Document_and_Entity_Informatio
Document and Entity Information (USD $) | 12 Months Ended | |
Dec. 31, 2013 | Feb. 28, 2014 | |
Document Information [Line Items] | ' | ' |
Document Type | '10-K | ' |
Amendment Flag | 'false | ' |
Document Period End Date | 31-Dec-13 | ' |
Document Fiscal Year Focus | '2013 | ' |
Document Fiscal Period Focus | 'FY | ' |
Trading Symbol | 'BNFT | ' |
Entity Registrant Name | 'Benefitfocus,Inc. | ' |
Entity Central Index Key | '0001576169 | ' |
Current Fiscal Year End Date | '--12-31 | ' |
Entity Well-known Seasoned Issuer | 'No | ' |
Entity Current Reporting Status | 'Yes | ' |
Entity Voluntary Filers | 'No | ' |
Entity Filer Category | 'Non-accelerated Filer | ' |
Entity Common Stock, Shares Outstanding | ' | 24,531,166 |
Entity Public Float | $353,872,000 | ' |
Consolidated_Balance_Sheets
Consolidated Balance Sheets (USD $) | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |
In Thousands, unless otherwise specified | ||||
Current assets: | ' | ' | ' | |
Cash and cash equivalents | $65,645 | $19,703 | $15,856 | |
Marketable securities | 13,168 | ' | ' | |
Accounts receivable, net | 23,668 | 13,372 | 9,060 | |
Prepaid expenses and other current assets | 4,322 | 1,482 | 2,092 | |
Total current assets | 106,803 | 34,557 | 27,008 | |
Property and equipment, net | 27,444 | 20,456 | 22,287 | |
Intangible assets, net | 1,256 | 1,579 | 1,913 | |
Goodwill | 1,634 | 1,634 | 1,634 | |
Other non-current assets | 2,474 | ' | ' | |
Total assets | 139,611 | 58,226 | 52,842 | |
Current liabilities: | ' | ' | ' | |
Accounts payable | 4,354 | 1,726 | 853 | |
Accrued expenses | 3,911 | 2,453 | 1,921 | |
Accrued compensation and benefits | 14,183 | 9,661 | 6,559 | |
Deferred revenue, current portion | 15,158 | 11,165 | 8,476 | |
Financing and capital lease obligations, current portion | 4,288 | 1,228 | 1,383 | |
Notes payable, current portion | ' | 2,420 | 1,074 | |
Contingent consideration related to acquisition, current portion | ' | 328 | [1] | 2,349 |
Total current liabilities | 41,894 | 28,981 | 22,615 | |
Deferred revenue, net of current portion | 65,063 | 46,355 | 34,297 | |
Revolving line of credit | 5,757 | ' | ' | |
Financing and capital lease obligations, net of current portion | 14,263 | 9,589 | 10,683 | |
Notes payable, net of current portion | ' | 3,561 | 1,447 | |
Other non-current liabilities | 1,202 | 871 | 767 | |
Total liabilities | 128,179 | 89,357 | 69,809 | |
Commitments and contingencies | ' | ' | ' | |
Redeemable convertible preferred stock: | ' | ' | ' | |
Redeemable convertible preferred stock | ' | 135,478 | 135,478 | |
Stockholders' equity (deficit): | ' | ' | ' | |
Preferred stock, par value $0.001, 5,000,000 shares authorized, no shares issued and outstanding at December 31, 2013, 2012 and 2011 | ' | ' | ' | |
Additional paid-in capital | 214,487 | ' | ' | |
Accumulated deficit | -203,079 | -172,718 | -157,368 | |
Total stockholders' equity (deficit) | 11,432 | -166,609 | -152,445 | |
Total liabilities, redeemable convertible preferred stock and stockholders' equity (deficit) | 139,611 | 58,226 | 52,842 | |
Series A Redeemable Convertible Preferred Stock | ' | ' | ' | |
Redeemable convertible preferred stock: | ' | ' | ' | |
Redeemable convertible preferred stock | ' | 105,505 | 105,505 | |
Series B Redeemable Convertible Preferred Stock | ' | ' | ' | |
Redeemable convertible preferred stock: | ' | ' | ' | |
Redeemable convertible preferred stock | ' | 29,973 | 29,973 | |
Common Stock Without Par Value | ' | ' | ' | |
Stockholders' equity (deficit): | ' | ' | ' | |
Common stock value | ' | 6,109 | ' | |
Common Stock With Par Value | ' | ' | ' | |
Stockholders' equity (deficit): | ' | ' | ' | |
Common stock value | $24 | ' | $4,923 | |
[1] | Contingent consideration related to acquisitions is classified within Level 3 because the liabilities are valued using significant unobservable inputs. The Company estimated the fair value of the acquisition-related contingent consideration using a probability-weighted discounted cash flow method. On the consolidated statements of operations and comprehensive loss, change in fair value related to changes in estimated contingent consideration to be paid is included in "Change in fair value of contingent consideration", and accretion of the discount on contingent consideration is included in "Other expense". |
Consolidated_Balance_Sheets_Pa
Consolidated Balance Sheets (Parenthetical) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Preferred stock, par value | $0.00 | $0.00 | $0.00 |
Preferred stock, shares authorized | 5,000,000 | 5,000,000 | 5,000,000 |
Preferred stock, shares issued | ' | ' | ' |
Preferred stock, shares outstanding | ' | ' | ' |
Common stock, shares authorized | 50,000,000 | ' | ' |
Series A Redeemable Convertible Preferred Stock | ' | ' | ' |
Redeemable convertible preferred stock, no par value | ' | ' | ' |
Redeemable convertible preferred stock, shares authorized | ' | 14,055,851 | 14,055,851 |
Redeemable convertible preferred stock, shares issued | ' | 14,055,851 | 14,055,851 |
Redeemable convertible preferred stock, shares outstanding | ' | 14,055,851 | 14,055,851 |
Series B Redeemable Convertible Preferred Stock | ' | ' | ' |
Redeemable convertible preferred stock, no par value | ' | ' | ' |
Redeemable convertible preferred stock, shares authorized | ' | 2,441,009 | 2,441,009 |
Redeemable convertible preferred stock, shares issued | ' | 2,441,009 | 2,441,009 |
Redeemable convertible preferred stock, shares outstanding | ' | 2,441,009 | 2,441,009 |
Common Stock Without Par Value | ' | ' | ' |
Common stock, par value | ' | ' | ' |
Common stock, shares authorized | ' | 100,000,000 | 100,000,000 |
Common stock, shares issued | ' | 20,125,063 | 20,125,063 |
Common stock, shares outstanding | ' | 4,792,347 | 4,805,957 |
Common Stock With Par Value | ' | ' | ' |
Common stock, par value | $0.00 | ' | ' |
Common stock, shares authorized | 50,000,000 | ' | ' |
Common stock, shares issued | 24,495,651 | ' | ' |
Common stock, shares outstanding | 24,495,651 | ' | ' |
Consolidated_Statements_of_Ope
Consolidated Statements of Operations and Comprehensive Loss (USD $) | 12 Months Ended | |||
In Thousands, except Share data, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2010 |
Revenue | $104,752 | $81,739 | $68,783 | $67,122 |
Cost of revenue | 62,411 | 44,400 | 42,133 | 38,870 |
Gross profit | 42,341 | 37,339 | 26,650 | 28,252 |
Operating expenses: | ' | ' | ' | ' |
Sales and marketing | 36,072 | 27,905 | 22,553 | 14,174 |
Research and development | 23,532 | 14,621 | 9,120 | 8,650 |
General and administrative | 10,974 | 7,494 | 5,821 | 6,038 |
Impairment of goodwill | ' | ' | 1,670 | ' |
Change in fair value of contingent consideration | -43 | 121 | 503 | ' |
Total operating expenses | 70,535 | 50,141 | 39,667 | 28,862 |
Loss from operations | -28,194 | -12,802 | -13,017 | -610 |
Other income (expense): | ' | ' | ' | ' |
Interest income | 46 | 53 | 151 | 364 |
Interest expense | -2,149 | -1,976 | -1,974 | -1,970 |
Other expense | -95 | -64 | -189 | -249 |
Total other expense, net | -2,198 | -1,987 | -2,012 | -1,855 |
Loss before income taxes | -30,392 | -14,789 | -15,029 | -2,465 |
Income tax (benefit) expense | -31 | 84 | 35 | 10 |
Net loss | -30,361 | -14,873 | -15,064 | -2,475 |
Comprehensive loss | ($30,361) | ($14,873) | ($15,064) | ($2,475) |
Net loss per common share: | ' | ' | ' | ' |
Basic and diluted | ($2.99) | ($3.09) | ($3.09) | ($0.39) |
Weighted-average common shares outstanding: | ' | ' | ' | ' |
Basic and diluted | 10,144,243 | 4,812,632 | 4,875,157 | 6,405,944 |
Consolidated_Statements_of_Cha
Consolidated Statements of Changes in Stockholders' Equity (Deficit) (USD $) | Total | Common Stock, No Par Value | Common Stock, $0.001 Par Value | Additional Paid-in Capital | Accumulated Deficit |
In Thousands, except Share data | |||||
Balance at Dec. 31, 2009 (As Reported) | ($105,017) | $2,748 | ' | ' | ($107,765) |
Balance (Adjustment) | -974 | ' | ' | ' | -974 |
Balance at Dec. 31, 2009 | -105,991 | 2,748 | ' | ' | -108,739 |
Balance (in shares) at Dec. 31, 2009 (As Reported) | ' | 7,232,215 | ' | ' | ' |
Balance (in shares) at Dec. 31, 2009 | ' | 7,232,215 | ' | ' | ' |
Exercise of stock options (in shares) | ' | 202,330 | ' | ' | ' |
Exercise of stock options | 516 | 516 | ' | ' | ' |
Repurchase of common stock (in shares) | ' | -2,599,625 | ' | ' | ' |
Repurchase of common stock | -30,960 | -527 | ' | ' | -30,433 |
Stock-based compensation expense | 1,035 | 1,035 | ' | ' | ' |
Accretion of customer warrant | 306 | 306 | ' | ' | ' |
Net loss | -2,475 | ' | ' | ' | -2,475 |
Net loss at Jan. 01, 2010 (As Reported) | -2,355 | ' | ' | ' | ' |
Net loss (Adjustment) | -120 | ' | ' | ' | ' |
Balance (Adjustment) | -974 | ' | ' | ' | ' |
Balance at Dec. 31, 2010 | -137,569 | 4,078 | ' | ' | -141,647 |
Balance (in shares) at Dec. 31, 2010 | ' | 4,834,920 | ' | ' | ' |
Exercise of stock options (in shares) | ' | 77,712 | ' | ' | ' |
Exercise of stock options | 140 | 140 | ' | ' | ' |
Repurchase of common stock (in shares) | ' | -106,675 | ' | ' | ' |
Repurchase of common stock | -814 | -157 | ' | ' | -657 |
Stock-based compensation expense | 721 | 721 | ' | ' | ' |
Accretion of customer warrant | 141 | 141 | ' | ' | ' |
Net loss | -15,064 | ' | ' | ' | -15,064 |
Net loss at Jan. 01, 2011 (As Reported) | -14,932 | ' | ' | ' | ' |
Net loss (Adjustment) | -132 | ' | ' | ' | ' |
Balance at Dec. 31, 2011 (As Reported) | -151,219 | ' | ' | ' | ' |
Balance (Adjustment) | -1,226 | ' | ' | ' | ' |
Balance at Dec. 31, 2011 | -152,445 | 4,923 | ' | ' | -157,368 |
Balance (in shares) at Dec. 31, 2011 | ' | 4,805,957 | ' | ' | ' |
Exercise of stock options (in shares) | ' | 50,410 | ' | ' | ' |
Exercise of stock options | 108 | 108 | ' | ' | ' |
Repurchase of common stock (in shares) | ' | -64,020 | ' | ' | ' |
Repurchase of common stock | -599 | -122 | ' | ' | -477 |
Stock-based compensation expense | 712 | 712 | ' | ' | ' |
Accretion of customer warrant | 488 | 488 | ' | ' | ' |
Net loss | -14,873 | ' | ' | ' | -14,873 |
Net loss at Jan. 01, 2012 (As Reported) | -14,738 | ' | ' | ' | ' |
Net loss (Adjustment) | -135 | ' | ' | ' | ' |
Balance at Dec. 31, 2012 (As Reported) | -165,248 | ' | ' | ' | ' |
Balance (Adjustment) | -1,361 | ' | ' | ' | ' |
Balance at Dec. 31, 2012 | -166,609 | 6,109 | ' | ' | -172,718 |
Balance (in shares) at Dec. 31, 2012 | ' | 4,792,347 | ' | ' | ' |
Exercise of stock options (in shares) | 201,444 | 71,694 | 129,750 | ' | ' |
Exercise of stock options | 699 | 168 | ' | 531 | ' |
Issuance of common stock (in shares) | ' | 5,000 | ' | ' | ' |
Issuance of common stock | 68 | 68 | ' | ' | ' |
Effects of corporate restructuring (in shares) | ' | -4,869,041 | 4,869,041 | ' | ' |
Effects of corporate restructuring | ' | -7,328 | 5 | 7,323 | ' |
Initial public offering, net of issuance costs (in shares) | ' | ' | 3,000,000 | ' | ' |
Initial public offering, net of issuance costs | 70,064 | ' | 3 | 70,061 | ' |
Conversion of redeemable convertible preferred stock (in shares) | 16,496,860 | ' | 16,496,860 | ' | ' |
Conversion of redeemable convertible preferred stock | 135,477 | ' | 16 | 135,461 | ' |
Stock-based compensation expense | 1,202 | 537 | ' | 665 | ' |
Accretion of customer warrant | 892 | 446 | ' | 446 | ' |
Net loss | -30,361 | ' | ' | ' | -30,361 |
Balance at Dec. 31, 2013 | $11,432 | ' | $24 | $214,487 | ($203,079) |
Balance (in shares) at Dec. 31, 2013 | ' | ' | 24,495,651 | ' | ' |
Consolidated_Statements_of_Cas
Consolidated Statements of Cash Flows (USD $) | 12 Months Ended | |||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2010 |
Cash flows from operating activities | ' | ' | ' | ' |
Net loss | ($30,361) | ($14,873) | ($15,064) | ($2,475) |
Adjustments to reconcile net loss to net cash and cash equivalents provided by operating activities: | ' | ' | ' | ' |
Depreciation and amortization | 8,172 | 8,560 | 7,306 | 6,609 |
Stock-based compensation expense | 1,202 | 712 | 721 | 1,035 |
Change in fair value and accretion of warrant | 892 | 488 | 141 | 306 |
Interest accrual on financing obligation | 1,768 | 1,774 | 1,771 | 1,759 |
Change in fair value of contingent consideration | -17 | 188 | 842 | 246 |
Impairment of goodwill | ' | ' | 1,670 | ' |
Impairment of intangible assets | ' | ' | 54 | ' |
Provision for doubtful accounts | -32 | 98 | 136 | 130 |
Loss on disposal of property and equipment | 65 | 17 | -124 | 9 |
Changes in operating assets and liabilities: | ' | ' | ' | ' |
Accounts receivable, net | -10,264 | -4,411 | -2,029 | -1,141 |
Prepaid expenses and other current assets | -1,440 | 639 | 11 | -94 |
Accounts payable | 2,625 | 862 | -304 | 98 |
Accrued expenses | 904 | 532 | -78 | 1,450 |
Accrued compensation and benefits | 4,521 | 3,102 | 867 | 541 |
Contingent consideration related to acquisition | ' | -320 | ' | ' |
Deferred revenue | 22,701 | 14,747 | 9,821 | -1,458 |
Other non-current liabilities | 331 | 293 | 141 | 170 |
Net cash and cash equivalents provided by operating activities | 1,067 | 12,408 | 5,882 | 7,185 |
Cash flows from investing activities | ' | ' | ' | ' |
Purchases of short-term investments held to maturity | -13,168 | ' | ' | ' |
Purchases of property and equipment | -8,918 | -6,308 | -5,747 | -3,336 |
Payments for acquisition, net of cash acquired | ' | ' | ' | -6,395 |
Proceeds from sale of property and equipment | 9 | ' | ' | 6 |
Net cash and cash equivalents used in investing activities | -22,077 | -6,308 | -5,747 | -9,725 |
Cash flows from financing activities | ' | ' | ' | ' |
Proceeds from initial public offering, net of issuance costs | 70,064 | ' | ' | ' |
Proceeds from sale of Series B redeemable convertible preferred stock, net of issuance costs | ' | ' | ' | 29,973 |
Draws on revolving line of credit | 10,757 | ' | ' | ' |
Payments on revolving line of credit | -5,000 | ' | ' | ' |
Proceeds from notes payable borrowing | 1,465 | 4,535 | 2,020 | 816 |
Repayment of notes payable | -7,447 | -1,074 | -981 | -2,012 |
Proceeds from exercises of stock options | 699 | 108 | 140 | 516 |
Proceeds from issuance of common stock (excluding IPO) | 68 | ' | ' | ' |
Repurchases of common stock | ' | -599 | -814 | -30,960 |
Payments of contingent consideration | -311 | -2,078 | ' | ' |
Payments on financing and capital lease obligations | -3,343 | -3,145 | -2,810 | -3,652 |
Net cash and cash equivalents provided by (used in) financing activities | 66,952 | -2,253 | -2,445 | -5,319 |
Net increase (decrease) in cash and cash equivalents | 45,942 | 3,847 | -2,310 | -7,859 |
Cash and cash equivalents, beginning of year | 19,703 | 15,856 | 18,166 | 26,025 |
Cash and cash equivalents, end of year | 65,645 | 19,703 | 15,856 | 18,166 |
Supplemental disclosure of non-cash investing and financing activities | ' | ' | ' | ' |
Non-monetary exchange of property and equipment | ' | ' | 1,010 | ' |
Property and equipment acquisitions in accrued expenses | 524 | ' | ' | ' |
Post contract support acquired with financing obligations | 3,872 | ' | ' | ' |
Property and equipment acquired with financing obligations or leases | 5,440 | 132 | 3,084 | 1,178 |
Supplemental disclosures of cash flow information | ' | ' | ' | ' |
Income taxes paid | 169 | 40 | 51 | 44 |
Interest paid | $2,146 | $1,973 | $1,927 | $2,097 |
Organization_and_Description_o
Organization and Description of Business | 12 Months Ended |
Dec. 31, 2013 | |
Organization and Description of Business | ' |
1. Organization and Description of Business | |
Benefitfocus, Inc. (the “Company”) is a leading provider of cloud-based benefits software solutions for consumers, employers, insurance carriers and brokers delivered under a software-as-a-service (“SaaS”) model. The financial statements of the Company include the financial position and operations of its wholly owned subsidiaries, Benefitfocus.com, Inc., Benefit Informatics, Inc. and BenefitStore, Inc. | |
Corporate restructuring | |
The Company, a Delaware corporation, was originally a wholly owned subsidiary of Benefitfocus.com, Inc., the South Carolina corporation that conducts the business of the Company. On March 13, 2013, the board of directors of each of Benefitfocus, Inc. and Benefitfocus.com, Inc. approved a corporate restructuring to be effected prior to the completion of the Company’s initial public offering (“IPO”) of shares of its common stock. On September 13, 2013, the Company restructured its organization by merging Benefitfocus.com, Inc. with a newly formed South Carolina corporation, which was a wholly owned subsidiary of the Company. As a result of the corporate restructuring, Benefitfocus.com, Inc. became a wholly owned operating subsidiary of the Company. Additionally, the common and preferred stockholders of Benefitfocus.com, Inc. became common and preferred stockholders, respectively, of Benefitfocus, Inc. and warrants that were exercisable for common shares of Benefitfocus.com, Inc. became exercisable for common shares of Benefitfocus, Inc. Similarly, holders of options to purchase common shares of Benefitfocus.com, Inc. became holders of options to purchase shares of common stock of Benefitfocus, Inc. | |
Initial Public Offering | |
In September 2013, the Company completed its IPO in which it issued and sold 3,000,000 shares of common stock and existing shareholders sold 2,675,250 shares of common stock at a public offering price of $26.50 per share. The Company did not receive any proceeds from the sale of common stock by the existing shareholders. The Company received net proceeds of $70,064 after deducting underwriting discounts and commissions of $5,565 and other offering expenses of $3,871. Upon the closing of the IPO, all shares of the Company’s then-outstanding redeemable convertible preferred stock automatically converted into 16,496,860 shares of its $0.001 par value common stock. | |
Summary_of_Significant_Account
Summary of Significant Accounting Policies | 12 Months Ended | ||
Dec. 31, 2013 | |||
Summary of Significant Accounting Policies | ' | ||
2. Summary of Significant Accounting Policies | |||
Principles of Consolidation | |||
These consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”). The consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries. All intercompany accounts and transactions have been eliminated in consolidation. We are not the primary beneficiary of, nor do we have a controlling financial interest in, any variable interest entity. Accordingly, we have not consolidated any variable interest entity. | |||
Use of Estimates | |||
The preparation of financial statements in conformity with GAAP requires the Company to make estimates and assumptions that affect the reported amounts in the consolidated financial statements and accompanying notes. Such estimates include revenue recognition and the customer relationship period, allowances for doubtful accounts and returns, valuations of deferred income taxes, long-lived assets, warrants, the useful lives of assets, capitalizable software development costs and the related amortization, contingent consideration, stock-based compensation, and the recognition and impairment assessment of acquired intangibles and goodwill. Determination of these transactions and account balances are based on the Company’s estimates and judgments. These estimates are based on the Company’s knowledge of current events and actions it may undertake in the future as well as on various other assumptions that it believes to be reasonable. Actual results could differ materially from these estimates. | |||
Revenue and Deferred Revenue | |||
The Company derives the majority of its revenue from software services fees, which consist primarily of monthly subscription fees paid by customers for access to and usage of the Company’s cloud-based benefits software solutions for a specified contract term. The Company also derives revenue from professional services which primarily include fees related to the integration of customers’ systems with the Company’s platform, which typically includes discovery, configuration, deployment, testing, and training. | |||
The Company recognizes revenue when there is persuasive evidence of an arrangement, the service has been provided, the fees to be paid by the customer are fixed and determinable and collectability is reasonably assured. The Company considers delivery of its cloud-based software services has commenced once it has granted the customer access to its platform. | |||
The Company’s arrangements generally contain multiple elements comprised of software services and professional services. The Company evaluates each element in an arrangement to determine whether it represents a separate unit of accounting. An element constitutes a separate unit of accounting when the delivered item has standalone value and delivery of the undelivered element is probable and within the Company’s control. The Company’s professional services are not sold separately from the software services and there is no alternative use for them. As such, the Company has determined that the professional services do not have standalone value. Accordingly, software services and professional services are combined and recognized as a single unit of accounting. | |||
The Company generally recognizes software services fees monthly based on the number of employees covered by the relevant benefits plans at contracted rates for a specified period of time, once the criteria for revenue recognition described above have been satisfied. The Company defers recognition of revenue for professional services fees and begins recognizing such revenue once the services are performed and the related software services have commenced, ratably over the longer of the contract term or the estimated expected life of the customer relationship. Costs incurred by the Company in connection with providing such professional services are charged to expense as incurred and are included in “Cost of revenue.” | |||
In the first quarter of 2011, the Company increased the estimated expected life of its customer relationships. This change in estimate was a result of growing demand for the Company’s software services, reduced uncertainties in the regulatory environment, and increased confidence in customer retention. This change extends the term over which deferred revenue will be recognized and has been applied prospectively. | |||
Cost of Revenue | |||
Cost of revenue primarily consists of employee compensation, professional services, data center co-location costs, networking expenses, depreciation expense for computer equipment directly associated with generating revenue, amortization expense for capitalized software development costs, and infrastructure maintenance costs. In addition, the Company allocates a portion of overhead, such as rent, additional depreciation and amortization expense, and employee benefit costs, to cost of revenue based on headcount. | |||
Cash and Cash Equivalents | |||
Cash and cash equivalents consist of bank checking accounts and money market accounts. The Company considers all highly liquid investments with original maturities of three months or less at the time of purchase to be cash equivalents. | |||
Marketable Securities | |||
Marketable securities consist of short-term investments in corporate securities. The Company classifies its marketable securities as held-to-maturity at the time of purchase. As a result, the marketable securities are recorded at amortized cost and any gains or losses realized upon maturity are reported in other expense, net in the consolidated statements of operations and comprehensive loss. | |||
Concentrations of Credit Risk | |||
The Company’s financial instruments that are exposed to concentrations of credit risk consist primarily of cash equivalents and accounts receivable. All of the Company’s cash and cash equivalents are held at financial institutions that management believes to be of high credit quality. The bank deposits of the Company might, at times, exceed federally insured limits and are generally uninsured and uncollateralized. The Company has not experienced any losses on cash and cash equivalents to date. To manage accounts receivable risk, the Company evaluates the creditworthiness of its customers and maintains an allowance for doubtful accounts. | |||
Accounts receivable were unsecured and were derived from revenue earned from customers located in the United States. Accounts receivable from one customer, Aetna, represented 11.3% and 18.2% of the total accounts receivable at December 31, 2013 and 2012, respectively. | |||
No customer represented more than 10% of total revenue for the year ended December 31, 2013. Revenue from a customer, Aetna, represented 10.5%, 11.7% and 11.6% of total revenue for the years ended December 31, 2012, 2011 and 2010, respectively. Revenue from two affiliated customers, BlueCross BlueShield of South Carolina and BlueChoice HealthPlan, represented 11.1% and 11.9% of total revenue for the year ended December 31, 2011 and 2010. Revenue from these customers is reported in the Company’s Carrier segment. | |||
Accounts Receivable and Allowance for Doubtful Accounts and Returns | |||
Accounts receivable is stated at realizable value, net of allowances for doubtful accounts and returns. The Company utilizes the allowance method to provide for doubtful accounts based on management’s evaluation of the collectability of amounts due, and other relevant factors. Bad debt expense is recorded in general and administrative expense on the consolidated statements of operations and comprehensive loss. The Company’s estimate is based on historical collection experience and a review of the current status of accounts receivable. Historically, actual write-offs for uncollectible accounts have not significantly differed from the Company’s estimates. The Company removes recorded receivables and the associated allowances when they are deemed permanently uncollectible. However, higher than expected bad debts may result in future write-offs that are greater than the Company’s estimates. The allowance for doubtful accounts was $10, $130 and $103 as of December 31, 2013, 2012 and 2011, respectively. | |||
The allowances for returns are accounted for as reductions of revenue and are estimated based on the Company’s periodic assessment of historical experience and trends. The Company considers factors such as the time lag since the initiation of revenue recognition, historical reasons for adjustments, new customer volume, complexity of billing arrangements, timing of software availability, and past due customer billings. The allowance for returns was $800, $770 and $254 as of December 31, 2013, 2012 and 2011, respectively. | |||
Property and Equipment | |||
Property and equipment, including capitalized software development costs, are stated at cost less accumulated depreciation and amortization. Expenditures for major additions and improvements are capitalized. Depreciation and amortization is recognized over the estimated useful lives of the related assets using the straight-line method. | |||
The estimated useful lives for significant property and equipment categories are generally as follows: | |||
Computers and related equipment | 3-7 years | ||
Furniture and fixtures | 7 years | ||
Other equipment | 5-12 years | ||
Purchased software and licenses | 3-7 years | ||
Software developed | 3 years | ||
Vehicles | 5 years | ||
Buildings | 30 years | ||
Leasehold improvements | Lesser of estimated useful life of asset or | ||
lease term | |||
Useful lives of significant assets are periodically reviewed and adjusted prospectively to reflect the Company’s current estimates of the respective assets’ expected utility. Costs associated with maintenance and repairs are expensed as incurred. | |||
In the event the Company has been deemed the owner for accounting purposes of construction projects in build-to-suit lease arrangements, the estimated construction costs incurred to date are recorded as assets in Property and Equipment, net. Upon occupancy of facilities under build-to-suit leases, the Company assesses whether arrangements qualify for sales recognition under the sale-leaseback accounting guidance. If the Company continues to be the deemed owner for accounting purposes, the cost of the building is depreciated over its estimated useful life. | |||
Capitalized Software Development Costs | |||
