Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Sep. 30, 2017 | Oct. 31, 2017 | |
Document And Entity Information [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Sep. 30, 2017 | |
Document Fiscal Year Focus | 2,017 | |
Document Fiscal Period Focus | Q3 | |
Trading Symbol | VERI | |
Entity Registrant Name | Veritone, Inc. | |
Entity Central Index Key | 1,615,165 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Smaller Reporting Company | |
Entity Common Stock, Shares Outstanding | 14,956,322 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Sep. 30, 2017 | Dec. 31, 2016 |
ASSETS | ||
Cash and cash equivalents | $ 20,762 | $ 12,078 |
Marketable securities | 39,670 | |
Accounts receivable, net of allowance for doubtful accounts of $69 and $0, respectively | 10,080 | 4,834 |
Expenditures billable to clients | 5,167 | 3,384 |
Prepaid expenses and other current assets | 2,830 | 1,071 |
Total current assets | 78,509 | 21,367 |
Property, equipment and improvements, net | 52 | 68 |
Capitalized software, net | 177 | 321 |
Other assets | 944 | 592 |
Total assets | 79,682 | 22,348 |
LIABILITIES, REDEEMABLE CONVERTIBLE PREFERRED STOCK AND STOCKHOLDERS' EQUITY (DEFICIT) | ||
Accounts payable | 15,840 | 12,321 |
Accrued media payments | 9,058 | 6,777 |
Other accrued liabilities | 3,088 | 3,060 |
Customer advances | 3,850 | 1,841 |
Convertible notes payable, net of discounts and issuance costs of $0 and $6,898, respectively | 13,388 | |
Warrant liability | 7,114 | |
Total current liabilities | 31,836 | 44,501 |
Other liabilities | 14 | 22 |
Total liabilities | 31,850 | 44,523 |
Commitments and contingencies (Note 7) | ||
Redeemable convertible preferred stock: | ||
Total redeemable convertible preferred stock | 23,350 | |
Stockholders' equity (deficit): | ||
Preferred stock, par value $0.001 per share; 1,000,000 shares authorized at September 30, 2017; no shares issued and outstanding at September 30, 2017 | ||
Common stock, par value $0.001 per share; 75,000,000 and 38,500,000 shares authorized at September 30, 2017 and December 31, 2016, respectively; 14,956,322 and 2,620,803 shares issued and outstanding at September 30, 2017 and December 31, 2016, respectively | 15 | 4 |
Additional paid-in capital | 144,396 | (293) |
Accumulated other comprehensive loss | (62) | |
Accumulated deficit | (96,517) | (45,236) |
Total stockholders' equity (deficit) | 47,832 | (45,525) |
Total liabilities, redeemable convertible preferred stock and stockholders' equity (deficit) | $ 79,682 | 22,348 |
Series B Redeemable Convertible Preferred Stock [Member] | ||
Redeemable convertible preferred stock: | ||
Total redeemable convertible preferred stock | 17,897 | |
Series A Redeemable Convertible Preferred Stock [Member] | ||
Redeemable convertible preferred stock: | ||
Total redeemable convertible preferred stock | $ 5,453 |
Condensed Consolidated Balance3
Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Sep. 30, 2017 | Dec. 31, 2016 |
Allowance for doubtful accounts | $ 69 | $ 0 |
Convertible notes payable, discounts | $ 0 | $ 6,898 |
Preferred stock, par value | $ 0.001 | |
Preferred stock, shares authorized | 1,000,000 | |
Preferred stock, shares issued | 0 | |
Preferred stock, shares outstanding | 0 | |
Common stock, par value | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 75,000,000 | 38,500,000 |
Common stock, shares issued | 14,956,322 | 2,620,803 |
Common stock, shares outstanding | 14,956,322 | 2,620,803 |
Series B Redeemable Convertible Preferred Stock [Member] | ||
Preferred Stock, par value | $ 0.001 | $ 0.001 |
Preferred Stock, authorized | 0 | 3,092,781 |
Preferred Stock, issued | 0 | 3,092,781 |
Preferred Stock, outstanding | 0 | 3,092,781 |
Preferred Stock, liquidation preference | $ 18,138 | |
Series A Redeemable Convertible Preferred Stock [Member] | ||
Preferred Stock, par value | $ 0.001 | $ 0.001 |
Preferred Stock, authorized | 0 | 5,666,667 |
Preferred Stock, issued | 0 | 3,914,697 |
Preferred Stock, outstanding | 0 | 3,914,697 |
Preferred Stock, liquidation preference | $ 8,353 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations and Comprehensive Loss - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Income Statement [Abstract] | ||||
Net revenues | $ 3,719 | $ 2,321 | $ 10,914 | $ 6,408 |
Cost of revenues | 292 | 448 | 824 | 1,067 |
Gross profit | 3,427 | 1,873 | 10,090 | 5,341 |
Operating expenses: | ||||
Selling and marketing | 3,676 | 2,202 | 9,689 | 5,688 |
Research and development | 3,466 | 2,181 | 9,613 | 5,357 |
General and administrative | 15,740 | 3,459 | 24,722 | 10,723 |
Total operating expenses | 22,882 | 7,842 | 44,024 | 21,768 |
Loss from operations | (19,455) | (5,969) | (33,934) | (16,427) |
Other income (expense), net | 88 | (1,456) | (12,872) | (1,483) |
Loss before provision for income taxes | (19,367) | (7,425) | (46,806) | (17,910) |
Provision for income taxes | 2 | 2 | 5 | 5 |
Net loss | (19,369) | (7,427) | (46,811) | (17,915) |
Accretion of redeemable convertible preferred stock | (795) | (4,470) | (2,383) | |
Net loss attributable to common stockholders | $ (19,369) | $ (8,222) | $ (51,281) | $ (20,298) |
Net loss per share attributable to common stockholders: | ||||
Basic and diluted | $ (1.31) | $ (3.49) | $ (5.94) | $ (10.37) |
Comprehensive loss: | ||||
Net loss | $ (19,369) | $ (7,427) | $ (46,811) | $ (17,915) |
Net change in unrealized loss on marketable securities, net of income taxes | (62) | (62) | ||
Total comprehensive loss | $ (19,431) | $ (7,427) | $ (46,873) | $ (17,915) |
Condensed Consolidated Stateme5
Condensed Consolidated Statement of Stockholders' Equity (Deficit) - 9 months ended Sep. 30, 2017 - USD ($) $ in Thousands | Total | Initial Public Offering [Member] | Bridge Loan [Member] | Bridge Loan [Member]Initial Public Offering [Member] | Series B Redeemable Convertible Preferred Stock [Member] | Series B Redeemable Convertible Preferred Stock [Member]Initial Public Offering [Member] | Series A Redeemable Convertible Preferred Stock [Member] | Series A Redeemable Convertible Preferred Stock [Member]Initial Public Offering [Member] | Conversion of Convertible Note Payable [Member]Initial Public Offering [Member] | Common Stock [Member] | Common Stock [Member]Initial Public Offering [Member] | Common Stock [Member]Bridge Loan [Member] | Common Stock [Member]Bridge Loan [Member]Initial Public Offering [Member] | Common Stock [Member]Series B Redeemable Convertible Preferred Stock [Member]Initial Public Offering [Member] | Common Stock [Member]Series A Redeemable Convertible Preferred Stock [Member]Initial Public Offering [Member] | Common Stock [Member]Conversion of Convertible Note Payable [Member]Initial Public Offering [Member] | Additional Paid-in Capital [Member] | Additional Paid-in Capital [Member]Initial Public Offering [Member] | Additional Paid-in Capital [Member]Bridge Loan [Member] | Additional Paid-in Capital [Member]Bridge Loan [Member]Initial Public Offering [Member] | Additional Paid-in Capital [Member]Series B Redeemable Convertible Preferred Stock [Member]Initial Public Offering [Member] | Additional Paid-in Capital [Member]Series A Redeemable Convertible Preferred Stock [Member]Initial Public Offering [Member] | Additional Paid-in Capital [Member]Conversion of Convertible Note Payable [Member]Initial Public Offering [Member] | Accumulated Other Comprehensive Loss [Member] | Accumulated Deficit [Member] |
Beginning balance at Dec. 31, 2016 | $ (45,525) | $ 4 | $ (293) | $ (45,236) | |||||||||||||||||||||
Beginning balance, shares at Dec. 31, 2016 | 2,620,803 | ||||||||||||||||||||||||
Issuance of common stock | $ 32,580 | $ 3,666 | $ 3 | $ 0 | $ 32,577 | $ 3,666 | |||||||||||||||||||
Issuance of common stock, shares | 12,335,519 | 2,500,000 | 2,500,000 | 300,000 | |||||||||||||||||||||
Conversion of preferred stock upon public offering | $ 18,668 | $ 8,598 | $ 2 | $ 3 | $ 18,666 | $ 8,595 | |||||||||||||||||||
Conversion of preferred stock upon public offering, shares | 2,309,135 | 2,922,798 | 2,309,135 | 2,922,798 | |||||||||||||||||||||
Exercise of Primary Warrant upon public offering | $ 29,263 | $ 2 | $ 29,261 | ||||||||||||||||||||||
Exercise of Primary Warrant upon public offering, shares | 2,150,335 | ||||||||||||||||||||||||
Conversion of debt and accrued interest upon public offering | $ 8,045 | $ 20,737 | $ 1 | $ 2 | $ 8,044 | $ 20,735 | |||||||||||||||||||
Conversion of debt and accrued interest upon public offering, shares | 590,717 | 590,717 | 1,523,746 | ||||||||||||||||||||||
Issuance of restricted stock, net of forfeitures | $ 0 | $ 0 | 0 | $ 0 | 0 | ||||||||||||||||||||
Issuance of restricted stock, net of forfeitures, shares | 30,415 | ||||||||||||||||||||||||
Repurchase of common stock | $ (56) | $ 0 | (56) | ||||||||||||||||||||||
Repurchase of common stock, shares | (7,500) | (7,500) | |||||||||||||||||||||||
Exercise of options | $ 5 | $ (2) | 7 | ||||||||||||||||||||||
Exercise of options, shares | 3,281 | 3,281 | |||||||||||||||||||||||
Issuance of warrants | $ 8,658 | 8,658 | |||||||||||||||||||||||
Beneficial conversion feature | 554 | 554 | |||||||||||||||||||||||
Modification of warrants | 371 | 371 | |||||||||||||||||||||||
Stock-based compensation expense | 13,611 | $ 0 | 13,611 | ||||||||||||||||||||||
Stock-based compensation expense, shares | 12,592 | ||||||||||||||||||||||||
Accretion of redeemable convertible preferred stock | (4,470) | (4,470) | |||||||||||||||||||||||
Net loss | (46,811) | (46,811) | |||||||||||||||||||||||
Other comprehensive loss | (62) | (62) | |||||||||||||||||||||||
Ending balance at Sep. 30, 2017 | $ 47,832 | $ 15 | $ 144,396 | $ (62) | $ (96,517) | ||||||||||||||||||||
Ending balance, shares at Sep. 30, 2017 | 14,956,322 |
Condensed Consolidated Stateme6
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2017 | Sep. 30, 2016 | |
Cash flows from operating activities: | ||
Net loss | $ (46,811) | $ (17,915) |
Adjustments to reconcile net loss to net cash provided by (used in) operating activities: | ||
Depreciation and amortization | 176 | 93 |
Intangible asset impairment charges | 500 | |
Amortization of debt discounts and issuance costs | 3,740 | 1,271 |
Costs of warrants issued at IPO | 5,790 | |
Write-off of debt discounts and issuance costs at IPO | 10,132 | |
Change in fair value of warrant liability | (7,114) | (117) |
Provision for doubtful accounts | 69 | |
Stock issued to dissenting shareholder | 159 | |
Stock-based compensation expense | 13,611 | 1,588 |
Changes in assets and liabilities: | ||
Accounts receivable | (5,315) | (5,523) |
Expenditures billable to clients | (1,783) | (733) |
Prepaid expenses and other current assets | (1,641) | (174) |
Accounts payable | 3,519 | (10,208) |
Accrued media payments | 2,597 | 4,522 |
Other accrued liabilities | 651 | 523 |
Customer advances | 2,009 | 4,559 |
Net cash used in operating activities | (20,370) | (21,455) |
Cash flows from investing activities: | ||
Purchases of marketable securities | (39,850) | |
Capital expenditures | (16) | (20) |
Addition to intangible assets | (30) | |
Deposits for operating leases | (774) | |
Net cash used in investing activities | (40,670) | (20) |
Cash flows from financing activities: | ||
Net proceeds from public offering | 32,580 | |
Proceeds from exercise of Primary Warrant | 29,263 | |
Proceeds from exercise of stock options | 5 | 72 |
Debt issuance costs | (68) | (168) |
Repurchase of common stock | (56) | |
Net cash provided by financing activities | 69,724 | 9,904 |
Net increase (decrease) in cash and cash equivalents | 8,684 | (11,571) |
Cash and cash equivalents, beginning of period | 12,078 | 19,197 |
Cash and cash equivalents, end of period | 20,762 | 7,626 |
Non-cash investing and financing activities: | ||
Conversion of convertible notes payable, including accrued interest, to common stock | 28,782 | |
Conversion of redeemable convertible preferred stock to common stock | 27,266 | |
Bridge Loan [Member] | ||
Cash flows from financing activities: | ||
Proceeds from debt | 8,000 | |
Convertible Notes Payable [Member] | ||
Adjustments to reconcile net loss to net cash provided by (used in) operating activities: | ||
Amortization of debt discounts and issuance costs | $ 1,271 | 1,271 |
Cash flows from financing activities: | ||
Proceeds from debt | $ 10,000 |
Description of Business and Bas
Description of Business and Basis of Presentation | 9 Months Ended |
Sep. 30, 2017 | |
Accounting Policies [Abstract] | |
Description of Business and Basis of Presentation | Note 1. Description of Business and Basis of Presentation Description of Business Veritone, Inc., a Delaware corporation (“Veritone”) (together with its wholly-owned subsidiaries, collectively, the Company), is a cloud-based cognitive software company that extracts understanding from unstructured audio and video data. The Company’s artificial intelligence (“AI”) platform incorporates patented technology to manage and integrate a wide variety of artificial intelligence processes, through the orchestration of machine learning algorithms known as cognitive engines to mimic human cognitive functions such as perception, reasoning, prediction and problem solving to transform unstructured data. The Company’s AI platform stores the cognitive engine results in a searchable, time-correlated index, creating an online, searchable library of audio and video data that enables analysis and automated business solutions. Because of its open architecture, additional cognitive engines can be readily added to the platform, and new applications can be added by the Company or third parties to leverage the platform for a broad range of industries that capture or use audio and video data, including, without limitation, media, politics, legal and other commercial and government vertical markets. In addition, the Company operates a full service advertising agency. The Company’s expertise in media buying, planning and creative development, coupled with its proprietary technology platform, enables the Company to deliver and analyze the effectiveness of advertising in a way that is simple, scalable and trackable. Initial Public Offering In May 2017, the Company completed an initial public offering (“IPO’) of its common stock. In connection with the IPO, the Company sold 2,500,000 shares of common stock at $15.00 per share for an aggregate net proceeds of $32,580 after underwriting discounts, commissions and offering costs of $4,920. Concurrent with the closing of the IPO on May 17, 2017, the following transactions were completed in accordance with the related agreements (see Notes 3 and 4): (a) The Series B Preferred Stock, which had a liquidation preference of $18,668 and a net book value of $18,463, was automatically converted into 2,309,135 shares of the Company’s common stock; (b) The Series A Preferred Stock, which had a liquidation preference of $8,598 and a net book value of $6,272, was automatically converted into 2,922,798 shares of the Company’s common stock; (c) The Convertible Note Payable to Acacia, which had a principal balance of $20,000 and accrued interest of $737, was automatically converted into 1,523,746 shares of the Company’s common stock; (d) The Primary Warrant was automatically exercised by Acacia, which resulted in the issuance of 2,150,335 shares of the Company’s common stock to Acacia in exchange for cash proceeds of $29,263; (e) The Bridge Loan Lenders funded the remaining undrawn amounts under the Bridge Loan, which provided cash proceeds of $4,000 to the Company and increased the outstanding principal balance of the Bridge Loan to $8,000. In connection with this funding, the Company issued to the Bridge Loan Lenders (a) an aggregate of 90,000 shares of its common stock, and (b) fully vested warrants to purchase a number of shares of the Company’s common stock equal to the greater of (i) 120,000 shares of common stock, and (ii) 0.75% of the Company’s fully diluted shares outstanding following completion of the IPO. Such warrants have a term of ten years following the date of issuance and have an exercise price per share equal to the lower of $13.6088 or the IPO price per share to the public; (f) The Bridge Loan, which had a principal balance of $8,000 and accrued interest of $45, was automatically converted into an aggregate of 590,717 shares of the Company’s common stock; and (g) The warrants to purchase an aggregate of 240,000 shares of the Company’s common stock that were issued in connection with the Bridge Loan were automatically adjusted upon completion of the IPO to be exercisable to purchase an aggregate of 313,440 shares of the Company’s common stock (which was equal to 1.5% of the fully diluted shares of common stock outstanding immediately following the closing of the IPO). Basis of Presentation The accompanying condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial statements and the rules and regulations of the Securities and Exchange Commission (the “SEC”). Accordingly, they do not contain all information and footnotes required by GAAP for annual financial statements. Such unaudited condensed consolidated financial statements and accompanying notes are the representations of the Company’s management, who is responsible for their integrity and objectivity. These unaudited condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements presented in the Company’s final prospectus dated May 11, 2017 (the “Prospectus”) contained in the Company’s Registration Statement on Form S-1 No. 333-216726). The accompanying condensed consolidated financial statements have been prepared on the same basis as the annual financial statements and, in the opinion of management, reflect all adjustments, which are normal and recurring, necessary to fairly state its financial position, results of operations and cash flows. All significant intercompany transactions have been eliminated in consolidation. The financial data and the other information disclosed in these notes to the condensed consolidated financial statements reflected in the three- and nine-month periods presented herein are unaudited. The December 31, 2016 balance sheet included herein was derived from the audited financial statements, but does not include all disclosures or notes required by GAAP for complete financial statements. Use of Accounting Estimates The preparation of the accompanying 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 disclosure of contingent assets and liabilities as of the date of the accompanying condensed consolidated financial statements and the reported amounts of revenue and expenses during the reporting period. The principal estimates relate to the valuation of common stock, stock awards, and stock warrants. Actual results could differ from those estimates. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 9 Months Ended |
