Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Jun. 30, 2020 | Sep. 07, 2020 | |
Document And Entity Information [Line Items] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Document Period End Date | Jun. 30, 2020 | |
Document Fiscal Period Focus | Q2 | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Year Focus | 2020 | |
Entity Registrant Name | BigCommerce Holdings, Inc. | |
Entity Central Index Key | 0001626450 | |
Entity Current Reporting Status | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Shell Company | false | |
Entity Small Business | false | |
Entity Emerging Growth Company | true | |
Entity Ex Transition Period | false | |
Entity File Number | 001-39423 | |
Entity Tax Identification Number | 46-2707656 | |
Entity Address Address Line1 | 11305 Four Points Drive Building II, 3rd Floor | |
Entity Address City Or Town | Austin | |
Entity Address State Or Province | TX | |
Entity Interactive Data Current | Yes | |
Entity Address Postal Zip Code | 78726 | |
City Area Code | 512 | |
Local Phone Number | 865-4500 | |
Entity Incorporation State Country Code | DE | |
Security12b Title | Series 1 common stock, $0.0001 par value per share | |
Trading Symbol | BIGC | |
Security Exchange Name | NASDAQ | |
Series 1 Common Stock | ||
Document And Entity Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 62,563,651 | |
Series 2 Common Stock | ||
Document And Entity Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 5,050,555 |
Consolidated Balance Sheets (Un
Consolidated Balance Sheets (Unaudited) - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 |
Current assets | ||
Cash and cash equivalents | $ 25,390 | $ 7,795 |
Restricted cash | 1,121 | 1,355 |
Accounts receivable, net | 20,244 | 15,548 |
Prepaid expenses and other assets | 7,837 | 5,296 |
Deferred commissions | 1,971 | 1,677 |
Total current assets | 56,563 | 31,671 |
Property and equipment, net | 7,608 | 8,241 |
Right-of-use-assets | 12,888 | 14,065 |
Deferred commissions, net of current portion | 2,558 | 2,087 |
Total assets | 79,617 | 56,064 |
Current liabilities | ||
Accounts payable | 5,752 | 3,881 |
Accrued liabilities | 2,843 | 5,849 |
Deferred revenue | 11,257 | 9,399 |
Current portion of long-term debt | 2,215 | 2,363 |
Current portion of operating lease liabilities | 2,945 | 2,718 |
Other current liabilities | 13,326 | 9,704 |
Total current liabilities | 38,338 | 33,914 |
Deferred revenue, net of current portion | 1,060 | 1,492 |
Long-term debt, net of current portion | 69,121 | 38,502 |
Operating lease liabilities, net of current portion | 14,152 | 15,705 |
Total liabilities | 122,671 | 89,613 |
Commitments and contingencies (Note 6) | ||
Stockholders’ equity (deficit) | ||
Common stock, $0.0001 par value; 205,000 shares voting and 45,000 shares non-voting authorized at June 30, 2020 and December 31, 2019; 19,378, and 18,544 shares voting issued and outstanding at June 30, 2020 and December 31, 2019, respectively, and no shares non-voting issued and outstanding at June 30, 2020, and December 31, 2019. | 2 | 2 |
Additional paid-in capital | 20,571 | 17,244 |
Accumulated deficit | (291,079) | (274,549) |
Total stockholders’ equity (deficit) | (270,506) | (257,303) |
Total liabilities, convertible preferred stock, and stockholders’ equity (deficit) | 79,617 | 56,064 |
Convertible Preferred Stock | ||
Convertible preferred stock | ||
Convertible preferred stock, $0.0001 par value; 102,030 shares authorized, issued and outstanding at June 30, 2020, and December 31, 2019 | $ 227,452 | $ 223,754 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) (Unaudited) - $ / shares | Jun. 30, 2020 | Dec. 31, 2019 |
Convertible preferred stock, shares authorized | 102,030,000 | 102,030,000 |
Convertible preferred stock, shares outstanding | 102,030,000 | 102,030,000 |
Common stock, par value | $ 0.0001 | $ 0.0001 |
Convertible Preferred Stock | ||
Convertible preferred stock, par value | $ 0.0001 | $ 0.0001 |
Convertible preferred stock, shares authorized | 102,030,000 | 102,030,000 |
Convertible preferred stock, shares issued | 102,030,000 | 102,030,000 |
Convertible preferred stock, shares outstanding | 102,030,000 | 102,030,000 |
Voting Common Stock | ||
Common stock, shares authorized | 205,000,000 | 205,000,000 |
Common stock, shares issued | 19,378,000 | 18,544,000 |
Common stock, shares outstanding | 19,378,000 | 18,544,000 |
Non-voting Common Stock | ||
Common stock, shares authorized | 45,000,000 | 45,000,000 |
Common stock, shares issued | 0 | 0 |
Common stock, shares outstanding | 0 | 0 |
Consolidated Statements of Oper
Consolidated Statements of Operations (Unaudited) - USD ($) shares in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Income Statement [Abstract] | ||||
Revenue | $ 36,316,000 | $ 27,235,000 | $ 69,490,000 | $ 52,819,000 |
Cost of revenue | 7,837,000 | 6,227,000 | 15,317,000 | 12,152,000 |
Gross profit | 28,479,000 | 21,008,000 | 54,173,000 | 40,667,000 |
Operating expenses: | ||||
Sales and marketing | 16,803,000 | 15,963,000 | 32,565,000 | 30,099,000 |
Research and development | 11,345,000 | 10,468,000 | 22,266,000 | 21,300,000 |
General and administrative | 7,714,000 | 5,222,000 | 14,180,000 | 10,221,000 |
Total operating expenses | 35,862,000 | 31,653,000 | 69,011,000 | 61,620,000 |
Loss from operations | (7,383,000) | (10,645,000) | (14,838,000) | (20,953,000) |
Interest income | 17,000 | 86,000 | 18,000 | 241,000 |
Interest expense | (1,152,000) | (410,000) | (1,914,000) | (770,000) |
Change in fair value of financial instruments | 0 | 4,413,000 | ||
Other expense | 40,000 | (56,000) | (163,000) | (77,000) |
Loss before provision for income taxes | (8,478,000) | (11,025,000) | (12,484,000) | (21,559,000) |
Provision for income taxes | 3,000 | 7,000 | 20,000 | 14,000 |
Net loss | (8,481,000) | (11,032,000) | (12,504,000) | (21,573,000) |
Cumulative dividends and accretion of issuance costs on Series F preferred stock | (1,953,000) | (1,798,000) | (3,698,000) | (3,552,000) |
Net loss attributable to common stockholders | $ (10,434,000) | $ (12,830,000) | $ (16,202,000) | $ (25,125,000) |
Basic and diluted net loss per share attributable to common stockholders | $ (0.54) | $ (0.73) | $ (0.86) | $ (1.43) |
Weighted average shares used to compute basic and diluted net loss per share attributable to common stockholders | 19,149 | 17,592 | 18,852 | 17,540 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Loss (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Statement Of Income And Comprehensive Income [Abstract] | ||||
Net loss | $ (8,481) | $ (11,032) | $ (12,504) | $ (21,573) |
Other comprehensive income (loss): | ||||
Net unrealized gain (loss) on marketable debt securities | 14 | 14 | ||
Total comprehensive loss | $ (8,481) | $ (11,018) | $ (12,504) | $ (21,559) |
Consolidated Statements of Conv
Consolidated Statements of Convertible Preferred Stock and Stockholders' Equity (Deficit) (Unaudited) - USD ($) shares in Thousands, $ in Thousands | Total | Cumulative Effect, Period of Adoption, Adjustment | Convertible Preferred Stock | Common Stock | Additional Paid-in Capital | Accumulated Deficit | Accumulated DeficitCumulative Effect, Period of Adoption, Adjustment | Accumulated Other Comprehensive Loss |
Balance at Dec. 31, 2018 | $ (211,476) | $ 2 | $ 13,261 | $ (224,725) | $ (14) | |||
Temporary equity, shares at Dec. 31, 2018 | 102,030 | |||||||
Temporary equity, balance at Dec. 31, 2018 | $ 216,446 | |||||||
Balance, shares at Dec. 31, 2018 | 17,445 | |||||||
Exercise of stock options | 132 | 132 | ||||||
Exercise of stock options, shares | 96 | |||||||
Stock-based compensation | 595 | 595 | ||||||
Accumulated dividend – Series F | (1,736) | (1,736) | ||||||
Accretion of Series F issuance costs | (18) | (18) | ||||||
Net loss | (10,541) | (10,541) | ||||||
Balance at Mar. 31, 2019 | (223,044) | $ 2 | 13,970 | (237,002) | (14) | |||
Temporary equity, shares at Mar. 31, 2019 | 102,030 | |||||||
Temporary equity, balance at Mar. 31, 2019 | $ 218,200 | |||||||
Balance, shares at Mar. 31, 2019 | 17,541 | |||||||
Temporary Equity, Accumulated dividend – Series F | 1,736 | |||||||
Temporary Equity, Accretion of Series F issuance costs | $ 18 | |||||||
Balance at Dec. 31, 2018 | (211,476) | $ 2 | 13,261 | (224,725) | (14) | |||
Temporary equity, shares at Dec. 31, 2018 | 102,030 | |||||||
Temporary equity, balance at Dec. 31, 2018 | $ 216,446 | |||||||
Balance, shares at Dec. 31, 2018 | 17,445 | |||||||
Net loss | (21,573) | |||||||
Balance at Jun. 30, 2019 | (235,013) | $ 2 | 14,813 | (249,814) | (14) | |||
Temporary equity, shares at Jun. 30, 2019 | 102,030 | |||||||
Temporary equity, balance at Jun. 30, 2019 | $ 219,998 | |||||||
Balance, shares at Jun. 30, 2019 | 17,901 | |||||||
Balance at Mar. 31, 2019 | (223,044) | $ 2 | 13,970 | (237,002) | (14) | |||
Temporary equity, shares at Mar. 31, 2019 | 102,030 | |||||||
Temporary equity, balance at Mar. 31, 2019 | $ 218,200 | |||||||
Balance, shares at Mar. 31, 2019 | 17,541 | |||||||
Exercise of stock options | 40 | 40 | ||||||
Exercise of stock options, shares | 360 | |||||||
Stock-based compensation | 821 | 821 | ||||||
Accumulated dividend – Series F | (1,780) | (1,780) | ||||||
Accretion of Series F issuance costs | (18) | (18) | ||||||
Net loss | (11,032) | (11,032) | ||||||
Balance at Jun. 30, 2019 | (235,013) | $ 2 | 14,813 | (249,814) | $ (14) | |||
Temporary equity, shares at Jun. 30, 2019 | 102,030 | |||||||
Temporary equity, balance at Jun. 30, 2019 | $ 219,998 | |||||||
Balance, shares at Jun. 30, 2019 | 17,901 | |||||||
Temporary Equity, Accumulated dividend – Series F | 1,780 | |||||||
Temporary Equity, Accretion of Series F issuance costs | $ 18 | |||||||
Balance at Dec. 31, 2019 | $ (257,303) | $ (364) | $ 2 | 17,244 | (274,549) | $ (364) | ||
Temporary equity, shares at Dec. 31, 2019 | 102,030 | 102,030 | ||||||
Temporary equity, balance at Dec. 31, 2019 | $ 223,754 | |||||||
Balance, shares at Dec. 31, 2019 | 18,544 | |||||||
Accounting Standards Update [Extensible List] | us-gaap:AccountingStandardsUpdate201613Member | us-gaap:AccountingStandardsUpdate201613Member | ||||||
Exercise of stock options | $ 404 | 404 | ||||||
Exercise of stock options, shares | 448 | |||||||
Stock-based compensation | 1,026 | 1,026 | ||||||
Accumulated dividend – Series F | (1,727) | (1,727) | ||||||
Accretion of Series F issuance costs | (18) | (18) | ||||||
Warrants issued in connection with debt | 297 | 297 | ||||||
Net loss | (4,023) | (4,023) | ||||||
Balance at Mar. 31, 2020 | (261,708) | $ 2 | 18,953 | (280,663) | ||||
Temporary equity, shares at Mar. 31, 2020 | 102,030 | |||||||
Temporary equity, balance at Mar. 31, 2020 | $ 225,499 | |||||||
Balance, shares at Mar. 31, 2020 | 18,992 | |||||||
Temporary Equity, Accumulated dividend – Series F | 1,727 | |||||||
Temporary Equity, Accretion of Series F issuance costs | $ 18 | |||||||
Balance at Dec. 31, 2019 | $ (257,303) | $ (364) | $ 2 | 17,244 | (274,549) | $ (364) | ||
Temporary equity, shares at Dec. 31, 2019 | 102,030 | 102,030 | ||||||
Temporary equity, balance at Dec. 31, 2019 | $ 223,754 | |||||||
Balance, shares at Dec. 31, 2019 | 18,544 | |||||||
Net loss | $ (12,504) | |||||||
Balance at Jun. 30, 2020 | $ (270,506) | $ 2 | 20,571 | (291,079) | ||||
Temporary equity, shares at Jun. 30, 2020 | 102,030 | 102,030 | ||||||
Temporary equity, balance at Jun. 30, 2020 | $ 227,452 | |||||||
Balance, shares at Jun. 30, 2020 | 19,378 | |||||||
Balance at Mar. 31, 2020 | $ (261,708) | $ 2 | 18,953 | (280,663) | ||||
Temporary equity, shares at Mar. 31, 2020 | 102,030 | |||||||
Temporary equity, balance at Mar. 31, 2020 | $ 225,499 | |||||||
Balance, shares at Mar. 31, 2020 | 18,992 | |||||||
Exercise of stock options | 366 | 366 | ||||||
Exercise of stock options, shares | 351 | |||||||
Exercise of warrants | 126 | 126 | ||||||
Exercise of warrants, shares | 35 | |||||||
Stock-based compensation | 1,144 | 1,144 | ||||||
Accumulated dividend – Series F | (1,935) | (1,935) | ||||||
Accretion of Series F issuance costs | (18) | (18) | ||||||
Net loss | (8,481) | (8,481) | ||||||
Balance at Jun. 30, 2020 | $ (270,506) | $ 2 | $ 20,571 | $ (291,079) | ||||
Temporary equity, shares at Jun. 30, 2020 | 102,030 | 102,030 | ||||||
Temporary equity, balance at Jun. 30, 2020 | $ 227,452 | |||||||
Balance, shares at Jun. 30, 2020 | 19,378 | |||||||
Temporary Equity, Accumulated dividend – Series F | 1,935 | |||||||
Temporary Equity, Accretion of Series F issuance costs | $ 18 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2020 | Jun. 30, 2019 | |
Cash flows from operating activities | ||
Net loss | $ (12,504) | $ (21,573) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation and amortization | 1,678 | 1,116 |
Amortization of discount on debt | 389 | 27 |
Stock-based compensation | 2,170 | 1,416 |
Allowance for credit losses | 944 | 494 |
Accretion on discount to marketable securities | (69) | |
Change in fair value of financial instrument | (4,413) | |
Changes in operating assets and liabilities: | ||
Accounts receivable | (6,005) | (3,748) |
Prepaid expenses | (2,253) | 821 |
Deferred commissions | (764) | (1,973) |
Accounts payable | 1,871 | 256 |
Accrued and other current liabilities | 468 | 3,092 |
Deferred revenue | 1,425 | (1,017) |
Net cash used in operating activities | (16,994) | (21,158) |
Cash flows from investing activities: | ||
Purchase of property and equipment | (1,045) | (4,069) |
Maturity of marketable securities | 23,450 | |
Net cash (used in) provided by investing activities | (1,045) | 19,381 |
Cash flows from financing activities: | ||
Proceeds from exercise of stock options | 896 | 172 |
Proceeds from debt | 40,745 | 3,677 |
Repayment of debt | (6,241) | (1,025) |
Net cash provided by financing activities | 35,400 | 2,824 |
Net change in cash and cash equivalents and restricted cash | 17,361 | 1,047 |
Cash and cash equivalents and restricted cash, beginning of period | 9,150 | 13,897 |
Cash and cash equivalents and restricted cash, end of period | $ 26,511 | $ 14,944 |
Overview
Overview | 6 Months Ended |