The Company capitalizes certain costs related to its software developed or obtained for internal use. Costs related to preliminary project activities and post-implementation activities are expensed as incurred. Internal and external costs incurred during the application development stage, including upgrades and enhancements representing modifications that will result in significant additional functionality, are capitalized. Software maintenance and training costs are expensed as incurred. Capitalized costs are recorded as part of property and equipment and are amortized on a straight-line basis over the software’s estimated useful life. The Company evaluates these assets for impairment whenever events or changes in circumstances occur that could impact the recoverability of these assets. | |||
Identifiable Intangible Assets | |||
Identifiable intangible assets with finite lives are recorded at their fair values at the date of acquisition and are amortized on a straight-line basis over their respective estimated useful lives, which is the period over which the asset is expected to contribute directly or indirectly to future cash flows. The estimated remaining useful lives used in computing amortization range from 2 to 5 years. | |||
Impairment of Long-Lived Assets and Goodwill | |||
The Company reviews long-lived assets and definite-lived intangible assets for impairment whenever events or changes in circumstances indicate the carrying amount of an asset may not be recoverable. Recoverability of the long-lived asset is measured by a comparison of the carrying amount of the asset or asset group to future undiscounted net cash flows expected to be generated. If such assets are not recoverable, the impairment to be recognized, if any, is measured as the amount by which the carrying amount of the assets exceeds the estimated fair value (discounted cash flow) of the assets or asset group. Assets held for sale are reported at the lower of the carrying amount or fair value, less costs to sell. | |||
Goodwill represents the excess of the aggregate of the fair value of consideration transferred in a business combination over the fair value of assets acquired, net of liabilities assumed. Goodwill is not amortized; rather, goodwill is tested for impairment at the reporting unit level as of October 31 of each year, or more frequently if an event occurs or circumstances change that would more likely than not reduce the fair value of a reporting unit below its carrying value. | |||
The Company performs a qualitative assessment to determine whether it is more likely than not that the fair value of a reporting unit is less than its carrying value before performing a two-step approach to testing goodwill for impairment for each reporting unit. The reporting units are determined by the components of the Company’s operating segments that constitute a business for which both (1) discrete financial information is available and (2) segment management regularly reviews the operating results of that component. The Company performs the impairment test at least annually by applying a fair-value-based test. The first step measures for impairment by applying fair-value-based tests at the reporting unit level. The second step (if necessary) measures the amount of impairment by applying fair-value-based tests to the individual assets and liabilities within each reporting unit. | |||
As part of determining its reporting units, the Company has identified two operating segments, Employer and Carrier. Further, the Company has identified that the Employer operating segment contains a component, Benefit Informatics. Prior to 2013 Benefit Informatics was a reporting unit that was part of the Employer operating segment. Starting in 2013, Benefit Informatics no longer had discreet financial information. To determine the fair value of the Company’s reporting units, the Company primarily uses a discounted cash flow analysis, which requires significant assumptions and estimates about future operations. Significant judgments inherent in this analysis include the determination of an appropriate discount rate, estimated terminal value and the amount and timing of expected future cash flows. The Company may also determine fair value of its reporting units using a market approach by applying multiples of earnings of peer companies to its operating results. | |||
Financing Obligations | |||
In its build-to-suit lease arrangements where the Company is involved in the construction of its buildings, the Company is deemed the owner for accounting purposes during the construction period. The Company records an asset for the amount of the total project costs in Property and Equipment, net and the related financing obligation in Financing and Capital Obligations on the Consolidated Balance Sheet. Once construction is complete, the Company determines if the asset qualifies for sale-leaseback accounting treatment. If the arrangement does not qualify for sale-lease back treatment, the Company continues to reduce the obligation over the lease term as payments are made and depreciates the asset over its useful life. The Company does not report rent expense for the portion of the rent payment determined to be related to the assets which are owned for accounting purposes. Rather, this portion of the rent payment under the lease is recognized as a reduction of the financing obligation and as interest expense. | |||
Financing obligations also include liabilities for service agreements related to property and equipment under capital leases. | |||
Sales Commissions | |||
Sales commissions are expensed when the sales contract is executed by the customer. | |||
Advertising | |||
The Company expenses advertising costs as they are incurred. Direct advertising costs for 2013, 2012, 2011, and 2010 were $265, $257, $138, and $172 respectively. | |||
Comprehensive Loss | |||
The Company’s net loss equals comprehensive loss for all periods presented. | |||
Stock-Based Employee Compensation | |||
Stock-based employee compensation is measured based on the grant-date fair value of the awards and recognized in the Consolidated Statements of Operations and Comprehensive Loss over the period during which the optionholder is required to perform services in exchange for the award, which is the vesting period. Compensation expense is recognized over the vesting period of the applicable award using the straight-line method. The Company uses the Black-Scholes option pricing model for estimating the fair value of stock options. The use of the option valuation model requires the input of subjective assumptions, including the estimated fair value of the Company’s common stock in the periods preceding the IPO, the expected life of the option and the expected stock price volatility based on peer companies. Additionally, the recognition of stock-based compensation expense requires the estimation of the number of options that will ultimately vest and the number of options that will ultimately be forfeited. | |||
Income Taxes | |||
The Company uses the asset and liability method for income tax accounting. This method requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of temporary differences between the financial reporting and tax basis of assets and liabilities, as well as for operating loss and tax credit carryforwards. Deferred tax assets and liabilities are measured using the tax rates that are expected to apply to taxable income for the years in which those tax assets and liabilities are expected to be realized or settled. Valuation allowances are recorded to reduce deferred tax assets to the amount the Company believes is more likely than not to be realized. The tax benefits of uncertain tax positions are recognized only when the Company believes it is more likely than not that the tax position will be upheld on examination by the taxing authorities based on the merits of the position. The Company recognizes interest and penalties, if any, related to unrecognized income tax benefits in income tax expense. | |||
Basic and Diluted Net Loss per Common Share | |||
The Company uses the two-class method to compute net loss per common share because the Company has issued securities, other than common stock, that contractually entitle the holders to participate in dividends and earnings of the Company. The two-class method requires earnings for the period to be allocated between common stock and participating securities based upon their respective rights to receive distributed and undistributed earnings. Holders of each series of the Company’s redeemable convertible preferred stock are entitled to participate in distributions, when and if declared by the board of directors that are made to common stockholders, and as a result are considered participating securities. | |||
Under the two-class method, for periods with net income, basic net income per common share is computed by dividing the net income attributable to common stockholders by the weighted-average number of shares of common stock outstanding during the period. Net income attributable to common stockholders is computed by subtracting from net income the portion of current year earnings that the participating securities would have been entitled to receive pursuant to their dividend rights had all of the year’s earnings been distributed. No such adjustment to earnings is made during periods with a net loss, as the holders of the participating securities have no obligation to fund losses. Diluted net loss per common share is computed under the two-class method by using the weighted-average number of shares of common stock outstanding plus, for periods with net income attributable to common stockholders, the potential dilutive effects of stock options and warrants. In addition, the Company analyzes the potential dilutive effect of the outstanding participating securities under the “if-converted” method when calculating diluted earnings per share, in which it is assumed that the outstanding participating securities convert into common stock at the beginning of the period. The Company reports the more dilutive of the approaches (two-class or “if-converted”) as its diluted net income per share during the period. Due to net losses for the years ended December 31, 2013, 2012, 2011, and 2010 basic and diluted loss per share were the same, as the effect of potentially dilutive securities would have been anti-dilutive. | |||
Recent Accounting Pronouncements | |||
In July 2012, the Financial Accounting Standards Boards (“FASB”) issued ASU 2012-02, “Intangibles—Goodwill and Other (Topic 350): Testing Indefinite-Lived Intangible Assets for Impairment”, which is intended to reduce the cost and complexity of performing an impairment test for indefinite-lived intangible assets by providing entities an option to perform a “qualitative” assessment to determine whether further impairment testing is necessary. This Statement is effective for annual and interim impairment tests performed for fiscal years beginning after September 15, 2012. The Company applied the provisions of this Statement for its impairment test performed on October 31, 2013. | |||
In July 2013, the FASB issued Accounting Standards Update (“ASU”) No. 2013-11, “Presentation of an Unrecognized Tax Benefit When a Net Operating Loss Carryforward, a Similar Tax Loss, or a Tax Credit Carryforward Exists” ASU 2013-11 allows an unrecognized tax benefit, or a portion of an unrecognized tax benefit, to be presented in the financial statements as a reduction to a deferred tax asset for a net operating loss carryforward, a similar tax loss, or a tax credit carryforward, with one exception. That exception states that, to the extent a net operating loss carryforward, a similar tax loss, or a tax credit carryforward is not available at the reporting date under the tax law of the applicable jurisdiction to settle any additional income taxes that would result from the disallowance of a tax position or the tax law of the applicable jurisdiction does not require the entity to use, and the entity does not intend to use, the deferred tax asset for such purpose, the unrecognized tax benefit should be presented in the financial statements as a liability and should not be combined with deferred tax assets. The assessment of whether a deferred tax asset is available is based on the unrecognized tax benefit and deferred tax asset that exist at the reporting date and should be made presuming disallowance of the tax position at the reporting date. ASU 2013-11 is effective for fiscal years, and interim periods within those years, beginning after December 15, 2013. The adoption of this guidance is not expected to have a material impact on our consolidated financial statements. | |||
Restatement
Restatement | 12 Months Ended | ||||||||||||
Dec. 31, 2013 | |||||||||||||
Restatement | ' | ||||||||||||
3. Restatement | |||||||||||||
The Company is restating its previously issued consolidated financial statements for the years ended December 31, 2012, 2011, and 2010 to correct an error in the accounting for its headquarters lease executed in May 2005. | |||||||||||||
As the result of entering into a second build-to-suit arrangement with a related party in 2013, the Company revisited the accounting for its headquarters lease executed in May 2005. The Company concluded that it had improperly applied the “build-to-suit” provisions of ASC 840, Leases (“ASC 840”), by accounting for the arrangement as an operating lease rather than a financing obligation. | |||||||||||||
The Company was involved in the construction of its headquarters office building and, for accounting purposes, is therefore deemed the owner during the construction period. As such, the Company is required to capitalize the construction costs on the Consolidated Balance Sheet and perform a sale-leaseback analysis pursuant to ASC 840, to determine if the Company can remove the assets from the Consolidated Balance Sheet upon completion of construction. | |||||||||||||
After construction of the headquarters building was complete, a related party of the Company continued to guarantee the debt of the lessor, thereby constituting continuing involvement of the Company and disqualifying sale-leaseback accounting treatment. As such, the Company was precluded from derecognizing the constructed assets from its Consolidated Balance Sheet when construction was complete in 2006. | |||||||||||||
As a result of this accounting correction, the Company has recorded the property and financing obligations on the Consolidated Balance Sheets and will depreciate the asset on a straight-line basis over its estimated useful life. Lease payments will be recognized as a reduction of the financing obligation and interest expense, rather than rent expense (which the Company allocates to Cost of Revenue, Sales and Marketing, Research and Development, and General and Administrative expenses). The correction impacts the classification of cash flows from operations and financing activities, but has no impact on the net increase or decrease in cash and cash equivalents reported in the Consolidated Statements of Cash Flows. | |||||||||||||
Stockholder’s deficit as of December 31, 2009 was restated by $974 for the adjustment of the leased property. See the Consolidated Statements of Changes in Stockholders’ Equity (Deficit). The following tables detail the impact of the restatement on the Company’s financial statements as of and for the years ended December 31, 2012, 2011, and 2010: | |||||||||||||
2012 | |||||||||||||
As Reported | Adjustment | As Restated | |||||||||||
Consolidated Balance Sheets | |||||||||||||
Property and equipment, net | $ | 14,150 | $ | 6,306 | $ | 20,456 | |||||||
Total assets | 51,921 | 6,305 | 58,226 | ||||||||||
Financing and capital lease obligations, current portion | 1,171 | 57 | 1,228 | ||||||||||
Total current liabilities | 28,924 | 57 | 28,981 | ||||||||||
Financing and capital lease obligations, net of current portion | 550 | 9,039 | 9,589 | ||||||||||
Other non-current liabilities | 2,301 | (1,430 | ) | 871 | |||||||||
Total liabilities | 81,691 | 7,666 | 89,357 | ||||||||||
Accumulated deficit | (171,357 | ) | (1,361 | ) | (172,718 | ) | |||||||
Total stockholders’ equity (deficit) | (165,248 | ) | (1,361 | ) | (166,609 | ) | |||||||
Total liabilities, redeemable convertible preferred stock and stockholders’ equity (deficit) | 51,921 | 6,305 | 58,226 | ||||||||||
2011 | |||||||||||||
As Reported | Adjustment | As Restated | |||||||||||
Consolidated Balance Sheets | |||||||||||||
Property and equipment, net | $ | 15,716 | $ | 6,571 | $ | 22,287 | |||||||
Total assets | 46,271 | 6,571 | 52,842 | ||||||||||
Financing and capital lease obligations, current portion | 1,373 | 10 | 1,383 | ||||||||||
Total current liabilities | 22,604 | 11 | 22,615 | ||||||||||
Financing and capital lease obligations, net of current portion | 1,585 | 9,098 | 10,683 | ||||||||||
Other non-current liabilities | 2,079 | (1,312 | ) | 767 | |||||||||
Total liabilities | 62,012 | 7,797 | 69,809 | ||||||||||
Accumulated deficit | (156,142 | ) | (1,226 | ) | (157,368 | ) | |||||||
Total stockholders’ equity (deficit) | (151,219 | ) | (1,226 | ) | (152,445 | ) | |||||||
Total liabilities, redeemable convertible preferred stock and stockholders’ equity (deficit) | 46,271 | 6,571 | 52,842 | ||||||||||
2012 | |||||||||||||
As Reported | Adjustment | As Restated | |||||||||||
Consolidated Statements of Operations and Comprehensive Loss | |||||||||||||
Cost of revenue | $ | 45,178 | $ | (778 | ) | $ | 44,400 | ||||||
Gross profit | 36,561 | 778 | 37,339 | ||||||||||
Sales and marketing | 28,268 | (363 | ) | 27,905 | |||||||||
Research and development | 15,035 | (414 | ) | 14,621 | |||||||||
General and administrative | 7,577 | (83 | ) | 7,494 | |||||||||
Total operating expenses | 51,001 | (860 | ) | 50,141 | |||||||||
Loss from operations | (14,440 | ) | 1,638 | (12,802 | ) | ||||||||
Interest expense | (203 | ) | (1,773 | ) | (1,976 | ) | |||||||
Total other expense, net | (214 | ) | (1,773 | ) | (1,987 | ) | |||||||
Loss before income taxes | (14,654 | ) | (135 | ) | (14,789 | ) | |||||||
Net loss | (14,738 | ) | (135 | ) | (14,873 | ) | |||||||
Comprehensive loss | (14,738 | ) | (135 | ) | (14,873 | ) | |||||||
Net loss per common share, basic and diluted | (3.06 | ) | (.03 | ) | (3.09 | ) | |||||||
2011 | |||||||||||||
As Reported | Adjustment | As Restated | |||||||||||
Consolidated Statements of Operations and Comprehensive Loss | |||||||||||||
Cost of revenue | $ | 43,034 | $ | (901 | ) | $ | 42,133 | ||||||
Gross profit | 25,749 | 901 | 26,650 | ||||||||||
Sales and marketing | 22,914 | (361 | ) | 22,553 | |||||||||
Research and development | 9,397 | (277 | ) | 9,120 | |||||||||
General and administrative | 5,921 | (100 | ) | 5,821 | |||||||||
Total operating expenses | 40,405 | (738 | ) | 39,667 | |||||||||
Loss from operations | (14,656 | ) | 1,639 | (13,017 | ) | ||||||||
Interest expense | (203 | ) | (1,771 | ) | (1,974 | ) | |||||||
Total other expense, net | (241 | ) | (1,771 | ) | (2,012 | ) | |||||||
Loss before income taxes | (14,897 | ) | (132 | ) | (15,029 | ) | |||||||
Net loss | (14,932 | ) | (132 | ) | (15,064 | ) | |||||||
Comprehensive loss | (14,932 | ) | (132 | ) | (15,064 | ) | |||||||
Net loss per common share, basic and diluted | (3.06 | ) | (.03 | ) | (3.09 | ) | |||||||
2010 | |||||||||||||
As Reported | Adjustment | As Restated | |||||||||||
Consolidated Statements of Operations and Comprehensive Loss | |||||||||||||
Cost of revenue | $ | 39,817 | $ | (947 | ) | $ | 38,870 | ||||||
Gross profit | 27,305 | 947 | 28,252 | ||||||||||
Sales and marketing | 14,462 | (288 | ) | 14,174 | |||||||||
Research and development | 8,948 | (298 | ) | 8,650 | |||||||||
General and administrative | 6,144 | (106 | ) | 6,038 | |||||||||
Total operating expenses | 29,554 | (692 | ) | 28,862 | |||||||||
Loss from operations | (2,249 | ) | 1,639 | (610 | ) | ||||||||
Interest expense | (212 | ) | (1,758 | ) | (1,970 | ) | |||||||
Total other expense, net | (96 | ) | (1,759 | ) | (1,855 | ) | |||||||
Loss before income taxes | (2,345 | ) | (120 | ) | (2,465 | ) | |||||||
Net loss | (2,355 | ) | (120 | ) | (2,475 | ) | |||||||
Comprehensive loss | (2,355 | ) | (120 | ) | (2,475 | ) | |||||||
Net loss per common share, basic and diluted | (0.37 | ) | (.02 | ) | (0.39 | ) | |||||||
2012 | |||||||||||||
As Reported | Adjustment | As Restated | |||||||||||
Consolidated Statement of Cash Flows | |||||||||||||
Net loss | $ | (14,738 | ) | $ | (135 | ) | $ | (14,873 | ) | ||||
Depreciation and amortization | 8,294 | 266 | 8,560 | ||||||||||
Interest accrual on financing obligation | — | 1,774 | 1,774 | ||||||||||
Other non-current liabilities | 411 | (118 | ) | 293 | |||||||||
Net cash and cash equivalents provided by operating activities | 10,622 | 1,786 | 12,408 | ||||||||||
Payments on financing and capital lease obligations | (1,359 | ) | (1,786 | ) | (3,145 | ) | |||||||
Net cash and cash equivalents used in financing activities | (467 | ) | (1,786 | ) | (2,253 | ) | |||||||
2011 | |||||||||||||
As Reported | Adjustment | As Restated | |||||||||||
Consolidated Statement of Cash Flows | |||||||||||||
Net loss | $ | (14,932 | ) | $ | (132 | ) | $ | (15,064 | ) | ||||
Depreciation and amortization | 7,040 | 266 | 7,306 | ||||||||||
Interest accrual on financing obligation | — | 1,771 | 1,771 | ||||||||||
Other non-current liabilities | 311 | (170 | ) | 141 | |||||||||
Net cash and cash equivalents used in operating activities | 4,148 | 1,734 | 5,882 | ||||||||||
Payments on financing and capital lease obligations | (1,076 | ) | (1,734 | ) | (2,810 | ) | |||||||
Net cash and cash equivalents used in financing activities | (711 | ) | (1,734 | ) | (2,445 | ) | |||||||
2010 | |||||||||||||
As Reported | Adjustment | As Restated | |||||||||||
Consolidated Statement of Cash Flows | |||||||||||||
Net loss | $ | (2,355 | ) | $ | (120 | ) | $ | (2,475 | ) | ||||
Depreciation and amortization | 6,343 | 266 | 6,609 | ||||||||||
Interest accrual on financing obligation | — | 1,759 | 1,759 | ||||||||||
Other non-current liabilities | 392 | (222 | ) | 170 | |||||||||
Net cash and cash equivalents provided by operating activities | 5,502 | 1,683 | 7,185 | ||||||||||
Payments on financing and capital lease obligations | (1,969 | ) | (1,683 | ) | (3,652 | ) | |||||||
Net cash and cash equivalents used in financing activities | (3,636 | ) | (1,683 | ) | (5,319 | ) | |||||||
Net_Loss_Per_Common_Share
Net Loss Per Common Share | 12 Months Ended | ||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||
Net Loss Per Common Share | ' | ||||||||||||||||
4. Net Loss Per Common Share | |||||||||||||||||
Diluted loss per common share is the same as basic loss per common share for all periods presented because the effects of potentially dilutive items were anti-dilutive given the Company’s net loss. The following common share equivalent securities have been excluded from the calculation of weighted-average common shares outstanding because the effect is anti-dilutive for the periods presented: | |||||||||||||||||
Year Ended December 31, | |||||||||||||||||
Anti-Dilutive Common Share Equivalents | 2013 | 2012 | 2011 | 2010 | |||||||||||||
Redeemable convertible preferred stock: | |||||||||||||||||
Series A | — | 14,055,851 | 14,055,851 | 14,055,851 | |||||||||||||
Series B | — | 2,441,009 | 2,441,009 | 2,441,009 | |||||||||||||
Restricted stock units | 97,700 | — | — | — | |||||||||||||
Stock options | 3,058,795 | 3,121,064 | 2,712,808 | 2,906,741 | |||||||||||||
Warrant to purchase common stock | 500,000 | 500,000 | 500,000 | 500,000 | |||||||||||||
Total anti-dilutive common share equivalents | 3,656,495 | 20,117,924 | 19,709,668 | 19,903,601 | |||||||||||||
Basic and diluted net loss per common share is calculated as follows: | |||||||||||||||||
Year Ended December 31, | |||||||||||||||||
2013 | 2012 | 2011 | 2010 | ||||||||||||||
(Restated) | (Restated) | (Restated) | |||||||||||||||
Numerator: | |||||||||||||||||
Net loss | $ | (30,361 | ) | $ | (14,873 | ) | $ | (15,064 | ) | $ | (2,475 | ) | |||||
Net loss attributable to common stockholders | $ | (30,361 | ) | $ | (14,873 | ) | $ | (15,064 | ) | $ | (2,475 | ) | |||||
Denominator: | |||||||||||||||||
Weighted-average common shares outstanding, basic and diluted | 10,144,243 | 4,812,632 | 4,875,157 | 6,405,944 | |||||||||||||
Net loss per common share, basic and diluted | $ | (2.99 | ) | $ | (3.09 | ) | $ | (3.09 | ) | $ | (0.39 | ) | |||||
Marketable_Securities
Marketable Securities | 12 Months Ended |
Dec. 31, 2013 | |
Marketable Securities | ' |
5. Marketable Securities | |
Marketable securities consist of corporate bonds and are classified as held-to-maturity. As of December 31, 2013, the amortized cost basis and net carrying amount of marketable securities was $13,168 and the aggregate fair value was $13,166. The gross unrealized holding gains and losses were $0 and $2, respectively, as of December 31, 2013. Corporate bonds held in marketable securities have contractual maturities of between 5 and 8 months as of December 31, 2013. |
Fair_Value_Measurement
Fair Value Measurement | 12 Months Ended | ||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||
Fair Value Measurement | ' | ||||||||||||||||
6. Fair Value Measurement | |||||||||||||||||
The carrying amounts of certain of the Company’s financial instruments, including cash and cash equivalents, net accounts receivable, accounts payable and other accrued liabilities, and accrued compensation and benefits, approximate fair value due to their short-term nature. The carrying value of the Company’s financing obligations approximates fair value, considering the borrowing rates currently available to the Company for financing obligations with similar terms and credit risks. | |||||||||||||||||
The Company uses a three-tier fair value hierarchy to classify and disclose all assets and liabilities measured at fair value on a recurring basis, as well as assets and liabilities measured at fair value on a non-recurring basis, in periods subsequent to their initial measurement. The hierarchy requires the Company to use observable inputs when available, and to minimize the use of unobservable inputs when determining fair value. The three tiers are defined as follows: | |||||||||||||||||
Level 1. Quoted prices (unadjusted) in active markets for identical assets or liabilities. | |||||||||||||||||
Level 2. Other inputs that are directly or indirectly observable in the marketplace. | |||||||||||||||||
Level 3. Unobservable inputs for which there is little or no market data, which require the Company to develop its own assumptions. | |||||||||||||||||
Assets and Liabilities Measured at Fair Value on a Recurring Basis | |||||||||||||||||
The Company evaluates its financial assets and liabilities subject to fair value measurements on a recurring basis to determine the appropriate level to classify them for each reporting period. This determination requires significant judgments to be made. | |||||||||||||||||
The following tables present information about the Company’s assets and liabilities that are measured at fair value on a recurring basis using the above categories, as of December 31, 2013, 2012 and 2011. | |||||||||||||||||
December 31, 2013 | |||||||||||||||||
Description | Level 1 | Level 2 | Level 3 | Total | |||||||||||||
Cash equivalents: | |||||||||||||||||
Money market mutual funds (1) | $ | 65,443 | $ | — | $ | — | $ | 65,443 | |||||||||
Total assets | $ | 65,443 | $ | — | $ | — | $ | 65,443 | |||||||||
December 31, 2012 | |||||||||||||||||
Description | Level 1 | Level 2 | Level 3 | Total | |||||||||||||
Cash equivalents: | |||||||||||||||||
Money market mutual funds (1) | $ | 18,282 | $ | — | $ | — | $ | 18,282 | |||||||||
Total assets | $ | 18,282 | $ | — | $ | — | $ | 18,282 | |||||||||
Liabilities: | |||||||||||||||||
Contingent consideration (2) | $ | — | $ | — | $ | 328 | $ | 328 | |||||||||
Total liabilities | $ | — | $ | — | $ | 328 | $ | 328 | |||||||||
December 31, 2011 | |||||||||||||||||
Description | Level 1 | Level 2 | Level 3 | Total | |||||||||||||
Cash equivalents: | |||||||||||||||||
Money market mutual funds (1) | $ | 15,634 | $ | — | $ | — | $ | 15,634 | |||||||||
Total assets | $ | 15,634 | $ | — | $ | — | $ | 15,634 | |||||||||
Liabilities: | |||||||||||||||||
Contingent consideration (2) (see Note 4) | $ | — | $ | — | $ | 2,538 | $ | 2,538 | |||||||||
Total liabilities | $ | — | $ | — | $ | 2,538 | $ | 2,538 | |||||||||
-1 | Money market funds are classified as cash equivalents in the Company’s consolidated balance sheets. As short-term, highly liquid investments readily convertible to known amounts of cash, with remaining maturities of three months or less at the time of purchase, the Company’s cash equivalent money market funds have carrying values that approximate fair value. | ||||||||||||||||
