Summary of Significant Accounting Policies | Summary of Significant Accounting Policies Principles of Consolidation The condensed consolidated financial statements include the accounts of the Company and its wholly-owned subsidiary and have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”). All intercompany accounts and transactions have been eliminated in consolidation. Unaudited Interim Condensed Consolidated Financial Information The condensed consolidated financial statements and footnotes have been prepared in accordance with GAAP as contained in the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) and applicable rules and regulations of the Securities and Exchange Commission’s (“SEC”) Rule 10-01 of Regulation S-X for interim financial information. In the opinion of management, the interim financial information includes all adjustments of a normal recurring nature necessary for a fair presentation of financial position, the results of operations, comprehensive loss, changes in stockholders’ (deficit) equity and cash flows. The results of operations for the three and six months ended June 30, 2015 are not necessarily indicative of the results for the full year or the results for any future periods. These condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and related footnotes included in the Company's prospectus filed with the SEC pursuant to Rule 424(b) under the Securities Act of 1933 dated March 5, 2015 . Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts in the condensed consolidated financial statements and accompanying notes. On an ongoing basis, the Company evaluates its estimates, including those related to its allowance for doubtful accounts, the historical fair value of the Company’s common stock and assumptions used for purposes of determining stock-based compensation, income taxes and related valuation allowances and the fair value of common stock warrants. The Company bases its estimates on its historical experience and on various other assumptions that it believes to be reasonable, the results of which form the basis for making judgments about the carrying value of assets and liabilities. Actual results could differ from those estimates. 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. Cash and cash equivalents consist of cash maintained in operating accounts. Restricted Cash Restricted cash represents cash that is subject to contractual withdrawal restrictions and penalties. Restricted cash is classified within the consolidated balance sheets based on the timing of when the restrictions are expected to lapse. The Company presents restricted cash related to its debt agreements on the consolidated balance sheets based on timing of maturity. In accordance with a new loan and security agreement (the “New Loan and Security Agreement”) entered into in June 2014 and described in Note 3, the Company is required to maintain, at all times, $5.0 million , consisting of the sum of: (i) cash held at the lender (determined in accordance with the New Loan and Security Agreement); plus (ii) the unused availability amount on its revolving line of credit; plus (iii) the undrawn portion of an advance related to a term loan and security agreement (the “Mezzanine Loan and Security Agreement"). The Company has recorded $3.3 million of restricted cash as of June 30, 2015 based on its availability under the New Loan and Security Agreement of $1.7 million as of that date. Concentration of Credit Risk Financial instruments that potentially subject the Company to concentrations of credit risk consist principally of cash and accounts receivable. All of the Company’s cash is held at financial institutions that management believes to be of high credit quality. The Company’s cash accounts exceed federally insured limits. The Company has not experienced any losses on cash to date. To manage accounts receivable risk, the Company evaluates and monitors the creditworthiness of its customers. As of December 31, 2014 and June 30, 2015 , the Company did not have any customers or advertising agencies that individually comprised a significant concentration of its accounts receivable. For the three and six months ended June 30, 2014 and 2015 , the Company did not have any customers that individually comprised a significant concentration of its revenue. Allowance for Doubtful Accounts The Company extends credit to its customers without requiring collateral. Accounts receivable are stated at net realizable value. The Company utilizes the allowance method to provide for doubtful accounts based on management’s evaluation of the collectability of amounts due. The Company’s estimate is based on historical collection experience and the current status of accounts receivable. Historically, actual write-offs for uncollectible accounts have not significantly differed from the Company’s estimates. At December 31, 2014 and June 30, 2015 , the Company had reserved for $0.2 million of its accounts receivable balance, respectively. The following table presents the changes in the allowance for doubtful accounts for the three and six months ended June 30 (in thousands): Three Months Six Months 2014 2015 2014 2015 Allowance for doubtful accounts: Balance, beginning of