Document_and_Entity_Informatio
Document and Entity Information | 9 Months Ended |
Sep. 30, 2013 | |
Document and Entity Information | ' |
Entity Registrant Name | 'Marketo, Inc. |
Entity Central Index Key | '0001490660 |
Document Type | 'S-1 |
Document Period End Date | 30-Sep-13 |
Amendment Flag | 'false |
Entity Filer Category | 'Non-accelerated Filer |
Consolidated_Balance_Sheets
Consolidated Balance Sheets (USD $) | Sep. 30, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
In Thousands, unless otherwise specified | |||
Current assets: | ' | ' | ' |
Cash and cash equivalents | $140,920 | $44,247 | $67,400 |
Accounts receivable, net of allowances of $225, $336 and $328 for 2011, 2012 and September 30, 2013, respectively | 13,398 | 14,106 | 8,569 |
Prepaid expenses and other current assets | 4,441 | 2,379 | 1,936 |
Total current assets | 158,759 | 60,732 | 77,905 |
Property and equipment, net | 13,072 | 5,617 | 1,450 |
Goodwill | 9,537 | 9,537 | ' |
Intangible assets, net | 2,584 | 2,734 | 244 |
Other assets | 524 | 536 | 139 |
Total assets | 184,476 | 79,156 | 79,738 |
Current liabilities: | ' | ' | ' |
Accounts payable | 4,108 | 2,217 | 2,820 |
Accrued expenses and other current liabilities | 15,471 | 8,945 | 4,466 |
Deferred revenue | 30,585 | 20,642 | 10,968 |
Current portion of credit facility | 1,814 | 582 | ' |
Total current liabilities | 51,978 | 32,386 | 18,254 |
Credit facility, net of current portion | 6,035 | 3,058 | ' |
Deferred rent | 1,481 | 148 | 176 |
Total liabilities | 59,494 | 35,592 | 18,430 |
Commitments and contingencies (Note 7) | ' | ' | ' |
STOCKHOLDERS' EQUITY: | ' | ' | ' |
Convertible preferred stock, par value $0.0001 per share - 50,067,383, 51,752,313 and 20,000,000 shares authorized as of December 31, 2011, 2012 and September 30, 2013; 25,033,684, 25,876,142 and 0 shares issued and outstanding as of December 31, 2011, 2012 and September 30, 2013; liquidation preference of $107,084,942, $119,384,828 and $0 as of December 31, 2011, 2012 and September 30, 2013 | ' | 119,121 | 106,821 |
Common stock, par value $0.0001 per share - 75,000,000, 100,000,000 and 1,000,000,000 shares authorized as of December 31, 2011, 2012 and September 30, 2013; 2,695,291, 3,195,418 and 37,964,462 shares issued and outstanding as of December 31, 2011, 2012 and September 30, 2013 | 4 | ' | ' |
Additional paid-in capital | 238,923 | 6,499 | 2,184 |
Accumulated other comprehensive income | 121 | 145 | 119 |
Accumulated deficit | -114,066 | -82,201 | -47,816 |
Total stockholders' equity | 124,982 | 43,564 | 61,308 |
Total liabilities and stockholders' equity | $184,476 | $79,156 | $79,738 |
Consolidated_Balance_Sheets_Pa
Consolidated Balance Sheets (Parenthetical) (USD $) | Sep. 30, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Accounts receivable, allowances (in dollars) | $328,000 | $336,000 | $225,000 |
Convertible preferred stock, par value (in dollars per share) | $0.00 | $0.00 | $0.00 |
Convertible preferred stock, shares authorized | 20,000,000 | 51,752,313 | 50,067,383 |
Convertible preferred stock, shares issued | 0 | 25,876,142 | 25,033,684 |
Convertible preferred stock, shares outstanding | 0 | 25,876,142 | 25,033,684 |
Convertible preferred stock, liquidation preference (in dollars) | $0 | $119,384,828 | $107,084,942 |
Common stock, par value (in dollars per share) | $0.00 | $0.00 | $0.00 |
Common stock, shares authorized | 1,000,000,000 | 100,000,000 | 75,000,000 |
Common stock, shares issued | 37,964,462 | 3,195,418 | 2,695,291 |
Common stock, shares outstanding | 37,964,462 | 3,195,418 | 2,695,291 |
Consolidated_Statements_of_Ope
Consolidated Statements of Operations and Comprehensive Loss (USD $) | 9 Months Ended | 12 Months Ended | ||||||||
In Thousands, except Per Share data, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2010 | |||||
Revenue: | ' | ' | ' | ' | ' | |||||
Subscription and support | $59,942 | $37,464 | $52,756 | $29,823 | $13,473 | |||||
Professional services and other | 7,805 | 4,102 | 5,657 | 2,569 | 559 | |||||
Total revenue | 67,747 | 41,566 | 58,413 | 32,392 | 14,032 | |||||
Cost of revenue: | ' | ' | ' | ' | ' | |||||
Subscription and support | 18,386 | [1] | 11,144 | [1] | 16,216 | [1] | 9,386 | [1] | 4,612 | [1] |
Professional services and other | 9,307 | [1] | 6,068 | [1] | 8,442 | [1] | 5,550 | [1] | 2,534 | [1] |
Total cost of revenue | 27,693 | [1] | 17,212 | [1] | 24,658 | [1] | 14,936 | [1] | 7,146 | [1] |
Gross profit: | ' | ' | ' | ' | ' | |||||
Subscription and support | 41,556 | 26,320 | 36,540 | 20,437 | 8,861 | |||||
Professional services and other | -1,502 | -1,966 | -2,785 | -2,981 | -1,975 | |||||
Total gross profit | 40,054 | 24,354 | 33,755 | 17,456 | 6,886 | |||||
Operating expenses: | ' | ' | ' | ' | ' | |||||
Research and development | 16,919 | [1] | 13,835 | [1] | 18,799 | [1] | 10,677 | [1] | 5,498 | [1] |
Sales and marketing | 43,050 | [1] | 28,451 | [1] | 37,776 | [1] | 23,088 | [1] | 11,019 | [1] |
General and administrative | 11,659 | [1] | 8,361 | [1] | 11,388 | [1] | 6,154 | [1] | 2,135 | [1] |
Total operating expenses | 71,628 | [1] | 50,647 | [1] | 67,963 | [1] | 39,919 | [1] | 18,652 | [1] |
Loss from operations | -31,574 | -26,293 | -34,208 | -22,463 | -11,766 | |||||
Other income (expense), net | -245 | -51 | -158 | -137 | -50 | |||||
Loss before provision for income taxes | -31,819 | -26,344 | -34,366 | -22,600 | -11,816 | |||||
Provision for income taxes | 46 | 5 | 19 | 6 | 1 | |||||
Net loss | -31,865 | -26,349 | -34,385 | -22,606 | -11,817 | |||||
Net loss per share of common stock, basic and diluted (in dollars per share) | ($1.58) | ($9.61) | ($12.26) | ($9.94) | ($5.99) | |||||
Shares used in computing net loss per share of common stock, basic and diluted (in shares) | 20,144 | 2,742 | 2,806 | 2,274 | 1,972 | |||||
Comprehensive loss: | ' | ' | ' | ' | ' | |||||
Net loss | -31,865 | -26,349 | -34,385 | -22,606 | -11,817 | |||||
Other comprehensive income: | ' | ' | ' | ' | ' | |||||
Foreign currency translation adjustments | -24 | 9 | 26 | 119 | ' | |||||
Comprehensive loss | ($31,889) | ($26,340) | ($34,359) | ($22,487) | ($11,817) | |||||
[1] | Amounts include stock-based compensation expense as follows (see Note 10): |
Consolidated_Statements_of_Ope1
Consolidated Statements of Operations and Comprehensive Loss (Parenthetical) (USD $) | 9 Months Ended | 12 Months Ended | |||
In Thousands, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2010 |
Total stock-based compensation expense | $5,640 | $2,160 | $2,972 | $1,309 | $319 |
Cost of subscription and support revenue | ' | ' | ' | ' | ' |
Total stock-based compensation expense | 317 | 143 | 216 | 108 | 50 |
Cost of professional services and other revenue | ' | ' | ' | ' | ' |
Total stock-based compensation expense | 445 | 121 | 169 | 49 | 8 |
Research and development | ' | ' | ' | ' | ' |
Total stock-based compensation expense | 1,605 | 391 | 575 | 294 | 73 |
Sales and marketing | ' | ' | ' | ' | ' |
Total stock-based compensation expense | 1,646 | 800 | 966 | 509 | 57 |
General and administrative | ' | ' | ' | ' | ' |
Total stock-based compensation expense | $1,627 | $705 | $1,046 | $349 | $131 |
Consolidated_Statements_of_Sto
Consolidated Statements of Stockholders' Equity (USD $) | Total | Convertible Preferred Stock | Common Stock | Additional Paid-in Capital | Accumulated Other Comprehensive Income | Accumulated Deficit |
In Thousands, except Share data, unless otherwise specified | ||||||
Balance at Dec. 31, 2009 | $8,739 | $21,976 | ' | $156 | ' | ($13,393) |
Balance (in shares) at Dec. 31, 2009 | ' | 15,379,850 | 2,156,166 | ' | ' | ' |
Increase (Decrease) in Shareholders' Equity | ' | ' | ' | ' | ' | ' |
Issuance of convertible preferred stock, net of issuance costs of $89 and $66 for the year ended December 31, 2009 and 2010, respectively | 34,911 | 34,911 | ' | ' | ' | ' |
Issuance of convertible preferred stock, net of issuance costs (in shares) | ' | 5,865,958 | ' | ' | ' | ' |
Issuance of common stock upon exercise and early exercise of stock options | 36 | ' | ' | 36 | ' | ' |
Issuance of common stock upon exercise and early exercise of stock options (in shares) | ' | ' | 346,722 | ' | ' | ' |
Repurchase of common stock (in shares) | ' | ' | -95,000 | ' | ' | ' |
Vesting of early exercised options | 28 | ' | ' | 28 | ' | ' |
Stock-based compensation expense | 319 | ' | ' | 319 | ' | ' |
Net loss | -11,817 | ' | ' | ' | ' | -11,817 |
Balance at Dec. 31, 2010 | 32,216 | 56,887 | ' | 539 | ' | -25,210 |
Balance (in shares) at Dec. 31, 2010 | ' | 21,245,808 | 2,407,888 | ' | ' | ' |
Increase (Decrease) in Shareholders' Equity | ' | ' | ' | ' | ' | ' |
Issuance of convertible preferred stock, net of issuance costs of $89 and $66 for the year ended December 31, 2009 and 2010, respectively | 49,934 | 49,934 | ' | ' | ' | ' |
Issuance of convertible preferred stock, net of issuance costs (in shares) | ' | 3,787,876 | ' | ' | ' | ' |
Issuance of common stock upon exercise and early exercise of stock options | 239 | ' | ' | 239 | ' | ' |
Issuance of common stock upon exercise and early exercise of stock options (in shares) | ' | ' | 295,840 | ' | ' | ' |
Repurchase of common stock (in shares) | ' | ' | -8,437 | ' | ' | ' |
Vesting of early exercised options | 97 | ' | ' | 97 | ' | ' |
Stock-based compensation expense | 1,309 | ' | ' | 1,309 | ' | ' |
Net loss | -22,606 | ' | ' | ' | ' | -22,606 |
Foreign currency translation adjustments | 119 | ' | ' | ' | 119 | ' |
Balance at Dec. 31, 2011 | 61,308 | 106,821 | ' | 2,184 | 119 | -47,816 |
Balance (in shares) at Dec. 31, 2011 | ' | 25,033,684 | 2,695,291 | ' | ' | ' |
Increase (Decrease) in Shareholders' Equity | ' | ' | ' | ' | ' | ' |
Issuance of common stock and convertible preferred stock to acquire Crowd Factory, Inc. | 13,048 | 12,300 | ' | 748 | ' | ' |
Issuance of common stock and convertible preferred stock to acquire Crowd Factory, Inc. (in shares) | ' | 842,458 | 98,923 | ' | ' | ' |
Issuance of common stock upon exercise and early exercise of stock options | 362 | ' | ' | 362 | ' | ' |
Issuance of common stock upon exercise and early exercise of stock options (in shares) | ' | ' | 432,850 | ' | ' | ' |
Repurchase of common stock (in shares) | ' | ' | -31,646 | ' | ' | ' |
Vesting of early exercised options | 233 | ' | ' | 233 | ' | ' |
Stock-based compensation expense | 2,972 | ' | ' | 2,972 | ' | ' |
Net loss | -34,385 | ' | ' | ' | ' | -34,385 |
Foreign currency translation adjustments | 26 | ' | ' | ' | 26 | ' |
Balance at Dec. 31, 2012 | 43,564 | 119,121 | ' | 6,499 | 145 | -82,201 |
Balance (in shares) at Dec. 31, 2012 | ' | 25,876,142 | 3,195,418 | ' | ' | ' |
Increase (Decrease) in Shareholders' Equity | ' | ' | ' | ' | ' | ' |
Issuance of common stock in connection with initial public offering, net of underwriting discounts | 80,506 | ' | 1 | 80,505 | ' | ' |
Issuance of common stock in connection with initial public offering, net of underwriting discounts (in shares) | ' | ' | 6,658,926 | ' | ' | ' |
Issuance of common stock from private placement | 6,500 | ' | ' | 6,500 | ' | ' |
Issuance of common stock from private placement (in shares) | ' | ' | 500,000 | ' | ' | ' |
Issuance of common stock in connection with follow-on offering, net of underwriting discounts | 22,519 | ' | ' | 22,519 | ' | ' |
Issuance of common stock in connection with follow-on offering, net of underwriting discounts (in shares) | ' | ' | 662,498 | ' | ' | ' |
Costs incurred with initial public offering and follow-on offering | -4,063 | ' | ' | -4,063 | ' | ' |
Conversion of preferred stock to common stock | ' | -119,121 | 3 | 119,118 | ' | ' |
Conversion of preferred stock to common stock (in shares) | ' | -25,876,142 | 25,876,142 | ' | ' | ' |
Issuance of common stock upon exercise and early exercise of stock options | 1,774 | ' | ' | 1,774 | ' | ' |
Issuance of common stock upon exercise and early exercise of stock options (in shares) | ' | ' | 920,816 | ' | ' | ' |
Vesting of restricted stock units (in shares) | ' | ' | 167,359 | ' | ' | ' |
Withholding taxes for the net share settlement of an equity award | -124 | ' | ' | -124 | ' | ' |
Withholding taxes for the net share settlement of an equity award (in shares) | ' | ' | -4,909 | ' | ' | ' |
Repurchase of common stock (in shares) | ' | ' | -11,788 | ' | ' | ' |
Vesting of early exercised options | 555 | ' | ' | 555 | ' | ' |
Stock-based compensation expense | 5,640 | ' | ' | 5,640 | ' | ' |
Net loss | -31,865 | ' | ' | ' | ' | -31,865 |
Foreign currency translation adjustments | -24 | ' | ' | ' | -24 | ' |
Balance at Sep. 30, 2013 | $124,982 | ' | $4 | $238,923 | $121 | ($114,066) |
Balance (in shares) at Sep. 30, 2013 | ' | ' | 37,964,462 | ' | ' | ' |
Consolidated_Statements_of_Sto1
Consolidated Statements of Stockholders' Equity (Parenthetical) (USD $) | 12 Months Ended | |
In Thousands, unless otherwise specified | Dec. 31, 2011 | Dec. 31, 2010 |
Consolidated Statements of Stockholders' Equity | ' | ' |
Issuance of convertible preferred stock, issuance costs | $66 | $89 |
Consolidated_Statements_of_Cas
Consolidated Statements of Cash Flows (USD $) | 9 Months Ended | 12 Months Ended | |||
In Thousands, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2010 |
CASH FLOWS FROM OPERATING ACTIVITIES: | ' | ' | ' | ' | ' |
Net loss | ($31,865) | ($26,349) | ($34,385) | ($22,606) | ($11,817) |
Adjustments to reconcile net loss to net cash used in operating activities: | ' | ' | ' | ' | ' |
Depreciation and amortization | 3,037 | 1,090 | 1,731 | 644 | 349 |
Stock-based compensation expense | 5,640 | 2,160 | 2,972 | 1,309 | 319 |
Changes in operating assets and liabilities: | ' | ' | ' | ' | ' |
Accounts receivable, net | 759 | -1,624 | -4,989 | -5,030 | -1,662 |
Prepaid expenses and other current assets | -2,088 | -622 | -203 | -1,181 | -514 |
Other assets | -51 | -695 | -505 | -35 | -41 |
Accounts payable | 1,057 | -1,373 | -1,624 | 2,248 | 359 |
Accrued expenses and other current liabilities | 6,099 | 2,765 | 3,647 | 2,244 | 1,144 |
Deferred revenue | 9,846 | 5,313 | 9,536 | 6,391 | 2,880 |
Deferred rent | 144 | -29 | -28 | 31 | 35 |
Net cash used in operating activities | -7,422 | -19,364 | -23,848 | -15,985 | -8,948 |
CASH FLOWS FROM INVESTING ACTIVITIES: | ' | ' | ' | ' | ' |
Purchase of property and equipment | -8,234 | -3,715 | -4,354 | -1,675 | -164 |
Cash acquired in acquisition | ' | 698 | 698 | ' | ' |
Capitalized software development | -345 | ' | ' | ' | -367 |
Net cash used in investing activities | -8,579 | -3,017 | -3,656 | -1,675 | -531 |
CASH FLOWS FROM FINANCING ACTIVITIES: | ' | ' | ' | ' | ' |
Proceeds from initial public offering, net of underwriting discount | 80,506 | ' | ' | ' | ' |
Proceeds from follow-on offering, net of underwriting discount | 22,519 | ' | ' | ' | ' |
Proceeds from private placement | 6,500 | ' | ' | ' | ' |
Proceeds from the sale of convertible preferred stock, net of issuance costs | ' | ' | ' | 49,934 | 34,911 |
Proceeds from issuance of common stock upon exercise of stock options | 2,478 | 516 | 912 | 464 | 189 |
Repurchase of unvested common stock from terminated employees | -20 | -59 | -67 | -2 | -70 |
Withholding taxes remitted for the net share settlement of an equity award | -124 | ' | ' | ' | ' |
Proceeds from issuance of debt | 4,500 | 2,220 | 3,640 | ' | ' |
Repayment of debt | -292 | ' | ' | ' | ' |
Payment of deferred initial public offering costs and follow - on offering costs | -3,383 | ' | -99 | ' | ' |
Net cash provided by financing activities | 112,684 | 2,677 | 4,386 | 50,396 | 35,030 |
Effect of foreign exchange rate changes on cash and cash equivalents | -10 | 16 | -35 | 207 | ' |
NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS | 96,673 | -19,688 | -23,153 | 32,943 | 25,551 |
CASH AND CASH EQUIVALENTS - Beginning of period | 44,247 | 67,400 | 67,400 | 34,457 | 8,906 |
CASH AND CASH EQUIVALENTS - End of period | 140,920 | 47,712 | 44,247 | 67,400 | 34,457 |
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION: | ' | ' | ' | ' | ' |
Cash paid for interest | 132 | 20 | 52 | ' | ' |
Cash paid for income taxes | 31 | ' | 4 | ' | 1 |
SUPPLEMENTAL DISCLOSURE OF NONCASH INVESTING AND FINANCING ACTIVITIES | ' | ' | ' | ' | ' |
Conversion of convertible preferred stock into common stock | 119,121 | ' | ' | ' | ' |
Convertible preferred stock and common stock issued in connection with acquisition, including options assumed | ' | ' | 13,048 | ' | ' |
Vesting of early exercise options | 555 | 183 | 233 | 97 | 28 |
Property and equipment acquired through tenant improvement allowance | $1,189 | ' | ' | ' | ' |
The_Company_and_Summary_of_Sig
The Company and Summary of Significant Accounting Policies and Estimates | 9 Months Ended | |||||||||||||
Sep. 30, 2013 | ||||||||||||||
The Company and Summary of Significant Accounting Policies and Estimates | ' | |||||||||||||
The Company and Summary of Significant Accounting Policies and Estimates | ' | |||||||||||||
1. The Company and Summary of Significant Accounting Policies and Estimates | ||||||||||||||
Business | ||||||||||||||
Marketo, Inc. (Marketo or the Company) was incorporated in the state of California on January 20, 2006. The Company was reincorporated in the state of Delaware in 2010. The Company operates from its headquarters in San Mateo, California and has operating subsidiaries in Ireland and Australia. | ||||||||||||||
Marketo is a provider of a cloud-based marketing software platform that enables organizations to engage in modern relationship marketing. The Company's software platform is designed to enable the effective management, optimization and analytical measurement of marketing activities, enabling organizations to acquire new customers more efficiently, build stronger relationships with existing customers, improve sales effectiveness and drive faster revenue growth. On this platform, the Company delivers an easy to use, integrated suite of advanced applications. The Company generally offers its services on an annual subscription basis with quarterly or annual payment terms. | ||||||||||||||
Initial Public Offering and Follow-On Offering (unaudited) | ||||||||||||||
On May 17, 2013, the Company closed its initial public offering (IPO) where it sold 6,968,435 shares of common stock to the public, including the underwriters' overallotment option of 908,926 shares of common stock and 309,509 shares of common stock sold by selling stockholders, at a price of $13.00 per share. In addition, the Company sold 500,000 shares of common stock to funds affiliated with Battery Ventures in a concurrent private placement, at a price of $13.00 per share. The Company received aggregate proceeds of approximately $87.0 million from the IPO and concurrent private placement, net of underwriters' discounts and commissions, but before deduction of offering expenses of approximately $3.4 million. Upon the closing of the IPO, all shares of the Company's outstanding convertible preferred stock automatically converted into 25,876,142 shares of common stock. | ||||||||||||||
On September 13, 2013, the Company closed its follow-on public offering of 6,000,000 shares of its common stock, which included 662,498 shares of common stock sold by the Company and 5,337,502 shares of common stock sold by selling stockholders. The public offering price of the shares sold in the follow-on offering was $35.50 per share. The Company received aggregate proceeds of approximately $22.5 million from the follow-on offering, net of underwriters' discounts and commissions applicable to the sale of shares by the Company, but before deduction of offering costs of approximately $0.7 million payable by the Company. The Company did not receive any proceeds from the sale of shares by the selling stockholders. | ||||||||||||||
Principles of Consolidation | ||||||||||||||
The consolidated financial statements are prepared in accordance with accounting principles generally accepted in the U.S. and include the consolidated accounts of the Company and its wholly-owned subsidiaries. All intercompany transactions and balances have been eliminated in consolidation. | ||||||||||||||
Use of Estimates | ||||||||||||||
The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting periods. Such management estimates and assumptions include the estimated selling price for the various elements in our customer contracts, the allowance for doubtful accounts, amounts collectible for sales tax, the fair value of common stock, stock-based compensation expense, useful lives of intangible assets and the valuation of deferred tax assets. Actual results could differ materially from those estimates, and such differences could be material to the financial statements and affect the results of operations reported in future periods. | ||||||||||||||
Foreign Currency Translation | ||||||||||||||
The functional currency of the Company's foreign subsidiaries is their respective local currency. Assets and liabilities denominated in currencies other than the U.S. dollar are translated into U.S. dollars at the exchange rates in effect at the balance sheet dates, with the resulting translation adjustments directly recorded to a separate component of accumulated other comprehensive income. Income and expense accounts are translated at average exchange rates during the year. Foreign currency remeasurement and transaction gains and losses are recorded in other income (expense), net. The Company recognized net foreign currency losses of $0, $0.1 million, $0.1 million, $35,000 and $0.1 million during the years ended December 31, 2010, 2011, 2012 and for the nine months ended September 30, 2012 (unaudited) and 2013 (unaudited), respectively. The effect of foreign currency exchange rates on cash and cash equivalents was not material for any of the periods presented. | ||||||||||||||
Unaudited Interim Financial Information | ||||||||||||||
The accompanying interim consolidated balance sheet as of September 30, 2013, the consolidated interim statements of operations and comprehensive loss and cash flows during the nine months ended September 30, 2012 and 2013 and the interim consolidated statements of stockholders' equity during the nine months ended September 30, 2013 are unaudited. The unaudited interim consolidated financial statements have been prepared on a basis consistent with the annual consolidated financial statements and, in the opinion of management, reflect all adjustments necessary to present fairly the Company's consolidated financial position as of September 30, 2013 and its consolidated statements of operations and comprehensive loss and cash flows during the nine months ended September 30, 2012 and 2013. The financial data and other financial information disclosed in these notes to the consolidated financial statements related to the nine months ended September 30, 2012 and 2013 are also unaudited. | ||||||||||||||
Segments | ||||||||||||||
The Company's chief operating decision maker is its Chief Executive Officer (CEO), who reviews financial information presented on a consolidated basis, accompanied by information about revenue by geographic region. Accordingly, the Company has determined that it has a single reportable segment. | ||||||||||||||
Cash and Cash Equivalents | ||||||||||||||
The Company considers all highly liquid investments purchased with original maturity of three months or less to be cash equivalents. Cash equivalents were $63.6 million, $42.5 million and $139.0 million as of December 31, 2011, 2012 and September 30, 2013 (unaudited), respectively, consisting primarily of money market funds. | ||||||||||||||
Allowance for Doubtful Accounts | ||||||||||||||
Trade accounts receivable are carried at the original invoiced amount less an allowance made for doubtful accounts. The Company maintains an allowance for doubtful accounts based on the probability of future collection. When management becomes aware of circumstances that may decrease the likelihood of collection, it records a specific allowance against amounts due, which reduces the net receivable to the amount that management reasonably believes will be collected. For all other customers, management determines the adequacy of the allowance based on historical loss patterns, the number of days that billings are past due and an evaluation of the potential risk of loss associated with specific accounts. The Company reviews its allowance for doubtful accounts monthly and writes off receivable balances that are deemed to be uncollectible. Increases in the allowance are recorded in general and administrative expense in the period incurred. The Company does not have any off balance sheet credit exposure related to its customers. | ||||||||||||||
Below is a summary of the changes in allowance for doubtful accounts for 2011, 2012 and the nine months ended September 30, 2013 (in thousands): | ||||||||||||||
Balance at | Provision, net | Write-offs | Balance at | |||||||||||
Beginning of | of Recoveries | End of | ||||||||||||
Period | Period | |||||||||||||
Year ended December 31, 2010 | $ | 110 | $ | 206 | $ | (234 | ) | $ | 82 | |||||
Year ended December 31, 2011 | 82 | 321 | (178 | ) | 225 | |||||||||
Year ended December 31, 2012 | 225 | 362 | (251 | ) | 336 | |||||||||
Nine months ended September 30, 2013 (unaudited) | 336 | 399 | (407 | ) | 328 | |||||||||
Property and Equipment | ||||||||||||||
Property and equipment are stated at cost, less accumulated depreciation and amortization. Depreciation is computed using the straight-line method over the estimated useful lives of the asset, which is generally two to three years. Amortization of leasehold improvements is computed using the straight-line method over the shorter of the lease term or the estimated useful life of the asset or improvement. Depreciation and amortization begins when the asset is ready for its intended use. Cost of maintenance and repairs that do not improve or extend the lives of the respective assets are expensed as incurred. | ||||||||||||||
Capitalized Software Development Costs | ||||||||||||||
Costs incurred to develop the Company's cloud-based platform and applications consist of (a) certain external direct costs of materials and services incurred in developing or obtaining internal-use computer software and (b) payroll and payroll-related costs for employees who are directly associated with, and who devote time to, a given project. These costs generally consist of internal labor during configuration, coding and testing activities. Research and development costs incurred during the preliminary project stage or costs incurred for data conversion activities, training, maintenance and general and administrative or overhead costs are expensed as incurred. Capitalization begins when the preliminary project stage is complete, management with the relevant authority authorizes and commits to the funding of the software project, it is probable the project will be completed, and the software will be used to perform the functions intended and certain functional and quality standards have been met. Capitalized software development costs are amortized on a straight-line basis over the technology's estimated useful life, which is generally three years. No software development costs were capitalized during 2011 or 2012. Amortization expense during the years ended December 31, 2010, 2011, 2012 and the nine months ended September 30, 2012 (unaudited) and 2013 (unaudited) was $192,000, $181,000, $143,000, $110,000 and $133,000, respectively. | ||||||||||||||
Costs incurred during the operating stage of the Company's software applications relating to upgrades and enhancements that resulted in added functionality are not capitalized because such upgrades and enhancements are essentially maintenance and, because upgrades and enhancements are provided frequently, do not have a useful life longer than one year. Costs that cannot be separated between maintenance of, and minor upgrades and enhancements to, internal-use software are expensed as incurred. | ||||||||||||||
Goodwill and Other Intangible Assets | ||||||||||||||
The Company records goodwill when the consideration paid in a purchase acquisition exceeds the fair value of the net tangible assets and the identified intangible assets acquired. Goodwill is not amortized, but rather is tested for impairment. The Company performs testing for impairment of goodwill at the end of each year, or as events occur or circumstances change that would more likely than not reduce the fair value of a reporting unit below its carrying amount. The Company conducts a two-step test for impairment of goodwill. The first step of the test for goodwill impairment compares the fair value of the applicable reporting unit with its carrying value. If the fair value of a reporting unit is less than the reporting unit's carrying value, the Company will perform the second step of the test for impairment of goodwill. During the second step of the test for impairment of goodwill, the Company compares the implied fair value of the reporting unit's goodwill with the carrying value of that goodwill. If the carrying value of the goodwill exceeds the calculated implied fair value, the excess amount will be recognized as an impairment loss. The Company has determined that there is a single reporting unit for the purpose of goodwill impairment tests. Based on the above, the Company determined that its goodwill was not impaired at December 31, 2012. | ||||||||||||||
Other intangible assets, consisting of capitalized software development costs, developed technology, domain names, customer relationships and non-compete agreements, are stated at cost less accumulated amortization. All other intangible assets have been determined to have definite lives and are amortized on a straight-line basis over their estimated remaining economic lives, ranging from one to eight and one-half years. Amortization expense related to capitalized software development costs and developed technology is included in research and development expense. Amortization expense related to customer relationships and non-compete agreements is included in sales and marketing expense. Amortization expense related to domain names is included in general and administrative expense. | ||||||||||||||
Long-Lived Assets | ||||||||||||||
The Company continually monitors events and changes in circumstances that could indicate that carrying amounts of its long-lived assets, including property and equipment and identifiable intangible assets, may not be recoverable. When such events or changes in circumstances occur, the Company assesses the recoverability of long-lived assets by determining whether the carrying value of such assets will be recovered through their undiscounted expected future cash flow. If the future undiscounted cash flow is less than the carrying amount of these assets, the Company recognizes an impairment loss based on the excess of the carrying amount over the fair value of the assets. The Company did not recognize impairment charges on its long-lived assets during any of the periods presented. | ||||||||||||||
Concentration of Credit Risk and Significant Customers | ||||||||||||||
The Company's financial instruments that are exposed to concentrations of credit risk consist primarily of cash and cash equivalents and trade accounts receivable. Although the Company deposits it cash with multiple financial institutions, its deposits exceed federally insured limits. The Company generally does not require collateral from its customers and generally requires payment 30 days from the invoice date. The Company's accounts receivable are derived from revenue earned from customers located primarily in North America and Europe. The Company periodically evaluates the collectability of its accounts receivable and provides an allowance for potential credit losses as necessary, based on the age of the receivable and collection experience. | ||||||||||||||
