Upland Software (UPLD) 10-Q 14 Aug 17 2017 Q2 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	6 Months Ended
	Jun. 30, 2017	Aug. 04, 2017
Document and Entity Information [Abstract]
Entity Registrant Name	Upland Software, Inc.
Entity Central Index Key	1,505,155
Current Fiscal Year End Date	--12-31
Entity Filer Category	Non-accelerated Filer
Document Type	10-Q
Document Period End Date	Jun. 30, 2017
Document Fiscal Year Focus	2,017
Document Fiscal Period Focus	Q2
Amendment Flag	false
Entity Common Stock, Shares Outstanding		20,599,395

Condensed Consolidated Balance

Condensed Consolidated Balance Sheets - USD ($) $ in Thousands	Jun. 30, 2017	Dec. 31, 2016
Current assets:
Cash and cash equivalents	$ 57,420	$ 28,758
Accounts receivable (net of allowance of $940 and $658 at June 30, 2017 and December 31, 2016, respectively)	14,278	15,254
Prepaid and other	2,766	3,287
Total current assets	74,464	47,299
Canadian tax credits receivable	1,242	978
Property and equipment, net	3,876	4,356
Intangible assets, net	41,172	28,512
Goodwill	103,778	69,097
Other assets	330	346
Total assets	224,862	150,588
Current liabilities:
Accounts payable	2,482	1,268
Accrued compensation	2,469	2,541
Accrued expenses and other	7,704	5,505
Deferred revenue	29,870	23,552
Due to sellers	6,695	4,642
Current maturities of notes payable (includes unamortized discount of $103 and $329 at June 30, 2017 and December 31, 2016, respectively)	3,666	2,190
Total current liabilities	52,886	39,698
Canadian tax credit liability to sellers	0	361
Notes payable, less current maturities (includes unamortized discount of $307 and $1,113 at June 30, 2017 and December 31, 2016, respectively)	68,593	45,739
Deferred revenue	1,372	247
Noncurrent deferred tax liability, net	3,853	3,404
Other long-term liabilities	1,624	2,126
Total liabilities	128,328	91,575
Stockholders’ equity:
Common stock, $0.0001 par value; 50,000,000 shares authorized: 20,599,395 and 17,785,288 shares issued and outstanding as of June 30, 2017 and December 31, 2016, respectively	2	2
Additional paid-in capital	173,179	124,566
Accumulated other comprehensive loss	(2,819)	(3,152)
Accumulated deficit	(73,828)	(62,403)
Total stockholders’ equity	96,534	59,013
Total liabilities and stockholders’ equity	$ 224,862	$ 150,588

Condensed Consolidated Balance3

Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands	Jun. 30, 2017	Dec. 31, 2016
Statement of Financial Position [Abstract]
Allowance for doubtful accounts	$ 940	$ 658
Unamortized discount, current	103	329
Unamortized discount, noncurrent	$ 307	$ 1,113
Par value (in USD per share)	$ 0.0001	$ 0.0001
Shares authorized (in shares)	50,000,000	50,000,000
Shares issued (in shares)	20,599,395	17,785,288
Shares outstanding (in shares)	20,599,395	17,785,288

Condensed Consolidated Statemen

Condensed Consolidated Statements of Operations - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2017	Jun. 30, 2016	Jun. 30, 2017	Jun. 30, 2016
Revenue:
Subscription and support	$ 19,407	$ 16,220	$ 37,542	$ 31,461
Perpetual license	1,746	458	2,440	776
Total product revenue	21,153	16,678	39,982	32,237
Professional services	2,128	1,892	4,051	3,915
Total revenue	23,281	18,570	44,033	36,152
Cost of revenue:
Subscription and support	6,676	5,634	12,569	10,860
Professional services	1,327	1,106	2,462	2,730
Total cost of revenue	8,003	6,740	15,031	13,590
Gross profit	15,278	11,830	29,002	22,562
Operating expenses:
Sales and marketing	4,037	2,953	7,258	6,022
Research and development	4,003	4,054	7,480	7,964
Refundable Canadian tax credits	(112)	(116)	(229)	(225)
General and administrative	6,576	4,547	12,480	8,670
Depreciation and amortization	1,299	1,476	2,463	2,948
Acquisition-related expenses	2,278	1,380	5,969	3,808
Total operating expenses	18,081	14,294	35,421	29,187
Loss from operations	(2,803)	(2,464)	(6,419)	(6,625)
Interest expense, net	(1,160)	(662)	(2,095)	(1,223)
Loss on debt extinguishment	(1,634)	0	(1,634)	0
Other expense, net	(18)	(293)	(130)	(1,041)
Total other expense	(2,812)	(955)	(3,859)	(2,264)
Loss before provision for income taxes	(5,615)	(3,419)	(10,278)	(8,889)
Provision for income taxes	(196)	(158)	(1,147)	(261)
Net loss	$ (5,811)	$ (3,577)	$ (11,425)	$ (9,150)
Net loss per common share:
Net loss per common share, basic and diluted (in USD per share)	$ (0.33)	$ (0.22)	$ (0.66)	$ (0.58)
Weighted-average common shares outstanding, basic and diluted (in shares)	17,778,184	16,269,808	17,374,789	15,851,106

Condensed Consolidated Stateme5

Condensed Consolidated Statements of Comprehensive Loss - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2017	Jun. 30, 2016	Jun. 30, 2017	Jun. 30, 2016
Statement of Comprehensive Income [Abstract]
Net loss	$ (5,811)	$ (3,577)	$ (11,425)	$ (9,150)
Foreign currency translation adjustment	255	5	333	481
Comprehensive loss	$ (5,556)	$ (3,572)	$ (11,092)	$ (8,669)

Condensed Consolidated Stateme6

Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2017	Jun. 30, 2016
Operating activities
Net loss	$ (11,425)	$ (9,150)
Adjustments to reconcile net loss to net cash provided by operating activities:
Depreciation and amortization	5,046	5,075
Deferred income taxes	392	102
Foreign currency re-measurement (gain) loss	(182)	(261)
Non-cash interest and other expense	120	129
Non-cash stock compensation expense	5,920	1,564
Loss on disposal of business	0	731
Non-cash loss on retirement of fixed assets	(18)	0
Non-cash loss on debt extinguishment	1,634	0
Changes in operating assets and liabilities, net of purchase business combinations:
Accounts receivable	4,038	1,364
Prepaids and other	846	549
Accounts payable	857	(1,509)
Accrued expenses and other liabilities	(462)	258
Deferred revenue	(1,024)	2,095
Net cash provided by operating activities	5,742	947
Investing activities
Purchase of property and equipment	(375)	(851)
Purchase of customer relationships	(55)	(408)
Purchase business combinations, net of cash acquired	(37,041)	(11,844)
Net cash used in investing activities	(37,471)	(13,103)
Financing activities
Payments on capital leases	(745)	(908)
Proceeds from notes payable, net of issuance costs	33,308	14,987
Payments on notes payable	(10,725)	(1,122)
Issuance of common stock, net of issuance costs	42,701	113
Additional consideration paid to sellers of businesses	(4,338)	(1,484)
Net cash provided by financing activities	60,201	11,586
Effect of exchange rate fluctuations on cash	190	284
Change in cash and cash equivalents	28,662	(286)
Cash and cash equivalents, beginning of period	28,758	18,473
Cash and cash equivalents, end of period	57,420	18,187
Supplemental disclosures of cash flow information:
Cash paid for interest	1,984	1,093
Cash paid for taxes	1,172	249
Noncash investing and financing activities:
Equipment acquired pursuant to capital lease obligations	165	340
Issuance of common stock in business combination	$ 0	$ 5,700

Summary of Significant Accounti

Summary of Significant Accounting Policies	6 Months Ended
	Jun. 30, 2017
Accounting Policies [Abstract]
Summary of Significant Accounting Policies	1. Summary of Significant Accounting Policies Basis of Presentation These condensed consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the United States ("GAAP"). The condensed consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries. All intercompany accounts and transactions have been eliminated in consolidation. The accompanying unaudited interim condensed consolidated financial statements have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission ("SEC") for interim financial reporting. In the opinion of management of the Company, the unaudited interim condensed consolidated financial statements have been prepared on the same basis as the audited consolidated financial statements and include all adjustments necessary for a fair presentation. The results of operations for the three months ended June 30, 2017 are not necessarily indicative of the results to be expected for the year ending December 31, 2017 or for any other period. The financial statements should be read in conjunction with the consolidated financial statements and notes thereto included in the Company’s 2016 Annual Report on Form 10-K filed with the SEC on March 30, 2017 . Use of Estimates The preparation of the accompanying condensed consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the consolidated financial statements, and the reported amounts of revenues and expenses. Significant items subject to such estimates include allowance for doubtful accounts, stock-based compensation, contingent consideration, acquired intangible assets, the useful lives of intangible assets and property and equipment, and income taxes. In accordance with GAAP, management bases its estimates on historical experience and on various other assumptions that management believes are reasonable under the circumstances. Management regularly evaluates its estimates and assumptions using historical experience and other factors; however, actual results could differ from those estimates. Concentrations of Credit Risk and Significant Customers Financial instruments that potentially subject the Company to credit risk consist of cash and cash equivalents and accounts receivable. The Company’s cash and cash equivalents are placed with high-quality financial institutions, which, at times, may exceed federally insured limits. The Company has not experienced any losses in these accounts, and the Company does not believe it is exposed to any significant credit risk related to cash and cash equivalents. The Company provides credit, in the normal course of business, to a number of its customers. The Company performs periodic credit evaluations of its customers and generally does not require collateral. No individual customer represented more than 10% of total revenues in the three months ended June 30, 2017 or June 30, 2016 or for the year ended December 31, 2016 , or more than 10% of accounts receivable as of June 30, 2017 or December 31, 2016 . Fair Value of Financial Instruments The Company’s financial instruments consist principally of cash and cash equivalents, accounts receivable, and accounts payable, and long–term debt. The carrying value of cash and cash equivalents, accounts receivable, accounts payable approximate fair value, primarily due to short maturities. The carrying values of the Company’s debt instruments approximated their fair value based on rates currently available to the Company. Recent Accounting Pronouncements Recently issued accounting pronouncements not yet adopted In May 2014, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2014-09 (Topic 606), Revenue from Contracts with Customers. This ASU amends the existing accounting standards for revenue recognition and is based on the principle that revenue should be recognized to depict the transfer of goods or services to a customer at an amount that reflects the consideration a company expects to receive in exchange for those goods or services. The Company will adopt this ASU on January 1, 2018, and we expect to use the modified retrospective application method. The Company is continuing to evaluate each of its revenue streams to identify any differences in the timing, measurement or presentation of revenue recognition under the new standard. The Company has determined that sales commission accounting under the new standard will be significantly different than the Company's current policy (to recognize the expense as incurred). The new standard will result in these types of costs being capitalized and amortized ratably related to new revenue contracts as well as certain historical contracts under which revenue is yet to recognized at the time of adoption. In February 2016, the FASB issued ASU 2016-02, Leases. The core change with ASU 2016-2 is the requirement for the recognition of lease assets and lease liabilities by lessees for those leases classified as operating leases under previous GAAP. The new standard is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2018, with early adoption permitted. The Company is currently evaluating the effect that the adoption of ASU 2016-02 will have on its financial statements. In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments - Credit Losses: Measurement of Credit Losses on Financial Instruments, which changes the impairment model for most financial assets. The new model uses a forward-looking expected loss method, which will generally result in earlier recognition of allowances for losses. ASU 2016-13 is effective for annual and interim periods beginning after December 15, 2019 and early adoption is permitted for annual and interim periods beginning after December 15, 2018. The Company is currently evaluating the effect that the adoption of ASU 2016-13 will have on its financial statements. In August 2016, the FASB issued ASU No. 2016-15, Classification of Certain Cash Receipts and Cash Payments. ASU 2016-15 is intended to add or clarify guidance on the classification of certain cash receipts and payments in the statement of cash flows and to eliminate the diversity in practice related to such classifications. The guidance in ASU 2016-15 is required for annual reporting periods beginning after December 15, 2017, with early adoption permitted. The Company is currently evaluating the effect that the adoption of ASU 2016-15 will have on its financial statements. In January 2017, the FASB issued ASU 2017-01, Clarifying the Definition of a Business, which revises the definition of a business and assists in the evaluation of when a set of transferred assets and activities is a business. ASU 2017-01 is effective for interim and annual reporting periods beginning after December 15, 2017, and should be applied prospectively. Early adoption is permitted under certain circumstances. In January 2017, the FASB issued ASU No. 2017-04, Intangibles - Goodwill and Other: Simplifying the Test for Goodwill Impairment. ASU 2017-04 eliminates step two of the goodwill impairment test and specifies that goodwill impairment should be measured by comparing the fair value of a reporting unit with its carrying amount. Additionally, the amount of goodwill allocated to each reporting unit with a zero or negative carrying amount of net assets should be disclosed. ASU 2017-04 is effective for annual or interim goodwill impairment tests performed in fiscal years beginning after December 15, 2019; early adoption is permitted. We currently anticipate that the adoption of ASU 2017-04 will not have a material impact on our consolidated financial statements. In May 2017, the FASB issued ASU 2017-09, Compensation - Stock Compensation: Scope of Modification Accounting, which provides guidance about which changes to the terms or conditions of a share-based payment awarded require an entity to apply modification accounting. ASU 2017-09 is effective for interim and annual reporting periods beginning after December 15, 2017, with early adoption permitted. The amendments in ASU 2017-09 are to be applied prospectively to an award modified on or after the adoption date; consequently, the impact will be dependent on whether we modify any share-based payment awards and the nature of such modifications. The adoption of this standard is not expected to have a material impact on our financial statements. Recently adopted accounting pronouncements In August 2014, the FASB issued ASU No. 2014-15, Presentation of Financial Statements - Going Concern: Disclosure of Uncertainties about an Entity's Ability to Continue as a Going Concern. The new standard provides guidance around management's responsibility to evaluate whether there is substantial doubt about an entity's ability to continue as a going concern and to provide related footnote disclosures. The new standard is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2016, with early adoption permitted. The Company adopted ASU 2014-15 during the first quarter of 2017. No additional disclosure was deemed necessary upon the adoption of ASU 2014-15. This standard would not result in an amount being recorded. In March 2016, the FASB issued ASU 2016-09, Stock Compensation. The core change with ASU 2016-09 is the simplification of several aspects of the accounting for share-based payment transactions, including the income tax consequences, classifications of awards as either equity or liabilities, and classification on the statement of cash flows. The new standard is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2016, with early adoption permitted. The Company adopted ASU 2016-09 during the first quarter of 2017. No impact on the financial statements was recorded as a result of the adoption of ASU 2016-09.

