Document_and_Entity_Informatio
Document and Entity Information Document and Entity Information | 3 Months Ended | |
Mar. 29, 2015 | 4-May-15 | |
Entity Information [Line Items] | ||
Entity Registrant Name | zulily, inc. | |
Entity Central Index Key | 1478484 | |
Current Fiscal Year End Date | -2 | |
Entity Filer Category | Non-accelerated Filer | |
Document Type | 10-Q | |
Document Period End Date | 29-Mar-15 | |
Document Fiscal Year Focus | 2015 | |
Document Fiscal Period Focus | Q1 | |
Amendment Flag | FALSE | |
Common Class A [Member] | ||
Entity Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 66,873,321 | |
Common Class B [Member] | ||
Entity Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 56,602,221 |
Condensed_Consolidated_Balance
Condensed Consolidated Balance Sheets (USD $) | Mar. 29, 2015 | Dec. 28, 2014 |
In Thousands, unless otherwise specified | ||
CURRENT ASSETS: | ||
Cash and cash equivalents | $283,316 | $242,292 |
Short-term investments | 31,525 | 131,528 |
Accounts receivable | 10,807 | 8,342 |
Inventories | 21,731 | 17,373 |
Prepaid expenses and other current assets | 11,093 | 8,165 |
Deferred income taxes — Net | 4,449 | 4,449 |
Total current assets | 362,921 | 412,149 |
PROPERTY AND EQUIPMENT — Net | 84,173 | 78,898 |
OTHER NON-CURRENT ASSETS | 937 | 1,331 |
Total assets | 448,031 | 492,378 |
CURRENT LIABILITIES: | ||
Accounts payable | 75,081 | 109,267 |
Accrued expenses | 35,288 | 39,474 |
Deferred revenue | 59,719 | 44,243 |
Total current liabilities | 170,088 | 192,984 |
DEFERRED INCOME TAXES — Net | 5,017 | 5,012 |
OTHER NON-CURRENT LIABILITIES | 25,004 | 18,419 |
Total liabilities | 200,109 | 216,415 |
COMMITMENTS AND CONTINGENCIES (Note 3 and Note 4) | ||
STOCKHOLDERS’ EQUITY | ||
Preferred stock, $0.0001 par value—2,000,000 shares authorized as of March 29, 2015 and December 28, 2014; zero shares issued and outstanding as of March 29, 2015 and December 28, 2014 | 0 | 0 |
Treasury stock, at cost—2,263,189 shares and zero shares as of March 29, 2015 and December 28, 2014, respectively | -31,315 | 0 |
Additional paid-in capital | 311,990 | 306,197 |
Accumulated other comprehensive loss | -36 | -3 |
Accumulated deficit | -32,730 | -30,244 |
Total stockholders’ equity | 247,922 | 275,963 |
Total liabilities and stockholders' equity | 448,031 | 492,378 |
Class A Common Stock [Member] | ||
STOCKHOLDERS’ EQUITY | ||
Common stock | 7 | 6 |
Class B Common Stock [Member] | ||
STOCKHOLDERS’ EQUITY | ||
Common stock | $6 | $7 |
Condensed_Consolidated_Balance1
Condensed Consolidated Balance Sheets (Parentheticals) (USD $) | Mar. 29, 2015 | Dec. 28, 2014 |
Preferred Stock, Par Value Per Share | $0.00 | $0.00 |
Preferred Stock, Shares Authorized (in shares) | 2,000,000 | 2,000,000 |
Preferred Stock, Shares Issued (in shares) | 0 | 0 |
Preferred Stock, Shares Outstanding (in shares) | 0 | 0 |
Class A Common Stock [Member] | ||
Common Stock, Par Value Per Share | $0.00 | $0.00 |
Common Stock, Shares Authorized (in shares) | 500,000,000 | 500,000,000 |
Common Stock, Shares, Issued (in shares) | 69,082,966 | 61,327,351 |
Common Stock, Shares, Outstanding (in shares) | 66,819,777 | 61,327,351 |
Treasury Stock, Shares (in shares) | 2,263,189 | 0 |
Class B Common Stock [Member] | ||
Common Stock, Par Value Per Share | $0.00 | $0.00 |
Common Stock, Shares Authorized (in shares) | 275,000,000 | 275,000,000 |
Common Stock, Shares, Issued (in shares) | 56,633,648 | 64,115,226 |
Common Stock, Shares, Outstanding (in shares) | 56,633,648 | 64,115,226 |
Condensed_Consolidated_Stateme
Condensed Consolidated Statements of Operations (USD $) | 3 Months Ended | |
In Thousands, except Share data, unless otherwise specified | Mar. 29, 2015 | Mar. 30, 2014 |
Income Statement [Abstract] | ||
NET SALES | $306,616 | $237,881 |
COST OF SALES | 214,390 | 174,147 |
GROSS PROFIT | 92,226 | 63,734 |
OPERATING EXPENSES: | ||
Marketing | 29,586 | 23,085 |
Selling, general, and administrative | 67,093 | 43,600 |
TOTAL OPERATING EXPENSES | 96,679 | 66,685 |
LOSS FROM OPERATIONS | -4,453 | -2,951 |
INTEREST INCOME (EXPENSE)—Net | 170 | 54 |
OTHER INCOME (EXPENSE)—Net | -63 | -53 |
NET LOSS BEFORE PROVISION FOR INCOME TAXES | -4,346 | -2,950 |
PROVISION (BENEFIT) FOR INCOME TAXES | -1,860 | 0 |
NET LOSS | -2,486 | -2,950 |
Net loss attributable to Class A and Class B common stockholders | ($2,486) | ($2,950) |
Net loss per share attributable to Class A and Class B common stockholders: | ||
Basic (in dollars per share) | ($0.02) | ($0.02) |
Basic (in dollars per share) | ($0.02) | ($0.02) |
Weighted average shares outstanding used to compute net loss attributable to Class A and Class B common stockholders: | ||
Basic (in shares) | 124,878,124 | 123,878,592 |
Diluted (in shares) | 124,878,124 | 123,878,592 |
Condensed_Consolidated_Stateme1
Condensed Consolidated Statements of Comprehensive Operations (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 29, 2015 | Mar. 30, 2014 |
Statement of Comprehensive Income [Abstract] | ||
Net loss | ($2,486) | ($2,950) |
OTHER COMPREHENSIVE LOSS: | ||
Unrealized holding gains (losses) on available-for-sale securities | -42 | 12 |
Foreign currency translation adjustment | 9 | -20 |
OTHER COMPREHENSIVE LOSS, NET | -33 | -8 |
TOTAL COMPREHENSIVE LOSS | ($2,519) | ($2,958) |
Condensed_Consolidated_Stateme2
Condensed Consolidated Statements of Cash Flows (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 29, 2015 | Mar. 30, 2014 |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net loss | ($2,486) | ($2,950) |
Adjustments to reconcile net loss to net cash (used in) provided by operating activities: | ||
Depreciation and amortization | 4,483 | 2,401 |
