Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Mar. 31, 2017 | May 04, 2017 | |
Document and Entity Information | ||
Entity Registrant Name | FTD Companies, Inc. | |
Entity Central Index Key | 1,575,360 | |
Document Type | 10-Q | |
Document Period End Date | Mar. 31, 2017 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --12-31 | |
Entity Current Reporting Status | Yes | |
Entity Filer Category | Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 27,434,082 | |
Document Fiscal Year Focus | 2,017 | |
Document Fiscal Period Focus | Q1 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Mar. 31, 2017 | Dec. 31, 2016 |
Current assets: | ||
Cash and cash equivalents | $ 50,444 | $ 81,002 |
Accounts receivable, net of allowances of $4,316 and $4,962 at March 31, 2017 and December 31, 2016, respectively | 30,317 | 26,659 |
Inventories | 27,008 | 24,996 |
Prepaid expenses and other current assets | 10,958 | 13,697 |
Total current assets | 118,727 | 146,354 |
Property and equipment, net | 55,353 | 57,559 |
Intangible assets, net | 269,570 | 272,798 |
Goodwill | 464,708 | 463,465 |
Other assets | 21,922 | 22,138 |
Total assets | 930,280 | 962,314 |
Current liabilities: | ||
Accounts payable | 69,485 | 70,254 |
Accrued liabilities | 71,137 | 68,274 |
Accrued compensation | 17,374 | 19,165 |
Deferred revenue | 7,273 | 4,911 |
Income taxes payable | 3,343 | 2,005 |
Current portion of long-term debt | 20,000 | 20,000 |
Total current liabilities | 188,612 | 184,609 |
Long-term debt | 206,646 | 256,306 |
Deferred tax liabilities, net | 89,238 | 85,932 |
Other liabilities | 6,830 | 7,740 |
Total liabilities | 491,326 | 534,587 |
Commitments and contingencies (Note 14) | ||
Stockholders’ equity: | ||
Preferred stock, 5,000,000 shares, par value $0.0001, authorized; no shares issued and outstanding | ||
Common stock, 60,000,000 shares, par value $0.0001, authorized; 29,864,979 and 29,731,189 shares issued at March 31, 2017 and December 31, 2016, respectively | 3 | 3 |
Treasury stock, 2,430,897 shares at March 31, 2017 and December 31, 2016 | (65,221) | (65,221) |
Additional paid-in capital | 695,170 | 694,773 |
Accumulated deficit | (141,168) | (150,191) |
Accumulated other comprehensive loss | (49,830) | (51,637) |
Total stockholders’ equity | 438,954 | 427,727 |
Total liabilities and stockholders’ equity | $ 930,280 | $ 962,314 |
CONDENSED CONSOLIDATED BALANCE3
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands | Mar. 31, 2017 | Dec. 31, 2016 |
Statement of Financial Position [Abstract] | ||
Accounts receivable, allowance for doubtful accounts (in dollars) | $ 4,316 | $ 4,962 |
Preferred stock, shares authorized | 5,000,000 | 5,000,000 |
Preferred stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, shares authorized | 60,000,000 | 60,000,000 |
Common stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Common stock, shares issued | 29,864,979 | 29,731,189 |
Treasury stock, shares issued | 2,430,897 | 2,430,897 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Revenues: | ||
Products | $ 280,964 | $ 293,291 |
Services | 35,529 | 36,923 |
Total revenues | 316,493 | 330,214 |
Operating expenses: | ||
Cost of revenues—products | 192,127 | 209,083 |
Cost of revenues—services | 4,247 | 4,683 |
Sales and marketing | 68,896 | 67,916 |
General and administrative | 28,755 | 29,744 |
Amortization of intangible assets | 3,820 | 15,416 |
Restructuring and other exit costs | 808 | 433 |
Total operating expenses | 298,653 | 327,275 |
Operating income | 17,840 | 2,939 |
Interest income | 115 | 121 |
Interest expense | (2,388) | (2,435) |
Other income/(expense), net | (25) | 1,809 |
Income before income taxes | 15,542 | 2,434 |
Provision for income taxes | 6,519 | 683 |
Net income | $ 9,023 | $ 1,751 |
Earnings per common share: | ||
Basic earnings per share (in dollars per share) | $ 0.32 | $ 0.06 |
Diluted earning per share (in dollars per share) | $ 0.32 | $ 0.06 |
CONDENSED CONSOLIDATED STATEME5
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME/(LOSS) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Statement of Comprehensive Income [Abstract] | ||
Net income | $ 9,023 | $ 1,751 |
Other comprehensive income/(loss): | ||
Foreign currency translation | 1,722 | (2,921) |
Cash flow hedges: | ||
Changes in net gains on derivatives, net of tax of $54 and $43 for the three months ended March 31, 2017 and 2016, respectively | 85 | 68 |
Other comprehensive income/(loss) | 1,807 | (2,853) |
Total comprehensive income/(loss) | $ 10,830 | $ (1,102) |
CONDENSED CONSOLIDATED STATEME6
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME/(LOSS) (Parenthetical) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Statement of Comprehensive Income [Abstract] | ||
Changes in net gains on cash flow hedge derivatives, tax | $ 54 | $ 43 |
CONDENSED CONSOLIDATED STATEME7
CONDENSED CONSOLIDATED STATEMENT OF STOCKHOLDERS' EQUITY - 3 months ended Mar. 31, 2017 - USD ($) shares in Thousands, $ in Thousands | Total | Common Stock | Treasury Stock | Additional Paid-In Capital | Accumulated Other Comprehensive Loss | Accumulated Deficit |
Balance at the beginning of the period at Dec. 31, 2016 | $ 427,727 | $ 3 | $ (65,221) | $ 694,773 | $ (51,637) | $ (150,191) |
Balance at the beginning of the period (in shares) at Dec. 31, 2016 | 29,731 | (2,431) | ||||
Increase (Decrease) in Equity | ||||||
Net income | 9,023 | 9,023 | ||||
Other comprehensive loss | 1,807 | 1,807 | ||||
Stock-based compensation | 2,341 | 2,341 | ||||
Vesting of restricted stock units and related repurchases of common stock | (1,944) | (1,944) | ||||
Vesting of restricted stock units (in shares) | 134 | |||||
Balance at the end of the period at Mar. 31, 2017 | $ 438,954 | $ 3 | $ (65,221) | $ 695,170 | $ (49,830) | $ (141,168) |
Balance at the end of the period (in shares) at Mar. 31, 2017 | 29,865 | (2,431) |
CONDENSED CONSOLIDATED STATEME8
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Cash flows from operating activities: | ||
Net income | $ 9,023 | $ 1,751 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation and amortization | 9,298 | 21,277 |
Stock-based compensation | 2,341 | 4,040 |
Provision for doubtful accounts receivable | 350 | 1,693 |
Amortization of debt issuance costs | 340 | 340 |
Deferred taxes, net | 3,152 | (2,515) |
Gains on life insurance | 0 | (1,583) |
Other, net | (17) | 1 |
Changes in operating assets and liabilities: | ||
Accounts receivable, net | (3,941) | (4,709) |
Inventories | (1,999) | (1,949) |
Prepaid expenses and other assets | 3,141 | 4,206 |
Accounts payable and accrued liabilities | (143) | (8,978) |
Deferred revenue | 2,335 | 2,694 |
Income taxes receivable or payable | 1,240 | 2,744 |
Other liabilities | (904) | (1,441) |
Net cash provided by operating activities | 24,216 | 17,571 |
Cash flows from investing activities: | ||
Purchases of property and equipment | (3,196) | (4,611) |
Proceeds from life insurance | 0 | 944 |
Net cash used for investing activities | (3,196) | (3,667) |
Cash flows from financing activities: | ||
Proceeds from long-term debt | 15,000 | 0 |
Payments on long-term debt | (65,000) | (5,000) |
Repurchases of common stock withheld for taxes | (1,944) | (1,633) |
Net cash used for financing activities | (51,944) | (6,633) |
Effect of foreign currency exchange rate changes on cash and cash equivalents | 366 | 57 |
Change in cash and cash equivalents | (30,558) | 7,328 |
Cash and cash equivalents, beginning of period | 81,002 | 57,892 |
Cash and cash equivalents, end of period | $ 50,444 | $ 65,220 |
DESCRIPTION OF BUSINESS, BASIS
DESCRIPTION OF BUSINESS, BASIS OF PRESENTATION, ACCOUNTING POLICIES, AND RECENT ACCOUNTING PRONOUNCEMENTS | 3 Months Ended |
Mar. 31, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
DESCRIPTION OF BUSINESS, BASIS OF PRESENTATION, ACCOUNTING POLICIES, AND RECENT ACCOUNTING PRONOUNCEMENTS | DESCRIPTION OF BUSINESS, BASIS OF PRESENTATION, ACCOUNTING POLICIES, AND RECENT ACCOUNTING PRONOUNCEMENTS Description of Business FTD Companies, Inc. (together with its subsidiaries, “FTD” or the “Company”), is a premier floral and gifting company with a vision to be the leading and most trusted floral and gifting company in the world. Our mission is to inspire, support, and delight our customers when expressing life’s most important sentiments. We provide floral, specialty foods, gift, and related products and services to consumers, retail florists, and other retail locations and companies in need of floral and gifting solutions. Our business uses the highly recognized FTD ® and Interflora ® brands, both supported by the iconic Mercury Man ® logo. While we operate primarily in the United States (“U.S.”) and the United Kingdom (“U.K.”), we have worldwide presence as our Mercury Man logo is displayed in approximately 35,000 floral shops in over 125 countries. Our diversified portfolio of brands also includes ProFlowers ® , ProPlants ® , Shari’s Berries ® , Personal Creations ® , RedEnvelope ® , Flying Flowers ® , Flowers Direct ® , Ink Cards ™ , Postagram ™ , and Gifts.com ™ . While floral arrangements and plants are our primary offerings, we also market and sell gift items, including gourmet-dipped berries and other specialty foods, personalized gifts, premium fresh fruit baskets, gift baskets, wine and champagne, jewelry, and spa products. The principal operating subsidiaries of FTD Companies, Inc. are Florists’ Transworld Delivery, Inc., Provide Commerce, Inc. (“Provide Commerce”), FTD.COM Inc. (“FTD.COM”), and Interflora British Unit (“Interflora”). The operations of the Company include those of its subsidiary, Interflora, Inc., of which one-third is owned by a third party. The Company’s corporate headquarters is located in Downers Grove, Illinois. The Company also maintains offices in San Diego and San Francisco, California; Woodridge, Illinois; Centerbrook, Connecticut; Sleaford, England; and Hyderabad, India; and distribution centers in various locations throughout the U.S. Basis of Presentation These condensed consolidated financial statements are unaudited and have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”), including those for interim financial information, and with the instructions for Quarterly Reports on Form 10-Q and Article 10 of Regulation S-X issued by the U.S. Securities and Exchange Commission (the “SEC”). Accordingly, such financial statements do not include all of the information and note disclosures required by GAAP for complete financial statements. All significant intercompany accounts and transactions have been eliminated in consolidation. The condensed consolidated financial statements, in the opinion of management, reflect all adjustments (consisting only of normal recurring adjustments) that are necessary for a fair presentation of financial position and operating results for the periods presented. The results of operations for such periods are not necessarily indicative of the results expected for any future periods. The condensed consolidated balance sheet information at December 31, 2016 , was derived from the Company’s audited consolidated financial statements, included in the Company’s Annual Report on Form 10-K (“Form 10-K”) for the year ended December 31, 2016 , but does not include all of the disclosures required by GAAP. The condensed consolidated financial statements reflect the historical financial position, results of operations, and cash flows of the Company. The preparation of condensed consolidated financial statements in accordance with GAAP requires management to make accounting policy elections, estimates, and assumptions that affect a number of reported amounts and related disclosures in the condensed consolidated financial statements. Management bases its estimates on historical experience and assumptions that it believes are reasonable. Actual results could differ from those estimates and assumptions. The most significant areas of the condensed consolidated financial statements that require management’s judgment include the Company’s revenue recognition, goodwill, indefinite-lived intangible assets and other long-lived assets, allowance for doubtful accounts, income taxes, and legal contingencies. These condensed consolidated financial statements should be read in conjunction with the Company’s audited consolidated financial statements included in the Company’s Form 10-K for the year ended December 31, 2016 . Accounting Policies Refer to the Company’s audited consolidated financial statements included in the Company’s Form 10-K for the year ended December 31, 2016 , for a discussion of the Company’s accounting policies. Recent Accounting Pronouncements Recently Adopted Accounting Standards In July 2015, FASB issued ASU 2015-11, Inventory—Simplifying the Measurement of Inventory (Topic 330) , which changes the measurement principle for inventory from the lower of cost or market to the lower of cost and net realizable value. The ASU defines net realizable value as the estimated selling prices in the ordinary course of business, less reasonably predictable costs of completion, disposal, and transportation. The Company adopted the guidance in the first quarter of 2017 on a