Document and Entity Information
Document and Entity Information - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2015 | Jan. 31, 2016 | Jun. 30, 2015 | |
Document Information [Line Items] | |||
Document Type | 10-K | ||
Amendment Flag | false | ||
Document Period End Date | Dec. 31, 2015 | ||
Document Fiscal Year Focus | 2,015 | ||
Document Fiscal Period Focus | FY | ||
Trading Symbol | FLTX | ||
Entity Registrant Name | FLEETMATICS GROUP PLC | ||
Entity Central Index Key | 1,526,160 | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Current Reporting Status | Yes | ||
Entity Voluntary Filers | No | ||
Entity Filer Category | Large Accelerated Filer | ||
Entity Common Stock, Shares Outstanding | 38,689,164 | ||
Entity Public Float | $ 1,790 |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 | |
Current assets: | |||
Cash | $ 177,083 | $ 175,400 | |
Restricted cash | 135 | ||
Accounts receivable, net of allowances of $2,233 and $2,200 at December 31, 2015 and 2014, respectively | 20,971 | 16,876 | |
Deferred tax assets | 7,458 | ||
Prepaid expenses and other current assets | 14,430 | 13,379 | |
Total current assets | 212,619 | 213,113 | |
Property and equipment, net | [1] | 104,506 | 79,734 |
Goodwill | 54,178 | 30,207 | |
Intangible assets, net | 14,889 | 6,460 | |
Deferred tax assets, net | 6,573 | 6,353 | |
Other assets | 9,630 | 10,829 | |
Total assets | 402,395 | 346,696 | |
Current liabilities: | |||
Accounts payable | 7,853 | 8,001 | |
Accrued expenses and other current liabilities | 24,447 | 24,307 | |
Deferred revenue | 22,339 | 22,592 | |
Total current liabilities | 54,639 | 54,900 | |
Deferred revenue | 7,951 | 10,241 | |
Accrued income taxes | 3,739 | 3,164 | |
Long-term debt, net of discount of $717 at December 31, 2015 | 23,033 | 23,750 | |
Other liabilities | 10,856 | 2,356 | |
Total liabilities | $ 100,218 | $ 94,411 | |
Commitments and contingencies (Note 16) | |||
Shareholders' equity: | |||
Common shares, value | $ 739 | $ 725 | |
Additional paid-in capital | 320,670 | 302,881 | |
Accumulated other comprehensive loss | (7,673) | (970) | |
Accumulated deficit | (11,559) | (50,351) | |
Total shareholders' equity | 302,177 | 252,285 | |
Total liabilities and shareholders' equity | $ 402,395 | $ 346,696 | |
[1] | Long-lived tangible assets consist of property and equipment based on the country in which the assets are located and are reported at carrying value. |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) $ in Thousands | Dec. 31, 2015USD ($)shares | Dec. 31, 2014USD ($)shares |
Allowance for Doubtful Accounts Receivable | $ | $ 2,233 | $ 2,200 |
Long-term debt, discount | $ | $ 717 | |
Common shares, shares authorized | 66,666,663 | 66,666,663 |
Common shares, shares issued | 38,686,288 | 37,875,815 |
Common shares, shares outstanding | 38,686,288 | 37,875,815 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | ||
Subscription revenue | [1] | $ 284,761 | $ 231,581 | $ 177,350 |
Cost of subscription revenue | 73,061 | 57,505 | 43,858 | |
Gross profit | 211,700 | 174,076 | 133,492 | |
Operating expenses: | ||||
Sales and marketing | 96,908 | 78,885 | 56,589 | |
Research and development | 21,440 | 17,090 | 11,036 | |
General and administrative | 53,966 | 42,765 | 36,375 | |
Total operating expenses | 172,314 | 138,740 | 104,000 | |
Income from operations | 39,386 | 35,336 | 29,492 | |
Interest income (expense), net | (897) | (704) | (1,999) | |
Foreign currency transaction gain (loss), net | 3,538 | 832 | (1,139) | |
Loss on extinguishment of debt | (107) | |||
Other income (expense), net | (41) | (1) | ||
Income before income taxes | 41,879 | 35,463 | 26,354 | |
Provision for (benefit from) income taxes | 3,087 | 7,988 | (4,103) | |
Net income | $ 38,792 | $ 27,475 | $ 30,457 | |
Net income per share: | ||||
Basic | $ 1.01 | $ 0.73 | $ 0.85 | |
Diluted | $ 0.99 | $ 0.71 | $ 0.82 | |
Weighted average ordinary shares outstanding: | ||||
Basic | 38,358,072 | 37,473,442 | 35,722,300 | |
Diluted | 39,328,127 | 38,551,860 | 37,139,839 | |
[1] | Subscription revenue represents sales to external customers based on the location of the customer. |
CONSOLIDATED STATEMENTS OF SHAR
CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY - USD ($) $ in Thousands | Total | Ordinary Shares | Deferred Shares | Additional Paid-In Capital | Accumulated Other Comprehensive Income (loss) | Accumulated Deficit |
Balances (in shares) at Dec. 31, 2012 | 34,584,868 | 2,230,334 | ||||
Balances at Dec. 31, 2012 | $ 121,022 | $ 660 | $ 29 | $ 227,990 | $ 626 | $ (108,283) |
Share-based compensation | 7,470 | 7,470 | ||||
Exercises of stock options for ordinary shares | 5,517 | $ 29 | 5,488 | |||
Exercises of stock options for ordinary shares (in shares) | 1,424,273 | |||||
Excess tax benefits from share-based awards | 3,813 | 3,813 | ||||
Issuance of ordinary shares in secondary public offering, net of offering costs | 32,060 | $ 20 | 32,040 | |||
Issuance of ordinary shares in secondary public offering, net of offering costs (in shares) | 1,000,000 | |||||
Issuance of ordinary shares under employee stock purchase plan | 283 | 283 | ||||
Issuance of ordinary shares under employee stock purchase plan (in shares) | 14,640 | |||||
Foreign currency translation adjustments, net of tax | 1,186 | 1,186 | ||||
Net income | 30,457 | 30,457 | ||||
Balances (in shares) at Dec. 31, 2013 | 37,023,781 | 2,230,334 | ||||
Balances at Dec. 31, 2013 | 201,808 | $ 709 | $ 29 | 277,084 | 1,812 | (77,826) |
Share-based compensation | 13,207 | 13,207 | ||||
Exercises of stock options for ordinary shares | 2,844 | $ 12 | 2,832 | |||
Exercises of stock options for ordinary shares (in shares) | 608,620 | |||||
Issuance of ordinary shares for settlement of restricted stock units | $ 6 | (6) | ||||
Issuance of ordinary shares for settlement of restricted stock units (in shares) | 332,502 | |||||
Shares withheld related to net settlement of restricted stock units | (4,189) | $ (2) | (4,187) | |||
Shares withheld related to net settlement of restricted stock units (in shares) | (125,534) | |||||
Excess tax benefits from share-based awards | 12,973 | 12,973 | ||||
Issuance of ordinary shares under employee stock purchase plan | 949 | 949 | ||||
Issuance of ordinary shares under employee stock purchase plan (in shares) | 36,446 | |||||
Cancellation of deferred shares | $ (29) | 29 | ||||
Cancellation of deferred shares (in shares) | (2,230,334) | |||||
Foreign currency translation adjustments, net of tax | (2,782) | (2,782) | ||||
Net income | 27,475 | 27,475 | ||||
Balances (in shares) at Dec. 31, 2014 | 37,875,815 | |||||
Balances at Dec. 31, 2014 | 252,285 | $ 725 | 302,881 | (970) | (50,351) | |
Share-based compensation | 24,513 | 24,513 | ||||
Exercises of stock options for ordinary shares | 2,880 | $ 8 | 2,872 | |||
Exercises of stock options for ordinary shares (in shares) | 484,391 | |||||
Issuance of ordinary shares for settlement of restricted stock units | $ 8 | (8) | ||||
Issuance of ordinary shares for settlement of restricted stock units (in shares) | 466,006 | |||||
Shares withheld related to net settlement of restricted stock units | (8,030) | $ (2) | (8,028) | |||
Shares withheld related to net settlement of restricted stock units (in shares) | (178,293) | |||||
Excess tax benefits from share-based awards | (2,917) | (2,917) | ||||
Issuance of ordinary shares under employee stock purchase plan | 1,357 | 1,357 | ||||
Issuance of ordinary shares under employee stock purchase plan (in shares) | 38,369 | |||||
Foreign currency translation adjustments, net of tax | (6,703) | (6,703) | ||||
Net income | 38,792 | 38,792 | ||||
Balances (in shares) at Dec. 31, 2015 | 38,686,288 | |||||
Balances at Dec. 31, 2015 | $ 302,177 | $ 739 | $ 320,670 | $ (7,673) | $ (11,559) |
CONSOLIDATED STATEMENTS OF SHA6
CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY (Parenthetical) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Foreign currency translation adjustments, tax | $ 0 | $ 0 | $ 0 |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Net income | $ 38,792 | $ 27,475 | $ 30,457 |
Other comprehensive income (loss): | |||
Foreign currency translation adjustment, net of tax of $0 | (6,703) | (2,782) | 1,186 |
Total other comprehensive income (loss) | (6,703) | (2,782) | 1,186 |
Comprehensive income | $ 32,089 | $ 24,693 | $ 31,643 |
CONSOLIDATED STATEMENTS OF COM8
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (Parenthetical) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Foreign currency translation adjustments, tax | $ 0 | $ 0 | $ 0 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Cash flows from operating activities: | |||
Net income | $ 38,792 | $ 27,475 | $ 30,457 |
Adjustments to reconcile net income to net cash provided by operating activities: | |||
Depreciation and amortization of property and equipment | 28,258 | 21,492 | 12,994 |
Amortization of capitalized in-vehicle devices owned by customers | 682 | 1,123 | 960 |
Amortization of intangible assets | 2,672 | 2,562 | 2,290 |
Amortization of deferred commissions, other deferred costs and debt discount | 10,438 | 8,233 | 6,961 |
Provision for (benefit from) deferred tax assets | 7,079 | (8,938) | 866 |
Provision for accounts receivable allowances | 4,362 | 2,413 | 1,601 |
Unrealized foreign currency transaction (gain) loss | (5,401) | (931) | 1,085 |
Loss on disposal of property and equipment and other assets | 2,987 | 1,740 | 3,086 |
Share-based compensation | 24,513 | 13,207 | 7,470 |
Adjustment to contingent consideration | 276 | ||
Change in excess tax benefits from share-based awards | 2,917 | (12,973) | (3,813) |
Loss on extinguishment of debt | 107 | ||
Changes in operating assets and liabilities, net of effects of acquisition: | |||
Accounts receivable | (7,403) | 895 | (12,955) |
Prepaid expenses and other current and long-term assets | (10,848) | 3,758 | (11,526) |
Accounts payable, accrued expenses and other current liabilities | (5,460) | 7,918 | 10,726 |
Accrued income taxes | 588 | 1,075 | (12,465) |
Deferred revenue | (3,016) | 2,694 | 4,174 |
Net cash provided by (used in) operating activities | 91,543 | 71,743 | 41,911 |
Cash flows from investing activities: | |||
Purchases of property and equipment | (41,565) | (37,080) | (34,173) |
Capitalization of internal-use software costs | (4,744) | (3,777) | (2,225) |
Proceeds from sale of property and equipment | 41 | ||
Payments for businesses acquired, net of cash acquired | (31,727) | (2,274) | (6,786) |
Net (increase) decrease in restricted cash | (149) | 64 | |
Net cash used in investing activities | (78,185) | (43,026) | (43,184) |
Cash flows from financing activities: | |||
Payments of Term Loan | (938) | ||
Proceeds from exercise of stock options | 2,880 | 2,844 | 5,517 |
Taxes paid related to net share settlement of equity awards | (7,808) | (4,108) | |
Payments of borrowings under Revolving Credit Facility | (23,750) | ||
Payments of borrowings under Credit Facility | (23,750) | ||
Proceeds from borrowings under Credit Facility | 46,132 | ||
Proceeds from public offering, net of offering costs | 32,060 | ||
Change in excess tax benefits from share-based awards | (2,917) | 12,973 | 3,813 |
Payments of previously accrued initial public offering costs | (1,355) | ||
Payments of capital lease obligations | (1,500) | (833) | (437) |
Payments of notes payable | (399) | (620) | |
Net cash provided by (used in) financing activities | (11,112) | 10,256 | 38,660 |
Effect of exchange rate changes on cash | (563) | (744) | (303) |
Net increase in cash | 1,683 | 38,229 | 37,084 |
Cash, beginning of period | 175,400 | 137,171 | 100,087 |
Cash, end of period | 177,083 | 175,400 | 137,171 |
Supplemental disclosure of cash flow information: | |||
Cash paid for interest | 1,022 | 654 | 1,262 |
Cash paid (refunds received) for income taxes | (398) | 1,375 | 4,555 |
Supplemental disclosure of non-cash financing and investing activities: | |||
Acquisition of property and equipment and software through capital leases and notes payable | 3,758 | 3,092 | 427 |
Additions to property and equipment included in accounts payable and accrued expenses at the balance sheet dates | 1,264 | 1,694 | 1,416 |
Leasehold improvements financed by landlord through lease incentives | 2,258 | ||
Issuance of ordinary shares under employee share purchase plan | $ 1,357 | $ 949 | $ 283 |
Nature of the Business
Nature of the Business | 12 Months Ended |
Dec. 31, 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 for service-based businesses of all sizes 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. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 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 generally accepted accounting principles (“GAAP”) accepted in the United States of America and include the accounts of the Company and its wholly owned subsidiaries after elimination of all 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. Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements, the disclosure of contingencies at the date of the financial statements, and the reported amounts of revenues and expenses during the reporting period. Significant estimates and assumptions reflected in these financial statements include, but are not limited to, the estimated average customer relationship period that is used for recognizing the deferred revenue of up-front fees and for amortizing the related deferred costs of in-vehicle devices, the valuation of accounts receivable reserves and share-based awards, the assessment of amounts qualifying for capitalization as internal-use software, the valuation of assets and liabilities acquired in business combinations, the useful lives of intangible assets and property and equipment, and the accounting for income taxes, including uncertain tax positions and the valuation of net deferred tax assets. Estimates are periodically reviewed in light of changes in circumstances, facts and experience. Actual results could differ materially from the Company’s estimates. 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. The Company did not have any financial assets and liabilities as of December 31, 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. The Company did not have any financial assets and liabilities as of December 31, 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. The Company has a contingent consideration liability assumed as a result of the Ornicar acquisition of $2,460 as of December 31, 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. In the fourth quarter of 2015, the contingent consideration liability increased by $0.3 million, as the estimated liability was revised based on expected results compared to actual performance criteria. The $0.3 million of contingent consideration expense is included in our general and administrative expense for the year ended December 31, 2015. 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 December 31, 2015 and 2014, the Company had no other assets or liabilities that would be classified under this fair value hierarchy. The fair value of the Company’s long-term debt related to the Credit Facility approximates its carrying value due to its variable interest rate, which approximates a market interest rate. Restricted Cash As of December 31, 2015, $135 is classified as restricted cash in the consolidated balance sheet. This restricted cash relates to a deposit in accordance with one of our operating leases. The Company is a party to various credit card and merchant services agreements under which it had pledged a continuing security interest in related deposit accounts in order to secure payment and performance of its obligations under the agreements. These restrictions may be lifted by the Company at will by canceling the agreements or reducing the lines of credit under these agreements. As of December 31, 2013, $64 had been classified as restricted cash in the consolidated balance sheet related to these arrangements. In 2014, the Company discontinued the use of certain company issued credit cards, which eliminated the requirement of the $64 restricted cash balance. Accounts Receivable and Allowance for Doubtful Accounts Accounts receivable are carried at their original invoice amounts less an allowance for doubtful collections based on estimated losses resulting from the inability or unwillingness of customers to make required payments. The allowance is estimated at each reporting period based upon historical loss patterns, the number of days that billings are past due and an evaluation of the potential risk of loss associated with specific delinquent accounts. The Company also considers any changes to the financial condition of its customers and any other external market factors that could impact the collectability of its receivables in the determination of its allowance for doubtful accounts. Concentration of Credit Risk and of Significant Customers Financial instruments that potentially expose the Company to concentrations of credit risk consist primarily of cash and trade accounts receivable. Although the Company maintains its cash balances with accredited financial institutions, the Company had substantially all cash balances at financial institutions without or in excess of federally insured limits at December 31, 2015 and 2014. The Company does not believe it is subject to unusual credit risk beyond the normal credit risk associated with commercial banking relationships. No individual customer accounted for more than 10% of total subscription revenue for the years ended December 31, 2015, 2014, and 2013, and no individual customer accounted for more than 10% of net accounts receivable at December 31, 2015, 2014, and 2013. Property and Equipment Property and equipment are stated at cost less accumulated depreciation or amortization. Depreciation and amortization is recognized using the straight-line method over the following estimated useful lives: In-vehicle devices—installed 4–6 years Computer equipment 3 years Internal-use software 3 years Furniture and fixtures 4–6 years Building 40 years Leasehold improvements Shorter of life of lease or For in-vehicle devices of which the Company retains ownership after they are installed in a customer’s fleet, the cost of the in-vehicle devices (including installation and shipping costs) is capitalized as property and equipment. The Company depreciates these costs over the minimum estimated useful life of the devices or over the estimated average customer relationship period, which are both currently six years, beginning upon completion of installation. Related depreciation expense is recorded in cost of subscription revenue. 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. Before installation in a customer’s fleet, in-vehicle devices of which the Company retains ownership are recorded within property and equipment (referred to as In-vehicle devices—uninstalled), but are not depreciated. Furthermore, due to the decommissioning of one of our primary network wireless providers’ 2G network, during 2014 we began capitalizing the cost of the replacement units in accordance with the capitalization for in-vehicle device costs accounting policy previously disclosed. Any remaining net book value of the replaced 2G units will be fully depreciated at the time of replacement with the 3G units. We expect to have the customer migration completed by the end of 2016. At each reporting period, the Company tests in-vehicle devices—installed for realizability through a review of customer accounts to identify (i) any significant changes in the financial condition of its customers, (ii) any customers who are past due on subscription payments owed and could become a credit risk, and (iii) any customers whose contract will be expiring without a follow-on renewal prior to the end of the estimated useful life of the in-vehicle device. If an impairment of the value of the in-vehicle device is identified, the carrying value of the in-vehicle device is depreciated in full, with expense immediately recorded as cost of subscription revenue. Amortization of leasehold improvements is computed on a straight-line basis over the shorter of the lease term or the estimated useful lives of the improvements. Assets held under capital leases are stated at the lesser of the present value of future minimum lease payments or the fair value of the leased asset at the inception of the lease. Amortization of assets under capital leases is computed using the straight-line method over the shorter of the estimate useful life of the asset or the period of the related lease. The cost of expenditures for maintenance and repairs of assets is charged to expense as incurred. Upon retirement or sale, the cost and related accumulated depreciation or amortization of assets disposed of are removed from the accounts and any resulting gain or loss is credited or charged to the consolidated statements of operations. Land is stated at cost and is not depreciated. Internal-Use Software Research and development costs are expensed as incurred, except for certain costs which are capitalized in connection with the development of its internal-use software and website. These capitalized costs are primarily related to the application software that is hosted by the Company and accessed by its customers through the Company’s website. In addition, the Company capitalizes certain general and administrative costs related to the customization and development of our internal business systems. Costs incurred in the preliminary stages of development are expensed as incurred. Once an application has reached the development stage, internal and external costs, if direct and incremental, are capitalized until the software is substantially complete and ready for its intended use. Capitalization ceases upon completion of all substantial testing performed to ensure the product is ready for its intended use. The Company also capitalizes costs related to specific upgrades and enhancements of internal-use software when it is probable that the