||
Options | Average | Average | Intrinsic | Average | |||||||||||||||||
Exercise | Remaining | Value (in | Fair Value | ||||||||||||||||||
Price | Contractual | thousands) | (per share) | ||||||||||||||||||
(Years) | |||||||||||||||||||||
Outstanding at December 31, 2010 | 488,286 | $ | 1.08 | 9.4 | $ | 487 | $ | 0.73 | |||||||||||||
Granted | 2,081,920 | 2.96 | 1.92 | ||||||||||||||||||
Exercised | (85,294 | ) | 2.08 | 1.36 | |||||||||||||||||
Forfeited | (9,700 | ) | 1.28 | 0.85 | |||||||||||||||||
Outstanding at December 31, 2011 | 2,475,212 | $ | 2.63 | 9.4 | $ | 8,443 | $ | 1.71 | |||||||||||||
Granted | 2,441,553 | 11.59 | 6.7 | ||||||||||||||||||
Exercised | (102,599 | ) | 2.45 | 1.61 | |||||||||||||||||
Forfeited | (141,656 | ) | 4.28 | 2.56 | |||||||||||||||||
Outstanding at December 31, 2012 | 4,672,510 | $ | 7.26 | 9 | $ | 52,588 | $ | 4.29 | |||||||||||||
Granted | 1,983,785 | 22.06 | 12.29 | ||||||||||||||||||
Exercised | (544,852 | ) | 3.7 | 3.54 | |||||||||||||||||
Forfeited | (416,620 | ) | 11.46 | 7.05 | |||||||||||||||||
Outstanding at December 31, 2013 | 5,694,823 | $ | 12.45 | 8.4 | $ | 94,474 | $ | 8.03 | |||||||||||||
Vested at December 31, 2013 and expected to vest | 5,410,082 | $ | 12.45 | 8.4 | $ | 89,750 | |||||||||||||||
Exercisable at December 31, 2013 | 5,330,833 | $ | 12.52 | 8.5 | $ | 88,185 | |||||||||||||||
The aggregate intrinsic value in the table above represents the total pre-tax intrinsic value that would have been received by the option holders had all option holders exercised their options on December 31, 2013, 2012 and 2011, respectively. The aggregate intrinsic value is determined by the fair value of our common stock and the per-share grant price. | |||||||||||||||||||||
The following table summarizes the restricted stock unit activity of the 2013 Plan for the year ended December 31, 2013: | |||||||||||||||||||||
Restricted Stock Units | Number of | Weighted- | Weighted- | Aggregate | |||||||||||||||||
Shares | Average | Average | Intrinsic | ||||||||||||||||||
Purchase | Remaining | Value (in | |||||||||||||||||||
Price | Vesting Term | thousands) | |||||||||||||||||||
(Years) | |||||||||||||||||||||
Outstanding at December 31, 2012 | — | $ | — | — | $ | — | |||||||||||||||
Granted | 54,579 | — | |||||||||||||||||||
Issued | (500 | ) | — | ||||||||||||||||||
Cancelled or Expired | — | — | |||||||||||||||||||
Outstanding at December 31, 2013 | 54,079 | $ | — | 3.7 | $ | 1,557 | |||||||||||||||
Outstanding at December 31, 2013 and expected to vest | 54,079 | $ | — | 3.7 | $ | 1,557 | |||||||||||||||
The weighted average fair value at the date of grant for restricted stock units was $31.88 for the year ended December 31, 2013. | |||||||||||||||||||||
The following table summarizes additional stock option and restricted stock unit values (in thousands): | |||||||||||||||||||||
Year Ended December 31, | |||||||||||||||||||||
2013 | 2012 | 2011 | |||||||||||||||||||
Intrinsic value of stock options exercised | $ | 10,663 | $ | 788 | $ | 276 | |||||||||||||||
Intrinsic value of restricted stock units that vested | 17 | — | — | ||||||||||||||||||
Grant date fair value of stock options exercised | 1,929 | 165 | 116 | ||||||||||||||||||
Grant date fair value of restricted stock units that vested | 17 | — | — | ||||||||||||||||||
As of December 31, 2013, $32.3 million of total unrecognized compensation cost related to stock options and restricted stock units is expected to be recognized over a weighted-average period of 3.1 years. As of December 31, 2013, 4,078,916 shares of our Series 1 common stock were available for grant under the 2013 Plan. | |||||||||||||||||||||
As of December 31, 2013, we had reserved shares of common stock for future issuance as follows (in thousands): | |||||||||||||||||||||
2007 Stock Incentive Plan | 5,695 | ||||||||||||||||||||
2013 Stock Incentive Plan | 4,644 | ||||||||||||||||||||
2013 Employee Stock Purchase Plan | 561 | ||||||||||||||||||||
10,900 |
Earnings_Loss_Per_Share
Earnings (Loss) Per Share | 12 Months Ended | ||||||||||||
Dec. 31, 2013 | |||||||||||||
Earnings Per Share [Abstract] | ' | ||||||||||||
Earnings (Loss) Per Share | ' | ||||||||||||
10. Earnings (Loss) Per Share | |||||||||||||
Basic and diluted net income (loss) per common share is presented in conformity with the two-class method required for participating securities. Prior to our initial public offering, holders of Series B-1, Series B-2, Series B-3, Series BB-3, Series B-4 and Series B-5 preferred stock were each entitled to receive cumulative dividends at the annual rate of $0.31, $0.37, $1.31, $1.31, $0.29 and $0.66 per share per annum, respectively, payable prior and in preference to any dividends on any shares of our common stock. In the event a dividend was paid on common stock, the holders of preferred stock were entitled to a proportionate share of any such dividend as if they were holders of common stock (on an as-if converted basis). Accordingly, all of our outstanding series of preferred stock were considered to be participating securities. The holders of our preferred stock did not have a contractual obligation to share in our losses; therefore, no amount of total undistributed loss is allocated to preferred stock. | |||||||||||||
The rights of the holders of Series 1 and Series 2 common stock are identical, except with respect to voting. Each share of Series 1 and Series 2 common stock is entitled to one vote per share; however holders of Series 2 common stock are not entitled to vote in connection with the election of the members of our Board of Directors. Shares of Series 2 common stock may be converted into shares of Series 1 common stock at any time at the option of the stockholder. | |||||||||||||
Under the two-class method, basic net income (loss) per share attributable to common stockholders is computed by dividing the net income (loss) attributable to common stockholders by the weighted-average number of shares of common stock outstanding during the period. Net income (loss) attributable to common stockholders is determined by allocating undistributed earnings, calculated as net income less current period preferred stock dividends, between common stock and preferred stock. In computing diluted net income (loss) attributable to common stockholders, undistributed earnings are re-allocated to reflect the potential impact of dilutive securities. Diluted net income per share attributable to common stockholders is computed by dividing the net income attributable to common stockholders by the weighted-average number of shares of common stock outstanding, including potential dilutive shares of common stock assuming the dilutive effect of outstanding stock options and warrants using the treasury stock method or if-converted method, whichever is more dilutive. | |||||||||||||
On July 5, 2013, in exchange for agreeing to vote in favor of the conversion of preferred stock to common stock in connection with our initial public offering, we agreed to pay Institutional Venture Partners XIII, L.P. and entities affiliated with J.P. Morgan $2,046,001 and $4,092,002, respectively, upon delivery by us of a written request to such entities to vote to effect such conversion. We delivered such request and such payments were made on July 11, 2013. These payments had no impact on net income as the amounts are recognized within equity; however, these amounts are reflected as deemed dividends on preferred stock and, as such, impact net income (loss) attributable to common stockholders and basic and diluted net income (loss) per share attributable to common stockholders. | |||||||||||||
The following table sets forth the computation of basic and diluted earnings (loss) per share of common stock (in thousands, except per share amounts): | |||||||||||||
Year Ended December 31, | |||||||||||||
2013 | 2012 | 2011 | |||||||||||
Net income | $ | 31,530 | $ | 25,993 | $ | 16,961 | |||||||
Preferred stock dividends on participating preferred stock | (19,928 | ) | (24,577 | ) | (64,715 | ) | |||||||
Total undistributed earnings (loss) | 11,602 | 1,416 | (47,754 | ) | |||||||||
Undistributed earnings (loss) allocated to participating preferred stock | (5,998 | ) | (1,390 | ) | — | ||||||||
Net income (loss) attributable to common stockholders | $ | 5,604 | $ | 26 | $ | (47,754 | ) | ||||||
Weighted average common shares outstanding: | |||||||||||||
Basic | 23,074 | 841 | 744 | ||||||||||
Diluted | 25,742 | 2,277 | 744 | ||||||||||
Net loss per share attributable to common stockholders: | |||||||||||||
Basic | $ | 0.24 | $ | 0.03 | $ | (64.19 | ) | ||||||
Diluted | $ | 0.23 | $ | 0.03 | $ | (64.19 | ) | ||||||
The following common equivalent shares were excluded from the diluted net loss per share calculation as their inclusion would have been anti-dilutive (in thousands): | |||||||||||||
Year Ended December 31, | |||||||||||||
2013 | 2012 | 2011 | |||||||||||
Stock options | 112 | — | 1,353 | ||||||||||
Common stock warrants | — | — | 2,592 | ||||||||||
Convertible preferred stock | — | — | 36,459 | ||||||||||
Total | 112 | — | 40,404 | ||||||||||
Fair_Value_Measurements
Fair Value Measurements | 12 Months Ended | ||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||
Fair Value Disclosures [Abstract] | ' | ||||||||||||||||
Fair Value Measurements | ' | ||||||||||||||||
11. Fair Value Measurements | |||||||||||||||||
Fair value is defined as the exit price, or the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants as of the measurement date. Generally accepted accounting principles set forth a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value. The three tiers are Level 1, defined as observable inputs such as quoted prices in active markets; Level 2, defined as inputs other than quoted prices in active markets that are either directly or indirectly observable; and Level 3, defined as unobservable inputs in which little or no market data exists, therefore requiring an entity to develop our own assumptions. | |||||||||||||||||
Assets and liabilities measured at fair value on a recurring basis are summarized below (in thousands): | |||||||||||||||||
Fair Value Measurements at December 31, 2013 | |||||||||||||||||
Level 1 | Level 2 | Level 3 | Total | ||||||||||||||
Assets: | |||||||||||||||||
Money market deposit account | $ | 872 | $ | — | $ | — | $ | 872 | |||||||||
Liabilities: | |||||||||||||||||
Interest rate swap agreement | $ | — | $ | 12 | $ | — | $ | 12 | |||||||||
Fair Value Measurements at December 31, 2012 | |||||||||||||||||
Level 1 | Level 2 | Level 3 | Total | ||||||||||||||
Assets: | |||||||||||||||||
Money market deposit account | $ | 871 | $ | — | $ | — | $ | 871 | |||||||||
Liabilities: | |||||||||||||||||
Interest rate swap agreement | $ | — | $ | 85 | $ | — | $ | 85 | |||||||||
Money market funds are reported on our consolidated balance sheets as cash and cash equivalents, and interest rate swap agreements are reported on our consolidated balance sheets as accrued expenses and other current liabilities as of December 31, 2013 and as other noncurrent liabilities as of December 31, 2012. Fair value of our interest rate swap derivative has been determined using the present value of expected cash flows based on market observable interest rate yield curves commensurate with the term of the instrument. Our other financial instruments consist primarily of accounts receivable, accounts payable, accrued liabilities and notes payable. The carrying value of these assets and liabilities approximate their respective fair values as of December 31, 2013 and 2012 due to the short-term maturities, or in the case of our long-term notes payable, based on the variable interest rate feature. As of December 31, 2013, 2012 and 2011 no significant fair value adjustments were required for nonfinancial assets and liabilities. |
Income_Taxes
Income Taxes | 12 Months Ended | ||||||||||||
Dec. 31, 2013 | |||||||||||||
Income Tax Disclosure [Abstract] | ' | ||||||||||||
Income Taxes | ' | ||||||||||||
12. Income Taxes | |||||||||||||
The components of pretax income for the years ended December 31, 2013, 2012 and 2011 were as follows (in thousands): | |||||||||||||
Year Ended December 31, | |||||||||||||
2013 | 2012 | 2011 | |||||||||||
Domestic | $ | 42,189 | $ | 38,595 | $ | 26,623 | |||||||
Foreign | 8,232 | 3,758 | 1,840 | ||||||||||
Total | $ | 50,421 | $ | 42,353 | $ | 28,463 | |||||||
The components of the provision for income taxes attributable to continuing operations are as follows (in thousands): | |||||||||||||
Year Ended December 31, | |||||||||||||
2013 | 2012 | 2011 | |||||||||||
Current: | |||||||||||||
Federal | $ | 16,627 | $ | 14,773 | $ | 8,848 | |||||||
State | 1,187 | 836 | 507 | ||||||||||
Foreign | 3,905 | 2,547 | 943 | ||||||||||
Total current | 21,719 | 18,156 | 10,298 | ||||||||||
Deferred: | |||||||||||||
Federal | (1,161 | ) | (550 | ) | 1,604 | ||||||||
State | 65 | — | 55 | ||||||||||
Foreign | (1,732 | ) | (1,245 | ) | (455 | ) | |||||||
Total deferred | (2,828 | ) | (1,796 | ) | 1,204 | ||||||||
Total provision for income taxes | $ | 18,891 | $ | 16,360 | $ | 11,502 | |||||||
Our provision for income taxes attributable to continuing operations differs from the expected tax expense amount computed by applying the statutory federal income tax rate of 35% to income before income taxes as a result of the following (in thousands): | |||||||||||||
Year Ended December 31, | |||||||||||||
2013 | 2012 | 2011 | |||||||||||
Tax at U.S. statutory rate | $ | 17,647 | $ | 14,824 | $ | 9,962 | |||||||
State tax provision, net of federal benefit | 999 | 543 | 330 | ||||||||||
Stock-based compensation | 1,701 | 1,031 | 142 | ||||||||||
Foreign tax rate differential | (1,038 | ) | (421 | ) | (156 | ) | |||||||
Research and development credit | (649 | ) | — | — | |||||||||
Permanent differences and other | 231 | 383 | 1,224 | ||||||||||
Income tax provision | $ | 18,891 | $ | 16,360 | $ | 11,502 | |||||||
Deferred income taxes reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. Significant components of deferred taxes are as follows (in thousands): | |||||||||||||
December 31, | |||||||||||||
2013 | 2012 | ||||||||||||
Deferred tax assets: | |||||||||||||
Reserves and allowances | $ | 1,461 | $ | 309 | |||||||||
Tax carryforwards | 772 | — | |||||||||||
Accrued expenses | 1,033 | 21 | |||||||||||
Stock-based compensation | 1,910 | 327 | |||||||||||
Deferred rent | 756 | 336 | |||||||||||
Other | 820 | — | |||||||||||
Total deferred tax assets | 6,752 | 993 | |||||||||||
Deferred tax liabilities: | |||||||||||||
Property and equipment | (1,842 | ) | (1,022 | ) | |||||||||
Intangibles | (10,534 | ) | (6,272 | ) | |||||||||
Other | (920 | ) | — | ||||||||||
Total deferred tax liabilities | (13,296 | ) | (7,294 | ) | |||||||||
Net deferred tax liability | $ | (6,544 | ) | $ | (6,301 | ) | |||||||
In May 2012, we acquired 100% of the outstanding stock of Miwim. See Note 3, “Acquisitions”. A net deferred tax liability of approximately $1.8 million was recorded upon the acquisition, primarily related to acquired intangibles. | |||||||||||||
In July 2013, our wholly owned subsidiary, RetailMeNot, France, acquired 100% of the outstanding capital stock of Ma-Reduc.com. See Note 3, “Acquisitions”. A net deferred tax liability of approximately $2.5 million was recorded primarily related to acquired intangibles. | |||||||||||||
In October 2013, we acquired 100% of the outstanding stock of YSL Ventures, Inc. See Note 3, “Acquisitions”. A net deferred tax liability of approximately $0.3 million was recorded primarily related to acquired intangibles, offset by net operating loss and research and development tax credit carryforwards. | |||||||||||||