Sep. 30, 2017 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | NOTE 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES There have been no material changes in the Company’s significant accounting policies from those that were disclosed in the Prospectus. Revenue Recognition Net revenues for the three- and nine-month periods presented were comprised of the following: Three Months Ended Nine Months Ended 2017 2016 2017 2016 Media agency revenues $ 3,288 $ 2,223 $ 9,926 $ 6,197 AI platform revenues 431 98 988 211 Total net revenues $ 3,719 $ 2,321 $ 10,914 $ 6,408 During the three months ended September 30, 2017 and 2016, the Company made $30,270 and $18,872 in gross media placements, of which $26,510 and $16,888, respectively, were billed directly to customers. Of the amounts billed directly to customers, $23,222 and $14,665 represented media-related costs netted against billings during the three months ended September 30, 2017 and 2016, respectively. For the nine months ended September 30, 2017 and 2016, the Company made $87,756 and $53,910 in gross media placements, of which $74,717 and $46,496 respectively, were billed directly to customers. Of the amounts billed directly to customers, $64,791 and $40,299 represented media-related costs netted against billings for the nine months ended September 30, 2017 and 2016, respectively. Other Income (Expense), Net Other income (expense), net for the three- and nine-month periods presented were comprised of the following: Three Months Ended Nine Months Ended 2017 2016 2017 2016 Interest income (expense), net $ 36 $ (1,346 ) $ (4,198 ) $ (1,341 ) Stock warrants issued — — (5,790 ) — Write-off — — (10,132 ) — Write-off — (253 ) — (253 ) Gain on fair value change of warrant liability — 117 7,114 117 Other 52 26 134 (6 ) Other income (expense), net $ 88 $ (1,456 ) $ (12,872 ) $ (1,483 ) Interest income (expense), net for the three- and nine-month periods ended September 30, 2017 and 2016 included amortization of deferred debt discounts and issuance costs of $0 and $1,271, respectively, and $3,740 and $1,271, respectively, related to the Company’s convertible notes payable. Earnings Per Share The following table presents the computation of basic and diluted net loss per common share for the periods presented: Three Months Ended Nine Months Ended 2017 2016 2017 2016 Net loss per share: Numerator Net loss $ (19,369 ) $ (7,427 ) $ (46,811 ) $ (17,915 ) Accretion of redeemable convertible preferred stock — (795 ) (4,470 ) (2,383 ) Net loss attributable to common stockholders $ (19,369 ) $ (8,222 ) $ (51,281 ) $ (20,298 ) Denominator Weighted-average common shares outstanding 14,936,809 2,480,524 8,820,609 2,068,164 Less: Weighted-average shares subject to repurchase (153,443 ) (125,412 ) (180,431 ) (110,568 ) Denominator for basic and diluted net loss per share attributable to common stockholders 14,783,366 2,355,112 8,640,178 1,957,596 Basic and diluted net loss per share attributable to common stockholders $ (1.31 ) $ (3.49 ) $ (5.94 ) $ (10.37 ) Other potentially dilutive securities that were not included in the calculation of diluted net loss per share attributable to common stockholders because their effect would be anti-dilutive are as follows (in weighted-average common equivalent shares): Three Months Ended Nine Months Ended 2017 2016 2017 2016 Common stock options 4,432,611 687,258 2,636,548 660,762 Warrants to purchase common stock 1,524,579 1,348,308 987,200 1,185,214 Shares issuable upon conversion of convertible to note payable — 736,076 — 736,076 Shares issuable upon conversion of redeemable convertible preferred stock — 4,921,382 — 4,830,323 Total 5,957,190 7,693,024 3,623,748 7,412,375 Cash Equivalents and Marketable Securities All highly liquid investments with maturities of three months or less at the date of purchase are classified as cash equivalents. The Company’s marketable securities have been classified and accounted for as available-for-sale. Fair Value of Financial Instruments Fair value is defined as 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, which is based on three levels of inputs, the first two of which are considered observable and the last unobservable, that may be used to measure fair value, is as follows: • Level 1—Quoted prices in active markets for identical assets or liabilities. • Level 2—Inputs other than Level 1 that are observable, either directly or indirectly, such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. • Level 3—Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. The Company’s financial instruments, other than its money market funds, marketable securities and stock warrants, consist primarily of cash and cash equivalents, accounts receivable, accounts payable and convertible notes payable. The Company has determined that the carrying values of these instruments for the periods presented approximate fair value due to their short-term nature and the relatively stable current interest rate environment. The Company’s money market funds and marketable securities are categorized as Level 1 and 2, respectively, within the fair value hierarchy. The following table shows the Company’s cash and available-for-sale Cost Gross Unrealized Losses Fair Value Cash and Cash Equivalents Marketable Securities Cash $ 13,711 $ — $ 13,711 $ 13,711 $ — Level 1: Money market funds 3,057 — 3,057 3,057 — Level 2: Corporate securities 43,726 (62 ) 43,664 3,994 39,670 Total $ 60,494 $ (62 ) $ 60,432 $ 20,762 $ 39,670 The Company’s stock warrants are categorized as Level 3 within the fair value hierarchy. Stock warrants have been recorded at their fair value using a probability-weighted expected return model. This model incorporates contractual terms, maturity, risk free rates and volatility. The value of the Company’s stock warrants would increase if a higher risk free interest rate were used, and the value of the Company’s stock warrants would decrease if a lower risk free interest rate were used. Similarly, a higher volatility assumption would increase the value of the stock warrants, and a lower volatility assumption would decrease the value of the stock warrants. The unobservable inputs for Level 3 fair value measurements and fair value calculations are developed and determined by the Company’s management with the assistance of a third party valuation specialist. The following table summarizes quantitative information with respect to the significant unobservable inputs used for the Company’s stock warrants that are categorized as Level 3 within the fair value hierarchy: December 31, 2016 Volatility 80.0 % Risk free rate 1.84 % Discount for lack of marketability 20.0 % The following table represents a reconciliation of the Level 3 measurement of the Company’s Primary Warrant (see related discussion in Note 3): Balance, December 31, 2016 $ 7,114 Less: Change in fair value of warrant liability (7,114 ) Balance, September 30, 2017 $ — In addition, in May 2017, upon exercise of the Primary Warrant, the Company issued to Acacia a five-year warrant to purchase 809,400 shares of the Company’s common stock (the “10% Warrant”). The fair value of the 10% Warrant under Level 3 measurement is $5,790 (see related discussion in Note 3). The following table summarizes quantitative information with respect to the significant unobservable inputs used to value the Company’s 10% Warrant that are categorized as Level 3 within the fair value hierarchy: May 17, 2017 Volatility 70.0 % Risk free rate 1.44 % Discount for lack of marketability 0 % Recent Accounting Pronouncements In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2014-09, 2014-09 2014-09 2014-09: No. 2016-08, No. 2016-10, No. 2016-12, 2016-20, 2016-08, 2016-10, 2016-12 2016-20 2014-09 In February 2016, the FASB issued ASU No. 2016-02, right-of-use right-of-use In March 2016, the FASB issued ASU No. 2016-09, 2016-09 In August 2016, the FASB issued ASU 2016-15, In May 2017, the FASB issued ASU No. 2017-09, 2017-09 |
Convertible Notes Payable and R
Convertible Notes Payable and Related Transactions | 9 Months Ended |
Sep. 30, 2017 | |
Debt Disclosure [Abstract] | |
Convertible Notes Payable and Related Transactions | NOTE 3. CONVERTIBLE NOTES PAYABLE AND RELATED TRANSACTIONS Acacia Note In March 2017, the Company and Acacia Research Corporation (“Acacia”) amended certain terms of the warrants that were included in the Investment Agreement that was entered into by the two companies on August 15, 2016 (refer to the Company’s Prospectus for the full discussion of the Investment Agreement). Under the terms of the amendments, if the Company completed an IPO of its common stock with gross proceeds of at least $15,000 (a “Qualifying IPO”), the exercise price for all warrants issued to Acacia would be the lower of $13.6088 or the price of common stock issued in the IPO (see discussion of the IPO in Note 1). Also, the primary common stock purchase warrant issued to Acacia on August 15, 2016, as amended (the “Primary Warrant”) would automatically be exercised upon the completion of a Qualifying IPO. As a result of these amendments, the fair value of the Primary Warrant decreased by $3,118 and the credit associated with the reduction in fair value was recorded as a gain in Other Income (Expense) in the Company’s condensed consolidated statement of operations for the first quarter of 2017. Concurrent with the closing of the IPO on May 17, 2017, the convertible note payable to Acacia (the “Acacia Note”), which had a principal balance of $20,000 and accumulated accrued interest of $737, was automatically converted into 1,523,746 shares of the Company’s common stock at a conversion price per share of $13.6088. As a result of the conversion of the Acacia Note, the Company recorded a charge to earnings of $4,347 representing the write-off Also, concurrent with the closing of the IPO, the Primary Warrant was automatically exercised by Acacia at an exercise price of $13.6088 per share, which resulted in the issuance of 2,150,335 shares of the Company’s common stock in exchange for a cash proceeds of $29,263. Upon such exercise of the Primary Warrant, the Company issued to Acacia a five-year warrant to purchase 809,400 shares of the Company’s common stock at an exercise price of $13.6088 per share (the “10% Warrant”). Fifty percent of the shares under the 10% Warrant vested upon its issuance and the remaining half will vest in May 2018. The fair market value of the 10% Warrant was $5,790, which was recorded as an expense in Other Income (Expense) in the Company’s condensed consolidated statement of operations for the second quarter of 2017. Also, as a result of the exercise of the Primary Warrant, the balance of the Warrant Liability of $3,996 was written-off, Bridge Loan In March 2017, the Company entered into a Note Purchase Agreement with Acacia and Veritone LOC I, LLC (“VLOC”) (collectively, the “Bridge Loan Lenders”), which provided for a line of credit of up to $8,000 (the “Bridge Loan”). The convertible promissory notes issued to the Bridge Loan Lenders pursuant to the Bridge Loan accrued interest at the rate of eight percent (8%) per annum, compounded quarterly. The borrowings were due and payable on November 25, 2017, and the Company’s obligations under this facility were secured by a security interest in substantially all of the assets of the Company, which was of equal priority to the security interests of Acacia under the Acacia Note. The Company drew down the initial $2,000 installment under the Bridge Loan upon the execution of the Note Purchase Agreement. In April 2017, the Company borrowed an additional $2,000 under the Bridge Loan. In May 2017, the Bridge Loan Lenders funded the remaining undrawn amounts of $4,000 under the Bridge Loan, which increased the outstanding principal balance of the Bridge Loan to $8,000. Upon the execution of the Note Purchase Agreement, the Company issued an aggregate of 120,000 shares of the Company’s common stock to the Bridge Loan Lenders in accordance with the agreement. In addition, in connection with the funding of the $8,000 principal amount of the Bridge Loan, the Company issued to the Bridge Loan Lenders an aggregate of 180,000 shares of the Company’s common stock and warrants to purchase an aggregate of 240,000 shares of common stock. Such warrants were automatically adjusted upon completion of the IPO to be exercisable to purchase an aggregate of 313,440 shares of the Company’s common stock (which was equal to 1.5% of the fully diluted shares of common stock outstanding immediately following the closing of the IPO). The warrants have a term of ten years following the date of issuance and have an exercise price of $13.6088 per share. The members of VLOC include entities controlled by Chad Steelberg and Ryan Steelberg, the Company’s Chief Executive Officer and President, respectively, who own 50% of the VLOC’s membership interests, and certain holders of the Company’s redeemable convertible preferred stock. As of September 30, 2017, no warrants issued in connection with the Bridge Loan had been exercised. Concurrent with the closing of the IPO on May 17, 2017, the $8,000 principal balance of the Bridge Loan and accumulated accrued interest of $45 were automatically converted into an aggregate of 590,717 shares of the Company’s common stock at a conversion price per share of $13.6088. As a result of the conversion of the Bridge Loan, the Company recorded a charge to earnings of $2,915, representing the unamortized balance of the debt discounts. The Company presented the write-off Paid-in The following table represents a reconciliation of the principal amounts of the Acacia Note and the Bridge Loan (as described above) to the convertible notes payable included in the Company’s condensed consolidated balance sheets as of: September 30, December 31, First Loan principal, August 15, 2016 $ — $ 10,000 Second Loan principal, November 25, 2016 — 10,000 Debt discounts associated with stock warrants, net — (6,793 ) Debt issuance costs, net — (105 ) Accrued interest — 286 Convertible note payable $ — $ 13,388 |
Redeemable Convertible Preferre
Redeemable Convertible Preferred Stock | 9 Months Ended |
Sep. 30, 2017 | |
Accounting Changes and Error Corrections [Abstract] | |