No single customer accounted for more than 10% of accounts receivable as of December 31, 2011, 2012 and September 30, 2013 (unaudited). No single customer accounted for 10% or more of total revenue during the years ended December 31, 2010, 2011 or 2012 and for the nine months ended September 30, 2012 (unaudited) and 2013 (unaudited). | ||||||||||||||
Revenue Recognition | ||||||||||||||
The Company derives its revenue from two sources: | ||||||||||||||
(1) Subscription and support revenue. Subscription and support revenue consists of subscription fees from customers accessing the Company's cloud-based software platform and applications, as well as related customer support services; and | ||||||||||||||
(2) Professional services and other revenue. Professional services and other revenue consists of fees associated with providing expert services that educate and assist the Company's customers on the best use of the Company's solutions as well as assist in the implementation of the Company's solution. | ||||||||||||||
Revenue recognition commences when all of the following conditions are met: | ||||||||||||||
• | ||||||||||||||
Persuasive evidence of an arrangement exists; | ||||||||||||||
• | ||||||||||||||
Delivery or performance has occurred; | ||||||||||||||
• | ||||||||||||||
Fees are fixed or determinable; and | ||||||||||||||
• | ||||||||||||||
Collectability is reasonably assured. | ||||||||||||||
In the majority of instances, revenue from new customers is generated under sales agreements with multiple elements, comprised of subscription and support fees from customers accessing the Company's cloud-based platform and applications and professional consultation services. The Company evaluates each element in a multiple-element arrangement to determine whether it represents a separate unit of accounting. An element constitutes a separate unit of accounting when the delivered item has stand-alone value and delivery of the undelivered element is probable and within the Company's control. Subscription and support have stand-alone value because they are routinely sold separately by the Company. Most of the professional services have stand-alone value because the Company has sold professional services separately, and there are several third party vendors that routinely provide similar professional services to the Company's customers on a stand-alone basis. Prior to the fourth quarter of 2011, some of the Company's professional services did not have stand-alone value because they were sold together with the subscription and support services. As such revenue was recognized ratably over the related subscription period, not to exceed billings amounts. | ||||||||||||||
In October 2009, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update No. 2009-13, Revenue Recognition (Topic 605): Multiple Deliverable Revenue Arrangements—a consensus of the FASB Emerging Issues Task Force (ASU 2009-13), which amended the previous multiple deliverable arrangements' accounting guidance. ASU 2009-13 amended the accounting standards for multiple-element revenue arrangements to: | ||||||||||||||
Provide updated guidance on whether multiple deliverables exist, how the elements in an arrangement should be separated, and how the consideration should be allocated; | ||||||||||||||
Require an entity to allocate revenue in an arrangement using estimated selling prices (ESP) of each element if a vendor does not have vendor specific objective evidence of selling price (VSOE) or third party evidence of selling price (TPE); and | ||||||||||||||
Eliminate the use of the residual method and require a vendor to allocate revenue using the relative selling price method, which eliminated the requirement to have VSOE of fair value on undelivered elements for revenue recognition. | ||||||||||||||
The Company adopted this accounting guidance prospectively beginning January 1, 2011, for applicable arrangements entered into or materially modified on or after January 1, 2011 (the beginning of the Company's fiscal year). | ||||||||||||||
Prior to the adoption of ASU 2009-13, the Company was not able to establish VSOE of fair value for the undelivered elements, which in most instances was subscription and support services. As a result, the Company typically recognized subscription, support and professional services revenue ratably over the subscription and support contract period and presented subscription and support revenue and professional services revenue in the consolidated statements of operations and comprehensive loss based on the respective contractual prices. | ||||||||||||||
As a result of the adoption of ASU 2009-13, the Company allocates total arrangement fees to each element in a multiple-element arrangement based on the relative selling price hierarchy of each element unless the fee allocated to the subscription and support under this method is less than the fee subject to refund if the performance conditions are not met. In these instances, since the professional services are generally completed prior to completion of the subscription and support, the allocation of the fee for subscription and support is at least equal to the contractual amounts subject to the performance condition. | ||||||||||||||
The relative selling price hierarchy consists of the following: Selling price for a deliverable is based on its 1) VSOE, if available, 2) TPE, if VSOE is not available, or 3) ESP, if neither VSOE nor TPE is available. Because the Company has been unable to establish VSOE or TPE for the elements of its arrangements, the Company establishes the ESP for each element primarily by considering the median of actual sales prices of each type of subscription and support sold and the weighted average of actual sales prices of professional services sold. For subscription and support arrangements, management considered other factors such as database sizes, pricing practices and market considerations. | ||||||||||||||
Subscription and support revenue is recognized commencing upon delivery of the Company's cloud-based services, which is the date a new subscription is provisioned and made available to a new customer, or new or expanded capabilities are provisioned and added to an existing subscription, provided that all of the other revenue recognition criteria are first met, referred to as the "Commencement Date". Subscription and support revenue is recognized from the Commencement Date ratably thereafter over the remaining contractual term, which is generally three to 36 months. Amounts that have been invoiced are recorded in accounts receivable and in deferred revenue or revenue, depending on whether the revenue recognition criteria have been met. | ||||||||||||||
Professional services and other have stand-alone value from the related subscription services. The majority of the Company's professional services contracts are offered on a time and material basis. When these services are not combined with subscription and support revenue in a multiple-element arrangement, services revenue is recognized as the services are rendered. In 2010 and 2011, the Company's professional services also consisted of a small number of fixed price contracts, where revenue is recognized on a proportional performance method, based on input measures, which include making reasonably dependable estimates of the total effort to complete the project. Certain standard and non-standard professional service arrangements include customer acceptance provisions. Services provided under arrangements that include customer acceptance provisions are typically provided on a time and material basis, and the revenue is deferred and recognized upon customer acceptance of the service deliverable. | ||||||||||||||
The Company's professional services also consist of short-term implementation services, which are offered at a flat fee. The enablement services teams assist customers with standard adoption procedures for the Company's platform. Because such enablement services typically are completed within a short period (usually one to ten days), the Company recognizes revenue from this service upon completion. The implementation services consist of short-term (usually spanning approximately 90 days) "use it or lose it", services to assist customers with standard implementation and to implement the customer's first marketing campaign which are offered at a flat fee. Such flat fees are recognized ratably over the 90 day period. | ||||||||||||||
Education revenue is recognized after the services are performed. | ||||||||||||||
The Company's time and material and fixed price professional service contracts are generally delivered within one year from the date of the arrangement. | ||||||||||||||
The Company has established processes to determine ESP, allocate revenue in multiple-element arrangements using ESP, and make reasonably dependable estimates of the proportional performance method for professional services. Had the Company not adopted ASU 2009-13 effective January 1, 2011, and recognized all arrangements ratably, the Company's revenue for the year ended December 31, 2011 would have been lower by approximately $453,000. | ||||||||||||||
At December 31, 2011, the Company's deferred professional services under the previous accounting guidance were not significant. | ||||||||||||||
Sales and other taxes collected from customers to be remitted to government authorities are excluded from revenue. | ||||||||||||||
Cost of Revenue | ||||||||||||||
Cost of subscriptions, support, professional services and other revenue are expensed as incurred. Cost of subscription and support revenue primarily consists of expenses related to hosting the Company's service and providing support to the Company's customers. These expenses are comprised of data center operations costs and personnel and related costs directly associated with the Company's cloud infrastructure, customer support and customer success organizations, including salaries, benefits, bonuses and stock-based compensation, as well as allocated overhead. Overhead associated with facilities and depreciation, excluding depreciation related to the Company's data center infrastructure, is allocated to cost of revenue and operating expenses based on headcount. Cost of professional services and other revenue consists primarily of personnel and related costs directly associated with the Company's professional services and training organizations, including salaries, benefits, bonuses and stock-based compensation, the costs of sub-contracted third-party vendors, as well as allocated overhead. | ||||||||||||||
The Company revised its 2011 cost of revenue to correctly classify $783,000 of costs from cost of professional services revenue and other to cost of subscription and support revenue. | ||||||||||||||
Deferred Revenue | ||||||||||||||
Deferred revenue consists of billings or payments received in advance of revenue recognition and are recognized as the revenue recognition criteria are met. The Company generally invoices its customers annually or in quarterly installments payable in advance. Accordingly, the deferred revenue balance does not represent the total contract value of annual or multi-year, noncancelable arrangements. The current portion of deferred revenue represents the amount that is expected to be recognized as revenue within one year from the balance sheet date. In all of the years presented, the Company did not have any long-term deferred revenue. | ||||||||||||||
Commissions | ||||||||||||||
Sales and marketing commissions are recognized as an expense generally at the time the customer order is signed. Substantially all of the effort by the sales and marketing organization is expended through the time of closing the sale with limited or no involvement thereafter. Commissions paid are subject to clawback by the Company in the event the customer fails to make payment on the agreement. | ||||||||||||||
Warranties and Indemnification | ||||||||||||||
The Company's cloud-based software platform and applications are typically warranted to perform in a manner consistent with general industry standards that are reasonably applicable and materially in accordance with the Company's on-line help documentation under normal use and circumstances. | ||||||||||||||
The Company includes service level commitments to its customers warranting certain levels of uptime reliability and performance and permitting those customers to receive credits in the event that the Company fails to meet those levels. To date, the Company has not incurred any material costs as a result of such commitments and has not accrued any liabilities related to such obligations in the accompanying consolidated financial statements. | ||||||||||||||
The Company's arrangements include provisions indemnifying customers against liabilities if the Company's products infringe a third-party's intellectual property rights. The Company has not incurred any costs as a result of such indemnification and has not accrued any liabilities related to such obligations in the accompanying consolidated financial statements. | ||||||||||||||
The Company has also agreed to indemnify its directors and executive officers for costs associated with any fees, expenses, judgments, fines and settlement amounts incurred by any of those persons in any action or proceeding to which any of those persons is, or is threatened to be, made a party by reason of the person's service as a director or officer, including any action by the Company, arising out of that person's services as the Company's director or officer or that person's services provided to any other company or enterprise at the Company's request. The Company maintains director and officer insurance coverage that may enable the Company to recover a portion of any future indemnification amounts paid. | ||||||||||||||
Advertising Costs | ||||||||||||||
Advertising costs are expensed as incurred. For the years ended December 31, 2010, 2011 and 2012 advertising expenses were $637,000, $1.0 million and $1.2 million, respectively. For the nine months ended September 30, 2012 (unaudited) and 2013 (unaudited), advertising expenses were $0.8 million and $1.0 million, respectively. | ||||||||||||||
Stock-Based Compensation | ||||||||||||||
The Company uses the fair value method for recording stock-based compensation. Share-based compensation cost for stock options is estimated at the grant date based on each option's fair-value as calculated by the Black-Scholes option-pricing model. The Company recognizes compensation cost for stock option grants on a straight-line basis over the requisite service period for the entire award. | ||||||||||||||
Stock-based compensation cost for restricted stock units (RSUs) is measured based on the fair value of the underlying shares on the date of grant. RSUs are subject to a time-based vesting condition and some are also subject to a performance-based vesting condition, both of which must be satisfied before the RSUs are vested and settled for shares of common stock. The time-based vesting condition generally ranges from 2 to 4 years, and the performance-based vesting condition is satisfied upon the occurrence of a sale event or the completion of the Company's initial public offering. No expense related to these awards will be recognized unless the performance condition is satisfied. RSUs which have met the time-based vesting condition do not cancel when service to the Company is terminated; however, these shares will not vest until the performance-based vesting condition is met. RSUs that have not satisfied the time-based vesting condition as of termination of employment are automatically forfeited. The RSUs will expire 7 years from the grant date if not previously settled for shares of common stock. | ||||||||||||||
Income Taxes | ||||||||||||||
The provision for income taxes is computed using the asset and liability method, under which deferred tax assets and liabilities are recognized for the expected future tax consequences of temporary differences between the financial reporting and tax bases of assets and liabilities, and for operating losses and tax credit carryforwards. Deferred tax assets and liabilities are measured using the currently enacted tax rates that apply to taxable income in effect for the years in which those tax assets are expected to be realized or settled. The Company records a valuation allowance to reduce deferred tax assets to the amount that is believed more likely than not to be realized. | ||||||||||||||
Compliance with income tax regulations requires the Company to make decisions relating to the transfer pricing of revenue and expenses between each of its legal entities that are located in several countries. The Company's determinations include many decisions based on management's knowledge of the underlying assets of the business, the legal ownership of these assets, and the ultimate transactions conducted with customers and other third parties. The calculation of the Company's tax liabilities involves dealing with uncertainties in the application of complex tax regulations in multiple tax jurisdictions. The Company may be periodically reviewed by domestic and foreign tax authorities regarding the amount of taxes due. These reviews may include questions regarding the timing and amount of deductions and the allocation of income among various tax jurisdictions. In evaluating the exposure associated with various filing positions, the Company records estimated reserves when it is more likely than not that an uncertain tax position will not be sustained upon examination by a taxing authority. Such estimates are subject to change. See Note 12, "Income Taxes". | ||||||||||||||
Net Loss per Share Attributable to Common Stockholders | ||||||||||||||
Basic and diluted net loss per share of common stock is presented in conformity with the two-class method required for participating securities. Holders of Series A, B, C, D, E, F and G convertible preferred stock were each entitled to receive noncumulative dividends out of any funds legally available, when, as and if declared by the board of directors, payable prior and in preference to any dividends on any shares of the Company's common stock. The dividend rates for Series A, B, C, D, E, F and G convertible preferred stock were $0.08, $0.12, $0.20, $0.379, $0.5326, $1.056, and $1.168 per share, respectively. In the event a dividend is paid to common stockholders, the holders of the Series A, B, C, D, E, F and G convertible preferred stock were entitled to a proportionate share of any such dividends as if they were holders of common stock (on an as-if converted basis). | ||||||||||||||
Under the two-class method, net income (loss) attributable to common stockholders is determined by allocating undistributed earnings, calculated as net income less current period convertible preferred stock non-cumulative dividends, between common stock and preferred stock. In computing diluted net income (loss) attributable to common stockholders, undistributed earnings are re-allocated to reflect the potential impact of dilutive securities. Basic net income (loss) per share of common stock is computed by dividing the net income (loss) attributable to common stockholders by the weighted average number of common shares outstanding during the period. Unvested common shares resulting from the early exercises of stock options are excluded from the calculation of the weighted average common shares until they vest as they are subject to repurchase until they are vested. Those shares are added to the calculation of the weighted average common shares outstanding as they vest. Diluted net income per share attributable to common stockholders is computed by dividing net income attributable to common stockholders by the weighted average number of common shares outstanding, including potential dilutive common shares assuming the dilutive effect of potential common shares for the period determined using the treasury stock method. For purposes of this calculation, convertible preferred stock, options to purchase common stock and restricted stock units are considered to be potential dilutive common shares, but have been excluded from the calculation of diluted net loss per share of common stock as their effect is antidilutive for all periods presented. Holders of convertible preferred stock and holders of stock subject to repurchase did not have a contractual obligation to share in the losses of the Company. | ||||||||||||||
Given the Company is in a loss position for all the periods presented, the Company has not allocated losses to any series of convertible preferred stock. | ||||||||||||||
Acquisition
Acquisition | 9 Months Ended | |||||||||||||
Sep. 30, 2013 | ||||||||||||||
Acquisition | ' | |||||||||||||
Acquisition | ' | |||||||||||||
2. Acquisition | ||||||||||||||
On April 17, 2012, the Company completed its acquisition of Crowd Factory, Inc. (Crowd Factory). Crowd Factory is a SaaS social campaign management platform that helps marketers accelerate social and word-of-mouth marketing, grow their marketing databases with unique social profiles and attract new customers. | ||||||||||||||
The transaction was valued at approximately $13.0 million, which included 842,458 shares of newly issued Series G convertible preferred stock valued at approximately $12.3 million, of which 12 percent or 101,095 shares, was withheld in escrow; 98,923 shares of common stock valued at approximately $453,000, of which 12 percent or 11,872 shares, was withheld in escrow; and the assumption of options to exercise 89,405 shares of common stock valued at approximately $295,100. Escrow shares were withheld for twelve months from acquisition date in order to protect the Company from certain indemnified losses that may arise from any inaccuracies or breach of any of Crowd Factory's general representations and warranties as of the acquisition date, other than certain fundamental representations. | ||||||||||||||
The total purchase price was allocated to the net assets acquired based upon their fair values as of April 17, 2012 as set forth below. The excess of the purchase price over the net assets acquired was recorded as goodwill. The following table summarizes the preliminary estimated fair values of the assets and liabilities assumed at the acquisition date. The primary areas of those preliminary estimates that are not yet finalized related to income and non-income based taxes. The amounts are in thousands. | ||||||||||||||
Net tangible assets acquired | $ | 481 | ||||||||||||
Intangible assets: | ||||||||||||||
Developed technology | 1,300 | |||||||||||||
Domain names | 700 | |||||||||||||
Customer relationships | 900 | |||||||||||||
Non-compete agreements | 130 | |||||||||||||
Goodwill | 9,537 | |||||||||||||
Total purchase price | $ | 13,048 | ||||||||||||
The Company paid change in control bonuses of approximately $850,000 to former Crowd Factory employees hired by Marketo which were expensed as incurred. These employees were also granted 308,218 RSUs valued at approximately $1.4 million under the terms described at Note 10 to the consolidated financial statements. | ||||||||||||||
Intangible assets are being amortized on a straight-line basis over an estimated useful life ranging from two to eight and one-half years. | ||||||||||||||
Each component of identifiable intangible assets acquired in connection with the above acquisition as of December 31, 2012 are as follows (dollar amounts in thousands): | ||||||||||||||
Estimated | Accumulated | Net | Weighted | |||||||||||
Fair Value | Amortization | Carrying | Average | |||||||||||
Amount | Remaining | |||||||||||||
Useful Life | ||||||||||||||
(in years) | ||||||||||||||
Developed technology | $ | 1,300 | $ | 205 | $ | 1,095 | 4.8 | |||||||
Domain names | 700 | 71 | 629 | 6.3 | ||||||||||
Customer relationships | 900 | 75 | 825 | 7.8 | ||||||||||
Non-compete agreements | 130 | 46 | 84 | 1.3 | ||||||||||
$ | 3,030 | $ | 397 | $ | 2,633 | |||||||||
As of December 31, 2012, the expected future amortization expense for purchased intangible assets for each of the Company's years ending is as follows (amounts in thousands): | ||||||||||||||
Amount | ||||||||||||||
2013 | $ | 500 | ||||||||||||
2014 | 454 | |||||||||||||
2015 | 435 | |||||||||||||
2016 | 435 | |||||||||||||
2017 | 385 | |||||||||||||
2018 and beyond | 424 | |||||||||||||
$ | 2,633 | |||||||||||||
Pro forma results of operations have not been presented because the effect of this acquisition was not material to the consolidated financial statements. | ||||||||||||||
Goodwill_and_Intangible_Assets
Goodwill and Intangible Assets | 9 Months Ended | |||||||||||||||||||
Sep. 30, 2013 | ||||||||||||||||||||
Goodwill and Intangible Assets | ' | |||||||||||||||||||
Goodwill and Intangible Assets | ' | |||||||||||||||||||
3. Goodwill and Intangible Assets | ||||||||||||||||||||
Goodwill and intangible assets, including those acquired in connection with the above acquisition, consisted of the following as of December 31, 2011, 2012 and September 30, 2013 (unaudited) (in thousands): | ||||||||||||||||||||
December 31, | Weighted | December 31, | Weighted | September 30, | Weighted | |||||||||||||||
2011 | Average | 2012 | Average | 2013 | Average | |||||||||||||||
Remaining | Remaining | Remaining | ||||||||||||||||||
Useful Life | Useful Life | Useful Life | ||||||||||||||||||
(in years) | (in years) | (in years) | ||||||||||||||||||
Developed technology | $ | — | — | $ | 1,300 | 4.8 | $ | 1,300 | 4 | |||||||||||
Domain names | — | — | 700 | 6.3 | 700 | 5.5 | ||||||||||||||
Customer relationships | — | — | 900 | 7.8 | 900 | 7 | ||||||||||||||
Non-compete agreements | — | — | 130 | 1.3 | 130 | 0.5 | ||||||||||||||
Capitalized software development costs | 877 | 1.7 | 877 | 0.8 | 1,235 | 1.4 | ||||||||||||||
877 | 3,907 | 4,265 | ||||||||||||||||||
Less accumulated amortization | (633 | ) | (1,173 | ) | (1,681 | ) | ||||||||||||||
Intangible assets, net | 244 | 2,734 | 2,584 | |||||||||||||||||
Goodwill | — | 9,537 | $ | 9,537 | ||||||||||||||||
Goodwill and intangible assets, net | $ | 244 | $ | 12,271 | $ | 12,121 | ||||||||||||||
As of December 31, 2012, total future expected amortization is as follows for the following years ending December 31 (in thousands): | ||||||||||||||||||||
Developed | Domain | Customer | Non-compete | Capitalized | ||||||||||||||||
Technology | Names | Relationships | Agreements | Software | ||||||||||||||||
Development | ||||||||||||||||||||
Costs | ||||||||||||||||||||
2013 | $ | 229 | $ | 100 | $ | 106 | $ | 65 | $ | 101 | ||||||||||
2014 | 229 | 100 | 106 | 19 | — | |||||||||||||||
2015 | 229 | 100 | 106 | — | — | |||||||||||||||
2016 | 229 | 100 | 106 | — | — | |||||||||||||||
2017 | 179 | 100 | 106 | — | — | |||||||||||||||
2018 and beyond | — | 129 | 295 | — | — | |||||||||||||||
$ | 1,095 | $ | 629 | $ | 825 | $ | 84 | $ | 101 | |||||||||||
As of September 30, 2013, total future expected amortization is as follows for the remainder of 2013 and the subsequent years ending December 31 (in thousands, unaudited): | ||||||||||||||||||||
Developed | Domain | Customer | Non-compete | Capitalized | ||||||||||||||||
Technology | Names | Relationships | Agreements | Software | ||||||||||||||||
Development | ||||||||||||||||||||
Costs | ||||||||||||||||||||
2013 (3 months) | $ | 57 | $ | 25 | $ | 27 | $ | 16 | $ | 32 | ||||||||||
2014 | 229 | 100 | 106 | 19 | 238 | |||||||||||||||
2015 | 229 | 100 | 106 | — | 54 | |||||||||||||||
2016 | 229 | 100 | 106 | — | — | |||||||||||||||
2017 | 181 | 100 | 106 | — | — | |||||||||||||||
2018 and beyond | — | 129 | 295 | — | — | |||||||||||||||
Total (unaudited) | $ | 925 | $ | 554 | $ | 746 | $ | 35 | $ | 324 | ||||||||||
Amortization expense related to intangible assets was $192,000, $181,000 and $540,000 in 2010, 2011 and 2012, respectively. Amortization expense related to intangible assets was $367,000 and $508,000 for the nine months ended September 30, 2012 (unaudited) and 2013 (unaudited), respectively. | ||||||||||||||||||||
Fair_Value_of_Financial_Instru
Fair Value of Financial Instruments | 9 Months Ended | |||||||||||||||||||
Sep. 30, 2013 | ||||||||||||||||||||
Fair Value of Financial Instruments | ' | |||||||||||||||||||
Fair Value of Financial Instruments | ' | |||||||||||||||||||
4. Fair Value of Financial Instruments | ||||||||||||||||||||
The Company measures certain financial assets at fair value. Fair value is determined based upon the exit price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants, as determined by either the principal market or the most advantageous market. Inputs used in the valuation techniques to derive fair values are classified based on a three-level hierarchy, as follows: | ||||||||||||||||||||
• | ||||||||||||||||||||
Level 1—Quoted prices in active markets for identical assets or liabilities. | ||||||||||||||||||||
• | ||||||||||||||||||||
Level 2—Observable inputs other than Level 1 prices such as quoted prices for similar assets or liabilities; quoted prices in markets with insufficient volume or infrequent transactions (less active markets); or model-derived valuations in which all significant inputs are observable or can be derived principally from or corroborated by observable market data for substantially the full term of the assets or liabilities. | ||||||||||||||||||||
• | ||||||||||||||||||||
Level 3—Unobservable inputs to the valuation methodology that are significant to the measurement of fair value of assets or liabilities. | ||||||||||||||||||||
The fair value of the Company's investments in certain money market funds is their face value. Such instruments are classified as Level 1 and are included in cash and cash equivalents. The Company considers all highly liquid investments purchased with a remaining maturity of three months or less to be cash equivalents. | ||||||||||||||||||||
For certain other financial instruments, including accounts receivable, accounts payable and other current liabilities, the carrying amounts approximate their fair value due to the relatively short maturity of these balances. | ||||||||||||||||||||
As of December 31, 2012 and September 30, 2013 (unaudited), financial assets stated at fair value on a recurring basis were comprised of money market funds included within cash and equivalents. The fair value of these financial assets was determined using the following inputs as of December 31, 2011, 2012 and September 30, 2013: | ||||||||||||||||||||
December 31, 2011 | December 31, 2012 | |||||||||||||||||||
Level 1 | Level 2 | Level 3 | Level 1 | Level 2 | Level 3 | |||||||||||||||
(in thousands) | ||||||||||||||||||||
Money market funds | $ | 63,616 | $ | — | $ | — | $ | 42,446 | $ | — | $ | — | ||||||||
Certificate of deposit | 25 | — | — | 25 | — | — | ||||||||||||||
Total | $ | 63,641 | $ | — | $ | — | $ | 42,471 | $ | — | $ | — | ||||||||
September 30, 2013 | ||||||||||||||||||||
Level 1 | Level 2 | Level 3 | ||||||||||||||||||
(in thousands, unaudited) | ||||||||||||||||||||
Money market funds | $ | 138,957 | $ | — | $ | — | ||||||||||||||
Certificate of deposit | 25 | — | — | |||||||||||||||||
Total | $ | 138,982 | $ | — | $ | — | ||||||||||||||
Balance_Sheet_Components
Balance Sheet Components | 9 Months Ended | ||||||||||
Sep. 30, 2013 | |||||||||||
Balance Sheet Components | ' | ||||||||||
Balance Sheet Components | ' | ||||||||||
5. Balance Sheet Components | |||||||||||
Cash and Cash Equivalents | |||||||||||
Cash and cash equivalents consist of the following: | |||||||||||
December 31, | |||||||||||
September 30, | |||||||||||
2011 | 2012 | 2013 | |||||||||
(in thousands) | |||||||||||
(unaudited) | |||||||||||
Cash | $ | 3,759 | $ | 1,776 | $ | 1,938 | |||||
Cash equivalents | |||||||||||
Money market funds | 63,616 | 42,446 | 138,957 | ||||||||
Certificate of deposit | 25 | 25 | 25 | ||||||||
63,641 | 42,471 | 138,982 | |||||||||
Total | $ | 67,400 | $ | 44,247 | $ | 140,920 | |||||
Property and Equipment, Net | |||||||||||
Property and equipment, net consists of the following: | |||||||||||
December 31, | |||||||||||
September 30, | |||||||||||
2011 | 2012 | 2013 | |||||||||
