Upland Software (UPLD) 10-Q 10 May 18 2018 Q1 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	3 Months Ended
	Mar. 31, 2018	May 02, 2018
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	Accelerated Filer
Document Type	10-Q
Document Period End Date	Mar. 31, 2018
Document Fiscal Year Focus	2,018
Document Fiscal Period Focus	Q1
Amendment Flag	false
Entity Common Stock, Shares Outstanding		21,532,565

Condensed Consolidated Balance

Condensed Consolidated Balance Sheets - USD ($) $ in Thousands	Mar. 31, 2018	Dec. 31, 2017
Current assets:
Cash and cash equivalents	$ 32,505	$ 22,326
Accounts receivable (net of allowance of $985 and $1,069 at March 31, 2018 and December 31, 2017, respectively)	27,578	26,504
Deferred commissions, current	2,062
Prepaid and other	3,892	2,856
Total current assets	66,037	51,686
Canadian tax credits receivable	1,388	1,196
Property and equipment, net	3,081	2,927
Intangible assets, net	115,199	70,043
Goodwill	148,051	154,607
Deferred commissions, noncurrent	4,676
Other assets	201	800
Total assets	338,633	281,259
Current liabilities:
Accounts payable	3,446	3,887
Accrued compensation	3,379	5,157
Accrued expenses and other	13,503	12,148
Deferred revenue	45,370	43,807
Due to sellers	11,462	7,839
Current maturities of notes payable (includes unamortized discount of $843 and $699 at March 31, 2018 and December 31, 2017, respectively)	3,282	2,301
Total current liabilities	80,442	75,139
Notes payable, less current maturities (includes unamortized discount of $2,260 and $1,969 at March 31, 2018 and December 31, 2017, respectively)	156,584	108,843
Deferred revenue	1,301	1,570
Noncurrent deferred tax liability, net	3,353	3,262
Other long-term liabilities	865	1,030
Total liabilities	242,545	189,844
Stockholders’ equity:
Common stock, $0.0001 par value; 50,000,000 shares authorized: 21,526,426 and 20,768,401 shares issued and outstanding as of March 31, 2018 and December 31, 2017, respectively)	2	2
Additional paid-in capital	176,939	174,944
Accumulated other comprehensive loss	(2,856)	(2,403)
Accumulated deficit	(77,997)	(81,128)
Total stockholders’ equity	96,088	91,415
Total liabilities and stockholders’ equity	$ 338,633	$ 281,259

Condensed Consolidated Balance3

Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands	Mar. 31, 2018	Dec. 31, 2017
Statement of Financial Position [Abstract]
Allowance for doubtful accounts	$ 985	$ 1,069
Unamortized discount, current	843	699
Unamortized discount, noncurrent	$ 2,260	$ 1,969
Common stock, par value (in dollars per share)	$ 0.0001	$ 0.0001
Common stock, shares authorized (in shares)	50,000,000	50,000,000
Common stock, shares issued (in shares)	21,526,426	20,768,401
Common stock, shares outstanding (in shares)	21,526,426	20,768,401

Condensed Consolidated Statemen

Condensed Consolidated Statements of Operations - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2018	Mar. 31, 2017
Revenue:
Subscription and support	$ 27,729	$ 18,135
Perpetual license	1,626	694
Total product revenue	29,355	18,829
Professional services	2,260	1,923
Total revenue	31,615	20,752
Cost of revenue:
Subscription and support	9,249	5,893
Professional services	1,396	1,135
Total cost of revenue	10,645	7,028
Gross profit	20,970	13,724
Operating expenses:
Sales and marketing	4,408	3,221
Research and development	4,891	3,477
Refundable Canadian tax credits	(102)	(117)
General and administrative	7,000	5,904
Depreciation and amortization	2,130	1,164
Acquisition-related expenses	3,102	3,691
Total operating expenses	21,429	17,340
Loss from operations	(459)	(3,616)
Other expense:
Interest expense, net	(2,494)	(935)
Other income (expense), net	303	(112)
Total other expense	(2,191)	(1,047)
Loss before provision for income taxes	(2,650)	(4,663)
Provision for income taxes	(511)	(951)
Net loss	$ (3,161)	$ (5,614)
Net loss per common share:
Net loss per common share, basic and diluted (in USD per share)	$ (0.16)	$ (0.33)
Weighted-average common shares outstanding, basic and diluted (in shares)	19,759,203	16,971,393

Condensed Consolidated Stateme5

Condensed Consolidated Statements of Comprehensive Loss - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2018	Mar. 31, 2017
Statement of Comprehensive Income [Abstract]
Net loss	$ (3,161)	$ (5,614)
Foreign currency translation adjustment	(453)	78
Comprehensive loss	$ (3,614)	$ (5,536)

Condensed Consolidated Stateme6

Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2018	Mar. 31, 2017
Operating activities
Net loss	$ (3,161)	$ (5,614)
Adjustments to reconcile net loss to net cash provided by operating activities:
Depreciation and amortization	4,172	2,398
Deferred income taxes	132	178
Amortization of deferred costs	539	0
Foreign currency re-measurement (gain) loss	142	(59)
Non-cash interest and other expense	190	75
Non-cash stock compensation expense	2,577	2,304
Changes in operating assets and liabilities, net of purchase business combinations:
Accounts receivable	555	3,935
Prepaids and other	(1,811)	6
Accounts payable	(1,124)	460
Accrued expenses and other liabilities	(3,569)	1,211
Deferred revenue	883	33
Net cash provided by (used in) operating activities	(475)	4,927
Investing activities
Purchase of property and equipment	(426)	(348)
Purchase of customer relationships	0	(55)
Purchase business combinations, net of cash acquired	(34,320)	(19,256)
Net cash used in investing activities	(34,746)	(19,659)
Financing activities
Payments on capital leases	(298)	(331)
Proceeds from notes payable, net of issuance costs	49,375	15,927
Payments on notes payable	(844)	(6,755)
Taxes paid related to net share settlement of equity awards	(668)	(73)
Issuance of common stock, net of issuance costs	87	171
Additional consideration paid to sellers of businesses	(1,978)	(3,585)
Net cash provided by financing activities	45,674	5,354
Effect of exchange rate fluctuations on cash	(274)	37
Change in cash and cash equivalents	10,179	(9,341)
Cash and cash equivalents, beginning of period	22,326	28,758
Cash and cash equivalents, end of period	32,505	19,417
Supplemental disclosures of cash flow information:
Cash paid for interest	2,316	864
Cash paid for taxes	1,044	591
Noncash investing and financing activities:
Equipment acquired pursuant to capital lease obligations	$ 0	$ 144

Summary of Significant Accounti

Summary of Significant Accounting Policies	3 Months Ended
	Mar. 31, 2018
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 of a normal recurring nature necessary for a fair presentation. The results of operations for the three months ended March 31, 2018 are not necessarily indicative of the results to be expected for the year ending December 31, 2018 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 2017 Annual Report on Form 10-K filed with the SEC on March 9, 2018 . 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 March 31, 2018 or for the year ended December 31, 2017 , or more than 10% of accounts receivable as of March 31, 2018 or December 31, 2017 . 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, and 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 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 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. Recently adopted accounting pronouncements In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standard Updated (“ASU”) 2014-09, “Revenue from Contracts with Customers”, to replace existing revenue recognition rules with a single comprehensive model to use in accounting for revenue arising from contracts with customers. Under this ASU and the associated subsequent amendments (collectively, “ASC 606”), revenue is recognized when a customer obtains control of promised goods or services for an amount that reflects the consideration the entity expects to receive in exchange for those goods or services. In addition, ASC 606 requires expanded disclosure of the nature, amount, timing and uncertainty of revenue and cash flows arising from contracts with customers. The Company adopted ASC 606 on January 1, 2018 for all contracts using the modified retrospective method. We recognized the cumulative effect of initially applying the new revenue standard as an adjustment to the opening balance of accumulated deficit. The comparative information has not been restated and continues to be reported under the accounting standards in effect for those periods. We expect the impact of the adoption of the new revenue standard to be immaterial to our net income on an ongoing basis. A majority of our sales revenue continues to be recognized ratably over the applicable term of the respective subscription or maintenance contracts. For most sales commissions formerly expensed as incurred, other than for perpetual license commissions which will continue to be expensed as incurred, we are now amortizing these costs to the consolidated statements of income over the shorter of 1) the expected life of our customer relationships, which we have determined to be approximately 6 years, or 2) the life of the related technology. For further discussion about changes to Significant Accounting Policies impacted by the adoption of 2014-09 (Topic 606) , see Note 10. Revenue . The cumulative effect of the changes made to our consolidated January 1, 2018 balance sheet for the adoption of ASC 606 were as follows (in thousands): Balance Sheet Balance at December 31, 2017 Adjustments Due to ASC 606 Balance at January 1, 2018 Assets Deferred commissions, current $ — $ 2,070 $ 2,070 Deferred commissions, noncurrent — 4,447 4,447 Liabilities Deferred revenue (current) 43,807 225 44,032 Equity Accumulated deficit $ (81,128 ) $ 6,292 $ (74,836 ) In accordance with the new revenue standard requirements, the disclosure of the impact of adoption on our consolidated income statement and balance sheet for the periods ended March 31, 2018 was as follows (in thousands): Three months ending March 31, 2018 Income statement As Reported Balances Without Adoption of ASC 606 Effect of Change Revenues Perpetual license $ 1,626 $ 1,307 $ 319 Operating expenses Sales & marketing $ 4,408 $ 4,629 $ (221 ) During the three months ended March 31, 2018 , the effect on earnings per share of the adoption of ASC 606 was an increase in earnings per share of $.03 . As of March 31, 2018 Balance Sheet As Reported Balances Without Adoption of ASC 606 Effect of Change Assets Deferred commissions, current $ 2,062 $ — $ 2,062 Deferred commissions, noncurrent 4,676 — 4,676 Liabilities Deferred revenue (current) 45,370 45,053 (317 ) Equity Accumulated deficit $ (77,997 ) $ (83,749 ) $ (5,752 ) 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. The Company adopted ASU 2017-01 during the first quarter of 2018. No impact on the financial statements was recorded as a result of the adoption of ASU 2017-01. In January 2017, the FASB issued ASU 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. The Company adopted ASU 2017-04 during the first quarter of 2018. No impact on the financial statements was recorded as a result of the adoption of ASU 2017-04. In August 2016, the FASB issued ASU 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 adopted ASU 2016-15 during the first quarter of 2017. No additional disclosure was deemed necessary upon the adoption of ASU 2016-15. No impact on the financial statements was recorded as a result of the adoption of ASU 2016-15.