Stock-based compensation | 4,330 | 3,174 |
Excess tax benefit from stock-based compensation | 5 | 0 |
Loss on disposal of assets | 174 | 105 |
Other | 349 | 0 |
Changes in operating assets and liabilities: | ||
Accounts receivable | -2,474 | -4,984 |
Inventories | -4,369 | -13,356 |
Prepaid expenses and other assets | -2,666 | -2,100 |
Accounts payable | -34,417 | -15 |
Accrued expenses and other liabilities | 2,412 | 5,372 |
Deferred revenue | 15,484 | 29,759 |
Net cash (used in) provided by operating activities | -19,175 | 17,406 |
CASH FLOWS FROM INVESTING ACTIVITIES: | ||
Capital expenditures | -9,819 | -15,761 |
Purchases of short-term and other investments | -132,039 | -59,996 |
Proceeds from maturity and sale of short-term and other investments | 232,000 | 25,000 |
Net cash provided by (used in) investing activities | 90,142 | -50,757 |
CASH FLOWS FROM FINANCING ACTIVITIES: | ||
Proceeds from exercise of stock options | 1,385 | 215 |
Excess tax benefit from stock-based compensation | -5 | 0 |
Payments of deferred offering costs | 0 | -385 |
Debt issuance costs | 0 | -149 |
Repurchase of Class A common stock | -31,315 | 0 |
Net cash used in financing activities | -29,935 | -319 |
Effect of exchange rate changes on cash and cash equivalents | -8 | -2 |
NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS | 41,024 | -33,672 |
CASH AND CASH EQUIVALENTS—Beginning of period | 242,292 | 290,089 |
CASH AND CASH EQUIVALENTS—End of period | 283,316 | 256,417 |
SUPPLEMENTAL DISCLOSURE OF NONCASH INVESTING ACTIVITIES: | ||
Payable for capital purchases | -560 | -1,898 |
Stock-based compensation capitalized | $82 | $16 |
Description_of_Business
Description of Business | 3 Months Ended |
Mar. 29, 2015 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Description of Business | Description of Business |
zulily, inc. (the “Company”, “we”, “us” or “our” ) is an online retailer offering customers a fun and entertaining shopping experience with a fresh selection of new product styles launched each day. Through the Company’s desktop and mobile sites and mobile applications, the Company helps its customers discover new and unique products at great values that they would likely not find elsewhere. The Company, a Delaware corporation formed in 2009, is headquartered in Seattle, Washington. |
Summary_of_Significant_Account
Summary of Significant Accounting Policies | 3 Months Ended |
Mar. 29, 2015 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies |
Basis of Presentation—The consolidated balance sheet data as of December 28, 2014 was derived from audited financial statements. The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States of America ("GAAP") for unaudited condensed consolidated financial information. The financial information as of December 28, 2014 is derived from the Company's audited consolidated financial statements and notes included in Item 8 in the Company's Annual Report on Form 10-K for the fiscal year ended December 28, 2014 (the "2014 Form 10-K"), filed with the U.S. Securities and Exchange Commission on February 24, 2015. The financial information included in this Quarterly Report should be read in conjunction with management's discussion and analysis of financial condition and results of operations and the consolidated financial statements and notes included in the 2014 Form 10-K. Accordingly, we have omitted certain footnotes and other disclosures that are disclosed in the 2014 Form 10-K. The accompanying unaudited condensed consolidated financial statements reflect all adjustments consisting of normal recurring adjustments which, in the opinion of management, are necessary for a fair presentation of the Company's financial position and results of its operations, as of and for the periods presented. Operating results for the three months ended March 29, 2015 are not necessarily indicative of the results that may be expected for the fiscal year ending January 3, 2016, or for any other period. | |
Principles of Consolidation—The accompanying unaudited condensed consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries. All intercompany transactions and balances are eliminated in consolidation. | |
Change in Reportable Segments—During the three months ended March 29, 2015 the Company executed a restructuring plan to close the U.K. office and migrate U.K. members and customers from the U.K.-operated site onto the North American platform. This resulted in pre-tax charges of approximately $1.2 million primarily related to contract terminations and employee redundancy payments. The restructuring altered how the chief operating decision maker manages the Company, makes operating decisions, and evaluates operating performance resulting in a single operating segment and removal of the segment information note effective for the period ended March 29, 2015. The Company’s chief operating decision maker is its chief executive officer. | |
Fiscal Year—The Company's fiscal year ends on the Sunday closest to December 31 of the respective calendar year. Each fiscal year consists of four 13-week quarters, with one extra week added in the fourth quarter every five to six years. | |
Accounting Estimates—The preparation of unaudited condensed consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the unaudited condensed consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. We base our estimates on historical experience and on various other assumptions that we believe to be reasonable under the circumstances, the result of which form the basis for making judgments about the carrying value of assets and liabilities that are not readily apparent from other sources. Actual results could differ materially from those estimates. | |
