Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Sep. 30, 2015 | Oct. 31, 2015 | |
Document Information [Line Items] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Sep. 30, 2015 | |
Document Fiscal Year Focus | 2,015 | |
Document Fiscal Period Focus | Q3 | |
Trading Symbol | FLTX | |
Entity Registrant Name | FLEETMATICS GROUP PLC | |
Entity Central Index Key | 1,526,160 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Large Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 38,583,752 |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 |
Current assets: | ||
Cash | $ 189,347 | $ 175,400 |
Restricted cash | 130 | |
Accounts receivable, net of allowances of $3,028 and $2,200 at September 30, 2015 and December 31, 2014, respectively | 20,032 | 16,876 |
Deferred tax assets | 7,439 | 7,458 |
Prepaid expenses and other current assets | 15,099 | 13,379 |
Total current assets | 232,047 | 213,113 |
Property and equipment, net | 97,973 | 79,734 |
Goodwill | 38,835 | 30,207 |
Intangible assets, net | 6,628 | 6,460 |
Deferred tax assets, net | 6,283 | 6,353 |
Other assets | 11,050 | 10,829 |
Total assets | 392,816 | 346,696 |
Current liabilities: | ||
Accounts payable | 9,565 | 8,001 |
Accrued expenses and other current liabilities | 33,455 | 24,307 |
Deferred revenue | 22,325 | 22,592 |
Total current liabilities | 65,345 | 54,900 |
Deferred revenue | 9,389 | 10,241 |
Accrued income taxes | 3,559 | 3,164 |
Long-term debt, net of discount of $760 at September 30, 2015 | 22,990 | 23,750 |
Other liabilities | 7,326 | 2,356 |
Total liabilities | $ 108,609 | $ 94,411 |
Commitments and contingencies (Note 14) | ||
Shareholders' equity: | ||
Common shares, value | $ 736 | $ 725 |
Additional paid-in capital | 312,589 | 302,881 |
Accumulated other comprehensive loss | (4,729) | (970) |
Accumulated deficit | (24,389) | (50,351) |
Total shareholders' equity | 284,207 | 252,285 |
Total liabilities and shareholders' equity | $ 392,816 | $ 346,696 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) $ in Thousands | Sep. 30, 2015USD ($)shares | Sep. 30, 2015€ / shares | Dec. 31, 2014USD ($)shares | Dec. 31, 2014€ / shares |
Allowance for Doubtful Accounts Receivable | $ | $ 3,028 | $ 2,200 | ||
Long-term debt, discount | $ | $ 760 | |||
Common shares, par value | € / shares | € 0.015 | € 0.015 | ||
Common shares, shares authorized | 66,666,663 | 66,666,663 | ||
Common shares, shares issued | 38,528,363 | 37,875,815 | ||
Common shares, shares outstanding | 38,528,363 | 37,875,815 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Subscription revenue | $ 73,471 | $ 60,421 | $ 207,530 | $ 167,586 |
Cost of subscription revenue | 18,808 | 15,056 | 53,746 | 42,336 |
Gross profit | 54,663 | 45,365 | 153,784 | 125,250 |
Operating expenses: | ||||
Sales and marketing | 24,771 | 19,153 | 72,232 | 59,564 |
Research and development | 5,669 | 4,259 | 15,467 | 13,049 |
General and administrative | 14,483 | 10,623 | 39,053 | 31,381 |
Total operating expenses | 44,923 | 34,035 | 126,752 | 103,994 |
Income from operations | 9,740 | 11,330 | 27,032 | 21,256 |
Interest income (expense), net | (183) | (149) | (677) | (522) |
Foreign currency transaction gain (loss), net | (1,074) | 316 | 1,995 | 670 |
Loss on extinguishment of debt | (107) | |||
Other income (expense), net | (40) | (42) | (40) | (1) |
Income before income taxes | 8,443 | 11,455 | 28,203 | 21,403 |
Provision for (benefit from) income taxes | (373) | 3,260 | 2,241 | 6,347 |
Net income | $ 8,816 | $ 8,195 | $ 25,962 | $ 15,056 |
Net income per share: | ||||
Basic | $ 0.23 | $ 0.22 | $ 0.68 | $ 0.40 |
Diluted | $ 0.22 | $ 0.21 | $ 0.66 | $ 0.39 |
Weighted average ordinary shares outstanding: | ||||
Basic | 38,478,125 | 37,575,672 | 38,264,949 | 37,373,705 |
Diluted | 39,460,848 | 38,532,609 | 39,125,249 | 38,424,555 |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Net income | $ 8,816 | $ 8,195 | $ 25,962 | $ 15,056 |
Other comprehensive income (loss): | ||||
Foreign currency translation adjustment, net of tax of $0 | 401 | (1,455) | (3,759) | (1,881) |
Total other comprehensive income (loss) | 401 | (1,455) | (3,759) | (1,881) |
Comprehensive income | $ 9,217 | $ 6,740 | $ 22,203 | $ 13,175 |
CONSOLIDATED STATEMENTS OF COM6
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (Parenthetical) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Foreign currency translation adjustments, tax | $ 0 | $ 0 | $ 0 | $ 0 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2015 | Sep. 30, 2014 | |
Cash flows from operating activities: | ||
Net income | $ 25,962 | $ 15,056 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation and amortization of property and equipment | 20,520 | 15,951 |
Amortization of capitalized in-vehicle devices owned by customers | 639 | 896 |
Amortization of intangible assets | 1,814 | 1,902 |
Amortization of deferred commissions, other deferred costs and debt discount | 7,589 | 5,955 |
Provision for (benefit from) deferred tax assets | (277) | |
Provision for accounts receivable allowances | 2,529 | 1,672 |
Unrealized foreign currency transaction (gain) loss | (2,165) | (735) |
Loss on disposal of property and equipment and other assets | 2,224 | 1,315 |
Share-based compensation | 17,010 | 9,717 |
Changes in excess tax benefits from share-based awards | 3,624 | (13,056) |
Loss on extinguishment of debt | 107 | |
Changes in operating assets and liabilities: | ||
Accounts receivable | (5,527) | 3,440 |
Prepaid expenses and other current and long-term assets | (9,566) | (2,277) |
Accounts payable, accrued expenses and other current liabilities | 5,142 | 2,751 |
Accrued income taxes | 404 | 1,415 |
Deferred revenue | (1,228) | 3,797 |
Net cash provided by (used in) operating activities | 69,078 | 47,522 |
Cash flows from investing activities: | ||
Purchases of property and equipment | (32,494) | (28,908) |
Capitalization of internal-use software costs | (3,222) | (2,491) |
Proceeds from sale of property and equipment | 41 | |
Payment for business acquired, net of cash acquired | (7,673) | (2,274) |
Net (increase) decrease in restricted cash | (149) | 64 |
Net cash used in investing activities | (43,538) | (33,568) |
Cash flows from financing activities: | ||
Payments of borrowings under Revolving Credit Facility | (23,750) | |
Proceeds from borrowings under Credit Facility | 46,132 | |
Payments of borrowings under Credit Facility | (23,750) | |
Proceeds from exercise of stock options | 2,437 | 1,967 |
Taxes paid related to net share settlement of equity awards | (6,600) | (3,703) |
Changes in excess tax benefits from share-based awards | (3,624) | 13,056 |
Payments of capital lease obligations | (1,019) | (620) |
Payments of notes payable | (399) | (365) |
Net cash provided by (used in) financing activities | (10,573) | 10,335 |
Effect of exchange rate changes on cash | (1,020) | (452) |
Net increase in cash | 13,947 | 23,837 |
Cash, beginning of period | 175,400 | 137,171 |
Cash, end of period | 189,347 | 161,008 |
Supplemental disclosure of cash flow information: | ||
Cash paid for interest | 833 | 525 |
Cash paid (refunds received), net for income taxes | 314 | 1,234 |
Supplemental disclosure of non-cash financing and investing activities: | ||
Acquisition of property and equipment and software through capital leases and notes payable | 3,409 | 2,647 |
Additions to property and equipment included in accounts payable or accrued expenses at the balance sheet dates | 2,030 | 2,167 |
Leasehold improvements financed by landlord through lease incentives | 2,258 | |
Issuance of ordinary shares under employee share purchase plan | $ 548 | $ 441 |
Nature of the Business
Nature of the Business | 9 Months Ended |
Sep. 30, 2015 | |
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. 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 real-time and historical vehicle and driver behavioral data. The Company offers intuitive, cost-effective 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 expediting the job completion process from quote through payment. New customers for the Company’s SaaS offerings typically enter into initial 36-month, non-cancelable subscription agreements for fleet management solutions and 12-month non-cancelable subscription agreements for field service management solutions, both with automatic renewals for one or more years thereafter, unless the customer elects not to renew. Amounts are 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 Accounti