(in thousands) | |||||||||||
(unaudited) | |||||||||||
Computer equipment | $ | 549 | $ | 4,385 | $ | 11,602 | |||||
Software | 795 | 788 | 1,145 | ||||||||
Office furniture | 343 | 803 | 1,199 | ||||||||
Leasehold improvements | 459 | 986 | 2,627 | ||||||||
Construction in progress | — | 542 | 871 | ||||||||
Total property and equipment | 2,146 | 7,504 | $ | 17,444 | |||||||
Less accumulated depreciation | (696 | ) | (1,887 | ) | (4,372 | ) | |||||
Property and equipment, net | $ | 1,450 | $ | 5,617 | $ | 13,072 | |||||
Depreciation expense was $157,000, $463,000, $1,191,000, $724,000 and $2,529,000 for the years ended December 31, 2010, 2011, 2012 and for the nine months ended September 30, 2012 (unaudited) and 2013 (unaudited), respectively. | |||||||||||
Accrued Expenses and Other Current Liabilities | |||||||||||
Accrued expenses and other current liabilities are as follows: | |||||||||||
December 31, | |||||||||||
September 30, | |||||||||||
2011 | 2012 | 2013 | |||||||||
(in thousands) | |||||||||||
(unaudited) | |||||||||||
Accrued bonuses, commissions and wages | $ | 1,715 | $ | 4,737 | $ | 7,599 | |||||
Liability for employee stock purchase plan | — | — | 2,077 | ||||||||
Accrued vacation | 936 | 1,502 | 1,935 | ||||||||
Liability payable for unvested stock options exercises | 271 | 523 | 652 | ||||||||
Accrued legal, consulting and audit fees | 343 | 282 | 625 | ||||||||
Accrued sales taxes | 348 | 543 | 311 | ||||||||
Accrued marketing expenses | 199 | 395 | 1,132 | ||||||||
Accrued other | 654 | 963 | 1,140 | ||||||||
Total | $ | 4,466 | $ | 8,945 | $ | 15,471 | |||||
Changes in Accumulated Other Comprehensive Income | |||||||||||
Changes in accumulated other comprehensive income are as follows: | |||||||||||
Foreign | Total | ||||||||||
Currency | |||||||||||
Items | |||||||||||
(in thousands, | |||||||||||
unaudited) | |||||||||||
Beginning balance at January 1, 2013 | $ | 145 | $ | 145 | |||||||
Other comprehensive income before reclassifications | (24 | ) | (24 | ) | |||||||
Amounts reclassified from accumulated other comprehensive income | — | — | |||||||||
Ending balance at September 30, 2013 (unaudited) | $ | 121 | $ | 121 | |||||||
Credit_Facility
Credit Facility | 9 Months Ended | ||||||||||
Sep. 30, 2013 | |||||||||||
Credit Facility | ' | ||||||||||
Credit Facility | ' | ||||||||||
6. Credit Facility | |||||||||||
On May 21, 2012, the Company entered into a loan and security agreement (Original Line of Credit) with a bank related to an equipment facility providing the Company with an equipment line of up to $4.0 million. The interest rate associated with this equipment facility is the greater of 4% or three-quarters percentage points above the prime rate, as determined on the applicable funding date. The bank made equipment loan advances of approximately $3.6 million through December 31, 2012. The Company will pay interest only for approximately nine months on the equipment advance. Subsequently, the Company will make thirty-six equal monthly payments of principal and interest. As of December 31, 2012, the outstanding loan balance was $3.6 million. The equipment purchased under the agreement serves as the collateral for the loan. The Company is required to maintain $2.0 million in deposit accounts with the bank at all times and maintain certain monthly financial reporting covenants. As of December 31, 2012, the Company is in compliance with all of the covenants contained in the loan and securities agreement. | |||||||||||
Contractual future repayments in relation to the Original Line of Credit as of December 31, 2012 are as follows for the year ending December 31: | |||||||||||
Principal | Interest | Total | |||||||||
(in thousands) | |||||||||||
2013 | $ | 582 | $ | 137 | $ | 719 | |||||
2014 | 1,188 | 102 | 1,290 | ||||||||
2015 | 1,238 | 53 | 1,291 | ||||||||
2016 | 632 | 9 | 641 | ||||||||
2017 and beyond | — | — | — | ||||||||
Total | $ | 3,640 | $ | 301 | $ | 3,941 | |||||
In addition, on June 6, 2013, the Company entered into a first amendment to the loan and security agreement (New Line of Credit), which provided an additional line of credit for advances of up to an aggregate of $4.5 million. The bank made equipment loan advances of approximately $4.5 million through September 30, 2013 associated with the New Line of Credit. The interest rate associated with this equipment facility is the greater of 4% or three-quarters percentage points above the prime rate, as determined on the applicable funding date. The Company will pay interest only for approximately nine months on the equipment advance. Subsequently, the Company will make thirty-six equal monthly payments of principal and interest. As of September 30, 2013, the outstanding loan balance was $7.8 million. Under the first amendment to the loan and security agreement, the Original Line of Credit and New Line of Credit is secured by a security interest on substantially all of the Company's assets, including the equipment purchased with the advances, and excludes the Company's intellectual property. The loan and security agreement contains customary affirmative and negative covenants, including, among other things, maintaining certain business performance levels and limitations on disposal of assets, certain fundamental business changes, incurrences of debt, incurrences of liens, payments of dividends, repurchases of stock and engaging in affiliate transactions, in each case subject to certain exceptions. The loan and security agreement also contains customary events of default including, among other things, that during the existence of an event of default, interest on the obligations could be increased by 5%. The first amendment to the loan and security agreement removed the requirement to maintain $2.0 million in deposit accounts with the bank at all times. As of September 30, 2013, the Company is in compliance with all of the covenants contained in the loan and securities agreement. (unaudited) | |||||||||||
As of September 30, 2013, contractual future repayments in relation to the Original Line of Credit and New Line of Credit are as follows for the remainder of 2013 and the subsequent years ending December 31: | |||||||||||
Principal | Interest | Total | |||||||||
(in thousands, unaudited) | |||||||||||
2013 (3 months) | $ | 290 | $ | 78 | $ | 368 | |||||
2014 | 2,187 | 272 | 2,459 | ||||||||
2015 | 2,719 | 168 | 2,887 | ||||||||
2016 | 2,174 | 62 | 2,236 | ||||||||
2017 | 479 | 4 | 483 | ||||||||
Total | $ | 7,849 | $ | 584 | $ | 8,433 | |||||
Commitments_and_Contingencies
Commitments and Contingencies | 9 Months Ended | ||||
Sep. 30, 2013 | |||||
Commitments and Contingencies | ' | ||||
Commitments and Contingencies | ' | ||||
7. Commitments and Contingencies | |||||
Leases | |||||
The Company leases its office facilities in San Mateo, California, Portland, Oregon, Dublin, Ireland and Sydney, Australia under operating lease agreements expiring in 2016. Under terms of the leases, the Company is responsible for certain insurance, property taxes, and maintenance expenses. Rent expense for non-cancellable operating leases with scheduled rent increases is recognized on a straight line basis over the terms of the leases. The difference between required lease payments and rent expense has been recorded as deferred rent. Deferred rent as of December 31, 2011, 2012 and September 30, 2013 (unaudited), of $176,000, $148,000 and $1,481,000, respectively, are all long-term. | |||||
Rent expense under these operating leases was $346,000, $798,000, $1,488,000, $906,000 and $1,985,000 for the years ended December 31, 2010, 2011, 2012 and the nine months ended September 30, 2012 (unaudited) and 2013 (unaudited), respectively. | |||||
As of December 31, 2012, the Company had no capital leases. As of December 31, 2012, future minimum operating lease payments are as follows for the year ending December 31 (in thousands): | |||||
2013 | $ | 2,367 | |||
2014 | 2,765 | ||||
2015 | 3,014 | ||||
2016 | 2,072 | ||||
2017 and beyond | — | ||||
Total | $ | 10,218 | |||
In addition, on April 15, 2013, the Company entered into a definitive lease agreement whereby the Company will lease approximately 10,406 square feet of office space in Portland, Oregon. The Company's contractual operating lease obligation under this agreement is approximately $1.2 million, payable over the five-year term of the lease. (unaudited) | |||||
Contractual Commitments | |||||
Contractual agreements with third parties consist of co-location hosting services, software licenses, maintenance and support for our operations. As of December 31, 2012, future payments for non-cancellable contractual agreements are $2.7 million, $616,000 and $113,000 in 2013, 2014 and 2015, respectively. | |||||
In addition, on September 30, 2013, the Company entered into an amendment with a vendor related to a software end user agreement which grants the Company the right to use the software and technical support and provides for the conversion to a limited perpetual license at the end of the term. The Company's contractual obligation under this agreement is approximately $1.8 million, payable over the three-year term of the agreement. (unaudited) | |||||
Legal Proceedings | |||||
From time to time, the Company may be involved in various legal proceedings arising from the normal course of business activities. The Company is not currently a party to any legal proceedings that would have a material adverse effect on the business. | |||||
On May 17, 2013, iHance, Inc. filed a complaint against us in the United States District Court for the Northern District of California, alleging that a salesperson email tracking feature in our Marketo Sales Insight application infringed upon certain of iHance's patents. On July 29, 2013, we filed an answer to the complaint, denying iHance's infringement allegations and asserting a counterclaim for a declaratory judgment of noninfringement and invalidity. On August 9, 2013, we filed an amended answer with respect to our counterclaim. On November 25, 2013, we entered into a confidential Settlement Agreement with iHance pursuant to which we agreed to pay $950,000 to iHance in exchange for iHance's release of all claims against us arising prior to November 25, 2013 and iHance's covenant not to sue us alleging that our Marketo Sales Insight application infringes upon the patents that were the subject of the complaint. On November 27, 2013, iHance's claim against us was dismissed with prejudice by the United States District Court, Northern District of California. (unaudited) | |||||
Convertible_Preferred_Stock
Convertible Preferred Stock | 9 Months Ended | |||||||||||||
Sep. 30, 2013 | ||||||||||||||
Convertible Preferred Stock | ' | |||||||||||||
Convertible Preferred Stock | ' | |||||||||||||
8. Convertible Preferred Stock | ||||||||||||||
On April 9, 2010, the Company completed the private placement and issuance of 2,110,300 shares of its Series D convertible preferred stock (Series D) for gross proceeds of approximately $10.0 million. | ||||||||||||||
On November 15, 2010, the Company completed the private placement and issuance of 3,755,658 shares of its Series E convertible preferred stock (Series E) for gross proceeds of approximately $25.0 million. | ||||||||||||||
On November 15, 2011, the Company completed the private placement and issuance of 3,787,876 shares of its Series F convertible preferred stock (Series F) for gross proceeds of approximately $50.0 million. | ||||||||||||||
On April 17, 2012, the Company completed the acquisition of Crowd Factory. The purchase consideration included issuance of 842,458 shares of its Series G convertible preferred stock (Series G) valued at approximately $12.3 million. | ||||||||||||||
The following table summarizes convertible preferred stock authorized and issued and outstanding as of December 31, 2011: | ||||||||||||||
Shares | Shares | Net | Aggregate | |||||||||||
Authorized | Issued and | Proceeds | Liquidation | |||||||||||
Outstanding | Preference | |||||||||||||
(in thousands) | ||||||||||||||
Series A | 10,970,000 | 5,485,000 | $ | 5,487 | $ | 5,485 | ||||||||
Series B | 14,492,754 | 7,246,376 | 9,946 | 10,000 | ||||||||||
Series C | 5,296,950 | 2,648,474 | 6,543 | 6,600 | ||||||||||
Series D | 4,220,603 | 2,110,300 | 9,971 | 10,000 | ||||||||||
Series E | 7,511,318 | 3,755,658 | 24,940 | 25,000 | ||||||||||
Series F | 7,575,758 | 3,787,876 | 49,934 | 50,000 | ||||||||||
Total | 50,067,383 | 25,033,684 | $ | 106,821 | $ | 107,085 | ||||||||
The following table summarizes convertible preferred stock authorized and issued and outstanding as of December 31, 2012: | ||||||||||||||
Shares | Shares | Net | Aggregate | |||||||||||
Authorized | Issued and | Proceeds | Liquidation | |||||||||||
Outstanding | Preference | |||||||||||||
(in thousands) | ||||||||||||||
Series A | 10,970,000 | 5,485,000 | $ | 5,487 | $ | 5,485 | ||||||||
Series B | 14,492,754 | 7,246,376 | 9,946 | 10,000 | ||||||||||
Series C | 5,296,950 | 2,648,474 | 6,543 | 6,600 | ||||||||||
Series D | 4,220,603 | 2,110,300 | 9,971 | 10,000 | ||||||||||
Series E | 7,511,318 | 3,755,658 | 24,940 | 25,000 | ||||||||||
Series F | 7,575,758 | 3,787,876 | 49,934 | 50,000 | ||||||||||
Series G | 1,684,930 | 842,458 | — | 12,300 | ||||||||||
Total | 51,752,313 | 25,876,142 | $ | 106,821 | $ | 119,385 | ||||||||
No cash proceeds were received from the issuance of 842,458 shares of the Company's Series G as such shares with aggregate value of approximately $12.3 million were issued in connection with the acquisition of Crowd Factory. | ||||||||||||||
Upon the completion of the IPO, all outstanding convertible preferred stock was converted into 25,876,142 shares of common stock on a one-to-one basis. (unaudited) | ||||||||||||||
The rights, preference and privileges of the convertible preferred stock are as follows: | ||||||||||||||
Dividends | ||||||||||||||
The holders of the Series A, B, C, D, E, F and G convertible preferred stock were entitled to receive noncumulative dividends at the rate of $0.08, $0.12, $0.20, $0.379, $0.5326, $1.056 and $1.168 per share, per annum, respectively, when and if declared by the board of directors, prior and in preference to dividends on common stock. The holders of the Series A, B, C, D, E, F and G convertible preferred stock were also entitled to participate in dividends on common stock held on an as-if converted basis. No dividends on convertible preferred stock or common stock have been declared by the board of directors as of December 31, 2012 or September 30, 2013 (unaudited). | ||||||||||||||
Liquidation Preferences | ||||||||||||||
In the event of a liquidation or sale of the Company, either voluntary or involuntary, the holders of the Series A, B, C, D, E, F and G convertible preferred stock were entitled to receive, prior and in preference to any distribution to the holders of common stock, $1.00, $1.38, $2.492, $4.73866, $6.65662, $13.20 and $14.60 per share, respectively, plus all declared and unpaid dividends. If the assets legally available are insufficient to satisfy the entire liquidation preference of all series of convertible preferred stock, the funds will be distributed ratably to the holders of Series A, B, C, D, E, F and G convertible preferred stock. Any remaining assets beyond those needed to satisfy the liquidation preferences described above will be distributed pro rata among the holders of Marketo common stock and preferred stock (other than Series G preferred stock), assuming full conversion of such preferred stock into Marketo common stock, up to the applicable Participation Cap for holders of Marketo preferred stock. The "Participation Cap" was $3.00 for the Series A preferred stock, $4.14 for Series B preferred stock, $7.476 for Series C Preferred Stock, $14.21598 for Series D preferred stock, $19.96986 for Series E preferred stock and $39.60 for Series F preferred stock (each as adjusted for any stock splits, stock dividends, combinations, subdivisions, recapitalizations or the like). The holders of Series G preferred stock (the preferred stock issued to holders of Company preferred stock in connection with Crowd Factory acquisition) did not have any liquidation preference participation rights. If there are assets available for distribution, after the applicable Participation Cap has been met for each relevant series of Marketo preferred stock, such assets would be distributed on a pro rata basis to the holders of Marketo common stock. | ||||||||||||||
Conversion Rights | ||||||||||||||
Each share of Series A, B, C, D, E, F and G convertible preferred stock was convertible at the option of the holder into shares of common stock at any time. The conversion rate for the Series A, B, C, D, E, F and G convertible preferred stock was equal to the quotient obtained by dividing the applicable original issue price by the applicable conversion price in effect at the time of conversion. The issue price for the Series A, B, C, D, E, F and G convertible preferred stock was $1.00, $1.38, $2.492, $4.73866, $6.65662, $13.20 and $14.60 per share, respectively, as adjusted for stock splits, stock dividends, combinations, subdivisions, recapitalizations or similar transactions. The conversion price of the Series A, B, C, D, E, F and G convertible preferred stock was equal to the applicable original issue price as adjusted for certain dilutive issuances, splits and combinations. | ||||||||||||||
Each share of Series A, B, C, D, E, F and G convertible preferred stock automatically converted into shares of common stock at the then-effective conversion rate upon the Company's sale of its common stock in a firm commitment underwriting pursuant to a registration statement filed under the Securities Act of 1933, as amended, at an aggregate public offering price of not less than $40.0 million, provided, however, that any conversion of the Series E and F convertible preferred stock also required that the public offering price per share be not less than $13.31324 and $19.8, respectively (each as adjusted to reflect any stock splits, stock dividends, combinations, subdivisions, recapitalization or similar transactions). In addition, all shares of any given series of convertible preferred stock would automatically convert into shares of common stock upon a vote by the holders of a majority of the then outstanding shares holding such series (voting together as a single class). | ||||||||||||||
Voting Rights | ||||||||||||||
Holders of shares of Series A, B, C, D, E, F and G convertible preferred stock had voting rights equal to the number of shares of common stock into which their respective preferred shares were then convertible. | ||||||||||||||
Common_Stock_Reserved_for_Issu
Common Stock Reserved for Issuance | 9 Months Ended | |||||||||||||
Sep. 30, 2013 | ||||||||||||||
Common Stock Reserved for Issuance | ' | |||||||||||||
Common Stock Reserved for Issuance | ' | |||||||||||||
9. Common Stock Reserved for Issuance | ||||||||||||||
As of December 31, 2012, the Company was authorized to issue 100,000,000 common shares with a par value of $0.0001 per share. | ||||||||||||||
Upon the closing of the IPO, the Company increased the amount of common stock authorized for issuance from 100,000,000 to 1,000,000,000 common shares (unaudited). | ||||||||||||||
As of December 31, 2010, 2011, 2012 and September 30, 2013, the Company had reserved shares of common stock, on an as-if-converted basis, for issuance as follows: | ||||||||||||||
December 31, | ||||||||||||||
September 30, | ||||||||||||||
2010 | 2011 | 2012 | 2013 | |||||||||||
(unaudited) | ||||||||||||||
Exercise of stock options to purchase common stock | 2,350,977 | 4,587,344 | 6,581,481 | 7,359,661 | ||||||||||
Issuances of shares available under stock option plans | 2,538,359 | 1,776,912 | 928,105 | 3,486,149 | ||||||||||
Vesting of restricted stock units | — | — | 328,466 | 422,894 | ||||||||||
Employee stock purchase plan | — | — | — | 738,032 | ||||||||||
Conversion of convertible preferred stock | 21,245,808 | 25,033,684 | 25,876,142 | — | ||||||||||
26,135,144 | 31,397,940 | 33,714,194 | 12,006,736 | |||||||||||
Stock_Option_Plans
Stock Option Plans | 9 Months Ended | ||||||||||||||||
Sep. 30, 2013 | |||||||||||||||||
Stock Option Plans | ' | ||||||||||||||||
Stock Option Plans | ' | ||||||||||||||||
10. Stock Option Plans | |||||||||||||||||
2006 Stock Plan | |||||||||||||||||
On October 5, 2006, the Company adopted the 2006 Stock Plan (2006 Plan). The 2006 Plan provides for the issuance of incentive stock options, non-statutory stock options, restricted stock awards and RSUs. Non-statutory stock options, restricted stock awards and RSUs may be granted to employees, outside directors and consultants, but only employees may be granted incentive stock options. The exercise price per share of all options granted under the 2006 Plan must equal at least 100% of the fair market value per share of the Company's common stock on the date of grant as determined by the Board of Directors. If, at the time the Company grants an incentive stock option, the optionee directly or by attribution owns stock possessing more than 10% of the total combined voting power of all classes of outstanding stock of the Company, the exercise price per share must be at least 110% of the fair market value per share of the Company's common stock on the date of grant and shall not be exercisable for more than five years after the date of grant. Except as noted above, options expire no more than 10 years after the date of grant, or earlier if services are terminated. | |||||||||||||||||
The 2006 Plan was most recently amended in May 2013. The 2006 Plan was terminated in connection with the IPO, and accordingly, no shares are available for issuance under this plan. The 2006 Plan will continue to govern outstanding awards granted thereunder. The 2006 Plan provided for the grant of incentive stock options and nonqualified stock options. As of September 30, 2013, options to purchase 7,340,914 shares of common stock and 167,572 restricted stock units remained outstanding under the 2006 Plan. (unaudited) | |||||||||||||||||
2013 Equity Incentive Plan (unaudited) | |||||||||||||||||
The Board adopted, and the Company's stockholders approved, the 2013 Equity Incentive Plan (2013 Plan, and together with the 2006 Plan, the Plans). The 2013 Plan was effective one business day prior to the effective date of the IPO. The 2013 Plan provides for the grant of incentive stock options, to the Company's employees and any parent and subsidiary corporations' employees, and for the grant of nonstatutory stock options, restricted stock, restricted stock units, stock appreciation rights, performance units and performance shares to the Company's employees, directors and consultants and the Company's subsidiary corporations' employees and consultants. In addition, the shares reserved for issuance under the 2013 Plan also include (a) those shares reserved but unissued under the 2006 Plan, and (b) shares returned to the 2006 Plan as the result of expiration or termination of awards (provided that the maximum number of shares that may be added to the 2013 Plan pursuant to (a) and (b) is 9,119,341 shares). The number of shares available for issuance under the 2013 Plan will also include an annual increase on the first day of each fiscal year beginning in 2014, equal to the least of: | |||||||||||||||||
• | |||||||||||||||||
3,250,000 shares; | |||||||||||||||||
• | |||||||||||||||||
5% of the outstanding shares of common stock as of the last day of the Company's immediately preceding fiscal year; or | |||||||||||||||||
• | |||||||||||||||||
such other amount as the Company's Board of Directors may determine. | |||||||||||||||||
If an award expires or becomes unexercisable without having been exercised in full, is surrendered pursuant to an exchange program, or, with respect to restricted stock, restricted stock units, performance units or performance shares, is forfeited to or repurchased due to failure to vest, the unpurchased shares (or for awards other than stock options or stock appreciation rights, the forfeited or repurchased shares) will become available for future grant or sale under the 2013 Plan. With respect to stock appreciation rights, the net shares issued will cease to be available under the 2013 Plan and all remaining shares will remain available for future grant or sale under the 2013 Plan. Shares used to pay the exercise price of an award or satisfy the tax withholding obligations related to an award will become available for future grant or sale under the 2013 Plan. To the extent an award is paid out in cash rather than shares, such cash payment will not result in reducing the number of shares available for issuance under the 2013 Plan. | |||||||||||||||||
Summary of Stock Option Activity | |||||||||||||||||
A summary of the Company's stock option activity and related information for 2010, 2011, 2012 and for the nine months ended September 30, 2013, is as follows: | |||||||||||||||||
OPTIONS OUTSTANDING | |||||||||||||||||
Shares | Number of | Weighted- | Weighted- | Aggregate | |||||||||||||
Available | Stock | Average | Average | Intrinsic | |||||||||||||
for Grant | Options | Exercise | Remaining | Value | |||||||||||||
Outstanding | Price | Contractual | (in thousands) | ||||||||||||||
Life (Years) | |||||||||||||||||
Balance as of December 31, 2009 | 1,167,968 | 1,399,037 | $ | 0.41 | 5.48 | $ | 462 | ||||||||||
Additional shares authorized | 2,574,053 | — | — | ||||||||||||||
Granted | (1,673,404 | ) | 1,673,404 | 1.47 | |||||||||||||
Exercised | — | (346,722 | ) | 0.55 | |||||||||||||
Repurchased | 95,000 | — | 0.74 | ||||||||||||||
Cancelled/forfeited | 374,742 | (374,742 | ) | 0.75 | |||||||||||||
Balance as of December 31, 2010 | 2,538,359 | 2,350,977 | 1.09 | 5.71 | $ | 3,042 | |||||||||||
Additional shares authorized | 1,762,323 | — | — | ||||||||||||||
Granted | (3,167,658 | ) | 3,167,658 | 2.47 | |||||||||||||
Exercised | — | (295,840 | ) | 1.57 | |||||||||||||
Repurchased | 8,437 | — | 0.22 | ||||||||||||||
Cancelled/forfeited | 635,451 | (635,451 | ) | 1.71 | |||||||||||||
Balance as of December 31, 2011 | 1,776,912 | 4,587,344 | 1.92 | 6.3 | $ | 10,629 | |||||||||||
Additional shares authorized | 1,875,000 | ||||||||||||||||
Granted | (3,364,447 | ) | 3,364,447 | 4.53 | |||||||||||||
Assumed grants | (89,405 | ) | 89,405 | 5.46 | |||||||||||||
Exercised | — | (432,850 | ) | 2.12 | |||||||||||||
Repurchased | 31,646 | — | 2.1 | ||||||||||||||
RSUs granted, net of cancellations/forfeitures | (328,466 | ) | — | ||||||||||||||
Cancelled/forfeited | 1,026,865 | (1,026,865 | ) | 2.44 | |||||||||||||
Balance as of December 31, 2012 | 928,105 | 6,581,481 | 3.21 | 8.08 | $ | 11,431 | |||||||||||
Additional shares authorized | 4,502,130 | ||||||||||||||||
Granted | (2,118,049 | ) | 2,118,049 | 8.26 | |||||||||||||
Exercised | — | (920,816 | ) | 2.69 | |||||||||||||
Repurchased | 16,697 | — | 8.66 | ||||||||||||||
RSUs granted, net of cancellations/forfeitures | (261,787 | ) | — | ||||||||||||||
Cancelled/forfeited | 419,053 | (419,053 | ) | 4.29 | |||||||||||||
Balance as of September 30, 2013 (unaudited) | 3,486,149 | 7,359,661 | 4.67 | 7.9 | $ | 200,285 | |||||||||||
Exercisable as of December 31, 2011 | 4,096,373 | 1.92 | 8.8 | $ | 9,485 | ||||||||||||
Vested and expected to vest as of December 31, 2011 | 3,813,963 | 1.85 | 6.28 | $ | 9,097 | ||||||||||||
Exercisable as of December 31, 2012 | 6,108,872 | 3.16 | 8.04 | $ | 10,886 | ||||||||||||
Vested and expected to vest as of December 31, 2012 | 5,910,677 | 3.12 | 7.97 | $ | 10,825 | ||||||||||||
Exercisable as of September 30, 2013 (unaudited) | 7,117,037 | 4.65 | 7.21 | $ | 193,780 | ||||||||||||
Vested and expected to vest as of September 30, 2013 (unaudited) | 7,175,253 | $ | 4.67 | 7.88 | $ | 195,215 | |||||||||||
During 2011 and 2012, the Board of Directors increased the number of shares of common stock reserved for issuance under the 2006 Plan by 3,637,323 shares to a total of 9,434,548 shares. During the nine months ended September 30, 2013 (unaudited), the Board of Directors increased the number of shares of common stock reserved for issuance under the Plans by a further 4,502,130 shares to a total of 13,936,678 shares. At December 31, 2011, 2012 and September 30, 2013 (unaudited), there were 1,776,912, 928,105 and 3,486,149 shares, respectively, available for grant under the Plans. | |||||||||||||||||
Option awards generally vest over a four year period, with 25% vesting after one year from date of grant and monthly thereafter. Stock options granted under our 2006 Plan provided employee option holders with an early exercise provision, where in the event of termination any unvested shares purchased are subject to repurchase by the Company at the original purchase price. This right of repurchase lapses as the option vests. The options exercisable as of December 31, 2011, 2012 and September 30, 2013 include options that are exercisable prior to vesting. | |||||||||||||||||
The weighted average grant date fair value of options granted during the years ended December 31, 2010, 2011, 2012 and the nine months ended September 30, 2012 (unaudited) and 2013 (unaudited) was $0.86, $1.77, $2.69, $2.67 and $4.44, respectively. Aggregate intrinsic value represents the difference between the estimated fair value of the underlying common stock and the exercise price of outstanding, in-the-money options. The total intrinsic value of options exercised was $99,000, $567,000, $948,000 and $13,568,000 for the years ended December 31, 2010, 2011, 2012 and the nine months ended September 30, 2013 (unaudited), respectively. The total estimated grant date fair value of options vested during the years ended December 31, 2010, 2011, 2012 and the nine months ended September 30, 2013 (unaudited) was $191,000, $740,000, $3,122,000 and $3,332,000, respectively. | |||||||||||||||||
Additional information regarding options outstanding as of December 31, 2012 is as follows: | |||||||||||||||||
Range of | Shares | Weighted | Weighted | Shares | Weighted | ||||||||||||
Exercise Prices | Outstanding | Average | Average | Exercisable | Average | ||||||||||||
Exercise | Remaining | Exercise | |||||||||||||||
Price | Contractual | Price | |||||||||||||||
Term | |||||||||||||||||
$0.12 - $0.74 | 555,600 | $ | 0.38 | 5.8 | 555,600 | $ | 0.38 | ||||||||||
1.50 - 1.50 | 733,619 | 1.5 | 7.36 | 632,074 | 1.5 | ||||||||||||
2.38 - 2.38 | 1,678,864 | 2.38 | 6.71 | 1,677,251 | 2.38 | ||||||||||||
2.74 - 2.88 | 369,760 | 2.78 | 8.36 | 369,760 | 2.78 | ||||||||||||
4.24 - 4.24 | 810,749 | 4.24 | 9.12 | 648,915 | 4.24 | ||||||||||||
4.56 - 4.56 | 1,468,949 | 4.56 | 9.33 | 1,261,332 | 4.56 | ||||||||||||
4.74 - 4.74 | 744,250 | 4.74 | 9.59 | 744,250 | 4.74 | ||||||||||||
4.90 - 4.94 | 153,754 | 4.94 | 9.48 | 153,754 | 4.94 | ||||||||||||
5.44 - 5.44 | 63,456 | 5.44 | 7.76 | 63,456 | 5.44 | ||||||||||||
9.24 - 9.24 | 2,480 | 9.24 | 6.65 | 2,480 | 9.24 | ||||||||||||
0.12 - 9.24 | 6,581,481 | 3.21 | 8.08 | 6,108,872 | 3.16 | ||||||||||||
Additional information regarding options outstanding as of September 30, 2013 (unaudited) is as follows: | |||||||||||||||||
Range of | Shares | Weighted | Weighted | Shares | Weighted | ||||||||||||
Exercise Prices | Outstanding | Average | Average | Exercisable | Average | ||||||||||||
Exercise | Remaining | Exercise | |||||||||||||||
Price | Contractual | Price | |||||||||||||||
Term | |||||||||||||||||
$0.12 - $1.50 | 970,074 | $ | 1.11 | 6.3 | 935,195 | $ | 1.09 | ||||||||||
2.38 - 2.38 | 1,334,867 | 2.38 | 5.96 | 1,334,867 | 2.38 | ||||||||||||
2.74 - 4.24 | 896,001 | 3.74 | 7.5 | 848,833 | 3.72 | ||||||||||||
4.56 - 4.56 | 1,355,825 | 4.56 | 8.59 | 1,213,995 | 4.56 | ||||||||||||
4.74 - 4.94 | 737,481 | 4.77 | 8.58 | 737,481 | 4.77 | ||||||||||||
5.44 - 5.44 | 23,094 | 5.44 | 7.38 | 23,094 | 5.44 | ||||||||||||
7.42 - 7.42 | 1,680,499 | 7.42 | 9.36 | 1,680,499 | 7.42 | ||||||||||||
9.24 - 9.24 | 2,480 | 9.24 | 5.91 | 2,480 | 9.24 | ||||||||||||