Redeemable Convertible Preferred Stock | NOTE 4. REDEEMABLE CONVERTIBLE PREFERRED STOCK Concurrent with the closing of the IPO on May 17, 2017, the Series B Preferred Stock, which had a liquidation preference of $18,668 and a net book value of $18,463, was automatically converted into 2,309,135 shares of the Company’s common stock, and the Series A Preferred Stock, which had a liquidation preference of $8,598 and a net book value of $6,272, was automatically converted into 2,922,798 shares of the Company’s common stock. The differences between the liquidation preference and book value of the Series B and Series A Preferred Stock of $205 and $2,326, respectively, were recorded as accretion of redeemable convertible preferred stock in the Company’s condensed statement of operations for the second quarter of 2017 and an increase to Additional Paid-in In the first quarter of 2017, the Company had recorded the amount of the beneficial conversion feature of the Series B and Series A Preferred Stock amounting to $226 and $328, respectively, as the respective conversion prices for such shares were less than the fair market value of the underlying preferred stock. The beneficial conversion feature resulted in the recording of a discount against the preferred stock and a corresponding credit to the Company’s additional paid-in write-off In May 2017, the Board of Directors and the stockholders of the Company approved the decrease in the Company’s authorized preferred stock from 11,500,000 shares to 1,000,000 shares (par value $0.001 per share), effective following the closing of the IPO and the filing of the Company’s amended and restated certificate of incorporation. |
Stockholders' Equity (Deficit)
Stockholders' Equity (Deficit) | 9 Months Ended |
Sep. 30, 2017 | |
Equity [Abstract] | |
Stockholders' Equity (Deficit) | NOTE 5. STOCKHOLDERS’ EQUITY (DEFICIT) Reverse Split In April 2017, the Company’s Board of Directors and stockholders approved a 0.6-for-1.0 Common Stock In May 2017, the Board of Directors and the Company’s stockholders approved the increase in the Company’s authorized common stock to 75,000,000 shares from 38,500,000 shares (par value $0.001 per share), effective following the closing of the IPO and the filing of the Company’s amended and restated certificate of incorporation. During the nine months ended September 30, 2017, the Company issued 12,335,519 shares of common stock, net of 22,018 shares of restricted common stock forfeited by employees and 7,500 shares of common stock it repurchased, as follows: (a) 120,000 shares to the Bridge Loan Lenders upon execution of the Note Purchase Agreement in March 2017, (b) 90,000 shares in connection with the $2,000 Bridge Loan borrowings in March and April 2017, (c) 2,500,000 shares for the IPO, (d) 2,309,135 shares for the conversion of the Series B preferred stock upon public offering, (e) 2,922,798 shares for the conversion of the Series A preferred stock upon public offering, (f) 2,150,335 shares for the exercise of the Primary Warrant upon public offering, (g) 1,523,746 shares for the conversion of the Acacia Note and accrued interest upon the IPO, (h) 590,717 shares for the conversion of the Bridge Loan and accrued interest upon the IPO, and (i) 90,000 shares in connection with the $4,000 Bridge Loan borrowing in May 2017. Also, the Company issued under its 2014 Plan Stock Options/Stock Issuance Plan (the “2014 Plan”) and 2017 Stock Incentive Plan (the “2017 Plan”) 9,600 shares of restricted common stock to employees, 42,833 shares of restricted common stock to consultants for payment of services rendered, 12,592 shares of common stock to the Company’s CEO as compensation for the second and third quarters of 2017 (see Note 7) and 3,281 shares upon the exercise of stock options. Common Stock Warrants Upon signing of the Investment Agreement and in conjunction with the Company’s First Loan with Acacia, the Company issued to Acacia a four-year warrant to purchase a number of shares of its common stock determined by dividing $700 by an exercise price per share ranging from $8.0833 to $13.7323, with the actual exercise price to be determined by the type and/or valuation of its future equity financings. In conjunction with the Second Loan in November 2016, the Company issued to Acacia two additional four-year warrants, each to purchase a number of shares of the Company’s common stock determined by dividing $700 by an exercise price per share ranging from $8.0833 to $13.7323, with the actual exercise price to be determined by the type and/or valuation of its future equity financings). In March 2017, in connection with the amendment of the Primary Warrant, each of these warrants was amended to provide that the exercise prices thereof shall be equal to the lower of $13.6088 or the initial public offering price per share. As a result, upon completion of the IPO on May 17, 2017, each of these three warrants became exercisable to purchase up to 51,437 shares of common stock, or an aggregate of 154,311 shares of common stock, at an exercise price per share of $13.6088. In addition, upon the automatic exercise in full of the Primary Warrant, the Company issued to Acacia the 10% Warrant, which is a five-year warrant, to purchase 809,400 shares of the Company’s common stock at an exercise price of $13.6088 per share. Fifty percent of the shares under the 10% Warrant vested upon its issuance and the remaining fifty percent will vest in May 2018. The Company had also issued to the Bridge Loan Lenders in connection with the Bridge Loan warrants to purchase an aggregate of 313,440 shares of the Company’s common stock. Such warrants have a term of ten years following the individual issuance dates and have an exercise price per share equal to $13.6088. In June 2016, the Company issued to Westwood One, Inc. a ten-year Dispute Settlement On December 23, 2016, the Company entered into a settlement agreement and release relating to certain claims by a former employee, pursuant to which the Company paid to the former employee a lump sum cash payment of $350 on January 4, 2017, which included a payment to the former employee to repurchase 7,500 shares of the Company’s common stock in the amount of $56, representing the fair value of such stock at that time. In addition, pursuant to the settlement agreement, Chad Steelberg, the Company’s Chairman of the Board and Chief Executive Officer, purchased all of the former employee’s membership interests in VIF I, LLC, a minority stockholder in the Company. Stock-Based Compensation In 2014, the Company’s Board of Directors and its stockholders adopted the 2014 Plan, which was amended in March 2015, October 2016 and April 2017. The 2014 Plan is administered by the compensation committee of the Board of Directors, which determines the recipients and the terms of the awards granted. The Plan provides that awards granted may be options, restricted stock or restricted stock units. Stock option awards may be either incentive stock options or non-qualified During the second quarter of 2017, the Company granted the following equity awards to employees, directors and consultants under the 2014 Plan: • A total of 2,089,638 time-vested stock options were granted pursuant to the Employment Agreements with Chad Steelberg and Ryan Steelberg, which have an exercise price of $15.00 per share and a three-year vesting period; • A total of 1,044,818 performance-based stock options were granted pursuant to the Employment Agreements with Chad Steelberg and Ryan Steelberg, which have an exercise price of $15.00 per share. The performance-based stock option would vest upon the earlier of (a) the first date on which the market capitalization of the Company’s common stock equals or exceeds $400,000 over five consecutive business days, or (b) five years after the IPO; and • A total of 666,702 stock options were granted to other employees and directors under the 2014 Plan, which have an exercise price of $15.00 per share and a four-year vesting period. The Company’s Board of Directors has resolved not to make any further awards under the 2014 Plan following the completion of the Company’s IPO. The 2014 Plan will continue to govern all outstanding awards granted thereunder. In September 2017, the total performance-based stock options of 1,044,818 issued to Chad Steelberg and Ryan Steelberg vested in full, as the Company’s market capitalization exceeded $400,000 over five consecutive business days. Total stock-based compensation expense of $9,282 was recorded for the performance-based stock options; $343 and $8,939 were recorded in the second and third quarters of 2017, respectively. In April 2017, the Company’s Board of Directors and stockholders approved and adopted the 2017 Plan, which became effective upon the execution of the underwriting agreement in connection with the Company’s IPO. The 2017 Plan is administered by the compensation committee of the Board of Directors, which determines the recipients and the terms of the awards granted. Under the 2017 Plan, employees, non-employee In the second quarter of 2017, under the 2017 Plan, the Company awarded to members of the Board of Directors 35,576 restricted stock units with a weighted average grant price of $14.76. In the second and third quarters of 2017, under the 2017 Plan, Chad Steelberg received as compensation 10,121 and 2,471 shares of common stock, respectively, as discussed in Note 7. In the third quarter of 2017, the Company granted 199,350 of stock options to employees, which have an exercise price of $8.24 per share and a four-year vesting period. As of September 30, 2017, an aggregate of 1,752,482 shares of common stock were available for future grant under the 2017 Plan. The Company recognizes compensation expense relating to awards granted under the 2014 and 2017 Plans ratably over the requisite service period, which is generally the vesting period. Expected forfeitures of ten percent are estimated based on historical and estimated future turnover of the Company’s employees. The Company’s stock-based compensation expense for the three and nine months ended September 30, 2017 and 2016, including expense for non-employees, Three Months Ended Nine Months Ended 2017 2016 2017 2016 Stock-based compensation expense by type of award: Restricted stock $ 178 $ 26 $ 629 $ 78 Common stock awards 125 — 250 1,442 Employee stock purchase plan 24 — 24 — Stock options 11,381 44 12,708 68 Total $ 11,708 $ 70 $ 13,611 $ 1,588 Stock-based compensation expense by operating expense grouping: Sales and marketing $ 100 $ 3 $ 276 $ 51 Research and development 157 5 261 17 General and administrative 11,451 62 13,074 1,520 Total $ 11,708 $ 70 $ 13,611 $ 1,588 Restricted Stock Under the 2014 Plan and 2017 Plan, the Company has granted restricted stock that generally vests over four years from the date of the grant, unless the participant’s service with the Company is terminated earlier. The fair value of the restricted stock grants was the estimated value per share of common stock at the date of grant determined by using both the option-pricing method and probability-weighted expected return method. Following the IPO, the fair value of the restricted stock granted is based on the closing market price of the Company’s common stock at the grant date. Restricted stock activity for the period presented was as follows: Shares Weighted Unvested at December 31, 2016 208,886 $ 4.80 Granted 52,433 $ 14.79 Forfeited (22,018 ) $ 8.43 Vested (78,399 ) $ 7.82 Unvested at September 30, 2017 160,902 $ 6.08 At September 30, 2017, total unrecognized compensation cost related to restricted stock was $979, which is expected to be recognized over 2.6 years. Stock Options Under the 2014 Plan and 2017 Plan, the Company has granted stock options at exercise prices equal to or greater than the fair value of the common stock on the grant date. These options expire ten years after the grant date and generally vest over a period of four years of continuous service following the vesting commencement date of such option (except for certain options granted to Chad Steelberg and Ryan Steelberg pursuant to their Employment Agreements), unless the optionee’s continuous service with the Company is terminated earlier, with stock-based compensation expense recognized evenly over the requisite service period. The fair value for each option granted was determined as of the grant date using the Black-Scholes option-pricing model. The Black-Scholes option-pricing model requires various assumptions, which are noted in the following table: Nine Months Ended Expected terms (in years) 5.83 - 6.08 Expected volatility 65% Risk-free interest rate 1.89% - 2.20% Expected dividend yield — The expected term reflects the application of the simplified method. The simplified method defines the expected term as the average of the contractual term of the options and the vesting period for all tranches. The risk-free rate is based on the implied yield of U.S. Treasury notes as of the grant date with a remaining term approximately equal to the expected life of the award. Estimated volatility reflects historical volatility of the shares of publicly-traded peers of the Company until sufficient information regarding the volatility of the Company’s shares becomes available. The Company’s stock option activity for the period presented was as follows: Weighted-Average Options Exercise Remaining Aggregate Outstanding at December 31, 2016 680,434 $ 2.27 8.49 years $ 3,031 Options Granted 4,000,508 $ 14.66 Options Exercised (3,281 ) $ 1.70 Options Forfeited / Cancelled (115,719 ) $ 8.56 Outstanding at September 30, 2017 4,561,942 $ 12.99 8.98 years $ 155,197 Exercisable at September 30, 2017 1,661,125 The aggregate intrinsic value in the table above represents the difference between the fair value of the Company’s common stock and the average option exercise price of in-the-money Employee Stock Purchase Plan In April 2017, the Company’s Board of Directors and stockholders approved and adopted the employee stock purchase plan (the “ESPP”), which became effective upon the execution of the underwriting agreement in connection with the Company’s IPO. The ESPP is administered by the compensation committee of the Board of Directors and is intended to qualify as an employee stock purchase plan under Section 423 of the Code. The purchase price for shares of the Company’s common stock under the ESPP will be established by the plan administrator prior to the start of the offering period, but will not be less than 85% of the lower of the fair market value of the Company’s common stock on (i) the date the eligible employee enters an offering period and (ii) the purchase date. Each purchase right granted to an employee will provide an employee with the right to purchase up to 1,000 shares of common stock on each purchase date within the offering period. However, no employee will have the right to purchase shares of our common stock in an amount that, when aggregated with the shares subject to purchase rights under all our employee stock purchase plans that are also in effect in the same calendar year, have a fair market value of more than $25, determined as of the first day of the applicable offering period. The Company has initially reserved 1,000,000 shares of its common stock for issuance under the ESPP. The share reserve will increase automatically on the first trading day of January each calendar year, beginning with calendar year 2018, by an amount equal to 1% of the total number of shares of common stock outstanding on the last trading day in December of the immediately preceding calendar year, up to an annual maximum of 250,000 shares. Accrued employee contributions as of September 30, 2017 amounted to $59. As of September 30, 2017, no shares of common stock were purchased by the Company’s employees under the ESPP. |
Related Party Transactions
Related Party Transactions | 9 Months Ended |