expenditures will result in additional functionality. Maintenance and training costs are expensed as incurred. Capitalized internal-use software costs are recorded as part of property and equipment and are amortized on a straight-line basis over an estimated useful life of three years. Business Combinations In an acquisition of a business, the Company recognizes separately from goodwill the fair value of assets acquired and the liabilities assumed. Goodwill as of the acquisition date is measured as the excess of consideration transferred over the net of the acquisition-date fair values of the assets acquired and liabilities assumed. Transaction costs related to business combinations are expensed as incurred. In addition, uncertain tax positions assumed and valuation allowances related to the net deferred tax assets acquired in connection with a business combination are estimated as of the acquisition date and recorded as part of the purchase. Thereafter, any changes to these uncertain tax positions and valuation allowances are recorded as part of the provision for income taxes in the consolidated statements of operations. Goodwill and Other Intangible Assets The Company records goodwill when the consideration paid in a business acquisition exceeds the fair value of the net tangible assets acquired, identifiable intangible assets acquired and liabilities assumed. Goodwill is not amortized. Definite-lived intangible assets subject to amortization include customer relationships, trademarks, acquired developed technology, and a patent for the Company’s vehicle tracking system. Intangible assets acquired in a business combination are recorded under the acquisition method of accounting at their estimated fair values at the date of acquisition. Customer relationships, trademarks and acquired developed technology are amortized over their estimated useful lives, which range from three to nine years, based on a straight-line method or based on the pattern over which the Company expects to consume the economic benefit of each asset, which in general reflects the expected cash flows from each asset. The patent is amortized over its useful life of 20 years on a straight-line basis, as the pattern of consumption of the economic benefit of the asset cannot be reliably determined. Impairment of Goodwill and Long-Lived Assets Goodwill is tested for impairment annually or more frequently if events or circumstances occur that indicate an impairment may exist. Factors the Company considers important that could trigger an impairment review include significant underperformance relative to historical or projected operating results, significant changes in the Company’s use of the acquired assets in a business combination or the strategy for its overall business, and significant negative industry or economic trends. The Company performs its annual assessment for impairment of goodwill on October 31 and has determined it has a single reporting unit for testing goodwill for impairment. For purposes of assessing potential impairment, the Company first estimates the fair value of the reporting unit (based on the fair value of the Company’s outstanding ordinary shares) and compares that amount to the carrying value of the reporting unit (as reflected by the total carrying values of the Company’s shareholders’ equity. If the Company determines that the carrying value of the reporting unit exceeds its fair value, then the implied fair value of the goodwill is determined in the same manner used to determine the amount of goodwill in a business combination. If the carrying value of goodwill exceeds the implied fair value of the goodwill, an impairment charge is recognized in the amount equal to that excess. We have assigned the entire balance of goodwill to our one reporting unit. The fair value of the reporting unit was based on our market capitalization as of each of December 31, 2015 and 2014, and it was substantially in excess of the carrying value of the reporting unit at each date. No goodwill impairment charges were recorded during the years ended December 31, 2015, 2014, and 2013. Long-lived assets include property and equipment and definite-lived intangible assets subject to amortization. The Company evaluates its long-lived assets for recoverability whenever events or changes in circumstances indicate that their carrying values may not be recoverable. Factors that the Company considers in deciding when to perform an impairment review include significant underperformance of the business or product line in relation to expectations, significant negative industry or economic trends, and significant changes or planned changes in the use of the assets. To evaluate a long-lived asset for recoverability, the Company compares forecasts of undiscounted cash flows expected to result from the use and eventual disposition of the long-lived asset to its carrying value. If the carrying value exceeds the sum of the expected undiscounted cash flows, an impairment loss on the long-lived asset to be held and used is recognized based on the excess of the asset’s carrying value over its fair value, determined based on discounted cash flows. Long-lived assets to be disposed of are reported at the lower of carrying value or fair value less cost to sell. Subscription Revenue Recognition The Company provides access to its fleet management software through subscription arrangements whereby the customer is charged a per subscribed-vehicle fee for access for a specified term. The Company provides access to its field service management software through subscription arrangements whereby the customer is charged a per field service worker fee for access for a specified term. Subscription agreements contain multiple service elements and deliverables, including installation of in-vehicle devices, access to the Company’s on-demand software via its website, and support services delivered over the term of the arrangement. Agreements do not provide customers the right to take possession of the software at any time. The Company has determined that the elements of its subscription agreements do not have value to the customer on a standalone basis. As a result, the multiple elements within the subscription agreements do not qualify for treatment as separate units of accounting. Accordingly, the Company accounts for all fees received under its subscription agreements as a single unit of accounting and, except for any up-front fees, recognizes the total fee amount ratably on a daily basis over the term of the subscription agreement. The Company only commences recognition of revenue when there is persuasive evidence of an arrangement, the fee is fixed or determinable, collectability is deemed reasonably assured, and recurring services have commenced. The Company’s contract terms generally are 36 months for fleet management customers and 12 months for field service management customers for their initial term with automatic renewals for one or three years thereafter, unless the customer elects not to renew. For the limited number of fleet management customer arrangements in which title to the in-vehicle devices transfers to the customer upon delivery or installation of the in-vehicle device, the Company receives an up-front fee from the customer. As the in-vehicle devices do not have value to the customer on a standalone basis, the delivery or installation of the in-vehicle devices does not represent the culmination of a separate earning process associated with the payment of the up-front fee. Accordingly, the Company records the amount of the up-front fee as deferred revenue upon invoicing and recognize that amount as revenue ratably on a daily basis over the estimated average customer relationship period of six years, which is longer than the typical initial subscription agreement term of 36 months. If a customer permanently ceases use of the Company’s subscription service at any point when a balance of deferred revenue from this up-front payment exists, the Company recognizes the remaining balance of the deferred revenue in the period of notification. Changes in the typical customer contractual term, customer behavior, competition or economic conditions could affect the Company’s estimates of the average customer relationship period. The Company reviews the estimated average customer relationship period on a periodic basis and account for changes prospectively. In the majority of its sales transactions, the Company retains ownership of the in-vehicle device, and consequently the Company does not sell the device to the customer. Deferred Revenue Deferred revenue represents amounts billed to customers or payments received from customers for which revenue has not yet been recognized. Deferred revenue primarily consists of prepayments made by customers for future periods and, to a lesser extent, the unearned portion of monthly billed subscription fees and up-front payments from customers for in-vehicle devices whose ownership transfers to them upon delivery or installation. The Company’s payment terms are typically monthly in advance; however, the Company continues to enable its customers to 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. As a result, the deferred revenue balance does not represent the total contract value of all multi-year, non-cancelable subscription agreements. In the consolidated balance sheets, deferred revenue that is expected to be recognized within one year is recorded as current deferred revenue while the remaining portion is recorded as non-current deferred revenue. 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 years ended December 31, 2015 and 2014 totaled $12,275 and $11,995, respectively. Amortization of deferred commissions totaled $10,194, $8,175 and $6,119 for the years ended December 31, 2015, 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 $17,518 and $15,496 as of December 31, 2015 and 2014, respectively. Foreign exchange differences also contribute to changes in the net amount of these deferred commission costs. Capitalized In-Vehicle Device Costs 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 years ended December 31, 2015 and 2014 totaled $392 and $149, respectively. Amortization of these capitalized costs totaled $682, $1,123, and $960 for the years ended December 31, 2015, 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 sheet which totaled $2,398 as of December 31, 2014 As of December 31, 2015, we no longer enter into customer arrangements whereby title to the in-vehicle devices transfers to the customer upon delivery or installation of the in-vehicle device. Income Taxes The Company accounts for income taxes using the asset and liability method, which requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been recognized in the financial statements or in the Company’s tax returns. Deferred taxes are determined based on the difference between the financial statement and tax basis of assets and liabilities using enacted tax rates in effect in the years in which the differences are expected to reverse. Changes in deferred tax assets and liabilities are recorded in the provision for income taxes. The Company assesses the likelihood that its deferred tax assets will be recovered from future taxable income and, to the extent it believes, based upon the weight of available evidence, that it is more likely than not that all or a portion of deferred tax assets will not be realized, a valuation allowance is established through a charge to income tax expense. Potential for recovery of deferred tax assets is evaluated by estimating the future taxable profits expected from each subsidiary and considering prudent and feasible tax planning strategies. The Company accounts for uncertainty in income taxes recognized in its financial statements by applying a two-step process to determine the amount of tax benefit to be recognized. First, the tax position must be evaluated to determine the likelihood that it will be sustained upon examination by the taxing authorities, based on the technical merits of the position. If the tax position is deemed more-likely-than-not to be sustained, the tax position is then assessed to determine the amount of benefit to recognize in the financial statements. The amount of the benefit that may be recognized is the largest amount that has a greater than 50% likelihood of being realized upon ultimate settlement. The provision for income taxes includes the effects of any resulting tax reserves, or unrecognized tax benefits, that are considered appropriate as well as the related net interest and penalties. Foreign Currency Translation The Company’s reporting currency is the U.S. dollar. The Company has subsidiaries in the United States, Ireland, the United Kingdom, Australia, Mexico, Italy, France, Poland and The Netherlands. The functional currency for each of the Company’s subsidiaries is the local currency. For those subsidiaries whose functional currency is not the U.S. dollar, assets and liabilities are translated into U.S. dollar equivalents at the exchange rate in effect on the balance sheet date and revenues from customers and expenses incurred are translated into U.S. dollars using the average exchange rate over the period. Resulting currency translation adjustments are recorded in accumulated other comprehensive income (loss) in the consolidated balance sheet. For the years ended December 31, 2015 and 2014, the Company recorded currency translation losses of $6,703 and $2,782, respectively, as foreign currency translation adjustments within shareholders’ equity. The Company also incurs transaction gains and losses resulting from intercompany transactions of a short-term nature as well as transactions with customers or vendors denominated in currencies other than the functional currency of the legal entity in which the transaction is recorded. Assets and liabilities arising from such transactions are translated into the legal entity’s functional currency using the exchange rate in effect at the balance sheet date. Any resulting transaction gains or losses are recorded as foreign currency transaction gain (loss) in the consolidated statements of operations. Net foreign currency transaction gains of $3,538, $832, and a loss of $1,139 were recorded for the years ended December 31, 2015, 2014 and 2013, respectively. The Company has concluded that its reporting currency is the U.S. dollar because the parent entity has received U.S. dollars upon the issuance of all equity securities to investors, the parent’s cash is held exclusively in U.S. dollar bank accounts, the parent’s intercompany transactions (primarily receivables from subsidiaries) are denominated in U.S. dollars, and a majority of its parent-related expenses are billed by vendors and paid in U.S. dollars. Share-Based Compensation The Company recognizes expense for stock options, market-based restricted stock awards and time-based restricted stock awards pursuant to ASC 718, “Compensation—Stock Compensation” (“ASC 718”), which requires recognition of share-based compensation expense in the statement of operations over the vesting period based on the fair value of the award at the grant date. The fair value of the awards is recognized as expense, net of estimated forfeitures, over the requisite service period, which is generally the vesting period of the respective award. The straight-line method of expense recognition is applied to all awards with service conditions, while the graded-vesting method of expense recognition is applied to all awards with both service and performance conditions. The Company classifies share-based compensation expense in the consolidated statements of operations in the same manner in which the award recipient’s payroll costs are classified. The Company has share-based employee compensation plans which are described more fully in Note 14 to these consolidated financial statements. Advertising Expense Advertising costs are expensed as incurred. Advertising expense was $20,413, $18,864 and $11,097 for the years ended December 31, 2015, 2014 and 2013, respectively, and was included in sales and marketing expense in the consolidated statements of operations. Comprehensive Income (Loss) Comprehensive income (loss) is comprised of net income (loss) and other comprehensive income (loss), which includes certain changes in shareholders’ equity that are excluded from net income (loss). For the years ended December 31, 2015, 2014 and 2013, the only item qualifying as other comprehensive income (loss) was foreign currency translation. For purposes of comprehensive income (loss) computations, the Company does not record income tax provisions or benefits for foreign currency translation adjustments as the Company intends to permanently reinvest undistributed earnings of its foreign subsidiaries in the United States and the United Kingdom. As of December 31, 2015, the Company’s material foreign subsidiaries in the United States and the United Kingdom had no undistributed earnings. Net Income (Loss) Per Share Basic net income (loss) per share attributable to ordinary shareholders is computed by dividing the net income (loss) attributable to ordinary shareholders by the weighted average number of ordinary shares outstanding for the period. Diluted net income (loss) per share attributable to ordinary shareholders is computed by dividing the diluted net income (loss) attributable to ordinary shareholders by the weighted average number of ordinary shares, including potential dilutive ordinary shares assuming the dilutive effect of outstanding stock options and unvested restricted ordinary shares, as determined using the treasury stock method. For periods in which the Company has reported net losses, diluted net loss per ordinary share attributable to ordinary shareholders is the same as basic net loss per ordinary share attributable to ordinary shareholders, since dilutive ordinary shares are not assumed to have been issued if their effect is antidilutive. Segment Data The Company identifies oper |
Prepaid Expenses and Other Curr
Prepaid Expenses and Other Current Assets | 12 Months Ended |
Dec. 31, 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 December 31, 2015 and 2014: Year Ended 2015 2014 Deferred commission costs $ 9,296 $ 8,074 Prepaid taxes/taxes receivable 1,190 1,588 Prepaid software license fees and support 1,113 854 Prepaid insurance 696 1,021 Capitalized costs of in-vehicle devices owned by customers — 360 Other 2,135 1,482 Total $ 14,430 $ 13,379 |
Property and Equipment
Property and Equipment | 12 Months Ended |
Dec. 31, 2015 | |
Property and Equipment | 4. Property and Equipment Property and equipment consisted of the following at December 31, 2015 and 2014: Year Ended 2015 2014 In-vehicle devices—installed (1) $ 133,753 $ 108,181 In-vehicle devices—uninstalled 6,829 5,541 Computer equipment 14,580 10,065 Internal-use software 11,791 7,815 Furniture and fixtures 2,667 1,981 Leasehold improvements 5,954 2,477 Land and building 1,001 — Total property and equipment 176,575 136,060 Less: Accumulated depreciation and amortization (1) (72,069 ) (56,326 ) Property and equipment, net $ 104,506 $ 79,734 (1) During the years ended December 31, 2015 and 2014, the Company removed $11,978 and $18,254, respectively, of fully depreciated in-vehicle devices no longer in service. Depreciation and amortization expense related to property and equipment for the years ended December 31, 2015, 2014, and 2013 totaled $28,258, $21,492, and $12,994, respectively, of which $25,391, $19,416, and $11,684 was recorded in cost of subscription revenue related to depreciation of installed in-vehicle devices and amortization of internal-use software and the remainder was included in various operating expenses. The carrying value of installed in-vehicle devices (including shipping and installation costs), net of accumulated depreciation, was $76,835 and $61,804 at December 31, 2015 and 2014, respectively. During the years ended December 31, 2015 and 2014, the Company capitalized costs of $4,744 and $3,777, respectively, associated with the development of its internal-use software related to the application software that is hosted by the Company and accessed by its customers via its website as well as customization and development of its internal business systems. Amortization expense of the internal-use software totaled $2,361, $1,245, and $482 during the years ended December 31, 2015, 2014, and 2013, respectively. The carrying value of capitalized internal-use software was $7,125 and $5,235 as of December 31, 2015 and 2014, respectively. Foreign exchange differences also contribute to changes in the carrying value of internal-use software. As of December 31, 2015 and 2014, the gross amount of assets under capital leases totaled $6,749 and $3,327, respectively, and related accumulated amortization totaled $2,564 and $1,459, respectively. During the years ended December 31, 2015, 2014, and 2013, the Company expensed $2,987, $1,739, and $3,086, respectively, associated 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 Combinations
Business Combinations | 12 Months Ended |
Dec. 31, 2015 | |
