Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
Jun. 30, 2015 | Aug. 07, 2015 | Dec. 31, 2014 | |
Document and Entity Information | |||
Entity Registrant Name | Paylocity Holding Corp | ||
Entity Central Index Key | 1,591,698 | ||
Document Type | 10-K | ||
Document Period End Date | Jun. 30, 2015 | ||
Amendment Flag | false | ||
Current Fiscal Year End Date | --06-30 | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Filer Category | Accelerated Filer | ||
Entity Public Float | $ 415,799,087 | ||
Entity Common Stock, Shares Outstanding | 50,712,929 | ||
Document Fiscal Year Focus | 2,015 | ||
Document Fiscal Period Focus | FY |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Jun. 30, 2015 | Jun. 30, 2014 |
Current assets: | ||
Cash and cash equivalents | $ 81,258 | $ 78,848 |
Accounts receivable, net | 1,115 | 756 |
Prepaid expenses and other | 4,416 | 2,694 |
Deferred income tax assets, net | 775 | 706 |
Total current assets before funds held for clients | 87,564 | 83,004 |
Funds held for clients | 591,219 | 417,261 |
Total current assets | 678,783 | 500,265 |
Long-term prepaid expenses | 403 | 313 |
Capitalized internal-use software, net | 7,357 | 5,093 |
Property and equipment, net | 16,061 | 13,125 |
Intangible assets, net | 11,941 | 6,320 |
Goodwill | 6,003 | 3,035 |
Total assets | 720,548 | 528,151 |
Current liabilities: | ||
Accounts payable | 1,327 | 2,133 |
Taxes payable | 5 | |
Consideration related to acquisitions | 511 | 2,985 |
Accrued expenses | 16,430 | 10,744 |
Total current liabilities before client fund obligations | 18,268 | 15,867 |
Client fund obligations | 591,219 | 417,261 |
Total current liabilities | 609,487 | 433,128 |
Deferred rent | 2,607 | 3,175 |
Deferred income tax liabilities, net | 874 | 714 |
Total liabilities | $ 612,968 | $ 437,017 |
Stockholders' equity (deficit) | ||
Preferred stock, $0.001 par value, 5,000 authorized, no shares issued and outstanding at June 30, 2014 and 2015 | ||
Common stock, $0.001 par value, 155,000 shares authorized at June 30, 2014 and 2015, 49,564 and 50,703 shares issued and outstanding at June 30, 2014 and 2015, respectively | $ 51 | $ 50 |
Additional paid-in capital | 155,672 | 125,255 |
Accumulated deficit | (48,143) | (34,171) |
Total stockholders' equity (deficit) | 107,580 | 91,134 |
Total liabilities and stockholders' equity (deficit) | $ 720,548 | $ 528,151 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - $ / shares shares in Thousands | Jun. 30, 2015 | Jun. 30, 2014 |
Consolidated Balance Sheets | ||
Preferred Stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Preferred Stock, shares authorized | 5,000 | 5,000 |
Preferred Stock, shares issued | 0 | 0 |
Preferred Stock, shares outstanding | 0 | 0 |
Common Stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Common Stock, shares authorized | 155,000 | 155,000 |
Common Stock, shares issued | 50,703 | 49,564 |
Common Stock, shares outstanding | 50,703 | 49,564 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) shares in Thousands, $ in Thousands | 12 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2013 | |
Revenues | |||
Recurring fees | $ 142,168 | $ 100,362 | $ 71,309 |
Interest income on funds held for clients | 1,901 | 1,582 | 1,459 |
Total recurring revenues | 144,069 | 101,944 | 72,768 |
Implementation services and other | 8,629 | 6,743 | 4,526 |
Total revenues | 152,698 | 108,687 | 77,294 |
Cost of revenues | |||
Recurring revenues | 46,366 | 37,319 | 28,863 |
Implementation services and other | 24,530 | 17,775 | 10,803 |
Total cost of revenues | 70,896 | 55,094 | 39,666 |
Gross profit | 81,802 | 53,593 | 37,628 |
Operating expenses | |||
Sales and marketing | 43,035 | 28,276 | 18,693 |
Research and development | 19,864 | 10,355 | 6,825 |
General and administrative | 32,824 | 21,980 | 12,079 |
Total operating expenses | 95,723 | 60,611 | 37,597 |
Operating income (loss) | (13,921) | (7,018) | 31 |
Other income (expense) | 54 | 163 | (16) |
Income (loss) before income taxes | (13,867) | (6,855) | 15 |
Income tax (benefit) expense | 105 | 255 | (602) |
Net income (loss) | (13,972) | (7,110) | 617 |
Net income (loss) attributable to common stockholders | $ (13,972) | $ (9,392) | $ (2,291) |
Net income (loss) per share attributable to common stockholders: | |||
Basic (in dollars per share) | $ (0.28) | $ (0.26) | $ (0.07) |
Diluted (in dollars per share) | $ (0.28) | $ (0.26) | $ (0.07) |
Weighted-average shares used in computing net income (loss) per share attributable to common stockholders: | |||
Basic (in shares) | 50,127 | 36,707 | 31,988 |
Diluted (in shares) | 50,127 | 36,707 | 31,988 |
Consolidated Statements of Chan
Consolidated Statements of Changes in Redeemable Convertible Preferred Stock and Stockholders' Equity (Deficit) - USD ($) shares in Thousands, $ in Thousands | Common Stock | Additional Paid-in Capital | Accumulated Deficit | Total |
Balance at Jun. 30, 2012 | $ 32 | $ (27,678) | $ (27,646) | |
Balance (in shares) at Jun. 30, 2012 | 31,988 | |||
Increase (Decrease) in Stockholders' Equity | ||||
Stock-based compensation expense | $ 523 | 523 | ||
Stock options exercised | 76 | 76 | ||
Stock options exercised (in shares) | 33 | |||
Redemption of Common Stock | (162) | (162) | ||
Redemption of Common Stock (In Shares) | (33) | |||
Net income (loss) | 617 | 617 | ||
Balance at Jun. 30, 2013 | $ 32 | 437 | (27,061) | (26,592) |
Balance (in shares) at Jun. 30, 2013 | 31,988 | |||
Increase (Decrease) in Stockholders' Equity | ||||
Initial public offering, net of issuance costs | $ 6 | 81,921 | 81,927 | |
Initial public offering, net of issuance costs (in shares) | 5,367 | |||
Stock-based compensation expense | 5,284 | 5,284 | ||
Conversion of redeemable convertible preferred stock | $ 12 | 36,561 | 36,573 | |
Conversion of redeemable convertible preferred stock (in shares) | 11,933 | |||
Capital contribution | 1,052 | 1,052 | ||
Vesting of restricted stock awards (in shares) | 276 | |||
Net income (loss) | (7,110) | (7,110) | ||
Balance at Jun. 30, 2014 | $ 50 | 125,255 | (34,171) | $ 91,134 |
Balance (in shares) at Jun. 30, 2014 | 49,564 | 49,564 | ||
Increase (Decrease) in Stockholders' Equity | ||||
Follow-on offering, net of issuance costs | $ 1 | 18,366 | $ 18,367 | |
Follow-on offering, net of issuance costs (in shares) | 750 | |||
Stock-based compensation expense | 13,824 | 13,824 | ||
Stock options exercised | 4,335 | 4,335 | ||
Stock options exercised (in shares) | 452 | |||
Issuance of common stock upon vesting of restricted stock units (in shares) | 120 | |||
Issuance of common stock under employee stock purchase plan | 1,773 | 1,773 | ||
Issuance of common stock under employee stock purchase plan (in shares) | 83 | |||
Net settlement for taxes and/or exercise price related to equity awards | (7,881) | (7,881) | ||
Net settlement for taxes and/or exercise price related to equity awards | (266) | |||
Net income (loss) | (13,972) | (13,972) | ||
Balance at Jun. 30, 2015 | $ 51 | $ 155,672 | $ (48,143) | $ 107,580 |
Balance (in shares) at Jun. 30, 2015 | 50,703 | 50,703 |
Consolidated Statements of Cha6
Consolidated Statements of Changes in Redeemable Convertible Preferred Stock and Stockholders' Equity (Deficit) (Temporary Equity) - 12 months ended Jun. 30, 2013 - USD ($) shares in Thousands, $ in Thousands | Series A redeemable convertible preferred stock | Series B redeemable convertible preferred stock | Total |
Balance at Jun. 30, 2012 | $ 9,339 | $ 27,234 | |
Balance (in shares) at Jun. 30, 2012 | 9,500 | 8,400 | |
Statement | |||
Stock options exercised | $ 76 | ||
Stock options exercised (in shares) | 0 | 0 | |
Balance at Jun. 30, 2013 | $ 9,339 | $ 27,234 | |
Balance (in shares) at Jun. 30, 2013 | 9,500 | 8,400 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2013 | |
Cash flows from operating activities: | |||
Net income (loss) | $ (13,972) | $ (7,110) | $ 617 |
Adjustments to reconcile net income (loss) to net cash provided by operating activities: | |||
Stock-based compensation | 13,169 | 4,929 | 523 |
Depreciation and amortization | 8,609 | 6,336 | 5,571 |
Deferred income tax (benefit) expense | 91 | 341 | (822) |
Provision for doubtful accounts | 90 | 62 | 60 |
Loss on disposal of equipment | 256 | 98 | |
Changes in operating assets and liabilities: | |||
Accounts receivable | (449) | (78) | (295) |
Prepaid expenses | (1,754) | (1,132) | (1,061) |
Trade accounts payable | (186) | 465 | 138 |
Accrued expenses | 5,251 | 3,288 | 1,497 |
Net cash provided by operating activities | 11,105 | 7,199 | 6,228 |
Cash flows from investing activities: | |||
Capitalized internal-use software costs | (4,215) | (4,349) | (1,967) |
Purchases of property and equipment | (9,020) | (6,667) | (3,987) |
Payments for acquisitions | (11,979) | (6,450) | |
Net change in funds held for clients | (173,958) | (61,356) | (92,650) |
Net cash used in investing activities | (199,172) | (78,822) | (98,604) |
Cash flows from financing activities: | |||
Net change in client funds obligation | 173,958 | 61,356 | 92,650 |
Principal payments on long-term debt | (1,563) | (1,625) | |
Proceeds from initial public offering, net of issuance costs | 82,032 | ||
Proceeds from follow-on offering, net of issuance costs | 18,367 | ||
Payments on initial public offering costs | (75) | ||
Capital contribution | 1,052 | ||
Proceeds from exercise of stock options | 247 | 76 | |
Payments for redemption of common shares | (162) | ||
Proceeds from employee stock purchase plan | 1,773 | ||
Taxes paid related to net share settlement of equity awards | (3,793) | ||
Net cash provided by financing activities | 190,477 | 142,877 | 90,939 |
Net Change in Cash and Cash Equivalents | 2,410 | 71,254 | (1,437) |
Cash and Cash Equivalents-Beginning of Year | 78,848 | 7,594 | 9,031 |
Cash and Cash Equivalents-End of Year | 81,258 | 78,848 | 7,594 |
Supplemental disclosure of non-cash investing and financing activities | |||
Build-out allowance received from landlord | 1,162 | 325 | |
Purchases of property and equipment, accrued but not paid | 210 | 896 | 27 |
Unpaid initial offering costs | 75 | ||
Supplemental disclosure of cash flow information | |||
Cash paid for income taxes | $ 162 | 106 | 69 |
Cash paid for interest | $ 70 | $ 385 |
Organization and Description of
Organization and Description of Business | 12 Months Ended |
Jun. 30, 2015 | |
Organization and Description of Business | |
Organization and Description of Business | (1) Organization and Description of Business Paylocity Holding Corporation (the “Company”) is a cloud-based provider of payroll and human capital management software solutions for medium-sized organizations. Services are provided in a Software-as-a-Service (“SaaS”) delivery model utilizing the Company’s cloud-based platform. Payroll services include collection, remittance and reporting of payroll liabilities to the appropriate federal, state and local authorities. Follow-On Offering In December 2014, the Company completed a follow-on offering in which it issued and sold 750 shares of common stock and existing shareholders sold 3,850 shares of common stock at a public offering price of $26.25 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 $18,367 after deducting underwriting discounts and commissions of $935 and other offering expenses of $385. In January 2015, the underwriters for the Company’s follow-on offering exercised their option to purchase 360 additional shares from certain shareholders of the Company of the 690 available as described in the final prospectus filed with the SEC on December 12, 2014. The Company did not receive any proceeds from the sale of common stock by the existing shareholders. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Jun. 30, 2015 | |
Summary of Significant Accounting Policies | |
Summary of Significant Accounting Policies | (2) Summary of Significant Accounting Policies (a) Basis of Presentation, Consolidation, and Use of Estimates The accompanying consolidated financial statements of the Company have been prepared pursuant to the rules and regulations of the United States Securities and Exchange Commission (the “SEC”). The preparation of consolidated financial statements in conformity with U.S. generally accepted accounting principles (“GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Significant items subject to such estimates and assumptions include the allowance for doubtful accounts, internal-use software, valuation and useful lives of long-lived assets, definite-lived intangibles, goodwill, stock-based compensation, valuation of net deferred income tax assets and the best estimate of selling price for revenue recognition purposes. Future events and their effects cannot be predicted with certainty; accordingly, accounting estimates require the exercise of judgment. Accounting estimates used in the preparation of these consolidated financial statements change as new events occur, as more experience is acquired, as additional information is obtained and as the operating environment changes. The consolidated financial statements reflect the financial position and operating results of Paylocity Holding Corporation and include its wholly-owned subsidiary Paylocity Corporation. Intercompany accounts and transactions have been eliminated in consolidation. (b) Concentrations of Risk The Company regularly maintains cash balances that exceed Federal Depository Insurance Corporation limits. No individual client represents 10% or more of total revenues. For all periods presented, 100% of total revenues were generated by clients in the United States. (c) Cash and Cash Equivalents The Company considers all highly liquid investments with a maturity of three months or less when purchased to be cash equivalents. (d) Accounts Receivable Accounts receivable are recorded at the invoiced amount and do not bear interest. Amounts collected on trade accounts receivable are included in net cash provided by operating activities in the statements of cash flows. The Company maintains an allowance for doubtful accounts reflecting estimated potential losses in its accounts receivable portfolio. In establishing the required allowance, management considers historical losses adjusted to take into account current market conditions and our clients’ financial conditions, the amount of receivables in dispute, the current receivables aging and current payment patterns. The Company reviews its allowance for doubtful accounts quarterly. Past due balances over 60 days and over a specified amount are reviewed individually for collectability. All other balances are reviewed on a pooled basis. Account balances are charged off against the allowance after all commercially reasonable means of collection have been exhausted and the potential for recovery is considered remote. The Company does not have any off-balance-sheet credit exposure related to its clients. Activity in the allowance for doubtful accounts was as follows: For the Years Ended June 30, 2013 2014 2015 Balance at the beginning of the year $ $ $ Charged to expense Write-offs Balance at the end of the year $ $ $ (e) Prepaid expenses and other assets Prepaid expenses and other current assets consist of office space security deposits, deposits with vendors, prepaid licensing fees, supplies, and time clocks available for sale or lease. (f) Internal-Use Software The Company applies Financial Accounting Standards Board (FASB) Accounting Standards Codification (ASC) 350-40, Intangibles—Goodwill and Other—Internal-Use Software , to the accounting for costs of internal-use software. Internal-use software costs are capitalized when application development begins, it is probable that the project will be completed, and the software will be used as intended. Costs associated with preliminary project stage activities, training, maintenance and all other post implementation stage activities are expensed as incurred. The Company also capitalizes certain costs related to specific upgrades and enhancements when it is probable the expenditures will result in significant additional functionality. The capitalization policy provides for the capitalization of certain payroll costs for employees who are directly associated with developing internal-use