Jun. 30, 2020 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Overview | 1. Overview BigCommerce is leading a new era of ecommerce. Our software-as-a-service (“SaaS”) platform simplifies the creation of beautiful, engaging online stores by delivering a unique combination of ease-of-use, enterprise functionality, and flexibility. We power both our customers’ branded ecommerce stores and their cross-channel connections to popular online marketplaces, social networks, and offline point-of-sale systems. We provide a comprehensive platform for launching and scaling an ecommerce operation, including store design, catalog management, hosting, checkout, order management, reporting, and pre-integration into third-party services like payments, shipping, and accounting. All our stores run on a single code base and share a global, multi-tenant architecture purpose built for security, high performance, and innovation. Our platform serves stores in a wide variety of sizes, product categories, and purchase types, including business-to-consumer and business-to-business. Our headquarters and principal place of business are in Austin, Texas. We were formed in Australia in December 2003 under the name Interspire Pty Ltd and reorganized into a corporation in Delaware under the name BigCommerce Holdings, Inc. in February 2013. References in these consolidated financial statements to “we,” “us,” “our,” the “Company,” or “BigCommerce” refer to BigCommerce Holdings, Inc. and its subsidiaries, unless otherwise stated. Stock Split and Initial Public Offering On July 24, 2020, we filed with the Secretary of State of the State of Delaware an amendment to our certificate of incorporation that effected a one-for-three reverse stock split of our common stock. All common stock share and per share information for all periods presented has been adjusted to reflect the reverse stock split. The amendment to our certificate of incorporation adjusted the amount of our authorized shares to: 205,000,000 shares of Series 1 common stock, 45,000,000 shares of Series 2 common stock, and 109,030,573 shares of preferred stock. The common stock has a par value of $0.0001 per share. On July 24, 2020, concurrently with the effectiveness of the reverse stock split, the conversion prices applicable to our preferred stock were adjusted proportionately in accordance with our certificate of incorporation. The Series 1 common stock and Series 2 common stock numbers referenced herein and included in this Form 10Q reflect this split. On August 4, 2020, we completed our initial public offering (IPO), in which we issued and sold 7,877,500 shares of our Series 1 common stock, including 1,027,500 shares of Series 1 common stock that were sold pursuant to the exercise in full of the underwriters’ option to purchase additional shares of Series 1 common stock at $24.00 per share. The IPO resulted in net proceeds of $175.8 million after deducting underwriting discounts and commissions. Existing stockholders sold an additional 2,495,000 shares of Series 1 common stock, including 325,435 shares of Series 1 common stock that were sold pursuant to the exercise in full of the underwriters’ option to purchase additional shares of Series 1 common stock at $24.00 per share. We did not receive any proceeds from the sale of shares by the selling stockholders in the IPO. Expected expenses incurred by us for the IPO were approximately $3.9 million and will be recorded against stockholders’ equity. See Note 12 Subsequent Events for additional information. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 6 Months Ended |
Jun. 30, 2020 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | 2. Summary of significant accounting policies Basis of presentation The accompanying unaudited consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States (“GAAP”) for interim financial information. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. In the opinion of management, these financial statements contain all adjustments, consisting of normal recurring accruals, necessary to present fairly the financial position, results of operations and cash flows for the periods indicated. Operating results for the three and six months ended June 30, 2020 are not necessarily indicative of results that may be expected for any other interim period or for the year ending December 31, 2020. 2. Summary of significant accounting policies (continued) The accompanying interim financial statements should be read in conjunction with the consolidated financial statements and related notes thereto included in the Company’s final prospectus filed with the SEC pursuant to Rule 424(b)(4) under the Securities Act of 1933, as amended, on August 5, 2020 (“Prospectus”). Basis of consolidation The accompanying consolidated financial statements include our accounts and the accounts of our wholly-owned subsidiaries. All material intercompany accounts and transactions have been eliminated in consolidation. Our fiscal year ends on December 31. Use of estimates The preparation of consolidated financial statements in conformity with GAAP requires certain financial instruments to be recorded at fair value; requires our management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and reported amounts of revenue and expenses during the reporting periods. Significant estimates, judgments, and assumptions in these consolidated financial statements include: allocating variable consideration for revenue recognition; the amortization period for deferred commissions; the allowance for credit losses; a determination of the deferred tax asset valuation allowance and the valuation of our common stock used to determine stock-based compensation expense. Because of the use of estimates inherent in the financial reporting process and given the additional or unforeseen effects from the COVID-19 pandemic, actual results could differ from those estimates, and such differences could be material to our consolidated financial statements. COVID-19, declared a global pandemic by the World Health Organization on March 11, 2020, has caused disruption to the economies and communities of the United States and our target international markets. In the interest of public health, many governments closed physical stores and places of business deemed non-essential. This precipitated a significant shift in shopping behavior from offline to online. Our business has benefited from this shift, both in accelerated sales growth for our existing customers’ stores, and in our sales of new store subscriptions to customers. Nevertheless, we do not have certainty that those trends will continue; the COVID-19 pandemic and the uncertainty it has created in the global economy could materially adversely affect our business, financial condition, and results of operations. Segment and geographic information Our chief operating decision maker is our chief executive officer. Our chief executive officer reviews the financial information presented on a consolidated basis for purposes of making operating decisions, allocating resources, and evaluating financial performance. Accordingly, we have determined that we operate as a single operating and reportable segment. Revenue by geographic region was as follows: Three months ended June 30, Six months ended June 30, (Unaudited, in thousands) 2020 2019 2020 2019 Revenue: Americas – U.S. $ 28,883 $ 22,225 $ 55,616 $ 43,180 Americas – other 1,305 904 2,405 1,773 EMEA 2,871 1,739 5,313 3,361 APAC 3,257 2,367 6,156 4,505 Total revenue $ 36,316 $ 27,235 $ 69,490 $ 52,819 2. Summary of significant accounting policies (continued) Long-lived assets by geographic region was as follows: June 30, December 31, (in thousands) 2020 2019 (Unaudited) Long-lived assets: Americas – U.S. $ 7,038 $ 7,699 Americas – other — — EMEA — — APAC 570 542 Total long-lived assets $ 7,608 $ 8,241 Cash and cash equivalents We consider all highly liquid investments with original maturities of three months or less from the date of purchase to be cash equivalents. Cash equivalents consist of money market funds and investment securities and are stated at fair value. Restricted cash We maintain a portion of amounts collected through our online payment processor with the online payment processor as a security deposit for future chargebacks. Additionally, we have amounts on deposit with certain financial institutions that serve as collateral for letters of credit and lease deposits. Marketable securities All marketable securities have been classified as available-for-sale and are carried at estimated fair value. We determine the appropriate classification of our investments in debt securities at the time of purchase. Securities may have stated maturities greater than one year. All marketable securities are considered available to support current operations and are classified as current assets. Unrealized gains and losses are excluded from earnings and are reported as a component of accumulated other comprehensive loss. Realized gains and losses, and declines in fair value judged to be other than temporary, are included in other expense. The cost of securities sold is based on the specific-identification method. Interest on marketable securities is included in interest income. Accounts receivable Accounts receivable are stated at net realizable value and include unbilled receivables. Unbilled receivables arise primarily when we provide subscriptions services in advance of billing. Accounts receivable are net of an allowance for credit losses, are not collateralized, and do not bear interest. Payment terms range from due immediately to due within 60 days. The accounts receivable balance at June 30, 2020 and December 31, 2019 included unbilled receivables of $5.0 million, $4.0 million, respectively. We assess the collectability of outstanding accounts receivable on an ongoing basis and maintain an allowance for credit losses for accounts receivable deemed uncollectable. Upon adoption of ASU 2016-13, we analyzed the accounts receivable portfolio for significant risks, historical activity, and an estimate of future collectability to determine the amount that will ultimately be collected. This estimate is analyzed quarterly and adjusted as necessary. Identified risks pertaining to our accounts receivable include the delinquency level, customer type, and current economic environment. Due to the short-term nature of such receivables, the estimate of the amount of accounts receivable that may not be collected is based on aging of the accounts receivable balances and the financial condition of customers. Adoption of ASU 2016-13 resulted in an increase in the allowance for credit losses of approximately $0.4 million as of January 1, 2020, primarily related to unbilled receivables. 2. Summary of significant accounting policies (continued) The allowance for credit losses consisted of the following: (Unaudited, in thousands) Balance at December 31, 2019 $ 1,167 Cumulative effect adjustment upon adoption 364 Provision for expected credit losses 589 Accounts written off (236 ) Balance at March 31, 2020 $ 1,884 Provision for expected credit losses 355 Accounts written off (583 ) Balance at June 30, 2020 $ 1,656 Property and equipment Property and equipment are stated at cost, net of accumulated depreciation and amortization. Depreciation and amortization are computed using the straight-line method over the estimated useful lives or the related lease terms (if shorter). The estimated useful lives of property and equipment are as follows: Estimated Useful Life Computer equipment 3 years Computer software 3 years Furniture and fixtures 5 years Leasehold improvements 1-10 years Maintenance and repairs that do not enhance or extend the asset’s useful life are charged to operating expenses as incurred. The carrying values of property and equipment are reviewed for impairment whenever events or changes in circumstances indicate that their net book value may not be recoverable. When such factors and circumstances exist, we compare the projected undiscounted future cash flows associated with groups of assets used in combination over their estimated useful lives against their respective carrying amounts. If projected undiscounted future cash flows are less than the carrying value of the asset group, impairment is recorded for any excess of the carrying amount over the fair value of those assets in the period in which the determination is made. Research and development and internal use software Research and development expenses consist primarily of personnel and related expenses for our research and development staff, which include: salaries, benefits, bonuses, and stock-based compensation; the cost of certain third-party contractors; and allocated overhead. Expenditures for research and development, other than internal use software costs, are expensed as incurred. Software development costs associated with internal use software, which are incurred during the application development phase and meet other requirements under the guidance are capitalized. To date, software costs eligible for capitalization have not been significant. Concentration of credit risks, significant clients, and suppliers Financial instruments that potentially subject us to concentrations of credit risk consist of cash and cash equivalents, marketable securities, restricted cash, and accounts receivable. Our investment policy limits investments to high credit quality securities issued by the U.S. government, U.S. government-sponsored agencies, and highly rated corporate securities, subject to certain concentration limits and restrictions on maturities. Our cash and cash equivalents and restricted cash are held by financial institutions that management believes are of high credit quality. Amounts on deposit may at times exceed federally insured limits. We have not experienced any losses on our deposits of cash and cash equivalents. We are exposed to credit risk in the event of default by the financial institutions holding our cash and cash equivalents and bond issuers. 2. Summary of significant accounting policies (continued) Accounts receivable are derived from sales to our customers and our strategic technology partners who operate in a variety of sectors. We do not require collateral. Estimated credit losses are provided for in the consolidated financial statements and historically have been within management’s expectations. One of our strategic partners accounted for 12% of our revenue for the year ended December 31, 2019 and accounted for 20% of our accounts receivable balance at December 31, 2019. For the six months ended June 30, 2020 and 2019 one of our strategic partners accounted for 17% and 12%, respectively, of our revenue and accounted for 23% of our accounts receivable balance at June 30, 2020. Advertising costs We expense advertising costs as incurred. Advertising expenses were approximately $11.8 million for the year ended December 31, 2019. Advertising costs were $2.9 million and $3.3 million for the six months ended June 30, 2020 and 2019, respectively. Leases We determine if an arrangement is a lease or contains a lease at inception. At the commencement date of a lease, we recognize a liability to make lease payments and an asset representing the right to use the underlying asset during the lease term. The lease liability is measured at the present value of lease payments over the lease term. As our leases typically do not provide an implicit rate, we use our incremental borrowing rate for most leases. The right-of-use (“ROU”) asset is measured at cost, which includes the initial measurement of the lease liability and initial direct costs incurred and excludes lease incentives. Lease terms may include options to extend or terminate the lease. We record a ROU asset and a lease liability when it is reasonably certain that we will exercise that option. Operating lease costs are recognized on a straight-line basis over the lease term. We also lease office space under short-term arrangements and have elected not to include these arrangements in the ROU asset or lease liabilities. Income taxes We account for income taxes under the asset and liability method. Deferred tax assets and liabilities are recognized for the estimated future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax balances are adjusted to reflect tax rates based on currently enacted tax laws, which will be in effect in the years in which the temporary differences are expected to reverse. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in the results of operations in the period of the enactment date. A valuation allowance is recorded to reduce the carrying amounts of deferred tax assets unless it is more likely than not that those assets will be realized. To date, we have provided a valuation allowance against all of our deferred tax assets as we believe the objective and verifiable evidence of our historical pretax net losses outweighs any positive evidence of its forecasted future results. We will continue to monitor the positive and negative evidence, and we will adjust the valuation allowance as sufficient objective positive evidence becomes available. We account for uncertain tax positions in accordance with ASC 740, “Income Taxes”, which clarifies the accounting for uncertainty in tax positions. These provisions require recognition of the impact of a tax position in our financial statements only if it is more likely than not that the position will be sustained upon examination, including resolutions of any related appeals or litigation processes, based on the technical merits. Any interest and penalties related to uncertain tax positions will be reflected as a component of income tax expense . Stock-based compensation We issue stock options and restricted stock units ("RSUs"). Stock-based compensation related to stock options is measured at the date of grant and is recognized on a straight-line basis over the service period, net of estimated forfeitures. We use the Black-Scholes option-pricing model to estimate the fair value of stock options awarded at the date of grant. Stock- based compensation related to restricted stock units is measured at the date of grant and recognized using the accelerated attribution method, net of forfeitures, over the remaining service period. 2. Summary of significant accounting policies (continued) Accounting pronouncements In June 2018, the FASB Issued ASU 2018-07, Compensation—Stock Compensation (Topic 718): Improvements to Nonemployee Share-Based Payment Accounting, In June 2016, the FASB issued ASU 2016-13, “Financial Instruments – Credit Losses (Topic 326)” which modifies the measurement of expected credit losses of certain financial instruments. Credit losses on trade and other receivables, available-for-sale debt securities, and other instruments will reflect our current estimate of the expected credit losses and will generally result in the earlier recognition of allowance for losses. The new guidance is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2019, with early adoption permitted. The adoption of the new standard resulted in the recording of a cumulative-effect adjustment to accumulated deficit of $0.4 million on January 1, 2020. We will continue to actively monitor the impact of the recent COVID-19 pandemic on expected credit losses. In August 2018, the FASB issued ASU No. 2018-15, Intangibles-Goodwill and Other-Internal-Use Software (Subtopic 350-40) In December 2019, the FASB issued ASU No. 2019-12, “Income Taxes (Topic 740) Simplifying the Accounting for Income Taxes,” as part of its initiative to reduce complexity in the accounting standards. The amendments in ASU 2019-12 eliminate certain exceptions related to the approach for intraperiod tax allocation, the methodology for calculating income taxes in an interim period and the recognition of deferred tax liabilities for outside basis differences. ASU 2019-12 also clarifies and simplifies other aspects of the accounting for income taxes. Although the amendments in ASU 2019-12 become effective for fiscal years beginning after December 15, 2020, we elected to early adopt the ASU as of January 1, 2019 on a prospective basis. There is no material tax impact of the early adoption of ASU 2019-12 on our financial position and results of operations. |
Revenue Recognition and Deferre
Revenue Recognition and Deferred Costs | 6 Months Ended |
Jun. 30, 2020 | |
Revenue From Contract With Customer [Abstract] | |
Revenue Recognition and Deferred Costs | 3. Revenue recognition and deferred costs Revenue recognition Our sources of revenue consist of subscription solutions fees and partner and services fees. These services allow customers to access our hosted software over the contract period. The customer is not allowed to take possession of the software or transfer the software. Our revenue arrangements do not contain general rights of refund in the event of cancellations. The following table disaggregates our revenue by major source: Three months ended June 30, Six months ended June 30, (Unaudited, in thousands) 2020 2019 2020 2019 Subscription solutions $ 23,943 $ 20,137 $ 47,496 $ 39,384 Partner and services 12,373 7,098 21,994 13,435 Total revenue $ 36,316 $ 27,235 $ 69,490 $ 52,819 Subscription solutions Subscription solutions revenue consists primarily of platform subscription fees from all plans. It also includes recurring professional services and sales of SSL certificates. Subscription solutions are charged monthly, quarterly, or annually for our customers to sell their products and process transactions on our platform. Subscription solutions are generally charged per online store and are based on the store’s subscription plan. Monthly subscription fees for Pro and Enterprise plans are adjusted if a customer’s gross merchandise volume or orders processed are above specified plan thresholds on a trailing twelve-month basis. For most subscription solutions arrangements, we have determined we meet the variable consideration allocation exception and, therefore, 3. Revenue recognition and deferred costs (continued) recognize fixed monthly fees or a pro-rata portion of quarterly or annual fees and any transaction fees as revenue in the month they are earned. Professional services, which primarily consist of education packages, launch services, solutions architecting, implementation consulting, and catalog transfer services, are generally billed and recognized as revenue when delivered. Contracts with our retail customers are generally month-to-month, while contracts with our enterprise customers generally range from one to three years. Contracts are typically non-cancellable and do not contain refund-type provisions. Revenue is presented net of sales tax and other taxes we collect on behalf of governmental authorities. Partner and services Our partner and services revenue consists of revenue share, partner technology integrations, and marketing services provided to partners. Revenue share relates to fees earned by our partners from customers using our platform, where we have an arrangement with such partner to share such fees as they occur. Revenue share is recognized at the time the earning activity is complete, which is generally monthly. Revenue for partner technology integrations is recorded on a straight-line basis over the life of the contract commencing when the integration has been completed. Fees for marketing services are recognized either at the time the earning activity is complete, or ratably over the length of the contract, depending on the nature of the obligations in the contract. Payments received in advance of services being rendered are recorded as deferred revenue and recognized when the obligation is completed. We also derive revenue from the sales of website themes and applications upon delivery. We recognize revenue share, and revenue from the sales of third-party applications, on a net basis as we have determined that we are the agent in our arrangements with third-party application providers. All other revenue is recognized on a gross basis, as we have determined we are the principal in these arrangements. Contracts with multiple performance obligations A performance obligation is a promise in a contract to transfer a distinct good or service to the customer. Determining whether products and services are considered distinct performance obligations that should be accounted for separately versus together may require significant judgment. Our subscription contracts are generally comprised of a single performance obligation to provide access to our platform, but can include additional performance obligations. For contracts with multiple performance obligations where the contracted price differs from the standalone selling price (“SSP”) for any distinct good or service, we may be required to allocate the contract’s transaction price to each performance obligation using our best estimate of SSP. Contracts with our technology solution partners often include multiple performance obligations. In determining whether integration services are distinct from hosting services we consider various factors. These considerations included the level of integration, interdependency, and interrelation between the implementation and hosting service, as well as any promises in the contract. We have concluded that the integration services included in contracts with hosting obligations are not distinct. As a result, we defer any arrangement fees for integration services and recognize such amounts over the life of the hosting obligation. Additional consideration for some partner contracts varies based on the level of customer activity on the platform. We have determined we meet the variable consideration allocation exception and therefore recognize these variable fees in the period they are earned. Judgment is required to determine the SSP for each distinct performance obligation. A contract’s transaction price is allocated to each distinct performance obligation and recognized as revenue when, or as, the performance obligation is satisfied. The primary method used to estimate SSP is the expected cost-plus margin approach, which considers margins achieved on standalone sales of similar products, market data related to historical margins within an industry, industry sales price averages, market conditions, and profit objectives. Cost of revenue Cost of revenue consists primarily of personnel-related costs, including: stock-based compensation expenses for customer support and professional services personnel; costs of maintaining and securing our infrastructure and platform; amortization expense associated with capitalized internal-use software; and allocation of overhead costs. 3. Revenue recognition and deferred costs (continued) Deferred revenue Deferred revenue primarily consists of amounts that have been billed to or received from customers in advance of performing the associated services. We recognize revenue from deferred revenue when the services are performed, and the corresponding revenue recognition criteria are met. The net increase in the deferred revenue balance for the six months ended June 30, 2020 is primarily due to increases in SaaS related subscriptions. Amounts recognized from deferred revenue represent primarily revenue from the sale of subscription solutions, integration, and marketing services. As of December 31, 2019, and June 30, 2020, we had $47.8 million and $73.5 million, respectively, of remaining performance obligations, which represents contracted revenue minimums that have not yet been recognized, including amounts that will be invoiced and recognized as revenue in future periods. We expect to recognize approximately 60% and 52%, respectively, of the remaining performance obligations as revenue in the following 12-month periods, and the remaining balance in the periods thereafter. Deferred commissions Certain sales commissions earned by our sales force are considered incremental and recoverable costs of obtaining a contract with a customer. Sales commissions are not paid on subscription renewals. We amortize deferred sales commissions ratably over the estimated period of our relationship with customers of approximately four years. Based on historical experience, we determine the average life of our customer relationship by taking into consideration our customer contracts and the estimated technological life of our platform and related significant features. We include amortization of deferred commissions in Sales and marketing expense in the consolidated statements of operations. We periodically review the carrying amount of deferred commissions to determine whether events or changes in circumstances have occurred that could impact the period of benefit of these deferred costs. We did not recognize an impairment of deferred commissions during the year ended December 31, 2019 or the six months ended June 30, 2020 and 2019. Sales commissions of $2.5 million were deferred for the year ended December 31, 2019; and deferred commission amortization expense was $1.6 million for the year ended December 31, 2019, respectively. Sales commissions of $1.76 million and $1.12 million were deferred for the six months ended June 30, 2020 and 2019, respectively; and deferred commission amortization expense was $0.97 million and $0.75 million for the six months ended June 30, 2020 and 2019, respectively. |
Fair Value Measurements
Fair Value Measurements | 6 Months Ended |
Jun. 30, 2020 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | 4. Fair value measurements Financial instruments carried at fair value include cash and cash equivalents, restricted cash, marketable securities, and embedded put options separated from the 2020 Convertible Term Loan. The carrying amount of accounts receivable approximates fair value due to their relatively short maturities. For assets and liabilities measured at fair value, fair value is the price to sell an asset or paid to transfer a liability in an orderly transaction between market participants as of the measurement date. When determining fair value, we consider the principal or most advantageous market in which it would transact, and assumptions that market participants would use when pricing asset or liabilities. The accounting standard for fair value establishes a fair value hierarchy based on three levels of inputs, the first two of which are considered observable and the last unobservable. The standard requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. A financial instrument’s categorization within the fair value hierarchy is based upon the lowest level of input that is significant to the fair value measurement. The three levels of inputs that may be used to measure fair value are as follows: • Level 1 – Inputs are unadjusted, quoted prices in active markets for identical assets or liabilities at the measurement date. • Level 2 – Inputs are other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly. • Level 3 – Inputs are unobservable that are significant to the fair value of the asset or liability and are developed based on the best information available in the circumstances, which might include our data. The fair value of debt was measured using Level 2 inputs and approximated its carrying value. 4. Fair value measurements (continued) We did not have any cash equivalents or marketable securities as of December 31, 2019 and June 30, 2020. As of the date of issuance of the Convertible Loan, we valued an embedded lenders’ put option that was bifurcated from the 2020 Convertible Loan. In accordance with accounting guidance, the put option is required to be reported at fair value and any changes in fair value are recognized as a gain or loss in our consolidated statements of operations. The fair value of this financial instrument was measured using Level III inputs, including the fair market value of our common stock and the probability of various expected exit events. This instrument was initially valued at $4.4 million upon issuance and deemed to have no value at June 30, 2020. The change in fair value resulted in a gain of $4.4 million for the six months ended June 30, 2020. |
Property and Equipment
Property and Equipment | 6 Months Ended |
Jun. 30, 2020 | |
Property Plant And Equipment [Abstract] | |
Property and Equipment | 5. Property and equipment Property and equipment, which includes software purchased or developed for internal use, is composed of the following: As of June 30, As of December 31, (in thousands) 2020 2019 (Unaudited) Computer software $ 1,928 $ 1,788 Computer equipment 7,451 6,816 Furniture and fixtures 2,374 2,198 Leasehold improvements 7,931 7,834 19,684 18,636 Less: accumulated depreciation and amortization (12,076 ) (10,395 ) Property and equipment, net $ 7,608 $ 8,241 Depreciation expense on property and equipment was $1.7 million and $1.1 million for the six months ended June 30, 2020 and 2019, respectively and $0.8 million and $0.6 million for the three months ended June 30, 2020 and 2019, respectively. |
Commitments, Contingencies, and