Acquisitions

Acquisitions	3 Months Ended
	Mar. 31, 2018
Business Combinations [Abstract]
Acquisitions	2. Acquisitions 2018 Acquisitions On March 21, 2018, the Company’s wholly owned subsidiary, PowerSteering Software Limited, a limited company organized and existing under the laws of England and Wales (“PowerSteering UK”), completed its purchase of the shares comprising the entire issued share capital of Interfax Communications Limited ("Interfax"), an Irish-based software company providing secured cloud-based messaging solutions, including enterprise cloud fax and secure document distribution. In connection with this acquisition, the Company also acquired certain assets related to Interfax’s business from a United States based reseller of Interfax’s products. The purchase price consideration paid for Interfax and the U.S. reseller's assets was $37.0 million in cash at closing, net of cash acquired, and a $5.0 million cash holdback payable over 18 months (subject to reduction for indemnification claims). The foregoing excludes any potential earnout payments tied to performance-based goals. No revenues have been recorded since the acquisition of Interfax through March 31, 2018 . 2017 Acquisitions On January 10, 2017, the Company completed its purchase of Omtool, Ltd ("Omtool"), 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 $3.0 million of cash acquired). On April 21, 2017, the Company acquired RightAnswers, Inc. ("RightAnswers"), a cloud-based knowledge management system. The purchase price was $17.4 million , in cash at closing (net of $0.1 million cash acquired) and a $2.5 million cash holdback payable in one year (subject to reduction for indemnification claims) and excludes potential future earn-out payments tied to additional performance-based goals. On July 12, 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 $0.4 million of cash acquired) and a $1.5 million cash holdback payable in 18 months (subject to reduction for indemnification claims). The foregoing excludes additional potential $3.0 million in earnout payments tied to performance-based conditions. On November 16, 2017, the Company completed its acquisition of Qvidian Corporation, a Delaware corporation (“Qvidian”), a Massachusetts-based provider of cloud-based RFP and sales-proposal automation software. The purchase price consideration paid by the Company was $50 million in cash. The pro forma statements of operations data for three months ended March 31, 2018 and March 31, 2017 , shown in table below, give effect to the Qvidian acquisition, described above, as if it had occurred at January 1, 2016. These amounts have been calculated after applying our accounting policies and adjusting the results of Qvidian to reflect: the costs of debt financing incurred to acquire Qvidian, the additional intangible amortization and the adjustments to acquired deferred revenue that would have been occurred assuming the fair value adjustments had been applied and incurred since January 1, 2016. This pro forma data is presented for informational purposes only and does not purport to be indicative of our future results of operations. The table below shows the Pro forma statements of operations data for the respective years ending December 31 (in thousands): Three Months Ended March 31, 2018 2017 Revenue $ 31,615 $ 25,135 Loss from continuing operations (1) $ (3,161 ) $ (4,511 ) (1) While some recurring adjustments impact the pro forma figures presented, the decrease in pro forma loss from continuing operations compared to our loss from continuing operations presented on the consolidated statements of operations for the three months ended March 31, 2018 and March 31, 2017 includes nonrecurring adjustments removing acquisition costs from 2017 and reflects these costs in the year ended 2016, the year the acquisition was assumed to be completed for pro forma purposes. The following condensed table presents the preliminary and finalized acquisition-date fair value of the assets acquired and liabilities assumed for the acquisitions in 2017 and through the three months ended March 31, 2018 , as well as assets and liabilities (in thousands): Preliminary Finalized Interfax Qvidian Waterfall RightAnswers Omtool Year Acquired 2018 2017 2017 2017 2017 Cash $ 2,680 $ 468 $ 100 $ 139 $ 2,957 Accounts receivable 1,708 1,907 1,477 2,164 784 Other current assets 100 334 608 246 464 Property and equipment 292 108 23 408 58 Customer relationships 28,142 30,160 6,400 10,500 4,400 Trade name 191 227 110 180 170 Technology 4,822 5,739 2,800 2,300 3,180 Goodwill 8,628 21,414 18,575 15,680 14,081 Other assets 14 8 — — 33 Total assets acquired 46,577 60,365 30,093 31,617 26,127 Accounts payable (689 ) (388 ) (605 ) (139 ) (219 ) Accrued expense and other (3,088 ) (460 ) (1,136 ) (2,108 ) (915 ) Deferred revenue — (9,517 ) (1,220 ) (5,479 ) (2,779 ) Total liabilities assumed (3,777 ) (10,365 ) (2,961 ) (7,726 ) (3,913 ) Total consideration $ 42,800 $ 50,000 $ 27,132 $ 23,891 $ 22,214 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, RightAnswers are final, and Waterfall, Qvidian, and Interfax 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. Management has recorded the purchase price allocations based upon acquired company information that is currently available. Management expects to complete its purchase price allocations for Waterfall and Qvidian during the first half of 2018 and for Interfax in the second half of 2018. The goodwill of $78.4 million for the above acquisitions is primarily attributable to the synergies expected to arise after the acquisition. Goodwill deductible for tax purposes is $3.7 million for Waterfall. The Company expects there will be tax deductible goodwill for Interfax, however, the final value should be determined during the second quarter of 2018. There was no Goodwill deductible for tax purposes for our Omtool, RightAnswers, and Qvidian acquisitions. Total transaction costs incurred with respect to acquisition activity in the three months ended March 31, 2018 and the three months ended March 31, 2017 were $1.4 million and $1.6 million , respectively.

Fair Value Measurements

Fair Value Measurements	3 Months Ended
	Mar. 31, 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. Liabilities measured at fair value on a recurring basis are summarized below (in thousands): Fair Value Measurements at December 31, 2017 Level 1 Level 2 Level 3 Total Earnout consideration liability $ — $ — $ 3,576 $ 3,576 Fair Value Measurements at March 31, 2018 (unaudited) Level 1 Level 2 Level 3 Total Earnout consideration liability $ — $ — $ 2,398 $ 2,398 The Level 3 earnout consideration liability consists of amounts associated with the acquisitions of RightAnswers in April 2017, and Waterfall in July 2017. The December 31, 2017 Level 3 earnout consideration liability associated with RightAnswers of $2.0 million was settled in February 2018. In addition, the December 31, 2017 Level 3 earnout consideration liability associated with Waterfall of $1.6 million was unchanged during the three months ended March 31, 2018 , which is primarily based on the achievement of maintaining certain revenue during a limited period after the acquisition. Finally, a Level 3 earnout consideration liability of $0.8 million was added associated with the acquisition of Interfax in March 2018, the basis of which is entirely the achievement of certain revenue growth rates during a limited period after the acquisition. 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, 2017 $ 3,576 Additions - cash earnouts 800 Settlements - cash earnouts (1,978 ) Ending balance at March 31, 2018 $ 2,398 The fair value of the cash 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 March 31, 2018 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 March 31, 2018 and December 31, 2017 are $163.0 million and $113.8 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	3 Months Ended
	Mar. 31, 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 three months ended March 31, 2018 are summarized in the table below (in thousands): Balance at December 31, 2017 $ 154,607 Acquired in business combinations 8,629 Adjustment due to prior year business combinations (14,837 ) Foreign currency translation adjustment (348 ) Balance at March 31, 2018 $ 148,051 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 $14.8 million adjustment due to prior year business combinations was primarily related to a change in the ASC 805 value of Qvidian customer relationships during the three months ended March 31, 2018 . The following is a summary of the Company’s intangible assets, net (in thousands): Estimated Useful Gross Accumulated Net Carrying March 31, 2018: Customer relationships 1-10 $ 112,693 $ 20,337 $ 92,356 Trade name 1.5-3 3,524 2,990 534 Developed technology 4-7 34,179 11,870 22,309 Total intangible assets $ 150,396 $ 35,197 $ 115,199 Estimated Useful Life (Years) Gross Carrying Amount Accumulated Amortization Net Carrying Amount December 31, 2017: Customer relationships 5-10 $ 69,061 $ 18,040 $ 51,021 Trade name 1.5 3,431 2,900 531 Developed technology 4-7 29,308 10,817 18,491 Total intangible assets $ 101,800 $ 31,757 $ 70,043 The following table summarizes the Company's weighted-average amortization period, in total and by major finite-lived intangible asset class (in years): March 31, 2018 December 31, 2017 Customer relationships 9.5 9.0 Trade name 0.8 1.5 Developed technology 6.6 6.4 Total weighted-average amortization period 8.6 8.2 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 months ended March 31, 2018 and March 31, 2017 , respectively. Total amortization expense during the three months ended March 31, 2018 and March 31, 2017 was $3.6 million and $1.8 million , respectively. Estimated annual amortization expense for the next five years and thereafter is as follows (in thousands): Amortization Year ending December 31: Remainder of 2018 $ 13,162 2019 16,518 2020 15,371 2021 14,961 2021 12,815 2022 and thereafter 42,372 Total $ 115,199