software as well as certain external direct costs, such as consulting fees. Capitalized employee costs are limited to the time directly spent on such projects. Capitalized internal-use software costs are amortized on a straight-line basis over the estimated useful lives, generally 18 to 24 months. Management evaluates the useful lives of these assets on an annual basis and tests for impairment whenever events or changes in circumstances occur that could impact the recoverability of these assets. (g) Property and Equipment and Long-Lived Assets Property and equipment are stated at cost. Depreciation on property and equipment is calculated on the straight-line method over the estimated useful lives of the assets, generally three to seven years for most classes of assets, or over the term of the related lease for leasehold improvements. Long-lived assets, such as property and equipment, are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. If circumstances require a long-lived asset or asset group be tested for possible impairment, the Company first compares the undiscounted cash flows expected to be generated by that asset or asset group to its carrying amount. If the carrying amount of the long-lived asset or asset group is not recoverable on an undiscounted cash flow basis, an impairment is recognized to the extent that the carrying amount exceeds its fair value. Fair value is determined through various valuation techniques including discounted cash flow models, quoted market values and third-party independent appraisals, as considered necessary. (h) O ther intangible assets, net of accumulated amortization Intangible assets are comprised primarily of client list acquisitions and are reported net of accumulated amortization on the Consolidated Balance Sheets. Client relationships use the straight-line method of amortization over a nine-year time frame from the date of acquisition, while non-solicitation agreements use the straight-line method of amortization over the lives of the related agreements. The Company tests intangible assets for potential impairment when events or changes in circumstances indicate that the carrying value of such assets may not be recoverable. (i) Goodwill Goodwill is an asset representing the future economic benefits arising from other assets acquired in a business combination that are not individually identified and separately recognized. As described in Note 5, the Company has recorded goodwill in connection with the acquisitions of certain assets of BFKMS, Inc. and Synergy Payroll, LLC. Goodwill is not amortized, but instead is tested for impairment at least annually. ASU 2011-08, Testing Goodwill for Impairment provides an entity the option to perform 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 amount prior to performing the two-step impairment test. If the estimated fair value of a reporting unit, including goodwill, is less than its carrying amount, the two-step goodwill impairment test is required. Otherwise no further analysis is required. If the two-step goodwill impairment test is required, the fair value of the reporting unit is compared with its carrying amount, including goodwill. If the fair value of the reporting unit is less than its carrying amount, an indication of goodwill impairment exists for the reporting unit. In the second step, an impairment loss is recognized for any excess of the carrying amount of the reporting unit’s goodwill over the implied fair value of the goodwill. The implied fair value of goodwill is determined by allocating the fair value of the reporting unit in a manner similar to a purchase price allocation and the residual fair value after this allocation is the implied fair value of the reporting unit goodwill. Fair value of the reporting unit is determined using a discounted cash flow analysis. In the event the fair value of the reporting unit exceeds its carrying amount, step two is not performed. The Company performs its annual impairment review of goodwill in its fiscal fourth quarter or when a triggering event occurs between annual impairment tests. No impairment was recorded in fiscal 2015 as a result of the Company’s impairment test. Given that the Company did not have recorded goodwill until its fiscal fourth quarter of 2014, no impairment tests were required to be completed for fiscal 2014. (j) Deferred Rent The Company has operating lease agreements for its office space, which contain provisions for future rent increases, periods of rent abatement and build-out allowances. The Company records monthly rent expense for each lease equal to the total payments due over the lease term, divided by the number of months of the lease term. Build-out allowances are recorded as part of leasehold improvements and the incentive is amortized over the lease term against depreciation. The difference between recorded rent expense and the amount paid is reflected as “Deferred Rent” in the accompanying balance sheets. (k) Income Taxes Income taxes are accounted for under the asset and liability method. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases and operating loss and tax credit carryforwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rate is recognized in income in the period that includes the enactment date. Accordingly, the impact of the American Taxpayer Relief Act of 2012, which was enacted on January 2, 2013 and expired on December 31, 2014, on deferred tax assets and liabilities and current taxes for the last six months of the fiscal year ended June 30, 2012 was recognized in the year ended June 30, 2013. Research and development tax credits are recognized using the flow-through method in the year the credit arises. Valuation allowances are provided when necessary to reduce deferred tax assets to the amount more likely than not to be realized. Significant management judgment is required in determining the period in which the reversal of a valuation allowance should occur. The Company is required to consider all available evidence, both positive and negative, such as historical levels of income and future forecasts of taxable income among other items, in determining whether a full or partial release of its valuation allowance is required. The Company is also required to schedule future taxable income in accordance with accounting standards that address income taxes to assess the appropriateness of a valuation allowance, which further requires the exercise of significant management judgment. The Company recognizes the effect of income tax positions only if those positions are more likely than not of being sustained. Recognized income tax positions are measured at the largest amount that is greater than 50% likely of being realized. Changes in recognition or measurement are reflected in the period in which the change in judgment occurs. The Company records interest and penalties as an element of income tax expense. Refer to Note 11 for additional information on income taxes. (l) Revenue Recognition The Company recognizes revenue in accordance with ASC 605-25, Revenue Recognition—Multiple Element Arrangements , Accounting Standards Update No. 2009-13, Multiple-Deliverable Revenue Arrangements (“ ASU 2009-13 ”), and Staff Accounting Bulletin 104, Revenue Recognition . Revenue is recognized when there is persuasive evidence that an arrangement exists, delivery has occurred, the fee is fixed or determinable and collection of the revenue is probable. The Company derives its revenue predominantly from recurring fees and non-recurring service fees. Recurring fees are collected under agreements for payroll, timekeeping, HR-related cloud-based computing services and monthly time clock rentals, all of which are generally cancellable by the client on 60 days’ notice or less. Non-recurring service fees consist mainly of implementation and custom reporting services. Such fees are billed to clients and revenue is recorded upon completion of the service. The Company’s agreements do not include general rights of return and do not provide clients with the right to take possession of the software supporting the services being provided. As such, the agreements are accounted for as service contracts. Interest income collected on funds held for clients is recognized in recurring revenues when earned as the collection, holding and remittance of these funds are critical components of providing these services. Most multiple-element arrangements include a short implementation services phase which involves establishing the client within and loading data into the Company’s cloud-based applications. Such activities are performed by either the Company or a third party vendor. Major recurring fees included in multiple-element arrangements include: · Payroll processing and related services, including payroll reporting and tax filing services delivered on a weekly, biweekly, semi-monthly, or monthly basis depending upon the payroll frequency of the client and on an annual basis if a client selects W-2 preparation and processing services, · Time and attendance reporting services, including time clock rentals, delivered on a monthly basis, and · Cloud-based HR software solutions, including employee administration and benefits enrollment and administration, delivered on a monthly basis. For each agreement, the Company evaluates whether the individual deliverables qualify as separate units of accounting. If one or more of the deliverables does not have standalone value upon delivery, which is typical of the payroll and human capital management (“HCM”) services our customers contract for, the deliverables that do not have standalone value are generally combined and treated as a single unit of accounting by frequency of occurrence for the product category involved such as biweekly payroll or monthly timekeeping services. Revenues for arrangements treated as a single unit of accounting are generally recognized within the same month that the services are rendered given that the agreements are cancellable with 60 days’ or less notice. In determining whether implementation services can be accounted for separately from recurring revenues, the Company considers the nature of the implementation services and the availability of the implementation services from other vendors. The Company was able to establish standalone value for implementation activities based on the activity of third-party vendors that perform these services and accounts for such implementation services separate from the recurring revenues. If the recurring services have standalone value upon delivery, the Company accounts for each separately and revenues are recognized as services are delivered with allocation of consideration based on the relative selling price method as established in ASU 2009-13. That method requires the selling price of each element in a multiple-deliverable arrangement to be based on, in descending order: (i) vendor specific objective evidence of fair value (“VSOE”), (ii) third-party evidence of fair value (“TPE”) or (iii) management’s best estimate of the selling price (“BESP”). The Company is not able to establish VSOE because the deliverables are sold across an insufficiently narrow range of prices on a stand-alone basis and is also not able to establish TPE because no third-party offerings are reasonably comparable to the Company’s offerings. The Company thus established its BESP by service offering, requiring the use of significant estimates and judgment. The Company considers numerous factors, including the nature of the deliverables themselves; the geography of the sale; and pricing and discounting practices utilized by the Company’s sales force. Arrangement consideration is allocated to each deliverable based on the established BESP and subject to the limitation that because the arrangements are cancellable with 60 days’ or less notice, recurring revenue is not allocated to any deliverable until the consideration has been earned, typically with each payroll cycle or monthly, depending on the service. Revenues generated from sales through partners or utilizing partner services are recognized in accordance with the appropriate accounting guidance of ASC 605-45, Principal Agent Considerations . The Company reports revenue generated through partners or utilizing partner services at the gross amount billed to clients when (i) the Company is the primary obligor, (ii) the Company has latitude to establish the price charged and (iii) the Company bears the credit risk in the transaction. Sales taxes collected from clients and remitted to governmental authorities where applicable are accounted for on a net basis and therefore are excluded from revenues in the statements of operations. (m) Cost of Revenues Cost of revenues consists primarily of the cost of recurring revenues and implementation services which are expensed when incurred. Cost of revenues for recurring revenues consists primarily of costs to provide recurring services and support to our clients, and includes amortization of capitalized internal-use software. Cost of revenues for implementation services and other consists primarily of costs to provide implementation services and costs related to sales of payroll-related forms and time clocks. (n) Advertising Advertising costs are expensed as incurred. Advertising costs amounted to $27, $24 and $187 for the years ended June 30, 2013, 2014 and 2015, respectively. (o) Stock-Based Compensation The Company recognizes all employee stock-based compensation as a cost in the financial statements. Equity-classified awards, including those under the 2014 Employee Stock Purchase Plan (“ESPP”), are measured at the grant date fair value of the award and expense is recognized, net of assumed forfeitures, on a straight-line basis over the requisite service period for each separately vesting portion of the award. The Company estimates grant date fair value using the Black-Scholes option-pricing model and periodically updates the assumed forfeiture rates for actual experience over their vesting term or the term of the ESPP purchase period. (p) Commitments and Contingencies Liabilities for loss contingencies arising from claims, assessments, litigation, fines, and penalties and other sources are recorded when it is probable that a liability has been incurred and the amount can be reasonably estimated. Legal costs incurred in connection with loss contingencies are expensed as incurred. (q) Segment Information The Company’s chief operating decision maker reviews the financial results of the Company in total when evaluating financial performance and for purposes of allocating resources. The Company has thus determined that it operates in a single cloud-based software solution reporting segment. (r) Recently Issued Accounting Standards In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers (Topic 606) (“ASU 2014-09”). ASU 2014-09 supersedes a majority of existing revenue recognition guidance under US GAAP, and requires companies to recognize revenue when it transfers goods or services to a customer in an amount that reflects the consideration to which a company expects to be entitled. Companies may need to apply more judgment and estimation techniques or methods while recognizing revenue, which could result in additional disclosures to the financial statements. Topic 606 allows for either a “retrospective” or “cumulative effect” transition method. The original standard was effective for fiscal years beginning after December 15, 2016. In July 2015, the FASB approved a one-year deferral of this standard, with a new effective date for fiscal years beginning after December 15, 2017 with early adoption permitted as of the original effective date. The Company is currently assessing the potential effects of these changes to its consolidated financial statements and is evaluating the adoption method and timing. From time to time, new accounting pronouncements are issued by the FASB or other standard setting bodies that are adopted by the Company as of the specified effective date. Unless otherwise discussed, the Company believes that the impact of recently issued standards that are not yet effective will not have a material impact on the Company’s consolidated financial statements upon adoption. |