-2 | Contingent consideration related to acquisitions is classified within Level 3 because the liabilities are valued using significant unobservable inputs. The Company estimated the fair value of the acquisition-related contingent consideration using a probability-weighted discounted cash flow method. On the consolidated statements of operations and comprehensive loss, change in fair value related to changes in estimated contingent consideration to be paid is included in “Change in fair value of contingent consideration”, and accretion of the discount on contingent consideration is included in “Other expense”. | ||||||||||||||||
Assets Measured at Fair Value on a Recurring Basis Using Significant Unobservable Inputs (Level 3) | |||||||||||||||||
The following table presents the changes in the Company’s Level 3 instruments measured at fair value on a recurring basis for the years ended December 31: | |||||||||||||||||
2013 | 2012 | 2011 | |||||||||||||||
Balance of contingent consideration at January 1 | $ | 328 | $ | 2,538 | $ | 1,696 | |||||||||||
Change in fair value | (43 | ) | 121 | 503 | |||||||||||||
Accretion of discount | 26 | 67 | 339 | ||||||||||||||
Payment | (311 | ) | (2,398 | ) | — | ||||||||||||
Balance of contingent consideration at December 31 | $ | — | $ | 328 | $ | 2,538 | |||||||||||
Property_and_Equipment
Property and Equipment | 12 Months Ended | ||||||||||||
Dec. 31, 2013 | |||||||||||||
Property and Equipment | ' | ||||||||||||
7. Property and Equipment | |||||||||||||
Property and equipment consists of the following as of December 31: | |||||||||||||
2013 | 2012 | 2011 | |||||||||||
(Restated) | (Restated) | ||||||||||||
Building, leased | $ | 7,965 | $ | 7,965 | $ | 7,965 | |||||||
Computers and related equipment | 13,954 | 10,521 | 11,112 | ||||||||||
Purchased software and licenses | 17,556 | 12,605 | 12,389 | ||||||||||
Software developed | 16,182 | 13,363 | 11,447 | ||||||||||
Furniture and fixtures | 2,717 | 2,406 | 1,987 | ||||||||||
Leasehold improvements | 1,730 | 1,690 | 754 | ||||||||||
Other equipment | 1,922 | 1,941 | 1,921 | ||||||||||
Vehicles | 111 | 111 | 158 | ||||||||||
Construction in progress | 1,781 | — | — | ||||||||||
Total property and equipment, at cost | 63,918 | 50,602 | 47,733 | ||||||||||
Accumulated depreciation and amortization | (36,474 | ) | (30,146 | ) | (25,446 | ) | |||||||
Property and equipment, net | $ | 27,444 | $ | 20,456 | $ | 22,287 | |||||||
Depreciation and amortization expense on property and equipment was $7,850, $8,225, $6,945, and $6,457, for the years ended December 31, 2013, 2012, 2011, and 2010, respectively. Property and equipment at December 31, 2013, 2012 and 2011 includes fixed assets acquired under capital lease agreements of $8,463, $3,893 and $5,268, respectively. Accumulated depreciation of assets under capital leases totaled $2,033, $1,392 and $1,551 as of December 31, 2013, 2012 and 2011, respectively. Amortization of assets under capital leases is included in depreciation expense. | |||||||||||||
The Company capitalized software development costs of $2,751, $3,089 and $2,711 for the years ended December 31, 2013, 2012 and 2011, respectively. Amortization of capitalized software development costs totaled $2,618, $3,145, $2,009, and $1,690 during the years ended December 31, 2013, 2012, 2011 and 2010, respectively. The net book value of capitalized software development costs was $4,101, $3,969 and $3,960 at December 31, 2013, 2012 and 2011, respectively. | |||||||||||||
During 2012, the Company determined it was no longer probable that certain software developed for internal use and certain purchased software would produce expected cash flows for the remainder of their respective useful lives. As a result, the Company recognized an impairment charge related to these long-lived assets totaling $1,051 for the year ended December 31, 2012. | |||||||||||||
In 2011, the Company traded in used computer equipment in a purchase of servers, computers, software, and services. The assets transferred were accounted for at fair value. The Company recognized a gain on the exchange of $178 which is presented in “Other expense.” | |||||||||||||
Goodwill_and_Intangible_Assets
Goodwill and Intangible Assets | 12 Months Ended | ||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||
Goodwill and Intangible Assets | ' | ||||||||||||||||
8. Goodwill and Intangible Assets | |||||||||||||||||
The Company’s goodwill balance is solely attributable to the Benefit Informatics reporting unit. The change in the carrying amount of goodwill was as follows for the years ended December 31: | |||||||||||||||||
2013 | 2012 | 2011 | |||||||||||||||
Goodwill on January 1 | $ | 1,634 | $ | 1,634 | $ | 3,304 | |||||||||||
Impairment | — | — | (1,670 | ) | |||||||||||||
Goodwill on December 31 | $ | 1,634 | $ | 1,634 | $ | 1,634 | |||||||||||
Information regarding the Company’s acquisition-related intangible assets is as follows: | |||||||||||||||||
As of December 31, 2013 | |||||||||||||||||
Gross | Accumulated | Net Carrying | Weighted- | ||||||||||||||
Carrying | Amortization | Amount | Average | ||||||||||||||
Amount | Remaining | ||||||||||||||||
Useful Life | |||||||||||||||||
(in years) | |||||||||||||||||
Trademarks | $ | 240 | $ | (164 | ) | $ | 76 | 1.6 | |||||||||
Customer agreements | 2,060 | (880 | ) | 1,180 | 4.6 | ||||||||||||
Non-compete agreements | 126 | (126 | ) | — | — | ||||||||||||
Total | $ | 2,426 | $ | (1,170 | ) | $ | 1,256 | 4.4 | |||||||||
As of December 31, 2012 | |||||||||||||||||
Gross | Accumulated | Net Carrying | Weighted- | ||||||||||||||
Carrying | Amortization | Amount | Average | ||||||||||||||
Amount | Remaining | ||||||||||||||||
Useful Life | |||||||||||||||||
(in years) | |||||||||||||||||
Trademarks | $ | 240 | $ | (116 | ) | $ | 124 | 2.6 | |||||||||
Customer agreements | 2,060 | (622 | ) | 1,438 | 5.6 | ||||||||||||
Non-compete agreements | 126 | (109 | ) | 17 | 0.6 | ||||||||||||
Total | $ | 2,426 | $ | (847 | ) | $ | 1,579 | 5.4 | |||||||||
As of December 31, 2011 | |||||||||||||||||
Gross | Accumulated | Net Carrying | Weighted- | ||||||||||||||
Carrying | Amortization | Amount | Average | ||||||||||||||
Amount | Remaining | ||||||||||||||||
Useful Life | |||||||||||||||||
(in years) | |||||||||||||||||
Trademarks | $ | 240 | $ | (68 | ) | $ | 172 | 3.6 | |||||||||
Customer agreements | 2,060 | (365 | ) | 1,695 | 6.6 | ||||||||||||
Non-compete agreements | 126 | (80 | ) | 46 | 1.6 | ||||||||||||
Total | $ | 2,426 | $ | (513 | ) | $ | 1,913 | 6.2 | |||||||||
Amortization expense of acquisition-related intangible assets for the years ended December 31, 2013, 2012, 2011, and 2010 was $322, $335, $361 and $152, respectively. As of December 31, 2013, expected amortization expense for the intangible assets for each of the next five years and thereafter was as follows: | |||||||||||||||||
2014 | $ | 306 | |||||||||||||||
2015 | 286 | ||||||||||||||||
2016 | 257 | ||||||||||||||||
2017 | 257 | ||||||||||||||||
2018 | 150 | ||||||||||||||||
Total | $ | 1,256 | |||||||||||||||
In 2011, the Company determined that the decrease in revenue and net cash flow projections of Benefit Informatics represented an indicator of potential impairment of certain intangible assets on October 31, 2011. The Company determined that the fair value of the intangible assets was less than the expected future cash flows associated with the intangible asset (step 1). The amount of impairment was then calculated and recognized as the difference between the present value of the cash flows and the fair value of the intangible assets (step 2). Impairment charges of $54 to non-compete agreements were recognized for the year ended December 31, 2011 under operating expenses within the Company’s Employer segment. | |||||||||||||||||
There were no such impairments of intangible assets during the years ended December 31, 2013 and 2012. | |||||||||||||||||
Revolving_Line_of_Credit_and_N
Revolving Line of Credit and Notes Payable | 12 Months Ended | ||||||||||||||
Dec. 31, 2013 | |||||||||||||||
Revolving Line of Credit and Notes Payable | ' | ||||||||||||||
9. Revolving Line of Credit and Notes Payable | |||||||||||||||
During 2013, the Company transitioned its general business financing from its existing master credit facility to a revolving line of credit at a different bank. | |||||||||||||||
At December 31, 2012 the Company had a $6,000 master credit facility under which two senior secured promissory notes totaling $4,535 were outstanding (“Credit Facility Notes”). In March 2013 and June 2013, the Company borrowed an additional $874 and $591, respectively, under two additional senior secured promissory notes bearing interest at fixed annual rates ranging from 3.6% to 3.7% and repayable in equal monthly installments of principal and interest through dates ranging from December 2015 to July 2016. | |||||||||||||||
On August 27, 2013, the Company entered into a loan and security agreement with Silicon Valley Bank for a revolving line of credit of up to $35,000 for working capital, to fund general business requirements, and to repay the indebtedness under the master credit facility and other senior secured promissory notes. The revolving line of credit limit is eligible to be increased from the initial limit of $15,000 to $35,000, as a result of the closing of the Company’s IPO on September 23, 2013. On December 10, 2013, the revolving line of credit was amended to increase the borrowing capacity to the $35,000 limit at the earlier of the Company’s request or August 14, 2014. Borrowing capacity under the line of credit is subject to a borrowing base limit described below. Therefore, credit available under the line of credit may be less than the specified limit. | |||||||||||||||
Amounts borrowed under the line of credit are payable on August 27, 2016. Amounts available under the line of credit are subject to a borrowing base limit which is a function of the Company’s monthly recurring revenue as adjusted to reflect lost customer revenue during the previous quarter. Advances can be designated as LIBOR advances or prime rate advances. LIBOR advances bear interest at 2.75% plus the greater of 0.50% or current LIBOR for the applicable period, generally 30 days, adjusted for certain regulatory reserve requirements. The LIBOR rate is adjusted approximately monthly. Prime Rate advances bear interest at the prime rate as published in the Wall Street Journal. | |||||||||||||||
The Company made customary affirmative and negative covenants in connection with the loan and security agreement, including financial covenants related to liquidity and revenue growth. In the event of a default, Silicon Valley Bank may declare all obligations immediately due and stop advancing money or extending credit under the line of credit. The line of credit is collateralized by substantially all of the Company’s tangible and intangible assets, including any proceeds of intellectual property (but not the underlying intellectual property itself), and the Company has agreed not to encumber any of its intellectual property without Silicon Valley Bank’s prior written consent. As of December 31, 2013, the Company was in compliance with the covenants. | |||||||||||||||
On August 30, 2013, the Company borrowed $5,757 under this line of credit, which it used to repay all of the amounts outstanding under its master credit facility and two senior promissory notes with its previous lender. In September 2013, the Company borrowed and repaid an additional $5,000 under this line of credit. As of December 31, 2013, the amount outstanding under this line of credit was $5,757 and the amount available to borrow was $9,243. | |||||||||||||||
In August 2011, the Company borrowed $2,020 under a senior secured promissory note to purchase computers and related equipment and software (“Hardware and Software Note”). The note bears interest at a fixed annual rate of 4.5% and is collateralized by certain specifically identified computers and related equipment and software. Principal and interest are paid in equal monthly installments through August 2014. | |||||||||||||||
In December 2010, the Company borrowed $816 under a senior secured promissory note to finance purchases of computer equipment (“Hardware Note”). The note bears interest at a fixed annual rate of 5.0% with principal and interest paid in equal monthly installments through December 2013. The Hardware Note is collateralized by certain specifically identified computers and related equipment. | |||||||||||||||
As of December 31, 2013 the combined aggregate amount of maturities for the revolving line of credit outstanding is $5,757 for the year ended December 31, 2016. No other amounts are due in any other year. | |||||||||||||||
The following table summarizes the outstanding principal balance and estimated net book value of the computers and related equipment and software collateralizing the Company’s outstanding notes payable: | |||||||||||||||
Outstanding | |||||||||||||||
Principal Balance | |||||||||||||||
as of December 31, | |||||||||||||||
Interest | 2013 | 2012 | 2011 | ||||||||||||
Rate | |||||||||||||||
Hardware Note | 5.00% | $ | — | $ | 286 | $ | 558 | ||||||||
Hardware and Software Note | 4.50% | — | 1,156 | 1,809 | |||||||||||
Credit Facility Notes | 3.60% | — | 4,535 | — | |||||||||||
Revolving line of credit | 3.25% | 5,757 | — | — | |||||||||||
Other Notes | 5.0% - 10.0% | — | 4 | 154 | |||||||||||
Total | $ | 5,757 | $ | 5,981 | $ | 2,521 | |||||||||
The interest rates for the notes in the table above approximate currently available rates for financing obligations with similar terms and credit risks. | |||||||||||||||
Commitment_and_Contingencies
Commitment and Contingencies | 12 Months Ended | ||||||||||||
Dec. 31, 2013 | |||||||||||||
Commitment and Contingencies | ' | ||||||||||||
10. Commitment and Contingencies | |||||||||||||
Operating Lease Commitments and Financing and Capital Lease Obligations | |||||||||||||
The Company has entered into various capital lease arrangements to obtain property and equipment for operations. These agreements range from 9 months to 5 years with interest rates ranging up to 14.9%. The leases are secured by the underlying leased property and equipment. | |||||||||||||
In November 2013, the Company entered into a lease with a term of 3 years to finance data processing equipment and software. The total payments under the lease are $3,988. The present value of the lease payments exceeds the fair value of assets leased at inception. The Company accounts for this arrangement as a capital lease. As of December 31, 2013, capital lease obligations include amounts under this lease of $3,988. | |||||||||||||
Related to the November 2013 capital lease, the Company entered into a 3 year financing obligation for support services of data and processing equipment. The total payments under the arrangement are $3,872. The Company accounts for this arrangement as a financing obligation. As of December 31, 2013, financing obligations include $3,872 under this agreement. | |||||||||||||
In March 2013, the Company entered into a lease with a term of 3 years to finance data processing equipment and software. The total payments under the lease are $1,117. The lease provides for a bargain purchase option at the end of its term. The Company accounts for this arrangement as a capital lease. As of December 31, 2013, capital lease obligations include amounts under this lease of $785. | |||||||||||||
During 2013 and 2012, the Company entered into additional various leases with terms ranging from one year or less to five years to finance data processing equipment and software. Total aggregate payments under the leases are $363. The leases contain terms that either provide for the title to pass to the Company at the end of its term or the lease term exceeds 75% of economic life of the asset. The Company accounts for these arrangements as capital leases. As of December 31, 2013 and 2012, capital lease obligations include amounts under these leases of $216 and $133, respectively. | |||||||||||||
In 2011, the Company entered into a lease with a term of 3 years to finance data processing equipment. The lease provides for a bargain purchase option at the end of the term. The total payments under the lease are $3,005. The Company accounts for this arrangement as a capital lease. As of December 31, 2013, 2012, and 2011, capital lease obligations include amounts under this lease of $413, $1,375, and $2,297, respectively. | |||||||||||||
The Company also leases office facilities under various non-cancelable operating lease agreements with original lease periods expiring between 2014 and 2024. Some of the leases provide for renewal terms at the Company’s option. Certain future minimum lease payments due under these operating lease agreements contain free rent periods or escalating rent payment provisions. These leases generally do not contain purchase options. Rent expense on these operating leases is recognized over the term of the lease on a straight-line basis. | |||||||||||||
In August 2013, the Company entered into an amendment to a 2012 office lease agreement for its facility in Tulsa, Oklahoma. Under the terms of the lease agreement the Company has committed to extend its lease term to April 2015. | |||||||||||||
Rent expense totaled $2,517, $1,946, $1,388, and $1,301 for the years ended December 31, 2013, 2012, 2011, and 2010, respectively. | |||||||||||||
Future minimum lease payments are as follows: | |||||||||||||
Operating | Capital | Financing | |||||||||||
Leases | Leases | Obligations | |||||||||||
Year Ending December 31, | |||||||||||||
2014 | $ | 3,108 | $ | 2,728 | $ | 3,578 | |||||||
2015 | 2,840 | 1,782 | 3,298 | ||||||||||
2016 | 2,846 | 1,156 | 3,020 | ||||||||||
2017 | 2,843 | 23 | 2,070 | ||||||||||
2018 | 2,839 | — | 2,132 | ||||||||||
Thereafter | 16,728 | — | 6,888 | ||||||||||
Total minimum lease and financing obligation payments | $ | 31,204 | 5,689 | $ | 20,986 | ||||||||
Less: imputed interest | (235 | ) | |||||||||||
Less: current portion | (2,587 | ) | |||||||||||
Capital lease obligations, net of current portion | $ | 2,867 | |||||||||||
Financing obligations were $13,097 as of December 31, 2013 and consist of obligations for build-to-suit lease arrangements and the support components of a software financing arrangement. The aggregate amount of payments financing obligations was $20,986 at December 31, 2013 which excludes aggregate payments of $81,488 related to assets under construction under a build-to-suit lease entered into in December 2013. | |||||||||||||
Contractual Commitments | |||||||||||||
In December 2013, the Company entered into a 15 year lease for additional office space at its Charleston, South Carolina campus. Under the build-to-suit arrangement, the leased premises will be constructed by and leased from an entity with which two of the Company’s significant stockholders and executives are affiliated. The target commencement date of the lease payments is expected to be January 1, 2015. The approximate total minimum payments under the arrangement are $81,488 based on an estimated rentable area of approximately 145,000 square feet. In connection with the lease, the Company entered into an option to lease space in two additional adjacent buildings. The option term is 36 months and requires the Company to incur costs annually prior to the exercise of the option in the amount of up to $466 per year. If the Company terminates the option or does not exercise the option prior to expiration it will incur termination fees pro-rated through the dates of termination or expiration. The maximum liability for termination fees is $757. The commitment for the lease and pro-rated termination fees is not accrued in the consolidated balance sheet of the Company. Had the Company terminated the options on December 31, 2013, the liability for the termination fee would have been $75. The pro-rated commitment for the option is accrued in other non-current liabilities in the balance sheet. The minimum lease payments related to this lease have been excluded from the future minimum lease payment schedule above. | |||||||||||||
The Company also has $3,659 of non-cancellable contractual commitments as of December 31, 2013 related to the purchase of software and colocation services. These commitments are not accrued in the consolidated balance sheet of the Company. | |||||||||||||
Legal Contingencies | |||||||||||||
The Company may become a party to a variety of legal proceedings that arise in the normal course of business. While the results of such normal course legal proceedings cannot be predicted with certainty, management believes, based on current knowledge, that the final outcome of any matters will not have a material adverse effect on the Company’s business, financial position, results of operations or cash flows. | |||||||||||||
StockBased_Compensation
Stock-Based Compensation | 12 Months Ended | ||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||
Stock-Based Compensation | ' | ||||||||||||||||
11. Stock-Based Compensation | |||||||||||||||||
Employee Stock-based Compensation Plan | |||||||||||||||||
The Company maintains the Amended and Restated Benefitfocus.com, Inc. 2000 Stock Option Plan (the “2000 Plan”) and the Benefitfocus.com, Inc. 2012 Stock Plan, as amended (the “2012 Plan”), pursuant to which the Company has reserved 6,234,809 shares of its common stock for issuance to its employees, directors and non-employee third parties. The 2012 Plan, effective on January 31, 2012, serves as the successor to the 2000 Plan and permits the granting of incentive stock options, non-statutory stock options, stock bonuses, stock purchase rights, stock appreciation rights, and restricted stock units and awards. No new awards will be issued under the 2000 Plan as of the effective date of the 2012 Plan. Outstanding awards under the 2000 Plan continue to be subject to the terms and conditions of the 2000 Plan. Shares available for grant under the 2000 Plan, which were reserved but not issued or subject to outstanding awards under the 2000 Plan as of the effective date, were added to the reserves of the 2012 Plan. As of December 31, 2013, the Company had 2,578,314 shares allocated to the 2012 Plan, but not yet issued. | |||||||||||||||||
The terms of the stock-based award grants, including the exercise price per share and vesting periods, are determined by the Chairman of the Board who is delegated the authority by the Company’s board of directors. Stock options are granted at exercise prices not less than the estimated fair market value of the Company’s common stock at the date of grant. The grant date value of restricted stock units is equal to the closing price of the Company’s stock on the trading day preceding the date of grant. Generally, the Company issues previously unissued shares for the exercise of stock options or exchange of restricted stock units; however, previously acquired shares may be reissued to satisfy future issuances. The options and restricted stock unit awards typically vest quarterly over a four-year period. The options expire 10 years from the grant date. Compensation expense for the fair value of the stock-based awards at their grant date is recognized ratably over the vesting schedule. | |||||||||||||||||
The Company has issued two types of awards under these plans: options and restricted stock units. The following table sets forth the number of awards outstanding for each award type is as follows: | |||||||||||||||||
Outstanding at December 31, | |||||||||||||||||
Award type | 2013 | 2012 | 2011 | 2010 | |||||||||||||
Stock options | 3,058,795 | 3,121,064 | 2,712,808 | 2,906,741 | |||||||||||||
Restricted stock units | 97,700 | — | — | — | |||||||||||||
Stock-based compensation expense related to stock-based awards is included in the following line items in the accompanying consolidated statements of operations and comprehensive loss for the years ended December 31: | |||||||||||||||||
2013 | 2012 | 2011 | 2010 | ||||||||||||||
Cost of revenue | $ | 274 | $ | 195 | $ | 252 | $ | 352 | |||||||||
Sales and marketing | 171 | 68 | 102 | 77 | |||||||||||||
Research and development | 255 | 130 | 121 | 87 | |||||||||||||
General and administrative | 502 | 319 | 246 | 519 | |||||||||||||
$ | 1,202 | $ | 712 | $ | 721 | $ | 1,035 | ||||||||||
The total compensation cost related to nonvested awards not yet recognized as of December 31, 2013 was $7,429 and will be recognized over a weighted-average period of approximately 2.9 years. | |||||||||||||||||
Restricted Stock Units | |||||||||||||||||
During December 2013, the Company granted restricted stock units under the 2012 Plan. Restricted stock units granted to employees vest in equal annual installments generally over 4 years from the grant date. The fair value of the stock at the time of grant is amortized based on a straight-line basis over the period of vesting. Income tax benefits resulting from vesting of restricted stock are recognized in the period the unit is exchanged to the extent the expense has been recognized. | |||||||||||||||||
A summary of unvested restricted stock units as of December 31, 2013 is as follows: | |||||||||||||||||
Restricted | Weighted | ||||||||||||||||
stock units | average | ||||||||||||||||
grant-date | |||||||||||||||||
fair value | |||||||||||||||||
Unvested at January 1, 2013 | — | $ | — | ||||||||||||||
Granted | 97,700 | 48.31 | |||||||||||||||
Unvested at December 31, 2013 | 97,700 | $ | 48.31 | ||||||||||||||
As of December 31, 2013, the number and intrinsic value of restricted stock units expected to vest was 84,288 and $4,867, respectively. | |||||||||||||||||
Stock options | |||||||||||||||||
The following is a summary of the option activity for the year ended December 31, 2013: | |||||||||||||||||
Number of | Weighted- | Weighted- | Aggregate | ||||||||||||||
Options | Average | Average | Intrinsic Value | ||||||||||||||
Exercise | Remaining | ||||||||||||||||
Price | Contractual | ||||||||||||||||
Term | |||||||||||||||||
(in years) | |||||||||||||||||
Outstanding balance at December 31, 2012 | 3,121,064 | $ | 6.15 | ||||||||||||||
Granted | 172,000 | 13.53 | |||||||||||||||
Exercised | (201,444 | ) | 3.45 | ||||||||||||||
Forfeited | (30,772 | ) | 5.98 | ||||||||||||||
Expired | (2,053 | ) | 1.9 | ||||||||||||||
Outstanding balance at December 31, 2013 | 3,058,795 | $ | 6.75 | 5.01 | $ | 155,969 | |||||||||||
Exercisable at December 31, 2013 | 2,456,471 | $ | 5.89 | 4.14 | $ | 127,366 | |||||||||||
Vested and expected to vest at December 31, 2013 | 3,006,516 | $ | 6.7 | 4.95 | $ | 153,446 | |||||||||||
The aggregate intrinsic value of employee options exercised during the years ended December 31, 2013, 2012, 2011, and 2010 was $6,448, $293, $214, and $264, respectively. | |||||||||||||||||
The Company values stock options using the Black-Scholes option-pricing model, which requires the input of subjective assumptions, including the risk-free interest rate, expected life, expected stock price volatility and dividend yield. The risk-free interest rate assumption is based upon observed interest rates for constant maturity U.S. Treasury securities consistent with the expected term of the Company’s employee stock options. The expected life represents the period of time the stock options are expected to be outstanding and is based on the simplified method. Under the simplified method, the expected life of an option is presumed to be the mid-point between the vesting date and the end of the contractual term. The Company used the simplified method due to the lack of sufficient historical exercise data to provide a reasonable basis upon which to otherwise estimate the expected life of the stock options. The Company has a limited history of trading as a public company, therefore expected volatility is based on historical volatilities for publicly traded stock of comparable companies over the estimated expected life of the stock options. The Company assumed no dividend yield because it does not expect to pay dividends in the near future, which is consistent with the Company’s history of not paying dividends. | |||||||||||||||||
The following table summarizes the assumptions used for estimating the fair value of stock options granted for the years ended December 31 (no options were granted in 2011): | |||||||||||||||||
2013 | 2012 | 2011 | 2010 | ||||||||||||||
Risk-free interest rate | 1.0% - 1.7% | 0.8% - 1.2% | — | 1.9% - 3.2% | |||||||||||||
Expected term (years) | 6.08 | 6.08 | — | 6.08 - 6.58 | |||||||||||||
Expected volatility | 52% | 53% - 55% | — | 57% - 59% | |||||||||||||
Expected dividend yield | 0% | 0% | — | 0% | |||||||||||||
Weighted-average grant date fair value per share | $7.71 | $4.24 | — | $2.43 | |||||||||||||