Sep. 30, 2017 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | NOTE 6. RELATED PARTY TRANSACTIONS In October 2014, the Company and Steel Ventures, LLC (“SVL”), an affiliated company whose shareholder has significant control over the Company, entered into an Intercompany Administrative Services Agreement (the “Service Agreement”) effective October 1, 2014 for a two-year two-year As fully discussed in the Prospectus, pursuant to the Investment Agreement, in August 2016, the Company entered into the Acacia Note, which provided for up to $20,000 in borrowings through two $10,000 advances, each bearing interest at the rate of 6.0% per annum. In August 2016, the Company borrowed the First Loan in an amount of $10,000 that initially had a one-year one-year In addition, in conjunction with the First Loan, the Company issued Acacia a four-year warrant to purchase a number of shares of its common stock determined by dividing $700 by an exercise price per share ranging from $8.0833 to $13.7323, with the actual exercise price to be determined by the type and/or valuation of our future equity financings. In conjunction with the Second Loan in November 2016, the Company issued to Acacia two additional four-year warrants, each to purchase a number of shares of its common stock determined by dividing $700 by an exercise price per share ranging from $8.0833 to $13.7323, with the actual exercise price to be determined by the type and/or valuation of our future equity financings). In March 2017, in connection with the amendment of the Primary Warrant, each of these warrants was amended to provide that the exercise prices thereof shall be equal to the lower of $13.6088 or the initial public offering price per share. As a result, upon completion of the IPO, each of these three warrants became exercisable to purchase 51,437 shares of common stock, or an aggregate of 154,311 shares of common stock, at an exercise price per share of $13.6088. Upon the exercise in full of the Primary Warrant in connection with the IPO, the Company issued to Acacia the 10% Warrant, with a term of five years, which provided for the issuance of 809,400 shares of our common stock at an exercise price of $13.6088 per share, with fifty percent of the shares underlying the 10% Warrant vesting as of the issuance date of the 10% Warrant and the remaining fifty percent of the shares vesting on the first anniversary of the issuance date of the 10% Warrant. Acacia’s Chairman of the Board is a member of the Company’s Board of Directors. As discussed in Note 3, the Company entered into the Note Purchase Agreement with Acacia and VLOC, which provided for an $8,000 line of credit pursuant to Bridge Notes that accrue interest at the rate of eight percent (8%) per year, compounded quarterly, with Acacia and VLOC each purchasing equal amounts of such Bridge Notes. The Company borrowed the initial $2,000 installment under the Bridge Loan in March 2017, and borrowed the second $2,000 installment in April 2017. Prior to the completion of the IPO, the Bridge Loan Lenders exercised their options to advance the remaining $4,000 remaining available under the Bridge Loan. Upon the completion of the IPO, all of the $8,000 principal and all accrued interest under the Bridge Notes were automatically converted into an aggregate of 590,717 shares of the Company’s common stock at a conversion price of $13.6088 per share. In connection with the Bridge Loan, the Company issued an aggregate of 120,000 shares of the Company’s common stock to the Bridge Loan Lenders upon the execution of the Note Purchase Agreement. In addition, upon the full funding of $8,000 Bridge Loan, the Company had issued to the Bridge Loan Lenders in the aggregate (a) 180,000 shares of the Company’s common stock, and (b) fully vested ten year warrants to purchase an aggregate of 313,440 of shares of the Company’s common stock. Such warrants have a ten-year In March 2017, the Company entered into employment agreements with Chad Steelberg and Ryan Steelberg, who are executive officers of the Company (see Note 7 for the full discussions of the agreements). The Company reimburses Chad Steelberg and Ryan Steelberg for the costs of their healthcare plans. During the three months ended September 30, 2017 and 2016, the Company expensed $14 and $15 for the cost of such plans, respectively. For the nine months ended September 30, 2017 and 2016, the Company expensed $43 and $59 for the cost of such plans, respectively. As of December 31, 2016, the Company had recorded an accrual of $73 related to these healthcare plans. There were no other related party balances and transactions as of and for the nine months ended September 30, 2017. |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2017 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | NOTE 7. COMMITMENTS AND CONTINGENCIES Stockholders’ Employment Agreements In March 2017, the Company entered into three-year employment agreements with each of Chad Steelberg, the Company’s Chief Executive Officer, and Ryan Steelberg, the Company’s President. Under the agreement with Chad Steelberg, as of the end of each calendar quarter during the term of the agreement (following March 31, 2017) during which Chad Steelberg is still employed by the Company, the Company will issue to Mr. Steelberg a number of shares of its common stock calculated by dividing $125 by the fair market value (as defined in the agreement) of the Company’s common stock. During the three-month periods ended June 30, 2017 and September 30, 2017, Chad Steelberg received 10,121 and 2,471 shares of common stock, respectively. The agreement with Ryan Steelberg provides that he shall receive an annual salary of $350. The employment agreements also provided that the Company would issue time-based stock options to Chad Steelberg and Ryan Steelberg to allow each of them to purchase a number of shares of the Company’s common stock equal to five percent of the fully diluted shares outstanding as of the closing of the Company’s IPO. The exercise price per share of such time-based stock option is the IPO price of the Company’s common stock ($15), and such options would vest in monthly increments ratably over the three-year period following the closing date of the IPO (May 17, 2017). In addition, the employment agreements provided that the Company would issue to each of Chad Steelberg and Ryan Steelberg a performance-based stock option, which would allow each of them to purchase a number of shares of the Company’s common stock equal to two and one-half Leases On July 24, 2017, the Company entered into an office building lease agreement for its Corporate Headquarters. The lease provides for the lease by the Company of approximately 37,875 square feet of office space in Costa Mesa, California. The lease is expected to commence in the first quarter of 2018 and has an initial term of 82 months. The Company has the option to extend the lease for two terms of five years each. Total minimum lease payments over the lease term under this lease is approximately $9,317. As of September 30, 2017, future minimum lease payments are as follows: Years Ending December 31, Minimum 2018 $ 416 2019 1,510 2020 1,819 2021 1,875 2022 1,833 Thereafter 3,137 $ 10,590 Rent expense totaled $182 and $155 for the three months ended September 30, 2017 and 2016, respectively, and $641 and $439 for the nine months ended September 30, 2017 and 2016, respectively. |
Subsequent Events
Subsequent Events | 9 Months Ended |
Sep. 30, 2017 | |
Subsequent Events [Abstract] | |
Subsequent Events | NOTE 8. SUBSEQUENT EVENTS The Company evaluated subsequent events through November 7, 2017, the date these condensed consolidated financial statements were issued. There were no material subsequent events that required recognition or additional disclosure in the accompanying condensed consolidated financial statements. |
Summary of Significant Accoun15
Summary of Significant Accounting Policies (Policies) | 9 Months Ended |
Sep. 30, 2017 | |
Accounting Policies [Abstract] | |
Revenue Recognition | Revenue Recognition Net revenues for the three- and nine-month periods presented were comprised of the following: Three Months Ended Nine Months Ended 2017 2016 2017 2016 Media agency revenues $ 3,288 $ 2,223 $ 9,926 $ 6,197 AI platform revenues 431 98 988 211 Total net revenues $ 3,719 $ 2,321 $ 10,914 $ 6,408 During the three months ended September 30, 2017 and 2016, the Company made $30,270 and $18,872 in gross media placements, of which $26,510 and $16,888, respectively, were billed directly to customers. Of the amounts billed directly to customers, $23,222 and $14,665 represented media-related costs netted against billings during the three months ended September 30, 2017 and 2016, respectively. For the nine months ended September 30, 2017 and 2016, the Company made $87,756 and $53,910 in gross media placements, of which $74,717 and $46,496 respectively, were billed directly to customers. Of the amounts billed directly to customers, $64,791 and $40,299 represented media-related costs netted against billings for the nine months ended September 30, 2017 and 2016, respectively. |
Earnings Per Share | Earnings Per Share The following table presents the computation of basic and diluted net loss per common share for the periods presented: Three Months Ended Nine Months Ended 2017 2016 2017 2016 Net loss per share: Numerator Net loss $ (19,369 ) $ (7,427 ) $ (46,811 ) $ (17,915 ) Accretion of redeemable convertible preferred stock — (795 ) (4,470 ) (2,383 ) Net loss attributable to common stockholders $ (19,369 ) $ (8,222 ) $ (51,281 ) $ (20,298 ) Denominator Weighted-average common shares outstanding 14,936,809 2,480,524 8,820,609 2,068,164 Less: Weighted-average shares subject to repurchase (153,443 ) (125,412 ) (180,431 ) (110,568 ) Denominator for basic and diluted net loss per share attributable to common stockholders 14,783,366 2,355,112 8,640,178 1,957,596 Basic and diluted net loss per share attributable to common stockholders $ (1.31 ) $ (3.49 ) $ (5.94 ) $ (10.37 ) Other potentially dilutive securities that were not included in the calculation of diluted net loss per share attributable to common stockholders because their effect would be anti-dilutive are as follows (in weighted-average common equivalent shares): Three Months Ended Nine Months Ended 2017 2016 2017 2016 Common stock options 4,432,611 687,258 2,636,548 660,762 Warrants to purchase common stock 1,524,579 1,348,308 987,200 1,185,214 Shares issuable upon conversion of convertible to note payable — 736,076 — 736,076 Shares issuable upon conversion of redeemable convertible preferred stock — 4,921,382 — 4,830,323 Total 5,957,190 7,693,024 3,623,748 7,412,375 |
Cash Equivalents and Marketable Securities | Cash Equivalents and Marketable Securities All highly liquid investments with maturities of three months or less at the date of purchase are classified as cash equivalents. The Company’s marketable securities have been classified and accounted for as available-for-sale. |
Fair Value of Financial Instruments | Fair Value of Financial Instruments Fair value is defined as 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, which is based on three levels of inputs, the first two of which are considered observable and the last unobservable, that may be used to measure fair value, is as follows: • Level 1—Quoted prices in active markets for identical assets or liabilities. • Level 2—Inputs other than Level 1 that are observable, either directly or indirectly, such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. • Level 3—Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. The Company’s financial instruments, other than its money market funds, marketable securities and stock warrants, consist primarily of cash and cash equivalents, accounts receivable, accounts payable and convertible notes payable. The Company has determined that the carrying values of these instruments for the periods presented approximate fair value due to their short-term nature and the relatively stable current interest rate environment. The Company’s money market funds and marketable securities are categorized as Level 1 and 2, respectively, within the fair value hierarchy. The following table shows the Company’s cash and available-for-sale Cost Gross Unrealized Losses Fair Value Cash and Cash Equivalents Marketable Securities Cash $ 13,711 $ — $ 13,711 $ 13,711 $ — Level 1: Money market funds 3,057 — 3,057 3,057 — Level 2: Corporate securities 43,726 (62 ) 43,664 3,994 39,670 Total $ 60,494 $ (62 ) $ 60,432 $ 20,762 $ 39,670 The Company’s stock warrants are categorized as Level 3 within the fair value hierarchy. Stock warrants have been recorded at their fair value using a probability-weighted expected return model. This model incorporates contractual terms, maturity, risk free rates and volatility. The value of the Company’s stock warrants would increase if a higher risk free interest rate were used, and the value of the Company’s stock warrants would decrease if a lower risk free interest rate were used. Similarly, a higher volatility assumption would increase the value of the stock warrants, and a lower volatility assumption would decrease the value of the stock warrants. The unobservable inputs for Level 3 fair value measurements and fair value calculations are developed and determined by the Company’s management with the assistance of a third party valuation specialist. The following table summarizes quantitative information with respect to the significant unobservable inputs used for the Company’s stock warrants that are categorized as Level 3 within the fair value hierarchy: December 31, 2016 Volatility 80.0 % Risk free rate 1.84 % Discount for lack of marketability 20.0 % The following table represents a reconciliation of the Level 3 measurement of the Company’s Primary Warrant (see related discussion in Note 3): Balance, December 31, 2016 $ 7,114 Less: Change in fair value of warrant liability (7,114 ) Balance, September 30, 2017 $ — In addition, in May 2017, upon exercise of the Primary Warrant, the Company issued to Acacia a five-year warrant to purchase 809,400 shares of the Company’s common stock (the “10% Warrant”). The fair value of the 10% Warrant under Level 3 measurement is $5,790 (see related discussion in Note 3). The following table summarizes quantitative information with respect to the significant unobservable inputs used to value the Company’s 10% Warrant that are categorized as Level 3 within the fair value hierarchy: May 17, 2017 Volatility 70.0 % Risk free rate 1.44 % Discount for lack of marketability 0 % |
Recent Accounting Pronouncements | Recent Accounting Pronouncements In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2014-09, 2014-09 2014-09 2014-09: No. 2016-08, No. 2016-10, No. 2016-12, 2016-20, 2016-08, 2016-10, 2016-12 2016-20 2014-09 In February 2016, the FASB issued ASU No. 2016-02, right-of-use right-of-use In March 2016, the FASB issued ASU No. 2016-09, 2016-09 In August 2016, the FASB issued ASU 2016-15, In May 2017, the FASB issued ASU No. 2017-09, 2017-09 |
Summary of Significant Accoun16
Summary of Significant Accounting Policies (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Accounting Policies [Abstract] | |
Summary of Net Revenues | Net revenues for the three- and nine-month periods presented were comprised of the following: Three Months Ended Nine Months Ended 2017 2016 2017 2016 Media agency revenues $ 3,288 $ 2,223 $ 9,926 $ 6,197 AI platform revenues 431 98 988 211 Total net revenues $ 3,719 $ 2,321 $ 10,914 $ 6,408 |
Schedule of Other Income (Expense), Net | Other income (expense), net for the three- and nine-month periods presented were comprised of the following: Three Months Ended Nine Months Ended 2017 2016 2017 2016 Interest income (expense), net $ 36 $ (1,346 ) $ (4,198 ) $ (1,341 ) Stock warrants issued — — (5,790 ) — Write-off — — (10,132 ) — Write-off — (253 ) — (253 ) Gain on fair value change of warrant liability — 117 7,114 117 Other 52 26 134 (6 ) Other income (expense), net $ 88 $ (1,456 ) $ (12,872 ) $ (1,483 ) |
Computation of Basic and Diluted Net Loss Per Common Share | The following table presents the computation of basic and diluted net loss per common share for the periods presented: Three Months Ended Nine Months Ended 2017 2016 2017 2016 Net loss per share: Numerator Net loss $ (19,369 ) $ (7,427 ) $ (46,811 ) $ (17,915 ) Accretion of redeemable convertible preferred stock — (795 ) (4,470 ) (2,383 ) Net loss attributable to common stockholders $ (19,369 ) $ (8,222 ) $ (51,281 ) $ (20,298 ) Denominator Weighted-average common shares outstanding 14,936,809 2,480,524 8,820,609 2,068,164 Less: Weighted-average shares subject to repurchase (153,443 ) (125,412 ) (180,431 ) (110,568 ) Denominator for basic and diluted net loss per share attributable to common stockholders 14,783,366 2,355,112 8,640,178 1,957,596 Basic and diluted net loss per share attributable to common stockholders $ (1.31 ) $ (3.49 ) $ (5.94 ) $ (10.37 ) |
Effect of Anti-dilutive Securities | Other potentially dilutive securities that were not included in the calculation of diluted net loss per share attributable to common stockholders because their effect would be anti-dilutive are as follows (in weighted-average common equivalent shares): Three Months Ended Nine Months Ended 2017 2016 2017 2016 Common stock options 4,432,611 687,258 2,636,548 660,762 Warrants to purchase common stock 1,524,579 1,348,308 987,200 1,185,214 Shares issuable upon conversion of convertible to note payable — 736,076 — 736,076 Shares issuable upon conversion of redeemable convertible preferred stock — 4,921,382 — 4,830,323 Total 5,957,190 7,693,024 3,623,748 7,412,375 |