As of December 31, 2013, we had federal net operating loss carryforwards and research and development tax credit carryforwards of $2.1 million and $22,000, respectively. These carryforwards expire between 2031 and 2033 if not utilized. As of December 31, 2013 and 2012, no provision has been made for U.S. income taxes and foreign withholding taxes related to undistributed earnings of our foreign subsidiaries, as those earnings are considered to be permanently reinvested outside the United States. As of December 31, 2013 and 2012, the unrecognized deferred tax liability related to undistributed earnings of our foreign subsidiaries was $3.5 million and $1.2 million, respectively. | |||||||||||||
The exercise of certain of our stock options results in taxable compensation, which is includable in the taxable income of the exercising option holder and which we can deduct from our taxable income for federal and state income tax purposes. Such compensation results from increases in the fair value of our common stock subsequent to the date of grant of the exercised stock options. Option-related excess tax benefits (tax deduction over cumulative book deduction) are recorded as an increase to additional paid-in capital, while option-related tax deficiencies (cumulative book deduction over tax deduction) are recorded as a decrease to additional paid-in capital to the extent of our additional paid-in capital option pool, then to the income tax provision. During the year ended December 31, 2013, we recorded an increase to additional paid-in capital of $2.0 million, offset by a reduction in current taxes payable. During the year ended December 31, 2012, there were no option-related tax deductions. | |||||||||||||
We follow the guidance on accounting for uncertainty in income taxes, which prescribes a recognition threshold and measurement attribute for the financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return and also provides guidance on derecognition, classification, interest and penalties, accounting in interim periods, disclosure and transition. As of December 31, 2012, we did not have any significant unrecognized tax benefits recorded on our consolidated balance sheets. The aggregate changes in the balance of unrecognized tax benefits for the year ended December 31, 2013 were as follows, excluding interest and penalties (in thousands): | |||||||||||||
Balance at December 31, 2012 | $ | — | |||||||||||
Increases for tax positions related to the current year | 282 | ||||||||||||
Increases for tax positions related to prior years | 948 | ||||||||||||
Balance at December 31, 2013 | $ | 1,230 | |||||||||||
If the Company were to recognize the unrecognized tax benefits, the total amount would impact the effective tax rate. | |||||||||||||
Our practice is to recognize interest and penalties related to unrecognized tax benefits as a component of income tax expense. In 2013 and 2012, we recognized interest and penalties of $0.3 million and $0.0 million, respectively, within income tax expense on our consolidated statements of operations. Amounts for interest and penalties accrued are included within the related tax liability line in the consolidated balances sheets and were $0.3 million and $0.0 million for the years ended December 31, 2013 and 2012, respectively. | |||||||||||||
We file U.S., state and foreign income tax returns in jurisdictions with varying statutes of limitations. As of December 31, 2013, we are not under examination in any jurisdiction. As of December 31, 2013, our federal returns for the years 2010 through 2012 are subject to examination by the Internal Revenue Service. Tax years 2007 through 2009 remain open to adjustment due to net operating losses carried forward into open tax years. Additionally, various state and foreign income tax returns are subject to examinations for years 2009 through 2012 and 2010 through 2012, respectively. |
Domestic_and_Foreign_Operation
Domestic and Foreign Operations | 12 Months Ended | ||||||||||||
Dec. 31, 2013 | |||||||||||||
Segment Reporting [Abstract] | ' | ||||||||||||
Domestic and Foreign Operations | ' | ||||||||||||
13. Domestic and Foreign Operations | |||||||||||||
The Company has operations in the U.S. and Europe. Information about these operations is presented below (in thousands): | |||||||||||||
Year Ended December 31, | |||||||||||||
2013 | 2012 | 2011 | |||||||||||
Net Revenues: | |||||||||||||
U.S. | $ | 166,532 | $ | 119,986 | $ | 72,616 | |||||||
United Kingdom | 31,296 | 21,357 | 7,786 | ||||||||||
Other International | 12,008 | 3,342 | — | ||||||||||
Total Net Revenues | $ | 209,836 | $ | 144,685 | $ | 80,402 | |||||||
As of December 31, | |||||||||||||
2013 | 2012 | ||||||||||||
Identifiable long-lived assets: | |||||||||||||
U.S. | $ | 186,554 | $ | 183,633 | |||||||||
United Kingdom | 45,290 | 40,076 | |||||||||||
Other International | 38,945 | 11,952 | |||||||||||
Total identifiable long-lived assets | $ | 270,789 | $ | 235,661 | |||||||||
Net revenues attributed to the U.S. and international geographies are based upon the country in which the selling subsidiary of the Company is located. | |||||||||||||
Identifiable long-lived assets attributed to the U.S. and international geographies are based upon the country in which the asset is located or owned. |
Employee_Benefit_Plans
Employee Benefit Plans | 12 Months Ended |
Dec. 31, 2013 | |
Postemployment Benefits [Abstract] | ' |
Employee Benefit Plans | ' |
14. Employee Benefit Plans | |
401(k) Plan | |
We have established a tax-qualified employee savings and retirement plan for all employees in the U.S. who satisfy certain eligibility requirements, including requirements relating to age and length of service. Under our 401(k) plan, employees may elect to reduce their current compensation by up to the statutory limit, $17,500 in 2013 and 2012, and have us contribute the amount of this reduction to the 401(k) plan. During 2012, we began matching up to 58% of employee contributions, but not exceeding $8,750 per employee. Our contributions for the years ended December 31, 2013 and 2012 were $0.9 million and $0.4 million, respectively. |
Selected_Quarterly_Financial_D
Selected Quarterly Financial Data | 12 Months Ended | ||||||||||||||||||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||||||||||||||||||
Quarterly Financial Information Disclosure [Abstract] | ' | ||||||||||||||||||||||||||||||||
Selected Quarterly Financial Data | ' | ||||||||||||||||||||||||||||||||
15. Selected Quarterly Financial Data (unaudited) | |||||||||||||||||||||||||||||||||
For the Three Months Ended: | |||||||||||||||||||||||||||||||||
March 31, | June 30, | September 30, | December 31, | March 31, | June 30, | September 30, | December 31, | ||||||||||||||||||||||||||
2012 | 2012 | 2012 | 2012 | 2013 | 2013 | 2013 | 2013 | ||||||||||||||||||||||||||
(in thousands, except per share amounts) | |||||||||||||||||||||||||||||||||
Net revenues | $ | 29,647 | $ | 30,088 | $ | 34,160 | $ | 50,790 | $ | 40,561 | $ | 43,401 | $ | 47,350 | $ | 78,524 | |||||||||||||||||
Gross margin | 27,940 | 27,818 | 31,662 | 48,152 | 37,973 | 40,529 | 44,075 | 74,210 | |||||||||||||||||||||||||
Net income | 6,233 | 5,441 | 6,574 | 7,745 | 6,975 | 5,123 | 5,593 | 13,839 | |||||||||||||||||||||||||
Net income (loss) attributable to common stockholders | 2 | (667 | ) | 8 | 31 | 20 | (999 | ) | (2,159 | ) | 13,839 | ||||||||||||||||||||||
Net income (loss) per share attributable to common stockholders: | |||||||||||||||||||||||||||||||||
Basic | $ | 0 | $ | (0.81 | ) | $ | 0.01 | $ | 0.03 | $ | 0.02 | $ | (0.68 | ) | $ | (0.06 | ) | $ | 0.27 | ||||||||||||||
Diluted | $ | 0 | $ | (0.81 | ) | $ | 0.01 | $ | 0.03 | $ | 0.02 | $ | (0.68 | ) | $ | (0.06 | ) | $ | 0.26 | ||||||||||||||
Weighted-average number of shares used in computing net income (loss) per share: | |||||||||||||||||||||||||||||||||
Basic | 767 | 824 | 871 | 899 | 1,000 | 1,466 | 38,235 | 50,879 | |||||||||||||||||||||||||
Diluted | 2,228 | 824 | 2,657 | 2,928 | 2,965 | 1,466 | 38,235 | 53,368 |
Summary_of_Significant_Account1
Summary of Significant Accounting Policies (Policies) | 12 Months Ended | ||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||
Accounting Policies [Abstract] | ' | ||||||||||||||||
Basis of Presentation and Principles of Consolidation | ' | ||||||||||||||||
Basis of Presentation and Principles of Consolidation | |||||||||||||||||
The consolidated financial statements include the accounts of the Company and our wholly owned subsidiaries and have been prepared in accordance with accounting principles generally accepted in the United States of America, or U.S. GAAP. All significant intercompany transactions and balances have been eliminated. | |||||||||||||||||
Reclassifications | ' | ||||||||||||||||
Reclassifications | |||||||||||||||||
Certain prior period amounts in the accompanying consolidated financial statements have been reclassified to conform to the current year presentation. These changes consisted of a reclassification to combine certain line items in the accompanying consolidated balance sheets. These reclassifications did not impact previously reported total current assets, total assets, total current liabilities, or total liabilities in the accompanying consolidated balance sheets. | |||||||||||||||||
Significant Estimates and Judgments | ' | ||||||||||||||||
Significant Estimates and Judgments | |||||||||||||||||
The preparation of our consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amount of net revenues and expenses during the reporting periods. These estimates and assumptions could have a material effect on our future results of operations and financial position. Significant items subject to our estimates and assumptions include stock-based compensation, income taxes, valuation of acquired goodwill and intangible assets, allowance for doubtful accounts, revenue returns reserve, unrecognized tax benefits, acquisition-related contingent liabilities and the useful lives of property and equipment and intangible assets. As a result, actual amounts could differ from those presented herein. | |||||||||||||||||
Business Segment | ' | ||||||||||||||||
Business Segment | |||||||||||||||||
We have one operating and reporting segment consisting of various products and services that are all related to our marketplace for digital coupons. Our chief operating decision maker is our Chief Executive Officer. Our Chief Executive Officer allocates resources and assesses performance of the business and other activities at a single reporting segment level. | |||||||||||||||||
Cash and Cash Equivalents | ' | ||||||||||||||||
Cash and Cash Equivalents | |||||||||||||||||
All highly-liquid investments with an original maturity of three months or less at the date of purchase are considered to be cash equivalents. As of December 31, 2013 and 2012, we maintained all cash and cash equivalent balances in operating, savings and U.S. money market deposit accounts. | |||||||||||||||||
Accounts Receivable, Net | ' | ||||||||||||||||
Accounts Receivable, Net | |||||||||||||||||
Accounts receivable, net represent amounts due from retailers, through various performance marketing networks, for commissions earned on consumer purchases. We record an allowance for doubtful accounts in an amount equal to the estimated probable losses net of recoveries, which are based on an analysis of historical bad debt, current receivables aging and expected future write-offs of uncollectible accounts, as well as an assessment of specific identifiable accounts considered at risk or uncollectible. The following table summarizes our allowance for doubtful accounts (in thousands): | |||||||||||||||||
Beginning | Additions | Write-offs | Ending | ||||||||||||||
Balance | Charged to | Balance | |||||||||||||||
Expense | |||||||||||||||||
Allowance for doubtful accounts: | |||||||||||||||||
Year ended December 31, 2011 | $ | 82 | 215 | (2 | ) | $ | 295 | ||||||||||
Year ended December 31, 2012 | 295 | 639 | (1 | ) | 933 | ||||||||||||
Year ended December 31, 2013 | 933 | 142 | (208 | ) | 867 | ||||||||||||
Property and Equipment, Net | ' | ||||||||||||||||
Property and Equipment, Net | |||||||||||||||||
Property and equipment, net includes assets such as furniture and fixtures, leasehold improvements, computer hardware, and office and telephone equipment. We record property and equipment at cost less accumulated depreciation and amortization. Ordinary maintenance and repairs are charged to expense, while expenditures that extend the physical or economic life of the assets are capitalized. Property and equipment are depreciated over their estimated economic lives, which range from three to five years, using the straight-line method. Leasehold improvements are amortized over the shorter of the estimated useful lives of the improvements or the lease term. We perform reviews for the impairment of property and equipment when it believes events or circumstances indicate the carrying amount of an asset may not be recoverable. | |||||||||||||||||
Goodwill and Other Intangible Assets | ' | ||||||||||||||||
Goodwill and Other Intangible Assets | |||||||||||||||||
Goodwill arises from business combinations and is measured as the excess of the cost of the business acquired over the sum of the acquisition-date fair values of tangible and identifiable intangible assets acquired, less any liabilities assumed. | |||||||||||||||||
We evaluate goodwill for impairment annually, during the fourth quarter of each year, or more frequently when an event occurs or circumstances change that indicates the carrying value may not be recoverable. Events or circumstances that could trigger an impairment test include, but are not limited to, a significant adverse change in the business climate or in legal factors, an adverse action or assessment by a regulator, a loss of key personnel, significant changes in our use of the acquired assets or the strategy for our overall business, significant negative industry or economic trends, significant underperformance relative to operating performance indicators and significant changes in competition. The Company determined that no triggering events occurred during the year ended December 31, 2013. | |||||||||||||||||
We evaluate the recoverability of goodwill using what is referred to as the “Step 0” analysis, which involves evaluating qualitative factors, including macroeconomic conditions, industry and market considerations, cost factors, and overall financial performance related to our goodwill. If our “Step 0” analysis indicates that it is more likely than not that the fair value of our sole reporting unit is less than carrying amount, we perform a two-step impairment process tested at our sole reporting segment level. In the first step, the fair value for our reporting unit is compared to our book value including goodwill. In the case that the fair value is less than the book value, a second step is performed that compares the implied fair value of goodwill to the book value of the goodwill. The fair value for the implied goodwill is determined based on the difference between the fair value of the sole reporting segment and the net fair value of the identifiable assets and liabilities excluding goodwill. If the implied fair value of the goodwill is less than the book value, the difference is recognized as an impairment charge in the consolidated statements of operations. If, after assessing the totality of events or circumstances, we determine that it is not more likely than not that the fair value of our reporting unit is less than its carrying amount, then the quantitative impairment tests are unnecessary. Our annual evaluation of goodwill for impairment was as of October 1, 2013, and we determined that the quantitative tests were not necessary. We did not record any goodwill impairment charges during the years ended December 31, 2013, 2012 and 2011. | |||||||||||||||||