prospective basis, as required, with no impact on its consolidated financial statements. In March 2016, the FASB issued ASU 2016-09, Compensation—Stock Compensation (Topic 718) . The amendments in this ASU simplify several aspects of the accounting for stock-based compensation, including the income tax consequences, the accounting for forfeitures, classification of awards as either equity or liabilities, and the classification on the statement of cash flows. The Company adopted the guidance related to the income tax expense requirements in the first quarter of 2017 on a prospective basis. As a result, the Company recognized all excess tax benefits and tax deficiencies as income tax expense or benefit as a discrete event resulting in recognition of incremental income tax expense of $0.9 million during the three months ended March 31, 2017. The Company adopted the provisions related to the classification on the statement of cash flows on a retrospective basis and prior periods have been adjusted to present the excess tax benefits/shortfalls as part of cash flows from operating activities. The result was a decrease in cash flows from operating activities and a corresponding increase in cash flows from financing activities of $0.9 million and less than $0.1 million for the three months ended March 31, 2017 and 2016, respectively. The Company elected not to change its policy on accounting for forfeitures and will continue to recognize expense based on an estimated forfeiture rate. In future periods, the adoption of this update could increase or reduce the Company’s reported income tax expense or benefit and cash flows from operating activities depending on the difference between the future price of the Company’s common stock at vesting or exercise as compared to the grant price. In January 2017, the FASB issued ASU 2017-04, Intangibles—Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment , which simplifies the subsequent measurement of goodwill by eliminating Step 2 from the goodwill impairment test. Under the new guidance, an entity will recognize an impairment charge for the amount by which the carrying value of a reporting unit exceeds its fair value. This standard was scheduled to be effective for the Company beginning January 1, 2020 and for interim periods within that fiscal year. Early adoption is permitted for any goodwill impairment test performed on testing dates after January 1, 2017. As the amendments within this ASU are meant to reduce the complexity surrounding the evaluation of the Company’s goodwill for impairment, the Company elected to early adopt this ASU beginning January 1, 2017. The amendments in this ASU will be applied prospectively to all of the Company’s future goodwill impairment tests performed on an interim or annual basis. Recently Issued Accounting Standards In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers (Topic 606) and issued subsequent amendments to the initial guidance in August 2015, March 2016, April 2016, May 2016, and December 2016 within ASU 2015-14, ASU 2016-08, ASU 2016-10, ASU 2016-12, and ASU 2016-20, respectively (collectively, “Topic 606”). Topic 606 supersedes nearly all existing revenue recognition guidance under GAAP. The core principle of Topic 606 is to recognize revenues when promised goods or services are transferred to customers in an amount that reflects the consideration that is expected to be received for those goods or services. In addition, new and enhanced disclosures will be required. The guidance under this topic was deferred by ASU 2015-14 and is now effective for fiscal years and interim periods beginning on or after December 15, 2017, with early adoption permitted as of the original effective date for periods beginning after December 15, 2016. The Company plans to adopt Topic 606 in the first quarter of 2018, either on a full retrospective basis for each prior reporting period presented or on a modified retrospective basis with the cumulative effect of initially applying the new guidance recognized at the date of initial application. Preliminarily, the Company does not believe there will be a material impact to its consolidated financial statements upon adoption. The Company is continuing to evaluate the impacts of its pending adoption of Topic 606, and its preliminary assessments are subject to change. In January 2016, FASB issued ASU No. 2016-01, Financial Instruments - Overall: Recognition and Measurement of Financial Assets and Financial Liabilities (Subtopic 825-10). The updated guidance enhances the reporting model for financial instruments, which includes amendments to address aspects of recognition, measurement, presentation and disclosure. The amendments in this ASU will be effective for the Company for fiscal years, and interim periods within those years, beginning after December 15, 2017. The amendments must be applied prospectively and early adoption is permitted for certain measurement enhancements within this amendment, early adoption is not permitted for other aspects updated in this amendment. The Company does not believe that this update will have a significant impact on its consolidated financial statements. In February 2016, FASB issued ASU No. 2016-02, Leases (Topic 842) . This update requires the recognition of certain lease assets and lease liabilities on the balance sheet as well as the disclosure of key information about leasing arrangements. The amendments in this ASU require the recognition and measurement of leases at the beginning of the earliest period presented using a modified retrospective approach. The modified retrospective approach includes a number of optional practical expedients which may be elected by the Company. The amendments in this ASU will be effective for the Company for fiscal years, and the interim periods within those years, beginning after December 15, 2018, and early adoption is permitted. The Company is currently assessing the impact of this update on its consolidated financial statements. In June 2016, the FASB issued ASU 2016-13, Financial Instruments-Credit Losses (Topic 326) . This update seeks to provide financial statement users with more decision-useful information about the expected credit losses on financial instruments, including trade receivables, and other commitments to extend credit held by a reporting entity at each reporting date. The amendments require an entity to replace the incurred loss impairment methodology in current U.S. GAAP with a methodology that reflects current expected credit losses and requires consideration of a broader range of reasonable and supportable information to inform credit loss estimates. The amendments are effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2019. Early adoption is permitted for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2018. The amendments will be applied through a cumulative-effect adjustment to retained earnings as of the beginning of the first reporting period in which guidance is effective, which is a modified-retrospective approach. The Company is currently assessing the impact of this update on its consolidated financial statements. In August 2016, the FASB issued ASU 2016-15, Statement of Cash Flows (Topic 230): Clarification of Certain Cash Receipts and Cash Payments. This update was issued to address the diversity in practice related to the classification of certain cash receipts and payments in the statement of cash flows by adding or clarifying guidance on eight specific cash flow issues. The amendments in this ASU will be effective for the Company for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2017, with early adoption permitted. The amendments should be applied retrospectively to all periods presented, unless deemed impracticable, in which case, prospective application is permitted. The Company is currently assessing the impact of this update on its consolidated financial statements. |
SEGMENT INFORMATION
SEGMENT INFORMATION | 3 Months Ended |
Mar. 31, 2017 | |
Segment Reporting [Abstract] | |
SEGMENT INFORMATION | SEGMENT INFORMATION The Company reports its business in four reportable segments: Provide Commerce, Consumer, Florist, and International. Below is a reconciliation of segment revenues to consolidated revenues (in thousands): Three Months Ended 2017 2016 Products revenues: Provide Commerce $ 155,868 $ 157,097 Consumer 72,804 78,607 Florist 16,169 16,217 International 40,441 46,151 Segment products revenues 285,282 298,072 Services revenues: Florist 30,337 30,775 International 5,296 6,226 Segment services revenues 35,633 37,001 Intersegment eliminations (4,422 ) (4,859 ) Consolidated revenues $ 316,493 $ 330,214 Intersegment revenues represent amounts charged from one segment to the other for services provided based on order volume at a set rate per order. Intersegment revenues by segment were as follows (in thousands): Three Months Ended 2017 2016 Intersegment revenues: Provide Commerce $ (476 ) $ (610 ) Consumer (3,842 ) (4,171 ) Florist (104 ) (78 ) Total intersegment revenues $ (4,422 ) $ (4,859 ) Geographic revenues from sales to external customers were as follows for the periods presented (in thousands): Three Months Ended 2017 2016 U.S. $ 270,756 $ 277,837 U.K. 45,737 52,377 Consolidated revenues $ 316,493 $ 330,214 Below is a reconciliation of segment operating income to consolidated operating income and income before income taxes (in thousands): Three Months Ended 2017 2016 Segment operating income (a) Provide Commerce $ 13,447 $ 7,076 Consumer 5,660 6,429 Florist 13,954 12,810 International 5,532 7,417 Total segment operating income 38,593 33,732 Unallocated expenses (b) (11,455 ) (9,516 ) Depreciation expense and amortization of intangible assets (9,298 ) (21,277 ) Operating income 17,840 2,939 Interest expense, net (2,273 ) (2,314 ) Other income/(expense), net (25 ) 1,809 Income before income taxes $ 15,542 $ 2,434 (a) Segment operating income is operating income excluding depreciation, amortization, litigation and dispute settlement charges and gains, transaction-related costs, restructuring and other exit costs, and impairment of goodwill and intangible assets. In addition, stock-based and incentive compensation and general corporate expenses are not allocated to the segments. Segment operating income is prior to intersegment eliminations and excludes other income/(expense), net. (b) Unallocated expenses include various corporate costs, such as executive management, corporate finance, legal, and certain human resources costs. In addition, unallocated expenses include stock-based and incentive compensation, restructuring and other exit costs, transaction-related costs, and litigation and dispute settlement charges and gains. |
BALANCE SHEET COMPONENTS
BALANCE SHEET COMPONENTS | 3 Months Ended |
Mar. 31, 2017 | |
Balance Sheet Related Disclosures [Abstract] | |
BALANCE SHEET COMPONENTS | BALANCE SHEET COMPONENTS Financing Receivables The Company has financing receivables related to equipment sales to its floral network members. The current and noncurrent portions of financing receivables are included in accounts receivable and other assets, respectively, in the condensed consolidated balance sheets. The Company assesses financing receivables individually for balances due from current floral network members and collectively for balances due from terminated floral network members. Credit quality of financing receivables was as follows (in thousands): March 31, 2017 December 31, 2016 Current $ 11,352 $ 11,490 Past due 761 865 Total $ 12,113 $ 12,355 The aging of past due financing receivables was as follows (in thousands): March 31, 2017 December 31, 2016 Current $ 11,352 $ 11,490 Past due: 1 - 150 days past due 178 120 151 - 364 days past due 106 129 365 - 730 days past due 249 230 731 or more days past due 228 386 Total $ 12,113 $ 12,355 Financing receivables on nonaccrual status at March 31, 2017 and December 31, 2016 , totaled $0.8 million and $1.0 million , respectively. The allowance for credit losses and the recorded investment in financing receivables were as follows (in thousands): Three Months Ended 2017 2016 Allowance for credit losses: Balance at January 1 $ 846 $ 706 Provision 85 42 Write-offs charged against allowance (211 ) (12 ) Balance at March 31 $ 720 $ 736 Ending balance collectively evaluated for impairment $ 704 $ 729 Ending balance individually evaluated for impairment $ 16 $ 7 Recorded investments in financing receivables: Balance collectively evaluated for impairment $ 825 $ 840 Balance individually evaluated for impairment $ 11,288 $ 11,224 Individually evaluated impaired loans, including the recorded investment in such loans, the unpaid principal balance, and the allowance related to such loans, each totaled less than $0.1 million at both March 31, 2017 and December 31, 2016 . The average recorded investment in such loans was less than $0.1 million for each of the three months ended March 31, 2017 and 2016 . Interest income recognized on impaired loans was less than $0.1 million in each of the three months ended March 31, 2017 and 2016 . Property and Equipment Property and equipment consisted of the following (in thousands): March 31, 2017 December 31, 2016 Land and improvements $ 1,568 $ 1,565 Buildings and improvements 16,057 16,080 Leasehold improvements 17,853 16,290 Equipment 15,472 14,771 Computer equipment 25,490 26,633 Computer software 61,625 61,332 Furniture and fixtures 3,750 3,310 141,815 139,981 Accumulated depreciation (86,462 ) (82,422 ) Total $ 55,353 $ 57,559 Depreciation expense, including the amortization of leasehold improvements, was $5.5 million and $5.9 million for the three months ended March 31, 2017 and 2016 , respectively. |
