Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Jun. 30, 2016 | Jul. 31, 2016 | |
Document Information [Line Items] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Jun. 30, 2016 | |
Document Fiscal Year Focus | 2,016 | |
Document Fiscal Period Focus | Q2 | |
Trading Symbol | FLTX | |
Entity Registrant Name | FLEETMATICS GROUP PLC | |
Entity Central Index Key | 1,526,160 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Large Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 39,166,957 |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Jun. 30, 2016 | Dec. 31, 2015 |
Current assets: | ||
Cash | $ 194,194 | $ 177,083 |
Restricted cash | 138 | 135 |
Accounts receivable, net of allowances of $1,997 and $2,233 at June 30, 2016 and December 31, 2015, respectively | 20,309 | 20,971 |
Prepaid expenses and other current assets | 16,383 | 14,430 |
Total current assets | 231,024 | 212,619 |
Property and equipment, net | 106,517 | 104,506 |
Goodwill | 54,869 | 54,178 |
Intangible assets, net | 12,820 | 14,889 |
Deferred tax assets, net | 6,576 | 6,573 |
Other assets | 9,916 | 9,630 |
Total assets | 421,722 | 402,395 |
Current liabilities: | ||
Accounts payable | 9,860 | 7,853 |
Accrued expenses and other current liabilities | 26,640 | 24,447 |
Deferred revenue | 21,011 | 22,339 |
Total current liabilities | 57,511 | 54,639 |
Deferred revenue | 7,231 | 7,951 |
Accrued income taxes | 1,031 | 3,739 |
Long-term debt, net of discount of $629 and $717 at June 30, 2016 and December 31, 2015, respectively | 23,121 | 23,033 |
Other liabilities | 9,309 | 10,856 |
Total liabilities | 98,203 | 100,218 |
Commitments and contingencies (Note 13) | ||
Shareholders' equity: | ||
Common shares, value | 747 | 739 |
Additional paid-in capital | 330,858 | 320,670 |
Accumulated other comprehensive loss | (5,437) | (7,673) |
Accumulated deficit | (2,649) | (11,559) |
Total shareholders' equity | 323,519 | 302,177 |
Total liabilities and shareholders' equity | $ 421,722 | $ 402,395 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) $ in Thousands | Jun. 30, 2016USD ($)shares | Jun. 30, 2016€ / shares | Dec. 31, 2015USD ($)shares | Dec. 31, 2015€ / shares |
Allowance for Doubtful Accounts Receivable | $ | $ 1,997 | $ 2,233 | ||
Long-term debt, discount | $ | $ 629 | $ 717 | ||
Common shares, par value | € / shares | € 0.015 | € 0.015 | ||
Common shares, shares authorized | 66,666,663 | 66,666,663 | ||
Common shares, shares issued | 39,161,964 | 38,686,288 | ||
Common shares, shares outstanding | 39,161,964 | 38,686,288 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | |
Subscription revenue | $ 81,075 | $ 68,588 | $ 160,022 | $ 134,059 |
Cost of subscription revenue | 21,786 | 17,753 | 42,729 | 34,938 |
Gross profit | 59,289 | 50,835 | 117,293 | 99,121 |
Operating expenses: | ||||
Sales and marketing | 28,815 | 24,192 | 58,238 | 47,461 |
Research and development | 7,398 | 5,201 | 14,237 | 9,798 |
General and administrative | 18,639 | 12,885 | 34,719 | 24,570 |
Total operating expenses | 54,852 | 42,278 | 107,194 | 81,829 |
Income from operations | 4,437 | 8,557 | 10,099 | 17,292 |
Interest income (expense), net | (229) | (225) | (466) | (494) |
Foreign currency transaction gain (loss), net | 434 | (1,900) | (2,361) | 3,069 |
Loss on extinguishment of debt | (107) | |||
Income before income taxes | 4,642 | 6,432 | 7,272 | 19,760 |
Provision for (benefit from) income taxes | 1,293 | 1,037 | (1,638) | 2,614 |
Net income | $ 3,349 | $ 5,395 | $ 8,910 | $ 17,146 |
Net income per share: | ||||
Basic | $ 0.09 | $ 0.14 | $ 0.23 | $ 0.45 |
Diluted | $ 0.08 | $ 0.14 | $ 0.22 | $ 0.44 |
Weighted average ordinary shares outstanding: | ||||
Basic | 39,080,829 | 38,322,263 | 38,925,205 | 38,156,595 |
Diluted | 39,695,320 | 39,212,404 | 39,663,454 | 39,034,834 |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | |
Net income | $ 3,349 | $ 5,395 | $ 8,910 | $ 17,146 |
Other comprehensive income (loss): | ||||
Foreign currency translation adjustment, net of tax of $0 | (1,579) | 2,330 | 2,236 | (4,160) |
Total other comprehensive income (loss) | (1,579) | 2,330 | 2,236 | (4,160) |
Comprehensive income | $ 1,770 | $ 7,725 | $ 11,146 | $ 12,986 |
CONSOLIDATED STATEMENTS OF COM6
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (Parenthetical) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | |
Foreign currency translation adjustments, tax | $ 0 | $ 0 | $ 0 | $ 0 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2016 | Jun. 30, 2015 | |
Cash flows from operating activities: | ||
Net income | $ 8,910 | $ 17,146 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation and amortization of property and equipment | 18,458 | 13,133 |
Amortization of capitalized in-vehicle devices owned by customers | 517 | |
Amortization of intangible assets | 2,036 | 1,199 |
Amortization of deferred commissions, other deferred costs and debt discount | 6,042 | 5,055 |
Provision for accounts receivable allowances | 2,869 | 1,347 |
Unrealized foreign currency transaction (gain) loss | 2,381 | (3,166) |
Loss on disposal of property and equipment and other assets | 1,741 | 1,219 |
Share-based compensation | 16,824 | 10,340 |
Change in excess tax benefits from share-based awards | (1,509) | (2,142) |
Loss on extinguishment of debt | 107 | |
Changes in operating assets and liabilities: | ||
Accounts receivable | (2,194) | (4,155) |
Prepaid expenses and other current and long-term assets | (7,892) | (5,736) |
Accounts payable, accrued expenses and other current liabilities | 3,806 | 2,318 |
Accrued income taxes | (2,703) | 863 |
Deferred revenue | (2,043) | 951 |
Net cash provided by operating activities | 46,726 | 38,996 |
Cash flows from investing activities: | ||
Purchases of property and equipment | (16,749) | (19,976) |
Capitalization of internal-use software costs | (3,406) | (1,942) |
Payment for business acquired, net of cash acquired | (691) | (7,673) |
Net increase in restricted cash | (149) | |
Net cash used in investing activities | (20,846) | (29,740) |
Cash flows from financing activities: | ||
Payments of borrowings under Revolving Credit Facility | (23,750) | |
Proceeds from borrowings under Credit Facility | 22,382 | |
Proceeds from exercise of stock options | 350 | 1,901 |
Taxes paid related to net share settlement of equity awards | (9,564) | (6,220) |
Change in excess tax benefits from share-based awards | 1,509 | 2,142 |
Payments of capital lease obligations | (1,089) | (492) |
Payments of notes payable | (330) | |
Net cash used in financing activities | (8,794) | (4,367) |
Effect of exchange rate changes on cash | 25 | (681) |
Net increase in cash | 17,111 | 4,208 |
Cash, beginning of period | 177,083 | 175,400 |
Cash, end of period | 194,194 | 179,608 |
Supplemental disclosure of cash flow information: | ||
Cash paid for interest | 420 | 411 |
Cash paid (refunds received), net for income taxes | 290 | 173 |
Supplemental disclosure of non-cash financing and investing activities: | ||
Acquisition of property and equipment and software through capital leases and notes payable | 935 | 2,180 |
Additions to property and equipment included in accounts payable or accrued expenses at the balance sheet dates | 2,740 | 3,887 |
Leasehold improvements financed by landlord through lease incentives | 2,258 | |
Issuance of ordinary shares under employee share purchase plan | $ 912 | $ 548 |
Nature of the Business
Nature of the Business | 6 Months Ended |
Jun. 30, 2016 | |
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 | 6 Months Ended |
Jun. 30, 2016 | |