Identifiable intangible assets consist of acquired customer intangible assets, marketing-related intangible assets, contract-based intangible assets, and technology-based intangible assets. Intangible assets with definite lives are amortized over their estimated useful lives on a straight-line or accelerated basis. See Note 4, “Goodwill and Other Intangible Assets”. The method of amortization applied represents our best estimate of the distribution of the economic value of the identifiable intangible assets. The factors we considered in determining the useful lives of identifiable intangible assets included the extent to which expected future cash flows would be affected by our intent and ability to retain use of these assets, including the period of time that would capture 90% or more of the assets value on a perpetuity basis. | |||||||||||||||||
Intangible assets are reviewed for impairment whenever events or changes in circumstances indicate the carrying amount of intangible assets may not be recoverable. Conditions that would necessitate an impairment assessment include a significant decline in the observable market value of an asset, a significant change in the extent or manner in which an asset is used, or any other significant adverse change that would indicate that the carrying amount of an asset or group of assets may not be recoverable. When such events occur, we compare the carrying amounts of the assets to their undiscounted cash flows. If this comparison indicates that there is impairment, the amount of the impairment is calculated as the difference between the carrying value and the fair value. | |||||||||||||||||
Deferred Financing Costs | ' | ||||||||||||||||
Deferred Financing Costs | |||||||||||||||||
We capitalize underwriting, legal and other direct costs incurred related to the issuance of debt, which are recorded as deferred charges and amortized to interest expense over the term of the related debt using the effective interest method. Upon the extinguishment of the related debt, any unamortized capitalized deferred financing costs are recorded to interest expense. | |||||||||||||||||
Lease Obligations | ' | ||||||||||||||||
Lease Obligations | |||||||||||||||||
We categorize leases at their inception as either operating or capital leases, and may receive renewal or expansion options, rent holidays, leasehold improvement allowances and other incentives on certain lease agreements. We recognize operating lease costs on a straight-line basis over the term of the agreement taking into account adjustments for market provisions, such as free or escalating base monthly rental payments, or deferred payment terms, such as rent holidays, that defer the commencement date of required payments. We record rent expense associated with operating lease obligations in general and administrative expenses in the consolidated statements of operations. | |||||||||||||||||
Warrants | ' | ||||||||||||||||
Warrants | |||||||||||||||||
Warrants or similar instruments to acquire shares of redeemable convertible preferred stock are classified as liabilities. We issued warrants for the purchase of Series B preferred stock in conjunction with the issuance of our Series B-2 preferred stock in November 2010 and May 2011. The proceeds from the sale were allocated to the preferred stock warrants based on their fair value and the residual was allocated to preferred stock. We recorded the fair value of the preferred stock warrants as a liability with an offsetting charge to additional paid-in capital. We re-measured the fair value of the preferred stock warrants at each applicable reporting period and recorded any change in fair value in the consolidated statement of operations in non-operating expense. All of the preferred stock warrants were exercised in August 2011. | |||||||||||||||||
We issued a detachable common stock warrant in connection with a subordinated promissory note issued in November 2010. Applicable accounting guidance requires that proceeds from the issuance of a debt instrument with detachable stock purchase warrants (detachable call options) are allocated to the warrants based on fair value, with the residual allocated to the debt. Since the number of shares issuable upon exercise of the warrant was not fixed at the time of issuance, we recorded the fair value of the warrant of $1.5 million as a derivative liability. We also recorded the debt at its full face amount with a contra component, a debt discount, of $1.5 million, which was being accreted to zero over the life of the underlying debt. The accretion was accounted for as non-cash interest expense using the effective interest rate. We re-measured the fair value of the warrant liability at each reporting period and recorded any change in fair value to earnings. During the year ended December 31, 2011, we recorded a $2.1 million charge to earnings for the change in fair value of the common stock warrant. In October 2011, the number of shares issuable upon exercise of the warrant became fixed and the carrying value of the common stock warrant liability of $3.6 million was reclassified to additional paid-in capital. The common stock warrant was exercised in March 2013. | |||||||||||||||||
Revenue Recognition | ' | ||||||||||||||||
Revenue Recognition | |||||||||||||||||
We recognize revenue when persuasive evidence of an arrangement exists, services have been rendered, the fee to the paid retailer is fixed or determinable and collectability of the resulting receivable is reasonably assured. For commission revenues, which represent the significant majority of our net revenues, revenue recognition generally occurs when a consumer, having visited one of our websites and clicked on a digital coupon for a paid retailer, defined as a retailer with which we have a contract, makes a purchase with such paid retailer, and completion of the order is reported to us by such paid retailer, either directly or through a performance marketing network. The reporting by the paid retailer includes the amount of commissions the paid retailer has calculated as owing to us. Certain paid retailers do not provide reporting until a commission payment is made. In those cases, which have historically not been significant, we record commission revenues on a cash basis. We estimate and record a reserve, based upon actual, historical return rates as reported to us by the paid retailers, to provide for end-user cancelations or product returns, which may not be reported by the paid retailer or performance marketing network until a subsequent date. As such, we report commission revenues net of the estimated returns reserve. Net revenues are reported net of sales taxes, where applicable. The following table summarizes our revenue returns reserve (in thousands): | |||||||||||||||||
Beginning | Provision | Returns | Ending | ||||||||||||||
Balance | for Returns | Balance | |||||||||||||||
Revenue returns reserve: | |||||||||||||||||
Year ended December 31, 2011 | $ | — | $ | 3,433 | $ | (2,763 | ) | $ | 670 | ||||||||
Year ended December 31, 2012 | 670 | 6,337 | (5,780 | ) | 1,227 | ||||||||||||
Year ended December 31, 2013 | 1,227 | 10,113 | (8,175 | ) | 3,165 | ||||||||||||
Our arrangements with paid retailers are both direct and through performance marketing networks, which act as intermediaries between the paid retailers and us. No paid retailers individually accounted for more than 10% of net revenues or accounts receivable for any of the years ended December 31, 2013, 2012 and 2011. | |||||||||||||||||
Cost of Revenue | ' | ||||||||||||||||
Cost of Revenue | |||||||||||||||||
Cost of revenue is composed of direct and indirect costs incurred to generate revenue. These costs consist of personnel costs of our salaried merchandising and technology support employees and fees paid to third-party contractors engaged in the operation and maintenance of our existing websites and mobile applications. Such technology costs also include website hosting and Internet service costs. Other costs include allocated facility and general information technology costs. | |||||||||||||||||
Sales and Marketing Expenses | ' | ||||||||||||||||
Sales and Marketing Expenses | |||||||||||||||||
Our sales and marketing expenses consist of personnel costs for our sales, marketing, search engine optimization, search engine marketing and business intelligence employees, as well as online, brand and other marketing expenses. Our online, brand and other marketing costs include search engine fees, advertising on social networks, television advertising, display advertisements, creative development fees, public relations, email campaigns, trade shows and other general marketing costs. Other costs include allocated facility and general information technology costs. | |||||||||||||||||
Advertising Expenses | ' | ||||||||||||||||
Advertising Expenses | |||||||||||||||||
We expense all advertising costs as incurred. Advertising expenses included in sales and marketing expense were $22.2 million, $13.2 million and $1.7 million for the years ended December 31, 2013, 2012 and 2011, respectively. | |||||||||||||||||
Product Development | ' | ||||||||||||||||
Product Development | |||||||||||||||||
Our product development expense consists primarily of personnel costs of our product management and software engineering teams, as well as fees paid to third-party contractors and consultants engaged in the design, development, testing and improvement of the functionality and user experience of our websites and mobile applications. We expense all internal product and development costs as we do not track and separately identify costs with identifiable development activities from costs of maintenance and related activities. | |||||||||||||||||
General and Administrative Expenses | ' | ||||||||||||||||
General and Administrative Expenses | |||||||||||||||||
Our general and administrative expenses represent personnel costs for employees involved in general corporate functions, including finance, accounting, legal and human resources, among others. Additional costs included in general and administrative expenses include professional fees for legal, audit and other consulting services, travel and entertainment, charitable contributions, recruiting, allocated facility and general information technology costs and other general corporate overhead expenses. | |||||||||||||||||
Stock-Based Compensation Expense | ' | ||||||||||||||||
Stock-Based Compensation Expense | |||||||||||||||||
Stock-based compensation expense is measured at the grant date based on the estimated fair value of the award, net of estimated forfeitures. We recognize these compensation costs on a straight-line basis over the requisite service period of the award. Forfeiture rates are estimated at grant date based on historical experience and adjusted in subsequent periods for differences in actual forfeitures from those estimates. We include stock-based compensation expense in cost of net revenues and operating expenses in our consolidated statements of operations, consistent with the respective employees’ cash compensation. We determine the fair value of stock options on the grant date using the Black-Scholes-Merton valuation model. | |||||||||||||||||
Fair Value of Financial Instruments | ' | ||||||||||||||||
Fair Value of Financial Instruments | |||||||||||||||||
The carrying amounts of our financial instruments, including cash and cash equivalents, accounts receivable, accounts payable, accrued liabilities and notes payable, approximate fair value due to the instruments’ short-term maturities or, in the case of the long-term notes payable, based on the variable interest rate feature. We record warrant liabilities and derivative liabilities at fair value. | |||||||||||||||||
Income Taxes | ' | ||||||||||||||||
Income Taxes | |||||||||||||||||
The provision for income taxes is determined using the asset and liability method. Deferred tax assets and liabilities are calculated based upon the temporary differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases using the enacted tax rates that are applicable in a given year. The deferred tax assets are recorded net of a valuation allowance when, based on the available supporting evidence, we believe it is more likely than not that some portion or all of the recorded deferred tax assets will not be realized in future periods. | |||||||||||||||||
We utilize a two-step approach to recognize and measure uncertain tax positions. The first step is to evaluate the tax position for recognition by determining if the weight of available evidence indicates it is more likely than not that the position will be sustained on audit, including resolution of related appeals or litigation processes. The second step is to measure the tax benefit as the largest amount that is more than 50% likely to be realized upon ultimate settlement. We consider many factors when evaluating and estimating our tax positions and tax benefits, which may require periodic adjustments and which may not accurately forecast actual outcomes. We include interest and penalties related to uncertain tax positions in the provision for income taxes on our consolidated statements of operations. See Note 12, “Income Taxes.” | |||||||||||||||||
Foreign Currency | ' | ||||||||||||||||
Foreign Currency | |||||||||||||||||
Our operations outside of the U.S. generally use the local currency as their functional currency. Assets and liabilities for these operations are translated at exchange rates in effect at the balance sheet date. Income and expense accounts are translated at average exchange rates for the period. Foreign currency translation adjustments are recorded in accumulated other comprehensive income (loss). Gains and losses from foreign currency denominated transactions, which were a $0.7 million gain, net, in 2013 and not significant in 2012 and 2011, are recorded in other income (expense), net in our consolidated statements of operations. | |||||||||||||||||
Recent Accounting Pronouncements | ' | ||||||||||||||||
Recent Accounting Pronouncements | |||||||||||||||||
In February 2013, the FASB issued new guidance that amends the presentation of items reclassified from accumulated other comprehensive income to net income. The guidance requires that information regarding such reclassifications is presented by component and reported in one place within the financial statements. We adopted these provisions on January 1, 2013, which only affect how we present information about reclassifications from accumulated other comprehensive income to net income. The adoption of these provisions had no impact on our financial position, results of operations or cash flows. |
Summary_of_Significant_Account2
Summary of Significant Accounting Policies (Tables) | 12 Months Ended | ||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||
Accounting Policies [Abstract] | ' | ||||||||||||||||
Summary of Allowance for Doubtful Accounts | ' | ||||||||||||||||
The following table summarizes our allowance for doubtful accounts (in thousands): | |||||||||||||||||
Beginning | Additions | Write-offs | Ending | ||||||||||||||
Balance | Charged to | Balance | |||||||||||||||
Expense | |||||||||||||||||
Allowance for doubtful accounts: | |||||||||||||||||
Year ended December 31, 2011 | $ | 82 | 215 | (2 | ) | $ | 295 | ||||||||||