Summary of Significant Accounting Policies | 9 Months Ended |
Sep. 30, 2015 | |
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, 2015, the consolidated statements of operations and the consolidated statements of comprehensive income for the three and nine months ended September 30, 2015 and 2014, and the consolidated statements of cash flows for the nine months ended September 30, 2015 and 2014 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, 2015, the results of its operation and its comprehensive income for the three and nine months ended September 30, 2015 and 2014, and its cash flows for the nine months ended September 30, 2015 and 2014. The consolidated financial data and other information disclosed in these notes related to the three and nine months ended September 30, 2015 and 2014 are also unaudited. The results for the three and nine months ended September 30, 2015 are not necessarily indicative of results to be expected for the year ending December 31, 2015 or for any other interim periods or future years. 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, 2014 included in its Annual Report on Form 10-K (“Annual Report”) filed with the Securities and Exchange Commission on February 27, 2015. Fair Value Measurements Certain assets and liabilities are carried at fair value under GAAP. Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Valuation techniques used to measure fair value must maximize the use of observable inputs and minimize the use of unobservable inputs. A fair value hierarchy based on three levels of inputs, of which the first two are considered observable and the last is considered unobservable, is used to measure fair value: • Level 1—Quoted prices in active markets for identical assets or liabilities. Fleetmatics did not have any financial assets and liabilities as of September 30, 2015 designated as Level 1. • Level 2—Observable inputs (other than Level 1 quoted prices) such as quoted prices in active markets for similar assets or liabilities, quoted prices in markets that are not active for identical or similar assets or liabilities, or other inputs that are observable or can be corroborated by observable market data. Fleetmatics did not have any financial assets and liabilities as of September 30, 2015 designated as Level 2. • Level 3—Unobservable inputs that are supported by little or no market activity and that are significant to determining the fair value of the assets or liabilities, including pricing models, discounted cash flow methodologies and similar techniques. Fleetmatics has a contingent consideration liability assumed as a result of the Ornicar acquisition of $2,242 as of September 30, 2015 designated as Level 3. The Company’s contingent purchase consideration is valued by probability weighting expected payment scenarios and then applying a discount based on the present value of the future cash flow streams. This liability is classified as Level 3 because the probability weighting of future payment scenarios is based on assumptions developed by management. The Company determined a probability weighting that is weighted towards Ornicar achieving certain unit sales and pricing targets at the time of acquisition and the discount rate that is based on the Company’s weighted average cost of capital which is then adjusted for the time value of money. The probability weighting will be adjusted as the actual results provide the Company with more reliable information to weight the probability scenarios. The carrying values of accounts receivable, accounts payable and accrued expenses and other liabilities (with the exception of the Level 3 fair value measurement noted above) approximate fair value due to the short-term nature of these assets and liabilities. As of September 30, 2015 and December 31, 2014, the Company had no other assets or liabilities that would be classified under this fair value hierarchy. 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, 2015 and 2014 totaled $4,103 and $2,944, respectively, and during the nine months ended September 30, 2015 and 2014 totaled $9,741 and $8,903, respectively. Amortization of deferred commissions totaled $2,465 and $2,150 for the three months ended September 30, 2015 and 2014, respectively, and totaled $7,412 and $5,910 for the nine months ended September 30, 2015 and 2014, 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 $17,717 and $15,496 as of September 30, 2015 and December 31, 2014, respectively. Foreign exchange differences also contribute to changes in the net amount of these deferred commission 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 $71,613 and $61,804 at September 30, 2015 and December 31, 2014, respectively. Depreciation of these installed in-vehicle devices totaled is included in cost of subscription revenue in our consolidated statements of operations. 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, 2015 and 2014 totaled $379 and $61, respectively, and during the nine months ended September 30, 2015 and 2014 totaled $392 and $132, respectively. Amortization of these capitalized costs totaled $122 and $238 for the three months ended September 30, 2015 and 2014, respectively, and $639 and $896 for the nine months ended September 30, 2015 and 2014, 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 $997 and $2,398 as of September 30, 2015 and December 31, 2014, respectively. Recently Issued and Adopted Accounting Pronouncements In September 2015, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2015-16, Business Combinations (Topic 805): Simplifying the Accounting for Measurement-Period Adjustment In April 2015, the FASB issued ASU 2015-03, Interest — Imputation of Interest (Subtopic 835-30): Simplifying the Presentation of Debt Issuance Costs In August 2014, the FASB issued ASU 2014-15, Presentation of Financial Statements — Going Concern In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers |
Prepaid Expenses and Other Curr
Prepaid Expenses and Other Current Assets | 9 Months Ended |
Sep. 30, 2015 | |
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, 2015 and December 31, 2014: September 30, 2015 December 31, 2014 Deferred commission costs $ 8,951 $ 8,074 Prepaid taxes/taxes receivable 2,058 1,588 Prepaid software license fees and support 1,538 854 Prepaid insurance 700 1,021 Capitalized costs of in-vehicle devices owned by customers 126 360 Prepaid subscription service fees 111 21 Other 1,615 1,461 Total $ 15,099 $ 13,379 |
Property and Equipment
Property and Equipment | 9 Months Ended |
Sep. 30, 2015 | |
Property and Equipment | 4. Property and Equipment Property and equipment consisted of the following at September 30, 2015 and December 31, 2014: September 30, 2015 December 31, 2014 In-vehicle devices—installed (1) $ 125,487 $ 108,181 In-vehicle devices—uninstalled 6,958 5,541 Computer equipment 14,464 10,065 Internal-use software 10,515 7,815 Furniture and fixtures 2,822 1,981 Leasehold improvements 5,663 2,477 Total property and equipment 165,909 136,060 Less: Accumulated depreciation and amortization (1) (67,936 ) (56,326 ) Property and equipment, net $ 97,973 $ 79,734 (1) During the nine months ended September 30, 2015, the Company removed $8,890 of fully depreciated in-vehicle devices no longer in service. Depreciation and amortization expense related to property and equipment totaled $7,387 and $5,835 for the three months ended September 30, 2015 and 2014, respectively, and totaled $20,520 and $15,951 for the nine months ended September 30, 2015 and 2014, respectively. Of those amounts, $6,470 and $5,298 for the three months ended September 30, 2015 and 2014, respectively, and $18,350 and $14,469 for the nine months ended September 30, 2015 and 2014, 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 $71,613 and $61,804 at September 30, 2015 and December 31, 2014, respectively. During the nine months ended September 30, 2015 and 2014, the Company capitalized costs of $3,222 and $2,491, respectively, associated with the development of its internal-use software related to its SaaS software offerings accessed by customers as well as customization and development of its internal business systems. Amortization expense of the internal-use software totaled $662 and $327 during the three months ended September 30, 2015 and 2014, respectively, and $1,613 and $778 during the nine months ended September 30, 2015 and 2014, respectively. The carrying value of capitalized internal-use software was $6,502 and $5,325 as of September 30, 2015 and December 31, 2014, respectively. Foreign currency exchange differences also contribute to changes in the carrying value of internal-use software. As of September 30, 2015 and December 31, 2014, the gross amount of assets under capital leases totaled $6,517 and $3,327, respectively, and related accumulated amortization totaled $2,158 and $1,459, respectively. During the three months ended September 30, 2015 and 2014, the Company expensed $1,005 and $537, respectively, and during the nine months ended September 30, 2015 and 2014 expensed $2,224 and $1,315, 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, 2015 | |