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”) 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. The accompanying consolidated balance sheet as of June 30, 2016, the consolidated statements of operations and the consolidated statements of comprehensive income for the three and six months ended June 30, 2016 and 2015, and the consolidated statements of cash flows for the six months ended June 30, 2016 and 2015 are unaudited. The interim unaudited financial statements have been prepared on the same basis as the annual audited financial statements and, in the opinion of management, reflect all adjustments, which include only normal recurring adjustments, necessary for the fair statement of the Company’s financial position as of June 30, 2016, the results of its operations and its comprehensive income for the three and six months ended June 30, 2016 and 2015, and its cash flows for the six months ended June 30, 2016 and 2015. The consolidated financial data and other information disclosed in these notes related to the three and six months ended June 30, 2016 and 2015 are also unaudited. The results for the three and six months ended June 30, 2016 are not necessarily indicative of results to be expected for the year ending December 31, 2016 or for any other interim periods or future year. Certain information and footnote disclosures normally included in the Company’s annual audited consolidated financial statements and accompanying notes have been condensed or omitted in these interim financial statements. Accordingly, these unaudited interim consolidated financial statements should be read in conjunction with the Company’s audited consolidated financial statements and notes thereto for the year ended December 31, 2015 included in its Annual Report on Form 10-K (“Annual Report”) filed with the Securities and Exchange Commission on February 26, 2016. 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 or liabilities as of June 30, 2016 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 or liabilities as of June 30, 2016 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 acquisition of Ornicar SAS (“Ornicar”) of $907 as of June 30, 2016 designated as Level 3. The Company’s contingent purchase consideration is valued by probability weighting expected payment scenarios and then applying a discount based on the present value of the future cash flow streams. This liability is classified as Level 3 because the probability weighting of future payment scenarios is based on assumptions developed by management. The Company determined a probability weighting that is weighted towards Ornicar achieving certain unit sales and pricing targets at the time of acquisition and the discount rate that is based on the Company’s weighted average cost of capital which is then adjusted for the time value of money. The probability weighting will be adjusted as the actual results provide the Company with more reliable information to weight the probability scenarios. The carrying values of accounts receivable, accounts payable and accrued expenses and other liabilities approximate fair value due to the short-term nature of these assets and liabilities. As of June 30, 2016 and December 31, 2015, 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 (as defined in Note 9 to the consolidated financial statements) approximates its carrying value due to its variable interest rate, which approximates a market interest rate. Deferred Commissions The Company capitalizes commission costs that are incremental and directly related to the acquisition of new customer contracts with a term of greater than one year. For the majority of its customer contracts, the Company pays commissions in full when it receives the initial customer contract for a new subscription or a renewal subscription. For all other customer contracts, the Company pays commissions in full when it receives the initial customer payment for a new subscription or a renewal subscription. Commission costs are capitalized upon payment and are amortized as expense ratably over the term of the related non-cancelable customer contract, in proportion to the recognition of the subscription revenue. If a subscription agreement is terminated, the unamortized portion of any deferred commission cost is recognized as expense immediately. Commission costs capitalized during the three months ended June 30, 2016 and 2015 totaled $3,142 and $3,089, respectively, and during the six months ended June 30, 2016 and 2015 totaled $6,948 and $5,638, respectively. Amortization of deferred commissions totaled $2,981 and $2,508 for the three months ended June 30, 2016 and 2015, respectively, and totaled $5,903 and $4,947 for the six months ended June 30, 2016 and 2015, 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 $18,511 and $17,518 as of June 30, 2016 and December 31, 2015, respectively. Foreign exchange differences also contribute to changes in the net amount of these deferred commission costs. Capitalized In-Vehicle Device Costs 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. For the limited number of customer arrangements in which title to the in-vehicle devices transfers to the customer upon delivery or installation of the in-vehicle device (for which the Company receives an up-front fee from the customer), the Company defers the costs of the installed in-vehicle devices (including installation and shipping costs) as they are directly related to the revenue that the Company derives from the sale of the devices and that it recognizes ratably over the estimated average customer relationship period of six years. The Company capitalizes these in-vehicle device costs and amortizes the deferred costs as expense ratably over the estimated average customer relationship period, in proportion to the recognition of the up-front fee revenue. Costs of in-vehicle devices owned by customers that were capitalized during the three and six months ended June 30, 2015 totaled $1 and $13, respectively. Amortization of these capitalized costs totaled $91 and $517 for the three and six months ended June 30, 2015, respectively, and is included in cost of subscription revenue in the consolidated statements of operations. Generally, the Company does not enter into customer arrangements whereby title to the in-vehicle devices transfers to the customer upon delivery or installation of the in-vehicle device. Recently Issued and Adopted Accounting Pronouncements In March 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2016-09, Improvements to Employee Share-Based Payment Accounting Compensation – Stock Compensation In February 2016, the FASB issued ASU 2016-02, Leases 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 Revenue from Contracts with Customers (Topic 606): Identifying Performance Obligations and Licensing Revenue from Contracts with Customers (Topic 606): Narrow-Scope Improvements and Practical Expedients, |
Prepaid Expenses and Other Curr
Prepaid Expenses and Other Current Assets | 6 Months Ended |
Jun. 30, 2016 | |
Prepaid Expenses and Other Current Assets | 3. Prepaid Expenses and Other Current Assets Prepaid expenses and other current assets consisted of the following at June 30, 2016 and December 31, 2015: June 30, 2016 December 31, 2015 Deferred commission costs $ 9,934 $ 9,296 Prepaid software license fees and support 2,145 1,113 Prepaid taxes/taxes receivable 1,770 1,190 Parts and accessories 730 633 Prepaid insurance 278 696 Other 1,526 1,502 Total $ 16,383 $ 14,430 |
Property and Equipment
Property and Equipment | 6 Months Ended |
Jun. 30, 2016 | |
Property and Equipment | 4. Property and Equipment Property and equipment consisted of the following at June 30, 2016 and December 31, 2015: June 30, 2016 December 31, 2015 In-vehicle devices—installed (1) $ 137,633 $ 133,753 In-vehicle devices—uninstalled 6,270 6,829 Computer equipment 17,717 14,580 Internal-use software 15,419 11,791 Furniture and fixtures 2,344 2,667 Leasehold improvements 6,148 5,954 Land and building 1,023 1,001 Total property and equipment 186,554 176,575 Less: Accumulated depreciation and amortization (1) (80,037 ) (72,069 ) Property and equipment, net $ 106,517 $ 104,506 (1) During the six months ended June 30, 2016 and the year ended December 31, 2015, the Company removed $9,921 and $11,978, respectively, of fully depreciated in-vehicle devices no longer in service, which included decommissioned 2G devices. Depreciation and amortization expense related to property and equipment totaled $9,160 and $6,567 for the three months ended June 30, 2016 and 2015, respectively, and totaled $18,458 and $13,133 for the six months ended June 30, 2016 and 2015, respectively. Of those amounts, $8,220 and $5,907 for the three months ended June 30, 2016 and 2015, respectively, and $16,545 and $11,881 for the six months ended June 30, 2016 and 2015, respectively, was recorded in cost of subscription revenue primarily related to depreciation of installed in-vehicle devices and amortization of internal-use software and the remaining costs were included in various operating expenses. The carrying value of installed in-vehicle devices (including shipping and installation costs), net of accumulated depreciation, was $77,559 and $76,835 at June 30, 2016 and December 31, 2015, respectively. During the six months ended June 30, 2016 and 2015, the Company capitalized costs of $3,406 and $1,942, respectively, associated with the development of its internal-use software related to its SaaS software offerings accessed by customers as well as customization and development of its internal business systems. Amortization expense of the internal-use software totaled $1,050 and $472 during the three months ended June 30, 2016 and 2015, respectively, and $1,903 and $950 during the six months ended June 30, 2016 and 2015, respectively. The carrying value of capitalized internal-use software was $8,765 and $7,125 as of June 30, 2016 and December 31, 2015, respectively. Foreign exchange differences also contribute to changes in the carrying value of internal-use software. As of June 30, 2016 and December 31, 2015, the gross amount of assets under capital leases totaled $7,771 and $6,749, respectively, and related accumulated amortization totaled $3,644 and $2,564, respectively. During the three months ended June 30, 2016 and 2015, the Company expensed $905 and $660, respectively, and during the six months ended June 30, 2016 and 2015 expensed $1,741 and $1,219, respectively, primarily in conjunction with installed in-vehicle devices requiring replacement. 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. |