Schedule of Cash and Available-For-Sale Securities' Cost, Gross Unrealized Losses and Fair Value by Significant Investment Category | The following table shows the Company’s cash and available-for-sale Cost Gross Unrealized Losses Fair Value Cash and Cash Equivalents Marketable Securities Cash $ 13,711 $ — $ 13,711 $ 13,711 $ — Level 1: Money market funds 3,057 — 3,057 3,057 — Level 2: Corporate securities 43,726 (62 ) 43,664 3,994 39,670 Total $ 60,494 $ (62 ) $ 60,432 $ 20,762 $ 39,670 |
Summary of Quantitative Information with Respect to Significant Unobservable Inputs | The following table summarizes quantitative information with respect to the significant unobservable inputs used for the Company’s stock warrants that are categorized as Level 3 within the fair value hierarchy: December 31, 2016 Volatility 80.0 % Risk free rate 1.84 % Discount for lack of marketability 20.0 % The following table summarizes quantitative information with respect to the significant unobservable inputs used to value the Company’s 10% Warrant that are categorized as Level 3 within the fair value hierarchy: May 17, 2017 Volatility 70.0 % Risk free rate 1.44 % Discount for lack of marketability 0 % |
Reconciliation of Level 3 Measurement of Company's Primary Warrant | The following table represents a reconciliation of the Level 3 measurement of the Company’s Primary Warrant (see related discussion in Note 3): Balance, December 31, 2016 $ 7,114 Less: Change in fair value of warrant liability (7,114 ) Balance, September 30, 2017 $ — |
Convertible Notes Payable and17
Convertible Notes Payable and Related Transactions (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Debt Disclosure [Abstract] | |
Reconciliation of Principal Amounts of Acacia Note and the Bridge Loan to Convertible Notes Payable | The following table represents a reconciliation of the principal amounts of the Acacia Note and the Bridge Loan (as described above) to the convertible notes payable included in the Company’s condensed consolidated balance sheets as of: September 30, December 31, First Loan principal, August 15, 2016 $ — $ 10,000 Second Loan principal, November 25, 2016 — 10,000 Debt discounts associated with stock warrants, net — (6,793 ) Debt issuance costs, net — (105 ) Accrued interest — 286 Convertible note payable $ — $ 13,388 |
Stockholders' Equity (Deficit)
Stockholders' Equity (Deficit) (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Equity [Abstract] | |
Schedule of Stock-based Compensation Expense | The stock-based compensation expense by type of award and by operating expense grouping are presented below as follows: Three Months Ended Nine Months Ended 2017 2016 2017 2016 Stock-based compensation expense by type of award: Restricted stock $ 178 $ 26 $ 629 $ 78 Common stock awards 125 — 250 1,442 Employee stock purchase plan 24 — 24 — Stock options 11,381 44 12,708 68 Total $ 11,708 $ 70 $ 13,611 $ 1,588 Stock-based compensation expense by operating expense grouping: Sales and marketing $ 100 $ 3 $ 276 $ 51 Research and development 157 5 261 17 General and administrative 11,451 62 13,074 1,520 Total $ 11,708 $ 70 $ 13,611 $ 1,588 |
Schedule of Restricted Stock Activity | Restricted stock activity for the period presented was as follows: Shares Weighted Unvested at December 31, 2016 208,886 $ 4.80 Granted 52,433 $ 14.79 Forfeited (22,018 ) $ 8.43 Vested (78,399 ) $ 7.82 Unvested at September 30, 2017 160,902 $ 6.08 |
Schedule of Fair Value Assumptions | The Black-Scholes option-pricing model requires various assumptions, which are noted in the following table: Nine Months Ended Expected terms (in years) 5.83 - 6.08 Expected volatility 65% Risk-free interest rate 1.89% - 2.20% Expected dividend yield — |
Schedule of Stock Option Activity | The Company’s stock option activity for the period presented was as follows: Weighted-Average Options Exercise Remaining Aggregate Outstanding at December 31, 2016 680,434 $ 2.27 8.49 years $ 3,031 Options Granted 4,000,508 $ 14.66 Options Exercised (3,281 ) $ 1.70 Options Forfeited / Cancelled (115,719 ) $ 8.56 Outstanding at September 30, 2017 4,561,942 $ 12.99 8.98 years $ 155,197 Exercisable at September 30, 2017 1,661,125 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Commitments and Contingencies Disclosure [Abstract] | |
Summary of Future Minimum Lease Payments | As of September 30, 2017, future minimum lease payments are as follows: Years Ending December 31, Minimum 2018 $ 416 2019 1,510 2020 1,819 2021 1,875 2022 1,833 Thereafter 3,137 $ 10,590 |
Description of Business and B20
Description of Business and Basis of Presentation - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Thousands | May 17, 2017 | May 31, 2017 | Mar. 31, 2017 | Aug. 31, 2016 | Jun. 30, 2016 | Sep. 30, 2017 | May 16, 2017 | Dec. 31, 2016 |
Organization [Line Items] | ||||||||
Common stock issued | 12,335,519 | |||||||
Proceeds from issuance of common stock | $ 32,580 | |||||||
Net book value | $ 23,350 | |||||||
Cash proceeds from exercise of warrants | $ 29,263 | |||||||
Warrants to purchase common stock | 1,524,573 | |||||||
Warrants maturity period | 10 years | 4 years | ||||||
Warrant exercise price | $ 8.0833 | |||||||
Bridge Loan [Member] | ||||||||
Organization [Line Items] | ||||||||
Accrued interest | $ 45 | |||||||
Warrants to purchase common stock | 313,440 | 240,000 | ||||||
Fully diluted shares outstanding percentage | 1.50% | |||||||
Shares converted to common stock | 590,717 | |||||||
Series B Redeemable Convertible Preferred Stock [Member] | ||||||||
Organization [Line Items] | ||||||||
Liquidation preference value | $ 18,668 | |||||||
Net book value | $ 18,463 | 17,897 | ||||||
Shares converted to common stock | 2,309,135 | 2,309,135 | ||||||
Series A Redeemable Convertible Preferred Stock [Member] | ||||||||
Organization [Line Items] | ||||||||
Liquidation preference value | $ 8,598 | |||||||
Net book value | $ 6,272 | $ 5,453 | ||||||
Shares converted to common stock | 2,922,798 | 2,922,798 | ||||||
Initial Public Offering [Member] | ||||||||
Organization [Line Items] | ||||||||
Common stock issued | 2,500,000 | 2,500,000 | ||||||
Common stock price per share | $ 15 | |||||||
Proceeds from issuance of common stock | $ 32,580 | |||||||
Underwriting discounts, commissions and offering costs | $ 4,920 | |||||||
Warrants to purchase common stock | 809,400 | 809,400 | ||||||
Warrants maturity period | 5 years | 5 years | ||||||
Warrant exercise price | $ 13.6088 | |||||||
Convertible Notes Payable [Member] | Initial Public Offering [Member] | ||||||||
Organization [Line Items] | ||||||||
Warrants to purchase common stock | 154,311 | 154,311 | ||||||
Maximum [Member] | Initial Public Offering [Member] | ||||||||
Organization [Line Items] | ||||||||
Warrants to purchase common stock | 51,437 | 51,437 | ||||||
Acacia [Member] | Bridge Loan [Member] | ||||||||
Organization [Line Items] | ||||||||
Common stock issued | 90,000 | |||||||
Debt instrument principal balance | $ 8,000 | |||||||
Borrowing under line of credit | $ 4,000 | |||||||
Warrants to purchase common stock | 120,000 | |||||||
Fully diluted shares outstanding percentage | 0.75% | |||||||
Warrants maturity period | 10 years | |||||||
Acacia [Member] | Initial Public Offering [Member] | ||||||||
Organization [Line Items] | ||||||||
Warrants to purchase common stock | 809,400 | 809,400 | ||||||
Warrants maturity period | 5 years | 5 years | ||||||
Warrant exercise price | $ 13.6088 | |||||||
Acacia [Member] | Convertible Notes Payable [Member] | ||||||||
Organization [Line Items] | ||||||||
Shares converted to common stock | 1,523,746 | 1,523,746 | 1,523,746 | |||||
Debt instrument principal balance | $ 20,000 | $ 20,000 | ||||||
Accrued interest | $ 737 | |||||||
Warrants maturity period | 5 years | |||||||
Warrant exercise price | $ 13.6088 | |||||||
Acacia [Member] | Primary Warrant [Member] | ||||||||
Organization [Line Items] | ||||||||
Issuance of stock due to warrants exercise | 2,150,335 | 2,150,335 | 2,150,335 | |||||
Cash proceeds from exercise of warrants | $ 29,263 | $ 29,263 | ||||||
Acacia [Member] | Maximum [Member] | Bridge Loan [Member] | ||||||||
Organization [Line Items] | ||||||||
Warrant exercise price | $ 13.6088 | |||||||
Acacia [Member] | Maximum [Member] | Convertible Notes Payable [Member] | ||||||||
Organization [Line Items] | ||||||||
Warrant exercise price | $ 13.6088 | |||||||
Acacia [Member] | Maximum [Member] | Primary Warrant [Member] | ||||||||
Organization [Line Items] | ||||||||
Warrant exercise price | $ 13.7323 |
Summary of Significant Accoun21
Summary of Significant Accounting Policies - Summary of Net Revenues (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Revenue Recognition, Multiple-deliverable Arrangements [Line Items] | ||||
Total net revenues | $ 3,719 | $ 2,321 | $ 10,914 | $ 6,408 |
Media Agency Revenues [Member] | ||||
Revenue Recognition, Multiple-deliverable Arrangements [Line Items] | ||||
Total net revenues | 3,288 | 2,223 | 9,926 | 6,197 |
AI Platform Revenues [Member] | ||||
Revenue Recognition, Multiple-deliverable Arrangements [Line Items] | ||||
Total net revenues | $ 431 | $ 98 | $ 988 | $ 211 |
Summary of Significant Accoun22
Summary of Significant Accounting Policies - Additional Information (Detail) - USD ($) $ in Thousands | May 17, 2017 | May 31, 2017 | Mar. 31, 2017 | Aug. 31, 2016 | Jun. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | Dec. 31, 2016 |
Revenue Recognition, Multiple-deliverable Arrangements [Line Items] | ||||||||||
Gross media placements | $ 30,270 | $ 18,872 | $ 87,756 | $ 53,910 | ||||||
Amortization of deferred debt discounts and issuance costs | $ 3,740 | 1,271 | ||||||||
Warrants to purchase common stock | 1,524,573 | 1,524,573 | ||||||||
Warrants maturity period | 10 years | 4 years | ||||||||
Fair market value of warrants | $ 7,114 | |||||||||
Initial Public Offering [Member] | ||||||||||
Revenue Recognition, Multiple-deliverable Arrangements [Line Items] | ||||||||||
Warrants to purchase common stock | 809,400 | 809,400 | ||||||||
Warrants maturity period | 5 years | 5 years | ||||||||
Percentage of warrant exercise | 10.00% | 10.00% | ||||||||
Acacia [Member] | Initial Public Offering [Member] | ||||||||||
Revenue Recognition, Multiple-deliverable Arrangements [Line Items] | ||||||||||
Warrants to purchase common stock | 809,400 | 809,400 | ||||||||
Warrants maturity period | 5 years | 5 years | ||||||||
Percentage of warrant exercise | 10.00% | 10.00% | ||||||||
Fair market value of warrants | $ 5,790 | $ 5,790 | ||||||||
Convertible Notes Payable [Member] | ||||||||||
Revenue Recognition, Multiple-deliverable Arrangements [Line Items] | ||||||||||
Amortization of deferred debt discounts and issuance costs | $ 0 | 3,740 | $ 1,271 | 1,271 | ||||||
Convertible Notes Payable [Member] | Initial Public Offering [Member] | ||||||||||
Revenue Recognition, Multiple-deliverable Arrangements [Line Items] | ||||||||||
Warrants to purchase common stock | 154,311 | 154,311 | ||||||||
Convertible Notes Payable [Member] | Acacia [Member] | ||||||||||
Revenue Recognition, Multiple-deliverable Arrangements [Line Items] | ||||||||||
Warrants maturity period | 5 years | |||||||||
Billed Revenues [Member] | ||||||||||
Revenue Recognition, Multiple-deliverable Arrangements [Line Items] | ||||||||||
Gross media placements | 26,510 | 16,888 | 74,717 | 46,496 | ||||||
Netted Against Billings [Member] | ||||||||||
Revenue Recognition, Multiple-deliverable Arrangements [Line Items] | ||||||||||
Gross media placements | $ 23,222 | $ 14,665 | $ 64,791 | $ 40,299 |
Summary of Significant Accoun23
Summary of Significant Accounting Policies - Schedule of Other Income (Expense), Net (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Other Income and Expenses [Abstract] | ||||
Interest income (expense), net | $ 36 | $ (1,346) | $ (4,198) | $ (1,341) |
Stock warrants issued | (5,790) | |||
Write-off of deferred debt discounts and issuance costs | (10,132) | |||
Write-off of legal fees in connection with the Primary Warrant | (253) | (253) | ||
Gain on fair value change of warrant liability | 117 | 7,114 | 117 | |
Other | 52 | 26 | 134 | (6) |
Other income (expense), net | $ 88 | $ (1,456) | $ (12,872) | $ (1,483) |
Summary of Significant Accoun24
Summary of Significant Accounting Policies - Computation of Basic and Diluted Net Loss Per Common Share (Detail) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Numerator | ||||
Net loss | $ (19,369) | $ (7,427) | $ (46,811) | $ (17,915) |
Accretion of redeemable convertible preferred stock | (795) | (4,470) | (2,383) | |
Net loss attributable to common stockholders | $ (19,369) | $ (8,222) | $ (51,281) | $ (20,298) |
Denominator | ||||
Weighted-average common shares outstanding | 14,936,809 | 2,480,524 | 8,820,609 | 2,068,164 |
Less: Weighted-average shares subject to repurchase | (153,443) | (125,412) | (180,431) | (110,568) |
Denominator for basic and diluted net loss per share attributable to common stockholders | 14,783,366 | 2,355,112 | 8,640,178 | 1,957,596 |
Basic and diluted net loss per share attributable to common stockholders | $ (1.31) | $ (3.49) | $ (5.94) | $ (10.37) |
Summary of Significant Accoun25
Summary of Significant Accounting Policies - Effect of Anti-dilutive Securities (Detail) - shares | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Effect of Anti-dilutive Securities | 5,957,190 | 7,693,024 | 3,623,748 | 7,412,375 |
Redeemable Convertible Preferred Stock [Member] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Effect of Anti-dilutive Securities | 4,921,382 | 4,830,323 | ||
Stock Options [Member] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Effect of Anti-dilutive Securities | 4,432,611 | 687,258 | 2,636,548 | 660,762 |
Warrant [Member] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Effect of Anti-dilutive Securities | 1,524,579 | 1,348,308 | 987,200 | 1,185,214 |
Convertible Notes Payable [Member] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Effect of Anti-dilutive Securities | 736,076 | 736,076 |
Summary of Significant Accoun26
Summary of Significant Accounting Policies - Schedule of Cash and Available-For-Sale Securities' Cost, Gross Unrealized Losses and Fair Value by Significant Investment Category (Detail) - USD ($) $ in Thousands | Sep. 30, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Dec. 31, 2015 |
Schedule of Available-for-sale Securities [Line Items] | ||||
Cost | $ 60,494 | |||
Gross Unrealized Losses | (62) | |||
Fair Value | 60,432 | |||
Cash and cash equivalents | 20,762 | $ 12,078 | $ 7,626 | $ 19,197 |
Marketable securities | 39,670 | |||
Cash [Member] | ||||
Schedule of Available-for-sale Securities [Line Items] | ||||
Cost | 13,711 | |||
Fair Value | 13,711 | |||
Cash and cash equivalents | 13,711 | |||
Level 1 [Member] | Money Market Funds [Member] | ||||
Schedule of Available-for-sale Securities [Line Items] | ||||
Cost | 3,057 | |||
Fair Value | 3,057 | |||
Cash and cash equivalents | 3,057 | |||
Level 2 [Member] | Corporate Securities [Member] | ||||
Schedule of Available-for-sale Securities [Line Items] | ||||
Cost | 43,726 | |||
Gross Unrealized Losses | (62) | |||
Fair Value | 43,664 | |||
Cash and cash equivalents | 3,994 | |||
Marketable securities | $ 39,670 |
Summary of Significant Accoun27
Summary of Significant Accounting Policies - Summary of Quantitative Information with Respect to Significant Unobservable Inputs (Detail) | May 17, 2017 | Dec. 31, 2016 |
Fair Value Inputs, Quantitative Information [Abstract] | ||
Volatility | 70.00% | 80.00% |
Risk free rate | 1.44% | 1.84% |
Discount for lack of marketability | 0.00% | 20.00% |
Summary of Significant Accoun28
Summary of Significant Accounting Policies - Reconciliation of Level 3 Measurement of Company's Primary Warrant (Detail) - Warrant [Member] $ in Thousands | 9 Months Ended |
Sep. 30, 2017USD ($) | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | |
Beginning, Balance | $ 7,114 |
Less: Change in fair value of warrant liability | $ (7,114) |
Convertible Notes Payable and29
Convertible Notes Payable and Related Transactions - Additional Information (Detail) - USD ($) | May 17, 2017 | Apr. 30, 2017 | Mar. 31, 2017 | May 31, 2017 | Mar. 31, 2017 | Aug. 31, 2016 | Jun. 30, 2016 | Jun. 30, 2017 | Mar. 31, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | May 16, 2017 | Dec. 31, 2016 |
Debt Instrument [Line Items] | ||||||||||||||
Warrant exercise price | $ 8.0833 | |||||||||||||
Change in fair value of warrants | $ (117,000) | $ (7,114,000) | $ (117,000) | |||||||||||
Cash proceeds from exercise of warrants | $ 29,263,000 | |||||||||||||
Warrants to purchase common stock | 1,524,573 | |||||||||||||