Stockholders_Deficit
Stockholders' Deficit | 12 Months Ended | ||||
Dec. 31, 2013 | |||||
Stockholders' Deficit | ' | ||||
12. Stockholders’ Deficit | |||||
Preferred stock | |||||
Upon the closing of the IPO, all shares of the Company’s then-outstanding redeemable convertible preferred stock automatically converted into 16,496,860 shares of its $0.001 par value common stock. Subsequent to this conversion, the Company restated its certificate of incorporation and reduced number of authorized shares of preferred stock from 21,496,860 to 5,000,000. The Company’s preferred stock is undesignated. | |||||
Common Stock | |||||
The holders of common stock are entitled to one vote for each share. The voting, dividend and liquidation rights of the holders of common stock are subject to and qualified by the rights, powers and preferences of the holders of preferred stock. | |||||
At December 31, 2013, the Company had reserved a total of 6,234,809 of its authorized 50,000,000 shares of common stock for future issuance as follows: | |||||
Outstanding stock options | 3,058,795 | ||||
Restricted stock units | 97,700 | ||||
Outstanding common stock warrant | 500,000 | ||||
Possible future issuance under stock option plans | 2,578,314 | ||||
Total common shares reserved for future issuance | 6,234,809 | ||||
During 2009, in connection with a new five-year contract executed with a major customer, the Company issued a warrant to the customer for the right to purchase 500,000 shares of common stock at $5.48 per share. The warrant was issued from the incentive stock option pool of shares approved by the Company’s board of directors. Under the terms of the warrant, the warrant expires in 10 years. The customer was originally entitled to exercise the warrant in its entirety in 9.5 years. Earlier exercise rights for all or part of the warrants are triggered under certain conditions, the most relevant of which are, on or after the third anniversary date of the issuance date if an IPO has occurred and immediately prior to the closing of a defined Corporate Transaction. In the event the customer cancels the contract prior to the end of the five-year term, one half of the warrants would have been forfeited. In March 2013, the Company made this warrant fully exercisable. | |||||
The Company used an option pricing model to determine the fair value of the common stock warrant. Significant inputs included an estimate of the fair value of the Company’s common stock, the remaining contractual life of the warrant, an estimate of the probability and timing of a liquidity event, a risk-free rate of interest and an estimate of the Company’s stock volatility using the volatilities of guideline peer companies. The value of the exercisable portion of the warrant is not dependent on the customer’s fulfillment of the contract and was measured on the issuance date, with the total fair value at issuance being recognized as a reduction to revenue over the contract period on the straight line basis. The remaining half of the warrant that was dependent on contract fulfillment by the customer was remeasured each quarter, with the resulting increment or decrement in value recognized as a revenue reduction on the straight line basis beginning in the quarter of the revaluation through the end of the contract. The related reduction of revenue during the years ended December 31, 2013, 2012, 2011, and 2010 was $892, $488, $141, and $306, respectively. | |||||
. |
Employee_Benefit_Plan
Employee Benefit Plan | 12 Months Ended |
Dec. 31, 2013 | |
Employee Benefit Plan | ' |
13. Employee Benefit Plan | |
The Company maintains a qualified defined contribution plan under Section 401(k) of the U.S. Internal Revenue Code (the “401(k) Plan”) covering substantially all employees. Employees are eligible to participate in the 401(k) Plan after one day of service and upon attainment of age 21, and may elect to defer an amount or percentage of their annual compensation up to amounts prescribed by law. The Company makes discretionary matching contributions to employee plan accounts. During each of the years ended December 31, 2013, 2012, 2011, and 2010, the Company matched 50% of the employees’ contribution, with the match limited to 3% of qualifying compensation. Employee vesting in matching company contributions occurs at a rate of 20% per year after achieving two years of service. Starting in 2014, employees vesting in company contributions will begin after one year of service. During the years ended December 31, 2013, 2012, 2011, and 2010, employer matching contributions were $1,339, $1,013, $857, and $745, respectively. | |
Income_Taxes
Income Taxes | 12 Months Ended | ||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||
Income Taxes | ' | ||||||||||||||||
14. Income Taxes | |||||||||||||||||
The Company files income tax returns in the U.S. for federal and various state jurisdictions. The Company is subject to U.S. federal income tax examination for calendar tax years 2010 through 2012 as well as state income tax examinations for various years depending on statutes of limitations of those jurisdictions. | |||||||||||||||||
The following summarizes the components of income tax (benefit) expense for the years ended December 31: | |||||||||||||||||
Current: | 2013 | 2012 | 2011 | 2010 | |||||||||||||
Federal | $ | — | $ | — | $ | — | $ | (63 | ) | ||||||||
State and local | (31 | ) | 84 | 35 | 73 | ||||||||||||
Total current (benefit) expense | (31 | ) | $ | 84 | $ | 35 | $ | 10 | |||||||||
Deferred: | |||||||||||||||||
Federal | $ | — | $ | — | $ | — | $ | — | |||||||||
State and local | — | — | — | — | |||||||||||||
Total deferred taxes | $ | — | $ | — | $ | — | $ | — | |||||||||
Reconciliation between the effect of applying the federal statutory rate and the effective income tax rate used to calculate the Company’s income tax provision is as follows for the years ended December 31: | |||||||||||||||||
2013 | 2012 | 2011 | 2010 | ||||||||||||||
(Restated) | (Restated) | (Restated) | |||||||||||||||
Federal statutory rate | 34 | % | 34 | % | 34 | % | 34 | % | |||||||||
Effect of: | |||||||||||||||||
State income taxes, net of federal benefit | 3.2 | % | 3.5 | % | 2.8 | % | 1 | % | |||||||||
Change in tax rates | 0.4 | % | 2.6 | % | 0.8 | % | (10.9 | %) | |||||||||
State tax credits | 0.9 | % | 0 | % | 2.2 | % | 31.2 | % | |||||||||
Change in valuation allowance | (33.5 | %) | (38.7 | %) | (33.3 | %) | (37.5 | %) | |||||||||
Uncertain tax positions | (0.9 | %) | 0 | % | 0 | % | 0 | % | |||||||||
Contingent consideration amortization | 0 | % | (0.4 | %) | (5.7 | %) | 0 | % | |||||||||
Stock-based compensation | (0.9 | %) | (1.2 | %) | (1.1 | %) | (14.4 | %) | |||||||||
Other permanent items | (0.4 | %) | (0.4 | %) | (0.4 | %) | (3.9 | %) | |||||||||
Deferred true-up | (2.7 | %) | 0 | % | 0.5 | % | 0 | % | |||||||||
Income tax provision effective rate | 0.1 | % | (0.6 | %) | (0.2 | %) | (0.5 | %) | |||||||||
The significant components of the Company’s deferred tax asset and liability were as follows as of December 31: | |||||||||||||||||
2013 | 2012 | 2011 | |||||||||||||||
(Restated) | (Restated) | ||||||||||||||||
Deferred tax assets relating to: | |||||||||||||||||
Net operating loss carryforwards | $ | 15,553 | $ | 9,744 | 10,742 | ||||||||||||
Deferred revenue | 16,779 | 13,185 | 7,545 | ||||||||||||||
Commissions accrual | 463 | 260 | 110 | ||||||||||||||
Deferred rent | 1,027 | 876 | 702 | ||||||||||||||
State tax credits | 2,961 | 2,968 | 2,968 | ||||||||||||||
Stock-based compensation | 1,615 | 1,172 | 901 | ||||||||||||||
Compensation and accruals | 1,361 | 962 | 675 | ||||||||||||||
Total gross deferred tax assets | 39,759 | 29,167 | 23,643 | ||||||||||||||
Deferred tax liabilities: | |||||||||||||||||
Prepaid expenses | $ | (727 | ) | $ | (374 | ) | (410 | ) | |||||||||
Property and equipment and intangible assets | (4,610 | ) | (4,562 | ) | (4,723 | ) | |||||||||||
Total gross deferred tax liabilities | (5,337 | ) | (4,936 | ) | (5,133 | ) | |||||||||||
Deferred tax assets less liabilities | 34,422 | 24,231 | 18,510 | ||||||||||||||
Less: valuation allowance | (34,422 | ) | (24,231 | ) | (18,510 | ) | |||||||||||
Net deferred tax asset (liability) | $ | — | $ | — | $ | — | |||||||||||
As of December 31, 2013, 2012 and 2011, the Company’s gross deferred tax was reduced by a valuation allowance of $34,422, $24,231 and $18,510, respectively. | |||||||||||||||||
The valuation allowance increased by $10,191, $5,721 and $5,003 during the years ended December 31, 2013, 2012 and 2011, respectively. The valuation allowance increase resulted primarily from changes in the deferred tax assets related to the net operating loss carryforwards and deferred revenue. | |||||||||||||||||
In assessing the realizability of deferred tax assets, management considers whether it is more likely than not that some portion or all of the deferred tax assets will not be realized. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income during the periods in which those temporary differences become deductible. Management considers the scheduled reversal of deferred tax liabilities, projected future taxable income, and tax planning strategies in making this assessment. Based upon the level of historical taxable income and projections for future taxable income over the periods in which the deferred tax assets are deductible, management believes it is more likely than not that the Company will not realize the benefits of these deductible differences in the future. In recognition of this risk, the Company has provided a full valuation allowance on the deferred tax assets relating to net operating loss carryforwards. The Company’s $15,553 of federal and state net operating losses include excess tax benefits related to deductions from the exercise of nonqualified stock options. The tax benefit of these deductions has not been recognized in deferred tax assets. If utilized, $408 of benefits from these deductions will be recorded as adjustments to taxes payable and additional paid-in-capital. | |||||||||||||||||
Net operating loss carryforwards for federal income tax purposes were approximately $41,374, $25,595 and $28,884 at December 31, 2013, 2012 and 2011, respectively. State net operating loss carryforwards were $33,665, $23,589 and $26,877 at December 31, 2013, 2012 and 2011, respectively. The federal net operating loss carryforwards will expire at various dates beginning in 2022 through 2033, if not utilized. Net operating loss carryforwards and credit carryforwards reflected above may be limited due to historical and future ownership changes. | |||||||||||||||||
South Carolina jobs tax credit and headquarters tax credit carryovers of $4,924, $4,497 and $4,497 were available at December 31, 2013, 2012 and 2011, respectively. Headquarters credits are expected to be used to offset future state income tax license fees. The credits expire in various amounts during 2020 through 2028. | |||||||||||||||||
The Company follows FASB ASC 740-10 for accounting for unrecognized tax benefits. As of December 31, 2013, the Company had gross unrecognized tax benefits of $437. | |||||||||||||||||
A reconciliation of the beginning and ending amounts of unrecognized tax benefits is as follows for the year ended December 31, 2013 (no unrecognized tax benefits in 2010 through 2012): | |||||||||||||||||
Balance at December 31, 2012 | — | ||||||||||||||||
Additions based on tax positions related to the current year | — | ||||||||||||||||
Additions for tax positions of prior years | 437 | ||||||||||||||||
Reductions for tax positions of prior years | — | ||||||||||||||||
Reductions for tax positions due to lapse of statute | — | ||||||||||||||||
Settlements | — | ||||||||||||||||
Balance at December 31, 2013 | $ | 437 | |||||||||||||||
At December 31, 2013, none of the $437 liability for unrecognized tax benefits could impact the Company’s effective tax rate, if recognized. The Company does not expect the unrecognized tax benefits to change within the next twelve months. | |||||||||||||||||
The Company is subject to U.S. income taxes, as well as various taxes state and local jurisdictions. With few exceptions, the Company is no longer subject to U.S. federal, state, and local income tax examinations by tax authorities for years before the tax year ended December 31, 2010, although carryforward attributes that were generated prior to 2010 may still be adjusted upon examination by the taxing authorities if they either have been used or will be used in a future period. | |||||||||||||||||
The Company’s ability to utilize the net operating loss and tax credit carryforwards in the future may be subject to substantial restrictions in the event of past or future ownership changes as defined in Section 382 of the Internal Revenue Code of 1986, as amended and similar state tax law. | |||||||||||||||||
Segments_and_Geographic_Inform
Segments and Geographic Information | 12 Months Ended | ||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||
Segments and Geographic Information | ' | ||||||||||||||||
15. Segments and Geographic Information | |||||||||||||||||
Operating segments are defined as components of an enterprise for which discrete financial information is available that is evaluated regularly by the chief operating decision maker (“CODM”) for purposes of allocating resources and evaluating financial performance. The Company’s CODM, the Chief Executive Officer, reviews financial information presented on a consolidated basis, accompanied by information about operating segments, for purposes of allocating resources and evaluating financial performance. | |||||||||||||||||
The Company’s reportable segments are based on the type of customer. The Company determined its operating segments to be: Employer, which derives substantially all of its revenue from customers that use the Company’s services for the provision of benefits to their employees, and administrators acting on behalf of employers; and Carrier, which derives substantially all of its revenue from insurance companies that provide coverage at their own risk. | |||||||||||||||||
The Company evaluates the performance of its operating segments based on operating income. The Company does not allocate interest income, interest expense or income tax expense by segment. Accordingly, the Company does not report such information. Additionally, Employer and Carrier segments share the majority of the Company’s assets. Therefore, no segment asset information is reported. | |||||||||||||||||
Year Ended December 31, | |||||||||||||||||
2013 | 2012 | 2011 | 2010 | ||||||||||||||
(Restated) | (Restated) | (Restated) | |||||||||||||||
Revenue from external customers by segment: | |||||||||||||||||
Employer | $ | 40,656 | $ | 23,760 | $ | 15,938 | $ | 9,356 | |||||||||
Carrier | 64,096 | 57,979 | 52,845 | 57,766 | |||||||||||||
Total net revenue from external customers | $ | 104,752 | $ | 81,739 | $ | 68,783 | $ | 67,122 | |||||||||
Depreciation and amortization by segment: | |||||||||||||||||
Employer | $ | 3,035 | $ | 2,337 | $ | 2,044 | $ | 758 | |||||||||
Carrier | 5,137 | 6,223 | 5,262 | 5,851 | |||||||||||||
Total depreciation and amortization | $ | 8,172 | $ | 8,560 | $ | 7,306 | $ | 6,609 | |||||||||
Income (loss) from operations by segment: | |||||||||||||||||
Employer | $ | (26,312 | ) | $ | (19,015 | ) | $ | (19,533 | ) | $ | (6,628 | ) | |||||
Carrier | (1,882 | ) | 6,213 | 6,516 | 6,018 | ||||||||||||
Total loss from operations | $ | (28,194 | ) | $ | (12,802 | ) | $ | (13,017 | ) | $ | (610 | ) | |||||
Substantially all assets were held and all revenue was generated in the United States during the years ended December 31, 2013, 2012, 2011, and 2010. | |||||||||||||||||
The Company identifies two reporting units in 2013: Employer and Carrier. Prior to 2013, Benefit Informatics was a reporting unit included in the Employer reporting segment. Starting in 2013, the Benefit Informatics reporting unit became a component of the Employer reporting unit as it no longer had discreet financial information | |||||||||||||||||
Related_Parties
Related Parties | 12 Months Ended |
Dec. 31, 2013 | |
Related Parties | ' |
16. Related Parties | |
Related Party Leasing Arrangements | |
The Company leases its headquarters building under the terms of a non-cancelable financing obligation from a build-to-suit lease and its additional office space in Charleston, South Carolina under the terms of a non-cancelable operating lease from an entity with which two of the Company’s directors, significant stockholders, and executives are affiliated. Both the financing obligation and the lease have 15-year terms which started in 2006 and 2009, respectively. The Company has an option to renew the financing obligation and lease for five additional years. The arrangements provide for 3.0% fixed annual rent increases. Payments related to these agreements were $3,495, $3,276, $2,813, and $2,695 for the years ended December 31, 2013, 2012, 2011, and 2010, respectively. Amounts due to the related parties $268, $234 and $212 as of December 31, 2013, 2012 and 2011, respectively. Amounts due to the related parties were recorded as “Accounts Payable” as of December 31, 2013, 2012 and 2011. | |
In February 2013, the Company entered into an amendment to a 2009 operating lease agreement. Under terms of the agreement, the Company has committed to rent additional space under the agreement. Payments for the additional space will commence in January 2014. | |
Furthermore, as disclosed in Note 9 “Commitments and Contingencies”, the Company entered into a 15-year build-to-suit lease in December 2013 for additional office space to expand its headquarters campus. The leased premises are being constructed and leased from an entity with which two of the Company’s significant stockholders and executives are affiliated. Because the Company is involved extensively in the construction of the premises and is deemed the “owner” for accounting purposes during the construction period, it is required to capitalize the project costs during the construction on its Consolidated Balance Sheet. The lease is targeted to commence January 2015. | |
The Company has options to lease two additional office facilities from the leasing entity with which two of the Company’s directors, significant stockholders and executives are affiliated. The leasing entity meets the criteria to be a variable interest entity. The Company is not the primary beneficiary of the leasing entity, as the activities that are most significant to the leasing entity’s economic performance, consisting of financing, development, management, and sale of office facilities, are directed by another party. As such, the Company is not required to consolidate the entity as the primary beneficiary. The lease terms would not include a residual value guarantee, fixed-price purchase option, or similar feature that would obligate the Company to absorb decreases in value or would entitle the Company to participate in increases in the value of the office facilities. The Company has not and does not intend to provide financial or other support to the leasing entity. The Company’s maximum exposure, assuming the exercise of the options, would consist of carrying fees paid for the options, rent to be paid over the 15-year term of the leases, construction cost overruns, and operating expenses in excess of a certain threshold. The Company’s maximum exposure currently cannot be quantified. | |
Related Party Receivable | |
In connection with the preparation of the office space for occupancy under the February 2013 amendment discussed above, the Company has generated a receivable from the related party in the amount of $331 as of December 31, 2013. This amount is included in prepaid expenses and other current assets in the Company’s Consolidated Balance Sheets. | |
Related Party Travel Expenses | |
The Company utilizes the services of a private air transportation company that is owned and controlled by one of the Company’s significant stockholders and executives. Expenses related to this company were $326, $120, $105, $154 for the years ended December 31, 2013, 2012, 2011, and 2010, respectively, and consist of air travel related to the operations of the business. Amounts due to the related party were $25 as of December 31, 2013 and de minimis as of December 31, 2012. | |
Selected_Quarterly_Financial_D
Selected Quarterly Financial Data (unaudited) | 12 Months Ended | ||||||||||||||||||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||||||||||||||||||
Selected Quarterly Financial Data (unaudited) | ' | ||||||||||||||||||||||||||||||||
17. Selected Quarterly Financial Data (unaudited) | |||||||||||||||||||||||||||||||||
The following tables set forth selected unaudited quarterly statements of operations data for each of the eight quarters in the years ended December 31, 2013 and 2012. | |||||||||||||||||||||||||||||||||
Quarter ended | |||||||||||||||||||||||||||||||||
December 31, | September 30, | June 30, | March 31, | December 31, | September 30, | June 30, | March 31, | ||||||||||||||||||||||||||
2013 | 2013 | 2013 | 2013 | 2012 | 2012 | 2012 | 2012 | ||||||||||||||||||||||||||
(Restated) | (Restated) | (Restated) | (Restated) | (Restated) | (Restated) | (Restated) | |||||||||||||||||||||||||||
Consolidated Statements of Operations Data: | |||||||||||||||||||||||||||||||||
Revenue | $ | 30,256 | $ | 26,316 | $ | 24,332 | $ | 23,848 | $ | 22,208 | $ | 20,833 | $ | 19,629 | $ | 19,069 | |||||||||||||||||
Gross profit | 10,783 | 10,146 | 10,010 | 11,402 | 10,328 | 10,152 | 8,282 | 8,577 | |||||||||||||||||||||||||
Total operating expenses | 18,476 | 16,504 | 19,091 | 16,464 | 11,818 | 12,053 | 13,456 | 12,814 | |||||||||||||||||||||||||
Operating loss | (7,693 | ) | (6,358 | ) | (9,081 | ) | (5,062 | ) | (1,490 | ) | (1,901 | ) | (5,174 | ) | (4,237 | ) | |||||||||||||||||
Net loss | $ | (8,284 | ) | $ | (6,836 | ) | $ | (9,628 | ) | $ | (5,613 | ) | $ | (2,031 | ) | $ | (2,407 | ) | $ | (5,690 | ) | $ | (4,745 | ) | |||||||||
Net loss per common share | (0.34 | ) | (1.08 | ) | (2.00 | ) | (1.17 | ) | (0.42 | ) | (0.50 | ) | (1.18 | ) | (0.99 | ) | |||||||||||||||||
Weighted-average common shares outstanding—basic and diluted | 24,474,566 | 6,320,731 | 4,809,518 | 4,798,043 | 4,842,205 | 4,836,179 | 4,826,171 | 4,810,059 | |||||||||||||||||||||||||
The sum of quarterly net loss per share for 2013 does not equal the net loss per share for the entire year due to impact on weighted-average shares of the conversion of redeemable convertible preferred stock and issuance of IPO shares in the third quarter. | |||||||||||||||||||||||||||||||||
As discussed in Note 3 to these Notes to Consolidated Financial Statements, the Company has adjusted the consolidated financial statements for the years ended December 31, 2012, 2011 and 2010 including the interim periods for the four quarters in the period ended December 31, 2012 and the three quarters in the period ended September 30, 2013 to correct an error in the accounting for its headquarters lease executed in May 2005. The following information has been derived from our restated quarterly unaudited consolidated financial statements. The quarterly unaudited consolidated financial statements have been prepared on the same basis as the audited consolidated financial statements included in this report and include all adjustments, consisting only of normal recurring adjustments, that we consider necessary for a fair presentation of such information when read in conjunction with our annual audited consolidated financial statements (as restated) and notes appearing in this report. The operating results for any quarter do not necessarily indicate the results for any subsequent period or for the entire fiscal year. | |||||||||||||||||||||||||||||||||
The following represents the approximate quarterly impact of the restatement for each affected financial statement line in the consolidated balance sheets: an increase in property and equipment, net and total assets by approximately $6,300; an increase in financing and capital lease obligations, current portion, and total current liabilities, of approximately $60; an increase in financing and capital lease obligations, net of current portion of approximately $9,000; a decrease in other non-current liabilities of approximately $1,400; an increase in total liabilities of approximately $7,700; an increase in accumulated deficit of approximately $1,400; an increase in total stockholders’ deficit of approximately $1,400; and an increase in total liabilities, redeemable convertible preferred stock and stockholders’ equity of approximately $6,300. | |||||||||||||||||||||||||||||||||
The following represents the approximate quarterly impact of the restatement for each affected financial statement line in the consolidated statements of operations and comprehensive loss: a decrease in cost of revenue and increase in gross margin of approximately $194; a decrease in sales and marketing and research and development of approximately $100; a decrease in general and administrative of approximately $20; a decrease in operating expense of approximately $215; a decrease in net loss from operations of approximately $410; an increase in interest expense and total other expenses, net, of approximately $443; an increase in loss before income taxes, net loss and comprehensive loss of approximately $33; and an increase in net loss per common share of approximately $0.01 per share. | |||||||||||||||||||||||||||||||||
The following represents the approximate quarterly impact of the restatement for each affected financial statement line in the consolidated statement of cash flows: an increase in the net loss and depreciation and amortization of less than approximately $100; an increase in interest accrual on financing obligation of approximately $443; a decrease in other non-current liabilities of approximately $25; an increase in net cash and cash equivalents provided by operating activities of approximately $451; and an increase in payments on financing and capital lease obligations and net cash and cash equivalents used in financing activities of approximately $451. | |||||||||||||||||||||||||||||||||
Schedule_IIValuation_and_Quali
Schedule II-Valuation and Qualifying Accounts | 12 Months Ended | ||||||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||||||
Schedule II-Valuation and Qualifying Accounts | ' | ||||||||||||||||||||
Schedule II—Valuation and Qualifying Accounts (in thousands) | |||||||||||||||||||||
Balance at | Additions | Additions | Deductions | Balance | |||||||||||||||||
Beginning | Charged To | Charged | at End of | ||||||||||||||||||
of Period | Expense | Against | Period | ||||||||||||||||||
Revenue | |||||||||||||||||||||
Allowance for doubtful accounts and returns: | |||||||||||||||||||||
Year ended December 31, 2013 | $ | 900 | $ | (22 | ) | $ | 2,315 | $ | (2,383 | ) | $ | 810 | |||||||||
Year ended December 31, 2012 | $ | 358 | $ | 98 | $ | 1,330 | $ | (886 | ) | $ | 900 | ||||||||||
Year ended December 31, 2011 | $ | 272 | $ | 136 | $ | 491 | $ | (540 | ) | $ | 358 | ||||||||||
Year ended December 31, 2010 | $ | 213 | $ | 130 | $ | 111 | $ | (182 | ) | $ | 272 | ||||||||||
Balance at | Additions | Deductions | Balance | ||||||||||||||||||
Beginning | Charged To | at End of | |||||||||||||||||||
of Period | Costs and | Period | |||||||||||||||||||
Expenses (1) | |||||||||||||||||||||
Deferred tax asset valuation allowance: | |||||||||||||||||||||
Year ended December 31, 2013 | $ | 24,231 | $ | 10,191 | $ | — | $ | 34,422 | |||||||||||||
Year ended December 31, 2012 | $ | 18,510 | $ | 5,721 | $ | — | $ | 24,231 | |||||||||||||
Year ended December 31, 2011 | $ | 13,506 | $ | 5,004 | $ | — | $ | 18,510 | |||||||||||||
Year ended December 31, 2010 | $ | 11,960 | $ | 1,546 | $ | — | $ | 13,506 | |||||||||||||
-1 | Increase in valuation allowance is related to the generation of net operating losses and other deferred tax assets. |
Summary_of_Significant_Account1
Summary of Significant Accounting Policies (Policies) | 12 Months Ended | ||
Dec. 31, 2013 | |||
Principles of Consolidation | ' | ||
Principles of Consolidation | |||
These consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”). The consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries. All intercompany accounts and transactions have been eliminated in consolidation. We are not the primary beneficiary of, nor do we have a controlling financial interest in, any variable interest entity. Accordingly, we have not consolidated any variable interest entity. | |||
Use of Estimates | ' | ||
Use of Estimates | |||
