Angie's List 10-Q 4 May 17 2017 Q1 Quarterly report Financial data

Document And Entity Information

Document And Entity Information - shares	3 Months Ended
	Mar. 31, 2017	May 01, 2017
Document and Entity Information [Abstract]
Entity Registrant Name	Angie's List, Inc.
Entity Central Index Key	1,491,778
Current Fiscal Year End Date	--12-31
Entity Filer Category	Accelerated Filer
Document Type	10-Q
Document Period End Date	Mar. 31, 2017
Document Fiscal Year Focus	2,017
Document Fiscal Period Focus	Q1
Amendment Flag	false
Entity Common Stock, Shares Outstanding		59,866,659

Consolidated Balance Sheets

Consolidated Balance Sheets - USD ($)	Mar. 31, 2017	Dec. 31, 2016
Assets
Cash and cash equivalents	$ 28,789,000	$ 22,402,000
Short-term investments	12,200,000	16,541,000
Accounts receivable, net of allowance for doubtful accounts of $3,456 and $3,296 at March 31, 2017 and December 31, 2016, respectively	15,793,000	16,371,000
Prepaid expenses and other current assets	20,674,000	17,002,000
Total current assets	77,456,000	72,316,000
Property, equipment and software, net	80,494,000	82,714,000
Goodwill	1,145,000	1,145,000
Amortizable intangible assets, net	1,054,000	1,219,000
Total assets	160,149,000	157,394,000
Liabilities and stockholders’ equity
Accounts payable	4,179,000	2,886,000
Accrued liabilities	22,466,000	23,128,000
Less current maturities	2,250,000	1,500,000
Total current liabilities	92,027,000	93,019,000
Long-term debt, net	55,629,000	56,142,000
Other liabilities, noncurrent	726,000	1,245,000
Total liabilities	150,447,000	152,894,000
Commitments and contingencies (Note 8)	0	0
Stockholders’ equity:
Preferred stock, $0.001 par value: 10,000,000 shares authorized, no shares issued or outstanding at March 31, 2017 and December 31, 2016	0	0
Common stock, $0.001 par value: 300,000,000 shares authorized, 68,262,657 and 67,979,486 shares issued and 59,702,135 and 59,420,774 shares outstanding at March 31, 2017 and December 31, 2016, respectively	68,000	68,000
Additional paid-in-capital	293,419,000	290,182,000
Treasury stock, at cost: 8,560,522 and 8,558,712 shares of common stock at March 31, 2017 and December 31, 2016, respectively	(23,734,000)	(23,719,000)
Accumulated deficit	(260,051,000)	(262,031,000)
Total stockholders’ equity	9,702,000	4,500,000
Total liabilities and stockholders’ equity	160,149,000	157,394,000
Deferred membership revenue [Member]
Liabilities and stockholders’ equity
Deferred revenue, current	20,448,000	23,208,000
Deferred revenue, noncurrent	1,624,000	2,032,000
Deferred advertising revenue [Member]
Liabilities and stockholders’ equity
Deferred revenue, current	42,684,000	42,297,000
Deferred revenue, noncurrent	$ 441,000	$ 456,000

Consolidated Balance Sheets (Pa

Consolidated Balance Sheets (Parentheticals) - USD ($) $ in Thousands	Mar. 31, 2017	Dec. 31, 2016
Statement of Financial Position [Abstract]
Allowance for doubtful accounts	$ 3,456	$ 3,296
Preferred stock, par value (in Dollars per share)	$ 0.001	$ 0.001
Preferred stock, shares authorized	10,000,000	10,000,000
Preferred stock, shares issued	0	0
Preferred stock, shares outstanding	0	0
Common stock, par value (in Dollars per share)	$ 0.001	$ 0.001
Common stock, shares authorized	300,000,000	300,000,000
Common stock, shares issued	68,262,657	67,979,486
Common stock, shares outstanding	59,702,135	59,420,774
Treasury stock, at cost, shares of common stock	8,560,522	8,558,712

Consolidated Statements of Oper

Consolidated Statements of Operations - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016
Revenue
Membership	$ 11,524	$ 16,334
Service provider	61,608	67,522
Total revenue	73,132	83,856
Operating expenses
Operations and support	8,287	12,209
Selling	26,357	27,832
Marketing	9,823	19,115
Product and technology	14,313	10,034
General and administrative	10,866	18,685
Operating income (loss)	3,486	(4,019)
Interest expense, net	1,496	616
Income (loss) before income taxes	1,990	(4,635)
Income tax expense	10	7
Net income (loss)	$ 1,980	$ (4,642)
Earnings per common share (in USD per share)	$ 0.03	$ (0.08)
Income (loss) per common share (in USD per share)	$ 0.03	$ (0.08)
Weighted-average number of common shares outstanding — basic	59,508,503	58,613,879
Weighted-average number of common shares outstanding — diluted	59,861,900	58,613,879

Consolidated Statements of Cash

Consolidated Statements of Cash Flows - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016
Operating activities
Net income (loss)	$ 1,980	$ (4,642)
Adjustments to reconcile net income (loss) to net cash provided by operating activities:
Depreciation and amortization	4,001	1,675
Amortization of debt discount, deferred financing fees and bond premium	237	167
Non-cash stock-based compensation expense	3,256	3,665
Non-cash long-lived asset impairment charge	190	0
Non-cash loss on disposal of long-lived assets	2	153
Deferred income taxes	5	0
Changes in certain assets:
Accounts receivable, net	578	807
Prepaid expenses and other current assets	(3,672)	(3,080)
Changes in certain liabilities:
Accounts payable	1,483	(490)
Accrued liabilities	(1,072)	14,609
Net cash provided by operating activities	4,192	9,201
Investing activities
Purchases of investments	0	(4,071)
Sales of investments	4,341	4,320
Property, equipment and software	(134)	(904)
Capitalized website and software development costs	(1,906)	(5,489)
Intangible assets	(31)	(122)
Net cash provided by (used in) investing activities	2,270	(6,266)
Financing activities
Proceeds from exercise of stock options	48	2
Taxes paid on behalf of employees related to net share settlement	(67)	(127)
Purchases of treasury stock	(15)	0
Payments on capital lease obligation	(41)	(57)
Net cash (used in) financing activities	(75)	(182)
Net increase in cash and cash equivalents	6,387	2,753
Cash and cash equivalents, beginning of period	22,402	32,599
Cash and cash equivalents, end of period	28,789	35,352
Supplemental cash flow disclosures
Capital expenditures incurred but not yet paid	65	1,010
Deferred advertising revenue [Member]
Changes in certain liabilities:
Deferred revenue	372	(608)
Deferred membership revenue [Member]
Changes in certain liabilities:
Deferred revenue	$ (3,168)	$ (3,055)