Year ended December 31, 2012 | 295 | 639 | (1 | ) | 933 | ||||||||||||
Year ended December 31, 2013 | 933 | 142 | (208 | ) | 867 | ||||||||||||
Summary of Revenue Returns Reserve | ' | ||||||||||||||||
The following table summarizes our revenue returns reserve (in thousands): | |||||||||||||||||
Beginning | Provision | Returns | Ending | ||||||||||||||
Balance | for Returns | Balance | |||||||||||||||
Revenue returns reserve: | |||||||||||||||||
Year ended December 31, 2011 | $ | — | $ | 3,433 | $ | (2,763 | ) | $ | 670 | ||||||||
Year ended December 31, 2012 | 670 | 6,337 | (5,780 | ) | 1,227 | ||||||||||||
Year ended December 31, 2013 | 1,227 | 10,113 | (8,175 | ) | 3,165 |
Acquisitions_Tables
Acquisitions (Tables) | 12 Months Ended | ||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||
Business Combinations [Abstract] | ' | ||||||||||||||||
Summary of Acquisitions | ' | ||||||||||||||||
The following table summarizes our acquisitions during the years ended December 31, 2013 and 2012, with amounts shown below at fair value at each respective acquisition date (dollars in thousands): | |||||||||||||||||
YSL Ventures, Inc. | Ma-Reduc.com | Actiepagina.nl | Miwim | ||||||||||||||
(Bons-de- | |||||||||||||||||
Reduction.com | |||||||||||||||||
and | |||||||||||||||||
Poulpeo.com) | |||||||||||||||||
Year acquired | 2013 | 2013 | 2013 | 2012 | |||||||||||||
Cash acquired | $ | 206 | $ | 530 | $ | 64 | $ | 558 | |||||||||
Other tangible assets acquired | 73 | 1,376 | 2 | 1,697 | |||||||||||||
Identifiable intangible assets | |||||||||||||||||
Customer relationships | — | 296 | 192 | 475 | |||||||||||||
Marketing-related | — | 6,231 | 896 | 4,035 | |||||||||||||
Contract-based | 1,772 | 263 | 187 | 142 | |||||||||||||
Technology-based | 1,480 | 564 | 207 | 811 | |||||||||||||
Goodwill | 8,796 | 14,530 | 1,597 | 8,727 | |||||||||||||
Total assets acquired | 12,327 | 23,790 | 3,145 | 16,445 | |||||||||||||
Total liabilities assumed | (763 | ) | (3,002 | ) | — | (3,197 | ) | ||||||||||
Total | $ | 11,564 | $ | 20,788 | $ | 3,145 | $ | 13,248 | |||||||||
Goodwill_and_Other_Intangible_1
Goodwill and Other Intangible Assets (Tables) | 12 Months Ended | ||||||||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||||||||
Goodwill And Intangible Assets Disclosure [Abstract] | ' | ||||||||||||||||||||||
Summary of Changes in Goodwill Balance | ' | ||||||||||||||||||||||
Changes in our goodwill balance for the years ended December 31, 2013 and 2012 are summarized in the table below (in thousands). | |||||||||||||||||||||||
Balance at December 31, 2011 | $ | 142,917 | |||||||||||||||||||||
Acquired in business combinations | 8,727 | ||||||||||||||||||||||
Foreign currency translation adjustment | 1,111 | ||||||||||||||||||||||
Balance at December 31, 2012 | 152,755 | ||||||||||||||||||||||
Acquired in business combinations | 24,923 | ||||||||||||||||||||||
Foreign currency translation adjustment | 1,981 | ||||||||||||||||||||||
Balance at December 31, 2013 | $ | 179,659 | |||||||||||||||||||||
Schedule of Intangible Assets | ' | ||||||||||||||||||||||
Intangible assets consisted of the following as of December 31, 2013 and 2012 (in thousands): | |||||||||||||||||||||||
Weighted- | Estimated | December 31, 2013 | |||||||||||||||||||||
average | Useful Life | ||||||||||||||||||||||
amortization | (Months) | Gross | Accumulated | Impairment | Net | ||||||||||||||||||
period | Amortization | ||||||||||||||||||||||
Customer relationships | 180 | 180 | $ | 16,244 | $ | (3,368 | ) | $ | — | $ | 12,876 | ||||||||||||
Marketing-related | 165 | 48-180 | 75,182 | (17,035 | ) | — | 58,147 | ||||||||||||||||
Contract-based | 58 | Dec-60 | 19,875 | (11,528 | ) | — | 8,347 | ||||||||||||||||
Technology-based | 12 | 12 | 7,937 | (6,494 | ) | — | 1,443 | ||||||||||||||||
Total intangible assets | $ | 119,238 | $ | (38,425 | ) | $ | — | $ | 80,813 | ||||||||||||||
Estimated | December 31, 2012 | ||||||||||||||||||||||
Useful Life | |||||||||||||||||||||||
(Months) | Gross | Accumulated | Impairment | Net | |||||||||||||||||||
Amortization | |||||||||||||||||||||||
Customer relationships | 180 | $ | 18,654 | $ | (2,827 | ) | $ | (2,498 | ) | $ | 13,329 | ||||||||||||
Marketing-related | 48-180 | 68,142 | (12,049 | ) | (2,058 | ) | 54,035 | ||||||||||||||||
Contract-based | 33-60 | 18,529 | (8,260 | ) | (368 | ) | 9,901 | ||||||||||||||||
Technology-based | 12 | 5,767 | (5,047 | ) | — | 720 | |||||||||||||||||
Total intangible assets | $ | 111,092 | $ | (28,183 | ) | $ | (4,924 | ) | $ | 77,985 | |||||||||||||
Estimated Amortization of Intangible Assets | ' | ||||||||||||||||||||||
Estimated amortization of intangible assets for the five years subsequent to December 31, 2013 and thereafter is as follows (in thousands): | |||||||||||||||||||||||
2014 | $ | 12,046 | |||||||||||||||||||||
2015 | 9,606 | ||||||||||||||||||||||
2016 | 6,636 | ||||||||||||||||||||||
2017 | 6,600 | ||||||||||||||||||||||
2018 | 6,377 | ||||||||||||||||||||||
Thereafter | 39,548 | ||||||||||||||||||||||
$ | 80,813 | ||||||||||||||||||||||
Property_and_Equipment_Net_Tab
Property and Equipment, Net (Tables) | 12 Months Ended | ||||||||||||
Dec. 31, 2013 | |||||||||||||
Property Plant And Equipment [Abstract] | ' | ||||||||||||
Property and Equipment | ' | ||||||||||||
Property and equipment consisted of the following as of December 31, 2013 and 2012 (in thousands): | |||||||||||||
Estimated | |||||||||||||
Useful Life | |||||||||||||
(Years) | 2013 | 2012 | |||||||||||
Computer hardware | 3 | $ | 1,886 | $ | 1,158 | ||||||||
Purchased software | 3 | 1,222 | 954 | ||||||||||
Office equipment | 3 | 430 | 233 | ||||||||||
Office furniture and fixtures | 5 | 2,885 | 1,578 | ||||||||||
Leasehold improvements | 5 | 7,361 | 2,415 | ||||||||||
13,784 | 6,338 | ||||||||||||
Less: Accumulated amortization and depreciation | (3,467 | ) | (1,417 | ) | |||||||||
Net property and equipment | $ | 10,317 | $ | 4,921 | |||||||||
Accrued_Expenses_and_Other_Cur1
Accrued Expenses and Other Current Liabilities (Tables) | 12 Months Ended | ||||||||
Dec. 31, 2013 | |||||||||
Payables And Accruals [Abstract] | ' | ||||||||
Accrued Expenses and Other Current Liabilities | ' | ||||||||
Accrued expenses and other current liabilities consisted of the following as of December 31, 2013 and 2012 (in thousands): | |||||||||
2013 | 2012 | ||||||||
Marketing and professional services | $ | 2,214 | $ | 1,369 | |||||
Taxes other than income taxes | 1,302 | 998 | |||||||
Interest payable | 751 | 990 | |||||||
Other | 1,319 | 1,437 | |||||||
$ | 5,586 | $ | 4,794 | ||||||
Long_Term_Debt_Tables
Long Term Debt (Tables) | 12 Months Ended | ||||||||
Dec. 31, 2013 | |||||||||
Debt Disclosure [Abstract] | ' | ||||||||
Summary of Long Term Debt | ' | ||||||||
Long term debt consisted of the following as of December 31, 2013 and 2012 (in thousands): | |||||||||
2013 | 2012 | ||||||||
Senior secured note due 2018—interest rate of 2.9% at December 31, 2013 | $ | 33,250 | $ | — | |||||
Senior revolving credit facility due 2018 | — | — | |||||||
Senior secured note due 2015—interest rate of 5.9% at December 31, 2012 | — | 29,425 | |||||||
Unsecured seller note due 2013—interest rate of 5.0% at December 31, 2012 | — | 6,000 | |||||||
Unsecured seller note due 2014—interest rate of 3.0% at December 31, 2013 | 5,163 | — | |||||||
Unsecured promissory notes due 2014—interest rate of 5.0% at December 31, 2013 and 2012 | 1,750 | 3,500 | |||||||
Unsecured seller note due 2014—interest rate of 4.0% at December 31, 2013 | 1,150 | — | |||||||
41,313 | 38,925 | ||||||||
Less current maturities | (15,063 | ) | (16,650 | ) | |||||
Total long-term debt | $ | 26,250 | $ | 22,275 | |||||
Schedule of Debt Interest Rates | ' | ||||||||
At our option, borrowings under both the term loan facility and the revolving credit facility bear interest at either the base rate or a eurodollar-based rate (each as more fully described in the amended and restated revolving credit and term loan agreement) plus an applicable margin as determined based on the funded debt to EBITDA ratio (as more fully described in the amended and restated revolving credit and term loan agreement). These rates are summarized in the following table: | |||||||||
Basis for Pricing | Level I | Level II | |||||||
Consolidated Funded Debt/EBITDA | <1.00:1.00 | ³1.00:1.00 | |||||||
Revolving Credit Eurodollar Margin (LIBOR) | 200 basis points | 250 basis points | |||||||
Revolving Credit Base Rate Margin | 100 basis points | 150 basis points | |||||||
Term Loan Eurodollar Margin (LIBOR) | 262.5 basis points | 312.5 basis points | |||||||
Term Loan Base Rate Margin | 162.5 basis points | 212.5 basis points | |||||||
Future Maturities of Debt | ' | ||||||||
Future maturities of debt as of December 31, 2013 are as follows (in thousands): | |||||||||
Year Ended December 31, | |||||||||
2014 | 15,063 | ||||||||
2015 | 7,000 | ||||||||
2016 | 7,000 | ||||||||
2017 | 7,000 | ||||||||
2018 | 5,250 | ||||||||
$ | 41,313 | ||||||||
Commitments_and_Contingencies_
Commitments and Contingencies (Tables) | 12 Months Ended | ||||
Dec. 31, 2013 | |||||
Commitments And Contingencies Disclosure [Abstract] | ' | ||||
Future Minimum Lease Payments Under Non-Cancelable Operating Leases | ' | ||||
Future minimum lease payments under non- cancelable operating leases (including rent escalation clauses) with terms in excess of one year as of December 31, 2013 are as follows (in thousands): | |||||
Year Ended December 31, | |||||
2014 | $ | 2,800 | |||
2015 | 3,272 | ||||
2016 | 3,340 | ||||
2017 | 3,466 | ||||
2018 | 3,552 | ||||
Thereafter | 8,611 | ||||
$ | 25,041 | ||||
Redeemable_Convertible_Preferr1
Redeemable Convertible Preferred Stock, Stockholders' Equity (Deficit) and Stock-Based Compensation (Tables) | 12 Months Ended | ||||||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||||||
Equity [Abstract] | ' | ||||||||||||||||||||
Summary of Weighted Average Assumptions for Stock Options Granted | ' | ||||||||||||||||||||
The fair value of common stock options granted during the years ended December 31, 2013, 2012 and 2011 was estimated on the grant date using the Black-Scholes-Merton option pricing model. The weighted-average assumptions for stock options granted are outlined in the following table: | |||||||||||||||||||||
Year Ended December 31, | |||||||||||||||||||||
2013 | 2012 | 2011 | |||||||||||||||||||
Expected volatility | 60.27 | % | 64.46 | % | 73 | % | |||||||||||||||
Expected term (in years) | 6.01 | 5.97 | 6.02 | ||||||||||||||||||
Risk-free rate of return | 1.34 | % | 0.95 | % | 1.84 | % | |||||||||||||||
Expected dividend yield | — | — | — | ||||||||||||||||||
Summary of Stock Option Activity | ' | ||||||||||||||||||||
The following tables summarize the stock option activity of our 2007 Plan and 2013 Plan for the years ended December 31, 2013, 2012 and 2011: | |||||||||||||||||||||
Stock Options | Number of | Weighted- | Weighted- | Aggregate | Weighted- | ||||||||||||||||
Options | Average | Average | Intrinsic | Average | |||||||||||||||||
Exercise | Remaining | Value (in | Fair Value | ||||||||||||||||||
Price | Contractual | thousands) | (per share) | ||||||||||||||||||
(Years) | |||||||||||||||||||||
Outstanding at December 31, 2010 | 488,286 | $ | 1.08 | 9.4 | $ | 487 | $ | 0.73 | |||||||||||||
Granted | 2,081,920 | 2.96 | 1.92 | ||||||||||||||||||
Exercised | (85,294 | ) | 2.08 | 1.36 | |||||||||||||||||
Forfeited | (9,700 | ) | 1.28 | 0.85 | |||||||||||||||||
Outstanding at December 31, 2011 | 2,475,212 | $ | 2.63 | 9.4 | $ | 8,443 | $ | 1.71 | |||||||||||||
Granted | 2,441,553 | 11.59 | 6.7 | ||||||||||||||||||
Exercised | (102,599 | ) | 2.45 | 1.61 | |||||||||||||||||
Forfeited | (141,656 | ) | 4.28 | 2.56 | |||||||||||||||||
Outstanding at December 31, 2012 | 4,672,510 | $ | 7.26 | 9 | $ | 52,588 | $ | 4.29 | |||||||||||||
Granted | 1,983,785 | 22.06 | 12.29 | ||||||||||||||||||
Exercised | (544,852 | ) | 3.7 | 3.54 | |||||||||||||||||
Forfeited | (416,620 | ) | 11.46 | 7.05 | |||||||||||||||||
Outstanding at December 31, 2013 | 5,694,823 | $ | 12.45 | 8.4 | $ | 94,474 | $ | 8.03 | |||||||||||||
Vested at December 31, 2013 and expected to vest | 5,410,082 | $ | 12.45 | 8.4 | $ | 89,750 | |||||||||||||||
Exercisable at December 31, 2013 | 5,330,833 | $ | 12.52 | 8.5 | $ | 88,185 | |||||||||||||||
Summary of Restricted Stock Unit Activity | ' | ||||||||||||||||||||
The following table summarizes the restricted stock unit activity of the 2013 Plan for the year ended December 31, 2013: | |||||||||||||||||||||
Restricted Stock Units | Number of | Weighted- | Weighted- | Aggregate | |||||||||||||||||
Shares | Average | Average | Intrinsic | ||||||||||||||||||
Purchase | Remaining | Value (in | |||||||||||||||||||
Price | Vesting Term | thousands) | |||||||||||||||||||
(Years) | |||||||||||||||||||||
Outstanding at December 31, 2012 | — | $ | — | — | $ | — | |||||||||||||||
Granted | 54,579 | — | |||||||||||||||||||
Issued | (500 | ) | — | ||||||||||||||||||
Cancelled or Expired | — | — | |||||||||||||||||||
Outstanding at December 31, 2013 | 54,079 | $ | — | 3.7 | $ | 1,557 | |||||||||||||||
Outstanding at December 31, 2013 and expected to vest | 54,079 | $ | — | 3.7 | $ | 1,557 | |||||||||||||||
Summary of Additional Stock Options and Restricted Stock Units | ' | ||||||||||||||||||||
The following table summarizes additional stock option and restricted stock unit values (in thousands): | |||||||||||||||||||||
Year Ended December 31, | |||||||||||||||||||||
2013 | 2012 | 2011 | |||||||||||||||||||
Intrinsic value of stock options exercised | $ | 10,663 | $ | 788 | $ | 276 | |||||||||||||||
Intrinsic value of restricted stock units that vested | 17 | — | — | ||||||||||||||||||
Grant date fair value of stock options exercised | 1,929 | 165 | 116 | ||||||||||||||||||
Grant date fair value of restricted stock units that vested | 17 | — | — | ||||||||||||||||||
Summary of Reserved Shares of Common Stock for Future Issuance | ' | ||||||||||||||||||||
As of December 31, 2013, we had reserved shares of common stock for future issuance as follows (in thousands): | |||||||||||||||||||||
2007 Stock Incentive Plan | 5,695 | ||||||||||||||||||||
2013 Stock Incentive Plan | 4,644 | ||||||||||||||||||||
2013 Employee Stock Purchase Plan | 561 | ||||||||||||||||||||
10,900 |
Earnings_Loss_Per_Share_Tables
Earnings (Loss) Per Share (Tables) | 12 Months Ended | ||||||||||||
Dec. 31, 2013 | |||||||||||||
Earnings Per Share [Abstract] | ' | ||||||||||||
Schedule of Computation of Basic and Diluted Loss Per Share of Common Stock | ' | ||||||||||||
The following table sets forth the computation of basic and diluted earnings (loss) per share of common stock (in thousands, except per share amounts): | |||||||||||||
Year Ended December 31, | |||||||||||||
2013 | 2012 | 2011 | |||||||||||
Net income | $ | 31,530 | $ | 25,993 | $ | 16,961 | |||||||
Preferred stock dividends on participating preferred stock | (19,928 | ) | (24,577 | ) | (64,715 | ) | |||||||
Total undistributed earnings (loss) | 11,602 | 1,416 | (47,754 | ) | |||||||||
Undistributed earnings (loss) allocated to participating preferred stock | (5,998 | ) | (1,390 | ) | — | ||||||||
Net income (loss) attributable to common stockholders | $ | 5,604 | $ | 26 | $ | (47,754 | ) | ||||||
Weighted average common shares outstanding: | |||||||||||||
Basic | 23,074 | 841 | 744 | ||||||||||
Diluted | 25,742 | 2,277 | 744 | ||||||||||
Net loss per share attributable to common stockholders: | |||||||||||||
Basic | $ | 0.24 | $ | 0.03 | $ | (64.19 | ) | ||||||
Diluted | $ | 0.23 | $ | 0.03 | $ | (64.19 | ) | ||||||