Business Combination | 5. Business Combination On February 19, 2015, the Company acquired all of the stock and equity interests of Ornicar SAS (“Ornicar”), a France-based privately-held SaaS-based provider of fleet management solutions. The total consideration of $10,634 consisted of $8,395 of cash paid to acquire all of the assets of Ornicar and to assume a nominal amount of liabilities and $2,239 of contingent consideration. The excess of the purchase price over the fair values of assets acquired and liabilities assumed was recorded as goodwill of $8,628. This acquisition reflects the Company’s global growth strategy to further expand into mainland Europe and to acquire additional customers in new territories. The following table summarizes the purchase price for Ornicar and the estimated fair values of the separately identifiable assets acquired and liabilities assumed as of February 19, 2015: Purchase consideration: Total purchase price, net of cash acquired $ 9,912 Cash acquired 722 Total purchase consideration $ 10,634 Assets acquired and liabilities assumed: Cash $ 722 Accounts receivable 297 Prepaid expenses and other current assets 423 Property and equipment 103 Other long-term assets 7 Identifiable intangible assets 1,914 Goodwill 8,628 Total assets acquired, inclusive of goodwill 12,094 Accounts payable, accrued expenses and other current liabilities (823 ) Deferred tax liabilities (637 ) Total liabilities assumed (1,460 ) Total $ 10,634 The estimated fair value of the intangible assets acquired as of the acquisition date was $1,914 with a useful life of three to eight years. The acquired intangible assets consisted of customer relationships, developed technology and trademarks. The results of Ornicar have been included in the consolidated financial statements from the acquisition date of February 19, 2015. The results of Ornicar 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, 2015 | |
Goodwill and Intangible Assets | 6. Goodwill and Intangible Assets As of September 30, 2015 and December 31, 2014, the carrying amount of goodwill was $38,835 and $30,207, respectively, and resulted from the acquisitions of Ornicar in February 2015, KKT Srl (“KKT”) in May 2014, Connect2Field Holdings Pty Limited (“Connect2Field”) in August 2013, and SageQuest LLC (“SageQuest”) in July 2010. No impairment of goodwill was recorded during the nine months ended September 30, 2015 or the year ended December 31, 2014. The change in the carrying amount of goodwill for the nine months ended September 30, 2015 was as follows (in thousands): Balance at January 1, 2015 $ 30,207 Acquisition of Ornicar 8,628 Balance at September 30, 2015 $ 38,835 Intangible assets consisted of the following as of September 30, 2015 and December 31, 2014, with gross and net amounts of foreign currency-denominated intangible assets reflected at September 30, 2015 and December 31, 2014 exchange rates, respectively: September 30, 2015 Gross Accumulated Carrying Customer relationships $ 12,757 $ (8,345 ) $ 4,412 Acquired developed technology 5,640 (3,652 ) 1,988 Trademarks 523 (410 ) 113 Patent 202 (87 ) 115 Total $ 19,122 $ (12,494 ) $ 6,628 December 31, 2014 Gross Accumulated Carrying Customer relationships $ 11,100 $ (7,471 ) $ 3,629 Acquired developed technology 5,506 (2,822 ) 2,684 Trademarks 400 (387 ) 13 Patent 219 (85 ) 134 Total $ 17,225 $ (10,765 ) $ 6,460 Amortization expense related to intangible assets was $615 and $681 for the three months ended September 30, 2015 and 2014, respectively. Of those amounts, amortization expense of $309 and $345 for the three months ended September 30, 2015 and 2014, respectively, was included in the cost of subscription revenue in the consolidated statements of operations, and amortization expense of $306 and $336 for the three months ended September 30, 2015 and 2014, respectively, was included in sales and marketing expense in the consolidated statements of operations. Amortization expense related to intangible assets was $1,814 and $1,902 for the nine months ended September 30, 2015 and 2014, respectively. Of those amounts, amortization expense of $917 and $894 for the nine months ended September 30, 2015 and 2014, respectively, was included in the cost of subscription revenue in the consolidated statements of operations, and amortization expense of $897 and $1,008 for the nine months ended September 30, 2015 and 2014, 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, 2015 in the fiscal periods as follows: Year ending December 31, Remaining 2015 $ 769 2016 2,294 2017 1,381 2018 990 2019 781 Thereafter 413 $ 6,628 |
Other Assets
Other Assets | 9 Months Ended |
Sep. 30, 2015 | |
Other Assets | 7. Other Assets Other assets (non-current) consisted of the following as of September 30, 2015 and December 31, 2014: September 30, December 31, Deferred commission costs $ 8,766 $ 7,423 Capitalized costs of in-vehicle devices owned by customers 871 2,037 Other 1,413 1,369 Total $ 11,050 $ 10,829 |
Accrued Expenses and Other Curr
Accrued Expenses and Other Current Liabilities | 9 Months Ended |
Sep. 30, 2015 | |
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, 2015 and December 31, 2014: September 30, December 31, Accrued payroll and related expenses $ 12,481 $ 10,862 Accrued income taxes 7,304 1,869 Accrued professional fees 2,803 3,137 Capital lease obligations 1,830 771 Accrued marketing expense 1,149 934 Contingent consideration 1,121 — Accrued insurance expense 835 337 Other 5,932 6,397 Total $ 33,455 $ 24,307 |
Other Liabilities
Other Liabilities | 9 Months Ended |
Sep. 30, 2015 | |
Other Liabilities | 9. Other Liabilities Other liabilities (non-current) consisted of the following as of September 30, 2015 and December 31, 2014: September 30, December 31, Accrued rent and lease incentives $ 3,367 $ 1,371 Capital lease obligations 2,138 918 Contingent consideration 1,183 67 Deferred tax liabilities 638 — Total $ 7,326 $ 2,356 |
Long-term Debt
Long-term Debt | 9 Months Ended |
Sep. 30, 2015 | |
Long-term Debt | 10. Long-term Debt Credit Facility On January 21, 2015, the Company entered into a Credit Agreement with Citibank, N.A., as administrative agent, and the lenders party thereto, for a senior, first-priority secured financing comprised of revolving loans, letters of credit and swing line loans in a total maximum amount of $125,000 (the “Credit Facility”). The Credit Facility consists of a five-year multi-currency revolving credit facility in a dollar amount of up to $125,000 which includes a sublimit of $5,000 for letters of credit and a $10,000 swing line facility. The Credit Facility also includes an accordion feature that allows the Company to increase the Credit Facility to a total of $200,000, subject to securing additional commitments from existing lenders or new lending institutions. The Company used the net proceeds of borrowings under the Credit Facility to repay the $23,750 outstanding under the Company’s previously existing revolving credit facility with Wells Fargo Capital Finance, LLC (“Amended Revolving Credit Facility”), and for working capital and other general corporate purposes. As a result of the early repayment of the Amended Revolving Credit Facility, in the first quarter of 2015, the Company recorded a loss on extinguishment of debt of $107, comprised of the write-off of unamortized debt issuance costs. At the Company’s election, loans made under