Acquisitions

Acquisitions	6 Months Ended
	Jun. 30, 2017
Business Combinations [Abstract]
Acquisitions	2. Acquisitions 2017 Acquisitions On January 10, 2017, the Company completed its purchase of Omtool, Ltd, a document capture, fax and workflow solution company. The purchase price consideration paid was approximately $19.3 million in cash payable at closing (net of approximately $3.0 million of cash acquired). Revenues recorded since the acquisition date through June 30, 2017 were approximately $5.4 million . On April 21, 2017, the Company acquired RightAnswers, Inc., a cloud-based knowledge management system. The purchase price was $17.4 million , in cash at closing, net of cash acquired, and a $2.5 million cash holdback payable in one year (a portion of which is available to satisfy indemnification claims) and excludes potential future earn-out payments tied to additional performance-based goals. Revenues recorded since the acquisition date through June 30, 2017 were approximately $1.3 million . See Note 12 — Subsequent Events for more information regarding the acquisition of Waterfall International Inc. in July 2017. 2016 Acquisitions On January 7, 2016, the Company completed its purchase of LeadLander, Inc., a website analytics provider. The purchase price consideration paid was approximately $8.0 million in cash payable at closing (net of approximately $0.4 million of cash acquired) and a $1.2 million cash holdback payable in 12 months (subject to indemnification claims), which was fully paid after December 31, 2016. In addition, the Asset Purchase Agreement included a contingent share consideration component pursuant to which the Company issued an aggregate of $2.4 million in common stock on July 25, 2016. On March 14, 2016, the Company completed its purchase of HipCricket, Inc., a cloud-based mobile messaging software provider. The consideration paid to the seller consisted of the issuance of one million shares of the Company's common stock and the transfer of the Company's EPM Live product business. The value of the shares on the closing date of the transaction was approximately $5.7 million and the fair value of the EPM Live product business was approximately $5.9 million . The Company recognized a loss on the transfer in conjunction with the EPM Live net asset value of approximately $0.7 million in other expenses, net. Prior to the transaction, HipCricket was owned by an affiliate of ESW Capital, LLC, which is a shareholder of the Company. Raymond James & Co. provided a fairness opinion to the Company in connection with the transaction. On April 27, 2016, the Company acquired Advanced Processing & Imaging, Inc. ("API"), a content management platform driving workflow in governments and schools. The purchase price consideration consisted of $4.1 million in cash payable at closing (net of $0.1 million of cash acquired), and a $0.8 million cash holdback payable in 12 months (subject to indemnification claims). The following condensed table presents the preliminary and finalized acquisition-date fair value of the assets acquired and liabilities assumed for the acquisitions in 2016 and through the six months ended June 30, 2017 (and excludes the acquisition of Waterfall International Inc. See Note 12 — Subsequent Events for more information regarding the acquisition of Waterfall International Inc. in July 2017), as well as assets and liabilities (in thousands): Preliminary Finalized RightAnswers Omtool API HipCricket LeadLander Year Acquired 2017 2017 2016 2016 2016 Cash $ 139 $ 2,957 $ 125 $ — $ 365 Accounts receivable 2,164 784 821 1,226 199 Other current assets 94 405 54 273 55 Property and equipment 158 63 68 — 5 Customer relationships 5,700 4,390 1,420 1,000 970 Trade name 200 170 40 70 70 Technology 2,600 3,180 810 900 1,410 Goodwill 20,238 14,003 3,420 8,531 13,104 Other assets — 33 89 — 6 Total assets acquired 31,293 25,985 6,847 12,000 16,184 Accounts payable (138 ) (219 ) (11 ) (44 ) — Accrued expense and other (1,317 ) (934 ) (137 ) — (254 ) Deferred revenue (5,540 ) (2,618 ) (1,699 ) (356 ) (910 ) Total liabilities assumed (6,995 ) (3,771 ) (1,847 ) (400 ) (1,164 ) Total consideration $ 24,298 $ 22,214 $ 5,000 $ 11,600 $ 15,020 Tangible assets were valued at their respective carrying amounts, which approximates their estimated fair value. The valuation of identifiable intangible assets reflects management’s estimates based on, among other factors, use of established valuation methods. Customer relationships were valued using an income approach, which estimates fair value based on the earnings and cash flow capacity of the subject asset. The value of the marketing-related intangibles was determined using a relief-from-royalty method, which estimates fair value based on the value the owner of the asset receives from not having to pay a royalty to use the asset. Developed technology was valued using a cost-to-recreate approach. The Company recorded the purchase of the acquisitions described above using the acquisition method of accounting and, accordingly, recognized the assets acquired and liabilities assumed at their fair values as of the date of the acquisition. The purchase price allocations for the 2017 acquisitions of Omtool and RightAnswers are preliminary as the Company has not obtained and evaluated all of the detailed information necessary to finalize the opening balance sheet amounts in all respects. The purchase price allocations for the 2016 acquisitions of Leadlander, HipCricket, and API are final. Management has recorded the purchase price allocations based upon acquired company information that is currently available. Management expects to close its purchase price allocations for Omtool and RightAnswers during the latter half of 2017. The goodwill of $59.3 million for the above acquisitions is primarily attributable to the synergies expected to arise after the acquisition. Goodwill ded uctible for tax purposes is $4.9 million for the LeadLander acquisition and $8.2 million for HipCricket. There was no goodwill deductible for tax purposes for the Omtool and RightAnswers acquisitions.

Fair Value Measurements

Fair Value Measurements	6 Months Ended
	Jun. 30, 2017
Fair Value Disclosures [Abstract]
Fair Value Measurements	3. Fair Value Measurements Fair value is defined as the exit price, or the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants as of the measurement date. GAAP sets forth a three–tier fair value hierarchy, which prioritizes the inputs used in measuring fair value. The three tiers are Level 1, defined as observable inputs, such as quoted market prices in active markets; Level 2, defined as inputs other than quoted prices in active markets that are either directly or indirectly observable; and Level 3, defined as unobservable inputs in which little or no market data exists, which therefore requires an entity to develop its own assumptions. Changes to the fair value of earnout liabilities are recorded to other expense, net. Lia bilities measured at fair value on a recurring basis are summarized below (in thousands): Fair Value Measurements at December 31, 2016 Level 1 Level 2 Level 3 Total Earnout consideration liability $ — $ — $ 2,500 $ 2,500 Fair Value Measurements at June 30, 2017 (unaudited) Level 1 Level 2 Level 3 Total Earnout consideration liability $ — $ — $ 4,000 $ 4,000 The earnout consideration liability consists of amounts associated with the acquisitions of LeadLander in January 2016 and RightAnswers in April 2017. The LeadLander $2.5 million Level 3 earnout consideration liability was settled in March 2017, and the RightAnswers $4.0 million Level 3 earnout consideration liability was added during the six months ended June 30, 2017 . The following table presents additional information about liabilities measured at fair value on a recurring basis and for which we have utilized significant unobservable (Level 3) inputs to determine fair value (in thousands): Ending balance at December 31, 2016 $ 2,500 Additions - cash earnouts 4,000 Settlements - cash earnouts (2,500 ) Ending balance at June 30, 2017 $ 4,000 The fair value of the earnout consideration was determined using the Binary Option model based on the present value of the probability-weighted earnout consideration. Debt The Company believes the carrying value of its long-term debt at June 30, 2017 approximates its fair value based on the variable interest rate feature or based upon interest rates currently available to the Company. The estimated fair value and carrying value of the Company's debt at June 30, 2017 and December 31, 2016 is $72.7 million and $49.4 million , respectively, based on valuation methodologies using interest rates currently available to the Company which are Level 2 inputs.