12.00 - 12.00 | 340,593 | 12 | 9.58 | 340,593 | 12 | ||||||||||||
17.66 - 17.66 | 18,747 | 17.66 | 9.71 | — | — | ||||||||||||
0.12 - 17.66 | 7,359,661 | 4.67 | 7.9 | 7,117,037 | 4.65 | ||||||||||||
Determining Fair Value of Stock Options | |||||||||||||||||
The Company uses the Black-Scholes pricing model to determine the fair value of stock options. The fair value of each option grant is estimated on the date of the grant. The fair value of the common stock underlying the stock options has historically been determined by the Company's board of directors. Because there has been no public market for the Company's common stock, the board of directors has determined the fair value of the common stock at the time of the option grant by considering a number of objective and subjective factors including valuations of comparable companies, sales of convertible preferred stock to unrelated third parties, operating and financial performance, lack of liquidity of capital stock and general and industry-specific economic outlook, amongst other factors. The fair value of the underlying common stock shall be determined by the board of directors until such time that the Company's common stock is listed on an established stock exchange or national market system. The fair value of options granted is estimated on the date of grant using the Black-Scholes pricing model and the following assumptions for the periods presented: | |||||||||||||||||
Year Ended | Nine Months | ||||||||||||||||
December 31, | Ended September 30, | ||||||||||||||||
2010 | 2011 | 2012 | 2012 | 2013 | |||||||||||||
(unaudited) | |||||||||||||||||
Expected term (in years) | 6 | 6 | 6 | 6 | 6 | ||||||||||||
Risk-free interest rate | 2.18 | % | 2.14 | % | 1.02 | % | 0.80% - 1.09% | 0.86% - 1.375% | |||||||||
Expected volatility | 66 | % | 84 | % | 65 | % | 63% - 70% | 57% - 58% | |||||||||
Expected dividend rate | 0 | % | 0 | % | 0 | % | 0% | 0% | |||||||||
The assumptions are based on the following for each of the years presented. | |||||||||||||||||
Valuation Method—The Company estimates the fair value of its stock options using the Black-Scholes option-pricing model. | |||||||||||||||||
Expected Term—The Company estimates the expected term consistent with the simplified method identified by the Securities and Exchange Commission (SEC). The Company elected to use the simplified method because of its limited history of stock option exercise activity and its stock options meet the criteria of the "plain-vanilla" options as defined by the SEC. The simplified method calculates the expected term as the average of the vesting and contractual terms of the award. | |||||||||||||||||
Volatility—Since the Company has limited trading history by which to determine the volatility of its own common stock price, the expected volatility being used is derived from the historical stock volatilities of a representative industry peer group of comparable publicly listed companies over a period approximately equal to the expected term of the options. | |||||||||||||||||
Risk Free Interest Rate—The risk free interest rate is based on U.S. Treasury zero coupon issues with remaining terms similar to the expected term on the options. | |||||||||||||||||
Expected Dividend—The Company has never declared or paid any cash dividends and does not plan to pay cash dividends in the foreseeable future, and, therefore, used an expected dividend yield of zero in the valuation model. | |||||||||||||||||
Forfeiture—The Company estimates forfeitures at the time of grant and revises those estimates in subsequent periods if actual forfeitures differ from those estimates. The Company uses historical data to estimate pre-vesting forfeitures and records stock-based compensation expense only for those awards that are expected to vest. All stock-based payment awards are amortized on a straight-line basis over the requisite service periods of the awards, which are generally the vesting periods. If the Company's actual forfeiture rate is materially different from its estimate, the stock-based compensation expense could be significantly different from what the Company has recorded in the current period. | |||||||||||||||||
Restricted Stock Units | |||||||||||||||||
During 2012 and the first nine months of 2013, the Company granted RSUs to certain employees. RSUs are subject to a time-based vesting condition and some are also subject to a performance-based vesting condition, both of which must be satisfied before the RSUs are vested and settled for shares of common stock. The time-based vesting condition generally ranges from 2 to 4 years, and the performance-based vesting condition is satisfied upon the occurrence of a sale event or the completion of the Company's IPO. Stock-based compensation expense associated with the performance-based RSUs is recognized if the performance-based vesting condition is considered probable of achievement. Recognition of compensation expense for these performance-based RSUs commenced during the second quarter of 2013 upon the IPO of the Company, which satisfied the performance condition. For the nine months ended September 30, 2013, the Company recognized approximately $1.2 million (unaudited) in stock based compensation associated with these RSUs. RSUs granted subsequent to the IPO are subject to a time-based vesting condition of 4 years. | |||||||||||||||||
There was no RSU activity in 2010 or 2011. A summary of the Company's RSU activity and related information for 2012 and for the nine months ended September 30, 2013 is as follows: | |||||||||||||||||
Number of | Weighted | Aggregate | |||||||||||||||
RSUs | Average | Intrinsic | |||||||||||||||
Grant Date | Value | ||||||||||||||||
Fair | (in thousands) | ||||||||||||||||
Value | |||||||||||||||||
Balance as of December 31, 2011 | — | $ | — | $ | — | ||||||||||||
Additional shares authorized | — | — | — | ||||||||||||||
RSUs Granted | 341,466 | 4.58 | — | ||||||||||||||
RSUs Vested | — | — | — | ||||||||||||||
RSUs Repurchased | — | — | — | ||||||||||||||
RSUs Cancelled/Forfeited | (13,000 | ) | 4.56 | ||||||||||||||
Balance as of December 31, 2012 | 328,466 | 4.58 | 2,437 | ||||||||||||||
RSUs Granted | 276,225 | 25.88 | — | ||||||||||||||
RSUs Vested | (167,359 | ) | 16.5 | — | |||||||||||||
RSUs Repurchased | — | — | — | ||||||||||||||
RSUs Cancelled/Forfeited | (14,438 | ) | 5.01 | — | |||||||||||||
Balance as of September 30, 2013 (unaudited) | 422,894 | 18.48 | $ | 13,482 | |||||||||||||
Employee Stock Purchase Plan (unaudited) | |||||||||||||||||
The Board adopted, and the Company's stockholders approved, a 2013 Employee Stock Purchase Plan (ESPP). The ESPP became effective on May 1, 2013. The ESPP provides for annual increases in the number of shares available for issuance under the ESPP on the first day of each fiscal year beginning in fiscal 2014, equal to the lesser of: | |||||||||||||||||
• | |||||||||||||||||
1% of the outstanding shares of our common stock on the first day of such fiscal year; | |||||||||||||||||
• | |||||||||||||||||
650,000 shares; or | |||||||||||||||||
• | |||||||||||||||||
such other amount as may be determined the Company's Board of Directors | |||||||||||||||||
The ESPP allows eligible employees to purchase shares of our common stock at a discount through payroll deductions of up to 15% of their eligible compensation, at not less than 85% of the fair market value, as defined in the ESPP, subject to any plan limitations. A participant may purchase a maximum of 1,250 shares during an offering period. The offering period generally start on the first trading day on or after February 15th and August 15th of each year, except that the first offering period commenced on the first trading day following the effective date of the Company's registration statement. At September 30, 2013, 738,032 shares were available for issuance under the ESPP. | |||||||||||||||||
Determining Fair Value of Employee Stock Plan Purchase Rights | |||||||||||||||||
The assumptions used to value employee stock purchase rights under the Black-Scholes model during the nine months ended September 30, 2013 (unaudited) were as follows: | |||||||||||||||||
Expected term (in months) | 9 | ||||||||||||||||
Risk-free interest rate | 0.11 | % | |||||||||||||||
Expected volatility | 42 | % | |||||||||||||||
Expected dividend rate | 0 | % | |||||||||||||||
Stock Compensation Expense | |||||||||||||||||
Stock-based compensation expense included in operating results amounted to approximately $319,000, $1,309,000, $2,972,000, $2,160,000 and $5,640,000 for the years ended December 31, 2010, 2011, 2012 and the nine months ended September 30, 2012 (unaudited) and 2013 (unaudited), respectively. | |||||||||||||||||
As of December 31, 2012 and September 30, 2013, total unrecognized compensation cost, adjusted for estimated forfeitures, was as follows: | |||||||||||||||||
December 31, 2012 | September 30, 2013 | ||||||||||||||||
Unrecognized | Average | Unrecognized | Average | ||||||||||||||
Expense | Expected | Expense | Expected | ||||||||||||||
Recognition | Recognition | ||||||||||||||||
Period | Period | ||||||||||||||||
(in thousands) | (in years) | (in thousands) | (in years) | ||||||||||||||
(unaudited) | |||||||||||||||||
Stock options | $ | 7,880 | 2.93 | 11,417 | 2.69 | ||||||||||||
Restricted stock units | 1,505 | (a) | 5,366 | 2.67 | |||||||||||||
Employee Stock Purchase Plan | — | — | 574 | 0.39 | |||||||||||||
Total unrecognized stock-based compensation expense | $ | 9,385 | $ | 17,357 | |||||||||||||
(a) | |||||||||||||||||
The Company will record an expense for the vested portion of the RSUs upon completion of a sale event or an IPO. | |||||||||||||||||
Net_Loss_per_Share
Net Loss per Share | 9 Months Ended | ||||||||||||||||
Sep. 30, 2013 | |||||||||||||||||
Net Loss per Share | ' | ||||||||||||||||
Net Loss per Share | ' | ||||||||||||||||
11. Net Loss per Share | |||||||||||||||||
Basic net loss per share is computed by dividing the net loss by the weighted-average number of shares of common stock outstanding during the period, less the weighted-average unvested common stock subject to repurchase or forfeiture as they are not deemed to be issued for accounting purposes. Diluted net loss per share is computed by giving effect to all potential shares of common stock, including preferred stock, stock options, RSUs and employee stock purchase plan, to the extent they are dilutive. | |||||||||||||||||
The following table sets forth the computation of the Company's basic and diluted net loss per share of common stock under the two-class method attributable to common stockholders during the years ended December 31, 2010, 2011, 2012 and the nine months ended September 30, 2012 and 2013: | |||||||||||||||||
Year ended December 31, | Nine Months | ||||||||||||||||
Ended September 30, | |||||||||||||||||
2010 | 2011 | 2012 | 2012 | 2013 | |||||||||||||
(in thousands, except per share data) | |||||||||||||||||
(unaudited) | |||||||||||||||||
Numerator: | |||||||||||||||||
Net loss | $ | (11,817 | ) | $ | (22,606 | ) | $ | (34,385 | ) | $ | (26,349 | ) | $ | (31,865 | ) | ||
Denominator: | |||||||||||||||||
Weighted-average common shares outstanding | 2,338 | 2,489 | 2,934 | 2,901 | 20,320 | ||||||||||||
Less: Weighted-average unvested common shares subject to repurchase or forfeiture | (366 | ) | (215 | ) | (128 | ) | (159 | ) | (176 | ) | |||||||
Weighted-average shares used in computing net loss per share of common stock, basic and diluted | 1,972 | 2,274 | 2,806 | 2,742 | 20,144 | ||||||||||||
Net loss per share of common stock, basic and diluted | $ | (5.99 | ) | $ | (9.94 | ) | $ | (12.26 | ) | $ | (9.61 | ) | $ | (1.58 | ) | ||
The Company applied the two-class method to calculate its basic and diluted net loss per share of common stock, as its convertible preferred stock and common stock subject to repurchase are participating securities. The two-class method is an earnings allocation formula that treats a participating security as having rights to earnings that otherwise would have been available to common shareholders. However, the two-class method does not impact the net loss per share of common stock as the Company was in a loss position for each of the periods presented, and preferred shareholders and holders of common stock subject to repurchase do not have to participate in losses. | |||||||||||||||||
Additionally, since the Company was in a loss position for each of the periods presented, diluted net loss per share is the same as basic net loss per share for each period as the inclusion of all potential common shares outstanding would have been anti-dilutive. Potentially dilutive securities that were excluded from the diluted per share calculation because they would have been antidilutive were as follows: | |||||||||||||||||
Year Ended December 31, | Nine Months | ||||||||||||||||
Ended September 30, | |||||||||||||||||
2010 | 2011 | 2012 | 2012 | 2013 | |||||||||||||
(unaudited) | |||||||||||||||||
Convertible preferred stock | 21,245,808 | 25,033,684 | 25,876,142 | 25,876,142 | — | ||||||||||||
Stock options to purchase common stock | 2,350,977 | 4,587,344 | 6,581,481 | 6,659,464 | 7,359,661 | ||||||||||||
Employee stock purchase plan | — | — | — | — | 257,194 | ||||||||||||
Common stock held in escrow | — | — | 11,872 | 11,872 | — | ||||||||||||
Common stock subject to repurchase | 349,684 | 226,688 | 148,060 | 106,971 | 157,580 | ||||||||||||
Restricted stock units | — | — | 328,466 | 320,219 | 422,894 | ||||||||||||
23,946,469 | 29,847,716 | 32,946,021 | 32,974,668 | 8,197,329 | |||||||||||||
Income_Taxes
Income Taxes | 9 Months Ended | ||||||||||
Sep. 30, 2013 | |||||||||||
Income Taxes | ' | ||||||||||
Income Taxes | ' | ||||||||||
12. Income Taxes | |||||||||||
Income Tax Provision: | |||||||||||
Pretax loss was as follows: | |||||||||||
Year Ended December 31, | |||||||||||
2010 | 2011 | 2012 | |||||||||
(in thousands) | |||||||||||
Loss before provision for income taxes: | |||||||||||
Domestic | $ | (11,816 | ) | $ | (20,295 | ) | $ | (29,119 | ) | ||
Foreign | — | (2,305 | ) | (5,247 | ) | ||||||
Total | $ | (11,816 | ) | $ | (22,600 | ) | $ | (34,366 | ) | ||
The provision for income taxes consists of the following: | |||||||||||
Year Ended | |||||||||||
December 31, | |||||||||||
2010 | 2011 | 2012 | |||||||||
(in thousands) | |||||||||||
Current tax provision: | |||||||||||
Federal | — | — | — | ||||||||
State | $ | 1 | $ | 6 | $ | 3 | |||||
Foreign | — | — | 16 | ||||||||
Total current tax provision | 1 | 6 | 19 | ||||||||
Deferred tax provision | — | — | — | ||||||||
Total provision for income taxes | $ | 1 | $ | 6 | $ | 19 | |||||
The items accounting for the difference between income taxes computed at the federal statutory rate and the provision for income taxes consist of the following: | |||||||||||
Year Ended December 31, | |||||||||||
2010 | 2011 | 2012 | |||||||||
Federal statutory rate | 34 | % | 34 | % | 34 | % | |||||
Stock-based compensation | (0.42 | ) | (0.86 | ) | (1.54 | ) | |||||
Valuation allowance | (38.66 | ) | (31.06 | ) | (26.85 | ) | |||||
Foreign rate differential | 0 | (3.47 | ) | (5.24 | ) | ||||||
Federal research and development credit | 1.93 | 1.51 | 0 | ||||||||
Other | 3.15 | (0.15 | ) | (0.43 | ) | ||||||
Effective income tax rate | 0 | % | (0.03 | )% | (0.06 | )% | |||||
The provisions for income taxes for the nine months ended September 30, 2013 (unaudited) and 2012 (unaudited) were approximately $46,000 and $5,000, respectively. The provision for income taxes consists primarily of state minimum taxes and foreign income taxes. | |||||||||||
For the nine months ended September 30, 2013 (unaudited) and 2012 (unaudited), the provision for income taxes differed from the statutory amount primarily due to state and foreign taxes currently payable, and the Company realized no benefit for current year losses due to maintaining a full valuation allowance against the U.S. and foreign net deferred tax assets. | |||||||||||
Deferred tax assets and liabilities: | |||||||||||
The components of deferred tax assets and liabilities are as follows: | |||||||||||
Year Ended December 31, | |||||||||||
2010 | 2011 | 2012 | |||||||||
(in thousands) | |||||||||||
Deferred tax assets: | |||||||||||
Accounts receivable principally due to allowance for doubtful accounts | $ | 32 | $ | 90 | $ | 107 | |||||
Compensated absences, principally due to accruals for financial reporting purposes | 158 | 366 | 1,604 | ||||||||
Net operating loss carryforwards | 9,140 | 16,570 | 30,251 | ||||||||
Federal tax credits | 442 | 783 | 783 | ||||||||
State tax credits | 280 | 508 | 771 | ||||||||
Other deductible temporary differences | 213 | 487 | 521 | ||||||||
Stock-based compensation | 70 | 351 | 792 | ||||||||
Deferred revenue | 47 | — | — | ||||||||
Total deferred tax assets | 10,382 | 19,155 | 34,829 | ||||||||
Deferred tax liabilities: | |||||||||||
Capitalized software development | (164 | ) | (98 | ) | (37 | ) | |||||
Acquired intangible assets | — | — | (964 | ) | |||||||
Total deferred tax liability | (164 | ) | (98 | ) | (1,001 | ) | |||||
Valuation allowance | (10,218 | ) | (19,057 | ) | (33,828 | ) | |||||
Net deferred taxes | $ | — | $ | — | $ | — | |||||
The net valuation allowance increased by $8.8 million and $14.8 million for the years ended December 31, 2011 and 2012, respectively. | |||||||||||
As of December 31, 2011 and 2012, the Company's deferred tax assets (net of deferred tax liabilities and valuation allowance) were zero. The deferred tax assets consist primarily of the federal and state net operating loss and research and development credit carryforwards. Realization of deferred tax assets is dependent upon future taxable income, if any, the amount and timing of which are uncertain. In assessing the realizability of deferred tax assets, management determined that it is more likely than not that no deferred tax assets will be realized. Therefore, the Company has provided a full valuation allowance against these deferred tax assets at December 31, 2010, 2011, 2012 and September 30, 2013 (unaudited). | |||||||||||
The Company has not provided for withholding taxes on the undistributed earnings of its foreign subsidiaries because the Company intends to reinvest such earnings indefinitely. As of December 31, 2012, the cumulative amount of undistributed earnings considered permanently reinvested was not material. | |||||||||||
The Company had net operating loss carryforwards as follows: | |||||||||||
Year Ended December 31, | |||||||||||
2010 | 2011 | 2012 | |||||||||
(in thousands) | |||||||||||
Federal | $ | 23,958 | $ | 41,554 | $ | 73,491 | |||||
California | 21,592 | 40,278 | 68,906 | ||||||||
Foreign | — | 2,111 | 6,791 | ||||||||
Total | $ | 45,550 | $ | 83,943 | $ | 149,188 | |||||
Net operating loss carryforwards are available to offset future federal, California and foreign taxable income. Federal and California net operating loss carryforwards begin to expire in 2026 and 2016, respectively. Foreign net operating loss carryforwards do not expire. | |||||||||||
The Company had research and development credit carryforwards as follows: | |||||||||||
Year Ended December 31, | |||||||||||
2010 | 2011 | 2012 | |||||||||
(in thousands) | |||||||||||
Federal | $ | 442 | $ | 783 | $ | 783 | |||||
California | 424 | 770 | 1,169 | ||||||||
Total | $ | 866 | $ | 1,553 | $ | 1,952 | |||||
Federal and California research and development tax credit carryforwards are available to reduce future regular income taxes. Federal research and development credit carryforwards begin to expire in 2026. California research and development tax credit carryforwards do not expire. | |||||||||||
According to the American Taxpayer Relief Act of 2012 signed into law on January 3, 2013, the federal research credit, which was allowed to expire on January 1, 2012, was retroactively extended through 2013. The entire benefit for the retroactive extension (January 1 through December 31, 2012) will be reflected discretely in the first period which includes the January 3, 2013 enactment. | |||||||||||
The entire benefit of approximately $345,000 for the retroactive extension (January 1 - December 31, 2012) was recorded in the nine months ended September 30, 2013 (unaudited). Concurrent with recording of the benefit, a valuation allowance was recorded in the same amount, resulting in a net financial impact of zero for the nine months ended September 30, 2013 (unaudited). | |||||||||||
Federal and California laws impose restrictions on the utilization of net operating loss carryforwards and research and development credit carryforwards in the event of a change in ownership of the Company, which constitutes an "ownership change" as defined by Internal Revenue Code Sections 382 and 383. The Company experienced ownership changes in the past that do not materially impact the availability of its net operating losses and tax credits. The amounts reflected in the above tables reflect reduction of approximately $1.2 million of net operating losses and $8,000 of research and development credits as a result of previous ownership changes that the Company experienced. Nevertheless, should there be an ownership change in the future, the Company's ability to utilize existing carryforwards could be substantially restricted. | |||||||||||
Company files tax returns in the US, certain states, Ireland and Australia. All of the tax years, from the date of inception, are open for examination. | |||||||||||
Uncertain Tax Positions | |||||||||||
The Company accounts for uncertainty in income taxes in accordance with ASC 740. Tax positions are evaluated in a two-step process. The Company first determines whether it is more likely than not that a tax position will be sustained upon examination by the tax authority, including resolutions of any related appeals or litigation processes, based on technical merit. If a tax position meets the more-likely-than-not recognition threshold it is then measured to determine the amount of benefit to recognize in the financial statements. The tax position is measured as the largest amount of benefit that is greater than 50% likely of being realized upon ultimate settlement. | |||||||||||
The Company has no unrecognized tax benefits in any of the periods presented. | |||||||||||
The Company does not expect any significant change in its unrecognized tax benefits during the next twelve months. | |||||||||||
Segment_Information_and_Inform
Segment Information and Information about Geographic Areas | 9 Months Ended | ||||||||||||||||
Sep. 30, 2013 | |||||||||||||||||
Segment Information and Information about Geographic Areas | ' | ||||||||||||||||
Segment Information and Information about Geographic Areas | ' | ||||||||||||||||
13. Segment Information and Information about Geographic Areas | |||||||||||||||||
The accounting principles guiding disclosures about segments of an enterprise and related information establishes standards for the reporting by business enterprises of information about operating segments, products and services, geographic areas, and major customers. The method of determining which information is reported is based on the way that management organizes the operating segments within the Company for making operational decisions and assessments of financial performance. The Company's chief operating decision maker (the CODM) is considered to be the Company's chief executive officer (CEO). The CODM reviews financial information presented on a consolidated basis for purposes of making operating decisions and assessing financial performance. As such, the Company is determined to be operating in one business segment. | |||||||||||||||||
All of the Company's principal operations and decision-making functions are located in the United States. | |||||||||||||||||
Revenue | |||||||||||||||||
The following table set forth the Company's total revenue by geographic areas for the years ended December 31, 2010, 2011, 2012 and for the nine months ended September 30, 2012 and 2013, as determined based on the billing address of the customer. | |||||||||||||||||
Year Ended December 31, | Nine Months | ||||||||||||||||
Ended September 30, | |||||||||||||||||
2010 | 2011 | 2012 | 2012 | 2013 | |||||||||||||
(in thousands) | |||||||||||||||||
(unaudited) | |||||||||||||||||
United States | $ | 12,551 | $ | 28,913 | $ | 50,910 | $ | 36,467 | $ | 58,023 | |||||||
EMEA | 640 | 1,538 | 3,686 | 2,505 | 4,913 | ||||||||||||
Other | 841 | 1,941 | 3,817 | 2,594 | 4,811 | ||||||||||||
Total | $ | 14,032 | $ | 32,392 | $ | 58,413 | $ | 41,566 | $ | 67,747 | |||||||
No customer accounted for more than 10% of our total revenue in 2010, 2011, 2012 and for the nine months ended September 30, 2012 (unaudited) and 2013 (unaudited). | |||||||||||||||||
Long-lived Assets | |||||||||||||||||
The following table set forth the Company's long-lived assets by geographic areas as of December 31, 2011, 2012 and September 30, 2013: | |||||||||||||||||
December 31, | |||||||||||||||||
September 30, | |||||||||||||||||
2011 | 2012 | 2013 | |||||||||||||||
(in thousands) | |||||||||||||||||
(unaudited) | |||||||||||||||||
United States | $ | 1,199 | $ | 5,369 | $ | 12,829 | |||||||||||
EMEA | 251 | 248 | 239 | ||||||||||||||
Other | — | — | 4 | ||||||||||||||
Total | $ | 1,450 | $ | 5,617 | $ | 13,072 | |||||||||||
Subsequent_Events
Subsequent Events | 9 Months Ended |
Sep. 30, 2013 | |
Subsequent Events | ' |
Subsequent Events | ' |
14. Subsequent Events | |
2006 Stock Plan | |
In February 2013, the Board of Directors and stockholders of the Company approved the amendment of the 2006 Stock Plan (2006 Plan) to increase the maximum number of shares of common stock authorized for issuance over the term of the 2006 Plan by 1,550,000 shares to 10,984,548 shares. | |
Reverse Stock Split | |
On May 3, 2013, the Company effected a one-for-two reverse stock split of the Company's common stock and preferred stock. Upon the effectiveness of the reverse stock split, each two outstanding shares of common stock and each two outstanding shares of preferred stock, were exchanged into one share of common stock and one share of preferred stock, respectively. The reverse stock split also applied to any outstanding securities or rights convertible into, or exchangeable or exercisable for, common stock or preferred stock of the Company. Unless otherwise indicated, all share numbers, share prices and exercise prices (except shares authorized and par values) have been adjusted to reflect the stock split on a retroactive basis. | |
2013 Equity Incentive Plan | |
On May 1, 2013, the Company adopted a 2013 Equity Incentive Plan (2013 Plan) which would become effective one business day prior to the effective date of the registration statement for the Company's initial public offering. A total of 2,952,130 shares of common stock is reserved for issuance pursuant to the 2013 Plan. The 2013 Plan provides for an annual increase in the number of shares available for issuance on the first day of each fiscal year beginning in 2014. | |
2013 Employee Stock Purchase Plan | |
On May 1, 2013, the Company adopted a 2013 Employee Stock Purchase Plan (ESPP). A total of 738,032 shares of the Company's common stock is available for sale under the ESPP. The ESPP provides for annual increases in the number of shares available for issuance on the first day of each fiscal year beginning in fiscal 2014. | |
We have evaluated subsequent events through May 6, 2013, the date on which these consolidated financial statements were issued. | |
The_Company_and_Summary_of_Sig1
The Company and Summary of Significant Accounting Policies and Estimates (Policies) | 9 Months Ended | |||||||||||||
Sep. 30, 2013 | ||||||||||||||
The Company and Summary of Significant Accounting Policies and Estimates | ' | |||||||||||||
Principles of Consolidation | ' | |||||||||||||
Principles of Consolidation | ||||||||||||||
The consolidated financial statements are prepared in accordance with accounting principles generally accepted in the U.S. and include the consolidated accounts of the Company and its wholly-owned subsidiaries. All intercompany transactions and balances have been eliminated in consolidation. | ||||||||||||||
Use of Estimates | ' | |||||||||||||
Use of Estimates | ||||||||||||||
The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting periods. Such management estimates and assumptions include the estimated selling price for the various elements in our customer contracts, the allowance for doubtful accounts, amounts collectible for sales tax, the fair value of common stock, stock-based compensation expense, useful lives of intangible assets and the valuation of deferred tax assets. Actual results could differ materially from those estimates, and such differences could be material to the financial statements and affect the results of operations reported in future periods. | ||||||||||||||
Foreign Currency Translation | ' | |||||||||||||
Foreign Currency Translation | ||||||||||||||
The functional currency of the Company's foreign subsidiaries is their respective local currency. Assets and liabilities denominated in currencies other than the U.S. dollar are translated into U.S. dollars at the exchange rates in effect at the balance sheet dates, with the resulting translation adjustments directly recorded to a separate component of accumulated other comprehensive income. Income and expense accounts are translated at average exchange rates during the year. Foreign currency remeasurement and transaction gains and losses are recorded in other income (expense), net. The Company recognized net foreign currency losses of $0, $0.1 million, $0.1 million, $35,000 and $0.1 million during the years ended December 31, 2010, 2011, 2012 and for the nine months ended September 30, 2012 (unaudited) and 2013 (unaudited), respectively. The effect of foreign currency exchange rates on cash and cash equivalents was not material for any of the periods presented. | ||||||||||||||
Unaudited Interim Financial Information | ' | |||||||||||||
Unaudited Interim Financial Information | ||||||||||||||
The accompanying interim consolidated balance sheet as of September 30, 2013, the consolidated interim statements of operations and comprehensive loss and cash flows during the nine months ended September 30, 2012 and 2013 and the interim consolidated statements of stockholders' equity during the nine months ended September 30, 2013 are unaudited. The unaudited interim consolidated financial statements have been prepared on a basis consistent with the annual consolidated financial statements and, in the opinion of management, reflect all adjustments necessary to present fairly the Company's consolidated financial position as of September 30, 2013 and its consolidated statements of operations and comprehensive loss and cash flows during the nine months ended September 30, 2012 and 2013. The financial data and other financial information disclosed in these notes to the consolidated financial statements related to the nine months ended September 30, 2012 and 2013 are also unaudited. | ||||||||||||||
Segments | ' | |||||||||||||
Segments | ||||||||||||||
The Company's chief operating decision maker is its Chief Executive Officer (CEO), who reviews financial information presented on a consolidated basis, accompanied by information about revenue by geographic region. Accordingly, the Company has determined that it has a single reportable segment. | ||||||||||||||
Cash and Cash Equivalents | ' | |||||||||||||
Cash and Cash Equivalents | ||||||||||||||
The Company considers all highly liquid investments purchased with original maturity of three months or less to be cash equivalents. Cash equivalents were $63.6 million, $42.5 million and $139.0 million as of December 31, 2011, 2012 and September 30, 2013 (unaudited), respectively, consisting primarily of money market funds. | ||||||||||||||
Allowance for Doubtful Accounts | ' | |||||||||||||
Allowance for Doubtful Accounts | ||||||||||||||