Description of Business, Basis

Description of Business, Basis of Presentation and Summary of Significant Accounting Policies	3 Months Ended
	Mar. 31, 2017
Accounting Policies [Abstract]
Description of Business, Basis of Presentation and Summary of Significant Accounting Policies	Description of Business, Basis of Presentation and Summary of Significant Accounting Policies Angie’s List, Inc. (collectively with its wholly owned subsidiaries, the “Company”, “we”, “us” or “our”) operates a national local services consumer review service and marketplace where members can research, shop for and purchase local services for critical needs, as well as rate and review the providers of these services. Ratings and reviews, which are available to members free-of-charge, assist members in identifying and hiring a provider for their local service needs. The Company’s services are provided in markets located across the continental United States. Basis of Presentation The accompanying unaudited condensed consolidated financial statements were prepared in conformity with accounting principles generally accepted in the United States (“U.S. GAAP”) for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X of the Securities Exchange Act of 1934. Certain information and footnote disclosures normally included in financial statements prepared in accordance with U.S. GAAP were condensed or omitted pursuant to such rules and regulations. Accordingly, the accompanying unaudited condensed consolidated financial statements do not include all information and footnotes necessary for fair presentation of financial position, results of operations and cash flows in conformity with U.S. GAAP and should be read in conjunction with the audited consolidated financial statements and the notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2016 . The accompanying unaudited condensed consolidated balance sheet as of December 31, 2016 was derived from the audited consolidated financial statements as of that date but does not include all disclosures required by U.S. GAAP, including certain notes thereto. The condensed consolidated financial statements reflect all adjustments of a normal recurring nature considered, in the opinion of management, necessary to fairly report the results for the periods presented. Operating results from interim periods are not necessarily indicative of results to be expected for the fiscal year as a whole. For additional information, including a discussion of the Company’s significant accounting policies, refer to the audited consolidated financial statements and the notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2016 . Operating Segments Operating segments are defined as components of an enterprise engaging in business activities for which discrete financial information is available and regularly reviewed by the chief operating decision maker in deciding how to allocate resources and in assessing performance. The Company manages its business on the basis of one operating segment. Principles of Consolidation The condensed consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries. All significant intercompany accounts and transactions are eliminated in consolidation. Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect amounts reported in the condensed consolidated financial statements and accompanying notes as well as the disclosure of contingent assets and liabilities and reported revenue and expenses. Actual results could differ from those estimates. Significant Accounting Policies During the three months ended March 31, 2017 , there were no material changes to the Company’s significant accounting policies from those described in the Company’s Annual Report on Form 10-K for the year ended December 31, 2016 . Prior Year Presentation In connection with the Company’s early adoption of Financial Accounting Standards Board (the “FASB”) Accounting Standards Update No. 2016-09 during the third quarter of 2016, the Company was required to record a modified retrospective transition adjustment at the time of adoption to reflect an increase in stock-based compensation expense for 2016 related to the Company’s forfeitures election under the new standard. Although this adjustment was recorded during the third quarter of 2016, given the modified retrospective nature of the adjustment, the Company was precluded from presenting the full amount of the adjustment for the quarter ended September 30, 2016 and was instead required to update amounts previously reported, yielding a retrospective increase to general and administrative expense for the quarter ended March 31, 2016. As a result, the general and administrative expense, operating loss, net loss and corresponding per share figures presented in the condensed consolidated statement of operations for the three months ended March 31, 2016 differ from amounts previously reported. Income Taxes - Valuation Allowance The Company evaluates whether it will realize the benefits of its net deferred tax assets and establishes a valuation allowance to reduce the carrying value of its deferred tax assets to the amount considered more likely than not to be recognized. Deferred tax assets arise as a result of tax loss carryforwards and various differences between the book basis and the tax basis of such assets. The Company periodically reviews the deferred tax assets for recoverability based on historical taxable income, projected future taxable income and the expected timing of the reversals of existing temporary differences. Should there be a change in the ability to recover deferred tax assets, the tax provision would be adjusted in the period in which the assessment is changed. There was no change to the Company’s assessment during the three months ended March 31, 2017 . While the Company reported net income for the three months ended March 31, 2017 , any taxable income for the period will ultimately be reduced by net operating loss carryforwards. The Company maintains a full valuation allowance against its deferred tax assets, and as a result, there is no federal income tax expense recorded in the condensed consolidated statement of operations for the three months ended March 31, 2017 . Contractual Obligations The Company’s contractual obligations primarily consist of long-term operating leases expiring through 2021 and long-term debt comprised of a $60,000 term loan scheduled to mature on September 26, 2019. In March 2017, the Company provided notice of termination, effective May 1, 2018, of an operating lease for office space that was previously scheduled to conclude in April 2020, yielding a reduction in the Company’s future minimum lease payment obligations. There were no other significant changes in the Company’s contractual obligations during the three months ended March 31, 2017 from those disclosed in the Company’s Annual Report on Form 10-K for the year ended December 31, 2016 . Total combined future minimum payment obligations as of March 31, 2017 under long-term operating leases amounted to approximately $3,049 , including $1,599 in 2017, $933 in 2018, $369 in 2019, $140 in 2020 and $8 in 2021. The Company had $57,879 in outstanding borrowings, net of unamortized deferred financing fees and unamortized fees paid to the lender, under the term loan as of March 31, 2017 . Stock-Based Compensation On June 29, 2016, the Company granted 3,034,329 performance awards of restricted stock units (“PRSUs”) under a long-term incentive plan (the “2016 LTIP”) to its executive officers and other members of the Company’s senior leadership team as of that date. The PRSUs granted are contingent upon the Company’s performance with respect to certain predetermined Total Cumulative Revenue targets over the 33 -month period commencing April 1, 2016 and concluding December 31, 2018, subject to the Company’s achievement of a predetermined cumulative Adjusted EBITDA threshold over the same time period. Of the 3,034,329 PRSUs granted, 2,633,570 PRSUs remained outstanding as of March 31, 2017 , representing the number of shares to be issued at the 100% target achievement level for this award. The decline from the number of PRSUs granted under the 2016 LTIP is due to forfeitures since the date of grant. During the first quarter of 2017, the Company cancelled the “stretch” component of the 2016 LTIP such that the maximum achievement level under this award is now the 100% target achievement level. Accordingly, the number of shares ultimately issued could be 0% or range from 75% (threshold achievement level) to 100% (target, and now maximum, achievement level) of the number of PRSUs outstanding, based on the Company’s performance in relation to the performance conditions, and linear interpolation will be applied should Total Cumulative Revenue fall between the threshold and target achievement levels. Any PRSUs earned under the 2016 LTIP will vest in full on May 31, 2019, subject to continued employment as of that date. The Company evaluates whether or not to recognize stock-based compensation expense for these awards over the vesting period based on the projected probability of achievement of the aforementioned performance conditions as of the end of each reporting period during the performance period and may periodically adjust the recognition of such expense, as necessary, in response to any changes in the Company’s forecasts with respect to the performance conditions. For the three months ended March 31, 2017 , the Company did not recognize any stock-based compensation expense related to the 2016 LTIP based on the Company’s determination that achievement of the performance conditions was not probable as of that date. Proposed Merger with IAC/HomeAdvisor On May 1, 2017, the Company entered into an Agreement and Plan of Merger (the “Merger Agreement”) with IAC/InterActiveCorp (“IAC”), Halo TopCo, Inc., a wholly owned subsidiary of IAC (“NewCo”) and Casa Merger Sub, Inc., a direct wholly owned subsidiary of NewCo (“Merger Sub”). The Merger Agreement provides that, subject to the terms and conditions of the Merger Agreement, prior to the effective time of the Merger, IAC will contribute its HomeAdvisor business, along with certain cash, to NewCo in exchange for shares of NewCo Class B common stock. At the effective time of the Merger, the Company will become a subsidiary of NewCo through a subsidiary merger in which the outstanding shares of the Company’s common stock will be converted into shares of NewCo Class A common stock and/or cash (the “Merger”). NewCo will be renamed ANGI Homeservices Inc. and will apply to list its Class A common stock on the NASDAQ. Subject to the terms and conditions of the Merger Agreement, the Company will merge with a subsidiary of ANGI Homeservices Inc., and the Company’s stockholders may elect to receive, in exchange for each share of the Company’s common stock owned, either one share of ANGI Homeservices Inc. Class A common stock, or $8.50 per share in cash. Elections by the Company’s stockholders will be subject to proration to the extent the total number of stockholders electing to receive cash would result in payment of more than $130,000 . The ANGI Homeservices Inc. Class A common stock issued in the Merger will possess one vote per share and is expected to be listed for trading on the NASDAQ Stock Market at the closing of the transaction. ANGI Homeservices Inc. will also issue shares of Class B common stock, possessing 10 votes per share, to IAC in exchange for the contribution by IAC of its HomeAdvisor business. Upon the closing of the transaction, depending on the number of Company stockholders electing to receive cash, former stockholders of the Company will hold NewCo Class A common stock representing between 10% and 13% of the value and less than 2% of the total voting power of NewCo’s stock, and IAC will hold NewCo Class B common stock representing between approximately 87% and 90% of the value and approximately 98% of the total voting power of NewCo’s stock. The completion of the Merger is subject to certain conditions, including the receipt of the necessary approval from the Company’s stockholders, the satisfaction of certain regulatory approvals and other customary closing conditions. The transaction is expected to close in the fourth quarter of 2017. The Merger Agreement provides certain termination rights for the Company and IAC. Upon termination of the Merger Agreement under specified circumstances, such as the Company accepting a superior proposal or the Company’s Board of Directors withdrawing its recommendation regarding the Merger, or failure to obtain the necessary approval from the Company’s stockholders, the Company may be required to pay IAC a termination fee of $20,000 . The Company’s pursuit of strategic alternatives, culminating in the execution of the Merger Agreement, did not materially impact the Company’s condensed consolidated financial statements for the three months ended March 31, 2017. For additional information on the Merger Agreement, please refer to the Current Report on Form 8-K we filed with the U.S. Securities and Exchange Commission on May 3, 2017, including a copy of the Merger Agreement filed as Exhibit 2.1 thereto. Recent Accounting Pronouncements - Not Yet Adopted In January 2017, the FASB issued Accounting Standards Update No. 2017-04: Intangibles - Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment (“ASU 2017-04”). The amendments in this update simplify the accounting for goodwill impairments by eliminating step 2 from the goodwill impairment test. Instead, if the carrying amount of a reporting unit exceeds its fair value, an impairment loss will be recognized in an amount equal to that excess, limited to the total amount of goodwill allocated to the reporting unit. ASU 2017-04 will be effective for the Company in fiscal year 2020, but early adoption is permitted. The Company is currently evaluating the impact of this update on the consolidated financial statements. In August 2016, the FASB issued Accounting Standards Update No. 2016-15: Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments (“ASU 2016-15”). The amendments in this update add to or clarify existing U.S. GAAP guidance on the classification of certain cash receipts and payments in the statement of cash flows. ASU 2016-15 will be effective for the Company in fiscal year 2018, but early adoption is permitted. The guidance set forth in this update must be applied retrospectively to all periods presented but may be applied prospectively if retrospective application would be impracticable. The Company is currently evaluating the impact of this update on the consolidated financial statements. In June 2016, the FASB issued Accounting Standards Update No. 2016-13: Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments (“ASU 2016-13”). The amendments in this update add to U.S. GAAP a current expected credit loss impairment model that is based on expected losses rather than incurred losses, requiring consideration of a broader range of reasonable and supportable information to inform credit loss estimates. Under the new guidance, an entity recognizes as an allowance its estimate of expected credit losses, which the FASB believes will result in more timely recognition of such losses. ASU 2016-13 is also intended to reduce the complexity of U.S. GAAP by decreasing the number of credit impairment models that entities use to account for debt instruments. ASU 2016-13 will be effective for the Company in fiscal year 2020, but early adoption is permitted beginning in 2019. The Company is currently evaluating the impact of this update on the consolidated financial statements. In February 2016, the FASB issued Accounting Standards Update No. 2016-02: Leases (Topic 842) (“ASU 2016-02”). The amendments in this update require lessees, among other things, to recognize lease assets and lease liabilities on the balance sheet for those leases classified as operating leases under previous authoritative guidance. This update also introduces new disclosure requirements for leasing arrangements. ASU 2016-02 will be effective for the Company in fiscal year 2019, but early adoption is permitted. The Company is currently evaluating the impact of this update on the consolidated financial statements. In January 2016, the FASB issued Accounting Standards Update No. 2016-01: Financial Instruments - Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities (“ASU 2016-01”). The amendments in this update address certain aspects of recognition, measurement, presentation and disclosure of financial instruments. In particular, the amendments in this update supersede, for public business entities, the requirement to disclose the methods and significant assumptions used in calculating the fair value of financial instruments required to be disclosed for financial instruments measured at amortized cost on the balance sheet. ASU 2016-01 will be effective for the Company in fiscal year 2018, but early adoption is permitted. The Company does not believe the adoption of the guidance set forth in this update will have a material impact on the consolidated financial statements. In May 2014, the FASB issued Accounting Standards Update No. 2014-09: Revenue from Contracts with Customers (Topic 606) (“ASU 2014-09”). This update outlines a single comprehensive model for entities to use in accounting for revenue arising from contracts with customers and supersedes most current revenue recognition guidance, including industry-specific guidance. The core principle of the revenue model is that “an entity recognizes revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services.” This update also requires significantly expanded disclosures related to revenue recognition. In March 2016, the FASB issued Accounting Standards Update No. 2016-08: Principal versus Agent Considerations (Reporting Revenue Gross versus Net) (“ASU 2016-08”) , amending the principal-versus-agent implementation guidance set forth in ASU 2014-09. Among other things, ASU 2016-08 clarifies that an entity should evaluate whether it is the principal or the agent for each specified good or service promised in a contract with a customer. In April 2016, the FASB issued Accounting Standards Update No. 2016-10: Identifying Performance Obligations and Licensing (“ASU 2016-10”), which amends certain aspects of the guidance set forth in the FASB’s new revenue standard related to identifying performance obligations and licensing implementation. In May 2016, the FASB issued Accounting Standards Update No. 2016-12: Narrow-Scope Improvements and Practical Expedients (“ASU 2016-12”), amending certain aspects of ASU 2014-09 to address implementation issues identified by the FASB’s transition resource group and clarify the new revenue standard’s core revenue recognition principles. In December 2016, the FASB issued Accounting Standards Update No. 2016-20: Technical Corrections and Improvements to Topic 606, Revenue from Contracts with Customers (“ASU 2016-20”), which clarified or corrected unintended application of certain aspects of the guidance set forth under ASU 2014-09. ASU 2014-09 will be effective for the Company in fiscal year 2018 following the issuance of Accounting Standards Update No. 2015-14: Deferral of the Effective Date in August 2015, which deferred the effective date of ASU 2014-09 by one year. The Company continues to analyze the full impact of the adoption of ASU 2014-09, which could result in material differences between current revenue recognition practices and those required under the new guidance. As of the date of these condensed consolidated financial statements, the Company has substantially completed the diagnostic assessment phase of its ASU 2014-09 adoption, including preliminary assessment and project planning, revenue stream scoping and reviews of certain contracts. As part of the Company’s ongoing evaluation of ASU 2014-09, the following revenue streams were identified: membership revenue, service provider advertising revenue and service provider e-commerce revenue. Each of these revenue streams will continue to be further evaluated in detail based on the criteria established under ASU 2014-09 and will serve as the basis for the accounting analysis and documentation as it relates to the impact of the standard. The significant implementation matters yet to be addressed under ASU 2014-09 include completing the final analysis of the impact to the consolidated financial statements and calculating the transition adjustment, if any, upon adoption of the standard, internal controls considerations and disclosure requirements. The Company currently anticipates adopting ASU 2014-09 effective January 1, 2018 utilizing the modified retrospective method of adoption. Accordingly, upon adoption, the Company currently anticipates recognizing the cumulative effect of adopting this guidance as an adjustment to the opening balance of the accumulated deficit within the consolidated balance sheet for the period of adoption, and prior periods will not be retrospectively adjusted. While the Company has completed a preliminary assessment of the key provisions of ASU 2014-09, the evaluation of the full impact of the standard on the consolidated financial statements and related disclosures is ongoing, and the Company is therefore not yet able to reasonably estimate the financial statement impact of ASU 2014-09 upon adoption. The Company continues to actively monitor outstanding issues currently being addressed by the FASB’s Transition Resource Group as conclusions reached by this group may impact the Company’s application of ASU 2014-09.