Goodwill and Other Intangible A

Goodwill and Other Intangible Assets	6 Months Ended
	Jun. 30, 2017
Goodwill and Intangible Assets Disclosure [Abstract]
Goodwill and Other Intangible Assets	4. Goodwill and Other Intangible Assets Changes in the Company’s goodwill balance for the six months ended June 30, 2017 are summarized in the table below (in thousands): Balance at December 31, 2016 $ 69,097 Acquired in business combinations 34,258 Foreign currency translation adjustment 423 Balance at June 30, 2017 $ 103,778 Net intangible assets include the estimated acquisition-date fair values of customer relationships, marketing-related assets, and developed technology that the Company recorded as part of its business acquisitions. The following is a summary of the Company’s intangible assets, net (in thousands): Estimated Useful Gross Accumulated Net Carrying June 30, 2017: Customer relationships 1-10 $ 43,102 $ 14,560 $ 28,542 Trade name 1.5-3 3,014 2,676 338 Developed technology 4-7 21,091 8,799 12,292 Total intangible assets $ 67,207 $ 26,035 $ 41,172 Estimated Useful Life (Years) Gross Carrying Amount Accumulated Amortization Net Carrying Amount December 31, 2016: Customer relationships 1-10 $ 32,703 $ 12,418 $ 20,285 Trade name 1.5-3 2,636 2,462 174 Developed technology 4-7 15,228 7,175 8,053 Total intangible assets $ 50,567 $ 22,055 $ 28,512 The following table summarizes the Company's weighted-average amortization period, in total and by major finite-lived intangible asset class (in years): June 30, 2017 December 31, 2016 Customer relationships 9.4 9.3 Trade name 0.5 2.8 Developed technology 6.2 6.3 Total weighted-average amortization period 8.0 8.0 The Company periodically reviews the estimated useful lives of its identifiable intangible assets, taking into consideration any events or circumstances that might result in either a diminished fair value or revised useful life. There have been no indicators of impairment or change in the useful life during the three and six months ended June 30, 2017 and June 30, 2016 , respectively. Total amortization expense during the six months ended June 30, 2017 and June 30, 2016 was $3.8 million in both periods. Estimated annual amortization expense for the next five years and thereafter is as follows (in thousands): Amortization Year ending December 31: Remainder of 2017 $ 4,108 2018 7,852 2019 6,870 2020 5,900 2021 5,504 2022 and thereafter 10,938 Total $ 41,172

Income Taxes

Income Taxes	6 Months Ended
	Jun. 30, 2017
Income Tax Disclosure [Abstract]
Income Taxes	5. Income Taxes The Company’s income tax provision for the three and six months ended June 30, 2017 and June 30, 2016 reflects its estimate of the effective tax rates expected to be applicable for the full years, adjusted for any discrete events that are recorded in the period in which they occur. The estimates are re-evaluated each quarter based on the estimated tax expense for the full year. The tax provision for the three and six months ended June 30, 2017 and June 30, 2016 is primarily related to foreign income taxes associated with our Canadian operations, changes in deferred tax liabilities associated with amortization of United States tax deductible goodwill, alternative minimum tax and state taxes in certain states in which the Company does not file on a consolidated basis or have net operating loss carryforwards. The Company has historically incurred operating losses in the United States and, given its cumulative losses and limited history of profits, has recorded a valuation allowance against its United States net deferred tax assets, exclusive of tax deductible goodwill, at June 30, 2017 and June 30, 2016 , respectively. The Company has reflected any uncertain tax positions within its current taxes payable, but none in deferred taxes. Federal, state, and foreign income tax returns have been filed in jurisdictions with varying statutes of limitations. Varying among the separate companies, tax years 1998 through 2016 remain subject to examination by federal and most state tax authorities due to our net operating loss carryforwards. In foreign jurisdictions, tax years 2008 through 2016 remain subject to examination. The Company increased both its net operating loss deferred tax asset and its valuation allowance by $152,000 upon adoption of ASU No. 2016-09 relating to certain tax deductions associated with stock option transactions greater than the stock-related compensation expense for financial statement purposes.

Debt

Debt	6 Months Ended
	Jun. 30, 2017
Debt Disclosure [Abstract]
Debt	6. Deb t Long-term debt consisted of the following at June 30, 2017 and December 31, 2016 (in thousands): June 30, 2017 December 31, 2016 Senior secured loans (includes unamortized discount of $410 and $1,442 based on an imputed interest rate of 6.2% and 6.6%, at June 30, 2017 and December 31, 2016, respectively) $ 72,259 $ 47,929 Less current maturities (3,666 ) (2,190 ) Total long-term debt $ 68,593 $ 45,739 Loan and Security Agreements Fifth Amendment to Credit Facility Subsequent to June 30, 2017, the Company materially amended and expanded its Credit Agreement (the “Credit Facility”) on August 2, 2017. The Company entered into the Credit Facility with Wells Fargo Capital Finance and CIT Bank, N.A. as joint lead arrangers, and including Goldman Sachs, Bank USA, Regions Bank, and Citizens Bank, N.A., with a Fifth Amendment to Credit Agreement (the “Fifth Amendment”) that amends that certain Credit Facility dated as of May 14, 2015 among inter alia the Company, certain of its subsidiaries, and each of the lenders named in the Credit Facility. The Credit Facility now provides for a $200.0 million credit facility, including a $95.0 million outstanding term loan, a $40.0 million delayed draw term loan commitment, a $10.0 million revolving loan commitment, and a $55.0 million uncommitted accordion. Specifically, the Amendment provides for, among other things, (i) the expansion of the Company’s delayed draw term facility from $10.0 million to $40.0 million , (ii) an increase in the Company’s uncommitted accordion amount from $20.0 million to $55.0 million , (iii) reduces principal installments to 2.5% per annum on or before June 30, 2019 with the existing 5.0% per annum due thereafter until the facility’s maturity date of August 2, 2022, (iv) favorable adjustment of leverage ratio to exclude excess of $2.5 million and up to $15 million in qualified cash from such calculation, and (v) an increase in the maximum amount of purchase consideration payable in respect of an individual permitted acquisition from $20.0 million to $25.0 million and in respect of all permitted acquisitions from $75.0 million to $175.0 million . The information below does not reflect this subsequent event. See Note 12 — Subsequent Events for more information regarding the Fifth Amendment to the Credit Facility, a July 2017 expansion of this credit facility, which increased the total borrowing capacity from $90.0 million to $200.0 million to pursue additional potential acquisitions. Loans Fourth Amendment to Credit Facility On April 21, 2017, the Company amended its $90.0 million Credit Facility among inter alia the Company, certain of its domestic and Canadian subsidiaries, and each of the lenders party thereto, which was subsequently amended by the Fifth Amendment (the "Fourth Amendment"). After giving effect to the Fourth Amendment, the Company borrowed an additional term loan of $15.0 million million (in conjunction with the acquisition of RightAnswers), which was previously part of the uncommitted accordion feature of the Credit Facility. The superseded Fourth Amendment provides for $73.6 million of term debt comprised of (i) a fully drawn U.S. term loan facility in an aggregate principal amount of $53.1 million (the “U.S. Term Loan”), (ii) a fully drawn Canadian term loan facility in an aggregate principal amount of $5.5 million (the “Canadian Term Loan” and (iii) an additional $15.0 million term loan from the accordion feature, and, together with the U.S. and Canadian Term Loans, the “Term Loans”). In addition, the Credit Facility also provides for fully available revolvers of $10.0 million , comprised of (i) a U.S. revolving credit facility in an aggregate principal amount of up to $9.0 million (the “U.S. Revolver”), (ii) a Canadian revolving credit facility in an aggregate principal amount of up to $1.0 million (the “Canadian Revolver” and, together with the U.S. Revolver, the “Revolver”). The superseded Fourth Amendment also includes provisions for optional, uncommitted increases in the maximum size of the loan facility available under the Credit Facility by an aggregate principal amount of $20.0 million upon the satisfaction of the terms and conditions set forth in the Credit Facility, of which $15.0 million was utilized as described above. The superseded Fourth Amendment also provides for, among other things, (i) a maturity date of November 15, 2021 (the "Maturity Date"), (ii) a maximum amount of permitted stock repurchases of $8.3 million , and (iii) a maximum amount of seller subordinated indebtedness permitted to be incurred in connection with permitted acquisitions of $16.7 million . As of June 30, 2017 , there were no amounts drawn on its U.S. or Canadian revolving loans outstanding under the Credit Facility, and there was $72.7 million outstanding on term loans comprised of (i) $67.3 million in U.S. term loans outstanding under the Credit Facility; and (ii) $5.4 million in Canadian term loans outstanding under the Credit Facility. Terms of Revolver Under the terms of the superseded Fourth Amendment, loans under the Revolver are available up to the lesser of (i) $10.0 million (the “Maximum Revolver Amount”) or (ii) the result of (a) 100% multiplied by (subject to step-downs beginning December 31, 2016) of certain subsidiaries' recurring revenues on a trailing twelve month basis, minus (b) the outstanding balance of the Term Loans and other uses of the capacity made under the Credit Facility (such amount, the “Credit Amount”). The Revolver provides a subfacility whereby Borrowers may request letters of credit (the “Letters of Credit”) in an aggregate amount not to exceed, at any one time outstanding, $0.5 million and $0.25 million , from the U.S & Canadian facilities, respectively. The aggregate amount of outstanding Letters of Credit are reserved against the credit availability under the Maximum Revolver Amount and the Credit Amount. Under the terms of the superseded Fourth Amendment, loans under the Revolver may be borrowed, repaid and reborrowed until November 15, 2021 (the “Maturity Date”), at which time all amounts borrowed under the Credit Facility must be repaid. Terms of Term Loans Under the terms of the superseded Fourth Amendment, the Term Loans are repayable, on a quarterly basis beginning December 31, 2016, by an amount equal to 5.0% per annum of the original principal amount of such loan. Any amount remaining unpaid is due and payable in full on the Maturity Date. Terms of Delay Draw Term Loan Under the terms of the superseded Fourth Amendment, pursuant to the terms of the Credit Facility, the DDTL is to be used to finance acquisitions, and was drawn in full in January, 2017 to finance the acquisition of Omtool. The DDTL is repayable, on a quarterly basis, by an amount equal to 5.0% per annum of the original funded amount of the DDTL. Any amount remaining unpaid would be due and payable in full on the Maturity Date. Other Terms of Credit Facility Under the terms of the superseded Fourth Amendment, at the option of the Company, U.S. loans accrue interest at a per annum rate based on (i) the U.S. base rate plus a margin ranging from 3.0% to 4.0% depending on the leverage ratio or (ii) the U.S. LIBOR rate determined in accordance with the Credit Facility (based on 1, 2, 3 or 6-month interest periods) plus a margin ranging from 4.0% to 5.0% depending on the leverage ratio. The U.S. base rate is a rate equal to the highest of (i) the federal funds rate plus a margin equal to 0.5% , the U.S. LIBOR rate for a 1-month interest period plus 1.0% , and (ii) Wells Fargo Capital Finance’s prime rate. Under the terms of the superseded Fourth Amendment, at the option of the Company, the Canadian loans accrue interest at a per annum rate based on (i) the Canadian prime rate or the U.S. base rate plus a margin ranging from 3.0% to 4.0% depending on the leverage ratio or (ii) the U.S. LIBOR rate determined in accordance with the Credit Facility (based on 1, 2, 3 or 6-month interest periods) (or the Canadian Bankers Acceptance ("Canadian BA") rate determined in accordance with the Credit Facility for obligations in Canadian dollars) plus a margin ranging from 4.0% to 5.0% depending on the leverage ratio. Under the terms of the superseded Fourth Amendment, accrued interest on the loans will be paid monthly, or, with respect to loans that are accruing interest based on the U.S. LIBOR rate or Canadian BA rate, at the end of the applicable U.S. LIBOR or Canadian BA interest rate period. Lenders are entitled to a premium (the “Prepayment Premium”) in the event of certain prepayments of the loans in an amount equal to (i) from November 15, 2016 to November 15, 2017, 2.0% times the sum of (a) the Maximum Revolver Amount plus (b) the outstanding principal amount of the Term Loan and DDTL on the date immediately prior to the date of the prepayment (such sum, the “Prepayment Amount”) (ii) from November 15, 2017 to November 15, 2018, 1.0% times the Prepayment Amount and (iii) during the period from and after November 15, 2018 to the Maturity Date, 0.0% times the Prepayment Amount. The Company may also be subject to prepayment fees in the case of commitment reductions of the Revolver and also may be obligated to prepay loans upon the occurrence of certain events. The Company is also obligated to pay other customary servicing fees, letter of credit fees and unused credit facility fees. The Loan Facility contains customary affirmative and negative covenants. The negative covenants limit the ability of the Company and its subsidiaries to, among other things (in each case subject to customary exceptions for a credit facility of this size and type): • Incur additional indebtedness or guarantee indebtedness of others; • Create liens on their assets; • Make investments, including certain acquisitions; • Enter into mergers or consolidations; • Dispose of assets; • Pay dividends and make other distributions on the Company’s capital stock, and redeem and repurchase the Company’s capital stock; • Enter into transactions with affiliates; and • Prepay indebtedness or make changes to certain agreements. Under the terms of the superseded Fourth Amendment, there are certain financial covenants that became more restrictive starting March 31, 2017. If an event of default occurs, at the election of the Lenders, a default interest rate shall apply on all obligations during an event of default, at a rate per annum equal to 2.00% above the applicable interest rate. Under the terms of the superseded Fourth Amendment, the Loan Facility limits the Company's ability to buyback its capital stock, subject to restrictions including a minimum liquidity requirement of $20.0 million before and after any such buyback. Termination of Prior Credit Facility In conjunction with the Fourth Amendment to the Credit Facility on April 21, 2017, the borrowing of $15.0 million from the previously uncommitted accordion feature of the Credit Facility triggered debt extinguishment accounting under ASC 470, Debt . As a result, the Company was required to write off debt issuance cost of $1.6 million as Loss on debt extinguishment, which included unamortized debt discount of $1.1 million and $0.5 million of lender fees related directly to the new debt. Interest Rate and Debt Discount Cash interest costs averaged 6.0% and 5.7% under the Credit Facility for the three months ended June 30, 2017 and for the year ended December 31, 2016 , respectively. In addition, the Company has $0.4 million of unamortized Debt Discount associated with the Credit Facility as of June 30, 2017 . These Debt Discount costs will be amortized to non-cash interest expense over the term of the Credit Facility. Debt Maturities Under the terms of the superseded Fourth Amendment, f uture debt maturities of long-term debt (excluding financing costs) at June 30, 2017 are as follows (in thousands): Year ending December 31: Remaining 2017 $ 1,884 2018 3,769 2019 3,769 2020 3,769 2021 59,478 Thereafter — $ 72,669

