Document_and_Entity_Informatio
Document and Entity Information | 9 Months Ended | |
Sep. 30, 2014 | Oct. 27, 2014 | |
Document and Entity Information [Abstract] | ' | ' |
Entity Registrant Name | 'RUBICON PROJECT, INC. | ' |
Entity Central Index Key | '0001595974 | ' |
Document Type | '10-Q | ' |
Document Period End Date | 30-Sep-14 | ' |
Amendment Flag | 'false | ' |
Document Fiscal Year Focus | '2014 | ' |
Document Fiscal Period Focus | 'Q3 | ' |
Current Fiscal Year End Date | '--12-31 | ' |
Entity Filer Category | 'Non-accelerated Filer | ' |
Entity Common Stock, Shares Outstanding | ' | 35,955,841 |
Consolidated_Balance_Sheets
Consolidated Balance Sheets (USD $) | Sep. 30, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Current assets: | ' | ' |
Cash and cash equivalents | $104,089 | $29,956 |
Accounts receivable, net | 99,913 | 94,722 |
Prepaid expenses and other current assets | 6,336 | 4,141 |
TOTAL CURRENT ASSETS | 210,338 | 128,819 |
Property and equipment, net | 14,111 | 8,712 |
Internal use software development costs, net | 11,221 | 7,204 |
Goodwill | 1,491 | 1,491 |
Intangible assets, net | 180 | 510 |
Other assets, non-current | 1,425 | 3,151 |
TOTAL ASSETS | 238,766 | 149,887 |
Current liabilities: | ' | ' |
Accounts payable and accrued expenses | 127,982 | 120,198 |
Debt and capital lease obligations, current portion | 157 | 288 |
Other current liabilities | 2,133 | 2,901 |
TOTAL CURRENT LIABILITIES | 130,272 | 123,387 |
Debt and capital leases, net of current portion | 0 | 3,893 |
Convertible preferred stock warrant liabilities | 0 | 5,451 |
Other liabilities, non-current | 1,674 | 996 |
TOTAL LIABILITIES | 131,946 | 133,727 |
Commitments and contingencies (Note 9) | ' | ' |
Series A, B, C, and D convertible preferred stock, $0.00001 par value, 29,691 shares authorized at December 31, 2013; 28,820 shares issued and outstanding at December 31, 2013 | 0 | 52,571 |
STOCKHOLDERS’ EQUITY (DEFICIT) | ' | ' |
Preferred stock, $0.00001 par value, 10,000 shares authorized at September 30, 2014; 0 shares issued and outstanding at September 30, 2014 | 0 | 0 |
Common stock, $0.00001 par value; 500,000 and 73,380 shares authorized at September 30, 2014 and December 31, 2013, respectively; 35,880 and 11,855 shares issued and outstanding at September 30, 2014 and December 31, 2013, respectively | 0 | 0 |
Additional paid-in capital | 188,899 | 25,532 |
Accumulated other comprehensive income | 62 | 96 |
Accumulated deficit | -82,141 | -62,039 |
TOTAL STOCKHOLDERS’ EQUITY (DEFICIT) | 106,820 | -36,411 |
TOTAL LIABILITIES, CONVERTIBLE PREFERRED STOCK AND STOCKHOLDERS’ EQUITY (DEFICIT) | $238,766 | $149,887 |
Consolidated_Balance_Sheets_Pa
Consolidated Balance Sheets (Parenthetical) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 | Sep. 30, 2014 | Dec. 31, 2013 |
Preferred Stock | Convertible Preferred Stock | |||
Preferred Stock, Par or Stated Value Per Share | ' | ' | $0.00 | ' |
Preferred Stock, Shares Authorized | ' | ' | 10,000,000 | ' |
Preferred Stock, Shares Issued | ' | ' | 0 | ' |
Preferred Stock, Shares Outstanding | ' | ' | 0 | ' |
Temporary Equity, Par or Stated Value Per Share | ' | ' | ' | $0.00 |
Temporary Equity, Shares Authorized | ' | ' | ' | 29,691,524 |
Temporary Equity, Shares Issued | ' | ' | ' | 28,820,000 |
Temporary Equity, Shares Outstanding | ' | ' | ' | 28,820,000 |
Common Stock, Par or Stated Value Per Share | $0.00 | $0.00 | ' | ' |
Common Stock, Shares Authorized | 500,000,000 | 73,380,126 | ' | ' |
Common Stock, Shares, Issued | 35,880,000 | 11,855,000 | ' | ' |
Common Stock, Shares, Outstanding | 35,880,000 | 11,855,000 | ' | ' |
Consolidated_Statement_of_Oper
Consolidated Statement of Operations (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, except Per Share data, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 |
Income Statement [Abstract] | ' | ' | ' | ' |
Revenue | $32,165 | $20,063 | $83,463 | $55,698 |
Expenses: | ' | ' | ' | ' |
Cost of revenue | 5,144 | 4,181 | 14,456 | 11,212 |
Sales and marketing | 11,540 | 6,405 | 30,863 | 18,767 |
Technology and development | 5,766 | 4,823 | 15,041 | 14,072 |
General and administrative | 15,157 | 7,603 | 42,130 | 17,963 |
Total expenses | 37,607 | 23,012 | 102,490 | 62,014 |
Loss from operations | -5,442 | -2,949 | -19,027 | -6,316 |
Other (income) expense: | ' | ' | ' | ' |
Interest expense, net | 23 | 69 | 94 | 229 |
Change in fair value of preferred stock warrant liabilities | 0 | 1,090 | 732 | 2,067 |
Foreign exchange (gain) loss, net | -826 | 763 | 104 | 413 |
Total other (income) expense, net | -803 | 1,922 | 930 | 2,709 |
Loss before income taxes | -4,639 | -4,871 | -19,957 | -9,025 |
Provision (benefit) for income taxes | -17 | 74 | 145 | 187 |
Net loss | -4,622 | -4,945 | -20,102 | -9,212 |
Cumulative preferred stock dividends | 0 | -1,070 | -1,116 | -3,174 |
Net loss attributable to common stockholders | ($4,622) | ($6,015) | ($21,218) | ($12,386) |
Basic and diluted net loss per share attributable to common stockholders (in dollars per share) | ($0.14) | ($0.52) | ($0.81) | ($1.08) |
Basic and diluted weighted-average shares used to compute net loss per share attributable to common stockholders (in shares) | 33,673 | 11,544 | 26,130 | 11,433 |
Consolidated_Statement_of_Comp
Consolidated Statement of Comprehensive Loss (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 |
Statement of Comprehensive Income [Abstract] | ' | ' | ' | ' |
Net loss | ($4,622) | ($4,945) | ($20,102) | ($9,212) |
Other comprehensive income (loss): | ' | ' | ' | ' |
Foreign currency translation adjustments | -71 | 63 | -34 | 9 |
Comprehensive loss | ($4,693) | ($4,882) | ($20,136) | ($9,203) |
Consolidated_Statement_of_Conv
Consolidated Statement of Convertible Preferred Stock and Common Stockholders Deficit (USD $) | Total | Preferred Stock | Common Stock | Additional Paid-In Capital | Accumulated Other Comprehensive Income | Accumulated Deficit |
In Thousands, except Share data, unless otherwise specified | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | |
Beginning Balance at Dec. 31, 2013 | ($36,411) | ' | ' | $25,532 | $96 | ($62,039) |
Beginning Balance at Dec. 31, 2013 | 52,571 | 52,571 | ' | ' | ' | ' |
Beginning Balance (in shares) at Dec. 31, 2013 | ' | 28,820,000 | ' | ' | ' | ' |
Beginning Balance (in shares) at Dec. 31, 2013 | 11,855,000 | ' | 11,855,000 | ' | ' | ' |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ' | ' | ' | ' | ' | ' |
Exercise of common stock options (in shares) | ' | ' | 699,000 | ' | ' | ' |
Exercise of common stock options | 1,194 | ' | ' | 1,194 | ' | ' |
Restricted stock awards (in shares) | ' | ' | 2,188,000 | ' | ' | ' |
Net exercise of warrant for convertible preferred stock (in shares) | ' | 572,000 | ' | ' | ' | ' |
Net exercise of warrant for convertible preferred stock | 5,983 | ' | ' | 5,983 | ' | ' |
Conversion of convertible preferred stock to common stock (in shares) | ' | -29,392,000 | 14,696,000 | ' | ' | ' |
Conversion of convertible preferred stock to common stock | 52,571 | -52,571 | ' | 52,571 | ' | ' |
Conversion of warrant for convertible preferred stock to a warrant for common stock | 200 | ' | ' | 200 | ' | ' |
Issuance of common stock from initial public offering, net of issuance costs (in shares) | ' | ' | 6,432,000 | ' | ' | ' |
Issuance of common stock from initial public offering, net of issuance costs | 86,200 | ' | ' | 86,200 | ' | ' |
Net exercise of warrant for common stock (in shares) | ' | ' | 10,000 | ' | ' | ' |
Stock-based compensation | 17,219 | ' | ' | 17,219 | ' | ' |
Foreign exchange translation adjustment | -34 | ' | ' | ' | -34 | ' |
Net loss | -20,102 | ' | ' | ' | ' | -20,102 |
Ending Balance at Sep. 30, 2014 | 0 | 0 | ' | ' | ' | ' |
Ending Balance at Sep. 30, 2014 | $106,820 | ' | ' | $188,899 | $62 | ($82,141) |
Ending Balance (in shares) at Sep. 30, 2014 | ' | 0 | ' | ' | ' | ' |
Ending Balance (in shares) at Sep. 30, 2014 | 35,880,000 | ' | 35,880,000 | ' | ' | ' |
Consolidated_Statement_of_Cash
Consolidated Statement of Cash Flows (USD $) | 9 Months Ended | |
In Thousands, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 |
OPERATING ACTIVITIES: | ' | ' |
Net loss | ($20,102) | ($9,212) |
Adjustments to reconcile net loss to net cash provided by operating activities: | ' | ' |
Depreciation and amortization | 8,123 | 6,133 |
Stock-based compensation | 16,727 | 4,567 |
Loss (gain) on disposal of property and equipment, net | 199 | -12 |
Change in fair value of preferred stock warrant liabilities | 732 | 2,067 |
Deferred income taxes | -43 | 0 |
Unrealized foreign currency (gain) loss | -1,356 | 663 |
Changes in operating assets and liabilities: | ' | ' |
Accounts receivable | -5,301 | -2,504 |
Prepaid expenses and other assets | -1,936 | -796 |
Accounts payable and accrued expenses | 9,115 | 6,909 |
Other liabilities | -906 | 976 |
Net cash provided by operating activities | 5,252 | 8,791 |
INVESTING ACTIVITIES: | ' | ' |
Purchases of property and equipment | -8,564 | -5,441 |
Capitalized internal use software development costs | -6,619 | -2,384 |
Change in restricted cash | 100 | -1,200 |
Net cash used in investing activities | -15,083 | -9,025 |
FINANCING ACTIVITIES: | ' | ' |
Proceeds from the issuance of common stock in initial public offering, net of underwriting discounts and commissions | 89,733 | 0 |
Payments of initial public offering costs | -3,037 | 0 |
Proceeds from exercise of stock options | 1,194 | 478 |
Repayment of debt and capital lease obligations | -4,025 | -906 |
Net cash provided by (used in) financing activities | 83,865 | -428 |
EFFECT OF EXCHANGE RATE CHANGES ON CASH | 99 | 5 |
INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS | 74,133 | -657 |
CASH--Beginning of period | 29,956 | 21,616 |
CASH AND CASH EQUIVALENTS--End of period | 104,089 | 20,959 |
SUPPLEMENTAL DISCLOSURES OF OTHER CASH FLOW INFORMATION: | ' | ' |
Capitalized assets financed by accounts payable and accrued expenses | 1,124 | 0 |
Leasehold improvements paid by landlord | 803 | 0 |