Commitments, Contingencies, and Leases | 6 Months Ended |
Jun. 30, 2020 | |
Commitments Contingencies And Leases [Abstract] | |
Commitments, Contingencies, and Leases | 6. Commitments, contingencies, and leases We had unconditional purchase obligations as of June 30, 2020, as follows: (in thousands) 2020 $ 306 2021 5,504 2022 4,333 2023 and thereafter — Total $ 10,143 Liabilities for loss contingencies arising from claims, assessments, litigation, fines, penalties, and other sources are recorded when it is probable that a liability has been incurred and that the amount can be reasonably estimated. Legal costs incurred in connection with loss contingencies are expensed as incurred. From time to time, we are subject to various claims that arise in the normal course of business. In the opinion of management, we are unaware of any pending or unasserted claims that would have a material adverse effect on our financial position, liquidity, or results. Certain executive officers are entitled to payments in the event of termination of employment in connection with a certain change in control. Our certificate of incorporation and certain contractual arrangements provide for indemnification of our officers and directors for certain events or occurrences. We maintain a directors and officers insurance policy to provide coverage in the event of a claim against 6. Commitments, contingencies, and leases (continued) an officer of director. Historically, we have not been obligated to make any payments for indemnification obligations, and no liabilities have been recorded for these obligations on the consolidated balance sheets as of December 31, 2019 or June 30, 2020. Leases We lease certain facilities under operating lease agreements that expire at various dates through 2028. Some of these arrangements contain renewal options and require us to pay taxes, insurance and maintenance costs. Renewal options were not included in the ROU asset and lease liability calculation. We adopted ASC Topic 842, Leases, on January 1, 2019. Operating and short-term rent expenses was $.9 million and $.9 million for each of the three-month periods ended June 30, 2019 and 2020, respectively, and $1.7 million and $1.8 million for the six-month ended June 30, 2019 and 2020 respectively. Short-term rent expense was not material for any of the periods presented. Supplemental lease information Cash flow information (in thousands) Six months ended June 30, Six months ended June 30, 2020 2019 Cash paid for operating lease liabilities $ 1,780 $ 1,451 Right-of-use assets obtained in exchange for operating lease obligations $ — $ — Operating lease information Six months ended June 30, Six months ended June 30, 2020 2019 Weighted-average remaining lease-term 6.33 7.52 Weighted-average discount rate 5.46 % 5.53 % The future maturities of operating lease liabilities are as follows: (in thousands) June 30, 2020 2020 $ 1,863 2021 3,903 2022 3,037 2023 2,459 2024 2,227 Thereafter 6,934 Total minimum lease payments $ 20,423 Less imputed interest (3,296 ) Total lease liabilities $ 17,127 |
Other Liabilities
Other Liabilities | 6 Months Ended |
Jun. 30, 2020 | |
Other Liabilities Disclosure [Abstract] | |
Other Liabilities | 7. Other liabilities The following table summarizes the components of other current liabilities: As of June 30, Year Ended December 31, (in thousands) 2020 2019 (Unaudited) Sales tax payable $ 542 $ 551 Payroll and payroll related expenses 8,830 6,126 Other 3,954 3,027 Other current liabilities $ 13,326 $ 9,704 |
Debt
Debt | 6 Months Ended |
Jun. 30, 2020 | |
Debt Disclosure [Abstract] | |
Debt | 8. Debt Convertible Term Loans On October 27, 2017, we entered into a contingent convertible debt agreement (the “Convertible Term Loan”) with Silicon Valley Bank (“SVB”) providing for a term loan of $20.0 million. The Convertible Term Loan maturity date is October 27, 2022. Interest is calculated on the outstanding principal, with interest payable monthly. The initial interest rate was equal to the prime rate and changes to a rate of prime plus 2.0% on and after January 1, 2020, a rate of prime plus 4.0% on and after January 1, 2021, and a rate of prime plus 6.0% on and after January 1, 2022. The weighted-average effective interest rate was 5.4%, and 5.6% during the years ended December 31, 2019 and for the six months ended June 30, 2020, respectively. Quarterly principal payments of $125 thousand are due and payable from June 1, 2018 through maturity. As of December 31, 2019, and June 30, 2020, we had $19.1 million, and $18.9 million outstanding under the Convertible Term Loan, respectively. The conversion feature grants the bank rights to convert part or all of the outstanding principal, plus accrued and unpaid interest into shares of Series F preferred stock at a conversion price of $3.059 per share. The conversion rights may be exercised at the lenders’ option in the event of a change of control, initial public offering, or when the note matures. The Convertible Term Loan also provides lenders rights to purchase Series F preferred stock at $3.059 per share in an aggregate amount of principal previously repaid. The conversion rights and the purchase rights expire after the Convertible Term Loan’s maturity date. On February 28, 2020 we entered into a contingent convertible term loan (the “2020 Convertible Loan”) with SVB, providing for a convertible term loan in an amount of $35.0 million. The 2020 Convertible Term Loan matures on February 28, 2025. Interest is calculated on the outstanding principal, with interest payable monthly. The 2020 Convertible Term Loan bears interest at (a) 4.5% prior to January 1, 2022, (b) 6.5% from January 1, 2022 and prior to January 1, 2023, (c) 8.5% from January 1, 2023 and prior to January 1, 2024, and (d) 10.5% from and after January 1, 2024. Principal payments are not due until maturity. As of June 30, 2020, we had $35.0 million outstanding under the 2020 Convertible Term Loan. The conversion feature grants the bank rights to convert part or all of the outstanding principal, plus accrued and unpaid interest into shares of common stock at a conversion price of $3.80 per share, which was adjusted to $11.40 per share as a result of the one-for-three reverse stock split effected on July 24, 2020. The conversion rights may be exercised at the lenders’ option in the event of a change of control, initial public offering, or when the note matures. In addition to the conversion shares on the outstanding principal, this instrument requires a deficiency payment if the value of the conversion shares does not meet an applicable required minimum return of (a) 1.25 if converted within 18 months of the agreement, (b) 1.32 if converted between 18 months and 24 months, and (c) 1.55 if converted between 24 months and maturity. The deficiency payment, at the election of the holder, will be settled either (i) by issuance of additional shares of common stock equal to the difference between the minimum return and the conversion value or (ii) in cash in a single installment in the amount of such difference. Management determined that the required minimum return as defined above represented, in substance, an embedded lenders’ put option designed to provide the investor with a fixed monetary amount, settleable in either additional shares or cash. Management determined that this put option should be separated and accounted for as a derivative primarily because the put option met the net settlement criterion and the settlement provisions were not consistent with a fixed-for-fixed equity instrument. The put option, with a fair value of approximately $4.4 million, was initially recorded as a derivative liability on the accompanying balance sheet and a corresponding discount to the 2020 Convertible Term Loan. The discount will be accreted to interest expense on the consolidated statement of operations over the term of the 2020 Convertible Term Loan using the effective 8. Debt (continued) interest method. We recorded interest expense related to this instrument of $0.2 million and $0.3 million during the three and six-month periods ended June 30, 2020, respectively. The estimated fair value of the put option was determined using a multi-scenario probability weighted expected return method analysis in which the future probability of exit events was weighted for its respective probability. Key assumptions included time to exit event, fair value of common stock, and a discount rate. At March 31, 2020, we determined the put option had no fair value due to an increase in market conditions that would make any amounts due under the redemption feature remote. As a result, we recorded a gain in the amount of $4.4 million in the three-month period ending March 31, 2020, which was recorded in the accompanying consolidated statements of operations. As of June 30, 2020, we determined the put option still had no fair value, therefore, no adjustment was required in the accompanying consolidated statement of operations for the three-month period ending June 30, 2020. The estimated fair value of the put option was determined using a multi-scenario probability weighted expected return method analysis in which the future probability of exit events was weighted for its respective probability. Key assumptions included time to exit event, fair value of common stock, and a discount rate. At March 31, 2020, we determined the put option had no fair value due to an increase in market conditions that would make any amounts due under the redemption feature remote. As a result, we recorded a gain in the amount of $4.4 million in the three-month period ending March 31, 2020, which was recorded in the accompanying consolidated statements of operations. As of June 30, 2020, we determined the put option still had no fair value, therefore, no adjustment was required in the accompanying consolidated statement of operations for the three-month period ending June 30, 2020. Credit Facility On October 27, 2017, we amended and restated our loan and security agreement (as amended, the “Credit Facility”) with SVB. The Credit Facility provided a $20.0 million revolving line of credit (the “Revolving Line”) and a $5.0 million term loan (the “2018 Term Loan”). On June 4, 2019, we amended the Credit Facility to increase the Revolving Line by $5.0 million to $25.0 million. The Revolving Line has a maturity date of October 27, 2021. The Revolving Line bore interest at a rate equal to the prime rate, and the weighted-average effective interest rate was 5.3%, and 3.3% during the years ended December 31, 2019 and for the six months ended June 30, 2020, respectively. Interest is calculated on the outstanding principal and is payable monthly. As of December 31,2019, and June 30, 2020, we had $18.5 million, and $20.0 million outstanding under the Revolving Line, respectively. Borrowings from the 2018 Term Loan mature 36 months after each draw. The 2018 Term Loan bore interest at a rate equal to the prime rate plus 0.25% and, the weighted-average effective interest rate was 5.3%, and 3.9% during the years ended December 31, 2019 and for the six months ended June 30, 2020, respectively. Interest is calculated on the outstanding principal and is payable monthly. Monthly principal payments commenced on October 1, 2018. The principal amortizes equally from the time of the draw to the maturity date. As of December 31, 2019, and June 30, 2020, we had $3.3 million, and $2.4 million outstanding under the 2018 Term Loan, respectively. Advances under the Credit Facility are collateralized by all of our assets. The Credit Facility includes two financial covenants. One requires us to maintain a revenue growth rate of 110% each quarter compared to the same quarter in the prior year. The other covenant requires us to maintain a minimum of $10 million in cash plus available amounts under the Credit Facility. We were in compliance with all covenants as of June 30, 2020. Amended and Restated Credit Facility On February 28, 2020, we amended and restated our loan and security agreement (the “A&R Credit Facility”) with SVB. The A&R Credit Facility reduces the amount available under the Revolving Line by $5.0 million to $20.0 million. On September 30, 2020, the amount available under the Revolving Line will be reduced to $10.0 million. We accounted for this transaction as an extinguishment of debt pursuant to ASC 470-50. We recorded an immaterial loss on extinguishment during the six-month period ended June 30, 2020. In conjunction with our entry into the A&R Credit Facility, our financial covenants were amended. We are required to maintain a revenue growth rate of 118% each quarter compared to the same quarter in the prior year. The other covenant requires us to maintain a minimum liquidity ratio of 1.5:1. The liquidity ratio is calculated as unrestricted and unencumbered cash plus sixty percent of net accounts receivable to balance outstanding under the Revolving Line. We were in compliance with all covenants as of June 30, 2020. 8. Debt (continued) Mezzanine Facility Loan On February 28, 2020, we entered into a mezzanine loan and security agreement (the “Mezzanine Facility”) with WestRiver Innovation Lending Fund VIII, L.P. (“WestRiver”) providing for a term loan of $10.0 million. The Mezzanine Facility maturity date is March 1, 2023. Our obligations under the Mezzanine Facility are secured by substantially all of our assets. The Mezzanine Facility contains restrictive covenants, including limits on additional indebtedness, liens, asset dispositions, dividends, investments, and distributions. Borrowings under the Mezzanine Facility bear interest at the greater of (i) 10.0% or (ii) the prime rate then effect plus 5.25%. Interest is calculated on the outstanding principal on a 360-day year basis, payable monthly. As of June 30, 2020, we had no balance outstanding under this agreement. In connection with the Mezzanine Facility, we issued warrants to purchase up to 99 thousand shares of common stock with an exercise price of $9.21 per share with the warrants expiring on March 1, 2023. The warrant is currently exercisable for half of the shares and would become exercisable for the remaining half of the shares if we were to draw down under the Mezzanine Facility. Upon issuance of the warrants, we recorded the fair value of the first tranche of warrants at $0.3 million. The value of the warrants issued was recorded as a discount on the carrying value of the debt instruments, which was amortized to interest expense over the life of the debt instruments as an adjustment to (increase in) the effective interest rate. Debt fees Lender fees that were paid upfront to the lenders and debt issuance fees paid to third parties are recorded as a discount from the debt carrying amount and are being amortized to interest expense over the life of the debt. Interest expense related to debt discount amortization was not material for any of the periods presented. Net unamortized fees as of December 31, 2019 and June 30, 2020 amounted to $0.9 million, and $0.8 million, respectively. Warrants In connection with debt acquired prior to 2017, we issued warrants to purchase 254.7 thousand shares of common stock with a weighted-average exercise price of $4.20 per share. The exercise prices of the warrants range from $1.65 to $5.55 per share. Warrants to purchase 17.3 thousand shares of common stock expire on July 12, 2023, with the remainder expiring on September 30, 2024. The warrant holder may, at any time, exercise the warrants, in whole or in part, by delivering to us the original warrant, together with a duly executed notice of exercise and the exercise price. Upon issuance of the warrants, we recorded the fair value of the warrants at $0.5 million. The value of the warrants issued was recorded as a discount on the carrying value of the debt instruments, which was amortized to interest expense over the life of the debt instruments as an adjustment to (increase in) the effective interest rate in prior years. |