Certain Risks and Concentrations—The Company maintains the majority of its cash and cash equivalents in accounts with major financial institutions within the United States, generally in the form of demand and money market accounts. Deposits in these institutions may exceed federally insured limits. The Company has not experienced any losses on its deposits of cash and cash equivalents. | |
The Company is subject to certain risks and concentrations, including dependence on third-party technology providers and hosting services, exposure to risks associated with online commerce security, consumer credit risk, and credit card fraud, as well as the interpretation of state and local laws and regulations in regards to the collection and remittance of sales and use taxes and occupancy taxes. The Company also depends upon third-party service providers for processing customer orders. | |
Recent Accounting Guidance Not Yet Adopted—In May 2014, the Financial Accounting Standards Board (the "FASB") issued Accounting Standard Update No. 2014-09, Revenue from Contracts with Customers (“ASU 2014-09”) amending revenue recognition guidance and requiring more detailed disclosures to enable users of financial statements to understand the nature, amount, timing, and uncertainty of revenue and cash flows arising from contracts with customers. The guidance is effective for annual and interim reporting periods beginning after December 15, 2016, with early adoption prohibited. We are currently evaluating the impact ASU 2014-09 will have on the Company's consolidated financial statements. | |
In August 2014, the FASB issued Accounting Standard Update No. 2014-15, Presentation of Financial Statements—Going Concern ("ASU 2014-15"). The new guidance explicitly requires that management assess an entity's ability to continue as a going concern and may require additional detailed disclosures. ASU 2014-15 is effective for annual periods beginning after December 15, 2016 and interim periods within those annual periods. Though permitted, the Company does not plan to early adopt. The Company does not believe that this standard will have a significant impact on its consolidated financial statements. |
Commitments
Commitments | 3 Months Ended |
Mar. 29, 2015 | |
Commitments Disclosure [Abstract] | |
Commitments | COMMITMENTS |
Credit Facility | |
In January 2014, the Company entered into a $50.0 million revolving credit facility pursuant to a Credit Agreement with certain lenders (the "Credit Agreement"). Any borrowings under the Credit Agreement mature in January 2016. The Credit Agreement includes a letter of credit sub-limit of up to $15.0 million. The Credit Agreement includes certain customary representations and warranties, financial covenants, and events of default and is secured by substantially all of our and our subsidiaries' assets. The Company's obligations under the Credit Agreement will be guaranteed by certain of our subsequently acquired or organized direct and indirect domestic subsidiaries. | |
During the three months ended March 29, 2015 and March 30, 2014, the Company made no borrowings under the credit facility. |
Contingencies
Contingencies | 3 Months Ended |
Mar. 29, 2015 | |
Contingencies Disclosure [Abstract] | |
Contingencies | CONTINGENCIES |
Legal Proceedings—In the ordinary course of business, the Company may be involved in various legal proceedings, lawsuits, disputes or claims related to, among other things, alleged infringement of third-party patents and other intellectual property rights, commercial and consumer matters, product compliance and employment matters. We have been, and may in the future be, put on notice and/or sued by third parties for alleged infringement of their proprietary rights, including patent, trademark, and copyright infringement, as well as other claims. The outcome of any such claim or litigation is inherently uncertain. Any claims against us, whether meritorious or not, could be time-consuming, result in costly litigation, damage our reputation, require significant amounts of management time and divert significant resources. Although the Company cannot predict the outcome of any such claims or litigation, it does not believe there are currently any such claims or litigation that, if resolved unfavorably, would have a material impact on the Company's financial condition, results of operations or cash flows. | |
Sales Taxes—To date, the Company has had no actual or threatened sales and use tax claims from any state where zulily does not already claim nexus. However, the Company believes that the likelihood of incurring a liability as a result of sales tax nexus being asserted by certain states where it does not currently collect sales tax is reasonably possible. As of March 29, 2015, the Company is unable to estimate the possible loss or range of loss as it is an unasserted possible liability that would be contested and subject to negotiation between the taxpayer and the state or decided by a court. |
Income_Taxes
Income Taxes | 3 Months Ended |
Mar. 29, 2015 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | INCOME TAXES |
Income Taxes—The Company's tax provision for interim periods is determined using an estimate of its annual effective tax rate, adjusted for discrete items, if any, that are taken into account in the relevant period. Each quarter the annual effective tax rate is updated, and if the estimated tax rate changes, a cumulative adjustment is recorded. Our quarterly tax provision and our quarterly estimate of our annual effective tax rate is subject to significant variation due to several factors including variability in accurately predicting our pre-tax and taxable income and loss, changes in how we do business, changes in law, regulations and administrative practices, and audit developments, among other factors. | |
