Document_and_Entity_Informatio
Document and Entity Information | 9 Months Ended | |
Sep. 30, 2014 | Oct. 31, 2014 | |
Document Information [Line Items] | ' | ' |
Document Type | '10-Q | ' |
Amendment Flag | 'false | ' |
Document Period End Date | 30-Sep-14 | ' |
Document Fiscal Year Focus | '2014 | ' |
Document Fiscal Period Focus | 'Q3 | ' |
Trading Symbol | 'FLTX | ' |
Entity Registrant Name | 'FLEETMATICS GROUP PLC | ' |
Entity Central Index Key | '0001526160 | ' |
Current Fiscal Year End Date | '--12-31 | ' |
Entity Filer Category | 'Accelerated Filer | ' |
Entity Common Stock, Shares Outstanding | ' | 37,747,243 |
Consolidated_Balance_Sheets
Consolidated Balance Sheets (USD $) | Sep. 30, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Current assets: | ' | ' |
Cash | $161,008 | $137,171 |
Restricted cash | ' | 64 |
Accounts receivable, net of allowances of $1,726 and $1,395 at September 30, 2014 and December 31, 2013, respectively | 15,165 | 20,240 |
Deferred tax assets | 6,715 | 6,505 |
Prepaid expenses and other current assets | 22,413 | 13,675 |
Total current assets | 205,301 | 177,655 |
Property and equipment, net | 77,265 | 61,732 |
Goodwill | 30,207 | 28,706 |
Intangible assets, net | 7,088 | 7,765 |
Deferred tax assets, net | 955 | 1,282 |
Other assets | 10,035 | 9,399 |
Total assets | 330,851 | 286,539 |
Current liabilities: | ' | ' |
Accounts payable | 6,751 | 9,952 |
Accrued expenses and other current liabilities | 21,736 | 14,855 |
Deferred revenue | 22,733 | 21,163 |
Total current liabilities | 51,220 | 45,970 |
Deferred revenue | 11,233 | 9,029 |
Accrued income taxes | 3,508 | 2,094 |
Long-term debt | 23,750 | 23,750 |
Other liabilities | 4,875 | 3,888 |
Total liabilities | 94,586 | 84,731 |
Commitments and contingencies (Note 14) | ' | ' |
Shareholders' equity: | ' | ' |
Additional paid-in capital | 298,353 | 277,084 |
Accumulated other comprehensive income (loss) | -69 | 1,812 |
Accumulated deficit | -62,770 | -77,826 |
Total shareholders' equity | 236,265 | 201,808 |
Total liabilities and shareholders' equity | 330,851 | 286,539 |
Ordinary Shares | ' | ' |
Shareholders' equity: | ' | ' |
Common shares, value | 722 | 709 |
Deferred Shares | ' | ' |
Shareholders' equity: | ' | ' |
Common shares, value | $29 | $29 |
Consolidated_Balance_Sheets_Pa
Consolidated Balance Sheets (Parenthetical) | Sep. 30, 2014 | Dec. 31, 2013 | Sep. 30, 2014 | Dec. 31, 2013 | Sep. 30, 2014 | Dec. 31, 2013 |
In Thousands, except Share data, unless otherwise specified | USD ($) | USD ($) | Ordinary Shares | Ordinary Shares | Deferred Shares | Deferred Shares |
EUR (€) | EUR (€) | EUR (€) | EUR (€) | |||
Allowance for Doubtful Accounts Receivable | $1,726 | $1,395 | ' | ' | ' | ' |
Common shares, par value | ' | ' | € 0.02 | € 0.02 | € 0.01 | € 0.01 |
Common shares, shares authorized | ' | ' | 66,666,663 | 66,666,663 | 5,000,004 | 5,000,004 |
Common shares, shares issued | ' | ' | 37,644,498 | 37,023,781 | 2,230,334 | 2,230,334 |
Common shares, shares outstanding | ' | ' | 37,644,498 | 37,023,781 | 2,230,334 | 2,230,334 |
Consolidated_Statements_of_Ope
Consolidated Statements of Operations (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, except Share data, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 |
Subscription revenue | $60,421 | $46,314 | $167,586 | $127,262 |
Cost of subscription revenue | 15,056 | 11,498 | 42,336 | 32,329 |
Gross profit | 45,365 | 34,816 | 125,250 | 94,933 |
Operating expenses: | ' | ' | ' | ' |
Sales and marketing | 19,153 | 14,266 | 59,564 | 40,467 |
Research and development | 4,259 | 3,130 | 13,049 | 7,685 |
General and administrative | 10,623 | 10,506 | 31,381 | 25,526 |
Total operating expenses | 34,035 | 27,902 | 103,994 | 73,678 |
Income from operations | 11,330 | 6,914 | 21,256 | 21,255 |
Interest income (expense), net | -149 | -373 | -522 | -1,111 |
Foreign currency transaction gain (loss), net | 316 | -118 | 670 | -774 |
Other income (expense), net | -42 | ' | -1 | ' |
Income before income taxes | 11,455 | 6,423 | 21,403 | 19,370 |
Provision for income taxes | 3,260 | 845 | 6,347 | 5,150 |
Net income | $8,195 | $5,578 | $15,056 | $14,220 |
Net income per share: | ' | ' | ' | ' |
Basic | $0.22 | $0.15 | $0.40 | $0.40 |
Diluted | $0.21 | $0.15 | $0.39 | $0.39 |
Weighted average ordinary shares outstanding: | ' | ' | ' | ' |
Basic | 37,575,672 | 36,313,259 | 37,373,705 | 35,311,648 |
Diluted | 38,532,609 | 37,618,615 | 38,424,555 | 36,777,137 |
Consolidated_Statements_of_Com
Consolidated Statements of Comprehensive Income (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 |
Net income | $8,195 | $5,578 | $15,056 | $14,220 |
Other comprehensive income (loss): | ' | ' | ' | ' |
Foreign currency translation adjustment, net of tax of $0 | -1,455 | 447 | -1,881 | 751 |
Total other comprehensive income (loss) | -1,455 | 447 | -1,881 | 751 |
Comprehensive income | $6,740 | $6,025 | $13,175 | $14,971 |
Consolidated_Statements_of_Com1
Consolidated Statements of Comprehensive Income (Parenthetical) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 |
Foreign currency translation adjustments, tax | $0 | $0 | $0 | $0 |
Consolidated_Statements_of_Cas
Consolidated Statements of Cash Flows (USD $) | 9 Months Ended | |
In Thousands, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 |
Cash flows from operating activities: | ' | ' |
Net income | $15,056 | $14,220 |
Adjustments to reconcile net income to net cash provided by operating activities: | ' | ' |
Depreciation and amortization of property and equipment | 15,951 | 9,404 |
Amortization of capitalized in-vehicle devices owned by customers | 896 | 715 |
Amortization of intangible assets | 1,902 | 1,570 |
Amortization of deferred commissions, other deferred costs and debt discount | 5,955 | 4,670 |
Provision for (benefit from) deferred tax assets | -277 | 213 |
Provision for accounts receivable allowances | 1,672 | 1,109 |
Unrealized foreign currency transaction (gain) loss | -735 | 753 |
Loss on disposal of property and equipment and other assets | 1,315 | 2,428 |
Share-based compensation | 9,717 | 4,535 |
Excess tax benefits from share-based awards | -13,056 | ' |
Changes in operating assets and liabilities: | ' | ' |
Accounts receivable | 3,440 | -3,731 |
Prepaid expenses and other current and long-term assets | -2,277 | -6,459 |
Accounts payable, accrued expenses and other current liabilities | 2,751 | 6,400 |
Accrued income taxes | 1,415 | 408 |
Deferred revenue | 3,797 | 3,552 |
Net cash provided by (used in) operating activities | 47,522 | 39,787 |
Cash flows from investing activities: | ' | ' |
Purchases of property and equipment | -28,908 | -25,673 |
Capitalization of internal-use software costs | -2,491 | -1,496 |
Proceeds from sale of property and equipment | 41 | ' |
Payment for business acquired, net of cash acquired | -2,274 | -6,851 |
Net decrease in restricted cash | 64 | ' |
Net cash used in investing activities | -33,568 | -34,020 |
Cash flows from financing activities: | ' | ' |
Payments of Term Loan | ' | -938 |
Proceeds from secondary public offering, net of offering costs | ' | 32,060 |
Proceeds from exercise of stock options | 1,967 | 4,685 |
Taxes paid related to net share settlement of equity awards | -3,703 | ' |
Excess tax benefits from share-based awards | 13,056 | ' |
Payments of previously accrued initial public offering costs | ' | -1,355 |
Payments of capital lease obligations | -620 | -276 |
Payments of notes payable | -365 | ' |
Net cash provided by financing activities | 10,335 | 34,176 |
Effect of exchange rate changes on cash | -452 | -183 |
Net increase in cash | 23,837 | 39,760 |
Cash, beginning of period | 137,171 | 100,087 |
Cash, end of period | 161,008 | 139,847 |
Supplemental disclosure of cash flow information: | ' | ' |
Cash paid for interest | 525 | 876 |
Cash paid (refunds received), net for income taxes | 1,234 | 1,204 |
Supplemental disclosure of non-cash financing and investing activities: | ' | ' |
Acquisition of property and equipment and software through capital leases and note payable | 2,647 | ' |
Additions to property and equipment included in accounts payable or accrued expenses at the balance sheet dates | 2,167 | 2,177 |
Issuance of ordinary shares under employee share purchase plan | $441 | ' |
Nature_of_the_Business
Nature of the Business | 9 Months Ended |
Sep. 30, 2014 | |
Nature of the Business | ' |
1. Nature of the Business | |
Fleetmatics Group PLC (the “Company”) is a public limited company incorporated in the Republic of Ireland. On September 21, 2012, the company changed its corporate structure from a private limited company to a public limited company. On that date, the Company became the holding company of Fleetmatics Group Limited (a private limited company incorporated in 2004 in the Republic of Ireland) and its subsidiaries by way of a share-for-share exchange in which the shareholders of Fleetmatics Group Limited exchanged their shares in Fleetmatics Group Limited for identical shares in Fleetmatics Group PLC. Upon the exchange, the historical consolidated financial statements of Fleetmatics Group Limited became the historical consolidated financial statements of Fleetmatics Group PLC. | |
The Company is a leading global provider of mobile workforce solutions delivered as software-as-a-service (“SaaS”). Its mobile software platform enables businesses to meet the challenges associated with managing their local fleets of commercial vehicles and improve productivity by extracting actionable business intelligence from vehicle and driver behavioral data. The Company offers Web-based and mobile solutions that provide fleet operators with visibility into vehicle location, fuel usage, speed and mileage and other insights into their mobile workforce, enabling them to reduce operating and capital costs, as well as increase revenue. An integrated, full-featured mobile workforce management product provides additional efficiencies related to job management by empowering the field worker and speeding the job completion process from quote through payment. New customers for the Company’s SaaS offering typically enter into initial 36-month, non-cancelable, evergreen subscription agreements, with amounts generally billed and due monthly; however, some customers prepay all or part of their contractual obligations quarterly, annually or for the full contract term in exchange for a prepayment discount that is reflected in the pricing of the contract. |
Summary_of_Significant_Account
Summary of Significant Accounting Policies | 9 Months Ended |
Sep. 30, 2014 | |
Summary of Significant Accounting Policies | ' |
2. Summary of Significant Accounting Policies | |
Basis of Presentation | |
The accompanying consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (“GAAP”) and include the accounts of the Company and its wholly owned subsidiaries after elimination of all significant intercompany accounts and transactions. All dollar amounts in the financial statements and in the notes to the consolidated financial statements, except share and per share amounts, are stated in thousands of U.S. dollars unless otherwise indicated. | |
The accompanying consolidated balance sheet as of September 30, 2014, the consolidated statements of operations, the consolidated statements of comprehensive income and the consolidated statements of cash flows for the nine months ended September 30, 2014 and 2013 are unaudited. The interim unaudited financial statements have been prepared on the same basis as the annual audited financial statements and, in the opinion of management, reflect all adjustments, which include only normal recurring adjustments, necessary for the fair statement of the Company’s financial position as of September 30, 2014, the results of its operations, its comprehensive income, and its cash flows for the nine months ended September 30, 2014 and 2013. The consolidated financial data and other information disclosed in these notes related to the three and nine months ended September 30, 2014 and 2013 are also unaudited. The results for the three and nine months ended September 30, 2014 are not necessarily indicative of results to be expected for the year ending December 31, 2014 or for any other interim periods or future year. | |