the Credit Facility bear interest at either (1) a rate per annum equal to the highest of the Administrative Agent’s prime rate, or 0.5% in excess of the Federal Funds Effective Rate or 2.0% in excess of one-month LIBOR (the “Base Rate”), plus an applicable margin, or (2) the one-, two-, three-, or six-month per annum LIBOR for deposits in U.S. dollars, plus an applicable margin. The applicable margin for the revolving loans depends on the Company’s leverage ratio and varies from 0.5% to 1.25%, in the case of Base Rate loans, and from 1.50% to 2.25%, in the case of LIBOR loans. Swing line loans bear interest at the Base Rate. Commitment fees on the average daily unused portion of the Credit Facility (excluding swing line loans) are payable at rates per annum ranging from 0.2% to 0.3%, depending on the Company’s leverage ratio. On the issuance date of January 21, 2015, the Credit Facility was recorded in the consolidated balance sheet net of discount of $708, related to fees assessed by the lender at the time. During the second quarter of 2015, the Company recorded additional fees related to the debt of $159. The carrying value of this debt is being accreted to the principal amount of the debt by charges to interest expense using the effective-interest method over the five-year term of the Credit Facility to the maturity date. At September 30, 2015, the debt discount balance totaled $760. Accretion amounts recognized as interest expense for the three and nine months ended September 30, 2015 totaled $44 and $107, respectively. On the issuance date, the Company also capitalized deferred financing costs of $501 related to third-party fees incurred in connection with the Credit Facility. These deferred costs are being amortized through charges to interest expense using the effective-interest method over the five-year term of the Credit Facility to the expiration date. At September 30, 2015, deferred financing cost recorded in other current assets and other assets (non-current) were $99 and $332, respectively, and totaled $431. Amortization amounts recognized as interest expense for the three and nine months ended September 30, 2015 totaled $25 and $70, respectively. During the three months ended September 30, 2015, the Company repaid and borrowed $23,750 under the Credit Facility and as a result lowered the interest rate to 1.83%. As of September 30, 2015, the Company had outstanding borrowings of $23,750 under the Credit Facility. The Credit Facility contains certain customary financial, affirmative and negative covenants including a maximum leverage ratio and minimum interest coverage ratio and negative covenants that limit or restrict, among other things, dividends, secured indebtedness, mergers and fundamental changes, asset dispositions and sales, investments and acquisitions, liens and encumbrances, transactions with affiliates, and other matters customarily restricted in such agreements. Amounts borrowed under the 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 Credit Facility is due and payable no later than January 21, 2020. As of September 30, 2015, the Company was in compliance with all such covenants. |
Income Taxes
Income Taxes | 9 Months Ended |
Sep. 30, 2015 | |
Income Taxes | 11. Income Taxes The Company’s effective income tax rate for the three and nine months ended September 30, 2015 was (4.4)% and 7.9%, respectively, on pre-tax income of $8,443 and $28,203, respectively. The effective tax rate for the three and nine months ended September 30, 2015 was lower than the statutory Irish rate of 12.5% primarily due to the release of various historical uncertain tax positions including interest and penalties in the third quarter and by research and development tax credits in Ireland. These decreases were partially offset by the recording of uncertain tax positions. The Company made a change to its organizational structure in the fourth quarter of 2014 that impacted the jurisdictional mix of profits and was beneficial to our income tax rate for the three and nine months ended September 30, 2015. 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 to the recording of uncertain tax positions including interest and penalties. The increase associated with these items was partially offset by research and development tax credits in Ireland. It is reasonably possible that within the next 12 months the Company’s unrecognized tax benefits, exclusive of interest, may decrease by up to $133. This is primarily due to statute of limitations expiring for the recognition of these tax benefits of one of the Company’s non-Irish subsidiaries in 2015. |
Share-Based Awards
Share-Based Awards | 9 Months Ended |
Sep. 30, 2015 | |
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. In February 2014, pursuant to the terms of the 2011 Plan, the number of ordinary shares reserved for issuance under the 2011 Plan automatically increased by 1,761,450 shares from 1,883,334 to 3,644,784, calculated as 4.75% of the January 31, 2014 ordinary shares issued and outstanding. In February 2015, pursuant to the terms of the 2011 Plan, the number of ordinary shares reserved for issuance under the 2011 Plan automatically increased by 1,800,126 shares from 3,644,784 to 5,444,910, calculated as 4.75% of the January 31, 2015 ordinary shares issued and outstanding. 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, 2015 was as follows: Number of Weighted Outstanding at December 31, 2014 850,247 $ 5.76 Granted — $ — Exercised (389,889 ) $ 6.25 Forfeited and canceled — $ — Outstanding at September 30, 2015 460,358 $ 5.35 Vested and expected to vest at September 30, 2015 458,558 $ 5.33 Exercisable at September 30, 2015 411,381 $ 4.73 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 initial public offering (“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 1st and November 1st 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 In the three months ended September, 2015, the Company granted service-based restricted stock units (“RSUs”) for the purchase of 118,223 ordinary shares with a grant-date fair value of $48.24. In the nine months ended September, 2015, the Company granted service-based RSUs for the purchase of 927,639 ordinary shares and performance-based restricted stock units (“PSUs”) for the purchase of 353,167 ordinary shares with a weighted average grant-date fair value of $40.93. 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, 2015. 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 2015 2014 2015 2014 Cost of subscription revenue $ 328 $ 176 $ 887 $ 495 Sales and marketing 2,049 1,113 5,833 3,615 Research and development 893 519 2,354 1,384 General and administrative 3,400 1,482 7,936 4,223 Total $ 6,670 $ 3,290 $ 17,010 $ 9,717 |
Net Income per Share
Net Income per Share | 9 Months Ended |
Sep. 30, 2015 | |
Net Income per Share | 13. Net Income per Share Basic and diluted net income per share attributable to ordinary shareholders was calculated as follows for the three and nine months ended September 30, 2015 and 2014: Three Months Ended Nine Months Ended 2015 2014 2015 2014 Basic net income per share: Numerator: Net income $ 8,816 $ 8,195 $ 25,962 $ 15,056 Denominator: Weighted average ordinary shares outstanding—basic 38,478,125 37,575,672 38,264,949 37,373,705 Net income per share—basic $ 0.23 $ 0.22 $ 0.68 $ 0.40 Diluted net income per share: Numerator: Net income $ 8,816 $ 8,195 $ 25,962 $ 15,056 Denominator: Weighted average ordinary shares outstanding—basic 38,478,125 37,575,672 38,264,949 37,373,705 Dilutive effect of ordinary share equivalents 982,723 956,937 860,300 1,050,850 Weighted average ordinary shares outstanding—diluted 39,460,848 38,532,609 39,125,249 38,424,555 Net income per share—diluted $ 0.22 $ 0.21 $ 0.66 $ 0.39 |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2015 | |