The effective tax rate for the three months ended March 29, 2015 is different from the Company's estimated annual effective tax rate of 36.4% primarily as a result of a discrete benefit from a municipal income tax credit. |
Stockholders_Equity
Stockholders' Equity | 3 Months Ended | ||||||||||||
Mar. 29, 2015 | |||||||||||||
Equity [Abstract] | |||||||||||||
Stockholders' Equity | STOCKHOLDERS’ EQUITY | ||||||||||||
Preferred Stock | |||||||||||||
The Company has two million shares of undesignated preferred stock authorized for future issuance. Shares of preferred stock may be issued from time to time in one or more series with rights, preferences and privileges established by the Company's board of directors. | |||||||||||||
Common Stock | |||||||||||||
Since October 17, 2013, the Company has had two classes of common stock: Class A common stock and Class B common stock, with 500 million and 275 million shares authorized, respectively. As of March 29, 2015, the Company had approximately 66.8 million shares of Class A common stock and approximately 56.6 million shares of Class B common stock outstanding. The rights of the holders of Class A common stock and Class B common stock are identical, except with respect to voting and conversion. The holders of Class A common stock are entitled to one vote per share and the holders of Class B common stock are entitled to ten votes per share on all matters that are subject to stockholder vote. Each share of Class B common stock may be converted into one share of Class A common stock at the option of its holder and will be automatically converted into one share of Class A common stock upon transfer, with certain limited exceptions. | |||||||||||||
Treasury Stock | |||||||||||||
In February 2015, the Company's board of directors approved a stock repurchase program authorizing the Company to repurchase up to $250 million of its outstanding shares of common stock until February 2017 through open market or privately negotiated transactions. Repurchases may also be made under a Rule 10b5-1 plan, which permits shares to be repurchased when the Company might otherwise be precluded from doing so under insider trading laws. The number of shares to be repurchased under the repurchase program and the timing of potential repurchases will depend on factors such as the Company's common stock price, economic and market conditions, alternative uses of capital and corporate and regulatory requirements. The repurchase program may be suspended or discontinued at any time. During the three months ended March 29, 2015, the Company repurchased approximately 2.3 million shares of Class A common stock for approximately $31.3 million. The repurchased shares have been placed into treasury stock. | |||||||||||||
Stock-Based Compensation Expense | |||||||||||||
A summary of option activity under the Company's equity compensation plans during the three months ended March 29, 2015 is presented below: | |||||||||||||
Weighted | |||||||||||||
Average | |||||||||||||
Number of | Weighted | Remaining | |||||||||||
Shares | Average | Contractual | Total | ||||||||||
Underlying | Exercise | Term | Intrinsic | ||||||||||
Options | Price | (in Years) | Value | ||||||||||
(in thousands, except price, shares and years) | |||||||||||||
Outstanding at December 28, 2014 | 12,078,947 | $ | 9.93 | 7.87 | $ | 172,655 | |||||||
Granted | 581,522 | 18.85 | |||||||||||
Exercised | (274,037 | ) | 5.05 | ||||||||||
Canceled | (2,946 | ) | 12.19 | ||||||||||
Forfeited | (427,814 | ) | 10.04 | ||||||||||
Outstanding at March 29, 2015 | 11,955,672 | $ | 10.48 | 7.56 | $ | 52,839 | |||||||
Vested and expected to vest at March 29, 2015 | 11,711,035 | $ | 9.68 | 7.07 | $ | 52,592 | |||||||
Exercisable at March 29, 2015 | 9,374,341 | $ | 8.36 | 7.29 | $ | 42,819 | |||||||
As of March 29, 2015, total unrecognized compensation cost, adjusted for estimated forfeitures, related to unvested stock options was approximately $65.8 million. The Company expects to recognize this cost over a weighted-average period of 4.95 years. | |||||||||||||
A summary of restricted stock unit ("RSU") activity under the Company's 2013 Equity Plan during the three months ended March 29, 2015 is presented below: | |||||||||||||
Number of | Weighted | ||||||||||||
Shares | Average | ||||||||||||
Underlying | Grant Date | ||||||||||||
RSUs | Fair Value | ||||||||||||
Outstanding at December 28, 2014 | 365,130 | $ | 35.47 | ||||||||||
Granted | 481,585 | 18.7 | |||||||||||
Vested | — | — | |||||||||||
Forfeited | (29,479 | ) | 32.43 | ||||||||||
Outstanding at March 29, 2015 | 817,236 | $ | 25.69 | ||||||||||
As of March 29, 2015, total unrecognized compensation cost, adjusted for estimated forfeitures, related to unvested RSUs was approximately $16.5 million. The Company expects to recognize this cost over a weighted-average period of 4.66 years. | |||||||||||||
The following table presents the effects of stock-based compensation on the condensed consolidated statements of operations during the periods presented: | |||||||||||||
Three Months Ended | |||||||||||||
29-Mar-15 | 30-Mar-14 | ||||||||||||
(in thousands) | |||||||||||||
Cost of sales | $ | 71 | $ | 22 | |||||||||
Marketing expenses | 292 | 163 | |||||||||||
Selling, general and administrative expenses | 3,967 | 2,989 | |||||||||||
Total stock-based compensation expense | $ | 4,330 | $ | 3,174 | |||||||||