Capitalized stock-based compensation | 492 | 103 |
Conversion of preferred stock to common stock | 52,571 | 0 |
Reclassification of preferred stock warrant liabilities to additional-paid-in-capital | 6,183 | 0 |
Reclassification of deferred offering costs to additional-paid-in-capital | $3,533 | $0 |
Organization_and_Summary_of_Si
Organization and Summary of Significant Accounting Policies | 9 Months Ended |
Sep. 30, 2014 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ' |
Organization and Summary of Significant Accounting Policies | ' |
Organization and Summary of Significant Accounting Policies | |
Company Overview | |
The Rubicon Project, Inc. (“Rubicon Project” or the “Company”) was formed on April 20, 2007 in Delaware and began operations in April 2007. The Company is headquartered in Los Angeles, California. | |
The Company is a technology company with a mission to automate the buying and selling of advertising. The Company offers a highly scalable software platform that creates and powers a marketplace for trading digital advertising between buyers and sellers. | |
The Company delivers value to buyers and sellers of digital advertising through the Company’s proprietary advertising automation solution, which provides critical functionality to both buyers and sellers. The advertising automation solution consists of applications for sellers, including providers of websites, applications and other digital media properties, to sell their advertising inventory; applications for buyers, including demand side platforms, ad networks and advertising agencies, to buy advertising inventory; and an exchange over which such transactions are executed. This solution incorporates proprietary machine learning algorithms, sophisticated data processing, storage, detailed analytics capabilities, and a distributed infrastructure. Together, these features form the basis for the Company’s advertising marketplace that brings buyers and sellers together and facilitates intelligent decision-making and automated transaction execution for the advertising inventory managed on the Company’s platform. | |
Initial Public Offering | |
In April 2014, the Company completed an initial public offering (“IPO”) whereby 6,432,445 shares of common stock were issued and sold by the Company, and 1,354,199 shares of common stock were sold by selling stockholders. Upon the closing of the IPO, all outstanding shares of preferred stock of the Company converted into common stock. See Note 6, “Capitalization.” | |
Basis of Presentation and Summary of Significant Accounting Policies | |
The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with United States generally accepted accounting principles (“GAAP”) for interim financial information and the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring adjustments) considered necessary for the fair statement have been included. Operating results for the three and nine months ended September 30, 2014 are not necessarily indicative of the results that may be expected for the year ending December 31, 2014, for any future interim period or for any future year. | |
The condensed consolidated balance sheet at December 31, 2013 has been derived from the audited financial statements at that date, but does not include all of the disclosures required by accounting principles generally accepted in the United States of America. The accompanying condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and notes thereto contained in the Company’s prospectus filed with the Securities and Exchange Commission (“SEC”) on April 2, 2014 pursuant to Rule 424(b) under the Securities Act of 1933, as amended. | |
There have been no significant changes in the Company’s accounting policies from those disclosed in its prospectus filed with the SEC on April 2, 2014. | |
Stock Split | |
On March 18, 2014, the Company effected a 1-for-2 reverse stock split of its common stock. The convertible preferred stock was not split at March 18, 2014; instead the convertible preferred stock conversion ratio was adjusted to effect the stock split at the time of conversion of the preferred stock to common stock. All share, per share and related information presented in the condensed consolidated financial statements and accompanying notes has been retroactively adjusted, where applicable, to reflect the reverse stock split. | |
Use of Estimates | |
The preparation of condensed consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the condensed consolidated financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ materially from these estimates. | |
On an ongoing basis, management evaluates its estimates, primarily those related to: (i) revenue recognition criteria, including the determination of revenue reporting as net versus gross in the Company’s revenue arrangements, (ii) accounts receivable and allowances for doubtful accounts, (iii) the useful lives of intangible assets and property and equipment, (iv) valuation of long-lived assets and their recoverability, including goodwill, (v) the realization of tax assets and estimates of tax liabilities, (vi) the valuation of common and preferred stock and preferred stock warrants prior to the Company’s IPO, (vii) assumptions used in valuation models to determine the fair value of stock-based awards, (viii) fair value of financial instruments, (ix) the recognition and disclosure of contingent liabilities, and (x) the assumptions used in calculating the valuation of acquired assets and business combinations. These estimates are based on historical data and experience, as well as various other factors that management believes to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying value of assets and liabilities that are not readily apparent from other sources. Estimates relating to the valuation of stock and business acquisitions require the selection of appropriate valuation methodologies and models, and significant judgment in evaluating ranges of assumptions and financial inputs. Actual results may differ materially from those estimates under different assumptions or circumstances. | |
Recent Accounting Pronouncements | |
Under the Jumpstart Our Business Startups Act (“JOBS Act”), the Company meets the definition of an emerging growth company. The Company has irrevocably elected to opt out of the extended transition period for complying with new or revised accounting standards pursuant to Section 107(b) of the JOBS Act. | |
In April 2014, the Financial Accounting Standards Board (“FASB”) issued new accounting guidance that raises the threshold for a disposal to qualify as a discontinued operation and requires new disclosures of both discontinued operations and certain other disposals that do not meet the definition of a discontinued operation. The new guidance is effective for fiscal years beginning on or after December 15, 2014. Early adoption is permitted but only for disposals that have not been reported in financial statements previously issued. As of September 30, 2014, the adoption of this guidance is not expected to have a material impact on the Company's consolidated financial statements. | |
In May 2014, the FASB issued new accounting guidance that requires an entity to recognize the amount of revenue it expects to earn from the transfer of promised goods or services to customers. The new accounting guidance will replace most existing GAAP revenue recognition guidance when it becomes effective. The new guidance is effective for annual reporting periods (including interim periods within those periods) beginning after December 15, 2016. Early adoption is not permitted. The guidance permits the use of either the retrospective or cumulative effect transition method. The Company will evaluate the effect, if any, the guidance will have on the Company's consolidated financial statements and related disclosures. The Company has not yet selected a transition method nor has it determined the effect of the guidance on its ongoing financial reporting. | |
In August 2014, the FASB issued an amendment to the accounting guidance related to the evaluation of an entity to continue as a going concern. The amendment establishes management’s responsibility to evaluate whether there is a substantial doubt about an entity's ability to continue as a going concern in connection with preparing financial statements for each annual and interim reporting period. The amendment also gives guidance to determine whether to disclose information about relevant conditions and events when there is substantial doubt about an entity's ability to continue as a going concern. The new guidance is effective as of November 30, 2017. The adoption of this guidance is not expected to have a material impact on the Company's consolidated financial statements. |
Net_Loss_Per_Share_Attributabl
Net Loss Per Share Attributable to Common Stockholders | 9 Months Ended | |||||||||||||||
Sep. 30, 2014 | ||||||||||||||||
Earnings Per Share [Abstract] | ' | |||||||||||||||
Net Loss Per Share Attributable to Common Stockholders | ' | |||||||||||||||
Net Loss Per Share Attributable to Common Stockholders | ||||||||||||||||
The following table presents the basic and diluted net loss per share attributable to common stockholders: | ||||||||||||||||
Three Months Ended | Nine Months Ended | |||||||||||||||
September 30, 2014 | September 30, 2013 | 30-Sep-14 | 30-Sep-13 | |||||||||||||
(in thousands, except per share data) | ||||||||||||||||
Net loss attributable to common stockholders | $ | (4,622 | ) | $ | (6,015 | ) | $ | (21,218 | ) | $ | (12,386 | ) | ||||
Weighted-average common shares outstanding | 35,865 | 11,544 | 27,746 | 11,503 | ||||||||||||
Weighted-average unvested restricted shares | (2,192 | ) | — | (1,616 | ) | (70 | ) | |||||||||
Weighted-average common shares outstanding attributable to common stockholders | 33,673 | 11,544 | 26,130 | 11,433 | ||||||||||||
Basic and diluted net loss per share attributable to common stockholders | $ | (0.14 | ) | $ | (0.52 | ) | $ | (0.81 | ) | $ | (1.08 | ) | ||||