period $ 706 $ 173 $ 716 $ 179 Add: adjustment for bad debts — — — — Less: write-offs, net of recoveries (290 ) (14 ) (300 ) (20 ) Balance, end of period $ 416 $ 159 $ 416 $ 159 Internal-Use Software Development Costs The Company capitalizes certain costs associated with software developed for internal use, primarily consisting of direct labor costs associated with creating the software. Software development projects generally include three stages: the preliminary project stage (all costs are expensed as incurred); the application development stage (certain costs are capitalized and certain costs are expensed as incurred); and the post-implementation/operation stage (all costs are expensed as incurred). Costs capitalized in the application development stage primarily include costs of designing, coding, and testing the software. Capitalization of costs requires judgment in determining when a project has reached the application development stage and the period over which the Company expects to benefit from the use of that software. Once the software is placed in service, these capitalized costs are amortized using the straight-line method over the estimated useful life of the software. Internal-use software development costs of $1.1 million and $1.6 million were capitalized during the three months ended June 30, 2014 and 2015 , respectively. Internal-use software development costs of $1.8 million and $3.1 million were capitalized during the six months ended June 30, 2014 and 2015 , respectively. Capitalized internal-use software development costs are included in property, equipment and software in the condensed consolidated balance sheets. Amortization expense related to the capitalized internal-use software was $0.2 million and $0.6 million for the three months ended June 30, 2014 and 2015 , respectively, and $0.6 million and $1.2 million for the six months ended June 30, 2014 and 2015 , respectively, and is primarily included in other cost of revenue and research and development expense in the condensed consolidated statements of operations. The net book value of capitalized internal-use software was $5.6 million and $7.5 million at December 31, 2014 and June 30, 2015 , respectively. Deferred Offering Costs Deferred offering costs are expenses directly related to the IPO. These costs consist of legal, accounting, printing, and filing fees that the Company capitalized, including fees incurred by the independent registered public accounting firm directly related to the offering. The deferred offering costs were offset against the IPO proceeds on the Closing Date and were settled to additional paid-in capital. Common Stock Warrants In accordance with the Mezzanine Loan and Security Agreement entered into on June 12, 2014 and described in Note 3, the Company issued warrants to the lender to purchase 100,000 shares of common stock (the “Lender Warrants”) at an exercise price of $11.36 per share. The warrants are exercisable for an additional 50,000 shares of common stock at an exercise price of $11.36 per share, if the second tranche of $5.0 million was drawn prior to December 31, 2014 . The fair value of the warrants on the date of grant totaled approximately $0.9 million and was recorded as a discount on long-term debt and as a long-term liability in the condensed consolidated balance sheets. The debt discount is being amortized over the term of the Mezzanine Loan and Security Agreement as reflected in the condensed consolidated statements of operations. On December 16, 2014 the Company borrowed the second tranche of the Mezzanine Loan and Security Agreement in the amount of $5.0 million and the portion of the warrants related to the additional 50,000 shares of common stock became exercisable on that date. As of December 31, 2014 , these warrants were classified as liabilities because the Company did not meet the criteria under the relevant accounting standard for treatment as equity instruments. As a result, these warrants were remeasured to their fair value at the end of each reporting period. As described above, on February 10, 2015 the Company increased its number of authorized common shares. On that date, these outstanding warrants satisfied the criteria to be treated as equity instruments and the related liabilities were reclassified to additional paid-in capital. The change in fair value between January 1, 2015 and February 10, 2015 was recorded as a derivative fair value adjustment related to common stock warrants in the condensed consolidated statements of operations. For the three and six months ended June 30, 2015 , the Company recorded zero and approximately $0.5 million in fair value adjustments related to these Lender Warrants, respectively. On February 12, 2015 , the Company amended its Mezzanine Loan and Security Agreement, (the “Amended Mezzanine Loan and Security Agreement”), as described in Note 3. The Amended Mezzanine Loan and Security Agreement increased available borrowings by $5.0 million . An additional draw under the Amended Mezzanine Loan and Security Agreement occurred on February 12, 2015 . There was no modification to the maturity date or any other significant terms of the Amended Mezzanine Loan and Security Agreement. As part of