Certain information and footnote disclosures normally included in the Company’s annual audited consolidated financial statements and accompanying notes have been condensed or omitted in these interim financial statements. Accordingly, these unaudited interim consolidated financial statements should be read in conjunction with the Company’s audited consolidated financial statements and notes thereto for the year ended December 31, 2013 included in its Annual Report on Form 10-K (“Annual Report”) filed with the Securities and Exchange Commission on March 17, 2014. | |
Deferred Commissions | |
The Company capitalizes commission costs that are incremental and directly related to the acquisition of customer contracts. For the majority of its customer contracts, the Company pays commissions in full when it receives the initial customer contract for a new subscription or a renewal subscription. For all other customer contracts, the Company pays commissions in full when it receives the initial customer payment for a new subscription or a renewal subscription. Commission costs are capitalized upon payment and are amortized as expense ratably over the term of the related non-cancelable customer contract, in proportion to the recognition of the subscription revenue. If a subscription agreement is terminated, the unamortized portion of any deferred commission cost is recognized as expense immediately. | |
Commission costs capitalized during the three months ended September 30, 2014 and 2013 totaled $2,944 and $2,170, respectively, and during the nine months ended September 30, 2014 and 2013 totaled $8,903 and $6,565, respectively. Amortization of deferred commissions totaled $2,150 and $1,614 for the three months ended September 30, 2014 and 2013, respectively, and totaled $5,910 and $4,459 for the nine months ended September 30, 2014 and 2013, respectively, and is included in sales and marketing expense in the consolidated statements of operations. Deferred commission costs, net of amortization, are included in other current and long-term assets in the consolidated balance sheets and totaled $14,705 and $11,747 as of September 30, 2014 and December 31, 2013, respectively. | |
Capitalized In-Vehicle Device Costs | |
For customer arrangements in which we retain ownership of the in-vehicle devices installed in a customer’s fleet, we capitalize the cost of the in-vehicle devices (including installation and shipping costs) as a component of property and equipment in our consolidated balance sheets, and we depreciate these assets on a straight-line basis over their estimated useful life, which is currently six years. If a customer subscription agreement is canceled or expires prior to the end of the expected useful life of the in-vehicle device, the carrying value of the asset is depreciated in full with expense immediately recorded as cost of subscription revenue. The carrying value of these installed in-vehicle devices (including installation and shipping costs) was $59.2 million and $48.4 million at September 30, 2014 and December 31, 2013, respectively. Depreciation of these installed in-vehicle devices totaled is included in cost of subscription revenue in our consolidated statements of operations. | |
In addition, for the limited number of customer arrangements in which title to the in-vehicle devices transfers to the customer upon delivery or installation of the in-vehicle device (for which the Company receives an up-front fee from the customer), the Company defers the costs of the installed in-vehicle devices (including installation and shipping costs) as they are directly related to the revenue that the Company derives from the sale of the devices and that it recognizes ratably over the estimated average customer relationship period of six years. The Company capitalizes these in-vehicle device costs and amortizes the deferred costs as expense ratably over the estimated average customer relationship period, in proportion to the recognition of the up-front fee revenue. | |
Costs of in-vehicle devices owned by customers that were capitalized during the three months ended September 30, 2014 and 2013 totaled $61 and $95, respectively, and during the nine months ended September 30, 2014 and 2013 totaled $132 and $344, respectively. Amortization of these capitalized costs totaled $238 and $269 for the three months ended September 30, 2014 and 2013, respectively, and $896 and $715 for the nine months ended September 30, 2014 and 2013, respectively, and is included in cost of subscription revenue in the consolidated statements of operations. Capitalized costs related to these in-vehicle devices of which title has transferred to customers, net of amortization, are included in other current and long-term assets in the consolidated balance sheets and totaled $2,520 and $3,782 as of September 30, 2014 and December 31, 2013, respectively. | |
Recently Issued and Adopted Accounting Pronouncements | |
In August 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2014-15, Presentation of Financial Statements — Going Concern (“ASU 2014-15”). ASU 2014-15 addresses management’s responsibility to evaluate whether there is substantial doubt about an entity’s ability to continue as a going concern and to provide related footnote disclosures. Management’s evaluation should be based on relevant conditions and events that are known and reasonably knowable at the date that the financial statements are issued. The standard will be effective for the first interim period within annual reporting periods beginning after December 15, 2016. Early adoption is permitted. The adoption of this guidance is not expected to have a material impact on our consolidated financial position, results of operations or cash flows. | |
In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers (“ASU 2014-09”), which supersedes nearly all existing revenue recognition guidance under GAAP. The core principle of ASU 2014-09 is to recognize revenues when promised goods or services are transferred to customers in an amount that reflects the consideration to which an entity expects to be entitled for those goods or services. ASU 2014-09 defines a five-step process to achieve this core principle and, in doing so, more judgment and estimates may be required within the revenue recognition process than are required under existing GAAP. The standard is effective for annual periods beginning after December 15, 2016, and interim periods therein, using either of the following transition methods: (i) a full retrospective approach reflecting the application of the standard in each prior reporting period with the option to elect certain practical expedients, or (ii) a retrospective approach with the cumulative effect of initially adopting ASU 2014-09 recognized at the date of adoption (which includes additional footnote disclosures). We are currently evaluating the impact of our pending adoption of ASU 2014-09 on our consolidated financial statements and have not yet determined the method by which we will adopt the standard in 2017. | |
In July 2013, the FASB issued ASU 2013-11, Presentation of an Unrecognized Tax Benefit When a Net Operating Loss Carryforward, a Similar Tax Loss, or a Tax Credit Carryforward Exists (“ASU 2013-11”). ASU 2013-11 clarifies guidance and eliminates diversity in practice on the presentation of unrecognized tax benefits when a net operating loss carryforward, a similar tax loss, or a tax credit carryforward exists at the reporting date. The Company adopted this standard in 2014 and it did not have a material effect on our consolidated financial position, results of operations or cash flows. | |
In March 2013, the FASB issued ASU 2013-05, Foreign Currency Matters (“ASU 2013-05”). ASU 2013-05 addresses a parent’s accounting for the cumulative translation adjustment upon derecognition of certain subsidiaries or group of assets within a foreign entity or of an investment in a foreign entity. The objective of this guidance is to resolve the diversity in practice about the appropriate guidance to apply to the release of the cumulative translation adjustment into net income when a parent either sells a part or all of its investment in a foreign entity or no longer holds a controlling financial interest in a subsidiary or a business within a foreign entity. ASU 2013-05 provides that the entire amount of the cumulative translation adjustment associated with the foreign entity would be released when there has been a sale of a subsidiary or group of net assets within a foreign entity and the sale represents the substantially complete liquidation of the investment in the foreign entity. ASU 2013-05 is effective for fiscal years, and interim periods within those fiscal years, beginning on or after December 15, 2013. The Company adopted this standard in 2014 and it did not have a material effect on our consolidated financial position, results of operations or cash flows. |
Prepaid_Expenses_and_Other_Cur
Prepaid Expenses and Other Current Assets | 9 Months Ended | ||||||||
Sep. 30, 2014 | |||||||||
Prepaid Expenses and Other Current Assets | ' | ||||||||
3. Prepaid Expenses and Other Current Assets | |||||||||
Prepaid expenses and other current assets consisted of the following at September 30, 2014 and December 31, 2013: | |||||||||
September 30, | December 31, | ||||||||
2014 | 2013 | ||||||||
Prepaid taxes/taxes receivable | $ | 11,391 | $ | 2,438 | |||||
Deferred commission costs | 7,672 | 6,122 | |||||||
Prepaid software license fees and support | 1,035 | 528 | |||||||
Capitalized costs of in-vehicle devices owned by customers | 516 | 861 | |||||||
Prepaid Insurance | 316 | 571 | |||||||
Prepaid subscription service fees | 144 | 529 | |||||||
Rebate receivable | — | 1,096 | |||||||
Other | 1,339 | 1,530 | |||||||
Total | $ | 22,413 | $ | 13,675 | |||||
Property_and_Equipment
Property and Equipment | 9 Months Ended | ||||||||
Sep. 30, 2014 | |||||||||
Property and Equipment | ' | ||||||||
4. Property and Equipment | |||||||||
Property and equipment consisted of the following at September 30, 2014 and December 31, 2013: | |||||||||
September 30, | December 31, | ||||||||
2014 | 2013 | ||||||||
In-vehicle devices—installed | $ | 119,637 | $ | 96,431 | |||||
In-vehicle devices—uninstalled | 6,071 | 4,550 | |||||||
Computer equipment | 9,666 | 6,645 | |||||||
Internal-use software | 6,774 | 4,806 | |||||||
Furniture and fixtures | 1,984 | 1,873 | |||||||
Leasehold improvements | 2,491 | 1,813 | |||||||
Total property and equipment | 146,623 | 116,118 | |||||||
Less: Accumulated depreciation and amortization | (69,358 | ) | (54,386 | ) | |||||
Property and equipment, net | $ | 77,265 | $ | 61,732 | |||||
Depreciation and amortization expense related to property and equipment totaled $5,835 and $3,339 for the three months ended September 30, 2014 and 2013, respectively, and totaled $15,951 and $9,404 for the nine months ended September 30, 2014 and 2013, respectively. Of those amounts, $5,298 and $3,018 for the three months ended September 30, 2014 and 2013, respectively, and $14,469 and $8,549 for the nine months ended September 30, 2014 and 2013, respectively, was recorded in cost of subscription revenue primarily related to depreciation of installed in-vehicle devices and amortization of internal-use software and the remaining costs were included in various operating expenses. The carrying value of installed in-vehicle devices (including shipping and installation costs), net of accumulated depreciation, was $59,226 and $48,373 at September 30, 2014 and December 31, 2013, respectively. | |||||||||