Net Income (Loss) Per Common Sh

Net Income (Loss) Per Common Share	3 Months Ended
	Mar. 31, 2017
Earnings Per Share [Abstract]
Net Income (Loss) Per Common Share	Net Income (Loss) Per Common Share Basic and diluted net income (loss) per common share are computed by dividing consolidated net income (loss) by the basic and diluted weighted-average number of common shares outstanding, respectively, for the period. Basic net income (loss) per common share was $0.03 and $(0.08) for the three months ended March 31, 2017 and 2016 , respectively. Diluted net income (loss) per common share was $0.03 and $(0.08) for the three months ended March 31, 2017 and 2016 , respectively. The following table shows the calculation of the diluted weighted-average number of common shares outstanding: Three Months Ended 2017 2016 Weighted-average number of common shares outstanding — basic 59,508,503 58,613,879 Total dilutive effect of outstanding share-based payments 353,397 — Weighted-average number of common shares outstanding — diluted 59,861,900 58,613,879 The following potentially dilutive share-based payments were not included in the diluted net income (loss) per common share calculations as the impact would have been antidilutive for the periods presented: Three Months Ended 2017 2016 Stock options 6,768,262 7,394,111 Restricted stock units 2,875,876 1,290,502 Performance awards of restricted stock units 3,088,801 232,208 Shares to be purchased under employee stock purchase plan 31,514 — The PRSUs outstanding under the 2016 LTIP as of March 31, 2017 were not included in the computation of diluted net income (loss) per common share as the number of shares that will ultimately be issued is contingent upon the Company’s achievement of certain predetermined performance conditions and does not meet the criteria for inclusion per the applicable U.S. GAAP guidance.

Fair Value Measurements

Fair Value Measurements	3 Months Ended
	Mar. 31, 2017
Fair Value Disclosures [Abstract]
Fair Value Measurements	Fair Value Measurements Whenever possible, quoted prices in active markets are used to determine the fair value of the Company’s financial instruments. The Company’s financial instruments are not held for trading or other speculative purposes. The estimated fair value of financial instruments was determined using available market information and appropriate valuation methodologies. However, considerable judgment is required in interpreting market data to develop the estimates of fair value. Accordingly, the estimates presented herein are not necessarily indicative of the amounts the Company could realize in a current market exchange. The use of different market assumptions and/or estimation methodologies may materially impact the estimated fair value amounts. Fair Value Hierarchy Fair value is based on the price that would be received upon sale of an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. In accordance with Accounting Standards Codification (“ASC”) 820, Fair Value Measurement (“ASC 820”), the Company categorized the financial assets and liabilities that are adjusted to fair value based on the priority of the inputs to the valuation technique, following the three-level fair value hierarchy prescribed by ASC 820, as follows: Level 1: Quoted prices (unadjusted) in active markets that are accessible at the measurement date for assets or liabilities. Level 2: Observable prices that are based on inputs not quoted on active markets but corroborated by market data. Level 3: Unobservable inputs that are used when little or no market data is available. Valuation Techniques The Company’s money market fund investments, the maturities for which are less than 90 days, are classified as cash equivalents within Level 1 of the fair value hierarchy on the basis of valuations using quoted market prices. Short-term investments consist of certificates of deposit and U.S. Treasury securities with maturities of more than 90 days but less than one year. As many fixed income securities do not trade daily, fair values are often derived using recent trades of securities with similar features and characteristics. When recent trades are not available, pricing models are used to determine these prices. These models calculate fair values by discounting future cash flows at estimated market interest rates. Such market rates are derived by calculating the appropriate spreads over comparable U.S. Treasury securities, based on the credit quality, industry and structure of the asset. Typical inputs and assumptions to pricing models include, but are not limited to, a combination of benchmark yields, reported trades, issuer spreads, liquidity, benchmark securities, bids, offers, reference data and industry and economic events. The Company’s fixed income certificates of deposit and U.S. Treasury securities are valued using recent trades or pricing models and are therefore classified within Level 2 of the fair value hierarchy. Recurring Fair Value Measurements There were no movements between fair value measurement levels for the Company’s cash equivalents and investments in the three months ended March 31, 2017 or in 2016 , and there were no material unrealized gains or losses as of March 31, 2017 or December 31, 2016 . The following tables summarize the Company’s financial instruments at fair value based on the fair value hierarchy for each class of instrument as of March 31, 2017 and December 31, 2016 : Fair Value Measurement at March 31, 2017 Using Carrying Value at Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Cash equivalents: Money market funds $ 6,791 $ 6,791 $ — $ — Investments: Certificates of deposit 11,200 — 11,198 — U.S. Treasury securities 1,000 — 1,000 — Total assets $ 18,991 $ 6,791 $ 12,198 $ — Fair Value Measurement at December 31, 2016 Using Carrying Value at Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Cash equivalents: Money market funds $ 2,419 $ 2,419 $ — $ — Investments: Certificates of deposit 13,840 — 13,837 — U.S. Treasury securities 2,701 — 2,702 — Total assets $ 18,960 $ 2,419 $ 16,539 $ — The Company reviews its investment portfolio for other-than-temporary impairment whenever events or changes in circumstances indicate the carrying amount of the investment may be impaired, considering such factors as the duration, severity and reason for the decline in value as well as the potential recovery period. The Company did not recognize any other-than-temporary impairment losses during the three months ended March 31, 2017 or 2016 . The carrying amount of the term loan approximates fair value, using Level 2 inputs, as this borrowing bears interest at a variable (market) rate at March 31, 2017 and December 31, 2016 . Non-Recurring Fair Value Measurements The Company has certain assets that are measured at fair value on a non-recurring basis under circumstances and events that are adjusted to fair value in certain circumstances when the carrying values are more than the fair values. The categorization of the framework used to price the assets in the event of an impairment is considered a Level 3 measurement due to the subjective nature of the unobservable inputs used to determine the fair value. Assets and liabilities acquired in business combinations are recorded at their fair value as of the date of acquisition using Level 2 and Level 3 inputs. The carrying amounts of accounts receivable and accounts payable reported in the condensed consolidated balance sheets approximate fair value.