the Amended Mezzanine Loan and Security Agreement, the Company issued an additional warrant to the lender (“Additional Lender Warrant”) to purchase 50,000 shares of common stock at a price of $15.18 per share. The fair value of the Additional Lender Warrant on the date of grant totaled approximately $0.3 million and was recorded as a discount on long-term debt and as additional paid-in capital in the condensed consolidated balance sheets as the warrant met the criteria under the relevant accounting standard for treatment as an equity instrument. The debt discount is being amortized over the term of the Amended Mezzanine Loan and Security Agreement as reflected in the condensed consolidated statements of operations. Fair Value of Financial Instruments The carrying amounts of certain of the Company’s financial instruments, including cash and cash equivalents, accounts receivable, accounts payable and accrued expenses and other current liabilities, approximate their respective fair values due to their short term nature. The Company uses a three-tier fair value hierarchy to classify and disclose all assets and liabilities measured at fair value on a recurring basis, as well as assets and liabilities measured at fair value on a non-recurring basis, in periods subsequent to their initial measurement. The hierarchy requires the Company to use observable inputs when available, and to minimize the use of unobservable inputs when determining fair value. The three tiers are defined as follows: • Level 1 . Observable inputs based on unadjusted quoted prices in active markets for identical assets or liabilities; • Level 2 . Inputs, other than quoted prices in active markets, that are observable either directly or indirectly; and • Level 3 . Unobservable inputs for which there is little or no market data, which require the Company to develop its own assumptions. The Company did not have any financial instruments that were measured at fair value on a recurring basis for the three and six months ended June 30, 2014 . The Company did not have any financial instruments that were measured at fair value on a recurring basis for the three months ended June 30, 2015 . The following table presents the changes in the Company’s Lender Warrants measured at fair value on a recurring basis during the six months ended June 30 (in thousands): 2015 Balance as of January 1 $ 1,615 Change in fair value of Lender Warrants liability (482 ) Reclassification of Lender Warrants to equity (1,133 ) Balance as of June 30 $ — The following table presents the changes in the recorded liability associated with certain of the Company’s stock option awards which, as described in Note 6, have been accounted for as liability-based awards during the six months ended June 30 (in thousands): 2015 Balance as of January 1 $ 461 Change in fair value of stock options classified as liability awards (173 ) Reclassification of stock options classified as liability awards to equity (288 ) Balance as of June 30 $ — In order to determine the fair value of the Lender Warrants and the stock options classified as liability awards, the Company used an option pricing model. These valuations require the input of subjective assumptions, including the estimated enterprise fair value, risk-free interest rate and expected stock price volatility. The risk-free interest rate assumption is based upon observed interest rates for constant maturity U.S. Treasury securities consistent with the term of the instruments. The expected stock price volatility assumption is based on historical volatilities for publicly traded stock of comparable companies over the term of the instruments. The following table summarizes the assumptions used for estimating the fair value of the Lender Warrants and the stock options classified as liability awards for the six months ended June 30, 2015 : Lender Warrants Stock Option Liability Awards Risk-free interest rate 1.97% 1.46% - 1.67% Expected term (years) 9.34 4.74 - 6.03 Expected volatility 58% 51% - 53% Dividend yield —% —% Foreign Currency Translation and Transactions The condensed consolidated financial statements of the Company’s foreign subsidiary are measured using the local currency as the functional currency. Assets and liabilities of foreign subsidiaries are translated at exchange rates in effect as of the balance sheet date. Revenues and expenses are translated at average exchange rates in effect during the period. Translation adjustments are recorded within accumulated other comprehensive loss, a separate component of stockholders’ (deficit) equity, on the condensed consolidated balance sheets. Foreign exchange transaction gains and losses have not been material to the Company’s condensed consolidated financial statements for all periods presented. Revenue Recognition The Company generates revenue by delivering targeted advertising campaigns for customers through various channels, including display, mobile and video. The Company recognizes revenue when there is persuasive evidence of an arrangement, delivery has occurred or services have been provided, fees are fixed or determinable, and collection of fees is reasonably assured. Revenue arrangements are evidenced by a fully executed insertion