Income Taxes

Income Taxes	3 Months Ended
	Mar. 31, 2017
Income Tax Disclosure [Abstract]
Income Taxes	5. Income Taxes The Company’s income tax provision for the three months ended March 31, 2018 and March 31, 2017 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 months ended March 31, 2018 and March 31, 2017 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 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 March 31, 2018 and March 31, 2017 , 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 2017 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 2017 remain subject to examination. The Tax Act enacted in December 2017 introduced significant changes to U.S. income tax law. Effective 2018, the Tax Act reduced the U.S. statutory tax rate from 35% to 21% and created new taxes on certain foreign-sourced earnings and certain intercompany payments. Due to the timing of the enactment and the complexity involved in applying the provisions of the Tax Act, we made reasonable estimates of the effects and recorded provisional amounts in our financial statements as of December 31, 2017. As we collect and prepare necessary data, and interpret the Tax Act and any additional guidance issued by the U.S. Treasury Department, the Internal Revenue Service (IRS), and other standard-setting bodies, we may make adjustments to the provisional amounts. Those adjustments may materially affect our provision for income taxes and effective tax rate in the period in which the adjustments are made. The adjustments made in the first quarter of 2018 were not significant. The accounting for the tax effects of the Tax Act will be completed later in 2018.

Debt

Debt	3 Months Ended
	Mar. 31, 2017
Debt Disclosure [Abstract]
Debt	6. Deb t Long-term debt consisted of the following at March 31, 2018 and December 31, 2017 (in thousands): March 31, 2018 December 31, 2017 Senior secured loans (includes unamortized discount of $3,103 and $2,668 based on an imputed interest rate of 7.0% and 7.5%, at March 31, 2018 and December 31, 2017, respectively) $ 159,866 $ 111,144 Less current maturities (3,282 ) (2,301 ) Total long-term debt $ 156,584 $ 108,843 Loan and Security Agreements Sixth Amendment to Credit Facility On March 21, 2018, the Company amended and expanded its Credit Agreement dated May 14, 2015, as amended, among, inter alia , the Company, certain of its subsidiaries, and each of the lenders named in the Credit Agreement (the “Credit Facility”). The Company entered into a sixth amendment to 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. (collectively, the "Lenders"), with a Consent and Sixth Amendment to Credit Agreement (the “Sixth Amendment”). Loans The Sixth Amendment to the Credit Facility provides for a $258.7 million credit facility, including (i) a fully drawn $163.0 million term loan, (ii) a fully available $30.0 million delayed draw term loan commitment (the "DDTL"), (iii) a fully available $10.0 million revolving loan commitment, and (iv) a $55.0 million uncommitted accordion. Specifically, the Credit Facility provides for $163.7 million of term debt comprised of (i) a fully drawn U.S. term loan facility in an aggregate principal amount of $158.4 million (the “U.S. Term Loan”), (ii) a fully drawn Canadian term loan facility in an aggregate principal amount of $5.3 million (the “Canadian Term Loan” together with the U.S. and Canadian Term Loans, the “Term Loans”). In addition, the Credit Facility also provides for 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”). As of March 31, 2018 , there were no amounts drawn on its U.S. Revolver or Canadian Revolver loans outstanding under the Credit Facility, and there was $163.0 million outstanding on the Term Loans comprised of (i) $157.7 million in the U.S. Term Loans outstanding under the Credit Facility; and (ii) $5.3 million in the Canadian Term Loans outstanding under the Credit Facility. Terms of Term Loans Under the terms of the Sixth Amendment, the Term Loans are repayable, on a quarterly basis by an amount equal to 2.5% per annum on or before June 30, 2019, after which the existing 5.0% per annum is due thereafter until the facility’s maturity date of August 2, 2022. The Sixth Amendment also provides for other improvements including, among other things, (i) a favorable adjustment to decrease the overall applicable interest rate for accounts outstanding under the Credit Agreement by 50 to 150 basis points resulting in a current effective interest rate of approximately 6.15% down from the previous effective interest rate of approximately 7.1% ; (ii) a favorable adjustment to the leverage ratio to increase the amount of funded indebtedness to EBITDA (as defined in the Amendment) to 4.25 to 1.00 as of March 31, 2018, along with additional leverage ratio improvements throughout the remainder of the loan term; and (iii) a favorable increase to the recurring revenue ratio future draw condition to the delayed draw term loan facility from 1.25 :1.0 to 1.50 :1.0. Also, the maximum amount of purchase consideration payable in respect of an individual permitted acquisition is $25.0 million and in respect of all permitted acquisitions is $175.0 million . In addition, the amount of permitted indebtedness to sellers of businesses increased is $20.0 million . Terms of Delay Draw Term Loan Pursuant to the terms of the Credit Facility, the undrawn $30.0 million DDTL is to be used to finance acquisitions. The DDTL, if all or a portion is drawn, is repayable, on a quarterly basis, by an amount equal to 2.5% per annum on or before June 30, 2019, after which the existing 5.0% per annum is due thereafter until the facility’s maturity date of August 2, 2022. Terms of Revolver Loans under the Revolver are available up to the lesser of (i) $10.0 million (the “Maximum Revolver Amount”) or (ii) the maximum facility amount of $203.7 million , less the sum of any amount of Revolver usage plus 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 the Company 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 and Canadian facilities, respectively. The aggregate amount of outstanding Letters of Credit is reserved against the credit availability under the Maximum Revolver Amount and the Credit Amount. Loans under the Revolver may be borrowed, repaid and reborrowed until August 2, 2022 (the “Maturity Date”), at which time all amounts borrowed under the Credit Facility must be repaid. Other Terms of Credit Facility 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 3.00% to 4.00% 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 4.00% to 5.00% 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. 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 3.00% to 4.00% 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 4.00% to 5.00% depending on the leverage ratio. 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 outstanding loans in place at the time of the Sixth Amendment totaling in an amount equal to $113.0 million (i) August 2, 2017 to August 1, 2018, 2.0% times the sum of (a) the Maximum Revolver Amount plus (b) the outstanding principal amount of the Term Loans and DDTL on the date immediately prior to the date of the prepayment (such sum, the “Prepayment Amount”) (ii) from August 2, 2018 to August 1, 2019, 1.0% times the Prepayment Amount and (iii) from August 2, 2019 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 Credit 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. There are certain financial covenants that became more restrictive starting March 31, 2019. 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. The Credit Facility permits the Company to buyback up to $10.0 million of its capital stock, subject to restrictions including a minimum liquidity requirement of $25.0 million before and after any such buyback. Interest Rate and Debt Discount Cash interest costs averaged 7.1% and 6.3% under the Credit Facility for the three months ended March 31, 2018 and for the year ended December 31, 2017 , respectively. In addition, the Company has $3.1 million and $2.7 million of unamortized debt discount associated with the Credit Facility as of March 31, 2018 and December 31, 2017 , respectively. 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 Sixth Amendment, future debt maturities of long-term debt (excluding financing costs) at March 31, 2018 are as follows (in thousands): Year ending December 31: Remaining 2018 $ 3,094 2019 6,188 2020 8,250 2021 8,250 2022 137,187 Thereafter — Total debt maturities 162,969 Less current maturities (3,282 ) Less unamortized debt discount (3,103 ) Notes Payable, less current maturities and unamortized debt discount $ 156,584

Net Loss Per Share

Net Loss Per Share	3 Months Ended
	Mar. 31, 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 March 31, 2018 2017 Numerator: Net Loss $ (3,161 ) $ (5,614 ) Denominator: Weighted–average common shares outstanding, basic and diluted 19,759,203 16,971,393 Net loss per common share, basic and diluted $ (0.16 ) $ (0.33 ) Due to the net losses for the three months ended March 31, 2018 and March 31, 2017 , 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 as of March 31, 2018 and March 31, 2017 : March 31, 2018 2017 Stock options 530,099 731,971 Restricted stock 1,748,481 1,410,247 Total anti–dilutive common share equivalents 2,278,580 2,142,218

Commitments and Contingencies

Commitments and Contingencies	3 Months Ended
	Mar. 31, 2017
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies	8. Commitments and Contingencies Purchase Commitments During the three months ended March 31, 2018 and March 31, 2017 , the Company purchased software development services pursuant to a technology services agreement with DevFactory FZ-LLC, in the amount of $0.8 million and $0.6 million , respectively. See Note 12 — Related Party Transactions for more information regarding our purchase commitment to this related party. 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	3 Months Ended
	Mar. 31, 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 were 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 March 31, 2018 , 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 three months ended March 31, 2018 was as follows: Number of Weighted-Average Grant Date Fair Value Unvested balances at December 31, 2017 1,047,480 $ 13.35 Awards granted 762,250 28.79 Awards vested (60,249 ) 22.01 Awards forfeited (1,000 ) 23.60 Unvested balances at March 31, 2018 1,748,481 $ 19.78 Stock Option Activity Stock option activity during the three months ended March 31, 2018 was as follows: Number of Weighted– Outstanding at December 31, 2017 549,907 $ 7.36 Options exercised (19,808 ) 5.46 Outstanding at March 31, 2018 530,099 $ 7.44 Share-based Compensation The Company recognized share-based compensation expense from all awards in the following expense categories (in thousands): Three Months Ended March 31, 2018 2017 Cost of revenue $ 77 $ 18 Research and development 113 60 Sales and marketing 46 23 General and administrative 2,341 2,203 Total $ 2,577 $ 2,304