Prepaid Expenses and Other Curr

Prepaid Expenses and Other Current Assets	3 Months Ended
	Mar. 31, 2017
Other Assets [Abstract]
Prepaid Expenses and Other Current Assets	Prepaid Expenses and Other Current Assets Prepaid expenses and other current assets was comprised of the following as of March 31, 2017 and December 31, 2016 : March 31, December 31, Prepaid and deferred commissions $ 9,546 $ 8,869 Other prepaid expenses and current assets 11,128 8,133 Total prepaid expenses and other current assets $ 20,674 $ 17,002

Property, Equipment and Softwar

Property, Equipment and Software	3 Months Ended
	Mar. 31, 2017
Property, Plant and Equipment [Abstract]
Property, Equipment and Software	Property, Equipment and Software Property, equipment and software was comprised of the following as of March 31, 2017 and December 31, 2016 : March 31, December 31, Furniture and equipment $ 16,473 $ 16,439 Land 3,466 3,466 Buildings and improvements 20,771 20,768 Software 5,873 5,853 Capitalized website and software development costs 62,331 60,811 Total property, equipment and software 108,914 107,337 Less accumulated depreciation (28,420 ) (24,623 ) Total property, equipment and software, net $ 80,494 $ 82,714

Accrued Liabilities

Accrued Liabilities	3 Months Ended
	Mar. 31, 2017
Accrued Liabilities [Abstract]
Accrued Liabilities	Accrued Liabilities Accrued liabilities was comprised of the following as of March 31, 2017 and December 31, 2016 : March 31, December 31, Accrued sales commissions $ 1,847 $ 1,469 Sales and use tax 3,789 3,792 Accrued compensation 6,020 7,369 Uninvoiced accounts payable 6,297 4,333 Legal settlement accrual 145 2,601 Other accrued liabilities 4,368 3,564 Total accrued liabilities $ 22,466 $ 23,128

Debt and Credit Arrangements

Debt and Credit Arrangements	3 Months Ended
	Mar. 31, 2017
Debt Disclosure [Abstract]
Debt and Credit Arrangements	Debt and Credit Arrangements Long-term debt, net, was comprised of the following as of March 31, 2017 and December 31, 2016 : March 31, December 31, Term loan $ 60,000 $ 60,000 Unamortized deferred financing fees (973 ) (1,071 ) Unamortized fees paid to lender (1,148 ) (1,287 ) Total debt, net 57,879 57,642 Less current maturities (2,250 ) (1,500 ) Total long-term debt, net $ 55,629 $ 56,142 On September 26, 2014, the Company entered into a financing agreement for a $60,000 term loan and a $25,000 delayed draw term loan. On June 10, 2016, the Company entered into a first amendment to the financing agreement which, among other things, (i) extended the commencement of the Company’s quarterly repayment obligations under the term loan from September 30, 2016 to September 30, 2017; (ii) revised the financial covenant for minimum consolidated EBITDA, as defined in the financing agreement, for periods ending after June 30, 2016; (iii) revised the financial covenant related to minimum required liquidity; (iv) removed the financial covenant related to minimum membership revenue for periods ending after March 31, 2016; and (v) modified the basis for the calculation of the applicable interest rate. On November 1, 2016, the Company entered into a second amendment to the financing agreement which, among other things, (i) added a new financial covenant related to consolidated active service provider contract value beginning with the period ending December 31, 2016; (ii) revised the financial covenant for minimum consolidated EBITDA, as defined in the financing agreement and subsequently modified under the second amendment, for periods ending after September 30, 2016; (iii) revised the financial covenant related to minimum required liquidity; (iv) modified the basis for the calculation of the applicable interest rate; (v) modified the dates under which the prepayment premium is applicable; and (vi) modified certain terms related to the delayed draw term loan. Additionally, the second amendment set forth a fee to be paid by the Company to the lender, in three equal annual installments, in connection with the execution of the amendment, and this fee was capitalized along with the existing unamortized fees paid to lender contra liability and is being amortized to interest expense over the remaining term of the financing agreement. The financing agreement requires monthly interest payments on the first business day of each month until maturity on any principal amounts outstanding under either debt facility. In accordance with the second amendment to the financing agreement, if the Company’s consolidated EBITDA for the trailing four consecutive fiscal quarters is less than $20,000 or the Company’s qualified cash, as defined in the financing agreement, is less than $20,000 as of the applicable period end, amounts outstanding under the financing agreement bear interest at a per annum rate, at the option of the Company, equal to (i) the LIBOR rate for the interest period in effect, subject to a floor of 0.5% , plus 9.5% or (ii) the reference rate, which is based on the prime rate as published by the Wall Street Journal, subject to a floor of 3.25% , plus 8.5% . If the Company’s qualified cash is greater than $20,000 , and the Company’s consolidated EBITDA for the trailing four consecutive fiscal quarters is: • greater than $20,000 but less than $25,000 , the applicable LIBOR interest rate is 8.5% , and the applicable reference interest rate is 7.5% ; • greater than $25,000 but less than $30,000 , the applicable LIBOR interest rate is 7.5% , and the applicable reference interest rate is 6.5% ; or • greater than $30,000 , the applicable LIBOR interest rate is 6.5% , and the applicable reference interest rate is 5.5% . The financing agreement obligates the Company to make quarterly principal payments on the term loan of $750 on the last day of each calendar quarter, commencing with the quarter ending September 30, 2017, and to repay the remaining balance of the term loan at maturity. The Company is required to make principal payments on the outstanding balance of the delayed draw term loan equal to 1.25% of the amount of such loan funded at or prior to the last day of each calendar quarter and to repay the remaining outstanding balance of the delayed draw term loan at maturity. From the effective date of the financing agreement through September 26, 2017, the Company is also required to pay a commitment fee equal to 0.75% per annum of the unborrowed amounts of the delayed draw term loan. The Company may prepay the amounts outstanding under the financing agreement at any time and is required to prepay the loans with (i) the net proceeds of certain asset sales, issuances of debt or equity, and certain casualty events, and (ii) up to 50% of consolidated excess cash flow, as defined in the financing agreement, for each fiscal year during the term of the financing agreement. As specified by the second amendment to the financing agreement, the Company must pay a 1% premium on prepayments made on or before November 1, 2017, subject to certain exceptions set forth in the financing agreement. The Company’s obligations under the financing agreement are guaranteed by each of its subsidiaries and are secured by first priority security interests in all of their respective assets and a pledge of the equity interests of the Company’s subsidiaries. The term loan and the delayed draw term loan mature on September 26, 2019. As of March 31, 2017 , the Company had $57,879 in outstanding borrowings under the term loan, net of unamortized deferred financing fees of $973 and unamortized fees paid to the lender of $1,148 , both of which are being amortized into interest expense over the term of the financing agreement, and availability of $25,000 under the delayed draw term loan. The financing agreement contains various restrictive covenants, including restrictions on the Company’s ability to dispose of assets, make acquisitions or investments, incur debt or liens, make distributions to stockholders or repurchase outstanding stock, enter into related-party transactions and make capital expenditures, other than upon satisfaction of the conditions set forth in the financing agreement. The Company is also required to comply with certain financial covenants, including minimum consolidated EBITDA, as defined in the financing agreement and subsequently modified under the second amendment, minimum liquidity, minimum consolidated active service provider contract value and maximum consolidated capital expenditures. Upon an event of default, which includes certain customary events such as, among other things, a failure to make required payments when due, a failure to comply with covenants, certain bankruptcy and insolvency events, defaults under other material indebtedness, or a change in control, the lenders may accelerate amounts outstanding, terminate the agreement and foreclose on all collateral. The Company was in compliance with all financial and non-financial covenants at March 31, 2017 .