Business Combinations | 5. Business Combinations In November 2015, Fleetmatics acquired all of the stock and equity interests of Italy-based Visirun S.p.A. (“Visirun”), a SaaS-based provider of fleet management solutions headquartered in Ferrara, Italy. The total consideration of $25,249 consisted entirely of cash paid to acquire all of the assets of Visirun 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 $15,100. This acquisition is consistent with 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 Visirun and the estimated fair values of the separately identifiable assets acquired and liabilities assumed in November, 2015: Purchase consideration: Total purchase price, net of cash acquired $ 23,812 Cash acquired 1,437 Total purchase consideration $ 25,249 Assets acquired and liabilities assumed: Cash $ 1,437 Accounts receivable 876 Prepaid expenses and other current assets 329 Property and equipment 4,306 Identifiable intangible assets 9,080 Goodwill 15,100 Total assets acquired, inclusive of goodwill 31,128 Accounts payable, accrued expenses and other current liabilities (2,073 ) Deferred tax liabilities (2,815 ) Other long-term liabilities (991 ) Total liabilities assumed (5,879 ) Total $ 25,249 The estimated fair value of the intangible assets acquired as of the acquisition date was $9,080 with a useful life of five to eight years. The acquired intangible assets consisted of customer relationships, developed technology and trademarks. The results of Visirun have been included in the consolidated financial statements from the acquisition date. The results of Visirun were not included in pro forma combined historical results of operation of the Company as they are not material. In February 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 is consistent with the Company’s global growth strategy to further expand into mainland Europe and to acquire additional customers in new territories. In December 2015, the Company recorded $242 as a purchase price adjustment resulting from a minimum working capital requirement pursuant to the Purchase and Sale Agreement. The $242 working capital adjustment has been reflected in the purchase price allocation table below. 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, 2015: Purchase consideration: Total purchase price, net of cash acquired $ 10,155 Cash acquired 722 Total purchase consideration $ 10,877 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 8,871 Total assets acquired, inclusive of goodwill 12,337 Accounts payable, accrued expenses and other current liabilities (823 ) Deferred tax liabilities (637 ) Total liabilities assumed (1,460 ) Total $ 10,877 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. The results of Ornicar were not included in pro forma combined historical results of operation of the Company as they are not material. In May 2014, Fleetmatics acquired all of the stock and equity interests of Florence, Italy-based KKT S.r.l. (“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 total consideration of $2,295 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 $1,501. In September 2014, the Company recorded $46 as a purchase price adjustment resulting from a minimum working capital requirement pursuant to the Quota Sale and Purchase Agreement. The $46 working capital adjustment has been reflected in the purchase price allocation table below. 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 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. The results of KKT have been included in the consolidated financial statements from the acquisition date. 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 | 12 Months Ended |
Dec. 31, 2015 | |
Goodwill and Intangible Assets | 6. Goodwill and Intangible Assets As of December 31, 2015 and 2014, the carrying amount of goodwill was $54,178 and $30,207, respectively, and resulted from the acquisitions of Visirun in November 2015, Ornicar in February 2015, KKT in May 2014, Connect2Field in August 2013 and SageQuest in July 2010. The Company completed its annual impairment test of goodwill on October 31, 2015. No impairment of goodwill was recorded during the years ended December 31, 2015, 2014 and 2013. The changes in the carrying amount of goodwill for the years ended December 31, 2015 and 2014 were as follows (in thousands): Year Ended 2015 2014 Beginning balance $ 30,207 $ 28,706 Acquisition of KKT — 1,501 Acquisition of Ornicar 8,871 — Acquisition of Visirun 15,100 — Total $ 54,178 $ 30,207 Intangible assets consisted of the following as of December 31, 2015 and 2014, with gross and net amounts of foreign currency-denominated intangible assets reflected at December 31, 2015 and 2014 exchange rates, respectively: December 31, 2015 Gross Accumulated Carrying Customer relationships $ 20,420 $ (8,837 ) $ 11,583 Acquired developed technology 6,761 (3,956 ) 2,805 Trademarks 819 (427 ) 392 Patent 196 (87 ) 109 Total $ 28,196 $ (13,307 ) $ 14,889 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 $2,672, $2,562 and $2,290 for the years ended December 31, 2015, 2014 and 2013, respectively. Amortization expense of $1,266, $1,218 and $631 for the years ended December 31, 2015, 2014 and 2013, respectively, was included in the cost of subscription revenues in the consolidated statements of operations, and amortization expense of $1,406, $1,344 and $1,659 for the years ended December 31, 2015, 2014 and 2013, respectively, was included in sales and marketing expense in the consolidated statements of operations. The estimated future amortization expense of intangible assets as of December 31, 2015 is as follows: Years Ending December 31, 2016 $ 4,294 2017 3,133 2018 2,551 2019 2,017 2020 1,071 Thereafter 1,823 Total $ 14,889 |
Other Assets
Other Assets | 12 Months Ended |
Dec. 31, 2015 | |
Other Assets | 7. Other Assets Other assets (non-current) consisted of the following as of December 31, 2015 and 2014: Year Ended 2015 2014 Deferred commission costs $ 8,222 $ 7,423 Capitalized costs of in-vehicle devices owned by customers — 2,037 Other 1,408 1,369 Total $ 9,630 $ 10,829 |
Accrued Expenses and Other Curr
Accrued Expenses and Other Current Liabilities | 12 Months Ended |
Dec. 31, 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 December 31, 2015 and 2014: Year Ended 2015 2014 Accrued payroll and related expenses $ 11,740 $ 10,862 Accrued professional fees 2,635 3,137 Capital lease obligations 1,898 771 Contingent consideration 1,366 — Accrued marketing expense 1,324 934 Accrued insurance expense 262 337 Accrued income taxes 186 1,869 Other 5,036 6,397 Total $ 24,447 $ 24,307 |
Other Liabilities
Other Liabilities | 12 Months Ended |
Dec. 31, 2015 | |
Other Liabilities | 9. Other Liabilities Other liabilities (non-current) consisted of the following as of December 31, 2015 and 2014: Year Ended 2015 2014 Deferred tax liabilities $ 3,486 $ — Accrued rent and lease incentives 3,331 1,371 Capital lease obligations 2,738 918 Contingent consideration 1,154 67 Other 147 — Total $ 10,856 $ 2,356 |
Long-term Debt
Long-term Debt | 12 Months Ended |
Dec. 31, 2015 | |
Long-term Debt | 10. Long-term Debt Senior Secured Notes In conjunction with the SageQuest acquisition on July 30, 2010, the Company entered into a credit agreement with D.E. Shaw Direct Capital Portfolios, LLC (“DE Shaw”) for $17,500 of senior secured notes (the “Senior Secured Notes”). All of the assets of the Company, inclusive of the SageQuest assets acquired, were used to collateralize the Senior Secured Notes. Principal amounts under the Senior Secured Notes were payable in monthly installments commencing March 2012 and continuing through the maturity date on July 30, 2014. Prepayment of the Senior Secured Notes would have been required upon (a) the sale of substantially all of the Company’s assets or a change in control upon the sale of equity, (b) the disposition, involuntary or voluntary, of any asset in a single transaction or series of related transactions in excess of $50, subject to permitted reinvestment, (c) a registered firm commitment underwritten public offering by the Company of its ordinary shares resulting in aggregate gross cash proceeds greater than $50,000 and in which the initial price to the public is at least $13.91 per share, as adjusted for any share capital subdivision or consolidation (a “Qualified Public Offering”), and (d) any excess cash flow generated by the Company, defined as (i) positive cash flow from operations, plus (ii) any cash flow from extraordinary receipts, less (iii) repayments of the Senior Secured Notes, less (iv) the unfinanced cash portion of capital expenditures net of any proceeds received from sales of fixed assets (each, a “Prepayment Event”). The maximum prepayment due upon a Prepayment Event would have varied based on the date that the Prepayment Event had occurred: prior to July 30, 2012, 103% of the principal balance plus accrued and unpaid interest would have been due; from July 31, 2012 through July 30, 2013, 101% of the principal balance plus accrued and unpaid interest would have been due; July 31, 2013 and thereafter, 100% of the principal balance plus accrued and unpaid interest would have been due. However, the prepayment would have been limited to the net proceeds generated in the Prepayment Event, except for in the case of excess cash flow. In the case of excess cash flow, the prepayment would have been limited to 50% of such excess cash flow. The Senior Secured Notes bore interest at a floating rate of one-month LIBOR plus 9.50% per annum (based on actual days), but not less than 12.5%. As of December 31, 2011, the actual interest rate was 12.5%. Interest was payable monthly in arrears, commencing September 1, 2010 until the Senior Secured Notes were repaid in full. In the event of default and until the event of default was cured or waived, the interest rate was to be 2.5% per annum higher than the otherwise applicable interest rate. On the issuance date, the Senior Secured Notes were recorded in the consolidated balance sheet net of discount of $690, related to fees assessed by the lender at that time. The carrying value of debt was being accreted to the principal amount of the debt by charges to interest expense using the effective-interest method over the four-year term of the Senior Secured Notes to the maturity date. At December 31, 2011, the debt discount balance totaled $449. Accretion amounts recognized as interest expense for the year ended December 31, 2011 totaled $170. The credit agreement required the Company to maintain financial covenants, one of which limited the Company’s maximum total leverage ratio (total indebtedness to earnings before interest, taxes, depreciation and amortization and certain other adjustments, as defined by the terms of the Senior Secured Notes agreement). The financial covenants would have become more restrictive in 2012 and 2013. In addition, the Company was required to maintain other affirmative, negative and financial covenants. The Company was not in compliance with certain of the covenants at December 31, 2011. However, the Company received a waiver of noncompliance from DE Shaw through May 31, 2012. On May 10, 2012, the Company used the proceeds from the $25,000 Term Loan of its Senior Secured Credit Facility to pay in full all amounts due under the Senior Secured Notes, including principal then remaining of $17,063, prepayment premium of $512 and accrued interest. As a result of the early repayment of the Senior Secured Notes, in the year ended December 31, 2012, the Company recorded a loss on extinguishment of debt of $934, comprised of the write-off of unamortized debt discount of $387 and unamortized deferred financing cost of $18, the prepayment premium of $512 paid in cash, and associated legal fees of $17. Senior Secured Credit Facility On May 10, 2012, the Company entered into a credit facility with Wells Fargo Capital Finance, LLC consisting of a $25,000 term loan (the “Term Loan”) and a $25,000 revolving line of credit (the “Revolving Credit Facility”), which would have expired on May 10, 2017 (collectively, the “Senior Secured Credit Facility”). The Senior Secured Credit Facility was collateralized by a senior first lien on all assets and property of the Company. The purpose of the Senior Secured Credit Facility was to repay the outstanding principal of the Senior Secured Notes, which was repaid on May 10, 2012 with proceeds of the $25,000 Term Loan, and to provide an additional source of liquidity to the Company. Borrowings under the Revolving Credit Facility were subject to drawdown limitations based on financial ratios of the Company. The interest rate on the Term Loan and borrowings under the Revolving Credit Facility was either (a) LIBOR plus 3.5% per annum, but not less than 4.5% per annum, or (b) at the Company’s option, subject to certain conditions, base rate plus 2.5% per annum, but not less than 5.5% per annum. Principal due under the Term Loan was payable in quarterly installments commencing on December 31, 2012, with $313 due in 2012, $1,250 due in 2013, $1,406 due in 2014, $2,031 due in 2015, $2,500 due in 2016 and $17,500 due in 2017. All amounts borrowed under the revolving line of credit were due and payable on May 10, 2017. Borrowings under the Senior Secured Credit Facility required a 1% prepayment penalty if the facility was terminated within the first twelve months of the agreement. On the issuance date of May 10, 2012, the Term Loan was recorded in the consolidated balance sheet net of discount of $651, related to fees assessed by the lender at the time. The carrying value of this debt was 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 Term Loan to the maturity date. At December 31, 2012, the debt discount balance totaled $556. Accretion amounts recognized as interest expense for the year ended December 31, 2012 totaled $95. On the issuance date, the Company also capitalized deferred financing costs of $484 related to third-party fees incurred in connection with the Senior Secured Credit Facility. These deferred costs were being amortized through charges to interest expense using the effective-interest method over the five-year term of the Senior Secured Credit Facility to the expiration date. At December 31, 2012, deferred financing cost recorded in other current assets and other assets (non-current) were $106 and $307, and totaled $413. Amortization amounts recognized as interest expense for the year ended December 31, 2012 totaled $71. The Senior Secured Credit Facility contained financial covenants that, among other things, required the Company to maintain liquidity of at least $10,000, comprised of cash plus availability under borrowings, and limited the Company’s maximum total leverage ratio (total indebtedness with a maturity greater than twelve months to earnings before interest, taxes, depreciation and amortization and certain other adjustments, as defined by the terms of the Senior Secured Credit Facility agreement). The leverage ratio became more restrictive in each of 2013 and 2014. The Senior Secured Credit Facility also required the Company to maintain other affirmative and negative covenants. The Company was in compliance with all such covenants as of December 31, 2012. Amended Revolving Credit Facility On November 29, 2013, Fleetmatics entered into an amendment to the existing Senior Secured Credit Facility with Wells Fargo Capital Finance, LLC (the “Credit Facility Amendment”). The Credit Facility Amendment replaced the $25,000 term loan (the “Term Loan”) and the $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. Amortization amounts recognized as interest expense on the remaining debt issuance costs for the year ended December 31, 2014 totaled $45. The Amended Revolving Credit Facility contains certain customary financial covenants, including a leverage ratio and minimum liquidity requirement. The Company was in compliance with all such covenants as of December 31, 2014 and 2013. 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, re-borrowed 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 December 31, 2014, the Company had outstanding borrowings of $23,750 under the Amended Revolving Credit Facility. 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 is collateralized by a senior first lien by certain assets and property of the Company. 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 December 31, 2015, the debt discount balance totaled $717. Accretion amounts recognized as interest expense for the year ended December 31, 2015 totaled $150. 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 December 31, 2015, deferred financing cost recorded in other current assets and other assets (non-current) were $100 and $307, respectively, and totaled $407. Amortization amounts recognized as interest expense for the year ended December 31, 2015 totaled $94. As of December 31, 2015, the Company had outstanding borrowings of $23,750 under the Credit Facility with an interest rate of 2.01% per annum. The fair value of the Company’s long-term debt related to the Credit Facility approximates its carrying value due to its variable interest rate, which approximates a market interest rate. 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, re-borrowed 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 December 31, 2015, the Company was in compliance with all such covenants. |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2015 | |
Income Taxes | 11. Income Taxes The components of income (loss) before income taxes were as follows: Year Ended December 31, 2015 2014 2013 Ireland $ (3,092 ) $ 26,520 $ 16,975 Foreign 44,971 8,943 9,379 Income before income taxes $ 41,879 $ 35,463 $ 26,354 The components of the provision for (benefit from) income taxes were as follows: Year Ended December 31, 2015 2014 2013 Current tax provision (benefit): Ireland taxes $ 461 $ 3,620 $ 2,647 Foreign taxes (4,020 ) 12,952 (9,360 ) Total current tax provision (benefit) (3,559 ) 16,572 (6,713 ) Deferred tax provision (benefit): Ireland taxes $ (1,054 ) $ (375 ) $ (80 ) Foreign taxes 7,700 (8,209 ) 2,690 Total deferred tax provision (benefit) 6,646 (8,584 ) 2,610 Total provision for (benefit from) income taxes $ 3,087 $ 7,988 $ (4,103 ) A reconciliation of the Ireland statutory corporate income tax rate of 12.5% to the Company’s effective income tax rate is as follows: Year Ended December 31, 2015 2014 2013 Ireland statutory corporate income tax rate 12.5 % 12.5 % 12.5 % Income (loss) of Irish non-trading entities — — (0.5 ) Foreign rate differential (4.9 ) 6.6 9.0 Uncertain tax positions 1.9 4.7 (40.4 ) Change in deferred tax asset valuation allowance — (0.5 ) 0.8 Permanent differences 1.5 1.9 2.9 Tax credits (1.8 ) (2.0 ) (3.1 ) Deferred charge on intercompany transaction — — 2.7 MSA refund (1.4 ) — — Other differences (0.4 ) (0.7 ) 0.5 Effective income tax rate 7.4 % 22.5 % (15.6 )% The Company’s effective income tax rate for the years ended December 31, 2015 and 2014 was 7.4% and 22.5%, respectively, on pre-tax income of $41,879 and $35,463, respectively. The Company’s effective tax rate for the year ended December 31, 2015 is lower than the statutory Irish rate of 12.5% primarily due to the release of various historical uncertain tax positions including interest and penalties, research and development tax credits in Ireland and income being generated in jurisdictions that have a lower tax rate than the Irish statutory rate. 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 its income tax rate for the year. The Company’s effective tax rate for the year ended December 31, 2014 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 foreign jurisdictions with a higher statutory tax rate than the 12.5% Irish statutory rate. The increases associated with these items were partially offset by research tax credits in Ireland. The Company’s effective tax rate for the year ended December 31, 2013 was lower than the statutory Irish rate of 12.5% due primarily to the net reversal of $10.6 million of reserves for uncertain tax positions along with related interest and penalties due to the expiration of a statute of limitations in the United States and Ireland research and development tax credits. The components of net deferred tax assets and the related valuation allowance were as follows: December 31, 2015 2014 Deferred tax assets: Net operating loss carryforwards $ 18,439 $ 6,729 Deferred revenue 9,059 4,955 Accrued expenses 600 1,311 Reserves and allowances 2,294 2,575 Share-based compensation 5,658 4,678 Other 1,908 389 Total deferred tax assets 37,958 20,637 Deferred tax liabilities: Deferred commission (6,193 ) — Acquired intangible assets (4,751 ) (1,274 ) Depreciation and amortization (23,586 ) (2,603 ) Total deferred tax liabilities (34,530 ) (3,877 ) Valuation allowance (341 ) (2,949 ) Net deferred tax assets $ 3,087 $ 13,811 As of December 31, 2015 and 2014, the Company had net operating loss carryforwards in the United States of approximately $86,596 and $21,900, respectively, available to reduce future federal taxable income and had approximately $59,636 and $6,527, respectively, available to reduce future state taxable income. The federal net operating loss carryforwards will expire from 2026 through 2035, and the state net operating loss carryforwards will expire from 2020 through 2035. Under certain circumstances, the utilization of these net operating loss carryforwards on an annual basis may be limited under U.S. tax law. As of December 31, 2015 and 2014, the Company had net operating loss carryforwards in Ireland of approximately $100 and $10,323 available to reduce future taxable income. These net operating loss carryforwards may be carried forward indefinitely, but utilization is limited to the same entity and trades that generated the losses. As of December 31, 2015 and 2014, the Company had net operating loss carryforwards in the United Kingdom of approximately $2,211 and $1,797, respectively, available to reduce future taxable income. These net operating loss carryforwards may be carried forward indefinitely. As a result of certain realization requirements of Accounting Standards Codification 718, Compensation-Stock Compensation (“ASC 718”) As of December 31, 2015 and 2014, the Company’s net deferred tax asset balances of $3,087 and $13,811, respectively, are primarily related to the Company’s U.S. operations. The Company has concluded, based on the weight of available evidence, that those net deferred tax assets are more likely than not to be realized in the future. As of December 31, 2015, the Company had recorded a valuation allowance of $12 and $329 against certain net deferred tax assets in Ireland and Australia, respectively, because the Company believes that it is not more likely than not that the tax assets, which consist principally of net operating loss carryforwards, will be realized. The utilization of the