Revenue

Revenue	3 Months Ended
	Mar. 31, 2018
Revenue from Contract with Customer [Abstract]
Revenue	10. Revenue Revenues are recognized when control of the promised goods or services is transferred to the Company's customers, in an amount that reflects the consideration the Company expects to be entitled to in exchange for those goods or services over the term of the agreement, generally when made available to the customers. We enter into contracts that can include various combinations of products and services, which are generally capable of being distinct and accounted for as separate performance obligations. Revenues are recognized net of sales credits and allowances. Revenue is recognized net of any taxes collected from customers, which are subsequently remitted to governmental authorities. Revenue-generating activities consist of subscription and support, perpetual licenses, and professional services revenues within a single operating segment. Subscription and Support Revenues The Company's software solutions are available for use as hosted application arrangements under subscription fee agreements without licensing perpetual rights to the software. Subscription fees from these applications are recognized over time on a ratable basis over the customer agreement term beginning on the date the Company's solution is made available to the customer. Our subscription contracts are generally one to three years in length. Amounts that have been invoiced are recorded in accounts receivable and deferred revenues or revenues, depending on whether the revenue recognition criteria have been met. Additional fees for monthly usage above the levels included in the standard subscription fee are recognized as revenue at the end of each month and is invoiced concurrently. Perpetual License Revenues The Company also records revenue from the sales of proprietary software products under perpetual licenses. Revenue from distinct on-premises licenses is recognized upfront at the point in time when the software is made available to the customer. The Company’s products do not require significant customization. Professional Services Revenue Professional services provided with subscription and support licenses and perpetual licenses consist of implementation fees, data extraction, configuration, and training. The Company’s implementation and configuration services do not involve significant customization of the software and are not considered essential to the functionality. Revenues from professional services are recognized over time as such services are performed. Significant Judgments Performance Obligations and Standalone Selling Price A performance obligation is a promise in a contract to transfer a distinct good or service to the customer and is the unit of accounting in the new revenue standard. Determining whether products and services are considered distinct performance obligations that should be accounted for separately versus together may require significant judgment. The Company has contracts with customers that often include multiple performance obligations, usually including perpetual licenses, multiple subscriptions and professional services. For these contracts, the Company accounts for individual performance obligations separately if they are distinct by allocating the contract's total transaction price to each performance obligation in an amount based on the relative standalone selling price, or SSP, of each distinct good or service in the contract. Judgment is required to determine the SSP for each distinct performance obligation. A residual approach would only be applied when a particular performance obligation has highly variable and uncertain SSP and such is bundled with other performance obligations that have observable SSP. A contract's transaction price is allocated to each distinct performance obligation and recognized as revenue when, or as, the performance obligation is satisfied. We determine the SSP based on our overall pricing objectives, taking into consideration market conditions and other factors, including the value of our contracts, historical standalone sales, customer demographics, geographic locations, and the number and types of users within our contracts. Other Considerations The Company evaluates whether it is the principal (i.e., report revenues on a gross basis) or agent (i.e., report revenues on a net basis) for vendor reseller agreements. Generally, the Company reports revenues from these types of contracts on a gross basis, meaning the amounts billed to customers are recorded as revenues, and expenses incurred are recorded as cost of revenues. Where the Company is the principal, it first obtains control of the inputs to the specific good or service and directs their use to create the combined output. The Company's control is evidenced by its involvement in the integration of the good or service on its platform before it is transferred to its customers, and is further supported by the Company being primarily responsible to its customers and having a level of discretion in establishing pricing. Revenues provided from agreements in which the Company is an agent are immaterial. Payment terms and conditions vary by contract type, although terms generally include a requirement of payment within 30 to 60 days. In instances where the timing of revenue recognition differs from the timing of invoicing, we have determined our contracts generally do not include a significant financing component. The primary purpose of our invoicing terms is to provide customers with simplified and predictable ways of purchasing our products and services, not to receive financing from our customers or to provide customers with financing. Example includes invoicing at the beginning of a subscription term with revenue recognized ratably over the contract period. Unearned revenue comprises mainly unearned revenue related to subscription services. During the three months ended March 31, 2018 , we recognized $22.5 million of subscription services revenue, that was included in the unearned revenue balances at the beginning of the period. Professional services revenue recognized in the same period from unearned revenue balances at the beginning of the period was not material. Remaining Performance Obligations As of March 31, 2018 , approximately $92.4 million of revenue is expected to be recognized from remaining performance obligations for subscription contracts. We expect to recognize revenue on approximately 85% of these remaining performance obligations over the next 21 months , with the balance recognized thereafter. Revenue from remaining performance obligations for professional services contracts as of March 31, 2018 was not material. Deferred Commissions The Company capitalizes sales commissions related to its customer agreements. Under the new revenue standard, the Company capitalizes commissions and bonuses for those involved in the sale, as these are incremental to the sale. The Company begins amortizing deferred solution and other costs for a particular customer agreement once the revenue recognition criteria are met and amortizes those deferred costs over the expected life of the customer relationships, which has been determined to be approximately 6 years. The portion of capitalized costs expected to be amortized during the succeeding twelve-month period is recorded in current assets as deferred commissions, current, and the remainder is recorded in long-term assets as deferred commissions, net of current portion. Amortization expense is included in sales and marketing expenses in the accompanying condensed consolidated statements of operations.

Domestic and Foreign Operations

Domestic and Foreign Operations	3 Months Ended
	Mar. 31, 2017
Segment Reporting [Abstract]
Domestic and Foreign Operations	11. 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 March 31, 2018 2017 Revenues: U.S. $ 24,527 $ 17,609 Canada 1,525 845 Other International 5,563 2,298 Total Revenues $ 31,615 $ 20,752

Related Party Transactions

Related Party Transactions	3 Months Ended
	Mar. 31, 2017
Related Party Transactions [Abstract]
Related Party Transactions	12. Related Party Transactions We are a party to two agreements with companies controlled by a non-management investor in the Company: • During the three months ended March 31, 2018 and March 31, 2017 , the Company purchased software development services pursuant to a technology services agreement with DevFactory FZ-LLC ("DevFactory"), in the amount of $0.8 million and $0.6 million , 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. DevFactory is an affiliate of ESW Capital LLC, which holds more than 5% of the Company's capital stock. The Company has an outstanding purchase commitment in 2018 for software development services pursuant to a technology services agreement in the amount of $3.2 million . For years after 2018 , 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 2018 total revenues increase by 10% as compared to 2017 total revenues, then the 2019 purchase commitment will increase by approximately $0.4 million from the 2018 purchase commitment amount to approximately $3.6 million . • The Company purchased approximately $0.8 million in services from Crossover, Inc. ("Crossover"), a company controlled by ESW Capital, LLC (a non-management investor), during the three months ended March 31, 2018 and March 31, 2017 , in both periods, respectively. Crossover provides a proprietary technology system to help the Company identify, screen, select, assign, and connect with necessary resources from time to time to perform technology software development and other services throughout the Company, and track productivity of such resources. While there are no purchase commitments with Crossover, the Company continues to use its services in 2018 . The Company has an arrangement with a former subsidiary, Visionael Corporation ("Visionael"), to provide management, human resource, payroll and administrative services. John T. McDonald, the Company's Chief Executive Officer and Chairman of the Board, beneficially holds an approximate 26.18% interest in Visionael. The Company received fees from this arrangement during the three months ended March 31, 2018 and March 31, 2017 totaling $15,000 and $90,000 , resp ectively.