Commitments and Contingencies

Commitments and Contingencies	3 Months Ended
	Mar. 31, 2017
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies	Commitments and Contingencies The Company is regularly involved in litigation, both as a plaintiff and as a defendant, relating to its business and operations. The Company assesses the likelihood of any judgments or outcomes with respect to these matters and determines loss contingency assessments on a gross basis after assessing the probability of incurrence of a loss and whether a loss is reasonably estimable. In addition, the Company considers other relevant factors that could impact its ability to reasonably estimate a loss. A determination of the amount of reserves required, if any, for these contingencies is made after analyzing each matter. The Company’s reserves may change in the future due to new developments or changes in strategy in handling these matters. Although the results of litigation and claims cannot be predicted with certainty, the Company currently believes the final outcome of the matters listed below will not have a material adverse effect on its business, consolidated financial position, results of operations or cash flows. Regardless of the outcome, litigation can adversely impact the Company as a result of defense and settlement costs, diversion of management resources and other factors. Moore, et al. v. Angie’s List, Inc., 2:15cv-01243-SD. On March 11, 2015, a lawsuit seeking class action status was filed against the Company in the U.S. District Court for the Eastern District of Pennsylvania. The lawsuit alleged claims for breaches of contract and the covenant of good faith and fair dealing, fraud and fraudulent inducement, unjust enrichment and violation of Pennsylvania’s Unfair Trade Practices and Consumer Protection Law premised on the allegations that the Company does not disclose that it accepts advertising payments from service providers or that the payments allegedly impact the service provider letter-grade ratings, the content and availability of reviews about the provider and the provider’s place in search-result rankings. The Company filed a motion to dismiss on May 13, 2015, which was granted in part on August 7, 2015. In particular, the plaintiff’s claims for breach of the covenant of good faith and fair dealing and unjust enrichment were dismissed from the action. On April 19, 2016, the parties agreed to settle the claims on a class-wide basis. Among other relief, the settlement provided for a cash payment of up to $2,350 to create a fund for the payment of cash to settlement class members and for the payment of plaintiffs’ attorneys’ fees and costs as approved by the Court. Settlement class members were given the option of sharing in the cash fund or selecting a free period of membership of up to four months depending on the date and length of their membership with Angie’s List. The settlement also provided certain prospective relief in the form of enhanced explanations in the Company’s membership agreement and in responses to frequently asked questions concerning, among other things, the advertising revenue earned from service providers. The Company recorded a $3,500 contingent liability related to this matter in the first quarter of 2016, and this amount included the estimated cost of the cash fund described above as well as the payment of reasonable notice and administration costs, attorneys’ fees and an assumption of revenue the Company would forego as a result of certain class members selecting the option for a free period of membership. On December 12, 2016, the Court entered an order granting final approval of the settlement. One class member appealed the order, but the plaintiff settled with the class member, and the class member stipulated to dismiss the appeal. On January 13, 2017, the Third Circuit Court of Appeals entered an order dismissing the appeal, and the settlement became final and effective as of that date. The Company, with the assistance of its third-party settlement administrator, is now in the process of administering the settlement. On January 30, 2017, the Company made the above-referenced cash payment into an escrow account to be paid to the class members who selected the cash class benefit, as well as to plaintiffs’ counsel. On February 13, 2017, the Company updated its membership agreement and relevant website FAQs to include the above-referenced enhanced explanations regarding advertising revenue earned from service providers. Also, in February 2017, the Company provided instructions on how to redeem membership extensions to the class members who selected the membership extension class benefit. The aforementioned contingent legal liability was subsequently reduced by $671 following completion of the election period for settlement class members during the fourth quarter of 2016. The Company’s accrual for this matter was $2,601 and $145 as of December 31, 2016 and March 31, 2017, respectively. Although class members may redeem their membership extension class benefit for up to two years, the Company considers this matter closed. Williams, et al. v. Angie’s List, Inc., 1:16-cv-878 . On April 20, 2016, a group of former employees filed a lawsuit in the United States District Court for the Southern District of Indiana. The lawsuit alleges the Company failed to pay (i) wages earned in a timely manner as required under Indiana Wage Statutes and (ii) overtime wages in violation of the Fair Labor Standards Act (29 U.S.C. §§ 206-07) and is requesting payment of all damages, including unpaid wages, interest, attorneys’ fees and other charges. Six amended complaints were filed, adding additional named plaintiffs, and the Company filed its answer to the sixth amended complaint on April 10, 2017. The plaintiffs filed a motion for conditional certification on June 10, 2016, and the Company filed its response brief in opposition on July 15, 2016. The Court denied the plaintiffs’ motion for conditional certification on November 30, 2016 but allowed the plaintiffs to refile with a more narrow class definition. On December 9, 2016, the plaintiffs filed a renewed motion for conditional certification. The Company filed its response to the renewed motion on January 6, 2017, and the plaintiffs filed their reply on January 17, 2017. The Court denied the plaintiffs’ renewed motion for conditional certification on April 28, 2017. The Company is currently unable to determine the likely outcome or reasonably estimate the amount or range of potential liability, if any, related to this matter, and accordingly, has not established any reserve for this matter. Crabtree, et al. v. Angie’s List, Inc., 1:16-cv-877 . On April 20, 2016, three former employees filed a lawsuit in the United States District Court for the Southern District of Indiana. The lawsuit alleges the Company failed to pay (i) wages earned in a timely manner as required under Indiana Wage Statutes and (ii) overtime wages in violation of the Fair Labor Standards Act (29 U.S.C. §§ 206-07) and is requesting payment of all damages, including unpaid wages, interest, attorneys’ fees and other charges. The plaintiffs filed a first amended complaint in May 2016, adding one additional Indiana wage statute claim. The Company filed its answer and defenses on June 9, 2016. Discovery with respect to this matter is ongoing. The Company is currently unable to determine the likely outcome or reasonably estimate the amount or range of potential liability, if any, related to this matter, and accordingly, has not established any reserve for this matter.