Net Loss Per Share

Net Loss Per Share	6 Months Ended
	Jun. 30, 2017
Earnings Per Share [Abstract]
Net Loss Per Share	7. Net Loss Per Share The following table sets forth the computations of loss per share (in thousands, except share and per share amounts): Three Months Ended June 30, Six Months Ended June 30, 2017 2016 2017 2016 Numerator: Net Loss $ (5,811 ) $ (3,577 ) $ (11,425 ) $ (9,150 ) Denominator: Weighted–average common shares outstanding, basic and diluted 17,778,184 16,269,808 17,374,789 15,851,106 Net loss per common share, basic and diluted $ (0.33 ) $ (0.22 ) $ (0.66 ) $ (0.58 ) Due to the net losses for the three and six months ended June 30, 2017 and June 30, 2016 , respectively, basic and diluted loss per share were the same, as the effect of all potentially dilutive securities would have been anti–dilutive. The following table sets forth the anti–dilutive common share equivalents (which does not include 318,302 common shares issued July 25, 2016 in conjunction with the acquisition of Leadlander, as a result of the achievement of certain revenue targets): June 30, 2017 2016 Stock options 692,097 686,667 Restricted stock 1,274,088 981,175 Total anti–dilutive common share equivalents 1,966,185 1,667,842

Commitments and Contingencies

Commitments and Contingencies	6 Months Ended
	Jun. 30, 2017
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies	8. Commitments and Contingencies Purchase Commitments During the six months ended June 30, 2017 and June 30, 2016 , the Company purchased software development services pursuant to a technology services agreement with DevFactory FZ-LLC, in the amount of $1.2 million in both periods, respectively . See Note 11 — Related Party Transactions for more information regarding our purchase commitment to this related party. On March 28, 2017, the Company entered into an amendment to the Amended and Restated Technology Services Agreement with DevFactory FZ-LLC to extend the initial term end date from December 31, 2017 to December 31, 2021. Additionally, the Company amended the option for either party to renew annually for one additional year. The effective date of the amendment is January 1, 2017. See Note 12 — Subsequent Events for more information regarding the July 2017 entry into a $5.0 million , four -year commitment cloud hosting agreement with Amazon Web Services. Litigation In the normal course of business, the Company may become involved in various lawsuits and legal proceedings. At this time, the Company is not involved in any current or pending legal proceedings and does not anticipate any legal proceedings that may have a material adverse affect on the consolidated financial position or results of operations of the Company.

Stockholders' Equity

Stockholders' Equity	6 Months Ended
	Jun. 30, 2017
Equity [Abstract]
Stockholders' Equity	9. Stockholders' Equity On May 12, 2017, the Company filed a registration statement on Form S-3 (File No. 333-217977) (the "S-3"), to register Upland securities in an aggregate amount of up to $75.0 million for offerings from time to time. The S-3 was amended on May 22, 2017 and declared effective on May 26, 2017. On June 6, 2017, the Company completed a registered underwritten public offering pursuant to the S-3. The net proceeds of the offering was approximately $42.7 million , net of issuance costs, in exchange for 2,139,534 shares of common stock. See Management's Discussion and Analysis of Financial Condition and Results of Operations — Liquidity and Capital Resources for more information related to the public underwritten offering. As of June 30, 2017, the Company may issue up to approximately $29.0 million of securities under the remaining capacity of its S-3 shelf registration. Restricted Stock Awards Restricted share activity during the six months ended June 30, 2017 was as follows: Number of Weighted-Average Grant Date Fair Value Unvested balances at December 31, 2016 839,477 $ 7.55 Awards granted 666,853 Awards vested (212,241 ) Awards forfeited (20,001 ) Unvested balances at June 30, 2017 1,274,088 $ 11.22 Stock Option Activity Stock option activity during the six months ended June 30, 2017 was as follows: Number of Weighted– Outstanding at December 31, 2016 759,719 $ 6.06 Options granted — $ — Options exercised (64,374 ) $ 4.63 Options forfeited (3,154 ) $ 6.21 Options expired (94 ) $ 6.26 Outstanding at June 30, 2017 692,097 $ 6.20 Share-based Compensation The Company recognized share-based compensation expense from all awards in the following expense categories (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2017 2016 2017 2016 Cost of revenue $ 113 $ 8 $ 131 $ 15 Research and development 282 28 341 42 Sales and marketing 54 32 77 45 General and administrative 3,167 802 5,371 1,462 Total $ 3,616 $ 870 $ 5,920 $ 1,564

Domestic and Foreign Operations

Domestic and Foreign Operations	6 Months Ended
	Jun. 30, 2017
Segment Reporting [Abstract]
Domestic and Foreign Operations	10. Domestic and Foreign Operations Revenue by geography is based on the ship-to address of the customer, which is intended to approximate where the customer’s users are located. The ship-to country is generally the same as the billing country. The Company has operations in the U.S., Canada and Europe. Information about these operations is presented below (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2017 2016 2017 2016 Revenues: U.S. $ 18,016 $ 15,733 $ 35,624 $ 30,163 Canada 1,234 1,011 2,080 2,013 Other International 4,031 1,826 6,329 3,976 Total Revenues $ 23,281 $ 18,570 $ 44,033 $ 36,152

Related Party Transactions

Related Party Transactions	6 Months Ended
	Jun. 30, 2017
Related Party Transactions [Abstract]
Related Party Transactions	11. Related Party Transactions During the six months ended June 30, 2017 and June 30, 2016 , the Company purchased software development services pursuant to a technology services agreement with DevFactory FZ-LLC, in the amount of $1.2 million in both periods, respectively. On March 28, 2017, the Company entered into an amendment to the Amended and Restated Technology Services Agreement to extend the initial term end date from December 31, 2017 to December 31, 2021. Additionally, the Company amended the option for either party to renew annually for one additional year. The effective date of the amendment is January 1, 2017. The Company has an outstanding purchase commitment in 2017 for software development services pursuant to a technology services agreement in the amount of $2.5 million . For years after 2017 , the purchase commitment amount for software development services will be equal to the prior year purchase commitment increased (decreased) by the percentage change in total revenue for the prior year as compared to the preceding year. For example, if 2017 total revenues increase by 10% as compared to 2016 total revenues, then the 2018 purchase commitment will increase by approximately $250,000 from the 2017 purchase commitment amount to approximately $2.8 million . The Company purchased approximately $1.5 million and $0.6 million in services from Crossover, Inc. during the six months ended June 30, 2017 and June 30, 2016 , respectively. While there are no purchase commitments with this company, the Company continues to use their services in 2017. The Company has an arrangement with a former subsidiary to provide management, human resource, payroll and administrative services, the Company received fees during the six months ended June 30, 2017 and June 30, 2016 totaling $180,000 in each period.

Subsequent Events

Subsequent Events	6 Months Ended
	Jun. 30, 2017
Subsequent Events [Abstract]
Subsequent Events	12. Subsequent Events Acquisitions On July 13, 2017, the Company acquired Waterfall International Inc. (“Waterfall”), a cloud-based mobile messaging platform. The purchase price consideration paid was approximately $24.4 million in cash at closing, net of cash acquired, and a $1.5 million cash holdback payable in 18 months (subject to indemnification claims). The foregoing excludes additional potential earnout payments tied to performance-based conditions. Fifth Amendment of Credit Facility On August 2, 2017, the Company entered into a credit facility with Wells Fargo Capital Finance and CIT Bank, N.A. as joint lead arrangers, and including Goldman Sachs, Bank USA, Regions Bank, and Citizens Bank, N.A., with a Fifth Amendment to Credit Agreement (the “Fifth Amendment”) that amends that certain Credit Agreement dated as of May 14, 2015 (the “Credit Facility”) among inter alia the Company, certain of its subsidiaries, and each of the lenders named in the Credit Facility. The Credit Facility now provides for a $200.0 million credit facility, including a $95.0 million outstanding term loan, a $40.0 million delayed draw term loan commitment, a $10.0 million revolving loan commitment, and a $55.0 million uncommitted accordion. Specifically, the Fifth Amendment provides for, among other things, (i) the expansion of the Company’s delayed draw term facility from $10.0 million to $40.0 million , (ii) an increase in the Company’s uncommitted accordion amount from $20.0 million to $55.0 million , (iii) reduces principal installments to 2.5% per annum on or before June 30, 2019 with the existing 5.0% per annum due thereafter until the facility’s maturity date of August 2, 2022, (iv) favorable adjustment of leverage ratio to exclude excess of $2.5 million and up to $15.0 million in qualified cash from such calculation, and (v) an increase in the maximum amount of purchase consideration payable in respect of an individual permitted acquisition from $20.0 million to $25.0 million and in respect of all permitted acquisitions from $75.0 million to $175.0 million . Cloud Hosting Agreement On July 28, 2017, the Company entered into a four -year, $5.0 million agreement with Amazon Web Services to support its cloud infrastructure in conjunction with the consolidation and elimination of a substantial portion of its physical cloud infrastructure maintained in various data centers around the United States, Canada and the UK.