Summary of Significant Accoun19

Summary of Significant Accounting Policies (Policies)	3 Months Ended
	Mar. 31, 2018
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 of a normal recurring nature necessary for a fair presentation. The results of operations for the three months ended March 31, 2018 are not necessarily indicative of the results to be expected for the year ending December 31, 2018 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 2017 Annual Report on Form 10-K filed with the SEC on March 9, 2018 .
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.
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, and 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 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 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. Recently adopted accounting pronouncements In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standard Updated (“ASU”) 2014-09, “Revenue from Contracts with Customers”, to replace existing revenue recognition rules with a single comprehensive model to use in accounting for revenue arising from contracts with customers. Under this ASU and the associated subsequent amendments (collectively, “ASC 606”), revenue is recognized when a customer obtains control of promised goods or services for an amount that reflects the consideration the entity expects to receive in exchange for those goods or services. In addition, ASC 606 requires expanded disclosure of the nature, amount, timing and uncertainty of revenue and cash flows arising from contracts with customers. The Company adopted ASC 606 on January 1, 2018 for all contracts using the modified retrospective method. We recognized the cumulative effect of initially applying the new revenue standard as an adjustment to the opening balance of accumulated deficit. The comparative information has not been restated and continues to be reported under the accounting standards in effect for those periods. We expect the impact of the adoption of the new revenue standard to be immaterial to our net income on an ongoing basis. A majority of our sales revenue continues to be recognized ratably over the applicable term of the respective subscription or maintenance contracts. For most sales commissions formerly expensed as incurred, other than for perpetual license commissions which will continue to be expensed as incurred, we are now amortizing these costs to the consolidated statements of income over the shorter of 1) the expected life of our customer relationships, which we have determined to be approximately 6 years, or 2) the life of the related technology.
Revenue Recognition	Revenues are recognized when control of the promised goods or services is transferred to the Company's customers, in an amount that reflects the consideration the Company expects to be entitled to in exchange for those goods or services over the term of the agreement, generally when made available to the customers. We enter into contracts that can include various combinations of products and services, which are generally capable of being distinct and accounted for as separate performance obligations. Revenues are recognized net of sales credits and allowances. Revenue is recognized net of any taxes collected from customers, which are subsequently remitted to governmental authorities. Revenue-generating activities consist of subscription and support, perpetual licenses, and professional services revenues within a single operating segment. Subscription and Support Revenues The Company's software solutions are available for use as hosted application arrangements under subscription fee agreements without licensing perpetual rights to the software. Subscription fees from these applications are recognized over time on a ratable basis over the customer agreement term beginning on the date the Company's solution is made available to the customer. Our subscription contracts are generally one to three years in length. Amounts that have been invoiced are recorded in accounts receivable and deferred revenues or revenues, depending on whether the revenue recognition criteria have been met. Additional fees for monthly usage above the levels included in the standard subscription fee are recognized as revenue at the end of each month and is invoiced concurrently. Perpetual License Revenues The Company also records revenue from the sales of proprietary software products under perpetual licenses. Revenue from distinct on-premises licenses is recognized upfront at the point in time when the software is made available to the customer. The Company’s products do not require significant customization. Professional Services Revenue Professional services provided with subscription and support licenses and perpetual licenses consist of implementation fees, data extraction, configuration, and training. The Company’s implementation and configuration services do not involve significant customization of the software and are not considered essential to the functionality. Revenues from professional services are recognized over time as such services are performed.

Summary of Significant Accoun20

Summary of Significant Accounting Policies (Tables)	3 Months Ended
	Mar. 31, 2018
Accounting Policies [Abstract]
Schedule of New Accounting Pronouncements and Changes in Accounting Principles	In accordance with the new revenue standard requirements, the disclosure of the impact of adoption on our consolidated income statement and balance sheet for the periods ended March 31, 2018 was as follows (in thousands): Three months ending March 31, 2018 Income statement As Reported Balances Without Adoption of ASC 606 Effect of Change Revenues Perpetual license $ 1,626 $ 1,307 $ 319 Operating expenses Sales & marketing $ 4,408 $ 4,629 $ (221 ) During the three months ended March 31, 2018 , the effect on earnings per share of the adoption of ASC 606 was an increase in earnings per share of $.03 . As of March 31, 2018 Balance Sheet As Reported Balances Without Adoption of ASC 606 Effect of Change Assets Deferred commissions, current $ 2,062 $ — $ 2,062 Deferred commissions, noncurrent 4,676 — 4,676 Liabilities Deferred revenue (current) 45,370 45,053 (317 ) Equity Accumulated deficit $ (77,997 ) $ (83,749 ) $ (5,752 ) The cumulative effect of the changes made to our consolidated January 1, 2018 balance sheet for the adoption of ASC 606 were as follows (in thousands): Balance Sheet Balance at December 31, 2017 Adjustments Due to ASC 606 Balance at January 1, 2018 Assets Deferred commissions, current $ — $ 2,070 $ 2,070 Deferred commissions, noncurrent — 4,447 4,447 Liabilities Deferred revenue (current) 43,807 225 44,032 Equity Accumulated deficit $ (81,128 ) $ 6,292 $ (74,836 )

Acquisitions (Tables)

Acquisitions (Tables)	3 Months Ended
	Mar. 31, 2018
Business Combinations [Abstract]
Pro Forma Statements of Operations	The table below shows the Pro forma statements of operations data for the respective years ending December 31 (in thousands): Three Months Ended March 31, 2018 2017 Revenue $ 31,615 $ 25,135 Loss from continuing operations (1) $ (3,161 ) $ (4,511 ) (1) While some recurring adjustments impact the pro forma figures presented, the decrease in pro forma loss from continuing operations compared to our loss from continuing operations presented on the consolidated statements of operations for the three months ended March 31, 2018 and March 31, 2017 includes nonrecurring adjustments removing acquisition costs from 2017 and reflects these costs in the year ended 2016, the year the acquisition was assumed to be completed for pro forma purposes.
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 2017 and through the three months ended March 31, 2018 , as well as assets and liabilities (in thousands): Preliminary Finalized Interfax Qvidian Waterfall RightAnswers Omtool Year Acquired 2018 2017 2017 2017 2017 Cash $ 2,680 $ 468 $ 100 $ 139 $ 2,957 Accounts receivable 1,708 1,907 1,477 2,164 784 Other current assets 100 334 608 246 464 Property and equipment 292 108 23 408 58 Customer relationships 28,142 30,160 6,400 10,500 4,400 Trade name 191 227 110 180 170 Technology 4,822 5,739 2,800 2,300 3,180 Goodwill 8,628 21,414 18,575 15,680 14,081 Other assets 14 8 — — 33 Total assets acquired 46,577 60,365 30,093 31,617 26,127 Accounts payable (689 ) (388 ) (605 ) (139 ) (219 ) Accrued expense and other (3,088 ) (460 ) (1,136 ) (2,108 ) (915 ) Deferred revenue — (9,517 ) (1,220 ) (5,479 ) (2,779 ) Total liabilities assumed (3,777 ) (10,365 ) (2,961 ) (7,726 ) (3,913 ) Total consideration $ 42,800 $ 50,000 $ 27,132 $ 23,891 $ 22,214

Fair Value Measurements (Tables

Fair Value Measurements (Tables)	3 Months Ended
	Mar. 31, 2017
Fair Value Disclosures [Abstract]
Schedule of Liabilities Measured at Fair Value on a Recurring Basis	Liabilities measured at fair value on a recurring basis are summarized below (in thousands): Fair Value Measurements at December 31, 2017 Level 1 Level 2 Level 3 Total Earnout consideration liability $ — $ — $ 3,576 $ 3,576 Fair Value Measurements at March 31, 2018 (unaudited) Level 1 Level 2 Level 3 Total Earnout consideration liability $ — $ — $ 2,398 $ 2,398
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, 2017 $ 3,576 Additions - cash earnouts 800 Settlements - cash earnouts (1,978 ) Ending balance at March 31, 2018 $ 2,398

Goodwill and Other Intangible23

Goodwill and Other Intangible Assets (Tables)	3 Months Ended
	Mar. 31, 2017
Goodwill and Intangible Assets Disclosure [Abstract]
Schedule of goodwill	Changes in the Company’s goodwill balance for the three months ended March 31, 2018 are summarized in the table below (in thousands): Balance at December 31, 2017 $ 154,607 Acquired in business combinations 8,629 Adjustment due to prior year business combinations (14,837 ) Foreign currency translation adjustment (348 ) Balance at March 31, 2018 $ 148,051
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 March 31, 2018: Customer relationships 1-10 $ 112,693 $ 20,337 $ 92,356 Trade name 1.5-3 3,524 2,990 534 Developed technology 4-7 34,179 11,870 22,309 Total intangible assets $ 150,396 $ 35,197 $ 115,199 Estimated Useful Life (Years) Gross Carrying Amount Accumulated Amortization Net Carrying Amount December 31, 2017: Customer relationships 5-10 $ 69,061 $ 18,040 $ 51,021 Trade name 1.5 3,431 2,900 531 Developed technology 4-7 29,308 10,817 18,491 Total intangible assets $ 101,800 $ 31,757 $ 70,043
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): March 31, 2018 December 31, 2017 Customer relationships 9.5 9.0 Trade name 0.8 1.5 Developed technology 6.6 6.4 Total weighted-average amortization period 8.6 8.2
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 2018 $ 13,162 2019 16,518 2020 15,371 2021 14,961 2021 12,815 2022 and thereafter 42,372 Total $ 115,199

Debt (Tables)

Debt (Tables)	3 Months Ended
	Mar. 31, 2017
Debt Disclosure [Abstract]
Schedule of long-term debt	Long-term debt consisted of the following at March 31, 2018 and December 31, 2017 (in thousands): March 31, 2018 December 31, 2017 Senior secured loans (includes unamortized discount of $3,103 and $2,668 based on an imputed interest rate of 7.0% and 7.5%, at March 31, 2018 and December 31, 2017, respectively) $ 159,866 $ 111,144 Less current maturities (3,282 ) (2,301 ) Total long-term debt $ 156,584 $ 108,843
Schedule of future debt maturities of long-term debt (excluding financing costs)	Under the terms of the Sixth Amendment, future debt maturities of long-term debt (excluding financing costs) at March 31, 2018 are as follows (in thousands): Year ending December 31: Remaining 2018 $ 3,094 2019 6,188 2020 8,250 2021 8,250 2022 137,187 Thereafter — Total debt maturities 162,969 Less current maturities (3,282 ) Less unamortized debt discount (3,103 ) Notes Payable, less current maturities and unamortized debt discount $ 156,584

Net Loss Per Share (Tables)

Net Loss Per Share (Tables)	3 Months Ended
	Mar. 31, 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 March 31, 2018 2017 Numerator: Net Loss $ (3,161 ) $ (5,614 ) Denominator: Weighted–average common shares outstanding, basic and diluted 19,759,203 16,971,393 Net loss per common share, basic and diluted $ (0.16 ) $ (0.33 )
Schedule of anti–dilutive common share equivalents	The following table sets forth the anti–dilutive common share equivalents as of March 31, 2018 and March 31, 2017 : March 31, 2018 2017 Stock options 530,099 731,971 Restricted stock 1,748,481 1,410,247 Total anti–dilutive common share equivalents 2,278,580 2,142,218