losses in Ireland is limited to certain types of income being generated by the Company. As of December 31, 2014, the Company had recorded a valuation allowance of $2,581 and $368 against certain net deferred tax assets in Ireland and Australia, respectively, because the Company believes that it is not more likely than not that the tax assets, which consist principally of net operating loss carryforwards, will be realized. The utilization of the losses in Ireland is limited to certain types of income being generated by the Company. In the normal course of business, the Company and its subsidiaries are subject to examination by various taxing authorities. As of December 31, 2015, the Company and its material subsidiaries remain subject to examination in the United States for tax years 2012 through 2015, in Ireland for tax years 2010 through 2015, and in the United Kingdom for tax years 2014 through 2015. The Company is currently under audit by the Internal Revenue Service for 2013 and 2014 and by the Irish Taxing Authority for 2012. A reconciliation of the beginning and ending amount of our unrecognized tax benefits, including those that were recorded against related deferred tax assets rather than as liabilities, but excluding amounts for accrued interest and penalties, is as follows: (in thousands) Unrecognized tax benefits at January 1, 2014 $ 1,280 Additions based on tax positions of current year 1,110 Reductions based on lapse of statute of limitations (66 ) Unrecognized tax benefits at December 31, 2014 2,324 Additions based on tax positions of current year 1,185 Reductions based on lapse of statute of limitations (1,232 ) Unrecognized tax benefits at December 31, 2015 $ 2,277 Included in the balance of unrecognized tax benefits as of December 31, 2015; December 31, 2014; and December 31, 2013, is $2,277, $2,324, and $1,280, respectively, of tax benefits that, if recognized would affect the effective tax rate. We recognize interest accrued related to unrecognized tax benefits and penalties as income tax expense. Related to the unrecognized tax benefits noted above, we accrued penalties of $0 and interest of $806 during 2015 and, as of December 31, 2015, recognized a total liability related to penalties and interest of $3,498. During 2014, we accrued penalties of $0 and interest of $859, as of December 31, 2014, recognized a total liability related to penalties and interest of $2,735. During 2013, we accrued and penalties of $0 and interest of $866, as of December 31, 2013 recognized a total liability related to penalties and interest of $1,899. It is reasonably possible that within the next 12 months the Company’s unrecognized tax benefits, inclusive of interest, may decrease by up to $3,248. This is primarily due to statute of limitations expiring for the recognition of these tax benefits of one of the Company’s Irish subsidiaries in 2016. As of December 31, 2015, provisions have not been made for income taxes of $9,850 on $76,246 of undistributed earnings of non-Irish subsidiaries, as these earnings are considered indefinitely reinvested. The Company continually reviews the financial position and foreign subsidiaries in order to reaffirm the Company’s intent and ability to continue to indefinitely reinvest earnings of its foreign subsidiaries or whether such earnings will need to be repatriated in the foreseeable future. Such review encompasses operational needs and future capital investments. These earnings could become subject to income taxes if they were remitted as dividends. In November 2015, the FASB issued ASU 2015-17, Income Taxes: Balance Sheet Classification of Deferred Taxes (“ASU 2015-17”) |
Deferred Shares
Deferred Shares | 12 Months Ended |
Dec. 31, 2015 | |
Deferred Share Unit | |
Deferred Shares | 12. Deferred Shares Deferred shares are non-voting, non-redeemable shares and carry no rights other than a lowest-priority right to share in the capital of the Company upon a winding-up or liquidation. The deferred shares were issued by the Company in order to ensure compliance with an Irish law requirement that no more than 90% of the issued share capital is redeemable and serve no other purpose. In July 2008, the Company authorized 100,000,215,088 deferred shares with a par value of €0.00000001 per share. At the same time, the Company issued 705,658 deferred shares in lieu of fractional shares to the holders of ordinary shares who converted their ordinary shares into Series A preferred shares. Shortly after, upon the closing of the Series A preferred shares transaction, the 705,658 deferred shares were transferred back to the Company for no consideration. For both the issuance and the reacquisition, the Company ascribed no value to these deferred shares considering that they are non-voting, non-redeemable shares and carry no rights other than a lowest-priority right to share in the capital of the Company upon a winding-up or liquidation, and that they were transferred back to the Company for no consideration. In July 2010, in connection with the issuance of Series B preferred shares, the Company converted 100,000,000,000 authorized and unissued deferred shares into 100,000 authorized ordinary shares and canceled the remaining 215,088 authorized and unissued deferred shares. As a result, authorized and issued deferred shares were reduced to zero and authorized and unissued ordinary shares were increased by 100,000 shares. In November 2010, in connection with the issuance of the Series C preferred shares, the Company converted 2,230,330 authorized and unissued ordinary shares into 2,230,330 deferred shares with a par value of €0.01 per share. As a result, 2,230,330 deferred shares with a par value of €0.01 per share were authorized. These deferred shares were issued to the majority shareholder of the Company. The Company ascribed a value of $29 to the deferred shares issued, representing their aggregate par value, considering that they are non-voting, non-redeemable shares and carry no rights other than a €22 (or $29) lowest-priority right to share in the capital of the Company upon a winding-up or liquidation. |
Ordinary Shares | |
Deferred Shares | 13. Ordinary Shares Each holder of ordinary shares is entitled to one vote per share. The holders of ordinary shares are not entitled to receive dividends unless declared by the Board of Directors. The voting, dividend and liquidation rights of the holders of ordinary shares are subject to and qualified by the rights and preferences of the holders of the Preferred Shares. No dividends have been declared through December 31, 2015. |
Share-Based Awards
Share-Based Awards | 12 Months Ended |
Dec. 31, 2015 | |
Share-Based Awards | 14. Share-Based Awards 2004 Share Option Plan In 2004, the Board of Directors adopted and the Company’s shareholders approved the 2004 Share Option Plan (the “2004 Plan”). As amended in July 2010, the 2004 Plan permitted grants of options for the purchase of up to 3,151,369 ordinary shares to be issued to employees, directors and consultants. Under the 2004 Plan, options were to be granted with exercise prices no less than the fair market value per share of the Company’s ordinary shares on the grant date and have a maximum term of seven years. In conjunction with the approval by shareholders of the 2011 Stock Option and Incentive Plan in September 2011, the Board of Directors voted that no further options shall be granted under the 2004 Plan. 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. In February 2016, pursuant to the terms of the 2011 Plan, the number of ordinary shares reserved for issuance under the 2011 Plan automatically increased by 1,837,735 shares from 5,444,910 to 7,282,645, calculated as 4.75% of the January 31, 2016 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. 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. Stock Option Valuation The fair value of each share option grant was estimated on the date of grant using the Black-Scholes option-pricing model. The risk-free interest rate was determined by reference to the U.S. Treasury yield curve in effect at the time of grant of the award for time periods approximately equal to the expected term of the award. The expected term has been determined utilizing the “simplified” method for awards that qualify as “plain-vanilla” options, which represents the average of the contractual term and the weighted average vesting period of the options. Expected volatility was based on the historical volatility of the Company’s publicly traded peer companies, as prior to its October 2012 initial public, the Company had been a private company and lacked company-specific historical and implied volatility information. Expected dividend yield was based on the Company’s expectation of not paying cash dividends in the foreseeable future. The Company did not grant any stock options in the years ended December 31, 2015, 2014 and 2013. The assumptions used to determine the fair value of stock options granted in the year ended December 31, 2012 are as follows, presented on a weighted average basis: Year Ended Risk-free interest rate 0.63 % Expected term (in years) 4.1 Expected volatility 56 % Expected dividend yield 0 % The Company recognizes compensation expense for only the portion of awards that are expected to vest. In developing a forfeiture rate estimate, the Company has considered its historical experience to estimate pre-vesting forfeitures for service-based awards. For performance-based awards, the Company estimates the probability that the performance condition will be met. The impact of a forfeiture rate adjustment will be recognized in full in the period of adjustment, and if the actual forfeiture rate is materially different from the Company’s estimate, the Company may be required to record adjustments to share-based compensation expense in future periods. As required by the 2004 Plan and the 2011 Plan, the exercise price for awards granted is not to be less than the fair market value of ordinary shares as estimated by the Company’s Board of Directors as of the date of grant. Prior to the Company’s October 2012 IPO, the Company valued its ordinary shares by taking into consideration the most recently available valuation of ordinary shares performed by management and the Board of Directors as well as additional factors which may have changed since the date of the most recent contemporaneous valuation through the date of grant. In December 2010 and during the first half of 2011, the Board of Directors granted stock options for the purchase of 1,798,611 and 35,667 ordinary shares, respectively, with a weighted average exercise price of $3.08 per share based on its determination of the value of ordinary shares. In November 2010, certain holders of the ordinary shares converted 10,193,347 ordinary shares into Series C convertible preferred shares on a 1-for-1.5 basis and immediately sold those preferred shares to an outside investor at $3.50 per share. Based on this transaction and solely for the purposes of accounting for share-based compensation for financial statement purposes, in mid-2011, the Company reassessed the fair value of its ordinary shares and determined it to be $5.25 per share as of November 2010 (and through June 2011). As a result, the grant-date fair value of each of the awards granted in December 2010 and in the first half of 2011 was revalued to reflect an underlying ordinary share fair value of $5.25. The difference between the original estimated fair value of $3.08 and the reassessed fair value of $5.25 of the Company’s ordinary shares resulted in an increase of $3,174 and $63 in the aggregate fair value of stock options granted in December 2010 and in first six months of 2011, respectively, which is being and will continue to be recorded as additional compensation expense in the consolidated statements of operations over the requisite service periods of between one and four years. Stock Option Activity Stock option activity during the years ended December 31, 2014 and 2015 is as follows: Number of Weighted Weighted Aggregate (in Years) Outstanding at December 31, 2013 1,477,823 $ 5.36 4.2 $ 55,989 Granted — $ — Exercised (608,620 ) $ 4.67 Forfeited and canceled (18,956 ) $ 9.67 Outstanding at December 31, 2014 850,247 $ 5.76 3.5 $ 25,274 Granted — $ — Exercised (484,391 ) $ 5.94 Forfeited and canceled (2,916 ) $ 3.08 Outstanding at December 31, 2015 362,940 $ 5.54 2.5 $ 16,422 Vested and expected to vest at December 31, 2015 362,073 $ 5.53 2.5 $ 16,387 Exercisable at December 31, 2015 329,318 $ 5.02 2.4 $ 15,072 The aggregate intrinsic value in the table above represents the total intrinsic value, based on the Company’s ordinary shares closing price of $50.79 and $35.49 as of December 31, 2015 and 2014, respectively. The total intrinsic value of stock options exercised during the years ended December 31, 2015 and 2014 was $19,330 and $18,200, respectively. The unrecognized compensation expense associated with stock options outstanding at December 31, 2015 and 2014 was $124 and $497, respectively, which is expected to be recognized over weighted average periods of 0.5 years and 1.3 years, respectively. For the year ended December 31, 2015, the Company recorded realized excess tax losses from the exercises of stock options of $2,917, and for the years ended December 31, 2014 and 2013, the Company recorded realized excess tax benefits from the exercises of stock options of $12,973 and $3,813, respectively, within shareholders’ equity. Restricted Stock Unit Awards During the year ended December 31, 2015, the Company granted service-based restricted stock units (“RSUs”) for the purchase of 1,007,124 ordinary shares and performance-based restricted stock units (“PSUs”) for the purchase of 398,167 ordinary shares with an average grant-date fair value of $42.50 per share. 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 ended on December 31, 2015. Related to these PSUs, as of December 31, 2015, 250,445 ordinary shares were expected to vest as a result of achieving the specified performance targets. 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. The following table summarizes unvested RSUs activity for the year ended December 31, 2015: Number of Weighted Average Unvested balance at December 31, 2014 1,495,658 $ 28.35 Granted 1,405,291 $ 42.50 Vested (466,006 ) $ 29.17 Forfeited (235,291 ) $ 38.19 Unvested balance at December 31, 2015 2,199,652 $ 36.17 Share-based Compensation The Company recognized share-based compensation expense from all awards in the following expense categories: Year Ended December 31, 2015 2014 2013 Cost of subscription revenue $ 1,284 $ 707 $ 395 Sales and marketing 8,203 4,751 2,586 Research and development 3,467 1,946 1,069 General and administrative 11,559 5,803 3,420 Total $ 24,513 $ 13,207 $ 7,470 |
Net Income per Share
Net Income per Share | 12 Months Ended |
Dec. 31, 2015 | |
Net Income per Share | 15. Net Income per Share Basic and diluted net income per share attributable to ordinary shareholders was calculated as follows for the years ended December 31, 2015, 2014 and 2013: Year Ended December 31, 2015 2014 2013 Basic net income per share: Numerator: Net income $ 38,792 $ 27,475 $ 30,457 Denominator: Weighted average ordinary shares outstanding—basic 38,358,072 37,473,442 35,722,300 Net income per share—basic $ 1.01 $ 0.73 $ 0.85 Diluted net income per share: Numerator: Net income $ 38,792 $ 27,475 $ 30,457 Denominator: Weighted average ordinary shares outstanding—basic 38,358,072 37,473,442 35,722,300 Dilutive effect of ordinary share equivalents 970,055 1,078,418 1,417,539 Weighted average ordinary shares outstanding—diluted 39,328,127 38,551,860 37,139,839 Net income per share—diluted $ 0.99 $ 0.71 $ 0.82 |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2015 | |
Commitments and Contingencies | 16. 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). At December 31, 2015, the accrued rent balance for office leases was $1,408 of which $172 was included in accrued expenses (current) and $1,236 was included in other long-term liabilities. At December 31, 2014, the accrued rent balance for office leases was $1,125, of which $149 was included in accrued expenses (current) and $976 was included in other long-term liabilities. Total rent expense under these operating leases was approximately $4,606, $3,439 and $3,041 for the years ended December 31, 2015, 2014 and 2013, respectively. The Company has recorded as a capital lease the obligation assumed for the buildings acquired through the acquisition of Visirun. The Company also leases furniture and computer equipment under capital leases that expire at various dates through 2018. Future minimum lease payments under non-cancelable operating and capital leases at December 31, 2015 are as follows: Years Ending December 31, Operating Leases Capital Leases Total 2016 $ 10,392 $ 2,111 $ 12,503 2017 9,310 1,603 10,913 2018 4,132 437 4,569 2019 2,730 90 2,820 2020 2,644 90 2,734 Thereafter 649 442 1,091 Total $ 29,857 4,773 $ 34,630 Less amount representing interest (137 ) Present value of minimum lease payments $ 4,636 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 December 31, 2015 totaled $3,438 of which $1,819, $1,555, and $64 is due in in the years ending December 31, 2016, 2017, and 2018, respectively. Purchase Commitments As of December 31, 2015, the Company had non-cancelable purchase commitments related to telecommunications, subscription fees for third-party data (such as Internet maps and posted speed limits) and subscription fees for software services totaling $6,045, of which $3,199, $2,592,$235, and $19 will become payable in the years ending December 31, 2016, 2017, 2018,and 2019, 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 December 31, 2015 and 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. On October 27, 2015, Orthosie Systems, LLC filed a complaint against the Company (Orthosie Systems, LLC v. Fleetmatics USA, LLC et al. On January 1, 2016, David Gillard and Jaclyn Stramiello, individually and on behalf all others similarly situated, filed a complaint against the Company (Gillard et al. et al., |
401(k) Savings Plan
401(k) Savings Plan | 12 Months Ended |
Dec. 31, 2015 | |
401(k) Savings Plan | 17. 401(k) Savings Plan The Company has a defined contribution savings plan under Section 401(k) of the Internal Revenue Code. This plan covers substantially all employees who meet minimum age and service requirements and allows participants to defer a portion of their annual compensation on a pre-tax basis. Company contributions to the plan may be made at the discretion of the Board of Directors. For the year ended December 31, 2015, discretionary contributions totaled $1,119. The Company made no contributions to the plan during the years ended December 31, 2014 and 2013. |
Segment Reporting and Geographi
Segment Reporting and Geographic Data | 12 Months Ended |
Dec. 31, 2015 | |
Segment Reporting and Geographic Data | 18. Segment Reporting and Geographic Data The Company has determined that it operates in one segment (see Note 2). The geographic area data below summarizes subscription revenue and long-lived tangible assets for the significant countries in which the Company operates: Year Ended December 31, 2015 2014 2013 Subscription revenue (1) : United States $ 246,309 $ 203,959 $ 155,554 United Kingdom 14,795 13,607 11,423 Canada 10,607 8,352 6,179 Ireland 3,994 4,217 3,880 All other countries 9,056 1,446 314 Total subscription revenue $ 284,761 $ 231,581 $ 177,350 Year Ended December 31, 2015 2014 2013 Long-lived tangible assets (2) : United States $ 79,286 $ 65,558 $ 51,085 Ireland 11,829 8,315 6,082 United Kingdom 4,759 4,933 4,493 All other countries 8,632 928 72 Total long-lived tangible assets $ 104,506 $ 79,734 $ 61,732 (1) Subscription revenue represents sales to external customers based on the location of the customer. (2) Long-lived tangible assets consist of property and equipment based on the country in which the assets are located and are reported at carrying value. |
Valuation Accounts
Valuation Accounts | 12 Months Ended |
Dec. 31, 2015 | |
Valuation Accounts | 19. Valuation Accounts Activity in allowance accounts related to accounts receivable and deferred tax assets consisted of the following: Balance at Charged to Deductions Balance at Year ended December 31, 2013: Accounts receivable allowances $ 887 1,601 (1) (1,093 ) (2) $ 1,395 Deferred tax asset valuation allowance $ 2,581 442 — $ 3,023 Year ended December 31, 2014: Accounts receivable allowances $ 1,395 2,413 (1) (1,608 ) (2) $ 2,200 Deferred tax asset valuation allowance $ 3,023 — (74 ) $ 2,949 Year ended December 31, 2015: Accounts receivable allowances $ 2,200 4,362 (1) (4,329 ) (2) $ 2,233 Deferred tax asset valuation allowance $ 2,949 — (2,608 ) $ 341 (1) Amounts represent charges to general and administrative expense for increases to the allowance for doubtful accounts. (2) Amounts represent cash collections from customers for accounts previously reserved and write-offs of accounts receivable recorded against the allowance for doubtful accounts. |
Summary of Significant Accoun28
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2015 | |
Basis of Presentation | Basis of Presentation The accompanying consolidated financial statements have been prepared in conformity with generally accepted accounting principles (“GAAP”) accepted in the United States of America and include the accounts of the Company and its wholly owned subsidiaries after elimination of all 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. |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements, the disclosure of contingencies at the date of the financial statements, and the reported amounts of revenues and expenses during the reporting period. Significant estimates and assumptions reflected in these financial statements include, but are not limited to, the estimated average customer relationship period that is used for recognizing the deferred revenue of up-front fees and for amortizing the related deferred costs of in-vehicle devices, the valuation of accounts receivable reserves and share-based awards, the assessment of amounts qualifying for capitalization as internal-use software, the valuation of assets and liabilities acquired in business combinations, the useful lives of intangible assets and property and equipment, and the accounting for income taxes, including uncertain tax positions and the valuation of net deferred tax assets. Estimates are periodically reviewed in light of changes in circumstances, facts and experience. Actual results could differ materially from the Company’s estimates. |