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). Future minimum lease payments under non-cancelable operating and capital leases at September 30, 2015 are as follows: Years Ending December 31, Operating Leases Capital Leases Total Remaining 2015 $ 2,741 $ 547 $ 3,288 2016 10,033 1,895 11,928 2017 9,114 1,421 10,535 2018 3,907 251 4,158 2019 2,709 — 2,709 Thereafter 4,415 — 4,415 Total $ 32,919 4,114 $ 37,033 Less amount representing interest (146 ) Present value of minimum lease payments $ 3,968 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, 2015 total $3,937, of which $459, $1,838, $1,574, and $66 will become payable in the years ending December 31, 2015, 2016, 2017, and 2018, respectively. Purchase Commitments As of September 30, 2015, 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 $6,108, of which $948, $2,805, and $2,355 will become payable in the years ending December 31, 2015, 2016, and 2017, respectively. Indemnification Agreements In the ordinary course of business, the Company may provide indemnification 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 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, 2015 and December 31, 2014. 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. |
Subsequent Event
Subsequent Event | 9 Months Ended |
Sep. 30, 2015 | |
Subsequent Event | 15. Subsequent Event On October 29, 2015, the Company executed an agreement to acquire Visirun S.p.A., a SaaS-based provider of fleet management solutions based in Ferrara, Italy. The acquisition is expected to close in the fourth quarter of 2015. |
Summary of Significant Accoun23
Summary of Significant Accounting Policies (Policies) | 9 Months Ended |
Sep. 30, 2015 | |
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, 2015, the consolidated statements of operations and the consolidated statements of comprehensive income for the three and nine months ended September 30, 2015 and 2014, and the consolidated statements of cash flows for the nine months ended September 30, 2015 and 2014 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, 2015, the results of its operation and its comprehensive income for the three and nine months ended September 30, 2015 and 2014, and its cash flows for the nine months ended September 30, 2015 and 2014. The consolidated financial data and other information disclosed in these notes related to the three and nine months ended September 30, 2015 and 2014 are also unaudited. The results for the three and nine months ended September 30, 2015 are not necessarily indicative of results to be expected for the year ending December 31, 2015 or for any other interim periods or future years. 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, 2014 included in its Annual Report on Form 10-K (“Annual Report”) filed with the Securities and Exchange Commission on February 27, 2015. |
Fair Value Measurements | Fair Value Measurements Certain assets and liabilities are carried at fair value under GAAP. Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Valuation techniques used to measure fair value must maximize the use of observable inputs and minimize the use of unobservable inputs. A fair value hierarchy based on three levels of inputs, of which the first two are considered observable and the last is considered unobservable, is used to measure fair value: • Level 1—Quoted prices in active markets for identical assets or liabilities. Fleetmatics did not have any financial assets and liabilities as of September 30, 2015 designated as Level 1. • Level 2—Observable inputs (other than Level 1 quoted prices) such as quoted prices in active markets for similar assets or liabilities, quoted prices in markets that are not active for identical or similar assets or liabilities, or other inputs that are observable or can be corroborated by observable market data. Fleetmatics did not have any financial assets and liabilities as of September 30, 2015 designated as Level 2. • Level 3—Unobservable inputs that are supported by little or no market activity and that are significant to determining the fair value of the assets or liabilities, including pricing models, discounted cash flow methodologies and similar techniques. Fleetmatics has a contingent consideration liability assumed as a result of the Ornicar acquisition of $2,242 as of September 30, 2015 designated as Level 3. The Company’s contingent purchase consideration is valued by probability weighting expected payment scenarios and then applying a discount based on the present value of the future cash flow streams. This liability is classified as Level 3 because the probability weighting of future payment scenarios is based on assumptions developed by management. The Company determined a probability weighting that is weighted towards Ornicar achieving certain unit sales and pricing targets at the time of acquisition and the discount rate that is based on the Company’s weighted average cost of capital which is then adjusted for the time value of money. The probability weighting will be adjusted as the actual results provide the Company with more reliable information to weight the probability scenarios. The carrying values of accounts receivable, accounts payable and accrued expenses and other liabilities (with the exception of the Level 3 fair value measurement noted above) approximate fair value due to the short-term nature of these assets and liabilities. As of September 30, 2015 and December 31, 2014, the Company had no other assets or liabilities that would be classified under this fair value hierarchy. |
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, 2015 and 2014 totaled $4,103 and $2,944, respectively, and during the nine months ended September 30, 2015 and 2014 totaled $9,741 and $8,903, respectively. Amortization of deferred commissions totaled $2,465 and $2,150 for the three months ended September 30, 2015 and 2014, respectively, and totaled $7,412 and $5,910 for the nine months ended September 30, 2015 and 2014, 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 $17,717 and $15,496 as of September 30, 2015 and December 31, 2014, respectively. Foreign exchange differences also contribute to changes in the net amount of these deferred commission costs. |
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 $71,613 and $61,804 at September 30, 2015 and December 31, 2014, respectively. Depreciation of these installed in-vehicle devices totaled is included in cost of subscription revenue in our consolidated statements of operations. 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, 2015 and 2014 totaled $379 and $61, respectively, and during the nine months ended September 30, 2015 and 2014 totaled $392 and $132, respectively. Amortization of these capitalized costs totaled $122 and $238 for the three months ended September 30, 2015 and 2014, respectively, and $639 and $896 for the nine months ended September 30, 2015 and 2014, 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 $997 and $2,398 as of September 30, 2015 and December 31, 2014, respectively. |
Recently Issued and Adopted Accounting Pronouncements | Recently Issued and Adopted Accounting Pronouncements In September 2015, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2015-16, Business Combinations (Topic 805): Simplifying the Accounting for Measurement-Period Adjustment In April 2015, the FASB issued ASU 2015-03, Interest — Imputation of Interest (Subtopic 835-30): Simplifying the Presentation of Debt Issuance Costs In August 2014, the FASB issued ASU 2014-15, Presentation of Financial Statements — Going Concern In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers |
Prepaid Expenses and Other Cu24
Prepaid Expenses and Other Current Assets (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Prepaid Expenses and Other Current Assets | Prepaid expenses and other current assets consisted of the following at September 30, 2015 and December 31, 2014: September 30, 2015 December 31, 2014 Deferred commission costs $ 8,951 $ 8,074 Prepaid taxes/taxes receivable 2,058 1,588 Prepaid software license fees and support 1,538 854 Prepaid insurance 700 1,021 Capitalized costs of in-vehicle devices owned by customers 126 360 Prepaid subscription service fees 111 21 Other 1,615 1,461 Total $ 15,099 $ 13,379 |
Property and Equipment (Tables)
Property and Equipment (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Property and Equipment | Property and equipment consisted of the following at September 30, 2015 and December 31, 2014: September 30, 2015 December 31, 2014 In-vehicle devices—installed (1) $ 125,487 $ 108,181 In-vehicle devices—uninstalled 6,958 5,541 Computer equipment 14,464 10,065 Internal-use software 10,515 7,815 Furniture and fixtures 2,822 1,981 Leasehold improvements 5,663 2,477 Total property and equipment 165,909 136,060 Less: Accumulated depreciation and amortization (1) (67,936 ) (56,326 ) Property and equipment, net $ 97,973 $ 79,734 (1) During the nine months ended September 30, 2015, the Company removed $8,890 of fully depreciated in-vehicle devices no longer in service. |