Goodwill and Intangible Assets
Goodwill and Intangible Assets | 6 Months Ended |
Jun. 30, 2016 | |
Goodwill and Intangible Assets | 5. Goodwill and Intangible Assets As of June 30, 2016 and December 31, 2015, the carrying amount of goodwill was $54,869 and $54,178, respectively, and resulted from historical acquisitions. In the first quarter of 2016, the Company recorded $72 as a purchase price adjustment resulting from the final minimum working capital requirement pursuant to the Ornicar purchase and sale agreement. In the second quarter of 2016, the Company recorded $619 as a purchase price adjustment resulting from the final minimum working capital requirement pursuant to the Visirun purchase and sale agreement. No impairment of goodwill was recorded during the six months ended June 30, 2016 or the year ended December 31, 2015. Intangible assets consisted of the following as of June 30, 2016 and December 31, 2015, with gross and net amounts of foreign currency-denominated intangible assets reflected at June 30, 2016 and December 31, 2015 exchange rates, respectively: June 30, 2016 Gross Amount Accumulated Amortization Carrying Value Customer relationships $ 20,420 $ (10,043 ) $ 10,377 Acquired developed technology 6,761 (4,761 ) 2,000 Trademarks 819 (482 ) 337 Patent 201 (95 ) 106 Total $ 28,201 $ (15,381 ) $ 12,820 December 31, 2015 Gross Amount Accumulated Amortization Carrying Value 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 Amortization expense related to intangible assets was $1,026 and $614 for the three months ended June 30, 2016 and 2015, respectively. Of those amounts, amortization expense of $403 and $308 for the three months ended June 30, 2016 and 2015, respectively, was included in the cost of subscription revenue in the consolidated statements of operations, and amortization expense of $623 and $306 for the three months ended June 30, 2016 and 2015, respectively, was included in sales and marketing expense in the consolidated statements of operations. Amortization expense related to intangible assets was $2,036 and $1,199 for the six months ended June 30, 2016 and 2015, respectively. Of those amounts, amortization expense of $774 and $608 for the six months ended June 30, 2016 and 2015, respectively, was included in the cost of subscription revenue in the consolidated statements of operations, and amortization expense of $1,262 and $591 for the six months ended June 30, 2016 and 2015, respectively, was included in sales and marketing expense in the consolidated statements of operations. We currently expect to amortize the following remaining amounts of intangible assets held at June 30, 2016 in the fiscal periods as follows: Year ending December 31, 2016 $ 2,237 2017 3,152 2018 2,541 2019 2,010 2020 1,065 Thereafter 1,815 $ 12,820 |
Other Assets
Other Assets | 6 Months Ended |
Jun. 30, 2016 | |
Other Assets | 6. Other Assets Other assets (non-current) consisted of the following as of June 30, 2016 and December 31, 2015: June 30, 2016 December 31, 2015 Deferred commission costs $ 8,577 $ 8,222 Other 1,339 1,408 Total $ 9,916 $ 9,630 |
Accrued Expenses and Other Curr
Accrued Expenses and Other Current Liabilities | 6 Months Ended |
Jun. 30, 2016 | |
Accrued Expenses and Other Current Liabilities | 7. Accrued Expenses and Other Current Liabilities Accrued expenses and other current liabilities consisted of the following as of June 30, 2016 and December 31, 2015: June 30, 2016 December 31, 2015 Accrued payroll and related expenses $ 10,851 $ 11,740 Accrued professional fees 2,951 2,635 Capital lease obligations 2,182 1,898 Accrued settlements 2,102 — Accrued marketing expense 1,322 1,324 Contingent consideration 907 1,366 Accrued rent and lease incentives 683 688 Other 5,642 4,796 Total $ 26,640 $ 24,447 |
Other Liabilities
Other Liabilities | 6 Months Ended |
Jun. 30, 2016 | |
Other Liabilities | 8. Other Liabilities Other liabilities (non-current) consisted of the following as of June 30, 2016 and December 31, 2015: June 30, 2016 December 31, 2015 Deferred tax liabilities $ 3,646 $ 3,486 Accrued rent and lease incentives 3,012 3,331 Capital lease obligations 2,389 2,738 Contingent consideration 62 1,154 Other 200 147 Total $ 9,309 $ 10,856 |
Long-term Debt
Long-term Debt | 6 Months Ended |
Jun. 30, 2016 | |
Long-term Debt | 9. Long-term Debt Credit Facility On January 21, 2015, the Company entered into a Credit Agreement with Citibank, N.A., as administrative agent, and the lenders party thereto, for a senior, first-priority secured financing comprised of revolving loans, letters of credit and swing line loans in a total maximum amount of $125,000 (the “Credit Facility”). The Credit Facility 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 June 30, 2016 and December 31, 2015, the debt discount balance totaled $629 and $717, respectively. Accretion amounts recognized as interest expense for the three months ended June 30, 2016 and 2015 totaled $44 and $36, respectively, and for the six months ended June 30, 2016 and 2015, totaled $88 and $63, respectively. On the issuance date, the Company also capitalized deferred financing costs of $501 related to third-party fees incurred in connection with the Credit Facility. These deferred costs are being amortized through charges to interest expense using the effective-interest method over the five-year term of the Credit Facility to the expiration date. At June 30, 2016, deferred financing cost recorded in other current assets and other assets (non-current) were $100 and $257, respectively, and totaled $357. Amortization amounts recognized as interest expense for the three months ended June 30, 2016 and 2015 totaled $25 and $25, respectively, and for the six months ended June 30, 2016 and 2015 totaled $50 and $45, respectively. As of June 30, 2016, the Company had outstanding borrowings of $23,750 under the Credit Facility with an interest rate of 2.03% 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 June 30, 2016, the Company was in compliance with all such covenants. |
Income Taxes
Income Taxes | 6 Months Ended |
Jun. 30, 2016 | |
Income Taxes | 10. Income Taxes The Company’s effective income tax rate for the three and six months ended June 30, 2016 was 27.9% and (22.5)%, respectively, on pre-tax income of $4,642 and $7,272, respectively. The effective tax rate for three months ended June 30, 2016 was higher than the statutory Irish rate of 12.5% primarily due to income being generated in a jurisdiction that has a higher tax rate than the Irish statutory rate offset by the Irish research and development tax credit. The effective tax rate for the six months ended June 30, 2016 was lower than the statutory Irish rate of 12.5% primarily due to the release of reserves related to uncertain tax positions upon the expiration of a statute of limitation in Ireland, income being generated in a jurisdiction that has a lower tax rate than the Irish statutory rate and the Irish research and development tax credit. The Company’s effective income tax rate for the three and six months ended June 30, 2015 was 16.1% and 13.2%, respectively, on pre-tax income of $6,432 and $19,760, respectively. The effective tax rate for the three and six months ended June 30, 2015 was higher than the statutory Irish rate of 12.5% primarily due to the recording of uncertain tax positions including interest and penalties. The increase associated with these items was partially offset by research and development tax credits in Ireland and income being generated in jurisdictions that have a lower tax rate than the Irish statutory rate. The Company made a change to its organizational structure in the fourth quarter of 2014 that impacted the jurisdictional mix of profits and was beneficial to our income tax rate for the three and six months ended June 30, 2015. It is reasonably possible that within the next 12 months the Company’s unrecognized tax benefits, inclusive of interest, may decrease by up to $328. 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 2017. |
