Zulily (ZU) 10-Q 6 Aug 15 2015 Q2 Quarterly report Financial data

Document and Entity Information

Document and Entity Information Document and Entity Information - shares	6 Months Ended
	Jun. 28, 2015	Aug. 02, 2015
Entity Information [Line Items]
Entity Registrant Name	zulily, inc.
Entity Central Index Key	1,478,484
Current Fiscal Year End Date	--01-03
Entity Filer Category	Large Accelerated Filer
Document Type	10-Q
Document Period End Date	Jun. 28, 2015
Document Fiscal Year Focus	2,015
Document Fiscal Period Focus	Q2
Amendment Flag	false
Common Class A [Member]
Entity Information [Line Items]
Entity Common Stock, Shares Outstanding		67,652,952
Common Class B [Member]
Entity Information [Line Items]
Entity Common Stock, Shares Outstanding		56,268,788

Condensed Consolidated Balance

Condensed Consolidated Balance Sheets - USD ($) $ in Thousands	Jun. 28, 2015	Dec. 28, 2014
CURRENT ASSETS:
Cash and cash equivalents	$ 282,066	$ 242,292
Short-term investments	31,533	131,528
Accounts receivable	10,678	8,342
Inventories	19,934	17,373
Prepaid expenses and other current assets	9,243	8,165
Deferred income taxes — Net	4,449	4,449
Total current assets	357,903	412,149
PROPERTY AND EQUIPMENT — Net	89,571	78,898
OTHER NON-CURRENT ASSETS	1,002	1,331
Total assets	448,476	492,378
CURRENT LIABILITIES:
Accounts payable	73,380	109,267
Accrued expenses	34,241	39,474
Deferred revenue	50,603	44,243
Total current liabilities	158,224	192,984
DEFERRED INCOME TAXES — Net	5,190	5,012
OTHER NON-CURRENT LIABILITIES	26,546	18,419
Total liabilities	$ 189,960	$ 216,415
COMMITMENTS AND CONTINGENCIES
STOCKHOLDERS’ EQUITY
Preferred stock, $0.0001 par value—2,000,000 shares authorized as of June 28, 2015 and December 28, 2014; zero shares issued and outstanding as of June 28, 2015 and December 28, 2014	$ 0	$ 0
Treasury stock, at cost—2,263,189 shares and zero shares as of June 28, 2015 and December 28, 2014, respectively	(31,315)	0
Additional paid-in capital	319,083	306,197
Accumulated other comprehensive loss	(75)	(3)
Accumulated deficit	(29,190)	(30,244)
Total stockholders’ equity	258,516	275,963
Total liabilities and stockholders' equity	448,476	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 Balance3

Condensed Consolidated Balance Sheets (Parentheticals) - $ / shares	Jun. 28, 2015	Dec. 28, 2014
Preferred Stock, Par Value Per Share	$ 0.0001	$ 0.0001
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	$ 0.0001	$ 0.0001
Common Stock, Shares Authorized (in shares)	500,000,000	500,000,000
Common Stock, Shares, Issued (in shares)	69,876,504	61,327,351
Common Stock, Shares, Outstanding (in shares)	67,613,315	61,327,351
Treasury Stock, Shares (in shares)	2,263,189	0
Class B Common Stock [Member]
Common Stock, Par Value Per Share	$ 0.0001	$ 0.0001
Common Stock, Shares Authorized (in shares)	275,000,000	275,000,000
Common Stock, Shares, Issued (in shares)	56,268,788	64,115,226
Common Stock, Shares, Outstanding (in shares)	56,268,788	64,115,226