TRANSACTIONS WITH RELATED PARTI
TRANSACTIONS WITH RELATED PARTIES | 3 Months Ended |
Mar. 31, 2017 | |
Related Party Transactions [Abstract] | |
TRANSACTIONS WITH RELATED PARTIES | TRANSACTIONS WITH RELATED PARTIES Transactions with Liberty As of March 31, 2017 , Liberty Interactive Corporation (“Liberty”) owned 37.2% of the issued and outstanding shares of FTD common stock. An Investor Rights Agreement governs certain rights of and restrictions on Liberty in connection with the shares of FTD common stock that Liberty owns. The I.S. Group Limited Interflora holds an equity investment of 20.4% in The I.S. Group Limited (“I.S. Group”). The investment was $1.4 million at both March 31, 2017 and December 31, 2016 , and is included in other assets in the condensed consolidated balance sheets. I.S. Group supplies floral-related products to Interflora’s floral network members in both the U.K. and the Republic of Ireland as well as to other customers. Interflora derives revenues from I.S. Group from (i) the sale of products (sourced from third-party suppliers) to I.S. Group for which revenue is recognized on a gross basis, (ii) commissions on products sold by I.S. Group (sourced from third-party suppliers) to floral network members, and (iii) commissions for acting as a collection agent on behalf of I.S. Group. Revenues related to products sold to and commissions earned from I.S. Group were $0.8 million and $0.9 million in the three months ended March 31, 2017 and 2016 , respectively. In addition, Interflora purchases products from I.S. Group for sale to consumers. The cost of revenues related to products purchased from I.S. Group was $0.1 million and $0.2 million in the three months ended March 31, 2017 and 2016 , respectively. Amounts due from I.S. Group were $0.4 million and $0.3 million at March 31, 2017 and December 31, 2016 , respectively, and amounts payable to I.S. Group were $1.5 million and $1.2 million at March 31, 2017 and December 31, 2016 , respectively. |
GOODWILL, INTANGIBLE ASSETS, AN
GOODWILL, INTANGIBLE ASSETS, AND OTHER LONG-LIVED ASSETS | 3 Months Ended |
Mar. 31, 2017 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
GOODWILL, INTANGIBLE ASSETS, AND OTHER LONG-LIVED ASSETS | GOODWILL, INTANGIBLE ASSETS, AND OTHER LONG-LIVED ASSETS Goodwill The changes in the net carrying amount of goodwill for the three months ended March 31, 2017 were as follows (in thousands): Provide Commerce Consumer Florist International Total Goodwill at December 31, 2016 $ 147,501 $ 133,226 $ 109,651 $ 73,087 $ 463,465 Foreign currency translation — — — 1,243 1,243 Goodwill at March 31, 2017 $ 147,501 $ 133,226 $ 109,651 $ 74,330 $ 464,708 In 2016, 2015, and 2008, the Company recorded impairment charges of $84.0 million , $85.0 million , and $116.3 million , respectively. The accumulated total goodwill impairment was $285.3 million at March 31, 2017. The table above reflects the Company’s goodwill balances net of the accumulated impairment charges. Intangible Assets Intangible assets are primarily related to the acquisition of the Company by United Online, Inc. in August 2008 and the acquisition of Provide Commerce in December 2014 and consist of the following (in thousands): March 31, 2017 December 31, 2016 Gross Value Accumulated Amortization Net Gross Value Accumulated Amortization Net Complete technology $ 76,574 $ (56,609 ) $ 19,965 $ 76,486 $ (54,705 ) $ 21,781 Customer contracts and relationships 192,449 (192,449 ) — 192,183 (192,183 ) — Trademarks and trade names 268,433 (18,828 ) 249,605 267,834 (16,817 ) 251,017 Total $ 537,456 $ (267,886 ) $ 269,570 $ 536,503 $ (263,705 ) $ 272,798 Some of the Company’s trademarks and trade names are indefinite-lived assets for which there is no associated amortization expense or accumulated amortization. At March 31, 2017 and December 31, 2016 , such indefinite-lived assets, after impairment and foreign currency translation adjustments, totaled $148.1 million and $147.5 million , respectively. As of March 31, 2017 , estimated future intangible assets amortization expense for each of the next five years and thereafter, was as follows (in thousands): For the Year Ended Future Amortization Expense 2017 (remainder of the year) $ 11,456 2018 15,275 2019 15,275 2020 8,007 2021 8,003 Thereafter 63,425 Total $ 121,441 |
FINANCING ARRANGEMENTS
FINANCING ARRANGEMENTS | 3 Months Ended |
Mar. 31, 2017 | |
Debt Disclosure [Abstract] | |
FINANCING ARRANGEMENTS | FINANCING ARRANGEMENTS Credit Agreement On September 19, 2014, FTD Companies, Inc. entered into a credit agreement (the “Credit Agreement”) with Interflora, certain wholly owned domestic subsidiaries of FTD Companies, Inc. party thereto as guarantors, the financial institutions party thereto from time to time, Bank of America Merrill Lynch and Wells Fargo Securities, LLC, as joint lead arrangers and book managers, and Bank of America, N.A., as administrative agent (in such capacity, the “Administrative Agent”). The Credit Agreement provided for a term loan in an aggregate principal amount of $200 million , the proceeds of which were used to repay a portion of outstanding revolving loans, and also provided for a revolving loan advance (the “Acquisition Advance”) to finance the cash portion of the Provide Commerce purchase price. On December 31, 2014, the Company borrowed $120 million under the Acquisition Advance to fund the cash portion of the acquisition purchase price of Provide Commerce. The obligations under the Credit Agreement are guaranteed by certain of FTD Companies, Inc.’s wholly owned domestic subsidiaries (together with FTD Companies, Inc., the “U.S. Loan Parties”). In addition, the obligations under the Credit Agreement are secured by a lien on substantially all of the assets of the U.S. Loan Parties, including a pledge of all of the outstanding capital stock of certain direct subsidiaries of the U.S. Loan Parties (except with respect to foreign subsidiaries and certain domestic subsidiaries whose assets consist primarily of foreign subsidiary equity interests, in which case such pledge is limited to 66% of the outstanding capital stock). The interest rates applicable to borrowings under the Credit Agreement are based on either LIBOR plus a margin ranging from 1.50% per annum to 2.50% per annum, or a base rate plus a margin ranging from 0.50% per annum to 1.50% per annum, calculated according to the Company’s net leverage ratio. At March 31, 2017 , the base rate margin was 0.75% per annum and the LIBOR margin was 1.75% per annum. In addition, the Company pays a commitment fee ranging from 0.20% per annum to 0.40% per annum on the unused portion of the revolving credit facility. The stated interest rates (based on LIBOR ) at March 31, 2017 under the term loan and the revolving credit facility were 2.90% and 2.73% , respectively. The effective interest rates at March 31, 2017 under the term loan and the revolving credit facility were 3.90% and 3.40% , respectively. The commitment fee rate at March 31, 2017 was 0.25% . The Credit Agreement contains customary representations and warranties, events of default, affirmative covenants and negative covenants, that, among other things, require the Company to maintain compliance with a maximum net leverage ratio and a minimum consolidated fixed charge coverage ratio, and impose restrictions and limitations on, among other things, investments, dividends, share repurchases, and asset sales, and the Company’s ability to incur additional debt and additional liens. The term loan is subject to amortization payments of $5.0 million per quarter and customary mandatory prepayments under certain conditions. The outstanding balance of the term loan and all amounts outstanding under the revolving credit facility are due upon maturity in September 2019. At March 31, 2017 , the future minimum principal payments through the maturity date of the Credit Agreement were as follows (in thousands): For the Year Ended Future Minimum Principal Payments 2017 (remainder of the year) $ 15,000 2018 20,000 2019 195,000 Total $ 230,000 At March 31, 2017 , the remaining borrowing capacity under the Credit Agreement, which was reduced by $2.2 million in outstanding letters of credit, was $272.8 million , subject to certain limitations under covenants contained in the Credit Agreement. After giving effect to the net leverage ratio contained in the Credit Agreement, approximately $180 million was available for additional borrowing as of March 31, 2017. The changes in the Company’s debt balances for the three months ended March 31, 2017 , were as follows (in thousands): December 31, 2016 Draw Down of Debt Repayments of Debt March 31, 2017 Credit Agreement: Revolving Credit Facility $ 120,000 $ 15,000 $ (60,000 ) $ 75,000 Term Loan 160,000 — (5,000 ) 155,000 Total Principal Outstanding 280,000 $ 15,000 $ (65,000 ) 230,000 Debt Issuance Costs (3,694 ) (3,354 ) Total Debt, Net of Debt Issuance Costs $ 276,306 $ 226,646 |
DERIVATIVE INSTRUMENTS
DERIVATIVE INSTRUMENTS | 3 Months Ended |
Mar. 31, 2017 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
DERIVATIVE INSTRUMENTS | DERIVATIVE INSTRUMENTS In March 2012, the Company purchased, for $1.9 million , forward starting interest rate cap instruments based on 3-month LIBOR, effective January 2015 through June 2018. The forward starting interest rate cap instruments have aggregated notional values totaling $130 million . The interest rate cap instruments are designated as cash flow hedges against expected future cash flows attributable to future 3-month LIBOR interest payments on a portion of the outstanding borrowings under the Company’s Credit Agreement. The gains or losses on the instruments are reported in other comprehensive income/(loss) to the extent that they are effective and are reclassified into earnings when the cash flows attributable to 3-month LIBOR interest payments are recognized in earnings. The estimated fair values and notional values of outstanding derivative instruments at March 31, 2017 and December 31, 2016 were as follows (in thousands): Estimated Fair Value of Derivative Instruments Notional Value of Derivative Instruments Balance Sheet Location March 31, 2017 December 31, 2016 March 31, 2017 December 31, 2016 Derivative Assets: Interest rate caps Other assets $ — $ 1 $ 130,000 $ 130,000 The Company recognized the following losses from derivatives, before tax, in other comprehensive loss (in thousands): Three Months Ended 2017 2016 Derivatives Designated as Cash Flow Hedging Instruments: Interest rate caps $ (1 ) $ (27 ) The effective portion, before tax effect, of the Company’s interest rate caps designated as cash flow hedging instruments was $0.7 million and $0.8 million at March 31, 2017 and December 31, 2016 , respectively. At March 31, 2017 , $0.6 million of this amount was expected to be reclassified from accumulated other comprehensive income/(loss) into interest expense in the condensed consolidated statements of operations within the next twelve months. During both the three months ended March 31, 2017 and 2016 , $0.1 million was reclassified from accumulated other comprehensive income/(loss) into interest expense in the condensed consolidated statements of operations. |
FAIR VALUE MEASUREMENTS
FAIR VALUE MEASUREMENTS | 3 Months Ended |
Mar. 31, 2017 | |
Fair Value Disclosures [Abstract] | |