During the nine months ended September 30, 2014 and 2013, the Company capitalized costs of $2,491 and $1,496, respectively, associated with the development of its internal-use software related to our SaaS software offerings accessed by customers as well as customization and development of our internal business systems. Amortization expense of the internal-use software totaled $327 and $113 during the three months ended September 30, 2014 and 2013, respectively, and $778 and $369 during the nine months ended September 30, 2014 and 2013, respectively. The carrying value of capitalized internal-use software was $4,501 and $3,192 as of September 30, 2014 and December 31, 2013, respectively. Foreign exchange differences also contribute to changes in the carrying value of internal-use software. | |||||||||
As of September 30, 2014 and December 31, 2013, the gross amount of assets under capital leases totaled $3,262 and $1,593, respectively, and related accumulated amortization totaled $1,311 and $874, respectively. | |||||||||
During the three months ended September 30, 2014 and 2013, the Company expensed $493 and $929, respectively, and during the nine months ended September 30, 2014 and 2013 expensed $1,271 and $2,428, respectively, in conjunction with the replacement of installed in-vehicle devices resulting from the Company’s proactive migration to the most recent technology and to a lesser degree a required replacement of those devices. The expense was recorded in cost of subscription revenue and is included in loss on disposal of property and equipment and other assets in the consolidated statements of cash flows. |
Business_Combination
Business Combination | 9 Months Ended | ||||
Sep. 30, 2014 | |||||
Business Combination | ' | ||||
5. Business Combination | |||||
On May 23, 2014, Fleetmatics acquired Florence, Italy-based KKT Srl (“KKT”), the developer of Routist, a SaaS-based, intelligent routing solution for businesses looking to optimize the utilization of their fleet and mobile resources, pursuant to a Quota Sale and Purchase Agreement (the “Purchase and Sale Agreement”). The total consideration of $2,249 consisted entirely of cash paid to acquire all of the assets of KKT and to assume a nominal amount of liabilities. The excess of the purchase price over the fair values of assets acquired and liabilities assumed was recorded as goodwill of $1,455. | |||||
The following table summarizes the purchase price for KKT and the estimated fair values of the separately identifiable assets acquired and liabilities assumed as of May 23, 2014: | |||||
Purchase consideration: | |||||
Total purchase price, net of cash acquired | $ | 2,274 | |||
Cash acquired | 21 | ||||
Total purchase consideration | $ | 2,295 | |||
Assets acquired and liabilities assumed: | |||||
Cash | $ | 21 | |||
Accounts receivable | 51 | ||||
Other current assets | 18 | ||||
Deferred tax assets | 13 | ||||
Identifiable intangible assets | 1,169 | ||||
Goodwill | 1,501 | ||||
Total assets acquired, inclusive of goodwill | 2,773 | ||||
Accounts payable, accrued expenses and other current liabilities | (40 | ) | |||
Deferred tax liabilities | (362 | ) | |||
Other long-term liabilities | (76 | ) | |||
Total liabilities assumed | (478 | ) | |||
Total | $ | 2,295 | |||
The estimated fair value of the intangible assets acquired as of the acquisition date was $1,169 with a useful life of three years. The acquired intangible assets consisted of developed technology and was valued using the replacement cost approach. In September 2014, the Company recorded $46 as a purchase price adjustment resulting from a minimum working capital requirement pursuant to the Purchase and Sale Agreement. The $46 working capital adjustment has been reflected in the purchase price allocation table above. | |||||
The results of KKT have been included in the consolidated financial statements from the acquisition date of May 23, 2014. The results of KKT were not included in pro forma combined historical results of operation of the Company as they are not material. |
Goodwill_and_Intangible_Assets
Goodwill and Intangible Assets | 9 Months Ended | ||||||||||||
Sep. 30, 2014 | |||||||||||||
Goodwill and Intangible Assets | ' | ||||||||||||
6. Goodwill and Intangible Assets | |||||||||||||
As of September 30, 2014 and December 31, 2013, the carrying amount of goodwill was $30,207 and $28,706, respectively, and resulted from the acquisitions of KKT in May 2014, Connect2Field in August 2013 and SageQuest in July 2010. No impairment of goodwill was recorded during the nine months ended September 30, 2014 or the year ended December 31, 2013. | |||||||||||||
Intangible assets consisted of the following as of September 30, 2014 and December 31, 2013, with gross and net amounts of foreign currency-denominated intangible assets reflected at September 30, 2014 and December 31, 2013 exchange rates, respectively: | |||||||||||||
September 30, 2014 | |||||||||||||
Gross | Accumulated | Carrying | |||||||||||
Amount | Amortization | Value | |||||||||||
Customer relationships | $ | 11,100 | $ | (7,142 | ) | $ | 3,958 | ||||||
Acquired developed technology | 5,506 | (2,538 | ) | 2,968 | |||||||||
Trademarks | 400 | (380 | ) | 20 | |||||||||
Patent | 227 | (85 | ) | 142 | |||||||||
Total | $ | 17,233 | $ | (10,145 | ) | $ | 7,088 | ||||||
December 31, 2013 | |||||||||||||
Gross | Accumulated | Carrying | |||||||||||
Amount | Amortization | Value | |||||||||||
Customer relationships | $ | 11,100 | $ | (6,155 | ) | $ | 4,945 | ||||||
Acquired developed technology | 4,338 | (1,724 | ) | 2,614 | |||||||||
Trademarks | 400 | (359 | ) | 41 | |||||||||
Patent | 248 | (83 | ) | 165 | |||||||||
Total | $ | 16,086 | $ | (8,321 | ) | $ | 7,765 | ||||||
Amortization expense related to intangible assets was $681 and $636 for the three months ended September 30, 2014 and 2013, respectively. Of those amounts, amortization expense of $345 and $221 for the three months ended September 30, 2014 and 2013, respectively, was included in the cost of subscription revenue in the consolidated statements of operations, and amortization expense of $336 and $415 for the three months ended September 30, 2014 and 2013, respectively, was included in sales and marketing expense in the consolidated statements of operations. | |||||||||||||
Amortization expense related to intangible assets was $1,902 and $1,570 for the nine months ended September 30, 2014 and 2013, respectively. Of those amounts, amortization expense of $894 and $326 for the nine months ended September 30, 2014 and 2013, respectively, was included in the cost of subscription revenue in the consolidated statements of operations, and amortization expense of $1,008 and $1,244 for the nine months ended September 30, 2014 and 2013, respectively, was included in sales and marketing expense in the consolidated statements of operations. | |||||||||||||
We currently expect to amortize the following remaining amounts of intangible assets held at September 30, 2014 in the fiscal periods as follows: | |||||||||||||
Year ending December 31, | |||||||||||||
2014 | $ | 763 | |||||||||||
2015 | 2,491 | ||||||||||||
2016 | 1,853 | ||||||||||||
2017 | 867 | ||||||||||||
2018 | 572 | ||||||||||||
Thereafter | 542 | ||||||||||||
$ | 7,088 | ||||||||||||
Other_Assets
Other Assets | 9 Months Ended | ||||||||
Sep. 30, 2014 | |||||||||
Other Assets | ' | ||||||||
7. Other Assets | |||||||||
Other assets (non-current) consisted of the following as of September 30, 2014 and December 31, 2013: | |||||||||
September 30, | December 31, | ||||||||
2014 | 2013 | ||||||||
Deferred commission costs | $ | 7,033 | $ | 5,625 | |||||
Capitalized costs of in-vehicle devices owned by customers | 2,003 | 2,921 | |||||||
Other | 999 | 853 | |||||||
Total | $ | 10,035 | $ | 9,399 | |||||
Accrued_Expenses_and_Other_Cur
Accrued Expenses and Other Current Liabilities | 9 Months Ended | ||||||||
Sep. 30, 2014 | |||||||||
Accrued Expenses and Other Current Liabilities | ' | ||||||||
8. Accrued Expenses and Other Current Liabilities | |||||||||
Accrued expenses and other current liabilities consisted of the following as of September 30, 2014 and December 31, 2013: | |||||||||
September 30, | December 31, | ||||||||
2014 | 2013 | ||||||||
Accrued payroll and related expenses | $ | 11,231 | $ | 7,720 | |||||
Accrued professional fees | 2,844 | 1,782 | |||||||
Accrued marketing expense | 942 | 374 | |||||||
Accrued insurance expense | 260 | 723 | |||||||
Accrued litigation settlements | — | 758 | |||||||
Other | 6,459 | 3,498 | |||||||
Total | $ | 21,736 | $ | 14,855 | |||||
Other_Liabilities
Other Liabilities | 9 Months Ended | ||||||||
Sep. 30, 2014 | |||||||||
Other Liabilities | ' | ||||||||
9. Other Liabilities | |||||||||
Other liabilities (non-current) consisted of the following as of September 30, 2014 and December 31, 2013: | |||||||||
September 30, | December 31, | ||||||||
2014 | 2013 | ||||||||
Deferred tax liabilities | $ | 2,460 | $ | 2,460 | |||||
Accrued rent | 1,352 | 1,281 | |||||||
Capital lease obligations | 993 | 147 | |||||||
Other | 70 | — | |||||||
Total | $ | 4,875 | $ | 3,888 | |||||
Longterm_Debt
Long-term Debt | 9 Months Ended |
Sep. 30, 2014 | |
Long-term Debt | ' |
10. Long-term Debt | |
Amended Revolving Credit Facility | |
On November 29, 2013, Fleetmatics entered into an amendment to a previously existing credit facility, dated as of May 10, 2012, with Wells Fargo Capital Finance, LLC (the “Credit Facility Amendment”). The Credit Facility Amendment replaced a $25,000 term loan (the “Term Loan”) and a $25,000 revolving line of credit with a $50,000 revolving line of credit (the “Amended Revolving Credit Facility”). As of December 31, 2013, the Company had outstanding borrowings of $23,750 under the Amended Revolving Credit Facility, which were used to pay down the remaining unpaid principal balance of the Term Loan. As a result of the repayment of the Term Loan in November 2013, the Company recorded as interest expense the unamortized debt discount of $426 and a $158 reduction of debt issuance costs. The Amended Revolving Credit Facility contains certain customary financial covenants, including a leverage ratio and minimum liquidity requirement. At the Company’s election, the interest rate on borrowings under the Amended Revolving Credit Facility is either (a) LIBOR plus 2.0% per annum, or (b) base rate plus 1.0% per annum. Amounts borrowed under the Amended Revolving Credit Facility may be repaid and, subject to customary terms and conditions, reborrowed at any time during and up to the maturity date. Any outstanding balance under the Amended Revolving Credit Facility is due and payable no later than May 10, 2017. As of September 30, 2014, the Company had outstanding borrowings of $23,750 under the Amended Revolving Credit Facility and was in compliance with all such covenants. The fair value of the borrowings outstanding of $23,750 under the Amended Credit Facility approximated its face value as of September 30, 2014. |
Income_Taxes
Income Taxes | 9 Months Ended |
Sep. 30, 2014 | |
Income Taxes | ' |
11. Income Taxes | |
The Company’s effective income tax rate for the three and nine months ended September 30, 2014 was 28.5% and 29.7%, respectively, on pre-tax income of $11,455 and $21,403, respectively. The effective tax rate for three and nine months ended September 30, 2014 was higher than the statutory Irish rate of 12.5% primarily due to income being generated in jurisdictions that have a higher tax rate than the Irish statutory rate and due to the recording of uncertain tax positions including interest and penalties. The increase associated with these items was partially offset by research tax credits in Ireland. It is reasonably possible that within the next 12 months our unrecognized tax benefits, exclusive of interest, may decrease by up to $869. This is primarily due to statute of limitations expiring for the recognition of these tax benefits of one of our non-Irish subsidiaries in 2015. | |