order (“IO”). The IOs specify the delivery terms including the advertising format, the contracted number of advertising impressions to be delivered, the agreed upon rate for each delivered impression, generally on a cost-per-thousand basis, and the fixed period of time for delivery. The IOs typically have a term of less than three months and are cancelable at any time. The Company recognizes revenue in the period in which the impressions are served, limited to the contracted number of impressions as specified in the IO. The Company determines collectability by performing a credit evaluation for new customers and by monitoring its existing customers’ accounts receivable balances. The Company does not typically receive upfront payments from its customers. In the normal course of business, the Company contracts either directly with advertisers or advertising agencies on behalf of their advertiser clients. The determination of whether revenue should be reported on a gross or net basis is based on an assessment of whether the Company is acting as the principal or an agent in the transaction. In determining whether the Company acts as the principal or an agent, the Company follows the accounting guidance for principal-agent considerations. While no one factor is determined to be individually conclusive, indicators that an entity is acting as a principal include if the Company (i) is the primary obligor in the arrangement; (ii) has certain inventory risk; (iii) has latitude in establishing pricing; (iv) adds meaningful value to the service; (v) has discretion in supplier selection; (vi) is involved in the determination of the service specifications; or (vii) has credit risk. The Company recognizes revenue on a gross basis primarily based on the Company’s determination that it is subject to the risk of fluctuating costs from its media vendors, has latitude in establishing prices with its customers, has discretion in selecting media vendors when fulfilling a customer’s advertising campaign, and has credit risk. The Company may enter into multiple element arrangements for the delivery of more than one advertising placement to be delivered at the same time, or within close proximity of one another. When entering into an arrangement that includes multiple elements, the Company determines whether the arrangement should be divided into separate units of accounting and how the arrangement consideration should be measured and allocated among the separate units of accounting. An element qualifies as a separate unit of accounting when the delivered element has standalone value to the customer. The Company sells advertising placements on a standalone basis and thus has determined that each advertising placement in multiple element arrangements represents a separate unit of accounting. The Company allocates arrangement consideration in multiple element arrangements at the inception of an arrangement to all deliverables based on the relative selling price method in accordance with the selling price hierarchy, which includes: (1) vendor-specific objective evidence (“VSOE”), if available; (2) third-party evidence (“TPE”), if VSOE is not available; and (3) best estimate of selling price (“BESP”), if neither VSOE nor TPE is available. The Company has been unable to establish VSOE or TPE, and therefore, uses BESP in its allocation of arrangement consideration. The Company determines BESP for its deliverables by considering a number of factors including, but not limited to, the price lists used by the Company’s sales team in pricing negotiations, historical average and median pricing achieved in prior contractual customer arrangements and input from the Company’s sales operation department regarding what it believes the deliverables could be sold for on a stand-alone basis. The Company allocates consideration based on the relative fair value of the advertising impressions and recognizes revenue as impressions are delivered, assuming all other revenue recognition criteria have been met. Cost of Revenue Traffic Acquisition Costs Traffic acquisition costs consist of media costs for advertising impressions purchased from real-time bidding exchanges, which are expensed as incurred. The Company is billed by the advertising exchanges on a monthly basis for actual advertising impressions acquired. Other Cost of Revenue Other cost of revenue includes third-party data center and other advertisement-serving costs, depreciation of data center equipment, amortization of capitalized internal-use software cost for revenue-producing technologies, purchases of third-party data for specific marketing campaigns and salaries and related costs for the Company’s personnel dedicated to executing the Company’s advertising campaigns. Research and Development Research and development expenses include costs associated with the maintenance and ongoing development of the Company’s technology, including compensation and employee benefits and allocated costs associated with the Company’s engineering and research and development departments, as well as costs for contracted services and supplies. Stock-Based Compensation The Company accounts for stock options granted to employees based on their estimated fair