Stockholders' Equity (Deficit)
Stockholders' Equity (Deficit) | 6 Months Ended |
Jun. 30, 2020 | |
Equity [Abstract] | |
Stockholders' Equity (Deficit) | 9. Stockholders’ equity (deficit) Equity Incentive Plans – Stock Options During the six months ended June 30, 2020, the Company granted an aggregate of 999 thousand shares of stock options, with a weighted average exercise price of $9.21 per share. The fair value of options granted before the closing of the IPO was estimated at the date of grant using the Black-Scholes option-pricing model with the following assumptions (i) expected term of 6.0 years, (ii) expected volatility of 50%, (iii) risk-free interest rate .83% and (iv) expected dividend yield of 0%. The Company did not grant any shares during the three months ended June 30, 2020. As of June 30, 2020, there was $9.88 million of unamortized stock-based compensation cost related to unvested stock options, which the Company expects to recognize over a weighted-average period of 2.92 years. Restricted Stock Units In May 2020, our board of directors granted an aggregate of 1,215,890 RSUs to officers and employees pursuant to the 2013 Plan with a per share fair value of $15.51. The RSUs vest and settle upon the satisfaction of both a service condition and a liquidity event condition. The service condition for the awards is satisfied over four years. The liquidity event condition is satisfied upon the occurrence of a qualifying event, defined as the effectiveness of an initial public offering or the consummation of a change of control transaction. Beginning with the satisfaction of the liquidity event condition, we expect to record 9. Stockholders’ equity (deficit) (continued) share-based compensation expense for the RSUs using the accelerated attribution method, net of forfeitures, based on the grant date fair value of the RSUs and over the remaining service periods. In aggregate, we expect to recognize approximately $19 million of expense related to the RSUs, prior to the impact of forfeitures, over a weighted-average requisite service period of approximately four years. Stock-based compensation expense was included in the following line items in the accompanying condensed consolidated statements of operations during the periods presented (in thousands): Three months ended June 30, Six months ended June 30, (in thousands) 2020 2019 2020 2019 Cost of revenue $ 81 $ 37 $ 154 $ 59 Sales and marketing 352 198 641 331 Research and development 330 158 634 229 General and administrative 381 428 741 797 Total stock-based compensation expense $ 1,144 $ 821 $ 2,170 $ 1,416 Preferred stock As of December 31, 2019 and June 30, 2020, the holders of preferred stock (“Series A Stock,” “Series B Stock,” “Series C Stock,” “Series D Stock,” “Series D-1 Stock,” “Series E Stock,” “Series E-1 Stock,” and “Series F Stock”) have various rights and preferences as follows: (in thousands) Shares authorized Shares outstanding Shares outstanding as converted to common stock Liquidation amounts Series A Stock 15,000 15,000 $ 5,000 $ 15,000 Series B Stock 10,611 10,611 3,537 20,116 Series C Stock 16,393 16,393 5,604 40,000 Series D Stock 14,451 14,451 5,082 50,000 Series D-1 Stock 1,445 1,445 508 5,000 Series E Stock 20,307 20,307 6,769 39,000 Series E-1 Stock 195 195 65 400 Series F Stock 23,628 23,628 7,877 68,662 Total Preferred Stock 102,030 102,030 34,442 $ 238,178 Dividends Holders of Series F Stock are entitled to receive cumulative dividends. Dividends on shares of Series F Stock (the “Series F Dividend”) accrue on a daily basis and compound quarterly at a per annum rate of 10% of the Series F Stock original issue price of $2.7086 per share (the “Series F Original Issue Price”). Except for the limited instances identified in our currently effective amended and restated certificate of incorporation with respect to the Series F Stock, we have no obligation to pay any dividends, except when, as and if declared by the board of directors. No dividends on any share of other series of preferred stock or common stock can be paid until the full Series F Dividend then accrued has been paid in full. In the event that the holders of Series F Stock receive proceeds per share of Series F Stock as a result of any deemed liquidation event or any conversion to common stock at the option of the holder or a mandatory conversion event of at least: (a) $6.7715 per share of Series F Stock, then the Series F Dividend shall be reduced from 10% to 9% per annum effective as of the date of issuance, or (b) $8.1258, then the Series F Dividend shall be reduced from 10% to 8% per annum effective as of the date of issuance. As of December 31, 2019, we accrued $11.9 million of dividends for holders of our Series F Stock, or $0.50 per share. As of June 30, 2020 we accrued $15.5 million of dividends for holders of our Series F Stock or $0.66 per share. In connection with our initial public offering, the amount of dividends due to our holders of Series F Stock was adjusted to $12.8 million and was paid with proceeds from the offering. 9. Stockholders’ equity (deficit) (continued) Holders of all other series of preferred stock are entitled to participate in dividends on common stock when, as and if declared by the board of directors, based on the number of shares of common stock held on an as-converted basis. From our inception through December 31, 2019, our board of directors had not declared any dividends. Liquidation In the event of any voluntary or involuntary liquidation, dissolution, winding up or deemed liquidation event, the holders of each series of preferred stock are entitled to be paid out of our assets available for distribution to our stockholders before any payment shall be made to the holders of our common stock in the following order: (i) first, the holders of shares of Series F Stock, an amount equal to the Series F Original Issue Price, plus any dividends (other than the Series F Dividend) declared but unpaid, (ii) second, to the holders of Series E Stock and Series E-1 Stock, an amount equal to the Series E Stock original issue price of $1.9242 per share, plus any dividends declared but unpaid thereon, (iii) third, to the holders of Series D Stock and Series D-1 Stock, an amount equal to the Series D Stock original issue price of $3.46 per share, plus any dividends declared but unpaid thereon, (iv) fourth, to the holders of Series A Stock, Series B Stock and Series C Stock, pari passu amongst one another, an amount equal to the Series A Stock original issue price of $1.00 per share, Series B Stock original issue price of $1.8896 per share, and Series C Stock original issue price of $2.44 per share, respectively, in each case, plus any dividends declared but unpaid thereon, (v) fifth, any accrued but unpaid Series F Dividends, and (vi) to the holders of all other series of our preferred stock, pari passu among one another, in an amount equal to (A) the original issue price for such series of preferred stock times (B) 50%. Other than in connection with a deemed liquidation event, the preferred stock is not redeemable by us without the consent of the stockholders. Conversion Each share of preferred stock (other than the Series D-1 Stock and Series E-1 Stock, which are subject to restrictions regarding conversion) shall be convertible, at the option of the holder thereof, at any time, and without the payment of additional consideration by the holder thereof, into such number of fully paid shares of common stock as is determined by dividing the original issue price for such series of preferred stock by the applicable conversion price for such series of preferred stock in effect at the time of conversion. The Series A and Series B are mandatorily convertible upon the election of the holders of a majority of such shares voting together on an as converted to common stock basis. The Series C is mandatorily convertible upon the election of the holders of a majority of such shares. The Series D is mandatorily convertible upon the election of the holders of a majority of such shares. The Series E is mandatorily convertible upon the election of the holders of at least 60% of such shares. The Series F is mandatorily convertible upon the election of the holders of a majority of such shares. In addition, all shares of preferred stock (other than the Series D-1 Stock and Series E-1 Stock) are mandatorily convertible upon the sale of shares of common stock to the public in a firm commitment underwritten public offering of our common stock resulting in (a) at least $50 million in net proceeds (after the underwriting discount and commissions) to us and (b) a price per share that yields (including the payment of the Series F Dividend) an implied value per share of Series F Preferred Stock issued on the original issue date of the Series F of at least $4.0629 (such offering, a “Qualified IPO”). The conversion price per share applicable to: (i) the Series A Stock shall initially be equal to $1.00, (ii) the Series B Stock shall initially be equal to $1.8896, (iii) the Series C Stock shall initially be equal to $2.3793, (iv) the Series D Stock and Series D-1 Stock shall initially be equal to $3.2794, (v) the Series E Stock and Series E-1 Stock shall initially be equal to $1.9242, and (vi) the Series F Stock shall initially be equal to $2.7086. Additionally, upon a mandatory conversion, we shall pay to the holders of Series F Stock, an amount per share of Series F Stock equal to the Series F Dividend or a number of additional shares of non-voting common stock per share of Series F Stock equal to the Series F Dividend based on the price of the common stock in the Qualified IPO. No fractional common stock shall be issued upon conversion of Preferred Stock. The Series C Stock, Series D Stock, and Series D-1 Stock is currently convertible into common stock on a greater than one-to-one basis. Voting Holders of preferred stock are entitled to voting rights equal to holders of common stock, except for holders of Series D-1 Stock, Series E-1 Stock, and Series F Stock held by certain non-voting holders and except as otherwise provided in the amended and restated certificate of incorporation and our voting agreement with certain of our stockholders. The Series F Stock held by Special Situations Investing Group II, LLC will convert to voting shares upon sale or transfer to a third party. A majority of the outstanding shares of preferred stock is necessary for approving certain protective provisions in the amended and restated certificate of incorporation. In addition, the holders of each series of preferred stock have protective provisions which require approval from a majority of the outstanding shares of such series. 9. Stockholders’ equity (deficit) (continued) Redemption Series F Stockholders are allowed to request redemption of their shares on the earlier of: (i) the five-year anniversary of the original issue date of the Series F Stock or (ii) the consummation of an initial public offering of our capital stock that is not a Qualified IPO. A merger or consolidation into another entity in which our stockholders own less than 50% of the voting stock of the surviving company or the sale, transfer or lease of substantially all of our assets shall be deemed a liquidation, dissolution or winding up, and, as a result, a redemption event. As a redemption event is outside of our control, all shares of preferred stock have been presented outside of permanent equity. We have also concluded that since the shares of preferred stock are not mandatorily redeemable, but rather are only contingently redeemable, and given that a redemption event is not certain to occur, the shares have not been accounted for as a liability in any of the periods presented. |
Income Taxes
Income Taxes | 6 Months Ended |
Jun. 30, 2020 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 10. Income taxes Our provision for income taxes is based on estimated effective tax rates derived from an estimate of annual consolidated earnings before taxes, adjusted for nondeductible expenses, other permanent items, and any applicable income tax credits. The difference in the 21% U.S. statutory tax rate and the annual forecasted effective tax rate is primarily a result of the jurisdictional mix of earnings and losses as well as valuation allowances offsetting the benefit of forecasted losses in the U.S., Australia, and the United Kingdom. Forecasted tax expense is related to non-U.S. jurisdictions where we are profitable along with state income taxes. The effective tax rates for the three months ended June 30, 2020 and 2019 were (0.04) % and (0.06) % respectively. The effective tax rates for the six months ended June 30, 2020 and 2019 were (0.16) % and (0.06) % respectively. We file tax returns in the U.S., including various state and local returns, and in other foreign jurisdictions including Australia and the United Kingdom. We believe adequate provision has been made for all income tax uncertainties. We are not currently under audit in any filing jurisdiction. Fiscal years 2016 through 2019 remain open to examination by the major taxing jurisdictions to which we are subject; although, carry forward attributes that were generated in tax years prior to fiscal year 2016 may be adjusted upon examination by the tax authorities if they have been, or will be, used in a future period. |
Net Loss per Share
Net Loss per Share | 6 Months Ended |
Jun. 30, 2020 | |
Earnings Per Share [Abstract] | |
Net Loss per Share | 11. Net loss per share Net loss per share Basic and diluted net loss per common share is presented in conformity with the two-class method required for participating securities. Holders of Series F preferred stock are entitled to receive cumulative dividends at the annual rate of 10% compounded quarterly payable prior and in preference to any dividends on any shares of our common stock, subject to certain adjustments as set forth in our certificate of incorporation. In the event a dividend is paid on common stock, the holders of preferred stock are entitled to a proportionate share of any such dividend as if they were holders of common stock (on an as-if converted basis). Accordingly, all of our outstanding series of preferred stock are considered to be participating securities. The holders of our preferred stock do not have a contractual obligation to share in our losses; therefore, no amount of total undistributed loss is allocated to preferred stock. Net loss attributable to common stockholders is calculated as net loss less current period preferred stock dividends. Basic net loss per share attributable to common stockholders is computed by dividing net loss attributable to common stockholders by the weighted-average number of shares of common stock outstanding for the period. Because we have reported a net loss for 2018 and 2019, the number of shares used to calculate diluted net loss per share of common stock attributable to common stockholders is the same as the number of shares used to calculate basic net loss per share of common stock attributable to common stockholders for the period presented because the potentially dilutive shares would have been antidilutive if included in the calculation. 11. Net loss per share (continued) The following potentially dilutive securities outstanding have been excluded from the computation of diluted weighted-average shares outstanding because such securities have an antidilutive impact due to losses reported: Three months ended June 30, Six months ended June 30, (Unaudited, in thousands) 2020 2019 2020 2019 Preferred stock as-converted 34,442 34,442 34,442 34,442 Stock options outstanding 9,267 9,476 9,267 9,476 Warrants to purchase common stock 369 364 369 364 Convertible debt 5,250 2,180 5,250 2,180 Total potentially dilutive securities 49,328 46,462 49,328 46,462 |