The Company’s effective income tax rate for the three and nine months ended September 30, 2013 was 13.2% and 26.6%, respectively, on pre-tax income of $6,423 and $19,370, respectively. The effective tax rate for the three and nine months ended September 30, 2013 was higher than the statutory Irish rate of 12.5% primarily due to the recording of interest and penalties associated with its uncertain tax positions and income taxed in jurisdictions with a higher statutory tax rate than Ireland’s 12.5% tax rate. The increase associated with these items was offset by a release of reserves for uncertain tax positions due to the expiration of statutes of limitations in the United States and the United Kingdom and by research tax credits in Ireland. |
ShareBased_Awards
Share-Based Awards | 9 Months Ended | ||||||||||||||||
Sep. 30, 2014 | |||||||||||||||||
Share-Based Awards | ' | ||||||||||||||||
12. Share-Based Awards | |||||||||||||||||
2011 Stock Option and Incentive Plan | |||||||||||||||||
In September 2011, the Board of Directors adopted and the Company’s shareholders approved the 2011 Stock Option and Incentive Plan (the “2011 Plan”). The 2011 Plan permits the Company to make grants of incentive stock options, non-qualified stock options, restricted stock units and cash-based awards at an exercise price no less than the fair market value per share of the Company’s ordinary shares on the grant date and with a maximum term of seven years. These awards may be granted to the Company’s employees and non-employee directors. On February 5, 2014, the Company’s Board of Directors elected the automatic increase to the number of ordinary shares reserved for issuance under the 2011 Plan calculated as 4.75% of the January 31, 2014 ordinary shares issued and outstanding increasing the number of shares reserved for issuance under the 2011 Plan by 1,761,450 shares from 1,883,334 to 3,644,784. This number is subject to adjustment in the event of a stock split, stock dividend or other change in our capitalization. | |||||||||||||||||
The Company grants share-based awards with employment service conditions only (“service-based” awards) and share-based awards with both employment service and performance conditions (“performance-based” awards). The Company applies the fair value recognition provisions for all share-based awards granted or modified and records compensation costs over the requisite service period of the award based on the grant-date fair value. The straight-line method is applied to all service-based awards granted, while the graded-vesting method is applied to all performance-based awards granted. The requisite service period for service-based awards is generally four years, with restrictions lapsing evenly over the period. | |||||||||||||||||
Stock Option Activity | |||||||||||||||||
Stock option activity during the nine months ended September 30, 2014 was as follows: | |||||||||||||||||
Number of | Weighted | ||||||||||||||||
Shares | Average | ||||||||||||||||
Under | Exercise | ||||||||||||||||
Option | Price | ||||||||||||||||
Outstanding at December 31, 2013 | 1,477,823 | $ | 5.36 | ||||||||||||||
Granted | — | ||||||||||||||||
Exercised | (411,956 | ) | $ | 4.77 | |||||||||||||
Forfeited and canceled | (11,041 | ) | $ | 9.43 | |||||||||||||
Outstanding at September 30, 2014 | 1,054,826 | $ | 5.55 | ||||||||||||||
Vested and expected to vest at September 30, 2014 | 1,043,388 | $ | 5.51 | ||||||||||||||
Exercisable at September 30, 2014 | 789,355 | $ | 4.82 | ||||||||||||||
2012 Employee Share Purchase Plan | |||||||||||||||||
In September 2012, the Company’s Board of Directors adopted and its shareholders approved the 2012 Employee Share Purchase Plan, which became effective upon the closing of the Company’s IPO in October 2012. The 2012 Employee Share Purchase Plan authorizes the issuance of up to 400,000 ordinary shares to participating employees. | |||||||||||||||||
All employees who have been employed for at least 30 days and whose customary employment is for more than 20 hours per week are eligible to participate in the 2012 Employee Share Purchase Plan. Any employee who owns 5% or more of the voting power or value of ordinary shares is not eligible to purchase shares under the 2012 Employee Share Purchase Plan. The Company will make one or more offerings each year to its employees to purchase shares under the 2012 Employee Share Purchase Plan. The first offering began during 2013 and subsequent offerings will usually begin on each May 1 and November 1 and will continue for six-month periods, referred to as offering periods. Each eligible employee may elect to participate in any offering by submitting an enrollment form at least 15 days before the relevant offering date. | |||||||||||||||||
Each employee who is a participant in the 2012 Employee Share Purchase Plan may purchase shares by authorizing payroll deductions of up to 15% of his or her base compensation during an offering period. Unless the participating employee has previously withdrawn from the offering, his or her accumulated payroll deductions will be used to purchase ordinary shares on the last business day of the offering period at a price equal to 85% of the fair market value of the ordinary shares on the first business day or the last business day of the offering period, whichever is lower, provided that no more than 2,500 ordinary shares may be purchased by any one employee during each offering period. Under applicable tax rules, an employee may purchase no more than $25 worth of ordinary shares, valued at the start of the purchase period, under the 2012 Employee Share Purchase Plan in any calendar year. | |||||||||||||||||
The accumulated payroll deductions of any employee who is not a participant on the last day of an offering period will be refunded. An employee’s rights under the 2012 Employee Share Purchase Plan terminate upon voluntary withdrawal from the plan or when the employee ceases employment with us for any reason. | |||||||||||||||||
The 2012 Employee Share Purchase Plan may be terminated or amended by the Board of Directors at any time. An amendment that increases the number of ordinary shares that are authorized under the 2012 Employee Share Purchase Plan and certain other amendments require the approval of the Company’s shareholders. | |||||||||||||||||
Restricted Stock Unit Awards | |||||||||||||||||
On April 24, 2014, the Company granted service-based restricted stock units (“RSUs”) for the purchase of 320,250 ordinary shares and performance-based restricted stock units (“PSUs”) for the purchase of 353,500 ordinary shares with a grant-date fair value of $31.29. On May 23, 2014, the Company granted service-based RSUs for the purchase of 20,000 ordinary shares with a grant-date fair value of $28.96. The RSUs have restrictions which lapse four years from the date of grant. Restrictions on the PSUs will lapse based upon the achievement of certain financial performance targets during the applicable performance period, which ends on December 31, 2014. The grant date fair value of the shares is recognized over the requisite period of performance once achievement of criteria is deemed probable. Periodically throughout the performance period, the Company estimates the likelihood of achieving performance goals. Actual results, and future changes in estimates, may differ substantially from the Company’s current estimates. If the targets are not achieved, the shares will be forfeited by the employee. | |||||||||||||||||
Share-based Compensation | |||||||||||||||||
The Company recognized share-based compensation expense from all awards in the following expense categories: | |||||||||||||||||
Three Months Ended | Nine Months Ended | ||||||||||||||||
September 30, | September 30, | ||||||||||||||||
2014 | 2013 | 2014 | 2013 | ||||||||||||||
Cost of subscription revenue | $ | 176 | $ | 132 | $ | 495 | $ | 275 | |||||||||
Sales and marketing | 1,113 | 909 | 3,615 | 1,712 | |||||||||||||
Research and development | 519 | 367 | 1,384 | 675 | |||||||||||||
General and administrative | 1,482 | 922 | 4,223 | 1,873 | |||||||||||||
Total | $ | 3,290 | $ | 2,330 | $ | 9,717 | $ | 4,535 | |||||||||
Net_Income_per_Share
Net Income per Share | 9 Months Ended | ||||||||||||||||
Sep. 30, 2014 | |||||||||||||||||
Net Income per Share | ' | ||||||||||||||||
13. Net Income per Share | |||||||||||||||||
Basic and diluted net income per share was calculated as follows for the three and nine months ended September 30, 2014 and 2013: | |||||||||||||||||
Three Months Ended | Nine Months Ended | ||||||||||||||||
September 30, | September 30, | ||||||||||||||||
2014 | 2013 | 2014 | 2013 | ||||||||||||||
Basic net income per share: | |||||||||||||||||
Numerator: | |||||||||||||||||
Net income | $ | 8,195 | $ | 5,578 | $ | 15,056 | $ | 14,220 | |||||||||
Denominator: | |||||||||||||||||
Weighted average ordinary shares outstanding—basic | 37,575,672 | 36,313,259 | 37,373,705 | 35,311,648 | |||||||||||||
Net income per share—basic | $ | 0.22 | $ | 0.15 | $ | 0.4 | $ | 0.4 | |||||||||
Diluted net income per share: | |||||||||||||||||
Numerator: | |||||||||||||||||
Net income | $ | 8,195 | $ | 5,578 | $ | 15,056 | $ | 14,220 | |||||||||
Denominator: | |||||||||||||||||
Weighted average ordinary shares outstanding—basic | 37,575,672 | 36,313,259 | 37,373,705 | 35,311,648 | |||||||||||||
Dilutive effect of ordinary share equivalents | 956,937 | 1,305,356 | 1,050,850 | 1,465,489 | |||||||||||||
Weighted average ordinary shares outstanding—diluted | 38,532,609 | 37,618,615 | 38,424,555 | 36,777,137 | |||||||||||||
Net income per share—diluted | $ | 0.21 | $ | 0.15 | $ | 0.39 | $ | 0.39 | |||||||||
Commitments_and_Contingencies
Commitments and Contingencies | 9 Months Ended | ||||||||||||
Sep. 30, 2014 | |||||||||||||
Commitments and Contingencies | ' | ||||||||||||
14. Commitments and Contingencies | |||||||||||||
Lease Commitments | |||||||||||||
The Company leases its office space under non-cancelable operating leases, some of which contain payment escalations. The Company recognizes rent expense on a straight-line basis over the non-cancelable lease term and records the difference between cash rent payments and rent expense recognized in the consolidated statements of operations as accrued rent within accrued expenses (current) and other liabilities (non-current). The Company also leases office equipment under operating leases that expire at various dates through 2015. | |||||||||||||
Future minimum lease payments under non-cancelable operating and capital leases at September 30, 2014 are as follows: | |||||||||||||
Years Ending December 31, | Operating Leases | Capital Leases | Total | ||||||||||
Remaining 2014 | $ | 2,726 | $ | 221 | $ | 2,947 | |||||||
2015 | 7,149 | 795 | 7,944 | ||||||||||
2016 | 4,363 | 628 | 4,991 | ||||||||||
2017 | 3,722 | 234 | 3,956 | ||||||||||
2018 | 2,343 | — | 2,343 | ||||||||||
Thereafter | 3,064 | — | 3,064 | ||||||||||
Total | $ | 23,367 | 1,878 | $ | 25,245 | ||||||||
Less amount representing interest | (102 | ) | |||||||||||
Present value of minimum lease payments | $ | 1,776 | |||||||||||
Data Center Agreements | |||||||||||||
The Company has agreements with various vendors to provide specialized space and services for the Company to host its software application. Future minimum payments under non-cancelable data center agreements at September 30, 2014 totaling $1,531, of which, $383 and $1,148 will become payable in the years ending December 31, 2014 and 2015, respectively. | |||||||||||||