Warrants maturity period | 10 years | 4 years | ||||||||||||
Fair market value of warrants | $ 7,114,000 | |||||||||||||
Common stock issued | 12,335,519 | |||||||||||||
Debt discounts associated with stock warrants | $ 6,793,000 | |||||||||||||
Issuance of warrants | $ 8,658,000 | |||||||||||||
Initial Public Offering [Member] | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Warrant exercise price | $ 13.6088 | $ 13.6088 | $ 13.6088 | |||||||||||
Warrants to purchase common stock | 809,400 | 809,400 | 809,400 | 809,400 | ||||||||||
Warrants maturity period | 5 years | 5 years | ||||||||||||
Percentage of warrant exercise | 10.00% | 10.00% | ||||||||||||
Warrant vesting period | Fifty percent of the shares underlying the 10% Warrant vesting as of the issuance date of the 10% Warrant and the remaining fifty percent of the shares vesting on the first anniversary of the issuance date of the 10% Warrant. | |||||||||||||
Common stock issued | 2,500,000 | 2,500,000 | ||||||||||||
Issuance of common stock | $ 32,580,000 | |||||||||||||
Vested Upon Issuance [Member] | Initial Public Offering [Member] | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Warrant vesting percentage | 50.00% | 50.00% | ||||||||||||
Convertible Notes Payable [Member] | Initial Public Offering [Member] | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Warrants to purchase common stock | 154,311 | 154,311 | 154,311 | 154,311 | ||||||||||
Bridge Loan [Member] | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Borrowing under line of credit | $ 2,000,000 | |||||||||||||
Common stock issued | 90,000 | |||||||||||||
Shares converted to common stock | 590,717 | |||||||||||||
Issuance of common stock | $ 3,666,000 | |||||||||||||
Note Purchase Agreement [Member] | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Common stock issued | 120,000 | |||||||||||||
VLOC, LLC [Member] | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Warrants to purchase common stock | 313,440 | |||||||||||||
VLOC, LLC [Member] | Bridge Loan [Member] | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Warrant exercise price | $ 13.6088 | $ 13.6088 | ||||||||||||
Warrants to purchase common stock | 313,440 | 313,440 | ||||||||||||
Warrants maturity period | 10 years | 10 years | ||||||||||||
VLOC, LLC [Member] | Note Purchase Agreement [Member] | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Warrants maturity period | 10 years | |||||||||||||
Common stock issued | 120,000 | |||||||||||||
VLOC, LLC [Member] | Note Purchase Agreement [Member] | Bridge Loan [Member] | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Debt instrument principal balance | $ 8,000,000 | |||||||||||||
Accrued interest | $ 45,000 | |||||||||||||
Conversion price per share | $ 13.6088 | |||||||||||||
Warrants to purchase common stock | 313,440 | 240,000 | ||||||||||||
Borrowing under line of credit | $ 4,000,000 | |||||||||||||
Additional common stock issued | 180,000 | |||||||||||||
Fully diluted shares outstanding percentage | 1.50% | |||||||||||||
Warrants issued | $ 0 | |||||||||||||
Shares converted to common stock | 590,717 | |||||||||||||
Debt discounts associated with stock warrants | $ 2,915,000 | |||||||||||||
Issuance of common stock | 1,100,000 | |||||||||||||
Issuance of warrants | $ 1,770,000 | |||||||||||||
VLOC, LLC [Member] | Note Purchase Agreement [Member] | Chad Steelberg and Ryan Steelberg [Member] | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Ownership percentage | 50.00% | 50.00% | ||||||||||||
Primary Warrant [Member] | Initial Public Offering [Member] | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Gain on exercise of warrants charged to other Income (expense) | $ 3,996,000 | |||||||||||||
Maximum [Member] | Initial Public Offering [Member] | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Warrants to purchase common stock | 51,437 | 51,437 | 51,437 | 51,437 | ||||||||||
Maximum [Member] | VLOC, LLC [Member] | Note Purchase Agreement [Member] | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Warrant exercise price | $ 13.6088 | |||||||||||||
Acacia [Member] | Initial Public Offering [Member] | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Warrant exercise price | $ 13.6088 | |||||||||||||
Warrants to purchase common stock | 809,400 | 809,400 | ||||||||||||
Warrants maturity period | 5 years | 5 years | ||||||||||||
Percentage of warrant exercise | 10.00% | 10.00% | ||||||||||||
Warrant vesting period | Fifty percent of the shares under the 10% Warrant vested upon its issuance and the remaining half will vest in May 2018. | |||||||||||||
Fair market value of warrants | $ 5,790,000 | $ 5,790,000 | ||||||||||||
Acacia [Member] | Vested Upon Issuance [Member] | Initial Public Offering [Member] | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Warrant vesting percentage | 50.00% | |||||||||||||
Acacia [Member] | Convertible Notes Payable [Member] | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Convertible note payable, public offering gross proceeds for automatic conversion | $ 15,000,000 | |||||||||||||
Warrant exercise price | $ 13.6088 | |||||||||||||
Debt instrument principal balance | $ 20,000,000 | $ 20,000,000 | ||||||||||||
Accrued interest | $ 737,000 | |||||||||||||
Shares converted to common stock | 1,523,746 | 1,523,746 | 1,523,746 | |||||||||||
Conversion price per share | $ 13.6088 | |||||||||||||
Write off of unamortized balance of debt discounts associated with stock warrants | $ 4,347,000 | |||||||||||||
Warrants maturity period | 5 years | |||||||||||||
Acacia [Member] | Bridge Loan [Member] | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Debt instrument principal balance | $ 8,000,000 | $ 8,000,000 | $ 8,000,000 | |||||||||||
Conversion price per share | $ 13.6088 | $ 13.6088 | $ 13.6088 | |||||||||||
Warrants maturity period | 10 years | |||||||||||||
Line of credit maximum borrowing capacity | $ 8,000,000 | $ 8,000,000 | $ 8,000,000 | |||||||||||
Line of credit, interest rate | 8.00% | |||||||||||||
Line of credit, borrowing description | The Company borrowed the initial $2,000 installment under the Bridge Loan in March 2017, and borrowed the second $2,000 installment in April 2017. Prior to the completion of the IPO, the Lenders exercised their options to advance the remaining $4,000 remaining available under the Bridge Loan. | |||||||||||||
Borrowing under line of credit | $ 2,000,000 | $ 2,000,000 | $ 4,000,000 | |||||||||||
Common stock issued | 120,000 | 180,000 | ||||||||||||
Shares converted to common stock | 590,717 | |||||||||||||
Acacia [Member] | VLOC, LLC [Member] | Note Purchase Agreement [Member] | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Line of credit maximum borrowing capacity | $ 8,000,000 | $ 8,000,000 | $ 8,000,000 | |||||||||||
Line of credit, interest rate | 8.00% | |||||||||||||
Line of credit, maturity date | Nov. 25, 2017 | |||||||||||||
Line of credit, borrowing description | The Company drew down the initial $2,000 installment under the Bridge Loan upon the execution of the Note Purchase Agreement. In April 2017, the Company borrowed an additional $2,000 under the Bridge Loan. In May 2017, the Bridge Loan Lenders funded the remaining undrawn amounts of $4,000 under the Bridge Loan, which increased the outstanding principal balance of the Bridge Loan to $8,000. | |||||||||||||
Acacia [Member] | VLOC, LLC [Member] | Note Purchase Agreement [Member] | Bridge Loan [Member] | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Debt instrument principal balance | 8,000,000 | |||||||||||||
Borrowing under line of credit | $ 2,000,000 | $ 4,000,000 | $ 2,000,000 | |||||||||||
Acacia [Member] | Primary Warrant [Member] | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Issuance of stock due to warrants exercise | 2,150,335 | 2,150,335 | 2,150,335 | 2,150,335 | 2,150,335 | |||||||||
Cash proceeds from exercise of warrants | $ 29,263,000 | $ 29,263,000 | ||||||||||||
Acacia [Member] | Primary Warrant [Member] | Convertible Notes Payable [Member] | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Change in fair value of warrants | $ 3,118,000 | |||||||||||||
Acacia [Member] | Maximum [Member] | Convertible Notes Payable [Member] | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Warrant exercise price | $ 13.6088 | $ 13.6088 | $ 13.6088 | |||||||||||
Acacia [Member] | Maximum [Member] | Primary Warrant [Member] | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Warrant exercise price | $ 13.7323 | $ 13.7323 | $ 13.7323 | |||||||||||
Conversion price per share | $ 13.6088 |
Convertible Notes Payable and30
Convertible Notes Payable and Related Transactions - Reconciliation of Principal Amounts of Acacia Note and the Bridge Loan to Convertible Notes Payable (Detail) $ in Thousands | Dec. 31, 2016USD ($) |
Debt Instrument [Line Items] | |
Debt discounts associated with stock warrants, net | $ (6,793) |
Debt issuance costs, net | (105) |
Accrued interest | 286 |
Convertible note payable | 13,388 |
First Loans [Member] | |
Debt Instrument [Line Items] | |
Borrowings | 10,000 |
Second Loans [Member] | |
Debt Instrument [Line Items] | |
Borrowings | $ 10,000 |
Redeemable Convertible Prefer31
Redeemable Convertible Preferred Stock - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Thousands | May 17, 2017 | Sep. 30, 2017 | Mar. 31, 2017 | Sep. 30, 2017 | May 31, 2017 | Apr. 30, 2017 | Dec. 31, 2016 |
Class of Stock [Line Items] | |||||||
Net book value | $ 23,350 | ||||||
Preferred Stock, authorized | 1,000,000 | 11,500,000 | |||||
Preferred Stock, par value | $ 0.001 | ||||||
Series B Redeemable Convertible Preferred Stock [Member] | |||||||
Class of Stock [Line Items] | |||||||
Liquidation preference value | $ 18,668 | ||||||
Net book value | $ 18,463 | $ 17,897 | |||||
Shares converted to common stock | 2,309,135 | 2,309,135 | |||||
Change in liquidation preference and net book value | $ 205 | ||||||
Debt beneficial conversion feature | $ 226 | ||||||
Debt amortization of discount | $ 10 | $ 67 | |||||
Write-off of unamortized portion of beneficial conversion feature | $ 159 | ||||||
Preferred Stock, authorized | 0 | 0 | 3,092,781 | ||||
Preferred Stock, par value | $ 0.001 | $ 0.001 | $ 0.001 | ||||
Series A Redeemable Convertible Preferred Stock [Member] | |||||||
Class of Stock [Line Items] | |||||||
Liquidation preference value | 8,598 | ||||||
Net book value | $ 6,272 | $ 5,453 | |||||
Shares converted to common stock | 2,922,798 | 2,922,798 | |||||
Change in liquidation preference and net book value | $ 2,326 | ||||||
Debt beneficial conversion feature | $ 328 | ||||||
Debt amortization of discount | $ 14 | $ 96 | |||||
Write-off of unamortized portion of beneficial conversion feature | $ 232 | ||||||
Preferred Stock, authorized | 0 | 0 | 5,666,667 | ||||
Preferred Stock, par value | $ 0.001 | $ 0.001 | $ 0.001 |
Stockholders' Equity (Deficit32
Stockholders' Equity (Deficit) - Additional Information (Detail) $ / shares in Units, $ in Thousands | May 17, 2017USD ($)$ / sharesshares | Apr. 30, 2017USD ($)$ / sharesshares | Apr. 20, 2017 | Mar. 31, 2017USD ($)$ / sharesshares | Jan. 04, 2017USD ($)shares | Sep. 30, 2017USD ($)$ / sharesshares | May 31, 2017USD ($)$ / sharesshares | Apr. 30, 2017$ / sharesshares | Mar. 31, 2017USD ($)$ / sharesshares | Nov. 30, 2016USD ($)$ / sharesshares | Aug. 31, 2016$ / sharesshares | Jun. 30, 2016$ / sharesshares | Sep. 30, 2017USD ($)$ / sharesshares | Jun. 30, 2017USD ($)$ / sharesshares | Mar. 31, 2017USD ($)$ / sharesshares | Sep. 30, 2016USD ($) | Sep. 30, 2017USD ($)$ / sharesshares | Sep. 30, 2016USD ($) | May 16, 2017shares | Dec. 31, 2016$ / sharesshares |
Class of Stock [Line Items] | ||||||||||||||||||||
Reverse stock split ratio | 0.6 | |||||||||||||||||||
Stockholders' equity, reverse stock split | 0.6-for-1.0 | |||||||||||||||||||
Common stock, shares authorized | 38,500,000 | 75,000,000 | 75,000,000 | 38,500,000 | 75,000,000 | 75,000,000 | 38,500,000 | |||||||||||||
Common stock, par value | $ / shares | $ 0.001 | $ 0.001 | $ 0.001 | $ 0.001 | $ 0.001 | |||||||||||||||
Common stock shares issued | 12,335,519 | |||||||||||||||||||
Repurchase of common stock | 7,500 | 7,500 | ||||||||||||||||||
Stock issued during period, shares, exercise of stock options | 3,281 | |||||||||||||||||||
Warrants maturity period | 10 years | 4 years | ||||||||||||||||||
Issuance of warrants to purchase common stock | $ | $ 8,658 | |||||||||||||||||||
Warrant exercise price | $ / shares | $ 8.0833 | |||||||||||||||||||
Issuance of warrants to purchase common stock | 247,422 | |||||||||||||||||||
Outstanding warrants | 1,524,573 | 1,524,573 | 1,524,573 | |||||||||||||||||
Share based lump sum payment | $ | $ 350 | |||||||||||||||||||
Payment of buyback of common stock | $ | $ 56 | $ 56 | ||||||||||||||||||
Stock-based compensation expense | $ | $ 11,708 | $ 70 | $ 13,611 | $ 1,588 | ||||||||||||||||
Expected forfeitures rate | 10.00% | |||||||||||||||||||
Chief Executive Officer [Member] | ||||||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||||||
Common stock shares issued | 12,592 | 12,592 | ||||||||||||||||||
Common stock granted | 2,471 | 10,121 | ||||||||||||||||||
First Loans [Member] | ||||||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||||||
Issuance of warrants to purchase common stock | $ | $ 700 | |||||||||||||||||||
Second Loans [Member] | ||||||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||||||
Warrants maturity period | 4 years | |||||||||||||||||||
Issuance of warrants to purchase common stock | $ | $ 700 | |||||||||||||||||||
Issuance of warrants to purchase common stock | 2 | |||||||||||||||||||
Bridge Loan [Member] | ||||||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||||||
Common stock shares issued | 90,000 | |||||||||||||||||||
Borrowing under line of credit | $ | $ 2,000 | |||||||||||||||||||
Shares converted to common stock | 590,717 | |||||||||||||||||||
Acacia [Member] | First Loans [Member] | ||||||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||||||
Warrants maturity period | 4 years | |||||||||||||||||||
Issuance of warrants to purchase common stock | $ | $ 700 | |||||||||||||||||||
Acacia [Member] | Second Loans [Member] | ||||||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||||||
Warrants maturity period | 4 years | |||||||||||||||||||
Issuance of warrants to purchase common stock | 700 | 1,524,573 | ||||||||||||||||||
Outstanding warrants | 1,524,573 | 1,524,573 | 1,524,573 | |||||||||||||||||
Acacia [Member] | Convertible Notes Payable [Member] | ||||||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||||||
Shares converted to common stock | 1,523,746 | 1,523,746 | 1,523,746 | |||||||||||||||||
Warrants maturity period | 5 years | |||||||||||||||||||
Warrant exercise price | $ / shares | $ 13.6088 | |||||||||||||||||||
Acacia [Member] | Bridge Loan [Member] | ||||||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||||||
Common stock shares issued | 120,000 | 180,000 | ||||||||||||||||||
Borrowing under line of credit | $ | $ 2,000 | $ 2,000 | $ 4,000 | |||||||||||||||||
Shares converted to common stock | 590,717 | |||||||||||||||||||
Warrants maturity period | 10 years | |||||||||||||||||||
Acacia [Member] | Primary Warrant [Member] | ||||||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||||||
Issuance of stock due to warrants exercise | 2,150,335 | 2,150,335 | 2,150,335 | 2,150,335 | 2,150,335 | 2,150,335 | 2,150,335 | |||||||||||||
VLOC, LLC [Member] | Bridge Loan [Member] | ||||||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||||||
Common stock shares issued | 90,000 | |||||||||||||||||||
Borrowing under line of credit | $ | $ 4,000 | |||||||||||||||||||
Series B Redeemable Convertible Preferred Stock [Member] | ||||||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||||||
Shares converted to common stock | 2,309,135 | 2,309,135 | ||||||||||||||||||
Series A Redeemable Convertible Preferred Stock [Member] | ||||||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||||||
Shares converted to common stock | 2,922,798 | 2,922,798 | ||||||||||||||||||
Maximum [Member] | First Loans [Member] | ||||||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||||||
Warrant exercise price | $ / shares | $ 13.7323 | $ 13.7323 | $ 13.7323 | |||||||||||||||||
Maximum [Member] | Second Loans [Member] | ||||||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||||||
Warrant exercise price | $ / shares | $ 13.7323 | |||||||||||||||||||
Maximum [Member] | Acacia [Member] | First Loans [Member] | ||||||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||||||
Warrant exercise price | $ / shares | 13.7323 | 13.7323 | 13.7323 | |||||||||||||||||