Business Combination (Tables)
Business Combination (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Business Acquisition, Purchase Price and Fair Values of Identifiable Assets Acquired and Liabilities Assumed | The following table summarizes the purchase price for Ornicar and the estimated fair values of the separately identifiable assets acquired and liabilities assumed as of February 19, 2015: Purchase consideration: Total purchase price, net of cash acquired $ 9,912 Cash acquired 722 Total purchase consideration $ 10,634 Assets acquired and liabilities assumed: Cash $ 722 Accounts receivable 297 Prepaid expenses and other current assets 423 Property and equipment 103 Other long-term assets 7 Identifiable intangible assets 1,914 Goodwill 8,628 Total assets acquired, inclusive of goodwill 12,094 Accounts payable, accrued expenses and other current liabilities (823 ) Deferred tax liabilities (637 ) Total liabilities assumed (1,460 ) Total $ 10,634 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Change in Carrying Amount of Goodwill | The change in the carrying amount of goodwill for the nine months ended September 30, 2015 was as follows (in thousands): Balance at January 1, 2015 $ 30,207 Acquisition of Ornicar 8,628 Balance at September 30, 2015 $ 38,835 |
Intangible Assets | Intangible assets consisted of the following as of September 30, 2015 and December 31, 2014, with gross and net amounts of foreign currency-denominated intangible assets reflected at September 30, 2015 and December 31, 2014 exchange rates, respectively: September 30, 2015 Gross Accumulated Carrying Customer relationships $ 12,757 $ (8,345 ) $ 4,412 Acquired developed technology 5,640 (3,652 ) 1,988 Trademarks 523 (410 ) 113 Patent 202 (87 ) 115 Total $ 19,122 $ (12,494 ) $ 6,628 December 31, 2014 Gross Accumulated Carrying Customer relationships $ 11,100 $ (7,471 ) $ 3,629 Acquired developed technology 5,506 (2,822 ) 2,684 Trademarks 400 (387 ) 13 Patent 219 (85 ) 134 Total $ 17,225 $ (10,765 ) $ 6,460 |
Expected Intangible Asset Amortization Expense | We currently expect to amortize the following remaining amounts of intangible assets held at September 30, 2015 in the fiscal periods as follows: Year ending December 31, Remaining 2015 $ 769 2016 2,294 2017 1,381 2018 990 2019 781 Thereafter 413 $ 6,628 |
Other Assets (Tables)
Other Assets (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Other Assets (Non-current) | Other assets (non-current) consisted of the following as of September 30, 2015 and December 31, 2014: September 30, December 31, Deferred commission costs $ 8,766 $ 7,423 Capitalized costs of in-vehicle devices owned by customers 871 2,037 Other 1,413 1,369 Total $ 11,050 $ 10,829 |
Accrued Expenses and Other Cu29
Accrued Expenses and Other Current Liabilities (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Accrued Expenses and Other Current Liabilities | Accrued expenses and other current liabilities consisted of the following as of September 30, 2015 and December 31, 2014: September 30, December 31, Accrued payroll and related expenses $ 12,481 $ 10,862 Accrued income taxes 7,304 1,869 Accrued professional fees 2,803 3,137 Capital lease obligations 1,830 771 Accrued marketing expense 1,149 934 Contingent consideration 1,121 — Accrued insurance expense 835 337 Other 5,932 6,397 Total $ 33,455 $ 24,307 |
Other Liabilities (Tables)
Other Liabilities (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Other Liabilities | Other liabilities (non-current) consisted of the following as of September 30, 2015 and December 31, 2014: September 30, December 31, Accrued rent and lease incentives $ 3,367 $ 1,371 Capital lease obligations 2,138 918 Contingent consideration 1,183 67 Deferred tax liabilities 638 — Total $ 7,326 $ 2,356 |
Share-Based Awards (Tables)
Share-Based Awards (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Stock Option Activity | Stock option activity during the nine months ended September 30, 2015 was as follows: Number of Weighted Outstanding at December 31, 2014 850,247 $ 5.76 Granted — $ — Exercised (389,889 ) $ 6.25 Forfeited and canceled — $ — Outstanding at September 30, 2015 460,358 $ 5.35 Vested and expected to vest at September 30, 2015 458,558 $ 5.33 Exercisable at September 30, 2015 411,381 $ 4.73 |
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 2015 2014 2015 2014 Cost of subscription revenue $ 328 $ 176 $ 887 $ 495 Sales and marketing 2,049 1,113 5,833 3,615 Research and development 893 519 2,354 1,384 General and administrative 3,400 1,482 7,936 4,223 Total $ 6,670 $ 3,290 $ 17,010 $ 9,717 |
Net Income per Share (Tables)
Net Income per Share (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Basic and Diluted Net Income (Loss) Per Share Attributable to Ordinary Shareholders | Basic and diluted net income per share attributable to ordinary shareholders was calculated as follows for the three and nine months ended September 30, 2015 and 2014: Three Months Ended Nine Months Ended 2015 2014 2015 2014 Basic net income per share: Numerator: Net income $ 8,816 $ 8,195 $ 25,962 $ 15,056 Denominator: Weighted average ordinary shares outstanding—basic 38,478,125 37,575,672 38,264,949 37,373,705 Net income per share—basic $ 0.23 $ 0.22 $ 0.68 $ 0.40 Diluted net income per share: Numerator: Net income $ 8,816 $ 8,195 $ 25,962 $ 15,056 Denominator: Weighted average ordinary shares outstanding—basic 38,478,125 37,575,672 38,264,949 37,373,705 Dilutive effect of ordinary share equivalents 982,723 956,937 860,300 1,050,850 Weighted average ordinary shares outstanding—diluted 39,460,848 38,532,609 39,125,249 38,424,555 Net income per share—diluted $ 0.22 $ 0.21 $ 0.66 $ 0.39 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
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, 2015 are as follows: Years Ending December 31, Operating Leases Capital Leases Total Remaining 2015 $ 2,741 $ 547 $ 3,288 2016 10,033 1,895 11,928 2017 9,114 1,421 10,535 2018 3,907 251 4,158 2019 2,709 — 2,709 Thereafter 4,415 — 4,415 Total $ 32,919 4,114 $ 37,033 Less amount representing interest (146 ) Present value of minimum lease payments $ 3,968 |
Summary of Significant Accoun34
Summary of Significant Accounting Policies - Additional Information (Detail) - USD ($) | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | Dec. 31, 2014 | |
Significant Accounting Policies [Line Items] | |||||
Other assets, fair value disclosure | $ 0 | $ 0 | $ 0 | ||
Other liabilities, fair value disclosure | 0 | 0 | 0 | ||
Capitalized/deferred costs, amortization | 639,000 | $ 896,000 | |||
Deferred Commissions | |||||
Significant Accounting Policies [Line Items] | |||||
Capitalized/deferred costs | 4,103,000 | $ 2,944,000 | 9,741,000 | 8,903,000 | |
Deferred Commissions | Sales and Marketing | |||||
Significant Accounting Policies [Line Items] | |||||
Capitalized/deferred costs, amortization | 2,465,000 | 2,150,000 | 7,412,000 | 5,910,000 | |
Deferred Commissions | Other Current Assets and Other Long-Term Assets | |||||
Significant Accounting Policies [Line Items] | |||||
Capitalized/deferred costs, net | 17,717,000 | 17,717,000 | 15,496,000 | ||
Capitalized In-Vehicle Device Costs | |||||
Significant Accounting Policies [Line Items] | |||||
Capitalized/deferred costs | 379,000 | 61,000 | 392,000 | 132,000 | |
Capitalized/deferred costs, net | 71,613,000 | 71,613,000 | 61,804,000 | ||
Capitalized In-Vehicle Device Costs | Cost Of Subscription Revenue | |||||
Significant Accounting Policies [Line Items] | |||||
Capitalized/deferred costs, amortization | 122,000 | $ 238,000 | 639,000 | $ 896,000 | |
Capitalized In-Vehicle Device Costs | Other Current Assets and Other Long-Term Assets | |||||
Significant Accounting Policies [Line Items] | |||||
Capitalized/deferred costs, net | 997,000 | 997,000 | $ 2,398,000 | ||
Ornicar | |||||
Significant Accounting Policies [Line Items] | |||||
Contingent consideration, liability | $ 2,242,000,000 | $ 2,242,000,000 | |||
Customer Relationships | Weighted Average | |||||
Significant Accounting Policies [Line Items] | |||||