Schedule of Common Equivalent Shares Excluded from Diluted Net Loss Per Share Calculation | ' | ||||||||||||
The following common equivalent shares were excluded from the diluted net loss per share calculation as their inclusion would have been anti-dilutive (in thousands): | |||||||||||||
Year Ended December 31, | |||||||||||||
2013 | 2012 | 2011 | |||||||||||
Stock options | 112 | — | 1,353 | ||||||||||
Common stock warrants | — | — | 2,592 | ||||||||||
Convertible preferred stock | — | — | 36,459 | ||||||||||
Total | 112 | — | 40,404 | ||||||||||
Fair_Value_Measurements_Tables
Fair Value Measurements (Tables) | 12 Months Ended | ||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||
Fair Value Disclosures [Abstract] | ' | ||||||||||||||||
Schedule of Assets and Liabilities Measured at Fair Value on Recurring Basis | ' | ||||||||||||||||
Assets and liabilities measured at fair value on a recurring basis are summarized below (in thousands): | |||||||||||||||||
Fair Value Measurements at December 31, 2013 | |||||||||||||||||
Level 1 | Level 2 | Level 3 | Total | ||||||||||||||
Assets: | |||||||||||||||||
Money market deposit account | $ | 872 | $ | — | $ | — | $ | 872 | |||||||||
Liabilities: | |||||||||||||||||
Interest rate swap agreement | $ | — | $ | 12 | $ | — | $ | 12 | |||||||||
Fair Value Measurements at December 31, 2012 | |||||||||||||||||
Level 1 | Level 2 | Level 3 | Total | ||||||||||||||
Assets: | |||||||||||||||||
Money market deposit account | $ | 871 | $ | — | $ | — | $ | 871 | |||||||||
Liabilities: | |||||||||||||||||
Interest rate swap agreement | $ | — | $ | 85 | $ | — | $ | 85 |
Income_Taxes_Tables
Income Taxes (Tables) | 12 Months Ended | ||||||||||||
Dec. 31, 2013 | |||||||||||||
Income Tax Disclosure [Abstract] | ' | ||||||||||||
Components of Pretax Income | ' | ||||||||||||
The components of pretax income for the years ended December 31, 2013, 2012 and 2011 were as follows (in thousands): | |||||||||||||
Year Ended December 31, | |||||||||||||
2013 | 2012 | 2011 | |||||||||||
Domestic | $ | 42,189 | $ | 38,595 | $ | 26,623 | |||||||
Foreign | 8,232 | 3,758 | 1,840 | ||||||||||
Total | $ | 50,421 | $ | 42,353 | $ | 28,463 | |||||||
Components of Provision for Income Tax | ' | ||||||||||||
The components of the provision for income taxes attributable to continuing operations are as follows (in thousands): | |||||||||||||
Year Ended December 31, | |||||||||||||
2013 | 2012 | 2011 | |||||||||||
Current: | |||||||||||||
Federal | $ | 16,627 | $ | 14,773 | $ | 8,848 | |||||||
State | 1,187 | 836 | 507 | ||||||||||
Foreign | 3,905 | 2,547 | 943 | ||||||||||
Total current | 21,719 | 18,156 | 10,298 | ||||||||||
Deferred: | |||||||||||||
Federal | (1,161 | ) | (550 | ) | 1,604 | ||||||||
State | 65 | — | 55 | ||||||||||
Foreign | (1,732 | ) | (1,246 | ) | (455 | ) | |||||||
Total deferred | (2,828 | ) | (1,796 | ) | 1,204 | ||||||||
Total provision for income taxes | $ | 18,891 | $ | 16,360 | $ | 11,502 | |||||||
Reconciliation of Expected Income Tax Amount Computed by Applying Statutory Federal Income Tax Rate to Income Before Income Taxes | ' | ||||||||||||
Our provision for income taxes attributable to continuing operations differs from the expected tax expense amount computed by applying the statutory federal income tax rate of 35% to income before income taxes as a result of the following (in thousands): | |||||||||||||
Year Ended December 31, | |||||||||||||
2013 | 2012 | 2011 | |||||||||||
Tax at U.S. statutory rate | $ | 17,647 | $ | 14,824 | $ | 9,962 | |||||||
State tax provision, net of federal benefit | 999 | 543 | 330 | ||||||||||
Stock-based compensation | 1,701 | 1,031 | 142 | ||||||||||
Foreign tax rate differential | (1,038 | ) | (421 | ) | (156 | ) | |||||||
Research and development credit | (649 | ) | — | — | |||||||||
Permanent differences and other | 231 | 383 | 1,224 | ||||||||||
Income tax provision | $ | 18,891 | $ | 16,360 | $ | 11,502 | |||||||
Significant Components of Deferred Taxes | ' | ||||||||||||
Significant components of deferred taxes are as follows (in thousands): | |||||||||||||
December 31, | |||||||||||||
2013 | 2012 | ||||||||||||
Deferred tax assets: | |||||||||||||
Reserves and allowances | $ | 1,461 | $ | 309 | |||||||||
Tax carryforwards | 772 | — | |||||||||||
Accrued expenses | 1,033 | 21 | |||||||||||
Stock-based compensation | 1,910 | 327 | |||||||||||
Deferred rent | 756 | 336 | |||||||||||
Other | 820 | — | |||||||||||
Total deferred tax assets | 6,752 | 993 | |||||||||||
Deferred tax liabilities: | |||||||||||||
Property and equipment | (1,842 | ) | (1,022 | ) | |||||||||
Intangibles | (10,534 | ) | (6,272 | ) | |||||||||
Other | (920 | ) | — | ||||||||||
Total deferred tax liabilities | (13,296 | ) | (7,294 | ) | |||||||||
Net deferred tax liability | $ | (6,544 | ) | $ | (6,301 | ) | |||||||
Changes in Balance of Unrecognized Tax Benefits | ' | ||||||||||||
The aggregate changes in the balance of unrecognized tax benefits for the year ended December 31, 2013 were as follows, excluding interest and penalties (in thousands): | |||||||||||||
Balance at December 31, 2012 | $ | — | |||||||||||
Increases for tax positions related to the current year | 282 | ||||||||||||
Increases for tax positions related to prior years | 948 | ||||||||||||
Balance at December 31, 2013 | $ | 1,230 | |||||||||||
Domestic_and_Foreign_Operation1
Domestic and Foreign Operations (Tables) | 12 Months Ended | ||||||||||||
Dec. 31, 2013 | |||||||||||||
Segment Reporting [Abstract] | ' | ||||||||||||
Revenue Attributable to Countries by Geographic Area | ' | ||||||||||||
The Company has operations in the U.S. and Europe. Information about these operations is presented below (in thousands): | |||||||||||||
Year Ended December 31, | |||||||||||||
2013 | 2012 | 2011 | |||||||||||
Net Revenues: | |||||||||||||
U.S. | $ | 166,532 | $ | 119,986 | $ | 72,616 | |||||||
United Kingdom | 31,296 | 21,357 | 7,786 | ||||||||||
Other International | 12,008 | 3,342 | — | ||||||||||
Total Net Revenues | $ | 209,836 | $ | 144,685 | $ | 80,402 | |||||||
Identifiable Long Lived Assets Located in Countries by Geographic Region | ' | ||||||||||||
As of December 31, | |||||||||||||
2013 | 2012 | ||||||||||||
Identifiable long-lived assets: | |||||||||||||
U.S. | $ | 186,554 | $ | 183,633 | |||||||||
United Kingdom | 45,290 | 40,076 | |||||||||||
Other International | 38,945 | 11,952 | |||||||||||
Total identifiable long-lived assets | $ | 270,789 | $ | 235,661 | |||||||||
Selected_Quarterly_Financial_D1
Selected Quarterly Financial Data (Tables) | 12 Months Ended | ||||||||||||||||||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||||||||||||||||||
Quarterly Financial Information Disclosure [Abstract] | ' | ||||||||||||||||||||||||||||||||
Summary of Selected Quarterly Financial Data | ' | ||||||||||||||||||||||||||||||||
For the Three Months Ended: | |||||||||||||||||||||||||||||||||
March 31, | June 30, | September 30, | December 31, | March 31, | June 30, | September 30, | December 31, | ||||||||||||||||||||||||||
2012 | 2012 | 2012 | 2012 | 2013 | 2013 | 2013 | 2013 | ||||||||||||||||||||||||||
(in thousands, except per share amounts) | |||||||||||||||||||||||||||||||||
Net revenues | $ | 29,647 | $ | 30,088 | $ | 34,160 | $ | 50,790 | $ | 40,561 | $ | 43,401 | $ | 47,350 | $ | 78,524 | |||||||||||||||||
Gross margin | 27,940 | 27,818 | 31,662 | 48,152 | 37,973 | 40,529 | 44,075 | 74,210 | |||||||||||||||||||||||||
Net income | 6,233 | 5,441 | 6,574 | 7,745 | 6,975 | 5,123 | 5,593 | 13,839 | |||||||||||||||||||||||||
Net income (loss) attributable to common stockholders | 2 | (667 | ) | 8 | 31 | 20 | (999 | ) | (2,159 | ) | 13,839 | ||||||||||||||||||||||
Net income (loss) per share attributable to common stockholders: | |||||||||||||||||||||||||||||||||
Basic | $ | 0 | $ | (0.81 | ) | $ | 0.01 | $ | 0.03 | $ | 0.02 | $ | (0.68 | ) | $ | (0.06 | ) | $ | 0.27 | ||||||||||||||
Diluted | $ | 0 | $ | (0.81 | ) | $ | 0.01 | $ | 0.03 | $ | 0.02 | $ | (0.68 | ) | $ | (0.06 | ) | $ | 0.26 | ||||||||||||||
Weighted-average number of shares used in computing net income (loss) per share: | |||||||||||||||||||||||||||||||||
Basic | 767 | 824 | 871 | 899 | 1,000 | 1,466 | 38,235 | 50,879 | |||||||||||||||||||||||||
Diluted | 2,228 | 824 | 2,657 | 2,928 | 2,965 | 1,466 | 38,235 | 53,368 |
Summary_of_Significant_Account3
Summary of Significant Accounting Policies - Additional Information (Detail) (USD $) | 1 Months Ended | 12 Months Ended | |||
Oct. 31, 2011 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Nov. 30, 2010 | |
Retailer | Retailer | Retailer | |||
Segment | |||||
Summary Of Significant Accounting Policies [Line Items] | ' | ' | ' | ' | ' |
Number of operating segments | ' | 1 | ' | ' | ' |
Goodwill impairment charges recorded | ' | $0 | $0 | $0 | ' |
Fair value of warrant liability | ' | ' | ' | ' | 1,500,000 |
Debt Discount | ' | ' | ' | ' | 1,500,000 |
Change in fair value of common stock warrant | ' | ' | ' | 2,103,000 | ' |
Common stock warrant liability reclassified to additional paid-in capital | 3,600,000 | ' | ' | 3,577,000 | ' |
Number of paid retailers individually accounted for more than 10% of net revenues | ' | 0 | 0 | 0 | ' |
Description of concentration risk | ' | 'No paid retailer individually accounted for more than 10% of net revenues or accounts receivable | 'No paid retailer individually accounted for more than 10% of net revenues or accounts receivable | 'No paid retailer individually accounted for more than 10% of net revenues or accounts receivable | ' |
Advertising expenses | ' | 22,200,000 | 13,200,000 | 1,700,000 | ' |
Gains and losses from foreign currency denominated transactions | ' | $700,000 | $0 | $0 | ' |
Minimum [Member] | ' | ' | ' | ' | ' |
Summary Of Significant Accounting Policies [Line Items] | ' | ' | ' | ' | ' |
Estimated economic lives of property and equipment | ' | '3 years | ' | ' | ' |
Amortization percentage of assets over its assets value | ' | 90.00% | ' | ' | ' |
Maximum [Member] | ' | ' | ' | ' | ' |
Summary Of Significant Accounting Policies [Line Items] | ' | ' | ' | ' | ' |
Estimated economic lives of property and equipment | ' | '5 years | ' | ' | ' |
Summary_of_Significant_Account4
Summary of Significant Accounting Policies - Summary of Allowance for Doubtful Accounts (Detail) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Receivables [Abstract] | ' | ' | ' |
Beginning Balance | $933 | $295 | $82 |
Additions Charged to Expenses | 142 | 639 | 215 |
Write-offs | -208 | -1 | -2 |
Ending Balance | $867 | $933 | $295 |
Summary_of_Significant_Account5
Summary of Significant Accounting Policies - Summary of Revenue Returns Reserve (Detail) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Allowance For Doubtful Accounts [Line Items] | ' | ' | ' |
Beginning Balance | $933 | $295 | $82 |
Provision for Returns | 142 | 639 | 215 |
Returns | -208 | -1 | -2 |
Ending Balance | 867 | 933 | 295 |
Allowance for Sales Returns [Member] | ' | ' | ' |
Allowance For Doubtful Accounts [Line Items] | ' | ' | ' |
Beginning Balance | 1,227 | 670 | ' |
Provision for Returns | 10,113 | 6,337 | 3,433 |
Returns | -8,175 | -5,780 | -2,763 |
Ending Balance | $3,165 | $1,227 | $670 |
Acquisitions_Summary_of_Acquis
Acquisitions - Summary of Acquisitions (Detail) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2012 | Dec. 31, 2012 | Dec. 31, 2012 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | YSL Ventures Inc. [Member] | YSL Ventures Inc. [Member] | YSL Ventures Inc. [Member] | Ma-Reduc.com [Member] | Ma-Reduc.com [Member] | Ma-Reduc.com [Member] | Ma-Reduc.com [Member] | Ma-Reduc.com [Member] | Actiepagina B.V. [Member] | Actiepagina B.V. [Member] | Actiepagina B.V. [Member] | Actiepagina B.V. [Member] | Actiepagina B.V. [Member] | Miwim (Bons-de-Reduction.com and Poulpeo.com) [Member] | Miwim (Bons-de-Reduction.com and Poulpeo.com) [Member] | Miwim (Bons-de-Reduction.com and Poulpeo.com) [Member] | Miwim (Bons-de-Reduction.com and Poulpeo.com) [Member] | Miwim (Bons-de-Reduction.com and Poulpeo.com) [Member] | |||
Contract-based [Member] | Technology-based [Member] | Customer Relationships [Member] | Marketing-related [Member] | Contract-based [Member] | Technology-based [Member] | Customer Relationships [Member] | Marketing-related [Member] | Contract-based [Member] | Technology-based [Member] | Customer Relationships [Member] | Marketing-related [Member] | Contract-based [Member] | Technology-based [Member] | ||||||||
Business Acquisition [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Cash acquired | ' | ' | ' | $206 | ' | ' | $530 | ' | ' | ' | ' | $64 | ' | ' | ' | ' | $558 | ' | ' | ' | ' |
Other tangible assets acquired | ' | ' | ' | 73 | ' | ' | 1,376 | ' | ' | ' | ' | 2 | ' | ' | ' | ' | 1,697 | ' | ' | ' | ' |
Identifiable intangible assets | ' | ' | ' | ' | 1,772 | 1,480 | ' | 296 | 6,231 | 263 | 564 | ' | 192 | 896 | 187 | 207 | ' | 475 | 4,035 | 142 | 811 |
Goodwill | 179,659 | 152,755 | 142,917 | 8,796 | ' | ' | 14,530 | ' | ' | ' | ' | 1,597 | ' | ' | ' | ' | 8,727 | ' | ' | ' | ' |
Total assets acquired | ' | ' | ' | 12,327 | ' | ' | 23,790 | ' | ' | ' | ' | 3,145 | ' | ' | ' | ' | 16,445 | ' | ' | ' | ' |
Total liabilities assumed | ' | ' | ' | -763 | ' | ' | -3,002 | ' | ' | ' | ' | ' | ' | ' | ' | ' | -3,197 | ' | ' | ' | ' |
Total | ' | ' | ' | $11,564 | ' | ' | $20,788 | ' | ' | ' | ' | $3,145 | ' | ' | ' | ' | $13,248 | ' | ' | ' | ' |
Acquisitions_Additional_Inform
Acquisitions - Additional Information (Detail) (USD $) | 12 Months Ended | 12 Months Ended | 0 Months Ended | 12 Months Ended | 0 Months Ended | 12 Months Ended | 0 Months Ended | 0 Months Ended | 0 Months Ended | 12 Months Ended | |||||||||||||||||||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2012 | Oct. 09, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Jun. 30, 2013 | Jun. 30, 2013 | Dec. 31, 2013 | Mar. 01, 2013 | Mar. 01, 2013 | 10-May-12 | 31-May-12 | 10-May-12 | 10-May-12 | 10-May-12 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | |
Marketing-related [Member] | Customer Relationships [Member] | Customer Relationships [Member] | YSL Ventures Inc. [Member] | YSL Ventures Inc. [Member] | YSL Ventures Inc. [Member] | Ma-Reduc.com [Member] | Ma-Reduc.com [Member] | Ma-Reduc.com [Member] | Actiepagina B.V. [Member] | Actiepagina B.V. [Member] | Miwim (Bons-de-Reduction.com and Poulpeo.com) [Member] | Miwim (Bons-de-Reduction.com and Poulpeo.com) [Member] | Miwim (Bons-de-Reduction.com and Poulpeo.com) [Member] | Miwim (Bons-de-Reduction.com and Poulpeo.com) [Member] | Miwim (Bons-de-Reduction.com and Poulpeo.com) [Member] | Miwim (Bons-de-Reduction.com and Poulpeo.com) [Member] | Miwim (Bons-de-Reduction.com and Poulpeo.com) [Member] | Minimum [Member] | Minimum [Member] | Minimum [Member] | Minimum [Member] | Maximum [Member] | Maximum [Member] | Maximum [Member] | Maximum [Member] | ||||
Deferred Compensation, Excluding Share-based Payments and Retirement Benefits [Member] | Deferred Compensation, Excluding Share-based Payments and Retirement Benefits [Member] | Unsecured seller note due 2014 [Member] | Unsecured seller note due 2014 [Member] | Seller, due in 2014 [Member] | FRANCE | Preferred Stock [Member] | Deferred Compensation, Excluding Share-based Payments and Retirement Benefits [Member] | Deferred Compensation, Excluding Share-based Payments and Retirement Benefits [Member] | Deferred Compensation, Excluding Share-based Payments and Retirement Benefits [Member] | Marketing-related [Member] | Marketing-related [Member] | Marketing-related [Member] | Marketing-related [Member] | ||||||||||||||||