Purchase Commitments | |||||||||||||
As of September 30, 2014, the Company had non-cancelable purchase commitments related to telecommunications, subscription fees for third-party data (such as Internet maps) and subscription fees for software services totaling $4,264, of which $1,420, $2,234, $519, and $91 will become payable in the years ending December 31, 2014, 2015, 2016 and 2017, respectively. | |||||||||||||
Indemnification Agreements | |||||||||||||
In the ordinary course of business, the Company may provide indemnifications of varying scope and terms to customers, vendors, lessors, business partners, and other parties with respect to certain matters including, but not limited to, losses arising out of breach of such agreements, from services to be provided by the Company, or from intellectual property infringement claims made by third parties. In addition, the Company has entered into indemnification agreements with members of its board of directors and certain of its officers that will require the Company, among other things, to indemnify them against certain liabilities that may arise by reason of their status or service as directors or officers. The maximum potential amount of future payments the Company could be required to make under these indemnification agreements is, in many cases, unlimited. To date, the Company has not incurred any material costs as a result of such indemnifications. The Company does not believe that the outcome of any claims under indemnification arrangements will have a material effect on its consolidated financial position, results of operations or cash flows, and it has not accrued any liabilities related to such obligations in its consolidated financial statements as of September 30, 2014 and December 31, 2013. | |||||||||||||
Litigation | |||||||||||||
From time to time, the Company may become subject to legal proceedings, claims and litigation arising in the ordinary course of business. In addition, the Company may receive notification alleging infringement of patent or other intellectual property rights. The Company is not a party to any material legal proceedings, nor is the Company aware of any pending or threatened litigation, that, in its opinion, would have a material adverse effect on its business or its consolidated financial position, results of operations or cash flows should such litigation be resolved unfavorably. The Company accrues contingent liabilities when it is probable that future expenditures will be made and such expenditures can be reasonably estimated. | |||||||||||||
On May 19, 2014, Rothschild Location Technologies, LLC (“Rothschild”) filed a complaint against the Company (Rothschild Location Technologies, LLC v. Fleetmatics USA, LLC, Civil Action No. 14-635) in the United States District Court for the District of Delaware alleging infringement of U.S. Patent No. 8,606,503, entitled “Device, System and Method for Remotely Entering, Storing and Sharing Addresses for a Positional Information Device.” The Company’s response or answer to Rothschild’s complaint is due on November 3, 2014. As this matter is in its early stages, we do not believe that a loss is probable and are unable to reasonably estimate a possible loss or range of loss. While we do not believe that this litigation will have a material adverse effect on our business, financial condition, operating results, or cash flows, we cannot assure you that this will be the case. | |||||||||||||
On December 19, 2013, GPNE Corp. filed a complaint against the Company (GPNE Corp. v. Fleetmatics USA, LLC, Civil Action No. 13-2049) in the United States District Court for the District of Delaware alleging infringement of U.S. Patent No. 7,555,267 entitled “Network Communication System Wherein a Node Obtains Resources For Transmitting Data By Transmitting Two Reservation Requests” (“the ’267 Patent”) and U.S. Patent No. 8,086,240 (“the ’240 patent”) entitled “Data Communications Using A Reserve Request And Four Frequencies To Enable Transmitting Data Packets Which Can Include a Count Value And Termination Indication Information” (“the ’240 Patent”). On May 6, 2014, the parties filed a joint stipulation dismissing the ’267 patent with prejudice. On May 7, 2014, GPNE Corp. filed an amended complaint alleging that we infringed the ’240 patent and U.S. Patent No. 7,570,954, entitled “Communication System Wherein A Clocking Signal From A Controller, A Request From A Node, Acknowledgement of the Request, And Data Transferred From The Node Are All Provided on Different Frequencies, Enabling Simultaneous Transmission Of These Signals.” In response to GPNE’s amended complaint, we denied infringement, asserted invalidity, and counterclaimed with state-law claims for tortious interference with business relations and unfair competition. GPNE Corp. seeks damages and not an injunction. As this matter is in its early stages, we are unable to estimate whether a loss is reasonably possible. While we do not believe that this litigation will have a material adverse effect on our business, financial condition, operating results, or cash flows, we cannot assure you that this will be the case. | |||||||||||||
On August 14, 2012, a putative class action complaint was filed in the Sixth Judicial Circuit in Pinellas County, Florida, entitled U.S. Prisoner Transport, et al. v. Fleetmatics USA, LLC, et al., Case No. 1200-9933 CI-20. We removed the case to the United States District Court for the Middle District of Florida on September 13, 2012, U.S. Prisoner Transport, et al. v. Fleetmatics USA, LLC, et al., Case No. 8:12-CV-2079. We moved to dismiss the complaint on September 20, 2012. Plaintiffs filed an amended complaint on October 4, 2012 and changed the case caption to Brevard Extraditions, Inc., d/b/a U.S. Prisoner Transport, et al. v. Fleetmatics USA, LLC, et al. We moved to dismiss the amended complaint on October 18, 2012. The Court denied our motion to dismiss in part and granted it in part on September 27, 2013, and granted plaintiffs leave to file a second amended complaint. Plaintiffs filed a second amended complaint on October 11, 2013. The second amended complaint alleges essentially the same claims as previously alleged. On January 21, 2014, the parties executed an agreement to a settlement with class members for an aggregate of $525,000, which was subject to Court approval. On June 27, 2014, the court granted final approval of the settlement and dismissed the case with prejudice. All claims have now been paid pursuant to this settlement, and the case is now closed. |
Subsequent_Event
Subsequent Event | 9 Months Ended |
Sep. 30, 2014 | |
Subsequent Event | ' |
15. Subsequent Event | |
On October 22, 2014, the Company granted service-based restricted stock units (“RSUs”) for the purchase of 156,750 ordinary shares with a grant-date fair value of $31.13. The RSUs have restrictions which lapse four years from the date of grant. |
Summary_of_Significant_Account1
Summary of Significant Accounting Policies (Policies) | 9 Months Ended |
Sep. 30, 2014 | |
Basis of Presentation | ' |
Basis of Presentation | |
The accompanying consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (“GAAP”) and include the accounts of the Company and its wholly owned subsidiaries after elimination of all significant intercompany accounts and transactions. All dollar amounts in the financial statements and in the notes to the consolidated financial statements, except share and per share amounts, are stated in thousands of U.S. dollars unless otherwise indicated. | |
The accompanying consolidated balance sheet as of September 30, 2014, the consolidated statements of operations, the consolidated statements of comprehensive income and the consolidated statements of cash flows for the nine months ended September 30, 2014 and 2013 are unaudited. The interim unaudited financial statements have been prepared on the same basis as the annual audited financial statements and, in the opinion of management, reflect all adjustments, which include only normal recurring adjustments, necessary for the fair statement of the Company’s financial position as of September 30, 2014, the results of its operations, its comprehensive income, and its cash flows for the nine months ended September 30, 2014 and 2013. The consolidated financial data and other information disclosed in these notes related to the three and nine months ended September 30, 2014 and 2013 are also unaudited. The results for the three and nine months ended September 30, 2014 are not necessarily indicative of results to be expected for the year ending December 31, 2014 or for any other interim periods or future year. | |
Certain information and footnote disclosures normally included in the Company’s annual audited consolidated financial statements and accompanying notes have been condensed or omitted in these interim financial statements. Accordingly, these unaudited interim consolidated financial statements should be read in conjunction with the Company’s audited consolidated financial statements and notes thereto for the year ended December 31, 2013 included in its Annual Report on Form 10-K (“Annual Report”) filed with the Securities and Exchange Commission on March 17, 2014. | |
Deferred Commissions | ' |
Deferred Commissions | |
The Company capitalizes commission costs that are incremental and directly related to the acquisition of customer contracts. For the majority of its customer contracts, the Company pays commissions in full when it receives the initial customer contract for a new subscription or a renewal subscription. For all other customer contracts, the Company pays commissions in full when it receives the initial customer payment for a new subscription or a renewal subscription. Commission costs are capitalized upon payment and are amortized as expense ratably over the term of the related non-cancelable customer contract, in proportion to the recognition of the subscription revenue. If a subscription agreement is terminated, the unamortized portion of any deferred commission cost is recognized as expense immediately. | |
Commission costs capitalized during the three months ended September 30, 2014 and 2013 totaled $2,944 and $2,170, respectively, and during the nine months ended September 30, 2014 and 2013 totaled $8,903 and $6,565, respectively. Amortization of deferred commissions totaled $2,150 and $1,614 for the three months ended September 30, 2014 and 2013, respectively, and totaled $5,910 and $4,459 for the nine months ended September 30, 2014 and 2013, respectively, and is included in sales and marketing expense in the consolidated statements of operations. Deferred commission costs, net of amortization, are included in other current and long-term assets in the consolidated balance sheets and totaled $14,705 and $11,747 as of September 30, 2014 and December 31, 2013, respectively. | |
Capitalized In-Vehicle Device Costs | ' |
Capitalized In-Vehicle Device Costs | |
For customer arrangements in which we retain ownership of the in-vehicle devices installed in a customer’s fleet, we capitalize the cost of the in-vehicle devices (including installation and shipping costs) as a component of property and equipment in our consolidated balance sheets, and we depreciate these assets on a straight-line basis over their estimated useful life, which is currently six years. If a customer subscription agreement is canceled or expires prior to the end of the expected useful life of the in-vehicle device, the carrying value of the asset is depreciated in full with expense immediately recorded as cost of subscription revenue. The carrying value of these installed in-vehicle devices (including installation and shipping costs) was $59.2 million and $48.4 million at September 30, 2014 and December 31, 2013, respectively. Depreciation of these installed in-vehicle devices totaled is included in cost of subscription revenue in our consolidated statements of operations. | |