Share-Based Awards
Share-Based Awards | 6 Months Ended |
Jun. 30, 2016 | |
Share-Based Awards | 11. Share-Based Awards 2011 Stock Option and Incentive Plan In September 2011, the Board of Directors adopted and the Company’s shareholders approved the 2011 Stock Option and Incentive Plan (the “2011 Plan”). The 2011 Plan permits the Company to make grants of incentive stock options, non-qualified stock options, restricted stock units and cash-based awards at an exercise price no less than the fair market value per share of the Company’s ordinary shares on the grant date and with a maximum term of seven years. These awards may be granted to the Company’s employees and non-employee directors. Pursuant to the terms of the 2011 Plan, the number of ordinary shares reserved for issuance under the 2011 Plan automatically increases by 4.75% of the outstanding ordinary shares issued and outstanding on an annual basis as of January 31. As of June 30, 2016, the number of ordinary shares reserved for issuance under the 2011 Plan was 7,282,645. This number is subject to adjustment in the event of a stock split, stock dividend or other change in our capitalization. The Company grants share-based awards with employment service conditions only (“service-based” awards) and share-based awards with both employment service and performance conditions (“performance-based” awards). The Company applies the fair value recognition provisions for all share-based awards granted or modified and records compensation costs over the requisite service period of the award based on the grant-date fair value. The straight-line method is applied to all service-based awards granted, while the graded-vesting method is applied to all performance-based awards granted. The requisite service period for service-based awards is generally four years, with restrictions lapsing evenly over the period. Stock Option Activity Stock option activity during the six months ended June 30, 2016 was as follows: Number of Shares Under Option Weighted Average Exercise Price Outstanding at December 31, 2015 362,940 $ 5.54 Granted — — Exercised (47,557 ) $ 7.36 Forfeited and canceled (1,250 ) $ 10.01 Outstanding at June 30, 2016 314,133 $ 5.25 Vested and expected to vest at June 30, 2016 314,109 $ 5.25 Exercisable at June 30, 2016 311,215 $ 5.18 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. Employees of certain subsidiaries of the Company 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 the Company for any reason. The 2012 Employee Share Purchase Plan may be terminated or amended by the Board of Directors at any time. An amendment that increases the number of ordinary shares that are authorized under the 2012 Employee Share Purchase Plan and certain other amendments require the approval of the Company’s shareholders. Restricted Stock Unit Awards In the six months ended June 30, 2016, the Company granted service-based restricted stock units (“RSUs”) for the purchase of 1,004,346 ordinary shares and performance-based restricted stock units (“PSUs”) for the purchase of 411,804 ordinary shares with a weighted average grant-date fair value of $41.30. The RSUs have restrictions which lapse four years from the date of grant. Restrictions on the PSUs will lapse based upon the achievement of certain financial performance targets during the applicable performance period, which ends on December 31, 2016. 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 and PSUs activity for the six months ended June 30, 2016: Number of Unvested RSUs and PSUs Weighted Average Grant-Date Fair Value Unvested balance at December 31, 2015 2,199,652 $ 36.17 Granted 1,416,150 $ 41.30 Vested (646,461 ) $ 33.03 Forfeited (186,097 ) $ 37.06 Unvested balance at June 30, 2016 2,783,244 $ 39.44 Share-based Compensation The Company recognized share-based compensation expense from all awards in the following expense categories: Three Months Ended June 30, Six Months Ended June 30, 2016 2015 2016 2015 Cost of subscription revenue $ 445 $ 308 $ 855 $ 559 Sales and marketing 2,931 1,960 5,831 3,784 Research and development 1,456 788 2,693 1,461 General and administrative 3,725 2,741 7,445 4,536 Total $ 8,557 $ 5,797 $ 16,824 $ 10,340 |
Net Income per Share
Net Income per Share | 6 Months Ended |
Jun. 30, 2016 | |
Net Income per Share | 12. Net Income per Share Basic and diluted net income per share attributable to ordinary shareholders was calculated as follows for the three and six months ended June 30, 2016 and 2015: Three Months Ended June 30, Six Months Ended June 30, 2016 2015 2016 2015 Basic net income per share: Numerator: Net income $ 3,349 $ 5,395 $ 8,910 $ 17,146 Denominator: Weighted average ordinary shares outstanding—basic 39,080,829 38,322,263 38,925,205 38,156,595 Net income per share—basic $ 0.09 $ 0.14 $ 0.23 $ 0.45 Diluted net income per share: Numerator: Net income $ 3,349 $ 5,395 $ 8,910 $ 17,146 Denominator: Weighted average ordinary shares outstanding—basic 39,080,829 38,322,263 38,925,205 38,156,595 Dilutive effect of ordinary share equivalents 614,491 890,141 738,249 878,239 Weighted average ordinary shares outstanding—diluted 39,695,320 39,212,404 39,663,454 39,034,834 Net income per share—diluted $ 0.08 $ 0.14 $ 0.22 $ 0.44 |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Jun. 30, 2016 | |
Commitments and Contingencies | 13. Commitments and Contingencies Lease Commitments The Company leases its office space under non-cancelable operating leases, some of which contain payment escalations. The Company recognizes rent expense on a straight-line basis over the non-cancelable lease term and records the difference between cash rent payments and rent expense recognized in the consolidated statements of operations as accrued rent within accrued expenses (current) and other liabilities (non-current). Future minimum lease payments under non-cancelable operating and capital leases at June 30, 2016 are as follows: Years Ending December 31, Operating Leases Capital Leases Total 2016 $ 5,422 $ 1,248 $ 6,670 2017 9,689 1,963 11,652 2018 4,928 778 5,706 2019 3,747 124 3,871 2020 3,434 92 3,526 Thereafter 1,735 451 2,186 Total $ 28,955 4,656 $ 33,611 Less amount representing interest (85 ) Present value of minimum lease payments $ 4,571 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 June 30, 2016 totaled $2,554 of which $917, $1,572, and $65 is due in the years ending December 31, 2016, 2017, and 2018, respectively. Purchase Commitments As of June 30, 2016, 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 $6,102, of which $1,786, $3,346, $951, 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 indemnification of varying scope and terms to customers, vendors, lessors, business partners, and other parties with respect to certain matters including, but not limited to, losses arising out of breach of agreements, from services to be provided by the Company, or from intellectual property infringement claims made by third parties. In addition, the Company has entered into indemnification agreements with members of its Board of Directors and certain of its officers that will require the Company, among other things, to indemnify them against certain liabilities that may arise by reason of their status or service as directors or officers. The maximum potential amount of future payments the Company could be required to make under these indemnification agreements is, in many cases, unlimited. To date, the Company has not incurred any material costs as a result of such indemnifications. The Company does not believe that the outcome of any claims under indemnification arrangements will have a material effect on its consolidated financial position, results of operations or cash flows, and it has not accrued any liabilities related to such obligations in its consolidated financial statements as of June 30, 2016 and December 31, 2015. 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. Except as noted below, 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 12, 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., |