Intangible asset, estimated useful life | 6 years |
Prepaid Expenses and Other Cu35
Prepaid Expenses and Other Current Assets (Detail) - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 |
Prepaid Expenses And Other Current Assets | ||
Deferred commission costs | $ 8,951 | $ 8,074 |
Prepaid taxes/taxes receivable | 2,058 | 1,588 |
Prepaid software license fees and support | 1,538 | 854 |
Prepaid insurance | 700 | 1,021 |
Capitalized costs of in-vehicle devices owned by customers | 126 | 360 |
Prepaid subscription service fees | 111 | 21 |
Other | 1,615 | 1,461 |
Total | $ 15,099 | $ 13,379 |
Property and Equipment (Detail)
Property and Equipment (Detail) - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 | |
Property, Plant and Equipment [Line Items] | |||
Computer equipment | $ 14,464 | $ 10,065 | |
Internal-use software | 10,515 | 7,815 | |
Furniture and fixtures | 2,822 | 1,981 | |
Leasehold improvements | 5,663 | 2,477 | |
Total property and equipment | 165,909 | 136,060 | |
Less: Accumulated depreciation and amortization | [1] | (67,936) | (56,326) |
Property and equipment, net | 97,973 | 79,734 | |
In-vehicle devices-installed | |||
Property, Plant and Equipment [Line Items] | |||
In-vehicle | [1] | 125,487 | 108,181 |
In-vehicle devices-uninstalled | |||
Property, Plant and Equipment [Line Items] | |||
In-vehicle | $ 6,958 | $ 5,541 | |
[1] | During the nine months ended September 30, 2015, the Company removed $8,890 of fully depreciated in-vehicle devices no longer in service. |
Property and Equipment (Parenth
Property and Equipment (Parenthetical) (Detail) $ in Thousands | 9 Months Ended |
Sep. 30, 2015USD ($) | |
In-vehicle devices-installed | |
Property, Plant and Equipment [Line Items] | |
Depreciation of property and equipment | $ 8,890 |
Property and Equipment - Additi
Property and Equipment - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | Dec. 31, 2014 | |
Property, Plant and Equipment [Line Items] | |||||
Depreciation and amortization of property and equipment | $ 7,387 | $ 5,835 | $ 20,520 | $ 15,951 | |
Depreciation and amortization expense, recorded in cost of subscription revenue | 6,470 | 5,298 | 18,350 | 14,469 | |
Carrying value of installed in-vehicle devices, net of accumulated depreciation | 71,613 | 71,613 | $ 61,804 | ||
Capitalized costs, associated with development of internal-use software | 3,222 | 2,491 | |||
Amortization expense of the internal-use software | 662 | 327 | 1,613 | 778 | |
Carrying value of capitalized internal-use software | 6,502 | 6,502 | 5,325 | ||
Gross amount of assets under capital leases | 6,517 | 6,517 | 3,327 | ||
Assets under capital leases, accumulated amortization | 2,158 | 2,158 | $ 1,459 | ||
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 | $ 1,005 | $ 537 | $ 2,224 | $ 1,315 |
Business Combination - Addition
Business Combination - Additional Information (Detail) - USD ($) $ in Thousands | Feb. 19, 2015 | Sep. 30, 2015 | Dec. 31, 2014 |
Business Acquisition [Line Items] | |||
Goodwill | $ 38,835 | $ 30,207 | |
Ornicar | |||
Business Acquisition [Line Items] | |||
Total purchase consideration | $ 10,634 | ||
Cash paid to acquire business | 8,395 | ||
Contingent consideration incurred | 2,239 | ||
Goodwill | 8,628 | ||
Identifiable intangible assets | $ 1,914 | ||
Ornicar | Minimum | |||
Business Acquisition [Line Items] | |||
Acquired intangible assets, useful life | 3 years | ||
Ornicar | Maximum | |||
Business Acquisition [Line Items] | |||
Acquired intangible assets, useful life | 8 years |
Business Acquisition, Purchase
Business Acquisition, Purchase Price and Fair Values of Identifiable Assets Acquired and Liabilities Assumed (Detail) - USD ($) $ in Thousands | Feb. 19, 2015 | Sep. 30, 2015 | Sep. 30, 2014 | Dec. 31, 2014 |
Purchase consideration: | ||||
Total purchase price, net of cash acquired | $ 7,673 | $ 2,274 | ||
Assets acquired and liabilities assumed: | ||||
Goodwill | $ 38,835 | $ 30,207 | ||
Ornicar | ||||
Purchase consideration: | ||||
Total purchase price, net of cash acquired | $ 9,912 | |||
Cash acquired | 722 | |||
Total purchase consideration | 10,634 | |||
Assets acquired and liabilities assumed: | ||||
Cash | 722 | |||
Accounts receivable | 297 | |||
Prepaid expenses and other current assets | 423 | |||
Property and equipment | 103 | |||
Other long-term assets | 7 | |||
Identifiable intangible assets | 1,914 | |||
Goodwill | 8,628 | |||
Total assets acquired, inclusive of goodwill | 12,094 | |||
Accounts payable, accrued expenses and other current liabilities | (823) | |||
Deferred tax liabilities | (637) | |||
Total liabilities assumed | (1,460) | |||
Total | $ 10,634 |
Goodwill and Intangible Asset41
Goodwill and Intangible Assets - Additional Information (Detail) - USD ($) | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | Dec. 31, 2014 | |
Goodwill and Intangible Assets Disclosure [Line Items] | |||||
Goodwill | $ 38,835,000 | $ 38,835,000 | $ 30,207,000 | ||
Impairment of goodwill | 0 | $ 0 | |||
Amortization of intangible assets | 615,000 | $ 681,000 | 1,814,000 | $ 1,902,000 | |
Amortization expense included in cost of subscription revenue | 309,000 | 345,000 | 917,000 | 894,000 | |
Sales and Marketing | |||||
Goodwill and Intangible Assets Disclosure [Line Items] | |||||
Amortization of intangible assets | $ 306,000 | $ 336,000 | $ 897,000 | $ 1,008,000 |
Changes in Carrying Amount of G
Changes in Carrying Amount of Goodwill (Detail) $ in Thousands | 9 Months Ended |
Sep. 30, 2015USD ($) | |
Goodwill [Line Items] | |
Beginning balance | $ 30,207 |
Ending balance | 38,835 |
Ornicar | |
Goodwill [Line Items] | |
Acquisition of Ornicar | $ 8,628 |
Intangible Assets (Detail)
Intangible Assets (Detail) - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 |
Finite-Lived Intangible Assets [Line Items] | ||
Gross Amount | $ 19,122 | $ 17,225 |
Accumulated Amortization | (12,494) | (10,765) |
Carrying Value | 6,628 | 6,460 |
Customer Relationships | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Amount | 12,757 | 11,100 |
Accumulated Amortization | (8,345) | (7,471) |
Carrying Value | 4,412 | 3,629 |
Acquired Developed Technology | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Amount | 5,640 | 5,506 |
Accumulated Amortization | (3,652) | (2,822) |
Carrying Value | 1,988 | 2,684 |
Trademarks | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Amount | 523 | 400 |
Accumulated Amortization | (410) | (387) |
Carrying Value | 113 | 13 |
Patents | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Amount | 202 | 219 |
Accumulated Amortization | (87) | (85) |
Carrying Value | $ 115 | $ 134 |
Estimated Future Amortization E
Estimated Future Amortization Expense of Intangible Assets (Detail) - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 |
Finite Lived Intangible Assets Future Amortization Expense [Line Items] | ||
Remaining 2,015 | $ 769 | |
2,016 | 2,294 | |
2,017 | 1,381 | |
2,018 | 990 | |
2,019 | 781 | |
Thereafter | 413 | |
Carrying Value | $ 6,628 | $ 6,460 |
Other Assets (Non-Current) (Det
Other Assets (Non-Current) (Detail) - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 |
Other Assets, Noncurrent | ||
Deferred commission costs | $ 8,766 | $ 7,423 |
Capitalized costs of in-vehicle devices owned by customers | 871 | 2,037 |
Other | 1,413 | 1,369 |
Total | $ 11,050 | $ 10,829 |
Accrued Expenses and Other Cu46
Accrued Expenses and Other Current Liabilities (Detail) - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 |
Accrued Expenses and Other Current Liabilities [Line Items] | ||
Accrued payroll and related expenses | $ 12,481 | $ 10,862 |
Accrued income taxes | 7,304 | 1,869 |
Accrued professional fees | 2,803 | 3,137 |
Capital lease obligations | 1,830 | 771 |
Accrued marketing expense | 1,149 | 934 |
Contingent consideration | 1,121 | |
Accrued insurance expense | 835 | 337 |
Other | 5,932 | 6,397 |
Total | $ 33,455 | $ 24,307 |
Other Liabilities (Non-Current)
Other Liabilities (Non-Current) (Detail) - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 |
Schedule Of Other Liabilities Noncurrent [Line Items] | ||
Accrued rent and lease incentives | $ 3,367 | $ 1,371 |
Capital lease obligations | 2,138 | 918 |
Contingent consideration | 1,183 | 67 |
Deferred tax liabilities | 638 | |
Total | $ 7,326 | $ 2,356 |
Long-term Debt - Additional Inf