Summary of Significant Accoun19

Summary of Significant Accounting Policies (Policies)	6 Months Ended
	Jun. 30, 2017
Accounting Policies [Abstract]
Basis of Presentation	Basis of Presentation These condensed consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the United States ("GAAP"). The condensed consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries. All intercompany accounts and transactions have been eliminated in consolidation. The accompanying unaudited interim condensed consolidated financial statements have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission ("SEC") for interim financial reporting. In the opinion of management of the Company, the unaudited interim condensed consolidated financial statements have been prepared on the same basis as the audited consolidated financial statements and include all adjustments necessary for a fair presentation. The results of operations for the three months ended June 30, 2017 are not necessarily indicative of the results to be expected for the year ending December 31, 2017 or for any other period. The financial statements should be read in conjunction with the consolidated financial statements and notes thereto included in the Company’s 2016 Annual Report on Form 10-K filed with the SEC on March 30, 2017 .
Use of Estimates	Use of Estimates The preparation of the accompanying condensed consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the consolidated financial statements, and the reported amounts of revenues and expenses. Significant items subject to such estimates include allowance for doubtful accounts, stock-based compensation, contingent consideration, acquired intangible assets, the useful lives of intangible assets and property and equipment, and income taxes. In accordance with GAAP, management bases its estimates on historical experience and on various other assumptions that management believes are reasonable under the circumstances. Management regularly evaluates its estimates and assumptions using historical experience and other factors; however, actual results could differ from those estimates.
Concentrations of Credit Risk and Significant Customers	Concentrations of Credit Risk and Significant Customers Financial instruments that potentially subject the Company to credit risk consist of cash and cash equivalents and accounts receivable. The Company’s cash and cash equivalents are placed with high-quality financial institutions, which, at times, may exceed federally insured limits. The Company has not experienced any losses in these accounts, and the Company does not believe it is exposed to any significant credit risk related to cash and cash equivalents. The Company provides credit, in the normal course of business, to a number of its customers. The Company performs periodic credit evaluations of its customers and generally does not require collateral. No individual customer represented more than 10% of total revenues in the three months ended June 30, 2017 or June 30, 2016 or for the year ended December 31, 2016 , or more than 10% of accounts receivable as of June 30, 2017 or December 31, 2016 .
Fair Value of Financial Instruments	Fair Value of Financial Instruments The Company’s financial instruments consist principally of cash and cash equivalents, accounts receivable, and accounts payable, and long–term debt. The carrying value of cash and cash equivalents, accounts receivable, accounts payable approximate fair value, primarily due to short maturities. The carrying values of the Company’s debt instruments approximated their fair value based on rates currently available to the Company.
Recent Accounting Pronouncements	Recent Accounting Pronouncements Recently issued accounting pronouncements not yet adopted In May 2014, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2014-09 (Topic 606), Revenue from Contracts with Customers. This ASU amends the existing accounting standards for revenue recognition and is based on the principle that revenue should be recognized to depict the transfer of goods or services to a customer at an amount that reflects the consideration a company expects to receive in exchange for those goods or services. The Company will adopt this ASU on January 1, 2018, and we expect to use the modified retrospective application method. The Company is continuing to evaluate each of its revenue streams to identify any differences in the timing, measurement or presentation of revenue recognition under the new standard. The Company has determined that sales commission accounting under the new standard will be significantly different than the Company's current policy (to recognize the expense as incurred). The new standard will result in these types of costs being capitalized and amortized ratably related to new revenue contracts as well as certain historical contracts under which revenue is yet to recognized at the time of adoption. In February 2016, the FASB issued ASU 2016-02, Leases. The core change with ASU 2016-2 is the requirement for the recognition of lease assets and lease liabilities by lessees for those leases classified as operating leases under previous GAAP. The new standard is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2018, with early adoption permitted. The Company is currently evaluating the effect that the adoption of ASU 2016-02 will have on its financial statements. In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments - Credit Losses: Measurement of Credit Losses on Financial Instruments, which changes the impairment model for most financial assets. The new model uses a forward-looking expected loss method, which will generally result in earlier recognition of allowances for losses. ASU 2016-13 is effective for annual and interim periods beginning after December 15, 2019 and early adoption is permitted for annual and interim periods beginning after December 15, 2018. The Company is currently evaluating the effect that the adoption of ASU 2016-13 will have on its financial statements. In August 2016, the FASB issued ASU No. 2016-15, Classification of Certain Cash Receipts and Cash Payments. ASU 2016-15 is intended to add or clarify guidance on the classification of certain cash receipts and payments in the statement of cash flows and to eliminate the diversity in practice related to such classifications. The guidance in ASU 2016-15 is required for annual reporting periods beginning after December 15, 2017, with early adoption permitted. The Company is currently evaluating the effect that the adoption of ASU 2016-15 will have on its financial statements. In January 2017, the FASB issued ASU 2017-01, Clarifying the Definition of a Business, which revises the definition of a business and assists in the evaluation of when a set of transferred assets and activities is a business. ASU 2017-01 is effective for interim and annual reporting periods beginning after December 15, 2017, and should be applied prospectively. Early adoption is permitted under certain circumstances. In January 2017, the FASB issued ASU No. 2017-04, Intangibles - Goodwill and Other: Simplifying the Test for Goodwill Impairment. ASU 2017-04 eliminates step two of the goodwill impairment test and specifies that goodwill impairment should be measured by comparing the fair value of a reporting unit with its carrying amount. Additionally, the amount of goodwill allocated to each reporting unit with a zero or negative carrying amount of net assets should be disclosed. ASU 2017-04 is effective for annual or interim goodwill impairment tests performed in fiscal years beginning after December 15, 2019; early adoption is permitted. We currently anticipate that the adoption of ASU 2017-04 will not have a material impact on our consolidated financial statements. In May 2017, the FASB issued ASU 2017-09, Compensation - Stock Compensation: Scope of Modification Accounting, which provides guidance about which changes to the terms or conditions of a share-based payment awarded require an entity to apply modification accounting. ASU 2017-09 is effective for interim and annual reporting periods beginning after December 15, 2017, with early adoption permitted. The amendments in ASU 2017-09 are to be applied prospectively to an award modified on or after the adoption date; consequently, the impact will be dependent on whether we modify any share-based payment awards and the nature of such modifications. The adoption of this standard is not expected to have a material impact on our financial statements. Recently adopted accounting pronouncements In August 2014, the FASB issued ASU No. 2014-15, Presentation of Financial Statements - Going Concern: Disclosure of Uncertainties about an Entity's Ability to Continue as a Going Concern. The new standard provides guidance around management's responsibility to evaluate whether there is substantial doubt about an entity's ability to continue as a going concern and to provide related footnote disclosures. The new standard is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2016, with early adoption permitted. The Company adopted ASU 2014-15 during the first quarter of 2017. No additional disclosure was deemed necessary upon the adoption of ASU 2014-15. This standard would not result in an amount being recorded. In March 2016, the FASB issued ASU 2016-09, Stock Compensation. The core change with ASU 2016-09 is the simplification of several aspects of the accounting for share-based payment transactions, including the income tax consequences, classifications of awards as either equity or liabilities, and classification on the statement of cash flows. The new standard is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2016, with early adoption permitted. The Company adopted ASU 2016-09 during the first quarter of 2017. No impact on the financial statements was recorded as a result of the adoption of ASU 2016-09.

Acquisitions (Tables)

Acquisitions (Tables)	6 Months Ended
	Jun. 30, 2017
Business Combinations [Abstract]
Schedule of Assets and Liabilities Assumed Through Acquisition	The following condensed table presents the preliminary and finalized acquisition-date fair value of the assets acquired and liabilities assumed for the acquisitions in 2016 and through the six months ended June 30, 2017 (and excludes the acquisition of Waterfall International Inc. See Note 12 — Subsequent Events for more information regarding the acquisition of Waterfall International Inc. in July 2017), as well as assets and liabilities (in thousands): Preliminary Finalized RightAnswers Omtool API HipCricket LeadLander Year Acquired 2017 2017 2016 2016 2016 Cash $ 139 $ 2,957 $ 125 $ — $ 365 Accounts receivable 2,164 784 821 1,226 199 Other current assets 94 405 54 273 55 Property and equipment 158 63 68 — 5 Customer relationships 5,700 4,390 1,420 1,000 970 Trade name 200 170 40 70 70 Technology 2,600 3,180 810 900 1,410 Goodwill 20,238 14,003 3,420 8,531 13,104 Other assets — 33 89 — 6 Total assets acquired 31,293 25,985 6,847 12,000 16,184 Accounts payable (138 ) (219 ) (11 ) (44 ) — Accrued expense and other (1,317 ) (934 ) (137 ) — (254 ) Deferred revenue (5,540 ) (2,618 ) (1,699 ) (356 ) (910 ) Total liabilities assumed (6,995 ) (3,771 ) (1,847 ) (400 ) (1,164 ) Total consideration $ 24,298 $ 22,214 $ 5,000 $ 11,600 $ 15,020

Fair Value Measurements (Tables

Fair Value Measurements (Tables)	6 Months Ended
	Jun. 30, 2017
Fair Value Disclosures [Abstract]
Schedule of Liabilities Measured at Fair Value on a Recurring Basis	Lia bilities measured at fair value on a recurring basis are summarized below (in thousands): Fair Value Measurements at December 31, 2016 Level 1 Level 2 Level 3 Total Earnout consideration liability $ — $ — $ 2,500 $ 2,500 Fair Value Measurements at June 30, 2017 (unaudited) Level 1 Level 2 Level 3 Total Earnout consideration liability $ — $ — $ 4,000 $ 4,000
Schedule of Liabilities Measured at Fair Value on a Recurring Basis which Unobservable Inputs are Utilized	The following table presents additional information about liabilities measured at fair value on a recurring basis and for which we have utilized significant unobservable (Level 3) inputs to determine fair value (in thousands): Ending balance at December 31, 2016 $ 2,500 Additions - cash earnouts 4,000 Settlements - cash earnouts (2,500 ) Ending balance at June 30, 2017 $ 4,000

Goodwill and Other Intangible22

Goodwill and Other Intangible Assets (Tables)	6 Months Ended
	Jun. 30, 2017
Goodwill and Intangible Assets Disclosure [Abstract]
Schedule of goodwill	Changes in the Company’s goodwill balance for the six months ended June 30, 2017 are summarized in the table below (in thousands): Balance at December 31, 2016 $ 69,097 Acquired in business combinations 34,258 Foreign currency translation adjustment 423 Balance at June 30, 2017 $ 103,778
Summary of intangible assets, net	The following is a summary of the Company’s intangible assets, net (in thousands): Estimated Useful Gross Accumulated Net Carrying June 30, 2017: Customer relationships 1-10 $ 43,102 $ 14,560 $ 28,542 Trade name 1.5-3 3,014 2,676 338 Developed technology 4-7 21,091 8,799 12,292 Total intangible assets $ 67,207 $ 26,035 $ 41,172 Estimated Useful Life (Years) Gross Carrying Amount Accumulated Amortization Net Carrying Amount December 31, 2016: Customer relationships 1-10 $ 32,703 $ 12,418 $ 20,285 Trade name 1.5-3 2,636 2,462 174 Developed technology 4-7 15,228 7,175 8,053 Total intangible assets $ 50,567 $ 22,055 $ 28,512
Schedule of weighted-average amortization period	The following table summarizes the Company's weighted-average amortization period, in total and by major finite-lived intangible asset class (in years): June 30, 2017 December 31, 2016 Customer relationships 9.4 9.3 Trade name 0.5 2.8 Developed technology 6.2 6.3 Total weighted-average amortization period 8.0 8.0
Estimated annual amortization expense	Estimated annual amortization expense for the next five years and thereafter is as follows (in thousands): Amortization Year ending December 31: Remainder of 2017 $ 4,108 2018 7,852 2019 6,870 2020 5,900 2021 5,504 2022 and thereafter 10,938 Total $ 41,172

Debt (Tables)