Condensed Consolidated Statemen

Condensed Consolidated Statements of Operations - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 28, 2015	Jun. 29, 2014	Jun. 28, 2015	Jun. 29, 2014
Income Statement [Abstract]
NET SALES	$ 297,561	$ 285,013	$ 604,177	$ 522,894
COST OF SALES	205,072	204,057	419,462	378,203
GROSS PROFIT	92,489	80,956	184,715	144,691
OPERATING EXPENSES:
Marketing	26,896	24,282	56,482	47,367
Selling, general and administrative	60,308	48,999	127,401	92,599
TOTAL OPERATING EXPENSES	87,204	73,281	183,883	139,966
INCOME FROM OPERATIONS	5,285	7,675	832	4,725
INTEREST INCOME (EXPENSE)—Net	162	92	332	145
OTHER INCOME (EXPENSE)—Net	8	(11)	(55)	(64)
NET INCOME BEFORE PROVISION FOR INCOME TAXES	5,455	7,756	1,109	4,806
PROVISION (BENEFIT) FOR INCOME TAXES	1,915	0	55	0
NET INCOME	3,540	7,756	1,054	4,806
Net income attributable to Class A and Class B common stockholders	$ 3,540	$ 7,756	$ 1,054	$ 4,806
Net income per share attributable to Class A and Class B common stockholders:
Basic (in dollars per share)	$ 0.03	$ 0.06	$ 0.01	$ 0.04
Diluted (in dollars per share)	$ 0.03	$ 0.06	$ 0.01	$ 0.04
Weighted average shares outstanding used to compute net income attributable to Class A and Class B common stockholders:
Basic (in shares)	123,651,423	124,423,877	124,264,774	124,177,090
Diluted (in shares)	125,977,444	133,066,635	127,027,000	133,101,806

Condensed Consolidated Stateme5

Condensed Consolidated Statements of Comprehensive Operations - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 28, 2015	Jun. 29, 2014	Jun. 28, 2015	Jun. 29, 2014
Statement of Comprehensive Income [Abstract]
Net income	$ 3,540	$ 7,756	$ 1,054	$ 4,806
OTHER COMPREHENSIVE INCOME (LOSS):
Unrealized holding gains (losses) on available-for-sale securities	(13)	20	(56)	32
Foreign currency translation adjustment	(25)	(17)	(16)	(37)
OTHER COMPREHENSIVE INCOME (LOSS), NET	(38)	3	(72)	(5)
TOTAL COMPREHENSIVE INCOME	$ 3,502	$ 7,759	$ 982	$ 4,801

Condensed Consolidated Stateme6

Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands	6 Months Ended
	Jun. 28, 2015	Jun. 29, 2014
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income	$ 1,054	$ 4,806
Adjustments to reconcile net income to net cash (used in) provided by operating activities:
Depreciation and amortization	8,927	5,518
Stock-based compensation	8,762	6,831
Excess tax benefit from stock-based compensation	129	0
Deferred income taxes	49	0
Loss on disposal of assets	274	121
Other	349	0
Changes in operating assets and liabilities:
Accounts receivable	(2,339)	(3,757)
Inventories	(2,568)	(5,649)
Prepaid expenses and other assets	(981)	(1,517)
Accounts payable	(36,133)	2,497
Accrued expenses and other liabilities	2,903	6,031
Deferred revenue	6,365	24,390
Net cash (used in) provided by operating activities	(13,209)	39,271
CASH FLOWS FROM INVESTING ACTIVITIES:
Capital expenditures	(19,540)	(37,537)
Purchases of short-term and other investments	(163,560)	(59,996)
Proceeds from maturity and sale of short-term and other investments	263,500	25,000
Net cash provided by (used in) investing activities	80,400	(72,533)
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from exercise of stock options	4,059	1,526
Excess tax benefit from stock-based compensation	(129)	0
Payments of deferred offering costs	0	(385)
Debt issuance costs	0	(409)
Repurchase of Class A common stock	(31,315)	0
Net cash (used in) provided by financing activities	(27,385)	732
Effect of exchange rate changes on cash and cash equivalents	(32)	(2)
NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS	39,774	(32,532)
CASH AND CASH EQUIVALENTS—Beginning of period	242,292	290,089
CASH AND CASH EQUIVALENTS—End of period	282,066	257,557
SUPPLEMENTAL DISCLOSURE OF NONCASH INVESTING ACTIVITIES:
Payable for capital purchases	558	1,851
Stock-based compensation capitalized	$ 193	$ 16