Description of Business, Basi14

Description of Business, Basis of Presentation and Summary of Significant Accounting Policies (Policies)	3 Months Ended
	Mar. 31, 2017
Accounting Policies [Abstract]
Basis of Presentation	Basis of Presentation The accompanying unaudited condensed consolidated financial statements were prepared in conformity with accounting principles generally accepted in the United States (“U.S. GAAP”) for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X of the Securities Exchange Act of 1934. Certain information and footnote disclosures normally included in financial statements prepared in accordance with U.S. GAAP were condensed or omitted pursuant to such rules and regulations. Accordingly, the accompanying unaudited condensed consolidated financial statements do not include all information and footnotes necessary for fair presentation of financial position, results of operations and cash flows in conformity with U.S. GAAP and should be read in conjunction with the audited consolidated financial statements and the notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2016 . The accompanying unaudited condensed consolidated balance sheet as of December 31, 2016 was derived from the audited consolidated financial statements as of that date but does not include all disclosures required by U.S. GAAP, including certain notes thereto. The condensed consolidated financial statements reflect all adjustments of a normal recurring nature considered, in the opinion of management, necessary to fairly report the results for the periods presented. Operating results from interim periods are not necessarily indicative of results to be expected for the fiscal year as a whole. For additional information, including a discussion of the Company’s significant accounting policies, refer to the audited consolidated financial statements and the notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2016 .
Operating Segments	Operating Segments Operating segments are defined as components of an enterprise engaging in business activities for which discrete financial information is available and regularly reviewed by the chief operating decision maker in deciding how to allocate resources and in assessing performance. The Company manages its business on the basis of one operating segment.
Principles of Consolidation	Principles of Consolidation The condensed consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries. All significant intercompany accounts and transactions are eliminated in consolidation.
Estimates	Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect amounts reported in the condensed consolidated financial statements and accompanying notes as well as the disclosure of contingent assets and liabilities and reported revenue and expenses. Actual results could differ from those estimates.
Significant Accounting Policies	Significant Accounting Policies During the three months ended March 31, 2017 , there were no material changes to the Company’s significant accounting policies from those described in the Company’s Annual Report on Form 10-K for the year ended December 31, 2016 .
Income Taxes- Valuation Allowance	Income Taxes - Valuation Allowance The Company evaluates whether it will realize the benefits of its net deferred tax assets and establishes a valuation allowance to reduce the carrying value of its deferred tax assets to the amount considered more likely than not to be recognized. Deferred tax assets arise as a result of tax loss carryforwards and various differences between the book basis and the tax basis of such assets. The Company periodically reviews the deferred tax assets for recoverability based on historical taxable income, projected future taxable income and the expected timing of the reversals of existing temporary differences. Should there be a change in the ability to recover deferred tax assets, the tax provision would be adjusted in the period in which the assessment is changed. There was no change to the Company’s assessment during the three months ended March 31, 2017 . While the Company reported net income for the three months ended March 31, 2017 , any taxable income for the period will ultimately be reduced by net operating loss carryforwards. The Company maintains a full valuation allowance against its deferred tax assets, and as a result, there is no federal income tax expense recorded in the condensed consolidated statement of operations for the three months ended March 31, 2017 .
Contractual Obligations	Contractual Obligations The Company’s contractual obligations primarily consist of long-term operating leases expiring through 2021 and long-term debt comprised of a $60,000 term loan scheduled to mature on September 26, 2019. In March 2017, the Company provided notice of termination, effective May 1, 2018, of an operating lease for office space that was previously scheduled to conclude in April 2020, yielding a reduction in the Company’s future minimum lease payment obligations. There were no other significant changes in the Company’s contractual obligations during the three months ended March 31, 2017 from those disclosed in the Company’s Annual Report on Form 10-K for the year ended December 31, 2016 . Total combined future minimum payment obligations as of March 31, 2017 under long-term operating leases amounted to approximately $3,049 , including $1,599 in 2017, $933 in 2018, $369 in 2019, $140 in 2020 and $8 in 2021. The Company had $57,879 in outstanding borrowings, net of unamortized deferred financing fees and unamortized fees paid to the lender, under the term loan as of March 31, 2017 .
Stock-Based Compensation	Stock-Based Compensation On June 29, 2016, the Company granted 3,034,329 performance awards of restricted stock units (“PRSUs”) under a long-term incentive plan (the “2016 LTIP”) to its executive officers and other members of the Company’s senior leadership team as of that date. The PRSUs granted are contingent upon the Company’s performance with respect to certain predetermined Total Cumulative Revenue targets over the 33 -month period commencing April 1, 2016 and concluding December 31, 2018, subject to the Company’s achievement of a predetermined cumulative Adjusted EBITDA threshold over the same time period. Of the 3,034,329 PRSUs granted, 2,633,570 PRSUs remained outstanding as of March 31, 2017 , representing the number of shares to be issued at the 100% target achievement level for this award. The decline from the number of PRSUs granted under the 2016 LTIP is due to forfeitures since the date of grant. During the first quarter of 2017, the Company cancelled the “stretch” component of the 2016 LTIP such that the maximum achievement level under this award is now the 100% target achievement level. Accordingly, the number of shares ultimately issued could be 0% or range from 75% (threshold achievement level) to 100% (target, and now maximum, achievement level) of the number of PRSUs outstanding, based on the Company’s performance in relation to the performance conditions, and linear interpolation will be applied should Total Cumulative Revenue fall between the threshold and target achievement levels. Any PRSUs earned under the 2016 LTIP will vest in full on May 31, 2019, subject to continued employment as of that date. The Company evaluates whether or not to recognize stock-based compensation expense for these awards over the vesting period based on the projected probability of achievement of the aforementioned performance conditions as of the end of each reporting period during the performance period and may periodically adjust the recognition of such expense, as necessary, in response to any changes in the Company’s forecasts with respect to the performance conditions. For the three months ended March 31, 2017 , the Company did not recognize any stock-based compensation expense related to the 2016 LTIP based on the Company’s determination that achievement of the performance conditions was not probable as of that date.
Recent Accounting Pronouncements - Not Yet Adopted	Proposed Merger with IAC/HomeAdvisor On May 1, 2017, the Company entered into an Agreement and Plan of Merger (the “Merger Agreement”) with IAC/InterActiveCorp (“IAC”), Halo TopCo, Inc., a wholly owned subsidiary of IAC (“NewCo”) and Casa Merger Sub, Inc., a direct wholly owned subsidiary of NewCo (“Merger Sub”). The Merger Agreement provides that, subject to the terms and conditions of the Merger Agreement, prior to the effective time of the Merger, IAC will contribute its HomeAdvisor business, along with certain cash, to NewCo in exchange for shares of NewCo Class B common stock. At the effective time of the Merger, the Company will become a subsidiary of NewCo through a subsidiary merger in which the outstanding shares of the Company’s common stock will be converted into shares of NewCo Class A common stock and/or cash (the “Merger”). NewCo will be renamed ANGI Homeservices Inc. and will apply to list its Class A common stock on the NASDAQ. Subject to the terms and conditions of the Merger Agreement, the Company will merge with a subsidiary of ANGI Homeservices Inc., and the Company’s stockholders may elect to receive, in exchange for each share of the Company’s common stock owned, either one share of ANGI Homeservices Inc. Class A common stock, or $8.50 per share in cash. Elections by the Company’s stockholders will be subject to proration to the extent the total number of stockholders electing to receive cash would result in payment of more than $130,000 . The ANGI Homeservices Inc. Class A common stock issued in the Merger will possess one vote per share and is expected to be listed for trading on the NASDAQ Stock Market at the closing of the transaction. ANGI Homeservices Inc. will also issue shares of Class B common stock, possessing 10 votes per share, to IAC in exchange for the contribution by IAC of its HomeAdvisor business. Upon the closing of the transaction, depending on the number of Company stockholders electing to receive cash, former stockholders of the Company will hold NewCo Class A common stock representing between 10% and 13% of the value and less than 2% of the total voting power of NewCo’s stock, and IAC will hold NewCo Class B common stock representing between approximately 87% and 90% of the value and approximately 98% of the total voting power of NewCo’s stock. The completion of the Merger is subject to certain conditions, including the receipt of the necessary approval from the Company’s stockholders, the satisfaction of certain regulatory approvals and other customary closing conditions. The transaction is expected to close in the fourth quarter of 2017. The Merger Agreement provides certain termination rights for the Company and IAC. Upon termination of the Merger Agreement under specified circumstances, such as the Company accepting a superior proposal or the Company’s Board of Directors withdrawing its recommendation regarding the Merger, or failure to obtain the necessary approval from the Company’s stockholders, the Company may be required to pay IAC a termination fee of $20,000 . The Company’s pursuit of strategic alternatives, culminating in the execution of the Merger Agreement, did not materially impact the Company’s condensed consolidated financial statements for the three months ended March 31, 2017. For additional information on the Merger Agreement, please refer to the Current Report on Form 8-K we filed with the U.S. Securities and Exchange Commission on May 3, 2017, including a copy of the Merger Agreement filed as Exhibit 2.1 thereto. Recent Accounting Pronouncements - Not Yet Adopted In January 2017, the FASB issued Accounting Standards Update No. 2017-04: Intangibles - Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment (“ASU 2017-04”). The amendments in this update simplify the accounting for goodwill impairments by eliminating step 2 from the goodwill impairment test. Instead, if the carrying amount of a reporting unit exceeds its fair value, an impairment loss will be recognized in an amount equal to that excess, limited to the total amount of goodwill allocated to the reporting unit. ASU 2017-04 will be effective for the Company in fiscal year 2020, but early adoption is permitted. The Company is currently evaluating the impact of this update on the consolidated financial statements. In August 2016, the FASB issued Accounting Standards Update No. 2016-15: Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments (“ASU 2016-15”). The amendments in this update add to or clarify existing U.S. GAAP guidance on the classification of certain cash receipts and payments in the statement of cash flows. ASU 2016-15 will be effective for the Company in fiscal year 2018, but early adoption is permitted. The guidance set forth in this update must be applied retrospectively to all periods presented but may be applied prospectively if retrospective application would be impracticable. The Company is currently evaluating the impact of this update on the consolidated financial statements. In June 2016, the FASB issued Accounting Standards Update No. 2016-13: Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments (“ASU 2016-13”). The amendments in this update add to U.S. GAAP a current expected credit loss impairment model that is based on expected losses rather than incurred losses, requiring consideration of a broader range of reasonable and supportable information to inform credit loss estimates. Under the new guidance, an entity recognizes as an allowance its estimate of expected credit losses, which the FASB believes will result in more timely recognition of such losses. ASU 2016-13 is also intended to reduce the complexity of U.S. GAAP by decreasing the number of credit impairment models that entities use to account for debt instruments. ASU 2016-13 will be effective for the Company in fiscal year 2020, but early adoption is permitted beginning in 2019. The Company is currently evaluating the impact of this update on the consolidated financial statements. In February 2016, the FASB issued Accounting Standards Update No. 2016-02: Leases (Topic 842) (“ASU 2016-02”). The amendments in this update require lessees, among other things, to recognize lease assets and lease liabilities on the balance sheet for those leases classified as operating leases under previous authoritative guidance. This update also introduces new disclosure requirements for leasing arrangements. ASU 2016-02 will be effective for the Company in fiscal year 2019, but early adoption is permitted. The Company is currently evaluating the impact of this update on the consolidated financial statements. In January 2016, the FASB issued Accounting Standards Update No. 2016-01: Financial Instruments - Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities (“ASU 2016-01”). The amendments in this update address certain aspects of recognition, measurement, presentation and disclosure of financial instruments. In particular, the amendments in this update supersede, for public business entities, the requirement to disclose the methods and significant assumptions used in calculating the fair value of financial instruments required to be disclosed for financial instruments measured at amortized cost on the balance sheet. ASU 2016-01 will be effective for the Company in fiscal year 2018, but early adoption is permitted. The Company does not believe the adoption of the guidance set forth in this update will have a material impact on the consolidated financial statements. In May 2014, the FASB issued Accounting Standards Update No. 2014-09: Revenue from Contracts with Customers (Topic 606) (“ASU 2014-09”). This update outlines a single comprehensive model for entities to use in accounting for revenue arising from contracts with customers and supersedes most current revenue recognition guidance, including industry-specific guidance. The core principle of the revenue model is that “an entity recognizes revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services.” This update also requires significantly expanded disclosures related to revenue recognition. In March 2016, the FASB issued Accounting Standards Update No. 2016-08: Principal versus Agent Considerations (Reporting Revenue Gross versus Net) (“ASU 2016-08”) , amending the principal-versus-agent implementation guidance set forth in ASU 2014-09. Among other things, ASU 2016-08 clarifies that an entity should evaluate whether it is the principal or the agent for each specified good or service promised in a contract with a customer. In April 2016, the FASB issued Accounting Standards Update No. 2016-10: Identifying Performance Obligations and Licensing (“ASU 2016-10”), which amends certain aspects of the guidance set forth in the FASB’s new revenue standard related to identifying performance obligations and licensing implementation. In May 2016, the FASB issued Accounting Standards Update No. 2016-12: Narrow-Scope Improvements and Practical Expedients (“ASU 2016-12”), amending certain aspects of ASU 2014-09 to address implementation issues identified by the FASB’s transition resource group and clarify the new revenue standard’s core revenue recognition principles. In December 2016, the FASB issued Accounting Standards Update No. 2016-20: Technical Corrections and Improvements to Topic 606, Revenue from Contracts with Customers (“ASU 2016-20”), which clarified or corrected unintended application of certain aspects of the guidance set forth under ASU 2014-09. ASU 2014-09 will be effective for the Company in fiscal year 2018 following the issuance of Accounting Standards Update No. 2015-14: Deferral of the Effective Date in August 2015, which deferred the effective date of ASU 2014-09 by one year. The Company continues to analyze the full impact of the adoption of ASU 2014-09, which could result in material differences between current revenue recognition practices and those required under the new guidance. As of the date of these condensed consolidated financial statements, the Company has substantially completed the diagnostic assessment phase of its ASU 2014-09 adoption, including preliminary assessment and project planning, revenue stream scoping and reviews of certain contracts. As part of the Company’s ongoing evaluation of ASU 2014-09, the following revenue streams were identified: membership revenue, service provider advertising revenue and service provider e-commerce revenue. Each of these revenue streams will continue to be further evaluated in detail based on the criteria established under ASU 2014-09 and will serve as the basis for the accounting analysis and documentation as it relates to the impact of the standard. The significant implementation matters yet to be addressed under ASU 2014-09 include completing the final analysis of the impact to the consolidated financial statements and calculating the transition adjustment, if any, upon adoption of the standard, internal controls considerations and disclosure requirements. The Company currently anticipates adopting ASU 2014-09 effective January 1, 2018 utilizing the modified retrospective method of adoption. Accordingly, upon adoption, the Company currently anticipates recognizing the cumulative effect of adopting this guidance as an adjustment to the opening balance of the accumulated deficit within the consolidated balance sheet for the period of adoption, and prior periods will not be retrospectively adjusted. While the Company has completed a preliminary assessment of the key provisions of ASU 2014-09, the evaluation of the full impact of the standard on the consolidated financial statements and related disclosures is ongoing, and the Company is therefore not yet able to reasonably estimate the financial statement impact of ASU 2014-09 upon adoption. The Company continues to actively monitor outstanding issues currently being addressed by the FASB’s Transition Resource Group as conclusions reached by this group may impact the Company’s application of ASU 2014-09.