Debt (Tables)	6 Months Ended
	Jun. 30, 2017
Debt Disclosure [Abstract]
Schedule of long-term debt	Long-term debt consisted of the following at June 30, 2017 and December 31, 2016 (in thousands): June 30, 2017 December 31, 2016 Senior secured loans (includes unamortized discount of $410 and $1,442 based on an imputed interest rate of 6.2% and 6.6%, at June 30, 2017 and December 31, 2016, respectively) $ 72,259 $ 47,929 Less current maturities (3,666 ) (2,190 ) Total long-term debt $ 68,593 $ 45,739
Schedule of future debt maturities of long-term debt (excluding financing costs)	uture debt maturities of long-term debt (excluding financing costs) at June 30, 2017 are as follows (in thousands): Year ending December 31: Remaining 2017 $ 1,884 2018 3,769 2019 3,769 2020 3,769 2021 59,478 Thereafter — $ 72,669

Net Loss Per Share (Tables)

Net Loss Per Share (Tables)	6 Months Ended
	Jun. 30, 2017
Earnings Per Share [Abstract]
Computations of loss per share	The following table sets forth the computations of loss per share (in thousands, except share and per share amounts): Three Months Ended June 30, Six Months Ended June 30, 2017 2016 2017 2016 Numerator: Net Loss $ (5,811 ) $ (3,577 ) $ (11,425 ) $ (9,150 ) Denominator: Weighted–average common shares outstanding, basic and diluted 17,778,184 16,269,808 17,374,789 15,851,106 Net loss per common share, basic and diluted $ (0.33 ) $ (0.22 ) $ (0.66 ) $ (0.58 )
Schedule of anti–dilutive common share equivalents	The following table sets forth the anti–dilutive common share equivalents (which does not include 318,302 common shares issued July 25, 2016 in conjunction with the acquisition of Leadlander, as a result of the achievement of certain revenue targets): June 30, 2017 2016 Stock options 692,097 686,667 Restricted stock 1,274,088 981,175 Total anti–dilutive common share equivalents 1,966,185 1,667,842

Stockholders' Equity (Tables)

Stockholders' Equity (Tables)	6 Months Ended
	Jun. 30, 2017
Equity [Abstract]
Schedule of restricted stock activity	Restricted share activity during the six months ended June 30, 2017 was as follows: Number of Weighted-Average Grant Date Fair Value Unvested balances at December 31, 2016 839,477 $ 7.55 Awards granted 666,853 Awards vested (212,241 ) Awards forfeited (20,001 ) Unvested balances at June 30, 2017 1,274,088 $ 11.22
Schedule of stock option activity	Stock option activity during the six months ended June 30, 2017 was as follows: Number of Weighted– Outstanding at December 31, 2016 759,719 $ 6.06 Options granted — $ — Options exercised (64,374 ) $ 4.63 Options forfeited (3,154 ) $ 6.21 Options expired (94 ) $ 6.26 Outstanding at June 30, 2017 692,097 $ 6.20
Schedule of allocated share-based compensation expense	The Company recognized share-based compensation expense from all awards in the following expense categories (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2017 2016 2017 2016 Cost of revenue $ 113 $ 8 $ 131 $ 15 Research and development 282 28 341 42 Sales and marketing 54 32 77 45 General and administrative 3,167 802 5,371 1,462 Total $ 3,616 $ 870 $ 5,920 $ 1,564

Domestic and Foreign Operatio26

Domestic and Foreign Operations (Tables)	6 Months Ended
	Jun. 30, 2017
Segment Reporting [Abstract]
Schedule of revenues by geographical area	The Company has operations in the U.S., Canada and Europe. Information about these operations is presented below (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2017 2016 2017 2016 Revenues: U.S. $ 18,016 $ 15,733 $ 35,624 $ 30,163 Canada 1,234 1,011 2,080 2,013 Other International 4,031 1,826 6,329 3,976 Total Revenues $ 23,281 $ 18,570 $ 44,033 $ 36,152

Acquisitions (Narrative) (Detai

Acquisitions (Narrative) (Details) - USD ($) shares in Millions	Apr. 21, 2017	Jan. 10, 2017	Apr. 27, 2016	Mar. 14, 2016	Jan. 07, 2016	Jun. 30, 2017	Jun. 30, 2016	Jun. 30, 2017	Jun. 30, 2016	Dec. 31, 2016	Jul. 25, 2016
Business Acquisition [Line Items]
Payments to acquire business, net of cash acquired								$ 37,041,000	$ 11,844,000
Revenues since acquisition date						$ 23,281,000	$ 18,570,000	44,033,000	36,152,000
Loss on disposal of business								0	$ 731,000
Goodwill						103,778,000		103,778,000		$ 69,097,000
Omtool, Ltd [Member]
Business Acquisition [Line Items]
Payments to acquire business, net of cash acquired		$ 19,300,000
Cash acquired		3,000,000
Revenue since acquisition date								5,400,000
Goodwill		$ 14,003,000
Goodwill expected to be tax deductible						0		0
RightAnswers, Inc. [Member]
Business Acquisition [Line Items]
Payments to acquire business, net of cash acquired	$ 17,400,000
Cash holdback payable	$ 2,500,000
Revenue since acquisition date								1,300,000
Cash holdback payable, payment period	1 year
Goodwill	$ 20,238,000
Goodwill expected to be tax deductible						0		0
LeadLander, Inc. [Member]
Business Acquisition [Line Items]
Payments to acquire business, net of cash acquired					$ 8,000,000
Cash holdback payable					1,200,000
Cash acquired					$ 400,000
Cash holdback payable, payment period					12 months
Value of shares issued in acquisition											$ 2,400,000
Goodwill					$ 13,104,000
Goodwill expected to be tax deductible						4,900,000		4,900,000
Hipcricket [Member]
Business Acquisition [Line Items]
Numbers of shares issued in acquisition				1
Value of equity shares issued				$ 5,700,000
Goodwill				8,531,000
Goodwill expected to be tax deductible						8,200,000		8,200,000
Hipcricket [Member] | EPM Live Product Business [Member] | Disposed of by Exchange [Member]
Business Acquisition [Line Items]
Fair value of business transferred				5,900,000
Loss on disposal of business				$ 700,000
API [Member]
Business Acquisition [Line Items]
Payments to acquire business, net of cash acquired			$ 4,100,000
Cash holdback payable			800,000
Cash acquired			$ 100,000
Cash holdback payable, payment period			12 months
Goodwill			$ 3,420,000
LeadLander, HipCricket, Omtool and RightAnswers [Member]
Business Acquisition [Line Items]
Goodwill						$ 59,300,000		$ 59,300,000

Acquisitions (Assets Acquired a

Acquisitions (Assets Acquired and Liabilities Assumed and Divested) (Details) - USD ($) $ in Thousands	Jun. 30, 2017	Apr. 21, 2017	Jan. 10, 2017	Dec. 31, 2016	Apr. 27, 2016	Mar. 14, 2016	Jan. 07, 2016
Assets Acquired
Goodwill	$ 103,778			$ 69,097
RightAnswers, Inc. [Member]
Assets Acquired
Cash		$ 139
Accounts receivable		2,164
Other current assets		94
Property and equipment		158
Goodwill		20,238
Other assets		0
Total assets acquired		31,293
Liabilities Assumed
Accounts payable		(138)
Accrued expense and other		(1,317)
Deferred revenue		(5,540)
Total liabilities assumed		(6,995)
Total consideration		24,298
RightAnswers, Inc. [Member] | Customer Relationships [Member]
Assets Acquired
Intangible assets		5,700
RightAnswers, Inc. [Member] | Trade Name [Member]
Assets Acquired
Intangible assets		200
RightAnswers, Inc. [Member] | Technology [Member]
Assets Acquired
Intangible assets		$ 2,600
Omtool, Ltd [Member]
Assets Acquired
Cash			$ 2,957
Accounts receivable			784
Other current assets			405
Property and equipment			63
Goodwill			14,003
Other assets			33
Total assets acquired			25,985
Liabilities Assumed
Accounts payable			(219)
Accrued expense and other			(934)
Deferred revenue			(2,618)
Total liabilities assumed			(3,771)
Total consideration			22,214
Omtool, Ltd [Member] | Customer Relationships [Member]
Assets Acquired
Intangible assets			4,390
Omtool, Ltd [Member] | Trade Name [Member]
Assets Acquired
Intangible assets			170
Omtool, Ltd [Member] | Technology [Member]
Assets Acquired
Intangible assets			$ 3,180
API [Member]
Assets Acquired
Cash					$ 125
Accounts receivable					821
Other current assets					54
Property and equipment					68
Goodwill					3,420
Other assets					89
Total assets acquired					6,847
Liabilities Assumed
Accounts payable					(11)
Accrued expense and other					(137)
Deferred revenue					(1,699)
Total liabilities assumed					(1,847)
Total consideration					5,000
API [Member] | Customer Relationships [Member]
Assets Acquired
Intangible assets					1,420
API [Member] | Trade Name [Member]
Assets Acquired
Intangible assets					40
API [Member] | Technology [Member]
Assets Acquired
Intangible assets					$ 810
Hipcricket [Member]
Assets Acquired
Cash						$ 0
Accounts receivable						1,226
Other current assets						273
Property and equipment						0
Goodwill						8,531
Other assets						0
Total assets acquired						12,000
Liabilities Assumed
Accounts payable						(44)
Accrued expense and other						0
Deferred revenue						(356)
Total liabilities assumed						(400)
Total consideration						11,600
Hipcricket [Member] | Customer Relationships [Member]
Assets Acquired
Intangible assets						1,000
Hipcricket [Member] | Trade Name [Member]
Assets Acquired
Intangible assets						70
Hipcricket [Member] | Technology [Member]
Assets Acquired
Intangible assets						$ 900
LeadLander, Inc. [Member]
Assets Acquired
Cash							$ 365
Accounts receivable							199
Other current assets							55
Property and equipment							5
Goodwill							13,104
Other assets							6
Total assets acquired							16,184
Liabilities Assumed
Accounts payable							0
Accrued expense and other							(254)
Deferred revenue							(910)
Total liabilities assumed							(1,164)
Total consideration							15,020
LeadLander, Inc. [Member] | Customer Relationships [Member]
Assets Acquired
Intangible assets							970
LeadLander, Inc. [Member] | Trade Name [Member]
Assets Acquired
Intangible assets							70
LeadLander, Inc. [Member] | Technology [Member]
Assets Acquired
Intangible assets							$ 1,410

Fair Value Measurements (Detail

Fair Value Measurements (Details) - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2017	Mar. 31, 2017	Dec. 31, 2016
Level 2 [Member]
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Fair value of debt	$ 72,700		$ 49,400
Recurring Measurement Basis [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Earnout consideration liability	4,000		2,500
Recurring Measurement Basis [Member] | Level 1 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Earnout consideration liability	0		0
Recurring Measurement Basis [Member] | Level 2 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Earnout consideration liability	0		0
Recurring Measurement Basis [Member] | Level 3 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Earnout consideration liability	4,000		$ 2,500
Recurring Measurement Basis [Member] | Level 3 [Member] | Earnout Consideration [Member]
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Beginning balance	2,500
Additions - cash earnouts	4,000
Settlements - cash earnouts	(2,500)
Ending balance	4,000
Recurring Measurement Basis [Member] | LeadLander [Member] | Level 3 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Contingent consideration, fair value		$ 2,500
Recurring Measurement Basis [Member] | RightAnswers, Inc. [Member] | Level 3 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Contingent consideration, fair value	$ 4,000

Goodwill and Other Intangible30

Goodwill and Other Intangible Assets (Schedule of Goodwill) (Details) $ in Thousands	6 Months Ended
	Jun. 30, 2017USD ($)
Goodwill [Roll Forward]
Balance at December 31, 2016	$ 69,097
Acquired in business combinations	34,258
Foreign currency translation adjustment	423
Balance at June 30, 2017	$ 103,778