Description of Business

Description of Business	6 Months Ended
	Jun. 28, 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 Accounti

Summary of Significant Accounting Policies	6 Months Ended
	Jun. 28, 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 as of June 28, 2015 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 and six months ended June 28, 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. 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, 2017, with early adoption permitted for annual and interim reporting periods beginning after December 15, 2016. The Company does not plan to early adopt. 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. In April 2015, the FASB issued Accounting Standard Update No. 2015-05, Consumer's Accounting for Fees Paid in a Cloud Computing Agreement ("ASU 2015-05") which provides guidance on determining whether a cloud computing agreement contains a software license. If a cloud computing arrangement includes a software license, then the customer should account for the software license element of the arrangement consistent with the acquisition of other software licenses. If a cloud computing arrangement does not include a software license, the customer should account for the arrangement as a service contract. The guidance is effective for annual and interim periods beginning after December 15, 2015. Though permitted, the Company does not plan to early adopt. We are currently evaluating the impact ASU 2015-05 will have on the Company's consolidated financial statements and related disclosures. In July 2015, the FASB issued Accounting Standard Update No. 2015-11, Simplifying the Measurement of Inventory ("ASU 2015-11") which requires entities to measure most inventory at the lower of cost and net realizable value. Net realizable value is defined as the estimated selling prices in the ordinary course of business, less reasonably predictable costs of completion, disposal, and transportation. The guidance is effective for annual and interim periods beginning after December 15, 2016. Though permitted, the Company does not plan to early adopt. We are currently evaluating the impact ASU 2015-11 will have on the Company's consolidated financial statements.

Commitments

Commitments	6 Months Ended
	Jun. 28, 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 six months ended June 28, 2015 and June 29, 2014 , the Company made no borrowings under the credit facility.

Contingencies

Contingencies	6 Months Ended
	Jun. 28, 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 June 28, 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	6 Months Ended
	Jun. 28, 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 six months ended June 28, 2015 is different from the Company's estimated annual effective tax rate of 37.1% primarily as a result of discrete benefits from a municipal income tax credit and for incentive stock option disqualifying dispositions.

Stockholders' Equity

Stockholders' Equity	6 Months Ended
	Jun. 28, 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 June 28, 2015 , the Company had approximately 67.6 million shares of Class A common stock and approximately 56.3 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 six months ended June 28, 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 six months ended June 28, 2015 is presented below: Weighted Average Number of Weighted Remaining Shares Average Contractual Total Underlying Exercise Term Intrinsic Options Price (in Years) Value (1) (in thousands, except price, shares and years) Outstanding at December 28, 2014 12,078,947 $ 9.93 7.87 $ 172,655 Granted 1,197,220 16.10 Exercised (694,381 ) 5.85 Canceled (20,768 ) 22.21 Forfeited (526,217 ) 11.94 Outstanding at June 28, 2015 12,034,801 $ 10.67 7.57 $ 56,632 Vested and expected to vest at June 28, 2015 11,764,861 $ 10.48 7.54 $ 56,416 Exercisable at June 28, 2015 9,203,540 $ 8.58 7.28 $ 46,386 (1) Total intrinsic value calculated using our Class A common stock's closing price on the NASDAQ Global Select Market of $23.28 as of December 26, 2014 and $13.62 as of June 26, 2015. As of June 28, 2015 , total unrecognized compensation cost, adjusted for estimated forfeitures, related to unvested stock options was approximately $85.0 million . The Company expects to recognize this cost over a weighted-average period of 4.72 years. A summary of restricted stock unit ("RSU") activity under the Company's 2013 Equity Plan during the six months ended June 28, 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 2,402,916 14.41 Vested (8,334 ) 36.47 Forfeited (89,896 ) 28.17 Outstanding at June 28, 2015 2,669,816 $ 16.75 As of June 28, 2015 , total unrecognized compensation cost, adjusted for estimated forfeitures, related to unvested RSUs was approximately $36.2 million . The Company expects to recognize this cost over a weighted-average period of 4.15 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 Six Months Ended June 28, 2015 June 29, 2014 June 28, 2015 June 29, 2014 (in thousands) Cost of sales $ 91 $ 51 $ 163 $ 73 Marketing expenses 249 145 541 308 Selling, general and administrative expenses 4,091 3,461 8,058 6,450 Total stock-based compensation expense $ 4,431 $ 3,657 $ 8,762 $ 6,831