Funds Held for Clients and Clie
Funds Held for Clients and Client Fund Obligations | 12 Months Ended |
Jun. 30, 2015 | |
Funds Held for Clients and Client Fund Obligations | |
Funds Held for Clients and Client Fund Obligations | (3) Funds Held for Clients and Client Fund Obligations The Company obtains funds from clients in advance of performing payroll and payroll tax filing services on behalf of those clients. Funds held for clients represent assets that are used solely for the purposes of satisfying the obligations to remit funds relating to payroll and payroll tax filling services. Funds held for clients are held in demand deposit and money market accounts at major financial institutions. The Company has classified funds held for clients as a current asset since these funds are held solely for the purposes of satisfying the client fund obligations. Client fund obligations represent the Company’s contractual obligations to remit funds to satisfy clients’ payroll and tax payment obligations and are recorded in the accompanying balance sheets at the time that the Company obtains funds from clients. The client fund obligations represent liabilities that will be repaid within one year of the balance sheet date. |
Fair Value Measurements
Fair Value Measurements | 12 Months Ended |
Jun. 30, 2015 | |
Fair Value Measurements | |
Fair Value Measurements | (4) Fair Value Measurements The Company applies the fair value measurement and disclosure provisions of ASC 820, Fair Value Measurements and Disclosures , and ASU 2011-04, Fair Value Measurement (Topic 820): Amendments to Achieve Common Fair Value Measurement and Disclosure Requirements in U.S. GAAP and IFRS . Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. A three-level fair value hierarchy prioritizes the inputs used to measure fair value. The hierarchy requires entities to maximize the use of observable inputs and minimize the use of unobservable inputs. The three levels of inputs used to measure fair value are as follows: · Level 1—Quoted prices in active markets for identical assets and liabilities. · Level 2—Quoted prices in active markets for similar assets and liabilities, or other inputs that are observable for the asset or liability, either directly or indirectly, for substantially the full term of the financial instrument. · Level 3—Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets and liabilities. This includes certain pricing models, discounted cash flow methodologies and similar techniques that use significant unobservable inputs. Substantially all of the Company’s assets that are measured at fair value on a recurring basis are measured using Level 1 inputs. The Company considers the recorded value of its financial assets and liabilities, which consist primarily of cash and cash equivalents, accounts receivable, and accounts payable, to approximate the fair value of the respective assets and liabilities at June 30, 2014 and 2015 based upon the short-term nature of the assets and liabilities. |
Business Combinations
Business Combinations | 12 Months Ended |
Jun. 30, 2015 | |
Business Combinations | |
Business Combinations | (5) Business Combinations The Company had agreements with two resellers. The Company, under the revenue sharing provisions of the terminated reseller agreements, paid $2,377 and $2,495 to BFKMS Inc. during fiscal years 2013 and 2014, respectively and $1,783, $2,081 and $2,361 to Synergy Payroll, LLC during fiscal years 2013, 2014 and 2015, respectively. The reseller agreements provided that the Company was required upon a termination of an agreement to acquire the assets of the reseller. T he following acquisitions were accounted for as a business combination in accordance with ASC 805, Business Combinations . The Company recorded the acquisition using the acquisition method of accounting and recognized assets at their fair value as of the date of acquisition. In May 2014, the Company acquired certain assets sufficient to sell the Company’s products in the Southern California marketplace upon the termination of its reseller agreement with BFKMS Inc. The total consideration paid for the acquisition was $9,435 of which $6,450 and $2,985 was paid during the years ended June 30, 2014 and 2015, respectively. The following table summarizes the fair value of the assets acquired at the date of acquisition: At May 23, 2014 Intangible assets $ Goodwill Total purchase price $ The $6,400 of amortizable intangible assets consists of $6,180 in client relationships and $220 in a non-solicitation agreement. Goodwill will be amortized over a period of 15 years for income tax purposes. In April 2015, the Company acquired certain assets sufficient to sell the Company’s products in the State of New Jersey marketplace upon the termination of its reseller agreement with Synergy Payroll, LLC, as part of the Company’s strategy of simplifying its sales channels. The total consideration for the acquisition, all to be paid in cash, was $9,508 of which $8,994 was paid at closing. The Company will pay $211 subject to adjustment based on client retention in August 2015 and $300 in January 2016 subject to any qualifying indemnification claims in accordance with the asset purchase agreement. The following table summarizes the provisional fair value of the assets acquired at the date of acquisition: At April 16, 2015 Intangible assets $ Goodwill Total purchase price $ The $6,540 of amortizable intangible assets consists of $6,400 in client relationships and $140 in non-solicitation agreements. Goodwill will be amortized over a period of 15 years for income tax purposes. The balance of the acquired intangibles, net of amortization, is stated separately on the consolidated balance sheet. Direct costs related to the acquisition were recorded as general and administrative expense as incurred. |
Capitalized Internal-Use Softwa
Capitalized Internal-Use Software | 12 Months Ended |
Jun. 30, 2015 | |
Capitalized Internal-Use Software | |
Capitalized Internal-Use Software | (6) Capitalized Internal-Use Software Capitalized internal-use software and accumulated amortization were as follows: Year ended June 30, 2014 2015 Capitalized internal-use software $ $ Accumulated amortization Capitalized internal-use software, net $ $ Amortization of capitalized internal-use software amounted to $3,067, $2,195 and $2,606 for the years ended June 30, 2013, 2014 and 2015, respectively and is included in Cost of Revenues—Recurring Revenues. |
Property and Equipment
Property and Equipment | 12 Months Ended |
Jun. 30, 2015 | |
Property and Equipment | |
Property and Equipment | (7) Property and Equipment The major classes of property and equipment are as follows as of June 30: Year ended June 30, 2014 2015 Office equipment $ $ Computer equipment Furniture and fixtures Software Leasehold improvements Time clocks rented by clients Accumulated depreciation and amortization Property and equipment, net $ $ Depreciation expense amounted to $2,504, $4,061 and $5,084 for the years ended June 30, 2013, 2014 and 2015, respectively. |
Goodwill and Intangible Assets
Goodwill and Intangible Assets | 12 Months Ended |
Jun. 30, 2015 | |
Goodwill and Intangible Assets | |
Goodwill and Intangible Assets | (8) Goodwill and Intangible Assets Goodwill represents the excess of cost over the net tangible and identifiable intangible assets of acquired businesses. Goodwill amounts are not amortized, but rather tested for impairment at least annually. Identifiable intangible assets acquired in business combinations are recorded based on fair value at the date of acquisition and amortized over their estimated useful lives. See Note 5 for further information regarding the acquisitions completed in 2014 and 2015. The following table summarizes changes in goodwill during the period ended June 30, 2015: Balance at June 30, 2014 $ Additions attributable to current year acquisition Balance at June 30, 2015 $ The Company’s amortizable intangible assets, before amortization expense, have estimated useful lives as follows: As of June 30, 2014 As of June 30, 2015 Weighted Average Useful Life Client relationships $ $ 9 years Non-solicitation agreements 2-3 years Total Accumulated amortization Intangible assets, net $ $ There was no amortization expense for acquired intangible assets for the year ended June 30, 2013. Amortization expense for acquired intangible assets was $80 and $919 for the years ended June 30, 2014 and 2015, respectively. Future amortization expense for acquired intangible is as follows, as of June 30, 2015: Year ending June 30: 2016 $ 2017 2018 2019 2020 Thereafter Total $ |
Accrued Expenses
Accrued Expenses | 12 Months Ended |
Jun. 30, 2015 | |
Accrued Expenses | |
Accrued Expenses | (9) Accrued Expenses The components of accrued expenses are as follows: Year ended June 30, 2014 2015 Accrued payroll and personnel costs $ $ Current portion of deferred rent Other Total Accrued Expenses $ $ |
Leases
Leases | 12 Months Ended |
Jun. 30, 2015 | |
Leases | |
Leases | (10) Leases The Company primarily leases office space in Illinois, California, Florida, New Jersey, New Hampshire and New York under non-cancelable operating leases expiring on various dates from August 2015 through July 2022. The leases provide for increasing annual base rents and oblige the Company to fund proportionate share of operating expenses and, in certain cases, real estate taxes. See Note 18 for information regarding leases amendments signed after June 30, 2015. The Company leases various types of office and production related equipment under non-cancellable operating leases expiring on various dates from August 2015 through July 2019. Minimum rent payments under operating leases are recognized on a straight-line basis over the term of the lease including any periods of free rent. Rental expense for operating leases, including amortization of leasehold improvements, was $2,347, $3,035 and $4,238 for the years ended June 30, 2013, 2014 and 2015, respectively. Future minimum lease payments under non-cancellable operating leases (with initial or remaining lease terms in excess of one year) as of June 30, 2015 are: Year ending June 30: 2016 $ 2017 2018 2019 2020 Later years, through 2023 Total minimum lease payments $ |
Income Taxes
Income Taxes | 12 Months Ended |
Jun. 30, 2015 | |
Income Taxes | |
Income Taxes | (11) Income Taxes (a) Income Taxes Income tax (benefit) expense for the years ended June 30, 2013, 2014 and 2015 consists of the following: Year ended June 30, 2013 2014 2015 Current taxes U.S. federal $ $ $— State and local Deferred taxes: U.S. federal State and local Total income tax (benefit) expense $ $ $ (b) Tax Rate Reconciliation Income tax (benefit) expense differed from the amounts computed by applying the U.S. federal income tax rate of 34% to pretax income from continuing operations as a result of the following: Year ended June 30, 2013 2014 2015 Income tax provision at statutory federal rate $ $ $ Increase (reduction) in income taxes resulting from: Research and development credit, net of federal income tax benefit Non-deductible expenses Change in valuation allowance — State and local income taxes, net of federal income tax benefit Other — $ $ $ (c) Components of Deferred Tax Assets and Liabilities The tax effects of temporary differences that give rise to significant portions of the deferred tax assets and deferred tax liabilities at June 30, 2014 and 2015 are presented below. Year ended June 30, 2014 2015 Deferred tax assets: Deferred rent $ $ Allowance for doubtful accounts Accrued expenses Stock-based compensation Net operating loss carryforwards Research and development credit AMT Credits Intangible assets Total deferred tax assets Valuation allowance Net deferred tax assets Deferred tax liabilities: Research and development costs Prepaid expenses Depreciation Total deferred liabilities Net deferred tax asset (liability) $ $ 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 through the generation of future taxable income. 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 (including the impact of available carryback and carryforward periods), projected future taxable income and tax-planning strategies in making this assessment. Taxable income (loss) for the years ended June 30, 2013, 2014 and 2015 was approximately $1,941, $(3,817) and $(12,424), respectively, prior to utilization or establishment of net operating loss carryforwards. Based upon the same three year period pre-tax book income, the Company is in a three-year cumulative loss position. As a result of this and other assessments in the year ended June 30, 2014, management concluded that a full valuation allowance is required for all deferred tax assets and liabilities except for deferred tax liabilities associated with indefinite-lived intangible assets. At June 30, 2015, the Company has gross excess tax benefits from stock option exercises of approximately $6,610 for Federal and state income tax purposes. At June 30, 2015, the Company has net operating loss carryforwards for Federal income tax purposes of approximately $11,482 and state income tax purposes of approximately $8,254, both excluding the excess tax benefits from stock option exercises noted above. The net tax impact of $2,248 and $232 for Federal and state income tax purposes, respectively, related to the excess tax benefits from stock option exercises will be credited to additional paid-in capital when realized. The federal NOL carryforwards expire from 2029 to 2035. The state NOL carryforwards expire from 2019 to 2035. The Company also has gross federal and state research and development tax credit carryforwards of approximately $1,357 which expire between 2017 and 2035. In addition, the Company has alternative minimum tax credit carryforwards of approximately $11, which are available to reduce future Federal regular income taxes, if any, over an indefinite period. The Company had no unrecognized tax benefits as of June 30, 2013, 2014 and 2015, respectively. The Company files income tax returns with the United States federal government and various state jurisdictions. Certain tax years remain open for federal and state tax reporting jurisdictions in which the Company does business due to net operating loss carryforwards and tax credits unutilized from such years or utilized in a period remaining open for audit under normal statute of limitations relating to income tax liabilities. The Company’s tax years ended June 30, 2009 to June 30, 2015 remain open for federal purposes. The Company’s tax returns filed in states in which it is required to do so remain open for a range of tax years including those ended June 30, 2008 to June 30, 2015 depending upon the jurisdiction and the applicable statute of limitations. On September 13, 2013, the IRS issued final regulations and re-proposed regulations that provide guidance with respect to (i) the treatment of materials and supplies, (ii) capitalization of amounts paid to acquire or produce tangible property, (iii) the determination of whether an expenditure with respect to tangible property is a deductible repair or a capital expenditure, and (iv) dispositions of MACRS property. The final regulations are effective for the fiscal year ending June 30, 2015 and have not had a material impact on the Company’s results of operations, financial position, or cash flows. |
Stockholders' Equity (Deficit)
Stockholders' Equity (Deficit) | 12 Months Ended |
Jun. 30, 2015 | |
Stockholders' Equity (Deficit) | |
Stockholders' Equity (Deficit) | (12) Stockholders’ Equity (Deficit) Common Stock Holders of common stock are entitled to one vote per share and to receive dividends, when declared. The holders have no preemptive or other subscription rights and there are no redemption or sinking fund provisions with respect to such shares. Common stock was subordinate to the redeemable convertible preferred stock with respect to dividend rights and rights upon liquidation, winding up and dissolution of the Company. |
Redeemable Convertible Preferre
Redeemable Convertible Preferred Stock | 12 Months Ended |
Jun. 30, 2015 | |
Redeemable Convertible Preferred Stock | |