Subsequent Events
Subsequent Events | 6 Months Ended |
Jun. 30, 2020 | |
Subsequent Events [Abstract] | |
Subsequent Events | 12. Subsequent events Initial Public Offering On July 24, 2020, we filed with the Secretary of State of the State of Delaware an amendment to our certificate of incorporation that effected a one-for-three reverse stock split of our common stock. All common stock share and per share information for all periods presented has been adjusted to reflect the reverse stock split. The amendment to our certificate of incorporation adjusted the amount of our authorized shares to: 205,000,000 shares of Series 1 common stock, 45,000,000 shares of Series 2 common stock, and 109,030,573 shares of preferred stock. The common stock has a par value of $0.0001 per share. On July 24, 2020, concurrently with the effectiveness of the reverse stock split, the conversion prices applicable to our preferred stock were adjusted proportionately in accordance with our certificate of incorporation. On August 4, 2020, we completed our initial public offering (IPO), in which we issued and sold 7,877,500 shares of our Series 1 common stock, including 1,027,500 shares of Series 1 common stock that were sold pursuant to the exercise in full of the underwriters’ option to purchase additional shares of Series 1 common stock at $24.00 per share. The IPO resulted in net proceeds of $175.8 million after deducting underwriting discounts and commissions. Existing stockholders sold an additional 2,495,000 shares of Series 1 common stock, including 325,435 shares of Series 1 common stock that were sold pursuant to the exercise in full of the underwriters’ option to purchase additional shares of Series 1 common stock at $24.00 per share. We did not receive any proceeds from the sale of shares by the selling stockholders in the IPO. Expected expenses incurred by us for the IPO were approximately $3.9 million and will be recorded against stockholder’s equity. Immediately prior to the closing of our IPO, we recognized the following transactions related to our preferred stock and 2017 and 2020 Convertible Term Loans: • the outstanding shares of our preferred stock, excluding the shares of Series F preferred stock issuable upon the conversion of the 2017 Convertible Term Loan and the exercise of the Purchase Right (described below), converted into an aggregate of 29,390,733 shares of Series 1 common stock and 5,050,555 shares of Series 2 common stock • the 2017 Convertible Term Loan converted into an aggregate of 6,170,316 shares of our Series F preferred stock, at a conversion price of $3.059 per share ($9.177 on an as-converted to common stock basis, giving effect to the one-for-three reverse stock split) • the exercise of the Purchase right associated with the 2017 Convertible Term Loan resulting in the purchase of 367,766 shares of our Series F preferred stock at a purchase price of $3.059 per share ($9.177 on an as-converted to common stock basis, giving effect to the one-for-three reverse stock split) • the Series F preferred stock issued as a result of the conversion of 2017 Convertible Term Loan and the exercise of the Purchase Right discussed above, automatically converted into 2,179,360 shares of Series 1 common stock The 2020 Convertible Term Loan converted into and aggregate of 3,070,174 shares of our Series 1 common stock, at a conversion price of $11.40 per share. The conversion of the 2017 Convertible Term Loan and 2020 Convertible Term Loan resulted in a $53.9 million reduction in the principal of our outstanding long-term debt. With the proceeds of the IPO, we paid in full accumulated dividends on our previously outstanding shares of Series F preferred stock, which totaled approximately $12.8 million. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 6 Months Ended |
Jun. 30, 2020 | |
Accounting Policies [Abstract] | |
Basis of presentation | Basis of presentation The accompanying unaudited consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States (“GAAP”) for interim financial information. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. In the opinion of management, these financial statements contain all adjustments, consisting of normal recurring accruals, necessary to present fairly the financial position, results of operations and cash flows for the periods indicated. Operating results for the three and six months ended June 30, 2020 are not necessarily indicative of results that may be expected for any other interim period or for the year ending December 31, 2020. 2. Summary of significant accounting policies (continued) The accompanying interim financial statements should be read in conjunction with the consolidated financial statements and related notes thereto included in the Company’s final prospectus filed with the SEC pursuant to Rule 424(b)(4) under the Securities Act of 1933, as amended, on August 5, 2020 (“Prospectus”). |
Basis of consolidation | Basis of consolidation The accompanying consolidated financial statements include our accounts and the accounts of our wholly-owned subsidiaries. All material intercompany accounts and transactions have been eliminated in consolidation. Our fiscal year ends on December 31. |
Use of estimates | Use of estimates The preparation of consolidated financial statements in conformity with GAAP requires certain financial instruments to be recorded at fair value; requires our management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and reported amounts of revenue and expenses during the reporting periods. Significant estimates, judgments, and assumptions in these consolidated financial statements include: allocating variable consideration for revenue recognition; the amortization period for deferred commissions; the allowance for credit losses; a determination of the deferred tax asset valuation allowance and the valuation of our common stock used to determine stock-based compensation expense. Because of the use of estimates inherent in the financial reporting process and given the additional or unforeseen effects from the COVID-19 pandemic, actual results could differ from those estimates, and such differences could be material to our consolidated financial statements. COVID-19, declared a global pandemic by the World Health Organization on March 11, 2020, has caused disruption to the economies and communities of the United States and our target international markets. In the interest of public health, many governments closed physical stores and places of business deemed non-essential. This precipitated a significant shift in shopping behavior from offline to online. Our business has benefited from this shift, both in accelerated sales growth for our existing customers’ stores, and in our sales of new store subscriptions to customers. Nevertheless, we do not have certainty that those trends will continue; the COVID-19 pandemic and the uncertainty it has created in the global economy could materially adversely affect our business, financial condition, and results of operations. |
Segment and geographic information | Segment and geographic information Our chief operating decision maker is our chief executive officer. Our chief executive officer reviews the financial information presented on a consolidated basis for purposes of making operating decisions, allocating resources, and evaluating financial performance. Accordingly, we have determined that we operate as a single operating and reportable segment. Revenue by geographic region was as follows: Three months ended June 30, Six months ended June 30, (Unaudited, in thousands) 2020 2019 2020 2019 Revenue: Americas – U.S. $ 28,883 $ 22,225 $ 55,616 $ 43,180 Americas – other 1,305 904 2,405 1,773 EMEA 2,871 1,739 5,313 3,361 APAC 3,257 2,367 6,156 4,505 Total revenue $ 36,316 $ 27,235 $ 69,490 $ 52,819 2. Summary of significant accounting policies (continued) Long-lived assets by geographic region was as follows: June 30, December 31, (in thousands) 2020 2019 (Unaudited) Long-lived assets: Americas – U.S. $ 7,038 $ 7,699 Americas – other — — EMEA — — APAC 570 542 Total long-lived assets $ 7,608 $ 8,241 |
Cash and cash equivalents | Cash and cash equivalents We consider all highly liquid investments with original maturities of three months or less from the date of purchase to be cash equivalents. Cash equivalents consist of money market funds and investment securities and are stated at fair value. |
Restricted cash | Restricted cash We maintain a portion of amounts collected through our online payment processor with the online payment processor as a security deposit for future chargebacks. Additionally, we have amounts on deposit with certain financial institutions that serve as collateral for letters of credit and lease deposits. |
Marketable securities | Marketable securities All marketable securities have been classified as available-for-sale and are carried at estimated fair value. We determine the appropriate classification of our investments in debt securities at the time of purchase. Securities may have stated maturities greater than one year. All marketable securities are considered available to support current operations and are classified as current assets. Unrealized gains and losses are excluded from earnings and are reported as a component of accumulated other comprehensive loss. Realized gains and losses, and declines in fair value judged to be other than temporary, are included in other expense. The cost of securities sold is based on the specific-identification method. Interest on marketable securities is included in interest income. |
Accounts receivable | Accounts receivable Accounts receivable are stated at net realizable value and include unbilled receivables. Unbilled receivables arise primarily when we provide subscriptions services in advance of billing. Accounts receivable are net of an allowance for credit losses, are not collateralized, and do not bear interest. Payment terms range from due immediately to due within 60 days. The accounts receivable balance at June 30, 2020 and December 31, 2019 included unbilled receivables of $5.0 million, $4.0 million, respectively. We assess the collectability of outstanding accounts receivable on an ongoing basis and maintain an allowance for credit losses for accounts receivable deemed uncollectable. Upon adoption of ASU 2016-13, we analyzed the accounts receivable portfolio for significant risks, historical activity, and an estimate of future collectability to determine the amount that will ultimately be collected. This estimate is analyzed quarterly and adjusted as necessary. Identified risks pertaining to our accounts receivable include the delinquency level, customer type, and current economic environment. Due to the short-term nature of such receivables, the estimate of the amount of accounts receivable that may not be collected is based on aging of the accounts receivable balances and the financial condition of customers. Adoption of ASU 2016-13 resulted in an increase in the allowance for credit losses of approximately $0.4 million as of January 1, 2020, primarily related to unbilled receivables. 2. Summary of significant accounting policies (continued) The allowance for credit losses consisted of the following: (Unaudited, in thousands) Balance at December 31, 2019 $ 1,167 Cumulative effect adjustment upon adoption 364 Provision for expected credit losses 589 Accounts written off (236 ) Balance at March 31, 2020 $ 1,884 Provision for expected credit losses 355 Accounts written off (583 ) Balance at June 30, 2020 $ 1,656 |
Property and equipment | Property and equipment Property and equipment are stated at cost, net of accumulated depreciation and amortization. Depreciation and amortization are computed using the straight-line method over the estimated useful lives or the related lease terms (if shorter). The estimated useful lives of property and equipment are as follows: Estimated Useful Life Computer equipment 3 years Computer software 3 years Furniture and fixtures 5 years Leasehold improvements 1-10 years Maintenance and repairs that do not enhance or extend the asset’s useful life are charged to operating expenses as incurred. The carrying values of property and equipment are reviewed for impairment whenever events or changes in circumstances indicate that their net book value may not be recoverable. When such factors and circumstances exist, we compare the projected undiscounted future cash flows associated with groups of assets used in combination over their estimated useful lives against their respective carrying amounts. If projected undiscounted future cash flows are less than the carrying value of the asset group, impairment is recorded for any excess of the carrying amount over the fair value of those assets in the period in which the determination is made. |
Research and development and internal use software | Research and development and internal use software Research and development expenses consist primarily of personnel and related expenses for our research and development staff, which include: salaries, benefits, bonuses, and stock-based compensation; the cost of certain third-party contractors; and allocated overhead. Expenditures for research and development, other than internal use software costs, are expensed as incurred. Software development costs associated with internal use software, which are incurred during the application development phase and meet other requirements under the guidance are capitalized. To date, software costs eligible for capitalization have not been significant. |
Concentration of credit risks, significant clients, and suppliers | Concentration of credit risks, significant clients, and suppliers Financial instruments that potentially subject us to concentrations of credit risk consist of cash and cash equivalents, marketable securities, restricted cash, and accounts receivable. Our investment policy limits investments to high credit quality securities issued by the U.S. government, U.S. government-sponsored agencies, and highly rated corporate securities, subject to certain concentration limits and restrictions on maturities. Our cash and cash equivalents and restricted cash are held by financial institutions that management believes are of high credit quality. Amounts on deposit may at times exceed federally insured limits. We have not experienced any losses on our deposits of cash and cash equivalents. We are exposed to credit risk in the event of default by the financial institutions holding our cash and cash equivalents and bond issuers. 2. Summary of significant accounting policies (continued) Accounts receivable are derived from sales to our customers and our strategic technology partners who operate in a variety of sectors. We do not require collateral. Estimated credit losses are provided for in the consolidated financial statements and historically have been within management’s expectations. One of our strategic partners accounted for 12% of our revenue for the year ended December 31, 2019 and accounted for 20% of our accounts receivable balance at December 31, 2019. For the six months ended June 30, 2020 and 2019 one of our strategic partners accounted for 17% and 12%, respectively, of our revenue and accounted for 23% of our accounts receivable balance at June 30, 2020. |