FAIR VALUE MEASUREMENTS | FAIR VALUE MEASUREMENTS The following table presents estimated fair values of financial assets and liabilities and derivative instruments that were required to be measured at fair value on a recurring basis (in thousands): March 31, 2017 December 31, 2016 Total Level 1 Level 2 Total Level 1 Level 2 Assets: Money market funds $ 18,990 $ 18,990 $ — $ 13,197 $ 13,197 $ — Derivative assets — — — 1 — 1 Total $ 18,990 $ 18,990 $ — $ 13,198 $ 13,197 $ 1 Liabilities: Non-qualified deferred compensation plan $ 1,564 $ — $ 1,564 $ 2,371 $ — $ 2,371 Total $ 1,564 $ — $ 1,564 $ 2,371 $ — $ 2,371 Provide Commerce has an executive deferred compensation plan for key management level employees under which such employees could elect to defer receipt of current compensation. This plan is intended to be an unfunded, non-qualified deferred compensation plan that complies with the provisions of section 409A of the Internal Revenue Code. At the time of the acquisition, contributions to the plan were suspended except those relating to any compensation earned but not yet paid as of the same date. The plan assets, which consist primarily of life insurance contracts recorded at their cash surrender value, were $11.7 million and $11.6 million at March 31, 2017 and December 31, 2016 and are included in other assets in the accompanying condensed consolidated balance sheets. The Company estimated the fair value of its long-term debt using a discounted cash flow approach that incorporates a market interest yield curve with adjustments for duration and risk profile. In determining the market interest yield curve, the Company considered, among other factors, its estimated credit spread. At March 31, 2017 , the Company estimated its credit spread as 1.2% and 1.9% for the term loan and revolving credit facility, respectively, resulting in yield-to-maturity estimates for the term loan and revolving credit facility of 2.6% and 3.2% , respectively. At December 31, 2016 , the Company estimated its credit spread as 1.4% and 2.0% for the term loan and revolving credit facility, respectively, resulting in yield-to-maturity estimates for the term loan and revolving credit facility of 2.8% and 3.4% , respectively. The table below summarizes the carrying amounts and estimated fair values for long-term debt (in thousands): March 31, 2017 December 31, 2016 Level 2 Level 2 Carrying Amount Estimated Fair Value Carrying Amount Estimated Fair Value Long-term debt outstanding, including current portion $ 230,000 $ 230,000 $ 280,000 $ 280,000 Fair value approximates the carrying amount of financing receivables because such receivables are discounted at a rate comparable to market. Fair values of cash and cash equivalents, short-term accounts receivable, accounts payable, and accrued liabilities approximate their carrying amounts because of their short-term nature. |
STOCKHOLDERS' EQUITY
STOCKHOLDERS' EQUITY | 3 Months Ended |
Mar. 31, 2017 | |
Stockholders' Equity Note [Abstract] | |
STOCKHOLDERS' EQUITY | STOCKHOLDERS’ EQUITY Common Stock Repurchases On March 8, 2016, the Company’s board of directors authorized a common stock repurchase program (the “2016 Repurchase Program”) that allows FTD Companies, Inc. to repurchase up to $60 million of its common stock from time to time over a two -year period in both open market and privately negotiated transactions. As of March 31, 2017 , the company has repurchased 0.6 million shares under the 2016 Repurchase Program at an average cost per share of $25.37 . The Company did not repurchase any shares under this program during the three months ended March 31, 2017. Upon vesting of restricted stock units (“RSUs”) or exercise of stock options, the Company does not collect the minimum statutory withholding taxes in cash from employees. Instead, the Company automatically withholds, from the RSUs that vest or stock options that are exercised, the portion of those shares with a fair market value equal to the amount of the minimum statutory withholding taxes due. The withheld shares are accounted for as repurchases of common stock but are not counted against the limits under the 2016 Repurchase Program. The Company then pays the minimum statutory withholding taxes in cash. During the three months ended March 31, 2017 , 0.2 million RSUs vested for which 0.1 million shares were withheld to cover the minimum statutory withholding taxes of $1.9 million . |
INCENTIVE COMPENSATION PLANS
INCENTIVE COMPENSATION PLANS | 3 Months Ended |
Mar. 31, 2017 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
INCENTIVE COMPENSATION PLANS | INCENTIVE COMPENSATION PLANS In June 2015, stockholders approved the amendment and restatement of the FTD Companies, Inc. Amended and Restated 2013 Incentive Compensation Plan (as so amended and restated, the “Plan”), which provides for the granting of awards to employees and non-employee directors, including stock options, stock appreciation rights, RSUs, and other stock based awards. Under the Plan, 5.2 million shares of FTD common stock have been reserved for issuance of awards. At March 31, 2017 , the Company had 0.8 million shares available for issuance under the Plan. During the first quarter of 2017, the Company granted RSUs to certain employees totaling 0.4 million shares. The RSUs granted will generally vest in four equal annual installments beginning on January 3, 2018. The weighted average fair market value of the underlying stock on the grant date was $23.12 . The stock-based compensation expense incurred for equity stock-based awards in the three months ended March 31, 2017 and 2016 has been included in the condensed consolidated statements of operations as follows (in thousands): Three Months Ended 2017 2016 Cost of revenues $ 71 $ 38 Sales and marketing 715 1,234 General and administrative 1,555 2,768 Total stock-based compensation expense $ 2,341 $ 4,040 |
INCOME TAXES
INCOME TAXES | 3 Months Ended |
Mar. 31, 2017 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | INCOME TAXES During the three months ended March 31, 2017 , the Company recorded a tax provision of $6.5 million on pre-tax income of $15.5 million , compared to a tax provision of $0.7 million on pre-tax income of $2.4 million for the three months ended March 31, 2016 . The full year effective tax rate increased due to a reduction in foreign tax benefits and an increase in state tax rates. In addition, tax deficiencies related to vesting of equity awards increased tax expense by $0.9 million . As noted in Note 1—“Description of Business, Basis of Presentation, Accounting Policies, and Recent Accounting Pronouncements,” ASU 2016-09 was adopted on January 1, 2017. As such, tax deficiencies or excess tax benefits are recorded in the provision for income taxes for the three months ended March 31, 2017 rather than in additional paid-in capital as was previously required. |
EARNINGS PER SHARE
EARNINGS PER SHARE | 3 Months Ended |
Mar. 31, 2017 | |
Earnings Per Share [Abstract] | |
EARNINGS PER SHARE | EARNINGS PER SHARE Certain of the Company’s RSUs are considered participating securities because they contain a non-forfeitable right to dividends irrespective of whether dividends are actually declared or paid or whether the awards ultimately vest. Accordingly, the Company computes earnings per share pursuant to the two-class method in accordance with ASC 260, Earnings Per Share. The following table sets forth the computation of basic and diluted earnings per common share (in thousands, except per share amounts): Three Months Ended 2017 2016 Numerator: Net income $ 9,023 $ 1,751 Income allocated to participating securities (206 ) (33 ) Net income attributable to common stockholders $ 8,817 $ 1,718 Denominator: Basic average common shares outstanding 27,368 27,655 Add: Dilutive effect of non-participating securities 67 61 Diluted average common shares outstanding 27,435 27,716 Basic earnings per common share $ 0.32 $ 0.06 Diluted earnings per common share $ 0.32 $ 0.06 The diluted earnings per common share computations exclude stock options and RSUs, which are antidilutive. Weighted-average antidilutive shares for the three months ended March 31, 2017 were 2.8 million . |
RESTRUCTURING AND OTHER EXIT CO
RESTRUCTURING AND OTHER EXIT COSTS | 3 Months Ended |
Mar. 31, 2017 | |
Restructuring and Related Activities [Abstract] | |
RESTRUCTURING AND OTHER EXIT COSTS | RESTRUCTURING AND OTHER EXIT COSTS Restructuring and other exit costs were as follows (in thousands): Employee Termination Costs Facility Closure Costs Total Accrued as of December 31, 2016 $ 8,566 $ 1,378 $ 9,944 Charges 500 308 808 Cash paid (2,303 ) (315 ) (2,618 ) Other – non-cash (3,373 ) — (3,373 ) Accrued as of March 31, 2017 $ 3,390 $ 1,371 $ 4,761 |
CONTINGENCIES - LEGAL MATTERS
CONTINGENCIES - LEGAL MATTERS | 3 Months Ended |
Mar. 31, 2017 | |
Commitments and Contingencies Disclosure [Abstract] | |
CONTINGENCIES-LEGAL MATTERS | CONTINGENCIES—LEGAL MATTERS Commencing on August 19, 2009, the first of a series of putative consumer class action lawsuits was brought against Provide Commerce, Inc. and co-defendant Regent Group, Inc. d/b/a Encore Marketing International (“EMI”). These cases were ultimately consolidated during the next three years into Case No. 09 CV 2094 in the United States District Court for the Southern District of California under the title In re EasySaver Rewards Litigation . Plaintiffs’ claims arise from their online enrollment in subscription based membership programs known as EasySaver Rewards, RedEnvelope Rewards, and Preferred Buyers Pass (collectively the “Membership Programs”). Plaintiffs claim that after they ordered items from certain of Provide Commerce’s websites, they were presented with an offer to enroll in one of the Membership Programs, each of which is offered and administered by EMI. Plaintiffs purport to represent a nationwide class of consumers allegedly damaged by Provide Commerce’s purported unauthorized or otherwise allegedly improper transferring of billing information to EMI, who then posted allegedly unauthorized charges to their credit or debit card accounts for membership fees for the Membership Programs. In the operative fourth amended complaint, plaintiffs asserted ten claims against Provide Commerce and EMI: (1) breach of contract (against Provide Commerce only); (2) breach of contract (against EMI only); (3) breach of implied covenant of good faith and fair dealing; (4) fraud; (5) violations of the California Consumers Legal Remedies Act; (6) unjust enrichment; (7) violation of the Electronic Funds Transfer Act (against EMI only); (8) invasion of privacy; (9) negligence; and (10) violations of the Unfair Competition Law. Plaintiffs seek damages, attorneys’ fees, and costs. After motion practice regarding the claims asserted and numerous settlement conferences and mediations in an effort to informally resolve the matter, the parties reached an agreement on the high level terms of a settlement on April 9, 2012, conditioned on the parties negotiating and executing a complete written agreement. In the weeks following April 9, 2012, the parties negotiated a formal written settlement agreement (the “Settlement”), which the court preliminarily approved on June 13, 2012. After notice to the purported class and briefing by the parties, the court conducted a final approval hearing (also known as a fairness hearing) on January 28, 2013, but did not rule. On February 4, 2013, the court entered its final order approving the Settlement, granting plaintiffs’ motion for attorneys’ fees, costs, and incentive awards, and overruling objections filed by a single objector. The court entered judgment on the Settlement on February 21, 2013. The objector filed a notice of appeal with the Ninth Circuit Court of Appeals on March 4, 2013. After the completion of briefing, the Ninth Circuit set oral argument for February 2, 2015. But on January 29, 2015, the Ninth Circuit entered an order deferring argument and resolution of the appeal pending the Ninth Circuit’s decision in a matter captioned Frank v . Netflix , No. 12 15705+. On March 19, 2015, the Ninth Circuit entered an order vacating the judgment in this matter and remanding it to the district court for further proceedings consistent with its opinion in Frank v. Netflix issued on February 27, 2015. The district court ordered supplemental briefing on the issue of final Settlement approval May 21, 2015. After briefing, the district court conducted a hearing on July 27, 2016 and took the matter under submission. On August 9, 2016, the district court entered an order reapproving the Settlement without any changes, and accordingly entered judgment and dismissed the case with prejudice. On September 6, 2016, the objector filed a notice of appeal. On November 22, 2016, plaintiffs filed a motion for summary affirmance of the district court’s judgment, to which the objector responded and filed a cross-motion for sanctions. Plaintiffs’ motion for summary affirmance temporarily stayed briefing on the appeal. On March 2, 2017, the Ninth Circuit denied plaintiffs’ motion for summary affirmance and objector’s cross-motion for sanctions, and reset the briefing schedule. Objector filed his opening brief on May 1, 2017. Thirteen state Attorneys General filed an amicus brief in support of the objector on May 8, 2017. Absent an extension, the parties’ answering briefs are presently due May 31, 2017, and the objector’s optional reply brief is presently due June 14, 2017. The date for oral argument on the appeal has not yet been set. FTD Companies, Inc. and certain of its current and former officers and directors are named as defendants in a lawsuit currently pending in the United States District Court for the Northern District of Illinois, asserting violations of Section 10(b) of the Exchange Act and Rule 10b-5. Plaintiff’s complaint in Winograd v. FTD Companies, Inc. et al. , filed on March 20, 2017, Case No. 1:17-cv-02135, alleges that FTD made false and misleading statements regarding the assessment of cross-border indirect taxes, internal controls over financial reporting, and the acquisition of Provide Commerce from Liberty Interactive Corporation that were revealed as such to the market on March 14, 2017. Plaintiff purports to bring the lawsuit as a class action representing all those who purchased or otherwise acquired FTD securities between March 13, 2015 and March 14, 2017. FTD believes