Redeemable Convertible Preferred Stock | (13) Redeemable Convertible Preferred Stock Prior to its IPO, the Company had two series of Redeemable Convertible Preferred Stock: Series A and Series B. Upon the closing of the IPO, the Series A and Series B Redeemable Convertible Preferred Stock automatically converted into 11,933 shares of common stock. |
Benefit Plans
Benefit Plans | 12 Months Ended |
Jun. 30, 2015 | |
Benefit Plans | |
Benefit Plans | (14) Benefit Plans (a) Equity Incentive Plans The Company maintains a 2008 Equity Incentive Plan (the “2008 Plan”) and a 2014 Equity Incentive Plan (the “2014 Plan”) pursuant to which the Company has reserved 8,832 shares of its common stock for issuance to its employees, directors and non-employee third parties. The 2014 Plan serves as the successor to the 2008 Plan and permits the granting of options to purchase common stock and other equity incentives at the discretion of the compensation committee of the Company’s board of directors. No new awards have been or will be issued under the 2008 Plan since the effective date of the 2014 Plan. Outstanding awards under the 2008 Plan continue to be subject to the terms and conditions of the 2008 Plan. The number of shares of common stock reserved for issuance under the 2014 Plan will increase automatically each calendar year, continuing through and including January 1, 2024 (“Evergreen provision”). The number of shares added each year will be equal to the lesser of (a) four and five tenths percent (4.5%) of the number of shares of common stock of the Company issued and outstanding on the immediately preceding December 31, or (b) an amount determined by the Company’s board of directors. On January 1, 2015, the number of common shares in reserve increased by 2,272 shares as determined by the board of directors. Under the 2008 and 2014 Plans, the exercise price of each option cannot be less than the fair value of a share of common stock on the grant date. As of June 30, 2015, the Company had 8,832 shares allocated to the plans, of which 4,342 shares were subject to outstanding options or awards. Generally, the Company issues previously unissued shares for the exercise of stock options or vesting of awards; however, shares previously subject to 2014 Plan grants or awards that are forfeited or net settled at exercise or release may be reissued to satisfy future issuances. The options typically vest ratably over a three or four year period and expire 10 years from the grant date. Stock-based compensation expense for the fair value of the options at their grant date is recognized ratably over the vesting schedule for each separately vesting portion of the award. Stock-based compensation expense related to stock options and the vesting of restricted stock awards (“RSAs”) and restricted stock units (“RSUs”) is included in the following line items in the accompanying audited consolidated statements of operations: Year ended June 30, 2013 2014 2015 Cost of revenue – recurring $— $ $ Cost of revenue – non-recurring — Sales and marketing — Research and development — General and administrative Total stock-based compensation $ $ $ In addition, the Company capitalized $325 and $655 of stock-based compensation costs in its internal-use software in the years ended June 30, 2014 and 2015, respectively. No such amounts were capitalized in internal-use software in the year ended June 30, 2013. The Company values stock options using the Black-Scholes option-pricing model, which requires the input of subjective assumptions, including the risk-free rate, expected life, expected stock price volatility and dividend yield. The risk-free interest rate assumption is based upon observed interest rates for 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. As the Company has a limited history of trading as a public company, the Company utilizes 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. Therefore, the 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 June 30: Year ended June 30, 2013 2014 2015 Valuation assumptions: Expected dividend yield Expected volatility 29.5% - 44.5% Expected term (years) 4.0 - 6.0 Risk-free interest rate 0.52% - 1.94% The following table summarizes changes during the year ended June 30, 2015 in the number of shares available for grant under our equity incentive plans: Number of Shares Available for grant at July 1, 2014 January 1, 2015 Evergreen provision increase RSU’s granted Options granted Shares withheld in settlement of taxes and exercise price Forfeitures Shares removed Available for grant at June 30, 2015 Shares removed represents forfeitures of shares and shares withheld in settlement of taxes and payment of exercise price related to grants made under the 2008 Plan. As noted above, no new awards will be issued under the 2008 Plan. Stock option activity during the periods indicated is as follows: Outstanding Options Number of shares Weighted average exercise price Weighted average remaining contractual term Aggregate intrinsic value Balance at July 1, 2014 $ $ Options granted Options forfeited Options exercised Balance at June 30, 2015 $ $ Options exercisable at June 30, 2015 $ $ Options vested and expected to vest at June 30, 2015 $ $ The weighted average grant date fair value of options granted during the years ended June 30, 2013, 2014 and 2015 was $1.22, $6.39 and $11.14, respectively. The total intrinsic value of options exercised during the years ended June 30, 2013 and 2015 was $87 and $8,802, respectively. There were no options exercised during the year ended June 30, 2014. At June 30, 2015, there was $5,859 of total unrecognized compensation cost, net of estimated forfeitures, related to unvested stock options granted. That cost is expected to be recognized over a weighted average period of 1.58 years. The following table summarizes information about stock options outstanding and stock options exercisable at June 30, 2015: Options Outstanding Options Exercisable Price Range Number of shares Weighted average remaining contractual term Weighted average exercise price Number of shares Weighted average exercise price $1.31 to $3.58 $ $ $3.59 to $5.96 $5.97 to $12.02 $12.03 to $20.90 $20.91 to $24.80 — — Options outstanding $ $ The Company may also grant RSAs and RSUs under the 2014 Plan with terms determined at the discretion of the compensation committee of the Company’s board of directors. The following table represents restricted stock unit activity during the year ended June 30, 2015: Units Weighted average grant date fair value RSU balance at July 1, 2014 $ RSUs granted RSUs vested RSUs cancelled/forfeited RSU balance at June 30, 2015 $ RSUs expected to vest at June 30, 2015 $ At June 30, 2015, there was $5,048 of total unrecognized compensation cost, net of estimated forfeitures, related to unvested restricted stock units granted. That cost is expected to be recognized over a weighted average period of 2.10 years. The total excess income tax benefits for stock-based compensation arrangements was $63, $703 and $5,562 for the years ended June 30, 2013, 2014 and 2015, respectively. The tax impact of these amounts will be recognized as a credit to additional paid-in capital when realized. (b) Employee Stock Purchase Plan The Company’s 2014 Employee Stock Purchase Plan (“ESPP”) was adopted by the Company’s board of directors and approved by the stockholders on February 6, 2014 and was effective upon completion of the Company’s initial public offering. Under the Company’s ESPP, the Company can grant stock purchase rights to all eligible employees during specific offering periods not to exceed twenty-seven months. Each offering period will begin on the trading day closest to May 16 and November 16 of each year, effective after the first offering period after the Company’s initial public offering (“IPO”). Shares are purchased through employees’ payroll deductions, up to a maximum of 10% of employees’ compensation for each purchase period, at a purchase price equal to 85% of the lesser of the fair market value of the Company’s common stock at the first trading day of the applicable offering period or the purchase date. Participants may purchase up to $25 worth of common stock or 2 shares of common stock in any one year. The ESPP is considered compensatory and results in compensation expense. As of June 30, 2015, a total of 1,053 common stock were reserved for future issuances under the ESPP. The number of shares of common stock reserved for issuance under the ESPP will increase automatically each calendar year, continuing through and including January 1, 2024. The number of shares added each year will be equal to the lesser of (a) 400, (b) seventy-five one hundredths percent (0.75%) of the number of shares of common stock of the Company issued and outstanding on the immediately preceding December 31, or (c) an amount determined by the Company’s board of directors. On January 1, 2015, the number of common shares in reserve increased by 136 shares as determined by the Company’s board of directors. The Company commenced its initial ESPP four-month offering period on July 16, 2014 and commenced six-month offering periods on November 16, 2014 and May 16, 2015. The Company issued 36 and 47 shares at the completion of its first four-month and six-month offering periods, respectively. The Company recorded compensation expense attributable to the ESPP of $656 for the year ended June 30, 2015, which is included in the summary of stock-based compensation expense above. No such compensation expense was recorded during either of the years ended June 30, 2013 or 2014. The grant date fair value of the ESPP offering periods was estimated using the following weighted average assumptions: Year ended June 30, 2013 2014 2015 Valuation assumptions: Expected dividend yield N/A N/A Expected volatility N/A N/A 35.5 – 48.4% Expected term (years) N/A N/A 0.3 – 0.5 Risk-free interest rate N/A N/A 0.04 – 0.11% (c) 401(k) Plan The Company maintains a 401(k) plan with a safe harbor matching provision that covers all eligible employees. The Company matches 50% of the employees’ contributions up to 6% of their gross pay. Contributions were $720, $1,122 and $1,656 for the years ended June 30, 2013, 2014 and 2015, respectively. |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Jun. 30, 2015 | |
Commitments and Contingencies | |
Commitments and Contingencies | (15) Commitments and Contingencies (a) Employment Agreements The Company has employment agreements with certain of its key officers. The agreements allow for minimum annual compensation increases, participation in equity incentive plans and bonuses for annual performance as well as certain change of control events as defined in the agreements. (b) Litigation From time to time, the Company is subject to litigation arising in the ordinary course of business. Many of these proceedings are covered in whole or in part by insurance. In the opinion of the Company’s management, the ultimate disposition of any matters currently outstanding or threatened will not have a material adverse effect on the Company’s financial position, results of operations, or liquidity. |
Earnings Per Share
Earnings Per Share | 12 Months Ended |
Jun. 30, 2015 | |
Earnings Per Share | |
Earnings Per Share | (16) Earnings Per Share For the periods presented prior to the Company’s initial public offering (“IPO”), basic and diluted net income (loss) per common share is presented in conformity with the two-class method required for participating securities. Concurrently with the closing of the Company’s IPO on March 24, 2014, all shares of outstanding Preferred Stock automatically converted into 11,933 shares of the Company’s common stock. Following the date of the IPO, the two-class method was no longer required as the Company has one class of securities issued and outstanding. Prior to the conversion of the Redeemable Convertible Preferred Stock, holders of Series A and Series B Preferred Stock each were entitled to liquidation preferences payable prior and in preference to any dividends on any shares of the Company’s common stock. In the event a dividend was paid on common stock, the holders of Preferred Stock were entitled to a proportionate share of any such dividend as if they were holders of common stock (on an as-if converted basis). The holders of the Company’s Preferred Stock did not have a contractual obligation to share in the losses of the Company. The Company considered its Preferred Stock to be participating securities and, in accordance with the two-class method, earnings allocated to Preferred Stock and the related number of outstanding shares of Preferred Stock have been excluded from the computation of basic and diluted net income (loss) per common share. Under the two-class method, net income (loss) attributable to common stockholders is determined by allocating undistributed earnings, calculated as net income less current period Redeemable Convertible Preferred Stock cumulative dividends, between common stock and Redeemable Convertible Preferred Stock. In computing diluted net income (loss) attributable to common stockholders, undistributed earnings are re-allocated to reflect the potential impact of dilutive securities. Basic net loss per common share is computed using the weighted-average number of common shares outstanding during the period. Since the Series A and Series B Redeemable Convertible Preferred Stock were entitled to participate should any common stock dividends have been declared but were not obligated to participate in any losses generated by the Company, basic net income per share is computed using the weighted-average number of common shares outstanding during the period plus the Series A and Series B Redeemable Convertible Preferred Stock on a weighted-average basis. Diluted net loss per share is computed using the weighted-average number of common shares outstanding during the period and, if dilutive, potential common shares outstanding during the period. Since the Series A and Series B Redeemable Convertible Preferred Stock were entitled to participate should any common stock dividends be declared but were not obligated to participate in any losses generated by the Company, diluted net income per share is computed using the weighted-average number of common shares plus the Series A and Series B Redeemable Convertible Preferred Stock on a weighted-average basis and, if dilutive, potential common shares outstanding during the period. The Company’s potential common shares consist of the incremental common shares issuable upon the exercise of stock options. The dilutive effect of outstanding stock options is reflected in diluted earnings per share by application of the treasury stock method. The following table presents the calculation of basic and diluted net income (loss) per share: Year ended June 30, 2013 2014 2015 Basic net income (loss) per share: Numerator: Net Income (Loss) $ $ $ Less: Preferred dividend rights attributable to participating securities — Net income (loss) attributable to common stockholders $ $ $ Denominator: Weighted-average shares used in computing net income (loss) per share attributable to common stockholders: Basic (in thousands) Diluted (in thousands) Net income (loss) per share attributable to common stockholders: Basic $ $ $ Diluted $ $ $ The following table summarizes the outstanding redeemable convertible preferred stock, employee stock options, restricted stock units and employee stock purchase plan shares that were excluded from the diluted per share calculation for the periods presented because to include them would have been anti-dilutive: Year ended June 30 2013 2014 2015 Redeemable convertible preferred stock — — Employee stock options Restricted stock units — Employee stock purchase plan shares — — Total Restricted Stock Awards were excluded from both basic and diluted earnings per share calculations for the year ended June 30, 2013 as the vesting conditions had not been met. |
Related Party Transactions
Related Party Transactions | 12 Months Ended |
Jun. 30, 2015 | |
Related Party Transactions | |