Subsequent Events
Subsequent Events | 6 Months Ended |
Jun. 30, 2016 | |
Subsequent Events | 14. Subsequent Event On July 30, 2016, the Company entered into a definitive agreement to be acquired by Verizon Communications Inc. (“Verizon”) for $60.00 per ordinary share in cash. The transaction is valued at approximately $2.4 billion. The Board of Directors has unanimously approved the transaction. The transaction is expected to close in 2016, subject to, among other conditions, the Company’s shareholder approval, certain regulatory approvals and other customary closing conditions. |
Summary of Significant Accoun22
Summary of Significant Accounting Policies (Policies) | 6 Months Ended |
Jun. 30, 2016 | |
Basis of Presentation | Basis of Presentation The accompanying consolidated financial statements have been prepared in conformity with generally accepted accounting principles (“GAAP”) 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. The accompanying consolidated balance sheet as of June 30, 2016, the consolidated statements of operations and the consolidated statements of comprehensive income for the three and six months ended June 30, 2016 and 2015, and the consolidated statements of cash flows for the six months ended June 30, 2016 and 2015 are unaudited. The interim unaudited financial statements have been prepared on the same basis as the annual audited financial statements and, in the opinion of management, reflect all adjustments, which include only normal recurring adjustments, necessary for the fair statement of the Company’s financial position as of June 30, 2016, the results of its operations and its comprehensive income for the three and six months ended June 30, 2016 and 2015, and its cash flows for the six months ended June 30, 2016 and 2015. The consolidated financial data and other information disclosed in these notes related to the three and six months ended June 30, 2016 and 2015 are also unaudited. The results for the three and six months ended June 30, 2016 are not necessarily indicative of results to be expected for the year ending December 31, 2016 or for any other interim periods or future year. Certain information and footnote disclosures normally included in the Company’s annual audited consolidated financial statements and accompanying notes have been condensed or omitted in these interim financial statements. Accordingly, these unaudited interim consolidated financial statements should be read in conjunction with the Company’s audited consolidated financial statements and notes thereto for the year ended December 31, 2015 included in its Annual Report on Form 10-K (“Annual Report”) filed with the Securities and Exchange Commission on February 26, 2016. |
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 or liabilities as of June 30, 2016 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 or liabilities as of June 30, 2016 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 acquisition of Ornicar SAS (“Ornicar”) of $907 as of June 30, 2016 designated as Level 3. The Company’s contingent purchase consideration is valued by probability weighting expected payment scenarios and then applying a discount based on the present value of the future cash flow streams. This liability is classified as Level 3 because the probability weighting of future payment scenarios is based on assumptions developed by management. The Company determined a probability weighting that is weighted towards Ornicar achieving certain unit sales and pricing targets at the time of acquisition and the discount rate that is based on the Company’s weighted average cost of capital which is then adjusted for the time value of money. The probability weighting will be adjusted as the actual results provide the Company with more reliable information to weight the probability scenarios. The carrying values of accounts receivable, accounts payable and accrued expenses and other liabilities approximate fair value due to the short-term nature of these assets and liabilities. As of June 30, 2016 and December 31, 2015, 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 (as defined in Note 9 to the consolidated financial statements) approximates its carrying value due to its variable interest rate, which approximates a market interest rate. |
Deferred Commissions | Deferred Commissions The Company capitalizes commission costs that are incremental and directly related to the acquisition of new customer contracts with a term of greater than one year. For the majority of its customer contracts, the Company pays commissions in full when it receives the initial customer contract for a new subscription or a renewal subscription. For all other customer contracts, the Company pays commissions in full when it receives the initial customer payment for a new subscription or a renewal subscription. Commission costs are capitalized upon payment and are amortized as expense ratably over the term of the related non-cancelable customer contract, in proportion to the recognition of the subscription revenue. If a subscription agreement is terminated, the unamortized portion of any deferred commission cost is recognized as expense immediately. Commission costs capitalized during the three months ended June 30, 2016 and 2015 totaled $3,142 and $3,089, respectively, and during the six months ended June 30, 2016 and 2015 totaled $6,948 and $5,638, respectively. Amortization of deferred commissions totaled $2,981 and $2,508 for the three months ended June 30, 2016 and 2015, respectively, and totaled $5,903 and $4,947 for the six months ended June 30, 2016 and 2015, 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 $18,511 and $17,518 as of June 30, 2016 and December 31, 2015, 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 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. For the limited number of customer arrangements in which title to the in-vehicle devices transfers to the customer upon delivery or installation of the in-vehicle device (for which the Company receives an up-front fee from the customer), the Company defers the costs of the installed in-vehicle devices (including installation and shipping costs) as they are directly related to the revenue that the Company derives from the sale of the devices and that it recognizes ratably over the estimated average customer relationship period of six years. The Company capitalizes these in-vehicle device costs and amortizes the deferred costs as expense ratably over the estimated average customer relationship period, in proportion to the recognition of the up-front fee revenue. Costs of in-vehicle devices owned by customers that were capitalized during the three and six months ended June 30, 2015 totaled $1 and $13, respectively. Amortization of these capitalized costs totaled $91 and $517 for the three and six months ended June 30, 2015, respectively, and is included in cost of subscription revenue in the consolidated statements of operations. Generally, the Company does not enter into customer arrangements whereby title to the in-vehicle devices transfers to the customer upon delivery or installation of the in-vehicle device. |
Recently Issued and Adopted Accounting Pronouncements | Recently Issued and Adopted Accounting Pronouncements In March 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2016-09, Improvements to Employee Share-Based Payment Accounting Compensation – Stock Compensation In February 2016, the FASB issued ASU 2016-02, Leases 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 Revenue from Contracts with Customers (Topic 606): Identifying Performance Obligations and Licensing Revenue from Contracts with Customers (Topic 606): Narrow-Scope Improvements and Practical Expedients, |
Prepaid Expenses and Other Cu23
Prepaid Expenses and Other Current Assets (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Prepaid Expenses and Other Current Assets | Prepaid expenses and other current assets consisted of the following at June 30, 2016 and December 31, 2015: June 30, 2016 December 31, 2015 Deferred commission costs $ 9,934 $ 9,296 Prepaid software license fees and support 2,145 1,113 Prepaid taxes/taxes receivable 1,770 1,190 Parts and accessories 730 633 Prepaid insurance 278 696 Other 1,526 1,502 Total $ 16,383 $ 14,430 |