Net Income Per Share

Net Income Per Share	6 Months Ended
	Jun. 28, 2015
Earnings Per Share [Abstract]
Net Income Per Share	NET INCOME PER SHARE Class A and Class B common stock are the only outstanding equity in the Company. For the three and six months ended June 28, 2015 and June 29, 2014 , the computation of basic and diluted net income per share is presented on a combined basis for Class A and Class B common stock because the results are identical. The following table presents the calculation of basic and diluted net income per common share: Three Months Ended Six Months Ended June 28, 2015 June 29, 2014 June 28, 2015 June 29, 2014 (in thousands, except share and per share amounts) Numerator Net income attributable to Class A and Class B common stockholders $ 3,540 $ 7,756 $ 1,054 $ 4,806 Denominator Weighted average shares used to compute basic net income per Class A and Class B common share 123,651,423 124,423,877 124,264,774 124,177,090 Effect of potentially dilutive securities: Stock options 2,297,453 8,586,514 2,746,228 8,864,658 Restricted stock unit awards 28,568 56,244 15,998 60,058 Weighted average shares used to compute diluted net income per Class A and Class B common share 125,977,444 133,066,635 127,027,000 133,101,806 Net income per share attributable to Class A and Class B common stockholders—basic $ 0.03 $ 0.06 $ 0.01 $ 0.04 Net income per share attributable to Class A and Class B common stockholders—diluted $ 0.03 $ 0.06 $ 0.01 $ 0.04 The following have been excluded from the computation of diluted net income per share attributable to Class A and Class B common stockholders as their effect would have been antidilutive: Three Months Ended Six Months Ended June 28, 2015 June 29, 2014 June 28, 2015 June 29, 2014 Stock options 7,485,563 466,008 4,456,590 67,835 Restricted stock unit awards 738,301 — 651,981 — Total 8,223,864 466,008 5,108,571 67,835

Fair Value Measurements

Fair Value Measurements	6 Months Ended
	Jun. 28, 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 actively traded money market funds. 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 short-term investments as Level 2 in the fair value hierarchy. 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 June 28, 2015 and December 28, 2014 : June 28, 2015 Total Level 1 Level 2 Level 3 (in thousands) Cash equivalents: Money market funds $ 3,017 $ 3,017 $ — $ — Short-term investments: Commercial paper 31,533 — 31,533 — Total $ 34,550 $ 3,017 $ 31,533 $ — December 28, 2014 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 Accoun15

Summary of Significant Accounting Policies (Policies)	6 Months Ended
	Jun. 28, 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 as of June 28, 2015 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 and six months ended June 28, 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	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 Guidance Not Yet Adopted	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, 2017, with early adoption permitted for annual and interim reporting periods beginning after December 15, 2016. The Company does not plan to early adopt. 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. In April 2015, the FASB issued Accounting Standard Update No. 2015-05, Consumer's Accounting for Fees Paid in a Cloud Computing Agreement ("ASU 2015-05") which provides guidance on determining whether a cloud computing agreement contains a software license. If a cloud computing arrangement includes a software license, then the customer should account for the software license element of the arrangement consistent with the acquisition of other software licenses. If a cloud computing arrangement does not include a software license, the customer should account for the arrangement as a service contract. The guidance is effective for annual and interim periods beginning after December 15, 2015. Though permitted, the Company does not plan to early adopt. We are currently evaluating the impact ASU 2015-05 will have on the Company's consolidated financial statements and related disclosures. In July 2015, the FASB issued Accounting Standard Update No. 2015-11, Simplifying the Measurement of Inventory ("ASU 2015-11") which requires entities to measure most inventory at the lower of cost and net realizable value. Net realizable value is defined as the estimated selling prices in the ordinary course of business, less reasonably predictable costs of completion, disposal, and transportation. The guidance is effective for annual and interim periods beginning after December 15, 2016. Though permitted, the Company does not plan to early adopt. We are currently evaluating the impact ASU 2015-11 will have on the Company's consolidated financial statements.