Trade accounts receivable are carried at the original invoiced amount less an allowance made for doubtful accounts. The Company maintains an allowance for doubtful accounts based on the probability of future collection. When management becomes aware of circumstances that may decrease the likelihood of collection, it records a specific allowance against amounts due, which reduces the net receivable to the amount that management reasonably believes will be collected. For all other customers, management determines the adequacy of the allowance based on historical loss patterns, the number of days that billings are past due and an evaluation of the potential risk of loss associated with specific accounts. The Company reviews its allowance for doubtful accounts monthly and writes off receivable balances that are deemed to be uncollectible. Increases in the allowance are recorded in general and administrative expense in the period incurred. The Company does not have any off balance sheet credit exposure related to its customers. | ||||||||||||||
Below is a summary of the changes in allowance for doubtful accounts for 2011, 2012 and the nine months ended September 30, 2013 (in thousands): | ||||||||||||||
Balance at | Provision, net | Write-offs | Balance at | |||||||||||
Beginning of | of Recoveries | End of | ||||||||||||
Period | Period | |||||||||||||
Year ended December 31, 2010 | $ | 110 | $ | 206 | $ | (234 | ) | $ | 82 | |||||
Year ended December 31, 2011 | 82 | 321 | (178 | ) | 225 | |||||||||
Year ended December 31, 2012 | 225 | 362 | (251 | ) | 336 | |||||||||
Nine months ended September 30, 2013 (unaudited) | 336 | 399 | (407 | ) | 328 | |||||||||
Property and Equipment | ' | |||||||||||||
Property and Equipment | ||||||||||||||
Property and equipment are stated at cost, less accumulated depreciation and amortization. Depreciation is computed using the straight-line method over the estimated useful lives of the asset, which is generally two to three years. Amortization of leasehold improvements is computed using the straight-line method over the shorter of the lease term or the estimated useful life of the asset or improvement. Depreciation and amortization begins when the asset is ready for its intended use. Cost of maintenance and repairs that do not improve or extend the lives of the respective assets are expensed as incurred. | ||||||||||||||
Capitalized Software Development Costs | ' | |||||||||||||
Capitalized Software Development Costs | ||||||||||||||
Costs incurred to develop the Company's cloud-based platform and applications consist of (a) certain external direct costs of materials and services incurred in developing or obtaining internal-use computer software and (b) payroll and payroll-related costs for employees who are directly associated with, and who devote time to, a given project. These costs generally consist of internal labor during configuration, coding and testing activities. Research and development costs incurred during the preliminary project stage or costs incurred for data conversion activities, training, maintenance and general and administrative or overhead costs are expensed as incurred. Capitalization begins when the preliminary project stage is complete, management with the relevant authority authorizes and commits to the funding of the software project, it is probable the project will be completed, and the software will be used to perform the functions intended and certain functional and quality standards have been met. Capitalized software development costs are amortized on a straight-line basis over the technology's estimated useful life, which is generally three years. No software development costs were capitalized during 2011 or 2012. Amortization expense during the years ended December 31, 2010, 2011, 2012 and the nine months ended September 30, 2012 (unaudited) and 2013 (unaudited) was $192,000, $181,000, $143,000, $110,000 and $133,000, respectively. | ||||||||||||||
Costs incurred during the operating stage of the Company's software applications relating to upgrades and enhancements that resulted in added functionality are not capitalized because such upgrades and enhancements are essentially maintenance and, because upgrades and enhancements are provided frequently, do not have a useful life longer than one year. Costs that cannot be separated between maintenance of, and minor upgrades and enhancements to, internal-use software are expensed as incurred. | ||||||||||||||
Goodwill and Other Intangible Assets | ' | |||||||||||||
Goodwill and Other Intangible Assets | ||||||||||||||
The Company records goodwill when the consideration paid in a purchase acquisition exceeds the fair value of the net tangible assets and the identified intangible assets acquired. Goodwill is not amortized, but rather is tested for impairment. The Company performs testing for impairment of goodwill at the end of each year, or as events occur or circumstances change that would more likely than not reduce the fair value of a reporting unit below its carrying amount. The Company conducts a two-step test for impairment of goodwill. The first step of the test for goodwill impairment compares the fair value of the applicable reporting unit with its carrying value. If the fair value of a reporting unit is less than the reporting unit's carrying value, the Company will perform the second step of the test for impairment of goodwill. During the second step of the test for impairment of goodwill, the Company compares the implied fair value of the reporting unit's goodwill with the carrying value of that goodwill. If the carrying value of the goodwill exceeds the calculated implied fair value, the excess amount will be recognized as an impairment loss. The Company has determined that there is a single reporting unit for the purpose of goodwill impairment tests. Based on the above, the Company determined that its goodwill was not impaired at December 31, 2012. | ||||||||||||||
Other intangible assets, consisting of capitalized software development costs, developed technology, domain names, customer relationships and non-compete agreements, are stated at cost less accumulated amortization. All other intangible assets have been determined to have definite lives and are amortized on a straight-line basis over their estimated remaining economic lives, ranging from one to eight and one-half years. Amortization expense related to capitalized software development costs and developed technology is included in research and development expense. Amortization expense related to customer relationships and non-compete agreements is included in sales and marketing expense. Amortization expense related to domain names is included in general and administrative expense. | ||||||||||||||
Long-Lived Assets | ' | |||||||||||||
Long-Lived Assets | ||||||||||||||
The Company continually monitors events and changes in circumstances that could indicate that carrying amounts of its long-lived assets, including property and equipment and identifiable intangible assets, may not be recoverable. When such events or changes in circumstances occur, the Company assesses the recoverability of long-lived assets by determining whether the carrying value of such assets will be recovered through their undiscounted expected future cash flow. If the future undiscounted cash flow is less than the carrying amount of these assets, the Company recognizes an impairment loss based on the excess of the carrying amount over the fair value of the assets. The Company did not recognize impairment charges on its long-lived assets during any of the periods presented. | ||||||||||||||
Concentration of Credit Risk and Significant Customers | ' | |||||||||||||
Concentration of Credit Risk and Significant Customers | ||||||||||||||
The Company's financial instruments that are exposed to concentrations of credit risk consist primarily of cash and cash equivalents and trade accounts receivable. Although the Company deposits it cash with multiple financial institutions, its deposits exceed federally insured limits. The Company generally does not require collateral from its customers and generally requires payment 30 days from the invoice date. The Company's accounts receivable are derived from revenue earned from customers located primarily in North America and Europe. The Company periodically evaluates the collectability of its accounts receivable and provides an allowance for potential credit losses as necessary, based on the age of the receivable and collection experience. | ||||||||||||||
No single customer accounted for more than 10% of accounts receivable as of December 31, 2011, 2012 and September 30, 2013 (unaudited). No single customer accounted for 10% or more of total revenue during the years ended December 31, 2010, 2011 or 2012 and for the nine months ended September 30, 2012 (unaudited) and 2013 (unaudited). | ||||||||||||||
Revenue Recognition | ' | |||||||||||||
Revenue Recognition | ||||||||||||||
The Company derives its revenue from two sources: | ||||||||||||||
(1) Subscription and support revenue. Subscription and support revenue consists of subscription fees from customers accessing the Company's cloud-based software platform and applications, as well as related customer support services; and | ||||||||||||||
(2) Professional services and other revenue. Professional services and other revenue consists of fees associated with providing expert services that educate and assist the Company's customers on the best use of the Company's solutions as well as assist in the implementation of the Company's solution. | ||||||||||||||
Revenue recognition commences when all of the following conditions are met: | ||||||||||||||
• | ||||||||||||||
Persuasive evidence of an arrangement exists; | ||||||||||||||
• | ||||||||||||||
Delivery or performance has occurred; | ||||||||||||||
• | ||||||||||||||
Fees are fixed or determinable; and | ||||||||||||||
• | ||||||||||||||
Collectability is reasonably assured. | ||||||||||||||
In the majority of instances, revenue from new customers is generated under sales agreements with multiple elements, comprised of subscription and support fees from customers accessing the Company's cloud-based platform and applications and professional consultation services. The Company evaluates each element in a multiple-element arrangement to determine whether it represents a separate unit of accounting. An element constitutes a separate unit of accounting when the delivered item has stand-alone value and delivery of the undelivered element is probable and within the Company's control. Subscription and support have stand-alone value because they are routinely sold separately by the Company. Most of the professional services have stand-alone value because the Company has sold professional services separately, and there are several third party vendors that routinely provide similar professional services to the Company's customers on a stand-alone basis. Prior to the fourth quarter of 2011, some of the Company's professional services did not have stand-alone value because they were sold together with the subscription and support services. As such revenue was recognized ratably over the related subscription period, not to exceed billings amounts. | ||||||||||||||
In October 2009, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update No. 2009-13, Revenue Recognition (Topic 605): Multiple Deliverable Revenue Arrangements—a consensus of the FASB Emerging Issues Task Force (ASU 2009-13), which amended the previous multiple deliverable arrangements' accounting guidance. ASU 2009-13 amended the accounting standards for multiple-element revenue arrangements to: | ||||||||||||||
Provide updated guidance on whether multiple deliverables exist, how the elements in an arrangement should be separated, and how the consideration should be allocated; | ||||||||||||||
Require an entity to allocate revenue in an arrangement using estimated selling prices (ESP) of each element if a vendor does not have vendor specific objective evidence of selling price (VSOE) or third party evidence of selling price (TPE); and | ||||||||||||||
Eliminate the use of the residual method and require a vendor to allocate revenue using the relative selling price method, which eliminated the requirement to have VSOE of fair value on undelivered elements for revenue recognition. | ||||||||||||||
The Company adopted this accounting guidance prospectively beginning January 1, 2011, for applicable arrangements entered into or materially modified on or after January 1, 2011 (the beginning of the Company's fiscal year). | ||||||||||||||
Prior to the adoption of ASU 2009-13, the Company was not able to establish VSOE of fair value for the undelivered elements, which in most instances was subscription and support services. As a result, the Company typically recognized subscription, support and professional services revenue ratably over the subscription and support contract period and presented subscription and support revenue and professional services revenue in the consolidated statements of operations and comprehensive loss based on the respective contractual prices. | ||||||||||||||
As a result of the adoption of ASU 2009-13, the Company allocates total arrangement fees to each element in a multiple-element arrangement based on the relative selling price hierarchy of each element unless the fee allocated to the subscription and support under this method is less than the fee subject to refund if the performance conditions are not met. In these instances, since the professional services are generally completed prior to completion of the subscription and support, the allocation of the fee for subscription and support is at least equal to the contractual amounts subject to the performance condition. | ||||||||||||||
The relative selling price hierarchy consists of the following: Selling price for a deliverable is based on its 1) VSOE, if available, 2) TPE, if VSOE is not available, or 3) ESP, if neither VSOE nor TPE is available. Because the Company has been unable to establish VSOE or TPE for the elements of its arrangements, the Company establishes the ESP for each element primarily by considering the median of actual sales prices of each type of subscription and support sold and the weighted average of actual sales prices of professional services sold. For subscription and support arrangements, management considered other factors such as database sizes, pricing practices and market considerations. | ||||||||||||||
Subscription and support revenue is recognized commencing upon delivery of the Company's cloud-based services, which is the date a new subscription is provisioned and made available to a new customer, or new or expanded capabilities are provisioned and added to an existing subscription, provided that all of the other revenue recognition criteria are first met, referred to as the "Commencement Date". Subscription and support revenue is recognized from the Commencement Date ratably thereafter over the remaining contractual term, which is generally three to 36 months. Amounts that have been invoiced are recorded in accounts receivable and in deferred revenue or revenue, depending on whether the revenue recognition criteria have been met. | ||||||||||||||
Professional services and other have stand-alone value from the related subscription services. The majority of the Company's professional services contracts are offered on a time and material basis. When these services are not combined with subscription and support revenue in a multiple-element arrangement, services revenue is recognized as the services are rendered. In 2010 and 2011, the Company's professional services also consisted of a small number of fixed price contracts, where revenue is recognized on a proportional performance method, based on input measures, which include making reasonably dependable estimates of the total effort to complete the project. Certain standard and non-standard professional service arrangements include customer acceptance provisions. Services provided under arrangements that include customer acceptance provisions are typically provided on a time and material basis, and the revenue is deferred and recognized upon customer acceptance of the service deliverable. | ||||||||||||||
The Company's professional services also consist of short-term implementation services, which are offered at a flat fee. The enablement services teams assist customers with standard adoption procedures for the Company's platform. Because such enablement services typically are completed within a short period (usually one to ten days), the Company recognizes revenue from this service upon completion. The implementation services consist of short-term (usually spanning approximately 90 days) "use it or lose it", services to assist customers with standard implementation and to implement the customer's first marketing campaign which are offered at a flat fee. Such flat fees are recognized ratably over the 90 day period. | ||||||||||||||
Education revenue is recognized after the services are performed. | ||||||||||||||
The Company's time and material and fixed price professional service contracts are generally delivered within one year from the date of the arrangement. | ||||||||||||||
The Company has established processes to determine ESP, allocate revenue in multiple-element arrangements using ESP, and make reasonably dependable estimates of the proportional performance method for professional services. Had the Company not adopted ASU 2009-13 effective January 1, 2011, and recognized all arrangements ratably, the Company's revenue for the year ended December 31, 2011 would have been lower by approximately $453,000. | ||||||||||||||
At December 31, 2011, the Company's deferred professional services under the previous accounting guidance were not significant. | ||||||||||||||
Sales and other taxes collected from customers to be remitted to government authorities are excluded from revenue. | ||||||||||||||
Cost of Revenue | ' | |||||||||||||
Cost of Revenue | ||||||||||||||
Cost of subscriptions, support, professional services and other revenue are expensed as incurred. Cost of subscription and support revenue primarily consists of expenses related to hosting the Company's service and providing support to the Company's customers. These expenses are comprised of data center operations costs and personnel and related costs directly associated with the Company's cloud infrastructure, customer support and customer success organizations, including salaries, benefits, bonuses and stock-based compensation, as well as allocated overhead. Overhead associated with facilities and depreciation, excluding depreciation related to the Company's data center infrastructure, is allocated to cost of revenue and operating expenses based on headcount. Cost of professional services and other revenue consists primarily of personnel and related costs directly associated with the Company's professional services and training organizations, including salaries, benefits, bonuses and stock-based compensation, the costs of sub-contracted third-party vendors, as well as allocated overhead. | ||||||||||||||
The Company revised its 2011 cost of revenue to correctly classify $783,000 of costs from cost of professional services revenue and other to cost of subscription and support revenue. | ||||||||||||||
Deferred Revenue | ' | |||||||||||||
Deferred Revenue | ||||||||||||||
Deferred revenue consists of billings or payments received in advance of revenue recognition and are recognized as the revenue recognition criteria are met. The Company generally invoices its customers annually or in quarterly installments payable in advance. Accordingly, the deferred revenue balance does not represent the total contract value of annual or multi-year, noncancelable arrangements. The current portion of deferred revenue represents the amount that is expected to be recognized as revenue within one year from the balance sheet date. In all of the years presented, the Company did not have any long-term deferred revenue. | ||||||||||||||
Commissions | ' | |||||||||||||
Commissions | ||||||||||||||
Sales and marketing commissions are recognized as an expense generally at the time the customer order is signed. Substantially all of the effort by the sales and marketing organization is expended through the time of closing the sale with limited or no involvement thereafter. Commissions paid are subject to clawback by the Company in the event the customer fails to make payment on the agreement. | ||||||||||||||
Warranties and Indemnification | ' | |||||||||||||
Warranties and Indemnification | ||||||||||||||
The Company's cloud-based software platform and applications are typically warranted to perform in a manner consistent with general industry standards that are reasonably applicable and materially in accordance with the Company's on-line help documentation under normal use and circumstances. | ||||||||||||||
The Company includes service level commitments to its customers warranting certain levels of uptime reliability and performance and permitting those customers to receive credits in the event that the Company fails to meet those levels. To date, the Company has not incurred any material costs as a result of such commitments and has not accrued any liabilities related to such obligations in the accompanying consolidated financial statements. | ||||||||||||||
The Company's arrangements include provisions indemnifying customers against liabilities if the Company's products infringe a third-party's intellectual property rights. The Company has not incurred any costs as a result of such indemnification and has not accrued any liabilities related to such obligations in the accompanying consolidated financial statements. | ||||||||||||||
The Company has also agreed to indemnify its directors and executive officers for costs associated with any fees, expenses, judgments, fines and settlement amounts incurred by any of those persons in any action or proceeding to which any of those persons is, or is threatened to be, made a party by reason of the person's service as a director or officer, including any action by the Company, arising out of that person's services as the Company's director or officer or that person's services provided to any other company or enterprise at the Company's request. The Company maintains director and officer insurance coverage that may enable the Company to recover a portion of any future indemnification amounts paid. | ||||||||||||||
Advertising Costs | ' | |||||||||||||
Advertising Costs | ||||||||||||||
Advertising costs are expensed as incurred. For the years ended December 31, 2010, 2011 and 2012 advertising expenses were $637,000, $1.0 million and $1.2 million, respectively. For the nine months ended September 30, 2012 (unaudited) and 2013 (unaudited), advertising expenses were $0.8 million and $1.0 million, respectively. | ||||||||||||||
Stock-Based Compensation | ' | |||||||||||||
Stock-Based Compensation | ||||||||||||||
The Company uses the fair value method for recording stock-based compensation. Share-based compensation cost for stock options is estimated at the grant date based on each option's fair-value as calculated by the Black-Scholes option-pricing model. The Company recognizes compensation cost for stock option grants on a straight-line basis over the requisite service period for the entire award. | ||||||||||||||
Stock-based compensation cost for restricted stock units (RSUs) is measured based on the fair value of the underlying shares on the date of grant. RSUs are subject to a time-based vesting condition and some are also subject to a performance-based vesting condition, both of which must be satisfied before the RSUs are vested and settled for shares of common stock. The time-based vesting condition generally ranges from 2 to 4 years, and the performance-based vesting condition is satisfied upon the occurrence of a sale event or the completion of the Company's initial public offering. No expense related to these awards will be recognized unless the performance condition is satisfied. RSUs which have met the time-based vesting condition do not cancel when service to the Company is terminated; however, these shares will not vest until the performance-based vesting condition is met. RSUs that have not satisfied the time-based vesting condition as of termination of employment are automatically forfeited. The RSUs will expire 7 years from the grant date if not previously settled for shares of common stock. | ||||||||||||||
Income Taxes | ' | |||||||||||||
Income Taxes | ||||||||||||||
The provision for income taxes is computed using the asset and liability method, under which deferred tax assets and liabilities are recognized for the expected future tax consequences of temporary differences between the financial reporting and tax bases of assets and liabilities, and for operating losses and tax credit carryforwards. Deferred tax assets and liabilities are measured using the currently enacted tax rates that apply to taxable income in effect for the years in which those tax assets are expected to be realized or settled. The Company records a valuation allowance to reduce deferred tax assets to the amount that is believed more likely than not to be realized. | ||||||||||||||
Compliance with income tax regulations requires the Company to make decisions relating to the transfer pricing of revenue and expenses between each of its legal entities that are located in several countries. The Company's determinations include many decisions based on management's knowledge of the underlying assets of the business, the legal ownership of these assets, and the ultimate transactions conducted with customers and other third parties. The calculation of the Company's tax liabilities involves dealing with uncertainties in the application of complex tax regulations in multiple tax jurisdictions. The Company may be periodically reviewed by domestic and foreign tax authorities regarding the amount of taxes due. These reviews may include questions regarding the timing and amount of deductions and the allocation of income among various tax jurisdictions. In evaluating the exposure associated with various filing positions, the Company records estimated reserves when it is more likely than not that an uncertain tax position will not be sustained upon examination by a taxing authority. Such estimates are subject to change. See Note 12, "Income Taxes". | ||||||||||||||
Net Loss per Share Attributable to Common Stockholders | ' | |||||||||||||
Net Loss per Share Attributable to Common Stockholders | ||||||||||||||
Basic and diluted net loss per share of common stock is presented in conformity with the two-class method required for participating securities. Holders of Series A, B, C, D, E, F and G convertible preferred stock were each entitled to receive noncumulative dividends out of any funds legally available, when, as and if declared by the board of directors, payable prior and in preference to any dividends on any shares of the Company's common stock. The dividend rates for Series A, B, C, D, E, F and G convertible preferred stock were $0.08, $0.12, $0.20, $0.379, $0.5326, $1.056, and $1.168 per share, respectively. In the event a dividend is paid to common stockholders, the holders of the Series A, B, C, D, E, F and G convertible preferred stock were entitled to a proportionate share of any such dividends as if they were holders of common stock (on an as-if converted basis). | ||||||||||||||
Under the two-class method, net income (loss) attributable to common stockholders is determined by allocating undistributed earnings, calculated as net income less current period convertible preferred stock non-cumulative dividends, between common stock and preferred stock. In computing diluted net income (loss) attributable to common stockholders, undistributed earnings are re-allocated to reflect the potential impact of dilutive securities. Basic net income (loss) per share of common stock is computed by dividing the net income (loss) attributable to common stockholders by the weighted average number of common shares outstanding during the period. Unvested common shares resulting from the early exercises of stock options are excluded from the calculation of the weighted average common shares until they vest as they are subject to repurchase until they are vested. Those shares are added to the calculation of the weighted average common shares outstanding as they vest. Diluted net income per share attributable to common stockholders is computed by dividing net income attributable to common stockholders by the weighted average number of common shares outstanding, including potential dilutive common shares assuming the dilutive effect of potential common shares for the period determined using the treasury stock method. For purposes of this calculation, convertible preferred stock, options to purchase common stock and restricted stock units are considered to be potential dilutive common shares, but have been excluded from the calculation of diluted net loss per share of common stock as their effect is antidilutive for all periods presented. Holders of convertible preferred stock and holders of stock subject to repurchase did not have a contractual obligation to share in the losses of the Company. | ||||||||||||||
Given the Company is in a loss position for all the periods presented, the Company has not allocated losses to any series of convertible preferred stock. | ||||||||||||||
The_Company_and_Summary_of_Sig2
The Company and Summary of Significant Accounting Policies and Estimates (Tables) | 9 Months Ended | |||||||||||||
Sep. 30, 2013 | ||||||||||||||
The Company and Summary of Significant Accounting Policies and Estimates | ' | |||||||||||||
Schedule of changes in allowance for doubtful accounts | ' | |||||||||||||
Below is a summary of the changes in allowance for doubtful accounts for 2011, 2012 and the nine months ended September 30, 2013 (in thousands): | ||||||||||||||
Balance at | Provision, net | Write-offs | Balance at | |||||||||||
Beginning of | of Recoveries | End of | ||||||||||||
Period | Period | |||||||||||||
Year ended December 31, 2010 | $ | 110 | $ | 206 | $ | (234 | ) | $ | 82 | |||||
Year ended December 31, 2011 | 82 | 321 | (178 | ) | 225 | |||||||||
Year ended December 31, 2012 | 225 | 362 | (251 | ) | 336 | |||||||||
Nine months ended September 30, 2013 (unaudited) | 336 | 399 | (407 | ) | 328 |
Acquisition_Tables
Acquisition (Tables) | 9 Months Ended | |||||||||||||
Sep. 30, 2013 | ||||||||||||||
Acquisition | ' | |||||||||||||
Schedule of total purchase price allocated to the net assets acquired based upon fair values | ' | |||||||||||||
The amounts are in thousands. | ||||||||||||||
Net tangible assets acquired | $ | 481 | ||||||||||||
Intangible assets: | ||||||||||||||
Developed technology | 1,300 | |||||||||||||
Domain names | 700 | |||||||||||||
Customer relationships | 900 | |||||||||||||
Non-compete agreements | 130 | |||||||||||||
Goodwill | 9,537 | |||||||||||||
Total purchase price | $ | 13,048 | ||||||||||||
Schedule of components of identifiable intangible assets acquired in connection with acquisition | ' | |||||||||||||
Each component of identifiable intangible assets acquired in connection with the above acquisition as of December 31, 2012 are as follows (dollar amounts in thousands): | ||||||||||||||
Estimated | Accumulated | Net | Weighted | |||||||||||
Fair Value | Amortization | Carrying | Average | |||||||||||
Amount | Remaining | |||||||||||||
Useful Life | ||||||||||||||
(in years) | ||||||||||||||
Developed technology | $ | 1,300 | $ | 205 | $ | 1,095 | 4.8 | |||||||
Domain names | 700 | 71 | 629 | 6.3 | ||||||||||
Customer relationships | 900 | 75 | 825 | 7.8 | ||||||||||
Non-compete agreements | 130 | 46 | 84 | 1.3 | ||||||||||
$ | 3,030 | $ | 397 | $ | 2,633 | |||||||||
Schedule of expected future amortization expense for purchased intangible assets | ' | |||||||||||||