Stockholders' Equity (Tables)

Stockholders' Equity (Tables)	3 Months Ended
	Mar. 31, 2017
Equity [Abstract]
Schedule of restricted stock activity	Restricted share activity during the three months ended March 31, 2018 was as follows: Number of Weighted-Average Grant Date Fair Value Unvested balances at December 31, 2017 1,047,480 $ 13.35 Awards granted 762,250 28.79 Awards vested (60,249 ) 22.01 Awards forfeited (1,000 ) 23.60 Unvested balances at March 31, 2018 1,748,481 $ 19.78
Schedule of stock option activity	Stock option activity during the three months ended March 31, 2018 was as follows: Number of Weighted– Outstanding at December 31, 2017 549,907 $ 7.36 Options exercised (19,808 ) 5.46 Outstanding at March 31, 2018 530,099 $ 7.44
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 March 31, 2018 2017 Cost of revenue $ 77 $ 18 Research and development 113 60 Sales and marketing 46 23 General and administrative 2,341 2,203 Total $ 2,577 $ 2,304

Domestic and Foreign Operatio27

Domestic and Foreign Operations (Tables)	3 Months Ended
	Mar. 31, 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 March 31, 2018 2017 Revenues: U.S. $ 24,527 $ 17,609 Canada 1,525 845 Other International 5,563 2,298 Total Revenues $ 31,615 $ 20,752

Summary of Significant Accoun28

Summary of Significant Accounting Policies - Schedule of Cumulative Effect of ASU 2014-09 Adoption on Balance Sheet (Details) - USD ($) $ in Thousands	Mar. 31, 2018	Jan. 01, 2018	Dec. 31, 2017
Assets
Deferred commissions, current	$ 2,062	$ 2,070
Deferred commissions, noncurrent	4,676	4,447
Liabilities [Abstract]
Deferred revenue (current)	45,370	44,032	$ 43,807
Equity [Abstract]
Accumulated deficit	(77,997)	(74,836)	(81,128)
Calculated under Revenue Guidance in Effect before Topic 606 [Member]
Assets
Deferred commissions, current	0
Deferred commissions, noncurrent	0		0
Liabilities [Abstract]
Deferred revenue (current)	45,053		43,807
Equity [Abstract]
Accumulated deficit	(83,749)		$ (81,128)
Accounting Standards Update 2014-09 [Member] | Difference between Revenue Guidance in Effect before and after Topic 606 [Member]
Assets
Deferred commissions, current	2,062	2,070
Deferred commissions, noncurrent	4,676	4,447
Liabilities [Abstract]
Deferred revenue (current)	(317)	225
Equity [Abstract]
Accumulated deficit	$ (5,752)	$ 6,292

Summary of Significant Accoun29

Summary of Significant Accounting Policies - Schedule of Effect of New Accounting Pronouncements (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2018	Mar. 31, 2017	Jan. 01, 2018	Dec. 31, 2017
Revenue:
Perpetual license	$ 1,626	$ 694
Operating expenses:
Sales and marketing	4,408	$ 3,221
Assets
Deferred commissions, current	2,062		$ 2,070
Deferred commissions, noncurrent	4,676		4,447
Liabilities [Abstract]
Deferred revenue	45,370		44,032	$ 43,807
Equity [Abstract]
Accumulated deficit	(77,997)		(74,836)	(81,128)
Calculated under Revenue Guidance in Effect before Topic 606 [Member]
Revenue:
Perpetual license	1,307
Operating expenses:
Sales and marketing	4,629
Assets
Deferred commissions, current	0
Deferred commissions, noncurrent	0			0
Liabilities [Abstract]
Deferred revenue	45,053			43,807
Equity [Abstract]
Accumulated deficit	(83,749)			$ (81,128)
Accounting Standards Update 2014-09 [Member] | Difference between Revenue Guidance in Effect before and after Topic 606 [Member]
Revenue:
Perpetual license	319
Operating expenses:
Sales and marketing	(221)
Assets
Deferred commissions, current	2,062		2,070
Deferred commissions, noncurrent	4,676		4,447
Liabilities [Abstract]
Deferred revenue	(317)		225
Equity [Abstract]
Accumulated deficit	$ (5,752)		$ 6,292

Summary of Significant Accoun30

Summary of Significant Accounting Policies (Narrative) (Details) - USD ($)	3 Months Ended
	Mar. 31, 2018	Mar. 31, 2017	Dec. 31, 2017
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Effect of earning per share of adoption of ASC 606	$ (0.16)	$ (0.33)
Accounting Standards Update 2017-01 [Member]
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Impact on financial statements			$ 0
Accounting Standards Update 2017-04 [Member]
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Impact on financial statements			0
Accounting Standards Update 2016-09 [Member]
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Impact on financial statements			$ 0
Difference between Revenue Guidance in Effect before and after Topic 606 [Member] | Accounting Standards Update 2014-09 [Member]
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Effect of earning per share of adoption of ASC 606	$ 0.03

Acquisitions (Narrative) (Detai

Acquisitions (Narrative) (Details) - USD ($)	Mar. 21, 2018	Nov. 16, 2017	Jul. 12, 2017	Apr. 21, 2017	Jan. 10, 2017	Mar. 31, 2018	Mar. 31, 2017	Dec. 31, 2017	Jul. 13, 2017	Jan. 11, 2017
Business Acquisition [Line Items]
Payments to acquire business, net of cash acquired						$ 34,320,000	$ 19,256,000
Goodwill						148,051,000		$ 154,607,000
Business Acquisition, Transaction Costs						1,400,000	$ 1,600,000
Interfax Communications Limited [Member]
Business Acquisition [Line Items]
Cash consideration transferred	$ 37,000,000
Contingent consideration, fair value	$ 5,000,000
Cash holdback payable, payment period	18 months
Goodwill									$ 8,628,000
Omtool, Ltd [Member]
Business Acquisition [Line Items]
Payments to acquire business, net of cash acquired					$ 19,300,000
Cash acquired					$ 3,000,000
Goodwill										$ 14,081,000
RightAnswers, Inc. [Member]
Business Acquisition [Line Items]
Cash holdback payable, payment period				1 year
Payments to acquire business, net of cash acquired				$ 17,400,000
Cash acquired				100,000
Cash holdback payable				2,500,000
Goodwill				$ 15,680,000
Waterfall International Inc. [Member]
Business Acquisition [Line Items]
Cash holdback payable, payment period			18 months
Payments to acquire business, net of cash acquired			$ 24,400,000
Cash acquired			400,000
Cash holdback payable			1,500,000
Earnout consideration liability			3,000,000
Goodwill			$ 18,575,000
Goodwill expected to be tax deductible						3,700,000
Qvidian Corporation [Member]
Business Acquisition [Line Items]
Payments to acquire business, net of cash acquired		$ 50,000,000
Goodwill		$ 21,414,000
LeadLander, HipCricket, Omtool and RightAnswers [Member]
Business Acquisition [Line Items]
Goodwill						78,400,000
Omtool Ltd., RightAnswers Inc., Qvidian Corporation and Interfax Communications Limited [Member]
Business Acquisition [Line Items]
Goodwill expected to be tax deductible						$ 0

Acquisitions (Schedule of Pro F

Acquisitions (Schedule of Pro Forma Statements of Operations) (Details) - Qvidian Corporation [Member] - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2018	Mar. 31, 2017
Business Acquisition, Pro Forma Information, Nonrecurring Adjustment [Line Items]
Pro forma revenue	$ 31,615	$ 25,135
Pro forma loss from continuing operations	$ (3,161)	$ (4,511)