Stockholders' Equity (Tables)

Stockholders' Equity (Tables)	6 Months Ended
	Jun. 28, 2015
Equity [Abstract]
Schedule of stock options activity	A summary of option activity under the Company's equity compensation plans during the six months ended June 28, 2015 is presented below: Weighted Average Number of Weighted Remaining Shares Average Contractual Total Underlying Exercise Term Intrinsic Options Price (in Years) Value (1) (in thousands, except price, shares and years) Outstanding at December 28, 2014 12,078,947 $ 9.93 7.87 $ 172,655 Granted 1,197,220 16.10 Exercised (694,381 ) 5.85 Canceled (20,768 ) 22.21 Forfeited (526,217 ) 11.94 Outstanding at June 28, 2015 12,034,801 $ 10.67 7.57 $ 56,632 Vested and expected to vest at June 28, 2015 11,764,861 $ 10.48 7.54 $ 56,416 Exercisable at June 28, 2015 9,203,540 $ 8.58 7.28 $ 46,386
Schedule RSU Award activity	A summary of restricted stock unit ("RSU") activity under the Company's 2013 Equity Plan during the six months ended June 28, 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 2,402,916 14.41 Vested (8,334 ) 36.47 Forfeited (89,896 ) 28.17 Outstanding at June 28, 2015 2,669,816 $ 16.75
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 Six Months Ended June 28, 2015 June 29, 2014 June 28, 2015 June 29, 2014 (in thousands) Cost of sales $ 91 $ 51 $ 163 $ 73 Marketing expenses 249 145 541 308 Selling, general and administrative expenses 4,091 3,461 8,058 6,450 Total stock-based compensation expense $ 4,431 $ 3,657 $ 8,762 $ 6,831

Net Income Per Share (Tables)

Net Income Per Share (Tables)	6 Months Ended
	Jun. 28, 2015
Earnings Per Share [Abstract]
Schedule of basic and diluted net income per common share	The following table presents the calculation of basic and diluted net income per common share: Three Months Ended Six Months Ended June 28, 2015 June 29, 2014 June 28, 2015 June 29, 2014 (in thousands, except share and per share amounts) Numerator Net income attributable to Class A and Class B common stockholders $ 3,540 $ 7,756 $ 1,054 $ 4,806 Denominator Weighted average shares used to compute basic net income per Class A and Class B common share 123,651,423 124,423,877 124,264,774 124,177,090 Effect of potentially dilutive securities: Stock options 2,297,453 8,586,514 2,746,228 8,864,658 Restricted stock unit awards 28,568 56,244 15,998 60,058 Weighted average shares used to compute diluted net income per Class A and Class B common share 125,977,444 133,066,635 127,027,000 133,101,806 Net income per share attributable to Class A and Class B common stockholders—basic $ 0.03 $ 0.06 $ 0.01 $ 0.04 Net income per share attributable to Class A and Class B common stockholders—diluted $ 0.03 $ 0.06 $ 0.01 $ 0.04
Schedule of antidilutive securities excluded from computation of earnings per share	The following have been excluded from the computation of diluted net income per share attributable to Class A and Class B common stockholders as their effect would have been antidilutive: Three Months Ended Six Months Ended June 28, 2015 June 29, 2014 June 28, 2015 June 29, 2014 Stock options 7,485,563 466,008 4,456,590 67,835 Restricted stock unit awards 738,301 — 651,981 — Total 8,223,864 466,008 5,108,571 67,835