Related Party Transactions | (17) Related Party Transactions Elite Sales The Company purchased sales leads from an entity owned by one of its stockholders in the amount of approximately $893 and $231 for the years ended June 30, 2013 and 2014, respectively. The Company provided no management guidance to the entity and had no equity interest in the entity, had no obligation or intention to fund any of the entity’s operational shortfalls, and had no right to any operational surpluses generated by the entity. There were no amounts payable to this entity as of June 30, 2014 and 2015, as on October 14, 2013, the Company hired substantially all of the employees of the sales lead generation entity described above. Principal Stockholder Contribution for Cash Bonuses In May 2014, the Company’s Chairman paid approximately $1,052 to the Company for the express purpose of paying a cash bonus to long-term employees in recognition of their past service. The Company recorded a capital contribution to additional paid-in capital for the amount received from the Chairman and compensation expense for the amount paid to employees, accordingly. The Company paid the employer portion of employment taxes and will receive any income tax related benefits from the payments to employees and resulting taxes. |
Subsequent Events
Subsequent Events | 12 Months Ended |
Jun. 30, 2015 | |
Subsequent Events | |
Subsequent Events | (18) Subsequent Events In July 2015, the Company signed an amendment to its Florida office lease to extend the term through April 2026 and expand the square footage of the space subject to the lease by 40 square feet. In July 2015, the Company signed an amendment to its headquarters office lease to expand the square footage of the space subject to the lease by 11 square feet. Under the terms of these lease amendments, incremental minimum lease obligations (including rent holidays) above and beyond the minimum lease obligations described in Note 10 are as follows: Year ending June 30: 2016 $ 2017 2018 2019 2020 Later years, through 2026 Total minimum lease payments $ |
Selected Quarterly Financial Da
Selected Quarterly Financial Data (unaudited) | 12 Months Ended |
Jun. 30, 2015 | |
Selected Quarterly Financial Data (unaudited) | |
Selected Quarterly Financial Data (unaudited) | (19) 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 June 30, 2014 and 2015. Quarter Ended September 30, 2013 December 31, 2013 March 31, 2014 June 30, 2014 Consolidated Statements of Operations Data Revenues $ $ $ $ Gross profit $ $ $ $ Operating income (loss) $ $ $ $ Net income (loss) $ $ $ $ Net income (loss) per share attributable to common stockholders: Basic $ $ $ Diluted $ $ $ Weighted-average shares used in computing net income (loss) per share attributable to common stockholders: Basic Diluted Quarter Ended September 30, 2014 December 31, 2014 March 31, 2015 June 30, 2015 Consolidated Statements of Operations Data Revenues $ $ $ $ Gross profit $ $ $ $ Operating income (loss) $ $ $ $ Net income (loss) $ $ $ $ Net income (loss) per share attributable to common stockholders: Basic $ $ $ $ Diluted $ $ $ $ Weighted-average shares used in computing net income (loss) per share attributable to common stockholders: Basic Diluted |
Summary of Significant Accoun27
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Jun. 30, 2015 | |
Summary of Significant Accounting Policies | |
Basis of Presentation, Consolidation, and Use of Estimates | (a) Basis of Presentation, Consolidation, and Use of Estimates The accompanying consolidated financial statements of the Company have been prepared pursuant to the rules and regulations of the United States Securities and Exchange Commission (the “SEC”). The preparation of consolidated financial statements in conformity with U.S. generally accepted accounting principles (“GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Significant items subject to such estimates and assumptions include the allowance for doubtful accounts, internal-use software, valuation and useful lives of long-lived assets, definite-lived intangibles, goodwill, stock-based compensation, valuation of net deferred income tax assets and the best estimate of selling price for revenue recognition purposes. Future events and their effects cannot be predicted with certainty; accordingly, accounting estimates require the exercise of judgment. Accounting estimates used in the preparation of these consolidated financial statements change as new events occur, as more experience is acquired, as additional information is obtained and as the operating environment changes. The consolidated financial statements reflect the financial position and operating results of Paylocity Holding Corporation and include its wholly-owned subsidiary Paylocity Corporation. Intercompany accounts and transactions have been eliminated in consolidation. |
Concentrations of Risk | (b) Concentrations of Risk The Company regularly maintains cash balances that exceed Federal Depository Insurance Corporation limits. No individual client represents 10% or more of total revenues. For all periods presented, 100% of total revenues were generated by clients in the United States. |
Cash and Cash Equivalents | (c) Cash and Cash Equivalents The Company considers all highly liquid investments with a maturity of three months or less when purchased to be cash equivalents. |
Accounts Receivable | (d) Accounts Receivable Accounts receivable are recorded at the invoiced amount and do not bear interest. Amounts collected on trade accounts receivable are included in net cash provided by operating activities in the statements of cash flows. The Company maintains an allowance for doubtful accounts reflecting estimated potential losses in its accounts receivable portfolio. In establishing the required allowance, management considers historical losses adjusted to take into account current market conditions and our clients’ financial conditions, the amount of receivables in dispute, the current receivables aging and current payment patterns. The Company reviews its allowance for doubtful accounts quarterly. Past due balances over 60 days and over a specified amount are reviewed individually for collectability. All other balances are reviewed on a pooled basis. Account balances are charged off against the allowance after all commercially reasonable means of collection have been exhausted and the potential for recovery is considered remote. The Company does not have any off-balance-sheet credit exposure related to its clients. Activity in the allowance for doubtful accounts was as follows: For the Years Ended June 30, 2013 2014 2015 Balance at the beginning of the year $ $ $ Charged to expense Write-offs Balance at the end of the year $ $ $ |
Prepaid expenses and other assets | (e) Prepaid expenses and other assets Prepaid expenses and other current assets consist of office space security deposits, deposits with vendors, prepaid licensing fees, supplies, and time clocks available for sale or lease. |
Internal-Use Software | (f) Internal-Use Software The Company applies Financial Accounting Standards Board (FASB) Accounting Standards Codification (ASC) 350-40, Intangibles—Goodwill and Other—Internal-Use Software , to the accounting for costs of internal-use software. Internal-use software costs are capitalized when application development begins, it is probable that the project will be completed, and the software will be used as intended. Costs associated with preliminary project stage activities, training, maintenance and all other post implementation stage activities are expensed as incurred. The Company also capitalizes certain costs related to specific upgrades and enhancements when it is probable the expenditures will result in significant additional functionality. The capitalization policy provides for the capitalization of certain payroll costs for employees who are directly associated with developing internal-use software as well as certain external direct costs, such as consulting fees. Capitalized employee costs are limited to the time directly spent on such projects. Capitalized internal-use software costs are amortized on a straight-line basis over the estimated useful lives, generally 18 to 24 months. Management evaluates the useful lives of these assets on an annual basis and tests for impairment whenever events or changes in circumstances occur that could impact the recoverability of these assets. |
Property and Equipment and Long-Lived Assets | (g) Property and Equipment and Long-Lived Assets Property and equipment are stated at cost. Depreciation on property and equipment is calculated on the straight-line method over the estimated useful lives of the assets, generally three to seven years for most classes of assets, or over the term of the related lease for leasehold improvements. Long-lived assets, such as property and equipment, are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. If circumstances require a long-lived asset or asset group be tested for possible impairment, the Company first compares the undiscounted cash flows expected to be generated by that asset or asset group to its carrying amount. If the carrying amount of the long-lived asset or asset group is not recoverable on an undiscounted cash flow basis, an impairment is recognized to the extent that the carrying amount exceeds its fair value. Fair value is determined through various valuation techniques including discounted cash flow models, quoted market values and third-party independent appraisals, as considered necessary. |
Other intangible assets, net of accumulated amortization | (h) O ther intangible assets, net of accumulated amortization Intangible assets are comprised primarily of client list acquisitions and are reported net of accumulated amortization on the Consolidated Balance Sheets. Client relationships use the straight-line method of amortization over a nine-year time frame from the date of acquisition, while non-solicitation agreements use the straight-line method of amortization over the lives of the related agreements. The Company tests intangible assets for potential impairment when events or changes in circumstances indicate that the carrying value of such assets may not be recoverable. |
Goodwill | (i) Goodwill Goodwill is an asset representing the future economic benefits arising from other assets acquired in a business combination that are not individually identified and separately recognized. As described in Note 5, the Company has recorded goodwill in connection with the acquisitions of certain assets of BFKMS, Inc. and Synergy Payroll, LLC. Goodwill is not amortized, but instead is tested for impairment at least annually. ASU 2011-08, Testing Goodwill for Impairment provides an entity the option to perform 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 amount prior to performing the two-step impairment test. If the estimated fair value of a reporting unit, including goodwill, is less than its carrying amount, the two-step goodwill impairment test is required. Otherwise no further analysis is required. If the two-step goodwill impairment test is required, the fair value of the reporting unit is compared with its carrying amount, including goodwill. If the fair value of the reporting unit is less than its carrying amount, an indication of goodwill impairment exists for the reporting unit. In the second step, an impairment loss is recognized for any excess of the carrying amount of the reporting unit’s goodwill over the implied fair value of the goodwill. The implied fair value of goodwill is determined by allocating the fair value of the reporting unit in a manner similar to a purchase price allocation and the residual fair value after this allocation is the implied fair value of the reporting unit goodwill. Fair value of the reporting unit is determined using a discounted cash flow analysis. In the event the fair value of the reporting unit exceeds its carrying amount, step two is not performed. The Company performs its annual impairment review of goodwill in its fiscal fourth quarter or when a triggering event occurs between annual impairment tests. No impairment was recorded in fiscal 2015 as a result of the Company’s impairment test. Given that the Company did not have recorded goodwill until its fiscal fourth quarter of 2014, no impairment tests were required to be completed for fiscal 2014. |
Deferred Rent | (j) Deferred Rent The Company has operating lease agreements for its office space, which contain provisions for future rent increases, periods of rent abatement and build-out allowances. The Company records monthly rent expense for each lease equal to the total payments due over the lease term, divided by the number of months of the lease term. Build-out allowances are recorded as part of leasehold improvements and the incentive is amortized over the lease term against depreciation. The difference between recorded rent expense and the amount paid is reflected as “Deferred Rent” in the accompanying balance sheets. |
Income Taxes | (k) Income Taxes Income taxes are accounted for under the asset and liability method. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases and operating loss and tax credit carryforwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rate is recognized in income in the period that includes the enactment date. Accordingly, the impact of the American Taxpayer Relief Act of 2012, which was enacted on January 2, 2013 and expired on December 31, 2014, on deferred tax assets and liabilities and current taxes for the last six months of the fiscal year ended June 30, 2012 was recognized in the year ended June 30, 2013. Research and development tax credits are recognized using the flow-through method in the year the credit arises. Valuation allowances are provided when necessary to reduce deferred tax assets to the amount more likely than not to be realized. Significant management judgment is required in determining the period in which the reversal of a valuation allowance should occur. The Company is required to consider all available evidence, both positive and negative, such as historical levels of income and future forecasts of taxable income among other items, in determining whether a full or partial release of its valuation allowance is required. The Company is also required to schedule future taxable income in accordance with accounting standards that address income taxes to assess the appropriateness of a valuation allowance, which further requires the exercise of significant management judgment. The Company recognizes the effect of income tax positions only if those positions are more likely than not of being sustained. Recognized income tax positions are measured at the largest amount that is greater than 50% likely of being realized. Changes in recognition or measurement are reflected in the period in which the change in judgment occurs. The Company records interest and penalties as an element of income tax expense. Refer to Note 11 for additional information on income taxes. |