Net_Loss_Per_Share
Net Loss Per Share | 3 Months Ended | |||||
Mar. 29, 2015 | ||||||
Earnings Per Share [Abstract] | ||||||
Net Loss Per Share | NET LOSS PER SHARE | |||||
The Company considered unvested restricted common stock to be participating securities because of their non-forfeitable rights to dividends, in the event dividends are declared and paid. During the fiscal year ended December 28, 2014, all unvested restricted common stock became fully vested. | ||||||
Class A and Class B common stock are the only outstanding equity in the Company. The rights of the holders of Class A and Class B common stock are identical, except with respect to voting and conversion. Each share of Class A common stock is entitled to one vote per share and each share of Class B common stock is entitled to ten votes per share, on all matters that are subject to stockholder vote. Shares of Class B common stock may be converted into Class A common stock at any time at the option of the stockholder, and are automatically converted upon transfer to Class A common stock, subject to certain limited exceptions. | ||||||
For the three months ended March 29, 2015 and March 30, 2014, the computation of basic and diluted net loss per share is presented on a combined basis for Class A and Class B common stock because the results are identical. | ||||||
The following have been excluded from the computation of diluted net loss per share attributable to Class A and Class B common stockholders as their effect would have been antidilutive: | ||||||
Three Months Ended | ||||||
29-Mar-15 | 30-Mar-14 | |||||
Unvested restricted common shares | — | 51,711 | ||||
Stock options | 11,954,838 | 13,475,520 | ||||
Restricted stock unit awards | 817,036 | — | ||||
Total | 12,771,874 | 13,527,231 | ||||
Fair_Value_Measurements
Fair Value Measurements | 3 Months Ended | |||||||||||||||
Mar. 29, 2015 | ||||||||||||||||
Fair Value Disclosures [Abstract] | ||||||||||||||||
Fair Value Measurements | FAIR VALUE MEASUREMENTS | |||||||||||||||
Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. To increase the comparability of fair value measures, the following hierarchy prioritizes the inputs to valuation methodologies used to measure fair value: | ||||||||||||||||
Level 1—Quoted prices for identical assets and liabilities in active markets. The Company classifies cash equivalents as Level 1 in the fair value hierarchy. Cash equivalents are comprised of highly-liquid investments, including money market funds with original maturities of less than six months. The fair value measurement of these assets is based on quoted market prices in active markets and, therefore, these assets are recorded at fair value on a recurring basis. | ||||||||||||||||
Level 2—Assets and liabilities valued based on observable market data for similar instruments, such as quoted prices for similar assets or liabilities or other inputs that are observable or can be corroborated by observable market data. The Company classifies restricted cash and short-term investments as Level 2 in the fair value hierarchy. Restricted cash is comprised of certificates of deposit funds with original maturities of less than three months. Short-term investments consist of commercial paper. The fair value measurement of these assets is based on observable market-based inputs or inputs that are derived principally from or corroborated by observable market data by correlation or other means. | ||||||||||||||||
Level 3—Unobservable inputs reflecting the Company’s assumptions, consistent with reasonably available assumptions made by other market participants. These valuations require significant judgment. The Company does not have assets classified as Level 3 in the fair value hierarchy. | ||||||||||||||||
The following tables summarize the Company's assets that are measured at fair value on a recurring basis, by level, within the fair value hierarchy as of March 29, 2015 and December 28, 2014: | ||||||||||||||||
March 29, 2015 | ||||||||||||||||
Total | Level 1 | Level 2 | Level 3 | |||||||||||||
(in thousands) | ||||||||||||||||
Cash equivalents: | ||||||||||||||||
Money market funds | $ | 3,016 | $ | 3,016 | $ | — | $ | — | ||||||||
Short-term investments: | ||||||||||||||||
Commercial paper | 31,525 | — | 31,525 | — | ||||||||||||
Total | $ | 34,541 | $ | 3,016 | $ | 31,525 | $ | — | ||||||||
28-Dec-14 | ||||||||||||||||
Total | Level 1 | Level 2 | Level 3 | |||||||||||||
(in thousands) | ||||||||||||||||
Cash equivalents: | ||||||||||||||||
Money market funds | $ | 3,015 | $ | 3,015 | $ | — | $ | — | ||||||||
Short-term investments: | ||||||||||||||||
Commercial paper | 131,528 | — | 131,528 | — | ||||||||||||
Total | $ | 134,543 | $ | 3,015 | $ | 131,528 | $ | — | ||||||||
Summary_of_Significant_Account1
Summary of Significant Accounting Policies (Policies) | 3 Months Ended |
Mar. 29, 2015 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation—The consolidated balance sheet data as of December 28, 2014 was derived from audited financial statements. The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States of America ("GAAP") for unaudited condensed consolidated financial information. The financial information as of December 28, 2014 is derived from the Company's audited consolidated financial statements and notes included in Item 8 in the Company's Annual Report on Form 10-K for the fiscal year ended December 28, 2014 (the "2014 Form 10-K"), filed with the U.S. Securities and Exchange Commission on February 24, 2015. The financial information included in this Quarterly Report should be read in conjunction with management's discussion and analysis of financial condition and results of operations and the consolidated financial statements and notes included in the 2014 Form 10-K. Accordingly, we have omitted certain footnotes and other disclosures that are disclosed in the 2014 Form 10-K. The accompanying unaudited condensed consolidated financial statements reflect all adjustments consisting of normal recurring adjustments which, in the opinion of management, are necessary for a fair presentation of the Company's financial position and results of its operations, as of and for the periods presented. Operating results for the three months ended March 29, 2015 are not necessarily indicative of the results that may be expected for the fiscal year ending January 3, 2016, or for any other period. |