The following shares have been excluded from the calculation of diluted net loss per share attributable to common stockholders for each period presented because they are anti-dilutive: | ||||||||||||||||
30-Sep-14 | 30-Sep-13 | |||||||||||||||
(in thousands) | ||||||||||||||||
Options to purchase common stock | 8,246 | 8,278 | ||||||||||||||
Conversion of preferred stock warrants | — | 436 | ||||||||||||||
Unvested restricted stock awards | 2,188 | — | ||||||||||||||
Unvested restricted stock units | 298 | — | ||||||||||||||
Conversion of convertible preferred stock | — | 14,410 | ||||||||||||||
Total shares excluded from net loss per share attributable to common stockholders | 10,732 | 23,124 | ||||||||||||||
For the three months ended September 30, 2013, the Company increased its net loss by $1.1 million for cumulative preferred stock dividends in determining its net loss attributable to common stockholders. For the nine months ended September 30, 2014 and 2013, the Company increased its net loss by $1.1 million and $3.2 million, respectively, for cumulative preferred stock dividends in determining its net loss attributable to common stockholders. Upon the completion of the Company’s IPO in April 2014, all of the preferred stock converted to common stock and accordingly, after the IPO the Company was no longer required to increase its net loss for preferred stock dividends in determining its net loss attributable to common stockholders. Accordingly, there was no increase in net loss for cumulative preferred stock dividends for the three months ended September 30, 2014. |
Fair_Value_Measurements
Fair Value Measurements | 9 Months Ended | |||||||||||||||
Sep. 30, 2014 | ||||||||||||||||
Fair Value Disclosures [Abstract] | ' | |||||||||||||||
Fair Value Measurements | ' | |||||||||||||||
Fair Value Measurements | ||||||||||||||||
Fair value represents the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Valuation techniques used to measure fair value must maximize the use of observable inputs and minimize the use of unobservable inputs. The fair value hierarchy is based on the following three levels of inputs, of which the first two are considered observable and the last one is considered unobservable: | ||||||||||||||||
• | Level 1 – Quoted prices (unadjusted) in active markets for identical assets or liabilities that the Company has the ability to access at the measurement date. | |||||||||||||||
• | Level 2 – Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly. | |||||||||||||||
• | Level 3 – Unobservable inputs. | |||||||||||||||
Observable inputs are based on market data obtained from independent sources. As of December 31, 2013, the Company had two outstanding warrants to purchase shares of the Company's preferred stock; one for 845,867 shares of convertible preferred stock and the other for 25,174 shares of convertible stock. At December 31, 2013, the Company’s warrants to purchase preferred stock were measured using unobservable inputs that required a high level of judgment to determine fair value, and thus were classified as Level 3 inputs. The Company's warrants to purchase preferred stock were measured through the closing of the IPO on April 7, 2014 using the closing price of the Company’s stock due to the proximity of their conversion to common stock. See Note 6 regarding the exercise of a preferred stock warrant and the conversion of each outstanding share of preferred stock into one half of a share of common stock in connection with the Company's IPO. | ||||||||||||||||
The table below sets forth a summary of financial instruments that are measured at fair value on a recurring basis at September 30, 2014: | ||||||||||||||||
30-Sep-14 | Fair Value Measurements at Reporting Date Using | |||||||||||||||
Quoted Prices in | Significant Other | Significant | ||||||||||||||
Active Markets for | Observable | Unobservable | ||||||||||||||
Identical Assets | Inputs (Level 2) | Inputs (Level 3) | ||||||||||||||
(Level 1) | ||||||||||||||||
(in thousands) | ||||||||||||||||
Cash equivalents | $ | 55,955 | $ | 55,955 | $ | — | $ | — | ||||||||
At September 30, 2014, cash equivalents of $56.0 million consisted of money market funds with original maturities of three months or less. | ||||||||||||||||
The table below sets forth a summary of financial instruments that are measured at fair value on a recurring basis at December 31, 2013: | ||||||||||||||||
31-Dec-13 | Fair Value Measurements at Reporting Date Using | |||||||||||||||
Quoted Prices in | Significant Other | Significant | ||||||||||||||
Active Markets for | Observable | Unobservable | ||||||||||||||
Identical Assets | Inputs (Level 2) | Inputs (Level 3) | ||||||||||||||
(Level 1) | ||||||||||||||||
(in thousands) | ||||||||||||||||
Convertible preferred stock warrant liability | $ | 5,451 | $ | — | $ | — | $ | 5,451 | ||||||||
The Company’s preferred stock warrants are recorded at fair value and were determined to be Level 3 fair value items. The changes in the fair value of preferred stock warrants are summarized below: | ||||||||||||||||
Three Month Roll Forward | Nine Month Roll Forward | |||||||||||||||
September 30, 2014 | September 30, 2013 | 30-Sep-14 | 30-Sep-13 | |||||||||||||
(in thousands) | ||||||||||||||||
Beginning balance | $ | — | $ | 2,307 | $ | 5,451 | $ | 1,330 | ||||||||
Change in value of preferred stock warrants recorded in other expense, net | — | 1,090 | 732 | 2,067 | ||||||||||||
Net exercise of preferred stock warrant and conversion of preferred stock warrant to common stock warrant | — | — | (6,183 | ) | — | |||||||||||
Ending balance | $ | — | $ | 3,397 | $ | — | $ | 3,397 | ||||||||
The Company determined the fair value of the convertible preferred stock warrants utilizing the Black-Scholes model with the following weighted-average assumptions: | ||||||||||||||||
Series B December 31, | Series C | |||||||||||||||
2013 | December 31, | |||||||||||||||
2013 | ||||||||||||||||
Risk-free interest rate | 0.18 | % | 0.13 | % | ||||||||||||
Expected term (in years) | 0.69 | 0.5 | ||||||||||||||
Estimated dividend yield | 2 | % | 2 | % | ||||||||||||
Weighted-average estimated volatility | 64 | % | 63 | % | ||||||||||||
Fair value (in thousands) | $ | 173 | $ | 5,278 | ||||||||||||
In connection with the Company’s IPO in April 2014, the outstanding warrant for 845,867 shares of the Company’s convertible preferred stock was net exercised, resulting in the issuance of 286,055 shares of common stock based on the IPO price of $15.00 per share and taking into account the 1-for-2 reverse stock split. In connection with the IPO, the remaining warrant for 25,174 shares of convertible preferred stock was automatically converted into a warrant exercisable for 12,587 shares of common stock. Following the closing of the Company’s IPO on April 7, 2014, the Company was no longer required to re-measure the converted common stock warrants to fair value and record any changes in the fair value of these liabilities in the Company's statement of operations. During the three months ended September 30, 2013, the Company recognized expense of $1.1 million from the re-measurement of the warrants to fair value. During the nine months ended September 30, 2014 and 2013, the Company recognized expense of $0.7 million and $2.1 million, respectively, from the re-measurement of the warrants to fair value. The warrant exercisable for 12,587 shares of common stock was net exercised in June 2014. |
Other_Balance_Sheet_Amounts
Other Balance Sheet Amounts | 9 Months Ended | |||||||
Sep. 30, 2014 | ||||||||
Other Balance Sheet Amounts [Abstract] | ' | |||||||
Other Balance Sheet Amounts | ' | |||||||
Other Balance Sheet Amounts | ||||||||
The Company holds restricted cash required to fulfill its payment obligations if the Company defaults under a software license agreement and certain building leases. At September 30, 2014 and December 31, 2013, restricted cash included in prepaid expenses and other current assets was $0.8 million and $0.4 million, respectively. At September 30, 2014 and December 31, 2013, restricted cash included in other assets, non-current was $0.8 million and $1.3 million, respectively. | ||||||||
Accounts payable and accrued expenses included the following: | ||||||||
30-Sep-14 | 31-Dec-13 | |||||||
(in thousands) | ||||||||
Accounts payable—seller | $ | 117,615 | $ | 111,078 | ||||
Accounts payable—trade | 3,490 | 4,136 | ||||||
Accrued employee—related payables | 6,877 | 4,984 | ||||||
$ | 127,982 | $ | 120,198 | |||||
At September 30, 2014 and December 31, 2013, accounts payable—seller are recorded net of $0.7 million and $0.9 million, respectively, due from sellers for services provided by the Company to sellers, where the Company has the right of offset. |
Debt_and_Capital_Lease_Arrange
Debt and Capital Lease Arrangements | 9 Months Ended | |||||||
Sep. 30, 2014 | ||||||||
Debt Disclosure [Abstract] | ' | |||||||
Debt and Capital Lease Arrangements | ' | |||||||
Debt and Capital Lease Arrangements | ||||||||
Debt and capital lease arrangements consisted of the following: | ||||||||
30-Sep-14 | 31-Dec-13 | |||||||
(in thousands) | ||||||||
Secured debt: | ||||||||
Line of credit | $ | — | $ | 3,788 | ||||
Capital lease obligations | 157 | 393 | ||||||
$ | 157 | $ | 4,181 | |||||
On April 14, 2014, the Company repaid all of the outstanding debt under the line of credit with Silicon Valley Bank in the amount of $3.8 million. |
Capitalization
Capitalization | 9 Months Ended |
Sep. 30, 2014 | |
Equity [Abstract] | ' |
Capitalization | ' |
Capitalization | |
At December 31, 2013, the authorized capital stock of the Company consisted of 73,380,126 shares of common stock, of which 32,500,000 shares were designated Class A common stock and 4,190,063 shares were designated Class B common stock, and 29,691,524 shares of preferred stock. On March 14, 2014 the authorized capital stock of the Company was increased to 80,608,856 shares of common stock. In connection with the IPO, the outstanding shares of Class A common stock and Class B common stock were converted into shares of a single class of common stock on a one-for-one basis. Class A common stock and Class B common stock are collectively referred to herein as common stock. | |