Acquisitions (Assets Acquired a

Acquisitions (Assets Acquired and Liabilities Assumed and Divested) (Details) - USD ($) $ in Thousands	Mar. 31, 2018	Dec. 31, 2017	Nov. 16, 2017	Jul. 13, 2017	Jul. 12, 2017	Apr. 21, 2017	Jan. 11, 2017
Assets Acquired
Goodwill	$ 148,051	$ 154,607
Interfax Communications Limited [Member]
Assets Acquired
Cash				$ 2,680
Accounts receivable				1,708
Other current assets				100
Property and equipment				292
Goodwill				8,628
Other assets				14
Total assets acquired				46,577
Liabilities Assumed
Accounts payable				(689)
Accrued expense and other				(3,088)
Deferred revenue				0
Total liabilities assumed				(3,777)
Total consideration				42,800
Interfax Communications Limited [Member] | Customer Relationships [Member]
Assets Acquired
Intangible assets				28,142
Interfax Communications Limited [Member] | Trade Name [Member]
Assets Acquired
Intangible assets				191
Interfax Communications Limited [Member] | Technology [Member]
Assets Acquired
Intangible assets				$ 4,822
Qvidian Corporation [Member]
Assets Acquired
Cash			$ 468
Accounts receivable			1,907
Other current assets			334
Property and equipment			108
Goodwill			21,414
Other assets			8
Total assets acquired			60,365
Liabilities Assumed
Accounts payable			(388)
Accrued expense and other			(460)
Deferred revenue			(9,517)
Total liabilities assumed			(10,365)
Total consideration			50,000
Qvidian Corporation [Member] | Customer Relationships [Member]
Assets Acquired
Intangible assets			30,160
Qvidian Corporation [Member] | Trade Name [Member]
Assets Acquired
Intangible assets			227
Qvidian Corporation [Member] | Technology [Member]
Assets Acquired
Intangible assets			$ 5,739
Waterfall International Inc. [Member]
Assets Acquired
Cash					$ 100
Accounts receivable					1,477
Other current assets					608
Property and equipment					23
Goodwill					18,575
Other assets					0
Total assets acquired					30,093
Liabilities Assumed
Accounts payable					(605)
Accrued expense and other					(1,136)
Deferred revenue					(1,220)
Total liabilities assumed					(2,961)
Total consideration					27,132
Waterfall International Inc. [Member] | Customer Relationships [Member]
Assets Acquired
Intangible assets					6,400
Waterfall International Inc. [Member] | Trade Name [Member]
Assets Acquired
Intangible assets					110
Waterfall International Inc. [Member] | Technology [Member]
Assets Acquired
Intangible assets					$ 2,800
RightAnswers, Inc. [Member]
Assets Acquired
Cash						$ 139
Accounts receivable						2,164
Other current assets						246
Property and equipment						408
Goodwill						15,680
Other assets						0
Total assets acquired						31,617
Liabilities Assumed
Accounts payable						(139)
Accrued expense and other						(2,108)
Deferred revenue						(5,479)
Total liabilities assumed						(7,726)
Total consideration						23,891
RightAnswers, Inc. [Member] | Customer Relationships [Member]
Assets Acquired
Intangible assets						10,500
RightAnswers, Inc. [Member] | Trade Name [Member]
Assets Acquired
Intangible assets						180
RightAnswers, Inc. [Member] | Technology [Member]
Assets Acquired
Intangible assets						$ 2,300
Omtool, Ltd [Member]
Assets Acquired
Cash							$ 2,957
Accounts receivable							784
Other current assets							464
Property and equipment							58
Goodwill							14,081
Other assets							33
Total assets acquired							26,127
Liabilities Assumed
Accounts payable							(219)
Accrued expense and other							(915)
Deferred revenue							(2,779)
Total liabilities assumed							(3,913)
Total consideration							22,214
Omtool, Ltd [Member] | Customer Relationships [Member]
Assets Acquired
Intangible assets							4,400
Omtool, Ltd [Member] | Trade Name [Member]
Assets Acquired
Intangible assets							170
Omtool, Ltd [Member] | Technology [Member]
Assets Acquired
Intangible assets							$ 3,180

Fair Value Measurements (Detail

Fair Value Measurements (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2018	Mar. 21, 2018	Dec. 31, 2017	Jul. 12, 2017	Mar. 31, 2017
Level 2 [Member]
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Fair value of debt	$ 163,000		$ 113,800
Waterfall International Inc. [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Earnout consideration liability				$ 3,000
Interfax Communications Limited [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Contingent consideration, fair value		$ 5,000
Recurring Measurement Basis [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Earnout consideration liability	2,398		3,576
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	2,398		$ 3,576
Recurring Measurement Basis [Member] | Level 3 [Member] | Earnout Consideration [Member]
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Ending balance at December 31, 2016	3,576
Additions - cash earnouts	800
Settlements - cash earnouts	(1,978)
Ending balance at September 30, 2017	2,398
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					$ 2,000
Recurring Measurement Basis [Member] | Waterfall International Inc. [Member] | Level 3 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Contingent consideration, fair value	1,600
Recurring Measurement Basis [Member] | Interfax Communications Limited [Member] | Level 3 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Contingent consideration, fair value	$ 800

Goodwill and Other Intangible35

Goodwill and Other Intangible Assets (Schedule of Goodwill) (Details) $ in Thousands	3 Months Ended
	Mar. 31, 2018USD ($)
Goodwill [Roll Forward]
Beginning balance	$ 154,607
Acquired in business combinations	8,629
Adjustment due to prior year business combinations	(14,837)
Foreign currency translation adjustment	(348)
Ending balance	$ 148,051

Goodwill and Other Intangible36

Goodwill and Other Intangible Assets (Narrative) (Details) $ in Thousands	3 Months Ended
	Mar. 31, 2018USD ($)
Goodwill and Intangible Assets Disclosure [Abstract]
Adjustment due to prior year business combinations	$ 14,837

Goodwill and Other Intangible37

Goodwill and Other Intangible Assets (Intangible Assets, Net) (Details) - USD ($) $ in Thousands	3 Months Ended	12 Months Ended
	Mar. 31, 2018	Dec. 31, 2017
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	$ 150,396	$ 101,800
Accumulated Amortization	35,197	31,757
Net Carrying Amount	115,199	70,043
Customer Relationships [Member]
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	112,693	69,061
Accumulated Amortization	20,337	18,040
Net Carrying Amount	$ 92,356	$ 51,021
Customer Relationships [Member] | Minimum [Member]
Finite-Lived Intangible Assets [Line Items]
Estimated useful life	1 year	5 years
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]
Estimated useful life		1 year 6 months
Gross Carrying Amount	$ 3,524	$ 3,431
Accumulated Amortization	2,990	2,900
Net Carrying Amount	$ 534	531
Trade Name [Member] | Minimum [Member]
Finite-Lived Intangible Assets [Line Items]
Estimated useful life	1 year 6 months
Trade Name [Member] | Maximum [Member]
Finite-Lived Intangible Assets [Line Items]
Estimated useful life	3 years
Developed Technology [Member]
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	$ 34,179	29,308
Accumulated Amortization	11,870	10,817
Net Carrying Amount	$ 22,309	$ 18,491
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 Intangible38

Goodwill and Other Intangible Assets (Weighted-Average Amortization Period) (Details)	3 Months Ended	12 Months Ended
	Mar. 31, 2018	Dec. 31, 2017
Acquired Finite-Lived Intangible Assets [Line Items]
Weighted average amortization period	8 years 7 months	8 years 2 months
Customer Relationships [Member]
Acquired Finite-Lived Intangible Assets [Line Items]
Weighted average amortization period	9 years 6 months	9 years
Trade Name [Member]
Acquired Finite-Lived Intangible Assets [Line Items]
Weighted average amortization period	9 months	1 year 6 months
Developed Technology [Member]
Acquired Finite-Lived Intangible Assets [Line Items]
Weighted average amortization period	6 years 7 months	6 years 5 months

Goodwill and Other Intangible39

Goodwill and Other Intangible Assets (Estimated Annual Amortization Expense) (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2018	Mar. 31, 2017	Dec. 31, 2017
Goodwill and Intangible Assets Disclosure [Abstract]
Amortization charge of intangible assets	$ 3,600	$ 1,800
Finite-Lived Intangible Assets, Amortization Expense, Maturity Schedule [Abstract]
Remainder of 2018	13,162
2,019	16,518
2,020	15,371
2,021	14,961
2,022	12,815
2023 and thereafter	42,372
Net Carrying Amount	$ 115,199		$ 70,043

Debt (Long-term Debt) (Details)

Debt (Long-term Debt) (Details) - USD ($) $ in Thousands	3 Months Ended	12 Months Ended
	Mar. 31, 2018	Dec. 31, 2017
Debt Instrument [Line Items]
Notes Payable, less current maturities and unamortized debt discount	$ 156,584
Less current maturities	(3,282)	$ (2,301)
Total long-term debt	156,584	108,843
Less unamortized debt discount	3,103	2,700
Senior Secured Notes [Member]
Debt Instrument [Line Items]
Notes Payable, less current maturities and unamortized debt discount	159,866	111,144
Less unamortized debt discount	$ 3,103	$ 2,668
Implied interest rate	7.00%	7.50%

Debt (Loans) (Details)

Debt (Loans) (Details) - USD ($)	Mar. 31, 2018	Mar. 21, 2018
Line of Credit [Member]
Line of Credit Facility [Line Items]
Maximum borrowing capacity	$ 203,700,000
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		$ 258,700,000
Credit Facility [Member] | Medium-term Notes [Member]
Line of Credit Facility [Line Items]
Maximum borrowing capacity		163,700,000
Amounts drawn on loans	163,000,000	163,000,000
Credit Facility [Member] | Medium-term Notes [Member] | U.S. [Member]
Line of Credit Facility [Line Items]
Maximum borrowing capacity		158,400,000
Amounts drawn on loans	157,700,000
Credit Facility [Member] | Medium-term Notes [Member] | Canadian [Member]
Line of Credit Facility [Line Items]
Maximum borrowing capacity		5,300,000
Amounts drawn on loans	5,300,000
Credit Facility [Member] | Delayed Draw Term Loan [Member]
Line of Credit Facility [Line Items]
Maximum borrowing capacity		30,000,000
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] | 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
Credit Facility [Member] | Uncommitted Accordion Debt [Member]
Line of Credit Facility [Line Items]
Maximum borrowing capacity		$ 55,000,000
Credit Facility [Member] | Letter of Credit [Member] | U.S. [Member]
Line of Credit Facility [Line Items]
Maximum borrowing capacity	500,000
Credit Facility [Member] | Letter of Credit [Member] | Canadian [Member]
Line of Credit Facility [Line Items]
Maximum borrowing capacity	$ 250,000