In addition, for the limited number of customer arrangements in which title to the in-vehicle devices transfers to the customer upon delivery or installation of the in-vehicle device (for which the Company receives an up-front fee from the customer), the Company defers the costs of the installed in-vehicle devices (including installation and shipping costs) as they are directly related to the revenue that the Company derives from the sale of the devices and that it recognizes ratably over the estimated average customer relationship period of six years. The Company capitalizes these in-vehicle device costs and amortizes the deferred costs as expense ratably over the estimated average customer relationship period, in proportion to the recognition of the up-front fee revenue. | |
Costs of in-vehicle devices owned by customers that were capitalized during the three months ended September 30, 2014 and 2013 totaled $61 and $95, respectively, and during the nine months ended September 30, 2014 and 2013 totaled $132 and $344, respectively. Amortization of these capitalized costs totaled $238 and $269 for the three months ended September 30, 2014 and 2013, respectively, and $896 and $715 for the nine months ended September 30, 2014 and 2013, respectively, and is included in cost of subscription revenue in the consolidated statements of operations. Capitalized costs related to these in-vehicle devices of which title has transferred to customers, net of amortization, are included in other current and long-term assets in the consolidated balance sheets and totaled $2,520 and $3,782 as of September 30, 2014 and December 31, 2013, respectively. | |
Recently Issued and Adopted Accounting Pronouncements | ' |
Recently Issued and Adopted Accounting Pronouncements | |
In August 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2014-15, Presentation of Financial Statements — Going Concern (“ASU 2014-15”). ASU 2014-15 addresses management’s responsibility to evaluate whether there is substantial doubt about an entity’s ability to continue as a going concern and to provide related footnote disclosures. Management’s evaluation should be based on relevant conditions and events that are known and reasonably knowable at the date that the financial statements are issued. The standard will be effective for the first interim period within annual reporting periods beginning after December 15, 2016. Early adoption is permitted. The adoption of this guidance is not expected to have a material impact on our consolidated financial position, results of operations or cash flows. | |
In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers (“ASU 2014-09”), which supersedes nearly all existing revenue recognition guidance under GAAP. The core principle of ASU 2014-09 is to recognize revenues when promised goods or services are transferred to customers in an amount that reflects the consideration to which an entity expects to be entitled for those goods or services. ASU 2014-09 defines a five-step process to achieve this core principle and, in doing so, more judgment and estimates may be required within the revenue recognition process than are required under existing GAAP. The standard is effective for annual periods beginning after December 15, 2016, and interim periods therein, using either of the following transition methods: (i) a full retrospective approach reflecting the application of the standard in each prior reporting period with the option to elect certain practical expedients, or (ii) a retrospective approach with the cumulative effect of initially adopting ASU 2014-09 recognized at the date of adoption (which includes additional footnote disclosures). We are currently evaluating the impact of our pending adoption of ASU 2014-09 on our consolidated financial statements and have not yet determined the method by which we will adopt the standard in 2017. | |
In July 2013, the FASB issued ASU 2013-11, Presentation of an Unrecognized Tax Benefit When a Net Operating Loss Carryforward, a Similar Tax Loss, or a Tax Credit Carryforward Exists (“ASU 2013-11”). ASU 2013-11 clarifies guidance and eliminates diversity in practice on the presentation of unrecognized tax benefits when a net operating loss carryforward, a similar tax loss, or a tax credit carryforward exists at the reporting date. The Company adopted this standard in 2014 and it did not have a material effect on our consolidated financial position, results of operations or cash flows. | |
In March 2013, the FASB issued ASU 2013-05, Foreign Currency Matters (“ASU 2013-05”). ASU 2013-05 addresses a parent’s accounting for the cumulative translation adjustment upon derecognition of certain subsidiaries or group of assets within a foreign entity or of an investment in a foreign entity. The objective of this guidance is to resolve the diversity in practice about the appropriate guidance to apply to the release of the cumulative translation adjustment into net income when a parent either sells a part or all of its investment in a foreign entity or no longer holds a controlling financial interest in a subsidiary or a business within a foreign entity. ASU 2013-05 provides that the entire amount of the cumulative translation adjustment associated with the foreign entity would be released when there has been a sale of a subsidiary or group of net assets within a foreign entity and the sale represents the substantially complete liquidation of the investment in the foreign entity. ASU 2013-05 is effective for fiscal years, and interim periods within those fiscal years, beginning on or after December 15, 2013. The Company adopted this standard in 2014 and it did not have a material effect on our consolidated financial position, results of operations or cash flows. |
Prepaid_Expenses_and_Other_Cur1
Prepaid Expenses and Other Current Assets (Tables) | 9 Months Ended | ||||||||
Sep. 30, 2014 | |||||||||
Prepaid Expenses and Other Current Assets | ' | ||||||||
Prepaid expenses and other current assets consisted of the following at September 30, 2014 and December 31, 2013: | |||||||||
September 30, | December 31, | ||||||||
2014 | 2013 | ||||||||
Prepaid taxes/taxes receivable | $ | 11,391 | $ | 2,438 | |||||
Deferred commission costs | 7,672 | 6,122 | |||||||
Prepaid software license fees and support | 1,035 | 528 | |||||||
Capitalized costs of in-vehicle devices owned by customers | 516 | 861 | |||||||
Prepaid Insurance | 316 | 571 | |||||||
Prepaid subscription service fees | 144 | 529 | |||||||
Rebate receivable | — | 1,096 | |||||||
Other | 1,339 | 1,530 | |||||||
Total | $ | 22,413 | $ | 13,675 | |||||
Property_and_Equipment_Tables
Property and Equipment (Tables) | 9 Months Ended | ||||||||
Sep. 30, 2014 | |||||||||
Property and Equipment | ' | ||||||||
Property and equipment consisted of the following at September 30, 2014 and December 31, 2013: | |||||||||
September 30, | December 31, | ||||||||
2014 | 2013 | ||||||||
In-vehicle devices—installed | $ | 119,637 | $ | 96,431 | |||||
In-vehicle devices—uninstalled | 6,071 | 4,550 | |||||||
Computer equipment | 9,666 | 6,645 | |||||||
Internal-use software | 6,774 | 4,806 | |||||||
Furniture and fixtures | 1,984 | 1,873 | |||||||
Leasehold improvements | 2,491 | 1,813 | |||||||
Total property and equipment | 146,623 | 116,118 | |||||||
Less: Accumulated depreciation and amortization | (69,358 | ) | (54,386 | ) | |||||
Property and equipment, net | $ | 77,265 | $ | 61,732 | |||||
Business_Combination_Tables
Business Combination (Tables) | 9 Months Ended | ||||
Sep. 30, 2014 | |||||
Business Acquisition, Purchase Price and Fair Values of Identifiable Assets Acquired and Liabilities Assumed | ' | ||||
The following table summarizes the purchase price for KKT and the estimated fair values of the separately identifiable assets acquired and liabilities assumed as of May 23, 2014: | |||||
Purchase consideration: | |||||
Total purchase price, net of cash acquired | $ | 2,274 | |||
Cash acquired | 21 | ||||
Total purchase consideration | $ | 2,295 | |||
Assets acquired and liabilities assumed: | |||||
Cash | $ | 21 | |||
Accounts receivable | 51 | ||||
Other current assets | 18 | ||||
Deferred tax assets | 13 | ||||
Identifiable intangible assets | 1,169 | ||||
Goodwill | 1,501 | ||||
Total assets acquired, inclusive of goodwill | 2,773 | ||||
Accounts payable, accrued expenses and other current liabilities | (40 | ) | |||
Deferred tax liabilities | (362 | ) | |||
Other long-term liabilities | (76 | ) | |||
Total liabilities assumed | (478 | ) | |||
Total | $ | 2,295 | |||
Goodwill_and_Intangible_Assets1
Goodwill and Intangible Assets (Tables) | 9 Months Ended | ||||||||||||
Sep. 30, 2014 | |||||||||||||
Intangible Assets | ' | ||||||||||||
Intangible assets consisted of the following as of September 30, 2014 and December 31, 2013, with gross and net amounts of foreign currency-denominated intangible assets reflected at September 30, 2014 and December 31, 2013 exchange rates, respectively: | |||||||||||||
September 30, 2014 | |||||||||||||
Gross | Accumulated | Carrying | |||||||||||
Amount | Amortization | Value | |||||||||||
Customer relationships | $ | 11,100 | $ | (7,142 | ) | $ | 3,958 | ||||||
Acquired developed technology | 5,506 | (2,538 | ) | 2,968 | |||||||||
Trademarks | 400 | (380 | ) | 20 | |||||||||
Patent | 227 | (85 | ) | 142 | |||||||||
Total | $ | 17,233 | $ | (10,145 | ) | $ | 7,088 | ||||||
December 31, 2013 | |||||||||||||
Gross | Accumulated | Carrying | |||||||||||
Amount | Amortization | Value | |||||||||||
Customer relationships | $ | 11,100 | $ | (6,155 | ) | $ | 4,945 | ||||||
Acquired developed technology | 4,338 | (1,724 | ) | 2,614 | |||||||||
Trademarks | 400 | (359 | ) | 41 | |||||||||
Patent | 248 | (83 | ) | 165 | |||||||||
Total | $ | 16,086 | $ | (8,321 | ) | $ | 7,765 | ||||||
Expected Intangible Asset Amortization Expense | ' | ||||||||||||
We currently expect to amortize the following remaining amounts of intangible assets held at September 30, 2014 in the fiscal periods as follows: | |||||||||||||
Year ending December 31, | |||||||||||||
2014 | $ | 763 | |||||||||||
2015 | 2,491 | ||||||||||||
2016 | 1,853 | ||||||||||||
2017 | 867 | ||||||||||||
2018 | 572 | ||||||||||||
Thereafter | 542 | ||||||||||||
$ | 7,088 | ||||||||||||
Other_Assets_Tables
Other Assets (Tables) | 9 Months Ended | ||||||||
Sep. 30, 2014 | |||||||||
Other Assets (Non-current) | ' | ||||||||
Other assets (non-current) consisted of the following as of September 30, 2014 and December 31, 2013: | |||||||||
September 30, | December 31, | ||||||||
2014 | 2013 | ||||||||
Deferred commission costs | $ | 7,033 | $ | 5,625 | |||||
Capitalized costs of in-vehicle devices owned by customers | 2,003 | 2,921 | |||||||
Other | 999 | 853 | |||||||
Total | $ | 10,035 | $ | 9,399 | |||||
Accrued_Expenses_and_Other_Cur1
Accrued Expenses and Other Current Liabilities (Tables) | 9 Months Ended | ||||||||
Sep. 30, 2014 | |||||||||
Accrued Expenses and Other Current Liabilities | ' | ||||||||
Accrued expenses and other current liabilities consisted of the following as of September 30, 2014 and December 31, 2013: | |||||||||
September 30, | December 31, | ||||||||
2014 | 2013 | ||||||||
Accrued payroll and related expenses | $ | 11,231 | $ | 7,720 | |||||
Accrued professional fees | 2,844 | 1,782 | |||||||
Accrued marketing expense | 942 | 374 | |||||||
Accrued insurance expense | 260 | 723 | |||||||
Accrued litigation settlements | — | 758 | |||||||
Other | 6,459 | 3,498 | |||||||