the allegations are without merit and intends to move to dismiss the complaint. FTD Companies, Inc. is a nominal defendant in a shareholder derivative suit against its directors and former CEO and CFO currently pending in the United States District Court for the Northern District of Illinois, asserting claims for breaches of fiduciary duties, unjust enrichment, and corporate waste. In Atallah v. Apatoff et al. , Case No. 1:17-cv-02773, filed on April 12, 2017, plaintiff alleges that the individual defendants caused FTD to issue false and misleading statements regarding the assessment of cross-border indirect taxes, internal controls over financial reporting, and the acquisition of Provide Commerce from Liberty Interactive Corporation that were revealed as such to the market on March 14, 2017. Plaintiff further alleges that these actions by the individual defendants breached their fiduciary duties to FTD, caused the defendants to be unjustly enriched, and wasted corporate assets. FTD believes the lawsuit is improper and intends to move to dismiss the complaint. FTD Companies, Inc. is a nominal defendant in a shareholder derivative suit against its directors and former CEO and CFO currently pending in the United States District Court for the Northern District of Illinois, asserting claims for violations of Section 14(a) of the Exchange Act, breaches of fiduciary duties, unjust enrichment, and corporate waste. In Palkon v. Berglass et al. , Case No. 1:17-cv-03233, filed on April 28, 2017, plaintiff alleges that the individual defendants violated Section 14(a) of the Exchange Act, breached their fiduciary duties to FTD, wasted corporate assets, and were unjustly enriched when certain of the defendants negligently issued or caused to be issued false and misleading statements to shareholders in the November 3, 2014 special proxy regarding the acquisition of Provide Commerce from Liberty Interactive Corporation. In addition, plaintiff alleges that the individual defendants breached their fiduciary duties to FTD, wasted corporate assets, and were unjustly enriched by entering into the Provide Commerce acquisition, and by causing FTD to issue false and misleading statements regarding the assessment of cross-border indirect taxes, internal controls over financial reporting, and the Provide Commerce acquisition that were revealed as such to the market on March 14, 2017. FTD believes the lawsuit is improper and intends to move to dismiss the complaint. There are no assurances that other legal actions or governmental investigations will not be instituted in connection with the Company’s current or former business practices. The Company cannot predict the outcome of governmental investigations or other legal actions or their potential implications for its business. The Company records a liability when it believes that it is both probable that a loss has been incurred, and the amount of loss can be reasonably estimated. The Company evaluates, at least quarterly, developments in its legal matters that could affect the assessment of the probability of loss or the amount of liability and makes adjustments as appropriate. Significant judgment is required to determine both probability and the estimated amount. The Company may be unable to estimate a possible loss or range of possible loss due to various reasons, including, among others: (i) if the damages sought are indeterminate, (ii) if the proceedings are in early stages, (iii) if there is uncertainty as to the outcome of pending appeals, motions or settlements, (iv) if there are significant factual issues to be determined or resolved, and (v) if there are novel or unsettled legal theories presented. In such instances, there is considerable uncertainty regarding the ultimate resolution of such matters, including a possible eventual loss, if any. At both March 31, 2017 and December 31, 2016 , the Company had reserves totaling $3.0 million for estimated losses related to certain legal matters. With respect to other legal matters, the Company has determined, based on its current knowledge, that the amount of possible loss or range of loss, including any reasonably possible losses in excess of amounts already accrued, is not reasonably estimable. However, legal matters are inherently unpredictable and subject to significant uncertainties, some of which are beyond the Company’s control. As such, there can be no assurance that the final outcome of these matters will not materially and adversely affect the Company’s business, financial condition, results of operations, or cash flows. |
SUPPLEMENTAL CASH FLOW INFORMAT
SUPPLEMENTAL CASH FLOW INFORMATION | 3 Months Ended |
Mar. 31, 2017 | |
Supplemental Cash Flow Elements [Abstract] | |
SUPPLEMENTAL CASH FLOW INFORMATION | SUPPLEMENTAL CASH FLOW INFORMATION The following table sets forth supplemental cash flow disclosures (in thousands): Three Months Ended 2017 2016 Cash paid for interest $ 1,904 $ 1,441 Cash paid for income taxes, net $ 2,032 $ 436 |
DESCRIPTION OF BUSINESS, BASI24
DESCRIPTION OF BUSINESS, BASIS OF PRESENTATION, ACCOUNTING POLICIES, AND RECENT ACCOUNTING PRONOUNCEMENTS (Policies) | 3 Months Ended |
Mar. 31, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation | Basis of Presentation These condensed consolidated financial statements are unaudited and have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”), including those for interim financial information, and with the instructions for Quarterly Reports on Form 10-Q and Article 10 of Regulation S-X issued by the U.S. Securities and Exchange Commission (the “SEC”). Accordingly, such financial statements do not include all of the information and note disclosures required by GAAP for complete financial statements. All significant intercompany accounts and transactions have been eliminated in consolidation. The condensed consolidated financial statements, in the opinion of management, reflect all adjustments (consisting only of normal recurring adjustments) that are necessary for a fair presentation of financial position and operating results for the periods presented. The results of operations for such periods are not necessarily indicative of the results expected for any future periods. The condensed consolidated balance sheet information at December 31, 2016 , was derived from the Company’s audited consolidated financial statements, included in the Company’s Annual Report on Form 10-K (“Form 10-K”) for the year ended December 31, 2016 , but does not include all of the disclosures required by GAAP. The condensed consolidated financial statements reflect the historical financial position, results of operations, and cash flows of the Company. The preparation of condensed consolidated financial statements in accordance with GAAP requires management to make accounting policy elections, estimates, and assumptions that affect a number of reported amounts and related disclosures in the condensed consolidated financial statements. Management bases its estimates on historical experience and assumptions that it believes are reasonable. Actual results could differ from those estimates and assumptions. The most significant areas of the condensed consolidated financial statements that require management’s judgment include the Company’s revenue recognition, goodwill, indefinite-lived intangible assets and other long-lived assets, allowance for doubtful accounts, income taxes, and legal contingencies. These condensed consolidated financial statements should be read in conjunction with the Company’s audited consolidated financial statements included in the Company’s Form 10-K for the year ended December 31, 2016 . |
Recent Accounting Pronouncements | Recent Accounting Pronouncements Recently Adopted Accounting Standards In July 2015, FASB issued ASU 2015-11, Inventory—Simplifying the Measurement of Inventory (Topic 330) , which changes the measurement principle for inventory from the lower of cost or market to the lower of cost and net realizable value. The ASU defines net realizable value as the estimated selling prices in the ordinary course of business, less reasonably predictable costs of completion, disposal, and transportation. The Company adopted the guidance in the first quarter of 2017 on a prospective basis, as required, with no impact on its consolidated financial statements. In March 2016, the FASB issued ASU 2016-09, Compensation—Stock Compensation (Topic 718) . The amendments in this ASU simplify several aspects of the accounting for stock-based compensation, including the income tax consequences, the accounting for forfeitures, classification of awards as either equity or liabilities, and the classification on the statement of cash flows. The Company adopted the guidance related to the income tax expense requirements in the first quarter of 2017 on a prospective basis. As a result, the Company recognized all excess tax benefits and tax deficiencies as income tax expense or benefit as a discrete event resulting in recognition of incremental income tax expense of $0.9 million during the three months ended March 31, 2017. The Company adopted the provisions related to the classification on the statement of cash flows on a retrospective basis and prior periods have been adjusted to present the excess tax benefits/shortfalls as part of cash flows from operating activities. The result was a decrease in cash flows from operating activities and a corresponding increase in cash flows from financing activities of $0.9 million and less than $0.1 million for the three months ended March 31, 2017 and 2016, respectively. The Company elected not to change its policy on accounting for forfeitures and will continue to recognize expense based on an estimated forfeiture rate. In future periods, the adoption of this update could increase or reduce the Company’s reported income tax expense or benefit and cash flows from operating activities depending on the difference between the future price of the Company’s common stock at vesting or exercise as compared to the grant price. In January 2017, the FASB issued ASU 2017-04, Intangibles—Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment , which simplifies the subsequent measurement of goodwill by eliminating Step 2 from the goodwill impairment test. Under the new guidance, an entity will recognize an impairment charge for the amount by which the carrying value of a reporting unit exceeds its fair value. This standard was scheduled to be effective for the Company beginning January 1, 2020 and for interim periods within that fiscal year. Early adoption is permitted for any goodwill impairment test performed on testing dates after January 1, 2017. As the amendments within this ASU are meant to reduce the complexity surrounding the evaluation of the Company’s goodwill for impairment, the Company elected to early adopt this ASU beginning January 1, 2017. The amendments in this ASU will be applied prospectively to all of the Company’s future goodwill impairment tests performed on an interim or annual basis. Recently Issued Accounting Standards In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers (Topic 606) and issued subsequent amendments to the initial guidance in August 2015, March 2016, April 2016, May 2016, and December 2016 within ASU 2015-14, ASU 2016-08, ASU 2016-10, ASU 2016-12, and ASU 2016-20, respectively (collectively, “Topic 606”). Topic 606 supersedes nearly all existing revenue recognition guidance under GAAP. The core principle of Topic 606 is to recognize revenues when promised goods or services are transferred to customers in an amount that reflects the consideration that is expected to be received for those goods or services. In addition, new and enhanced disclosures will be required. The guidance under this topic was deferred by ASU 2015-14 and is now effective for fiscal years and interim periods beginning on or after December 15, 2017, with early adoption permitted as of the original effective date for periods beginning after December 15, 2016. The Company plans to adopt Topic 606 in the first quarter of 2018, either on a full retrospective basis for each prior reporting period presented or on a modified retrospective basis with the cumulative effect of initially applying the new guidance recognized at the date of initial application. Preliminarily, the Company does not believe there will be a material impact to its consolidated financial statements upon adoption. The Company is continuing to evaluate the impacts of its pending adoption of Topic 606, and its preliminary assessments are subject to change. In January 2016, FASB issued ASU No. 2016-01, Financial Instruments - Overall: Recognition and Measurement of Financial Assets and Financial Liabilities (Subtopic 825-10). The updated guidance enhances the reporting model for financial instruments, which includes amendments to address aspects of recognition, measurement, presentation and disclosure. The amendments in this ASU will be effective for the Company for fiscal years, and interim periods within those years, beginning after December 15, 2017. The amendments must be applied prospectively and early adoption is