Revenue Recognition | (l) Revenue Recognition The Company recognizes revenue in accordance with ASC 605-25, Revenue Recognition—Multiple Element Arrangements , Accounting Standards Update No. 2009-13, Multiple-Deliverable Revenue Arrangements (“ ASU 2009-13 ”), and Staff Accounting Bulletin 104, Revenue Recognition . Revenue is recognized when there is persuasive evidence that an arrangement exists, delivery has occurred, the fee is fixed or determinable and collection of the revenue is probable. The Company derives its revenue predominantly from recurring fees and non-recurring service fees. Recurring fees are collected under agreements for payroll, timekeeping, HR-related cloud-based computing services and monthly time clock rentals, all of which are generally cancellable by the client on 60 days’ notice or less. Non-recurring service fees consist mainly of implementation and custom reporting services. Such fees are billed to clients and revenue is recorded upon completion of the service. The Company’s agreements do not include general rights of return and do not provide clients with the right to take possession of the software supporting the services being provided. As such, the agreements are accounted for as service contracts. Interest income collected on funds held for clients is recognized in recurring revenues when earned as the collection, holding and remittance of these funds are critical components of providing these services. Most multiple-element arrangements include a short implementation services phase which involves establishing the client within and loading data into the Company’s cloud-based applications. Such activities are performed by either the Company or a third party vendor. Major recurring fees included in multiple-element arrangements include: · Payroll processing and related services, including payroll reporting and tax filing services delivered on a weekly, biweekly, semi-monthly, or monthly basis depending upon the payroll frequency of the client and on an annual basis if a client selects W-2 preparation and processing services, · Time and attendance reporting services, including time clock rentals, delivered on a monthly basis, and · Cloud-based HR software solutions, including employee administration and benefits enrollment and administration, delivered on a monthly basis. For each agreement, the Company evaluates whether the individual deliverables qualify as separate units of accounting. If one or more of the deliverables does not have standalone value upon delivery, which is typical of the payroll and human capital management (“HCM”) services our customers contract for, the deliverables that do not have standalone value are generally combined and treated as a single unit of accounting by frequency of occurrence for the product category involved such as biweekly payroll or monthly timekeeping services. Revenues for arrangements treated as a single unit of accounting are generally recognized within the same month that the services are rendered given that the agreements are cancellable with 60 days’ or less notice. In determining whether implementation services can be accounted for separately from recurring revenues, the Company considers the nature of the implementation services and the availability of the implementation services from other vendors. The Company was able to establish standalone value for implementation activities based on the activity of third-party vendors that perform these services and accounts for such implementation services separate from the recurring revenues. If the recurring services have standalone value upon delivery, the Company accounts for each separately and revenues are recognized as services are delivered with allocation of consideration based on the relative selling price method as established in ASU 2009-13. That method requires the selling price of each element in a multiple-deliverable arrangement to be based on, in descending order: (i) vendor specific objective evidence of fair value (“VSOE”), (ii) third-party evidence of fair value (“TPE”) or (iii) management’s best estimate of the selling price (“BESP”). The Company is not able to establish VSOE because the deliverables are sold across an insufficiently narrow range of prices on a stand-alone basis and is also not able to establish TPE because no third-party offerings are reasonably comparable to the Company’s offerings. The Company thus established its BESP by service offering, requiring the use of significant estimates and judgment. The Company considers numerous factors, including the nature of the deliverables themselves; the geography of the sale; and pricing and discounting practices utilized by the Company’s sales force. Arrangement consideration is allocated to each deliverable based on the established BESP and subject to the limitation that because the arrangements are cancellable with 60 days’ or less notice, recurring revenue is not allocated to any deliverable until the consideration has been earned, typically with each payroll cycle or monthly, depending on the service. Revenues generated from sales through partners or utilizing partner services are recognized in accordance with the appropriate accounting guidance of ASC 605-45, Principal Agent Considerations . The Company reports revenue generated through partners or utilizing partner services at the gross amount billed to clients when (i) the Company is the primary obligor, (ii) the Company has latitude to establish the price charged and (iii) the Company bears the credit risk in the transaction. Sales taxes collected from clients and remitted to governmental authorities where applicable are accounted for on a net basis and therefore are excluded from revenues in the statements of operations. |
Cost of Revenues | (m) Cost of Revenues Cost of revenues consists primarily of the cost of recurring revenues and implementation services which are expensed when incurred. Cost of revenues for recurring revenues consists primarily of costs to provide recurring services and support to our clients, and includes amortization of capitalized internal-use software. Cost of revenues for implementation services and other consists primarily of costs to provide implementation services and costs related to sales of payroll-related forms and time clocks. |
Advertising | (n) Advertising Advertising costs are expensed as incurred. Advertising costs amounted to $27, $24 and $187 for the years ended June 30, 2013, 2014 and 2015, respectively. |
Stock-Based Compensation | (o) Stock-Based Compensation The Company recognizes all employee stock-based compensation as a cost in the financial statements. Equity-classified awards, including those under the 2014 Employee Stock Purchase Plan (“ESPP”), are measured at the grant date fair value of the award and expense is recognized, net of assumed forfeitures, on a straight-line basis over the requisite service period for each separately vesting portion of the award. The Company estimates grant date fair value using the Black-Scholes option-pricing model and periodically updates the assumed forfeiture rates for actual experience over their vesting term or the term of the ESPP purchase period. |
Commitments and Contingencies | (p) Commitments and Contingencies Liabilities for loss contingencies arising from claims, assessments, litigation, fines, and penalties and other sources are recorded when it is probable that a liability has been incurred and the amount can be reasonably estimated. Legal costs incurred in connection with loss contingencies are expensed as incurred. |
Segment Information | (q) Segment Information The Company’s chief operating decision maker reviews the financial results of the Company in total when evaluating financial performance and for purposes of allocating resources. The Company has thus determined that it operates in a single cloud-based software solution reporting segment. |
Recently Issued Accounting Standards | (r) Recently Issued Accounting Standards In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers (Topic 606) (“ASU 2014-09”). ASU 2014-09 supersedes a majority of existing revenue recognition guidance under US GAAP, and requires companies to recognize revenue when it transfers goods or services to a customer in an amount that reflects the consideration to which a company expects to be entitled. Companies may need to apply more judgment and estimation techniques or methods while recognizing revenue, which could result in additional disclosures to the financial statements. Topic 606 allows for either a “retrospective” or “cumulative effect” transition method. The original standard was effective for fiscal years beginning after December 15, 2016. In July 2015, the FASB approved a one-year deferral of this standard, with a new effective date for fiscal years beginning after December 15, 2017 with early adoption permitted as of the original effective date. The Company is currently assessing the potential effects of these changes to its consolidated financial statements and is evaluating the adoption method and timing. From time to time, new accounting pronouncements are issued by the FASB or other standard setting bodies that are adopted by the Company as of the specified effective date. Unless otherwise discussed, the Company believes that the impact of recently issued standards that are not yet effective will not have a material impact on the Company’s consolidated financial statements upon adoption. |
Summary of Significant Accoun28
Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Jun. 30, 2015 | |
Summary of Significant Accounting Policies | |
Schedule of activity in allowance for doubtful accounts | For the Years Ended June 30, 2013 2014 2015 Balance at the beginning of the year $ $ $ Charged to expense Write-offs Balance at the end of the year $ $ $ |
Business Combinations (Tables)
Business Combinations (Tables) | 12 Months Ended |
Jun. 30, 2015 | |
BFKMS Inc | |
Summary of provisional fair value of the assets acquired at the date of acquisition | At May 23, 2014 Intangible assets $ Goodwill Total purchase price $ |
Synergy Payroll LLC | |
Summary of provisional fair value of the assets acquired at the date of acquisition | At April 16, 2015 Intangible assets $ Goodwill Total purchase price $ |
Capitalized Internal-Use Soft30
Capitalized Internal-Use Software (Tables) | 12 Months Ended |
Jun. 30, 2015 | |
Capitalized Internal-Use Software | |
Schedule of capitalized internal-use software and accumulated amortization | Year ended June 30, 2014 2015 Capitalized internal-use software $ $ Accumulated amortization Capitalized internal-use software, net $ $ |
Property and Equipment (Tables)
Property and Equipment (Tables) | 12 Months Ended |
Jun. 30, 2015 | |
Property and Equipment | |
Schedule of property and equipment | Year ended June 30, 2014 2015 Office equipment $ $ Computer equipment Furniture and fixtures Software Leasehold improvements Time clocks rented by clients Accumulated depreciation and amortization Property and equipment, net $ $ |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Tables) | 12 Months Ended |
Jun. 30, 2015 | |
Goodwill and Intangible Assets | |
Schedule of changes in goodwill | Balance at June 30, 2014 $ Additions attributable to current year acquisition Balance at June 30, 2015 $ |
Schedule of amortizable intangible assets before amortization expense | As of June 30, 2014 As of June 30, 2015 Weighted Average Useful Life Client relationships $ $ 9 years Non-solicitation agreements 2-3 years Total Accumulated amortization Intangible assets, net $ $ |
Schedule of future amortization expense for acquired intangible | Year ending June 30: 2016 $ 2017 2018 2019 2020 Thereafter Total $ |
Accrued Expenses (Tables)
Accrued Expenses (Tables) | 12 Months Ended |
Jun. 30, 2015 | |
Accrued Expenses | |
Schedule of components of accrued expenses | Year ended June 30, 2014 2015 Accrued payroll and personnel costs $ $ Current portion of deferred rent Other Total Accrued Expenses $ $ |
Leases (Tables)
Leases (Tables) | 12 Months Ended |
Jun. 30, 2015 | |
Leases | |
Schedule of future minimum lease payments under non-cancellable operating leases | Year ending June 30: 2016 $ 2017 2018 2019 2020 Later years, through 2023 Total minimum lease payments $ |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Jun. 30, 2015 | |
Income Taxes | |
Schedule of income tax (benefit) expense | Year ended June 30, 2013 2014 2015 Current taxes U.S. federal $ $ $— State and local Deferred taxes: U.S. federal State and local Total income tax (benefit) expense $ $ $ |
Schedule of tax rate reconciliation by applying the U.S. federal income tax rate to pretax income from continuing operations | Year ended June 30, 2013 2014 2015 Income tax provision at statutory federal rate $ $ $ Increase (reduction) in income taxes resulting from: Research and development credit, net of federal income tax benefit Non-deductible expenses Change in valuation allowance — State and local income taxes, net of federal income tax benefit Other — $ $ $ |
Schedule of tax effects of temporary differences that give rise to significant portions of the deferred tax assets and deferred tax liabilities | Year ended June 30, 2014 2015 Deferred tax assets: Deferred rent $ $ Allowance for doubtful accounts Accrued expenses Stock-based compensation Net operating loss carryforwards Research and development credit AMT Credits Intangible assets Total deferred tax assets Valuation allowance Net deferred tax assets Deferred tax liabilities: Research and development costs Prepaid expenses Depreciation Total deferred liabilities Net deferred tax asset (liability) $ $ |
Benefit Plans (Tables)
Benefit Plans (Tables) | 12 Months Ended |
Jun. 30, 2015 | |
Benefit Plans | |
Schedule of stock-based compensation expense related to stock options and the vesting of Restricted Stock Awards ("RSAs") and Restricted Stock Units ("RSUs") | Year ended June 30, 2013 2014 2015 Cost of revenue – recurring $— $ $ Cost of revenue – non-recurring — Sales and marketing — Research and development — General and administrative Total stock-based compensation $ $ $ |
Summary of the assumptions used for estimating the fair value of stock options granted | Year ended June 30, 2013 2014 2015 Valuation assumptions: Expected dividend yield Expected volatility 29.5% - 44.5% Expected term (years) 4.0 - 6.0 Risk-free interest rate 0.52% - 1.94% |
Summary of shares available for grant under our equity incentive plans | Number of Shares Available for grant at July 1, 2014 January 1, 2015 Evergreen provision increase RSU’s granted Options granted Shares withheld in settlement of taxes and exercise price Forfeitures Shares removed Available for grant at June 30, 2015 |
Schedule of stock option activity | Outstanding Options Number of shares Weighted average exercise price Weighted average remaining contractual term Aggregate intrinsic value Balance at July 1, 2014 $ $ Options granted Options forfeited Options exercised Balance at June 30, 2015 $ $ Options exercisable at June 30, 2015 $ $ Options vested and expected to vest at June 30, 2015 $ $ |
Schedule of stock options outstanding and stock options exercisable | The following table summarizes information about stock options outstanding and stock options exercisable at June 30, 2015: Options Outstanding Options Exercisable Price Range Number of shares Weighted average remaining contractual term Weighted average exercise price Number of shares Weighted average exercise price $1.31 to $3.58 $ $ $3.59 to $5.96 $5.97 to $12.02 $12.03 to $20.90 $20.91 to $24.80 — — Options outstanding $ $ |
Schedule of Restricted stock unit activity | Units Weighted average grant date fair value RSU balance at July 1, 2014 $ RSUs granted RSUs vested RSUs cancelled/forfeited RSU balance at June 30, 2015 $ RSUs expected to vest at June 30, 2015 $ |
Schedule of estimated grant date fair value of ESPP offering period using weighted average assumptions | Year ended June 30, 2013 2014 2015 Valuation assumptions: Expected dividend yield N/A N/A Expected volatility N/A N/A 35.5 – 48.4% Expected term (years) N/A N/A 0.3 – 0.5 Risk-free interest rate N/A N/A 0.04 – 0.11% |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 12 Months Ended |
Jun. 30, 2015 | |
Earnings Per Share | |
Schedule of calculation of basic and diluted net income (loss) per share | Year ended June 30, 2013 2014 2015 Basic net income (loss) per share: Numerator: Net Income (Loss) $ $ $ Less: Preferred dividend rights attributable to participating securities — Net income (loss) attributable to common stockholders $ $ $ Denominator: Weighted-average shares used in computing net income (loss) per share attributable to common stockholders: Basic (in thousands) Diluted (in thousands) Net income (loss) per share attributable to common stockholders: Basic $ $ $ Diluted $ $ $ |
Summary of outstanding redeemable convertible preferred stock, employee stock options, restricted stock units and employee stock purchase plan shares excluded from the diluted per share calculation because to include them would have been anti-dilutive | Year ended June 30 2013 2014 2015 Redeemable convertible preferred stock — — Employee stock options Restricted stock units — Employee stock purchase plan shares — — Total |
Subsequent Events (Tables)
Subsequent Events (Tables) | 12 Months Ended |
Jun. 30, 2015 | |