Principles of Consolidation | Principles of Consolidation—The accompanying unaudited condensed consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries. All intercompany transactions and balances are eliminated in consolidation. |
Fiscal Year | Fiscal Year—The Company's fiscal year ends on the Sunday closest to December 31 of the respective calendar year. Each fiscal year consists of four 13-week quarters, with one extra week added in the fourth quarter every five to six years. |
Accounting Estimates | Accounting Estimates—The preparation of unaudited condensed consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the unaudited condensed consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. We base our estimates on historical experience and on various other assumptions that we believe to be reasonable under the circumstances, the result of which form the basis for making judgments about the carrying value of assets and liabilities that are not readily apparent from other sources. Actual results could differ materially from those estimates. |
Cash and Cash Equivalents | Certain Risks and Concentrations—The Company maintains the majority of its cash and cash equivalents in accounts with major financial institutions within the United States, generally in the form of demand and money market accounts. |
Risks and Concentrations | The Company is subject to certain risks and concentrations, including dependence on third-party technology providers and hosting services, exposure to risks associated with online commerce security, consumer credit risk, and credit card fraud, as well as the interpretation of state and local laws and regulations in regards to the collection and remittance of sales and use taxes and occupancy taxes. The Company also depends upon third-party service providers for processing customer orders. |
Recent Accounting Pronouncements | Recent Accounting Guidance Not Yet Adopted—In May 2014, the Financial Accounting Standards Board (the "FASB") issued Accounting Standard Update No. 2014-09, Revenue from Contracts with Customers (“ASU 2014-09”) amending revenue recognition guidance and requiring more detailed disclosures to enable users of financial statements to understand the nature, amount, timing, and uncertainty of revenue and cash flows arising from contracts with customers. The guidance is effective for annual and interim reporting periods beginning after December 15, 2016, with early adoption prohibited. We are currently evaluating the impact ASU 2014-09 will have on the Company's consolidated financial statements. |
In August 2014, the FASB issued Accounting Standard Update No. 2014-15, Presentation of Financial Statements—Going Concern ("ASU 2014-15"). The new guidance explicitly requires that management assess an entity's ability to continue as a going concern and may require additional detailed disclosures. ASU 2014-15 is effective for annual periods beginning after December 15, 2016 and interim periods within those annual periods. Though permitted, the Company does not plan to early adopt. The Company does not believe that this standard will have a significant impact on its consolidated financial statements. |
Stockholders_Equity_Tables
Stockholders' Equity (Tables) | 3 Months Ended | ||||||||||||
Mar. 29, 2015 | |||||||||||||
Equity [Abstract] | |||||||||||||
Schedule of stock options activity | A summary of option activity under the Company's equity compensation plans during the three months ended March 29, 2015 is presented below: | ||||||||||||
Weighted | |||||||||||||
Average | |||||||||||||
Number of | Weighted | Remaining | |||||||||||
Shares | Average | Contractual | Total | ||||||||||
Underlying | Exercise | Term | Intrinsic | ||||||||||
Options | Price | (in Years) | Value | ||||||||||
(in thousands, except price, shares and years) | |||||||||||||
Outstanding at December 28, 2014 | 12,078,947 | $ | 9.93 | 7.87 | $ | 172,655 | |||||||
Granted | 581,522 | 18.85 | |||||||||||
Exercised | (274,037 | ) | 5.05 | ||||||||||
Canceled | (2,946 | ) | 12.19 | ||||||||||
Forfeited | (427,814 | ) | 10.04 | ||||||||||
Outstanding at March 29, 2015 | 11,955,672 | $ | 10.48 | 7.56 | $ | 52,839 | |||||||
Vested and expected to vest at March 29, 2015 | 11,711,035 | $ | 9.68 | 7.07 | $ | 52,592 | |||||||
Exercisable at March 29, 2015 | 9,374,341 | $ | 8.36 | 7.29 | $ | 42,819 | |||||||
Schedule RSU Award activity | A summary of restricted stock unit ("RSU") activity under the Company's 2013 Equity Plan during the three months ended March 29, 2015 is presented below: | ||||||||||||
Number of | Weighted | ||||||||||||
Shares | Average | ||||||||||||
Underlying | Grant Date | ||||||||||||
RSUs | Fair Value | ||||||||||||
Outstanding at December 28, 2014 | 365,130 | $ | 35.47 | ||||||||||
Granted | 481,585 | 18.7 | |||||||||||
Vested | — | — | |||||||||||
Forfeited | (29,479 | ) | 32.43 | ||||||||||