Long-term Debt - Additional Information (Detail) - USD ($) | Jan. 21, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Sep. 30, 2015 |
Debt Instrument [Line Items] | ||||
Credit facility, outstanding borrowing capacity | $ 23,750,000 | $ 23,750,000 | $ 23,750,000 | |
Multi-currency revolving credit facility term | 5 years | |||
Letters of credit | $ 5,000,000 | |||
Swing line loans | $ 10,000,000 | |||
Loss on extinguishment of debt | (107,000) | |||
Interest rate description | Loans made under the Credit Facility bear interest at either (1) a rate per annum equal to the highest of the Administrative Agent's prime rate, or 0.5% in excess of the Federal Funds Effective Rate or 2.0% in excess of one-month LIBOR (the "Base Rate"), plus an applicable margin, or (2) the one-, two-, three-, or six-month per annum LIBOR for deposits in U.S. dollars, plus an applicable margin. | |||
Percentage of federal funds effective rate | 0.50% | |||
Long-term debt, discount | $ 708,000 | 760,000 | 760,000 | |
Additional fees related to the debt | $ 159,000 | |||
Amortization of unamortized debt discount | 44,000 | 107,000 | ||
Capitalized deferred financing costs | 501,000 | 431,000 | 431,000 | |
Capitalized deferred financing costs, current | 99,000 | 99,000 | ||
Capitalized deferred financing costs, noncurrent | 332,000 | 332,000 | ||
Deferred financing cost, amortization | 25,000 | $ 70,000 | ||
Credit facility, repaid and borrowed | $ 23,750,000 | |||
Credit facility, interest rate | 1.83% | |||
Accordion Feature | ||||
Debt Instrument [Line Items] | ||||
Revolving credit facility maximum borrowing capacity | $ 200,000,000 | |||
Minimum | ||||
Debt Instrument [Line Items] | ||||
Commitment fees percentage | 0.20% | |||
Maximum | ||||
Debt Instrument [Line Items] | ||||
Credit facility, outstanding borrowing capacity | $ 125,000,000 | |||
Commitment fees percentage | 0.30% | |||
One Month London Inter bank Offered Rate | ||||
Debt Instrument [Line Items] | ||||
Credit facility, basis spread on variable rate | 2.00% | |||
Base Rate | Minimum | ||||
Debt Instrument [Line Items] | ||||
Leverage ratio | 0.50% | |||
Base Rate | Maximum | ||||
Debt Instrument [Line Items] | ||||
Leverage ratio | 1.25% | |||
London Interbank Offered Rate (LIBOR) | Minimum | ||||
Debt Instrument [Line Items] | ||||
Leverage ratio | 1.50% | |||
London Interbank Offered Rate (LIBOR) | Maximum | ||||
Debt Instrument [Line Items] | ||||
Leverage ratio | 2.25% |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Income Taxes [Line Items] | ||||
Effective income tax rate | (4.40%) | 28.50% | 7.90% | 29.70% |
Pre-tax income | $ 8,443 | $ 11,455 | $ 28,203 | $ 21,403 |
Ireland statutory corporate income tax rate | 12.50% | 12.50% | 12.50% | 12.50% |
Change in unrecognized tax benefits that is reasonably possible within the next 12 months | $ 133 | $ 133 |
Share-Based Awards - Additional
Share-Based Awards - Additional Information (Detail) | Aug. 19, 2013shares | Feb. 28, 2015shares | Feb. 28, 2014shares | Sep. 30, 2011 | Sep. 30, 2015$ / sharesshares | Sep. 30, 2015USD ($)$ / sharesshares | Dec. 31, 2012Eventshares |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Weighted average grant-date fair value of awards granted | $ / shares | $ 48.24 | $ 40.93 | |||||
Restricted Stock Units (RSUs) | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Requisite service period for service-based awards | 4 years | 4 years | |||||
Service-based stock, granted | 118,223 | 927,639 | |||||
Performance Based Restricted Stock Units | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Service-based stock, granted | 353,167 | ||||||
2011 Stock Option and Incentive Plan | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Ordinary shares, reserved for issuance | 1,883,334 | 5,444,910 | 3,644,784 | ||||
Ordinary shares, increase in number of shares reserved for issuance | 1,800,126 | 1,761,450 | |||||
Maximum percentage of outstanding stock by which shares reserved for issuance may increase in accordance with the plan | 4.75% | 4.75% | 4.75% | ||||
Requisite service period for service-based awards | 4 years | ||||||
2011 Stock Option and Incentive Plan | Maximum | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Options granted, maximum term | 7 years | ||||||
2012 Employee Share Purchase Plan | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
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 | Event | 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% | 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 | $ | $ 25,000 |
Stock Option Activity (Detail)
Stock Option Activity (Detail) - Stock Options | 9 Months Ended |
Sep. 30, 2015$ / sharesshares | |
Number of Shares | |
Outstanding at beginning of period | shares | 850,247 |
Granted | shares | 0 |
Exercised | shares | (389,889) |
Forfeited and canceled | shares | 0 |
Outstanding at end of period | shares | 460,358 |
Vested and expected to vest at end of period | shares | 458,558 |
Exercisable at end of period | shares | 411,381 |
Weighted-Average Exercise Price per Share | |
Outstanding at beginning of period | $ 5.76 |
Granted | 0 |
Exercised | 6.25 |
Forfeited and canceled | 0 |
Outstanding at end of period | 5.35 |
Vested and expected to vest at end of period | 5.33 |
Exercisable at end of period | $ 4.73 |
Share-based Compensation Expens
Share-based Compensation Expense from All Awards (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Share-based compensation expense | $ 6,670 | $ 3,290 | $ 17,010 | $ 9,717 |
Cost Of Subscription Revenue | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Share-based compensation expense | 328 | 176 | 887 | 495 |
Sales and Marketing | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Share-based compensation expense | 2,049 | 1,113 | 5,833 | 3,615 |
Research And Development | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Share-based compensation expense | 893 | 519 | 2,354 | 1,384 |
General and Administrative | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Share-based compensation expense | $ 3,400 | $ 1,482 | $ 7,936 | $ 4,223 |
Basic and Diluted Net Income (L
Basic and Diluted Net Income (Loss) Per Share (Detail) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Basic net income per share: | ||||
Net income | $ 8,816 | $ 8,195 | $ 25,962 | $ 15,056 |
Weighted average ordinary shares outstanding-basic | 38,478,125 | 37,575,672 | 38,264,949 | 37,373,705 |
Net income per share-basic | $ 0.23 | $ 0.22 | $ 0.68 | $ 0.40 |
Diluted net income per share: | ||||
Net income | $ 8,816 | $ 8,195 | $ 25,962 | $ 15,056 |
Weighted average ordinary shares outstanding-basic | 38,478,125 | 37,575,672 | 38,264,949 | 37,373,705 |
Dilutive effect of ordinary share equivalents | 982,723 | 956,937 | 860,300 | 1,050,850 |
Weighted average ordinary shares outstanding-diluted | 39,460,848 | 38,532,609 | 39,125,249 | 38,424,555 |
Net income per share-diluted | $ 0.22 | $ 0.21 | $ 0.66 | $ 0.39 |
Future Minimum Lease Payments U
Future Minimum Lease Payments Under Non-cancelable Operating and Capital Leases (Detail) $ in Thousands | Sep. 30, 2015USD ($) |
Operating Leases | |
Remaining 2,015 | $ 2,741 |
2,016 | 10,033 |
2,017 | 9,114 |
2,018 | 3,907 |
2,019 | 2,709 |
Thereafter | 4,415 |
Total | 32,919 |
Capital Leases | |
Remaining 2,015 | 547 |
2,016 | 1,895 |
2,017 | 1,421 |
2,018 | 251 |
2,019 | 0 |
Thereafter | 0 |
Total | 4,114 |
Less amount representing interest | (146) |
Present value of minimum lease payments | 3,968 |
Total | |
Remaining 2,015 | 3,288 |
2,016 | 11,928 |
2,017 | 10,535 |
2,018 | 4,158 |
2,019 | 2,709 |
Thereafter | 4,415 |
Total | $ 37,033 |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Detail) $ in Thousands | Sep. 30, 2015USD ($) |
Commitment And Contingencies [Line Items] | |
Future minimum payments under non-cancelable data center agreements, Total | $ 3,937 |
Future minimum payments under non-cancelable data center agreements, due in 2015 | 459 |
Future minimum payments under non-cancelable data center agreements, due in 2016 | 1,838 |
Future minimum payments under non-cancelable data center agreements, due in 2017 | 1,574 |
Future minimum payments under non-cancelable data center agreements, due in 2018 | 66 |
Purchase commitments | 6,108 |
Purchase commitments payable on 2015 | 948 |
Purchase commitments payable on 2016 | 2,805 |
Purchase commitments payable on 2017 | $ 2,355 |