Total | $ | 21,736 | $ | 14,855 | |||||
Other_Liabilities_Tables
Other Liabilities (Tables) | 9 Months Ended | ||||||||
Sep. 30, 2014 | |||||||||
Other Liabilities | ' | ||||||||
Other liabilities (non-current) consisted of the following as of September 30, 2014 and December 31, 2013: | |||||||||
September 30, | December 31, | ||||||||
2014 | 2013 | ||||||||
Deferred tax liabilities | $ | 2,460 | $ | 2,460 | |||||
Accrued rent | 1,352 | 1,281 | |||||||
Capital lease obligations | 993 | 147 | |||||||
Other | 70 | — | |||||||
Total | $ | 4,875 | $ | 3,888 | |||||
ShareBased_Awards_Tables
Share-Based Awards (Tables) | 9 Months Ended | ||||||||||||||||
Sep. 30, 2014 | |||||||||||||||||
Stock Option Activity | ' | ||||||||||||||||
Stock option activity during the nine months ended September 30, 2014 was as follows: | |||||||||||||||||
Number of | Weighted | ||||||||||||||||
Shares | Average | ||||||||||||||||
Under | Exercise | ||||||||||||||||
Option | Price | ||||||||||||||||
Outstanding at December 31, 2013 | 1,477,823 | $ | 5.36 | ||||||||||||||
Granted | — | ||||||||||||||||
Exercised | (411,956 | ) | $ | 4.77 | |||||||||||||
Forfeited and canceled | (11,041 | ) | $ | 9.43 | |||||||||||||
Outstanding at September 30, 2014 | 1,054,826 | $ | 5.55 | ||||||||||||||
Vested and expected to vest at September 30, 2014 | 1,043,388 | $ | 5.51 | ||||||||||||||
Exercisable at September 30, 2014 | 789,355 | $ | 4.82 | ||||||||||||||
Recognized Share-Based Compensation Expense from All Awards | ' | ||||||||||||||||
The Company recognized share-based compensation expense from all awards in the following expense categories: | |||||||||||||||||
Three Months Ended | Nine Months Ended | ||||||||||||||||
September 30, | September 30, | ||||||||||||||||
2014 | 2013 | 2014 | 2013 | ||||||||||||||
Cost of subscription revenue | $ | 176 | $ | 132 | $ | 495 | $ | 275 | |||||||||
Sales and marketing | 1,113 | 909 | 3,615 | 1,712 | |||||||||||||
Research and development | 519 | 367 | 1,384 | 675 | |||||||||||||
General and administrative | 1,482 | 922 | 4,223 | 1,873 | |||||||||||||
Total | $ | 3,290 | $ | 2,330 | $ | 9,717 | $ | 4,535 | |||||||||
Net_Income_per_Share_Tables
Net Income per Share (Tables) | 9 Months Ended | ||||||||||||||||
Sep. 30, 2014 | |||||||||||||||||
Basic and Diluted Net Income (Loss) Per Share | ' | ||||||||||||||||
Basic and diluted net income per share was calculated as follows for the three and nine months ended September 30, 2014 and 2013: | |||||||||||||||||
Three Months Ended | Nine Months Ended | ||||||||||||||||
September 30, | September 30, | ||||||||||||||||
2014 | 2013 | 2014 | 2013 | ||||||||||||||
Basic net income per share: | |||||||||||||||||
Numerator: | |||||||||||||||||
Net income | $ | 8,195 | $ | 5,578 | $ | 15,056 | $ | 14,220 | |||||||||
Denominator: | |||||||||||||||||
Weighted average ordinary shares outstanding—basic | 37,575,672 | 36,313,259 | 37,373,705 | 35,311,648 | |||||||||||||
Net income per share—basic | $ | 0.22 | $ | 0.15 | $ | 0.4 | $ | 0.4 | |||||||||
Diluted net income per share: | |||||||||||||||||
Numerator: | |||||||||||||||||
Net income | $ | 8,195 | $ | 5,578 | $ | 15,056 | $ | 14,220 | |||||||||
Denominator: | |||||||||||||||||
Weighted average ordinary shares outstanding—basic | 37,575,672 | 36,313,259 | 37,373,705 | 35,311,648 | |||||||||||||
Dilutive effect of ordinary share equivalents | 956,937 | 1,305,356 | 1,050,850 | 1,465,489 | |||||||||||||
Weighted average ordinary shares outstanding—diluted | 38,532,609 | 37,618,615 | 38,424,555 | 36,777,137 | |||||||||||||
Net income per share—diluted | $ | 0.21 | $ | 0.15 | $ | 0.39 | $ | 0.39 | |||||||||
Commitments_and_Contingencies_
Commitments and Contingencies (Tables) | 9 Months Ended | ||||||||||||
Sep. 30, 2014 | |||||||||||||
Future Minimum Lease Payments Under Non-cancelable Operating and Capital Leases | ' | ||||||||||||
Future minimum lease payments under non-cancelable operating and capital leases at September 30, 2014 are as follows: | |||||||||||||
Years Ending December 31, | Operating Leases | Capital Leases | Total | ||||||||||
Remaining 2014 | $ | 2,726 | $ | 221 | $ | 2,947 | |||||||
2015 | 7,149 | 795 | 7,944 | ||||||||||
2016 | 4,363 | 628 | 4,991 | ||||||||||
2017 | 3,722 | 234 | 3,956 | ||||||||||
2018 | 2,343 | — | 2,343 | ||||||||||
Thereafter | 3,064 | — | 3,064 | ||||||||||
Total | $ | 23,367 | 1,878 | $ | 25,245 | ||||||||
Less amount representing interest | (102 | ) | |||||||||||
Present value of minimum lease payments | $ | 1,776 | |||||||||||
Summary_of_Significant_Account2
Summary of Significant Accounting Policies - Additional Information (Detail) (USD $) | 3 Months Ended | 9 Months Ended | |||
In Thousands, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | Dec. 31, 2013 |
Significant Accounting Policies [Line Items] | ' | ' | ' | ' | ' |
Capitalized/deferred costs, amortization | ' | ' | $896 | $715 | ' |
Deferred Commissions | ' | ' | ' | ' | ' |
Significant Accounting Policies [Line Items] | ' | ' | ' | ' | ' |
Capitalized/deferred costs | 2,944 | 2,170 | 8,903 | 6,565 | ' |
Deferred Commissions | Sales and Marketing | ' | ' | ' | ' | ' |
Significant Accounting Policies [Line Items] | ' | ' | ' | ' | ' |
Capitalized/deferred costs, amortization | 2,150 | 1,614 | 5,910 | 4,459 | ' |
Deferred Commissions | Other Current Assets and Other Long-Term Assets | ' | ' | ' | ' | ' |
Significant Accounting Policies [Line Items] | ' | ' | ' | ' | ' |
Capitalized/deferred costs, net | 14,705 | ' | 14,705 | ' | 11,747 |
Capitalized In-Vehicle Device Costs | ' | ' | ' | ' | ' |
Significant Accounting Policies [Line Items] | ' | ' | ' | ' | ' |
Capitalized/deferred costs | 61 | 95 | 132 | 344 | ' |
Capitalized/deferred costs, net | 59,200 | ' | 59,200 | ' | 48,400 |
Capitalized In-Vehicle Device Costs | Cost Of Revenues Subscription | ' | ' | ' | ' | ' |
Significant Accounting Policies [Line Items] | ' | ' | ' | ' | ' |
Capitalized/deferred costs, amortization | 238 | 269 | 896 | 715 | ' |
Capitalized In-Vehicle Device Costs | Other Current Assets and Other Long-Term Assets | ' | ' | ' | ' | ' |
Significant Accounting Policies [Line Items] | ' | ' | ' | ' | ' |
Capitalized/deferred costs, net | $2,520 | ' | $2,520 | ' | $3,782 |
Customer Relationships | Weighted Average | ' | ' | ' | ' | ' |
Significant Accounting Policies [Line Items] | ' | ' | ' | ' | ' |
Intangible asset, estimated useful life | ' | ' | '6 years | ' | ' |
Prepaid_Expenses_and_Other_Cur2
Prepaid Expenses and Other Current Assets (Detail) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Prepaid Expenses And Other Current Assets | ' | ' |
Prepaid taxes/taxes receivable | $11,391 | $2,438 |
Deferred commission costs | 7,672 | 6,122 |
Prepaid software license fees and support | 1,035 | 528 |
Capitalized costs of in-vehicle devices owned by customers | 516 | 861 |
Prepaid Insurance | 316 | 571 |
Prepaid subscription service fees | 144 | 529 |
Rebate receivable | ' | 1,096 |
Other | 1,339 | 1,530 |
Total | $22,413 | $13,675 |
Property_and_Equipment_Detail
Property and Equipment (Detail) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Property, Plant and Equipment [Line Items] | ' | ' |
Computer equipment | $9,666 | $6,645 |
Internal-use software | 6,774 | 4,806 |
Furniture and fixtures | 1,984 | 1,873 |
Leasehold improvements | 2,491 | 1,813 |
Total property and equipment | 146,623 | 116,118 |
Less: Accumulated depreciation and amortization | -69,358 | -54,386 |
Property and equipment, net | 77,265 | 61,732 |
In-vehicle devices-installed | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' |
In-vehicle devices | 119,637 | 96,431 |
In-vehicle devices-uninstalled | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' |
In-vehicle devices | $6,071 | $4,550 |
Property_and_Equipment_Additio
Property and Equipment - Additional Information (Detail) (USD $) | 3 Months Ended | 9 Months Ended | |||
In Thousands, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | Dec. 31, 2013 |
Property, Plant and Equipment [Line Items] | ' | ' | ' | ' | ' |
Depreciation and amortization of property and equipment | $5,835 | $3,339 | $15,951 | $9,404 | ' |
Depreciation and amortization expense, recorded in cost of subscription revenue | 5,298 | 3,018 | 14,469 | 8,549 | ' |
Carrying value of installed in-vehicle devices, net of accumulated depreciation | 59,226 | ' | 59,226 | ' | 48,373 |
Capitalized costs, associated with development of internal-use software | ' | ' | 2,491 | 1,496 | ' |
Amortization expense of the internal-use software | 327 | 113 | 778 | 369 | ' |
Carrying value of capitalized internal-use software | 4,501 | ' | 4,501 | ' | 3,192 |
Gross amount of assets under capital leases | 3,262 | ' | 3,262 | ' | 1,593 |
Assets under capital leases, accumulated amortization | 1,311 | ' | 1,311 | ' | 874 |
Expense in conjunction with the replacement of installed in-vehicle devices that had become defective | ' | ' | 1,315 | 2,428 | ' |
In-vehicle devices-installed | ' | ' | ' | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' | ' | ' | ' |
Expense in conjunction with the replacement of installed in-vehicle devices that had become defective | $493 | $929 | $1,271 | $2,428 | ' |
Business_Combination_Additiona
Business Combination - Additional Information (Detail) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 | 23-May-14 | Sep. 30, 2014 | 23-May-14 |
In Thousands, unless otherwise specified | KKT | KKT | KKT | ||
Business Acquisition [Line Items] | ' | ' | ' | ' | ' |
Total purchase consideration | ' | ' | $2,249 | ' | ' |
Goodwill | 30,207 | 28,706 | ' | ' | 1,455 |
Acquired intangible assets | ' | ' | ' | ' | 1,169 |
Acquired intangible assets, useful life | ' | ' | '3 years | ' | ' |
Purchase price adjustment from working capital requirement | ' | ' | ' | $46 | ' |
Business_Acquisition_Purchase_
Business Acquisition, Purchase Price and Fair Values of Identifiable Assets Acquired and Liabilities Assumed (Detail) (USD $) | 9 Months Ended | 0 Months Ended | 0 Months Ended | ||||
In Thousands, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 | Dec. 31, 2013 | 23-May-14 | 23-May-14 | 23-May-14 | 23-May-14 |
KKT | KKT | KKT | KKT | ||||
Purchase Price Allocation Adjustment | Purchase Price Allocation Adjustment | ||||||
Purchase consideration: | ' | ' | ' | ' | ' | ' | ' |
Total purchase price, net of cash acquired | $2,274 | $6,851 | ' | ' | ' | $2,274 | ' |
Cash acquired | ' | ' | ' | ' | ' | 21 | ' |
Total purchase consideration | ' | ' | ' | 2,249 | ' | 2,295 | ' |
Assets acquired and liabilities assumed: | ' | ' | ' | ' | ' | ' | ' |
Cash | ' | ' | ' | ' | ' | ' | 21 |
Accounts receivable | ' | ' | ' | ' | ' | ' | 51 |
Other current assets | ' | ' | ' | ' | ' | ' | 18 |
Deferred tax assets | ' | ' | ' | ' | ' | ' | 13 |
Identifiable intangible assets | ' | ' | ' | ' | 1,169 | ' | 1,169 |
Goodwill | 30,207 | ' | 28,706 | ' | 1,455 | ' | 1,501 |
Total assets acquired, inclusive of goodwill | ' | ' | ' | ' | ' | ' | 2,773 |
Accounts payable, accrued expenses and other current liabilities | ' | ' | ' | ' | ' | ' | -40 |
Deferred tax liabilities | ' | ' | ' | ' | ' | ' | -362 |
Other long-term liabilities | ' | ' | ' | ' | ' | ' | -76 |
Total liabilities assumed | ' | ' | ' | ' | ' | ' | -478 |
Total | ' | ' | ' | ' | ' | ' | $2,295 |
Goodwill_and_Intangible_Assets2
Goodwill and Intangible Assets - Additional Information (Detail) (USD $) | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | Dec. 31, 2013 | |
Goodwill and Intangible Assets Disclosure [Line Items] | ' | ' | ' | ' | ' |
Goodwill | $30,207,000 | ' | $30,207,000 | ' | $28,706,000 |
Impairment of goodwill | ' | ' | 0 | ' | 0 |
Amortization expense | 681,000 | 636,000 | 1,902,000 | 1,570,000 | ' |
Amortization expense included in cost of subscription revenue | 345,000 | 221,000 | 894,000 | 326,000 | ' |