Initial Public Offering | |
On April 7, 2014, the Company closed its IPO whereby 6,432,445 shares of common stock were issued and sold by the Company (including 1,015,649 shares sold pursuant to the underwriters’ exercise of their over-allotment option), and 1,354,199 shares of common stock were sold by selling stockholders at an IPO price of $15.00 per share. The Company received proceeds from the offering of approximately $86.2 million after deducting underwriting discounts and commissions and offering expenses. The Company did not receive any proceeds from the sales of shares by the selling stockholders. | |
In connection with the Company’s IPO: (i) all shares of the Company’s outstanding convertible Series A, B, C and D preferred stock automatically converted into an aggregate of 14,410,238 shares of Class A common stock on a one for one-half basis; (ii) each outstanding share of Class B common stock automatically converted into one share of Class A common stock; (iii) all shares of Class A common stock (including all shares of Class A common stock issued upon conversion of convertible preferred stock and Class B common stock) converted into a single class of common stock; (iv) a warrant for 845,867 shares of convertible preferred stock was net exercised, resulting in the issuance of 286,055 shares of common stock based on the IPO price of $15.00 per share and taking into account the 1-for-2 reverse stock split; (v) a warrant exercisable for 25,174 shares of convertible preferred stock automatically converted into a warrant exercisable for 12,587 shares of common stock; and (vi) the Company’s certificate of incorporation was amended in various respects, including to provide for authorized capital stock of 500,000,000 shares of common stock and 10,000,000 shares of preferred stock. The terms of the preferred stock have not been set. The board of directors is authorized to establish, from time to time, the number of shares to be included in each series of preferred stock, and to fix the designation, powers, privileges, preferences, and relative participating, optional or other rights, if any, of the shares of each series of preferred stock, and any of its qualifications, limitations or restrictions. | |
In addition, upon completion of the IPO, costs associated with the IPO of $3.5 million were reclassified from other assets, non-current to additional paid-in capital. | |
In June 2014, the warrant for 12,587 shares of common stock was net exercised, resulting in the issuance of 9,671 shares of common stock. |
StockBased_Compensation
Stock-Based Compensation | 9 Months Ended | |||||||||||||||
Sep. 30, 2014 | ||||||||||||||||
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ' | |||||||||||||||
Stock-Based Compensation | ' | |||||||||||||||
Stock-Based Compensation | ||||||||||||||||
In connection with its IPO, the Company implemented its 2014 Equity Incentive Plan (the “2014 Plan”). All compensatory equity awards outstanding at September 30, 2014 were issued pursuant to the Company’s 2014 Equity Incentive Plan or the 2007 Stock Incentive Plan (the “2007 Plan” and together with the 2014 Plan, the “Plans”), both of which provide for the grant of non-statutory or incentive stock options, restricted stock, and restricted stock units to the Company’s employees, officers, directors and consultants. The Company’s board of directors administers the Plans. Options outstanding vest at varying rates, but generally over four years with 25% vesting upon completion of one year of service and the remainder vesting monthly thereafter. Restricted stock and restricted stock units vest at varying rates. Options, restricted stock, and restricted stock units granted under the Plans accelerate under certain circumstances on a change in control, as defined. An aggregate of 2,221,354 shares were initially reserved under the 2014 Plan, of which 1,502,929 shares remained available for issuance at September 30, 2014. The 2014 Plan has an evergreen provision pursuant to which the share reserve will automatically increase on January 1st of each year in an amount equal to five percent (5%) of the total number of shares of capital stock outstanding on December 31st of the preceding calendar year, although the Company’s board of directors may provide for a lesser increase, or no increase, in any year. No new equity awards will be granted under the 2007 Plan. | ||||||||||||||||
Stock Options | ||||||||||||||||
A summary of stock option activity for the nine months ended September 30, 2014 is as follows: | ||||||||||||||||
Shares Under Option | Weighted- Average Exercise Price | Weighted- Average Contractual Life | ||||||||||||||
(in thousands) | ||||||||||||||||
Outstanding at December 31, 2013 | 8,360 | $ | 6.13 | |||||||||||||
Granted | 1,137 | $ | 14.24 | |||||||||||||
Exercised | (765 | ) | $ | 2.93 | ||||||||||||
Canceled | (486 | ) | $ | 8.13 | ||||||||||||
Outstanding at September 30, 2014 | 8,246 | $ | 7.43 | 7.99 years | ||||||||||||
Vested and expected to vest September 30, 2014 | 7,597 | $ | 7.26 | 7.92 years | ||||||||||||
Exercisable at September 30, 2014 | 3,930 | $ | 5.2 | 7.27 years | ||||||||||||
The weighted-average grant date per share fair value of stock options granted in the nine months ended September 30, 2014 was $7.33. | ||||||||||||||||
The Company estimates the fair value of stock options that contain service and/or performance conditions using the Black-Scholes option pricing model. The weighted-average input assumptions used by the Company were as follows: | ||||||||||||||||
Three Months Ended | Nine Months Ended | |||||||||||||||
September 30, 2014 | September 30, 2013 | September 30, 2014 | September 30, 2013 | |||||||||||||
Expected term (in years) | 6 | 6.1 | 6 | 6 | ||||||||||||
Risk-free interest rate | 1.9 | % | 1.71 | % | 1.83 | % | 1.24 | % | ||||||||
Expected volatility | 51 | % | 57 | % | 53 | % | 58 | % | ||||||||
Dividend yield | — | % | — | % | — | % | — | % | ||||||||
Restricted Stock | ||||||||||||||||
A summary of restricted stock activity for the nine months ended September 30, 2014 is as follows: | ||||||||||||||||
Number of Shares | ||||||||||||||||
(in thousands) | ||||||||||||||||
Nonvested shares of restricted stock outstanding at December 31, 2013 | — | |||||||||||||||
Granted | 2,200 | |||||||||||||||
Canceled | (12 | ) | ||||||||||||||
Vested | — | |||||||||||||||
Nonvested shares of restricted stock outstanding at September 30, 2014 | 2,188 | |||||||||||||||
In March 2014, the Company granted to employees and certain executives 2,200,357 shares of restricted stock, which was comprised of 1,287,857 shares of restricted stock that vest over a weighted-average period of 3.3 years, 632,500 shares of restricted stock granted to certain executives vesting over a weighted-average period of 4.0 years beginning from the completion of the IPO, and 280,000 shares of restricted stock granted to certain executives that vest based on certain stock price performance metrics, beginning on the completion of the Company’s IPO in April 2014 over an estimated weighted-average period of 1.7 years. | ||||||||||||||||
The grant date fair value per share of the 1,287,857 and 632,500 shares of restricted stock was $16.22, which was determined using the Company’s stock price on the date of grant. | ||||||||||||||||
The grant date fair value per share of the 280,000 shares of restricted stock was $13.15, with an expected term ranging from 0.7 to 7.2 years. The compensation expense will not be reversed if performance metrics are not obtained. | ||||||||||||||||
Restricted Stock Units | ||||||||||||||||
During the nine months ended September 30, 2014, the Company granted 299,183 restricted stock units, which vest over a weighted-average period of 3.5 years. The restricted stock units had a weighted-average grant date value per share of $12.73. | ||||||||||||||||
Stock-Based Compensation Expense | ||||||||||||||||
Total stock-based compensation expense recorded in the consolidated statements of operations was as follows: | ||||||||||||||||
Three Months Ended | Nine Months Ended | |||||||||||||||
September 30, 2014 | September 30, 2013 | September 30, 2014 | September 30, 2013 | |||||||||||||
(in thousands) | ||||||||||||||||
Cost of revenue | $ | 39 | $ | 24 | $ | 127 | $ | 64 | ||||||||
Selling and marketing | 793 | 242 | 2,070 | 805 | ||||||||||||
Technology and development | 530 | 396 | 1,257 | 1,183 | ||||||||||||
General and administrative | 5,788 | 887 | 13,273 | 2,515 | ||||||||||||
Total stock-based compensation | $ | 7,150 | $ | 1,549 | $ | 16,727 | $ | 4,567 | ||||||||
Income_Taxes
Income Taxes | 9 Months Ended |
Sep. 30, 2014 | |
Income Tax Disclosure [Abstract] | ' |
Income Taxes | ' |
Income Taxes | |
In determining quarterly provisions for income taxes, the Company uses the annual estimated effective tax rate applied to the actual year-to-date income. The Company’s annual estimated effective tax rate differs from the statutory rate primarily as a result of state taxes, foreign taxes, nondeductible stock option expenses and changes in the Company’s valuation allowance. | |
The Company recorded an income tax benefit of $17 thousand and income tax provision of $74 thousand for the three months ended September 30, 2014 and 2013, and income tax provision of $145 thousand and $187 thousand for the nine months ended September 30, 2014 and 2013, respectively. | |
There were no material changes to the Company’s unrecognized tax benefits in the three and nine months ended September 30, 2014, and the Company does not expect to have any significant changes to unrecognized tax benefits through the end of the fiscal year. Because of the Company’s history of tax losses, all years remain open to tax audit. |
Commitments_and_Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2014 | |