Advertising costs | Advertising costs We expense advertising costs as incurred. Advertising expenses were approximately $11.8 million for the year ended December 31, 2019. Advertising costs were $2.9 million and $3.3 million for the six months ended June 30, 2020 and 2019, respectively. |
Leases | Leases We determine if an arrangement is a lease or contains a lease at inception. At the commencement date of a lease, we recognize a liability to make lease payments and an asset representing the right to use the underlying asset during the lease term. The lease liability is measured at the present value of lease payments over the lease term. As our leases typically do not provide an implicit rate, we use our incremental borrowing rate for most leases. The right-of-use (“ROU”) asset is measured at cost, which includes the initial measurement of the lease liability and initial direct costs incurred and excludes lease incentives. Lease terms may include options to extend or terminate the lease. We record a ROU asset and a lease liability when it is reasonably certain that we will exercise that option. Operating lease costs are recognized on a straight-line basis over the lease term. We also lease office space under short-term arrangements and have elected not to include these arrangements in the ROU asset or lease liabilities. |
Income taxes | Income taxes We account for income taxes under the asset and liability method. Deferred tax assets and liabilities are recognized for the estimated future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax balances are adjusted to reflect tax rates based on currently enacted tax laws, which will be in effect in the years in which the temporary differences are expected to reverse. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in the results of operations in the period of the enactment date. A valuation allowance is recorded to reduce the carrying amounts of deferred tax assets unless it is more likely than not that those assets will be realized. To date, we have provided a valuation allowance against all of our deferred tax assets as we believe the objective and verifiable evidence of our historical pretax net losses outweighs any positive evidence of its forecasted future results. We will continue to monitor the positive and negative evidence, and we will adjust the valuation allowance as sufficient objective positive evidence becomes available. We account for uncertain tax positions in accordance with ASC 740, “Income Taxes”, which clarifies the accounting for uncertainty in tax positions. These provisions require recognition of the impact of a tax position in our financial statements only if it is more likely than not that the position will be sustained upon examination, including resolutions of any related appeals or litigation processes, based on the technical merits. Any interest and penalties related to uncertain tax positions will be reflected as a component of income tax expense . |
Stock-based compensation | Stock-based compensation We issue stock options and restricted stock units ("RSUs"). Stock-based compensation related to stock options is measured at the date of grant and is recognized on a straight-line basis over the service period, net of estimated forfeitures. We use the Black-Scholes option-pricing model to estimate the fair value of stock options awarded at the date of grant. Stock- based compensation related to restricted stock units is measured at the date of grant and recognized using the accelerated attribution method, net of forfeitures, over the remaining service period. |
Accounting pronouncements | Accounting pronouncements In June 2018, the FASB Issued ASU 2018-07, Compensation—Stock Compensation (Topic 718): Improvements to Nonemployee Share-Based Payment Accounting, In June 2016, the FASB issued ASU 2016-13, “Financial Instruments – Credit Losses (Topic 326)” which modifies the measurement of expected credit losses of certain financial instruments. Credit losses on trade and other receivables, available-for-sale debt securities, and other instruments will reflect our current estimate of the expected credit losses and will generally result in the earlier recognition of allowance for losses. The new guidance is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2019, with early adoption permitted. The adoption of the new standard resulted in the recording of a cumulative-effect adjustment to accumulated deficit of $0.4 million on January 1, 2020. We will continue to actively monitor the impact of the recent COVID-19 pandemic on expected credit losses. In August 2018, the FASB issued ASU No. 2018-15, Intangibles-Goodwill and Other-Internal-Use Software (Subtopic 350-40) In December 2019, the FASB issued ASU No. 2019-12, “Income Taxes (Topic 740) Simplifying the Accounting for Income Taxes,” as part of its initiative to reduce complexity in the accounting standards. The amendments in ASU 2019-12 eliminate certain exceptions related to the approach for intraperiod tax allocation, the methodology for calculating income taxes in an interim period and the recognition of deferred tax liabilities for outside basis differences. ASU 2019-12 also clarifies and simplifies other aspects of the accounting for income taxes. Although the amendments in ASU 2019-12 become effective for fiscal years beginning after December 15, 2020, we elected to early adopt the ASU as of January 1, 2019 on a prospective basis. There is no material tax impact of the early adoption of ASU 2019-12 on our financial position and results of operations. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Accounting Policies [Abstract] | |
Schedule of Revenue by Geographic Region | Accordingly, we have determined that we operate as a single operating and reportable segment. Revenue by geographic region was as follows: Three months ended June 30, Six months ended June 30, (Unaudited, in thousands) 2020 2019 2020 2019 Revenue: Americas – U.S. $ 28,883 $ 22,225 $ 55,616 $ 43,180 Americas – other 1,305 904 2,405 1,773 EMEA 2,871 1,739 5,313 3,361 APAC 3,257 2,367 6,156 4,505 Total revenue $ 36,316 $ 27,235 $ 69,490 $ 52,819 |
Schedule of Long-lived Assets by Geographic Region | Long-lived assets by geographic region was as follows: June 30, December 31, (in thousands) 2020 2019 (Unaudited) Long-lived assets: Americas – U.S. $ 7,038 $ 7,699 Americas – other — — EMEA — — APAC 570 542 Total long-lived assets $ 7,608 $ 8,241 |
Schedule of Allowance for Credit Losses | The allowance for credit losses consisted of the following: (Unaudited, in thousands) Balance at December 31, 2019 $ 1,167 Cumulative effect adjustment upon adoption 364 Provision for expected credit losses 589 Accounts written off (236 ) Balance at March 31, 2020 $ 1,884 Provision for expected credit losses 355 Accounts written off (583 ) Balance at June 30, 2020 $ 1,656 |
Schedule of Estimated Useful Lives of Property and Equipment | The estimated useful lives of property and equipment are as follows: Estimated Useful Life Computer equipment 3 years Computer software 3 years Furniture and fixtures 5 years Leasehold improvements 1-10 years |
Revenue Recognition and Defer_2
Revenue Recognition and Deferred Costs (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Revenue From Contract With Customer [Abstract] | |
Schedule of Disaggregate Revenue by Major Source | The following table disaggregates our revenue by major source: Three months ended June 30, Six months ended June 30, (Unaudited, in thousands) 2020 2019 2020 2019 Subscription solutions $ 23,943 $ 20,137 $ 47,496 $ 39,384 Partner and services 12,373 7,098 21,994 13,435 Total revenue $ 36,316 $ 27,235 $ 69,490 $ 52,819 |
Property and Equipment (Tables)
Property and Equipment (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Property Plant And Equipment [Abstract] | |
Schedule of Property and Equipment | Property and equipment, which includes software purchased or developed for internal use, is composed of the following: As of June 30, As of December 31, (in thousands) 2020 2019 (Unaudited) Computer software $ 1,928 $ 1,788 Computer equipment 7,451 6,816 Furniture and fixtures 2,374 2,198 Leasehold improvements 7,931 7,834 19,684 18,636 Less: accumulated depreciation and amortization (12,076 ) (10,395 ) Property and equipment, net $ 7,608 $ 8,241 |
Commitments, Contingencies, a_2
Commitments, Contingencies, and Leases (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Commitments Contingencies And Leases [Abstract] | |
Schedule of Unconditional Purchase Obligations | We had unconditional purchase obligations as of June 30, 2020, as follows: (in thousands) 2020 $ 306 2021 5,504 2022 4,333 2023 and thereafter — Total $ 10,143 |
Supplemental Lease Information | Supplemental lease information Cash flow information (in thousands) Six months ended June 30, Six months ended June 30, 2020 2019 Cash paid for operating lease liabilities $ 1,780 $ 1,451 Right-of-use assets obtained in exchange for operating lease obligations $ — $ — Operating lease information Six months ended June 30, Six months ended June 30, 2020 2019 Weighted-average remaining lease-term 6.33 7.52 Weighted-average discount rate 5.46 % 5.53 % |
Schedule of Future Maturities of Operating Lease Liabilities | The future maturities of operating lease liabilities are as follows: (in thousands) June 30, 2020 2020 $ 1,863 2021 3,903 2022 3,037 2023 2,459 2024 2,227 Thereafter 6,934 Total minimum lease payments $ 20,423 Less imputed interest (3,296 ) Total lease liabilities $ 17,127 |
Other Liabilities (Tables)
Other Liabilities (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Other Liabilities Disclosure [Abstract] | |
Components of Other Current Liabilities | The following table summarizes the components of other current liabilities: As of June 30, Year Ended December 31, (in thousands) 2020 2019 (Unaudited) Sales tax payable $ 542 $ 551 Payroll and payroll related expenses 8,830 6,126 Other 3,954 3,027 Other current liabilities $ 13,326 $ 9,704 |
Stockholders' Equity (Deficit)
Stockholders' Equity (Deficit) (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Equity [Abstract] | |
Summary of Stock-Based Compensation Expense | Stock-based compensation expense was included in the following line items in the accompanying condensed consolidated statements of operations during the periods presented (in thousands): Three months ended June 30, Six months ended June 30, (in thousands) 2020 2019 2020 2019 Cost of revenue $ 81 $ 37 $ 154 $ 59 Sales and marketing 352 198 641 331 Research and development 330 158 634 229 General and administrative 381 428 741 797 Total stock-based compensation expense $ 1,144 $ 821 $ 2,170 $ 1,416 |
Summary of Holders of Preferred Stock | As of December 31, 2019 and June 30, 2020, the holders of preferred stock (“Series A Stock,” “Series B Stock,” “Series C Stock,” “Series D Stock,” “Series D-1 Stock,” “Series E Stock,” “Series E-1 Stock,” and “Series F Stock”) have various rights and preferences as follows: (in thousands) Shares authorized Shares outstanding Shares outstanding as converted to common stock Liquidation amounts Series A Stock 15,000 15,000 $ 5,000 $ 15,000 Series B Stock 10,611 10,611 3,537 20,116 Series C Stock 16,393 16,393 5,604 40,000 Series D Stock 14,451 14,451 5,082 50,000 Series D-1 Stock 1,445 1,445 508 5,000 Series E Stock 20,307 20,307 6,769 39,000 Series E-1 Stock 195 195 65 400 Series F Stock 23,628 23,628 7,877 68,662 Total Preferred Stock 102,030 102,030 34,442 $ 238,178 |
Net Loss per Share (Tables)
Net Loss per Share (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Earnings Per Share [Abstract] | |
Schedule of Antidilutive Securities Outstanding Excluded from Computation of Diluted Weighted-Average Shares Outstanding | The following potentially dilutive securities outstanding have been excluded from the computation of diluted weighted-average shares outstanding because such securities have an antidilutive impact due to losses reported: Three months ended June 30, Six months ended June 30, (Unaudited, in thousands) 2020 2019 2020 2019 Preferred stock as-converted 34,442 34,442 34,442 34,442 Stock options outstanding 9,267 9,476 9,267 9,476 Warrants to purchase common stock 369 364 369 364 Convertible debt 5,250 2,180 5,250 2,180 Total potentially dilutive securities 49,328 46,462 49,328 46,462 |
Overview - Additional Informati
Overview - Additional Information (Details) | Aug. 04, 2020USD ($)$ / sharesshares | Jul. 24, 2020$ / sharesshares | Jun. 30, 2020$ / shares | Dec. 31, 2019$ / shares |
Overview [Line Items] | ||||
Entity incorporation date | Feb. 28, 2013 | |||
Common stock, par value | $ / shares | $ 0.0001 | $ 0.0001 | ||
Subsequent Event | ||||
Overview [Line Items] | ||||
Initial public offering expected expenses incurred | $ | $ 3,900,000 | |||
Subsequent Event | Initial Public Offering | ||||
Overview [Line Items] | ||||
Reverse stock split description | one-for-three | |||
Reverse stock split, conversion ratio | 0.3333 | |||
Preferred stock, authorized shares | 109,030,573 | |||
Common stock, par value | $ / shares | $ 0.0001 | |||
Proceeds from issuance of stock | $ | 0 | |||
Series 1 Common Stock | Subsequent Event | ||||
Overview [Line Items] | ||||
Net proceeds after deducting underwriting discounts and commissions | $ | $ 175,800,000 | |||
Series 1 Common Stock | Subsequent Event | Initial Public Offering | ||||
Overview [Line Items] | ||||
Common stock, shares authorized | 205,000,000 | |||
Stock issued and sold | 7,877,500 | |||
Stock sold at underwriters option | 1,027,500 | |||
Stock issued price per share | $ / shares | $ 24 | |||
Series 1 Common Stock | Subsequent Event | Underwriters’ Option to Purchase Additional Shares | ||||
Overview [Line Items] | ||||
Stock sold at underwriters option | 325,435 | |||
Stock issued price per share | $ / shares | $ 24 | |||
Additional shares sold by existing shareholders | 2,495,000 | |||
Series 2 Common Stock | Subsequent Event | Initial Public Offering | ||||
Overview [Line Items] | ||||
Common stock, shares authorized | 45,000,000 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies - Schedule of Revenue by Geographic Region (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Revenues From External Customers And Long Lived Assets [Line Items] | ||||
Total revenue | $ 36,316 | $ 27,235 | $ 69,490 | $ 52,819 |
Americas – U.S. | ||||
Revenues From External Customers And Long Lived Assets [Line Items] | ||||
Total revenue | 28,883 | 22,225 | 55,616 | 43,180 |
Americas – other | ||||
Revenues From External Customers And Long Lived Assets [Line Items] | ||||
Total revenue | 1,305 | 904 | 2,405 | 1,773 |
EMEA | ||||
Revenues From External Customers And Long Lived Assets [Line Items] | ||||
Total revenue | 2,871 | 1,739 | 5,313 | 3,361 |
APAC | ||||
Revenues From External Customers And Long Lived Assets [Line Items] | ||||
Total revenue | $ 3,257 | $ 2,367 | $ 6,156 | $ 4,505 |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies - Schedule of Long-lived Assets by Geographic Region (Details) - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 |
Revenues From External Customers And Long Lived Assets [Line Items] | ||
Total long-lived assets | $ 7,608 | $ 8,241 |
Americas – U.S. | ||
Revenues From External Customers And Long Lived Assets [Line Items] | ||
Total long-lived assets | 7,038 | 7,699 |
APAC | ||
Revenues From External Customers And Long Lived Assets [Line Items] | ||
Total long-lived assets | $ 570 | $ 542 |
Summary of Significant Accoun_6
Summary of Significant Accounting Policies - Additional Information (Details) $ in Thousands | Jan. 01, 2020USD ($) | Jun. 30, 2020USD ($)Customer | Jun. 30, 2019USD ($)Customer | Dec. 31, 2019USD ($)Customer |