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. The Company did not have any financial assets and liabilities as of December 31, 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. The Company did not have any financial assets and liabilities as of December 31, 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. The Company has a contingent consideration liability assumed as a result of the Ornicar acquisition of $2,460 as of December 31, 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. In the fourth quarter of 2015, the contingent consideration liability increased by $0.3 million, as the estimated liability was revised based on expected results compared to actual performance criteria. The $0.3 million of contingent consideration expense is included in our general and administrative expense for the year ended December 31, 2015. 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 December 31, 2015 and 2014, the Company had no other assets or liabilities that would be classified under this fair value hierarchy. The fair value of the Company’s long-term debt related to the Credit Facility approximates its carrying value due to its variable interest rate, which approximates a market interest rate. |
Restricted Cash | Restricted Cash As of December 31, 2015, $135 is classified as restricted cash in the consolidated balance sheet. This restricted cash relates to a deposit in accordance with one of our operating leases. The Company is a party to various credit card and merchant services agreements under which it had pledged a continuing security interest in related deposit accounts in order to secure payment and performance of its obligations under the agreements. These restrictions may be lifted by the Company at will by canceling the agreements or reducing the lines of credit under these agreements. As of December 31, 2013, $64 had been classified as restricted cash in the consolidated balance sheet related to these arrangements. In 2014, the Company discontinued the use of certain company issued credit cards, which eliminated the requirement of the $64 restricted cash balance. |
Accounts Receivable and Allowance for Doubtful Accounts | Accounts Receivable and Allowance for Doubtful Accounts Accounts receivable are carried at their original invoice amounts less an allowance for doubtful collections based on estimated losses resulting from the inability or unwillingness of customers to make required payments. The allowance is estimated at each reporting period based upon historical loss patterns, the number of days that billings are past due and an evaluation of the potential risk of loss associated with specific delinquent accounts. The Company also considers any changes to the financial condition of its customers and any other external market factors that could impact the collectability of its receivables in the determination of its allowance for doubtful accounts. |
Concentration of Credit Risk and of Significant Customers | Concentration of Credit Risk and of Significant Customers Financial instruments that potentially expose the Company to concentrations of credit risk consist primarily of cash and trade accounts receivable. Although the Company maintains its cash balances with accredited financial institutions, the Company had substantially all cash balances at financial institutions without or in excess of federally insured limits at December 31, 2015 and 2014. The Company does not believe it is subject to unusual credit risk beyond the normal credit risk associated with commercial banking relationships. No individual customer accounted for more than 10% of total subscription revenue for the years ended December 31, 2015, 2014, and 2013, and no individual customer accounted for more than 10% of net accounts receivable at December 31, 2015, 2014, and 2013. |
Property and Equipment | Property and Equipment Property and equipment are stated at cost less accumulated depreciation or amortization. Depreciation and amortization is recognized using the straight-line method over the following estimated useful lives: In-vehicle devices—installed 4–6 years Computer equipment 3 years Internal-use software 3 years Furniture and fixtures 4–6 years Building 40 years Leasehold improvements Shorter of life of lease or For in-vehicle devices of which the Company retains ownership after they are installed in a customer’s fleet, the cost of the in-vehicle devices (including installation and shipping costs) is capitalized as property and equipment. The Company depreciates these costs over the minimum estimated useful life of the devices or over the estimated average customer relationship period, which are both currently six years, beginning upon completion of installation. Related depreciation expense is recorded in cost of subscription revenue. 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. Before installation in a customer’s fleet, in-vehicle devices of which the Company retains ownership are recorded within property and equipment (referred to as In-vehicle devices—uninstalled), but are not depreciated. Furthermore, due to the decommissioning of one of our primary network wireless providers’ 2G network, during 2014 we began capitalizing the cost of the replacement units in accordance with the capitalization for in-vehicle device costs accounting policy previously disclosed. Any remaining net book value of the replaced 2G units will be fully depreciated at the time of replacement with the 3G units. We expect to have the customer migration completed by the end of 2016. At each reporting period, the Company tests in-vehicle devices—installed for realizability through a review of customer accounts to identify (i) any significant changes in the financial condition of its customers, (ii) any customers who are past due on subscription payments owed and could become a credit risk, and (iii) any customers whose contract will be expiring without a follow-on renewal prior to the end of the estimated useful life of the in-vehicle device. If an impairment of the value of the in-vehicle device is identified, the carrying value of the in-vehicle device is depreciated in full, with expense immediately recorded as cost of subscription revenue. Amortization of leasehold improvements is computed on a straight-line basis over the shorter of the lease term or the estimated useful lives of the improvements. Assets held under capital leases are stated at the lesser of the present value of future minimum lease payments or the fair value of the leased asset at the inception of the lease. Amortization of assets under capital leases is computed using the straight-line method over the shorter of the estimate useful life of the asset or the period of the related lease. The cost of expenditures for maintenance and repairs of assets is charged to expense as incurred. Upon retirement or sale, the cost and related accumulated depreciation or amortization of assets disposed of are removed from the accounts and any resulting gain or loss is credited or charged to the consolidated statements of operations. Land is stated at cost and is not depreciated. |
Internal-Use Software | Internal-Use Software Research and development costs are expensed as incurred, except for certain costs which are capitalized in connection with the development of its internal-use software and website. These capitalized costs are primarily related to the application software that is hosted by the Company and accessed by its customers through the Company’s website. In addition, the Company capitalizes certain general and administrative costs related to the customization and development of our internal business systems. Costs incurred in the preliminary stages of development are expensed as incurred. Once an application has reached the development stage, internal and external costs, if direct and incremental, are capitalized until the software is substantially complete and ready for its intended use. Capitalization ceases upon completion of all substantial testing performed to ensure the product is ready for its intended use. The Company also capitalizes costs related to specific upgrades and enhancements of internal-use software when it is probable that the expenditures will result in additional functionality. Maintenance and training costs are expensed as incurred. Capitalized internal-use software costs are recorded as part of property and equipment and are amortized on a straight-line basis over an estimated useful life of three years. |
Business Combinations | Business Combinations In an acquisition of a business, the Company recognizes separately from goodwill the fair value of assets acquired and the liabilities assumed. Goodwill as of the acquisition date is measured as the excess of consideration transferred over the net of the acquisition-date fair values of the assets acquired and liabilities assumed. Transaction costs related to business combinations are expensed as incurred. In addition, uncertain tax positions assumed and valuation allowances related to the net deferred tax assets acquired in connection with a business combination are estimated as of the acquisition date and recorded as part of the purchase. Thereafter, any changes to these uncertain tax positions and valuation allowances are recorded as part of the provision for income taxes in the consolidated statements of operations. |
Goodwill and Other Intangible Assets | Goodwill and Other Intangible Assets The Company records goodwill when the consideration paid in a business acquisition exceeds the fair value of the net tangible assets acquired, identifiable intangible assets acquired and liabilities assumed. Goodwill is not amortized. Definite-lived intangible assets subject to amortization include customer relationships, trademarks, acquired developed technology, and a patent for the Company’s vehicle tracking system. Intangible assets acquired in a business combination are recorded under the acquisition method of accounting at their estimated fair values at the date of acquisition. Customer relationships, trademarks and acquired developed technology are amortized over their estimated useful lives, which range from three to nine years, based on a straight-line method or based on the pattern over which the Company expects to consume the economic benefit of each asset, which in general reflects the expected cash flows from each asset. The patent is amortized over its useful life of 20 years on a straight-line basis, as the pattern of consumption of the economic benefit of the asset cannot be reliably determined. |
Impairment of Goodwill and Long-Lived Assets | Impairment of Goodwill and Long-Lived Assets Goodwill is tested for impairment annually or more frequently if events or circumstances occur that indicate an impairment may exist. Factors the Company considers important that could trigger an impairment review include significant underperformance relative to historical or projected operating results, significant changes in the Company’s use of the acquired assets in a business combination or the strategy for its overall business, and significant negative industry or economic trends. The Company performs its annual assessment for impairment of goodwill on October 31 and has determined it has a single reporting unit for testing goodwill for impairment. For purposes of assessing potential impairment, the Company first estimates the fair value of the reporting unit (based on the fair value of the Company’s outstanding ordinary shares) and compares that amount to the carrying value of the reporting unit (as reflected by the total carrying values of the Company’s shareholders’ equity. If the Company determines that the carrying value of the reporting unit exceeds its fair value, then the implied fair value of the goodwill is determined in the same manner used to determine the amount of goodwill in a business combination. If the carrying value of goodwill exceeds the implied fair value of the goodwill, an impairment charge is recognized in the amount equal to that excess. We have assigned the entire balance of goodwill to our one reporting unit. The fair value of the reporting unit was based on our market capitalization as of each of December 31, 2015 and 2014, and it was substantially in excess of the carrying value of the reporting unit at each date. No goodwill impairment charges were recorded during the years ended December 31, 2015, 2014, and 2013. Long-lived assets include property and equipment and definite-lived intangible assets subject to amortization. The Company evaluates its long-lived assets for recoverability whenever events or changes in circumstances indicate that their carrying values may not be recoverable. Factors that the Company considers in deciding when to perform an impairment review include significant underperformance of the business or product line in relation to expectations, significant negative industry or economic trends, and significant changes or planned changes in the use of the assets. To evaluate a long-lived asset for recoverability, the Company compares forecasts of undiscounted cash flows expected to result from the use and eventual disposition of the long-lived asset to its carrying value. If the carrying value exceeds the sum of the expected undiscounted cash flows, an impairment loss on the long-lived asset to be held and used is recognized based on the excess of the asset’s carrying value over its fair value, determined based on discounted cash flows. Long-lived assets to be disposed of are reported at the lower of carrying value or fair value less cost to sell. |
Subscription Revenue Recognition | Subscription Revenue Recognition The Company provides access to its fleet management software through subscription arrangements whereby the customer is charged a per subscribed-vehicle fee for access for a specified term. The Company provides access to its field service management software through subscription arrangements whereby the customer is charged a per field service worker fee for access for a specified term. Subscription agreements contain multiple service elements and deliverables, including installation of in-vehicle devices, access to the Company’s on-demand software via its website, and support services delivered over the term of the arrangement. Agreements do not provide customers the right to take possession of the software at any time. The Company has determined that the elements of its subscription agreements do not have value to the customer on a standalone basis. As a result, the multiple elements within the subscription agreements do not qualify for treatment as separate units of accounting. Accordingly, the Company accounts for all fees received under its subscription agreements as a single unit of accounting and, except for any up-front fees, recognizes the total fee amount ratably on a daily basis over the term of the subscription agreement. The Company only commences recognition of revenue when there is persuasive evidence of an arrangement, the fee is fixed or determinable, collectability is deemed reasonably assured, and recurring services have commenced. The Company’s contract terms generally are 36 months for fleet management customers and 12 months for field service management customers for their initial term with automatic renewals for one or three years thereafter, unless the customer elects not to renew. For the limited number of fleet management customer arrangements in which title to the in-vehicle devices transfers to the customer upon delivery or installation of the in-vehicle device, the Company receives an up-front fee from the customer. As the in-vehicle devices do not have value to the customer on a standalone basis, the delivery or installation of the in-vehicle devices does not represent the culmination of a separate earning process associated with the payment of the up-front fee. Accordingly, the Company records the amount of the up-front fee as deferred revenue upon invoicing and recognize that amount as revenue ratably on a daily basis over the estimated average customer relationship period of six years, which is longer than the typical initial subscription agreement term of 36 months. If a customer permanently ceases use of the Company’s subscription service at any point when a balance of deferred revenue from this up-front payment exists, the Company recognizes the remaining balance of the deferred revenue in the period of notification. Changes in the typical customer contractual term, customer behavior, competition or economic conditions could affect the Company’s estimates of the average customer relationship period. The Company reviews the estimated average customer relationship period on a periodic basis and account for changes prospectively. In the majority of its sales transactions, the Company retains ownership of the in-vehicle device, and consequently the Company does not sell the device to the customer. |
Deferred Revenue | Deferred Revenue Deferred revenue represents amounts billed to customers or payments received from customers for which revenue has not yet been recognized. Deferred revenue primarily consists of prepayments made by customers for future periods and, to a lesser extent, the unearned portion of monthly billed subscription fees and up-front payments from customers for in-vehicle devices whose ownership transfers to them upon delivery or installation. The Company’s payment terms are typically monthly in advance; however, the Company continues to enable its customers to 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. As a result, the deferred revenue balance does not represent the total contract value of all multi-year, non-cancelable subscription agreements. In the consolidated balance sheets, deferred revenue that is expected to be recognized within one year is recorded as current deferred revenue while the remaining portion is recorded as non-current deferred revenue. |
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 years ended December 31, 2015 and 2014 totaled $12,275 and $11,995, respectively. Amortization of deferred commissions totaled $10,194, $8,175 and $6,119 for the years ended December 31, 2015, 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 $17,518 and $15,496 as of December 31, 2015 and 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 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 years ended December 31, 2015 and 2014 totaled $392 and $149, respectively. Amortization of these capitalized costs totaled $682, $1,123, and $960 for the years ended December 31, 2015, 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 sheet which totaled $2,398 as of December 31, 2014 As of December 31, 2015, we no longer enter into customer arrangements whereby title to the in-vehicle devices transfers to the customer upon delivery or installation of the in-vehicle device. |
Income Taxes | Income Taxes The Company accounts for income taxes using the asset and liability method, which requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been recognized in the financial statements or in the Company’s tax returns. Deferred taxes are determined based on the difference between the financial statement and tax basis of assets and liabilities using enacted tax rates in effect in the years in which the differences are expected to reverse. Changes in deferred tax assets and liabilities are recorded in the provision for income taxes. The Company assesses the likelihood that its deferred tax assets will be recovered from future taxable income and, to the extent it believes, based upon the weight of available evidence, that it is more likely than not that all or a portion of deferred tax assets will not be realized, a valuation allowance is established through a charge to income tax expense. Potential for recovery of deferred tax assets is evaluated by estimating the future taxable profits expected from each subsidiary and considering prudent and feasible tax planning strategies. The Company accounts for uncertainty in income taxes recognized in its financial statements by applying a two-step process to determine the amount of tax benefit to be recognized. First, the tax position must be evaluated to determine the likelihood that it will be sustained upon examination by the taxing authorities, based on the technical merits of the position. If the tax position is deemed more-likely-than-not to be sustained, the tax position is then assessed to determine the amount of benefit to recognize in the financial statements. The amount of the benefit that may be recognized is the largest amount that has a greater than 50% likelihood of being realized upon ultimate settlement. The provision for income taxes includes the effects of any resulting tax reserves, or unrecognized tax benefits, that are considered appropriate as well as the related net interest and penalties. |