The preparation of financial statements in conformity with GAAP requires the Company to make estimates and assumptions that affect the reported amounts in the consolidated financial statements and accompanying notes. Such estimates include revenue recognition and the customer relationship period, allowances for doubtful accounts and returns, valuations of deferred income taxes, long-lived assets, warrants, the useful lives of assets, capitalizable software development costs and the related amortization, contingent consideration, stock-based compensation, and the recognition and impairment assessment of acquired intangibles and goodwill. Determination of these transactions and account balances are based on the Company’s estimates and judgments. These estimates are based on the Company’s knowledge of current events and actions it may undertake in the future as well as on various other assumptions that it believes to be reasonable. Actual results could differ materially from these estimates. | |||
Revenue and Deferred Revenue | ' | ||
Revenue and Deferred Revenue | |||
The Company derives the majority of its revenue from software services fees, which consist primarily of monthly subscription fees paid by customers for access to and usage of the Company’s cloud-based benefits software solutions for a specified contract term. The Company also derives revenue from professional services which primarily include fees related to the integration of customers’ systems with the Company’s platform, which typically includes discovery, configuration, deployment, testing, and training. | |||
The Company recognizes revenue when there is persuasive evidence of an arrangement, the service has been provided, the fees to be paid by the customer are fixed and determinable and collectability is reasonably assured. The Company considers delivery of its cloud-based software services has commenced once it has granted the customer access to its platform. | |||
The Company’s arrangements generally contain multiple elements comprised of software services and professional services. The Company evaluates each element in an arrangement to determine whether it represents a separate unit of accounting. An element constitutes a separate unit of accounting when the delivered item has standalone value and delivery of the undelivered element is probable and within the Company’s control. The Company’s professional services are not sold separately from the software services and there is no alternative use for them. As such, the Company has determined that the professional services do not have standalone value. Accordingly, software services and professional services are combined and recognized as a single unit of accounting. | |||
The Company generally recognizes software services fees monthly based on the number of employees covered by the relevant benefits plans at contracted rates for a specified period of time, once the criteria for revenue recognition described above have been satisfied. The Company defers recognition of revenue for professional services fees and begins recognizing such revenue once the services are performed and the related software services have commenced, ratably over the longer of the contract term or the estimated expected life of the customer relationship. Costs incurred by the Company in connection with providing such professional services are charged to expense as incurred and are included in “Cost of revenue.” | |||
In the first quarter of 2011, the Company increased the estimated expected life of its customer relationships. This change in estimate was a result of growing demand for the Company’s software services, reduced uncertainties in the regulatory environment, and increased confidence in customer retention. This change extends the term over which deferred revenue will be recognized and has been applied prospectively. | |||
Cost of Revenue | ' | ||
Cost of Revenue | |||
Cost of revenue primarily consists of employee compensation, professional services, data center co-location costs, networking expenses, depreciation expense for computer equipment directly associated with generating revenue, amortization expense for capitalized software development costs, and infrastructure maintenance costs. In addition, the Company allocates a portion of overhead, such as rent, additional depreciation and amortization expense, and employee benefit costs, to cost of revenue based on headcount. | |||
Cash and Cash Equivalents | ' | ||
Cash and Cash Equivalents | |||
Cash and cash equivalents consist of bank checking accounts and money market accounts. The Company considers all highly liquid investments with original maturities of three months or less at the time of purchase to be cash equivalents. | |||
Marketable Securities | ' | ||
Marketable Securities | |||
Marketable securities consist of short-term investments in corporate securities. The Company classifies its marketable securities as held-to-maturity at the time of purchase. As a result, the marketable securities are recorded at amortized cost and any gains or losses realized upon maturity are reported in other expense, net in the consolidated statements of operations and comprehensive loss. | |||
Concentrations of Credit Risk | ' | ||
Concentrations of Credit Risk | |||
The Company’s financial instruments that are exposed to concentrations of credit risk consist primarily of cash equivalents and accounts receivable. All of the Company’s cash and cash equivalents are held at financial institutions that management believes to be of high credit quality. The bank deposits of the Company might, at times, exceed federally insured limits and are generally uninsured and uncollateralized. The Company has not experienced any losses on cash and cash equivalents to date. To manage accounts receivable risk, the Company evaluates the creditworthiness of its customers and maintains an allowance for doubtful accounts. | |||
Accounts receivable were unsecured and were derived from revenue earned from customers located in the United States. Accounts receivable from one customer, Aetna, represented 11.3% and 18.2% of the total accounts receivable at December 31, 2013 and 2012, respectively. | |||
No customer represented more than 10% of total revenue for the year ended December 31, 2013. Revenue from a customer, Aetna, represented 10.5%, 11.7% and 11.6% of total revenue for the years ended December 31, 2012, 2011 and 2010, respectively. Revenue from two affiliated customers, BlueCross BlueShield of South Carolina and BlueChoice HealthPlan, represented 11.1% and 11.9% of total revenue for the year ended December 31, 2011 and 2010. Revenue from these customers is reported in the Company’s Carrier segment. | |||
Accounts Receivable and Allowance for Doubtful Accounts and Returns | ' | ||
Accounts Receivable and Allowance for Doubtful Accounts and Returns | |||
Accounts receivable is stated at realizable value, net of allowances for doubtful accounts and returns. The Company utilizes the allowance method to provide for doubtful accounts based on management’s evaluation of the collectability of amounts due, and other relevant factors. Bad debt expense is recorded in general and administrative expense on the consolidated statements of operations and comprehensive loss. The Company’s estimate is based on historical collection experience and a review of the current status of accounts receivable. Historically, actual write-offs for uncollectible accounts have not significantly differed from the Company’s estimates. The Company removes recorded receivables and the associated allowances when they are deemed permanently uncollectible. However, higher than expected bad debts may result in future write-offs that are greater than the Company’s estimates. The allowance for doubtful accounts was $10, $130 and $103 as of December 31, 2013, 2012 and 2011, respectively. | |||
The allowances for returns are accounted for as reductions of revenue and are estimated based on the Company’s periodic assessment of historical experience and trends. The Company considers factors such as the time lag since the initiation of revenue recognition, historical reasons for adjustments, new customer volume, complexity of billing arrangements, timing of software availability, and past due customer billings. The allowance for returns was $800, $770 and $254 as of December 31, 2013, 2012 and 2011, respectively. | |||
Property and Equipment | ' | ||
Property and Equipment | |||
Property and equipment, including capitalized software development costs, are stated at cost less accumulated depreciation and amortization. Expenditures for major additions and improvements are capitalized. Depreciation and amortization is recognized over the estimated useful lives of the related assets using the straight-line method. | |||
The estimated useful lives for significant property and equipment categories are generally as follows: | |||
Computers and related equipment | 3-7 years | ||
Furniture and fixtures | 7 years | ||
Other equipment | 5-12 years | ||
Purchased software and licenses | 3-7 years | ||
Software developed | 3 years | ||
Vehicles | 5 years | ||
Buildings | 30 years | ||
Leasehold improvements | Lesser of estimated useful life of asset or | ||
lease term | |||
Useful lives of significant assets are periodically reviewed and adjusted prospectively to reflect the Company’s current estimates of the respective assets’ expected utility. Costs associated with maintenance and repairs are expensed as incurred. | |||
In the event the Company has been deemed the owner for accounting purposes of construction projects in build-to-suit lease arrangements, the estimated construction costs incurred to date are recorded as assets in Property and Equipment, net. Upon occupancy of facilities under build-to-suit leases, the Company assesses whether arrangements qualify for sales recognition under the sale-leaseback accounting guidance. If the Company continues to be the deemed owner for accounting purposes, the cost of the building is depreciated over its estimated useful life. | |||
Capitalized Software Development Costs | ' | ||
Capitalized Software Development Costs | |||
The Company capitalizes certain costs related to its software developed or obtained for internal use. Costs related to preliminary project activities and post-implementation activities are expensed as incurred. Internal and external costs incurred during the application development stage, including upgrades and enhancements representing modifications that will result in significant additional functionality, are capitalized. Software maintenance and training costs are expensed as incurred. Capitalized costs are recorded as part of property and equipment and are amortized on a straight-line basis over the software’s estimated useful life. The Company evaluates these assets for impairment whenever events or changes in circumstances occur that could impact the recoverability of these assets. | |||
Identifiable Intangible Assets | ' | ||
Identifiable Intangible Assets | |||
Identifiable intangible assets with finite lives are recorded at their fair values at the date of acquisition and are amortized on a straight-line basis over their respective estimated useful lives, which is the period over which the asset is expected to contribute directly or indirectly to future cash flows. The estimated remaining useful lives used in computing amortization range from 2 to 5 years. | |||
Impairment of Long-Lived Assets and Goodwill | ' | ||
Impairment of Long-Lived Assets and Goodwill | |||
The Company reviews long-lived assets and definite-lived intangible assets for impairment whenever events or changes in circumstances indicate the carrying amount of an asset may not be recoverable. Recoverability of the long-lived asset is measured by a comparison of the carrying amount of the asset or asset group to future undiscounted net cash flows expected to be generated. If such assets are not recoverable, the impairment to be recognized, if any, is measured as the amount by which the carrying amount of the assets exceeds the estimated fair value (discounted cash flow) of the assets or asset group. Assets held for sale are reported at the lower of the carrying amount or fair value, less costs to sell. | |||
Goodwill represents the excess of the aggregate of the fair value of consideration transferred in a business combination over the fair value of assets acquired, net of liabilities assumed. Goodwill is not amortized; rather, goodwill is tested for impairment at the reporting unit level as of October 31 of each year, or more frequently if an event occurs or circumstances change that would more likely than not reduce the fair value of a reporting unit below its carrying value. | |||
The Company performs a qualitative assessment to determine whether it is more likely than not that the fair value of a reporting unit is less than its carrying value before performing a two-step approach to testing goodwill for impairment for each reporting unit. The reporting units are determined by the components of the Company’s operating segments that constitute a business for which both (1) discrete financial information is available and (2) segment management regularly reviews the operating results of that component. The Company performs the impairment test at least annually by applying a fair-value-based test. The first step measures for impairment by applying fair-value-based tests at the reporting unit level. The second step (if necessary) measures the amount of impairment by applying fair-value-based tests to the individual assets and liabilities within each reporting unit. | |||
As part of determining its reporting units, the Company has identified two operating segments, Employer and Carrier. Further, the Company has identified that the Employer operating segment contains a component, Benefit Informatics. Prior to 2013 Benefit Informatics was a reporting unit that was part of the Employer operating segment. Starting in 2013, Benefit Informatics no longer had discreet financial information. To determine the fair value of the Company’s reporting units, the Company primarily uses a discounted cash flow analysis, which requires significant assumptions and estimates about future operations. Significant judgments inherent in this analysis include the determination of an appropriate discount rate, estimated terminal value and the amount and timing of expected future cash flows. The Company may also determine fair value of its reporting units using a market approach by applying multiples of earnings of peer companies to its operating results. | |||
Financing Obligations | ' | ||
Financing Obligations | |||
In its build-to-suit lease arrangements where the Company is involved in the construction of its buildings, the Company is deemed the owner for accounting purposes during the construction period. The Company records an asset for the amount of the total project costs in Property and Equipment, net and the related financing obligation in Financing and Capital Obligations on the Consolidated Balance Sheet. Once construction is complete, the Company determines if the asset qualifies for sale-leaseback accounting treatment. If the arrangement does not qualify for sale-lease back treatment, the Company continues to reduce the obligation over the lease term as payments are made and depreciates the asset over its useful life. The Company does not report rent expense for the portion of the rent payment determined to be related to the assets which are owned for accounting purposes. Rather, this portion of the rent payment under the lease is recognized as a reduction of the financing obligation and as interest expense. | |||
Financing obligations also include liabilities for service agreements related to property and equipment under capital leases. | |||
Sales Commissions | ' | ||
Sales Commissions | |||
Sales commissions are expensed when the sales contract is executed by the customer. | |||
Advertising | ' | ||
Advertising | |||
The Company expenses advertising costs as they are incurred. Direct advertising costs for 2013, 2012, 2011, and 2010 were $265, $257, $138, and $172 respectively. | |||
Comprehensive Loss | ' | ||
Comprehensive Loss | |||
The Company’s net loss equals comprehensive loss for all periods presented. | |||
Stock-Based Employee Compensation | ' | ||
Stock-Based Employee Compensation | |||
Stock-based employee compensation is measured based on the grant-date fair value of the awards and recognized in the Consolidated Statements of Operations and Comprehensive Loss over the period during which the optionholder is required to perform services in exchange for the award, which is the vesting period. Compensation expense is recognized over the vesting period of the applicable award using the straight-line method. The Company uses the Black-Scholes option pricing model for estimating the fair value of stock options. The use of the option valuation model requires the input of subjective assumptions, including the estimated fair value of the Company’s common stock in the periods preceding the IPO, the expected life of the option and the expected stock price volatility based on peer companies. Additionally, the recognition of stock-based compensation expense requires the estimation of the number of options that will ultimately vest and the number of options that will ultimately be forfeited. | |||
Income Taxes | ' | ||
Income Taxes | |||
The Company uses the asset and liability method for income tax accounting. This method requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of temporary differences between the financial reporting and tax basis of assets and liabilities, as well as for operating loss and tax credit carryforwards. Deferred tax assets and liabilities are measured using the tax rates that are expected to apply to taxable income for the years in which those tax assets and liabilities are expected to be realized or settled. Valuation allowances are recorded to reduce deferred tax assets to the amount the Company believes is more likely than not to be realized. The tax benefits of uncertain tax positions are recognized only when the Company believes it is more likely than not that the tax position will be upheld on examination by the taxing authorities based on the merits of the position. The Company recognizes interest and penalties, if any, related to unrecognized income tax benefits in income tax expense. | |||
Basic and Diluted Net Loss per Common Share | ' | ||
Basic and Diluted Net Loss per Common Share | |||
The Company uses the two-class method to compute net loss per common share because the Company has issued securities, other than common stock, that contractually entitle the holders to participate in dividends and earnings of the Company. The two-class method requires earnings for the period to be allocated between common stock and participating securities based upon their respective rights to receive distributed and undistributed earnings. Holders of each series of the Company’s redeemable convertible preferred stock are entitled to participate in distributions, when and if declared by the board of directors that are made to common stockholders, and as a result are considered participating securities. | |||
Under the two-class method, for periods with net income, basic net income per common share is computed by dividing the net income attributable to common stockholders by the weighted-average number of shares of common stock outstanding during the period. Net income attributable to common stockholders is computed by subtracting from net income the portion of current year earnings that the participating securities would have been entitled to receive pursuant to their dividend rights had all of the year’s earnings been distributed. No such adjustment to earnings is made during periods with a net loss, as the holders of the participating securities have no obligation to fund losses. Diluted net loss per common share is computed under the two-class method by using the weighted-average number of shares of common stock outstanding plus, for periods with net income attributable to common stockholders, the potential dilutive effects of stock options and warrants. In addition, the Company analyzes the potential dilutive effect of the outstanding participating securities under the “if-converted” method when calculating diluted earnings per share, in which it is assumed that the outstanding participating securities convert into common stock at the beginning of the period. The Company reports the more dilutive of the approaches (two-class or “if-converted”) as its diluted net income per share during the period. Due to net losses for the years ended December 31, 2013, 2012, 2011, and 2010 basic and diluted loss per share were the same, as the effect of potentially dilutive securities would have been anti-dilutive. | |||
Recent Accounting Pronouncements | ' | ||
Recent Accounting Pronouncements | |||
In July 2012, the Financial Accounting Standards Boards (“FASB”) issued ASU 2012-02, “Intangibles—Goodwill and Other (Topic 350): Testing Indefinite-Lived Intangible Assets for Impairment”, which is intended to reduce the cost and complexity of performing an impairment test for indefinite-lived intangible assets by providing entities an option to perform a “qualitative” assessment to determine whether further impairment testing is necessary. This Statement is effective for annual and interim impairment tests performed for fiscal years beginning after September 15, 2012. The Company applied the provisions of this Statement for its impairment test performed on October 31, 2013. | |||
In July 2013, the FASB issued Accounting Standards Update (“ASU”) No. 2013-11, “Presentation of an Unrecognized Tax Benefit When a Net Operating Loss Carryforward, a Similar Tax Loss, or a Tax Credit Carryforward Exists” ASU 2013-11 allows an unrecognized tax benefit, or a portion of an unrecognized tax benefit, to be presented in the financial statements as a reduction to a deferred tax asset for a net operating loss carryforward, a similar tax loss, or a tax credit carryforward, with one exception. That exception states that, to the extent a net operating loss carryforward, a similar tax loss, or a tax credit carryforward is not available at the reporting date under the tax law of the applicable jurisdiction to settle any additional income taxes that would result from the disallowance of a tax position or the tax law of the applicable jurisdiction does not require the entity to use, and the entity does not intend to use, the deferred tax asset for such purpose, the unrecognized tax benefit should be presented in the financial statements as a liability and should not be combined with deferred tax assets. The assessment of whether a deferred tax asset is available is based on the unrecognized tax benefit and deferred tax asset that exist at the reporting date and should be made presuming disallowance of the tax position at the reporting date. ASU 2013-11 is effective for fiscal years, and interim periods within those years, beginning after December 15, 2013. The adoption of this guidance is not expected to have a material impact on our consolidated financial statements. | |||
Summary_of_Significant_Account2
Summary of Significant Accounting Policies (Tables) | 12 Months Ended | ||
Dec. 31, 2013 | |||
Estimated Useful Lives for Significant Property and Equipment | ' | ||
The estimated useful lives for significant property and equipment categories are generally as follows: | |||
Computers and related equipment | 3-7 years | ||
Furniture and fixtures | 7 years | ||
Other equipment | 5-12 years | ||
Purchased software and licenses | 3-7 years | ||
Software developed | 3 years | ||
Vehicles | 5 years | ||
Buildings | 30 years | ||
Leasehold improvements | Lesser of estimated useful life of asset or | ||
lease term |
Restatement_Tables
Restatement (Tables) | 12 Months Ended | ||||||||||||
Dec. 31, 2013 | |||||||||||||
Impact of Restatement on Company's Financial Statements | ' | ||||||||||||
The following tables detail the impact of the restatement on the Company’s financial statements as of and for the years ended December 31, 2012, 2011, and 2010: | |||||||||||||
2012 | |||||||||||||
As Reported | Adjustment | As Restated | |||||||||||
Consolidated Balance Sheets | |||||||||||||
Property and equipment, net | $ | 14,150 | $ | 6,306 | $ | 20,456 | |||||||
Total assets | 51,921 | 6,305 | 58,226 | ||||||||||
Financing and capital lease obligations, current portion | 1,171 | 57 | 1,228 | ||||||||||
Total current liabilities | 28,924 | 57 | 28,981 | ||||||||||
Financing and capital lease obligations, net of current portion | 550 | 9,039 | 9,589 | ||||||||||
Other non-current liabilities | 2,301 | (1,430 | ) | 871 | |||||||||
Total liabilities | 81,691 | 7,666 | 89,357 | ||||||||||
Accumulated deficit | (171,357 | ) | (1,361 | ) | (172,718 | ) | |||||||
Total stockholders’ equity (deficit) | (165,248 | ) | (1,361 | ) | (166,609 | ) | |||||||
Total liabilities, redeemable convertible preferred stock and stockholders’ equity (deficit) | 51,921 | 6,305 | 58,226 | ||||||||||
2011 | |||||||||||||
As Reported | Adjustment | As Restated | |||||||||||
Consolidated Balance Sheets | |||||||||||||
Property and equipment, net | $ | 15,716 | $ | 6,571 | $ | 22,287 | |||||||
Total assets | 46,271 | 6,571 | 52,842 | ||||||||||
Financing and capital lease obligations, current portion | 1,373 | 10 | 1,383 | ||||||||||
Total current liabilities | 22,604 | 11 | 22,615 | ||||||||||
Financing and capital lease obligations, net of current portion | 1,585 | 9,098 | 10,683 | ||||||||||
Other non-current liabilities | 2,079 | (1,312 | ) | 767 | |||||||||
Total liabilities | 62,012 | 7,797 | 69,809 | ||||||||||
Accumulated deficit | (156,142 | ) | (1,226 | ) | (157,368 | ) | |||||||
Total stockholders’ equity (deficit) | (151,219 | ) | (1,226 | ) | (152,445 | ) | |||||||
Total liabilities, redeemable convertible preferred stock and stockholders’ equity (deficit) | 46,271 | 6,571 | 52,842 | ||||||||||
2012 | |||||||||||||
As Reported | Adjustment | As Restated | |||||||||||
Consolidated Statements of Operations and Comprehensive Loss | |||||||||||||
Cost of revenue | $ | 45,178 | $ | (778 | ) | $ | 44,400 | ||||||
Gross profit | 36,561 | 778 | 37,339 | ||||||||||
Sales and marketing | 28,268 | (363 | ) | 27,905 | |||||||||
Research and development | 15,035 | (414 | ) | 14,621 | |||||||||
General and administrative | 7,577 | (83 | ) | 7,494 | |||||||||
Total operating expenses | 51,001 | (860 | ) | 50,141 | |||||||||
Loss from operations | (14,440 | ) | 1,638 | (12,802 | ) | ||||||||
Interest expense | (203 | ) | (1,773 | ) | (1,976 | ) | |||||||
Total other expense, net | (214 | ) | (1,773 | ) | (1,987 | ) | |||||||
Loss before income taxes | (14,654 | ) | (135 | ) | (14,789 | ) | |||||||
Net loss | (14,738 | ) | (135 | ) | (14,873 | ) | |||||||
Comprehensive loss | (14,738 | ) | (135 | ) | (14,873 | ) | |||||||
Net loss per common share, basic and diluted | (3.06 | ) | (.03 | ) | (3.09 | ) | |||||||
2011 | |||||||||||||
As Reported | Adjustment | As Restated | |||||||||||
Consolidated Statements of Operations and Comprehensive Loss | |||||||||||||
Cost of revenue | $ | 43,034 | $ | (901 | ) | $ | 42,133 | ||||||
Gross profit | 25,749 | 901 | 26,650 | ||||||||||
Sales and marketing | 22,914 | (361 | ) | 22,553 | |||||||||
Research and development | 9,397 | (277 | ) | 9,120 | |||||||||
General and administrative | 5,921 | (100 | ) | 5,821 | |||||||||
Total operating expenses | 40,405 | (738 | ) | 39,667 | |||||||||
Loss from operations | (14,656 | ) | 1,639 | (13,017 | ) | ||||||||
Interest expense | (203 | ) | (1,771 | ) | (1,974 | ) | |||||||
Total other expense, net | (241 | ) | (1,771 | ) | (2,012 | ) | |||||||
Loss before income taxes | (14,897 | ) | (132 | ) | (15,029 | ) | |||||||
Net loss | (14,932 | ) | (132 | ) | (15,064 | ) | |||||||
Comprehensive loss | (14,932 | ) | (132 | ) | (15,064 | ) | |||||||
Net loss per common share, basic and diluted | (3.06 | ) | (.03 | ) | (3.09 | ) | |||||||
2010 | |||||||||||||
As Reported | Adjustment | As Restated | |||||||||||
Consolidated Statements of Operations and Comprehensive Loss | |||||||||||||
Cost of revenue | $ | 39,817 | $ | (947 | ) | $ | 38,870 | ||||||
Gross profit | 27,305 | 947 | 28,252 | ||||||||||
Sales and marketing | 14,462 | (288 | ) | 14,174 | |||||||||
Research and development | 8,948 | (298 | ) | 8,650 | |||||||||
General and administrative | 6,144 | (106 | ) | 6,038 | |||||||||
Total operating expenses | 29,554 | (692 | ) | 28,862 | |||||||||
Loss from operations | (2,249 | ) | 1,639 | (610 | ) | ||||||||