Selling and Marketing Expense | ' | ' | ' | ' | ' |
Goodwill and Intangible Assets Disclosure [Line Items] | ' | ' | ' | ' | ' |
Amortization expense | $336,000 | $415,000 | $1,008,000 | $1,244,000 | ' |
Intangible_Assets_Detail
Intangible Assets (Detail) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Finite-Lived Intangible Assets [Line Items] | ' | ' |
Gross Amount | $17,233 | $16,086 |
Accumulated Amortization | -10,145 | -8,321 |
Carrying Value | 7,088 | 7,765 |
Customer Relationships | ' | ' |
Finite-Lived Intangible Assets [Line Items] | ' | ' |
Gross Amount | 11,100 | 11,100 |
Accumulated Amortization | -7,142 | -6,155 |
Carrying Value | 3,958 | 4,945 |
Acquired Developed Technology | ' | ' |
Finite-Lived Intangible Assets [Line Items] | ' | ' |
Gross Amount | 5,506 | 4,338 |
Accumulated Amortization | -2,538 | -1,724 |
Carrying Value | 2,968 | 2,614 |
Trademarks | ' | ' |
Finite-Lived Intangible Assets [Line Items] | ' | ' |
Gross Amount | 400 | 400 |
Accumulated Amortization | -380 | -359 |
Carrying Value | 20 | 41 |
Patents | ' | ' |
Finite-Lived Intangible Assets [Line Items] | ' | ' |
Gross Amount | 227 | 248 |
Accumulated Amortization | -85 | -83 |
Carrying Value | $142 | $165 |
Expected_Intangible_Asset_Amor
Expected Intangible Asset Amortization Expense (Detail) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Finite Lived Intangible Assets Future Amortization Expense [Line Items] | ' | ' |
2014 | $763 | ' |
2015 | 2,491 | ' |
2016 | 1,853 | ' |
2017 | 867 | ' |
2018 | 572 | ' |
Thereafter | 542 | ' |
Carrying Value | $7,088 | $7,765 |
Other_Assets_NonCurrent_Detail
Other Assets (Non-Current) (Detail) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Other Assets, Noncurrent | ' | ' |
Deferred commission costs | $7,033 | $5,625 |
Capitalized costs of in-vehicle devices owned by customers | 2,003 | 2,921 |
Other | 999 | 853 |
Total | $10,035 | $9,399 |
Accrued_Expenses_and_Other_Cur2
Accrued Expenses and Other Current Liabilities (Detail) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Accrued Expenses and Other Current Liabilities [Line Items] | ' | ' |
Accrued payroll and related expenses | $11,231 | $7,720 |
Accrued professional fees | 2,844 | 1,782 |
Accrued marketing expense | 942 | 374 |
Accrued insurance expense | 260 | 723 |
Accrued litigation settlements | ' | 758 |
Other | 6,459 | 3,498 |
Total | $21,736 | $14,855 |
Other_Liabilities_NonCurrent_D
Other Liabilities (Non-Current) (Detail) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Schedule Of Other Liabilities Noncurrent [Line Items] | ' | ' |
Deferred tax liabilities | $2,460 | $2,460 |
Accrued rent | 1,352 | 1,281 |
Capital lease obligations | 993 | 147 |
Other | 70 | ' |
Total | $4,875 | $3,888 |
Longterm_Debt_Additional_Infor
Long-term Debt - Additional Information (Detail) (USD $) | 9 Months Ended | 0 Months Ended | |||||
In Thousands, unless otherwise specified | Sep. 30, 2014 | Dec. 31, 2013 | Nov. 29, 2013 | Nov. 28, 2013 | Nov. 29, 2013 | Nov. 29, 2013 | Nov. 28, 2013 |
Revolving Credit Facility Amendment | Revolving Credit Facility Amendment | Revolving Credit Facility Amendment | Revolving Credit Facility | London Interbank Offered Rate (LIBOR) | Base Rate | Term Loan | |
Revolving Credit Facility Amendment | Revolving Credit Facility Amendment | ||||||
Debt Instrument [Line Items] | ' | ' | ' | ' | ' | ' | ' |
Credit facility, borrowing capacity | ' | ' | $50,000 | $25,000 | ' | ' | ' |
Credit facility, outstanding borrowing capacity | 23,750 | 23,750 | ' | ' | ' | ' | ' |
Credit facility, basis spread on variable rate | ' | ' | ' | ' | 2.00% | 1.00% | ' |
Interest expense the unamortized debt discount | 426 | ' | ' | ' | ' | ' | ' |
Reduction of debt issuance costs | 158 | ' | ' | ' | ' | ' | ' |
Credit facility, expiration date | 10-May-17 | ' | ' | ' | ' | ' | ' |
Debt instrument, principal amount | ' | ' | ' | ' | ' | ' | $25,000 |
Income_Taxes_Additional_Inform
Income Taxes - Additional Information (Detail) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 |
Income Taxes [Line Items] | ' | ' | ' | ' |
Effective income tax rate | 28.50% | 13.20% | 29.70% | 26.60% |
Pre-tax income | $11,455 | $6,423 | $21,403 | $19,370 |
Statutory Irish rate | 12.50% | 12.50% | 12.50% | 12.50% |
Change in unrecognized tax benefits that is reasonably possible within the next 12 months | $869 | ' | $869 | ' |
ShareBased_Awards_Additional_I
Share-Based Awards - Additional Information (Detail) (USD $) | 0 Months Ended | 9 Months Ended | 9 Months Ended | 12 Months Ended | |||||||
In Thousands, except Share data, unless otherwise specified | 23-May-14 | Apr. 24, 2014 | Apr. 24, 2014 | 23-May-14 | Apr. 24, 2014 | Feb. 05, 2014 | Sep. 30, 2014 | Feb. 05, 2014 | Aug. 19, 2013 | Sep. 30, 2014 | Dec. 31, 2012 |
Service Based Restricted Stock Units | Service Based Restricted Stock Units | Performance Based Restricted Stock Unit | Restricted Stock Units (RSUs) | Restricted Stock Units (RSUs) | 2011 Stock Option and Incentive Plan | 2011 Stock Option and Incentive Plan | 2011 Stock Option and Incentive Plan | 2011 Stock Option and Incentive Plan | 2012 Employee Stock Purchase Plan | 2012 Employee Stock Purchase Plan | |
Event | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Maximum percentage of outstanding stock by which shares reserved for issuance may increase in accordance with the plan | ' | ' | ' | ' | ' | 4.75% | ' | ' | ' | ' | ' |
Ordinary shares, increase in number of shares reserved for issuance | ' | ' | ' | ' | ' | 1,761,450 | ' | ' | ' | ' | ' |
Ordinary shares, reserved for issuance | ' | ' | ' | ' | ' | ' | ' | 3,644,784 | 1,883,334 | ' | ' |
Requisite service period for service-based awards | '4 years | '4 years | ' | ' | ' | ' | '4 years | ' | ' | ' | ' |
Shares authorized for ESPP | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 400,000 |
Minimum days employed to be eligible to purchase shares | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '30 days |
Minimum customary hours were per week to be eligible to purchase shares | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '20 hours |
Ownership percentage that disqualifies employee from participating in the ESPP | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 5.00% |
Minimum number of offerings annually | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1 |
Term of offering | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '6 months |
Minimum notice for employee to participate in offering | ' | ' | ' | ' | ' | ' | ' | ' | ' | 'Each eligible employee may elect to participate in any offering by submitting an enrollment form at least 15 days before the relevant offering date. | ' |
Maximum percentage of employee's base compensation eligible | ' | ' | ' | ' | ' | ' | ' | ' | ' | 15.00% | ' |
Purchase price as a percentage of market fair value | ' | ' | ' | ' | ' | ' | ' | ' | ' | 85.00% | ' |
Maximum shares that can be purchase by each employee per offering period | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2,500 | ' |
Maximum amount that can be purchased by each employee | ' | ' | ' | ' | ' | ' | ' | ' | ' | $25 | ' |
Stock options granted | 20,000 | 320,250 | 353,500 | ' | ' | ' | ' | ' | ' | ' | ' |
Grant-date fair value of awards granted | ' | ' | ' | $28.96 | $31.29 | ' | ' | ' | ' | ' | ' |
Stock_Option_Activity_Detail
Stock Option Activity (Detail) (Stock Options, USD $) | 9 Months Ended |
Sep. 30, 2014 | |
Stock Options | ' |
Number of Shares | ' |
Outstanding at beginning of period | 1,477,823 |
Granted | ' |
Exercised | -411,956 |
Forfeited and canceled | -11,041 |
Outstanding at end of period | 1,054,826 |
Vested and expected to vest at end of period | 1,043,388 |
Exercisable at end of period | 789,355 |
Weighted-Average Exercise Price per Share | ' |
Outstanding at beginning of period | $5.36 |
Exercised | $4.77 |
Forfeited and canceled | $9.43 |
Outstanding at end of period | $5.55 |
Vested and expected to vest at end of period | $5.51 |
Exercisable at end of period | $4.82 |
Sharebased_Compensation_Expens
Share-based Compensation Expense from All Awards (Detail) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ' | ' | ' | ' |
Share-based compensation expense | $3,290 | $2,330 | $9,717 | $4,535 |
Cost Of Revenues Subscription | ' | ' | ' | ' |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ' | ' | ' | ' |
Share-based compensation expense | 176 | 132 | 495 | 275 |
Sales and Marketing | ' | ' | ' | ' |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ' | ' | ' | ' |
Share-based compensation expense | 1,113 | 909 | 3,615 | 1,712 |
Research And Development | ' | ' | ' | ' |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ' | ' | ' | ' |
Share-based compensation expense | 519 | 367 | 1,384 | 675 |
General and Administrative Expense | ' | ' | ' | ' |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ' | ' | ' | ' |
Share-based compensation expense | $1,482 | $922 | $4,223 | $1,873 |
Basic_and_Diluted_Net_Income_L
Basic and Diluted Net Income (Loss) Per Share (Detail) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, except Share data, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 |
Basic net income per share: | ' | ' | ' | ' |
Net income | $8,195 | $5,578 | $15,056 | $14,220 |
Weighted average ordinary shares outstanding-basic | 37,575,672 | 36,313,259 | 37,373,705 | 35,311,648 |
Net income per share-basic | $0.22 | $0.15 | $0.40 | $0.40 |
Diluted net income per share: | ' | ' | ' | ' |
Net income | $8,195 | $5,578 | $15,056 | $14,220 |
Weighted average ordinary shares outstanding-basic | 37,575,672 | 36,313,259 | 37,373,705 | 35,311,648 |
Dilutive effect of ordinary share equivalents | 956,937 | 1,305,356 | 1,050,850 | 1,465,489 |
Weighted average ordinary shares outstanding-diluted | 38,532,609 | 37,618,615 | 38,424,555 | 36,777,137 |
Net income per share-diluted | $0.21 | $0.15 | $0.39 | $0.39 |
Future_Minimum_Lease_Payments_
Future Minimum Lease Payments Under Non-cancelable Operating and Capital Leases (Detail) (USD $) | Sep. 30, 2014 |
In Thousands, unless otherwise specified | |
Operating Leases | ' |
Remaining 2014 | $2,726 |
2015 | 7,149 |
2016 | 4,363 |
2017 | 3,722 |
2018 | 2,343 |
Thereafter | 3,064 |
Total | 23,367 |
Capital Leases | ' |
Remaining 2014 | 221 |
2015 | 795 |
2016 | 628 |
2017 | 234 |
2018 | ' |
Thereafter | ' |
Total | 1,878 |
Less amount representing interest | -102 |
Present value of minimum lease payments | 1,776 |
Total | ' |
Remaining 2014 | 2,947 |
2015 | 7,944 |
2016 | 4,991 |
2017 | 3,956 |
2018 | 2,343 |
Thereafter | 3,064 |
Total | $25,245 |
Commitments_and_Contingencies_1
Commitments and Contingencies - Additional Information (Detail) (USD $) | Sep. 30, 2014 | Jan. 21, 2014 |
In Thousands, unless otherwise specified | ||
Commitment And Contingencies [Line Items] | ' | ' |
Future minimum payments under non-cancelable data center agreements | $1,531 | ' |
Future minimum payments under non-cancelable data center agreements, due in 2014 | 383 | ' |
Future minimum payments under non-cancelable data center agreements, due in 2015 | 1,148 | ' |
Purchase commitments | 4,264 | ' |
Purchase commitments payable on 2014 | 1,420 | ' |
Purchase commitments payable on 2015 | 2,234 | ' |
Purchase commitments payable on 2016 | 519 | ' |
Purchase commitments payable on 2017 | 91 | ' |
Accrued potential litigation settlement | ' | $525,000 |
Subsequent_Event_Additional_In
Subsequent Event - Additional Information (Detail) (Service Based Restricted Stock Units, USD $) | 0 Months Ended | ||
23-May-14 | Apr. 24, 2014 | Oct. 22, 2014 | |
Subsequent Event | |||
Subsequent Event [Line Items] | ' | ' | ' |
Restricted stock units ("RSUs") granted | 20,000 | 320,250 | 156,750 |
Grant-date fair value of awards granted | ' | ' | $31.13 |
Requisite service period for service-based awards | '4 years | '4 years | '4 years |