Maximum [Member] | Acacia [Member] | Second Loans [Member] | ||||||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||||||
Warrant exercise price | $ / shares | 13.7323 | |||||||||||||||||||
Maximum [Member] | Acacia [Member] | Convertible Notes Payable [Member] | ||||||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||||||
Warrant exercise price | $ / shares | $ 13.6088 | $ 13.6088 | $ 13.6088 | |||||||||||||||||
Maximum [Member] | Acacia [Member] | Primary Warrant [Member] | ||||||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||||||
Warrant exercise price | $ / shares | 13.7323 | 13.7323 | 13.7323 | |||||||||||||||||
Minimum [Member] | First Loans [Member] | ||||||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||||||
Warrant exercise price | $ / shares | 8.0833 | 8.0833 | 8.0833 | |||||||||||||||||
Minimum [Member] | Second Loans [Member] | ||||||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||||||
Warrant exercise price | $ / shares | 8.0833 | |||||||||||||||||||
Minimum [Member] | Acacia [Member] | First Loans [Member] | ||||||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||||||
Warrant exercise price | $ / shares | $ 8.0833 | $ 8.0833 | $ 8.0833 | |||||||||||||||||
Minimum [Member] | Acacia [Member] | Second Loans [Member] | ||||||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||||||
Warrant exercise price | $ / shares | $ 8.0833 | |||||||||||||||||||
Minimum [Member] | Acacia [Member] | Primary Warrant [Member] | ||||||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||||||
Warrant exercise price | $ / shares | 13.3028 | $ 13.3028 | 13.3028 | |||||||||||||||||
Initial Public Offering [Member] | ||||||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||||||
Common stock shares issued | 2,500,000 | 2,500,000 | ||||||||||||||||||
Warrants maturity period | 5 years | 5 years | ||||||||||||||||||
Warrant exercise price | $ / shares | $ 13.6088 | $ 13.6088 | $ 13.6088 | |||||||||||||||||
Outstanding warrants | 809,400 | 809,400 | 809,400 | 809,400 | ||||||||||||||||
IPO completion date | May 17, 2017 | |||||||||||||||||||
Percentage of warrant exercise | 10.00% | 10.00% | ||||||||||||||||||
Initial Public Offering [Member] | Vested Upon Issuance [Member] | ||||||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||||||
Warrant vesting percentage | 50.00% | 50.00% | ||||||||||||||||||
Initial Public Offering [Member] | Vest in May 2018 [Member] | ||||||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||||||
Warrant vesting percentage | 50.00% | |||||||||||||||||||
Initial Public Offering [Member] | Convertible Notes Payable [Member] | ||||||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||||||
Outstanding warrants | 154,311 | 154,311 | 154,311 | 154,311 | ||||||||||||||||
Initial Public Offering [Member] | Amended Primary Warrant [Member] | ||||||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||||||
Warrant exercise price | $ / shares | $ 13.6088 | $ 13.6088 | $ 13.6088 | |||||||||||||||||
Initial Public Offering [Member] | Acacia [Member] | ||||||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||||||
Warrants maturity period | 5 years | 5 years | ||||||||||||||||||
Warrant exercise price | $ / shares | $ 13.6088 | |||||||||||||||||||
Outstanding warrants | 809,400 | 809,400 | ||||||||||||||||||
Percentage of warrant exercise | 10.00% | 10.00% | ||||||||||||||||||
Initial Public Offering [Member] | Acacia [Member] | Vested Upon Issuance [Member] | ||||||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||||||
Warrant vesting percentage | 50.00% | |||||||||||||||||||
Initial Public Offering [Member] | Acacia [Member] | Amended Primary Warrant [Member] | ||||||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||||||
Warrant exercise price | $ / shares | $ 13.6088 | $ 13.6088 | $ 13.6088 | |||||||||||||||||
Initial Public Offering [Member] | Maximum [Member] | ||||||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||||||
Outstanding warrants | 51,437 | 51,437 | 51,437 | 51,437 | ||||||||||||||||
VLOC, LLC [Member] | ||||||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||||||
Outstanding warrants | 313,440 | 313,440 | 313,440 | |||||||||||||||||
VLOC, LLC [Member] | Bridge Loan [Member] | ||||||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||||||
Warrants maturity period | 10 years | 10 years | ||||||||||||||||||
Warrant exercise price | $ / shares | $ 13.6088 | $ 13.6088 | $ 13.6088 | $ 13.6088 | ||||||||||||||||
Outstanding warrants | 313,440 | 313,440 | 313,440 | 313,440 | ||||||||||||||||
Consultants [Member] | ||||||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||||||
Issuance of restricted stock, shares | 42,833 | |||||||||||||||||||
2014 Stock Option/Stock Issuance Plan [Member] | ||||||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||||||
Common stock reserved for future issuance | 900,000 | 900,000 | ||||||||||||||||||
Increase in common stock reserved for future issuance | 4,450,585 | 4,450,585 | ||||||||||||||||||
2014 Stock Option/Stock Issuance Plan [Member] | Employees And Directors [Member] | ||||||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||||||
Options Granted | 666,702 | |||||||||||||||||||
Options exercise price | $ / shares | $ 15 | |||||||||||||||||||
Vesting period | 4 years | |||||||||||||||||||
2017 Stock Incentive Plan [Member] | ||||||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||||||
Common stock reserved for future issuance | 2,000,000 | 1,752,482 | 2,000,000 | 1,752,482 | 1,752,482 | |||||||||||||||
Annual shares increase for future issuance by percentage under employee stock purchase plans | 3.00% | |||||||||||||||||||
2017 Stock Incentive Plan [Member] | Chief Executive Officer [Member] | ||||||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||||||
Common stock granted | 2,471 | 10,121 | ||||||||||||||||||
2017 Stock Incentive Plan [Member] | Employees And Directors [Member] | ||||||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||||||
Options Granted | 199,350 | |||||||||||||||||||
Options exercise price | $ / shares | $ 8.24 | |||||||||||||||||||
Vesting period | 4 years | |||||||||||||||||||
2017 Stock Incentive Plan [Member] | Maximum [Member] | ||||||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||||||
Increase in common stock reserved for future issuance | 750,000 | 750,000 | ||||||||||||||||||
Employee Stock Purchase Plan [Member] | ||||||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||||||
Common stock reserved for future issuance | 1,000,000 | 1,000,000 | ||||||||||||||||||
Annual shares increase for future issuance by percentage under employee stock purchase plans | 1.00% | |||||||||||||||||||
Common stock granted | 0 | |||||||||||||||||||
Maximum number of shares per employee in each purchase | 1,000 | |||||||||||||||||||
Accrued employee contributions | $ | $ 59 | $ 59 | $ 59 | |||||||||||||||||
Employee Stock Purchase Plan [Member] | Maximum [Member] | ||||||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||||||
Increase in common stock reserved for future issuance | 250,000 | 250,000 | ||||||||||||||||||
Employee Stock Purchase Plan [Member] | Minimum [Member] | ||||||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||||||
Percentage of purchase price of common stock fair value | 85.00% | |||||||||||||||||||
Common stock fair market value | $ / shares | $ 25 | $ 25 | ||||||||||||||||||
2014 Plan Stock Options/Stock Issuance Plan and 2017 Stock Incentive Plan [Member] | ||||||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||||||
Issuance of restricted stock, shares | 9,600 | |||||||||||||||||||
Stock issued during period, shares, exercise of stock options | 3,281 | |||||||||||||||||||
Options Granted | 4,000,508 | |||||||||||||||||||
Options exercise price | $ / shares | $ 14.66 | |||||||||||||||||||
Options exercise price | $ / shares | $ 1.70 | |||||||||||||||||||
Unrecognized compensation expense related to stock options | $ | 22,429 | 22,429 | $ 22,429 | |||||||||||||||||
Note Purchase Agreement [Member] | ||||||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||||||
Common stock shares issued | 120,000 | |||||||||||||||||||
Note Purchase Agreement [Member] | VLOC, LLC [Member] | ||||||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||||||
Common stock shares issued | 120,000 | |||||||||||||||||||
Warrants maturity period | 10 years | |||||||||||||||||||
Note Purchase Agreement [Member] | VLOC, LLC [Member] | Bridge Loan [Member] | ||||||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||||||
Borrowing under line of credit | $ | $ 4,000 | |||||||||||||||||||
Shares converted to common stock | 590,717 | |||||||||||||||||||
Issuance of warrants to purchase common stock | $ | $ 1,770 | |||||||||||||||||||
Outstanding warrants | 313,440 | 240,000 | ||||||||||||||||||
Note Purchase Agreement [Member] | VLOC, LLC [Member] | Acacia [Member] | Bridge Loan [Member] | ||||||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||||||
Borrowing under line of credit | $ | $ 2,000 | $ 4,000 | $ 2,000 | |||||||||||||||||
Note Purchase Agreement [Member] | VLOC, LLC [Member] | Maximum [Member] | ||||||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||||||
Warrant exercise price | $ / shares | $ 13.6088 | |||||||||||||||||||
Time-based Stock Option [Member] | Chad Steelberg and Ryan Steelberg [Member] | ||||||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||||||
Options Granted | 2,089,638 | 2,089,638 | ||||||||||||||||||
Options exercise price | $ / shares | $ 15 | |||||||||||||||||||
Vesting period | 3 years | 3 years | ||||||||||||||||||
Annual shares increase for future issuance by percentage under employee stock purchase plans | 5.00% | |||||||||||||||||||
Performance- based Stock Option [Member] | ||||||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||||||
Stock-based compensation expense | $ | 9,282 | 8,939 | $ 343 | |||||||||||||||||
Performance- based Stock Option [Member] | Chad Steelberg and Ryan Steelberg [Member] | ||||||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||||||
Options Granted | 1,044,818 | 1,044,818 | ||||||||||||||||||
Options exercise price | $ / shares | $ 15 | |||||||||||||||||||
Vesting period | 5 years | 5 years | ||||||||||||||||||
Vesting rights description | The performance-based stock option would vest upon the earlier of (a) the first date on which the market capitalization of the Company's common stock equals or exceeds $400,000 over five consecutive business days, or (b) five years after the IPO | The performance-based stock option would vest upon the earlier of (a) the first date on which the market capitalization of the Company's common stock equals or exceeds $400,000 over five consecutive business days, or (b) five years after the IPO. | ||||||||||||||||||
Vesting rights, market capitalization | $ | $ 400,000 | $ 400,000 | $ 400,000 | 400,000 | $ 400,000 | $ 400,000 | $ 400,000 | |||||||||||||
Vesting rights, consecutive trading days | 5 days | 5 days | 5 days | |||||||||||||||||
Options, vested | 1,044,818 | |||||||||||||||||||
Annual shares increase for future issuance by percentage under employee stock purchase plans | 2.50% | |||||||||||||||||||
Restricted Stock [Member] | ||||||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||||||
Number of shares of restricted common stock forfeited | 22,018 | |||||||||||||||||||
Stock-based compensation expense | $ | 178 | 26 | $ 629 | 78 | ||||||||||||||||
Restricted Stock [Member] | 2014 Plan Stock Options/Stock Issuance Plan and 2017 Stock Incentive Plan [Member] | ||||||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||||||
Number of shares of restricted common stock forfeited | 22,018 | |||||||||||||||||||
Vesting period | 4 years | |||||||||||||||||||
Restricted stock units granted | 52,433 | |||||||||||||||||||
Unrecognized cost of share-based compensation awards | $ | $ 979 | 979 | $ 979 | |||||||||||||||||
Cost of share-based compensation awards, recognition period | 2 years 7 months 6 days | |||||||||||||||||||
Stock Options [Member] | ||||||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||||||
Stock-based compensation expense | $ | $ 11,381 | $ 44 | $ 12,708 | $ 68 | ||||||||||||||||
Stock Options [Member] | 2014 Plan Stock Options/Stock Issuance Plan and 2017 Stock Incentive Plan [Member] | ||||||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||||||
Vesting period | 4 years | |||||||||||||||||||
Cost of share-based compensation awards, recognition period | 2 years 6 months | |||||||||||||||||||
Expiration period | 10 years | |||||||||||||||||||
Restricted Stock Units [Member] | 2017 Stock Incentive Plan [Member] | Directors [Member] | ||||||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||||||
Restricted stock units granted | 35,576 | |||||||||||||||||||
Options exercise price | $ / shares | $ 14.76 |
Stockholders' Equity (Deficit33
Stockholders' Equity (Deficit) - Schedule of Stock-based Compensation Expense (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||||
Stock-based compensation expense | $ 11,708 | $ 70 | $ 13,611 | $ 1,588 |
Sales and Marketing [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||||
Stock-based compensation expense | 100 | 3 | 276 | 51 |
Research and Development [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||||
Stock-based compensation expense | 157 | 5 | 261 | 17 |
General and Administrative [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||||
Stock-based compensation expense | 11,451 | 62 | 13,074 | 1,520 |
Restricted Stock [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||||
Stock-based compensation expense | 178 | 26 | 629 | 78 |
Common Stock Awards [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||||
Stock-based compensation expense | 125 | 250 | 1,442 | |
Stock Options [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||||
Stock-based compensation expense | 11,381 | $ 44 | 12,708 | $ 68 |
Employee Stock [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||||
Stock-based compensation expense | $ 24 | $ 24 |
Stockholders' Equity (Deficit34
Stockholders' Equity (Deficit) - Schedule of Restricted Stock Activity (Detail) - Restricted Stock [Member] | 9 Months Ended |
Sep. 30, 2017$ / sharesshares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Shares, Forfeited | (22,018) |
2014 Plan Stock Options/Stock Issuance Plan and 2017 Stock Incentive Plan [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Shares, Unvested, Beginning Balance | 208,886 |
Shares, Granted | 52,433 |
Shares, Forfeited | (22,018) |
Shares, Vested | (78,399) |
Shares, Unvested, Ending Balance | 160,902 |
Weighted Average Grant Date Fair Value, Unvested, Beginning Balance | $ / shares | $ 4.80 |
Weighted Average Grant Date Fair Value, Granted | $ / shares | 14.79 |
Weighted Average Grant Date Fair Value, Forfeited | $ / shares | 8.43 |
Weighted Average Grant Date Fair Value, Vested | $ / shares | 7.82 |
Weighted Average Grant Date Fair Value, Unvested, Ending Balance | $ / shares | $ 6.08 |
Stockholders' Equity (Deficit35
Stockholders' Equity (Deficit) - Schedule of Fair Value Assumptions (Detail) | 9 Months Ended |
Sep. 30, 2017 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Expected volatility | 65.00% |
Risk-free interest rate, minimum | 1.89% |
Risk-free interest rate, maximum | 2.20% |
Expected dividend yield | 0.00% |
Minimum [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Expected terms (in years) | 5 years 9 months 29 days |
Maximum [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Expected terms (in years) | 6 years 29 days |
Stockholders' Equity (Deficit36
Stockholders' Equity (Deficit) - Schedule of Stock Option Activity (Detail) - USD ($) $ / shares in Units, $ in Thousands | 9 Months Ended | 12 Months Ended |
Sep. 30, 2017 | Dec. 31, 2016 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Options Exercised | (3,281) | |
2014 Plan Stock Options/Stock Issuance Plan and 2017 Stock Incentive Plan [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Options, Outstanding, Beginning Balance | 680,434 | |
Options Granted | 4,000,508 | |
Options Exercised | (3,281) | |
Options Forfeited / Cancelled | (115,719) | |
Options, Outstanding, Ending Balance | 4,561,942 | 680,434 |
Options, Exercisable at September 30, 2017 | 1,661,125 | |
Weighted-Average Exercise Price, Outstanding, Beginning Balance | $ 2.27 | |
Weighted-Average Exercise Price, Options Granted | 14.66 | |
Weighted-Average Exercise Price, Options Exercised | 1.70 | |
Weighted-Average Exercise Price, Options Forfeited / Cancelled | 8.56 | |
Weighted-Average Exercise Price, Outstanding, Ending Balance | $ 12.99 | $ 2.27 |