Property and Equipment (Tables)
Property and Equipment (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Property and Equipment | Property and equipment consisted of the following at June 30, 2016 and December 31, 2015: June 30, 2016 December 31, 2015 In-vehicle devices—installed (1) $ 137,633 $ 133,753 In-vehicle devices—uninstalled 6,270 6,829 Computer equipment 17,717 14,580 Internal-use software 15,419 11,791 Furniture and fixtures 2,344 2,667 Leasehold improvements 6,148 5,954 Land and building 1,023 1,001 Total property and equipment 186,554 176,575 Less: Accumulated depreciation and amortization (1) (80,037 ) (72,069 ) Property and equipment, net $ 106,517 $ 104,506 (1) During the six months ended June 30, 2016 and the year ended December 31, 2015, the Company removed $9,921 and $11,978, respectively, of fully depreciated in-vehicle devices no longer in service, which included decommissioned 2G devices. |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Intangible Assets | Intangible assets consisted of the following as of June 30, 2016 and December 31, 2015, with gross and net amounts of foreign currency-denominated intangible assets reflected at June 30, 2016 and December 31, 2015 exchange rates, respectively: June 30, 2016 Gross Amount Accumulated Amortization Carrying Value Customer relationships $ 20,420 $ (10,043 ) $ 10,377 Acquired developed technology 6,761 (4,761 ) 2,000 Trademarks 819 (482 ) 337 Patent 201 (95 ) 106 Total $ 28,201 $ (15,381 ) $ 12,820 December 31, 2015 Gross Amount Accumulated Amortization Carrying Value 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 |
Expected Intangible Asset Amortization Expense | We currently expect to amortize the following remaining amounts of intangible assets held at June 30, 2016 in the fiscal periods as follows: Year ending December 31, 2016 $ 2,237 2017 3,152 2018 2,541 2019 2,010 2020 1,065 Thereafter 1,815 $ 12,820 |
Other Assets (Tables)
Other Assets (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Other Assets (Non-current) | Other assets (non-current) consisted of the following as of June 30, 2016 and December 31, 2015: June 30, 2016 December 31, 2015 Deferred commission costs $ 8,577 $ 8,222 Other 1,339 1,408 Total $ 9,916 $ 9,630 |
Accrued Expenses and Other Cu27
Accrued Expenses and Other Current Liabilities (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Accrued Expenses and Other Current Liabilities | Accrued expenses and other current liabilities consisted of the following as of June 30, 2016 and December 31, 2015: June 30, 2016 December 31, 2015 Accrued payroll and related expenses $ 10,851 $ 11,740 Accrued professional fees 2,951 2,635 Capital lease obligations 2,182 1,898 Accrued settlements 2,102 — Accrued marketing expense 1,322 1,324 Contingent consideration 907 1,366 Accrued rent and lease incentives 683 688 Other 5,642 4,796 Total $ 26,640 $ 24,447 |
Other Liabilities (Tables)
Other Liabilities (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Other Liabilities | Other liabilities (non-current) consisted of the following as of June 30, 2016 and December 31, 2015: June 30, 2016 December 31, 2015 Deferred tax liabilities $ 3,646 $ 3,486 Accrued rent and lease incentives 3,012 3,331 Capital lease obligations 2,389 2,738 Contingent consideration 62 1,154 Other 200 147 Total $ 9,309 $ 10,856 |
Share-Based Awards (Tables)
Share-Based Awards (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Stock Option Activity | Stock option activity during the six months ended June 30, 2016 was as follows: Number of Shares Under Option Weighted Average Exercise Price Outstanding at December 31, 2015 362,940 $ 5.54 Granted — — Exercised (47,557 ) $ 7.36 Forfeited and canceled (1,250 ) $ 10.01 Outstanding at June 30, 2016 314,133 $ 5.25 Vested and expected to vest at June 30, 2016 314,109 $ 5.25 Exercisable at June 30, 2016 311,215 $ 5.18 |
Summary of Unvested Restricted Stock Units and Performance Stock Unit | The following table summarizes unvested RSUs and PSUs activity for the six months ended June 30, 2016: Number of Unvested RSUs and PSUs Weighted Average Grant-Date Fair Value Unvested balance at December 31, 2015 2,199,652 $ 36.17 Granted 1,416,150 $ 41.30 Vested (646,461 ) $ 33.03 Forfeited (186,097 ) $ 37.06 Unvested balance at June 30, 2016 2,783,244 $ 39.44 |
Recognized Share-Based Compensation Expense from All Awards | The Company recognized share-based compensation expense from all awards in the following expense categories: Three Months Ended June 30, Six Months Ended June 30, 2016 2015 2016 2015 Cost of subscription revenue $ 445 $ 308 $ 855 $ 559 Sales and marketing 2,931 1,960 5,831 3,784 Research and development 1,456 788 2,693 1,461 General and administrative 3,725 2,741 7,445 4,536 Total $ 8,557 $ 5,797 $ 16,824 $ 10,340 |
Net Income per Share (Tables)
Net Income per Share (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Basic and Diluted Net Income (Loss) Per Share Attributable to Ordinary Shareholders | Basic and diluted net income per share attributable to ordinary shareholders was calculated as follows for the three and six months ended June 30, 2016 and 2015: Three Months Ended June 30, Six Months Ended June 30, 2016 2015 2016 2015 Basic net income per share: Numerator: Net income $ 3,349 $ 5,395 $ 8,910 $ 17,146 Denominator: Weighted average ordinary shares outstanding—basic 39,080,829 38,322,263 38,925,205 38,156,595 Net income per share—basic $ 0.09 $ 0.14 $ 0.23 $ 0.45 Diluted net income per share: Numerator: Net income $ 3,349 $ 5,395 $ 8,910 $ 17,146 Denominator: Weighted average ordinary shares outstanding—basic 39,080,829 38,322,263 38,925,205 38,156,595 Dilutive effect of ordinary share equivalents 614,491 890,141 738,249 878,239 Weighted average ordinary shares outstanding—diluted 39,695,320 39,212,404 39,663,454 39,034,834 Net income per share—diluted $ 0.08 $ 0.14 $ 0.22 $ 0.44 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Future Minimum Lease Payments Under Non-cancelable Operating and Capital Leases | Future minimum lease payments under non-cancelable operating and capital leases at June 30, 2016 are as follows: Years Ending December 31, Operating Leases Capital Leases Total 2016 $ 5,422 $ 1,248 $ 6,670 2017 9,689 1,963 11,652 2018 4,928 778 5,706 2019 3,747 124 3,871 2020 3,434 92 3,526 Thereafter 1,735 451 2,186 Total $ 28,955 4,656 $ 33,611 Less amount representing interest (85 ) Present value of minimum lease payments $ 4,571 |
Summary of Significant Accoun32
Summary of Significant Accounting Policies - Additional Information (Detail) - USD ($) | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | Dec. 31, 2015 | |
Significant Accounting Policies [Line Items] | |||||
Other assets, fair value disclosure | $ 0 | $ 0 | $ 0 | ||
Other liabilities, fair value disclosure | 0 | 0 | 0 | ||
Capitalized/deferred costs, amortization | $ 517,000 | ||||
Capitalized In-Vehicle Device Costs | |||||
Significant Accounting Policies [Line Items] | |||||
Capitalized/deferred costs | $ 1,000 | 13,000 | |||
Capitalized In-Vehicle Device Costs | Cost Of Subscription Revenue | |||||
Significant Accounting Policies [Line Items] | |||||
Capitalized/deferred costs, amortization | 91,000 | 517,000 | |||
Deferred Commissions | |||||
Significant Accounting Policies [Line Items] | |||||
Capitalized/deferred costs | 3,142,000 | 3,089,000 | 6,948,000 | 5,638,000 | |
Deferred Commissions | Sales and Marketing | |||||
Significant Accounting Policies [Line Items] | |||||
Capitalized/deferred costs, amortization | 2,981,000 | $ 2,508,000 | 5,903,000 | $ 4,947,000 | |
Deferred Commissions | Other Current Assets and Other Long-Term Assets | |||||
Significant Accounting Policies [Line Items] | |||||
Capitalized/deferred costs, net | 18,511,000 | 18,511,000 | $ 17,518,000 | ||
Ornicar | |||||
Significant Accounting Policies [Line Items] | |||||
Contingent consideration, liability | $ 907,000 | $ 907,000 | |||
Weighted Average | In-vehicle devices | |||||
Significant Accounting Policies [Line Items] | |||||
Property plant and equipment, useful life | 6 years | ||||
Customer Relationships | Weighted Average | |||||
Significant Accounting Policies [Line Items] | |||||
Intangible asset, estimated useful life | 6 years |
Prepaid Expenses and Other Cu33