Employment Contracts [Member] | Website | Unsecured promissory notes due 2014 [Member] | Employment Contracts [Member] | Employment Contracts [Member] | |||||||||||||||||||||||||
Business Acquisition [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Direct acquisition costs | $1,400,000 | $600,000 | $1,400,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Identifiable intangible assets useful lives | ' | ' | ' | '165 months | '180 months | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '1 year | '1 year | ' | ' | '15 years | '15 years | ' | ' |
Amortized period for noncurrent asset | ' | ' | ' | '180 months | '180 months | '180 months | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '2 years | ' | ' | ' | '48 months | '48 months | ' | ' | '180 months | '180 months |
Percentage of outstanding capital acquired | ' | ' | ' | ' | ' | ' | 100.00% | ' | ' | 100.00% | ' | ' | ' | ' | 100.00% | 100.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Cash consideration | ' | ' | ' | ' | ' | ' | 11,600,000 | ' | ' | 15,000,000 | ' | ' | 2,000,000 | ' | 10,100,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Amount transferred into escrow account | ' | ' | ' | ' | ' | ' | ' | 6,200,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Payment due from escrow account | ' | ' | ' | ' | ' | ' | ' | 3,100,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Business acquisitions, Asset recorded | ' | ' | ' | ' | ' | ' | ' | ' | 5,400,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Amortized period for noncurrent asset | ' | ' | ' | ' | ' | ' | ' | 'P2Y | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Compensation expenses | 2,527,000 | 1,082,000 | ' | ' | ' | ' | ' | 800,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Acquisition purchase price | ' | ' | ' | ' | ' | ' | ' | ' | ' | 20,800,000 | ' | ' | 3,100,000 | ' | 13,200,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Notes payable issued | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 4,900,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Debt instrument interest rate percentage | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 3.00% | ' | ' | ' | ' | ' | ' | ' | 5.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Debt instrument, maturity year | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '2014 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Provisional Payments To Acquire Businesses Gross | ' | ' | ' | ' | ' | ' | ' | ' | ' | 900,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Note payable issued | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,100,000 | ' | ' | ' | ' | 3,500,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of websites acquired | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Shares issued as consideration | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 182,425 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Value of shares issued as consideration | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 3,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Shares issued as consideration, Fair value per share | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $16.45 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Additional cash consideration for working capital | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 100,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Promissory notes, Annual installments towards principal | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,750,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Business acquisitions, Asset recorded | 80,813,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2,400,000 | 600,000 | ' | ' | ' | ' | ' | ' | ' | ' |
Compensation expenses | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $1,700,000 | $1,100,000 | ' | ' | ' | ' | ' | ' | ' | ' |
Goodwill_and_Other_Intangible_2
Goodwill and Other Intangible Assets - Summary of Changes in Goodwill Balance (Detail) (USD $) | 12 Months Ended | |
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 |
Goodwill And Intangible Assets Disclosure [Abstract] | ' | ' |
Beginning Balance | $152,755 | $142,917 |
Acquired in business combinations | 24,923 | 8,727 |
Foreign currency translation adjustment | 1,981 | 1,111 |
Ending Balance | $179,659 | $152,755 |
Goodwill_and_Other_Intangible_3
Goodwill and Other Intangible Assets - Schedule of Intangible Assets (Detail) (USD $) | 12 Months Ended | |
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 |
Finite-Lived Intangible Assets [Line Items] | ' | ' |
Gross | $119,238 | $111,092 |
Accumulated Amortization | -38,425 | -28,183 |
Impairment | ' | -4,924 |
Net | 80,813 | 77,985 |
Minimum [Member] | ' | ' |
Finite-Lived Intangible Assets [Line Items] | ' | ' |
Weighted- average amortization period | '1 year | '1 year |
Maximum [Member] | ' | ' |
Finite-Lived Intangible Assets [Line Items] | ' | ' |
Weighted- average amortization period | '15 years | '15 years |
Customer Relationships [Member] | ' | ' |
Finite-Lived Intangible Assets [Line Items] | ' | ' |
Weighted- average amortization period | '180 months | ' |
Estimated Useful Life (Months) | '180 months | '180 months |
Gross | 16,244 | 18,654 |
Accumulated Amortization | -3,368 | -2,827 |
Impairment | ' | -2,498 |
Net | 12,876 | 13,329 |
Marketing-related [Member] | ' | ' |
Finite-Lived Intangible Assets [Line Items] | ' | ' |
Weighted- average amortization period | '165 months | ' |
Estimated Useful Life (Months) | '180 months | ' |
Gross | 75,182 | 68,142 |
Accumulated Amortization | -17,035 | -12,049 |
Impairment | ' | -2,058 |
Net | 58,147 | 54,035 |
Marketing-related [Member] | Minimum [Member] | ' | ' |
Finite-Lived Intangible Assets [Line Items] | ' | ' |
Estimated Useful Life (Months) | '48 months | '48 months |
Marketing-related [Member] | Maximum [Member] | ' | ' |
Finite-Lived Intangible Assets [Line Items] | ' | ' |
Estimated Useful Life (Months) | '180 months | '180 months |
Contract-based [Member] | ' | ' |
Finite-Lived Intangible Assets [Line Items] | ' | ' |
Weighted- average amortization period | '58 months | ' |
Gross | 19,875 | 18,529 |
Accumulated Amortization | -11,528 | -8,260 |
Impairment | ' | -368 |
Net | 8,347 | 9,901 |
Contract-based [Member] | Minimum [Member] | ' | ' |
Finite-Lived Intangible Assets [Line Items] | ' | ' |
Estimated Useful Life (Months) | '12 months | '33 months |
Contract-based [Member] | Maximum [Member] | ' | ' |
Finite-Lived Intangible Assets [Line Items] | ' | ' |
Estimated Useful Life (Months) | '60 months | '60 months |
Technology-based [Member] | ' | ' |
Finite-Lived Intangible Assets [Line Items] | ' | ' |
Weighted- average amortization period | '12 months | ' |
Estimated Useful Life (Months) | '12 months | '12 months |
Gross | 7,937 | 5,767 |
Accumulated Amortization | -6,494 | -5,047 |
Impairment | ' | ' |
Net | $1,443 | $720 |
Goodwill_and_Other_Intangible_4
Goodwill and Other Intangible Assets - Additional Information (Detail) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Website | |||
Goodwill And Intangible Assets Disclosure [Abstract] | ' | ' | ' |
Number of impaired websites | ' | 3 | ' |
Impairment charge | ' | $4,924 | ' |
Weighted-average amortization period for definite-lived intangible assets | '11 years 7 months 6 days | '10 years 4 months 24 days | ' |
Goodwill_and_Other_Intangible_5
Goodwill and Other Intangible Assets - Estimated Amortization of Intangible Assets (Detail) (USD $) | Dec. 31, 2013 |
In Thousands, unless otherwise specified | |
Goodwill And Intangible Assets Disclosure [Abstract] | ' |
Estimated amortization of intangible assets in 2014 | $12,046 |
Estimated amortization of intangible assets in 2015 | 9,606 |
Estimated amortization of intangible assets in 2016 | 6,636 |
Estimated amortization of intangible assets in 2017 | 6,600 |
Estimated amortization of intangible assets in 2018 | 6,377 |
Estimated amortization of intangible assets thereafter | 39,548 |
Intangible assets | $80,813 |
Property_and_Equipment_Net_Pro
Property and Equipment, Net - Property and Equipment (Detail) (USD $) | 12 Months Ended | |
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 |
Property, Plant and Equipment [Line Items] | ' | ' |
Property and equipment, gross | $13,784 | $6,338 |
Less: Accumulated amortization and depreciation | -3,467 | -1,417 |
Net property and equipment | 10,317 | 4,921 |
Computer hardware [Member] | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' |
Property and equipment, Estimated Useful Life | '3 years | ' |
Property and equipment, gross | 1,886 | 1,158 |
Purchased software [Member] | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' |
Property and equipment, Estimated Useful Life | '3 years | ' |
Property and equipment, gross | 1,222 | 954 |
Office equipment [Member] | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' |
Property and equipment, Estimated Useful Life | '3 years | ' |
Property and equipment, gross | 430 | 233 |
Office furniture and fixtures [Member] | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' |
Property and equipment, Estimated Useful Life | '5 years | ' |
Property and equipment, gross | 2,885 | 1,578 |
Leasehold improvements [Member] | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' |
Property and equipment, Estimated Useful Life | '5 years | ' |
Property and equipment, gross | $7,361 | $2,415 |
Property_and_Equipment_Net_Add
Property and Equipment, Net - Additional Information (Detail) (USD $) | 12 Months Ended | ||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |
Property, Plant and Equipment [Line Items] | ' | ' | ' |
Depreciation and amortization expense | $14,112,000 | $14,192,000 | $11,556,000 |
Property, Plant and Equipment [Member] | ' | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' | ' |
Depreciation and amortization expense | 2,000,000 | 1,000,000 | 300,000 |
Impairment of property and equipment | $0 | $0 | $0 |
Accrued_Expenses_and_Other_Cur2
Accrued Expenses and Other Current Liabilities - Accrued Expenses and Other Current Liabilities (Detail) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Accrued Liabilities and Other Liabilities | ' | ' |
Marketing and professional services | $2,214 | $1,369 |
Taxes other than income taxes | 1,302 | 998 |
Interest payable | 751 | 990 |
Other | 1,319 | 1,437 |
Accrued expenses and other current liabilities | $5,586 | $4,794 |
Long_Term_Debt_Summary_of_Long
Long Term Debt - Summary of Long Term Debt (Detail) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Debt Instrument [Line Items] | ' | ' |
Long term debt | $41,313 | ' |
Long term debt | 41,313 | 38,925 |
Less current maturities | -15,063 | -16,650 |
Total long term debt | 26,250 | 22,275 |
Senior secured note due 2018 [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Long term debt | 33,250 | ' |
Senior secured note due 2015 [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Long term debt | ' | 29,425 |
Unsecured seller note due 2013 [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Long term debt | ' | 6,000 |
Unsecured seller note due 2014 [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Long term debt | 5,163 | ' |
Unsecured promissory notes due 2014 [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Long term debt | 1,750 | 3,500 |
Unsecured seller note due 2014 [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Long term debt | $1,150 | ' |
Long_Term_Debt_Summary_of_Long1
Long Term Debt - Summary of Long Term Debt (Parenthetical) (Detail) | Dec. 31, 2013 | Dec. 31, 2012 |
Senior secured note due 2018 [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Long term debt, interest rate | 2.90% | ' |
Senior secured note due 2015 [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Long term debt, interest rate | ' | 5.90% |
Unsecured seller note due 2013 [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Long term debt, interest rate | ' | 5.00% |
Unsecured seller note due 2014 [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Long term debt, interest rate | 3.00% | ' |
Unsecured promissory notes due 2014 [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Long term debt, interest rate | 5.00% | 5.00% |
Unsecured seller note due 2014 [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Long term debt, interest rate | 4.00% | ' |
Long_Term_Debt_Current_Senior_
Long Term Debt - Current Senior Debt - Additional Information (Detail) (USD $) | 0 Months Ended | 12 Months Ended | 0 Months Ended | 12 Months Ended | 12 Months Ended | 1 Months Ended | ||||
Jul. 02, 2013 | Dec. 31, 2013 | Jul. 02, 2013 | Jun. 30, 2013 | Jul. 02, 2013 | Dec. 31, 2013 | Jun. 30, 2013 | Dec. 31, 2013 | Jun. 30, 2013 | Jun. 30, 2013 | |
Revolving Credit Facility [Member] | Revolving Credit Facility [Member] | Revolving Credit Facility [Member] | Term Loan [Member] | Term Loan [Member] | Term Loan [Member] | Senior Debt Obligations [Member] | Senior Debt Obligations [Member] | Senior Debt Obligations [Member] | ||
Minimum [Member] | ||||||||||
Debt Instrument [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Debt instrument face amount | ' | ' | ' | $115,000,000 | ' | ' | $35,000,000 | ' | ' | ' |
Repayment of prior senior debt using term loan facility | ' | ' | ' | ' | ' | ' | ' | 25,000,000 | ' | ' |
Debt outstanding | ' | ' | ' | ' | ' | ' | ' | ' | 25 | ' |
Quarterly credit facility fees, basis points | ' | 0.50% | ' | ' | ' | ' | ' | ' | ' | ' |
Amount outstanding under the revolving credit facility | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Available borrowings under the revolving credit facility | ' | 95,200,000 | ' | ' | ' | ' | ' | ' | ' | ' |
Debt instrument, date of first required payment | ' | ' | ' | ' | ' | 1-Oct-13 | ' | ' | ' | ' |
Debt instrument, frequency of periodic payment | ' | ' | ' | ' | ' | 'Quarterly | ' | ' | ' | ' |
Debt instrument, periodic payment, principal | ' | ' | ' | ' | 1,750,000 | ' | ' | ' | ' | ' |
Debt instrument, term | '5 years | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Revolving credit facility, outstanding threshold amount for term loan conversion | ' | ' | $25,000,000 | ' | ' | ' | ' | ' | ' | ' |
Funded debt to EBITDA ratio calculation period | ' | '12 months | ' | ' | ' | ' | ' | ' | ' | ' |
Mandatory prepayments, percentage of net cash proceeds of subordinated debt | ' | ' | 100.00% | ' | ' | ' | ' | ' | ' | ' |
Mandatory prepayments, percentage of net cash proceeds of equity transaction | ' | ' | 50.00% | ' | ' | ' | ' | ' | ' | ' |
Debt to EBITDA Ratio | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1 |
Long_Term_Debt_Schedule_of_Deb
Long Term Debt - Schedule of Debt Interest Rates (Detail) | 12 Months Ended |
Dec. 31, 2013 | |
Level 1 [Member] | Revolving Credit Facility [Member] | Eurodollar Margin (LIBOR) [Member] | ' |
Debt Instrument [Line Items] | ' |
Revolving Credit Base Rate Margin | 2.00% |
Level 1 [Member] | Revolving Credit Facility [Member] | Base Rate Margin [Member] | ' |
Debt Instrument [Line Items] | ' |
Revolving Credit Base Rate Margin | 1.00% |
Level 1 [Member] | Term Loan [Member] | Eurodollar Margin (LIBOR) [Member] | ' |
Debt Instrument [Line Items] | ' |
Revolving Credit Base Rate Margin | 2.63% |
Level 1 [Member] | Term Loan [Member] | Base Rate Margin [Member] | ' |
Debt Instrument [Line Items] | ' |
Revolving Credit Base Rate Margin | 1.63% |
Level 1 [Member] | Maximum [Member] | ' |
Debt Instrument [Line Items] | ' |
Consolidated Funded Debt/EBITDA | 1 |
Level 2 [Member] | Revolving Credit Facility [Member] | Eurodollar Margin (LIBOR) [Member] | ' |
Debt Instrument [Line Items] | ' |
Revolving Credit Base Rate Margin | 2.50% |
Level 2 [Member] | Revolving Credit Facility [Member] | Base Rate Margin [Member] | ' |
Debt Instrument [Line Items] | ' |