As of December 31, 2012, the expected future amortization expense for purchased intangible assets for each of the Company's years ending is as follows (amounts in thousands): | ||||||||||||||
Amount | ||||||||||||||
2013 | $ | 500 | ||||||||||||
2014 | 454 | |||||||||||||
2015 | 435 | |||||||||||||
2016 | 435 | |||||||||||||
2017 | 385 | |||||||||||||
2018 and beyond | 424 | |||||||||||||
$ | 2,633 | |||||||||||||
Goodwill_and_Intangible_Assets1
Goodwill and Intangible Assets (Tables) | 9 Months Ended | |||||||||||||||||||
Sep. 30, 2013 | ||||||||||||||||||||
Goodwill and Intangible Assets | ' | |||||||||||||||||||
Schedule of goodwill and intangible assets, including those acquired in connection with the acquisition | ' | |||||||||||||||||||
Goodwill and intangible assets, including those acquired in connection with the above acquisition, consisted of the following as of December 31, 2011, 2012 and September 30, 2013 (unaudited) (in thousands): | ||||||||||||||||||||
December 31, | Weighted | December 31, | Weighted | September 30, | Weighted | |||||||||||||||
2011 | Average | 2012 | Average | 2013 | Average | |||||||||||||||
Remaining | Remaining | Remaining | ||||||||||||||||||
Useful Life | Useful Life | Useful Life | ||||||||||||||||||
(in years) | (in years) | (in years) | ||||||||||||||||||
Developed technology | $ | — | — | $ | 1,300 | 4.8 | $ | 1,300 | 4 | |||||||||||
Domain names | — | — | 700 | 6.3 | 700 | 5.5 | ||||||||||||||
Customer relationships | — | — | 900 | 7.8 | 900 | 7 | ||||||||||||||
Non-compete agreements | — | — | 130 | 1.3 | 130 | 0.5 | ||||||||||||||
Capitalized software development costs | 877 | 1.7 | 877 | 0.8 | 1,235 | 1.4 | ||||||||||||||
877 | 3,907 | 4,265 | ||||||||||||||||||
Less accumulated amortization | (633 | ) | (1,173 | ) | (1,681 | ) | ||||||||||||||
Intangible assets, net | 244 | 2,734 | 2,584 | |||||||||||||||||
Goodwill | — | 9,537 | $ | 9,537 | ||||||||||||||||
Goodwill and intangible assets, net | $ | 244 | $ | 12,271 | $ | 12,121 | ||||||||||||||
Schedule of total future expected amortization | ' | |||||||||||||||||||
As of December 31, 2012, total future expected amortization is as follows for the following years ending December 31 (in thousands): | ||||||||||||||||||||
Developed | Domain | Customer | Non-compete | Capitalized | ||||||||||||||||
Technology | Names | Relationships | Agreements | Software | ||||||||||||||||
Development | ||||||||||||||||||||
Costs | ||||||||||||||||||||
2013 | $ | 229 | $ | 100 | $ | 106 | $ | 65 | $ | 101 | ||||||||||
2014 | 229 | 100 | 106 | 19 | — | |||||||||||||||
2015 | 229 | 100 | 106 | — | — | |||||||||||||||
2016 | 229 | 100 | 106 | — | — | |||||||||||||||
2017 | 179 | 100 | 106 | — | — | |||||||||||||||
2018 and beyond | — | 129 | 295 | — | — | |||||||||||||||
$ | 1,095 | $ | 629 | $ | 825 | $ | 84 | $ | 101 | |||||||||||
As of September 30, 2013, total future expected amortization is as follows for the remainder of 2013 and the subsequent years ending December 31 (in thousands, unaudited): | ||||||||||||||||||||
Developed | Domain | Customer | Non-compete | Capitalized | ||||||||||||||||
Technology | Names | Relationships | Agreements | Software | ||||||||||||||||
Development | ||||||||||||||||||||
Costs | ||||||||||||||||||||
2013 (3 months) | $ | 57 | $ | 25 | $ | 27 | $ | 16 | $ | 32 | ||||||||||
2014 | 229 | 100 | 106 | 19 | 238 | |||||||||||||||
2015 | 229 | 100 | 106 | — | 54 | |||||||||||||||
2016 | 229 | 100 | 106 | — | — | |||||||||||||||
2017 | 181 | 100 | 106 | — | — | |||||||||||||||
2018 and beyond | — | 129 | 295 | — | — | |||||||||||||||
Total (unaudited) | $ | 925 | $ | 554 | $ | 746 | $ | 35 | $ | 324 | ||||||||||
Fair_Value_of_Financial_Instru1
Fair Value of Financial Instruments (Tables) | 9 Months Ended | |||||||||||||||||||
Sep. 30, 2013 | ||||||||||||||||||||
Fair Value of Financial Instruments | ' | |||||||||||||||||||
Schedule of financial assets stated at fair value on a recurring basis | ' | |||||||||||||||||||
December 31, 2011 | December 31, 2012 | |||||||||||||||||||
Level 1 | Level 2 | Level 3 | Level 1 | Level 2 | Level 3 | |||||||||||||||
(in thousands) | ||||||||||||||||||||
Money market funds | $ | 63,616 | $ | — | $ | — | $ | 42,446 | $ | — | $ | — | ||||||||
Certificate of deposit | 25 | — | — | 25 | — | — | ||||||||||||||
Total | $ | 63,641 | $ | — | $ | — | $ | 42,471 | $ | — | $ | — | ||||||||
September 30, 2013 | ||||||||||||||||||||
Level 1 | Level 2 | Level 3 | ||||||||||||||||||
(in thousands, unaudited) | ||||||||||||||||||||
Money market funds | $ | 138,957 | $ | — | $ | — | ||||||||||||||
Certificate of deposit | 25 | — | — | |||||||||||||||||
Total | $ | 138,982 | $ | — | $ | — | ||||||||||||||
Balance_Sheet_Components_Table
Balance Sheet Components (Tables) | 9 Months Ended | ||||||||||
Sep. 30, 2013 | |||||||||||
Balance Sheet Components | ' | ||||||||||
Schedule of cash and cash equivalents | ' | ||||||||||
December 31, | |||||||||||
September 30, | |||||||||||
2011 | 2012 | 2013 | |||||||||
(in thousands) | |||||||||||
(unaudited) | |||||||||||
Cash | $ | 3,759 | $ | 1,776 | $ | 1,938 | |||||
Cash equivalents | |||||||||||
Money market funds | 63,616 | 42,446 | 138,957 | ||||||||
Certificate of deposit | 25 | 25 | 25 | ||||||||
63,641 | 42,471 | 138,982 | |||||||||
Total | $ | 67,400 | $ | 44,247 | $ | 140,920 | |||||
Schedule of property and equipment, net | ' | ||||||||||
December 31, | |||||||||||
September 30, | |||||||||||
2011 | 2012 | 2013 | |||||||||
(in thousands) | |||||||||||
(unaudited) | |||||||||||
Computer equipment | $ | 549 | $ | 4,385 | $ | 11,602 | |||||
Software | 795 | 788 | 1,145 | ||||||||
Office furniture | 343 | 803 | 1,199 | ||||||||
Leasehold improvements | 459 | 986 | 2,627 | ||||||||
Construction in progress | — | 542 | 871 | ||||||||
Total property and equipment | 2,146 | 7,504 | $ | 17,444 | |||||||
Less accumulated depreciation | (696 | ) | (1,887 | ) | (4,372 | ) | |||||
Property and equipment, net | $ | 1,450 | $ | 5,617 | $ | 13,072 | |||||
Schedule of accrued expenses and other current liabilities | ' | ||||||||||
December 31, | |||||||||||
September 30, | |||||||||||
2011 | 2012 | 2013 | |||||||||
(in thousands) | |||||||||||
(unaudited) | |||||||||||
Accrued bonuses, commissions and wages | $ | 1,715 | $ | 4,737 | $ | 7,599 | |||||
Liability for employee stock purchase plan | — | — | 2,077 | ||||||||
Accrued vacation | 936 | 1,502 | 1,935 | ||||||||
Liability payable for unvested stock options exercises | 271 | 523 | 652 | ||||||||
Accrued legal, consulting and audit fees | 343 | 282 | 625 | ||||||||
Accrued sales taxes | 348 | 543 | 311 | ||||||||
Accrued marketing expenses | 199 | 395 | 1,132 | ||||||||
Accrued other | 654 | 963 | 1,140 | ||||||||
Total | $ | 4,466 | $ | 8,945 | $ | 15,471 | |||||
Schedule of changes in accumulated other comprehensive income | ' | ||||||||||
Foreign | Total | ||||||||||
Currency | |||||||||||
Items | |||||||||||
(in thousands, | |||||||||||
unaudited) | |||||||||||
Beginning balance at January 1, 2013 | $ | 145 | $ | 145 | |||||||
Other comprehensive income before reclassifications | (24 | ) | (24 | ) | |||||||
Amounts reclassified from accumulated other comprehensive income | — | — | |||||||||
Ending balance at September 30, 2013 (unaudited) | $ | 121 | $ | 121 | |||||||
Credit_Facility_Tables
Credit Facility (Tables) | 9 Months Ended | ||||||||||
Sep. 30, 2013 | |||||||||||
Original Line of Credit | ' | ||||||||||
Line of credit | ' | ||||||||||
Schedule of contractual future repayments in relation to line of credit | ' | ||||||||||
Principal | Interest | Total | |||||||||
(in thousands) | |||||||||||
2013 | $ | 582 | $ | 137 | $ | 719 | |||||
2014 | 1,188 | 102 | 1,290 | ||||||||
2015 | 1,238 | 53 | 1,291 | ||||||||
2016 | 632 | 9 | 641 | ||||||||
2017 and beyond | — | — | — | ||||||||
Total | $ | 3,640 | $ | 301 | $ | 3,941 | |||||
Line of Credit | ' | ||||||||||
Line of credit | ' | ||||||||||
Schedule of contractual future repayments in relation to line of credit | ' | ||||||||||
Principal | Interest | Total | |||||||||
(in thousands, unaudited) | |||||||||||
2013 (3 months) | $ | 290 | $ | 78 | $ | 368 | |||||
2014 | 2,187 | 272 | 2,459 | ||||||||
2015 | 2,719 | 168 | 2,887 | ||||||||
2016 | 2,174 | 62 | 2,236 | ||||||||
2017 | 479 | 4 | 483 | ||||||||
Total | $ | 7,849 | $ | 584 | $ | 8,433 | |||||
Commitments_and_Contingencies_
Commitments and Contingencies (Tables) | 9 Months Ended | ||||
Sep. 30, 2013 | |||||
Commitments and Contingencies | ' | ||||
Schedule of future minimum operating lease payments | ' | ||||
As of December 31, 2012, future minimum operating lease payments are as follows for the year ending December 31 (in thousands): | |||||
2013 | $ | 2,367 | |||
2014 | 2,765 | ||||
2015 | 3,014 | ||||
2016 | 2,072 | ||||
2017 and beyond | — | ||||
Total | $ | 10,218 | |||
Convertible_Preferred_Stock_Ta
Convertible Preferred Stock (Tables) | 9 Months Ended | |||||||||||||
Sep. 30, 2013 | ||||||||||||||
Convertible Preferred Stock | ' | |||||||||||||
Summary of convertible preferred stock authorized and issued and outstanding | ' | |||||||||||||
The following table summarizes convertible preferred stock authorized and issued and outstanding as of December 31, 2011: | ||||||||||||||
Shares | Shares | Net | Aggregate | |||||||||||
Authorized | Issued and | Proceeds | Liquidation | |||||||||||
Outstanding | Preference | |||||||||||||
(in thousands) | ||||||||||||||
Series A | 10,970,000 | 5,485,000 | $ | 5,487 | $ | 5,485 | ||||||||
Series B | 14,492,754 | 7,246,376 | 9,946 | 10,000 | ||||||||||
Series C | 5,296,950 | 2,648,474 | 6,543 | 6,600 | ||||||||||
Series D | 4,220,603 | 2,110,300 | 9,971 | 10,000 | ||||||||||
Series E | 7,511,318 | 3,755,658 | 24,940 | 25,000 | ||||||||||
Series F | 7,575,758 | 3,787,876 | 49,934 | 50,000 | ||||||||||
Total | 50,067,383 | 25,033,684 | $ | 106,821 | $ | 107,085 | ||||||||
The following table summarizes convertible preferred stock authorized and issued and outstanding as of December 31, 2012: | ||||||||||||||
Shares | Shares | Net | Aggregate | |||||||||||
Authorized | Issued and | Proceeds | Liquidation | |||||||||||
Outstanding | Preference | |||||||||||||
(in thousands) | ||||||||||||||
Series A | 10,970,000 | 5,485,000 | $ | 5,487 | $ | 5,485 | ||||||||
Series B | 14,492,754 | 7,246,376 | 9,946 | 10,000 | ||||||||||
Series C | 5,296,950 | 2,648,474 | 6,543 | 6,600 | ||||||||||
Series D | 4,220,603 | 2,110,300 | 9,971 | 10,000 | ||||||||||
Series E | 7,511,318 | 3,755,658 | 24,940 | 25,000 | ||||||||||
Series F | 7,575,758 | 3,787,876 | 49,934 | 50,000 | ||||||||||
Series G | 1,684,930 | 842,458 | — | 12,300 | ||||||||||
Total | 51,752,313 | 25,876,142 | $ | 106,821 | $ | 119,385 | ||||||||
Common_Stock_Reserved_for_Issu1
Common Stock Reserved for Issuance (Tables) | 9 Months Ended | |||||||||||||
Sep. 30, 2013 | ||||||||||||||
Common Stock Reserved for Issuance | ' | |||||||||||||
Schedule of shares of common stock reserved for issuance | ' | |||||||||||||
December 31, | ||||||||||||||
September 30, | ||||||||||||||
2010 | 2011 | 2012 | 2013 | |||||||||||
(unaudited) | ||||||||||||||
Exercise of stock options to purchase common stock | 2,350,977 | 4,587,344 | 6,581,481 | 7,359,661 | ||||||||||
Issuances of shares available under stock option plans | 2,538,359 | 1,776,912 | 928,105 | 3,486,149 | ||||||||||
Vesting of restricted stock units | — | — | 328,466 | 422,894 | ||||||||||
Employee stock purchase plan | — | — | — | 738,032 | ||||||||||
Conversion of convertible preferred stock | 21,245,808 | 25,033,684 | 25,876,142 | — | ||||||||||
26,135,144 | 31,397,940 | 33,714,194 | 12,006,736 | |||||||||||
Stock_Option_Plans_Tables
Stock Option Plans (Tables) | 9 Months Ended | ||||||||||||||||
Sep. 30, 2013 | |||||||||||||||||
Stock Option Plans | ' | ||||||||||||||||
Summary of stock option activity | ' | ||||||||||||||||
OPTIONS OUTSTANDING | |||||||||||||||||
Shares | Number of | Weighted- | Weighted- | Aggregate | |||||||||||||
Available | Stock | Average | Average | Intrinsic | |||||||||||||
for Grant | Options | Exercise | Remaining | Value | |||||||||||||
Outstanding | Price | Contractual | (in thousands) | ||||||||||||||
Life (Years) | |||||||||||||||||
Balance as of December 31, 2009 | 1,167,968 | 1,399,037 | $ | 0.41 | 5.48 | $ | 462 | ||||||||||
Additional shares authorized | 2,574,053 | — | — | ||||||||||||||
Granted | (1,673,404 | ) | 1,673,404 | 1.47 | |||||||||||||
Exercised | — | (346,722 | ) | 0.55 | |||||||||||||
Repurchased | 95,000 | — | 0.74 | ||||||||||||||
Cancelled/forfeited | 374,742 | (374,742 | ) | 0.75 | |||||||||||||
Balance as of December 31, 2010 | 2,538,359 | 2,350,977 | 1.09 | 5.71 | $ | 3,042 | |||||||||||
Additional shares authorized | 1,762,323 | — | — | ||||||||||||||
Granted | (3,167,658 | ) | 3,167,658 | 2.47 | |||||||||||||
Exercised | — | (295,840 | ) | 1.57 | |||||||||||||
Repurchased | 8,437 | — | 0.22 | ||||||||||||||
Cancelled/forfeited | 635,451 | (635,451 | ) | 1.71 | |||||||||||||
Balance as of December 31, 2011 | 1,776,912 | 4,587,344 | 1.92 | 6.3 | $ | 10,629 | |||||||||||
Additional shares authorized | 1,875,000 | ||||||||||||||||
Granted | (3,364,447 | ) | 3,364,447 | 4.53 | |||||||||||||
Assumed grants | (89,405 | ) | 89,405 | 5.46 | |||||||||||||
Exercised | — | (432,850 | ) | 2.12 | |||||||||||||
Repurchased | 31,646 | — | 2.1 | ||||||||||||||
RSUs granted, net of cancellations/forfeitures | (328,466 | ) | — | ||||||||||||||
Cancelled/forfeited | 1,026,865 | (1,026,865 | ) | 2.44 | |||||||||||||
Balance as of December 31, 2012 | 928,105 | 6,581,481 | 3.21 | 8.08 | $ | 11,431 | |||||||||||
Additional shares authorized | 4,502,130 | ||||||||||||||||
Granted | (2,118,049 | ) | 2,118,049 | 8.26 | |||||||||||||
Exercised | — | (920,816 | ) | 2.69 | |||||||||||||
Repurchased | 16,697 | — | 8.66 | ||||||||||||||
RSUs granted, net of cancellations/forfeitures | (261,787 | ) | — | ||||||||||||||
Cancelled/forfeited | 419,053 | (419,053 | ) | 4.29 | |||||||||||||
Balance as of September 30, 2013 (unaudited) | 3,486,149 | 7,359,661 | 4.67 | 7.9 | $ | 200,285 | |||||||||||
Exercisable as of December 31, 2011 | 4,096,373 | 1.92 | 8.8 | $ | 9,485 | ||||||||||||
Vested and expected to vest as of December 31, 2011 | 3,813,963 | 1.85 | 6.28 | $ | 9,097 | ||||||||||||
Exercisable as of December 31, 2012 | 6,108,872 | 3.16 | 8.04 | $ | 10,886 | ||||||||||||
Vested and expected to vest as of December 31, 2012 | 5,910,677 | 3.12 | 7.97 | $ | 10,825 | ||||||||||||
Exercisable as of September 30, 2013 (unaudited) | 7,117,037 | 4.65 | 7.21 | $ | 193,780 | ||||||||||||
Vested and expected to vest as of September 30, 2013 (unaudited) | 7,175,253 | $ | 4.67 | 7.88 | $ | 195,215 | |||||||||||
Schedule of information regarding options outstanding | ' | ||||||||||||||||
Additional information regarding options outstanding as of December 31, 2012 is as follows: | |||||||||||||||||
Range of | Shares | Weighted | Weighted | Shares | Weighted | ||||||||||||
Exercise Prices | Outstanding | Average | Average | Exercisable | Average | ||||||||||||
Exercise | Remaining | Exercise | |||||||||||||||
Price | Contractual | Price | |||||||||||||||
Term | |||||||||||||||||
$0.12 - $0.74 | 555,600 | $ | 0.38 | 5.8 | 555,600 | $ | 0.38 | ||||||||||
1.50 - 1.50 | 733,619 | 1.5 | 7.36 | 632,074 | 1.5 | ||||||||||||
2.38 - 2.38 | 1,678,864 | 2.38 | 6.71 | 1,677,251 | 2.38 | ||||||||||||
2.74 - 2.88 | 369,760 | 2.78 | 8.36 | 369,760 | 2.78 | ||||||||||||
4.24 - 4.24 | 810,749 | 4.24 | 9.12 | 648,915 | 4.24 | ||||||||||||
4.56 - 4.56 | 1,468,949 | 4.56 | 9.33 | 1,261,332 | 4.56 | ||||||||||||
4.74 - 4.74 | 744,250 | 4.74 | 9.59 | 744,250 | 4.74 | ||||||||||||
4.90 - 4.94 | 153,754 | 4.94 | 9.48 | 153,754 | 4.94 | ||||||||||||
5.44 - 5.44 | 63,456 | 5.44 | 7.76 | 63,456 | 5.44 | ||||||||||||
9.24 - 9.24 | 2,480 | 9.24 | 6.65 | 2,480 | 9.24 | ||||||||||||
0.12 - 9.24 | 6,581,481 | 3.21 | 8.08 | 6,108,872 | 3.16 | ||||||||||||
Additional information regarding options outstanding as of September 30, 2013 (unaudited) is as follows: | |||||||||||||||||
Range of | Shares | Weighted | Weighted | Shares | Weighted | ||||||||||||
Exercise Prices | Outstanding | Average | Average | Exercisable | Average | ||||||||||||
Exercise | Remaining | Exercise | |||||||||||||||
Price | Contractual | Price | |||||||||||||||
Term | |||||||||||||||||
$0.12 - $1.50 | 970,074 | $ | 1.11 | 6.3 | 935,195 | $ | 1.09 | ||||||||||
2.38 - 2.38 | 1,334,867 | 2.38 | 5.96 | 1,334,867 | 2.38 | ||||||||||||
2.74 - 4.24 | 896,001 | 3.74 | 7.5 | 848,833 | 3.72 | ||||||||||||
4.56 - 4.56 | 1,355,825 | 4.56 | 8.59 | 1,213,995 | 4.56 | ||||||||||||
4.74 - 4.94 | 737,481 | 4.77 | 8.58 | 737,481 | 4.77 | ||||||||||||
5.44 - 5.44 | 23,094 | 5.44 | 7.38 | 23,094 | 5.44 | ||||||||||||
7.42 - 7.42 | 1,680,499 | 7.42 | 9.36 | 1,680,499 | 7.42 | ||||||||||||
9.24 - 9.24 | 2,480 | 9.24 | 5.91 | 2,480 | 9.24 | ||||||||||||
12.00 - 12.00 | 340,593 | 12 | 9.58 | 340,593 | 12 | ||||||||||||
17.66 - 17.66 | 18,747 | 17.66 | 9.71 | — | — | ||||||||||||
0.12 - 17.66 | 7,359,661 | 4.67 | 7.9 | 7,117,037 | 4.65 | ||||||||||||
Schedule of assumptions used for estimation of fair value of options granted on the date of grant | ' | ||||||||||||||||
Year Ended | Nine Months | ||||||||||||||||
December 31, | Ended September 30, | ||||||||||||||||
2010 | 2011 | 2012 | 2012 | 2013 | |||||||||||||
(unaudited) | |||||||||||||||||
Expected term (in years) | 6 | 6 | 6 | 6 | 6 | ||||||||||||
Risk-free interest rate | 2.18 | % | 2.14 | % | 1.02 | % | 0.80% - 1.09% | 0.86% - 1.375% | |||||||||
Expected volatility | 66 | % | 84 | % | 65 | % | 63% - 70% | 57% - 58% | |||||||||
Expected dividend rate | 0 | % | 0 | % | 0 | % | 0% | 0% | |||||||||
Summary of RSU activity | ' | ||||||||||||||||
Number of | Weighted | Aggregate | |||||||||||||||
RSUs | Average | Intrinsic | |||||||||||||||
Grant Date | Value | ||||||||||||||||
Fair | (in thousands) | ||||||||||||||||
Value | |||||||||||||||||
Balance as of December 31, 2011 | — | $ | — | $ | — | ||||||||||||
Additional shares authorized | — | — | — | ||||||||||||||
RSUs Granted | 341,466 | 4.58 | — | ||||||||||||||
RSUs Vested | — | — | — | ||||||||||||||
RSUs Repurchased | — | — | — | ||||||||||||||
RSUs Cancelled/Forfeited | (13,000 | ) | 4.56 | ||||||||||||||
Balance as of December 31, 2012 | 328,466 | 4.58 | 2,437 | ||||||||||||||
RSUs Granted | 276,225 | 25.88 | — | ||||||||||||||
RSUs Vested | (167,359 | ) | 16.5 | — | |||||||||||||
RSUs Repurchased | — | — | — | ||||||||||||||
RSUs Cancelled/Forfeited | (14,438 | ) | 5.01 | — | |||||||||||||
Balance as of September 30, 2013 (unaudited) | 422,894 | 18.48 | $ | 13,482 | |||||||||||||
Schedule of assumptions used to value employee stock purchase rights under the Black-Scholes model | ' | ||||||||||||||||
Expected term (in months) | 9 | ||||||||||||||||
Risk-free interest rate | 0.11 | % | |||||||||||||||
Expected volatility | 42 | % | |||||||||||||||
Expected dividend rate | 0 | % | |||||||||||||||
Schedule of total unrecognized compensation cost, adjusted for estimated forfeitures | ' | ||||||||||||||||
December 31, 2012 | September 30, 2013 | ||||||||||||||||
Unrecognized | Average | Unrecognized | Average | ||||||||||||||
Expense | Expected | Expense | Expected | ||||||||||||||
Recognition | Recognition | ||||||||||||||||
Period | Period | ||||||||||||||||
(in thousands) | (in years) | (in thousands) | (in years) | ||||||||||||||
(unaudited) | |||||||||||||||||
Stock options | $ | 7,880 | 2.93 | 11,417 | 2.69 | ||||||||||||
Restricted stock units | 1,505 | (a) | 5,366 | 2.67 | |||||||||||||
Employee Stock Purchase Plan | — | — | 574 | 0.39 | |||||||||||||
Total unrecognized stock-based compensation expense | $ | 9,385 | $ | 17,357 | |||||||||||||
(a) | |||||||||||||||||
The Company will record an expense for the vested portion of the RSUs upon completion of a sale event or an IPO. | |||||||||||||||||
Net_Loss_per_Share_Tables
Net Loss per Share (Tables) | 9 Months Ended | ||||||||||||||||
Sep. 30, 2013 | |||||||||||||||||
Net Loss per Share | ' | ||||||||||||||||
Schedule of computation of basic and diluted net loss per share of common stock | ' | ||||||||||||||||
Year ended December 31, | Nine Months | ||||||||||||||||
Ended September 30, | |||||||||||||||||
2010 | 2011 | 2012 | 2012 | 2013 | |||||||||||||
(in thousands, except per share data) | |||||||||||||||||
(unaudited) | |||||||||||||||||
Numerator: | |||||||||||||||||
Net loss | $ | (11,817 | ) | $ | (22,606 | ) | $ | (34,385 | ) | $ | (26,349 | ) | $ | (31,865 | ) | ||
Denominator: | |||||||||||||||||
Weighted-average common shares outstanding | 2,338 | 2,489 | 2,934 | 2,901 | 20,320 | ||||||||||||
Less: Weighted-average unvested common shares subject to repurchase or forfeiture | (366 | ) | (215 | ) | (128 | ) | (159 | ) | (176 | ) | |||||||
Weighted-average shares used in computing net loss per share of common stock, basic and diluted | 1,972 | 2,274 | 2,806 | 2,742 | 20,144 | ||||||||||||
Net loss per share of common stock, basic and diluted | $ | (5.99 | ) | $ | (9.94 | ) | $ | (12.26 | ) | $ | (9.61 | ) | $ | (1.58 | ) | ||
Schedule of potentially dilutive securities excluded from the diluted per share calculation | ' | ||||||||||||||||
Year Ended December 31, | Nine Months | ||||||||||||||||
Ended September 30, | |||||||||||||||||
2010 | 2011 | 2012 | 2012 | 2013 | |||||||||||||
(unaudited) | |||||||||||||||||
Convertible preferred stock | 21,245,808 | 25,033,684 | 25,876,142 | 25,876,142 | — | ||||||||||||
Stock options to purchase common stock | 2,350,977 | 4,587,344 | 6,581,481 | 6,659,464 | 7,359,661 | ||||||||||||
Employee stock purchase plan | — | — | — | — | 257,194 | ||||||||||||
Common stock held in escrow | — | — | 11,872 | 11,872 | — | ||||||||||||
Common stock subject to repurchase | 349,684 | 226,688 | 148,060 | 106,971 | 157,580 | ||||||||||||
Restricted stock units | — | — | 328,466 | 320,219 | 422,894 | ||||||||||||
23,946,469 | 29,847,716 | 32,946,021 | 32,974,668 | 8,197,329 | |||||||||||||
Income_Taxes_Tables
Income Taxes (Tables) | 9 Months Ended | ||||||||||
Sep. 30, 2013 | |||||||||||
Income Taxes | ' | ||||||||||
Schedule of pretax loss | ' | ||||||||||
Year Ended December 31, | |||||||||||
2010 | 2011 | 2012 | |||||||||
(in thousands) | |||||||||||
Loss before provision for income taxes: | |||||||||||
Domestic | $ | (11,816 | ) | $ | (20,295 | ) | $ | (29,119 | ) | ||
Foreign | — | (2,305 | ) | (5,247 | ) | ||||||
Total | $ | (11,816 | ) | $ | (22,600 | ) | $ | (34,366 | ) | ||
Schedule of provision for income taxes | ' | ||||||||||
Year Ended | |||||||||||
December 31, | |||||||||||
2010 | 2011 | 2012 | |||||||||
(in thousands) | |||||||||||
Current tax provision: | |||||||||||
Federal | — | — | — | ||||||||
State | $ | 1 | $ | 6 | $ | 3 | |||||
Foreign | — | — | 16 | ||||||||
Total current tax provision | 1 | 6 | 19 | ||||||||
Deferred tax provision | — | — | — | ||||||||
Total provision for income taxes | $ | 1 | $ | 6 | $ | 19 | |||||
Schedule of difference between income taxes computed at the federal statutory rate and the provision for income taxes | ' | ||||||||||
Year Ended December 31, | |||||||||||
2010 | 2011 | 2012 | |||||||||
Federal statutory rate | 34 | % | 34 | % | 34 | % | |||||
Stock-based compensation | (0.42 | ) | (0.86 | ) | (1.54 | ) | |||||
Valuation allowance | (38.66 | ) | (31.06 | ) | (26.85 | ) | |||||
Foreign rate differential | 0 | (3.47 | ) | (5.24 | ) | ||||||
Federal research and development credit | 1.93 | 1.51 | 0 | ||||||||
Other | 3.15 | (0.15 | ) | (0.43 | ) | ||||||
Effective income tax rate | 0 | % | (0.03 | )% | (0.06 | )% | |||||
Schedule of components of deferred tax assets and liabilities | ' | ||||||||||
Year Ended December 31, | |||||||||||
2010 | 2011 | 2012 | |||||||||
(in thousands) | |||||||||||
Deferred tax assets: | |||||||||||
Accounts receivable principally due to allowance for doubtful accounts | $ | 32 | $ | 90 | $ | 107 | |||||
Compensated absences, principally due to accruals for financial reporting purposes | 158 | 366 | 1,604 | ||||||||
Net operating loss carryforwards | 9,140 | 16,570 | 30,251 | ||||||||
Federal tax credits | 442 | 783 | 783 | ||||||||
State tax credits | 280 | 508 | 771 | ||||||||
Other deductible temporary differences | 213 | 487 | 521 | ||||||||
Stock-based compensation | 70 | 351 | 792 | ||||||||
Deferred revenue | 47 | — | — | ||||||||
Total deferred tax assets | 10,382 | 19,155 | 34,829 | ||||||||
Deferred tax liabilities: | |||||||||||
Capitalized software development | (164 | ) | (98 | ) | (37 | ) | |||||
Acquired intangible assets | — | — | (964 | ) | |||||||
Total deferred tax liability | (164 | ) | (98 | ) | (1,001 | ) | |||||
Valuation allowance | (10,218 | ) | (19,057 | ) | (33,828 | ) | |||||
Net deferred taxes | $ | — | $ | — | $ | — | |||||
Schedule of net operating loss carryforwards | ' | ||||||||||
Year Ended December 31, | |||||||||||
2010 | 2011 | 2012 | |||||||||
(in thousands) | |||||||||||
Federal | $ | 23,958 | $ | 41,554 | $ | 73,491 | |||||
California | 21,592 | 40,278 | 68,906 | ||||||||
Foreign | — | 2,111 | 6,791 | ||||||||
Total | $ | 45,550 | $ | 83,943 | $ | 149,188 | |||||
Schedule of research and development credit carryforwards | ' | ||||||||||
Year Ended December 31, | |||||||||||
2010 | 2011 | 2012 | |||||||||
(in thousands) | |||||||||||
Federal | $ | 442 | $ | 783 | $ | 783 | |||||
California | 424 | 770 | 1,169 | ||||||||
Total | $ | 866 | $ | 1,553 | $ | 1,952 | |||||
Segment_Information_and_Inform1
Segment Information and Information about Geographic Areas (Tables) | 9 Months Ended | ||||||||||||||||
Sep. 30, 2013 | |||||||||||||||||
Segment Information and Information about Geographic Areas | ' | ||||||||||||||||
Schedule of total revenue by geographic areas | ' | ||||||||||||||||
Year Ended December 31, | Nine Months | ||||||||||||||||
Ended September 30, | |||||||||||||||||
2010 | 2011 | 2012 | 2012 | 2013 | |||||||||||||
(in thousands) | |||||||||||||||||
(unaudited) | |||||||||||||||||
United States | $ | 12,551 | $ | 28,913 | $ | 50,910 | $ | 36,467 | $ | 58,023 | |||||||
EMEA | 640 | 1,538 | 3,686 | 2,505 | 4,913 | ||||||||||||
Other | 841 | 1,941 | 3,817 | 2,594 | 4,811 | ||||||||||||
Total | $ | 14,032 | $ | 32,392 | $ | 58,413 | $ | 41,566 | $ | 67,747 | |||||||
Schedule of long-lived assets by geographic areas | ' | ||||||||||||||||
December 31, | |||||||||||||||||
September 30, | |||||||||||||||||
2011 | 2012 | 2013 | |||||||||||||||
(in thousands) | |||||||||||||||||
(unaudited) | |||||||||||||||||
United States | $ | 1,199 | $ | 5,369 | $ | 12,829 | |||||||||||
EMEA | 251 | 248 | 239 | ||||||||||||||
Other | — | — | 4 | ||||||||||||||
Total | $ | 1,450 | $ | 5,617 | $ | 13,072 | |||||||||||
The_Company_and_Summary_of_Sig3
The Company and Summary of Significant Accounting Policies and Estimates (Details) (USD $) | 0 Months Ended | 9 Months Ended | 0 Months Ended | ||||||
17-May-13 | Sep. 30, 2013 | 17-May-13 | 17-May-13 | 17-May-13 | Sep. 13, 2013 | 17-May-13 | Sep. 13, 2013 | Sep. 13, 2013 | |
Initial public offering | Underwriters' overallotment option | Private Placement | Selling Stockholders' | Selling Stockholders' | Follow-on offering | Common stock sold by the Company | |||
Initial Public Offering and Follow-On Offering | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Shares of common stock sold | ' | ' | 6,968,435 | 908,926 | 500,000 | 5,337,502 | 309,509 | 6,000,000 | 662,498 |
Share price (in dollars per share) | ' | ' | $13 | $13 | $13 | ' | $13 | $35.50 | ' |
Aggregate proceeds from the IPO and concurrent private placement before deduction of offering expenses | $87,000,000 | ' | ' | ' | ' | ' | ' | ' | ' |
Offering expenses | 3,400,000 | 4,063,000 | ' | ' | ' | ' | ' | 700,000 | ' |
Number of shares of common stock issued upon automatic conversion of convertible preferred stock | 25,876,142 | ' | ' | ' | ' | ' | ' | ' | ' |
Aggregate proceeds received | ' | ' | ' | ' | ' | ' | ' | $22,500,000 | ' |
The_Company_and_Summary_of_Sig4
The Company and Summary of Significant Accounting Policies and Estimates (Details 2) (USD $) | 9 Months Ended | 12 Months Ended | |||
Sep. 30, 2013 | Sep. 30, 2012 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2010 | |
Foreign Currency Translation | ' | ' | ' | ' | ' |
Net foreign currency losses | $100,000 | $35,000 | $100,000 | $100,000 | $0 |
Cash and Cash Equivalents | ' | ' | ' | ' | ' |
Cash equivalents | 138,982,000 | ' | 42,471,000 | 63,641,000 | ' |
Changes in allowance for doubtful accounts | ' | ' | ' | ' | ' |
Balance at Beginning of Period | 336,000 | 225,000 | 225,000 | 82,000 | 110,000 |
Provision, net of Recoveries | 399,000 | ' | 362,000 | 321,000 | 206,000 |
Write-offs | -407,000 | ' | -251,000 | -178,000 | -234,000 |
Balance at End of Period | $328,000 | ' | $336,000 | $225,000 | $82,000 |
Minimum | ' | ' | ' | ' | ' |
Property and Equipment | ' | ' | ' | ' | ' |
Estimated useful lives of the asset | '2 years | ' | ' | ' | ' |
Maximum | ' | ' | ' | ' | ' |
Property and Equipment | ' | ' | ' | ' | ' |
Estimated useful lives of the asset | '3 years | ' | ' | ' | ' |
The_Company_and_Summary_of_Sig5
The Company and Summary of Significant Accounting Policies and Estimates (Details 3) (USD $) | 9 Months Ended | 12 Months Ended | |||
Sep. 30, 2013 | Sep. 30, 2012 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2010 | |
Capitalized Software Development Costs, Goodwill and Other Intangible Assets | ' | ' | ' | ' | ' |
Amortization expense | $508,000 | $367,000 | $540,000 | $181,000 | $192,000 |
Maximum | ' | ' | ' | ' | ' |
Capitalized Software Development Costs, Goodwill and Other Intangible Assets | ' | ' | ' | ' | ' |
Estimated useful life of intangible assets | '8 years 6 months | ' | ' | ' | ' |
Estimated useful life of upgrades and enhancements | '1 year | ' | ' | ' | ' |
Minimum | ' | ' | ' | ' | ' |
Capitalized Software Development Costs, Goodwill and Other Intangible Assets | ' | ' | ' | ' | ' |
Estimated useful life of intangible assets | '1 year | ' | ' | ' | ' |
Capitalized software development costs | ' | ' | ' | ' | ' |
Capitalized Software Development Costs, Goodwill and Other Intangible Assets | ' | ' | ' | ' | ' |
Estimated useful life of intangible assets | '3 years | ' | '9 months 18 days | '1 year 8 months 12 days | ' |
Software development costs capitalized | ' | ' | 0 | 0 | ' |
Amortization expense | $133,000 | $110,000 | $143,000 | $181,000 | $192,000 |
The_Company_and_Summary_of_Sig6
The Company and Summary of Significant Accounting Policies and Estimates (Details 4) | 9 Months Ended |
Sep. 30, 2013 | |
item | |
Concentration of Credit Risk and Significant Customers | ' |
Term of credit from the invoice date | '30 days |
Revenue Recognition | ' |
Number of sources of revenue | 2 |
Subscription and support services | Minimum | ' |
Revenue Recognition | ' |
Term over which revenue is recognized | '3 months |
Subscription and support services | Maximum | ' |
Revenue Recognition | ' |
Term over which revenue is recognized | '36 months |
Enablement services | Minimum | ' |
Revenue Recognition | ' |
Term of services | '1 day |
Enablement services | Maximum | ' |
Revenue Recognition | ' |
Term of services | '10 days |
Implementation services | ' |
Revenue Recognition | ' |
Term over which revenue is recognized | '90 days |
The_Company_and_Summary_of_Sig7
The Company and Summary of Significant Accounting Policies and Estimates (Details 5) (USD $) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2013 | Dec. 31, 2011 | |
Adoption of new accounting standard | ' | ' |
Maximum period for time and material and fixed price professional service contracts are generally delivered from the date of arrangement | '1 year | ' |
Cost of Revenue | ' | ' |
Classification of costs from cost of professional services revenue and other to cost of subscription and support revenue | ' | $783,000 |
Adjustment | Adoption of ASU 2009-13 | ' | ' |
Adoption of new accounting standard | ' | ' |
Decrease in revenue | ' | $453,000 |
The_Company_and_Summary_of_Sig8