Outstanding at March 29, 2015 | 817,236 | $ | 25.69 | ||||||||||
Allocation of recognized period costs | The following table presents the effects of stock-based compensation on the condensed consolidated statements of operations during the periods presented: | ||||||||||||
Three Months Ended | |||||||||||||
29-Mar-15 | 30-Mar-14 | ||||||||||||
(in thousands) | |||||||||||||
Cost of sales | $ | 71 | $ | 22 | |||||||||
Marketing expenses | 292 | 163 | |||||||||||
Selling, general and administrative expenses | 3,967 | 2,989 | |||||||||||
Total stock-based compensation expense | $ | 4,330 | $ | 3,174 | |||||||||
Net_Loss_Per_Share_Tables
Net Loss Per Share (Tables) | 3 Months Ended | |||||
Mar. 29, 2015 | ||||||
Earnings Per Share [Abstract] | ||||||
Schedule of antidilutive securities excluded from computation of earnings per share | The following have been excluded from the computation of diluted net loss per share attributable to Class A and Class B common stockholders as their effect would have been antidilutive: | |||||
Three Months Ended | ||||||
29-Mar-15 | 30-Mar-14 | |||||
Unvested restricted common shares | — | 51,711 | ||||
Stock options | 11,954,838 | 13,475,520 | ||||
Restricted stock unit awards | 817,036 | — | ||||
Total | 12,771,874 | 13,527,231 | ||||
Fair_Value_Measurements_Tables
Fair Value Measurements (Tables) | 3 Months Ended | |||||||||||||||
Mar. 29, 2015 | ||||||||||||||||
Fair Value Disclosures [Abstract] | ||||||||||||||||
Fair Value, Assets Measured on Recurring Basis | The following tables summarize the Company's assets that are measured at fair value on a recurring basis, by level, within the fair value hierarchy as of March 29, 2015 and December 28, 2014: | |||||||||||||||
March 29, 2015 | ||||||||||||||||
Total | Level 1 | Level 2 | Level 3 | |||||||||||||
(in thousands) | ||||||||||||||||
Cash equivalents: | ||||||||||||||||
Money market funds | $ | 3,016 | $ | 3,016 | $ | — | $ | — | ||||||||
Short-term investments: | ||||||||||||||||
Commercial paper | 31,525 | — | 31,525 | — | ||||||||||||
Total | $ | 34,541 | $ | 3,016 | $ | 31,525 | $ | — | ||||||||
28-Dec-14 | ||||||||||||||||
Total | Level 1 | Level 2 | Level 3 | |||||||||||||
(in thousands) | ||||||||||||||||
Cash equivalents: | ||||||||||||||||
Money market funds | $ | 3,015 | $ | 3,015 | $ | — | $ | — | ||||||||
Short-term investments: | ||||||||||||||||
Commercial paper | 131,528 | — | 131,528 | — | ||||||||||||
Total | $ | 134,543 | $ | 3,015 | $ | 131,528 | $ | — | ||||||||
Summary_of_Significant_Account2
Summary of Significant Accounting Policies (Details) (USD $) | 3 Months Ended |
In Millions, unless otherwise specified | Mar. 29, 2015 |
quarter | |
Accounting Policies [Abstract] | |
Restructuring charges | $1.20 |
Number of quarters in fiscal year | 4 |
Number of days in each quarter | 91 days |
Number of days added to the fourth quarter every five to six years | 7 days |
Commitments_Credit_Facility_De
Commitments - Credit Facility (Details) (USD $) | Jan. 31, 2014 |
Revolving Credit Facility [Member] | |
Line of Credit Facility [Line Items] | |
Maximum borrowing capacity | $50,000,000 |
Letter of Credit [Member] | |
Line of Credit Facility [Line Items] | |
Maximum borrowing capacity | $15,000,000 |
Income_Taxes_Details
Income Taxes (Details) | 3 Months Ended |
Mar. 29, 2015 | |
Income Tax Disclosure [Abstract] | |
Effective income tax rate | 36.40% |
Stockholders_Equity_Details
Stockholders' Equity (Details) (USD $) | 3 Months Ended | ||
In Millions, except Share data, unless otherwise specified | Mar. 29, 2015 | Dec. 28, 2014 | Feb. 28, 2015 |
Class of Stock [Line Items] | |||
Preferred stock, shares authorized | 2,000,000 | 2,000,000 | |
Number of classes of common stock | 2 | ||
Common Class A [Member] | |||
Class of Stock [Line Items] | |||
Common Stock, Shares Authorized (in shares) | 500,000,000 | 500,000,000 | |
Common Stock, Shares, Outstanding (in shares) | 66,819,777 | 61,327,351 | |
Common Stock, voting rights | 1 | ||
Common Class B [Member] | |||
Class of Stock [Line Items] | |||
Common Stock, Shares Authorized (in shares) | 275,000,000 | 275,000,000 | |
Common Stock, Shares, Outstanding (in shares) | 56,633,648 | 64,115,226 | |
Common Stock, voting rights | 10 | ||
Class B to Class A conversion | 1 | ||
Common Stock [Member] | |||
Class of Stock [Line Items] | |||
Number of shares authorized to be repurchased | 250,000,000 | ||
Shares repurchased (shares) | 2,300,000 | ||
Value of shares repurchased | 31.3 |
Stockholders_Equity_Stock_Opti
Stockholders' Equity (Stock Option Activity) (Details) (USD $) | 3 Months Ended | 12 Months Ended |
In Thousands, except Share data, unless otherwise specified | Mar. 29, 2015 | Dec. 28, 2014 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward] | ||
Outstanding, Beginning Balance (in shares) | 12,078,947 | |
Granted (in shares) | 581,522 | |
Exercised (in shares) | -274,037 | |
Canceled (in shares) | -2,946 | |
Forfeited (in shares) | -427,814 | |
Outstanding, Ending Balance (in shares) | 11,955,672 | 12,078,947 |
Vested and expected to vest (in shares) | 11,711,035 | |
Exercisable (in shares) | 9,374,341 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Weighted Average Exercise Price [Abstract] | ||
Weighted Average Exercise Price, Outstanding, Beginning Balance (in dollars per share) | $9.93 | |
Weighted Average Exercise Price, Granted (in dollars per share) | $18.85 | |
Weighted Average Exercise Price, Exercised (in dollars per share) | $5.05 | |
Weighted Average Exercise Price, Canceled (in dollars per share) | $12.19 | |
Weighted Average Exercise Price, Forfeited (in dollars per share) | $10.04 | |