Weighted-Average Remaining Contractual Term, Outstanding | 8 years 11 months 23 days | 8 years 5 months 27 days |
Weighted-Average Aggregate Intrinsic Value | $ 155,197 | $ 3,031 |
Related Party Transactions - Ad
Related Party Transactions - Additional Information (Detail) | May 17, 2017USD ($)$ / sharesshares | Apr. 30, 2017USD ($) | Mar. 31, 2017USD ($)$ / sharesshares | May 31, 2017USD ($)shares | Mar. 31, 2017USD ($)$ / sharesshares | Nov. 30, 2016USD ($)$ / sharesshares | Aug. 31, 2016USD ($)$ / sharesshares | Jun. 30, 2016$ / sharesshares | Sep. 30, 2017USD ($)$ / sharesshares | Mar. 31, 2017USD ($)$ / sharesshares | Sep. 30, 2016USD ($) | Sep. 30, 2017USD ($)Option$ / sharesshares | Sep. 30, 2016USD ($) | May 16, 2017shares | Dec. 31, 2016USD ($) |
Related Party Transaction [Line Items] | |||||||||||||||
Warrant exercise price | $ / shares | $ 8.0833 | ||||||||||||||
Warrants maturity period | 10 years | 4 years | |||||||||||||
Cash proceeds from exercise of warrants | $ 29,263,000 | ||||||||||||||
Issuance of warrants to purchase common stock | $ 8,658,000 | ||||||||||||||
Number of warrants issued | shares | 247,422 | ||||||||||||||
Warrant issued to purchase common stock | shares | 1,524,573 | 1,524,573 | |||||||||||||
Common stock issued | shares | 12,335,519 | ||||||||||||||
Initial Public Offering [Member] | |||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||
Warrant exercise price | $ / shares | $ 13.6088 | $ 13.6088 | $ 13.6088 | ||||||||||||
Warrants maturity period | 5 years | 5 years | |||||||||||||
Warrant issued to purchase common stock | shares | 809,400 | 809,400 | 809,400 | 809,400 | |||||||||||
Percentage of warrant exercise | 10.00% | 10.00% | |||||||||||||
Warrant vesting period | Fifty percent of the shares underlying the 10% Warrant vesting as of the issuance date of the 10% Warrant and the remaining fifty percent of the shares vesting on the first anniversary of the issuance date of the 10% Warrant. | ||||||||||||||
Common stock issued | shares | 2,500,000 | 2,500,000 | |||||||||||||
Initial Public Offering [Member] | Maximum [Member] | |||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||
Warrant issued to purchase common stock | shares | 51,437 | 51,437 | 51,437 | 51,437 | |||||||||||
Vested Upon Issuance [Member] | Initial Public Offering [Member] | |||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||
Warrant vesting percentage | 50.00% | 50.00% | |||||||||||||
Convertible Notes Payable [Member] | Initial Public Offering [Member] | |||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||
Warrant issued to purchase common stock | shares | 154,311 | 154,311 | 154,311 | 154,311 | |||||||||||
First Loans [Member] | |||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||
Debt instrument principal balance | $ 10,000,000 | ||||||||||||||
Issuance of warrants to purchase common stock | $ 700,000 | ||||||||||||||
First Loans [Member] | Minimum [Member] | |||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||
Warrant exercise price | $ / shares | $ 8.0833 | $ 8.0833 | |||||||||||||
First Loans [Member] | Maximum [Member] | |||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||
Warrant exercise price | $ / shares | 13.7323 | $ 13.7323 | |||||||||||||
Second Loans [Member] | |||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||
Debt instrument principal balance | 10,000,000 | ||||||||||||||
Warrants maturity period | 4 years | ||||||||||||||
Issuance of warrants to purchase common stock | $ 700,000 | ||||||||||||||
Number of warrants issued | shares | 2 | ||||||||||||||
Second Loans [Member] | Minimum [Member] | |||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||
Warrant exercise price | $ / shares | $ 8.0833 | ||||||||||||||
Second Loans [Member] | Maximum [Member] | |||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||
Warrant exercise price | $ / shares | $ 13.7323 | ||||||||||||||
Bridge Loan [Member] | |||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||
Borrowing under line of credit | $ 2,000,000 | ||||||||||||||
Shares converted to common stock | shares | 590,717 | ||||||||||||||
Common stock issued | shares | 90,000 | ||||||||||||||
Amended Primary Warrant [Member] | Initial Public Offering [Member] | |||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||
Warrant exercise price | $ / shares | $ 13.6088 | $ 13.6088 | $ 13.6088 | ||||||||||||
Acacia [Member] | Initial Public Offering [Member] | |||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||
Warrant exercise price | $ / shares | $ 13.6088 | ||||||||||||||
Warrants maturity period | 5 years | 5 years | |||||||||||||
Warrant issued to purchase common stock | shares | 809,400 | 809,400 | |||||||||||||
Percentage of warrant exercise | 10.00% | 10.00% | |||||||||||||
Warrant vesting period | Fifty percent of the shares under the 10% Warrant vested upon its issuance and the remaining half will vest in May 2018. | ||||||||||||||
Acacia [Member] | Vested Upon Issuance [Member] | Initial Public Offering [Member] | |||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||
Warrant vesting percentage | 50.00% | ||||||||||||||
Acacia [Member] | Convertible Notes Payable [Member] | |||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||
Debt instrument principal balance | $ 20,000,000 | $ 20,000,000 | |||||||||||||
Debt instrument interest rate | 6.00% | ||||||||||||||
Shares converted to common stock | shares | 1,523,746 | 1,523,746 | 1,523,746 | ||||||||||||
Warrant exercise price | $ / shares | $ 13.6088 | ||||||||||||||
Warrants maturity period | 5 years | ||||||||||||||
Conversion price per share | $ / shares | $ 13.6088 | ||||||||||||||
Acacia [Member] | Convertible Notes Payable [Member] | Maximum [Member] | |||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||
Warrant exercise price | $ / shares | $ 13.6088 | $ 13.6088 | $ 13.6088 | ||||||||||||
Acacia [Member] | First Loans [Member] | |||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||
Debt instrument principal balance | $ 10,000,000 | ||||||||||||||
Warrants maturity period | 4 years | ||||||||||||||
Issuance of warrants to purchase common stock | $ 700,000 | ||||||||||||||
Acacia [Member] | First Loans [Member] | Minimum [Member] | |||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||
Warrant exercise price | $ / shares | 8.0833 | $ 8.0833 | |||||||||||||
Acacia [Member] | First Loans [Member] | Maximum [Member] | |||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||
Warrant exercise price | $ / shares | $ 13.7323 | $ 13.7323 | |||||||||||||
Acacia [Member] | Second Loans [Member] | |||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||
Debt instrument principal balance | $ 10,000,000 | ||||||||||||||
Warrants maturity period | 4 years | ||||||||||||||
Number of warrants issued | shares | 700 | 1,524,573 | |||||||||||||
Warrant issued to purchase common stock | shares | 1,524,573 | 1,524,573 | |||||||||||||
Acacia [Member] | Second Loans [Member] | Minimum [Member] | |||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||
Warrant exercise price | $ / shares | $ 8.0833 | ||||||||||||||
Acacia [Member] | Second Loans [Member] | Maximum [Member] | |||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||
Warrant exercise price | $ / shares | $ 13.7323 | ||||||||||||||
Acacia [Member] | Bridge Loan [Member] | |||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||
Debt instrument principal balance | $ 8,000,000 | $ 8,000,000 | $ 8,000,000 | ||||||||||||
Warrants maturity period | 10 years | ||||||||||||||
Line of credit maximum borrowing capacity | $ 8,000,000 | $ 8,000,000 | 8,000,000 | ||||||||||||
Line of credit, interest rate | 8.00% | ||||||||||||||
Borrowing under line of credit | $ 2,000,000 | $ 2,000,000 | $ 4,000,000 | ||||||||||||
Shares converted to common stock | shares | 590,717 | ||||||||||||||
Conversion price per share | $ / shares | $ 13.6088 | $ 13.6088 | $ 13.6088 | ||||||||||||
Line of credit, borrowing description | The Company borrowed the initial $2,000 installment under the Bridge Loan in March 2017, and borrowed the second $2,000 installment in April 2017. Prior to the completion of the IPO, the Lenders exercised their options to advance the remaining $4,000 remaining available under the Bridge Loan. | ||||||||||||||
Common stock issued | shares | 120,000 | 180,000 | |||||||||||||
Acacia [Member] | Primary Warrant [Member] | |||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||
Issuance of stock due to warrants exercise | shares | 2,150,335 | 2,150,335 | 2,150,335 | 2,150,335 | 2,150,335 | 2,150,335 | |||||||||
Cash proceeds from exercise of warrants | $ 29,263,000 | $ 29,263,000 | |||||||||||||
Acacia [Member] | Primary Warrant [Member] | Minimum [Member] | |||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||
Warrant exercise price | $ / shares | $ 13.3028 | $ 13.3028 | $ 13.3028 | ||||||||||||
Acacia [Member] | Primary Warrant [Member] | Maximum [Member] | |||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||
Warrant exercise price | $ / shares | $ 13.7323 | $ 13.7323 | $ 13.7323 | ||||||||||||
Warrants exercise price value | $ 50,000,000 | $ 50,000,000 | $ 50,000,000 | ||||||||||||
Conversion price per share | $ / shares | $ 13.6088 | ||||||||||||||
Acacia [Member] | Amended Primary Warrant [Member] | Initial Public Offering [Member] | |||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||
Warrant exercise price | $ / shares | $ 13.6088 | $ 13.6088 | $ 13.6088 | ||||||||||||
Note Purchase Agreement [Member] | |||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||
Common stock issued | shares | 120,000 | ||||||||||||||
VLOC, LLC [Member] | |||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||
Warrant issued to purchase common stock | shares | 313,440 | 313,440 | |||||||||||||
VLOC, LLC [Member] | Bridge Loan [Member] | |||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||
Warrant exercise price | $ / shares | $ 13.6088 | $ 13.6088 | $ 13.6088 | ||||||||||||
Warrants maturity period | 10 years | 10 years | |||||||||||||
Warrant issued to purchase common stock | shares | 313,440 | 313,440 | 313,440 | ||||||||||||
VLOC, LLC [Member] | Note Purchase Agreement [Member] | |||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||
Warrants maturity period | 10 years | ||||||||||||||
Common stock issued | shares | 120,000 | ||||||||||||||
VLOC, LLC [Member] | Note Purchase Agreement [Member] | Maximum [Member] | |||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||
Warrant exercise price | $ / shares | $ 13.6088 | ||||||||||||||
VLOC, LLC [Member] | Note Purchase Agreement [Member] | Bridge Loan [Member] | |||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||
Debt instrument principal balance | $ 8,000,000 | ||||||||||||||
Issuance of warrants to purchase common stock | $ 1,770,000 | ||||||||||||||
Warrant issued to purchase common stock | shares | 313,440 | 240,000 | |||||||||||||
Borrowing under line of credit | $ 4,000,000 | ||||||||||||||
Shares converted to common stock | shares | 590,717 | ||||||||||||||
Conversion price per share | $ / shares | $ 13.6088 | ||||||||||||||
VLOC, LLC [Member] | Note Purchase Agreement [Member] | Chad Steelberg and Ryan Steelberg [Member] | |||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||
Ownership percentage | 50.00% | 50.00% | |||||||||||||
VLOC, LLC [Member] | Note Purchase Agreement [Member] | Acacia [Member] | |||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||
Line of credit maximum borrowing capacity | $ 8,000,000 | $ 8,000,000 | $ 8,000,000 | ||||||||||||
Line of credit, interest rate | 8.00% | ||||||||||||||
Line of credit, borrowing description | The Company drew down the initial $2,000 installment under the Bridge Loan upon the execution of the Note Purchase Agreement. In April 2017, the Company borrowed an additional $2,000 under the Bridge Loan. In May 2017, the Bridge Loan Lenders funded the remaining undrawn amounts of $4,000 under the Bridge Loan, which increased the outstanding principal balance of the Bridge Loan to $8,000. | ||||||||||||||
VLOC, LLC [Member] | Note Purchase Agreement [Member] | Acacia [Member] | Bridge Loan [Member] | |||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||
Debt instrument principal balance | $ 8,000,000 | ||||||||||||||
Borrowing under line of credit | $ 2,000,000 | $ 4,000,000 | $ 2,000,000 | ||||||||||||
Intercompany Administrative Services Agreement [Member] | Steel Ventures, LLC [Member] | |||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||
Related party transaction agreement date | Oct. 1, 2014 | ||||||||||||||
Related party transaction agreement term | 2 years | ||||||||||||||
Number of renewal options | Option | 2 | ||||||||||||||
Related party transaction agreement renewal term | 2 years | ||||||||||||||
Related party transaction expenses | $ 0 | $ 300,000 | $ 0 | $ 1,105,000 | |||||||||||
Related party agreement expiration term | 2016-09 | ||||||||||||||
Healthcare Plans [Member] | Chad Steelberg and Ryan Steelberg [Member] | |||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||
Related party transaction expenses | $ 14,000 | $ 15,000 | $ 43,000 | $ 59,000 | |||||||||||
Due to related party | $ 73,000 |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Detail) $ / shares in Units, $ in Thousands | Jul. 24, 2017USD ($)ft²Options | Sep. 30, 2017USD ($) | Mar. 31, 2017USD ($)$ / shares | Sep. 30, 2017USD ($)shares | Jun. 30, 2017USD ($)shares | Sep. 30, 2016USD ($) | Sep. 30, 2017USD ($)shares | Sep. 30, 2016USD ($) | May 17, 2017$ / shares |
Building Lease Agreement [Member] | |||||||||
Other Commitments [Line Items] | |||||||||
Lease provided area of office space (in square feet) | ft² | 37,875 | ||||||||
Office building lease agreement, initial term | 82 months | ||||||||
Office building lease agreement, renewal terms | 5 years | ||||||||
Number of lease renewal options (in leases) | Options | 2 | ||||||||
Total minimum lease payments | $ 9,317 | $ 10,590 | $ 10,590 | $ 10,590 | |||||
Rent expense | 182 | $ 155 | $ 641 | $ 439 | |||||
Initial Public Offering [Member] | |||||||||
Other Commitments [Line Items] | |||||||||
Common stock price per share | $ / shares | $ 15 | ||||||||
Chad Steelberg and Ryan Steelberg [Member] | |||||||||
Other Commitments [Line Items] | |||||||||
Estimated common stock calculated value | $ 125 | ||||||||
Chad Steelberg and Ryan Steelberg [Member] | Time-based Stock Option [Member] | |||||||||
Other Commitments [Line Items] | |||||||||
Percentage of fully diluted shares outstanding that may be purchased | 5.00% | ||||||||
Vesting period | 3 years | 3 years | |||||||
Options Granted | shares | 2,089,638 | 2,089,638 | |||||||
Chad Steelberg and Ryan Steelberg [Member] | Performance- based Stock Option [Member] | |||||||||
Other Commitments [Line Items] | |||||||||
Percentage of fully diluted shares outstanding that may be purchased | 2.50% | ||||||||
Vesting period | 5 years | 5 years | |||||||
Vesting rights description | The performance-based stock option would vest upon the earlier of (a) the first date on which the market capitalization of the Company's common stock equals or exceeds $400,000 over five consecutive business days, or (b) five years after the IPO | The performance-based stock option would vest upon the earlier of (a) the first date on which the market capitalization of the Company's common stock equals or exceeds $400,000 over five consecutive business days, or (b) five years after the IPO. | |||||||
Vesting rights, market capitalization | $ 400,000 | $ 400,000 | $ 400,000 | $ 400,000 | $ 400,000 | ||||
Vesting rights, consecutive trading days | 5 days | 5 days | 5 days | ||||||
Options Granted | shares | 1,044,818 | 1,044,818 | |||||||
Chad Steelberg and Ryan Steelberg [Member] | Performance- based Stock Option [Member] | Initial Public Offering [Member] | |||||||||
Other Commitments [Line Items] | |||||||||
Common stock price per share | $ / shares | $ 15 | ||||||||
Ryan Steelberg [Member] | |||||||||
Other Commitments [Line Items] | |||||||||
Annual salary under agreement | $ 350 | ||||||||
Chief Executive Officer [Member] | |||||||||
Other Commitments [Line Items] | |||||||||
Share-based compensation arrangement by share-based payment award, shares issued in period | shares | 2,471 | 10,121 |
Commitments and Contingencies39
Commitments and Contingencies - Summary of Future Minimum Lease Payments (Detail) - Building Lease Agreement [Member] - USD ($) $ in Thousands | Sep. 30, 2017 | Jul. 24, 2017 |
Operating Leased Assets [Line Items] | ||
2,018 | $ 416 | |
2,019 | 1,510 | |
2,020 | 1,819 | |
2,021 | 1,875 | |
2,022 | 1,833 | |
Thereafter | 3,137 | |
Minimum Annual Lease Payments | $ 10,590 | $ 9,317 |