Prepaid Expenses and Other Current Assets (Detail) - USD ($) $ in Thousands | Jun. 30, 2016 | Dec. 31, 2015 |
Prepaid Expenses And Other Current Assets | ||
Deferred commission costs | $ 9,934 | $ 9,296 |
Prepaid software license fees and support | 2,145 | 1,113 |
Prepaid taxes/taxes receivable | 1,770 | 1,190 |
Parts and accessories | 730 | 633 |
Prepaid insurance | 278 | 696 |
Other | 1,526 | 1,502 |
Total | $ 16,383 | $ 14,430 |
Property and Equipment (Detail)
Property and Equipment (Detail) - USD ($) $ in Thousands | Jun. 30, 2016 | Dec. 31, 2015 | |
Property, Plant and Equipment [Line Items] | |||
Computer equipment | $ 17,717 | $ 14,580 | |
Internal-use software | 15,419 | 11,791 | |
Furniture and fixtures | 2,344 | 2,667 | |
Leasehold improvements | 6,148 | 5,954 | |
Land and building | 1,023 | 1,001 | |
Total property and equipment | 186,554 | 176,575 | |
Less: Accumulated depreciation and amortization | [1] | (80,037) | (72,069) |
Property and equipment, net | 106,517 | 104,506 | |
In-vehicle devices-installed | |||
Property, Plant and Equipment [Line Items] | |||
In-vehicle | [1] | 137,633 | 133,753 |
In-vehicle devices-uninstalled | |||
Property, Plant and Equipment [Line Items] | |||
In-vehicle | $ 6,270 | $ 6,829 | |
[1] | During the six months ended June 30, 2016 and the year ended December 31, 2015, the Company removed $9,921 and $11,978, respectively, of fully depreciated in-vehicle devices no longer in service, which included decommissioned 2G devices. |
Property and Equipment (Parenth
Property and Equipment (Parenthetical) (Detail) - USD ($) $ in Thousands | 6 Months Ended | 12 Months Ended |
Jun. 30, 2016 | Dec. 31, 2015 | |
In-vehicle devices-installed | ||
Property, Plant and Equipment [Line Items] | ||
Depreciation of property and equipment | $ 9,921 | $ 11,978 |
Property and Equipment - Additi
Property and Equipment - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | Dec. 31, 2015 | |
Property, Plant and Equipment [Line Items] | |||||
Depreciation and amortization of property and equipment | $ 9,160 | $ 6,567 | $ 18,458 | $ 13,133 | |
Depreciation and amortization expense, recorded in cost of subscription revenue | 8,220 | 5,907 | 16,545 | 11,881 | |
Carrying value of installed in-vehicle devices, net of accumulated depreciation | 77,559 | 77,559 | $ 76,835 | ||
Capitalized costs, associated with development of internal-use software | 3,406 | 1,942 | |||
Amortization expense of the internal-use software | 1,050 | 472 | 1,903 | 950 | |
Carrying value of capitalized internal-use software | 8,765 | 8,765 | 7,125 | ||
Gross amount of assets under capital leases | 7,771 | 7,771 | 6,749 | ||
Assets under capital leases, accumulated amortization | 3,644 | 3,644 | $ 2,564 | ||
In-vehicle devices-installed | |||||
Property, Plant and Equipment [Line Items] | |||||
Expense in conjunction with installed in-vehicle devices that requires replacement | $ 905 | $ 660 | $ 1,741 | $ 1,219 |
Goodwill and Intangible Asset37
Goodwill and Intangible Assets - Additional Information (Detail) - USD ($) | 3 Months Ended | 6 Months Ended | 12 Months Ended | |||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | Dec. 31, 2015 | Mar. 31, 2016 | |
Goodwill and Intangible Assets Disclosure [Line Items] | ||||||
Goodwill | $ 54,869,000 | $ 54,869,000 | $ 54,178,000 | |||
Impairment of goodwill | 0 | $ 0 | ||||
Amortization of intangible assets | 1,026,000 | $ 614,000 | 2,036,000 | $ 1,199,000 | ||
Amortization expense included in cost of subscription revenue | 403,000 | 308,000 | 774,000 | 608,000 | ||
Ornicar | ||||||
Goodwill and Intangible Assets Disclosure [Line Items] | ||||||
Purchase price adjustment from working capital requirement | $ 72,000 | |||||
Visirun | ||||||
Goodwill and Intangible Assets Disclosure [Line Items] | ||||||
Purchase price adjustment from working capital requirement | 619,000 | 619,000 | ||||
Sales and Marketing | ||||||
Goodwill and Intangible Assets Disclosure [Line Items] | ||||||
Amortization of intangible assets | $ 623,000 | $ 306,000 | $ 1,262,000 | $ 591,000 |
Intangible Assets (Detail)
Intangible Assets (Detail) - USD ($) $ in Thousands | Jun. 30, 2016 | Dec. 31, 2015 |
Finite-Lived Intangible Assets [Line Items] | ||
Gross Amount | $ 28,201 | $ 28,196 |
Accumulated Amortization | (15,381) | (13,307) |
Carrying Value | 12,820 | 14,889 |
Customer Relationships | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Amount | 20,420 | 20,420 |
Accumulated Amortization | (10,043) | (8,837) |
Carrying Value | 10,377 | 11,583 |
Acquired Developed Technology | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Amount | 6,761 | 6,761 |
Accumulated Amortization | (4,761) | (3,956) |
Carrying Value | 2,000 | 2,805 |
Trademarks | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Amount | 819 | 819 |
Accumulated Amortization | (482) | (427) |
Carrying Value | 337 | 392 |
Patents | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Amount | 201 | 196 |
Accumulated Amortization | (95) | (87) |
Carrying Value | $ 106 | $ 109 |
Estimated Future Amortization E
Estimated Future Amortization Expense of Intangible Assets (Detail) - USD ($) $ in Thousands | Jun. 30, 2016 | Dec. 31, 2015 |
Finite Lived Intangible Assets Future Amortization Expense [Line Items] | ||
2,016 | $ 2,237 | |
2,017 | 3,152 | |
2,018 | 2,541 | |
2,019 | 2,010 | |
2,020 | 1,065 | |
Thereafter | 1,815 | |
Carrying Value | $ 12,820 | $ 14,889 |
Other Assets (Non-Current) (Det
Other Assets (Non-Current) (Detail) - USD ($) $ in Thousands | Jun. 30, 2016 | Dec. 31, 2015 |
Other Assets, Noncurrent | ||
Deferred commission costs | $ 8,577 | $ 8,222 |
Other | 1,339 | 1,408 |
Total | $ 9,916 | $ 9,630 |
Accrued Expenses and Other Cu41
Accrued Expenses and Other Current Liabilities (Detail) - USD ($) $ in Thousands | Jun. 30, 2016 | Dec. 31, 2015 |
Accrued Expenses and Other Current Liabilities [Line Items] | ||
Accrued payroll and related expenses | $ 10,851 | $ 11,740 |
Accrued professional fees | 2,951 | 2,635 |
Capital lease obligations | 2,182 | 1,898 |
Accrued settlements | 2,102 | |
Accrued marketing expense | 1,322 | 1,324 |
Contingent consideration | 907 | 1,366 |
Accrued rent and lease incentives | 683 | 688 |
Other | 5,642 | 4,796 |
Total | $ 26,640 | $ 24,447 |
Other Liabilities (Non-Current)
Other Liabilities (Non-Current) (Detail) - USD ($) $ in Thousands | Jun. 30, 2016 | Dec. 31, 2015 |
Schedule Of Other Liabilities Noncurrent [Line Items] | ||
Deferred tax liabilities | $ 3,646 | $ 3,486 |
Accrued rent and lease incentives | 3,012 | 3,331 |
Capital lease obligations | 2,389 | 2,738 |
Contingent consideration | 62 | 1,154 |
Other | 200 | 147 |
Total | $ 9,309 | $ 10,856 |
Long-term Debt - Additional Inf
Long-term Debt - Additional Information (Detail) - USD ($) | Jan. 21, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | Mar. 31, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | Dec. 31, 2015 |
Debt Instrument [Line Items] | |||||||
Credit facility, outstanding borrowing capacity | $ 23,750,000 | $ 23,750,000 | $ 23,750,000 | ||||
Multi-currency revolving credit facility term | 5 years | ||||||
Letters of credit | $ 5,000,000 | ||||||
Swing line loans | $ 10,000,000 | ||||||
Loss on extinguishment of debt | $ (107,000) | $ (107,000) | |||||
Interest rate description | Loans made under the Credit Facility bear interest at either (1) a rate per annum equal to the highest of the Administrative Agent's prime rate, or 0.5% in excess of the Federal Funds Effective Rate or 2.0% in excess of one-month LIBOR (the "Base Rate"), plus an applicable margin, or (2) the one-, two-, three-, or six-month per annum LIBOR for deposits in U.S. Dollars, plus an applicable margin. | ||||||
Percentage of federal funds effective rate | 0.50% | ||||||
Long-term debt, discount | $ 708,000 | 629,000 | 629,000 | $ 717,000 | |||
Additional fees related to the debt | $ 159,000 | ||||||
Amortization of unamortized debt discount | 44,000 | 36,000 | 88,000 | 63,000 | |||
Capitalized deferred financing costs | 501,000 | 357,000 | 357,000 | ||||
Capitalized deferred financing costs, current | 100,000 | 100,000 | |||||
Capitalized deferred financing costs, noncurrent | 257,000 | 257,000 | |||||
Deferred financing cost, amortization | $ 25,000 | $ 25,000 | $ 50,000 | $ 45,000 | |||
Credit facility, interest rate | 2.03% | 2.03% | |||||
Accordion Feature | |||||||
Debt Instrument [Line Items] | |||||||
Revolving credit facility maximum borrowing capacity | 200,000,000 | ||||||
Maximum | |||||||
Debt Instrument [Line Items] | |||||||