The Company and Summary of Significant Accounting Policies and Estimates (Details 6) (USD $) | 9 Months Ended | 12 Months Ended | |||
Sep. 30, 2013 | Sep. 30, 2012 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2010 | |
Advertising Costs | ' | ' | ' | ' | ' |
Advertising expenses | $1,000,000 | $800,000 | $1,200,000 | $1,000,000 | $637,000 |
RSUs | ' | ' | ' | ' | ' |
Stock-Based Compensation | ' | ' | ' | ' | ' |
Period of time-based vesting | '4 years | ' | ' | ' | ' |
Expiration period from the date of grant | '7 years | ' | ' | ' | ' |
RSUs | Minimum | ' | ' | ' | ' | ' |
Stock-Based Compensation | ' | ' | ' | ' | ' |
Period of time-based vesting | '2 years | ' | ' | ' | ' |
RSUs | Maximum | ' | ' | ' | ' | ' |
Stock-Based Compensation | ' | ' | ' | ' | ' |
Period of time-based vesting | '4 years | ' | ' | ' | ' |
The_Company_and_Summary_of_Sig9
The Company and Summary of Significant Accounting Policies and Estimates (Details 7) (Convertible preferred stock, USD $) | 9 Months Ended |
Sep. 30, 2013 | |
Series A convertible preferred stock | ' |
Net Loss per Share Attributable to Common Stockholders | ' |
Dividend rates per share (in dollars per share) | $0.08 |
Series B convertible preferred stock | ' |
Net Loss per Share Attributable to Common Stockholders | ' |
Dividend rates per share (in dollars per share) | $0.12 |
Series C convertible preferred stock | ' |
Net Loss per Share Attributable to Common Stockholders | ' |
Dividend rates per share (in dollars per share) | $0.20 |
Series D convertible preferred stock | ' |
Net Loss per Share Attributable to Common Stockholders | ' |
Dividend rates per share (in dollars per share) | $0.38 |
Series E convertible preferred stock | ' |
Net Loss per Share Attributable to Common Stockholders | ' |
Dividend rates per share (in dollars per share) | $0.53 |
Series F convertible preferred stock | ' |
Net Loss per Share Attributable to Common Stockholders | ' |
Dividend rates per share (in dollars per share) | $1.06 |
Series G convertible preferred stock | ' |
Net Loss per Share Attributable to Common Stockholders | ' |
Dividend rates per share (in dollars per share) | $1.17 |
Acquisition_Details
Acquisition (Details) (USD $) | Sep. 30, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Dec. 31, 2012 | Sep. 30, 2013 | Dec. 31, 2012 | Sep. 30, 2013 | Dec. 31, 2012 | Sep. 30, 2013 | Dec. 31, 2012 | Sep. 30, 2013 | Dec. 31, 2012 | Apr. 17, 2012 | Dec. 31, 2012 | Sep. 30, 2013 | Sep. 30, 2013 | Dec. 31, 2012 | Apr. 17, 2012 | Dec. 31, 2012 | Apr. 17, 2012 | Dec. 31, 2012 | Apr. 17, 2012 | Dec. 31, 2012 | Apr. 17, 2012 | Apr. 17, 2012 | Apr. 17, 2012 | Apr. 17, 2012 | Apr. 17, 2012 |
Minimum | Maximum | Developed technology | Developed technology | Domain names | Domain names | Customer relationships | Customer relationships | Non-compete agreements | Non-compete agreements | RSUs | RSUs | Crowd Factory | Crowd Factory | Crowd Factory | Crowd Factory | Crowd Factory | Crowd Factory | Crowd Factory | Crowd Factory | Crowd Factory | Crowd Factory | Crowd Factory | Crowd Factory | Crowd Factory | Crowd Factory | Crowd Factory | Crowd Factory | ||||
Minimum | Maximum | Developed technology | Developed technology | Domain names | Domain names | Customer relationships | Customer relationships | Non-compete agreements | Non-compete agreements | RSUs | Common stock | Common stock | Series G | ||||||||||||||||||
Options | Convertible preferred stock | ||||||||||||||||||||||||||||||
Acquisition | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of shares issued | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 98,923 | ' | 842,458 |
Value of shares issued | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $453,000 | ' | $12,300,000 |
Shares withheld in escrow (as a percent) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 12.00% | ' | 12.00% |
Number of shares withheld in escrow | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 11,872 | ' | 101,095 |
Assumption of options to exercise shares, number | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 89,405 | ' |
Assumption of options to exercise shares, value | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 295,100 | ' |
Escrow shares withheld, period | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '12 months | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Total purchase price allocation | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Net tangible assets acquired | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 481,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Intangible assets | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,300,000 | ' | 700,000 | ' | 900,000 | ' | 130,000 | ' | ' | ' | ' |
Goodwill | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 9,537,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Total purchase price | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 13,048,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Additional disclosures | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Change in control bonuses paid to former employees | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 850,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Granted to employees (in shares) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 276,225 | 341,466 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 308,218 | ' | ' | ' |
Value of shares granted to employees | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,400,000 | ' | ' | ' |
Estimated useful life of intangible assets | ' | ' | ' | '1 year | '8 years 6 months | '4 years | '4 years 9 months 18 days | '5 years 6 months | '6 years 3 months 18 days | '7 years | '7 years 9 months 18 days | '6 months | '1 year 3 months 18 days | ' | ' | ' | ' | '2 years | '8 years 6 months | '4 years 9 months 18 days | ' | '6 years 3 months 18 days | ' | '7 years 9 months 18 days | ' | '1 year 3 months 18 days | ' | ' | ' | ' | ' |
Components of identifiable intangible assets acquired | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Estimated Fair Value | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 3,030,000 | ' | ' | 1,300,000 | ' | 700,000 | ' | 900,000 | ' | 130,000 | ' | ' | ' | ' | ' |
Accumulated Amortization | 1,681,000 | 1,173,000 | 633,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 397,000 | ' | ' | 205,000 | ' | 71,000 | ' | 75,000 | ' | 46,000 | ' | ' | ' | ' | ' |
Net Carrying Amount | 2,584,000 | 2,734,000 | 244,000 | ' | ' | 925,000 | 1,095,000 | 554,000 | 629,000 | 746,000 | 825,000 | 35,000 | 84,000 | ' | ' | ' | 2,633,000 | ' | ' | 1,095,000 | ' | 629,000 | ' | 825,000 | ' | 84,000 | ' | ' | ' | ' | ' |
Weighted Average Remaining Useful Life | ' | ' | ' | '1 year | '8 years 6 months | '4 years | '4 years 9 months 18 days | '5 years 6 months | '6 years 3 months 18 days | '7 years | '7 years 9 months 18 days | '6 months | '1 year 3 months 18 days | ' | ' | ' | ' | '2 years | '8 years 6 months | '4 years 9 months 18 days | ' | '6 years 3 months 18 days | ' | '7 years 9 months 18 days | ' | '1 year 3 months 18 days | ' | ' | ' | ' | ' |
Expected future amortization expense for purchased intangible assets | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
2013 | ' | ' | ' | ' | ' | ' | 229,000 | ' | 100,000 | ' | 106,000 | ' | 65,000 | ' | ' | ' | 500,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
2014 | ' | ' | ' | ' | ' | 229,000 | 229,000 | 100,000 | 100,000 | 106,000 | 106,000 | 19,000 | 19,000 | ' | ' | ' | 454,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
2015 | ' | ' | ' | ' | ' | 229,000 | 229,000 | 100,000 | 100,000 | 106,000 | 106,000 | ' | ' | ' | ' | ' | 435,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
2016 | ' | ' | ' | ' | ' | 229,000 | 229,000 | 100,000 | 100,000 | 106,000 | 106,000 | ' | ' | ' | ' | ' | 435,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
2017 | ' | ' | ' | ' | ' | 181,000 | 179,000 | 100,000 | 100,000 | 106,000 | 106,000 | ' | ' | ' | ' | ' | 385,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
2018 and beyond | ' | ' | ' | ' | ' | ' | ' | 129,000 | 129,000 | 295,000 | 295,000 | ' | ' | ' | ' | ' | 424,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Net Carrying Amount | $2,584,000 | $2,734,000 | $244,000 | ' | ' | $925,000 | $1,095,000 | $554,000 | $629,000 | $746,000 | $825,000 | $35,000 | $84,000 | ' | ' | ' | $2,633,000 | ' | ' | $1,095,000 | ' | $629,000 | ' | $825,000 | ' | $84,000 | ' | ' | ' | ' | ' |
Goodwill_and_Intangible_Assets2
Goodwill and Intangible Assets (Details) (USD $) | 9 Months Ended | 12 Months Ended | |||
Sep. 30, 2013 | Sep. 30, 2012 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2010 | |
Goodwill and Intangible Assets | ' | ' | ' | ' | ' |
Intangible assets, gross | $4,265,000 | ' | $3,907,000 | $877,000 | ' |
Less accumulated amortization | -1,681,000 | ' | -1,173,000 | -633,000 | ' |
Net Carrying Amount | 2,584,000 | ' | 2,734,000 | 244,000 | ' |
Goodwill | 9,537,000 | ' | 9,537,000 | ' | ' |
Goodwill and intangible assets, net | 12,121,000 | ' | 12,271,000 | 244,000 | ' |
Amortization expense | 508,000 | 367,000 | 540,000 | 181,000 | 192,000 |
Total future expected amortization | ' | ' | ' | ' | ' |
Net Carrying Amount | 2,584,000 | ' | 2,734,000 | 244,000 | ' |
Developed technology | ' | ' | ' | ' | ' |
Goodwill and Intangible Assets | ' | ' | ' | ' | ' |
Intangible assets, gross | 1,300,000 | ' | 1,300,000 | ' | ' |
Net Carrying Amount | 925,000 | ' | 1,095,000 | ' | ' |
Weighted Average Remaining Useful Life | '4 years | ' | '4 years 9 months 18 days | ' | ' |
Total future expected amortization | ' | ' | ' | ' | ' |
2013 | 57,000 | ' | ' | ' | ' |
2013 | ' | ' | 229,000 | ' | ' |
2014 | 229,000 | ' | 229,000 | ' | ' |
2015 | 229,000 | ' | 229,000 | ' | ' |
2016 | 229,000 | ' | 229,000 | ' | ' |
2017 | 181,000 | ' | 179,000 | ' | ' |
Net Carrying Amount | 925,000 | ' | 1,095,000 | ' | ' |
Domain names | ' | ' | ' | ' | ' |
Goodwill and Intangible Assets | ' | ' | ' | ' | ' |
Intangible assets, gross | 700,000 | ' | 700,000 | ' | ' |
Net Carrying Amount | 554,000 | ' | 629,000 | ' | ' |
Weighted Average Remaining Useful Life | '5 years 6 months | ' | '6 years 3 months 18 days | ' | ' |
Total future expected amortization | ' | ' | ' | ' | ' |
2013 | 25,000 | ' | ' | ' | ' |
2013 | ' | ' | 100,000 | ' | ' |
2014 | 100,000 | ' | 100,000 | ' | ' |
2015 | 100,000 | ' | 100,000 | ' | ' |
2016 | 100,000 | ' | 100,000 | ' | ' |
2017 | 100,000 | ' | 100,000 | ' | ' |
2018 and beyond | 129,000 | ' | 129,000 | ' | ' |
Net Carrying Amount | 554,000 | ' | 629,000 | ' | ' |
Customer relationships | ' | ' | ' | ' | ' |
Goodwill and Intangible Assets | ' | ' | ' | ' | ' |
Intangible assets, gross | 900,000 | ' | 900,000 | ' | ' |
Net Carrying Amount | 746,000 | ' | 825,000 | ' | ' |
Weighted Average Remaining Useful Life | '7 years | ' | '7 years 9 months 18 days | ' | ' |
Total future expected amortization | ' | ' | ' | ' | ' |
2013 | 27,000 | ' | ' | ' | ' |
2013 | ' | ' | 106,000 | ' | ' |
2014 | 106,000 | ' | 106,000 | ' | ' |
2015 | 106,000 | ' | 106,000 | ' | ' |
2016 | 106,000 | ' | 106,000 | ' | ' |
2017 | 106,000 | ' | 106,000 | ' | ' |
2018 and beyond | 295,000 | ' | 295,000 | ' | ' |
Net Carrying Amount | 746,000 | ' | 825,000 | ' | ' |
Non-compete agreements | ' | ' | ' | ' | ' |
Goodwill and Intangible Assets | ' | ' | ' | ' | ' |
Intangible assets, gross | 130,000 | ' | 130,000 | ' | ' |
Net Carrying Amount | 35,000 | ' | 84,000 | ' | ' |
Weighted Average Remaining Useful Life | '6 months | ' | '1 year 3 months 18 days | ' | ' |
Total future expected amortization | ' | ' | ' | ' | ' |
2013 | 16,000 | ' | ' | ' | ' |
2013 | ' | ' | 65,000 | ' | ' |
2014 | 19,000 | ' | 19,000 | ' | ' |
Net Carrying Amount | 35,000 | ' | 84,000 | ' | ' |
Capitalized software development costs | ' | ' | ' | ' | ' |
Goodwill and Intangible Assets | ' | ' | ' | ' | ' |
Intangible assets, gross | 1,235,000 | ' | 877,000 | 877,000 | ' |
Net Carrying Amount | 324,000 | ' | 101,000 | ' | ' |
Weighted Average Remaining Useful Life | '3 years | ' | '9 months 18 days | '1 year 8 months 12 days | ' |
Amortization expense | 133,000 | 110,000 | 143,000 | 181,000 | 192,000 |
Total future expected amortization | ' | ' | ' | ' | ' |
2013 | 32,000 | ' | ' | ' | ' |
2013 | ' | ' | 101,000 | ' | ' |
2014 | 238,000 | ' | ' | ' | ' |
2015 | 54,000 | ' | ' | ' | ' |
Net Carrying Amount | $324,000 | ' | $101,000 | ' | ' |
Fair_Value_of_Financial_Instru2
Fair Value of Financial Instruments (Details) (Recurring basis, Level 1, USD $) | Sep. 30, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
In Thousands, unless otherwise specified | |||
Fair Value of Financial Instruments | ' | ' | ' |
Total fair value of financial assets | $138,982 | $42,471 | $63,641 |
Money market funds | ' | ' | ' |
Fair Value of Financial Instruments | ' | ' | ' |
Total fair value of financial assets | 138,957 | 42,446 | 63,616 |
Certificate of deposit | ' | ' | ' |
Fair Value of Financial Instruments | ' | ' | ' |
Total fair value of financial assets | $25 | $25 | $25 |
Balance_Sheet_Components_Detai
Balance Sheet Components (Details) (USD $) | 9 Months Ended | 12 Months Ended | ||||
Sep. 30, 2013 | Sep. 30, 2012 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2010 | Dec. 31, 2009 | |
Cash and cash equivalents | ' | ' | ' | ' | ' | ' |
Cash | $1,938,000 | ' | $1,776,000 | $3,759,000 | ' | ' |
Cash equivalents | ' | ' | ' | ' | ' | ' |
Money market funds | 138,957,000 | ' | 42,446,000 | 63,616,000 | ' | ' |
Certificate of deposit | 25,000 | ' | 25,000 | 25,000 | ' | ' |
Total cash equivalents | 138,982,000 | ' | 42,471,000 | 63,641,000 | ' | ' |
Total | 140,920,000 | 47,712,000 | 44,247,000 | 67,400,000 | 34,457,000 | 8,906,000 |
Property and equipment, net | ' | ' | ' | ' | ' | ' |
Total property and equipment | 17,444,000 | ' | 7,504,000 | 2,146,000 | ' | ' |
Less accumulated depreciation | -4,372,000 | ' | -1,887,000 | -696,000 | ' | ' |
Property and equipment, net | 13,072,000 | ' | 5,617,000 | 1,450,000 | ' | ' |
Depreciation expense | 2,529,000 | 724,000 | 1,191,000 | 463,000 | 157,000 | ' |
Computer equipment | ' | ' | ' | ' | ' | ' |
Property and equipment, net | ' | ' | ' | ' | ' | ' |
Total property and equipment | 11,602,000 | ' | 4,385,000 | 549,000 | ' | ' |
Software | ' | ' | ' | ' | ' | ' |
Property and equipment, net | ' | ' | ' | ' | ' | ' |
Total property and equipment | 1,145,000 | ' | 788,000 | 795,000 | ' | ' |
Office furniture | ' | ' | ' | ' | ' | ' |
Property and equipment, net | ' | ' | ' | ' | ' | ' |
Total property and equipment | 1,199,000 | ' | 803,000 | 343,000 | ' | ' |
Leasehold improvements | ' | ' | ' | ' | ' | ' |
Property and equipment, net | ' | ' | ' | ' | ' | ' |
Total property and equipment | 2,627,000 | ' | 986,000 | 459,000 | ' | ' |
Construction in progress | ' | ' | ' | ' | ' | ' |
Property and equipment, net | ' | ' | ' | ' | ' | ' |
Total property and equipment | $871,000 | ' | $542,000 | ' | ' | ' |
Balance_Sheet_Components_Detai1
Balance Sheet Components (Details 2) (USD $) | 9 Months Ended | ||
In Thousands, unless otherwise specified | Sep. 30, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Accrued expenses and other current liabilities | ' | ' | ' |
Accrued bonuses, commissions and wages | $7,599 | $4,737 | $1,715 |
Liability for employee stock purchase plan | 2,077 | ' | ' |
Accrued vacation | 1,935 | 1,502 | 936 |
Liability payable for unvested stock options exercises | 652 | 523 | 271 |
Accrued legal, consulting and audit fees | 625 | 282 | 343 |
Accrued sales taxes | 311 | 543 | 348 |
Accrued marketing expenses | 1,132 | 395 | 199 |
Accrued other | 1,140 | 963 | 654 |
Total | 15,471 | 8,945 | 4,466 |
Changes in accumulated other comprehensive income | ' | ' | ' |
Beginning balance | 145 | ' | 119 |
Other comprehensive income before reclassifications | -24 | ' | ' |
Ending balance | 121 | ' | 119 |
Foreign Currency Items | ' | ' | ' |
Changes in accumulated other comprehensive income | ' | ' | ' |
Beginning balance | 145 | ' | ' |
Other comprehensive income before reclassifications | -24 | ' | ' |
Ending balance | $121 | ' | ' |
Credit_Facility_Details
Credit Facility (Details) (USD $) | Sep. 30, 2013 | 21-May-12 | Sep. 30, 2013 | Dec. 31, 2012 | Sep. 30, 2013 | Jun. 06, 2013 |
Equipment facility | Original Line of Credit | Original Line of Credit | Original Line of Credit | New line of credit | New line of credit | |
item | item | |||||
Credit facility | ' | ' | ' | ' | ' | ' |
Maximum borrowing capacity | ' | $4,000,000 | ' | ' | ' | $4,500,000 |
Minimum interest rate (as a percent) | ' | 4.00% | ' | ' | 4.00% | ' |
Percentage points above prime rate considered for determining interest rate | ' | 0.75% | ' | ' | 0.75% | ' |
Loan advances | ' | ' | ' | 3,600,000 | 4,500,000 | ' |
Interest payment period | ' | ' | '9 months | ' | '9 months | ' |
Number of equal monthly principal and interest payments | ' | ' | 36 | ' | 36 | ' |
Amount maintained in deposit accounts with bank at all times | ' | ' | 2,000,000 | ' | 2,000,000 | ' |
Percentage of increase in interest rate basis of existence of an event as per loan and security agreement | ' | ' | 5.00% | ' | 5.00% | ' |
Principal | ' | ' | ' | ' | ' | ' |
2013 | ' | ' | ' | 582,000 | ' | ' |
2013 | 290,000 | ' | ' | ' | ' | ' |
2014 | 2,187,000 | ' | ' | 1,188,000 | ' | ' |
2015 | 2,719,000 | ' | ' | 1,238,000 | ' | ' |
2016 | 2,174,000 | ' | ' | 632,000 | ' | ' |
2017 | 479,000 | ' | ' | ' | ' | ' |
Total | 7,849,000 | ' | ' | 3,640,000 | ' | ' |
Interest | ' | ' | ' | ' | ' | ' |
2013 | ' | ' | ' | 137,000 | ' | ' |
2013 | 78,000 | ' | ' | ' | ' | ' |
2014 | 272,000 | ' | ' | 102,000 | ' | ' |
2015 | 168,000 | ' | ' | 53,000 | ' | ' |
2016 | 62,000 | ' | ' | 9,000 | ' | ' |
2017 | 4,000 | ' | ' | ' | ' | ' |
Total | 584,000 | ' | ' | 301,000 | ' | ' |
Total | ' | ' | ' | ' | ' | ' |
2013 | ' | ' | ' | 719,000 | ' | ' |
2013 | 368,000 | ' | ' | ' | ' | ' |
2014 | 2,459,000 | ' | ' | 1,290,000 | ' | ' |
2015 | 2,887,000 | ' | ' | 1,291,000 | ' | ' |
2016 | 2,236,000 | ' | ' | 641,000 | ' | ' |
2017 | 483,000 | ' | ' | ' | ' | ' |
Total | $8,433,000 | ' | ' | $3,941,000 | ' | ' |
Commitments_and_Contingencies_1
Commitments and Contingencies (Details) (USD $) | 9 Months Ended | 12 Months Ended | |||||
Sep. 30, 2013 | Sep. 30, 2012 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2010 | Apr. 15, 2013 | Nov. 25, 2013 | |
sqft | iHance, Inc. | ||||||
Subsequent Event | |||||||
Leases | ' | ' | ' | ' | ' | ' | ' |
Deferred rent | $1,481,000 | ' | $148,000 | $176,000 | ' | ' | ' |
Rent expense under operating leases | 1,985,000 | 906,000 | 1,488,000 | 798,000 | 346,000 | ' | ' |
Capital leases | ' | ' | 0 | ' | ' | ' | ' |
Future minimum operating lease payments | ' | ' | ' | ' | ' | ' | ' |
2013 | ' | ' | 2,367,000 | ' | ' | ' | ' |
2014 | ' | ' | 2,765,000 | ' | ' | ' | ' |
2015 | ' | ' | 3,014,000 | ' | ' | ' | ' |
2016 | ' | ' | 2,072,000 | ' | ' | ' | ' |
Total | ' | ' | 10,218,000 | ' | ' | ' | ' |
Area of office space (in square feet) | ' | ' | ' | ' | ' | 10,406 | ' |
Portland lease | 1,200,000 | ' | ' | ' | ' | ' | ' |
Term of operating lease | '5 years | ' | ' | ' | ' | ' | ' |
Future payments for non-cancellable contractual agreements | ' | ' | ' | ' | ' | ' | ' |
2013 | ' | ' | 2,700,000 | ' | ' | ' | ' |
2014 | ' | ' | 616,000 | ' | ' | ' | ' |
2015 | ' | ' | 113,000 | ' | ' | ' | ' |
Contractual obligation under the software end user agreement | 1,800,000 | ' | ' | ' | ' | ' | ' |
Term of the software end user agreement | '3 years | ' | ' | ' | ' | ' | ' |
Legal Proceedings | ' | ' | ' | ' | ' | ' | ' |
Settlement amount agreed to be paid | ' | ' | ' | ' | ' | ' | $950,000 |
Convertible_Preferred_Stock_De
Convertible Preferred Stock (Details) (USD $) | 0 Months Ended | 12 Months Ended | 9 Months Ended | 12 Months Ended | 9 Months Ended | 12 Months Ended | 9 Months Ended | 12 Months Ended | 0 Months Ended | 9 Months Ended | 12 Months Ended | 0 Months Ended | 9 Months Ended | 12 Months Ended | 0 Months Ended | 9 Months Ended | 12 Months Ended | 0 Months Ended | 9 Months Ended | 12 Months Ended | |||||||||||
17-May-13 | Dec. 31, 2012 | Sep. 30, 2013 | Dec. 31, 2011 | Sep. 30, 2013 | Sep. 30, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Sep. 30, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Sep. 30, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Apr. 09, 2010 | Sep. 30, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Nov. 15, 2010 | Sep. 30, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Sep. 30, 2013 | Nov. 15, 2011 | Sep. 30, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Sep. 30, 2013 | Apr. 17, 2012 | Sep. 30, 2013 | Dec. 31, 2012 | |
Minimum | Series A | Series A | Series A | Series B | Series B | Series B | Series C | Series C | Series C | Series D | Series D | Series D | Series D | Series E | Series E | Series E | Series E | Series E | Series F | Series F | Series F | Series F | Series F | Series G | Series G | Series G | |||||
Convertible Preferred Stock | Convertible Preferred Stock | Convertible Preferred Stock | Convertible Preferred Stock | Convertible Preferred Stock | Convertible Preferred Stock | Convertible Preferred Stock | Convertible Preferred Stock | Convertible Preferred Stock | Convertible Preferred Stock | Convertible Preferred Stock | Convertible Preferred Stock | Convertible Preferred Stock | Convertible Preferred Stock | Convertible Preferred Stock | Convertible Preferred Stock | Convertible Preferred Stock | Convertible Preferred Stock | Convertible Preferred Stock | Convertible Preferred Stock | Convertible Preferred Stock | Convertible Preferred Stock | Convertible Preferred Stock | Convertible Preferred Stock | Convertible Preferred Stock | Convertible Preferred Stock | ||||||
Minimum | Minimum | ||||||||||||||||||||||||||||||
Convertible Preferred Stock | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Gross proceeds from convertible preferred stock issuance | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $10,000,000 | ' | ' | ' | $25,000,000 | ' | ' | ' | ' | $50,000,000 | ' | ' | ' | ' | ' | ' | ' |
Issuance of stock to acquire Crowd Factory, Inc. (in shares) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 842,458 | ' | ' |
Value of stock issued to acquire Crowd Factory, Inc. | ' | 12,300,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 12,300,000 | ' | ' |
Shares Authorized | ' | 51,752,313 | 20,000,000 | 50,067,383 | ' | ' | 10,970,000 | 10,970,000 | ' | 14,492,754 | 14,492,754 | ' | 5,296,950 | 5,296,950 | ' | ' | 4,220,603 | 4,220,603 | ' | ' | 7,511,318 | 7,511,318 | ' | ' | ' | 7,575,758 | 7,575,758 | ' | ' | ' | 1,684,930 |
Convertible preferred stock issued (in shares) | ' | 25,876,142 | 0 | 25,033,684 | ' | ' | 5,485,000 | 5,485,000 | ' | 7,246,376 | 7,246,376 | ' | 2,648,474 | 2,648,474 | 2,110,300 | ' | 2,110,300 | 2,110,300 | 3,755,658 | ' | 3,755,658 | 3,755,658 | ' | 3,787,876 | ' | 3,787,876 | 3,787,876 | ' | ' | ' | 842,458 |
Shares Outstanding | ' | 25,876,142 | 0 | 25,033,684 | ' | ' | 5,485,000 | 5,485,000 | ' | 7,246,376 | 7,246,376 | ' | 2,648,474 | 2,648,474 | ' | ' | 2,110,300 | 2,110,300 | ' | ' | 3,755,658 | 3,755,658 | ' | ' | ' | 3,787,876 | 3,787,876 | ' | ' | ' | 842,458 |
Net Cash Proceeds From Issuance Of Convertible Preferred Stock | ' | 106,821,000 | ' | 106,821,000 | ' | ' | 5,487,000 | 5,487,000 | ' | 9,946,000 | 9,946,000 | ' | 6,543,000 | 6,543,000 | ' | ' | 9,971,000 | 9,971,000 | ' | ' | 24,940,000 | 24,940,000 | ' | ' | ' | 49,934,000 | 49,934,000 | ' | ' | ' | 0 |
Aggregate Liquidation Preference | ' | 119,384,828 | 0 | 107,084,942 | ' | ' | 5,485,000 | 5,485,000 | ' | 10,000,000 | 10,000,000 | ' | 6,600,000 | 6,600,000 | ' | ' | 10,000,000 | 10,000,000 | ' | ' | 25,000,000 | 25,000,000 | ' | ' | ' | 50,000,000 | 50,000,000 | ' | ' | ' | 12,300,000 |
Number of shares of common stock issued upon automatic conversion of convertible preferred stock | 25,876,142 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Conversion ratio of convertible preferred stock | 1 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Dividends | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Noncumulative dividend rates per share, per annum (in dollars per share) | ' | ' | ' | ' | ' | $0.08 | ' | ' | $0.12 | ' | ' | $0.20 | ' | ' | ' | $0.38 | ' | ' | ' | $0.53 | ' | ' | ' | ' | $1.06 | ' | ' | ' | ' | $1.17 | ' |
Preference stock dividend declared (in dollars per share) | ' | ' | ' | ' | ' | $0 | $0 | ' | $0 | $0 | ' | $0 | $0 | ' | ' | $0 | $0 | ' | ' | $0 | $0 | ' | ' | ' | $0 | $0 | ' | ' | ' | $0 | $0 |
Common stock dividend declared (in dollars per share) | ' | ' | ' | ' | ' | $0 | $0 | ' | $0 | $0 | ' | $0 | $0 | ' | ' | $0 | $0 | ' | ' | $0 | $0 | ' | ' | ' | $0 | $0 | ' | ' | ' | $0 | $0 |
Liquidation Preferences | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Liquidation preferences (in dollars per share) | ' | ' | ' | ' | ' | $1 | ' | ' | $1.38 | ' | ' | $2.49 | ' | ' | ' | $4.74 | ' | ' | ' | $6.66 | ' | ' | ' | ' | $13.20 | ' | ' | ' | ' | $14.60 | ' |
Participation cap (in dollars per share) | ' | ' | ' | ' | ' | ' | $3 | ' | ' | $4.14 | ' | ' | $7.48 | ' | ' | ' | $14.22 | ' | ' | ' | $19.97 | ' | ' | ' | ' | $39.60 | ' | ' | ' | ' | ' |
Conversion Rights | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Issue price of share (in dollars per share) | ' | ' | ' | ' | ' | ' | $1 | ' | ' | $1.38 | ' | ' | $2.49 | ' | ' | ' | $4.74 | ' | ' | ' | $6.66 | ' | ' | ' | ' | $13.20 | ' | ' | ' | ' | $14.60 |
Requisite aggregate public offering price for automatic conversion of convertible preferred stock | ' | ' | ' | ' | $40,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Requisite public offering price per share for automatic conversion of convertible preferred stock (in dollars per share) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $13.31 | ' | ' | ' | ' | $19.80 | ' | ' | ' |
Common_Stock_Reserved_for_Issu2
Common Stock Reserved for Issuance (Details) (USD $) | Sep. 30, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2010 |
Common Stock Reserved for Issuance | ' | ' | ' | ' |
Common stock, shares authorized | 1,000,000,000 | 100,000,000 | 75,000,000 | ' |
Common stock, par value (in dollars per share) | $0.00 | $0.00 | $0.00 | ' |
Common stock, shares authorized prior to IPO | 100,000,000 | ' | ' | ' |
Shares of common stock reserved for issuance, on an as-if-converted basis | ' | ' | ' | ' |
Exercise of stock options to purchase common stock (in shares) | 7,359,661 | 6,581,481 | 4,587,344 | 2,350,977 |
Issuances of shares available under stock option plans (in shares) | 3,486,149 | 928,105 | 1,776,912 | 2,538,359 |
Vesting of restricted stock units (in shares) | 422,894 | 328,466 | ' | ' |
Employee stock purchase plan (in shares) | 738,032 | ' | ' | ' |
Conversion of convertible preferred stock (in shares) | ' | 25,876,142 | 25,033,684 | 21,245,808 |
Common stock reserved for issuance (in shares) | 12,006,736 | 33,714,194 | 31,397,940 | 26,135,144 |
Stock_Option_Plans_Details
Stock Option Plans (Details) (USD $) | Sep. 30, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2010 | Sep. 30, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2010 | Dec. 31, 2009 | Sep. 30, 2013 | Dec. 31, 2012 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2012 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2010 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 |
Options | Options | Options | Options | Options | RSUs | RSUs | RSUs | RSUs | 2006 Stock Plan | 2006 Stock Plan | 2006 Stock Plan | 2006 Stock Plan | 2006 Stock Plan | 2006 Stock Plan | 2006 Stock Plan | 2006 Stock Plan | 2006 Stock Plan | 2006 Stock Plan | 2006 Stock Plan | 2013 Equity Incentive Plan | 2013 Equity Incentive Plan | Employee Stock Purchase Plan | Employee Stock Purchase Plan | Employee Stock Purchase Plan | |||||
Minimum | Maximum | Minimum | Maximum | Options | Options | Options | Options | Options | RSUs | Options | Options | Options | Options | Options | |||||||||||||||
Minimum | Minimum | Maximum | |||||||||||||||||||||||||||
Stock Option Plans | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Percentage of fair market value to purchase shares of common stock | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 100.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 85.00% | ' |
Minimum percentage of combined voting power for which exercise price must be at least 110% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 10.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Percentage of fair market value to purchase shares of common stock on ownership of specified minimum combined voting power percentage | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 110.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Exercisable period | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '5 years | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Expiration period from the date of grant | ' | ' | ' | ' | ' | ' | ' | ' | ' | '7 years | ' | ' | ' | ' | ' | ' | ' | '10 years | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of shares available for issuance | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 13,936,678 | 9,434,548 | 9,434,548 | ' | ' | 0 | ' | ' | ' | ' | ' | 9,119,341 | ' | ' | ' | ' |
Stock options to purchase common stock (in shares) | 7,359,661 | 6,581,481 | 4,587,344 | 2,350,977 | 7,359,661 | 6,581,481 | 4,587,344 | 2,350,977 | 1,399,037 | ' | ' | ' | ' | ' | ' | ' | ' | ' | 7,340,914 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Restricted stock units outstanding (in shares) | 422,894 | 328,466 | ' | ' | ' | ' | ' | ' | ' | 422,894 | 328,466 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 167,572 | ' | ' | ' | ' | ' |
Number of business days prior to date of IPO on which plan will be effective | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '1 day | ' | ' | ' | ' |
Number of shares increased annually under the plan which is available for issuance | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 3,250,000 | ' | 650,000 | ' |
Number of shares as a percentage of outstanding shares on last day of preceding fiscal year which are available for issuance | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 5.00% | ' | ' | ' |
Number of additional shares of common stock reserved for issuance under the plan | ' | ' | ' | ' | 4,502,130 | 1,875,000 | 1,762,323 | 2,574,053 | ' | ' | ' | ' | ' | 4,502,130 | 3,637,323 | 3,637,323 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Shares Available for Grant | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Balance at the beginning of the period (in shares) | 3,486,149 | 928,105 | 1,776,912 | 2,538,359 | 928,105 | 1,776,912 | 2,538,359 | 1,167,968 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 738,032 | ' | ' |
Additional shares authorized | ' | ' | ' | ' | 4,502,130 | 1,875,000 | 1,762,323 | 2,574,053 | ' | ' | ' | ' | ' | 4,502,130 | 3,637,323 | 3,637,323 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Granted (in shares) | ' | ' | ' | ' | -2,118,049 | -3,364,447 | -3,167,658 | -1,673,404 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Assumed grants (in shares) | ' | ' | ' | ' | ' | -89,405 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Repurchased (in shares) | ' | ' | ' | ' | 16,697 | 31,646 | 8,437 | 95,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
RSUs granted, net of cancellations/forfeitures (in shares) | ' | ' | ' | ' | -261,787 | -328,466 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Cancelled/forfeited (in shares) | ' | ' | ' | ' | 419,053 | 1,026,865 | 635,451 | 374,742 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Balance at the end of the period (in shares) | 3,486,149 | 928,105 | 1,776,912 | 2,538,359 | 3,486,149 | 928,105 | 1,776,912 | 2,538,359 | 1,167,968 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 738,032 | ' | ' |