Goodwill and Other Intangible31

Goodwill and Other Intangible Assets (Intangible Assets, Net) (Details) - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2017	Jun. 30, 2016	Dec. 31, 2016
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	$ 67,207		$ 50,567
Accumulated Amortization	26,035		22,055
Net Carrying Amount	41,172		28,512
Customer Relationships [Member]
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	43,102		32,703
Accumulated Amortization	14,560		12,418
Net Carrying Amount	$ 28,542		20,285
Customer Relationships [Member] | Minimum [Member]
Finite-Lived Intangible Assets [Line Items]
Estimated useful life	1 year	1 year
Customer Relationships [Member] | Maximum [Member]
Finite-Lived Intangible Assets [Line Items]
Estimated useful life	10 years	10 years
Trade Name [Member]
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	$ 3,014		2,636
Accumulated Amortization	2,676		2,462
Net Carrying Amount	$ 338		174
Trade Name [Member] | Minimum [Member]
Finite-Lived Intangible Assets [Line Items]
Estimated useful life	1 year 6 months	1 year 6 months
Trade Name [Member] | Maximum [Member]
Finite-Lived Intangible Assets [Line Items]
Estimated useful life	3 years	3 years
Developed Technology [Member]
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	$ 21,091		15,228
Accumulated Amortization	8,799		7,175
Net Carrying Amount	$ 12,292		$ 8,053
Developed Technology [Member] | Minimum [Member]
Finite-Lived Intangible Assets [Line Items]
Estimated useful life	4 years	4 years
Developed Technology [Member] | Maximum [Member]
Finite-Lived Intangible Assets [Line Items]
Estimated useful life	7 years	7 years

Goodwill and Other Intangible32

Goodwill and Other Intangible Assets (Weighted-Average Amortization Period) (Details)	6 Months Ended
	Jun. 30, 2017	Jun. 30, 2016
Acquired Finite-Lived Intangible Assets [Line Items]
Weighted average amortization period	8 years	8 years
Customer Relationships [Member]
Acquired Finite-Lived Intangible Assets [Line Items]
Weighted average amortization period	9 years 140 days	9 years 3 months 18 days
Trade Name [Member]
Acquired Finite-Lived Intangible Assets [Line Items]
Weighted average amortization period	182 days	2 years 9 months 18 days
Developed Technology [Member]
Acquired Finite-Lived Intangible Assets [Line Items]
Weighted average amortization period	6 years 70 days	6 years 3 months 18 days

Goodwill and Other Intangible33

Goodwill and Other Intangible Assets (Estimated Annual Amortization Expense) (Details) - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2017	Jun. 30, 2016	Dec. 31, 2016
Goodwill and Intangible Assets Disclosure [Abstract]
Amortization charge of intangible assets	$ 3,800	$ 3,800
Finite-Lived Intangible Assets, Amortization Expense, Maturity Schedule [Abstract]
Remainder of 2017	4,108
2,018	7,852
2,019	6,870
2,020	5,900
2,021	5,504
2022 and thereafter	10,938
Net Carrying Amount	$ 41,172		$ 28,512

Income Taxes (Details)

Income Taxes (Details) - Accounting Standards Update 2016-09 [Member] $ in Thousands	Jun. 30, 2017USD ($)
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Increase in net operating loss deferred tax asset	$ 152
Increase in valuation allowance	$ 152

Debt (Long-term Debt) (Details)

Debt (Long-term Debt) (Details) - USD ($) $ in Thousands	6 Months Ended	12 Months Ended
	Jun. 30, 2017	Dec. 31, 2016
Debt Instrument [Line Items]
Less current maturities	$ (3,666)	$ (2,190)
Total long-term debt	68,593	45,739
Senior Secured Notes [Member]
Debt Instrument [Line Items]
Long-term debt	72,259	47,929
Unamortized debt discount	$ 410	$ 1,442
Implied interest rate	6.20%	6.60%

Debt (Loan and Security Agreeme

Debt (Loan and Security Agreements) (Details) - Credit Facility [Member] - USD ($)	Jun. 30, 2019	Aug. 02, 2017	Jul. 31, 2017	Jun. 30, 2017	Apr. 24, 2017	May 14, 2015
Medium-term Notes [Member]
Line of Credit Facility [Line Items]
Maximum borrowing capacity				$ 73,600,000
Medium-term Notes [Member] | U.S. [Member]
Line of Credit Facility [Line Items]
Maximum borrowing capacity				53,100,000
Medium-term Notes [Member] | Canadian [Member]
Line of Credit Facility [Line Items]
Maximum borrowing capacity				5,500,000
Delayed Draw Term Loan [Member]
Line of Credit Facility [Line Items]
Maximum borrowing capacity						$ 10,000,000
Revolving Credit Facility [Member]
Line of Credit Facility [Line Items]
Maximum borrowing capacity				10,000,000
Revolving Credit Facility [Member] | U.S. [Member]
Line of Credit Facility [Line Items]
Maximum borrowing capacity				9,000,000
Revolving Credit Facility [Member] | Canadian [Member]
Line of Credit Facility [Line Items]
Maximum borrowing capacity				$ 1,000,000
Uncommitted Accordion Debt [Member]
Line of Credit Facility [Line Items]
Maximum borrowing capacity						20,000,000
Line of Credit [Member]
Line of Credit Facility [Line Items]
Maximum allowed business consideration payable per acquisition						20,000,000
Maximum allowed business consideration payable						$ 75,000,000
Maximum borrowing capacity, including optional additional capacity					$ 90,000,000
Subsequent Event [Member] | Medium-term Notes [Member]
Line of Credit Facility [Line Items]
Maximum borrowing capacity		$ 95,000,000
Subsequent Event [Member] | Delayed Draw Term Loan [Member]
Line of Credit Facility [Line Items]
Maximum borrowing capacity		40,000,000
Subsequent Event [Member] | Revolving Credit Facility [Member]
Line of Credit Facility [Line Items]
Maximum borrowing capacity		10,000,000
Subsequent Event [Member] | Uncommitted Accordion Debt [Member]
Line of Credit Facility [Line Items]
Maximum borrowing capacity		55,000,000
Subsequent Event [Member] | Line of Credit [Member]
Line of Credit Facility [Line Items]
Maximum borrowing capacity		$ 200,000,000	$ 200,000,000
Interest rate		2.50%
Leverage ratio to exclude excess of qualified cash		$ 2,500,000
Maximum allowed business consideration payable per acquisition		25,000,000
Maximum allowed business consideration payable		175,000,000
Scenario, Forecast [Member] | Line of Credit [Member]
Line of Credit Facility [Line Items]
Interest rate	5.00%
Maximum [Member] | Subsequent Event [Member] | Line of Credit [Member]
Line of Credit Facility [Line Items]
Leverage ratio to exclude excess of qualified cash		$ 15,000,000

Debt (Loans) (Details)

Debt (Loans) (Details) - USD ($)	Aug. 02, 2017	Jul. 31, 2017	Jun. 30, 2017	Apr. 24, 2017
Revolving Credit Facility [Member] | U.S. [Member]
Line of Credit Facility [Line Items]
Amounts drawn on loans			$ 0
Revolving Credit Facility [Member] | Canadian [Member]
Line of Credit Facility [Line Items]
Amounts drawn on loans			0
Credit Facility [Member] | Line of Credit [Member]
Line of Credit Facility [Line Items]
Maximum borrowing capacity, including optional additional capacity				$ 90,000,000
Additional borrowing capacity upon satisfaction of terms and conditions			20,000,000
Maximum stock repurchase capacity			8,300,000
Credit Facility [Member] | Line of Credit [Member] | Subsequent Event [Member]
Line of Credit Facility [Line Items]
Maximum borrowing capacity	$ 200,000,000	$ 200,000,000
Credit Facility [Member] | Line of Credit [Member] | Unsecured Debt [Member]
Line of Credit Facility [Line Items]
Maximum borrowing capacity			16,700,000
Credit Facility [Member] | Medium-term Notes [Member]
Line of Credit Facility [Line Items]
Additional term loan borrowed				$ 15,000,000
Maximum borrowing capacity			73,600,000
Amounts drawn on loans			72,700,000
Credit Facility [Member] | Medium-term Notes [Member] | Subsequent Event [Member]
Line of Credit Facility [Line Items]
Maximum borrowing capacity	95,000,000
Credit Facility [Member] | Medium-term Notes [Member] | U.S. [Member]
Line of Credit Facility [Line Items]
Maximum borrowing capacity			53,100,000
Amounts drawn on loans			67,300,000
Credit Facility [Member] | Medium-term Notes [Member] | Canadian [Member]
Line of Credit Facility [Line Items]
Maximum borrowing capacity			5,500,000
Amounts drawn on loans			5,400,000
Credit Facility [Member] | Term Loan from Accordin [Member]
Line of Credit Facility [Line Items]
Maximum borrowing capacity			15,000,000
Credit Facility [Member] | Revolving Credit Facility [Member]
Line of Credit Facility [Line Items]
Maximum borrowing capacity			10,000,000
Credit Facility [Member] | Revolving Credit Facility [Member] | Subsequent Event [Member]
Line of Credit Facility [Line Items]
Maximum borrowing capacity	$ 10,000,000
Credit Facility [Member] | Revolving Credit Facility [Member] | U.S. [Member]
Line of Credit Facility [Line Items]
Maximum borrowing capacity			9,000,000
Credit Facility [Member] | Revolving Credit Facility [Member] | Canadian [Member]
Line of Credit Facility [Line Items]
Maximum borrowing capacity			$ 1,000,000

Debt (Terms of Revolver, Term L

Debt (Terms of Revolver, Term Loans, and Delay Draw Term Loan) (Details) - Credit Facility [Member]	6 Months Ended
	Jun. 30, 2017USD ($)	May 14, 2015USD ($)
Line of Credit [Member] | Maximum Revolver Amount [Member]
Line of Credit Facility [Line Items]
Maximum borrowing capacity	$ 10,000,000
Multiplier used to calculate borrowing capacity (as a percent)	1
Letter of Credit [Member] | U.S. [Member]
Line of Credit Facility [Line Items]
Maximum borrowing capacity	$ 500,000
Letter of Credit [Member] | Canadian [Member]
Line of Credit Facility [Line Items]
Maximum borrowing capacity	$ 250,000
Term Loan [Member] | U.S. [Member]
Line of Credit Facility [Line Items]
Quarterly payment, percentage of principal	5.00%
DDTL [Member]
Line of Credit Facility [Line Items]
Maximum borrowing capacity		$ 10,000,000
Quarterly payment, percentage of principal	5.00%