Credit facility, outstanding borrowing capacity | $ 125,000,000 | ||||||
Commitment fees percentage | 0.30% | ||||||
Minimum | |||||||
Debt Instrument [Line Items] | |||||||
Commitment fees percentage | 0.20% | ||||||
One Month London Inter bank Offered Rate | |||||||
Debt Instrument [Line Items] | |||||||
Credit facility, basis spread on variable rate | 2.00% | ||||||
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) | Maximum | |||||||
Debt Instrument [Line Items] | |||||||
Leverage ratio | 2.25% | ||||||
London Interbank Offered Rate (LIBOR) | Minimum | |||||||
Debt Instrument [Line Items] | |||||||
Leverage ratio | 1.50% |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | |
Income Taxes [Line Items] | ||||
Effective income tax rate | 27.90% | 16.10% | (22.50%) | 13.20% |
Pre-tax income | $ 4,642 | $ 6,432 | $ 7,272 | $ 19,760 |
Ireland statutory corporate income tax rate | 12.50% | 12.50% | 12.50% | 12.50% |
Reasonably possible unrecognized tax benefits, inclusive of interest, decrease in next 12 months | $ 328 | $ 328 |
Share-Based Awards - Additional
Share-Based Awards - Additional Information (Detail) | Jan. 31, 2016 | Sep. 30, 2011 | Jun. 30, 2016$ / sharesshares | Sep. 30, 2015USD ($)shares | Dec. 31, 2012Eventshares |
Restricted Stock Units (RSUs) | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Requisite service period for service-based awards | 4 years | ||||
Weighted average grant-date fair value of awards granted | $ / shares | $ 41.30 | ||||
Performance Based Restricted Stock Units | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Service-based stock, granted | 411,804 | ||||
Service Based Restricted Stock Units | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Service-based stock, granted | 1,004,346 | ||||
2011 Stock Option and Incentive Plan | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Ordinary shares, reserved for issuance | 7,282,645 | ||||
Maximum percentage of outstanding stock by which shares reserved for issuance may increase in accordance with the plan | 4.75% | ||||
Requisite service period for service-based awards | 4 years | ||||
2011 Stock Option and Incentive Plan | Maximum | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Options granted, maximum term | 7 years | ||||
2012 Employee Share Purchase Plan | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Shares authorized for ESPP | 400,000 | ||||
Minimum days employed to be eligible to purchase shares | 30 days | ||||
Minimum customary hours were per week to be eligible to purchase shares | 20 hours | ||||
Ownership percentage that disqualifies employee from participating in the ESPP | 5.00% | ||||
Minimum number of offerings annually | Event | 1 | ||||
Term of offering | 6 months | ||||
Minimum notice for employee to participate in offering | Each eligible employee may elect to participate in any offering by submitting an enrollment form at least 15 days before the relevant offering date. | ||||
Maximum percentage of employee's base compensation eligible | 15.00% | ||||
Purchase price as a percentage of market fair value | 85.00% | ||||
Maximum shares that can be purchase by each employee per offering period | 2,500 | ||||
Maximum amount that can be purchased by each employee | $ | $ 25,000 |
Stock Option Activity (Detail)
Stock Option Activity (Detail) - Stock Options | 6 Months Ended |
Jun. 30, 2016$ / sharesshares | |
Number of Shares | |
Outstanding at beginning of period | shares | 362,940 |
Granted | shares | 0 |
Exercised | shares | (47,557) |
Forfeited and canceled | shares | (1,250) |
Outstanding at end of period | shares | 314,133 |
Vested and expected to vest at end of period | shares | 314,109 |
Exercisable at end of period | shares | 311,215 |
Weighted-Average Exercise Price per Share | |
Outstanding at beginning of period | $ / shares | $ 5.54 |
Granted | $ / shares | 0 |
Exercised | $ / shares | 7.36 |
Forfeited and canceled | $ / shares | 10.01 |
Outstanding at end of period | $ / shares | 5.25 |
Vested and expected to vest at end of period | $ / shares | 5.25 |
Exercisable at end of period | $ / shares | $ 5.18 |
Summary of Unvested Restricted
Summary of Unvested Restricted Stock Units and Performance Stock Unit (Detail) - Restricted Stock Units (RSUs) And Performed Stock Units (PSUs) | 6 Months Ended |
Jun. 30, 2016$ / sharesshares | |
Number of Unvested RSUs and PSUs | |
Unvested balance at December 31, 2015 | shares | 2,199,652 |
Granted | shares | 1,416,150 |
Vested | shares | (646,461) |
Forfeited | shares | (186,097) |
Unvested balance at June 30, 2016 | shares | 2,783,244 |
Weighted Average Grant-Date Fair Value | |
Unvested balance at December 31, 2015 | $ / shares | $ 36.17 |
Granted | $ / shares | 41.30 |
Vested | $ / shares | 33.03 |
Forfeited | $ / shares | 37.06 |
Unvested balance at June 30, 2016 | $ / shares | $ 39.44 |
Share-based Compensation Expens
Share-based Compensation Expense from All Awards (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Share-based compensation expense | $ 8,557 | $ 5,797 | $ 16,824 | $ 10,340 |
Cost Of Subscription Revenue | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Share-based compensation expense | 445 | 308 | 855 | 559 |
Sales and Marketing | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Share-based compensation expense | 2,931 | 1,960 | 5,831 | 3,784 |
Research and Development | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Share-based compensation expense | 1,456 | 788 | 2,693 | 1,461 |
General and Administrative Expense | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Share-based compensation expense | $ 3,725 | $ 2,741 | $ 7,445 | $ 4,536 |
Basic and Diluted Net Income (L
Basic and Diluted Net Income (Loss) Per Share (Detail) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | |
Basic net income per share: | ||||
Net income | $ 3,349 | $ 5,395 | $ 8,910 | $ 17,146 |
Weighted average ordinary shares outstanding-basic | 39,080,829 | 38,322,263 | 38,925,205 | 38,156,595 |
Net income per share-basic | $ 0.09 | $ 0.14 | $ 0.23 | $ 0.45 |
Diluted net income per share: | ||||
Net income | $ 3,349 | $ 5,395 | $ 8,910 | $ 17,146 |
Weighted average ordinary shares outstanding-basic | 39,080,829 | 38,322,263 | 38,925,205 | 38,156,595 |
Dilutive effect of ordinary share equivalents | 614,491 | 890,141 | 738,249 | 878,239 |
Weighted average ordinary shares outstanding-diluted | 39,695,320 | 39,212,404 | 39,663,454 | 39,034,834 |
Net income per share-diluted | $ 0.08 | $ 0.14 | $ 0.22 | $ 0.44 |
Future Minimum Lease Payments U
Future Minimum Lease Payments Under Non-cancelable Operating and Capital Leases (Detail) $ in Thousands | Jun. 30, 2016USD ($) |
Operating Leases | |
2,016 | $ 5,422 |
2,017 | 9,689 |
2,018 | 4,928 |
2,019 | 3,747 |
2,020 | 3,434 |
Thereafter | 1,735 |
Total | 28,955 |
Capital Leases | |
2,016 | 1,248 |
2,017 | 1,963 |
2,018 | 778 |
2,019 | 124 |
2,020 | 92 |
Thereafter | 451 |
Total | 4,656 |
Less amount representing interest | (85) |
Present value of minimum lease payments | 4,571 |
Total | |
2,016 | 6,670 |
2,017 | 11,652 |
2,018 | 5,706 |
2,019 | 3,871 |
2,020 | 3,526 |
Thereafter | 2,186 |
Total | $ 33,611 |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Detail) $ in Thousands | Jun. 13, 2016USD ($)Plaintiff | Jun. 30, 2016USD ($) |
Commitment And Contingencies [Line Items] | ||
Future minimum payments under non-cancelable data center agreements, Total | $ 2,554 | |
Future minimum payments under non-cancelable data center agreements, due in 2016 | 917 | |
Future minimum payments under non-cancelable data center agreements, due in 2017 | 1,572 | |
Future minimum payments under non-cancelable data center agreements, due in 2018 | 65 | |
Purchase commitments | 6,102 | |
Purchase commitments payable on 2016 | 1,786 | |
Purchase commitments payable on 2017 | 3,346 | |
Purchase commitments payable on 2018 | 951 | |
Purchase commitments payable on 2019 | $ 19 | |
Litigation settlement amount | $ 2,102,250 | |
Payment for legal settlement for Back pay and liquidated damages | 1,575,000 | |
Incentive fee for three plaintiffs | 7,500 | |
Litigation settlement expense | $ 519,750 | |
Number plaintiffs | Plaintiff | 3 |
Subsequent Event - Additional I
Subsequent Event - Additional Information (Detail) - Subsequent Event $ / shares in Units, $ in Billions | Jul. 30, 2016USD ($)$ / shares |
Subsequent Event [Line Items] | |
Disposal price per ordinary share | $ / shares | $ 60 |
Consideration amount on sale of business | $ | $ 2.4 |