permitted for certain measurement enhancements within this amendment, early adoption is not permitted for other aspects updated in this amendment. The Company does not believe that this update will have a significant impact on its consolidated financial statements. In February 2016, FASB issued ASU No. 2016-02, Leases (Topic 842) . This update requires the recognition of certain lease assets and lease liabilities on the balance sheet as well as the disclosure of key information about leasing arrangements. The amendments in this ASU require the recognition and measurement of leases at the beginning of the earliest period presented using a modified retrospective approach. The modified retrospective approach includes a number of optional practical expedients which may be elected by the Company. The amendments in this ASU will be effective for the Company for fiscal years, and the interim periods within those years, beginning after December 15, 2018, and early adoption is permitted. The Company is currently assessing the impact of this update on its consolidated financial statements. In June 2016, the FASB issued ASU 2016-13, Financial Instruments-Credit Losses (Topic 326) . This update seeks to provide financial statement users with more decision-useful information about the expected credit losses on financial instruments, including trade receivables, and other commitments to extend credit held by a reporting entity at each reporting date. The amendments require an entity to replace the incurred loss impairment methodology in current U.S. GAAP with a methodology that reflects current expected credit losses and requires consideration of a broader range of reasonable and supportable information to inform credit loss estimates. The amendments are effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2019. Early adoption is permitted for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2018. The amendments will be applied through a cumulative-effect adjustment to retained earnings as of the beginning of the first reporting period in which guidance is effective, which is a modified-retrospective approach. The Company is currently assessing the impact of this update on its consolidated financial statements. In August 2016, the FASB issued ASU 2016-15, Statement of Cash Flows (Topic 230): Clarification of Certain Cash Receipts and Cash Payments. This update was issued to address the diversity in practice related to the classification of certain cash receipts and payments in the statement of cash flows by adding or clarifying guidance on eight specific cash flow issues. The amendments in this ASU will be effective for the Company for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2017, with early adoption permitted. The amendments should be applied retrospectively to all periods presented, unless deemed impracticable, in which case, prospective application is permitted. The Company is currently assessing the impact of this update on its consolidated financial statements. |
SEGMENT INFORMATION (Tables)
SEGMENT INFORMATION (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Segment Reporting [Abstract] | |
Schedule of reconciliation of segment revenues to consolidated revenues | Below is a reconciliation of segment revenues to consolidated revenues (in thousands): Three Months Ended 2017 2016 Products revenues: Provide Commerce $ 155,868 $ 157,097 Consumer 72,804 78,607 Florist 16,169 16,217 International 40,441 46,151 Segment products revenues 285,282 298,072 Services revenues: Florist 30,337 30,775 International 5,296 6,226 Segment services revenues 35,633 37,001 Intersegment eliminations (4,422 ) (4,859 ) Consolidated revenues $ 316,493 $ 330,214 |
Schedule of intersegment revenues by segment | Intersegment revenues represent amounts charged from one segment to the other for services provided based on order volume at a set rate per order. Intersegment revenues by segment were as follows (in thousands): Three Months Ended 2017 2016 Intersegment revenues: Provide Commerce $ (476 ) $ (610 ) Consumer (3,842 ) (4,171 ) Florist (104 ) (78 ) Total intersegment revenues $ (4,422 ) $ (4,859 ) |
Schedule of geographic revenues to external customers | Geographic revenues from sales to external customers were as follows for the periods presented (in thousands): Three Months Ended 2017 2016 U.S. $ 270,756 $ 277,837 U.K. 45,737 52,377 Consolidated revenues $ 316,493 $ 330,214 |
Schedule of reconciliation of segment operating income/(loss) to consolidated operating income/(loss) and income/(loss) before income taxes | Below is a reconciliation of segment operating income to consolidated operating income and income before income taxes (in thousands): Three Months Ended 2017 2016 Segment operating income (a) Provide Commerce $ 13,447 $ 7,076 Consumer 5,660 6,429 Florist 13,954 12,810 International 5,532 7,417 Total segment operating income 38,593 33,732 Unallocated expenses (b) (11,455 ) (9,516 ) Depreciation expense and amortization of intangible assets (9,298 ) (21,277 ) Operating income 17,840 2,939 Interest expense, net (2,273 ) (2,314 ) Other income/(expense), net (25 ) 1,809 Income before income taxes $ 15,542 $ 2,434 (a) Segment operating income is operating income excluding depreciation, amortization, litigation and dispute settlement charges and gains, transaction-related costs, restructuring and other exit costs, and impairment of goodwill and intangible assets. In addition, stock-based and incentive compensation and general corporate expenses are not allocated to the segments. Segment operating income is prior to intersegment eliminations and excludes other income/(expense), net. (b) Unallocated expenses include various corporate costs, such as executive management, corporate finance, legal, and certain human resources costs. In addition, unallocated expenses include stock-based and incentive compensation, restructuring and other exit costs, transaction-related costs, and litigation and dispute settlement charges and gains. |
BALANCE SHEET COMPONENTS (Table
BALANCE SHEET COMPONENTS (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Balance Sheet Related Disclosures [Abstract] | |
Schedule of credit quality of financing receivables | Credit quality of financing receivables was as follows (in thousands): March 31, 2017 December 31, 2016 Current $ 11,352 $ 11,490 Past due 761 865 Total $ 12,113 $ 12,355 |
Schedule of aging of past due financing receivables | The aging of past due financing receivables was as follows (in thousands): March 31, 2017 December 31, 2016 Current $ 11,352 $ 11,490 Past due: 1 - 150 days past due 178 120 151 - 364 days past due 106 129 365 - 730 days past due 249 230 731 or more days past due 228 386 Total $ 12,113 $ 12,355 |
Schedule of allowance for credit losses and the recorded investment in financing receivables | The allowance for credit losses and the recorded investment in financing receivables were as follows (in thousands): Three Months Ended 2017 2016 Allowance for credit losses: Balance at January 1 $ 846 $ 706 Provision 85 42 Write-offs charged against allowance (211 ) (12 ) Balance at March 31 $ 720 $ 736 Ending balance collectively evaluated for impairment $ 704 $ 729 Ending balance individually evaluated for impairment $ 16 $ 7 Recorded investments in financing receivables: Balance collectively evaluated for impairment $ 825 $ 840 Balance individually evaluated for impairment $ 11,288 $ 11,224 |
Schedule of property and equipment | Property and equipment consisted of the following (in thousands): March 31, 2017 December 31, 2016 Land and improvements $ 1,568 $ 1,565 Buildings and improvements 16,057 16,080 Leasehold improvements 17,853 16,290 Equipment 15,472 14,771 Computer equipment 25,490 26,633 Computer software 61,625 61,332 Furniture and fixtures 3,750 3,310 141,815 139,981 Accumulated depreciation (86,462 ) (82,422 ) Total $ 55,353 $ 57,559 |
GOODWILL, INTANGIBLE ASSETS, 27
GOODWILL, INTANGIBLE ASSETS, AND OTHER LONG-LIVED ASSETS (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of changes in the net carrying amount of goodwill | The changes in the net carrying amount of goodwill for the three months ended March 31, 2017 were as follows (in thousands): Provide Commerce Consumer Florist International Total Goodwill at December 31, 2016 $ 147,501 $ 133,226 $ 109,651 $ 73,087 $ 463,465 Foreign currency translation — — — 1,243 1,243 Goodwill at March 31, 2017 $ 147,501 $ 133,226 $ 109,651 $ 74,330 $ 464,708 |
Schedule of intangible assets | Intangible assets are primarily related to the acquisition of the Company by United Online, Inc. in August 2008 and the acquisition of Provide Commerce in December 2014 and consist of the following (in thousands): March 31, 2017 December 31, 2016 Gross Value Accumulated Amortization Net Gross Value Accumulated Amortization Net Complete technology $ 76,574 $ (56,609 ) $ 19,965 $ 76,486 $ (54,705 ) $ 21,781 Customer contracts and relationships 192,449 (192,449 ) — 192,183 (192,183 ) — Trademarks and trade names 268,433 (18,828 ) 249,605 267,834 (16,817 ) 251,017 Total $ 537,456 $ (267,886 ) $ 269,570 $ 536,503 $ (263,705 ) $ 272,798 |
Schedule of estimated future intangible assets amortization expense | As of March 31, 2017 , estimated future intangible assets amortization expense for each of the next five years and thereafter, was as follows (in thousands): For the Year Ended Future Amortization Expense 2017 (remainder of the year) $ 11,456 2018 15,275 2019 15,275 2020 8,007 2021 8,003 Thereafter 63,425 Total $ 121,441 |
FINANCING ARRANGEMENTS (Tables)
FINANCING ARRANGEMENTS (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Debt Disclosure [Abstract] | |
Schedule of future minimum principal payments | At March 31, 2017 , the future minimum principal payments through the maturity date of the Credit Agreement were as follows (in thousands): For the Year Ended Future Minimum Principal Payments 2017 (remainder of the year) $ 15,000 2018 20,000 2019 195,000 Total $ 230,000 |
Schedule of changes in debt balances | The changes in the Company’s debt balances for the three months ended March 31, 2017 , were as follows (in thousands): December 31, 2016 Draw Down of Debt Repayments of Debt March 31, 2017 Credit Agreement: Revolving Credit Facility $ 120,000 $ 15,000 $ (60,000 ) $ 75,000 Term Loan 160,000 — (5,000 ) 155,000 Total Principal Outstanding 280,000 $ 15,000 $ (65,000 ) 230,000 Debt Issuance Costs (3,694 ) (3,354 ) Total Debt, Net of Debt Issuance Costs $ 276,306 $ 226,646 |
DERIVATIVE INSTRUMENTS (Tables)
DERIVATIVE INSTRUMENTS (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule of estimated fair values and notional values of outstanding derivative instruments | The estimated fair values and notional values of outstanding derivative instruments at March 31, 2017 and December 31, 2016 were as follows (in thousands): Estimated Fair Value of Derivative Instruments Notional Value of Derivative Instruments Balance Sheet Location March 31, 2017 December 31, 2016 March 31, 2017 December 31, 2016 Derivative Assets: Interest rate caps Other assets $ — $ 1 $ 130,000 $ 130,000 |
Schedule of losses from derivatives, before tax, recognized in other comprehensive loss | The Company recognized the following losses from derivatives, before tax, in other comprehensive loss (in thousands): Three Months Ended 2017 2016 Derivatives Designated as Cash Flow Hedging Instruments: Interest rate caps $ (1 ) $ (27 ) |
FAIR VALUE MEASUREMENTS (Tables
FAIR VALUE MEASUREMENTS (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Fair Value Disclosures [Abstract] | |
Schedule of estimated fair values of financial assets and derivative instruments measured at fair value on a recurring basis | The following table presents estimated fair values of financial assets and liabilities and derivative instruments that were required to be measured at fair value on a recurring basis (in thousands): March 31, 2017 December 31, 2016 Total Level 1 Level 2 Total Level 1 Level 2 Assets: Money market funds $ 18,990 $ 18,990 $ — $ 13,197 $ 13,197 $ — Derivative assets — — — 1 — 1 Total $ 18,990 $ 18,990 $ — $ 13,198 $ 13,197 $ 1 Liabilities: Non-qualified deferred compensation plan $ 1,564 $ — $ 1,564 $ 2,371 $ — $ 2,371 Total $ 1,564 $ — $ 1,564 $ 2,371 $ — $ 2,371 |
Summary of the carrying amount and estimated fair values for long-term debt | The table below summarizes the carrying amounts and estimated fair values for long-term debt (in thousands): March 31, 2017 December 31, 2016 Level 2 Level 2 Carrying Amount Estimated Fair Value Carrying Amount Estimated Fair Value Long-term debt outstanding, including current portion $ 230,000 $ 230,000 $ 280,000 $ 280,000 |
INCENTIVE COMPENSATION PLANS (T
INCENTIVE COMPENSATION PLANS (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Summary of the stock-based compensation incurred | The stock-based compensation expense incurred for equity stock-based awards in the three months ended March 31, 2017 and 2016 has been included in the condensed consolidated statements of operations as follows (in thousands): Three Months Ended 2017 2016 Cost of revenues $ 71 $ 38 Sales and marketing 715 1,234 General and administrative 1,555 2,768 Total stock-based compensation expense $ 2,341 $ 4,040 |