Stock Options Outstanding | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Balance at the beginning of the period (in shares) | 7,359,661 | 6,581,481 | 4,587,344 | 2,350,977 | 6,581,481 | 4,587,344 | 2,350,977 | 1,399,037 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Granted (in shares) | ' | ' | ' | ' | 2,118,049 | 3,364,447 | 3,167,658 | 1,673,404 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Assumed grants (in shares) | ' | ' | ' | ' | ' | 89,405 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Exercised (in shares) | ' | ' | ' | ' | -920,816 | -432,850 | -295,840 | -346,722 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Cancelled/forfeited (in shares) | ' | ' | ' | ' | -419,053 | -1,026,865 | -635,451 | -374,742 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Balance at the end of the period (in shares) | 7,359,661 | 6,581,481 | 4,587,344 | 2,350,977 | 7,359,661 | 6,581,481 | 4,587,344 | 2,350,977 | 1,399,037 | ' | ' | ' | ' | ' | ' | ' | ' | ' | 7,340,914 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Exercisable at the end of the period (in shares) | ' | ' | ' | ' | 7,117,037 | 6,108,872 | 4,096,373 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Vested and expected to vest at the end of the period (in shares) | ' | ' | ' | ' | 7,175,253 | 5,910,677 | 3,813,963 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Weighted-Average Exercise Price | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Balance at the beginning of the period (in dollars per share) | ' | ' | ' | ' | $3.21 | $1.92 | $1.09 | $0.41 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Granted (in dollars per share) | ' | ' | ' | ' | $8.26 | $4.53 | $2.47 | $1.47 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Assumed grants (in dollars per share) | ' | ' | ' | ' | ' | $5.46 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Exercised (in dollars per share) | ' | ' | ' | ' | $2.69 | $2.12 | $1.57 | $0.55 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Repurchased (in dollars per share) | ' | ' | ' | ' | $8.66 | $2.10 | $0.22 | $0.74 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Cancelled/forfeited (in dollars per share) | ' | ' | ' | ' | $4.29 | $2.44 | $1.71 | $0.75 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Balance at end of the period (in dollars per share) | ' | ' | ' | ' | $4.67 | $3.21 | $1.92 | $1.09 | $0.41 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Exercisable at the end of the period (in dollars per share) | ' | ' | ' | ' | $4.65 | $3.16 | $1.92 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Vested and expected to vest at the end of the period (in dollars per share) | ' | ' | ' | ' | $4.67 | $3.12 | $1.85 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Weighted-Average Remaining Contractual Life | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Outstanding at the beginning of the period | ' | ' | ' | ' | '7 years 10 months 24 days | '8 years 29 days | '6 years 3 months 18 days | '5 years 8 months 16 days | '5 years 5 months 23 days | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Outstanding at the end of the period | ' | ' | ' | ' | '7 years 10 months 24 days | '8 years 29 days | '6 years 3 months 18 days | '5 years 8 months 16 days | '5 years 5 months 23 days | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Exercisable at the end of the period | ' | ' | ' | ' | '7 years 2 months 16 days | '8 years 14 days | '8 years 9 months 18 days | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Vested and expected to vest at the end of the period | ' | ' | ' | ' | '7 years 10 months 16 days | '7 years 11 months 19 days | '6 years 3 months 11 days | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Aggregate Intrinsic Value | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Outstanding at the beginning of the period | ' | ' | ' | ' | $11,431,000 | $10,629,000 | $3,042,000 | $462,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Outstanding at the end of the period | ' | ' | ' | ' | 200,285,000 | 11,431,000 | 10,629,000 | 3,042,000 | 462,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Exercisable at the end of the period | ' | ' | ' | ' | 193,780,000 | 10,886,000 | 9,485,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Vested and expected to vest at the end of the period | ' | ' | ' | ' | 195,215,000 | 10,825,000 | 9,097,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Additional information | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Vesting period | ' | ' | ' | ' | ' | ' | ' | ' | ' | '4 years | ' | '2 years | '4 years | ' | ' | ' | ' | ' | '4 years | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Percentage of awards which will vest after one year | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 25.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Period of beginning of vesting of awards from grant date | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '1 year | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Weighted average grant date fair value (in dollars per share) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $4.44 | $2.67 | $2.69 | $1.77 | $0.86 | ' | ' | ' | ' | ' | ' |
Total intrinsic value of options exercised | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 13,568,000 | ' | 948,000 | 567,000 | 99,000 | ' | ' | ' | ' | ' | ' |
Total estimated grant date fair value of options vested | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $3,332,000 | ' | $3,122,000 | $740,000 | $191,000 | ' | ' | ' | ' | ' | ' |
Number of shares as a percentage of outstanding shares on first day of fiscal year which are available for issuance | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1.00% | ' |
Maximum percentage of eligible compensation of employees to purchase shares of common stock | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 15.00% |
Percentage of fair market value to purchase shares of common stock | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 100.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 85.00% | ' |
Maximum number of shares that can be purchased by participant during an offering period | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,250 |
Number of shares available for issuance | 3,486,149 | 928,105 | 1,776,912 | 2,538,359 | 3,486,149 | 928,105 | 1,776,912 | 2,538,359 | 1,167,968 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 738,032 | ' | ' |
Stock_Option_Plans_Details_2
Stock Option Plans (Details 2) (Options, USD $) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2013 | Dec. 31, 2012 | |
$0.12 - $1.50 | ' | ' |
Information regarding options outstanding | ' | ' |
Exercise Price, low end of range (in dollars per share) | $0.12 | ' |
Exercise Price, high end of range (in dollars per share) | $1.50 | ' |
Shares Outstanding | ' | ' |
Number of shares | 970,074 | ' |
Weighted Average Exercise Price (in dollars per share) | $1.11 | ' |
Weighted Average Remaining Contractual Term | '6 years 3 months 18 days | ' |
Shares Exercisable | ' | ' |
Number of shares | 935,195 | ' |
Weighted Average Exercise Price (in dollars per share) | $1.09 | ' |
$ 0.12 - $ 0.74 | ' | ' |
Information regarding options outstanding | ' | ' |
Exercise Price, low end of range (in dollars per share) | ' | $0.12 |
Exercise Price, high end of range (in dollars per share) | ' | $0.74 |
Shares Outstanding | ' | ' |
Number of shares | ' | 555,600 |
Weighted Average Exercise Price (in dollars per share) | ' | $0.38 |
Weighted Average Remaining Contractual Term | ' | '5 years 9 months 18 days |
Shares Exercisable | ' | ' |
Number of shares | ' | 555,600 |
Weighted Average Exercise Price (in dollars per share) | ' | $0.38 |
$ 1.50 - $ 1.50 | ' | ' |
Information regarding options outstanding | ' | ' |
Exercise Price, low end of range (in dollars per share) | ' | $1.50 |
Exercise Price, high end of range (in dollars per share) | ' | $1.50 |
Shares Outstanding | ' | ' |
Number of shares | ' | 733,619 |
Weighted Average Exercise Price (in dollars per share) | ' | $1.50 |
Weighted Average Remaining Contractual Term | ' | '7 years 4 months 10 days |
Shares Exercisable | ' | ' |
Number of shares | ' | 632,074 |
Weighted Average Exercise Price (in dollars per share) | ' | $1.50 |
$ 2.38 - $ 2.38 | ' | ' |
Information regarding options outstanding | ' | ' |
Exercise Price, low end of range (in dollars per share) | $2.38 | $2.38 |
Exercise Price, high end of range (in dollars per share) | $2.38 | $2.38 |
Shares Outstanding | ' | ' |
Number of shares | 1,334,867 | 1,678,864 |
Weighted Average Exercise Price (in dollars per share) | $2.38 | $2.38 |
Weighted Average Remaining Contractual Term | '5 years 11 months 16 days | '6 years 8 months 16 days |
Shares Exercisable | ' | ' |
Number of shares | 1,334,867 | 1,677,251 |
Weighted Average Exercise Price (in dollars per share) | $2.38 | $2.38 |
$2.74 - $4.24 | ' | ' |
Information regarding options outstanding | ' | ' |
Exercise Price, low end of range (in dollars per share) | $2.74 | ' |
Exercise Price, high end of range (in dollars per share) | $4.24 | ' |
Shares Outstanding | ' | ' |
Number of shares | 896,001 | ' |
Weighted Average Exercise Price (in dollars per share) | $3.74 | ' |
Weighted Average Remaining Contractual Term | '7 years 6 months | ' |
Shares Exercisable | ' | ' |
Number of shares | 848,833 | ' |
Weighted Average Exercise Price (in dollars per share) | $3.72 | ' |
$ 2.74 - $ 2.88 | ' | ' |
Information regarding options outstanding | ' | ' |
Exercise Price, low end of range (in dollars per share) | ' | $2.74 |
Exercise Price, high end of range (in dollars per share) | ' | $2.88 |
Shares Outstanding | ' | ' |
Number of shares | ' | 369,760 |
Weighted Average Exercise Price (in dollars per share) | ' | $2.78 |
Weighted Average Remaining Contractual Term | ' | '8 years 4 months 10 days |
Shares Exercisable | ' | ' |
Number of shares | ' | 369,760 |
Weighted Average Exercise Price (in dollars per share) | ' | $2.78 |
$ 4.24 - $ 4.24 | ' | ' |
Information regarding options outstanding | ' | ' |
Exercise Price, low end of range (in dollars per share) | ' | $4.24 |
Exercise Price, high end of range (in dollars per share) | ' | $4.24 |
Shares Outstanding | ' | ' |
Number of shares | ' | 810,749 |
Weighted Average Exercise Price (in dollars per share) | ' | $4.24 |
Weighted Average Remaining Contractual Term | ' | '9 years 1 month 13 days |
Shares Exercisable | ' | ' |
Number of shares | ' | 648,915 |
Weighted Average Exercise Price (in dollars per share) | ' | $4.24 |
$ 4.56 - $ 4.56 | ' | ' |
Information regarding options outstanding | ' | ' |
Exercise Price, low end of range (in dollars per share) | $4.56 | $4.56 |
Exercise Price, high end of range (in dollars per share) | $4.56 | $4.56 |
Shares Outstanding | ' | ' |
Number of shares | 1,355,825 | 1,468,949 |
Weighted Average Exercise Price (in dollars per share) | $4.56 | $4.56 |
Weighted Average Remaining Contractual Term | '8 years 7 months 2 days | '9 years 3 months 29 days |
Shares Exercisable | ' | ' |
Number of shares | 1,213,995 | 1,261,332 |
Weighted Average Exercise Price (in dollars per share) | $4.56 | $4.56 |
$ 4.74 - $ 4.74 | ' | ' |
Information regarding options outstanding | ' | ' |
Exercise Price, low end of range (in dollars per share) | ' | $4.74 |
Exercise Price, high end of range (in dollars per share) | ' | $4.74 |
Shares Outstanding | ' | ' |
Number of shares | ' | 744,250 |
Weighted Average Exercise Price (in dollars per share) | ' | $4.74 |
Weighted Average Remaining Contractual Term | ' | '9 years 7 months 2 days |
Shares Exercisable | ' | ' |
Number of shares | ' | 744,250 |
Weighted Average Exercise Price (in dollars per share) | ' | $4.74 |
$4.74 - $4.94 | ' | ' |
Information regarding options outstanding | ' | ' |
Exercise Price, low end of range (in dollars per share) | $4.74 | ' |
Exercise Price, high end of range (in dollars per share) | $4.94 | ' |
Shares Outstanding | ' | ' |
Number of shares | 737,481 | ' |
Weighted Average Exercise Price (in dollars per share) | $4.77 | ' |
Weighted Average Remaining Contractual Term | '8 years 6 months 29 days | ' |
Shares Exercisable | ' | ' |
Number of shares | 737,481 | ' |
Weighted Average Exercise Price (in dollars per share) | $4.77 | ' |
$ 4.90 - $ 4.94 | ' | ' |
Information regarding options outstanding | ' | ' |
Exercise Price, low end of range (in dollars per share) | ' | $4.90 |
Exercise Price, high end of range (in dollars per share) | ' | $4.94 |
Shares Outstanding | ' | ' |
Number of shares | ' | 153,754 |
Weighted Average Exercise Price (in dollars per share) | ' | $4.94 |
Weighted Average Remaining Contractual Term | ' | '9 years 5 months 23 days |
Shares Exercisable | ' | ' |
Number of shares | ' | 153,754 |
Weighted Average Exercise Price (in dollars per share) | ' | $4.94 |
$ 5.44 - $ 5.44 | ' | ' |
Information regarding options outstanding | ' | ' |
Exercise Price, low end of range (in dollars per share) | $5.44 | $5.44 |
Exercise Price, high end of range (in dollars per share) | $5.44 | $5.44 |
Shares Outstanding | ' | ' |
Number of shares | 23,094 | 63,456 |
Weighted Average Exercise Price (in dollars per share) | $5.44 | $5.44 |
Weighted Average Remaining Contractual Term | '7 years 4 months 17 days | '7 years 9 months 4 days |
Shares Exercisable | ' | ' |
Number of shares | 23,094 | 63,456 |
Weighted Average Exercise Price (in dollars per share) | $5.44 | $5.44 |
$ 7.42 - $ 7.42 | ' | ' |
Information regarding options outstanding | ' | ' |
Exercise Price, low end of range (in dollars per share) | $7.42 | ' |
Exercise Price, high end of range (in dollars per share) | $7.42 | ' |
Shares Outstanding | ' | ' |
Number of shares | 1,680,499 | ' |
Weighted Average Exercise Price (in dollars per share) | $7.42 | ' |
Weighted Average Remaining Contractual Term | '9 years 4 months 10 days | ' |
Shares Exercisable | ' | ' |
Number of shares | 1,680,499 | ' |
Weighted Average Exercise Price (in dollars per share) | $7.42 | ' |
$ 9.24 - $ 9.24 | ' | ' |
Information regarding options outstanding | ' | ' |
Exercise Price, low end of range (in dollars per share) | $9.24 | $9.24 |
Exercise Price, high end of range (in dollars per share) | $9.24 | $9.24 |
Shares Outstanding | ' | ' |
Number of shares | 2,480 | 2,480 |
Weighted Average Exercise Price (in dollars per share) | $9.24 | $9.24 |
Weighted Average Remaining Contractual Term | '5 years 10 months 28 days | '6 years 7 months 24 days |
Shares Exercisable | ' | ' |
Number of shares | 2,480 | 2,480 |
Weighted Average Exercise Price (in dollars per share) | $9.24 | $9.24 |
$ 0.12 - $ 9.24 | ' | ' |
Information regarding options outstanding | ' | ' |
Exercise Price, low end of range (in dollars per share) | ' | $0.12 |
Exercise Price, high end of range (in dollars per share) | ' | $9.24 |
Shares Outstanding | ' | ' |
Number of shares | ' | 6,581,481 |
Weighted Average Exercise Price (in dollars per share) | ' | $3.21 |
Weighted Average Remaining Contractual Term | ' | '8 years 29 days |
Shares Exercisable | ' | ' |
Number of shares | ' | 6,108,872 |
Weighted Average Exercise Price (in dollars per share) | ' | $3.16 |
$ 12.00 - $ 12.00 | ' | ' |
Information regarding options outstanding | ' | ' |
Exercise Price, low end of range (in dollars per share) | $12 | ' |
Exercise Price, high end of range (in dollars per share) | $12 | ' |
Shares Outstanding | ' | ' |
Number of shares | 340,593 | ' |
Weighted Average Exercise Price (in dollars per share) | $12 | ' |
Weighted Average Remaining Contractual Term | '9 years 6 months 29 days | ' |
Shares Exercisable | ' | ' |
Number of shares | 340,593 | ' |
Weighted Average Exercise Price (in dollars per share) | $12 | ' |
$ 17.66 - $ 17.66 | ' | ' |
Information regarding options outstanding | ' | ' |
Exercise Price, low end of range (in dollars per share) | $17.66 | ' |
Exercise Price, high end of range (in dollars per share) | $17.66 | ' |
Shares Outstanding | ' | ' |
Number of shares | 18,747 | ' |
Weighted Average Exercise Price (in dollars per share) | $17.66 | ' |
Weighted Average Remaining Contractual Term | '9 years 8 months 16 days | ' |
$ 0.12 - $ 17.66 | ' | ' |
Information regarding options outstanding | ' | ' |
Exercise Price, low end of range (in dollars per share) | $0.12 | ' |
Exercise Price, high end of range (in dollars per share) | $17.66 | ' |
Shares Outstanding | ' | ' |
Number of shares | 7,359,661 | ' |
Weighted Average Exercise Price (in dollars per share) | $4.67 | ' |
Weighted Average Remaining Contractual Term | '7 years 10 months 24 days | ' |
Shares Exercisable | ' | ' |
Number of shares | 7,117,037 | ' |
Weighted Average Exercise Price (in dollars per share) | $4.65 | ' |
Stock_Option_Plans_Details_3
Stock Option Plans (Details 3) (USD $) | 9 Months Ended | 12 Months Ended | |||
In Thousands, except Share data, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2010 |
Assumptions used for estimation of fair value | ' | ' | ' | ' | ' |
Stock based compensation expense recognized | $5,640 | $2,160 | $2,972 | $1,309 | $319 |
Number of RSUs | ' | ' | ' | ' | ' |
Balance at the beginning of the period (in shares) | 328,466 | ' | ' | ' | ' |
Balance at the end of the period (in shares) | 422,894 | ' | 328,466 | ' | ' |
Employee Stock Purchase Plan | ' | ' | ' | ' | ' |
Assumptions used for estimation of fair value | ' | ' | ' | ' | ' |
Expected term | '9 months | ' | ' | ' | ' |
Risk-free interest rate (as a percent) | 0.11% | ' | ' | ' | ' |
Expected volatility (as a percent) | 42.00% | ' | ' | ' | ' |
Expected dividend rate (as a percent) | 0.00% | ' | ' | ' | ' |
Options | ' | ' | ' | ' | ' |
Assumptions used for estimation of fair value | ' | ' | ' | ' | ' |
Expected term | '6 years | '6 years | '6 years | '6 years | '6 years |
Risk-free interest rate (as a percent) | ' | ' | 1.02% | 2.14% | 2.18% |
Expected volatility (as a percent) | ' | ' | 65.00% | 84.00% | 66.00% |
Expected dividend rate (as a percent) | 0.00% | 0.00% | 0.00% | 0.00% | 0.00% |
Options | Minimum | ' | ' | ' | ' | ' |
Assumptions used for estimation of fair value | ' | ' | ' | ' | ' |
Risk-free interest rate (as a percent) | 0.86% | 0.80% | ' | ' | ' |
Expected volatility (as a percent) | 57.00% | 63.00% | ' | ' | ' |
Options | Maximum | ' | ' | ' | ' | ' |
Assumptions used for estimation of fair value | ' | ' | ' | ' | ' |
Risk-free interest rate (as a percent) | 1.38% | 1.09% | ' | ' | ' |
Expected volatility (as a percent) | 58.00% | 70.00% | ' | ' | ' |
Stock-based compensation from performance based restricted stock units | ' | ' | ' | ' | ' |
Assumptions used for estimation of fair value | ' | ' | ' | ' | ' |
Vesting period | '4 years | ' | ' | ' | ' |
Stock based compensation expense recognized | 1,200 | ' | ' | ' | ' |
Number of RSUs | ' | ' | ' | ' | ' |
Balance at the beginning of the period (in shares) | 328,466 | ' | ' | ' | ' |
RSUs Granted (in shares) | 276,225 | ' | 341,466 | ' | ' |
RSUs vested (in shares) | -167,359 | ' | ' | ' | ' |
RSUs Cancelled/Forfeited (in shares) | -14,438 | ' | -13,000 | ' | ' |
Balance at the end of the period (in shares) | 422,894 | ' | 328,466 | ' | ' |
Weighted Average Grant Date Fair Value | ' | ' | ' | ' | ' |
Balance at the beginning of the period (in dollars per share) | $4.58 | ' | ' | ' | ' |
RSUs Granted (in dollars per share) | $25.88 | ' | $4.58 | ' | ' |
RSUs vested (in dollars per share) | $16.50 | ' | ' | ' | ' |
RSUs Cancelled/Forfeited (in dollars per share) | $5.01 | ' | $4.56 | ' | ' |
Balance at the end of the period (in dollars per share) | $18.48 | ' | $4.58 | ' | ' |
Aggregate Intrinsic Value | ' | ' | ' | ' | ' |
Balance at the end of the period (in dollars) | $13,482 | ' | $2,437 | ' | ' |
Stock-based compensation from performance based restricted stock units | Minimum | ' | ' | ' | ' | ' |
Assumptions used for estimation of fair value | ' | ' | ' | ' | ' |
Vesting period | '2 years | ' | ' | ' | ' |
Stock-based compensation from performance based restricted stock units | Maximum | ' | ' | ' | ' | ' |
Assumptions used for estimation of fair value | ' | ' | ' | ' | ' |
Vesting period | '4 years | ' | ' | ' | ' |
Stock_Option_Plans_Details_4
Stock Option Plans (Details 4) (USD $) | 9 Months Ended | 12 Months Ended | |||
In Thousands, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2010 |
Stock Option Plans | ' | ' | ' | ' | ' |
Stock-based compensation expense | $5,640 | $2,160 | $2,972 | $1,309 | $319 |
Total unrecognized compensation cost related to unvested awards not yet recognized | ' | ' | ' | ' | ' |
Unrecognized Expense | 17,357 | ' | 9,385 | ' | ' |
Employee Stock Purchase Plan | ' | ' | ' | ' | ' |
Total unrecognized compensation cost related to unvested awards not yet recognized | ' | ' | ' | ' | ' |
Unrecognized Expense | 574 | ' | ' | ' | ' |
Average Expected Recognition Period | '4 months 20 days | ' | ' | ' | ' |
Stock-based compensation from performance based restricted stock units | ' | ' | ' | ' | ' |
Stock Option Plans | ' | ' | ' | ' | ' |
Stock-based compensation expense | 1,200 | ' | ' | ' | ' |
Total unrecognized compensation cost related to unvested awards not yet recognized | ' | ' | ' | ' | ' |
Unrecognized Expense | 5,366 | ' | 1,505 | ' | ' |
Average Expected Recognition Period | '2 years 8 months 1 day | ' | ' | ' | ' |
Options | ' | ' | ' | ' | ' |
Total unrecognized compensation cost related to unvested awards not yet recognized | ' | ' | ' | ' | ' |
Unrecognized Expense | $11,417 | ' | $7,880 | ' | ' |
Average Expected Recognition Period | '2 years 8 months 8 days | ' | '2 years 11 months 5 days | ' | ' |
Net_Loss_per_Share_Details
Net Loss per Share (Details) (USD $) | 9 Months Ended | 12 Months Ended | |||
In Thousands, except Share data, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2010 |
Numerator: | ' | ' | ' | ' | ' |
Net loss | ($31,865) | ($26,349) | ($34,385) | ($22,606) | ($11,817) |
Denominator: | ' | ' | ' | ' | ' |
Weighted-average common shares outstanding | 20,320,000 | 2,901,000 | 2,934,000 | 2,489,000 | 2,338,000 |
Less: Weighted-average unvested common shares subject to repurchase or forfeiture | -176,000 | -159,000 | -128,000 | -215,000 | -366,000 |
Weighted-average shares used in computing net loss per share of common stock, basic and diluted | 20,144,000 | 2,742,000 | 2,806,000 | 2,274,000 | 1,972,000 |
Net loss per share of common stock, basic and diluted (in dollars per share) | ($1.58) | ($9.61) | ($12.26) | ($9.94) | ($5.99) |
Potentially dilutive securities that were excluded from the diluted per share | ' | ' | ' | ' | ' |
Potentially dilutive securities excluded from the diluted per share calculation | 8,197,329 | 32,974,668 | 32,946,021 | 29,847,716 | 23,946,469 |
Convertible preferred stock | ' | ' | ' | ' | ' |
Potentially dilutive securities that were excluded from the diluted per share | ' | ' | ' | ' | ' |
Potentially dilutive securities excluded from the diluted per share calculation | ' | 25,876,142 | 25,876,142 | 25,033,684 | 21,245,808 |
Stock options to purchase common stock | ' | ' | ' | ' | ' |
Potentially dilutive securities that were excluded from the diluted per share | ' | ' | ' | ' | ' |
Potentially dilutive securities excluded from the diluted per share calculation | 7,359,661 | 6,659,464 | 6,581,481 | 4,587,344 | 2,350,977 |
Employee Stock Purchase Plan | ' | ' | ' | ' | ' |
Potentially dilutive securities that were excluded from the diluted per share | ' | ' | ' | ' | ' |
Potentially dilutive securities excluded from the diluted per share calculation | 257,194 | ' | ' | ' | ' |
Common stock held in escrow | ' | ' | ' | ' | ' |
Potentially dilutive securities that were excluded from the diluted per share | ' | ' | ' | ' | ' |
Potentially dilutive securities excluded from the diluted per share calculation | ' | 11,872 | 11,872 | ' | ' |
Common stock subject to repurchase | ' | ' | ' | ' | ' |
Potentially dilutive securities that were excluded from the diluted per share | ' | ' | ' | ' | ' |
Potentially dilutive securities excluded from the diluted per share calculation | 157,580 | 106,971 | 148,060 | 226,688 | 349,684 |
Restricted stock units | ' | ' | ' | ' | ' |
Potentially dilutive securities that were excluded from the diluted per share | ' | ' | ' | ' | ' |
Potentially dilutive securities excluded from the diluted per share calculation | 422,894 | 320,219 | 328,466 | ' | ' |
Income_Taxes_Details
Income Taxes (Details) (USD $) | 9 Months Ended | 12 Months Ended | |||
Sep. 30, 2013 | Sep. 30, 2012 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2010 | |
Loss before provision for income taxes: | ' | ' | ' | ' | ' |
Domestic | ' | ' | ($29,119,000) | ($20,295,000) | ($11,816,000) |
Foreign | ' | ' | -5,247,000 | -2,305,000 | ' |
Loss before provision for income taxes | -31,819,000 | -26,344,000 | -34,366,000 | -22,600,000 | -11,816,000 |
Current tax provision: | ' | ' | ' | ' | ' |
State | ' | ' | 3,000 | 6,000 | 1,000 |
Foreign | ' | ' | 16,000 | ' | ' |
Total current tax provision | 0 | 0 | 19,000 | 6,000 | 1,000 |
Total provision for income taxes | 46,000 | 5,000 | 19,000 | 6,000 | 1,000 |
Items accounting for the difference between income taxes computed at the federal statutory rate and the provision for income taxes | ' | ' | ' | ' | ' |
Federal statutory rate (as a percent) | ' | ' | 34.00% | 34.00% | 34.00% |
Stock-based compensation (as a percent) | ' | ' | -1.54% | -0.86% | -0.42% |
Valuation allowance (as a percent) | ' | ' | -26.85% | -31.06% | -38.66% |
Foreign rate differential (as a percent) | ' | ' | -5.24% | -3.47% | 0.00% |
Federal research and development credit (as a percent) | ' | ' | 0.00% | 1.51% | 1.93% |
Other (as a percent) | ' | ' | -0.43% | -0.15% | 3.15% |
Effective income tax rate (as a percent) | ' | ' | -0.06% | -0.03% | 0.00% |
Deferred tax assets: | ' | ' | ' | ' | ' |
Accounts receivable principally due to allowance for doubtful accounts | ' | ' | 107,000 | 90,000 | 32,000 |
Compensated absences, principally due to accruals for financial reporting purposes | ' | ' | 1,604,000 | 366,000 | 158,000 |
Net operating loss carryforwards | ' | ' | 30,251,000 | 16,570,000 | 9,140,000 |
Federal tax credits | ' | ' | 783,000 | 783,000 | 442,000 |
State tax credits | ' | ' | 771,000 | 508,000 | 280,000 |
Other deductible temporary differences | ' | ' | 521,000 | 487,000 | 213,000 |
Stock-based compensation | ' | ' | 792,000 | 351,000 | 70,000 |
Deferred revenue | ' | ' | ' | ' | 47,000 |
Total deferred tax assets | ' | ' | 34,829,000 | 19,155,000 | 10,382,000 |
Deferred tax liabilities: | ' | ' | ' | ' | ' |
Capitalized software development | ' | ' | -37,000 | -98,000 | -164,000 |
Acquired intangible assets | ' | ' | -964,000 | ' | ' |
Total deferred tax liability | ' | ' | -1,001,000 | -98,000 | -164,000 |
Valuation allowance | ' | ' | -33,828,000 | -19,057,000 | -10,218,000 |
Net deferred taxes | ' | ' | 0 | 0 | ' |
Increase in net valuation allowance | ' | ' | $14,800,000 | $8,800,000 | ' |
Income_Taxes_Details_2
Income Taxes (Details 2) (USD $) | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2010 |
In Thousands, unless otherwise specified | |||
Net operating loss carryforwards | ' | ' | ' |
Net operating loss carryforwards | $149,188 | $83,943 | $45,550 |
Federal | ' | ' | ' |
Net operating loss carryforwards | ' | ' | ' |
Net operating loss carryforwards | 73,491 | 41,554 | 23,958 |
California | ' | ' | ' |
Net operating loss carryforwards | ' | ' | ' |
Net operating loss carryforwards | 68,906 | 40,278 | 21,592 |
Foreign | ' | ' | ' |
Net operating loss carryforwards | ' | ' | ' |
Net operating loss carryforwards | $6,791 | $2,111 | ' |
Income_Taxes_Details_3
Income Taxes (Details 3) (USD $) | 9 Months Ended | |||
Sep. 30, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2010 | |
Credit carryforwards | ' | ' | ' | ' |
Credit carryforwards | ' | $1,952,000 | $1,553,000 | $866,000 |
Reduction of net operating losses as a result of previous ownership changes | 1,200,000 | ' | ' | ' |
Reduction of research and development credits as a result of previous ownership changes | 8,000 | ' | ' | ' |
Uncertain Tax Positions | ' | ' | ' | ' |
Unrecognized tax benefits | 0 | 0 | ' | ' |
Federal | Research and development | ' | ' | ' | ' |
Credit carryforwards | ' | ' | ' | ' |
Credit carryforwards | ' | 783,000 | 783,000 | 442,000 |
Benefit due to retroactive extension | 345,000 | ' | ' | ' |
Net benefit due to retroactive extension | 0 | ' | ' | ' |
California | Research and development | ' | ' | ' | ' |
Credit carryforwards | ' | ' | ' | ' |
Credit carryforwards | ' | $1,169,000 | $770,000 | $424,000 |
Segment_Information_and_Inform2
Segment Information and Information about Geographic Areas (Details) (USD $) | 9 Months Ended | 12 Months Ended | |||
In Thousands, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2010 |
item | |||||
Segment Information and Information about Geographic Areas | ' | ' | ' | ' | ' |
Number of business segments | 1 | ' | ' | ' | ' |
Total revenue and long-lived assets by geographic area | ' | ' | ' | ' | ' |
Revenue | $67,747 | $41,566 | $58,413 | $32,392 | $14,032 |
Long-lived assets | 13,072 | ' | 5,617 | 1,450 | ' |
United States | ' | ' | ' | ' | ' |
Total revenue and long-lived assets by geographic area | ' | ' | ' | ' | ' |
Revenue | 58,023 | 36,467 | 50,910 | 28,913 | 12,551 |
Long-lived assets | 12,829 | ' | 5,369 | 1,199 | ' |
EMEA | ' | ' | ' | ' | ' |
Total revenue and long-lived assets by geographic area | ' | ' | ' | ' | ' |
Revenue | 4,913 | 2,505 | 3,686 | 1,538 | 640 |
Long-lived assets | 239 | ' | 248 | 251 | ' |
Other | ' | ' | ' | ' | ' |
Total revenue and long-lived assets by geographic area | ' | ' | ' | ' | ' |
Revenue | 4,811 | 2,594 | 3,817 | 1,941 | 841 |
Long-lived assets | $4 | ' | ' | ' | ' |
Subsequent_Events_Details
Subsequent Events (Details) | Sep. 30, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2010 | Sep. 30, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2010 | Dec. 31, 2009 | Sep. 30, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | 3-May-13 | Feb. 28, 2013 | 1-May-13 | 1-May-13 |
Stock options | Stock options | Stock options | Stock options | Stock options | 2006 Stock Plan | 2006 Stock Plan | 2006 Stock Plan | 2006 Stock Plan | 2013 Equity Incentive Plan | 2013 Employee Stock Purchase Plan | Subsequent Event | Subsequent Event | Subsequent Event | Subsequent Event | |||||
Stock options | Stock options | Stock options | 2006 Stock Plan | 2013 Equity Incentive Plan | 2013 Employee Stock Purchase Plan | ||||||||||||||
Stock options | Stock options | ||||||||||||||||||
Subsequent events | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Increase in maximum number of shares of common stock authorized for issuance | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,550,000 | ' | ' |
Maximum number of shares of common stock authorized for issuance | ' | ' | ' | ' | ' | ' | ' | ' | ' | 13,936,678 | 9,434,548 | 9,434,548 | 0 | 9,119,341 | ' | ' | 10,984,548 | ' | ' |
Reverse Stock Split | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Common stock reverse split, conversion ratio | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 0.5 | ' | ' | ' |
Number of shares of outstanding common stock before exercise of option | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2 | ' | ' | ' |
Number of shares of outstanding preferred stock before exercise of option | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2 | ' | ' | ' |
Number of shares of outstanding common stock after exercise of option | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1 | ' | ' | ' |
Number of shares of outstanding preferred stock after exercise of option | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1 | ' | ' | ' |
Number of business days prior to date of registration statement for Company's initial public offering | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '1 day | ' | ' | ' | '1 day | ' |
Total common stock reserved for issuance (in shares) | 12,006,736 | 33,714,194 | 31,397,940 | 26,135,144 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2,952,130 | ' |
Total number of common stock available for sale (in shares) | 3,486,149 | 928,105 | 1,776,912 | 2,538,359 | 3,486,149 | 928,105 | 1,776,912 | 2,538,359 | 1,167,968 | ' | ' | ' | ' | ' | 738,032 | ' | ' | ' | 738,032 |