Fair Value Measurements (Tables

Fair Value Measurements (Tables)	6 Months Ended
	Jun. 28, 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 June 28, 2015 and December 28, 2014 : June 28, 2015 Total Level 1 Level 2 Level 3 (in thousands) Cash equivalents: Money market funds $ 3,017 $ 3,017 $ — $ — Short-term investments: Commercial paper 31,533 — 31,533 — Total $ 34,550 $ 3,017 $ 31,533 $ — December 28, 2014 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 Accoun19

Summary of Significant Accounting Policies (Details) - Jun. 28, 2015 - quarter	Total
Accounting Policies [Abstract]
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 (

Commitments - Credit Facility (Details)	Jan. 31, 2014USD ($)
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)	6 Months Ended
	Jun. 28, 2015
Income Tax Disclosure [Abstract]
Effective income tax rate	37.10%

Stockholders' Equity (Details)

Stockholders' Equity (Details) $ in Millions	3 Months Ended	6 Months Ended
	Jun. 28, 2015USD ($)classshares	Jun. 28, 2015vote / sharesclassshares	Feb. 28, 2015shares	Dec. 28, 2014shares
Class of Stock [Line Items]
Preferred stock, shares authorized	2,000,000	2,000,000		2,000,000
Number of classes of common stock | class	2	2
Common Class A [Member]
Class of Stock [Line Items]
Common Stock, Shares Authorized (in shares)	500,000,000	500,000,000		500,000,000
Common Stock, Shares, Outstanding (in shares)	67,613,315	67,613,315		61,327,351
Common Stock, voting rights | vote / shares		1
Common Class B [Member]
Class of Stock [Line Items]
Common Stock, Shares Authorized (in shares)	275,000,000	275,000,000		275,000,000
Common Stock, Shares, Outstanding (in shares)	56,268,788	56,268,788		64,115,226
Common Stock, voting rights | vote / shares		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 Opt

Stockholders' Equity (Stock Option Activity) (Details) - USD ($) $ / shares in Units, $ in Thousands	6 Months Ended	12 Months Ended
	Jun. 28, 2015	Dec. 28, 2014	Jun. 26, 2015	Dec. 26, 2014
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward]
Outstanding at December 28, 2014 (number of shares)	12,078,947
Granted (number of shares)	1,197,220
Exercised (number of shares)	(694,381)
Canceled (number of shares)	(20,768)
Forfeited (number of shares)	(526,217)
Outstanding at June 28, 2015 (number of shares)	12,034,801	12,078,947
Vested and expected to vest at June 28, 2015 (number of shares)	11,764,861
Exercisable at June 28, 2015 (number of shares)	9,203,540
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)	16.10
Weighted Average Exercise Price, Exercised (in dollars per share)	5.85
Weighted Average Exercise Price, Canceled (in dollars per share)	22.21
Weighted Average Exercise Price, Forfeited (in dollars per share)	11.94
Weighted Average Exercise Price, Outstanding, Ending Balance (in dollars per share)	10.67	$ 9.93
Weighted Average Exercise Price, Vested and expected to vest (in dollars per share)	10.48
Weighted Average Exercise Price, Exercisable (in dollars per share)	$ 8.58
Share-based Compensation Arrangement by Share-based Payment Award, Options, Additional Disclosures [Abstract]
Weighted Average Remaining Contractual Term, Outstanding	7 years 6 months 26 days	7 years 10 months 13 days
Weighted Average Remaining Contractual Term, Vested and expected to vest	7 years 6 months 15 days
Weighted Average Remaining Contractual Term, Exercisable	7 years 3 months 11 days
Total Intrinsic Value, Outstanding	$ 56,632	$ 172,655
Total Intrinsic Value, Vested and expected to vest	56,416
Total Intrinsic Value, Exercisable	$ 46,386
Share Price			$ 13.62	$ 23.28