Interest expense | (212 | ) | (1,758 | ) | (1,970 | ) | |||||||
Total other expense, net | (96 | ) | (1,759 | ) | (1,855 | ) | |||||||
Loss before income taxes | (2,345 | ) | (120 | ) | (2,465 | ) | |||||||
Net loss | (2,355 | ) | (120 | ) | (2,475 | ) | |||||||
Comprehensive loss | (2,355 | ) | (120 | ) | (2,475 | ) | |||||||
Net loss per common share, basic and diluted | (0.37 | ) | (.02 | ) | (0.39 | ) | |||||||
2012 | |||||||||||||
As Reported | Adjustment | As Restated | |||||||||||
Consolidated Statement of Cash Flows | |||||||||||||
Net loss | $ | (14,738 | ) | $ | (135 | ) | $ | (14,873 | ) | ||||
Depreciation and amortization | 8,294 | 266 | 8,560 | ||||||||||
Interest accrual on financing obligation | — | 1,774 | 1,774 | ||||||||||
Other non-current liabilities | 411 | (118 | ) | 293 | |||||||||
Net cash and cash equivalents provided by operating activities | 10,622 | 1,786 | 12,408 | ||||||||||
Payments on financing and capital lease obligations | (1,359 | ) | (1,786 | ) | (3,145 | ) | |||||||
Net cash and cash equivalents used in financing activities | (467 | ) | (1,786 | ) | (2,253 | ) | |||||||
2011 | |||||||||||||
As Reported | Adjustment | As Restated | |||||||||||
Consolidated Statement of Cash Flows | |||||||||||||
Net loss | $ | (14,932 | ) | $ | (132 | ) | $ | (15,064 | ) | ||||
Depreciation and amortization | 7,040 | 266 | 7,306 | ||||||||||
Interest accrual on financing obligation | — | 1,771 | 1,771 | ||||||||||
Other non-current liabilities | 311 | (170 | ) | 141 | |||||||||
Net cash and cash equivalents used in operating activities | 4,148 | 1,734 | 5,882 | ||||||||||
Payments on financing and capital lease obligations | (1,076 | ) | (1,734 | ) | (2,810 | ) | |||||||
Net cash and cash equivalents used in financing activities | (711 | ) | (1,734 | ) | (2,445 | ) | |||||||
2010 | |||||||||||||
As Reported | Adjustment | As Restated | |||||||||||
Consolidated Statement of Cash Flows | |||||||||||||
Net loss | $ | (2,355 | ) | $ | (120 | ) | $ | (2,475 | ) | ||||
Depreciation and amortization | 6,343 | 266 | 6,609 | ||||||||||
Interest accrual on financing obligation | — | 1,759 | 1,759 | ||||||||||
Other non-current liabilities | 392 | (222 | ) | 170 | |||||||||
Net cash and cash equivalents provided by operating activities | 5,502 | 1,683 | 7,185 | ||||||||||
Payments on financing and capital lease obligations | (1,969 | ) | (1,683 | ) | (3,652 | ) | |||||||
Net cash and cash equivalents used in financing activities | (3,636 | ) | (1,683 | ) | (5,319 | ) |
Net_Loss_Per_Common_Share_Tabl
Net Loss Per Common Share (Tables) | 12 Months Ended | ||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||
Common Share Equivalent Securities Excluded from Calculation of Weighted-Average Common Shares Outstanding | ' | ||||||||||||||||
The following common share equivalent securities have been excluded from the calculation of weighted-average common shares outstanding because the effect is anti-dilutive for the periods presented: | |||||||||||||||||
Year Ended December 31, | |||||||||||||||||
Anti-Dilutive Common Share Equivalents | 2013 | 2012 | 2011 | 2010 | |||||||||||||
Redeemable convertible preferred stock: | |||||||||||||||||
Series A | — | 14,055,851 | 14,055,851 | 14,055,851 | |||||||||||||
Series B | — | 2,441,009 | 2,441,009 | 2,441,009 | |||||||||||||
Restricted stock units | 97,700 | — | — | — | |||||||||||||
Stock options | 3,058,795 | 3,121,064 | 2,712,808 | 2,906,741 | |||||||||||||
Warrant to purchase common stock | 500,000 | 500,000 | 500,000 | 500,000 | |||||||||||||
Total anti-dilutive common share equivalents | 3,656,495 | 20,117,924 | 19,709,668 | 19,903,601 | |||||||||||||
Basic and Diluted Net Loss per Common Share | ' | ||||||||||||||||
Basic and diluted net loss per common share is calculated as follows: | |||||||||||||||||
Year Ended December 31, | |||||||||||||||||
2013 | 2012 | 2011 | 2010 | ||||||||||||||
(Restated) | (Restated) | (Restated) | |||||||||||||||
Numerator: | |||||||||||||||||
Net loss | $ | (30,361 | ) | $ | (14,873 | ) | $ | (15,064 | ) | $ | (2,475 | ) | |||||
Net loss attributable to common stockholders | $ | (30,361 | ) | $ | (14,873 | ) | $ | (15,064 | ) | $ | (2,475 | ) | |||||
Denominator: | |||||||||||||||||
Weighted-average common shares outstanding, basic and diluted | 10,144,243 | 4,812,632 | 4,875,157 | 6,405,944 | |||||||||||||
Net loss per common share, basic and diluted | $ | (2.99 | ) | $ | (3.09 | ) | $ | (3.09 | ) | $ | (0.39 | ) | |||||
Fair_Value_Measurement_Tables
Fair Value Measurement (Tables) | 12 Months Ended | ||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||
Assets and Liabilities Measured at Fair Value on Recurring Basis | ' | ||||||||||||||||
The following tables present information about the Company’s assets and liabilities that are measured at fair value on a recurring basis using the above categories, as of December 31, 2013, 2012 and 2011. | |||||||||||||||||
December 31, 2013 | |||||||||||||||||
Description | Level 1 | Level 2 | Level 3 | Total | |||||||||||||
Cash equivalents: | |||||||||||||||||
Money market mutual funds (1) | $ | 65,443 | $ | — | $ | — | $ | 65,443 | |||||||||
Total assets | $ | 65,443 | $ | — | $ | — | $ | 65,443 | |||||||||
December 31, 2012 | |||||||||||||||||
Description | Level 1 | Level 2 | Level 3 | Total | |||||||||||||
Cash equivalents: | |||||||||||||||||
Money market mutual funds (1) | $ | 18,282 | $ | — | $ | — | $ | 18,282 | |||||||||
Total assets | $ | 18,282 | $ | — | $ | — | $ | 18,282 | |||||||||
Liabilities: | |||||||||||||||||
Contingent consideration (2) | $ | — | $ | — | $ | 328 | $ | 328 | |||||||||
Total liabilities | $ | — | $ | — | $ | 328 | $ | 328 | |||||||||
December 31, 2011 | |||||||||||||||||
Description | Level 1 | Level 2 | Level 3 | Total | |||||||||||||
Cash equivalents: | |||||||||||||||||
Money market mutual funds (1) | $ | 15,634 | $ | — | $ | — | $ | 15,634 | |||||||||
Total assets | $ | 15,634 | $ | — | $ | — | $ | 15,634 | |||||||||
Liabilities: | |||||||||||||||||
Contingent consideration (2) (see Note 4) | $ | — | $ | — | $ | 2,538 | $ | 2,538 | |||||||||
Total liabilities | $ | — | $ | — | $ | 2,538 | $ | 2,538 | |||||||||
-1 | Money market funds are classified as cash equivalents in the Company’s consolidated balance sheets. As short-term, highly liquid investments readily convertible to known amounts of cash, with remaining maturities of three months or less at the time of purchase, the Company’s cash equivalent money market funds have carrying values that approximate fair value. | ||||||||||||||||
-2 | Contingent consideration related to acquisitions is classified within Level 3 because the liabilities are valued using significant unobservable inputs. The Company estimated the fair value of the acquisition-related contingent consideration using a probability-weighted discounted cash flow method. On the consolidated statements of operations and comprehensive loss, change in fair value related to changes in estimated contingent consideration to be paid is included in “Change in fair value of contingent consideration”, and accretion of the discount on contingent consideration is included in “Other expense”. | ||||||||||||||||
Changes in Level 3 Instruments Measured at Fair Value on Recurring Basis | ' | ||||||||||||||||
The following table presents the changes in the Company’s Level 3 instruments measured at fair value on a recurring basis for the years ended December 31: | |||||||||||||||||
2013 | 2012 | 2011 | |||||||||||||||
Balance of contingent consideration at January 1 | $ | 328 | $ | 2,538 | $ | 1,696 | |||||||||||
Change in fair value | (43 | ) | 121 | 503 | |||||||||||||
Accretion of discount | 26 | 67 | 339 | ||||||||||||||
Payment | (311 | ) | (2,398 | ) | — | ||||||||||||
Balance of contingent consideration at December 31 | $ | — | $ | 328 | $ | 2,538 | |||||||||||
Property_and_Equipment_Tables
Property and Equipment (Tables) | 12 Months Ended | ||||||||||||
Dec. 31, 2013 | |||||||||||||
Property and Equipment | ' | ||||||||||||
Property and equipment consists of the following as of December 31: | |||||||||||||
2013 | 2012 | 2011 | |||||||||||
(Restated) | (Restated) | ||||||||||||
Building, leased | $ | 7,965 | $ | 7,965 | $ | 7,965 | |||||||
Computers and related equipment | 13,954 | 10,521 | 11,112 | ||||||||||
Purchased software and licenses | 17,556 | 12,605 | 12,389 | ||||||||||
Software developed | 16,182 | 13,363 | 11,447 | ||||||||||
Furniture and fixtures | 2,717 | 2,406 | 1,987 | ||||||||||
Leasehold improvements | 1,730 | 1,690 | 754 | ||||||||||
Other equipment | 1,922 | 1,941 | 1,921 | ||||||||||
Vehicles | 111 | 111 | 158 | ||||||||||
Construction in progress | 1,781 | — | — | ||||||||||
Total property and equipment, at cost | 63,918 | 50,602 | 47,733 | ||||||||||
Accumulated depreciation and amortization | (36,474 | ) | (30,146 | ) | (25,446 | ) | |||||||
Property and equipment, net | $ | 27,444 | $ | 20,456 | $ | 22,287 | |||||||
Goodwill_and_Intangible_Assets1
Goodwill and Intangible Assets (Tables) | 12 Months Ended | ||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||
Change in Carrying Amount of Goodwill | ' | ||||||||||||||||
The change in the carrying amount of goodwill was as follows for the years ended December 31: | |||||||||||||||||
2013 | 2012 | 2011 | |||||||||||||||
Goodwill on January 1 | $ | 1,634 | $ | 1,634 | $ | 3,304 | |||||||||||
Impairment | — | — | (1,670 | ) | |||||||||||||
Goodwill on December 31 | $ | 1,634 | $ | 1,634 | $ | 1,634 | |||||||||||
Acquisition-Related Intangible Assets | ' | ||||||||||||||||
Information regarding the Company’s acquisition-related intangible assets is as follows: | |||||||||||||||||
As of December 31, 2013 | |||||||||||||||||
Gross | Accumulated | Net Carrying | Weighted- | ||||||||||||||
Carrying | Amortization | Amount | Average | ||||||||||||||
Amount | Remaining | ||||||||||||||||
Useful Life | |||||||||||||||||
(in years) | |||||||||||||||||
Trademarks | $ | 240 | $ | (164 | ) | $ | 76 | 1.6 | |||||||||
Customer agreements | 2,060 | (880 | ) | 1,180 | 4.6 | ||||||||||||
Non-compete agreements | 126 | (126 | ) | — | — | ||||||||||||
Total | $ | 2,426 | $ | (1,170 | ) | $ | 1,256 | 4.4 | |||||||||
As of December 31, 2012 | |||||||||||||||||
Gross | Accumulated | Net Carrying | Weighted- | ||||||||||||||
Carrying | Amortization | Amount | Average | ||||||||||||||
Amount | Remaining | ||||||||||||||||
Useful Life | |||||||||||||||||
(in years) | |||||||||||||||||
Trademarks | $ | 240 | $ | (116 | ) | $ | 124 | 2.6 | |||||||||
Customer agreements | 2,060 | (622 | ) | 1,438 | 5.6 | ||||||||||||
Non-compete agreements | 126 | (109 | ) | 17 | 0.6 | ||||||||||||
Total | $ | 2,426 | $ | (847 | ) | $ | 1,579 | 5.4 | |||||||||
As of December 31, 2011 | |||||||||||||||||
Gross | Accumulated | Net Carrying | Weighted- | ||||||||||||||
Carrying | Amortization | Amount | Average | ||||||||||||||
Amount | Remaining | ||||||||||||||||
Useful Life | |||||||||||||||||
(in years) | |||||||||||||||||
Trademarks | $ | 240 | $ | (68 | ) | $ | 172 | 3.6 | |||||||||
Customer agreements | 2,060 | (365 | ) | 1,695 | 6.6 | ||||||||||||
Non-compete agreements | 126 | (80 | ) | 46 | 1.6 | ||||||||||||
Total | $ | 2,426 | $ | (513 | ) | $ | 1,913 | 6.2 | |||||||||
Expected Amortization Expense for the Intangible Assets | ' | ||||||||||||||||
As of December 31, 2013, expected amortization expense for the intangible assets for each of the next five years and thereafter was as follows: | |||||||||||||||||
2014 | $ | 306 | |||||||||||||||
2015 | 286 | ||||||||||||||||
2016 | 257 | ||||||||||||||||
2017 | 257 | ||||||||||||||||
2018 | 150 | ||||||||||||||||
Total | $ | 1,256 | |||||||||||||||
Revolving_Line_of_Credit_and_N1
Revolving Line of Credit and Notes Payable (Tables) | 12 Months Ended | ||||||||||||||
Dec. 31, 2013 | |||||||||||||||
Summary of Outstanding Principal Balance and Interest Rate | ' | ||||||||||||||
The following table summarizes the outstanding principal balance and estimated net book value of the computers and related equipment and software collateralizing the Company’s outstanding notes payable: | |||||||||||||||
Outstanding | |||||||||||||||
Principal Balance | |||||||||||||||
as of December 31, | |||||||||||||||
Interest | 2013 | 2012 | 2011 | ||||||||||||
Rate | |||||||||||||||
Hardware Note | 5.00% | $ | — | $ | 286 | $ | 558 | ||||||||
Hardware and Software Note | 4.50% | — | 1,156 | 1,809 | |||||||||||
Credit Facility Notes | 3.60% | — | 4,535 | — | |||||||||||
Revolving line of credit | 3.25% | 5,757 | — | — | |||||||||||
Other Notes | 5.0% - 10.0% | — | 4 | 154 | |||||||||||
Total | $ | 5,757 | $ | 5,981 | $ | 2,521 | |||||||||
Commitment_and_Contingencies_T
Commitment and Contingencies (Tables) | 12 Months Ended | ||||||||||||
Dec. 31, 2013 | |||||||||||||
Future Minimum Lease Payments | ' | ||||||||||||
Future minimum lease payments are as follows: | |||||||||||||
Operating | Capital | Financing | |||||||||||
Leases | Leases | Obligations | |||||||||||
Year Ending December 31, | |||||||||||||
2014 | $ | 3,108 | $ | 2,728 | $ | 3,578 | |||||||
2015 | 2,840 | 1,782 | 3,298 | ||||||||||
2016 | 2,846 | 1,156 | 3,020 | ||||||||||
2017 | 2,843 | 23 | 2,070 | ||||||||||
2018 | 2,839 | — | 2,132 | ||||||||||
Thereafter | 16,728 | — | 6,888 | ||||||||||
Total minimum lease and financing obligation payments | $ | 31,204 | 5,689 | $ | 20,986 | ||||||||
Less: imputed interest | (235 | ) | |||||||||||
Less: current portion | (2,587 | ) | |||||||||||
Capital lease obligations, net of current portion | $ | 2,867 | |||||||||||
StockBased_Compensation_Tables
Stock-Based Compensation (Tables) | 12 Months Ended | ||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||
Number of Awards Outstanding | ' | ||||||||||||||||
The Company has issued two types of awards under these plans: options and restricted stock units. The following table sets forth the number of awards outstanding for each award type is as follows: | |||||||||||||||||
Outstanding at December 31, | |||||||||||||||||
Award type | 2013 | 2012 | 2011 | 2010 | |||||||||||||
Stock options | 3,058,795 | 3,121,064 | 2,712,808 | 2,906,741 | |||||||||||||
Restricted stock units | 97,700 | — | — | — | |||||||||||||
Stock-Based Compensation Expense Related to Stock Options | ' | ||||||||||||||||
Stock-based compensation expense related to stock-based awards is included in the following line items in the accompanying consolidated statements of operations and comprehensive loss for the years ended December 31: | |||||||||||||||||
2013 | 2012 | 2011 | 2010 | ||||||||||||||
Cost of revenue | $ | 274 | $ | 195 | $ | 252 | $ | 352 | |||||||||
Sales and marketing | 171 | 68 | 102 | 77 | |||||||||||||
Research and development | 255 | 130 | 121 | 87 | |||||||||||||
General and administrative | 502 | 319 | 246 | 519 | |||||||||||||
$ | 1,202 | $ | 712 | $ | 721 | $ | 1,035 | ||||||||||
Summary of Unvested Restricted Stock Units Activity | ' | ||||||||||||||||
A summary of unvested restricted stock units as of December 31, 2013 is as follows: | |||||||||||||||||
Restricted | Weighted | ||||||||||||||||
stock units | average | ||||||||||||||||
grant-date | |||||||||||||||||
fair value | |||||||||||||||||
Unvested at January 1, 2013 | — | $ | — | ||||||||||||||
Granted | 97,700 | 48.31 | |||||||||||||||
Unvested at December 31, 2013 | 97,700 | $ | 48.31 | ||||||||||||||
Summary of Option Activity | ' | ||||||||||||||||
The following is a summary of the option activity for the year ended December 31, 2013: | |||||||||||||||||
Number of | Weighted- | Weighted- | Aggregate | ||||||||||||||
Options | Average | Average | Intrinsic Value | ||||||||||||||
Exercise | Remaining | ||||||||||||||||
Price | Contractual | ||||||||||||||||
Term | |||||||||||||||||
(in years) | |||||||||||||||||
Outstanding balance at December 31, 2012 | 3,121,064 | $ | 6.15 | ||||||||||||||
Granted | 172,000 | 13.53 | |||||||||||||||
Exercised | (201,444 | ) | 3.45 | ||||||||||||||
Forfeited | (30,772 | ) | 5.98 | ||||||||||||||
Expired | (2,053 | ) | 1.9 | ||||||||||||||
Outstanding balance at December 31, 2013 | 3,058,795 | $ | 6.75 | 5.01 | $ | 155,969 | |||||||||||
Exercisable at December 31, 2013 | 2,456,471 | $ | 5.89 | 4.14 | $ | 127,366 | |||||||||||
Vested and expected to vest at December 31, 2013 | 3,006,516 | $ | 6.7 | 4.95 | $ | 153,446 | |||||||||||
Assumptions Used for Estimating Fair Value of Stock Options | ' | ||||||||||||||||
The following table summarizes the assumptions used for estimating the fair value of stock options granted for the years ended December 31 (no options were granted in 2011): | |||||||||||||||||
2013 | 2012 | 2011 | 2010 | ||||||||||||||
Risk-free interest rate | 1.0% - 1.7% | 0.8% - 1.2% | — | 1.9% - 3.2% | |||||||||||||
Expected term (years) | 6.08 | 6.08 | — | 6.08 - 6.58 | |||||||||||||
Expected volatility | 52% | 53% - 55% | — | 57% - 59% | |||||||||||||
Expected dividend yield | 0% | 0% | — | 0% | |||||||||||||
Weighted-average grant date fair value per share | $7.71 | $4.24 | — | $2.43 |
Stockholders_Deficit_Tables
Stockholders' Deficit (Tables) | 12 Months Ended | ||||
Dec. 31, 2013 | |||||
Shares of Common Stock Reserved for Future Issuance | ' | ||||
At December 31, 2013, the Company had reserved a total of 6,234,809 of its authorized 50,000,000 shares of common stock for future issuance as follows: | |||||
Outstanding stock options | 3,058,795 | ||||
Restricted stock units | 97,700 | ||||
Outstanding common stock warrant | 500,000 | ||||
Possible future issuance under stock option plans | 2,578,314 | ||||
Total common shares reserved for future issuance | 6,234,809 | ||||
Income_Taxes_Tables
Income Taxes (Tables) | 12 Months Ended | ||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||
Components of Income Tax (Benefit) Expense | ' | ||||||||||||||||
The following summarizes the components of income tax (benefit) expense for the years ended December 31: | |||||||||||||||||
Current: | 2013 | 2012 | 2011 | 2010 | |||||||||||||
Federal | $ | — | $ | — | $ | — | $ | (63 | ) | ||||||||
State and local | (31 | ) | 84 | 35 | 73 | ||||||||||||
Total current (benefit) expense | (31 | ) | $ | 84 | $ | 35 | $ | 10 | |||||||||
Deferred: | |||||||||||||||||
Federal | $ | — | $ | — | $ | — | $ | — | |||||||||
State and local | — | — | — | — | |||||||||||||
Total deferred taxes | $ | — | $ | — | $ | — | $ | — | |||||||||
Reconciliation Between Effect of Applying Federal Statutory Rate and Effective Income Tax Rate Used to Calculate Income Tax Provision | ' | ||||||||||||||||
Reconciliation between the effect of applying the federal statutory rate and the effective income tax rate used to calculate the Company’s income tax provision is as follows for the years ended December 31: | |||||||||||||||||
2013 | 2012 | 2011 | 2010 | ||||||||||||||
(Restated) | (Restated) | (Restated) | |||||||||||||||
Federal statutory rate | 34 | % | 34 | % | 34 | % | 34 | % | |||||||||
Effect of: | |||||||||||||||||
State income taxes, net of federal benefit | 3.2 | % | 3.5 | % | 2.8 | % | 1 | % | |||||||||
Change in tax rates | 0.4 | % | 2.6 | % | 0.8 | % | (10.9 | %) | |||||||||
State tax credits | 0.9 | % | 0 | % | 2.2 | % | 31.2 | % | |||||||||
Change in valuation allowance | (33.5 | %) | (38.7 | %) | (33.3 | %) | (37.5 | %) | |||||||||
Uncertain tax positions | (0.9 | %) | 0 | % | 0 | % | 0 | % | |||||||||
Contingent consideration amortization | 0 | % | (0.4 | %) | (5.7 | %) | 0 | % | |||||||||
Stock-based compensation | (0.9 | %) | (1.2 | %) | (1.1 | %) | (14.4 | %) | |||||||||
Other permanent items | (0.4 | %) | (0.4 | %) | (0.4 | %) | (3.9 | %) | |||||||||
Deferred true-up | (2.7 | %) | 0 | % | 0.5 | % | 0 | % | |||||||||
Income tax provision effective rate | 0.1 | % | (0.6 | %) | (0.2 | %) | (0.5 | %) | |||||||||
Components of Deferrred Tax Asset and Liability | ' | ||||||||||||||||
The significant components of the Company’s deferred tax asset and liability were as follows as of December 31: | |||||||||||||||||
2013 | 2012 | 2011 | |||||||||||||||
(Restated) | (Restated) | ||||||||||||||||
Deferred tax assets relating to: | |||||||||||||||||
Net operating loss carryforwards | $ | 15,553 | $ | 9,744 | 10,742 | ||||||||||||
Deferred revenue | 16,779 | 13,185 | 7,545 | ||||||||||||||
Commissions accrual | 463 | 260 | 110 | ||||||||||||||
Deferred rent | 1,027 | 876 | 702 | ||||||||||||||
State tax credits | 2,961 | 2,968 | 2,968 | ||||||||||||||
Stock-based compensation | 1,615 | 1,172 | 901 | ||||||||||||||
Compensation and accruals | 1,361 | 962 | 675 | ||||||||||||||
Total gross deferred tax assets | 39,759 | 29,167 | 23,643 | ||||||||||||||
Deferred tax liabilities: | |||||||||||||||||
Prepaid expenses | $ | (727 | ) | $ | (374 | ) | (410 | ) | |||||||||
Property and equipment and intangible assets | (4,610 | ) | (4,562 | ) | (4,723 | ) | |||||||||||
Total gross deferred tax liabilities | (5,337 | ) | (4,936 | ) | (5,133 | ) | |||||||||||
Deferred tax assets less liabilities | 34,422 | 24,231 | 18,510 | ||||||||||||||
Less: valuation allowance | (34,422 | ) | (24,231 | ) | (18,510 | ) | |||||||||||
Net deferred tax asset (liability) | $ | — | $ | — | $ | — | |||||||||||
Reconciliation of Unrecognized Tax Benefits | ' | ||||||||||||||||
A reconciliation of the beginning and ending amounts of unrecognized tax benefits is as follows for the year ended December 31, 2013 (no unrecognized tax benefits in 2010 through 2012): | |||||||||||||||||
Balance at December 31, 2012 | — | ||||||||||||||||
Additions based on tax positions related to the current year | — | ||||||||||||||||
Additions for tax positions of prior years | 437 | ||||||||||||||||
Reductions for tax positions of prior years | — | ||||||||||||||||
Reductions for tax positions due to lapse of statute | — | ||||||||||||||||
Settlements | — | ||||||||||||||||
Balance at December 31, 2013 | $ | 437 | |||||||||||||||
Segments_and_Geographic_Inform1
Segments and Geographic Information (Tables) | 12 Months Ended | ||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||
Segments and Geographic Information | ' | ||||||||||||||||
Year Ended December 31, | |||||||||||||||||
2013 | 2012 | 2011 | 2010 | ||||||||||||||
(Restated) | (Restated) | (Restated) | |||||||||||||||
Revenue from external customers by segment: | |||||||||||||||||
Employer | $ | 40,656 | $ | 23,760 | $ | 15,938 | $ | 9,356 | |||||||||
Carrier | 64,096 | 57,979 | 52,845 | 57,766 | |||||||||||||
Total net revenue from external customers | $ | 104,752 | $ | 81,739 | $ | 68,783 | $ | 67,122 | |||||||||
Depreciation and amortization by segment: | |||||||||||||||||
Employer | $ | 3,035 | $ | 2,337 | $ | 2,044 | $ | 758 | |||||||||
Carrier | 5,137 | 6,223 | 5,262 | 5,851 | |||||||||||||
Total depreciation and amortization | $ | 8,172 | $ | 8,560 | $ | 7,306 | $ | 6,609 | |||||||||
Income (loss) from operations by segment: | |||||||||||||||||
Employer | $ | (26,312 | ) | $ | (19,015 | ) | $ | (19,533 | ) | $ | (6,628 | ) | |||||
Carrier | (1,882 | ) | 6,213 | 6,516 | 6,018 | ||||||||||||
Total loss from operations | $ | (28,194 | ) | $ | (12,802 | ) | $ | (13,017 | ) | $ | (610 | ) | |||||
Selected_Quarterly_Financial_D1
Selected Quarterly Financial Data (unaudited) (Tables) | 12 Months Ended | ||||||||||||||||||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||||||||||||||||||
Unaudited Quarterly Statements of Operations Data | ' | ||||||||||||||||||||||||||||||||
The following tables set forth selected unaudited quarterly statements of operations data for each of the eight quarters in the years ended December 31, 2013 and 2012. | |||||||||||||||||||||||||||||||||
Quarter ended | |||||||||||||||||||||||||||||||||
December 31, | September 30, | June 30, | March 31, | December 31, | September 30, | June 30, | March 31, | ||||||||||||||||||||||||||
2013 | 2013 | 2013 | 2013 | 2012 | 2012 | 2012 | 2012 | ||||||||||||||||||||||||||
(Restated) | (Restated) | (Restated) | (Restated) | (Restated) | (Restated) | (Restated) | |||||||||||||||||||||||||||
Consolidated Statements of Operations Data: | |||||||||||||||||||||||||||||||||
Revenue | $ | 30,256 | $ | 26,316 | $ | 24,332 | $ | 23,848 | $ | 22,208 | $ | 20,833 | $ | 19,629 | $ | 19,069 | |||||||||||||||||
Gross profit | 10,783 | 10,146 | 10,010 | 11,402 | 10,328 | 10,152 | 8,282 | 8,577 | |||||||||||||||||||||||||
Total operating expenses | 18,476 | 16,504 | 19,091 | 16,464 | 11,818 | 12,053 | 13,456 | 12,814 | |||||||||||||||||||||||||
Operating loss | (7,693 | ) | (6,358 | ) | (9,081 | ) | (5,062 | ) | (1,490 | ) | (1,901 | ) | (5,174 | ) | (4,237 | ) | |||||||||||||||||
Net loss | $ | (8,284 | ) | $ | (6,836 | ) | $ | (9,628 | ) | $ | (5,613 | ) | $ | (2,031 | ) | $ | (2,407 | ) | $ | (5,690 | ) | $ | (4,745 | ) | |||||||||
Net loss per common share | (0.34 | ) | (1.08 | ) | (2.00 | ) | (1.17 | ) | (0.42 | ) | (0.50 | ) | (1.18 | ) | (0.99 | ) | |||||||||||||||||
Weighted-average common shares outstanding—basic and diluted | 24,474,566 | 6,320,731 | 4,809,518 | 4,798,043 | 4,842,205 | 4,836,179 | 4,826,171 | 4,810,059 |
Organization_and_Description_o1
Organization and Description of Business - Additional Information (Detail) (USD $) | 1 Months Ended | 12 Months Ended |
In Thousands, except Share data, unless otherwise specified | Sep. 30, 2013 | Dec. 31, 2013 |
Organization And Description Of Business [Line Items] | ' | ' |
Net proceeds from initial public offering | $70,064 | $70,064 |
Underwriting discounts and commissions | 5,565 | ' |
Other offering expenses | $3,871 | ' |
Conversion of redeemable convertible preferred units into common stock | 16,496,860 | 16,496,860 |
Common stock par value | $0.00 | ' |
IPO | ' | ' |
Organization And Description Of Business [Line Items] | ' | ' |
Stock issued, shares | 3,000,000 | ' |
Stock issued, public offering price | $26.50 | ' |
Existing shareholders | ' | ' |
Organization And Description Of Business [Line Items] | ' | ' |
Stock issued, shares | 2,675,250 | ' |
Summary_of_Significant_Account3
Summary of Significant Accounting Policies - Additional Information (Detail) (USD $) | 12 Months Ended | |||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2010 |
Segment | ||||
Customer | ||||
Summary of Significant Accounting Policies [Line Items] | ' | ' | ' | ' |
Number of customers exceeded 10% of total revenue | 0 | ' | ' | ' |
Allowance for doubtful accounts | $10 | $130 | $103 | ' |
Number of operating segments | 2 | ' | ' | ' |
Advertising costs | 265 | 257 | 138 | 172 |
Minimum | ' | ' | ' | ' |
Summary of Significant Accounting Policies [Line Items] | ' | ' | ' | ' |
Finite lived intangibles, useful life | '2 years | ' | ' | ' |
Maximum | ' | ' | ' | ' |
Summary of Significant Accounting Policies [Line Items] | ' | ' | ' | ' |
Cash equivalents maturity period | '3 months | ' | ' | ' |
Finite lived intangibles, useful life | '5 years | ' | ' | ' |
Allowance for Returns | ' | ' | ' | ' |
Summary of Significant Accounting Policies [Line Items] | ' | ' | ' | ' |
Allowance for returns | $800 | $770 | $254 | ' |
Accounts Receivable | Aetna | ' | ' | ' | ' |
Summary of Significant Accounting Policies [Line Items] | ' | ' | ' | ' |
Concentration risk, percentage | 11.30% | 18.20% | ' | ' |
Sales Revenue, Net | Aetna | ' | ' | ' | ' |
Summary of Significant Accounting Policies [Line Items] | ' | ' | ' | ' |
Concentration risk, percentage | ' | 10.50% | 11.70% | 11.60% |
Sales Revenue, Net | BlueCross BlueShield of South Carolina and BlueChoice HealthPlan | ' | ' | ' | ' |
Summary of Significant Accounting Policies [Line Items] | ' | ' | ' | ' |
Concentration risk, percentage | ' | ' | 11.10% | 11.90% |
Estimated_Useful_Lives_for_Sig
Estimated Useful Lives for Significant Property and Equipment (Detail) | 12 Months Ended |
Dec. 31, 2013 | |
Computers and Related Equipment | Minimum | ' |
Property Plant And Equipment Estimated Useful Lifes [Line Items] | ' |
Useful lives for property and equipment | '3 years |
Computers and Related Equipment | Maximum | ' |
Property Plant And Equipment Estimated Useful Lifes [Line Items] | ' |
Useful lives for property and equipment | '7 years |
Furniture and Fixtures | ' |
Property Plant And Equipment Estimated Useful Lifes [Line Items] | ' |
Useful lives for property and equipment | '7 years |
Other Equipment | Minimum | ' |
Property Plant And Equipment Estimated Useful Lifes [Line Items] | ' |
Useful lives for property and equipment | '5 years |
Other Equipment | Maximum | ' |
Property Plant And Equipment Estimated Useful Lifes [Line Items] | ' |
Useful lives for property and equipment | '12 years |
Purchased Software and Licenses | Minimum | ' |
Property Plant And Equipment Estimated Useful Lifes [Line Items] | ' |
Useful lives for property and equipment | '3 years |