Commitments and Contingencies Disclosure [Abstract] | ' |
Commitments and Contingencies | ' |
Commitments and Contingencies | |
Operating Leases | |
The Company has commitments under non-cancelable operating leases for facilities and certain equipment, and its managed data center facilities. Total rental expenses were $1.6 million and $1.3 million for the three months ended September 30, 2014 and 2013, respectively, and $4.6 million and $3.5 million for the nine months ended September 30, 2014 and 2013, respectively. | |
Subsequent to December 31, 2013, the Company entered into new operating leases. Future non-cancelable minimum commitments as of September 30, 2014 relating to these operating leases totaling $6.5 million are due through May 2019. During the nine months ended September 30, 2014, in connection with office leases, the Company entered into irrevocable letters of credit in the amount of $0.7 million. | |
Guarantees and Indemnification | |
The Company’s agreements with sellers, buyers, and other third parties typically obligate it to provide indemnity and defense for losses resulting from claims of intellectual property infringement, damages to property or persons, business losses, or other liabilities. Generally these indemnity and defense obligations relate to the Company’s own business operations, obligations, and acts or omissions. However, under some circumstances, the Company agrees to indemnify and defend contract counterparties against losses resulting from their own business operations, obligations, and acts or omissions, or the business operations, obligations, and acts or omissions of third parties. For example, because the Company’s business interposes the Company between buyers and sellers in various ways, buyers often require the Company to indemnify them against acts and omissions of sellers, and sellers often require the Company to indemnify them against acts and omissions of buyers. In addition, the Company’s agreements with sellers, buyers, and other third parties typically include provisions limiting the Company’s liability to the counterparty, and the counterparty’s liability to the Company. These limits sometimes do not apply to certain liabilities, including indemnity obligations. These indemnity and limitation of liability provisions generally survive termination or expiration of the agreements in which they appear. The Company has also entered into indemnification agreements with its directors, executive officers and certain other officers that will require the Company, among other things, to indemnify them against certain liabilities that may arise by reason of their status or service as directors, officers or employees. No demands have been made upon the Company to provide indemnification under such agreements and there are no claims that the Company is aware of that could have a material effect on the Company’s condensed consolidated financial statements. | |
Litigation | |
The Company and its subsidiaries may from time to time be parties to legal or regulatory proceedings, lawsuits and other claims incident to their business activities and to the Company’s status as a public company. Such matters may include, among other things, assertions of contract breach or intellectual property infringement, claims for indemnity arising in the course of the Company’s business, regulatory investigations or enforcement proceedings, and claims by persons whose employment has been terminated. Such matters are subject to many uncertainties, and outcomes are not predictable with assurance. Consequently, management is unable to ascertain the ultimate aggregate amount of monetary liability, amounts which may be covered by insurance or recoverable from third parties, or the financial impact with respect to such matters as of September 30, 2014. However, based on management’s knowledge as of September 30, 2014, management believes that the final resolution of such matters pending at the time of this report, individually and in the aggregate, will not have a material adverse effect upon the Company’s consolidated financial position, results of operations or cash flows. | |
Employment Contracts | |
The Company has entered into severance agreements with certain employees and officers, all of whom are employed at-will. The Company may be required to pay severance and accelerate the vesting of certain equity awards in the event of involuntary terminations. | |
Other Contracts | |
The Company is party to an engagement letter with an investment bank entered into in 2009 and amended in 2012. Pursuant to the engagement letter, the investment bank provided and may continue to provide strategic and consulting advice to the Company, in exchange for which the Company issued to the investment bank a warrant to purchase 845,867 shares of Series C preferred stock. The warrant was exercised on a net issuance basis for 286,055 shares of the Company’s common stock in connection with the Company’s IPO, after giving effect to the conversion of preferred stock to common stock and the 1-for-2 reverse split of the Company’s common stock effected in connection with the IPO. The engagement letter also provides that, in case of a merger, tender offer, stock purchase, or other transaction resulting in the acquisition of the Company by another entity or the transfer of ownership or control of the Company or substantially all of its assets to another entity (a “Change in Control Transaction”) that is consummated before December 7, 2016 or pursuant to a definitive agreement entered into before that date, (i) the investment bank will provide investment banking services in connection with a Change in Control Transaction, if requested by the Company, and (ii) the Company will pay to the investment bank a fee equal to 2.5% of the total consideration paid or payable to the Company or its stockholders in the Change in Control Transaction, whether or not the Company requests such investment banking services. The investment bank was not entitled to participate in and did not receive any fee in connection with the Company's IPO. |
Organization_and_Summary_of_Si1
Organization and Summary of Significant Accounting Policies (Policies) | 9 Months Ended | |
Sep. 30, 2014 | ||
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ' | |
Basis of Presentation and Summary of Significant Accounting Policies | ' | |
Basis of Presentation and Summary of Significant Accounting Policies | ||
The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with United States generally accepted accounting principles (“GAAP”) for interim financial information and the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring adjustments) considered necessary for the fair statement have been included. Operating results for the three and nine months ended September 30, 2014 are not necessarily indicative of the results that may be expected for the year ending December 31, 2014, for any future interim period or for any future year. | ||
The condensed consolidated balance sheet at December 31, 2013 has been derived from the audited financial statements at that date, but does not include all of the disclosures required by accounting principles generally accepted in the United States of America. The accompanying condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and notes thereto contained in the Company’s prospectus filed with the Securities and Exchange Commission (“SEC”) on April 2, 2014 pursuant to Rule 424(b) under the Securities Act of 1933, as amended. | ||
Use of Estimates | ' | |
Use of Estimates | ||
The preparation of condensed consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the condensed consolidated financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ materially from these estimates. | ||
On an ongoing basis, management evaluates its estimates, primarily those related to: (i) revenue recognition criteria, including the determination of revenue reporting as net versus gross in the Company’s revenue arrangements, (ii) accounts receivable and allowances for doubtful accounts, (iii) the useful lives of intangible assets and property and equipment, (iv) valuation of long-lived assets and their recoverability, including goodwill, (v) the realization of tax assets and estimates of tax liabilities, (vi) the valuation of common and preferred stock and preferred stock warrants prior to the Company’s IPO, (vii) assumptions used in valuation models to determine the fair value of stock-based awards, (viii) fair value of financial instruments, (ix) the recognition and disclosure of contingent liabilities, and (x) the assumptions used in calculating the valuation of acquired assets and business combinations. These estimates are based on historical data and experience, as well as various other factors that management believes to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying value of assets and liabilities that are not readily apparent from other sources. Estimates relating to the valuation of stock and business acquisitions require the selection of appropriate valuation methodologies and models, and significant judgment in evaluating ranges of assumptions and financial inputs. Actual results may differ materially from those estimates under different assumptions or circumstances. | ||
Recent Accounting Pronouncements | ' | |
Recent Accounting Pronouncements | ||
Under the Jumpstart Our Business Startups Act (“JOBS Act”), the Company meets the definition of an emerging growth company. The Company has irrevocably elected to opt out of the extended transition period for complying with new or revised accounting standards pursuant to Section 107(b) of the JOBS Act. | ||