EARNINGS PER SHARE (Tables)
EARNINGS PER SHARE (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Earnings Per Share [Abstract] | |
Schedule of computation of basic and diluted earnings per common share | The following table sets forth the computation of basic and diluted earnings per common share (in thousands, except per share amounts): Three Months Ended 2017 2016 Numerator: Net income $ 9,023 $ 1,751 Income allocated to participating securities (206 ) (33 ) Net income attributable to common stockholders $ 8,817 $ 1,718 Denominator: Basic average common shares outstanding 27,368 27,655 Add: Dilutive effect of non-participating securities 67 61 Diluted average common shares outstanding 27,435 27,716 Basic earnings per common share $ 0.32 $ 0.06 Diluted earnings per common share $ 0.32 $ 0.06 |
RESTRUCTURING AND OTHER EXIT 33
RESTRUCTURING AND OTHER EXIT COSTS (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Restructuring and Related Activities [Abstract] | |
Schedule of restructuring and other exit costs | Restructuring and other exit costs were as follows (in thousands): Employee Termination Costs Facility Closure Costs Total Accrued as of December 31, 2016 $ 8,566 $ 1,378 $ 9,944 Charges 500 308 808 Cash paid (2,303 ) (315 ) (2,618 ) Other – non-cash (3,373 ) — (3,373 ) Accrued as of March 31, 2017 $ 3,390 $ 1,371 $ 4,761 |
SUPPLEMENTAL CASH FLOW INFORM34
SUPPLEMENTAL CASH FLOW INFORMATION (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Supplemental Cash Flow Elements [Abstract] | |
Schedule of supplemental cash flow disclosures | The following table sets forth supplemental cash flow disclosures (in thousands): Three Months Ended 2017 2016 Cash paid for interest $ 1,904 $ 1,441 Cash paid for income taxes, net $ 2,032 $ 436 |
DESCRIPTION OF BUSINESS, BASI35
DESCRIPTION OF BUSINESS, BASIS OF PRESENTATION, ACCOUNTING POLICIES, AND RECENT ACCOUNTING PRONOUNCEMENTS (Details) floral_shop in Thousands, $ in Thousands | 3 Months Ended | |
Mar. 31, 2017USD ($)countryfloral_shop | Mar. 31, 2016USD ($) | |
Description of business | ||
Number of floral shops | floral_shop | 35 | |
Number of countries in which floral shops are located | country | 130 | |
Net cash provided by operating activities | $ 24,216 | $ 17,571 |
Net cash used for financing activities | $ (51,944) | (6,633) |
Interflora, Inc. | ||
Description of business | ||
Portion of operation of subsidiary owned by third party (as a percent) | 33.00% | |
Accounting Standards Update 2016-09, Statutory Tax Withholding Component | ||
Description of business | ||
Share-based compensation, excess tax expense, amount | $ 900 | |
Net cash provided by operating activities | (900) | (100) |
Net cash used for financing activities | $ 900 | $ 100 |
SEGMENT INFORMATION - Segment R
SEGMENT INFORMATION - Segment Revenues (Details) $ in Thousands | 3 Months Ended | |
Mar. 31, 2017USD ($)reportable_segment | Mar. 31, 2016USD ($)reportable_segment | |
Segment revenues | ||
Number of reportable segments | reportable_segment | 4 | 4 |
Products revenues | $ 280,964 | $ 293,291 |
Services revenues | 35,529 | 36,923 |
Total revenues | 316,493 | 330,214 |
Operating segments | ||
Segment revenues | ||
Products revenues | 285,282 | 298,072 |
Services revenues | 35,633 | 37,001 |
Operating segments | Provide Commerce | ||
Segment revenues | ||
Products revenues | 155,868 | 157,097 |
Operating segments | Consumer | ||
Segment revenues | ||
Products revenues | 72,804 | 78,607 |
Operating segments | Florist | ||
Segment revenues | ||
Products revenues | 16,169 | 16,217 |
Services revenues | 30,337 | 30,775 |
Operating segments | International | ||
Segment revenues | ||
Products revenues | 40,441 | 46,151 |
Services revenues | 5,296 | 6,226 |
Intersegment eliminations | ||
Segment revenues | ||
Total revenues | (4,422) | (4,859) |
Intersegment eliminations | Provide Commerce | ||
Segment revenues | ||
Total revenues | (476) | (610) |
Intersegment eliminations | Consumer | ||
Segment revenues | ||
Total revenues | (3,842) | (4,171) |
Intersegment eliminations | Florist | ||
Segment revenues | ||
Total revenues | $ (104) | $ (78) |
SEGMENT INFORMATION - Geographi
SEGMENT INFORMATION - Geographic revenues (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Segment information | ||
Revenues | $ 316,493 | $ 330,214 |
U.S. | ||
Segment information | ||
Revenues | 270,756 | 277,837 |
U.K. | ||
Segment information | ||
Revenues | $ 45,737 | $ 52,377 |
SEGMENT INFORMATION - Operating
SEGMENT INFORMATION - Operating income reconciliation (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Segment operating income/(loss) before income taxes | ||
Operating income | $ 17,840 | $ 2,939 |
Depreciation expense and amortization of intangible assets | (9,298) | (21,277) |
Interest expense, net | (2,273) | (2,314) |
Other income/(expense), net | (25) | 1,809 |
Income before income taxes | 15,542 | 2,434 |
Operating segments | ||
Segment operating income/(loss) before income taxes | ||
Operating income | 38,593 | 33,732 |
Operating segments | Provide Commerce | ||
Segment operating income/(loss) before income taxes | ||
Operating income | 13,447 | 7,076 |
Operating segments | Consumer | ||
Segment operating income/(loss) before income taxes | ||
Operating income | 5,660 | 6,429 |
Operating segments | Florist | ||
Segment operating income/(loss) before income taxes | ||
Operating income | 13,954 | 12,810 |
Operating segments | International | ||
Segment operating income/(loss) before income taxes | ||
Operating income | 5,532 | 7,417 |
Unallocated amounts | ||
Segment operating income/(loss) before income taxes | ||
Operating income | 11,455 | 9,516 |
Reconciling items | ||
Segment operating income/(loss) before income taxes | ||
Depreciation expense and amortization of intangible assets | $ (9,298) | $ (21,277) |
BALANCE SHEET COMPONENTS - Cred
BALANCE SHEET COMPONENTS - Credit quality of financing receivables (Details) - USD ($) $ in Thousands | Mar. 31, 2017 | Dec. 31, 2016 |
Financing Receivable, Net [Abstract] | ||
Current | $ 11,352 | $ 11,490 |
Past due | 761 | 865 |
Total | $ 12,113 | $ 12,355 |
BALANCE SHEET COMPONENTS - Fina
BALANCE SHEET COMPONENTS - Financing receivables (Details) - USD ($) $ in Thousands | Mar. 31, 2017 | Dec. 31, 2016 |
Aging of past due financing receivables | ||
Current | $ 11,352 | $ 11,490 |
Past due: | ||
1 - 150 days past due | 178 | 120 |
151 - 364 days past due | 106 | 129 |
365 - 730 days past due | 249 | 230 |
731 or more days past due | 228 | 386 |
Total | 12,113 | 12,355 |
Financing receivables on nonaccrual status | $ 800 | $ 1,000 |
BALANCE SHEET COMPONENTS - Fi41
BALANCE SHEET COMPONENTS - Financing receivables - Credit losses and Recorded investment (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Allowance for credit losses: | ||
Balance at the beginning of the period | $ 846 | $ 706 |
Provision | 85 | 42 |
Write-offs charged against allowance | (211) | (12) |
Balance at the end of the period | 720 | 736 |
Ending balance collectively evaluated for impairment | 704 | 729 |
Ending balance individually evaluated for impairment | 16 | 7 |
Recorded investments in financing receivables: | ||
Balance collectively evaluated for impairment | 825 | 840 |
Balance individually evaluated for impairment | $ 11,288 | $ 11,224 |
BALANCE SHEET COMPONENTS - Impa
BALANCE SHEET COMPONENTS - Impaired receivables (Details) - USD ($) $ in Thousands | Mar. 31, 2017 | Dec. 31, 2016 | Mar. 31, 2016 |
Individually evaluated impaired loans | |||
Allowance related to individually evaluated impaired loans | $ 16 | $ 7 | |
Maximum | |||
Individually evaluated impaired loans | |||
Recorded investment in individually evaluated impaired loans | 100 | $ 100 | |
Unpaid principal balance related to individually evaluated impaired loans | 100 | 100 | |
Allowance related to individually evaluated impaired loans | $ 100 | $ 100 |
BALANCE SHEET COMPONENTS - Im43
BALANCE SHEET COMPONENTS - Impaired receivables - Average recorded investment and Interest income (Details) - Maximum - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Individually evaluated impaired loans | ||
Average recorded investment in individually evaluated impaired loans | $ 0.1 | $ 0.1 |
Interest income recognized on impaired loans | $ 0.1 | $ 0.1 |
BALANCE SHEET COMPONENTS - Prop
BALANCE SHEET COMPONENTS - Property and Equipment (Details) - USD ($) $ in Thousands | Mar. 31, 2017 | Dec. 31, 2016 |
Property and equipment | ||
Property and equipment, gross | $ 141,815 | $ 139,981 |
Accumulated depreciation | (86,462) | (82,422) |
Total | 55,353 | 57,559 |
Land and improvements | ||
Property and equipment | ||
Property and equipment, gross | 1,568 | 1,565 |
Buildings and improvements | ||
Property and equipment | ||
Property and equipment, gross | 16,057 | 16,080 |
Leasehold improvements | ||
Property and equipment | ||
Property and equipment, gross | 17,853 | 16,290 |
Equipment | ||
Property and equipment | ||
Property and equipment, gross | 15,472 | 14,771 |
Computer equipment | ||
Property and equipment | ||
Property and equipment, gross | 25,490 | 26,633 |
Computer software | ||
Property and equipment | ||
Property and equipment, gross | 61,625 | 61,332 |
Furniture and fixtures | ||
Property and equipment | ||
Property and equipment, gross | $ 3,750 | $ 3,310 |
BALANCE SHEET COMPONENTS - Pr45
BALANCE SHEET COMPONENTS - Property and Equipment Depreciation (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Balance Sheet Related Disclosures [Abstract] | ||
Depreciation expense | $ 5.5 | $ 5.9 |
TRANSACTIONS WITH RELATED PAR46
TRANSACTIONS WITH RELATED PARTIES (Details) - USD ($) $ in Millions | 3 Months Ended | ||
Mar. 31, 2017 | Mar. 31, 2016 | Dec. 31, 2016 | |
Liberty | FTD Common Stock [Member] | |||
Transactions with related parties | |||
Ownership percentage | 37.20% | ||
Interflora | I.S. Group | |||
Transactions with related parties | |||
Ownership percentage | 20.40% | ||
Amount of investment in related party | $ 1.4 | $ 1.4 | |
I.S. Group | Interflora | |||
Transactions with related parties | |||
Revenues from related party | 0.8 | $ 0.9 | |
Cost of revenues related to products purchased | $ 0.1 | $ 0.2 |
TRANSACTIONS WITH RELATED PAR47
TRANSACTIONS WITH RELATED PARTIES - Receivable and Payable (Details) - I.S. Group - Interflora - USD ($) $ in Millions | Mar. 31, 2017 | Dec. 31, 2016 |
Transactions with related parties | ||
Amounts due from related party | $ 0.4 | $ 0.3 |
Amounts payable to related party | $ 1.5 | $ 1.2 |
GOODWILL, INTANGIBLE ASSETS, 48
GOODWILL, INTANGIBLE ASSETS, AND OTHER LONG-LIVED ASSETS - Goodwill (Details) $ in Thousands | 3 Months Ended |
Mar. 31, 2017USD ($) | |
Changes in the net carrying amount of goodwill | |
Balance at the beginning of the period | $ 463,465 |
Foreign currency translation | 1,243 |
Balance at the end of the period | 464,708 |
Provide Commerce | |
Changes in the net carrying amount of goodwill | |
Balance at the beginning of the period | 147,501 |
Balance at the end of the period | 147,501 |
Consumer | |
Changes in the net carrying amount of goodwill | |
Balance at the beginning of the period | 133,226 |
Balance at the end of the period | 133,226 |
Florist | |
Changes in the net carrying amount of goodwill | |
Balance at the beginning of the period | 109,651 |
Balance at the end of the period | 109,651 |
International | |
Changes in the net carrying amount of goodwill | |
Balance at the beginning of the period | 73,087 |
Foreign currency translation | 1,243 |
Balance at the end of the period | $ 74,330 |
GOODWILL, INTANGIBLE ASSETS, 49
GOODWILL, INTANGIBLE ASSETS, AND OTHER LONG-LIVED ASSETS - Gross Goodwill and Impairment (Details) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | ||
Mar. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2008 | |
Goodwill and Intangible Assets Disclosure [Abstract] | ||||
Impairment of Goodwill | $ 285.3 | $ 84 | $ 85 | $ 116.3 |
GOODWILL, INTANGIBLE ASSETS, 50
GOODWILL, INTANGIBLE ASSETS, AND OTHER LONG-LIVED ASSETS - Intangible Assets (Details) - USD ($) | 3 Months Ended | ||
Mar. 31, 2017 | Mar. 31, 2016 | Dec. 31, 2016 | |
Intangible assets | |||
Amortization expense | $ 3,820,000 | $ 15,416,000 | |
Gross Value | 537,456,000 | $ 536,503,000 | |
Accumulated Amortization | (267,886,000) | (263,705,000) | |
Net | 269,570,000 | 272,798,000 | |
Complete technology | |||
Intangible assets | |||
Gross Value | 76,574,000 | 76,486,000 | |
Accumulated Amortization | (56,609,000) | (54,705,000) | |
Net | 19,965,000 | 21,781,000 | |
Customer contracts and relationships | |||
Intangible assets | |||
Gross Value | 192,449,000 | 192,183,000 | |
Accumulated Amortization | (192,449,000) | (192,183,000) | |
Net | 0 | 0 | |
Trademarks and trade names | |||
Intangible assets | |||
Gross Value | 268,433,000 | 267,834,000 | |
Accumulated Amortization | (18,828,000) | (16,817,000) | |
Net | 249,605,000 | $ 251,017,000 | |
Trademarks and trade names | |||
Intangible assets | |||
Amortization expense | $ 0 |
GOODWILL, INTANGIBLE ASSETS, 51