Purchased Software and Licenses | Maximum | ' |
Property Plant And Equipment Estimated Useful Lifes [Line Items] | ' |
Useful lives for property and equipment | '7 years |
Software Developed | ' |
Property Plant And Equipment Estimated Useful Lifes [Line Items] | ' |
Useful lives for property and equipment | '3 years |
Vehicles | ' |
Property Plant And Equipment Estimated Useful Lifes [Line Items] | ' |
Useful lives for property and equipment | '5 years |
Building | ' |
Property Plant And Equipment Estimated Useful Lifes [Line Items] | ' |
Useful lives for property and equipment | '30 years |
Leasehold Improvements | ' |
Property Plant And Equipment Estimated Useful Lifes [Line Items] | ' |
Useful lives for property and equipment, description | 'Lesser of estimated useful life of asset or lease term |
Restatement_Additional_Informa
Restatement - Additional Information (Detail) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2010 | Dec. 31, 2009 |
In Thousands, unless otherwise specified | |||||
Adjustment amount of Stockholder's deficit | $11,432 | ($166,609) | ($152,445) | ($137,569) | ($105,991) |
Adjustment | ' | ' | ' | ' | ' |
Adjustment amount of Stockholder's deficit | ' | ($1,361) | ($1,226) | ($974) | ($974) |
Impact_of_Restatement_on_Conso
Impact of Restatement on Consolidated Balance Sheets (Detail) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2010 | Dec. 31, 2009 |
In Thousands, unless otherwise specified | |||||
Quantifying Misstatement in Current Year Financial Statements [Line Items] | ' | ' | ' | ' | ' |
Property and equipment, net | $27,444 | $20,456 | $22,287 | ' | ' |
Total assets | 139,611 | 58,226 | 52,842 | ' | ' |
Financing and capital lease obligations, current portion | 4,288 | 1,228 | 1,383 | ' | ' |
Total current liabilities | 41,894 | 28,981 | 22,615 | ' | ' |
Financing and capital lease obligations, net of current portion | 14,263 | 9,589 | 10,683 | ' | ' |
Other non-current liabilities | 1,202 | 871 | 767 | ' | ' |
Total liabilities | 128,179 | 89,357 | 69,809 | ' | ' |
Accumulated deficit | -203,079 | -172,718 | -157,368 | ' | ' |
Total stockholders' equity (deficit) | 11,432 | -166,609 | -152,445 | -137,569 | -105,991 |
Total liabilities, redeemable convertible preferred stock and stockholders' equity (deficit) | 139,611 | 58,226 | 52,842 | ' | ' |
As Reported | ' | ' | ' | ' | ' |
Quantifying Misstatement in Current Year Financial Statements [Line Items] | ' | ' | ' | ' | ' |
Property and equipment, net | ' | 14,150 | 15,716 | ' | ' |
Total assets | ' | 51,921 | 46,271 | ' | ' |
Financing and capital lease obligations, current portion | ' | 1,171 | 1,373 | ' | ' |
Total current liabilities | ' | 28,924 | 22,604 | ' | ' |
Financing and capital lease obligations, net of current portion | ' | 550 | 1,585 | ' | ' |
Other non-current liabilities | ' | 2,301 | 2,079 | ' | ' |
Total liabilities | ' | 81,691 | 62,012 | ' | ' |
Accumulated deficit | ' | -171,357 | -156,142 | ' | ' |
Total stockholders' equity (deficit) | ' | -165,248 | -151,219 | ' | -105,017 |
Total liabilities, redeemable convertible preferred stock and stockholders' equity (deficit) | ' | 51,921 | 46,271 | ' | ' |
Adjustment | ' | ' | ' | ' | ' |
Quantifying Misstatement in Current Year Financial Statements [Line Items] | ' | ' | ' | ' | ' |
Property and equipment, net | ' | 6,306 | 6,571 | ' | ' |
Total assets | ' | 6,305 | 6,571 | ' | ' |
Financing and capital lease obligations, current portion | ' | 57 | 10 | ' | ' |
Total current liabilities | ' | 57 | 11 | ' | ' |
Financing and capital lease obligations, net of current portion | ' | 9,039 | 9,098 | ' | ' |
Other non-current liabilities | ' | -1,430 | -1,312 | ' | ' |
Total liabilities | ' | 7,666 | 7,797 | ' | ' |
Accumulated deficit | ' | -1,361 | -1,226 | ' | ' |
Total stockholders' equity (deficit) | ' | -1,361 | -1,226 | -974 | -974 |
Total liabilities, redeemable convertible preferred stock and stockholders' equity (deficit) | ' | $6,305 | $6,571 | ' | ' |
Impact_of_Restatement_on_Conso1
Impact of Restatement on Consolidated Statements of Operations and Comprehensive Loss (Detail) (USD $) | 3 Months Ended | 12 Months Ended | ||||||||||
In Thousands, except Per Share data, unless otherwise specified | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2012 | Sep. 30, 2012 | Jun. 30, 2012 | Mar. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2010 |
Quantifying Misstatement in Current Year Financial Statements [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Cost of revenue | ' | ' | ' | ' | ' | ' | ' | ' | $62,411 | $44,400 | $42,133 | $38,870 |
Gross profit | 10,783 | 10,146 | 10,010 | 11,402 | 10,328 | 10,152 | 8,282 | 8,577 | 42,341 | 37,339 | 26,650 | 28,252 |
Sales and marketing | ' | ' | ' | ' | ' | ' | ' | ' | 36,072 | 27,905 | 22,553 | 14,174 |
Research and development | ' | ' | ' | ' | ' | ' | ' | ' | 23,532 | 14,621 | 9,120 | 8,650 |
General and administrative | ' | ' | ' | ' | ' | ' | ' | ' | 10,974 | 7,494 | 5,821 | 6,038 |
Total operating expenses | 18,476 | 16,504 | 19,091 | 16,464 | 11,818 | 12,053 | 13,456 | 12,814 | 70,535 | 50,141 | 39,667 | 28,862 |
Loss from operations | -7,693 | -6,358 | -9,081 | -5,062 | -1,490 | -1,901 | -5,174 | -4,237 | -28,194 | -12,802 | -13,017 | -610 |
Interest expense | ' | ' | ' | ' | ' | ' | ' | ' | -2,149 | -1,976 | -1,974 | -1,970 |
Total other expense, net | ' | ' | ' | ' | ' | ' | ' | ' | -2,198 | -1,987 | -2,012 | -1,855 |
Loss before income taxes | ' | ' | ' | ' | ' | ' | ' | ' | -30,392 | -14,789 | -15,029 | -2,465 |
Net loss | -8,284 | -6,836 | -9,628 | -5,613 | -2,031 | -2,407 | -5,690 | -4,745 | -30,361 | -14,873 | -15,064 | -2,475 |
Comprehensive loss | ' | ' | ' | ' | ' | ' | ' | ' | -30,361 | -14,873 | -15,064 | -2,475 |
Net loss per common share, basic and diluted | ($0.34) | ($1.08) | ($2) | ($1.17) | ($0.42) | ($0.50) | ($1.18) | ($0.99) | ($2.99) | ($3.09) | ($3.09) | ($0.39) |
As Reported | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Quantifying Misstatement in Current Year Financial Statements [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Cost of revenue | ' | ' | ' | ' | ' | ' | ' | ' | ' | 45,178 | 43,034 | 39,817 |
Gross profit | ' | ' | ' | ' | ' | ' | ' | ' | ' | 36,561 | 25,749 | 27,305 |
Sales and marketing | ' | ' | ' | ' | ' | ' | ' | ' | ' | 28,268 | 22,914 | 14,462 |
Research and development | ' | ' | ' | ' | ' | ' | ' | ' | ' | 15,035 | 9,397 | 8,948 |
General and administrative | ' | ' | ' | ' | ' | ' | ' | ' | ' | 7,577 | 5,921 | 6,144 |
Total operating expenses | ' | ' | ' | ' | ' | ' | ' | ' | ' | 51,001 | 40,405 | 29,554 |
Loss from operations | ' | ' | ' | ' | ' | ' | ' | ' | ' | -14,440 | -14,656 | -2,249 |
Interest expense | ' | ' | ' | ' | ' | ' | ' | ' | ' | -203 | -203 | -212 |
Total other expense, net | ' | ' | ' | ' | ' | ' | ' | ' | ' | -214 | -241 | -96 |
Loss before income taxes | ' | ' | ' | ' | ' | ' | ' | ' | ' | -14,654 | -14,897 | -2,345 |
Net loss | ' | ' | ' | ' | ' | ' | ' | ' | ' | -14,738 | -14,932 | -2,355 |
Comprehensive loss | ' | ' | ' | ' | ' | ' | ' | ' | ' | -14,738 | -14,932 | -2,355 |
Net loss per common share, basic and diluted | ' | ' | ' | ' | ' | ' | ' | ' | ' | ($3.06) | ($3.06) | ($0.37) |
Adjustment | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Quantifying Misstatement in Current Year Financial Statements [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Cost of revenue | ' | ' | ' | ' | 194 | ' | ' | ' | ' | -778 | -901 | -947 |
Gross profit | ' | ' | ' | ' | 194 | ' | ' | ' | ' | 778 | 901 | 947 |
Sales and marketing | ' | ' | ' | ' | 100 | ' | ' | ' | ' | -363 | -361 | -288 |
Research and development | ' | ' | ' | ' | 100 | ' | ' | ' | ' | -414 | -277 | -298 |
General and administrative | ' | ' | ' | ' | 20 | ' | ' | ' | ' | -83 | -100 | -106 |
Total operating expenses | ' | ' | ' | ' | 215 | ' | ' | ' | ' | -860 | -738 | -692 |
Loss from operations | ' | ' | ' | ' | 410 | ' | ' | ' | ' | 1,638 | 1,639 | 1,639 |
Interest expense | ' | ' | ' | ' | 443 | ' | ' | ' | ' | -1,773 | -1,771 | -1,758 |
Total other expense, net | ' | ' | ' | ' | 443 | ' | ' | ' | ' | -1,773 | -1,771 | -1,759 |
Loss before income taxes | ' | ' | ' | ' | 33 | ' | ' | ' | ' | -135 | -132 | -120 |
Net loss | ' | ' | ' | ' | 33 | ' | ' | ' | ' | -135 | -132 | -120 |
Comprehensive loss | ' | ' | ' | ' | $33 | ' | ' | ' | ' | ($135) | ($132) | ($120) |
Net loss per common share, basic and diluted | ' | ' | ' | ' | $0.01 | ' | ' | ' | ' | ($0.03) | ($0.03) | ($0.02) |
Impact_of_Restatement_on_Conso2
Impact of Restatement on Consolidated Statement of Cash Flows (Detail) (USD $) | 3 Months Ended | 12 Months Ended | |||
In Thousands, unless otherwise specified | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2010 |
Quantifying Misstatement in Current Year Financial Statements [Line Items] | ' | ' | ' | ' | ' |
Net loss | ($2,031) | ($30,361) | ($14,873) | ($15,064) | ($2,475) |
Depreciation and amortization | ' | 8,172 | 8,560 | 7,306 | 6,609 |
Interest accrual on financing obligation | ' | 1,768 | 1,774 | 1,771 | 1,759 |
Other non-current liabilities | ' | 331 | 293 | 141 | 170 |
Net cash and cash equivalents provided by operating activities | ' | 1,067 | 12,408 | 5,882 | 7,185 |
Payments on financing and capital lease obligations | ' | ' | -3,145 | -2,810 | -3,652 |
Net cash and cash equivalents used in financing activities | ' | 66,952 | -2,253 | -2,445 | -5,319 |
As Reported | ' | ' | ' | ' | ' |
Quantifying Misstatement in Current Year Financial Statements [Line Items] | ' | ' | ' | ' | ' |
Net loss | ' | ' | -14,738 | -14,932 | -2,355 |
Depreciation and amortization | ' | ' | 8,294 | 7,040 | 6,343 |
Other non-current liabilities | ' | ' | 411 | 311 | 392 |
Net cash and cash equivalents provided by operating activities | ' | ' | 10,622 | 4,148 | 5,502 |
Payments on financing and capital lease obligations | ' | ' | -1,359 | -1,076 | -1,969 |
Net cash and cash equivalents used in financing activities | ' | ' | -467 | -711 | -3,636 |
Adjustment | ' | ' | ' | ' | ' |
Quantifying Misstatement in Current Year Financial Statements [Line Items] | ' | ' | ' | ' | ' |
Net loss | 33 | ' | -135 | -132 | -120 |
Depreciation and amortization | 100 | ' | 266 | 266 | 266 |
Interest accrual on financing obligation | 443 | ' | 1,774 | 1,771 | 1,759 |
Other non-current liabilities | -25 | ' | -118 | -170 | -222 |
Net cash and cash equivalents provided by operating activities | 451 | ' | 1,786 | 1,734 | 1,683 |
Payments on financing and capital lease obligations | -451 | ' | -1,786 | -1,734 | -1,683 |
Net cash and cash equivalents used in financing activities | $451 | ' | ($1,786) | ($1,734) | ($1,683) |
Common_Share_Equivalents_Secur
Common Share Equivalents Securities Excluded From Calculation of Weighted Average Common Share Outstanding (Detail) | 12 Months Ended | |||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2010 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ' | ' | ' | ' |
Antidilutive common share equivalents | 3,656,495 | 20,117,924 | 19,709,668 | 19,903,601 |
Series A Redeemable Convertible Preferred Stock | ' | ' | ' | ' |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ' | ' | ' | ' |
Antidilutive common share equivalents | ' | 14,055,851 | 14,055,851 | 14,055,851 |
Series B Redeemable Convertible Preferred Stock | ' | ' | ' | ' |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ' | ' | ' | ' |
Antidilutive common share equivalents | ' | 2,441,009 | 2,441,009 | 2,441,009 |
Restricted Stock Units (RSUs) | ' | ' | ' | ' |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ' | ' | ' | ' |
Antidilutive common share equivalents | 97,700 | ' | ' | ' |
Stock Options | ' | ' | ' | ' |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ' | ' | ' | ' |
Antidilutive common share equivalents | 3,058,795 | 3,121,064 | 2,712,808 | 2,906,741 |
Warrant to Purchase Common Stock | ' | ' | ' | ' |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ' | ' | ' | ' |
Antidilutive common share equivalents | 500,000 | 500,000 | 500,000 | 500,000 |
Basic_and_Diluted_Net_Loss_per
Basic and Diluted Net Loss per Common Share (Detail) (USD $) | 3 Months Ended | 12 Months Ended | ||||||||||
In Thousands, except Share data, unless otherwise specified | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2012 | Sep. 30, 2012 | Jun. 30, 2012 | Mar. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2010 |
Numerator: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Net loss | ($8,284) | ($6,836) | ($9,628) | ($5,613) | ($2,031) | ($2,407) | ($5,690) | ($4,745) | ($30,361) | ($14,873) | ($15,064) | ($2,475) |
Net loss attributable to common stockholders | ' | ' | ' | ' | ' | ' | ' | ' | ($30,361) | ($14,873) | ($15,064) | ($2,475) |
Denominator: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Weighted-average common shares outstanding, basic and diluted | 24,474,566 | 6,320,731 | 4,809,518 | 4,798,043 | 4,842,205 | 4,836,179 | 4,826,171 | 4,810,059 | 10,144,243 | 4,812,632 | 4,875,157 | 6,405,944 |
Net loss per common share, basic and diluted | ($0.34) | ($1.08) | ($2) | ($1.17) | ($0.42) | ($0.50) | ($1.18) | ($0.99) | ($2.99) | ($3.09) | ($3.09) | ($0.39) |
Marketable_Securities_Addition
Marketable Securities - Additional Information (Detail) (USD $) | 12 Months Ended |
In Thousands, unless otherwise specified | Dec. 31, 2013 |
Gain (Loss) on Investments [Line Items] | ' |
Held-to-maturity securities, amortized cost | 13,168 |
Held-to-maturity securities, fair value | 13,166 |
Held-to-maturity securities, gross unrealized holding gains | 0 |
Held-to-maturity securities, gross unrealized holding losses | 2 |
Minimum | ' |
Gain (Loss) on Investments [Line Items] | ' |
Held-to-maturity securities, contractual maturity period | '5 months |
Maximum | ' |
Gain (Loss) on Investments [Line Items] | ' |
Held-to-maturity securities, contractual maturity period | '8 months |
Assets_and_Liabilities_Measure
Assets and Liabilities Measured at Fair Value on a Recurring Basis (Detail) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |||
In Thousands, unless otherwise specified | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' | ' | |||
Total assets | $65,443 | $18,282 | $15,634 | |||
Contingent consideration | ' | 328 | [1] | 2,349 | ||
Total liabilities | ' | 328 | 2,538 | |||
Liability | ' | ' | ' | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' | ' | |||
Contingent consideration | ' | ' | 2,538 | [1] | ||
Money market mutual funds | ' | ' | ' | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' | ' | |||
Cash equivalents | 65,443 | [2] | 18,282 | [2] | 15,634 | [2] |
Level 1 | ' | ' | ' | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' | ' | |||
Total assets | 65,443 | 18,282 | 15,634 | |||
Level 1 | Money market mutual funds | ' | ' | ' | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' | ' | |||
Cash equivalents | 65,443 | [2] | 18,282 | [2] | 15,634 | [2] |
Level 3 | ' | ' | ' | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' | ' | |||
Contingent consideration | ' | 328 | [1] | ' | ||
Total liabilities | ' | 328 | 2,538 | |||
Level 3 | Liability | ' | ' | ' | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' | ' | |||
Contingent consideration | ' | ' | $2,538 | [1] | ||
[1] | Contingent consideration related to acquisitions is classified within Level 3 because the liabilities are valued using significant unobservable inputs. The Company estimated the fair value of the acquisition-related contingent consideration using a probability-weighted discounted cash flow method. On the consolidated statements of operations and comprehensive loss, change in fair value related to changes in estimated contingent consideration to be paid is included in "Change in fair value of contingent consideration", and accretion of the discount on contingent consideration is included in "Other expense". | |||||
[2] | Money market funds are classified as cash equivalents in the Company's consolidated balance sheets. As short-term, highly liquid investments readily convertible to known amounts of cash, with remaining maturities of three months or less at the time of purchase, the Company's cash equivalent money market funds have carrying values that approximate fair value. |
Changes_in_Level_3_Instruments
Changes in Level 3 Instruments Measured at Fair Value on a Recurring Basis (Detail) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ' | ' | ' |
Beginning balance of contingent consideration | $328 | $2,538 | $1,696 |
Change in fair value | -43 | 121 | 503 |
Accretion of discount | 26 | 67 | 339 |
Payment | -311 | -2,398 | ' |
Ending balance of contingent consideration | ' | $328 | $2,538 |
Property_and_Equipment_Detail
Property and Equipment (Detail) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
In Thousands, unless otherwise specified | |||
Property, Plant and Equipment [Line Items] | ' | ' | ' |
Property and equipment, gross | $63,918 | $50,602 | $47,733 |
Accumulated depreciation and amortization | -36,474 | -30,146 | -25,446 |
Property and equipment, net | 27,444 | 20,456 | 22,287 |
Building | ' | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' | ' |
Property and equipment, gross | 7,965 | 7,965 | 7,965 |
Computers and Related Equipment | ' | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' | ' |
Property and equipment, gross | 13,954 | 10,521 | 11,112 |
Purchased Software and Licenses | ' | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' | ' |
Property and equipment, gross | 17,556 | 12,605 | 12,389 |
Software Developed | ' | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' | ' |
Property and equipment, gross | 16,182 | 13,363 | 11,447 |
Furniture and Fixtures | ' | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' | ' |
Property and equipment, gross | 2,717 | 2,406 | 1,987 |
Leasehold Improvements | ' | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' | ' |
Property and equipment, gross | 1,730 | 1,690 | 754 |
Other Equipment | ' | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' | ' |
Property and equipment, gross | 1,922 | 1,941 | 1,921 |
Vehicles | ' | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' | ' |
Property and equipment, gross | 111 | 111 | 158 |
Construction in Progress | ' | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' | ' |
Property and equipment, gross | $1,781 | ' | ' |
Property_and_Equipment_Additio
Property and Equipment - Additional Information (Detail) (USD $) | 12 Months Ended | |||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2010 |
Property, Plant and Equipment [Line Items] | ' | ' | ' | ' |
Depreciation and amortization expenses | $8,172 | $8,560 | $7,306 | $6,609 |
Fixed assets acquired under capital lease | 8,463 | 3,893 | 5,268 | ' |
Accumulated depreciation of assets under capital leases | 2,033 | 1,392 | 1,551 | ' |
Capitalized software cost gross | 2,751 | 3,089 | 2,711 | ' |
Amortization of capitalized software cost | 2,618 | 3,145 | 2,009 | 1,690 |
Capitalized software cost net | 4,101 | 3,969 | 3,960 | ' |
Impairment of long lived assets | ' | 1,051 | ' | ' |
Property and Equipment | ' | ' | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' | ' | ' |
Depreciation and amortization expenses | 7,850 | 8,225 | 6,945 | 6,457 |
Computers and Related Equipment | ' | ' | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' | ' | ' |
Gain on disposal of asset | ' | ' | $178 | ' |
Change_in_Carrying_Amount_of_G
Change in Carrying Amount of Goodwill (Detail) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Goodwill [Line Items] | ' | ' | ' |
Goodwill Beginning balance | $1,634 | $1,634 | $3,304 |
Impairment | ' | ' | -1,670 |
Goodwill Ending balance | $1,634 | $1,634 | $1,634 |
AcquisitionRelated_Intangible_
Acquisition-Related Intangible Assets (Detail) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Acquired Finite-Lived Intangible Assets [Line Items] | ' | ' | ' |
Gross Carrying Amount | $2,426 | $2,426 | $2,426 |
Accumulated Amortization | -1,170 | -847 | -513 |
Net Carrying Amount | 1,256 | 1,579 | 1,913 |
Weighted- Average Remaining Useful Life (in years) | '4 years 4 months 24 days | '5 years 4 months 24 days | '6 years 2 months 12 days |
Trademarks | ' | ' | ' |
Acquired Finite-Lived Intangible Assets [Line Items] | ' | ' | ' |
Gross Carrying Amount | 240 | 240 | 240 |
Accumulated Amortization | -164 | -116 | -68 |
Net Carrying Amount | 76 | 124 | 172 |
Weighted- Average Remaining Useful Life (in years) | '1 year 7 months 6 days | '2 years 7 months 6 days | '3 years 7 months 6 days |
Customer Agreements | ' | ' | ' |
Acquired Finite-Lived Intangible Assets [Line Items] | ' | ' | ' |
Gross Carrying Amount | 2,060 | 2,060 | 2,060 |
Accumulated Amortization | -880 | -622 | -365 |
Net Carrying Amount | 1,180 | 1,438 | 1,695 |
Weighted- Average Remaining Useful Life (in years) | '4 years 7 months 6 days | '5 years 7 months 6 days | '6 years 7 months 6 days |
Non-compete Agreements | ' | ' | ' |
Acquired Finite-Lived Intangible Assets [Line Items] | ' | ' | ' |
Gross Carrying Amount | 126 | 126 | 126 |
Accumulated Amortization | -126 | -109 | -80 |
Net Carrying Amount | ' | $17 | $46 |
Weighted- Average Remaining Useful Life (in years) | ' | '7 months 6 days | '1 year 7 months 6 days |
Goodwill_and_Intangible_Assets2
Goodwill and Intangible Assets - Additional Information (Detail) (USD $) | 12 Months Ended | |||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2010 |
Finite-Lived Intangible Assets [Line Items] | ' | ' | ' | ' |
Amortization expense related to acquisition of intangible assets | $322 | $335 | $361 | $152 |
Impairment of intangible assets | ' | ' | $54 | ' |
Expected_Amortization_Expense_
Expected Amortization Expense for Intangible Assets (Detail) (USD $) | Dec. 31, 2013 |
In Thousands, unless otherwise specified | |
Estimated Amortization Expense [Line Items] | ' |
2014 | $306 |
2015 | 286 |
2016 | 257 |
2017 | 257 |
2018 | 150 |
Total | $1,256 |
Revolving_Line_of_Credit_and_N2
Revolving Line of Credit and Notes Payable - Additional Information (Detail) (USD $) | 1 Months Ended | 12 Months Ended | 1 Months Ended | 12 Months Ended | 1 Months Ended | 12 Months Ended | 12 Months Ended | 1 Months Ended | ||||||||||||||
In Thousands, unless otherwise specified | Aug. 30, 2013 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2010 | Aug. 27, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 10, 2013 | Aug. 27, 2013 | Aug. 27, 2013 | Aug. 31, 2011 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2012 | Dec. 31, 2010 | Dec. 31, 2011 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2013 |
Revolving Line of Credit | Revolving Line of Credit | Revolving Line of Credit | Revolving Line of Credit | Revolving Line of Credit | Revolving Line of Credit | Hardware And Software | Hardware And Software | Hardware And Software | Hardware | Hardware | Hardware | Credit Facility Notes | Credit Facility Notes | Credit Facility Notes | Credit Facility Notes | Credit Facility Notes | ||||||
Amendment To Credit Facility | LIBOR | Maximum | Minimum | Maximum | ||||||||||||||||||
LIBOR | ||||||||||||||||||||||
Debt Instrument [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Line of credit facility maximum borrowing capacity | ' | ' | ' | ' | ' | $35,000 | ' | ' | $35,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $6,000 | ' | ' |
Amount outstanding under credit facility | ' | 5,757 | 5,981 | 2,521 | ' | ' | ' | 5,757 | ' | ' | ' | ' | 1,156 | 1,809 | 286 | ' | 558 | ' | ' | 4,535 | ' | ' |
Proceeds from notes payable borrowing | ' | 1,465 | 4,535 | 2,020 | 816 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 591 | 874 | ' | ' | ' |
Fixed annual interest rates | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 3.60% | 3.70% |
Line of credit facility current borrowing capacity | ' | ' | ' | ' | ' | 15,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Line of credit facility expiration date | ' | ' | ' | ' | ' | 27-Aug-16 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Line of credit facility interest rate | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2.75% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Line of credit facility basis spread on variable rate | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 0.50% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Period of variable interest rate | ' | ' | ' | ' | ' | ' | ' | ' | ' | '30 days | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Proceeds from line of credit borrowing | 5,757 | 10,757 | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2,020 | ' | ' | ' | 816 | ' | ' | ' | ' | ' | ' |
Payments on revolving line of credit | ' | 5,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Amount available to borrow under line of credit | ' | 9,243 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Line of credit facility interest rate | ' | ' | ' | ' | ' | ' | 3.25% | ' | ' | ' | ' | 4.50% | 4.50% | ' | 5.00% | 5.00% | ' | ' | ' | ' | ' | ' |
Line of credit facility Installment | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 'Principal and interest are paid in equal monthly installments through August 2014. | ' | ' | ' | 'Principal and interest paid in equal monthly installments through December 2013. | ' | ' | ' | ' | ' | ' |
Future minimum principal payments 2016 | ' | $5,757 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Summary_of_Outstanding_Princip
Summary of Outstanding Principal Balance and Interest Rate (Detail) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2012 | Dec. 31, 2010 | Dec. 31, 2011 | Aug. 31, 2011 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2012 | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2012 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | Hardware | Hardware | Hardware | Hardware And Software | Hardware And Software | Hardware And Software | Credit Facility | Revolving Line of Credit | Revolving Line of Credit | Other Notes | Other Notes | Other Notes | Other Notes | |||
Minimum | Maximum | |||||||||||||||
Line of Credit Facility [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Interest Rate | ' | ' | ' | 5.00% | 5.00% | ' | 4.50% | 4.50% | ' | 3.60% | 3.25% | ' | ' | ' | 5.00% | 10.00% |
Outstanding - Principal Balance | $5,757 | $5,981 | $2,521 | $286 | ' | $558 | ' | $1,156 | $1,809 | $4,535 | ' | $5,757 | $4 | $154 | ' | ' |
Commitments_and_Contingencies_
Commitments and Contingencies - Additional Information (Detail) (USD $) | 1 Months Ended | 12 Months Ended | 1 Months Ended | 12 Months Ended | 12 Months Ended | 1 Months Ended | 12 Months Ended | 1 Months Ended | |||||||||||||||||||||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Aug. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2010 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2012 | Nov. 30, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2013 | Dec. 31, 2012 | Mar. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 |
sqft | Other non-current liabilities | Minimum | Maximum | Maximum | Software And Other | Lease and financing arrangement | Financing Obligation | Property and Equipment for Operations | Property and Equipment for Operations | Data Processing Equipment and Software | Data Processing Equipment and Software | Data Processing Equipment and Software | Data Processing Equipment and Software | Data Processing Equipment and Software | Data Processing Equipment and Software | Data Processing Equipment and Software | Data Processing Equipment and Software | Data Processing Equipment and Software | Data Processing Equipment and Software | Data Processing Equipment and Software | Data Processing Equipment and Software | Data Processing Equipment and Software | Asset under Construction | ||||||
Minimum | Maximum | November 2013 Lease Agreement | November 2013 Lease Agreement | 2013 and 2012 Lease Agreements | 2013 and 2012 Lease Agreements | 2013 and 2012 Lease Agreements | 2013 and 2012 Lease Agreements | 2013 and 2012 Lease Agreements | 2013 and 2012 Lease Agreements | 2011 Lease Agreement | 2011 Lease Agreement | 2011 Lease Agreement | March 2013 Lease Agreement | March 2013 Lease Agreement | |||||||||||||||
Minimum | Minimum | Maximum | Maximum | ||||||||||||||||||||||||||
Commitments and Contingencies Disclosure [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Capital lease agreement period | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '9 months | '5 years | '3 years | ' | ' | ' | ' | ' | '5 years | '5 years | '3 years | ' | ' | '3 years | ' | ' |
Interest rate under lease agreement | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 14.90% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Total payment under capital lease | ' | ' | $3,343 | $3,145 | $2,810 | $3,652 | ' | ' | ' | ' | ' | ' | ' | ' | ' | $3,988 | ' | $363 | $363 | ' | ' | ' | ' | $3,005 | ' | ' | $1,117 | ' | ' |