Foreign Currency Translation | Foreign Currency Translation The Company’s reporting currency is the U.S. dollar. The Company has subsidiaries in the United States, Ireland, the United Kingdom, Australia, Mexico, Italy, France, Poland and The Netherlands. The functional currency for each of the Company’s subsidiaries is the local currency. For those subsidiaries whose functional currency is not the U.S. dollar, assets and liabilities are translated into U.S. dollar equivalents at the exchange rate in effect on the balance sheet date and revenues from customers and expenses incurred are translated into U.S. dollars using the average exchange rate over the period. Resulting currency translation adjustments are recorded in accumulated other comprehensive income (loss) in the consolidated balance sheet. For the years ended December 31, 2015 and 2014, the Company recorded currency translation losses of $6,703 and $2,782, respectively, as foreign currency translation adjustments within shareholders’ equity. The Company also incurs transaction gains and losses resulting from intercompany transactions of a short-term nature as well as transactions with customers or vendors denominated in currencies other than the functional currency of the legal entity in which the transaction is recorded. Assets and liabilities arising from such transactions are translated into the legal entity’s functional currency using the exchange rate in effect at the balance sheet date. Any resulting transaction gains or losses are recorded as foreign currency transaction gain (loss) in the consolidated statements of operations. Net foreign currency transaction gains of $3,538, $832, and a loss of $1,139 were recorded for the years ended December 31, 2015, 2014 and 2013, respectively. The Company has concluded that its reporting currency is the U.S. dollar because the parent entity has received U.S. dollars upon the issuance of all equity securities to investors, the parent’s cash is held exclusively in U.S. dollar bank accounts, the parent’s intercompany transactions (primarily receivables from subsidiaries) are denominated in U.S. dollars, and a majority of its parent-related expenses are billed by vendors and paid in U.S. dollars. |
Share-Based Compensation | Share-Based Compensation The Company recognizes expense for stock options, market-based restricted stock awards and time-based restricted stock awards pursuant to ASC 718, “Compensation—Stock Compensation” (“ASC 718”), which requires recognition of share-based compensation expense in the statement of operations over the vesting period based on the fair value of the award at the grant date. The fair value of the awards is recognized as expense, net of estimated forfeitures, over the requisite service period, which is generally the vesting period of the respective award. The straight-line method of expense recognition is applied to all awards with service conditions, while the graded-vesting method of expense recognition is applied to all awards with both service and performance conditions. The Company classifies share-based compensation expense in the consolidated statements of operations in the same manner in which the award recipient’s payroll costs are classified. The Company has share-based employee compensation plans which are described more fully in Note 14 to these consolidated financial statements. |
Advertising Expense | Advertising Expense Advertising costs are expensed as incurred. Advertising expense was $20,413, $18,864 and $11,097 for the years ended December 31, 2015, 2014 and 2013, respectively, and was included in sales and marketing expense in the consolidated statements of operations. |
Comprehensive Income (Loss) | Comprehensive Income (Loss) Comprehensive income (loss) is comprised of net income (loss) and other comprehensive income (loss), which includes certain changes in shareholders’ equity that are excluded from net income (loss). For the years ended December 31, 2015, 2014 and 2013, the only item qualifying as other comprehensive income (loss) was foreign currency translation. For purposes of comprehensive income (loss) computations, the Company does not record income tax provisions or benefits for foreign currency translation adjustments as the Company intends to permanently reinvest undistributed earnings of its foreign subsidiaries in the United States and the United Kingdom. As of December 31, 2015, the Company’s material foreign subsidiaries in the United States and the United Kingdom had no undistributed earnings. |
Net Income (Loss) Per Share | Net Income (Loss) Per Share Basic net income (loss) per share attributable to ordinary shareholders is computed by dividing the net income (loss) attributable to ordinary shareholders by the weighted average number of ordinary shares outstanding for the period. Diluted net income (loss) per share attributable to ordinary shareholders is computed by dividing the diluted net income (loss) attributable to ordinary shareholders by the weighted average number of ordinary shares, including potential dilutive ordinary shares assuming the dilutive effect of outstanding stock options and unvested restricted ordinary shares, as determined using the treasury stock method. For periods in which the Company has reported net losses, diluted net loss per ordinary share attributable to ordinary shareholders is the same as basic net loss per ordinary share attributable to ordinary shareholders, since dilutive ordinary shares are not assumed to have been issued if their effect is antidilutive. |
Segment Data | Segment Data The Company identifies operating segments as components of an entity for which discrete financial information is available and is regularly reviewed by the chief operating decision maker, or decision-making group, in making decisions regarding resource allocation and performance assessment. The Company defines the term “chief operating decision maker” to be its Chief Executive Officer. The Company has determined it operates in one segment, as its chief operating decision maker reviews financial information presented on only a consolidated basis (without any disaggregated revenue or operating income financial data) for purposes of allocating resources and evaluating financial performance. |
Recently Issued and Adopted Accounting Pronouncements | Recently Issued and Adopted Accounting Pronouncements In November 2015, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2015-17 , Income Taxes (Topic 740): Balance Sheet Classification of Deferred Taxes (“ASU 2015-17”) In September 2015, the FASB issued 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 May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers |
Summary of Significant Accoun29
Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Property and Equipment, Estimated Useful Lives | Depreciation and amortization is recognized using the straight-line method over the following estimated useful lives: In-vehicle devices—installed 4–6 years Computer equipment 3 years Internal-use software 3 years Furniture and fixtures 4–6 years Building 40 years Leasehold improvements Shorter of life of lease or |
Prepaid Expenses and Other Cu30
Prepaid Expenses and Other Current Assets (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Prepaid Expenses and Other Current Assets | Prepaid expenses and other current assets consisted of the following at December 31, 2015 and 2014: Year Ended 2015 2014 Deferred commission costs $ 9,296 $ 8,074 Prepaid taxes/taxes receivable 1,190 1,588 Prepaid software license fees and support 1,113 854 Prepaid insurance 696 1,021 Capitalized costs of in-vehicle devices owned by customers — 360 Other 2,135 1,482 Total $ 14,430 $ 13,379 |
Property and Equipment (Tables)
Property and Equipment (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Property and Equipment | Property and equipment consisted of the following at December 31, 2015 and 2014: Year Ended 2015 2014 In-vehicle devices—installed (1) $ 133,753 $ 108,181 In-vehicle devices—uninstalled 6,829 5,541 Computer equipment 14,580 10,065 Internal-use software 11,791 7,815 Furniture and fixtures 2,667 1,981 Leasehold improvements 5,954 2,477 Land and building 1,001 — Total property and equipment 176,575 136,060 Less: Accumulated depreciation and amortization (1) (72,069 ) (56,326 ) Property and equipment, net $ 104,506 $ 79,734 (1) During the years ended December 31, 2015 and 2014, the Company removed $11,978 and $18,254, respectively, of fully depreciated in-vehicle devices no longer in service. |
Business Combinations (Tables)
Business Combinations (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Visirun | |
Business Acquisition, Purchase Price and Fair Values of Identifiable Assets Acquired and Liabilities Assumed | The following table summarizes the purchase price for Visirun and the estimated fair values of the separately identifiable assets acquired and liabilities assumed in November, 2015: Purchase consideration: Total purchase price, net of cash acquired $ 23,812 Cash acquired 1,437 Total purchase consideration $ 25,249 Assets acquired and liabilities assumed: Cash $ 1,437 Accounts receivable 876 Prepaid expenses and other current assets 329 Property and equipment 4,306 Identifiable intangible assets 9,080 Goodwill 15,100 Total assets acquired, inclusive of goodwill 31,128 Accounts payable, accrued expenses and other current liabilities (2,073 ) Deferred tax liabilities (2,815 ) Other long-term liabilities (991 ) Total liabilities assumed (5,879 ) Total $ 25,249 |
Ornicar | |
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, 2015: Purchase consideration: Total purchase price, net of cash acquired $ 10,155 Cash acquired 722 Total purchase consideration $ 10,877 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 8,871 Total assets acquired, inclusive of goodwill 12,337 Accounts payable, accrued expenses and other current liabilities (823 ) Deferred tax liabilities (637 ) Total liabilities assumed (1,460 ) Total $ 10,877 |
KKT | |
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 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 Assets
Goodwill and Intangible Assets (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Changes in Carrying Amount of Goodwill | The changes in the carrying amount of goodwill for the years ended December 31, 2015 and 2014 were as follows (in thousands): Year Ended 2015 2014 Beginning balance $ 30,207 $ 28,706 Acquisition of KKT — 1,501 Acquisition of Ornicar 8,871 — Acquisition of Visirun 15,100 — Total $ 54,178 $ 30,207 |
Intangible Assets | Intangible assets consisted of the following as of December 31, 2015 and 2014, with gross and net amounts of foreign currency-denominated intangible assets reflected at December 31, 2015 and 2014 exchange rates, respectively: December 31, 2015 Gross Accumulated Carrying Customer relationships $ 20,420 $ (8,837 ) $ 11,583 Acquired developed technology 6,761 (3,956 ) 2,805 Trademarks 819 (427 ) 392 Patent 196 (87 ) 109 Total $ 28,196 $ (13,307 ) $ 14,889 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 |
Estimated Future Amortization Expense of Intangible Assets | The estimated future amortization expense of intangible assets as of December 31, 2015 is as follows: Years Ending December 31, 2016 $ 4,294 2017 3,133 2018 2,551 2019 2,017 2020 1,071 Thereafter 1,823 Total $ 14,889 |
Other Assets (Tables)
Other Assets (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Other Assets (Non-current) | Other assets (non-current) consisted of the following as of December 31, 2015 and 2014: Year Ended 2015 2014 Deferred commission costs $ 8,222 $ 7,423 Capitalized costs of in-vehicle devices owned by customers — 2,037 Other 1,408 1,369 Total $ 9,630 $ 10,829 |
Accrued Expenses and Other Cu35
Accrued Expenses and Other Current Liabilities (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Accrued Expenses and Other Current Liabilities | Accrued expenses and other current liabilities consisted of the following as of December 31, 2015 and 2014: Year Ended 2015 2014 Accrued payroll and related expenses $ 11,740 $ 10,862 Accrued professional fees 2,635 3,137 Capital lease obligations 1,898 771 Contingent consideration 1,366 — Accrued marketing expense 1,324 934 Accrued insurance expense 262 337 Accrued income taxes 186 1,869 Other 5,036 6,397 Total $ 24,447 $ 24,307 |
Other Liabilities (Tables)
Other Liabilities (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Other Liabilities | Other liabilities (non-current) consisted of the following as of December 31, 2015 and 2014: Year Ended 2015 2014 Deferred tax liabilities $ 3,486 $ — Accrued rent and lease incentives 3,331 1,371 Capital lease obligations 2,738 918 Contingent consideration 1,154 67 Other 147 — Total $ 10,856 $ 2,356 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Components of Income (Loss) Before Income Taxes | The components of income (loss) before income taxes were as follows: Year Ended December 31, 2015 2014 2013 Ireland $ (3,092 ) $ 26,520 $ 16,975 Foreign 44,971 8,943 9,379 Income before income taxes $ 41,879 $ 35,463 $ 26,354 |
Components of Provision for (Benefit from) Income Taxes | The components of the provision for (benefit from) income taxes were as follows: Year Ended December 31, 2015 2014 2013 Current tax provision (benefit): Ireland taxes $ 461 $ 3,620 $ 2,647 Foreign taxes (4,020 ) 12,952 (9,360 ) Total current tax provision (benefit) (3,559 ) 16,572 (6,713 ) Deferred tax provision (benefit): Ireland taxes $ (1,054 ) $ (375 ) $ (80 ) Foreign taxes 7,700 (8,209 ) 2,690 Total deferred tax provision (benefit) 6,646 (8,584 ) 2,610 Total provision for (benefit from) income taxes $ 3,087 $ 7,988 $ (4,103 ) |
Reconciliation of Income Tax Rate | A reconciliation of the Ireland statutory corporate income tax rate of 12.5% to the Company’s effective income tax rate is as follows: Year Ended December 31, 2015 2014 2013 Ireland statutory corporate income tax rate 12.5 % 12.5 % 12.5 % Income (loss) of Irish non-trading entities — — (0.5 ) Foreign rate differential (4.9 ) 6.6 9.0 Uncertain tax positions 1.9 4.7 (40.4 ) Change in deferred tax asset valuation allowance — (0.5 ) 0.8 Permanent differences 1.5 1.9 2.9 Tax credits (1.8 ) (2.0 ) (3.1 ) Deferred charge on intercompany transaction — — 2.7 MSA refund (1.4 ) — — Other differences (0.4 ) (0.7 ) 0.5 Effective income tax rate 7.4 % 22.5 % (15.6 )% |
Components of Net Deferred Tax Assets and Related Valuation Allowance | The components of net deferred tax assets and the related valuation allowance were as follows: December 31, 2015 2014 Deferred tax assets: Net operating loss carryforwards $ 18,439 $ 6,729 Deferred revenue 9,059 4,955 Accrued expenses 600 1,311 Reserves and allowances 2,294 2,575 Share-based compensation 5,658 4,678 Other 1,908 389 Total deferred tax assets 37,958 20,637 Deferred tax liabilities: Deferred commission (6,193 ) — Acquired intangible assets (4,751 ) (1,274 ) Depreciation and amortization (23,586 ) (2,603 ) Total deferred tax liabilities (34,530 ) (3,877 ) Valuation allowance (341 ) (2,949 ) Net deferred tax assets $ 3,087 $ 13,811 |
Reconciliation of Beginning and Ending Amount of Unrecognized Tax Benefits | A reconciliation of the beginning and ending amount of our unrecognized tax benefits, including those that were recorded against related deferred tax assets rather than as liabilities, but excluding amounts for accrued interest and penalties, is as follows: (in thousands) Unrecognized tax benefits at January 1, 2014 $ 1,280 Additions based on tax positions of current year 1,110 Reductions based on lapse of statute of limitations (66 ) Unrecognized tax benefits at December 31, 2014 2,324 Additions based on tax positions of current year 1,185 Reductions based on lapse of statute of limitations (1,232 ) Unrecognized tax benefits at December 31, 2015 $ 2,277 |
Share-Based Awards (Tables)
Share-Based Awards (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Assumptions Used to Determine Fair Value of Stock Options Granted | The assumptions used to determine the fair value of stock options granted in the year ended December 31, 2012 are as follows, presented on a weighted average basis: Year Ended Risk-free interest rate 0.63 % Expected term (in years) 4.1 Expected volatility 56 % Expected dividend yield 0 % |
Stock Option Activity | Stock option activity during the years ended December 31, 2014 and 2015 is as follows: Number of Weighted Weighted Aggregate (in Years) Outstanding at December 31, 2013 1,477,823 $ 5.36 4.2 $ 55,989 Granted — $ — Exercised (608,620 ) $ 4.67 Forfeited and canceled (18,956 ) $ 9.67 Outstanding at December 31, 2014 850,247 $ 5.76 3.5 $ 25,274 Granted — $ — Exercised (484,391 ) $ 5.94 Forfeited and canceled (2,916 ) $ 3.08 Outstanding at December 31, 2015 362,940 $ 5.54 2.5 $ 16,422 Vested and expected to vest at December 31, 2015 362,073 $ 5.53 2.5 $ 16,387 Exercisable at December 31, 2015 329,318 $ 5.02 2.4 $ 15,072 |
Summary of Unvested Restricted Stock Units Activity | The following table summarizes unvested RSUs activity for the year ended December 31, 2015: Number of Weighted Average Unvested balance at December 31, 2014 1,495,658 $ 28.35 Granted 1,405,291 $ 42.50 Vested (466,006 ) $ 29.17 Forfeited (235,291 ) $ 38.19 Unvested balance at December 31, 2015 2,199,652 $ 36.17 |
Recognized Share-Based Compensation Expense from All Awards | The Company recognized share-based compensation expense from all awards in the following expense categories: Year Ended December 31, 2015 2014 2013 Cost of subscription revenue $ 1,284 $ 707 $ 395 Sales and marketing 8,203 4,751 2,586 Research and development 3,467 1,946 1,069 General and administrative 11,559 5,803 3,420 Total $ 24,513 $ 13,207 $ 7,470 |
Net Income per Share (Tables)
Net Income per Share (Tables) | 12 Months Ended |
Dec. 31, 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 years ended December 31, 2015, 2014 and 2013: Year Ended December 31, 2015 2014 2013 Basic net income per share: Numerator: Net income $ 38,792 $ 27,475 $ 30,457 Denominator: Weighted average ordinary shares outstanding—basic 38,358,072 37,473,442 35,722,300 Net income per share—basic $ 1.01 $ 0.73 $ 0.85 Diluted net income per share: Numerator: Net income $ 38,792 $ 27,475 $ 30,457 Denominator: Weighted average ordinary shares outstanding—basic 38,358,072 37,473,442 35,722,300 Dilutive effect of ordinary share equivalents 970,055 1,078,418 1,417,539 Weighted average ordinary shares outstanding—diluted 39,328,127 38,551,860 37,139,839 Net income per share—diluted $ 0.99 $ 0.71 $ 0.82 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Future Minimum Lease Payments Under Non-cancelable Operating and Capital Leases | Future minimum lease payments under non-cancelable operating and capital leases at December 31, 2015 are as follows: Years Ending December 31, Operating Leases Capital Leases Total 2016 $ 10,392 $ 2,111 $ 12,503 2017 9,310 1,603 10,913 2018 4,132 437 4,569 2019 2,730 90 2,820 2020 2,644 90 2,734 Thereafter 649 442 1,091 Total $ 29,857 4,773 $ 34,630 Less amount representing interest (137 ) Present value of minimum lease payments $ 4,636 |
Segment Reporting and Geograp41
Segment Reporting and Geographic Data (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Geographic Area Data Subscription Revenue and Long-lived Tangible Assets | The geographic area data below summarizes subscription revenue and long-lived tangible assets for the significant countries in which the Company operates: Year Ended December 31, 2015 2014 2013 Subscription revenue (1) : United States $ 246,309 $ 203,959 $ 155,554 United Kingdom 14,795 13,607 11,423 Canada 10,607 8,352 6,179 Ireland 3,994 4,217 3,880 All other countries 9,056 1,446 314 Total subscription revenue $ 284,761 $ 231,581 $ 177,350 Year Ended December 31, 2015 2014 2013 Long-lived tangible assets (2) : United States $ 79,286 $ 65,558 $ 51,085 Ireland 11,829 8,315 6,082 United Kingdom 4,759 4,933 4,493 All other countries 8,632 928 72 Total long-lived tangible assets $ 104,506 $ 79,734 $ 61,732 (1) Subscription revenue represents sales to external customers based on the location of the customer. (2) Long-lived tangible assets consist of property and equipment based on the country in which the assets are located and are reported at carrying value. |
Valuation Accounts (Tables)
Valuation Accounts (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Activity in Allowance Accounts Related to Accounts Receivable and Deferred Tax Assets | Activity in allowance accounts related to accounts receivable and deferred tax assets consisted of the following: Balance at Charged to Deductions Balance at Year ended December 31, 2013: Accounts receivable allowances $ 887 1,601 (1) (1,093 ) (2) $ 1,395 Deferred tax asset valuation allowance $ 2,581 442 — $ 3,023 Year ended December 31, 2014: Accounts receivable allowances $ 1,395 2,413 (1) (1,608 ) (2) $ 2,200 Deferred tax asset valuation allowance $ 3,023 — (74 ) $ 2,949 Year ended December 31, 2015: Accounts receivable allowances $ 2,200 4,362 (1) (4,329 ) (2) $ 2,233 Deferred tax asset valuation allowance $ 2,949 — (2,608 ) $ 341 (1) Amounts represent charges to general and administrative expense for increases to the allowance for doubtful accounts. (2) Amounts represent cash collections from customers for accounts previously reserved and write-offs of accounts receivable recorded against the allowance for doubtful accounts. |
Summary of Significant Accoun43
Summary of Significant Accounting Policies - Additional Information (Detail) | 3 Months Ended | 12 Months Ended | ||
Dec. 31, 2015USD ($)Customer | Dec. 31, 2015USD ($)Customer | Dec. 31, 2014USD ($)Customer | Dec. 31, 2013USD ($)Customer | |
Significant Accounting Policies [Line Items] | ||||
Increase in contingent consideration liability | $ 300,000 | $ 276,000 | ||
Other assets, fair value disclosure | 0 | 0 | $ 0 | |
Other liabilities, fair value disclosure | 0 | 0 | 0 | |
Restricted cash | $ 135,000 | $ 135,000 | $ 64,000 | |
Restricted cash reduced balance | $ 64,000 | |||
Number of customers accounted for more than 10% of total subscription revenue | Customer | 0 | 0 | 0 | |
Number of customers accounted for more than 10% of net accounts receivable | Customer | 0 | 0 | 0 | 0 |
Goodwill Impairment charges | $ 0 | $ 0 | $ 0 | |
Capitalized/deferred costs, amortization | 682,000 | 1,123,000 | 960,000 | |
Foreign currency translation adjustments | (6,703,000) | (2,782,000) | 1,186,000 | |
Net foreign currency transaction gains (losses) | 3,538,000 | 832,000 | (1,139,000) | |