Subsequent Events | |
Schedule of Incremental minimum lease obligations to the minimum lease obligations after a subsequent event | Year ending June 30: 2016 $ 2017 2018 2019 2020 Later years, through 2026 Total minimum lease payments $ |
Selected Quarterly Financial 39
Selected Quarterly Financial Data (unaudited) (Tables) | 12 Months Ended |
Jun. 30, 2015 | |
Selected Quarterly Financial Data (unaudited) | |
Schedule of selected unaudited quarterly statements of operations data | Quarter Ended September 30, 2013 December 31, 2013 March 31, 2014 June 30, 2014 Consolidated Statements of Operations Data Revenues $ $ $ $ Gross profit $ $ $ $ Operating income (loss) $ $ $ $ Net income (loss) $ $ $ $ Net income (loss) per share attributable to common stockholders: Basic $ $ $ Diluted $ $ $ Weighted-average shares used in computing net income (loss) per share attributable to common stockholders: Basic Diluted Quarter Ended September 30, 2014 December 31, 2014 March 31, 2015 June 30, 2015 Consolidated Statements of Operations Data Revenues $ $ $ $ Gross profit $ $ $ $ Operating income (loss) $ $ $ $ Net income (loss) $ $ $ $ Net income (loss) per share attributable to common stockholders: Basic $ $ $ $ Diluted $ $ $ $ Weighted-average shares used in computing net income (loss) per share attributable to common stockholders: Basic Diluted |
Organization and Description 40
Organization and Description of Business (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 1 Months Ended | 12 Months Ended | |
Jan. 31, 2015 | Dec. 31, 2014 | Jun. 30, 2014 | |
Follow-on offering | |||
Net proceeds after deducting underwriting discounts and commissions and other offering expenses | $ 81,927 | ||
Follow-On Offering | |||
Follow-on offering | |||
Number of shares of common stock issued and sold | 750 | ||
Net proceeds after deducting underwriting discounts and commissions and other offering expenses | $ 18,367 | ||
Public offering price (in dollar per share) | $ 26.25 | ||
Underwriting discounts and commissions | $ 935 | ||
Other offering expenses | $ 385 | ||
Follow on offering exercised by underwriters (in shares) | 360 | ||
Shares available for grant | 690 | ||
Existing shareholders | |||
Follow-on offering | |||
Number of shares of common stock issued and sold | 3,850 |
Summary of Significant Accoun41
Summary of Significant Accounting Policies (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2013 | |
Accounts Receivable | |||
Number of days past due before a balance will be reviewed for collectability | 60 days | ||
Activity in allowance for doubtful accounts | |||
Balance at beginning of period | $ 126 | $ 118 | $ 114 |
Charged to expense | 90 | 62 | 60 |
Write-offs | (67) | (54) | (56) |
Balance at end of period | $ 149 | $ 126 | $ 118 |
Total Revenue | Clients | |||
Concentrations of Risk | |||
Concentration Risk, Customer | No individual client represents 10% or more of total revenues. | ||
Revenues generated by clients in the U.S. (as a percent) | 100.00% | 100.00% | 100.00% |
Summary of Significant Accoun42
Summary of Significant Accounting Policies (Details 2) | 12 Months Ended |
Jun. 30, 2015 | |
Minimum | |
Property and Equipment and Long-Lived Assets | |
Estimated useful lives of the assets | 3 years |
Maximum | |
Property and Equipment and Long-Lived Assets | |
Estimated useful lives of the assets | 7 years |
Summary of Significant Accoun43
Summary of Significant Accounting Policies (Details 3) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2015USD ($)segment | Jun. 30, 2014USD ($) | Jun. 30, 2013USD ($) | |
Goodwill and other intangible assets, net of accumulated amortization | |||
Goodwill, Impairment Loss | $ 0 | ||
Revenue Recognition | |||
Period of notice days given for cancellation of agreement | 60 days | ||
Advertising | |||
Advertising costs | $ 187 | $ 24 | $ 27 |
Segment Information | |||
Number of reporting segments | segment | 1 | ||
Client relationships | |||
Goodwill and other intangible assets, net of accumulated amortization | |||
Estimated useful lives | 9 years | ||
Minimum | Internal-Use Software | |||
Goodwill and other intangible assets, net of accumulated amortization | |||
Estimated useful lives | 18 months | ||
Maximum | Internal-Use Software | |||
Goodwill and other intangible assets, net of accumulated amortization | |||
Estimated useful lives | 24 months |
Funds Held for Clients and Cl44
Funds Held for Clients and Client Fund Obligations (Details) | 12 Months Ended |
Jun. 30, 2015 | |
Funds Held for Clients and Client Fund Obligations | |
Period of repayment of client fund obligation liabilities | 1 year |
Business Combinations (Details)
Business Combinations (Details) $ in Thousands | Apr. 16, 2015USD ($) | Apr. 16, 2015USD ($) | May. 23, 2014USD ($) | Jan. 31, 2016USD ($) | Aug. 31, 2015USD ($) | Apr. 30, 2015USD ($) | May. 31, 2014USD ($) | Jun. 30, 2015USD ($) | Jun. 30, 2014USD ($) | Jun. 30, 2013USD ($) |
Business Combinations | ||||||||||
Number of reseller agreements prior to the termination of said agreements | 2 | |||||||||
Payments for acquisition | $ 11,979 | $ 6,450 | ||||||||
Goodwill | 6,003 | 3,035 | ||||||||
BFKMS Inc | ||||||||||
Business Combinations | ||||||||||
Amount paid to reseller per terms of a reseller agreement | 2,495 | $ 2,377 | ||||||||
Total consideration | $ 9,435 | |||||||||
Payments for acquisition | 2,985 | 6,450 | ||||||||
Intangible assets | $ 6,400 | |||||||||
Goodwill | 3,035 | |||||||||
Total purchase price | $ 9,435 | |||||||||
Goodwill amortization period for income tax purposes | 15 years | |||||||||
BFKMS Inc | Client relationships | ||||||||||
Business Combinations | ||||||||||
Intangible assets | $ 6,180 | |||||||||
BFKMS Inc | Non Solicitation Agreement | ||||||||||
Business Combinations | ||||||||||
Intangible assets | $ 220 | |||||||||
Synergy Payroll LLC | ||||||||||
Business Combinations | ||||||||||
Amount paid to reseller per terms of a reseller agreement | $ 2,361 | $ 2,081 | $ 1,783 | |||||||
Total consideration | $ 9,508 | |||||||||
Payments for acquisition | $ 8,994 | |||||||||
Intangible assets | 6,540 | $ 6,540 | ||||||||
Goodwill | 2,968 | 2,968 | ||||||||
Total purchase price | 9,508 | $ 9,508 | ||||||||
Goodwill amortization period for income tax purposes | 15 years | |||||||||
Synergy Payroll LLC | Client relationships | ||||||||||
Business Combinations | ||||||||||
Intangible assets | 6,400 | $ 6,400 | ||||||||
Synergy Payroll LLC | Non Solicitation Agreement | ||||||||||
Business Combinations | ||||||||||
Intangible assets | $ 140 | $ 140 | ||||||||
Estimated | Synergy Payroll LLC | ||||||||||
Business Combinations | ||||||||||
Payments for acquisition | $ 300 | $ 211 |
Capitalized Internal-Use Soft46
Capitalized Internal-Use Software (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2013 | |
Capitalized internal-use software and accumulated amortization | |||
Capitalized internal-use software | $ 24,733 | $ 19,863 | |
Accumulated amortization | (17,376) | (14,770) | |
Capitalized internal-use software, net | 7,357 | 5,093 | |
Amortization of capitalized internal-use software costs | $ 2,606 | $ 2,195 | $ 3,067 |
Property and Equipment (Details
Property and Equipment (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2013 | |
Property and equipment | |||
Property and equipment, gross | $ 31,155 | $ 24,874 | |
Accumulated depreciation and amortization | (15,094) | (11,749) | |
Property and equipment, net | 16,061 | 13,125 | |
Depreciation expense | 5,084 | 4,061 | $ 2,504 |
Office equipment | |||
Property and equipment | |||
Property and equipment, gross | 1,875 | 1,449 | |
Computer equipment | |||
Property and equipment | |||
Property and equipment, gross | 11,783 | 7,726 | |
Furniture and fixtures | |||
Property and equipment | |||
Property and equipment, gross | 2,423 | 2,317 | |
Software | |||
Property and equipment | |||
Property and equipment, gross | 5,218 | 4,963 | |
Leasehold improvements | |||
Property and equipment | |||
Property and equipment, gross | 6,639 | 6,059 | |
Time clocks rented by clients | |||
Property and equipment | |||
Property and equipment, gross | $ 3,217 | $ 2,360 |
Goodwill and Intangible Asset48
Goodwill and Intangible Assets (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2013 | |
Changes in goodwill | |||
Balance at beginning of the period | $ 3,035 | ||
Additions attributable to current year acquisition | 2,968 | ||
Balance at end of the period | 6,003 | $ 3,035 | |
Intangible Assets | |||
Intangible assets | 12,940 | 6,400 | |
Accumulated amortization | (999) | (80) | |
Amortization expense for acquired intangible assets | 919 | 80 | $ 0 |
Intangible assets, net | 11,941 | 6,320 | |
Future amortization expense for acquired intangible | |||
2,016 | 1,523 | ||
2,017 | 1,512 | ||
2,018 | 1,427 | ||
2,019 | 1,398 | ||
2,020 | 1,398 | ||
Thereafter | 4,683 | ||
Intangible assets, net | 11,941 | 6,320 | |
Client relationships | |||
Intangible Assets | |||
Intangible assets | $ 12,580 | 6,180 | |
Useful life | 9 years | ||
Non-solicitation agreement | |||
Intangible Assets | |||
Intangible assets | $ 360 | $ 220 | |
Non-solicitation agreement | Minimum | |||
Intangible Assets | |||
Useful life | 2 years | ||
Non-solicitation agreement | Maximum | |||
Intangible Assets | |||
Useful life | 3 years |
Accrued Expenses (Details)
Accrued Expenses (Details) - USD ($) $ in Thousands | Jun. 30, 2015 | Jun. 30, 2014 |
Components of accrued expenses | ||
Accrued payroll and personnel costs | $ 14,275 | $ 8,781 |
Current portion of deferred rent | 727 | 577 |
Other | 1,428 | 1,386 |
Total accrued expenses | $ 16,430 | $ 10,744 |
Leases (Details)
Leases (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2013 | |
Leases | |||
Rental expense for operating leases | $ 4,238 | $ 3,035 | $ 2,347 |
Future minimum lease payments under non-cancellable operating leases | |||
2,016 | 4,163 | ||
2,017 | 3,800 | ||
2,018 | 3,713 | ||
2,019 | 3,087 | ||
2,020 | 1,381 | ||
Later years, through 2023 | 482 | ||
Total minimum lease payments | $ 16,626 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2013 | |
Current taxes | |||
U.S. federal | $ (125) | $ 126 | |
State and local | $ 14 | 39 | 94 |
Deferred taxes: | |||
U.S. federal | 83 | 160 | (516) |
State and local | 8 | 181 | (306) |
Total income tax (benefit) expense | $ 105 | 255 | (602) |
Tax Rate Reconciliation | |||
U.S. federal income tax rate (as a percent) | 34.00% | ||
Income tax provision at statutory federal rate | $ (4,716) | (2,331) | 6 |
Increase (reduction) in income taxes resulting from: | |||
Research and development credit, net of federal income tax benefit | (276) | (189) | (650) |
Non-deductible expenses | 418 | 145 | 53 |
Change in valuation allowance | 4,570 | 2,878 | |
State and local income taxes, net of federal income tax benefit | (562) | (387) | (11) |
Other | 671 | 139 | |
Total income tax (benefit) expense | 105 | 255 | (602) |
Deferred tax assets: | |||
Deferred rent | 558 | 569 | |
Allowance for doubtful accounts | 56 | 48 | |
Accrued expenses | 1,313 | 761 | |
Stock-based compensation | 4,671 | 2,149 | |
Net operating loss carryforwards | 4,332 | 1,641 | |
Research and development credit | 1,357 | 1,116 | |
AMT Credits | 11 | 11 | |
Intangible assets | 163 | 5 | |
Total deferred tax assets | 12,461 | 6,300 | |
Valuation allowance | (7,448) | (2,878) | |
Net deferred tax assets | 5,013 | 3,422 | |
Deferred tax liabilities: | |||
Research and development costs | (2,837) | (1,950) | |
Prepaid expenses | (208) | (74) | |
Depreciation | (2,067) | (1,406) | |
Total deferred liabilities | (5,112) | (3,430) | |
Net deferred tax asset (liability) | (99) | (8) | |
Taxable income (loss) | $ (12,424) | (3,817) | 1,941 |
Period of cumulative loss position | 3 years | ||
Operating Loss Carryforwards | |||
Excess tax benefits from exercise of stock options | $ 6,610 | ||
Unrecognized tax benefits | 0 | $ 0 | $ 0 |
Federal | |||
Operating Loss Carryforwards | |||
Net operating loss carryforwards | 11,482 | ||
Excess tax benefits from exercise of stock options | $ 2,248 | ||
Years open to tax examination | June 30, 2009 to June 30, 2015 | ||
Federal | Minimum | |||
Operating Loss Carryforwards | |||
Expiration date for tax credit carryforwards | Jan. 1, 2029 | ||
Federal | Maximum | |||
Operating Loss Carryforwards | |||
Expiration date for tax credit carryforwards | Dec. 31, 2035 | ||
State | |||
Operating Loss Carryforwards | |||
Net operating loss carryforwards | $ 8,254 | ||
Excess tax benefits from exercise of stock options | $ 232 | ||
Years open to tax examination | June 30, 2008 to June 30, 2015 | ||
State | Minimum | |||
Operating Loss Carryforwards | |||
Expiration date for tax credit carryforwards | Jan. 1, 2019 | ||
State | Maximum | |||
Operating Loss Carryforwards | |||
Expiration date for tax credit carryforwards | Dec. 31, 2035 | ||
Research Tax Credit Carryforward [Member] | |||
Operating Loss Carryforwards | |||
Tax credit carryforwards | $ 1,357 | ||
Research Tax Credit Carryforward [Member] | Minimum | |||
Operating Loss Carryforwards | |||
Expiration date for tax credit carryforwards | Jan. 1, 2017 | ||
Research Tax Credit Carryforward [Member] | Maximum | |||
Operating Loss Carryforwards | |||
Expiration date for tax credit carryforwards | Dec. 31, 2035 | ||
Alternative Minimum Tax [Member] | |||
Operating Loss Carryforwards | |||
Tax credit carryforwards | $ 11 |
Stockholders' Equity (Deficit)
Stockholders' Equity (Deficit) (Details) | 12 Months Ended |
Jun. 30, 2015item | |
Common Stock | |
Stockholders' Equity (Deficit) | |
Number of common stock vote per share | 1 |
Redeemable Convertible Prefer53
Redeemable Convertible Preferred Stock (Details) shares in Thousands | 1 Months Ended | |
Mar. 31, 2014shares | Feb. 28, 2014item | |
Redeemable Convertible Preferred Stock | ||
Number of series of redeemable convertible preferred stock | 2 | |
Initial Public Offering | ||
Redeemable Convertible Preferred Stock | ||
Number of shares issued on conversion of series A and series B redeemable convertible preferred stock | shares | 11,933 |
Benefit Plans (Details)
Benefit Plans (Details) - shares shares in Thousands | 12 Months Ended | |
Jun. 30, 2015 | Jan. 01, 2015 | |
Equity Incentive Plans | ||
Number of shares of common stock reserved for issuance | 8,832 | |
Number of shares allocated but not yet issued that are subject to outstanding options or awards | 4,342 | |
Stock options | ||
Equity Incentive Plans | ||
Expiration period | 10 years | |
Stock options | Minimum | ||
Equity Incentive Plans | ||
Vesting period | 3 years | |
Stock options | Maximum | ||
Equity Incentive Plans | ||
Vesting period | 4 years | |
2008 Plan | ||
Equity Incentive Plans | ||
Awards issued (in shares) | 0 | |
2014 Plan | ||
Equity Incentive Plans | ||
Additional shares available for grant | 2,272 | |
Potential additional shares available for grant (as a percent) | 4.50% |
Benefit Plans (Details 2)
Benefit Plans (Details 2) - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2013 | |
Benefit Plans | |||
Total stock-based compensation expense | $ 13,169 | $ 4,929 | $ 523 |
Stock-based compensation costs capitalized | 655 | 325 | 0 |
Cost of revenue - recurring | |||
Benefit Plans | |||
Total stock-based compensation expense | 1,532 | 496 | |
Cost of revenue - non-recurring | |||
Benefit Plans | |||
Total stock-based compensation expense | 1,222 | 424 | |
Sales and marketing | |||
Benefit Plans | |||
Total stock-based compensation expense | 3,247 | 765 | |
Research and development | |||
Benefit Plans | |||
Total stock-based compensation expense | 2,533 | 615 | |
General and administrative | |||
Benefit Plans | |||
Total stock-based compensation expense | $ 4,635 | $ 2,629 | $ 523 |
Benefit Plans (Details 3)
Benefit Plans (Details 3) - Jun. 30, 2015 - Equity Incentive Plan - shares shares in Thousands | Total |
Shares Available for Grant | |
Balance at the beginning of the period (in shares) | 2,581 |
Evergreen provision increase | 2,272 |
RSU's granted (in shares) | (429) |
Options granted (in shares) | (322) |
Shares withheld in settlement of taxes and exercise price (in shares) | 266 |
Forfeitures (in shares) | 327 |
Shares removed | (205) |
Balance at the end of the period (in shares) | 4,490 |