Debt (Terms of Term Loans) (Det

Debt (Terms of Term Loans) (Details) $ in Millions	Mar. 31, 2018	Mar. 21, 2018USD ($)	Mar. 20, 2018	Jun. 30, 2019
Line of Credit Facility [Line Items]
Decrease in basis points percentage			0.50%
Basis points, percentage		1.50%
Credit Facility [Member]
Line of Credit Facility [Line Items]
Effective interest rate percentage		7.10%
Leverage ratio	4.25
Revenue ratio		1.50	1.25
Line of Credit [Member] | Credit Facility [Member]
Line of Credit Facility [Line Items]
Interest rate percentage		2.50%
Maximum purchase consideration payable		$ 25
Permitted acquisition		175
Indebtedness to sellers of businesses		$ 20
Medium-term Notes [Member] | Credit Facility [Member]
Line of Credit Facility [Line Items]
Effective interest rate percentage		6.15%
Scenario, Forecast [Member] | Line of Credit [Member] | Credit Facility [Member]
Line of Credit Facility [Line Items]
Interest rate percentage				5.00%

Debt (Terms of Delay Draw Term

Debt (Terms of Delay Draw Term Loan) (Details) - Delayed Draw Term Loan [Member] - Credit Facility [Member] - USD ($)	Jun. 30, 2019	Mar. 21, 2018
Line of Credit Facility [Line Items]
Delay draw term loan		$ 30,000,000
Interest rate percentage		2.50%
Scenario, Forecast [Member]
Line of Credit Facility [Line Items]
Interest rate percentage	5.00%

Debt (Terms of Revolver) (Detai

Debt (Terms of Revolver) (Details) - USD ($)	Mar. 31, 2018	Mar. 21, 2018
Line of Credit [Member]
Line of Credit Facility [Line Items]
Delay draw term loan	$ 203,700,000
Line of Credit [Member] | Credit Facility [Member]
Line of Credit Facility [Line Items]
Delay draw term loan		$ 258,700,000
Letter of Credit [Member] | Credit Facility [Member] | Domestic Line of Credit [Member]
Line of Credit Facility [Line Items]
Delay draw term loan	500,000
Letter of Credit [Member] | Credit Facility [Member] | Foreign Line of Credit [Member]
Line of Credit Facility [Line Items]
Delay draw term loan	$ 250,000

Debt (Other Terms of Credit Fac

Debt (Other Terms of Credit Facility) (Details) - USD ($)	Mar. 21, 2018	Mar. 31, 2018
Line of Credit Facility [Line Items]
Basis spread on variable rate	1.50%
Capital stock buyback limit		$ 10,000,000
Line of Credit [Member] | Credit Facility [Member]
Line of Credit Facility [Line Items]
Prepayment premium	$ 113,000,000
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		$ 25,000,000
Line of Credit [Member] | Loan Facility [Member] | From August 1, 2017 to August 1, 2018 [Member]
Line of Credit Facility [Line Items]
Prepayment premium, percent		2.00%
Line of Credit [Member] | Loan Facility [Member] | From August 2, 2018 to August 1, 2019 [Member]
Line of Credit Facility [Line Items]
Prepayment premium, percent		1.00%
Line of Credit [Member] | Loan Facility [Member] | From August 2, 2019 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%

Debt (Interest Rate and Debt Di

Debt (Interest Rate and Debt Discount) (Details) - USD ($) $ in Thousands	3 Months Ended	12 Months Ended
	Mar. 31, 2018	Dec. 31, 2017
Line of Credit Facility [Line Items]
Less unamortized debt discount	$ 3,103	$ 2,700
Credit Facility [Member]
Line of Credit Facility [Line Items]
Cash interest costs	7.10%	6.30%

Debt (Future Debt Maturities of

Debt (Future Debt Maturities of Long-term Debt) (Details) - USD ($) $ in Thousands	Mar. 31, 2018	Dec. 31, 2017
Debt Disclosure [Abstract]
Remaining 2,018	$ 3,094
2,019	6,188
2,020	8,250
2,021	8,250
2,022	137,187
Thereafter	0
Long-term debt	162,969
Less current maturities	(3,282)	$ (2,301)
Less unamortized debt discount	(3,103)	$ (2,700)
Notes Payable, less current maturities and unamortized debt discount	$ 156,584

Net Loss Per Share (Computation

Net Loss Per Share (Computation of Loss Per Share) (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended
	Mar. 31, 2018	Mar. 31, 2017
Numerator:
Net loss	$ (3,161)	$ (5,614)
Denominator:
Weighted-average common shares outstanding, basic and diluted (in shares)	19,759,203	16,971,393
Net loss per common share, basic and diluted (in USD per share)	$ (0.16)	$ (0.33)

Net Loss Per Share (Anti_Diluti

Net Loss Per Share (Anti–Dilutive Common Share Equivalents) (Details) - shares	3 Months Ended
	Mar. 31, 2018	Mar. 31, 2017
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Anti–dilutive common share equivalents (in shares)	2,278,580	2,142,218
Employee Stock Option [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Anti–dilutive common share equivalents (in shares)	530,099	731,971
Restricted Stock [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Anti–dilutive common share equivalents (in shares)	1,748,481	1,410,247

Commitments and Contingencies (

Commitments and Contingencies (Details) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2018	Mar. 31, 2017
Investor [Member]
Long-term Purchase Commitment [Line Items]
Amount of related party transaction	$ 0.8	$ 0.6

Stockholders' Equity (Details)

Stockholders' Equity (Details) - USD ($)	Jun. 06, 2017	Mar. 31, 2018	Mar. 31, 2017	May 12, 2017
Class of Stock [Line Items]
Net proceeds of public offering	$ 42,700,000	$ 87,000	$ 171,000
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	3 Months Ended
	Mar. 31, 2018	Dec. 31, 2017
Number of Restricted Shares Outstanding
Unvested balances at beginning of period (in shares)	1,047,480
Awards granted (in shares)	762,250
Awards vested (in shares)	(60,249)
Awards forfeited (in shares)	(1,000)
Unvested balances at end of period (in shares)	1,748,481
Weighted-Average Grant Date Fair Value
Weighted-average grant date fair value (in dollars per share)	$ 19.78	$ 13.35
Weighted average grant date fair value, awards granted (in dollars per share)	28.79
Weighted average grant date fair value, awards vested (in dollars per share)	22.01
Weighted average grant date fair value, awards forfeited (in dollars per share)	$ 23.60

Stockholders' Equity (Stock Opt

Stockholders' Equity (Stock Option Activity) (Details)	3 Months Ended
	Mar. 31, 2018$ / sharesshares
Number of Options Outstanding
Options exercised (in shares) | shares	(19,808)
Weighted Average Exercise Price
Options exercised (in USD per share) | $ / shares	$ 5.46
Outstanding at end of period (in USD per share) | $ / shares	$ 7.44
Employee Stock Option [Member]
Number of Options Outstanding
Outstanding at beginning of period (in shares) | shares	549,907
Outstanding at end of period (in shares) | shares	530,099
Weighted Average Exercise Price
Outstanding at beginning of period (in USD per share) | $ / shares	$ 7.36

Stockholders' Equity (Shared Ba

Stockholders' Equity (Shared Based Compensation) (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2018	Mar. 31, 2017
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items]
Share-based compensation expense	$ 2,577	$ 2,304
Cost of revenue [Member]
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items]
Share-based compensation expense	77	18
Research and development [Member]
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items]
Share-based compensation expense	113	60
Sales and marketing [Member]
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items]
Share-based compensation expense	46	23
General and administrative [Member]
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items]
Share-based compensation expense	$ 2,341	$ 2,203

Revenue (Details)

Revenue (Details) $ in Millions	3 Months Ended
	Mar. 31, 2018USD ($)
Revenue from Contract with Customer [Abstract]
Revenue Recognized, previously in unearned revenue	$ 22.5
Revenue expected to be recognized from performance obligations	$ 92.4
Expected satisfaction period of performance obligations, in months	21 months

Revenue Remaining Performance O

Revenue Remaining Performance Obligation (Details)	Mar. 31, 2018
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2018-04-01
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Remaining performance obligation, percentage	85.00%

Domestic and Foreign Operatio57

Domestic and Foreign Operations (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2018	Mar. 31, 2017
Revenues from External Customers and Long-Lived Assets [Line Items]
Revenue	$ 31,615	$ 20,752
U.S. [Member]
Revenues from External Customers and Long-Lived Assets [Line Items]
Revenue	24,527	17,609
Canada [Member]
Revenues from External Customers and Long-Lived Assets [Line Items]
Revenue	1,525	845
Other International [Member]
Revenues from External Customers and Long-Lived Assets [Line Items]
Revenue	$ 5,563	$ 2,298

Related Party Transactions (Det

Related Party Transactions (Details) - USD ($) $ in Thousands	Mar. 28, 2017	Mar. 31, 2018	Mar. 31, 2017
Related Party Transaction [Line Items]
Purchase obligation increase in amount, if a 10% increase in revenue		$ 400
Pro Forma [Member]
Related Party Transaction [Line Items]
Purchase commitment, amount		3,600
Investor [Member]
Related Party Transaction [Line Items]
Amount of related party transaction		$ 800	$ 600
Ownership Percentage, Minimum		5.00%
Investor [Member] | Software Development Services [Member]
Related Party Transaction [Line Items]
Option to renew purchase commitment, term (in years)	1 year
Purchase obligation outstanding		$ 3,200
Investor [Member] | Services [Member]
Related Party Transaction [Line Items]
Amount of related party transaction		800
Former Subsidiary [Member] | Management, HR/Payroll and Administrative Services [Member]
Related Party Transaction [Line Items]
Revenue from related party		$ 15	$ 90
Visionael Corporation [Member] | Chief Executive Officer And Board Of Directors Chairman [Member]
Related Party Transaction [Line Items]
Percentage Of Ownership		26.18%