In April 2014, the Financial Accounting Standards Board (“FASB”) issued new accounting guidance that raises the threshold for a disposal to qualify as a discontinued operation and requires new disclosures of both discontinued operations and certain other disposals that do not meet the definition of a discontinued operation. The new guidance is effective for fiscal years beginning on or after December 15, 2014. Early adoption is permitted but only for disposals that have not been reported in financial statements previously issued. As of September 30, 2014, the adoption of this guidance is not expected to have a material impact on the Company's consolidated financial statements. | ||
In May 2014, the FASB issued new accounting guidance that requires an entity to recognize the amount of revenue it expects to earn from the transfer of promised goods or services to customers. The new accounting guidance will replace most existing GAAP revenue recognition guidance when it becomes effective. The new guidance is effective for annual reporting periods (including interim periods within those periods) beginning after December 15, 2016. Early adoption is not permitted. The guidance permits the use of either the retrospective or cumulative effect transition method. The Company will evaluate the effect, if any, the guidance will have on the Company's consolidated financial statements and related disclosures. The Company has not yet selected a transition method nor has it determined the effect of the guidance on its ongoing financial reporting. | ||
In August 2014, the FASB issued an amendment to the accounting guidance related to the evaluation of an entity to continue as a going concern. The amendment establishes management’s responsibility to evaluate whether there is a substantial doubt about an entity's ability to continue as a going concern in connection with preparing financial statements for each annual and interim reporting period. The amendment also gives guidance to determine whether to disclose information about relevant conditions and events when there is substantial doubt about an entity's ability to continue as a going concern. The new guidance is effective as of November 30, 2017. The adoption of this guidance is not expected to have a material impact on the Company's consolidated financial statements. | ||
Fair Value Measurements | ' | |
Fair Value Measurements | ||
Fair value represents the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Valuation techniques used to measure fair value must maximize the use of observable inputs and minimize the use of unobservable inputs. The fair value hierarchy is based on the following three levels of inputs, of which the first two are considered observable and the last one is considered unobservable: | ||
• | Level 1 – Quoted prices (unadjusted) in active markets for identical assets or liabilities that the Company has the ability to access at the measurement date. | |
• | Level 2 – Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly. | |
• | Level 3 – Unobservable inputs. |
Net_Loss_Per_Share_Attributabl1
Net Loss Per Share Attributable to Common Stockholders (Tables) | 9 Months Ended | |||||||||||||||
Sep. 30, 2014 | ||||||||||||||||
Earnings Per Share [Abstract] | ' | |||||||||||||||
Schedule of Earnings Per Share, Basic and Diluted | ' | |||||||||||||||
The following table presents the basic and diluted net loss per share attributable to common stockholders: | ||||||||||||||||
Three Months Ended | Nine Months Ended | |||||||||||||||
September 30, 2014 | September 30, 2013 | 30-Sep-14 | 30-Sep-13 | |||||||||||||
(in thousands, except per share data) | ||||||||||||||||
Net loss attributable to common stockholders | $ | (4,622 | ) | $ | (6,015 | ) | $ | (21,218 | ) | $ | (12,386 | ) | ||||
Weighted-average common shares outstanding | 35,865 | 11,544 | 27,746 | 11,503 | ||||||||||||
Weighted-average unvested restricted shares | (2,192 | ) | — | (1,616 | ) | (70 | ) | |||||||||
Weighted-average common shares outstanding attributable to common stockholders | 33,673 | 11,544 | 26,130 | 11,433 | ||||||||||||
Basic and diluted net loss per share attributable to common stockholders | $ | (0.14 | ) | $ | (0.52 | ) | $ | (0.81 | ) | $ | (1.08 | ) | ||||
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share | ' | |||||||||||||||
The following shares have been excluded from the calculation of diluted net loss per share attributable to common stockholders for each period presented because they are anti-dilutive: | ||||||||||||||||
30-Sep-14 | 30-Sep-13 | |||||||||||||||
(in thousands) | ||||||||||||||||
Options to purchase common stock | 8,246 | 8,278 | ||||||||||||||
Conversion of preferred stock warrants | — | 436 | ||||||||||||||
Unvested restricted stock awards | 2,188 | — | ||||||||||||||
Unvested restricted stock units | 298 | — | ||||||||||||||
Conversion of convertible preferred stock | — | 14,410 | ||||||||||||||
Total shares excluded from net loss per share attributable to common stockholders | 10,732 | 23,124 | ||||||||||||||
Fair_Value_Measurements_Tables
Fair Value Measurements (Tables) | 9 Months Ended | |||||||||||||||
Sep. 30, 2014 | ||||||||||||||||
Fair Value Disclosures [Abstract] | ' | |||||||||||||||
Fair Value, Assets Measured on Recurring Basis | ' | |||||||||||||||
The table below sets forth a summary of financial instruments that are measured at fair value on a recurring basis at September 30, 2014: | ||||||||||||||||
30-Sep-14 | Fair Value Measurements at Reporting Date Using | |||||||||||||||
Quoted Prices in | Significant Other | Significant | ||||||||||||||
Active Markets for | Observable | Unobservable | ||||||||||||||
Identical Assets | Inputs (Level 2) | Inputs (Level 3) | ||||||||||||||
(Level 1) | ||||||||||||||||
(in thousands) | ||||||||||||||||
Cash equivalents | $ | 55,955 | $ | 55,955 | $ | — | $ | — | ||||||||
Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis | ' | |||||||||||||||
The table below sets forth a summary of financial instruments that are measured at fair value on a recurring basis at December 31, 2013: | ||||||||||||||||
31-Dec-13 | Fair Value Measurements at Reporting Date Using | |||||||||||||||
Quoted Prices in | Significant Other | Significant | ||||||||||||||
Active Markets for | Observable | Unobservable | ||||||||||||||
Identical Assets | Inputs (Level 2) | Inputs (Level 3) | ||||||||||||||
(Level 1) | ||||||||||||||||
(in thousands) | ||||||||||||||||
Convertible preferred stock warrant liability | $ | 5,451 | $ | — | $ | — | $ | 5,451 | ||||||||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation | ' | |||||||||||||||
The Company’s preferred stock warrants are recorded at fair value and were determined to be Level 3 fair value items. The changes in the fair value of preferred stock warrants are summarized below: | ||||||||||||||||
Three Month Roll Forward | Nine Month Roll Forward | |||||||||||||||
September 30, 2014 | September 30, 2013 | 30-Sep-14 | 30-Sep-13 | |||||||||||||
(in thousands) | ||||||||||||||||
Beginning balance | $ | — | $ | 2,307 | $ | 5,451 | $ | 1,330 | ||||||||
Change in value of preferred stock warrants recorded in other expense, net | — | 1,090 | 732 | 2,067 | ||||||||||||
Net exercise of preferred stock warrant and conversion of preferred stock warrant to common stock warrant | — | — | (6,183 | ) | — | |||||||||||
Ending balance | $ | — | $ | 3,397 | $ | — | $ | 3,397 | ||||||||
Fair Value Measurements, Recurring and Nonrecurring, Valuation Techniques | ' | |||||||||||||||
The Company determined the fair value of the convertible preferred stock warrants utilizing the Black-Scholes model with the following weighted-average assumptions: | ||||||||||||||||
Series B December 31, | Series C | |||||||||||||||
2013 | December 31, | |||||||||||||||
2013 | ||||||||||||||||
Risk-free interest rate | 0.18 | % | 0.13 | % | ||||||||||||
Expected term (in years) | 0.69 | 0.5 | ||||||||||||||
Estimated dividend yield | 2 | % | 2 | % | ||||||||||||
Weighted-average estimated volatility | 64 | % | 63 | % | ||||||||||||
Fair value (in thousands) | $ | 173 | $ | 5,278 | ||||||||||||
Other_Balance_Sheet_Amounts_Ta
Other Balance Sheet Amounts (Tables) | 9 Months Ended | |||||||
Sep. 30, 2014 | ||||||||
Other Balance Sheet Amounts [Abstract] | ' | |||||||
Schedule of Accounts Payable and Accrued Liabilities | ' | |||||||
Accounts payable and accrued expenses included the following: | ||||||||
30-Sep-14 | 31-Dec-13 | |||||||
(in thousands) | ||||||||
Accounts payable—seller | $ | 117,615 | $ | 111,078 | ||||
Accounts payable—trade | 3,490 | 4,136 | ||||||
Accrued employee—related payables | 6,877 | 4,984 | ||||||
$ | 127,982 | $ | 120,198 | |||||
Debt_and_Capital_Lease_Arrange1
Debt and Capital Lease Arrangements (Tables) | 9 Months Ended | |||||||
Sep. 30, 2014 | ||||||||
Debt Disclosure [Abstract] | ' | |||||||
Schedule of Debt | ' | |||||||
Debt and capital lease arrangements consisted of the following: | ||||||||
30-Sep-14 | 31-Dec-13 | |||||||
(in thousands) | ||||||||
Secured debt: | ||||||||
Line of credit | $ | — | $ | 3,788 | ||||
Capital lease obligations | 157 | 393 | ||||||
$ | 157 | $ | 4,181 | |||||
StockBased_Compensation_Tables
Stock-Based Compensation (Tables) | 9 Months Ended | |||||||||||||||
Sep. 30, 2014 | ||||||||||||||||
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ' | |||||||||||||||
Schedule of Share-based Compensation, Stock Options, Activity | ' | |||||||||||||||
A summary of stock option activity for the nine months ended September 30, 2014 is as follows: | ||||||||||||||||
Shares Under Option | Weighted- Average Exercise Price | Weighted- Average Contractual Life | ||||||||||||||
(in thousands) | ||||||||||||||||
Outstanding at December 31, 2013 | 8,360 | $ | 6.13 | |||||||||||||
Granted | 1,137 | $ | 14.24 | |||||||||||||
Exercised | (765 | ) | $ | 2.93 | ||||||||||||
Canceled | (486 | ) | $ | 8.13 | ||||||||||||
Outstanding at September 30, 2014 | 8,246 | $ | 7.43 | 7.99 years | ||||||||||||
Vested and expected to vest September 30, 2014 | 7,597 | $ | 7.26 | 7.92 years | ||||||||||||
Exercisable at September 30, 2014 | 3,930 | $ | 5.2 | 7.27 years | ||||||||||||
Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions | ' | |||||||||||||||