Net Income (Loss) Per Common 15

Net Income (Loss) Per Common Share (Tables)	3 Months Ended
	Mar. 31, 2017
Earnings Per Share [Abstract]
Schedule of Weighted-Average Number of Common Shares	The following table shows the calculation of the diluted weighted-average number of common shares outstanding: Three Months Ended 2017 2016 Weighted-average number of common shares outstanding — basic 59,508,503 58,613,879 Total dilutive effect of outstanding share-based payments 353,397 — Weighted-average number of common shares outstanding — diluted 59,861,900 58,613,879
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share	The following potentially dilutive share-based payments were not included in the diluted net income (loss) per common share calculations as the impact would have been antidilutive for the periods presented: Three Months Ended 2017 2016 Stock options 6,768,262 7,394,111 Restricted stock units 2,875,876 1,290,502 Performance awards of restricted stock units 3,088,801 232,208 Shares to be purchased under employee stock purchase plan 31,514 —

Fair Value Measurements (Tables

Fair Value Measurements (Tables)	3 Months Ended
	Mar. 31, 2017
Fair Value Disclosures [Abstract]
Fair Value, Assets Measured on Recurring Basis	The following tables summarize the Company’s financial instruments at fair value based on the fair value hierarchy for each class of instrument as of March 31, 2017 and December 31, 2016 : Fair Value Measurement at March 31, 2017 Using Carrying Value at Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Cash equivalents: Money market funds $ 6,791 $ 6,791 $ — $ — Investments: Certificates of deposit 11,200 — 11,198 — U.S. Treasury securities 1,000 — 1,000 — Total assets $ 18,991 $ 6,791 $ 12,198 $ — Fair Value Measurement at December 31, 2016 Using Carrying Value at Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Cash equivalents: Money market funds $ 2,419 $ 2,419 $ — $ — Investments: Certificates of deposit 13,840 — 13,837 — U.S. Treasury securities 2,701 — 2,702 — Total assets $ 18,960 $ 2,419 $ 16,539 $ —

Prepaid Expenses and Other Cu17

Prepaid Expenses and Other Current Assets (Tables)	3 Months Ended
	Mar. 31, 2017
Other Assets [Abstract]
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure	Prepaid expenses and other current assets was comprised of the following as of March 31, 2017 and December 31, 2016 : March 31, December 31, Prepaid and deferred commissions $ 9,546 $ 8,869 Other prepaid expenses and current assets 11,128 8,133 Total prepaid expenses and other current assets $ 20,674 $ 17,002

Property, Equipment and Softw18

Property, Equipment and Software (Tables)	3 Months Ended
	Mar. 31, 2017
Property, Plant and Equipment [Abstract]
Property, Equipment and Software	Property, equipment and software was comprised of the following as of March 31, 2017 and December 31, 2016 : March 31, December 31, Furniture and equipment $ 16,473 $ 16,439 Land 3,466 3,466 Buildings and improvements 20,771 20,768 Software 5,873 5,853 Capitalized website and software development costs 62,331 60,811 Total property, equipment and software 108,914 107,337 Less accumulated depreciation (28,420 ) (24,623 ) Total property, equipment and software, net $ 80,494 $ 82,714

Accrued Liabilities (Tables)

Accrued Liabilities (Tables)	3 Months Ended
	Mar. 31, 2017
Accrued Liabilities [Abstract]
Schedule of Accrued Liabilities	Accrued liabilities was comprised of the following as of March 31, 2017 and December 31, 2016 : March 31, December 31, Accrued sales commissions $ 1,847 $ 1,469 Sales and use tax 3,789 3,792 Accrued compensation 6,020 7,369 Uninvoiced accounts payable 6,297 4,333 Legal settlement accrual 145 2,601 Other accrued liabilities 4,368 3,564 Total accrued liabilities $ 22,466 $ 23,128

Debt and Credit Arrangements (T

Debt and Credit Arrangements (Tables)	3 Months Ended
	Mar. 31, 2017
Debt Disclosure [Abstract]
Schedule of Long-term Debt Instruments	Long-term debt, net, was comprised of the following as of March 31, 2017 and December 31, 2016 : March 31, December 31, Term loan $ 60,000 $ 60,000 Unamortized deferred financing fees (973 ) (1,071 ) Unamortized fees paid to lender (1,148 ) (1,287 ) Total debt, net 57,879 57,642 Less current maturities (2,250 ) (1,500 ) Total long-term debt, net $ 55,629 $ 56,142

Description of Business, Basi21

Description of Business, Basis of Presentation and Summary of Significant Accounting Policies (Details)	May 01, 2017USD ($)vote$ / shares	Jun. 29, 2016shares	Mar. 31, 2017USD ($)segmentshares	Dec. 31, 2016USD ($)	Sep. 26, 2014USD ($)
Summary of Significant Accounting Policies [Line Items]
Number of operating segments | segment			1
Federal income tax expense			$ 0
Total combined future minimum payment obligations			3,049,000
2,017			1,599,000
2,018			933,000
2,019			369,000
2,020			140,000
Operating Leases, Future Minimum Payments, Due in Five Years			8,000
Long-term debt			57,879,000	$ 57,642,000
Performance Restricted Stock Units [Member]
Summary of Significant Accounting Policies [Line Items]
Allocated share-based compensation expense			$ 0
2016 LTIP [Member] | Performance Restricted Stock Units [Member]
Summary of Significant Accounting Policies [Line Items]
Granted (in shares) | shares		3,034,329
Expiration period		33 months
Remaining (in shares) | shares			2,633,570
Threshold achievement level		75.00%
2016 LTIP [Member] | Performance Restricted Stock Units [Member] | Minimum [Member]
Summary of Significant Accounting Policies [Line Items]
Target achievement level		0.00%
2016 LTIP [Member] | Performance Restricted Stock Units [Member] | Maximum [Member]
Summary of Significant Accounting Policies [Line Items]
Target achievement level		100.00%
Term Loan and Delayed Draw Term Loan Financing Agreement [Member] | Secured Debt [Member]
Summary of Significant Accounting Policies [Line Items]
Face amount of term loan					$ 60,000,000
Long-term debt			$ 57,879,000
Subsequent Event [Member] | InterActiveCorp (IAC) [Member]
Summary of Significant Accounting Policies [Line Items]
Merger agreement election, share election	1
Merger agreement election, cash election (in dollars per share) | $ / shares	$ 8.50
Cash payment election proration limitation (more than)	$ 130,000,000
Termination fee	$ 20,000,000
Subsequent Event [Member] | InterActiveCorp (IAC) [Member] | Class A common stock [Member]
Summary of Significant Accounting Policies [Line Items]
Votes per share | vote	1
Voting power	2.00%
Subsequent Event [Member] | InterActiveCorp (IAC) [Member] | Class A common stock [Member] | Minimum [Member]
Summary of Significant Accounting Policies [Line Items]
Stock representing total value as a percentage	10.00%
Subsequent Event [Member] | InterActiveCorp (IAC) [Member] | Class A common stock [Member] | Maximum [Member]
Summary of Significant Accounting Policies [Line Items]
Stock representing total value as a percentage	13.00%
Subsequent Event [Member] | InterActiveCorp (IAC) [Member] | Class B common stock [Member]
Summary of Significant Accounting Policies [Line Items]
Votes per share | vote	10
Voting power	98.00%
Subsequent Event [Member] | InterActiveCorp (IAC) [Member] | Class B common stock [Member] | Minimum [Member]
Summary of Significant Accounting Policies [Line Items]
Stock representing total value as a percentage	87.00%
Subsequent Event [Member] | InterActiveCorp (IAC) [Member] | Class B common stock [Member] | Maximum [Member]
Summary of Significant Accounting Policies [Line Items]
Stock representing total value as a percentage	90.00%

Net Income (Loss) Per Common 22

Net Income (Loss) Per Common Share - Antidilutive securities (Details) - $ / shares	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016
Earnings Per Share [Abstract]
Earnings per common share (in USD per share)	$ 0.03	$ (0.08)
Income (loss) per common share (in USD per share)	$ 0.03	$ (0.08)
Weighted-average number of common shares outstanding — basic	59,508,503	58,613,879
Total dilutive effect of outstanding share-based payments (in shares)	353,397	0
Weighted-average number of common shares outstanding — diluted	59,861,900	58,613,879
Equity Option [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities	6,768,262	7,394,111
Restricted Stock Units (RSUs) [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities	2,875,876	1,290,502
Performance Restricted Stock Units [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities	3,088,801	232,208
Employee Stock [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities	31,514	0