values on the date of grant. The fair value of each stock option granted is estimated using the Black-Scholes option pricing model. The stock-based compensation expense is recognized on a straight-line basis over the requisite service period, net of estimated forfeitures. The Company accounts for stock options issued to non-employees based on the fair value of the awards determined using the Black-Scholes option pricing model. The measurement of stock-based compensation is subject to periodic adjustment as the underlying equity instruments vest. The stock-based compensation expense is recognized on a straight-line basis over the vesting schedule. The Company accounts for shares to be issued under its employee stock purchase plan based on the fair value of the shares determined using the Black-Scholes option pricing model on the first day of the offering period. Stock-based compensation expense related to the employee stock purchase plan is recognized on a straight-line basis over the offering period, net of estimated forfeitures. Income Taxes Income taxes are accounted for under the asset and liability method of accounting. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the condensed consolidated financial statement carrying amounts of existing assets and liabilities and their respective tax basis, as well as for 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 rates is recognized in the results of operations in the period when enacted. The measurement of a deferred tax asset is reduced, if necessary, by a valuation allowance if it is more likely than not that some portion or all of the deferred tax asset will not be realized. The assessment of whether or not a valuation allowance is required often requires significant judgment, including the long-range forecast of future taxable income and the evaluation of tax planning initiatives. Adjustments to the deferred tax valuation allowances are made to earnings in the period when such assessments are made. Due to the historical losses from the Company’s operations, a full valuation allowance on deferred tax assets has been recorded. Basic and Diluted Loss per Common Share Historically, the Company used the two-class method to compute net loss per common share because the Company has issued securities, other than common stock, that contractually entitled the holders to participate in dividends and earnings of the Company. The two-class method requires earnings for the period to be allocated between common stock and participating securities based upon their respective rights to receive distributed and undistributed earnings. Each series of the Company’s convertible preferred stock were entitled to participate in distributions, when and if declared by the board of directors, that were made to common stockholders, and as a result were considered participating securities. Under the two-class method, for periods with net income, basic net income per common share is computed by dividing the net income attributable to common stockholders by the weighted-average number of shares of common stock outstanding during the period. Net income attributable to common stockholders is computed by subtracting from net income the portion of current period’s earnings that the participating securities would have been entitled to receive pursuant to their dividend rights had all of the period’s earnings been distributed. No such adjustment to earnings is made during periods with a net loss, as the holders of the participating securities have no obligation to fund losses. Diluted net loss per common share is computed under the two-class method by using the weighted-average number of shares of common stock outstanding, plus, for periods with net income attributable to common stockholders, the potential effect of dilutive securities. In addition, the Company analyzed the potential dilutive effect of the outstanding participating securities under the if-converted method when calculating diluted earnings per share in which it is assumed that the outstanding participating securities converted into common stock at the beginning of the period. The Company reported the more dilutive of the approaches (two-class or if-converted) as its diluted net income per share during each reporting period. Due to the net loss for the three and six months ended June 30, 2014 , basic and diluted loss per share were the same, as the effect of potentially dilutive securities would have been anti-dilutive. As of the Closing Date, the Company calculates net loss per basic share by dividing net loss by the weighted-average number of shares outstanding during the reporting period. The Company calculates net loss per diluted share by dividing net loss by the weighted-average number of shares outstanding during the reporting period plus the effects of any dilutive common stock-based instruments. Due to the net loss for the three and six months ended June 30, 2015 , basic and diluted loss per share were the same, as the effect of potentially dilutive securities would have been anti-dilutive. Recently Adopted Accounting Pronouncements In July 2013, the FASB issued ASU 2013-11, Presentation of an Unrecognized Tax Benefit When a Net Operating Loss Carryforward, a