Revolving Credit Base Rate Margin | 1.50% |
Level 2 [Member] | Term Loan [Member] | Eurodollar Margin (LIBOR) [Member] | ' |
Debt Instrument [Line Items] | ' |
Revolving Credit Base Rate Margin | 3.13% |
Level 2 [Member] | Term Loan [Member] | Base Rate Margin [Member] | ' |
Debt Instrument [Line Items] | ' |
Revolving Credit Base Rate Margin | 2.13% |
Level 2 [Member] | Minimum [Member] | ' |
Debt Instrument [Line Items] | ' |
Consolidated Funded Debt/EBITDA | 1 |
Long_Term_Debt_Seller_Notes_Ad
Long Term Debt - Seller Notes - Additional Information (Detail) (Unsecured seller note due 2014 [Member]) | 12 Months Ended | 12 Months Ended | |||
In Millions, unless otherwise specified | Dec. 31, 2013 | Mar. 31, 2013 | Dec. 31, 2013 | Jul. 31, 2013 | Jul. 31, 2013 |
Actiepagina B.V. [Member] | Actiepagina B.V. [Member] | ABCYNE [Member] | ABCYNE [Member] | ABCYNE [Member] | |
USD ($) | USD ($) | EUR (€) | |||
Debt Instrument [Line Items] | ' | ' | ' | ' | ' |
Debt instrument principal amount | ' | $1.10 | ' | $5.20 | € 3.75 |
Debt instrument maturity date | 1-Sep-14 | ' | 1-Jul-14 | ' | ' |
Debt instrument interest rate | ' | 4.00% | ' | 3.00% | 3.00% |
Long_Term_Debt_Other_Notes_Add
Long Term Debt - Other Notes - Additional Information (Detail) (USD $) | 12 Months Ended | ||||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2013 | 10-May-12 | |
Promissory Notes [Member] | Promissory Notes [Member] | ||||
Miwim (Bons-de-Reduction.com and Poulpeo.com) [Member] | Miwim (Bons-de-Reduction.com and Poulpeo.com) [Member] | ||||
Debt Instrument [Line Items] | ' | ' | ' | ' | ' |
Debt instrument principal amount | ' | ' | ' | ' | $3,500,000 |
Debt instrument interest rate | ' | ' | ' | ' | 5.00% |
Debt instrument annual principal payment | 38,925,000 | 20,333,000 | 29,427,000 | 1,750,000 | ' |
Current maturities of long term debt | ' | ' | ' | $1,750,000 | ' |
Debt instrument maturity date | ' | ' | ' | 1-May-14 | ' |
Long_Term_Debt_Future_Maturiti
Long Term Debt - Future Maturities of Debt (Detail) (USD $) | Dec. 31, 2013 |
In Thousands, unless otherwise specified | |
Debt Disclosure [Abstract] | ' |
2014 | $15,063 |
2015 | 7,000 |
2016 | 7,000 |
2017 | 7,000 |
2018 | 5,250 |
Long Term debt | $41,313 |
Long_Term_Debt_Debt_Issuance_C
Long Term Debt - Debt Issuance Costs - Additional Information (Detail) (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Debt Instrument [Line Items] | ' | ' | ' |
Amortization of financing costs | $0.40 | $0.60 | $1.20 |
Senior Debt Obligations [Member] | ' | ' | ' |
Debt Instrument [Line Items] | ' | ' | ' |
Write-off of remaining unamortized deferred financing costs | $0.60 | ' | ' |
Commitments_and_Contingencies_1
Commitments and Contingencies - Additional Information (Detail) (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Commitments And Contingencies Disclosure [Abstract] | ' | ' | ' |
Rent expense under operating leases | $3.20 | $1.40 | $0.30 |
Payment obligation under contract | $0.90 | ' | ' |
Commitments_and_Contingencies_2
Commitments and Contingencies - Future Minimum Lease Payments under Non-Cancelable Operating Leases (Detail) (USD $) | Dec. 31, 2013 |
In Thousands, unless otherwise specified | |
Commitments And Contingencies Disclosure [Abstract] | ' |
2014 | $2,800 |
2015 | 3,272 |
2016 | 3,340 |
2017 | 3,466 |
2018 | 3,552 |
Thereafter | 8,611 |
Operating Leases, Future Minimum Payments Due, Total | $25,041 |
Redeemable_Convertible_Preferr2
Redeemable Convertible Preferred Stock, Stockholders' Equity (Deficit) and Stock-Based Compensation - Reverse Stock Split - Additional Information (Detail) (USD $) | 0 Months Ended | 12 Months Ended | ||
Jun. 12, 2013 | Dec. 31, 2013 | Jul. 24, 2013 | Dec. 31, 2012 | |
Class of Stock [Line Items] | ' | ' | ' | ' |
Description of reverse stock split ratio of common preferred stock | ' | '0.25 | ' | ' |
Reverse stock split ratio | 4 | ' | ' | ' |
Preferred stock, authorized shares | ' | 10,000,000 | 10,000,000 | 0 |
Common stock par value | ' | ' | $0.00 | ' |
Preferred stock par value | ' | $0.00 | $0.00 | $0.00 |
Series 1 Common Stock [Member] | ' | ' | ' | ' |
Class of Stock [Line Items] | ' | ' | ' | ' |
Common stock, authorized shares | ' | 150,000,000 | 150,000,000 | 150,000,000 |
Common stock par value | ' | $0.00 | ' | $0.00 |
Series 2 Common Stock [Member] | ' | ' | ' | ' |
Class of Stock [Line Items] | ' | ' | ' | ' |
Common stock, authorized shares | ' | 6,107,494 | 6,107,494 | 6,107,494 |
Common stock par value | ' | $0.00 | ' | $0.00 |
Redeemable_Convertible_Preferr3
Redeemable Convertible Preferred Stock, Stockholders' Equity (Deficit) and Stock-Based Compensation - Initial Public Offering - Additional Information (Detail) (USD $) | 12 Months Ended | 0 Months Ended | ||
Dec. 31, 2013 | Jul. 24, 2013 | Jul. 24, 2013 | Jul. 24, 2013 | |
Series 1 Common Stock [Member] | Series 1 Common Stock [Member] | Series 1 Common Stock [Member] | ||
Existing Shareholders [Member] | Initial Public Offering [Member] | Over Allotment Option [Member] | ||
Existing Shareholders [Member] | ||||
Stockholders Equity Deficit And Stock Based Compensation [Line Items] | ' | ' | ' | ' |
Issuances of common stock, shares | ' | 5,909,090 | 10,454,544 | 1,363,636 |
Issuances of common stock, value per share | ' | ' | $21 | ' |
Issuances of common stock, shares | ' | ' | 4,545,454 | ' |
Proceeds from initial public offering | $85,365,000 | ' | $85,400 | ' |
Expenses related to sale of stock | ' | ' | $3,400,000 | ' |
Redeemable_Convertible_Preferr4
Redeemable Convertible Preferred Stock, Stockholders' Equity (Deficit) and Stock-Based Compensation - Follow-on Offering - Additional Information (Detail) (USD $) | 12 Months Ended | 0 Months Ended | ||||
Dec. 31, 2013 | Jul. 24, 2013 | Dec. 16, 2013 | Dec. 16, 2013 | Jul. 24, 2013 | Dec. 16, 2013 | |
Series 1 Common Stock [Member] | Series 1 Common Stock [Member] | Series 1 Common Stock [Member] | Series 1 Common Stock [Member] | Series 1 Common Stock [Member] | ||
Existing Shareholders [Member] | Follow-on Offering [Member] | Follow-on Offering [Member] | Over Allotment Option [Member] | Over Allotment Option [Member] | ||
Existing Shareholders [Member] | Existing Shareholders [Member] | Existing Shareholders [Member] | ||||
Underwriters [Member] | ||||||
Class of Stock [Line Items] | ' | ' | ' | ' | ' | ' |
Issuance of common stock, shares | ' | 5,909,090 | 7,207,207 | 5,207,207 | 1,363,636 | 940,070 |
Issuance of common stock, value per share | ' | ' | $26 | ' | ' | ' |
Issuance of common stock, shares | ' | ' | 2,000,000 | ' | ' | ' |
Proceeds from follow-on offering, net of offering costs | $49,107,000 | ' | $49,100,000 | ' | ' | ' |
Expenses related to sale of stock | ' | ' | $600,000 | ' | ' | ' |
Redeemable_Convertible_Preferr5
Redeemable Convertible Preferred Stock, Stockholders' Equity (Deficit) and Stock-Based Compensation - Redeemable Convertible Preferred Stock - Additional Information (Detail) | Dec. 31, 2013 | Jul. 24, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | Jul. 24, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | Jul. 24, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | Jul. 24, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | Jul. 24, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | Jul. 24, 2013 | Dec. 31, 2012 | Jul. 24, 2013 | Jul. 24, 2013 | Sep. 30, 2013 | Dec. 31, 2013 |
Series B-1 Redeemable Convertible Preferred Stock [Member] | Series B-1 Redeemable Convertible Preferred Stock [Member] | Series B-1 Redeemable Convertible Preferred Stock [Member] | Series B-2 Redeemable Convertible Preferred Stock [Member] | Series B-2 Redeemable Convertible Preferred Stock [Member] | Series B-2 Redeemable Convertible Preferred Stock [Member] | Series B-3 Redeemable Convertible Preferred Stock [Member] | Series B-3 Redeemable Convertible Preferred Stock [Member] | Series B-3 Redeemable Convertible Preferred Stock [Member] | Series BB-3 Redeemable Convertible Preferred Stock [Member] | Series BB-3 Redeemable Convertible Preferred Stock [Member] | Series BB-3 Redeemable Convertible Preferred Stock [Member] | Series B-4 Redeemable Convertible Preferred Stock [Member] | Series B-4 Redeemable Convertible Preferred Stock [Member] | Series B-4 Redeemable Convertible Preferred Stock [Member] | Series B-5 Redeemable Convertible Preferred Stock [Member] | Series B-5 Redeemable Convertible Preferred Stock [Member] | Series B-5 Redeemable Convertible Preferred Stock [Member] | Series 1 Common Stock [Member] | Series 2 Common Stock [Member] | Preferred Stock [Member] | Redeemable Convertible Preferred Stock [Member] | |
Class of Stock [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Preferred stock outstanding | 0 | 6,993,977 | 6,993,977 | 0 | 26,846,339 | 26,846,339 | 0 | 3,053,747 | 3,053,747 | 0 | 6,107,494 | 6,107,494 | 0 | 996,479 | 966,479 | 0 | 182,425 | 182,425 | ' | ' | 0 | ' |
Conversion of preferred stock to common stock upon initial public offering | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 38,072,967 | 6,107,494 | ' | ' |
Redeemable convertible Preferred stock converted into common stock | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 'One-to-one |
Redeemable_Convertible_Preferr6
Redeemable Convertible Preferred Stock, Stockholders' Equity (Deficit) and Stock-Based Compensation - Common Stock - Additional Information (Detail) (USD $) | 12 Months Ended | 12 Months Ended | |||
In Millions, except Share data, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | Aug. 07, 2013 | Dec. 31, 2013 |
Series 1 Common Stock [Member] | Series 1 Common Stock [Member] | Series 2 Common Stock [Member] | |||
Vote | |||||
Stockholders Equity Deficit And Stock Based Compensation [Line Items] | ' | ' | ' | ' | ' |
Contractual rights to repurchase shares of common stock | 0 | 100,260 | ' | ' | ' |
Repurchase right, lapsing period | '32 months | ' | ' | ' | ' |
Contractual rights to repurchase shares of common stock | 31,921 | 29,900 | ' | ' | ' |
Stock option unvested shares repurchased | 4,948 | 4,375 | ' | ' | ' |
Exercised unvested shares | $0.10 | $0.10 | ' | ' | ' |
Voting right of each share of common stock | 1 | ' | 1 | ' | ' |
Voting right of each share of common stock, excluding Board representation | ' | ' | ' | ' | 1 |
Convertible common stock, conversion ratio | ' | ' | ' | ' | 1 |
Shares registered for issuance under share-based compensation plan | ' | ' | ' | 10,262,195 | ' |
Redeemable_Convertible_Preferr7
Redeemable Convertible Preferred Stock, Stockholders' Equity (Deficit) and Stock-Based Compensation - Common Stock Warrant - Additional Information (Detail) (Warrant to Purchase Series One Common Stock [Member]) | Dec. 31, 2013 |
Warrant to Purchase Series One Common Stock [Member] | ' |
Stockholders Equity Deficit And Stock Based Compensation [Line Items] | ' |
Common Stock Warrant, number of shares the warrant can be exercised for | 457,796 |
Common Stock Warrant, exercise price per share | 0.004 |
Redeemable_Convertible_Preferr8
Redeemable Convertible Preferred Stock, Stockholders' Equity (Deficit) and Stock-Based Compensation - Stock-Based Compensation - Additional Information (Detail) (USD $) | 12 Months Ended | ||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |
Stockholders Equity Deficit And Stock Based Compensation [Line Items] | ' | ' | ' |
Share based compensation expense | $10.50 | $4 | $0.50 |
Series 1 Common Stock [Member] | ' | ' | ' |
Stockholders Equity Deficit And Stock Based Compensation [Line Items] | ' | ' | ' |
Common stock available for grant | 4,078,916 | ' | ' |
Employee Stock Option [Member] | ' | ' | ' |
Stockholders Equity Deficit And Stock Based Compensation [Line Items] | ' | ' | ' |
Unrecognized compensation cost related to stock options | $32,300,000 | ' | ' |
2013 Equity Incentive Plan [Member] | ' | ' | ' |
Stockholders Equity Deficit And Stock Based Compensation [Line Items] | ' | ' | ' |
Vesting period | '4 years | ' | ' |
Term of option | '10 years | ' | ' |
2007 Stock Plan [Member] | ' | ' | ' |
Stockholders Equity Deficit And Stock Based Compensation [Line Items] | ' | ' | ' |
Term of option | '10 years | ' | ' |
2007 Stock Plan [Member] | Vesting After 1 Year [Member] | ' | ' | ' |
Stockholders Equity Deficit And Stock Based Compensation [Line Items] | ' | ' | ' |
Vesting period | '1 year | ' | ' |
Vesting percentage | 25.00% | ' | ' |
2007 Stock Plan [Member] | Vesting Over The Remaining 3 Years [Member] | ' | ' | ' |
Stockholders Equity Deficit And Stock Based Compensation [Line Items] | ' | ' | ' |
Vesting period | '3 years | ' | ' |
Vesting percentage | 75.00% | ' | ' |
Restricted Stock Units (RSUs) [Member] | ' | ' | ' |
Stockholders Equity Deficit And Stock Based Compensation [Line Items] | ' | ' | ' |
Weighted average fair value at the date of grant for restricted stock units | $31.88 | ' | ' |
Weighted average period | '3 years 1 month 6 days | ' | ' |
Redeemable_Convertible_Preferr9
Redeemable Convertible Preferred Stock, Stockholders' Equity (Deficit) and Stock-Based Compensation - Summary of Weighted Average Assumptions for Stock Options Granted (Detail) (Employee Stock Option [Member]) | 12 Months Ended | ||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |
Employee Stock Option [Member] | ' | ' | ' |
Stockholders Equity Deficit And Stock Based Compensation [Line Items] | ' | ' | ' |
Expected volatility | 60.27% | 64.46% | 73.00% |
Expected term (in years) | '6 years 4 days | '5 years 11 months 19 days | '6 years 7 days |
Risk-free rate of return | 1.34% | 0.95% | 1.84% |
Expected dividend yield | ' | ' | ' |
Recovered_Sheet1
Redeemable Convertible Preferred Stock, Stockholders' Equity (Deficit) and Stock-Based Compensation - Summary of Stock Option Activity (Detail) (USD $) | 12 Months Ended | |||
In Thousands, except Share data, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2010 |
Number of Shares | ' | ' | ' | ' |
Options outstanding, Beginning Balance | 4,672,510 | 2,475,212 | 488,286 | ' |
Granted | 1,983,785 | 2,441,553 | 2,081,920 | ' |
Exercised | -544,852 | -102,599 | -85,294 | ' |
Forfeited | -416,620 | -141,656 | -9,700 | ' |
Options outstanding, Ending Balance | 5,694,823 | 4,672,510 | 2,475,212 | 488,286 |
Vested and expected to vest end of period | 5,410,082 | ' | ' | ' |
Exercisable end of period | 5,330,833 | ' | ' | ' |
Weighted- Average Exercise Price Per Share | ' | ' | ' | ' |
Options outstanding, Beginning Balance | $7.26 | $2.63 | $1.08 | ' |
Granted | $22.06 | $11.59 | $2.96 | ' |
Exercised | $3.70 | $2.45 | $2.08 | ' |
Forfeited | $11.46 | $4.28 | $1.28 | ' |
Options outstanding, Ending Balance | $12.45 | $7.26 | $2.63 | $1.08 |
Vested and expected to vest at end of period | $12.45 | ' | ' | ' |
Exercisable at end of period | $12.52 | ' | ' | ' |
Weighted-Average Remaining Contractual Life | ' | ' | ' | ' |
Options outstanding, end of period | '8 years 4 months 24 days | '9 years | '9 years 4 months 24 days | '9 years 4 months 24 days |
Vested and expected to vest at end of period | '8 years 4 months 24 days | ' | ' | ' |
Exercisable at end of period | '8 years 6 months | ' | ' | ' |
Aggregate Intrinsic Value | ' | ' | ' | ' |
Outstanding, Aggregate Intrinsic Value | $94,474 | $52,588 | $8,443 | $487 |
Vested and expected to vest at end of period | 89,750 | ' | ' | ' |
Exercisable at end of period | $88,185 | ' | ' | ' |
Weighted- Average Fair Value (per share) | ' | ' | ' | ' |
Options outstanding, Beginning Balance | $4.29 | $1.71 | $0.73 | ' |
Granted | $12.29 | $6.70 | $1.92 | ' |
Exercised | $3.54 | $1.61 | $1.36 | ' |
Forfeited | $7.05 | $2.56 | $0.85 | ' |
Options outstanding, Ending Balance | $8.03 | $4.29 | $1.71 | $0.73 |
Recovered_Sheet2