Capital lease obligation | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 3,988 | 216 | 133 | ' | ' | ' | ' | 2,297 | 413 | 1,375 | ' | 785 | ' |
Financing obligation term | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '3 years | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Total payment under financing obligation | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 3,872 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Financing obligation | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 3,872 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Capital lease agreement period | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '1 year | '1 year | ' | ' | ' | ' | ' | ' | ' | ' |
Percentage of economic life that will initiate the passage of title to the Company | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 75.00% | 75.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Operating lease expiration year | ' | ' | ' | ' | ' | ' | ' | '2014 | ' | '2024 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Lease agreement expiration date | ' | '2015-04 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Rent expense | ' | ' | 2,517 | 1,946 | 1,388 | 1,301 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Contractual obligation | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 3,659 | 13,097 | 20,986 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 81,488 |
Capital lease agreement period | '15 years | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Contractual lease expected commencement date | 'January 1, 2015 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Rentable area of leased premises | 145,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Option to extend lease term | '36 months | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Annual costs prior to exercise of an option to lease space in two additional adjacent buildings | ' | ' | ' | ' | ' | ' | ' | ' | 466 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Termination fee if the company terminates an option to lease space in two additional adjacent buildings | ' | ' | ' | ' | ' | ' | ' | ' | 757 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Pro-rated termination fee if the company terminates the option | ' | ' | ' | ' | ' | ' | $75 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Future_Minimum_Lease_Payments_
Future Minimum Lease Payments (Detail) (USD $) | Dec. 31, 2013 |
In Thousands, unless otherwise specified | |
Leases Future Minimum Payments [Line Items] | ' |
2014 | $3,108 |
2015 | 2,840 |
2016 | 2,846 |
2017 | 2,843 |
2018 | 2,839 |
Thereafter | 16,728 |
Total minimum lease payments | 31,204 |
2014 | 2,728 |
2015 | 1,782 |
2016 | 1,156 |
2017 | 23 |
2018 | ' |
Thereafter | ' |
Total minimum lease payments | 5,689 |
Less: imputed interest | -235 |
Less: current portion | -2,587 |
Capital lease obligations, net of current portion | 2,867 |
Financing Obligation | ' |
Leases Future Minimum Payments [Line Items] | ' |
2014 | 3,578 |
2015 | 3,298 |
2016 | 3,020 |
2017 | 2,070 |
2018 | 2,132 |
Thereafter | 6,888 |
Total financing obligation payments | $20,986 |
StockBased_Compensation_Additi
Stock-Based Compensation - Additional Information (Detail) (USD $) | 12 Months Ended | ||||
In Thousands, except Share data, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2010 | Jan. 31, 2012 |
Share Based Compensation Arrangements By Share Based Payment Award Options [Line Items] | ' | ' | ' | ' | ' |
Number of common shares reserved for issuance under stock plans | ' | ' | ' | ' | 6,234,809 |
Total compensation cost related to nonvested awards not yet recognized | $7,429 | ' | ' | ' | ' |
Total compensation cost related to nonvested awards not yet recognized period | '2 years 10 months 24 days | ' | ' | ' | ' |
Restricted stock units granted vesting period description | 'Restricted stock units granted to employees vest in equal annual installments generally over 4 years from the grant date. | ' | ' | ' | ' |
Intrinsic value of restricted stock units expected to vest | 4,867 | ' | ' | ' | ' |
Number of restricted stock units expected to vest | 84,288 | ' | ' | ' | ' |
Aggregate intrinsic value of employee options exercised | $6,448 | $293 | $214 | $264 | ' |
Stock-based compensation, option granted | 172,000 | ' | 0 | ' | ' |
2012 Plan | ' | ' | ' | ' | ' |
Share Based Compensation Arrangements By Share Based Payment Award Options [Line Items] | ' | ' | ' | ' | ' |
Share allocated to stock option plan | 2,578,314 | ' | ' | ' | ' |
Stock plan vesting period | '4 years | ' | ' | ' | ' |
Stock plan expiration period from grant date | '10 years | ' | ' | ' | ' |
Restricted Stock Units (RSUs) | ' | ' | ' | ' | ' |
Share Based Compensation Arrangements By Share Based Payment Award Options [Line Items] | ' | ' | ' | ' | ' |
Stock plan vesting period | '4 years | ' | ' | ' | ' |
Number_of_Awards_Outstanding_D
Number of Awards Outstanding (Detail) | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2010 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' | ' |
Number of stock options outstanding | 3,058,795 | 3,121,064 | 2,712,808 | 2,906,741 |
Number of restricted stock units expected to vest | 97,700 | ' | ' | ' |
StockBased_Compensation_Expens
Stock-Based Compensation Expense Related to Stock Options (Detail) (USD $) | 12 Months Ended | |||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2010 |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ' | ' | ' | ' |
Share-based compensation expense | $1,202 | $712 | $721 | $1,035 |
Cost of revenue | ' | ' | ' | ' |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ' | ' | ' | ' |
Share-based compensation expense | 274 | 195 | 252 | 352 |
Sales and marketing | ' | ' | ' | ' |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ' | ' | ' | ' |
Share-based compensation expense | 171 | 68 | 102 | 77 |
Research and development | ' | ' | ' | ' |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ' | ' | ' | ' |
Share-based compensation expense | 255 | 130 | 121 | 87 |
General and administrative | ' | ' | ' | ' |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ' | ' | ' | ' |
Share-based compensation expense | $502 | $319 | $246 | $519 |
Summary_of_Unvested_Restricted
Summary of Unvested Restricted Stock Units Activity (Detail) (USD $) | 12 Months Ended |
Dec. 31, 2013 | |
Restricted stock units | ' |
Restricted stock units, beginning balance | ' |
Restricted stock units, granted | 97,700 |
Restricted stock units, ending balance | 97,700 |
Weighted average grant date fair value | ' |
Weighted average grant date fair value, beginning balance | ' |
Weighted average grant date fair value, granted | $48.31 |
Weighted average grant date fair value, ending balance | $48.31 |
Summary_of_Option_Activity_Det
Summary of Option Activity (Detail) (USD $) | 12 Months Ended | |
In Thousands, except Share data, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2011 |
Stock options | ' | ' |
Beginning Balance | 3,121,064 | 2,906,741 |
Granted | 172,000 | 0 |
Exercised | -201,444 | ' |
Forfeited | -30,772 | ' |
Expired | -2,053 | ' |
Ending Balance | 3,058,795 | 2,712,808 |
Exercisable | 2,456,471 | ' |
Vested and expected to vest | 3,006,516 | ' |
Weighted Average Exercise Price | ' | ' |
Beginning Balance | $6.15 | ' |
Granted | $13.53 | ' |
Exercised | $3.45 | ' |
Forfeited | $5.98 | ' |
Expired | $1.90 | ' |
Ending Balance | $6.75 | ' |
Exercisable | $5.89 | ' |
Vested and expected to vest | $6.70 | ' |
Weighted Average Remaining Contractual Term | ' | ' |
Outstanding | '5 years 4 days | ' |
Exercisable | '4 years 1 month 21 days | ' |
Vested and Expected to Vest | '4 years 11 months 12 days | ' |
Aggregate Intrinsic Value | ' | ' |
Outstanding | $155,969 | ' |
Exercisable | 127,366 | ' |
Vested and Expected to vest | $153,446 | ' |
Assumptions_Used_For_Estimatin
Assumptions Used For Estimating Fair Value of Stock Options Granted (Detail) (USD $) | 12 Months Ended | |||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2010 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' | ' |
Risk-free interest rate, minimum | 1.00% | 0.80% | ' | 1.90% |
Risk-free interest rate, maximum | 1.70% | 1.20% | ' | 3.20% |
Expected term (years) | '6 years 29 days | '6 years 29 days | ' | ' |
Expected volatility, minimum | ' | 53.00% | ' | 57.00% |
Expected volatility, maximum | ' | 55.00% | ' | 59.00% |
Expected volatility | 52.00% | ' | ' | ' |
Expected dividend yield | 0.00% | 0.00% | ' | 0.00% |
Weighted-average grant-date fair value per share | $7.71 | $4.24 | ' | $2.43 |
Minimum | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' | ' |
Expected term (years) | ' | ' | ' | '6 years 29 days |
Maximum | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' | ' |
Expected term (years) | ' | ' | ' | '6 years 6 months 29 days |
Stockholders_Deficit_Additiona
Stockholders' Deficit - Additional Information (Detail) (USD $) | 1 Months Ended | 12 Months Ended | ||||
In Thousands, except Share data, unless otherwise specified | Sep. 30, 2013 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2010 | Dec. 31, 2009 |
Schedule Of Stockholders Equity [Line Items] | ' | ' | ' | ' | ' | ' |
Conversion of redeemable convertible preferred stock into common stock | 16,496,860 | 16,496,860 | ' | ' | ' | ' |
Common stock, par value | $0.00 | ' | ' | ' | ' | ' |
Preferred stock, shares authorized before amendment | ' | 21,496,860 | ' | ' | ' | ' |
Preferred stock, shares authorized | ' | 5,000,000 | 5,000,000 | 5,000,000 | ' | ' |
Common stock , authorized shares reserved for future issuance | ' | 6,234,809 | ' | ' | ' | ' |
Common stock , shares authorized | ' | 50,000,000 | ' | ' | ' | ' |
Warrant contract term | ' | ' | ' | ' | ' | '5 years |
Number of common stock shares called by warrant right | ' | ' | ' | ' | ' | 500,000 |
Warrant issued, exercise price | ' | ' | ' | ' | ' | 5.48 |
Warrant issued, expiration term | ' | ' | ' | ' | ' | '10 years |
Warrant issued, exercise period | ' | ' | ' | ' | ' | '9 years 6 months |
Accretion of customer warrant | ' | $892 | $488 | $141 | $306 | ' |
Common Stock With Par Value | ' | ' | ' | ' | ' | ' |
Schedule Of Stockholders Equity [Line Items] | ' | ' | ' | ' | ' | ' |
Common stock, par value | ' | $0.00 | ' | ' | ' | ' |
Common stock , shares authorized | ' | 50,000,000 | ' | ' | ' | ' |
Common_Stock_for_Future_Issuan
Common Stock for Future Issuance (Detail) | Dec. 31, 2013 |
Common Stock [Line Items] | ' |
Outstanding stock options | 3,058,795 |
Restricted stock units | 97,700 |
Outstanding common stock warrant | 500,000 |
Possible future issuance under stock option plans | 2,578,314 |
Total common shares reserved for future issuance | 6,234,809 |
Employee_Benefit_Plan_Addition
Employee Benefit Plan - Additional Information (Detail) (USD $) | 12 Months Ended | 1 Months Ended | 12 Months Ended | ||||||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2010 | Jan. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2010 |
Scenario, Forecast | Maximum | Maximum | Maximum | Maximum | |||||
Defined Benefit Plan Disclosure [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Defined benefit plan service period of employees to be eligible to participate in 401(k) plan | '1 day | ' | ' | ' | ' | ' | ' | ' | ' |
Eligible age of participation in 401 (k) plan | 'Employees are eligible to participate in the 401(k) Plan after one day of service and upon attainment of age 21 | ' | ' | ' | ' | ' | ' | ' | ' |
Employers matching contribution, percent | 50.00% | 50.00% | 50.00% | 50.00% | ' | ' | ' | ' | ' |
Employers matching contribution percent of qualifying compensation | ' | ' | ' | ' | ' | 3.00% | 3.00% | 3.00% | 3.00% |
Percentage of employee vesting amount on matching company contribution | 20.00% | 20.00% | 20.00% | 20.00% | ' | ' | ' | ' | ' |
Employee's service requisite period for vesting matching company contribution | '2 years | '2 years | '2 years | '2 years | '1 year | ' | ' | ' | ' |
Employers matching contribution | $1,339 | $1,013 | $857 | $745 | ' | ' | ' | ' | ' |
Income_Taxes_Additional_Inform
Income Taxes - Additional Information (Detail) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Schedule Of Income Taxes [Line Items] | ' | ' | ' |
Deferred tax valuation allowance | $34,422 | $24,231 | $18,510 |
Increase in valuation allowance | 10,191 | 5,721 | 5,003 |
Federal and state net operating loss carryforwards | 15,553 | ' | ' |
Excess tax benefits from deductions from exercise of nonqualified stock options | 408 | ' | ' |
Gross unrecognized tax benefits | 437 | ' | ' |
Portion of unrecognized tax benefits for Company's effective tax rate | 0 | ' | ' |
Minimum | ' | ' | ' |
Schedule Of Income Taxes [Line Items] | ' | ' | ' |
U.S. federal income tax examination year | '2010 | ' | ' |
Maximum | ' | ' | ' |
Schedule Of Income Taxes [Line Items] | ' | ' | ' |
U.S. federal income tax examination year | '2012 | ' | ' |
South Carolina | ' | ' | ' |
Schedule Of Income Taxes [Line Items] | ' | ' | ' |
Tax credit carryovers | 4,924 | 4,497 | 4,497 |
Corporate Headquarters | ' | ' | ' |
Schedule Of Income Taxes [Line Items] | ' | ' | ' |
Tax credit carryovers | 4,924 | 4,497 | 4,497 |
Expiration of tax credit carryforward, beginning year | '2020 | ' | ' |
Expiration of tax credit carryforward, ending year | '2028 | ' | ' |
Federal | ' | ' | ' |
Schedule Of Income Taxes [Line Items] | ' | ' | ' |
Net operating loss carryforwards | 41,374 | 25,595 | 28,884 |
Net operating loss carryforwards expiration, beginning year | '2022 | ' | ' |
Net operating loss carryforwards expiration, ending year | '2033 | ' | ' |
State and Local Jurisdiction | ' | ' | ' |
Schedule Of Income Taxes [Line Items] | ' | ' | ' |
Net operating loss carryforwards | $33,665 | $23,589 | $26,877 |
Summary_of_Components_of_Incom
Summary of Components of Income Tax (Benefit) Expense (Detail) (USD $) | 12 Months Ended | |||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2010 |
Components Of Income Tax Expense Benefit [Line Items] | ' | ' | ' | ' |
Federal | ' | ' | ' | ($63) |
State and local | -31 | 84 | 35 | 73 |
Total current (benefit) expense | -31 | 84 | 35 | 10 |
Federal | ' | ' | ' | ' |
State and local | ' | ' | ' | ' |
Total deferred taxes | ' | ' | ' | ' |
Reconciliation_between_Effect_
Reconciliation between Effect of Applying Federal Statutory Rate and Effective Income Tax Rate (Detail) | 12 Months Ended | |||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2010 | |
Schedule of Effective Tax Rate Reconciliation [Line Items] | ' | ' | ' | ' |
Federal statutory rate | 34.00% | 34.00% | 34.00% | 34.00% |
State income taxes, net of federal benefit | 3.20% | 3.50% | 2.80% | 1.00% |
Change in tax rates | 0.40% | 2.60% | 0.80% | -10.90% |
State tax credits | 0.90% | 0.00% | 2.20% | 31.20% |
Change in valuation allowance | -33.50% | -38.70% | -33.30% | -37.50% |
Uncertain tax positions | -0.90% | 0.00% | 0.00% | 0.00% |
Contingent consideration amortization | 0.00% | -0.40% | -5.70% | 0.00% |
Stock-based compensation | -0.90% | -1.20% | -1.10% | -14.40% |
Other permanent items | -0.40% | -0.40% | -0.40% | -3.90% |
Deferred true-up | -2.70% | 0.00% | 0.50% | 0.00% |
Income tax provision effective rate | 0.10% | -0.60% | -0.20% | -0.50% |
Components_of_Deferred_Tax_Ass
Components of Deferred Tax Asset and Liability (Detail) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
In Thousands, unless otherwise specified | |||
Deferred tax assets relating to: | ' | ' | ' |
Net operating loss carryforwards | $15,553 | $9,744 | $10,742 |
Deferred revenue | 16,779 | 13,185 | 7,545 |
Commissions accrual | 463 | 260 | 110 |
Deferred rent | 1,027 | 876 | 702 |
State tax credits | 2,961 | 2,968 | 2,968 |
Stock-based compensation | 1,615 | 1,172 | 901 |
Compensation and accruals | 1,361 | 962 | 675 |
Total gross deferred tax assets | 39,759 | 29,167 | 23,643 |
Deferred tax liabilities: | ' | ' | ' |
Prepaid expenses | -727 | -374 | -410 |
Property and equipment and intangible assets | -4,610 | -4,562 | -4,723 |
Total gross deferred tax liabilities | -5,337 | -4,936 | -5,133 |
Deferred tax assets less liabilities | 34,422 | 24,231 | 18,510 |
Less: valuation allowance | -34,422 | -24,231 | -18,510 |
Net deferred tax asset (liability) | ' | ' | ' |
Reconciliation_of_Unrecognized
Reconciliation of Unrecognized Tax Benefits (Detail) (USD $) | 12 Months Ended |
In Thousands, unless otherwise specified | Dec. 31, 2013 |
Income Tax Contingency [Line Items] | ' |
Additions based on tax positions related to the current year | ' |
Additions for tax positions of prior years | 437 |
Reductions for tax positions of prior years | ' |
Reductions for tax positions due to lapse of statute | ' |
Settlements | ' |
Ending balance | $437 |
Segment_and_Geographic_Informa
Segment and Geographic Information (Detail) (USD $) | 3 Months Ended | 12 Months Ended | ||||||||||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2012 | Sep. 30, 2012 | Jun. 30, 2012 | Mar. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2010 |
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Net revenue from external customers | $30,256 | $26,316 | $24,332 | $23,848 | $22,208 | $20,833 | $19,629 | $19,069 | $104,752 | $81,739 | $68,783 | $67,122 |
Depreciation and amortization | ' | ' | ' | ' | ' | ' | ' | ' | 8,172 | 8,560 | 7,306 | 6,609 |
Loss from operations | -7,693 | -6,358 | -9,081 | -5,062 | -1,490 | -1,901 | -5,174 | -4,237 | -28,194 | -12,802 | -13,017 | -610 |
Operating Segments | Employer | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Net revenue from external customers | ' | ' | ' | ' | ' | ' | ' | ' | 40,656 | 23,760 | 15,938 | 9,356 |
Depreciation and amortization | ' | ' | ' | ' | ' | ' | ' | ' | 3,035 | 2,337 | 2,044 | 758 |
Loss from operations | ' | ' | ' | ' | ' | ' | ' | ' | -26,312 | -19,015 | -19,533 | -6,628 |
Operating Segments | Carrier | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Net revenue from external customers | ' | ' | ' | ' | ' | ' | ' | ' | 64,096 | 57,979 | 52,845 | 57,766 |
Depreciation and amortization | ' | ' | ' | ' | ' | ' | ' | ' | 5,137 | 6,223 | 5,262 | 5,851 |
Loss from operations | ' | ' | ' | ' | ' | ' | ' | ' | ($1,882) | $6,213 | $6,516 | $6,018 |
Segment_and_Geographic_Informa1
Segment and Geographic Information - Additional Information (Detail) | 12 Months Ended |
Dec. 31, 2013 | |
Segment | |
Segment Reporting Disclosure [Line Items] | ' |
Number of operating segments | 2 |
Related_Parties_Additional_Inf
Related Parties - Additional Information (Detail) (USD $) | 1 Months Ended | 12 Months Ended | |||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2010 |
Person | |||||
Facility | |||||
Related Party Transaction [Line Items] | ' | ' | ' | ' | ' |
Financing obligations and operating lease agreement period | ' | '15 years | ' | ' | ' |
Financing obligation and lease renewal option term | ' | '5 years | ' | ' | ' |
Percentage of fixed annual rent increases | ' | 3.00% | ' | ' | ' |
Lease operating expenses | ' | $3,495 | $3,276 | $2,813 | $2,695 |
Due to related party | 268 | 268 | 234 | 212 | ' |
Capital lease agreement period | '15 years | ' | ' | ' | ' |
Contractual lease commencement date | 'January 1, 2015 | ' | ' | ' | ' |
Number of office facilities | ' | 2 | ' | ' | ' |
Number of stockholders and executives affiliated to leasing entity | ' | 2 | ' | ' | ' |
Receivable from related party | 331 | 331 | ' | ' | ' |
Transportation service from related party | ' | 326 | 120 | 105 | 154 |
Due to related party, current | $25 | $25 | ' | ' | ' |
Unaudited_Quarterly_Statements
Unaudited Quarterly Statements of Operations Data (Detail) (USD $) | 3 Months Ended | 12 Months Ended | ||||||||||
In Thousands, except Share data, unless otherwise specified | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2012 | Sep. 30, 2012 | Jun. 30, 2012 | Mar. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2010 |
Quarterly Financial Data [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Revenue | $30,256 | $26,316 | $24,332 | $23,848 | $22,208 | $20,833 | $19,629 | $19,069 | $104,752 | $81,739 | $68,783 | $67,122 |
Gross profit | 10,783 | 10,146 | 10,010 | 11,402 | 10,328 | 10,152 | 8,282 | 8,577 | 42,341 | 37,339 | 26,650 | 28,252 |
Total operating expenses | 18,476 | 16,504 | 19,091 | 16,464 | 11,818 | 12,053 | 13,456 | 12,814 | 70,535 | 50,141 | 39,667 | 28,862 |
Operating loss | -7,693 | -6,358 | -9,081 | -5,062 | -1,490 | -1,901 | -5,174 | -4,237 | -28,194 | -12,802 | -13,017 | -610 |
Net loss | ($8,284) | ($6,836) | ($9,628) | ($5,613) | ($2,031) | ($2,407) | ($5,690) | ($4,745) | ($30,361) | ($14,873) | ($15,064) | ($2,475) |
Net loss per common share | ($0.34) | ($1.08) | ($2) | ($1.17) | ($0.42) | ($0.50) | ($1.18) | ($0.99) | ($2.99) | ($3.09) | ($3.09) | ($0.39) |
Weighted-average common shares outstanding-basic and diluted | 24,474,566 | 6,320,731 | 4,809,518 | 4,798,043 | 4,842,205 | 4,836,179 | 4,826,171 | 4,810,059 | 10,144,243 | 4,812,632 | 4,875,157 | 6,405,944 |
Selected_Quarterly_Financial_D2
Selected Quarterly Financial Data (unaudited) - Additional Information (Detail) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||||
In Thousands, except Per Share data, unless otherwise specified | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2012 | Sep. 30, 2012 | Jun. 30, 2012 | Mar. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2010 | Dec. 31, 2009 |
Property and equipment, net | $27,444 | ' | ' | ' | $20,456 | ' | ' | ' | $27,444 | $20,456 | $22,287 | ' | ' |
Financing and capital lease obligations, current portion | 4,288 | ' | ' | ' | 1,228 | ' | ' | ' | 4,288 | 1,228 | 1,383 | ' | ' |
Total current liabilities | 41,894 | ' | ' | ' | 28,981 | ' | ' | ' | 41,894 | 28,981 | 22,615 | ' | ' |
Financing and capital lease obligations, net of current portion | 14,263 | ' | ' | ' | 9,589 | ' | ' | ' | 14,263 | 9,589 | 10,683 | ' | ' |
Other non-current liabilities | 1,202 | ' | ' | ' | 871 | ' | ' | ' | 1,202 | 871 | 767 | ' | ' |
Total liabilities | 128,179 | ' | ' | ' | 89,357 | ' | ' | ' | 128,179 | 89,357 | 69,809 | ' | ' |
Accumulated deficit | -203,079 | ' | ' | ' | -172,718 | ' | ' | ' | -203,079 | -172,718 | -157,368 | ' | ' |
Total stockholders' equity (deficit) | 11,432 | ' | ' | ' | -166,609 | ' | ' | ' | 11,432 | -166,609 | -152,445 | -137,569 | -105,991 |
Total liabilities, redeemable convertible preferred stock and stockholders' equity (deficit) | 139,611 | ' | ' | ' | 58,226 | ' | ' | ' | 139,611 | 58,226 | 52,842 | ' | ' |
Cost of revenue | ' | ' | ' | ' | ' | ' | ' | ' | 62,411 | 44,400 | 42,133 | 38,870 | ' |
Gross profit | 10,783 | 10,146 | 10,010 | 11,402 | 10,328 | 10,152 | 8,282 | 8,577 | 42,341 | 37,339 | 26,650 | 28,252 | ' |
Sales and marketing | ' | ' | ' | ' | ' | ' | ' | ' | 36,072 | 27,905 | 22,553 | 14,174 | ' |
Research and development | ' | ' | ' | ' | ' | ' | ' | ' | 23,532 | 14,621 | 9,120 | 8,650 | ' |
General and administrative | ' | ' | ' | ' | ' | ' | ' | ' | 10,974 | 7,494 | 5,821 | 6,038 | ' |
Total operating expenses | 18,476 | 16,504 | 19,091 | 16,464 | 11,818 | 12,053 | 13,456 | 12,814 | 70,535 | 50,141 | 39,667 | 28,862 | ' |
Loss from operations | -7,693 | -6,358 | -9,081 | -5,062 | -1,490 | -1,901 | -5,174 | -4,237 | -28,194 | -12,802 | -13,017 | -610 | ' |
Interest expense | ' | ' | ' | ' | ' | ' | ' | ' | -2,149 | -1,976 | -1,974 | -1,970 | ' |
Total other expense, net | ' | ' | ' | ' | ' | ' | ' | ' | -2,198 | -1,987 | -2,012 | -1,855 | ' |
Loss before income taxes | ' | ' | ' | ' | ' | ' | ' | ' | -30,392 | -14,789 | -15,029 | -2,465 | ' |
Net loss | -8,284 | -6,836 | -9,628 | -5,613 | -2,031 | -2,407 | -5,690 | -4,745 | -30,361 | -14,873 | -15,064 | -2,475 | ' |
Comprehensive loss | ' | ' | ' | ' | ' | ' | ' | ' | -30,361 | -14,873 | -15,064 | -2,475 | ' |
Net loss per common share, basic and diluted | ($0.34) | ($1.08) | ($2) | ($1.17) | ($0.42) | ($0.50) | ($1.18) | ($0.99) | ($2.99) | ($3.09) | ($3.09) | ($0.39) | ' |
Depreciation and amortization | ' | ' | ' | ' | ' | ' | ' | ' | 8,172 | 8,560 | 7,306 | 6,609 | ' |
Interest accrual on financing obligation | ' | ' | ' | ' | ' | ' | ' | ' | 1,768 | 1,774 | 1,771 | 1,759 | ' |
Other non-current liabilities | ' | ' | ' | ' | ' | ' | ' | ' | 331 | 293 | 141 | 170 | ' |
Net cash and cash equivalents provided by operating activities | ' | ' | ' | ' | ' | ' | ' | ' | 1,067 | 12,408 | 5,882 | 7,185 | ' |
Payments on financing and capital lease obligations | ' | ' | ' | ' | ' | ' | ' | ' | ' | 3,145 | 2,810 | 3,652 | ' |
Net cash and cash equivalents used in financing activities | ' | ' | ' | ' | ' | ' | ' | ' | 66,952 | -2,253 | -2,445 | -5,319 | ' |
Adjustment | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Property and equipment, net | ' | ' | ' | ' | 6,306 | ' | ' | ' | ' | 6,306 | 6,571 | ' | ' |
Financing and capital lease obligations, current portion | ' | ' | ' | ' | 57 | ' | ' | ' | ' | 57 | 10 | ' | ' |
Total current liabilities | ' | ' | ' | ' | 57 | ' | ' | ' | ' | 57 | 11 | ' | ' |
Financing and capital lease obligations, net of current portion | ' | ' | ' | ' | 9,039 | ' | ' | ' | ' | 9,039 | 9,098 | ' | ' |
Other non-current liabilities | ' | ' | ' | ' | -1,430 | ' | ' | ' | ' | -1,430 | -1,312 | ' | ' |
Total liabilities | ' | ' | ' | ' | 7,666 | ' | ' | ' | ' | 7,666 | 7,797 | ' | ' |
Accumulated deficit | ' | ' | ' | ' | -1,361 | ' | ' | ' | ' | -1,361 | -1,226 | ' | ' |
Total stockholders' equity (deficit) | ' | ' | ' | ' | -1,361 | ' | ' | ' | ' | -1,361 | -1,226 | -974 | -974 |
Total liabilities, redeemable convertible preferred stock and stockholders' equity (deficit) | ' | ' | ' | ' | 6,305 | ' | ' | ' | ' | 6,305 | 6,571 | ' | ' |
Cost of revenue | ' | ' | ' | ' | 194 | ' | ' | ' | ' | -778 | -901 | -947 | ' |
Gross profit | ' | ' | ' | ' | 194 | ' | ' | ' | ' | 778 | 901 | 947 | ' |
Sales and marketing | ' | ' | ' | ' | 100 | ' | ' | ' | ' | -363 | -361 | -288 | ' |
Research and development | ' | ' | ' | ' | 100 | ' | ' | ' | ' | -414 | -277 | -298 | ' |
General and administrative | ' | ' | ' | ' | 20 | ' | ' | ' | ' | -83 | -100 | -106 | ' |
Total operating expenses | ' | ' | ' | ' | 215 | ' | ' | ' | ' | -860 | -738 | -692 | ' |
Loss from operations | ' | ' | ' | ' | 410 | ' | ' | ' | ' | 1,638 | 1,639 | 1,639 | ' |
Interest expense | ' | ' | ' | ' | 443 | ' | ' | ' | ' | -1,773 | -1,771 | -1,758 | ' |
Total other expense, net | ' | ' | ' | ' | 443 | ' | ' | ' | ' | -1,773 | -1,771 | -1,759 | ' |
Loss before income taxes | ' | ' | ' | ' | 33 | ' | ' | ' | ' | -135 | -132 | -120 | ' |
Net loss | ' | ' | ' | ' | 33 | ' | ' | ' | ' | -135 | -132 | -120 | ' |
Comprehensive loss | ' | ' | ' | ' | 33 | ' | ' | ' | ' | -135 | -132 | -120 | ' |
Net loss per common share, basic and diluted | ' | ' | ' | ' | $0.01 | ' | ' | ' | ' | ($0.03) | ($0.03) | ($0.02) | ' |
Net loss | ' | ' | ' | ' | 100 | ' | ' | ' | ' | ' | ' | ' | ' |
Depreciation and amortization | ' | ' | ' | ' | 100 | ' | ' | ' | ' | 266 | 266 | 266 | ' |
Interest accrual on financing obligation | ' | ' | ' | ' | 443 | ' | ' | ' | ' | 1,774 | 1,771 | 1,759 | ' |
Other non-current liabilities | ' | ' | ' | ' | -25 | ' | ' | ' | ' | -118 | -170 | -222 | ' |
Net cash and cash equivalents provided by operating activities | ' | ' | ' | ' | 451 | ' | ' | ' | ' | 1,786 | 1,734 | 1,683 | ' |
Payments on financing and capital lease obligations | ' | ' | ' | ' | 451 | ' | ' | ' | ' | 1,786 | 1,734 | 1,683 | ' |
Net cash and cash equivalents used in financing activities | ' | ' | ' | ' | $451 | ' | ' | ' | ' | ($1,786) | ($1,734) | ($1,683) | ' |
Valuation_and_Qualifying_Accou
Valuation and Qualifying Accounts (Detail) (USD $) | 12 Months Ended | |||||||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2010 | ||||
Allowance for doubtful accounts and returns | ' | ' | ' | ' | ||||
Valuation and Qualifying Accounts Disclosure [Line Items] | ' | ' | ' | ' | ||||
Balance at Beginning of Period | $900 | $358 | $272 | $213 | ||||
Additions Charged To Expenses | -22 | 98 | 136 | 130 | ||||
Additions Charged Against Revenue | 2,315 | 1,330 | 491 | 111 | ||||
Deductions | -2,383 | -886 | -540 | -182 | ||||
Balance at End of Period | 810 | 900 | 358 | 272 | ||||
Deferred tax asset valuation allowance | ' | ' | ' | ' | ||||
Valuation and Qualifying Accounts Disclosure [Line Items] | ' | ' | ' | ' | ||||
Balance at Beginning of Period | 24,231 | 18,510 | 13,506 | 11,960 | ||||
Additions Charged To Costs and Expenses | 10,191 | [1] | 5,721 | [1] | 5,004 | [1] | 1,546 | [1] |
Balance at End of Period | $34,422 | $24,231 | $18,510 | $13,506 | ||||
[1] | Increase in valuation allowance is related to the generation of net operating losses and other deferred tax assets. |