Weighted Average Exercise Price, Outstanding, Ending Balance (in dollars per share) | $10.48 | $9.93 |
Weighted Average Exercise Price, Vested and expected to vest (in dollars per share) | $9.68 | |
Weighted Average Exercise Price, Exercisable (in dollars per share) | $8.36 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Additional Disclosures [Abstract] | ||
Weighted Average Remaining Contractual Term, Outstanding | 7 years 6 months 22 days | 7 years 10 months 13 days |
Weighted Average Remaining Contractual Term, Vested and expected to vest | 7 years 26 days | |
Weighted Average Remaining Contractual Term, Exercisable | 7 years 3 months 15 days | |
Total Intrinsic Value, Outstanding | $52,839 | $172,655 |
Total Intrinsic Value, Vested and expected to vest | 52,592 | |
Total Intrinsic Value, Exercisable | $42,819 |
Stockholders_Equity_StockBased
Stockholders' Equity (Stock-Based Compensation Expense) (Details) (USD $) | 3 Months Ended |
In Millions, unless otherwise specified | Mar. 29, 2015 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Total unrecognized compensation cost | 65.8 |
Stock options [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Weighted average remaining vesting period, unvested stock options | 4 years 11 months 12 days |
Stockholders_Equity_RSU_Activi
Stockholders' Equity (RSU Activity) (Details) (Restricted Stock Units (RSUs) [Member], USD $) | 3 Months Ended |
In Millions, except Share data, unless otherwise specified | Mar. 29, 2015 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Unrecognized compensation cost relating to unvested RSUs | $16.50 |
Weighted-average remaining vesting period of RSUs | 4 years 7 months 28 days |
2013 Equity Plan | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | |
Outstanding (in shares) | 365,130 |
Granted (in shares) | 481,585 |
Vested (in shares) | 0 |
Forfeited (in shares) | -29,479 |
Outstanding (in shares) | 817,236 |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract] | |
Weighted Average Grant Date Fair Value - Outstanding (in dollars per share) | $35.47 |
Weighted Average Grant Date Fair Value - Granted (in dollars per share) | $18.70 |
Weighted Average Grant Date Fair Value - Vested (in dollars per share) | $0 |
Weighted Average Grant Date Fair Value - Forfeited (in dollars per share) | $32.43 |
Weighted Average Grant Date Fair Value - Outstanding (in dollars per share) | $25.69 |
Stockholders_Equity_Allocation
Stockholders' Equity (Allocation of Recognized Period Costs) (Details) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 29, 2015 | Mar. 30, 2014 |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||
Stock-based compensation expense | $4,330 | $3,174 |
Cost of Sales [Member] | ||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||
Stock-based compensation expense | 71 | 22 |
Marketing Expenses [Member] | ||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||
Stock-based compensation expense | 292 | 163 |
Selling, General and Administrative Expenses [Member] | ||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||
Stock-based compensation expense | $3,967 | $2,989 |
Net_Loss_Per_Share_Details
Net Loss Per Share (Details) | 3 Months Ended |
Mar. 29, 2015 | |
Common Class B [Member] | |
Class of Stock [Line Items] | |
Common Stock, voting rights | 10 |
Common Class A [Member] | |
Class of Stock [Line Items] | |
Common Stock, voting rights | 1 |
Net_Loss_Per_Share_Schedule_of
Net Loss Per Share (Schedule of Antidilutive Securities) (Details) | 3 Months Ended | |
Mar. 29, 2015 | Mar. 30, 2014 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of earnings per share | 12,771,874 | 13,527,231 |
Unvested restricted common shares [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of earnings per share | 0 | 51,711 |
Stock options [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of earnings per share | 11,954,838 | 13,475,520 |
Restricted stock unit awards [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of earnings per share | 817,036 | 0 |
Fair_Value_Measurements_Detail
Fair Value Measurements (Details) (Fair Value, Measurements, Recurring [Member], USD $) | Mar. 29, 2015 | Dec. 28, 2014 |
In Thousands, unless otherwise specified | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets | $34,541 | $134,543 |
Fair Value, Inputs, Level 1 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets | 3,016 | 3,015 |
Fair Value, Inputs, Level 2 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets | 31,525 | 131,528 |
Fair Value, Inputs, Level 3 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets | 0 | 0 |
Money Market Funds [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash equivalents | 3,016 | 3,015 |
Money Market Funds [Member] | Fair Value, Inputs, Level 1 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash equivalents | 3,016 | 3,015 |
Money Market Funds [Member] | Fair Value, Inputs, Level 2 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash equivalents | 0 | 0 |
Money Market Funds [Member] | Fair Value, Inputs, Level 3 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash equivalents | 0 | 0 |
Commercial Paper [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Short-term investments | 31,525 | 131,528 |
Commercial Paper [Member] | Fair Value, Inputs, Level 1 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Short-term investments | 0 | 0 |
Commercial Paper [Member] | Fair Value, Inputs, Level 2 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Short-term investments | 31,525 | 131,528 |
Commercial Paper [Member] | Fair Value, Inputs, Level 3 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Short-term investments | $0 | $0 |