Redeemable Convertible Preferred Stock, Stockholders' Equity (Deficit) and Stock-Based Compensation - Summary of Restricted Stock Unit Activity (Detail) (Restricted Stock Units (RSUs) [Member], USD $) | 12 Months Ended |
In Thousands, except Share data, unless otherwise specified | Dec. 31, 2013 |
Restricted Stock Units (RSUs) [Member] | ' |
Schedule Of Summary Of Restricted Stock Unit Activity [Line Items] | ' |
Number of Shares outstanding, Beginning Balance | ' |
Number of Shares, Granted | 54,579 |
Number of Shares, Issued | -500 |
Number of Shares, Cancelled or Forfeited | ' |
Number of Shares outstanding, Ending Balance | 54,079 |
Number of Shares outstanding expected to vest, end of period | 54,079 |
Weighted-Average Purchase Price Per Share, outstanding, Beginning Balance | ' |
Weighted-Average Purchase Price Per Share, Granted | ' |
Weighted-Average Purchase Price Per Share, Issued | ' |
Weighted-Average Purchase Price Per Share, Cancelled or Forfeited | ' |
Weighted-Average Purchase Price Per Share, outstanding, Ending Balance | ' |
Weighted-Average Purchase Price Per Share, outstanding expected to vest, end of period | ' |
Weighted-Average Remaining Vesting Term of Shares, outstanding, Ending Balance | '3 years 8 months 12 days |
Weighted-Average Remaining Vesting Term of Shares, outstanding expected to vest, end of period | '3 years 8 months 12 days |
Aggregate Intrinsic Value of Shares outstanding | $1,557 |
Aggregate Intrinsic Value of Shares outstanding, expected to vest | $1,557 |
Recovered_Sheet3
Redeemable Convertible Preferred Stock, Stockholders' Equity (Deficit) and Stock-Based Compensation - Summary of Additional Stock Options and Restricted Stock Units (Detail) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Employee Stock Option [Member] | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' |
Intrinsic value of stock options exercised | $10,663 | $788 | $276 |
Grant date fair value of stock options exercised | 1,929 | 165 | 116 |
Restricted Stock Units (RSUs) [Member] | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' |
Intrinsic value of restricted stock units that vested | 17 | ' | ' |
Grant date fair value of restricted stock units that vested | $17 | ' | ' |
Recovered_Sheet4
Redeemable Convertible Preferred Stock, Stockholders' Equity (Deficit) and Stock-Based Compensation - Summary of Reserved Shares of Common Stock for Future Issuance (Detail) | Dec. 31, 2013 |
In Thousands, unless otherwise specified | |
Class of Stock [Line Items] | ' |
Common stock capital shares reserved for future issuance | 10,900 |
2007 Stock Incentive Plan [Member] | ' |
Class of Stock [Line Items] | ' |
Common stock capital shares reserved for future issuance | 5,695 |
2013 Stock Incentive Plan [Member] | ' |
Class of Stock [Line Items] | ' |
Common stock capital shares reserved for future issuance | 4,644 |
2013 Employee Stock Purchase Plan [Member] | ' |
Class of Stock [Line Items] | ' |
Common stock capital shares reserved for future issuance | 561 |
Earnings_Loss_Per_Share_Additi
Earnings (Loss) Per Share - Additional Information (Detail) (USD $) | 12 Months Ended | 0 Months Ended | |||||||
In Thousands, except Per Share data, unless otherwise specified | Dec. 31, 2013 | Jul. 24, 2013 | Jul. 24, 2013 | Jul. 24, 2013 | Jul. 24, 2013 | Jul. 24, 2013 | Jul. 24, 2013 | Jul. 11, 2013 | Jul. 11, 2013 |
Series B-1 Redeemable Convertible Preferred Stock [Member] | Series B-2 Redeemable Convertible Preferred Stock [Member] | Series B-3 Redeemable Convertible Preferred Stock [Member] | Series BB-3 Redeemable Convertible Preferred Stock [Member] | Series B-4 Redeemable Convertible Preferred Stock [Member] | Series B-5 Redeemable Convertible Preferred Stock [Member] | Venture Partners XIII L.P. [Member] | J.P Morgan [Member] | ||
Initial Public Offering [Member] | Initial Public Offering [Member] | ||||||||
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Preferred stock cumulative dividends | ' | $0.31 | $0.37 | $1.31 | $1.31 | $0.29 | $0.66 | ' | ' |
Voting right of each share of common stock | 1 | ' | ' | ' | ' | ' | ' | ' | ' |
Payment of dividends on preferred stock | ' | ' | ' | ' | ' | ' | ' | $2,046,001 | $4,092,002 |
Earnings_Loss_Per_Share_Schedu
Earnings (Loss) Per Share - Schedule of Computation of Basic and Diluted Loss Per Share of Common Stock (Detail) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Thousands, except Share data, unless otherwise specified | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2012 | Sep. 30, 2012 | Jun. 30, 2012 | Mar. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Earnings Per Share [Abstract] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Net income | $13,839 | $5,593 | $5,123 | $6,975 | $7,745 | $6,574 | $5,441 | $6,233 | $31,530 | $25,993 | $16,961 |
Preferred stock dividends on participating preferred stock | ' | ' | ' | ' | ' | ' | ' | ' | -19,928 | -24,577 | -64,715 |
Total undistributed earnings (loss) | ' | ' | ' | ' | ' | ' | ' | ' | 11,602 | 1,416 | -47,754 |
Undistributed earnings (loss) allocated to participating preferred stock | ' | ' | ' | ' | ' | ' | ' | ' | -5,998 | -1,390 | ' |
Net income (loss) attributable to common stockholders | $13,839 | ($2,159) | ($999) | $20 | $31 | $8 | ($667) | $2 | $5,604 | $26 | ($47,754) |
Weighted-average common shares outstanding-basic | 50,879 | 38,235 | 1,466 | 1,000 | 899 | 871 | 824 | 767 | 23,074 | 841 | 744 |
Weighted-average common shares outstanding-diluted | 53,368 | 38,235 | 1,466 | 2,965 | 2,928 | 2,657 | 824 | 2,228 | 25,742 | 2,277 | 744 |
Net loss per share attributable to common stockholders: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Basic | $0.27 | ($0.06) | ($0.68) | $0.02 | $0.03 | $0.01 | ($0.81) | $0 | $0.24 | $0.03 | ($64.19) |
Diluted | $0.26 | ($0.06) | ($0.68) | $0.02 | $0.03 | $0.01 | ($0.81) | $0 | $0.23 | $0.03 | ($64.19) |
Earnings_Loss_Per_Share_Schedu1
Earnings (Loss) Per Share - Schedule of Common Equivalent Shares Excluded from Diluted Net Loss Per Share Calculation (Detail) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ' | ' | ' |
Total common equivalent shares | 112 | ' | 40,404 |
Stock options [Member] | ' | ' | ' |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ' | ' | ' |
Total common equivalent shares | 112 | ' | 1,353 |
Warrant [Member] | ' | ' | ' |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ' | ' | ' |
Total common equivalent shares | ' | ' | 2,592 |
Convertible preferred stock [Member] | ' | ' | ' |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ' | ' | ' |
Total common equivalent shares | ' | ' | 36,459 |
Fair_Value_Measurements_Schedu
Fair Value Measurements - Schedule of Assets and Liabilities Measured at Fair Value on Recurring Basis (Detail) (USD $) | Nov. 30, 2010 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | Fair Value, Measurements, Recurring [Member] | Fair Value, Measurements, Recurring [Member] | Level 1 [Member] | Level 1 [Member] | Level 2 [Member] | Level 2 [Member] | Level 3 [Member] | Level 3 [Member] | |
Fair Value, Measurements, Recurring [Member] | Fair Value, Measurements, Recurring [Member] | Fair Value, Measurements, Recurring [Member] | Fair Value, Measurements, Recurring [Member] | Fair Value, Measurements, Recurring [Member] | Fair Value, Measurements, Recurring [Member] | ||||
Fair Value Of Assets And Liabilities Measured On Non Recurring Basis [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Money market deposit account | ' | $872 | $871 | $872 | $871 | ' | ' | ' | ' |
Interest rate swap agreement | $1,500 | $12 | $85 | ' | ' | $12 | $85 | ' | ' |
Income_Taxes_Components_of_Pre
Income Taxes - Components of Pretax Income (Detail) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Income Tax Disclosure [Abstract] | ' | ' | ' |
Domestic | $42,189 | $38,595 | $26,623 |
Foreign | 8,232 | 3,758 | 1,840 |
Income before income taxes | $50,421 | $42,353 | $28,463 |
Income_Taxes_Components_of_Pro
Income Taxes - Components of Provision for Income Tax (Detail) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Current: | ' | ' | ' |
Federal | $16,627 | $14,773 | $8,848 |
State | 1,187 | 836 | 507 |
Foreign | 3,905 | 2,547 | 943 |
Total current | 21,719 | 18,156 | 10,298 |
Deferred: | ' | ' | ' |
Federal | -1,161 | -550 | 1,604 |
State | 65 | ' | 55 |
Foreign | -1,732 | -1,246 | -455 |
Total deferred | -2,828 | -1,796 | 1,204 |
Income tax provision | $18,891 | $16,360 | $11,502 |
Income_Taxes_Additional_Inform
Income Taxes - Additional Information (Detail) (USD $) | 12 Months Ended | 12 Months Ended | |||||||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | 31-May-12 | 10-May-12 | Jul. 31, 2013 | Oct. 09, 2013 | |
Internal Revenue Service (IRS) [Member] | Minimum [Member] | Maximum [Member] | Miwim (Bons-de-Reduction.com and Poulpeo.com) [Member] | Miwim (Bons-de-Reduction.com and Poulpeo.com) [Member] | Ma-Reduc.com [Member] | YSL Ventures Inc. [Member] | |||
Income Tax Disclosure [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Statutory federal income tax rate | 35.00% | ' | ' | ' | ' | ' | ' | ' | ' |
Percentage of outstanding capital acquired | ' | ' | ' | ' | ' | 100.00% | 100.00% | 100.00% | 100.00% |
Net deferred tax liability | ' | ' | ' | ' | ' | $1,800,000 | ' | $2,500,000 | $300,000 |
Federal net operating loss carryforwards and research and development tax credit carryforwards | -6,544,000 | -6,301,000 | 2,100,000 | ' | ' | ' | ' | ' | ' |
Research and development tax credit carryforwards | 22,000 | ' | ' | ' | ' | ' | ' | ' | ' |
Operating loss carryforward expiration date | ' | ' | ' | '2031 | '2033 | ' | ' | ' | ' |
Tax credit carryforward expiration date | ' | ' | ' | '2031 | '2033 | ' | ' | ' | ' |
Provision for income tax | 0 | 0 | ' | ' | ' | ' | ' | ' | ' |
Unrecognized deferred tax liability | 3,500,000 | 1,200,000 | ' | ' | ' | ' | ' | ' | ' |
Increase to additional paid in capital | 2,000,000 | ' | ' | ' | ' | ' | ' | ' | ' |
Option-related excess tax benefits | 0 | ' | ' | ' | ' | ' | ' | ' | ' |
Recognized interest and penalties | 300,000 | 0 | ' | ' | ' | ' | ' | ' | ' |
Interest and penalties accrued | $300,000 | $0 | ' | ' | ' | ' | ' | ' | ' |
Income_Taxes_Reconciliation_of
Income Taxes - Reconciliation of Expected Income Tax Amount Computed by Applying Statutory Federal Income Tax Rate to Income Before Income Taxes (Detail) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Income Tax Disclosure [Abstract] | ' | ' | ' |
Tax at U.S. statutory rate | $17,647 | $14,824 | $9,962 |
State tax provision, net of federal benefit | 999 | 543 | 330 |
Stock-based compensation | 1,701 | 1,031 | 142 |
Foreign tax rate differential | -1,038 | -421 | -156 |
Research and development credit | -649 | ' | ' |
Permanent differences and other | 231 | 383 | 1,224 |
Income tax provision | $18,891 | $16,360 | $11,502 |
Income_Taxes_Significant_Compo
Income Taxes - Significant Components of Deferred Taxes (Detail) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Deferred tax assets: | ' | ' |
Reserves and allowances | $1,461 | $309 |
Tax carryforwards | 772 | ' |
Accrued expenses | 1,033 | 21 |
Stock-based compensation | 1,910 | 327 |
Deferred rent | 756 | 336 |
Other | 820 | ' |
Total deferred tax assets | 6,752 | 993 |
Deferred tax liabilities: | ' | ' |
Property and equipment | -1,842 | -1,022 |
Intangibles | -10,534 | -6,272 |
Other | -920 | ' |
Total deferred tax liabilities | -13,296 | -7,294 |
Net deferred tax liability | ($6,544) | ($6,301) |
Income_Taxes_Changes_in_Balanc
Income Taxes - Changes in Balance of Unrecognized Tax Benefits (Detail) (USD $) | 12 Months Ended |
In Thousands, unless otherwise specified | Dec. 31, 2013 |
Income Tax Disclosure [Abstract] | ' |
Balance at December 31, 2012 | ' |
Increases for tax positions related to the current year | 282 |
Increases for tax positions related to prior years | 948 |
Balance at December 31, 2013 | $1,230 |
Domestic_and_Foreign_Operation2
Domestic and Foreign Operations - Revenue Attributable to Countries by Geographic Area (Detail) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2012 | Sep. 30, 2012 | Jun. 30, 2012 | Mar. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Net Revenues: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Net revenue | $78,524 | $47,350 | $43,401 | $40,561 | $50,790 | $34,160 | $30,088 | $29,647 | $209,836 | $144,685 | $80,402 |
United States [Member] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Net Revenues: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Net revenue | ' | ' | ' | ' | ' | ' | ' | ' | 166,532 | 119,986 | 72,616 |
United Kingdom [Member] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Net Revenues: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Net revenue | ' | ' | ' | ' | ' | ' | ' | ' | 31,296 | 21,357 | 7,786 |
Other International [Member] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Net Revenues: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Net revenue | ' | ' | ' | ' | ' | ' | ' | ' | $12,008 | $3,342 | ' |
Domestic_and_Foreign_Operation3
Domestic and Foreign Operations - Identifiable Long Lived Assets Located in Countries by Geographic Region (Detail) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Identifiable long-lived assets: | ' | ' |
Identifiable long lived assets | $270,789 | $235,661 |
United States [Member] | ' | ' |
Identifiable long-lived assets: | ' | ' |
Identifiable long lived assets | 186,554 | 183,633 |
United Kingdom [Member] | ' | ' |
Identifiable long-lived assets: | ' | ' |
Identifiable long lived assets | 45,290 | 40,076 |
Other International [Member] | ' | ' |
Identifiable long-lived assets: | ' | ' |
Identifiable long lived assets | $38,945 | $11,952 |
Employee_Benefit_Plans_Additio
Employee Benefit Plans - Additional Information (Detail) (USD $) | 12 Months Ended | |
Dec. 31, 2013 | Dec. 31, 2012 | |
Defined Contribution Pension And Other Postretirement Plans Disclosure [Abstract] | ' | ' |
Employee Contribution | $17,500 | $17,500 |
Employer contribution, percentage | ' | 58.00% |
Employer contribution, maximum amount per employee | ' | 8,750 |
Employer contribution | $900,000 | $400,000 |
Selected_Quarterly_Financial_D2
Selected Quarterly Financial Data - Summary of Selected Quarterly Financial Data (Detail) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Thousands, except Share data, unless otherwise specified | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2012 | Sep. 30, 2012 | Jun. 30, 2012 | Mar. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Quarterly Financial Data [Abstract] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Net revenues | $78,524 | $47,350 | $43,401 | $40,561 | $50,790 | $34,160 | $30,088 | $29,647 | $209,836 | $144,685 | $80,402 |
Gross margin | 74,210 | 44,075 | 40,529 | 37,973 | 48,152 | 31,662 | 27,818 | 27,940 | ' | ' | ' |
Net income | 13,839 | 5,593 | 5,123 | 6,975 | 7,745 | 6,574 | 5,441 | 6,233 | 31,530 | 25,993 | 16,961 |
Net income (loss) attributable to common stockholders | $13,839 | ($2,159) | ($999) | $20 | $31 | $8 | ($667) | $2 | $5,604 | $26 | ($47,754) |
Net income (loss) per share attributable to common stockholders: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Basic | $0.27 | ($0.06) | ($0.68) | $0.02 | $0.03 | $0.01 | ($0.81) | $0 | $0.24 | $0.03 | ($64.19) |
Diluted | $0.26 | ($0.06) | ($0.68) | $0.02 | $0.03 | $0.01 | ($0.81) | $0 | $0.23 | $0.03 | ($64.19) |
Weighted-average number of shares used in computing net income (loss) per share: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Basic | 50,879 | 38,235 | 1,466 | 1,000 | 899 | 871 | 824 | 767 | 23,074 | 841 | 744 |
Diluted | 53,368 | 38,235 | 1,466 | 2,965 | 2,928 | 2,657 | 824 | 2,228 | 25,742 | 2,277 | 744 |