Advertising expense | 20,413,000 | 18,864,000 | 11,097,000 | |
Undistributed earnings of foreign subsidiaries | $ 0 | 0 | ||
General and Administrative Expense | ||||
Significant Accounting Policies [Line Items] | ||||
Contingent consideration expense | 300,000 | |||
Deferred Commissions | ||||
Significant Accounting Policies [Line Items] | ||||
Capitalized/deferred costs | 12,275,000 | 11,995,000 | ||
Deferred Commissions | Sales and Marketing | ||||
Significant Accounting Policies [Line Items] | ||||
Capitalized/deferred costs, amortization | 10,194,000 | 8,175,000 | 6,119,000 | |
Deferred Commissions | Other Current Assets and Other Long-Term Assets | ||||
Significant Accounting Policies [Line Items] | ||||
Capitalized/deferred costs, net | 17,518,000 | 17,518,000 | 15,496,000 | |
Capitalized In-Vehicle Device Costs | ||||
Significant Accounting Policies [Line Items] | ||||
Capitalized/deferred costs | 392,000 | 149,000 | ||
Capitalized In-Vehicle Device Costs | Cost Of Subscription Revenue | ||||
Significant Accounting Policies [Line Items] | ||||
Capitalized/deferred costs, amortization | 682,000 | 1,123,000 | $ 960,000 | |
Capitalized In-Vehicle Device Costs | Other Current Assets and Other Long-Term Assets | ||||
Significant Accounting Policies [Line Items] | ||||
Capitalized/deferred costs, net | $ 2,398,000 | |||
Ornicar | ||||
Significant Accounting Policies [Line Items] | ||||
Contingent consideration, liability | $ 2,460,000 | $ 2,460,000 | ||
In-vehicle devices | ||||
Significant Accounting Policies [Line Items] | ||||
Property plant and equipment, useful life | 6 years | |||
Internal-use software | ||||
Significant Accounting Policies [Line Items] | ||||
Property plant and equipment, useful life | 3 years | |||
Intangible asset, estimated useful life | 3 years | |||
Customer Relationships | Weighted Average | ||||
Significant Accounting Policies [Line Items] | ||||
Intangible asset, estimated useful life | 6 years | |||
Customer Relationships | Minimum | ||||
Significant Accounting Policies [Line Items] | ||||
Intangible asset, estimated useful life | 3 years | |||
Customer Relationships | Maximum | ||||
Significant Accounting Policies [Line Items] | ||||
Intangible asset, estimated useful life | 9 years | |||
Trademarks | Minimum | ||||
Significant Accounting Policies [Line Items] | ||||
Intangible asset, estimated useful life | 3 years | |||
Trademarks | Maximum | ||||
Significant Accounting Policies [Line Items] | ||||
Intangible asset, estimated useful life | 9 years | |||
Acquired Developed Technology | Minimum | ||||
Significant Accounting Policies [Line Items] | ||||
Intangible asset, estimated useful life | 3 years | |||
Acquired Developed Technology | Maximum | ||||
Significant Accounting Policies [Line Items] | ||||
Intangible asset, estimated useful life | 9 years | |||
Patents | ||||
Significant Accounting Policies [Line Items] | ||||
Intangible asset, estimated useful life | 20 years |
Property and Equipment, Estimat
Property and Equipment, Estimated Useful Lives (Detail) | 12 Months Ended |
Dec. 31, 2015 | |
Property, Plant and Equipment [Line Items] | |
Leasehold Improvement | Shorter of life of lease or estimated useful life |
In-vehicle devices-installed | Minimum | |
Property, Plant and Equipment [Line Items] | |
Property plant and equipment, useful life | 4 years |
In-vehicle devices-installed | Maximum | |
Property, Plant and Equipment [Line Items] | |
Property plant and equipment, useful life | 6 years |
Computer Equipment | |
Property, Plant and Equipment [Line Items] | |
Property plant and equipment, useful life | 3 years |
Internal-use software | |
Property, Plant and Equipment [Line Items] | |
Property plant and equipment, useful life | 3 years |
Furniture and Fixtures | Minimum | |
Property, Plant and Equipment [Line Items] | |
Property plant and equipment, useful life | 4 years |
Furniture and Fixtures | Maximum | |
Property, Plant and Equipment [Line Items] | |
Property plant and equipment, useful life | 6 years |
Building | |
Property, Plant and Equipment [Line Items] | |
Property plant and equipment, useful life | 40 years |
Prepaid Expenses and Other Cu45
Prepaid Expenses and Other Current Assets (Detail) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Prepaid Expenses And Other Current Assets | ||
Deferred commission costs | $ 9,296 | $ 8,074 |
Prepaid taxes/taxes receivable | 1,190 | 1,588 |
Prepaid software license fees and support | 1,113 | 854 |
Prepaid insurance | 696 | 1,021 |
Capitalized costs of in-vehicle devices owned by customers | 360 | |
Other | 2,135 | 1,482 |
Total | $ 14,430 | $ 13,379 |
Property and Equipment (Detail)
Property and Equipment (Detail) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Property, Plant and Equipment [Line Items] | ||||
Computer equipment | $ 14,580 | $ 10,065 | ||
Internal-use software | 11,791 | 7,815 | ||
Furniture and fixtures | 2,667 | 1,981 | ||
Leasehold improvements | 5,954 | 2,477 | ||
Land and building | 1,001 | |||
Total property and equipment | 176,575 | 136,060 | ||
Less: Accumulated depreciation and amortization | [1] | (72,069) | (56,326) | |
Property and equipment, net | [2] | 104,506 | 79,734 | $ 61,732 |
In-vehicle devices-installed | ||||
Property, Plant and Equipment [Line Items] | ||||
In-vehicle | [1] | 133,753 | 108,181 | |
In-vehicle devices-uninstalled | ||||
Property, Plant and Equipment [Line Items] | ||||
In-vehicle | $ 6,829 | $ 5,541 | ||
[1] | During the years ended December 31, 2015 and 2014, the Company removed $11,978 and $18,254, respectively, of fully depreciated in-vehicle devices no longer in service. | |||
[2] | Long-lived tangible assets consist of property and equipment based on the country in which the assets are located and are reported at carrying value. |
Property and Equipment (Parenth
Property and Equipment (Parenthetical) (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
In-vehicle devices-installed | ||
Property, Plant and Equipment [Line Items] | ||
Depreciation of property and equipment | $ 11,978 | $ 18,254 |
Property and Equipment - Additi
Property and Equipment - Additional Information (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Property, Plant and Equipment [Line Items] | |||
Depreciation and amortization of property and equipment | $ 28,258 | $ 21,492 | $ 12,994 |
Depreciation and amortization expense, recorded in cost of subscription revenue | 25,391 | 19,416 | 11,684 |
Carrying value of installed in-vehicle devices, net of accumulated depreciation | 76,835 | 61,804 | |
Capitalized costs, associated with development of internal-use software | 4,744 | 3,777 | |
Amortization expense of the internal-use software | 2,361 | 1,245 | 482 |
Carrying value of capitalized internal-use software | 7,125 | 5,235 | |
Gross amount of assets under capital leases | 6,749 | 3,327 | |
Assets under capital leases, accumulated amortization | 2,564 | 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 | $ 2,987 | $ 1,739 | $ 3,086 |
Business Combinations - Additio
Business Combinations - Additional Information (Detail) - USD ($) $ in Thousands | 1 Months Ended | ||||||
Nov. 30, 2015 | Feb. 28, 2015 | May. 31, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Dec. 31, 2013 | |
Business Acquisition [Line Items] | |||||||
Goodwill | $ 54,178 | $ 30,207 | $ 28,706 | ||||
Ornicar | |||||||
Business Acquisition [Line Items] | |||||||
Cash paid to acquire business | $ 8,395 | ||||||
Goodwill | 8,871 | ||||||
Acquired intangible assets | 1,914 | ||||||
Total purchase consideration after working capital adjustment | 10,634 | ||||||
Contingent consideration incurred | 2,239 | ||||||
Goodwill after working capital adjustment | $ 8,628 | ||||||
Purchase price adjustment from working capital requirement | $ 242 | ||||||
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 | ||||||
Visirun | |||||||
Business Acquisition [Line Items] | |||||||
Cash paid to acquire business | $ 25,249 | ||||||
Goodwill | 15,100 | ||||||
Acquired intangible assets | $ 9,080 | ||||||
Visirun | Minimum | |||||||
Business Acquisition [Line Items] | |||||||
Acquired intangible assets, useful life | 3 years | ||||||
Visirun | Maximum | |||||||
Business Acquisition [Line Items] | |||||||
Acquired intangible assets, useful life | 8 years | ||||||
KKT | |||||||
Business Acquisition [Line Items] | |||||||
Cash paid to acquire business | $ 2,295 | ||||||
Goodwill | 1,501 | ||||||
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 ($) $ in Thousands | 1 Months Ended | 12 Months Ended | ||||
Nov. 30, 2015 | Feb. 28, 2015 | May. 31, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Purchase consideration: | ||||||
Total purchase price, net of cash acquired | $ 31,727 | $ 2,274 | $ 6,786 | |||
Assets acquired and liabilities assumed: | ||||||
Goodwill | $ 54,178 | $ 30,207 | $ 28,706 | |||
Ornicar | ||||||
Purchase consideration: | ||||||
Total purchase price, net of cash acquired | $ 10,155 | |||||
Cash acquired | 722 | |||||
Cash paid to acquire business | 8,395 | |||||
Total purchase consideration | 10,877 | |||||
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 | 8,871 | |||||
Total assets acquired, inclusive of goodwill | 12,337 | |||||
Accounts payable, accrued expenses and other current liabilities | (823) | |||||
Deferred tax liabilities | (637) | |||||
Total liabilities assumed | (1,460) | |||||
Total | $ 10,877 | |||||
Visirun | ||||||
Purchase consideration: | ||||||
Total purchase price, net of cash acquired | $ 23,812 | |||||
Cash acquired | 1,437 | |||||
Cash paid to acquire business | 25,249 | |||||
Assets acquired and liabilities assumed: | ||||||
Cash | 1,437 | |||||
Accounts receivable | 876 | |||||
Prepaid expenses and other current assets | 329 | |||||
Property and equipment | 4,306 | |||||
Identifiable intangible assets | 9,080 | |||||
Goodwill | 15,100 | |||||
Total assets acquired, inclusive of goodwill | 31,128 | |||||
Accounts payable, accrued expenses and other current liabilities | (2,073) | |||||
Deferred tax liabilities | (2,815) | |||||
Other long-term liabilities | (991) | |||||
Total liabilities assumed | (5,879) | |||||
Total | $ 25,249 | |||||
KKT | ||||||
Purchase consideration: | ||||||
Total purchase price, net of cash acquired | $ 2,274 | |||||
Cash acquired | 21 | |||||
Cash paid to acquire business | 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 Asset51
Goodwill and Intangible Assets - Additional Information (Detail) - USD ($) | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Goodwill and Intangible Assets Disclosure [Line Items] | |||
Goodwill | $ 54,178,000 | $ 30,207,000 | $ 28,706,000 |
Impairment of goodwill | 0 | 0 | 0 |
Amortization of intangible assets | 2,672,000 | 2,562,000 | 2,290,000 |
Amortization expense included in cost of subscription revenue | 1,266,000 | 1,218,000 | 631,000 |
Sales and Marketing | |||
Goodwill and Intangible Assets Disclosure [Line Items] | |||
Amortization of intangible assets | $ 1,406,000 | $ 1,344,000 | $ 1,659,000 |
Changes in Carrying Amount of G
Changes in Carrying Amount of Goodwill (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Goodwill [Line Items] | ||
Beginning balance | $ 30,207 | $ 28,706 |
Ending balance | 54,178 | 30,207 |
Ornicar | ||
Goodwill [Line Items] | ||
Acquisition | 8,871 | |
KKT | ||
Goodwill [Line Items] | ||
Acquisition | $ 1,501 | |
Visirun | ||
Goodwill [Line Items] | ||
Acquisition | $ 15,100 |
Intangible Assets (Detail)
Intangible Assets (Detail) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Finite-Lived Intangible Assets [Line Items] | ||
Gross Amount | $ 28,196 | $ 17,225 |
Accumulated Amortization | (13,307) | (10,765) |
Carrying Value | 14,889 | 6,460 |
Customer Relationships | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Amount | 20,420 | 11,100 |
Accumulated Amortization | (8,837) | (7,471) |
Carrying Value | 11,583 | 3,629 |
Acquired Developed Technology | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Amount | 6,761 | 5,506 |
Accumulated Amortization | (3,956) | (2,822) |
Carrying Value | 2,805 | 2,684 |
Trademarks | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Amount | 819 | 400 |
Accumulated Amortization | (427) | (387) |
Carrying Value | 392 | 13 |
Patents | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Amount | 196 | 219 |
Accumulated Amortization | (87) | (85) |
Carrying Value | $ 109 | $ 134 |
Estimated Future Amortization E
Estimated Future Amortization Expense of Intangible Assets (Detail) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Finite Lived Intangible Assets Future Amortization Expense [Line Items] | ||
2,016 | $ 4,294 | |
2,017 | 3,133 | |
2,018 | 2,551 | |
2,019 | 2,017 | |
2,020 | 1,071 | |
Thereafter | 1,823 | |
Carrying Value | $ 14,889 | $ 6,460 |
Other Assets (Non-Current) (Det
Other Assets (Non-Current) (Detail) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Other Assets, Noncurrent | ||
Deferred commission costs | $ 8,222 | $ 7,423 |
Capitalized costs of in-vehicle devices owned by customers | 2,037 | |
Other | 1,408 | 1,369 |
Total | $ 9,630 | $ 10,829 |
Accrued Expenses and Other Cu56
Accrued Expenses and Other Current Liabilities (Detail) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Accrued Expenses and Other Current Liabilities [Line Items] | ||
Accrued payroll and related expenses | $ 11,740 | $ 10,862 |
Accrued professional fees | 2,635 | 3,137 |
Capital lease obligations | 1,898 | 771 |
Contingent consideration | 1,366 | |
Accrued marketing expense | 1,324 | 934 |
Accrued insurance expense | 262 | 337 |
Accrued income taxes | 186 | 1,869 |
Other | 5,036 | 6,397 |
Total | $ 24,447 | $ 24,307 |
Other Liabilities (Non-Current)
Other Liabilities (Non-Current) (Detail) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Schedule Of Other Liabilities Noncurrent [Line Items] | ||
Deferred tax liabilities | $ 3,486 | |
Accrued rent and lease incentives | 3,331 | $ 1,371 |
Capital lease obligations | 2,738 | 918 |
Contingent consideration | 1,154 | 67 |
Other | 147 | |
Total | $ 10,856 | $ 2,356 |
Long-term Debt - Additional Inf
Long-term Debt - Additional Information (Detail) - USD ($) | Jan. 21, 2015 | Jan. 29, 2013 | May. 10, 2012 | Jul. 30, 2010 | Jun. 30, 2015 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Nov. 29, 2013 | May. 30, 2012 | Jun. 30, 2010 |
Debt Instrument [Line Items] | |||||||||||||
Prepayment condition, aggregate gross cash proceeds from a registered firm commitment underwritten public offering | $ 32,060,000 | ||||||||||||
Debt instrument, discount | $ 708,000 | $ 717,000 | $ 449,000 | $ 690,000 | |||||||||
Accretion amount | $ 170,000 | ||||||||||||
Loss on extinguishment of debt | (107,000) | ||||||||||||
Amortization of unamortized debt discount | 150,000 | ||||||||||||
Deferred financing cost, amortization | $ 94,000 | ||||||||||||
Credit facility, expiration date | May 10, 2017 | ||||||||||||
Capitalized deferred financing costs | 501,000 | $ 407,000 | |||||||||||
Capitalized deferred financing costs, current | 100,000 | ||||||||||||
Capitalized deferred financing costs, noncurrent | 307,000 | ||||||||||||
Credit facility, outstanding borrowing capacity | $ 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 | ||||||||||||
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% | ||||||||||||
Additional fees related to the debt | $ 159,000 | ||||||||||||
Credit facility, interest rate | 2.01% | ||||||||||||
Senior Secured Credit Facility | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Prepayment penalty | 1.00% | ||||||||||||
Debt instrument, covenant description | The Senior Secured Credit Facility contains financial covenants that, among other things, require the Company to maintain liquidity of at least $10,000, comprised of cash plus availability under borrowings, and limits the Company's maximum total leverage ratio (total indebtedness with a maturity greater than twelve months to earnings before interest, taxes, depreciation and amortization and certain other adjustments, as defined by the terms of the Senior Secured Credit Facility agreement). The leverage ratio becomes more restrictive in each of 2013 and 2014. The Senior Secured Credit Facility also requires the Company to maintain other affirmative and negative covenants. The Company was in compliance with all such covenants as of December 31, 2012. | ||||||||||||
Revolving Credit Facility | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Credit facility, amended borrowing capacity | $ 25,000,000 | ||||||||||||
Revolving Credit Facility Amendment | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Deferred financing cost, amortization | $ 45,000 | ||||||||||||
Credit facility, amended borrowing capacity | $ 50,000,000 | ||||||||||||
Credit facility, outstanding borrowing capacity | $ 23,750,000 | 23,750,000 | |||||||||||
Interest expense the unamortized debt discount | 426,000 | ||||||||||||
Reduction of debt issuance costs | $ 158,000 | ||||||||||||
Option 1 | Senior Secured Credit Facility | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Debt instrument, minimum interest rate | 4.50% | ||||||||||||
Option 2 | Senior Secured Credit Facility | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Debt instrument, minimum interest rate | 5.50% | ||||||||||||
Accordion Feature | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Credit facility, amended borrowing capacity | $ 200,000,000 | ||||||||||||
Term Loan | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Debt instrument, principal amount | $ 25,000,000 | ||||||||||||
Term Loan | Senior Secured Credit Facility | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Debt instrument, discount | $ 556,000 | $ 651,000 | |||||||||||
Amortization of unamortized debt discount | 95,000 | ||||||||||||
Deferred financing cost, amortization | 71,000 | ||||||||||||
Principal under Term Loan due in 2012 | 313,000 | ||||||||||||
Principal under Term Loan due in 2013 | 1,250,000 | ||||||||||||
Principal under Term Loan due in 2014 | 1,406,000 | ||||||||||||
Principal under Term Loan due in 2015 | 2,031,000 | ||||||||||||
Principal under Term Loan due in 2016 | 2,500,000 | ||||||||||||
Principal under Term Loan due in 2017 | 17,500,000 | ||||||||||||
Capitalized deferred financing costs | 413,000 | $ 484,000 | |||||||||||
Capitalized deferred financing costs, current | 106,000 | ||||||||||||
Capitalized deferred financing costs, noncurrent | 307,000 | ||||||||||||
Senior Secured Notes | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Debt instrument, principal amount | $ 17,500,000 | ||||||||||||
Debt instrument, frequency of principal payment | Monthly | ||||||||||||
Debt instrument, maturity date | Jul. 30, 2014 | ||||||||||||
Debt instrument, description of prepayment conditions | Prepayment of the Senior Secured Notes would have been required upon (a) the sale of substantially all of the Company’s assets or a change in control upon the sale of equity, (b) the disposition, involuntary or voluntary, of any asset in a single transaction or series of related transactions in excess of $50, subject to permitted reinvestment, (c) a registered firm commitment underwritten public offering by the Company of its ordinary shares resulting in aggregate gross cash proceeds greater than $50,000 and in which the initial price to the public is at least $13.91 per share, as adjusted for any share capital subdivision or consolidation (a “Qualified Public Offering”), and (d) any excess cash flow generated by the Company, defined as (i) positive cash flow from operations, plus (ii) any cash flow from extraordinary receipts, less (iii) repayments of the Senior Secured Notes, less (iv) the unfinanced cash portion of capital expenditures net of any proceeds received from sales of fixed assets (each, a “Prepayment Event”). | ||||||||||||
Prepayment amount as a percentage of excess cash flow | 50.00% | ||||||||||||
Debt instrument, minimum interest rate | 12.50% | ||||||||||||
Debt instrument, actual interest rate | 12.50% | ||||||||||||
Debt instrument, additional interest rate charged in the event of default | 2.50% | ||||||||||||
Principal amount of debt repaid | 17,063,000 | ||||||||||||
Prepayment premium | 512,000 | ||||||||||||
Loss on extinguishment of debt | (934,000) | ||||||||||||
Amortization of unamortized debt discount | 387,000 | ||||||||||||
Deferred financing cost, amortization | 18,000 | ||||||||||||
Prepayment premium paid in cash | 512,000 | ||||||||||||
Legal fees | 17,000 | ||||||||||||
Senior Secured Notes | Prior to July 30, 2012 | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Percentage of principal balance due upon a Prepayment Event, in addition to accrued and unpaid interest | 103.00% | ||||||||||||
Senior Secured Notes | From July 31, 2012 through July 30, 2013 | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Percentage of principal balance due upon a Prepayment Event, in addition to accrued and unpaid interest | 101.00% | ||||||||||||
Senior Secured Notes | July 31, 2013 and thereafter | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Percentage of principal balance due upon a Prepayment Event, in addition to accrued and unpaid interest | 100.00% | ||||||||||||
Senior Secured Notes | Term Loan | Senior Secured Credit Facility | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Proceeds from Term Loan of Senior Secured Credit Facility | $ 25,000,000 | ||||||||||||
Maximum | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Credit facility, outstanding borrowing capacity | $ 125,000,000 | ||||||||||||
Commitment fees percentage | 0.30% | ||||||||||||
Minimum | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Prepayment condition, transaction amount of voluntary or involuntary disposition of any asset | $ 50,000 | ||||||||||||
Prepayment condition, aggregate gross cash proceeds from a registered firm commitment underwritten public offering | $ 50,000,000 | ||||||||||||
Prepayment condition, initial per share price to the public | $ 13.91 | ||||||||||||
Commitment fees percentage | 0.20% | ||||||||||||