Similar Tax Loss, or a Tax Credit Carryforward Exists . This guidance provides financial statement presentation guidance on whether an unrecognized tax benefit must be presented as either a reduction to a deferred tax asset or separately as a liability. The Company adopted ASU 2013-11 effective January 1, 2014. The adoption of this pronouncement did not have a material impact on the Company’s consolidated results of operations, financial position or cash flows. Recent Accounting Pronouncements Not Yet Adopted In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers . This guidance states that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. ASU 2014-09 is effective for interim or annual periods beginning after December 15, 2017 . The Company plans to adopt ASU 2014-09 as of January 1, 2018 . Early adoption is permitted as of the original effective date in ASU 2014-09, which is interim or annual periods beginning after December 15, 2016. The Company is currently evaluating the impact of the adoption of this guidance on its consolidated results of operations, financial position and cash flows. In August 2014, the FASB issued ASU 2014-15, Disclosure of Uncertainties about an Entity's Ability to Continue as a Going Concern . This guidance addresses management’s responsibility to evaluate whether there is substantial doubt about an entity’s ability to continue as a going concern and to provide related footnote disclosures. Management’s evaluation should be based on relevant conditions and events that are known and reasonably knowable at the date that the financial statements are issued. ASU 2014-15 is effective for interim or annual periods beginning after December 15, 2016. Early adoption is permitted. The Company does not expect to early adopt this guidance and is currently evaluating the impact of the adoption of this guidance on its consolidated results of operations, financial position and cash flows. In February 2015, the FASB issued ASU 2015-02, Amendments to the Consolidation Analysis . This guidance applies to reporting entities that are required to evaluate whether they should consolidate certain legal entities. Specifically, the amendments (1) modify whether limited partnerships and similar legal entities are variable interest entities or voting interest entities, (2) eliminate the presumption that a general partner should consolidate a limited partnership and (3) affect the consolidation analysis of reporting entities that are involved with variable interest entities, particularly those that have fee arrangements and related party relationships. The accounting standards update becomes effective in the first interim period beginning on or after December 15, 2015, and entities have the option of using the full retrospective or modified retrospective application to adopt the standard. The Company is currently evaluating the impact of the adoption of this guidance on its consolidated results of operations, financial position and cash flows. In April 2015, the FASB issued ASU 2015-03, Simplifying the Presentation of Debt Issuance Costs . This accounting standards update is to simplify the presentation of debt issuance cost. The new guidance requires that debt issuance cost related to a recognized debt liability be presented in the balance sheet as a direct deduction from the carrying amount of that debt liability, consistent with the treatment of debt discounts. The accounting standards update does not affect the recognition and measurement guidance for debt issuance costs. The accounting standards update becomes effective in the first interim period beginning on or after December 15, 2015, and must be applied on a retrospective basis. The Company is currently evaluating the impact of the adoption of this guidance on its consolidated results of operations, financial position and cash flows. In April 2015, the FASB issued ASU 2015-05, Customer's Accounting for Fees Paid in a Cloud Computing Arrangement. This accounting standards update is to provide guidance about a customer’s accounting for fees paid in a cloud computing arrangement. The new guidance notes that if a cloud computing arrangement includes a software license, then the customer should account for the software license element of the arrangement consistent with the acquisition of other software licenses. If the cloud computing arrangement does not include a software license, the customer should account for the arrangement as a service contract. The accounting standards update becomes effective in the first interim period beginning on or after December 15, 2015, and can be applied retrospectively or prospectively. The Company is currently evaluating the impact of the adoption of this guidance on its consolidated results of operations, financial position and cash flows. In June 2015, the FASB issued ASU 2015-10, Technical Corrections and Improvements. This accounting standards update clarifies various topics in the FASB ASC and is effective for the interim and annual periods ending after December 15, 2015. Early adoption is permitted. The Company does not expect any material impact from adoption of this guidance on its consolidated results of operations, financial position and cash flows. |