Debt (Other Terms of Credit Fac

Debt (Other Terms of Credit Facility, Termination of Prior Credit Agreement and Interest Rate and Financing Costs (Details) - USD ($)	Apr. 24, 2017	Jun. 30, 2017	Jun. 30, 2017	Dec. 31, 2016
Credit Facility [Member]
Line of Credit Facility [Line Items]
Unamortized debt discount		$ 400,000	$ 400,000
Interest charges, percentage		6.00%		5.70%
Line of Credit [Member] | Loan Facility [Member]
Line of Credit Facility [Line Items]
Increase in interest rate upon default			2.00%
Covenant, minimum liquidity to buyback stock		$ 20,000,000	$ 20,000,000
Line of Credit [Member] | Loan Facility [Member] | From November 15, 2016 to November 15, 2017 [Member]
Line of Credit Facility [Line Items]
Prepayment premium, percent			2.00%
Line of Credit [Member] | Loan Facility [Member] | From November 15, 2017 to November 15, 2018 [Member]
Line of Credit Facility [Line Items]
Prepayment premium, percent			1.00%
Line of Credit [Member] | Loan Facility [Member] | After November 15, 2018 to the Maturity Date [Member]
Line of Credit Facility [Line Items]
Prepayment premium, percent			0.00%
Line of Credit [Member] | U.S. [Member] | Federal Funds Rate [Member]
Line of Credit Facility [Line Items]
Variable rate, spread over reference rate			0.50%
Line of Credit [Member] | U.S. [Member] | Prime Rate [Member]
Line of Credit Facility [Line Items]
Variable rate, spread over reference rate			1.00%
Line of Credit [Member] | U.S. [Member] | Minimum [Member] | Base Rate [Member]
Line of Credit Facility [Line Items]
Basis spread on variable rate			3.00%
Line of Credit [Member] | U.S. [Member] | Minimum [Member] | LIBOR [Member]
Line of Credit Facility [Line Items]
Basis spread on variable rate			4.00%
Line of Credit [Member] | U.S. [Member] | Maximum [Member] | Base Rate [Member]
Line of Credit Facility [Line Items]
Basis spread on variable rate			4.00%
Line of Credit [Member] | U.S. [Member] | Maximum [Member] | LIBOR [Member]
Line of Credit Facility [Line Items]
Basis spread on variable rate			5.00%
Line of Credit [Member] | Canadian [Member] | Minimum [Member]
Line of Credit Facility [Line Items]
Basis spread on variable rate			3.00%
Line of Credit [Member] | Canadian [Member] | Minimum [Member] | LIBOR [Member]
Line of Credit Facility [Line Items]
Basis spread on variable rate			4.00%
Line of Credit [Member] | Canadian [Member] | Maximum [Member]
Line of Credit Facility [Line Items]
Basis spread on variable rate			4.00%
Line of Credit [Member] | Canadian [Member] | Maximum [Member] | LIBOR [Member]
Line of Credit Facility [Line Items]
Basis spread on variable rate			5.00%
Medium-term Notes [Member] | Credit Facility [Member]
Line of Credit Facility [Line Items]
Additional term loan borrowed	$ 15,000,000
Write off of deferred debt issuance cost	1,600,000
Unamortized debt discount	1,100,000
Lender fees	$ 500,000

Debt (Future Debt Maturities of

Debt (Future Debt Maturities of Long-term Debt) (Details) $ in Thousands	Jun. 30, 2017USD ($)
Debt Disclosure [Abstract]
Remaining 2,017	$ 1,884
2,018	3,769
2,019	3,769
2,020	3,769
2,021	59,478
Thereafter	0
Long-term debt	$ 72,669

Net Loss Per Share (Computation

Net Loss Per Share (Computation of Loss Per Share) (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2017	Jun. 30, 2016	Jun. 30, 2017	Jun. 30, 2016
Numerator:
Net loss	$ (5,811)	$ (3,577)	$ (11,425)	$ (9,150)
Denominator:
Weighted-average common shares outstanding, basic and diluted (in shares)	17,778,184	16,269,808	17,374,789	15,851,106
Net loss per common share, basic and diluted (in USD per share)	$ (0.33)	$ (0.22)	$ (0.66)	$ (0.58)

Net Loss Per Share (Anti_Diluti

Net Loss Per Share (Anti–Dilutive Common Share Equivalents) (Details) - shares	Jul. 25, 2016	Jun. 30, 2017	Jun. 30, 2016
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Anti–dilutive common share equivalents (in shares)		1,966,185	1,667,842
Employee Stock Option [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Anti–dilutive common share equivalents (in shares)		692,097	686,667
Restricted Stock [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Anti–dilutive common share equivalents (in shares)		1,274,088	981,175
LeadLander [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Numbers of shares issued in acquisition	318,302

Commitments and Contingencies (

Commitments and Contingencies (Details) - USD ($) $ in Millions	Jul. 28, 2017	Mar. 28, 2017	Jul. 31, 2017	Jun. 30, 2017	Jun. 30, 2016
Subsequent Event [Member]
Long-term Purchase Commitment [Line Items]
Purchase commitment, amount	$ 5		$ 5
Purchase commitment, period (in years)	4 years		4 years
Investor [Member]
Long-term Purchase Commitment [Line Items]
Amount of related party transaction				$ 1.2	$ 1.2
Option to renew purchase commitment, term (in years)		1 year

Stockholders' Equity (Details)

Stockholders' Equity (Details) - USD ($)	Jun. 06, 2017	Jun. 30, 2017	Jun. 30, 2016	May 12, 2017
Class of Stock [Line Items]
Net proceeds of public offering	$ 42,700,000	$ 42,701,000	$ 113,000
Public Offering [Member]
Class of Stock [Line Items]
Additional registration of shares of aggregate amount (up to)		$ 29,000,000		$ 75,000,000
Shares issued for public offering	2,139,534

Stockholders' Equity (Restricte

Stockholders' Equity (Restricted Stock Activity) (Details) - Restricted Stock [Member] - $ / shares	6 Months Ended
	Jun. 30, 2017	Dec. 31, 2016
Number of Restricted Shares Outstanding
Unvested balances at beginning of period (in shares)	839,477
Awards granted (in shares)	666,853
Awards vested (in shares)	(212,241)
Awards forfeited (in shares)	(20,001)
Unvested balances at end of period (in shares)	1,274,088
Weighted-Average Grant Date Fair Value
Weighted-average grant date fair value (in USD per share)	$ 11.22	$ 7.55

Stockholders' Equity (Stock Opt

Stockholders' Equity (Stock Option Activity) (Details)	6 Months Ended
	Jun. 30, 2017$ / sharesshares
Number of Options Outstanding
Outstanding at beginning of period (in shares) | shares	759,719
Options granted (in shares) | shares	0
Options exercised (in shares) | shares	(64,374)
Options forfeited (in shares) | shares	(3,154)
Options expired (in shares) | shares	(94)
Outstanding at end of period (in shares) | shares	692,097
Weighted Average Exercise Price
Outstanding at beginning of period (in USD per share) | $ / shares	$ 6.06
Options granted (in USD per share) | $ / shares	0
Options exercised (in USD per share) | $ / shares	4.63
Options forfeited (in USD per share) | $ / shares	6.21
Options expired (in USD per share) | $ / shares	6.26
Outstanding at end of period (in USD per share) | $ / shares	$ 6.20

Stockholders' Equity (Shared Ba

Stockholders' Equity (Shared Based Compensation) (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2017	Jun. 30, 2016	Jun. 30, 2017	Jun. 30, 2016
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items]
Share-based compensation expense	$ 3,616	$ 870	$ 5,920	$ 1,564
Cost of revenue [Member]
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items]
Share-based compensation expense	113	8	131	15
Research and development [Member]
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items]
Share-based compensation expense	282	28	341	42
Sales and marketing [Member]
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items]
Share-based compensation expense	54	32	77	45
General and administrative [Member]
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items]
Share-based compensation expense	$ 3,167	$ 802	$ 5,371	$ 1,462

Domestic and Foreign Operatio48

Domestic and Foreign Operations (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2017	Jun. 30, 2016	Jun. 30, 2017	Jun. 30, 2016
Revenues from External Customers and Long-Lived Assets [Line Items]
Revenues	$ 23,281	$ 18,570	$ 44,033	$ 36,152
U.S. [Member]
Revenues from External Customers and Long-Lived Assets [Line Items]
Revenues	18,016	15,733	35,624	30,163
Canada [Member]
Revenues from External Customers and Long-Lived Assets [Line Items]
Revenues	1,234	1,011	2,080	2,013
Other International [Member]
Revenues from External Customers and Long-Lived Assets [Line Items]
Revenues	$ 4,031	$ 1,826	$ 6,329	$ 3,976

Related Party Transactions (Det

Related Party Transactions (Details) - USD ($) $ in Thousands	Mar. 28, 2017	Jun. 30, 2017	Jun. 30, 2016	Dec. 31, 2018
Investor [Member]
Related Party Transaction [Line Items]
Amount of related party transaction		$ 1,200	$ 1,200
Option to renew purchase commitment, term (in years)	1 year
Investor [Member] | Software Development Services [Member]
Related Party Transaction [Line Items]
Option to renew purchase commitment, term (in years)	1 year
Purchase obligation outstanding		2,500
Purchase obligation increase in amount, if a 10% increase in revenue		250
Investor [Member] | Software Development Services [Member] | Scenario, Forecast [Member]
Related Party Transaction [Line Items]
Purchase commitment, amount				$ 2,800
Investor [Member] | Services [Member]
Related Party Transaction [Line Items]
Amount of related party transaction		1,500	600
Former Subsidiary [Member] | Management, HR/Payroll and Administrative Services [Member]
Related Party Transaction [Line Items]
Revenue from related party		$ 180	$ 180

Subsequent Events (Details)

Subsequent Events (Details) - USD ($)	Jul. 28, 2017	Jul. 13, 2017	Jul. 31, 2017	Jun. 30, 2017	Jun. 30, 2016	Jun. 30, 2019	Aug. 02, 2017	May 14, 2015
Subsequent Event [Line Items]
Payments to acquire business, net of cash acquired				$ 37,041,000	$ 11,844,000
Subsequent Event [Member]
Subsequent Event [Line Items]
Purchase commitment, period (in years)	4 years		4 years
Purchase commitment, amount	$ 5,000,000		$ 5,000,000
Credit Facility [Member] | Line of Credit [Member]
Subsequent Event [Line Items]
Maximum allowed business consideration payable per acquisition								$ 20,000,000
Maximum allowed business consideration payable								75,000,000
Credit Facility [Member] | Line of Credit [Member] | Subsequent Event [Member]
Subsequent Event [Line Items]
Maximum borrowing capacity			$ 200,000,000				$ 200,000,000
Interest rate							2.50%
Leverage ratio to exclude excess of qualified cash							$ 2,500,000
Maximum allowed business consideration payable per acquisition							25,000,000
Maximum allowed business consideration payable							175,000,000
Credit Facility [Member] | Medium-term Notes [Member]
Subsequent Event [Line Items]
Maximum borrowing capacity				73,600,000
Credit Facility [Member] | Medium-term Notes [Member] | Subsequent Event [Member]
Subsequent Event [Line Items]
Maximum borrowing capacity							95,000,000
Credit Facility [Member] | Revolving Credit Facility [Member]
Subsequent Event [Line Items]
Maximum borrowing capacity				$ 10,000,000
Credit Facility [Member] | Revolving Credit Facility [Member] | Subsequent Event [Member]
Subsequent Event [Line Items]
Maximum borrowing capacity							10,000,000
Credit Facility [Member] | Uncommitted Accordion Debt [Member]
Subsequent Event [Line Items]
Maximum borrowing capacity								20,000,000
Credit Facility [Member] | Uncommitted Accordion Debt [Member] | Subsequent Event [Member]
Subsequent Event [Line Items]
Maximum borrowing capacity							55,000,000
Credit Facility [Member] | Delayed Draw Term Loan [Member]
Subsequent Event [Line Items]
Maximum borrowing capacity								$ 10,000,000
Credit Facility [Member] | Delayed Draw Term Loan [Member] | Subsequent Event [Member]
Subsequent Event [Line Items]
Maximum borrowing capacity							40,000,000
Maximum [Member] | Credit Facility [Member] | Line of Credit [Member] | Subsequent Event [Member]
Subsequent Event [Line Items]
Leverage ratio to exclude excess of qualified cash							$ 15,000,000
Scenario, Forecast [Member] | Credit Facility [Member] | Line of Credit [Member]
Subsequent Event [Line Items]
Interest rate						5.00%
Waterfall International Inc. [Member] | Subsequent Event [Member]
Subsequent Event [Line Items]
Payments to acquire business, net of cash acquired		$ 24,400,000
Cash holdback payable		$ 1,500,000
Cash holdback payable, payment period (in months)		18 months