Minimum | Senior Secured Credit Facility | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Debt covenant, liquidity required | $ 10,000,000 | ||||||||||||
One Month London Inter bank Offered Rate | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Credit facility, basis spread on variable rate | 2.00% | ||||||||||||
One Month London Inter bank Offered Rate | Senior Secured Notes | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Credit facility, basis spread on variable rate | 9.50% | ||||||||||||
Base Rate | Revolving Credit Facility Amendment | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Credit facility, basis spread on variable rate | 1.00% | ||||||||||||
Base Rate | Option 2 | Senior Secured Credit Facility | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Credit facility, basis spread on variable rate | 2.50% | ||||||||||||
Base Rate | Maximum | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Leverage ratio | 1.25% | ||||||||||||
Base Rate | Minimum | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Leverage ratio | 0.50% | ||||||||||||
London Interbank Offered Rate (LIBOR) | Revolving Credit Facility Amendment | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Credit facility, basis spread on variable rate | 2.00% | ||||||||||||
London Interbank Offered Rate (LIBOR) | Option 1 | Senior Secured Credit Facility | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Credit facility, basis spread on variable rate | 3.50% | ||||||||||||
London Interbank Offered Rate (LIBOR) | Maximum | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Leverage ratio | 2.25% | ||||||||||||
London Interbank Offered Rate (LIBOR) | Minimum | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Leverage ratio | 1.50% |
Components of Income (Loss) bef
Components of Income (Loss) before Income Taxes (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Schedule of Income Before Income Tax [Line Items] | |||
Ireland | $ (3,092) | $ 26,520 | $ 16,975 |
Foreign | 44,971 | 8,943 | 9,379 |
Income before income taxes | $ 41,879 | $ 35,463 | $ 26,354 |
Components of Provisions for (B
Components of Provisions for (Benefit from) Income Taxes (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Current tax provision (benefit): | |||
Ireland taxes | $ 461 | $ 3,620 | $ 2,647 |
Foreign taxes | (4,020) | 12,952 | (9,360) |
Total current tax provision (benefit) | (3,559) | 16,572 | (6,713) |
Deferred tax provision (benefit): | |||
Ireland taxes | (1,054) | (375) | (80) |
Foreign taxes | 7,700 | (8,209) | 2,690 |
Total deferred tax provision (benefit) | 6,646 | (8,584) | 2,610 |
Total provision for (benefit from) income taxes | $ 3,087 | $ 7,988 | $ (4,103) |
Reconciliation of Ireland Statu
Reconciliation of Ireland Statutory Corporate Income Tax Rate to Company's Effective Income Tax Rate (Detail) | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Schedule of Effective Tax Rate Reconciliation [Line Items] | |||
Ireland statutory corporate income tax rate | 12.50% | 12.50% | 12.50% |
Income (loss) of Irish non-trading entities | (0.50%) | ||
Foreign rate differential | (4.90%) | 6.60% | 9.00% |
Uncertain tax positions | 1.90% | 4.70% | (40.40%) |
Change in deferred tax asset valuation allowance | (0.50%) | 0.80% | |
Permanent differences | 1.50% | 1.90% | 2.90% |
Tax credits | (1.80%) | (2.00%) | (3.10%) |
Deferred charge on intercompany transaction | 2.70% | ||
MSA refund | (1.40%) | ||
Other differences | (0.40%) | (0.70%) | 0.50% |
Effective income tax rate | 7.40% | 22.50% | (15.60%) |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) - USD ($) | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Income Taxes [Line Items] | |||
Effective income tax rate | 7.40% | 22.50% | (15.60%) |
Pre-tax income | $ 41,879,000 | $ 35,463,000 | $ 26,354,000 |
Ireland statutory corporate income tax rate | 12.50% | 12.50% | 12.50% |
Reversal of reserves for uncertain tax positions | $ 10,600,000 | ||
Excess tax benefits from share-based awards | $ 14,336,000 | ||
Net deferred tax assets | 3,087,000 | $ 13,811,000 | |
Valuation allowance | 341,000 | 2,949,000 | |
Unrecognized tax benefits that, if recognized, would affect the Company's provision for income taxes | 2,277,000 | 2,324,000 | 1,280,000 |
Accrued interest and penalties | 3,498,000 | 2,735,000 | 1,899,000 |
Penalties related to unrecognized tax benefits | 0 | 0 | 0 |
Interest related to unrecognized tax benefits | 806,000 | 859,000 | $ 866,000 |
Reasonably possible unrecognized tax benefits, inclusive of interest, decrease in next 12 months | 3,248,000 | ||
Provisions not made for income taxes on undistributed earnings of non-Irish subsidiaries | 9,850,000 | ||
Undistributed earnings of foreign subsidiaries | $ 0 | ||
United States | Earliest Tax Year | |||
Income Taxes [Line Items] | |||
Income tax year under examination | 2,012 | ||
United States | Latest Tax Year | |||
Income Taxes [Line Items] | |||
Income tax year under examination | 2,015 | ||
Non-Irish subsidiaries | |||
Income Taxes [Line Items] | |||
Undistributed earnings of foreign subsidiaries | $ 76,246,000 | ||
Taxes Income And Other | |||
Income Taxes [Line Items] | |||
Pre-tax income | 41,879,000 | ||
UNITED KINGDOM | |||
Income Taxes [Line Items] | |||
Net operating loss carryforwards | $ 2,211,000 | 1,797,000 | |
UNITED KINGDOM | Non-Irish subsidiaries | Earliest Tax Year | |||
Income Taxes [Line Items] | |||
Income tax year under examination | 2,014 | ||
UNITED KINGDOM | Non-Irish subsidiaries | Latest Tax Year | |||
Income Taxes [Line Items] | |||
Income tax year under examination | 2,015 | ||
IRELAND | |||
Income Taxes [Line Items] | |||
Net operating loss carryforwards | $ 100,000 | 10,323,000 | |
Valuation allowance | $ 12,000 | 2,581,000 | |
IRELAND | Non-Irish subsidiaries | Earliest Tax Year | |||
Income Taxes [Line Items] | |||
Income tax year under examination | 2,010 | ||
IRELAND | Non-Irish subsidiaries | Latest Tax Year | |||
Income Taxes [Line Items] | |||
Income tax year under examination | 2,015 | ||
Australia | |||
Income Taxes [Line Items] | |||
Valuation allowance | $ 329,000 | 368,000 | |
UNITED STATES | Federal | |||
Income Taxes [Line Items] | |||
Net operating loss carryforwards | $ 86,596,000 | 21,900,000 | |
Net operating loss carryforwards, expiration | From 2026 through 2035 | ||
UNITED STATES | State and Local Jurisdiction | |||
Income Taxes [Line Items] | |||
Net operating loss carryforwards | $ 59,636,000 | $ 6,527,000 | |
Net operating loss carryforwards, expiration | From 2020 through 2035 | ||
Internal Revenue Service | Earliest Tax Year | |||
Income Taxes [Line Items] | |||
Income tax year under examination | 2,013 | ||
Internal Revenue Service | Latest Tax Year | |||
Income Taxes [Line Items] | |||
Income tax year under examination | 2,014 | ||
Irish Taxing Authority | |||
Income Taxes [Line Items] | |||
Income tax year under examination | 2,012 |
Components of Net Deferred Tax
Components of Net Deferred Tax Assets and Related Valuation Allowance (Detail) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Deferred tax assets: | ||
Net operating loss carryforwards | $ 18,439 | $ 6,729 |
Deferred revenue | 9,059 | 4,955 |
Accrued expenses | 600 | 1,311 |
Reserves and allowances | 2,294 | 2,575 |
Share-based compensation | 5,658 | 4,678 |
Other | 1,908 | 389 |
Total deferred tax assets | 37,958 | 20,637 |
Deferred tax liabilities: | ||
Deferred commission | (6,193) | |
Acquired intangible assets | (4,751) | (1,274) |
Depreciation and amortization | (23,586) | (2,603) |
Total deferred tax liabilities | (34,530) | (3,877) |
Valuation allowance | (341) | (2,949) |
Net deferred tax assets | $ 3,087 | $ 13,811 |
Reconciliation of Beginning and
Reconciliation of Beginning and Ending Amount of Unrecognized Tax Benefits (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Income Tax Contingency [Line Items] | ||
Unrecognized tax benefits at beginning of period | $ 1,280 | |
Additions based on tax positions of current year | $ 1,185 | 1,110 |
Reductions based on lapse of statute of limitations | (1,232) | (66) |
Unrecognized tax benefits at beginning of period | $ 2,277 | $ 2,324 |
Deferred Shares - Additional In
Deferred Shares - Additional Information (Detail) € / shares in Units, € in Thousands, $ in Thousands | 1 Months Ended | |||||
Nov. 30, 2010USD ($)shares | Nov. 30, 2010EUR (€)€ / sharesshares | Jul. 31, 2010shares | Dec. 31, 2015€ / sharesshares | Dec. 31, 2014€ / sharesshares | Jul. 31, 2008€ / sharesshares | |
Class of Stock [Line Items] | ||||||
Maximum share capital issued that can be redeemable and serve no other purpose | 90.00% | |||||
Common shares, shares authorized | 66,666,663 | 66,666,663 | ||||
Common shares, par value | € / shares | € 0.015 | € 0.015 | ||||
Common shares, shares issued | 38,686,288 | 37,875,815 | ||||
Deferred Shares | ||||||
Class of Stock [Line Items] | ||||||
Common shares, shares authorized | 2,230,330 | 0 | 100,000,215,088 | |||
Common shares, par value | € / shares | € 0.01 | € 0.00 | ||||
Common shares, shares issued | 705,658 | |||||
Number of shares converted | 100,000,000,000 | |||||
Number of shares issued upon conversion | 2,230,330 | 2,230,330 | ||||
Authorized and unissued deferred shares, cancelled | 215,088 | |||||
Deferred shares, value | $ 29 | € 22 | ||||
Ordinary Shares | ||||||
Class of Stock [Line Items] | ||||||
Number of shares converted | 10,193,347 | 10,193,347 | ||||
Number of shares issued upon conversion | 100,000 | |||||
Authorized and unissued ordinary shares, amount of increase | 100,000 | |||||
Ordinary Shares | Authorized and unissued | ||||||
Class of Stock [Line Items] | ||||||
Number of shares converted | 2,230,330 | 2,230,330 |
Ordinary Shares - Additional In
Ordinary Shares - Additional Information (Detail) | 12 Months Ended |
Dec. 31, 2015Vote$ / shares | |
Class of Stock [Line Items] | |
Ordinary shares, number of votes per share | Vote | 1 |
Dividends declared | $ / shares | $ 0 |
Share-Based Awards - Additional
Share-Based Awards - Additional Information (Detail) | Aug. 19, 2013shares | Feb. 26, 2016shares | Feb. 28, 2015shares | Feb. 28, 2014shares | Sep. 30, 2011 | Nov. 30, 2010$ / sharesshares | Jul. 31, 2010shares | Jun. 30, 2011USD ($)$ / sharesshares | Sep. 30, 2015USD ($)shares | Dec. 31, 2015USD ($)$ / sharesshares | Dec. 31, 2014USD ($)$ / sharesshares | Dec. 31, 2013USD ($)shares | Dec. 31, 2012Eventshares | Dec. 31, 2010USD ($)$ / sharesshares |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||
ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsGrantsInPeriod | 0 | 0 | 0 | |||||||||||
Ordinary shares converted, conversion basis | 1.5 | |||||||||||||
Shares sold, value per share | $ / shares | $ 3.50 | |||||||||||||
Ordinary shares closing price | $ / shares | $ 50.79 | $ 35.49 | ||||||||||||
Unrecognized compensation expense associated with stock options outstanding | $ | $ 124,000 | $ 497,000 | ||||||||||||
Excess tax losses from the exercises of stock options | $ | $ (2,917,000) | |||||||||||||
Excess tax benefits from the exercises of stock options | $ | $ 12,973,000 | $ 3,813,000 | ||||||||||||
Ordinary Shares | ||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||
Number of shares converted | 10,193,347 | |||||||||||||
Restricted Stock Units (RSUs) | ||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||
Requisite service period for service-based awards | 4 years | |||||||||||||
Service-based stock, granted | 1,405,291 | |||||||||||||
Weighted average grant-date fair value of awards granted | $ / shares | $ 42.50 | |||||||||||||
Performance Based Restricted Stock Units | ||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||
Service-based stock, granted | 398,167 | |||||||||||||
Performance Based Restricted Stock Units | ||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||
Stock option expected to vest | 250,445 | |||||||||||||
2004 Share Option Plan | Maximum | ||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||
Maximum number of ordinary shares permitted to be purchased under the plan for grants of options | 3,151,369 | |||||||||||||
Options granted, maximum term | 7 years | |||||||||||||
Stock Options | ||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||
ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsGrantsInPeriod | 35,667 | 0 | 0 | 1,798,611 | ||||||||||
Stock options, exercise price | $ / shares | $ 3.08 | $ 0 | $ 0 | $ 3.08 | ||||||||||
Estimated fair value of ordinary shares, per share | $ / shares | $ 5.25 | $ 5.25 | $ 5.25 | |||||||||||
Increase in aggregate fair value of stock options granted | $ | $ 63,000 | $ 3,174,000 | ||||||||||||
Total intrinsic value of stock options exercised | $ | $ 19,330,000 | $ 18,200,000 | ||||||||||||
Unrecognized compensation expense, weighted average recognition period | 6 months | 1 year 3 months 18 days | ||||||||||||
Stock Options | Maximum | ||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||
Requisite service period for service-based awards | 4 years | 4 years | ||||||||||||
Stock Options | Minimum | ||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||
Requisite service period for service-based awards | 1 year | 1 year | ||||||||||||
Service Based Restricted Stock Units | ||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||
Service-based stock, granted | 1,007,124 | |||||||||||||
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 | Subsequent Event | ||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||
Ordinary shares, reserved for issuance | 7,282,645 | |||||||||||||
Ordinary shares, increase in number of shares reserved for issuance | 1,837,735 | |||||||||||||
Maximum percentage of outstanding stock by which shares reserved for issuance may increase in accordance with the plan | 4.75% | |||||||||||||
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% | |||||||||||||
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 |
Assumption Used Determine Fair
Assumption Used Determine Fair Value of Stock Option Granted (Detail) | 12 Months Ended |
Dec. 31, 2012 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Risk-free interest rate | 0.63% |
Expected term (in years) | 4 years 1 month 6 days |
Expected volatility | 56.00% |
Expected dividend yield | 0.00% |
Stock Option Activity (Detail)
Stock Option Activity (Detail) - USD ($) $ / shares in Units, $ in Thousands | 6 Months Ended | 12 Months Ended | |||
Jun. 30, 2011 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2010 | |
Number of Shares | |||||
Granted | 0 | 0 | 0 | ||
Stock Options | |||||
Number of Shares | |||||
Outstanding at beginning of period | 850,247 | 1,477,823 | |||
Granted | 35,667 | 0 | 0 | 1,798,611 | |
Exercised | (484,391) | (608,620) | |||
Forfeited and canceled | (2,916) | (18,956) | |||
Outstanding at end of period | 362,940 | 850,247 | 1,477,823 | ||
Vested and expected to vest at end of period | 362,073 | ||||
Exercisable at end of period | 329,318 | ||||
Weighted-Average Exercise Price per Share | |||||
Outstanding at beginning of period | $ 5.76 | $ 5.36 | |||
Granted | $ 3.08 | 0 | 0 | $ 3.08 | |
Exercised | 5.94 | 4.67 | |||
Forfeited and canceled | 3.08 | 9.67 | |||
Outstanding at end of period | 5.54 | $ 5.76 | $ 5.36 | ||
Vested and expected to vest at end of period | 5.53 | ||||
Exercisable at end of period | $ 5.02 | ||||
Weighted-Average Remaining Contractual Term (in years) | |||||
Outstanding at end of period | 2 years 6 months | 3 years 6 months | 4 years 2 months 12 days | ||
Vested and expected to vest at end of period | 2 years 6 months | ||||
Exercisable at end of period | 2 years 4 months 24 days | ||||
Aggregate Intrinsic Value | |||||
Outstanding at end of period | $ 16,422 | $ 25,274 | $ 55,989 | ||
Vested and expected to vest at end of period | 16,387 | ||||
Exercisable at end of period | $ 15,072 |
Summary of Unvested Restricted
Summary of Unvested Restricted Stock Units Activity (Detail) - Restricted Stock Units (RSUs) | 12 Months Ended |
Dec. 31, 2015$ / sharesshares | |
Number of Unvested RSUs | |
Unvested balance at December 31, 2014 | shares | 1,495,658 |
Granted | shares | 1,405,291 |
Vested | shares | (466,006) |
Forfeited | shares | (235,291) |
Unvested balance at December 31, 2015 | shares | 2,199,652 |
Weighted Average Grant-Date Fair Value | |
Unvested balance at December 31, 2014 | $ / shares | $ 28.35 |
Granted | $ / shares | 42.50 |
Vested | $ / shares | 29.17 |
Forfeited | $ / shares | 38.19 |
Unvested balance at December 31, 2015 | $ / shares | $ 36.17 |
Share-based Compensation Expens
Share-based Compensation Expense from All Awards (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||
Share-based compensation expense | $ 24,513 | $ 13,207 | $ 7,470 |
Cost Of Subscription Revenue | |||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||
Share-based compensation expense | 1,284 | 707 | 395 |
Sales and Marketing | |||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||
Share-based compensation expense | 8,203 | 4,751 | 2,586 |
Research and Development | |||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||
Share-based compensation expense | 3,467 | 1,946 | 1,069 |
General and Administrative Expense | |||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||
Share-based compensation expense | $ 11,559 | $ 5,803 | $ 3,420 |
Basic and Diluted Net Income (L
Basic and Diluted Net Income (Loss) Per Share (Detail) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Basic net income per share: | |||
Net income | $ 38,792 | $ 27,475 | $ 30,457 |
Weighted average ordinary shares outstanding-basic | 38,358,072 | 37,473,442 | 35,722,300 |
Net income per share-basic | $ 1.01 | $ 0.73 | $ 0.85 |
Diluted net income per share: | |||
Net income | $ 38,792 | $ 27,475 | $ 30,457 |
Weighted average ordinary shares outstanding-basic | 38,358,072 | 37,473,442 | 35,722,300 |
Dilutive effect of ordinary share equivalents | 970,055 | 1,078,418 | 1,417,539 |
Weighted average ordinary shares outstanding-diluted | 39,328,127 | 38,551,860 | 37,139,839 |
Net income per share-diluted | $ 0.99 | $ 0.71 | $ 0.82 |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Commitment And Contingencies [Line Items] | |||
Accrued rent balance for office leases | $ 1,408 | $ 1,125 | |
Accrued expenses | 172 | 149 | |
Other accrued long-term liabilities | 1,236 | 976 | |
Total rent expense | 4,606 | $ 3,439 | $ 3,041 |
Future minimum payments under non-cancelable data center agreements, Total | 3,438 | ||
Future minimum payments under non-cancelable data center agreements, due in 2016 | 1,819 | ||
Future minimum payments under non-cancelable data center agreements, due in 2017 | 1,555 | ||
Future minimum payments under non-cancelable data center agreements, due in 2018 | 64 | ||
Purchase commitments | 6,045 | ||
Purchase commitments payable on 2016 | 3,199 | ||
Purchase commitments payable on 2017 | 2,592 | ||
Purchase commitments payable on 2018 | 235 | ||
Purchase commitments payable on 2019 | $ 19 |
Future Minimum Lease Payments U
Future Minimum Lease Payments Under Non-cancelable Operating and Capital Leases (Detail) $ in Thousands | Dec. 31, 2015USD ($) |
Operating Leases | |
2,016 | $ 10,392 |
2,017 | 9,310 |
2,018 | 4,132 |
2,019 | 2,730 |
2,020 | 2,644 |
Thereafter | 649 |
Total | 29,857 |
Capital Leases | |
2,016 | 2,111 |
2,017 | 1,603 |
2,018 | 437 |
2,019 | 90 |
2,020 | 90 |
Thereafter | 442 |
Total | 4,773 |
Less amount representing interest | (137) |
Present value of minimum lease payments | 4,636 |
Total | |
2,016 | 12,503 |
2,017 | 10,913 |
2,018 | 4,569 |
2,019 | 2,820 |
2,020 | 2,734 |
Thereafter | 1,091 |
Total | $ 34,630 |
401(k) Savings Plan - Additiona
401(k) Savings Plan - Additional Information (Detail) - USD ($) | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Defined Contribution Plan Disclosure [Line Items] | |||
Discretionary contributions by the company to defined contribution savings plan | $ 1,119,000 | $ 0 | $ 0 |
Geographic Area Data Summarizes
Geographic Area Data Summarizes Subscription Revenue and Long-lived Tangible Assets (Detail) - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | ||
Subscription revenue | [1] | $ 284,761 | $ 231,581 | $ 177,350 |
Property and equipment, net | [2] | 104,506 | 79,734 | 61,732 |
UNITED STATES | ||||
Subscription revenue | [1] | 246,309 | 203,959 | 155,554 |
Property and equipment, net | [2] | 79,286 | 65,558 | 51,085 |
UNITED KINGDOM | ||||
Subscription revenue | [1] | 14,795 | 13,607 | 11,423 |
Property and equipment, net | [2] | 4,759 | 4,933 | 4,493 |
CANADA | ||||
Subscription revenue | [1] | 10,607 | 8,352 | 6,179 |
IRELAND | ||||
Subscription revenue | [1] | 3,994 | 4,217 | 3,880 |
Property and equipment, net | [2] | 11,829 | 8,315 | 6,082 |
All Other Countries | ||||
Subscription revenue | [1] | 9,056 | 1,446 | 314 |
Property and equipment, net | [2] | $ 8,632 | $ 928 | $ 72 |
[1] | Subscription revenue represents sales to external customers based on the location of the customer. | |||
[2] | Long-lived tangible assets consist of property and equipment based on the country in which the assets are located and are reported at carrying value. |
Activity in Allowance Accounts
Activity in Allowance Accounts Related to Accounts Receivable and Deferred Tax Assets (Detail) - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | ||
Accounts Receivable Allowances | ||||
Balance at Beginning of Year | $ 2,200 | $ 1,395 | $ 887 | |
Charged to Operations | [1] | 4,362 | 2,413 | 1,601 |
Deductions | [2] | (4,329) | (1,608) | (1,093) |
Balance at End of Year | 2,233 | 2,200 | 1,395 | |
Deferred Tax Asset Valuation Allowance | ||||
Balance at Beginning of Year | 2,949 | 3,023 | 2,581 | |
Charged to Operations | 442 | |||
Deductions | (2,608) | (74) | ||
Balance at End of Year | $ 341 | $ 2,949 | $ 3,023 | |
[1] | Amounts represent charges to general and administrative expense for increases to the allowance for doubtful accounts. | |||
[2] | Amounts represent cash collections from customers for accounts previously reserved and write-offs of accounts receivable recorded against the allowance for doubtful accounts. |