The Company estimates the fair value of stock options that contain service and/or performance conditions using the Black-Scholes option pricing model. The weighted-average input assumptions used by the Company were as follows: | ||||||||||||||||
Three Months Ended | Nine Months Ended | |||||||||||||||
September 30, 2014 | September 30, 2013 | September 30, 2014 | September 30, 2013 | |||||||||||||
Expected term (in years) | 6 | 6.1 | 6 | 6 | ||||||||||||
Risk-free interest rate | 1.9 | % | 1.71 | % | 1.83 | % | 1.24 | % | ||||||||
Expected volatility | 51 | % | 57 | % | 53 | % | 58 | % | ||||||||
Dividend yield | — | % | — | % | — | % | — | % | ||||||||
Nonvested Restricted Stock Shares Activity | ' | |||||||||||||||
A summary of restricted stock activity for the nine months ended September 30, 2014 is as follows: | ||||||||||||||||
Number of Shares | ||||||||||||||||
(in thousands) | ||||||||||||||||
Nonvested shares of restricted stock outstanding at December 31, 2013 | — | |||||||||||||||
Granted | 2,200 | |||||||||||||||
Canceled | (12 | ) | ||||||||||||||
Vested | — | |||||||||||||||
Nonvested shares of restricted stock outstanding at September 30, 2014 | 2,188 | |||||||||||||||
Schedule of Compensation Cost for Share-based Payment Arrangements, Allocation of Share-based Compensation Costs by Plan | ' | |||||||||||||||
Total stock-based compensation expense recorded in the consolidated statements of operations was as follows: | ||||||||||||||||
Three Months Ended | Nine Months Ended | |||||||||||||||
September 30, 2014 | September 30, 2013 | September 30, 2014 | September 30, 2013 | |||||||||||||
(in thousands) | ||||||||||||||||
Cost of revenue | $ | 39 | $ | 24 | $ | 127 | $ | 64 | ||||||||
Selling and marketing | 793 | 242 | 2,070 | 805 | ||||||||||||
Technology and development | 530 | 396 | 1,257 | 1,183 | ||||||||||||
General and administrative | 5,788 | 887 | 13,273 | 2,515 | ||||||||||||
Total stock-based compensation | $ | 7,150 | $ | 1,549 | $ | 16,727 | $ | 4,567 | ||||||||
Organization_and_Summary_of_Si2
Organization and Summary of Significant Accounting Policies (Details) (Common Stock) | 0 Months Ended | 9 Months Ended | |
Apr. 07, 2014 | Mar. 18, 2014 | Sep. 30, 2014 | |
Common Stock | ' | ' | ' |
Class of Stock [Line Items] | ' | ' | ' |
Initial Public Offering, Shares sold During IPO | 6,432,445 | ' | 6,432,000 |
Initial Public Offering, Shares Sold by Existing Stockholders | 1,354,199 | ' | ' |
Stockholders' Equity Note, Stock Split, Conversion Ratio | ' | 0.5 | ' |
Net_Loss_Per_Share_Attributabl2
Net Loss Per Share Attributable to Common Stockholders (Details) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, except Per Share data, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 |
Earnings Per Share [Abstract] | ' | ' | ' | ' |
Net loss attributable to common stockholders | ($4,622) | ($6,015) | ($21,218) | ($12,386) |
Weighted-average common shares outstanding (in shares) | 35,865 | 11,544 | 27,746 | 11,503 |
Weighted-average unvested restricted shares (in shares) | -2,192 | 0 | -1,616 | -70 |
Weighted-average common shares outstanding attributable to common stockholders (in shares) | 33,673 | 11,544 | 26,130 | 11,433 |
Basic and diluted net loss per share attributable to common stockholders (in dollars per share) | ($0.14) | ($0.52) | ($0.81) | ($1.08) |
Net_Loss_Per_Share_Attributabl3
Net Loss Per Share Attributable to Common Stockholders Anti-Dilutive (Details) | 9 Months Ended | |
In Thousands, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ' | ' |
Total shares excluded from net loss per share attributable to common stockholders | 10,732 | 23,124 |
Options to purchase common stock | ' | ' |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ' | ' |
Total shares excluded from net loss per share attributable to common stockholders | 8,246 | 8,278 |
Conversion of preferred stock warrants | ' | ' |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ' | ' |
Total shares excluded from net loss per share attributable to common stockholders | 0 | 436 |
Unvested restricted stock awards | ' | ' |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ' | ' |
Total shares excluded from net loss per share attributable to common stockholders | 2,188 | 0 |
Unvested restricted stock units | ' | ' |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ' | ' |
Total shares excluded from net loss per share attributable to common stockholders | 298 | 0 |
Conversion of convertible preferred stock | ' | ' |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ' | ' |
Total shares excluded from net loss per share attributable to common stockholders | 0 | 14,410 |
Net_Loss_Per_Share_Attributabl4
Net Loss Per Share Attributable to Common Stockholders Narrative (Details) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 |
Earnings Per Share [Abstract] | ' | ' | ' | ' |
Cumulative preferred stock dividends | $0 | $1,070 | $1,116 | $3,174 |
Fair_Value_Measurements_Financ
Fair Value Measurements Financial Instruments (Details) (Fair Value, Measurements, Recurring [Member], USD $) | Sep. 30, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Estimate of Fair Value Measurement | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Cash equivalents | $55,955 | ' |
Convertible preferred stock warrant liability | ' | 5,451 |
Quoted Prices in Active Markets for Identical Assets (Level 1) | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Cash equivalents | 55,955 | ' |
Convertible preferred stock warrant liability | ' | 0 |
Significant Other Observable Inputs (Level 2) | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Cash equivalents | 0 | ' |
Convertible preferred stock warrant liability | ' | 0 |
Significant Unobservable Inputs (Level 3) | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Cash equivalents | 0 | ' |
Convertible preferred stock warrant liability | ' | $5,451 |
Fair_Value_Measurements_Change
Fair Value Measurements Change in Fair Value (Details) (Conversion of preferred stock warrants, USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 |
Conversion of preferred stock warrants | ' | ' | ' | ' |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ' | ' | ' | ' |
Beginning balance | $0 | $2,307 | $5,451 | $1,330 |
Change in value of preferred stock warrants recorded in other expense, net | 0 | 1,090 | 732 | 2,067 |
Net exercise of preferred stock warrant and conversion of preferred stock warrant to common stock warrant | 0 | 0 | -6,183 | 0 |
Ending balance | $0 | $3,397 | $0 | $3,397 |
Fair_Value_Measurements_Weight
Fair Value Measurements Weighted-Average Assumptions (Details) (USD $) | 0 Months Ended |
In Thousands, unless otherwise specified | Dec. 31, 2013 |
Series B | ' |
Fair Value Measurements, Recurring and Nonrecurring, Valuation Techniques [Line Items] | ' |
Risk-free interest rate | 0.18% |
Expected term (in years) | '0 years 8 months 9 days |
Dividend yield | 2.00% |
Expected volatility | 64.00% |
Fair value | $173 |
Series C | ' |
Fair Value Measurements, Recurring and Nonrecurring, Valuation Techniques [Line Items] | ' |
Risk-free interest rate | 0.13% |
Expected term (in years) | '0 years 6 months |
Dividend yield | 2.00% |
Expected volatility | 63.00% |
Fair value | $5,278 |
Fair_Value_Measurements_Narrat
Fair Value Measurements Narrative (Details) (USD $) | 3 Months Ended | 9 Months Ended | 0 Months Ended | |||||||||
In Thousands, except Share data, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | Apr. 01, 2014 | Apr. 01, 2014 | Dec. 31, 2013 | Jun. 23, 2014 | Apr. 07, 2014 | Apr. 07, 2014 | Dec. 31, 2013 | Sep. 30, 2014 |
Series C | Series C | Common Stock | Common Stock | Conversion of convertible preferred stock | Conversion of convertible preferred stock | Fair Value, Measurements, Recurring [Member] | ||||||
Quoted Prices in Active Markets for Identical Assets (Level 1) | ||||||||||||
Class of Stock [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Class of Warrant or Right, Outstanding | ' | ' | ' | ' | ' | 845,867 | 845,867 | ' | ' | ' | ' | ' |
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | ' | ' | ' | ' | ' | ' | ' | 12,587 | 12,587 | 25,174 | 25,174 | ' |
Cash equivalents | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $55,955 |
Stock Issued During Period, Shares, Conversion of Convertible Securities | ' | ' | ' | ' | ' | ' | ' | 9,671 | 286,055 | ' | ' | ' |
Share Price | ' | ' | ' | ' | $15 | ' | ' | ' | ' | ' | ' | ' |
Change in fair value of preferred stock warrant liabilities | $0 | $1,090 | $732 | $2,067 | ' | ' | ' | ' | ' | ' | ' | ' |
Other_Balance_Sheet_Amounts_Na
Other Balance Sheet Amounts Narrative (Details) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 |
In Millions, unless otherwise specified | ||
Restricted Cash and Cash Equivalents Items [Line Items] | ' | ' |
Accounts Payable, Right to Offset, Current | $0.70 | $0.90 |
Prepaid Expenses and Other Current Assets | ' | ' |
Restricted Cash and Cash Equivalents Items [Line Items] | ' | ' |
Restricted Cash and Cash Equivalents, Current | 0.8 | 0.4 |
Other Noncurrent Assets | ' | ' |
Restricted Cash and Cash Equivalents Items [Line Items] | ' | ' |
Restricted Cash and Cash Equivalents, Noncurrent | $0.80 | $1.30 |
Accounts_Payable_and_Accrued_E
Accounts Payable and Accrued Expenses (Details) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Other Balance Sheet Amounts [Abstract] | ' | ' |
Accounts payable—seller | $117,615 | $111,078 |
Accounts payable—trade | 3,490 | 4,136 |
Accrued employee—related payables | 6,877 | 4,984 |
Accounts payable and accrued expenses | $127,982 | $120,198 |
Debt_and_Capital_Lease_Arrange2
Debt and Capital Lease Arrangements (Details) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 | Apr. 14, 2014 |
Silicon Valley Bank | |||
Line of Credit | |||
Debt Disclosure [Abstract] | ' | ' | ' |
Line of credit | $0 | $3,788,000 | ' |
Capital lease obligations | 157,000 | 393,000 | ' |
Debt and Capital Lease Obligations | 157,000 | 4,181,000 | ' |
Debt Instrument [Line Items] | ' | ' | ' |
Repayments of Lines of Credit | ' | ' | $3,800,000 |
Capitalization_Narrative_Detai