Fair Value Measurements - Summa

Fair Value Measurements - Summary of the financial instruments of the company at fair value (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016	Dec. 31, 2016
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Carrying value	$ 18,991		$ 18,960
OTTI losses, investments	0	$ 0
Fair Value, Inputs, Level 1 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Fair market value	6,791		2,419
Fair Value, Inputs, Level 2 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Fair market value	12,198		16,539
Fair Value, Inputs, Level 3 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Fair market value	0		0
Certificates of Deposit [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Carrying value	11,200		13,840
Certificates of Deposit [Member] | Fair Value, Inputs, Level 1 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Fair market value	0		0
Certificates of Deposit [Member] | Fair Value, Inputs, Level 2 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Fair market value	11,198		13,837
Certificates of Deposit [Member] | Fair Value, Inputs, Level 3 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Fair market value	0		0
US Treasury Securities [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Carrying value	1,000		2,701
US Treasury Securities [Member] | Fair Value, Inputs, Level 1 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Fair market value	0		0
US Treasury Securities [Member] | Fair Value, Inputs, Level 2 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Fair market value	1,000		2,702
US Treasury Securities [Member] | Fair Value, Inputs, Level 3 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Fair market value	0		0
Money Market Funds [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Carrying value	6,791		2,419
Money Market Funds [Member] | Fair Value, Inputs, Level 1 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Fair market value	6,791		2,419
Money Market Funds [Member] | Fair Value, Inputs, Level 2 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Fair market value	0		0
Money Market Funds [Member] | Fair Value, Inputs, Level 3 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Fair market value	$ 0		$ 0

Prepaid Expenses and Other Cu24

Prepaid Expenses and Other Current Assets (Details) - USD ($) $ in Thousands	Mar. 31, 2017	Dec. 31, 2016
Other Assets [Abstract]
Prepaid and deferred commissions	$ 9,546	$ 8,869
Other prepaid expenses and current assets	11,128	8,133
Total prepaid expenses and other current assets	$ 20,674	$ 17,002

Property, Equipment and Softw25

Property, Equipment and Software (Details) - USD ($) $ in Thousands	Mar. 31, 2017	Dec. 31, 2016
Property, Plant and Equipment [Line Items]
Property, equipment and software, Gross	$ 108,914	$ 107,337
Less accumulated depreciation	(28,420)	(24,623)
Total property, equipment and software, net	80,494	82,714
Furniture and Fixtures [Member]
Property, Plant and Equipment [Line Items]
Property, equipment and software, Gross	16,473	16,439
Land [Member]
Property, Plant and Equipment [Line Items]
Property, equipment and software, Gross	3,466	3,466
Building and improvements [Member]
Property, Plant and Equipment [Line Items]
Property, equipment and software, Gross	20,771	20,768
Software [Member]
Property, Plant and Equipment [Line Items]
Property, equipment and software, Gross	5,873	5,853
Capitalized website and software development costs [Member]
Property, Plant and Equipment [Line Items]
Property, equipment and software, Gross	$ 62,331	$ 60,811

Accrued Liabilities - Accrued l

Accrued Liabilities - Accrued liabilities (Details) - USD ($) $ in Thousands	Mar. 31, 2017	Dec. 31, 2016
Accrued Liabilities [Abstract]
Accrued sales commissions	$ 1,847	$ 1,469
Sales and use tax	3,789	3,792
Accrued compensation	6,020	7,369
Uninvoiced accounts payable	6,297	4,333
Legal settlement accrual	145	2,601
Other accrued liabilities	4,368	3,564
Total accrued liabilities	$ 22,466	$ 23,128

Debt and Credit Arrangements (D

Debt and Credit Arrangements (Details) - USD ($)	Nov. 01, 2016	Jun. 10, 2016	Sep. 26, 2014	Mar. 31, 2017	Dec. 31, 2016
Debt Instrument [Line Items]
Term loan				$ 60,000,000	$ 60,000,000
Unamortized deferred financing fees				(973,000)	(1,071,000)
Unamortized fees paid to lender				(1,148,000)	(1,287,000)
Total debt, net				57,879,000	57,642,000
Less current maturities				(2,250,000)	(1,500,000)
Long-term debt, net				$ 55,629,000	$ 56,142,000
Term Loan and Delayed Draw Term Loan Financing Agreement [Member]
Debt Instrument [Line Items]
Percent of excess cash flow to be used for loan prepayment, maximum (up to)				50.00%
Term Loan and Delayed Draw Term Loan Financing Agreement [Member] | Secured Debt [Member]
Debt Instrument [Line Items]
Unamortized deferred financing fees				$ (973,000)
Unamortized fees paid to lender				(1,148,000)
Total debt, net				57,879,000
Face amount of term loan			$ 60,000,000
Qualified cash	$ 20,000,000
Periodic principal payments on term loan		$ 750,000
Prepayment premium		1.00%
Term Loan and Delayed Draw Term Loan Financing Agreement [Member] | Secured Debt [Member] | LIBOR [Member]
Debt Instrument [Line Items]
Interest rate, floor	0.50%
Term Loan and Delayed Draw Term Loan Financing Agreement [Member] | Secured Debt [Member] | Prime Rate [Member]
Debt Instrument [Line Items]
Interest rate, floor			3.25%
Term Loan and Delayed Draw Term Loan Financing Agreement [Member] | Secured Debt [Member] | Tranche One [Member]
Debt Instrument [Line Items]
Consolidated EBITDA	$ 20,000,000
Term Loan and Delayed Draw Term Loan Financing Agreement [Member] | Secured Debt [Member] | Tranche One [Member] | LIBOR [Member]
Debt Instrument [Line Items]
Basis spread	9.50%
Term Loan and Delayed Draw Term Loan Financing Agreement [Member] | Secured Debt [Member] | Tranche One [Member] | Prime Rate [Member]
Debt Instrument [Line Items]
Basis spread	8.50%
Term Loan and Delayed Draw Term Loan Financing Agreement [Member] | Secured Debt [Member] | Tranche Two [Member] | Minimum [Member]
Debt Instrument [Line Items]
Consolidated EBITDA	$ 20,000,000
Term Loan and Delayed Draw Term Loan Financing Agreement [Member] | Secured Debt [Member] | Tranche Two [Member] | Maximum [Member]
Debt Instrument [Line Items]
Consolidated EBITDA	$ 25,000,000
Term Loan and Delayed Draw Term Loan Financing Agreement [Member] | Secured Debt [Member] | Tranche Two [Member] | LIBOR [Member]
Debt Instrument [Line Items]
Basis spread	8.50%
Term Loan and Delayed Draw Term Loan Financing Agreement [Member] | Secured Debt [Member] | Tranche Two [Member] | Prime Rate [Member]
Debt Instrument [Line Items]
Basis spread	7.50%
Term Loan and Delayed Draw Term Loan Financing Agreement [Member] | Secured Debt [Member] | Tranche Three [Member] | Minimum [Member]
Debt Instrument [Line Items]
Consolidated EBITDA	$ 25,000,000
Term Loan and Delayed Draw Term Loan Financing Agreement [Member] | Secured Debt [Member] | Tranche Three [Member] | Maximum [Member]
Debt Instrument [Line Items]
Consolidated EBITDA	$ 30,000,000
Term Loan and Delayed Draw Term Loan Financing Agreement [Member] | Secured Debt [Member] | Tranche Three [Member] | LIBOR [Member]
Debt Instrument [Line Items]
Basis spread	7.50%
Term Loan and Delayed Draw Term Loan Financing Agreement [Member] | Secured Debt [Member] | Tranche Three [Member] | Prime Rate [Member]
Debt Instrument [Line Items]
Basis spread	6.50%
Term Loan and Delayed Draw Term Loan Financing Agreement [Member] | Secured Debt [Member] | Tranche Four [Member]
Debt Instrument [Line Items]
Consolidated EBITDA	$ 30,000,000
Term Loan and Delayed Draw Term Loan Financing Agreement [Member] | Secured Debt [Member] | Tranche Four [Member] | LIBOR [Member]
Debt Instrument [Line Items]
Basis spread	6.50%
Term Loan and Delayed Draw Term Loan Financing Agreement [Member] | Secured Debt [Member] | Tranche Four [Member] | Prime Rate [Member]
Debt Instrument [Line Items]
Basis spread	5.50%
Term Loan and Delayed Draw Term Loan Financing Agreement [Member] | Delayed Draw Term Loan [Member]
Debt Instrument [Line Items]
Face amount of term loan			$ 25,000,000
Periodic payment as a percent of amount funded			1.25%
Commitment fee as a percent of unborrowed amounts			0.75%
Availability under delayed draw term loan				$ 25,000,000

Commitments and Contingencies C

Commitments and Contingencies Commitments and Contingencies (Details) - USD ($)	Apr. 19, 2016	Dec. 31, 2016	Mar. 31, 2017	Mar. 31, 2016
Legal settlement accrual		$ 2,601,000	$ 145,000
Moore v. Angie's List [Member]
Litigation Settlement, Amount	$ 2,350,000
Litigation Settlement, Optional Free Membership Period	4 months
Legal settlement accrual		2,601,000	$ 145,000	$ 3,500,000
Moore v. Angie's List [Member] | Scenario, Adjustment [Member]
Loss Contingency Accrual, Period Increase (Decrease)		$ (671,000)