Stockholders' Equity (Stock-Bas

Stockholders' Equity (Stock-Based Compensation Expense) (Details) - Jun. 28, 2015 - USD ($) $ in Millions	Total
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total unrecognized compensation cost	$ 85
Stock options [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Weighted average remaining vesting period, unvested stock options	4 years 8 months 19 days

Stockholders' Equity (RSU Activ

Stockholders' Equity (RSU Activity) (Details) - Jun. 28, 2015 - Restricted Stock Units (RSUs) [Member] - USD ($) $ / shares in Units, $ in Millions	Total
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Unrecognized compensation cost relating to unvested RSUs	$ 36.2
Weighted-average remaining vesting period of RSUs	4 years 1 month 24 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 at December 28, 2014 (in shares)	365,130
Granted (in shares)	2,402,916
Vested (in shares)	(8,334)
Forfeited (in shares)	(89,896)
Outstanding at June 28, 2015 (in shares)	2,669,816
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)	14.41
Weighted Average Grant Date Fair Value - Vested (in dollars per share)	36.47
Weighted Average Grant Date Fair Value - Forfeited (in dollars per share)	28.17
Weighted Average Grant Date Fair Value - Outstanding (in dollars per share)	$ 16.75

Stockholders' Equity (Allocatio

Stockholders' Equity (Allocation of Recognized Period Costs) (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 28, 2015	Jun. 29, 2014	Jun. 28, 2015	Jun. 29, 2014
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items]
Stock-based compensation expense	$ 4,431	$ 3,657	$ 8,762	$ 6,831
Cost of Sales [Member]
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items]
Stock-based compensation expense	91	51	163	73
Marketing Expenses [Member]
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items]
Stock-based compensation expense	249	145	541	308
Selling, General and Administrative Expenses [Member]
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items]
Stock-based compensation expense	$ 4,091	$ 3,461	$ 8,058	$ 6,450

Net Income Per Share Net Income

Net Income Per Share Net Income Per Share - Schedule of Basic and Diluted Net Income per Common Share (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 28, 2015	Jun. 29, 2014	Jun. 28, 2015	Jun. 29, 2014
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Net income attributable to Class A and Class B common stockholders	$ 3,540	$ 7,756	$ 1,054	$ 4,806
Weighted average shares used to compute basic net income per Class A and Class B common share	123,651,423	124,423,877	124,264,774	124,177,090
Weighted average shares used to compute diluted net income per common share	125,977,444	133,066,635	127,027,000	133,101,806
Net income per share attributable to common stockholders -- Basic (in dollars per share)	$ 0.03	$ 0.06	$ 0.01	$ 0.04
Net income per share attributable to common stockholders -- diluted (in dollars per share)	$ 0.03	$ 0.06	$ 0.01	$ 0.04
Employee Stock Option [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Effect of potentially dilutive securities	2,297,453	8,586,514	2,746,228	8,864,658
Restricted Stock Units (RSUs) [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Effect of potentially dilutive securities	28,568	56,244	15,998	60,058

Net Income Per Share (Schedule

Net Income Per Share (Schedule of Antidilutive Securities) (Details) - shares	3 Months Ended		6 Months Ended
	Jun. 28, 2015	Jun. 29, 2014	Jun. 28, 2015	Jun. 29, 2014
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities excluded from computation of earnings per share	8,223,864	466,008	5,108,571	67,835
Stock options [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities excluded from computation of earnings per share	7,485,563	466,008	4,456,590	67,835
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	738,301	0	651,981	0

Fair Value Measurements (Detail

Fair Value Measurements (Details) - Fair Value, Measurements, Recurring [Member] - USD ($) $ in Thousands	Jun. 28, 2015	Dec. 28, 2014
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total assets	$ 34,550	$ 134,543
Fair Value, Inputs, Level 1 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total assets	3,017	3,015
Fair Value, Inputs, Level 2 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total assets	31,533	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	3,017	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	3,017	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	31,533	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	31,533	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