Benefit Plans (Details 4)
Benefit Plans (Details 4) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 12 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2013 | |
Aggregate intrinsic value | |||
Total excess income tax benefits for stock based compensation arrangements | $ 5,562 | $ 703 | $ 63 |
Stock options | |||
Valuation assumptions: | |||
Expected dividend yield (as a percent) | 0.00% | 0.00% | |
Expected volatility (as a percent) | 43.90% | 30.70% | |
Expected term (years) | 6 years 3 months | 4 years | |
Risk-free interest rate (as a percent) | 1.91% | 0.61% | |
Shares Available for Grant | |||
Options granted (in shares) | (322) | ||
Forfeitures (in shares) | 302 | ||
Number of shares | |||
Balance at the beginning of the period (in shares) | 4,388 | ||
Options granted (in shares) | 322 | ||
Options forfeited (in shares) | (302) | ||
Options exercised (in shares) | (452) | 0 | |
Balance at the end of the period (in shares) | 3,956 | 4,388 | |
Options exercisable at the end of the period (in shares) | 1,691 | ||
Options vested and expected to vest at the end of the period (in shares) | 3,825 | ||
Weighted average exercise price | |||
Balance at the beginning of the period (in dollars per share) | $ 10 | ||
Options granted (in dollars per share) | 24.80 | ||
Options forfeited (in dollars per share) | 13.83 | ||
Options exercised (in dollars per share) | 9.57 | ||
Balance at the end of the period (in dollars per share) | 10.96 | $ 10 | |
Options exercisable at the end of the period (in dollars per share) | 6.44 | ||
Options vested and expected to vest at the end of the period (in dollars per share) | $ 10.75 | ||
Weighted average remaining contractual term | |||
SharebasedCompensationArrangementBySharebasedPaymentAwardOptionsOutstandingWeightedAverageRemainingContractualTerm2 | 7 years 7 months 17 days | 8 years 6 months 29 days | |
SharebasedCompensationArrangementBySharebasedPaymentAwardOptionsOutstandingWeightedAverageRemainingContractualTerm2 | 7 years 7 months 17 days | 8 years 6 months 29 days | |
Options exercisable at the end of the period | 6 years 7 months 21 days | ||
Options vested and expected to vest at the end of the period | 7 years 7 months 2 days | ||
Aggregate intrinsic value | |||
Balance at the beginning of the period | $ 51,017 | ||
Options exercisable at the end of the period | 49,736 | ||
Options vested and expected to vest at the end of the period | 96,029 | ||
Balance at the end of the period (in dollars) | $ 98,434 | $ 51,017 | |
Weighted average grant date fair value of options granted (in dollars per share) | $ 11.14 | $ 6.39 | $ 1.22 |
Total intrinsic value of options exercised | $ 8,802 | $ 87 | |
Total unrecognized compensation cost, net of estimated forfeitures | $ 5,859 | ||
Weighted average period to recognize unrecognized compensation cost | 1 year 6 months 29 days | ||
Stock options | Minimum | |||
Valuation assumptions: | |||
Expected dividend yield (as a percent) | 0.00% | ||
Expected volatility (as a percent) | 29.50% | ||
Expected term (years) | 4 years | ||
Risk-free interest rate (as a percent) | 0.52% | ||
Stock options | Maximum | |||
Valuation assumptions: | |||
Expected dividend yield (as a percent) | 0.00% | ||
Expected volatility (as a percent) | 44.50% | ||
Expected term (years) | 6 years | ||
Risk-free interest rate (as a percent) | 1.94% | ||
RSUs | |||
Shares Available for Grant | |||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period | 429 | ||
Aggregate intrinsic value | |||
Total unrecognized compensation cost, net of estimated forfeitures | $ 5,048 | ||
Weighted average period to recognize unrecognized compensation cost | 2 years 1 month 6 days | ||
Units | |||
RSU Balance at the beginning of the period (in shares) | 102 | ||
RSU's granted (in shares) | 429 | ||
RSUs vested (in shares) | (120) | ||
RSUs cancelled/forfeited (in shares) | (25) | ||
RSU Balance at the end of the period (in shares) | 386 | 102 | |
RSUs expected to vest at the end of the period (in shares) | 356 | ||
Weighted average grant date fair value | |||
RSU Balance at the beginning of the period (in dollars per share) | $ 17 | ||
RSU's granted (in dollars per share) | 25.03 | ||
RSUs vested (in dollars per share) | 18.42 | ||
RSUs cancelled/forfeited (in dollars per share) | 24.80 | ||
RSU Balance at the end of the period (in dollars per share) | 24.98 | $ 17 | |
RSUs expected to vest at the end of the period (in dollars per share) | $ 24.96 |
Benefit Plans (Details 5)
Benefit Plans (Details 5) - Jun. 30, 2015 - Stock options - $ / shares shares in Thousands | Total |
Schedule of stock options outstanding and stock options exercisable | |
Number Outstanding at end of the period (in shares) | 3,956 |
Weighted-Average Remaining Contractual Life | 7 years 7 months 17 days |
Weighted-Average Exercise Price (in dollars per share) | $ 10.96 |
Number Exercisable at the end of the period (in shares) | 1,691 |
Weighted Average Exercise Price (in dollars per share) | $ 6.44 |
$1.31 to $3.58 | |
Schedule of stock options outstanding and stock options exercisable | |
Exercise price range, lower limit (in dollars per share) | 1.31 |
Exercise price range, upper limit (in dollars per share) | $ 3.58 |
Number Outstanding at end of the period (in shares) | 808 |
Weighted-Average Remaining Contractual Life | 5 years 2 months 16 days |
Weighted-Average Exercise Price (in dollars per share) | $ 1.55 |
Number Exercisable at the end of the period (in shares) | 808 |
Weighted Average Exercise Price (in dollars per share) | $ 1.55 |
$3.59 to $5.96 | |
Schedule of stock options outstanding and stock options exercisable | |
Exercise price range, lower limit (in dollars per share) | 3.59 |
Exercise price range, upper limit (in dollars per share) | $ 5.96 |
Number Outstanding at end of the period (in shares) | 892 |
Weighted-Average Remaining Contractual Life | 7 years 1 month 21 days |
Weighted-Average Exercise Price (in dollars per share) | $ 4.88 |
Number Exercisable at the end of the period (in shares) | 428 |
Weighted Average Exercise Price (in dollars per share) | $ 4.88 |
$5.97 to $12.02 | |
Schedule of stock options outstanding and stock options exercisable | |
Exercise price range, lower limit (in dollars per share) | 5.97 |
Exercise price range, upper limit (in dollars per share) | $ 12.02 |
Number Outstanding at end of the period (in shares) | 305 |
Weighted-Average Remaining Contractual Life | 8 years 15 days |
Weighted-Average Exercise Price (in dollars per share) | $ 7.04 |
Number Exercisable at the end of the period (in shares) | 18 |
Weighted Average Exercise Price (in dollars per share) | $ 7.04 |
$12.03 to $20.90 | |
Schedule of stock options outstanding and stock options exercisable | |
Exercise price range, lower limit (in dollars per share) | 12.03 |
Exercise price range, upper limit (in dollars per share) | $ 20.90 |
Number Outstanding at end of the period (in shares) | 1,634 |
Weighted-Average Remaining Contractual Life | 8 years 8 months 19 days |
Weighted-Average Exercise Price (in dollars per share) | $ 17 |
Number Exercisable at the end of the period (in shares) | 437 |
Weighted Average Exercise Price (in dollars per share) | $ 17 |
$20.91 to $24.80 | |
Schedule of stock options outstanding and stock options exercisable | |
Exercise price range, lower limit (in dollars per share) | 20.91 |
Exercise price range, upper limit (in dollars per share) | $ 24.80 |
Number Outstanding at end of the period (in shares) | 317 |
Weighted-Average Remaining Contractual Life | 9 years 1 month 21 days |
Weighted-Average Exercise Price (in dollars per share) | $ 24.80 |
Benefit Plans (Details 6)
Benefit Plans (Details 6) - USD ($) shares in Thousands, $ in Thousands | May. 16, 2015 | May. 16, 2015 | Jan. 01, 2015 | Nov. 16, 2014 | Nov. 16, 2014 | Jul. 16, 2014 | Feb. 06, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2013 |
Equity Incentive Plans | ||||||||||
Number of shares of common stock reserved for issuance | 8,832 | |||||||||
Compensation expense (in dollars) | $ 13,169 | $ 4,929 | $ 523 | |||||||
Employee stock purchase plan shares | ||||||||||
Equity Incentive Plans | ||||||||||
Offering period | 6 months | 6 months | 4 months | |||||||
Percentage of employee compensation, maximum | 10.00% | |||||||||
Percentage of fair market value as a purchase price | 85.00% | |||||||||
Value of shares per employee, maximum | $ 25 | |||||||||
Number of shares per employee, maximum | 2 | |||||||||
Number of periods during which shares can be purchased | 1 year | |||||||||
Number of shares of common stock reserved for issuance | 1,053 | |||||||||
Number of shares issued | 47 | 36 | ||||||||
Actual additional number of shares reserved for issuance each year | 136 | |||||||||
Potential number of shares reserved for issuance each year | 400 | |||||||||
Potential percentage of additional number of shares reserved for issuance each year | 0.75% | |||||||||
Compensation expense (in dollars) | $ 656 | $ 0 | $ 0 | |||||||
Employee stock purchase plan shares | Minimum | ||||||||||
Valuation assumptions: | ||||||||||
Expected volatility | 35.50% | |||||||||
Expected term (years) | 3 months 18 days | |||||||||
Risk-free interest rate | 0.04% | |||||||||
Employee stock purchase plan shares | Maximum | ||||||||||
Equity Incentive Plans | ||||||||||
Offering period | 27 months | |||||||||
Valuation assumptions: | ||||||||||
Expected dividend yield | 0.00% | |||||||||
Expected volatility | 48.40% | |||||||||
Expected term (years) | 6 months | |||||||||
Risk-free interest rate | 0.11% |
Benefit Plans (Details 7)
Benefit Plans (Details 7) - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2013 | |
Benefit Plans | |||
Matching contributions by the Company as percentage of employees' contributions | 50.00% | ||
Maximum contributions as percentage of employees' gross pay | 6.00% | ||
Contributions | $ 1,656 | $ 1,122 | $ 720 |
Earnings Per Share (Details)
Earnings Per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 12 Months Ended | ||||||||||
Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2013 | Mar. 24, 2014 | |
Earnings Per Share | ||||||||||||
Number of shares of common stock issued on automatic conversion of outstanding preferred stock | 11,933 | |||||||||||
Numerator: | ||||||||||||
Net income (loss) | $ (4,429) | $ 1,752 | $ (6,420) | $ (4,875) | $ (6,704) | $ 1,150 | $ (1,512) | $ (44) | $ (13,972) | $ (7,110) | $ 617 | |
Less: Preferred dividend rights attributable to participating securities | (2,282) | (2,908) | ||||||||||
Net income (loss) attributable to common stockholders | $ (13,972) | $ (9,392) | $ (2,291) | |||||||||
Weighted-average shares used in computing net income (loss) per share attributable to common stockholders: | ||||||||||||
Basic (in shares) | 50,650 | 50,533 | 49,775 | 49,566 | 49,564 | 44,360 | 31,988 | 31,988 | 50,127 | 36,707 | 31,988 | |
Diluted (in shares) | 50,650 | 52,203 | 49,775 | 49,566 | 49,564 | 44,870 | 31,988 | 31,988 | 50,127 | 36,707 | 31,988 | |
Net income (loss) per share attributable to common stockholders: | ||||||||||||
Basic (in dollars per share) | $ (0.09) | $ 0.03 | $ (0.13) | $ (0.10) | $ (0.14) | $ 0.01 | $ (0.07) | $ (0.03) | $ (0.28) | $ (0.26) | $ (0.07) | |
Diluted (in dollars per share) | $ (0.09) | $ 0.03 | $ (0.13) | $ (0.10) | $ (0.14) | $ 0.01 | $ (0.07) | $ (0.03) | $ (0.28) | $ (0.26) | $ (0.07) | |
Anti-dilutive securities excluded from diluted per share calculation | ||||||||||||
Total (in shares) | 4,355 | 4,490 | 13,792 | |||||||||
Redeemable convertible preferred stock. | ||||||||||||
Anti-dilutive securities excluded from diluted per share calculation | ||||||||||||
Total (in shares) | 11,933 | |||||||||||
Employee stock options | ||||||||||||
Anti-dilutive securities excluded from diluted per share calculation | ||||||||||||
Total (in shares) | 3,956 | 4,388 | 1,859 | |||||||||
RSUs | ||||||||||||
Anti-dilutive securities excluded from diluted per share calculation | ||||||||||||
Total (in shares) | 386 | 102 | ||||||||||
Employee stock purchase plan shares | ||||||||||||
Anti-dilutive securities excluded from diluted per share calculation | ||||||||||||
Total (in shares) | 13 |
Related Party Transactions (Det
Related Party Transactions (Details) $ in Thousands | 1 Months Ended | 12 Months Ended | ||
May. 31, 2014USD ($) | Jun. 30, 2015USD ($)item | Jun. 30, 2014USD ($) | Jun. 30, 2013USD ($) | |
Related party transactions | ||||
Amount received from related party for cash bonus to long-term employees | $ 1,052 | |||
Elite Sales | ||||
Related party transactions | ||||
Equity interest (as a percent) | 0.00% | |||
Obligation to fund operational shortfalls | $ 0 | |||
Number of stockholders owned sales leads supply entities | item | 1 | |||
Amount of sales leads purchased | 231 | $ 893 | ||
Accounts payable due | $ 0 | $ 0 | ||
Board of Directors Chairman | ||||
Related party transactions | ||||
Amount received from related party for cash bonus to long-term employees | $ 1,052 |
Subsequent Events (Details)
Subsequent Events (Details) ft² in Thousands, $ in Thousands | 1 Months Ended | |
Jul. 31, 2015USD ($)ft² | Jun. 30, 2015USD ($) | |
Incremental minimum lease obligations to the minimum lease obligations | ||
2,016 | $ 4,163 | |
2,017 | 3,800 | |
2,018 | 3,713 | |
2,019 | 3,087 | |
2,020 | 1,381 | |
Later years, through 2026 | 482 | |
Total minimum lease payments | $ 16,626 | |
Subsequent event | Florida Office Lease Amendment | ||
Subsequent events | ||
Area of office space leased (in square feet) | ft² | 40 | |
Subsequent event | Headquarters Office Lease Amendment | ||
Subsequent events | ||
Area of office space leased (in square feet) | ft² | 11 | |
Subsequent event | Florida and Headquarters Office Lease Amendment | ||
Incremental minimum lease obligations to the minimum lease obligations | ||
2,016 | $ (156) | |
2,017 | 954 | |
2,018 | 1,393 | |
2,019 | 1,806 | |
2,020 | 1,859 | |
Later years, through 2026 | 11,020 | |
Total minimum lease payments | $ 16,876 |
Selected Quarterly Financial 64
Selected Quarterly Financial Data (unaudited) (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2013 | |
Consolidated States of Operations Data | |||||||||||
Revenues | $ 40,004 | $ 47,272 | $ 34,313 | $ 31,109 | $ 28,647 | $ 33,766 | $ 23,905 | $ 22,369 | $ 152,698 | $ 108,687 | $ 77,294 |
Gross profit | 21,888 | 27,990 | 16,267 | 15,657 | 13,543 | 18,841 | 10,587 | 10,622 | 81,802 | 53,593 | 37,628 |
Operating income (loss) | (4,264) | 1,705 | (6,466) | (4,896) | (6,306) | 2,133 | (2,411) | (434) | (13,921) | (7,018) | 31 |
Net income (loss) | $ (4,429) | $ 1,752 | $ (6,420) | $ (4,875) | $ (6,704) | $ 1,150 | $ (1,512) | $ (44) | $ (13,972) | $ (7,110) | $ 617 |
Net income (loss) per share attributable to common stockholders: | |||||||||||
Basic (in dollars per share) | $ (0.09) | $ 0.03 | $ (0.13) | $ (0.10) | $ (0.14) | $ 0.01 | $ (0.07) | $ (0.03) | $ (0.28) | $ (0.26) | $ (0.07) |
Diluted (in dollars per share) | $ (0.09) | $ 0.03 | $ (0.13) | $ (0.10) | $ (0.14) | $ 0.01 | $ (0.07) | $ (0.03) | $ (0.28) | $ (0.26) | $ (0.07) |
Weighted average number of shares of common stock used in computing net loss per share attributable to common stockholders: | |||||||||||
Basic (in shares) | 50,650 | 50,533 | 49,775 | 49,566 | 49,564 | 44,360 | 31,988 | 31,988 | 50,127 | 36,707 | 31,988 |
Diluted (in shares) | 50,650 | 52,203 | 49,775 | 49,566 | 49,564 | 44,870 | 31,988 | 31,988 | 50,127 | 36,707 | 31,988 |
Uncategorized Items - pcty-2015
Label | Element | Value |
Series A Preferred Stock [Member] | ||
Stock Issued During Period, Value, Conversion of Convertible Securities | us-gaap_StockIssuedDuringPeriodValueConversionOfConvertibleSecurities | $ (9,339) |
Stock Issued During Period, Shares, Conversion of Convertible Securities | us-gaap_StockIssuedDuringPeriodSharesConversionOfConvertibleSecurities | (9,500) |
Series B Preferred Stock [Member] | ||
Stock Issued During Period, Value, Conversion of Convertible Securities | us-gaap_StockIssuedDuringPeriodValueConversionOfConvertibleSecurities | $ (27,234) |
Stock Issued During Period, Shares, Conversion of Convertible Securities | us-gaap_StockIssuedDuringPeriodSharesConversionOfConvertibleSecurities | (8,400) |