Capitalization Narrative (Details) (USD $) | 0 Months Ended | 0 Months Ended | 0 Months Ended | 9 Months Ended | 0 Months Ended | ||||||||||||||||
In Millions, except Share data, unless otherwise specified | Apr. 07, 2014 | Sep. 30, 2014 | Apr. 01, 2014 | Mar. 14, 2014 | Dec. 31, 2013 | Apr. 07, 2014 | Dec. 31, 2013 | Apr. 07, 2014 | Dec. 31, 2013 | Dec. 31, 2013 | Sep. 30, 2014 | Apr. 07, 2014 | Apr. 07, 2014 | Mar. 18, 2014 | Sep. 30, 2014 | Jun. 23, 2014 | Apr. 07, 2014 | Apr. 07, 2014 | Dec. 31, 2013 | Apr. 01, 2014 | Dec. 31, 2013 |
Common Class A | Common Class A | Common Stock | Common Class B | Convertible Preferred Stock | Preferred Stock | Preferred Stock | Common Stock | Common Stock | Common Stock | Common Stock | Common Stock | Conversion of convertible preferred stock | Conversion of convertible preferred stock | Series C | Series C | ||||||
Class of Stock [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Common Stock, Shares Authorized | ' | 500,000,000 | ' | 80,608,856 | 73,380,126 | ' | 32,500,000 | 500,000,000 | 4,190,063 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Temporary Equity, Shares Authorized | ' | ' | ' | ' | ' | ' | ' | ' | ' | 29,691,524 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Initial Public Offering, Shares sold During IPO | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 6,432,445 | ' | 6,432,000 | ' | ' | ' | ' | ' | ' |
Initial Public Offering, Shares sold During IPO, Over-Allotment Option | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,015,649 | ' | ' | ' | ' | ' | ' | ' | ' |
Initial Public Offering, Shares Sold by Existing Stockholders | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,354,199 | ' | ' | ' | ' | ' | ' | ' | ' |
Share Price | ' | ' | $15 | ' | ' | ' | ' | ' | ' | ' | ' | ' | $15 | ' | ' | ' | ' | ' | ' | ' | ' |
Proceeds from Issuance Initial Public Offering | $86.20 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Stock Issued During Period, Shares, Conversion of Convertible Securities | ' | ' | ' | ' | ' | 14,410,238 | ' | ' | ' | ' | ' | ' | ' | ' | 14,696,000 | 9,671 | 286,055 | ' | ' | ' | ' |
Stockholders' Equity Note, Stock Split, Conversion Ratio | ' | ' | ' | ' | ' | 0.5 | ' | ' | ' | ' | ' | ' | ' | 0.5 | ' | ' | ' | ' | ' | ' | ' |
Conversion of Stock, Shares Converted | ' | ' | ' | ' | ' | 1 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Class of Warrant or Right, Outstanding | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 845,867 | 845,867 |
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 12,587 | 12,587 | 25,174 | 25,174 | ' | ' |
Preferred Stock, Shares Authorized | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 10,000,000 | 10,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Deferred Offering Costs | $3.50 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
StockBased_Compensation_Detail
Stock-Based Compensation (Details) | 9 Months Ended |
Sep. 30, 2014 | |
2007 Stock Incentive Plan | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' |
Vesting Period | '4 years |
Award Vesting Rights, Percentage | 25.00% |
Number of Shares Authorized | 2,221,354 |
Number of Shares Available for Grant | 1,502,929 |
2014 Stock Incentive Plan | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' |
Vesting Period | '4 years |
Award Vesting Rights, Percentage | 25.00% |
Evergreen Annual % Increase | 5.00% |
StockBased_Compensation_Stock_
Stock-Based Compensation Stock Options Outstanding (Details) (USD $) | 9 Months Ended |
In Thousands, except Per Share data, unless otherwise specified | Sep. 30, 2014 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward] | ' |
Beginning balance | 8,360 |
Granted | 1,137 |
Exercised | -765 |
Canceled | -486 |
Ending balance | 8,246 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price [Abstract] | ' |
Beginning balance | $6.13 |
Granted | $14.24 |
Exercised | $2.93 |
Canceled | $8.13 |
Ending balance | $7.43 |
Outstanding (in years) | '7 years 11 months 25 days |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Additional Disclosures [Abstract] | ' |
Exercisable (in shares) | 3,930 |
Exercisable (in dollars per share) | $5.20 |
Exercisable (in years) | '7 years 3 months 8 days |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested and Expected to Vest [Abstract] | ' |
Vested and expected to vest (in shares) | 7,597 |
Vested and expected to vest (in dollars per share) | $7.26 |
Vested and expected to vest (in years) | '7 years 11 months 2 days |
StockBased_Compensation_Stock_1
Stock-Based Compensation Stock Options Narrative (Details) (USD $) | 9 Months Ended |
Sep. 30, 2014 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ' |
Weighted Average Grant Date Fair Value | $7.33 |
StockBased_Compensation_Stock_2
Stock-Based Compensation Stock Options Fair Value (Details) (Stock Option) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | |
Stock Option | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' | ' |
Expected term (in years) | '6 years 0 months 5 days | '6 years 0 months 25 days | '5 years 11 months 25 days | '6 years 0 months 5 days |
Risk-free interest rate | 1.90% | 1.71% | 1.83% | 1.24% |
Expected volatility | 51.00% | 57.00% | 53.00% | 58.00% |
Dividend yield | 0.00% | 0.00% | 0.00% | 0.00% |
StockBased_Compensation_Restri
Stock-Based Compensation Restricted Stock Activity (Details) | 9 Months Ended |
In Thousands, unless otherwise specified | Sep. 30, 2014 |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ' |
Beginning balance | 0 |
Granted | 2,200 |
Canceled | -12 |
Vested | 0 |
Ending balance | 2,188 |
StockBased_Compensation_Restri1
Stock-Based Compensation Restricted Stock Narrative (Details) (USD $) | 1 Months Ended | 9 Months Ended |
Mar. 31, 2014 | Sep. 30, 2014 | |
Restricted Stock | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' |
Grant date fair value | $16.22 | ' |
Restricted Stock | Minimum [Member] | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' |
Expected term (in years) | '0 years 8 months 10 days | ' |
Restricted Stock | Maximum [Member] | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' |
Expected term (in years) | '7 years 2 months 15 days | ' |
Restricted Stock | Contingent Upon Completion of IPO | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' |
Vesting Period | '1 year 8 months 12 days | ' |
Grant date fair value | $13.15 | ' |
Restricted Stock | Employee and Certain Executives | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' |
Restricted Stock Granted | 2,200,357 | ' |
Restricted Stock | Employee and Certain Executives | Vested over 3.3 years | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' |
Restricted Stock Granted | 1,287,857 | ' |
Vesting Period | '3 years 3 months 20 days | ' |
Restricted Stock | Certain Executives | Vested over 4.0 years | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' |
Restricted Stock Granted | 632,500 | ' |
Vesting Period | '4 years | ' |
Restricted Stock | Certain Executives | Contingent Upon Completion of IPO | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' |
Restricted Stock Granted | 280,000 | ' |
Unvested restricted stock units | Contingent Upon Completion of IPO | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' |
Vesting Period | ' | '3 years 6 months 5 days |
Grant date fair value | $12.73 | ' |
Unvested restricted stock units | Employee and Certain Executives | Contingent Upon Completion of IPO | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' |
Restricted Stock Granted | ' | 299,183 |
StockBased_Compensation_Expens
Stock-Based Compensation Expense (Details) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ' | ' | ' | ' |
Allocated Share-based Compensation Expense | $7,150 | $1,549 | $16,727 | $4,567 |
Cost of revenue | ' | ' | ' | ' |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ' | ' | ' | ' |
Allocated Share-based Compensation Expense | 39 | 24 | 127 | 64 |
Selling and marketing | ' | ' | ' | ' |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ' | ' | ' | ' |
Allocated Share-based Compensation Expense | 793 | 242 | 2,070 | 805 |
Technology and development | ' | ' | ' | ' |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ' | ' | ' | ' |
Allocated Share-based Compensation Expense | 530 | 396 | 1,257 | 1,183 |
General and administrative | ' | ' | ' | ' |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ' | ' | ' | ' |
Allocated Share-based Compensation Expense | $5,788 | $887 | $13,273 | $2,515 |
Income_Taxes_Income_Taxes_Deta
Income Taxes Income Taxes (Details) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 |
Income Tax Disclosure [Abstract] | ' | ' | ' | ' |
Provision (benefit) for income taxes | ($17) | $74 | $145 | $187 |
Commitments_and_Contingencies_
Commitments and Contingencies (Details) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Millions, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 |
Commitments and Contingencies Disclosure [Abstract] | ' | ' | ' | ' |
Operating Leases, Rent Expense | $1.60 | $1.30 | $4.60 | $3.50 |
Operating Leases, Future Minimum Payments Due | 6.5 | ' | 6.5 | ' |
New York Lease | Irrevocable Letter of Credit | ' | ' | ' | ' |
Debt Instrument [Line Items] | ' | ' | ' | ' |
Loss Contingency, Range of Possible Loss, Maximum | $0.70 | ' | $0.70 | ' |
Commitments_and_Contingencies_1
Commitments and Contingencies Other Contracts (Details) | 9 Months Ended | 0 Months Ended | 9 Months Ended | 0 Months Ended | |||
Sep. 30, 2014 | Mar. 18, 2014 | Sep. 30, 2014 | Apr. 01, 2014 | Dec. 31, 2013 | Jun. 23, 2014 | Apr. 07, 2014 | |
Common Stock | Common Stock | Series C | Series C | Common Stock | Common Stock | ||
Class of Stock [Line Items] | ' | ' | ' | ' | ' | ' | ' |
Class of Warrant or Right, Outstanding | ' | ' | ' | 845,867 | 845,867 | ' | ' |
Stock Issued During Period, Shares, Conversion of Convertible Securities | ' | ' | 14,696,000 | ' | ' | 9,671 | 286,055 |
Stockholders' Equity Note, Stock Split, Conversion Ratio | ' | 0.5 | ' | ' | ' | ' | ' |
Acquisition Fee, Percentage of Consideration Due | 2.50% | ' | ' | ' | ' | ' | ' |