GOODWILL, INTANGIBLE ASSETS, AND OTHER LONG-LIVED ASSETS - Indefinite-lived intangibles (Details) - USD ($) | 3 Months Ended | ||
Mar. 31, 2017 | Mar. 31, 2016 | Dec. 31, 2016 | |
Acquired indefinite-lived intangible assets | |||
Amortization expense | $ 3,820,000 | $ 15,416,000 | |
Trademarks and trade names | |||
Acquired indefinite-lived intangible assets | |||
Amortization expense | 0 | ||
Acquired indefinite-lived intangible assets, net of impairment and foreign currency translation adjustments | $ 148,100,000 | $ 147,500,000 |
GOODWILL, INTANGIBLE ASSETS, 52
GOODWILL, INTANGIBLE ASSETS, AND OTHER LONG-LIVED ASSETS - Intangible Assets Future Amortization (Details) $ in Thousands | Mar. 31, 2017USD ($) |
Estimated future intangible assets amortization expense | |
2017 (remainder of the year) | $ 11,456 |
2,018 | 15,275 |
2,019 | 15,275 |
2,020 | 8,007 |
2,021 | 8,003 |
Thereafter | 63,425 |
Total | $ 121,441 |
FINANCING ARRANGEMENTS (Details
FINANCING ARRANGEMENTS (Details) - USD ($) | 3 Months Ended | 12 Months Ended | |||
Mar. 31, 2017 | Mar. 31, 2016 | Dec. 31, 2016 | Dec. 31, 2014 | Sep. 19, 2014 | |
Financing arrangements | |||||
Draw down of debt | $ 15,000,000 | $ 0 | |||
Amended Credit Agreement | |||||
Financing arrangements | |||||
Draw down of debt | $ 120,000,000 | ||||
Letters of credit outstanding | 2,200,000 | ||||
Remaining borrowing capacity | 272,800,000 | ||||
Additional borrowing capacity | $ 180,000,000 | ||||
Amended Credit Agreement | Maximum | |||||
Financing arrangements | |||||
Percentage of outstanding capital stock of foreign subsidiaries that is pledged as collateral for borrowings | 66.00% | ||||
Amended Credit Agreement | Base rate | |||||
Financing arrangements | |||||
Reference rate for variable interest rate | base rate | ||||
Percentage points added to the reference rate | 0.75% | ||||
Amended Credit Agreement | Base rate | Minimum | |||||
Financing arrangements | |||||
Percentage points added to the reference rate | 0.50% | ||||
Amended Credit Agreement | Base rate | Maximum | |||||
Financing arrangements | |||||
Percentage points added to the reference rate | 1.50% | ||||
Amended Credit Agreement | LIBOR | |||||
Financing arrangements | |||||
Reference rate for variable interest rate | LIBOR | ||||
Percentage points added to the reference rate | 1.75% | ||||
Amended Credit Agreement | LIBOR | Minimum | |||||
Financing arrangements | |||||
Percentage points added to the reference rate | 1.50% | ||||
Amended Credit Agreement | LIBOR | Maximum | |||||
Financing arrangements | |||||
Percentage points added to the reference rate | 2.50% | ||||
Amended Credit Agreement | Revolving credit facility | |||||
Financing arrangements | |||||
Draw down of debt | $ 15,000,000 | ||||
Commitment fee (as a percent) | 0.25% | ||||
Amended Credit Agreement | Revolving credit facility | Minimum | |||||
Financing arrangements | |||||
Commitment fee (as a percent) | 0.20% | ||||
Amended Credit Agreement | Revolving credit facility | Maximum | |||||
Financing arrangements | |||||
Commitment fee (as a percent) | 0.40% | ||||
Amended Credit Agreement | Revolving credit facility | LIBOR | |||||
Financing arrangements | |||||
Interest rate (as a percent) | 2.73% | ||||
Effective interest rate (as a percent) | 3.40% | ||||
Term Loan | Amended Credit Agreement | |||||
Financing arrangements | |||||
Face amount of debt | $ 200,000,000 | ||||
Draw down of debt | $ 0 | ||||
Quarterly payment | $ 5,000,000 | ||||
Term Loan | Amended Credit Agreement | LIBOR | |||||
Financing arrangements | |||||
Reference rate for variable interest rate | LIBOR | ||||
Interest rate (as a percent) | 2.90% | ||||
Effective interest rate (as a percent) | 3.90% |
FINANCING ARRANGEMENTS - Future
FINANCING ARRANGEMENTS - Future minimum principle payments (Details) - USD ($) $ in Thousands | Mar. 31, 2017 | Dec. 31, 2016 |
Future minimum principal payments, excluding required prepayments based on excess cash flows | ||
2017 (remainder of year) | $ 15,000 | |
2,018 | 20,000 | |
2,019 | 195,000 | |
Total | $ 230,000 | $ 280,000 |
FINANCING ARRANGEMENTS - Change
FINANCING ARRANGEMENTS - Change in the Company's debt balances, net of discounts (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||
Mar. 31, 2017 | Mar. 31, 2016 | Dec. 31, 2014 | Dec. 31, 2016 | |
Changes in debt balances, net of discounts | ||||
Long-term debt, gross | $ 230,000 | $ 280,000 | ||
Draw down of debt | (15,000) | $ 0 | ||
Repayments of Debt | (65,000) | $ (5,000) | ||
Debt Issuance Costs | (3,354) | (3,694) | ||
Total Debt, Net of Debt Issuance Costs | 226,646 | 276,306 | ||
Amended Credit Agreement | ||||
Changes in debt balances, net of discounts | ||||
Draw down of debt | $ (120,000) | |||
Term Loan | Amended Credit Agreement | ||||
Changes in debt balances, net of discounts | ||||
Long-term debt, gross | 155,000 | 160,000 | ||
Draw down of debt | 0 | |||
Repayments of Debt | (5,000) | |||
Revolving credit facility | Amended Credit Agreement | ||||
Changes in debt balances, net of discounts | ||||
Long-term debt, gross | 75,000 | $ 120,000 | ||
Draw down of debt | (15,000) | |||
Repayments of Debt | $ (60,000) |
DERIVATIVE INSTRUMENTS - Fair v
DERIVATIVE INSTRUMENTS - Fair value and notional amounts (Details) - Derivatives designated as hedging instruments - Cash flow hedging instruments - Interest rate caps - USD ($) $ in Thousands | 1 Months Ended | ||
Mar. 31, 2012 | Mar. 31, 2017 | Dec. 31, 2016 | |
Estimated fair values and notional values of outstanding derivative instruments | |||
Purchase of derivative instruments | $ 1,900 | ||
Notional Value of Derivative Instruments | $ 130,000 | ||
Other assets. | |||
Estimated fair values and notional values of outstanding derivative instruments | |||
Estimated Fair Value of Derivative Instruments | $ 0 | $ 1 | |
Notional Value of Derivative Instruments | $ 130,000 | $ 130,000 |
DERIVATIVE INSTRUMENTS - Cash f
DERIVATIVE INSTRUMENTS - Cash flow hedge disclosures (Details) - Derivatives designated as hedging instruments - Cash flow hedging instruments - Interest rate caps - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | Dec. 31, 2016 | |
Effect of derivative instruments | |||
Gains (losses) from derivatives, before tax, recognized in other comprehensive income (loss) | $ (1) | $ (27) | |
Effective loss portion, before tax effect, of the derivative instruments | 700 | $ 800 | |
Losses expected to be reclassified from accumulated other comprehensive loss to interest expense within next 12 months | (600) | ||
Reclassifications out of accumulated other comprehensive loss | |||
Effect of derivative instruments | |||
Gains (losses) from derivatives, before tax, recognized in other comprehensive income (loss) | $ (100) | $ (100) |
FAIR VALUE MEASUREMENTS - Summa
FAIR VALUE MEASUREMENTS - Summary of Assets and Liabilities Measured at Fair Value on Recurring Basis (Details) - Recurring basis - USD ($) $ in Thousands | Mar. 31, 2017 | Dec. 31, 2016 |
Assets: | ||
Money market funds | $ 18,990 | $ 13,197 |
Derivative assets | 0 | 1 |
Total | 18,990 | 13,198 |
Liabilities: | ||
Non-qualified deferred compensation plan | 1,564 | 2,371 |
Total | 1,564 | 2,371 |
Level 1 | ||
Assets: | ||
Money market funds | 18,990 | 13,197 |
Derivative assets | 0 | 0 |
Total | 18,990 | 13,197 |
Liabilities: | ||
Non-qualified deferred compensation plan | 0 | 0 |
Level 2 | ||
Assets: | ||
Money market funds | 0 | 0 |
Derivative assets | 0 | 1 |
Total | 0 | 1 |
Liabilities: | ||
Non-qualified deferred compensation plan | $ 1,564 | $ 2,371 |
FAIR VALUE MEASUREMENTS - Narra
FAIR VALUE MEASUREMENTS - Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended |
Mar. 31, 2017 | Dec. 31, 2016 | |
Other assets. | ||
Assets measured at fair value | ||
Deferred compensation plan assets | $ 11.7 | $ 11.6 |
Term Loan | ||
Assets measured at fair value | ||
Credit spread (as a percent) | 1.20% | 1.40% |
Estimated yield-to maturity (as a percent) | 2.60% | 2.80% |
Revolving credit facility | ||
Assets measured at fair value | ||
Credit spread (as a percent) | 1.90% | 2.00% |
Estimated yield-to maturity (as a percent) | 3.20% | 3.40% |
FAIR VALUE MEASUREMENTS - Long
FAIR VALUE MEASUREMENTS - Long Term Debt (Details) - USD ($) $ in Thousands | Mar. 31, 2017 | Dec. 31, 2016 |
Assets measured at fair value | ||
Long-term debt | $ 226,646 | $ 276,306 |
Carrying Amount | ||
Assets measured at fair value | ||
Long-term debt | 230,000 | 280,000 |
Level 2 | Estimated Fair Value | ||
Assets measured at fair value | ||
Long-term debt outstanding, including current portion | $ 230,000 | $ 280,000 |
STOCKHOLDERS' EQUITY (Details)
STOCKHOLDERS' EQUITY (Details) - USD ($) $ / shares in Units, shares in Millions | Mar. 08, 2016 | Mar. 31, 2017 |
2016 Repurchase Program | ||
Common Stock Repurchases | ||
Period under share repurchase programs | 2 years | |
Repurchases of common stock | 0.6 | |
Average repurchase cost (in dollars per share) | $ 25.37 | |
Maximum | 2016 Repurchase Program | ||
Common Stock Repurchases | ||
Amount authorized under stock repurchase program | $ 60,000,000 | |
RSUs | ||
Restricted Stock Units Vesting and Tax Withholdings | ||
Awards vested during the period (in shares) | 0.2 | |
Shares withheld to pay employee tax withholding | 0.1 | |
Value of shares withheld to pay employee tax withholding | $ 1,900,000 |
INCENTIVE COMPENSATION PLANS -
INCENTIVE COMPENSATION PLANS - Incentive Compensation Plans (Details) - Amended and Restated 2013 Plan shares in Millions | 3 Months Ended |
Mar. 31, 2017$ / sharesshares | |
Incentive Compensation Plan | |
Shares reserved for issuance | 5.2 |
Shares available for issuance | 0.8 |
RSUs | |
Incentive Compensation Plan | |
RSUs granted to certain employees (in shares) | 0.4 |
Vesting period (four equal annual installments) | 4 years |
RSUs grant price (in dollars per share) | $ / shares | $ 23.12 |
INCENTIVE COMPENSATION PLANS 63
INCENTIVE COMPENSATION PLANS - Allocation of stock-based compensation (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Stock-Based Compensation | ||
Total stock-based compensation expense | $ 2,341 | $ 4,040 |
Cost of revenues | ||
Stock-Based Compensation | ||
Total stock-based compensation expense | 71 | 38 |
Sales and marketing | ||
Stock-Based Compensation | ||
Total stock-based compensation expense | 715 | 1,234 |
General and administrative | ||
Stock-Based Compensation | ||
Total stock-based compensation expense | $ 1,555 | $ 2,768 |
INCOME TAXES - Provision (Detai
INCOME TAXES - Provision (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Income before income taxes | ||
Provision for income taxes | $ 6,519 | $ 683 |
Income (loss) before income taxes | 15,542 | $ 2,434 |
Accounting Standards Update 2016-09, Statutory Tax Withholding Component | ||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||
Share-based compensation, excess tax expense, amount | $ 900 |
EARNINGS PER SHARE (Details)
EARNINGS PER SHARE (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Numerator: | ||
Net income | $ 9,023 | $ 1,751 |
Income allocated to participating securities | (206) | (33) |
Net income attributable to common stockholders | $ 8,817 | $ 1,718 |
Denominator: | ||
Basic average common shares outstanding | 27,368 | 27,655 |
Add: Dilutive effect of non-participating securities | 67 | 61 |
Diluted average common shares outstanding | 27,435 | 27,716 |
Basic earnings per share (in dollars per share) | $ 0.32 | $ 0.06 |
Diluted earning per share (in dollars per share) | $ 0.32 | $ 0.06 |
Weighted-average antidilutive shares | 2,800 |
RESTRUCTURING AND OTHER EXIT 66
RESTRUCTURING AND OTHER EXIT COSTS (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Changes in restructuring and other exit costs | ||
Accrued restructuring at the beginning of the period | $ 9,944 | |
Charges | 808 | $ 433 |
Cash paid | (2,618) | |
Other – non-cash | (3,373) | |
Accrued restructuring at the end of the period | 4,761 | |
Employee Termination Costs | ||
Changes in restructuring and other exit costs | ||
Accrued restructuring at the beginning of the period | 8,566 | |
Charges | 500 | |
Cash paid | (2,303) | |
Other – non-cash | (3,373) | |
Accrued restructuring at the end of the period | 3,390 | |
Facility Closure Costs | ||
Changes in restructuring and other exit costs | ||
Accrued restructuring at the beginning of the period | 1,378 | |
Charges | 308 | |
Cash paid | (315) | |
Other – non-cash | 0 | |
Accrued restructuring at the end of the period | $ 1,371 |
CONTINGENCIES - Legal Matters (
CONTINGENCIES - Legal Matters (Details) $ in Millions | Dec. 14, 2011claim_filed | Aug. 19, 2009 | Mar. 31, 2017USD ($) | Dec. 31, 2016USD ($) |
Contingencies-legal matters | ||||
Reserve for estimated losses related to certain of the matters | $ | $ 3 | $ 3 | ||
Provide Commerce, Inc. | ||||
Contingencies-legal matters | ||||
Period for consolidation of cases filed since the original August 19, 2009 lawsuit | 3 years | |||
Number of claims | claim_filed | 10 |
SUPPLEMENTAL CASH FLOW INFORM68
SUPPLEMENTAL CASH FLOW INFORMATION (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Supplemental cash flow disclosures: | ||
Cash paid for interest | $ 1,904 | $ 1,441 |
Cash paid for income taxes, net | $ 2,032 | $ 436 |