Summary Of Significant Accounting Policies [Line Items] | ||||
Accounts receivable including unbilled receivables | $ 5,000 | $ 4,000 | ||
Concentration risk, number of customer | Customer | 1 | 1 | 1 | |
Advertising expenses | $ 2,900 | $ 3,300 | $ 11,800 | |
Accumulated deficit | $ (291,079) | $ (274,549) | ||
Cumulative Effect, Period of Adoption, Adjustment | Revision of Prior Period, Adjustment | ||||
Summary Of Significant Accounting Policies [Line Items] | ||||
Accumulated deficit | $ (400) | |||
Customer Concentration Risk | Revenue | ||||
Summary Of Significant Accounting Policies [Line Items] | ||||
Concentration risk, percentage | 17.00% | 12.00% | 12.00% | |
Customer Concentration Risk | Accounts Receivable | ||||
Summary Of Significant Accounting Policies [Line Items] | ||||
Concentration risk, percentage | 23.00% | 20.00% | ||
ASU 2016-13 | ||||
Summary Of Significant Accounting Policies [Line Items] | ||||
Increase in the allowance for credit losses | $ 400 | |||
ASU 2018-07 | ||||
Summary Of Significant Accounting Policies [Line Items] | ||||
Change in Accounting Principle, Accounting Standards Update, Adopted [true false] | true | |||
Change in Accounting Principle, Accounting Standards Update, Adoption Date | Jan. 1, 2020 | |||
Change in Accounting Principle, Accounting Standards Update, Immaterial Effect [true false] | true | |||
ASU 2018-15 | ||||
Summary Of Significant Accounting Policies [Line Items] | ||||
Change in Accounting Principle, Accounting Standards Update, Adopted [true false] | true | |||
Change in Accounting Principle, Accounting Standards Update, Adoption Date | Jan. 1, 2020 | |||
Change in Accounting Principle, Accounting Standards Update, Immaterial Effect [true false] | true | |||
ASU 2019-12 | ||||
Summary Of Significant Accounting Policies [Line Items] | ||||
Change in Accounting Principle, Accounting Standards Update, Adopted [true false] | true | |||
Change in Accounting Principle, Accounting Standards Update, Adoption Date | Jan. 1, 2019 | |||
Change in Accounting Principle, Accounting Standards Update, Immaterial Effect [true false] | true | |||
Minimum | ||||
Summary Of Significant Accounting Policies [Line Items] | ||||
Account receivable payment terms | Due immediately | |||
Maximum | ||||
Summary Of Significant Accounting Policies [Line Items] | ||||
Account receivable payment terms | Due within 60 days |
Summary of Significant Accoun_7
Summary of Significant Accounting Policies - Schedule of Allowance for Credit Losses (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Mar. 31, 2020 | Jun. 30, 2020 | Jun. 30, 2019 | |
Financing Receivable Allowance For Credit Losses [Line Items] | ||||
Beginning Balance | $ 1,884 | $ 1,167 | $ 1,167 | |
Allowance for credit losses | 355 | 589 | 944 | $ 494 |
Accounts written off | (583) | (236) | ||
Ending Balance | $ 1,656 | 1,884 | 1,656 | |
Cumulative Effect, Period of Adoption, Adjustment | ASU 2016-13 | ||||
Financing Receivable Allowance For Credit Losses [Line Items] | ||||
Beginning Balance | $ 364 | $ 364 |
Summary of Significant Accoun_8
Summary of Significant Accounting Policies - Schedule of Estimated Useful Lives of Property and Equipment (Details) | 6 Months Ended |
Jun. 30, 2020 | |
Computer Equipment | |
Property Plant And Equipment [Line Items] | |
Estimated useful lives of property and equipment | 3 years |
Computer Software | |
Property Plant And Equipment [Line Items] | |
Estimated useful lives of property and equipment | 3 years |
Furniture and Fixtures | |
Property Plant And Equipment [Line Items] | |
Estimated useful lives of property and equipment | 5 years |
Leasehold Improvements | Minimum | |
Property Plant And Equipment [Line Items] | |
Estimated useful lives of property and equipment | 1 year |
Leasehold Improvements | Maximum | |
Property Plant And Equipment [Line Items] | |
Estimated useful lives of property and equipment | 10 years |
Revenue Recognition and Defer_3
Revenue Recognition and Deferred Costs - Schedule of Disaggregate Revenue by Major Source (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Disaggregation Of Revenue [Line Items] | ||||
Total revenue | $ 36,316 | $ 27,235 | $ 69,490 | $ 52,819 |
Subscription Solutions | ||||
Disaggregation Of Revenue [Line Items] | ||||
Total revenue | 23,943 | 20,137 | 47,496 | 39,384 |
Partner and Services | ||||
Disaggregation Of Revenue [Line Items] | ||||
Total revenue | $ 12,373 | $ 7,098 | $ 21,994 | $ 13,435 |
Revenue Recognition and Defer_4
Revenue Recognition and Deferred Costs - Additional Information (Details 1) - USD ($) $ in Millions | 6 Months Ended | 12 Months Ended |
Jun. 30, 2020 | Dec. 31, 2019 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2020-01-01 | ||
Revenue Remaining Performance Obligation Expected Timing Of Satisfaction [Line Items] | ||
Remaining performance obligations | $ 47.8 | |
Remaining performance obligations, percentage | 60.00% | |
Remaining performance obligations, satisfaction period | 12 months | |
Revenue, expected recognition period, explanation | We expect to recognize approximately 60% and 52%, respectively, of the remaining performance obligations as revenue in the following 12-month periods, and the remaining balance in the periods thereafter. | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2020-07-01 | ||
Revenue Remaining Performance Obligation Expected Timing Of Satisfaction [Line Items] | ||
Remaining performance obligations | $ 73.5 | |
Remaining performance obligations, percentage | 52.00% | |
Remaining performance obligations, satisfaction period | 12 months | |
Revenue, expected recognition period, explanation | We expect to recognize approximately 60% and 52%, respectively, of the remaining performance obligations as revenue in the following 12-month periods, and the remaining balance in the periods thereafter. |
Revenue Recognition and Defer_5
Revenue Recognition and Deferred Costs - Additional Information (Details) - USD ($) | 6 Months Ended | 12 Months Ended | |
Jun. 30, 2020 | Jun. 30, 2019 | Dec. 31, 2019 | |
Revenue From Contract With Customer [Abstract] | |||
Impairment of deferred commissions | $ 0 | $ 0 | $ 0 |
Deferred sales commissions | 1,760,000 | 1,120,000 | 2,500,000 |
Deferred commission amortization expense | $ 970,000 | $ 750,000 | $ 1,600,000 |
Fair Value Measurements - Addit
Fair Value Measurements - Additional Information (Details) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Mar. 31, 2020 | Jun. 30, 2020 | Dec. 31, 2019 | |
Fair Value Disclosures [Abstract] | ||||
Cash equivalents | $ 0 | $ 0 | $ 0 | |
Marketable securities | 0 | 0 | $ 0 | |
Initially convertible loan fair value disclosure upon issuance | 4,400,000 | 4,400,000 | ||
Convertible loan fair value disclosure deemed | 0 | 0 | ||
Gain on change in fair value disclosure of convertible loan | $ 0 | $ 4,400,000 | $ 4,413,000 |
Property and Equipment - Schedu
Property and Equipment - Schedule of Property and Equipment (Details) - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 |
Property Plant And Equipment [Line Items] | ||
Property and equipment, gross | $ 19,684 | $ 18,636 |
Less: accumulated depreciation and amortization | (12,076) | (10,395) |
Property and equipment, net | 7,608 | 8,241 |
Computer Software | ||
Property Plant And Equipment [Line Items] | ||
Property and equipment, gross | 1,928 | 1,788 |
Computer Equipment | ||
Property Plant And Equipment [Line Items] | ||
Property and equipment, gross | 7,451 | 6,816 |
Furniture and Fixtures | ||
Property Plant And Equipment [Line Items] | ||
Property and equipment, gross | 2,374 | 2,198 |
Leasehold Improvements | ||
Property Plant And Equipment [Line Items] | ||
Property and equipment, gross | $ 7,931 | $ 7,834 |
Property and Equipment - Additi
Property and Equipment - Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Property Plant And Equipment [Abstract] | ||||
Depreciation expense on property and equipment | $ 0.8 | $ 0.6 | $ 1.7 | $ 1.1 |
Commitment, Contingencies, and
Commitment, Contingencies, and Leases - Schedule of Unconditional Purchase Obligations (Details) $ in Thousands | Jun. 30, 2020USD ($) |
Commitments Contingencies And Leases [Abstract] | |
2020 | $ 306 |
2021 | 5,504 |
2022 | 4,333 |
Total | $ 10,143 |
Commitment, Contingencies, an_2
Commitment, Contingencies, and Leases - Additional Information (Details) - USD ($) | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | Dec. 31, 2019 | |
Commitments Contingencies And Leases [Abstract] | |||||
Liability related to indemnification obligations | $ 0 | $ 0 | $ 0 | ||
Operating lease, expiration year | 2028 | ||||
Operating and short-term rent expense | $ 900,000 | $ 900,000 | $ 1,800,000 | $ 1,700,000 |
Commitment, Contingencies, an_3
Commitment, Contingencies, and Leases - Schedule of Cash Flow Information (Details) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2020 | Jun. 30, 2019 | |
Commitments Contingencies And Leases [Abstract] | ||
Cash paid for operating lease liabilities | $ 1,780 | $ 1,451 |
Commitment, Contingencies, an_4
Commitment, Contingencies, and Leases - Schedule of Operating Lease Information (Details) | Jun. 30, 2020 | Jun. 30, 2019 |
Commitments Contingencies And Leases [Abstract] | ||
Weighted-average remaining lease-term | 6 years 3 months 29 days | 7 years 6 months 7 days |
Weighted-average discount rate | 5.46% | 5.53% |
Commitment, Contingencies, an_5
Commitment, Contingencies, and Leases - Schedule of Future Maturities of Operating Lease Liabilities (Details) $ in Thousands | Jun. 30, 2020USD ($) |
Commitments Contingencies And Leases [Abstract] | |
2020 | $ 1,863 |
2021 | 3,903 |
2022 | 3,037 |
2023 | 2,459 |
2024 | 2,227 |
Thereafter | 6,934 |
Total minimum lease payments | 20,423 |
Less imputed interest | (3,296) |
Total lease liabilities | $ 17,127 |
Other Liabilities - Components
Other Liabilities - Components of Other Current Liabilities (Details) - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 |
Other Liabilities Disclosure [Abstract] | ||
Sales tax payable | $ 542 | $ 551 |
Payroll and payroll related expenses | 8,830 | 6,126 |
Other | 3,954 | 3,027 |
Other current liabilities | $ 13,326 | $ 9,704 |
Debt - Additional Information (
Debt - Additional Information (Details) | Jul. 24, 2020$ / shares | Feb. 28, 2020USD ($)$ / sharesshares | Oct. 27, 2017USD ($)$ / shares | Feb. 28, 2020USD ($)$ / sharesshares | Jun. 30, 2020USD ($)$ / sharesshares | Mar. 31, 2020USD ($) | Jun. 30, 2020USD ($)$ / sharesshares | Dec. 31, 2019USD ($) | Sep. 30, 2020USD ($) | Jun. 04, 2019USD ($) |
Debt Instrument [Line Items] | ||||||||||
Convertible notes conversion price per share | $ / shares | $ 3.80 | $ 3.80 | ||||||||
Gain on fair value of put option | $ 0 | $ 4,400,000 | $ 4,413,000 | |||||||
Warrants to purchase shares of common stock | shares | 254,700 | 254,700 | ||||||||
Warrants, exercise price per share | $ / shares | $ 4.20 | $ 4.20 | ||||||||
Warrants expiration date | Sep. 30, 2024 | Sep. 30, 2024 | ||||||||
Net unamortized fees | $ 800,000 | $ 900,000 | ||||||||
Warrants Expiring on July 12, 2023 | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Warrants to purchase shares of common stock | shares | 17,300 | 17,300 | ||||||||
Minimum | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Warrants, exercise price per share | $ / shares | $ 1.65 | $ 1.65 | ||||||||
Maximum | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Warrants, exercise price per share | $ / shares | $ 5.55 | $ 5.55 | ||||||||
Mezzanine Facility | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Fair value of warrants issued | $ 500,000 | $ 500,000 | ||||||||
Mezzanine Facility | WestRiver | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Credit facility, outstanding amount | 0 | $ 0 | ||||||||
Credit facility maximum borrowing capacity | $ 10,000,000 | $ 10,000,000 | ||||||||
Credit facility, maturity date | Mar. 1, 2023 | |||||||||
Credit facility, interest rate terms | Borrowings under the Mezzanine Facility bear interest at the greater of (i) 10.0% or (ii) the prime rate then effect plus 5.25%. Interest is calculated on the outstanding principal on a 360-day year basis, payable monthly. | |||||||||
Warrants, exercise price per share | $ / shares | $ 9.21 | $ 9.21 | ||||||||
Warrants expiration date | Mar. 1, 2023 | Mar. 1, 2023 | ||||||||
Fair value of warrants issued | $ 300,000 | $ 300,000 | ||||||||
Mezzanine Facility | WestRiver | Minimum | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Credit facility, weighted-average effective interest rate | 10.00% | 10.00% | ||||||||
Mezzanine Facility | WestRiver | Maximum | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Warrants to purchase shares of common stock | shares | 99,000 | 99,000 | ||||||||
Subsequent Event | Initial Public Offering | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Convertible notes conversion price per share | $ / shares | $ 11.40 | |||||||||
Reverse stock split description | one-for-three | |||||||||
Reverse stock split, conversion ratio | 0.3333 | |||||||||
Series F Preferred Stock | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Convertible notes conversion price per share | $ / shares | $ 3.059 | |||||||||
Silicon Valley Bank | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Credit facility, covenant to maintain revenue growth rate of each quarter compared to same quarter in prior year | 110.00% | |||||||||
Credit facility, covenant to maintain minimum cash balance | $ 10,000,000 | |||||||||
Credit facility, covenant terms | The Credit Facility includes two financial covenants. One requires us to maintain a revenue growth rate of 110% each quarter compared to the same quarter in the prior year. The other covenant requires us to maintain a minimum of $10 million in cash plus available amounts under the Credit Facility. | |||||||||
Credit facility, covenant compliance | We were in compliance with all covenants as of June 30, 2020. | |||||||||
Silicon Valley Bank | A&R Credit Facility | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Credit facility, covenant to maintain revenue growth rate of each quarter compared to same quarter in prior year | 118.00% | |||||||||
Credit facility, covenant terms | We are required to maintain a revenue growth rate of 118% each quarter compared to the same quarter in the prior year. The other covenant requires us to maintain a minimum liquidity ratio of 1.5:1. The liquidity ratio is calculated as unrestricted and unencumbered cash plus sixty percent of net accounts receivable to balance outstanding under the Revolving Line. | |||||||||
Credit facility, covenant compliance | We were in compliance with all covenants as of June 30, 2020. | |||||||||
Credit facility, covenant to maintain minimum liquidity ratio | 150.00% | |||||||||
Silicon Valley Bank | Revolving Line | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Credit facility, outstanding amount | $ 20,000,000 | $ 20,000,000 | $ 18,500,000 | |||||||
Credit facility maximum borrowing capacity | $ 20,000,000 | $ 25,000,000 | ||||||||
Line of credit facility increase the amended | $ 5,000,000 | |||||||||
Credit facility, maturity date | Oct. 27, 2021 | |||||||||
Credit facility, weighted-average effective interest rate | 3.30% | 3.30% | 5.30% | |||||||
Silicon Valley Bank | Revolving Line | A&R Credit Facility | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Credit facility maximum borrowing capacity | $ 20,000,000 | $ 20,000,000 | ||||||||
Credit facility, increase (decrease) in borrowing capacity | 5,000,000 | |||||||||
Silicon Valley Bank | Revolving Line | A&R Credit Facility | Forecast | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Credit facility maximum borrowing capacity | $ 10,000,000 | |||||||||
Convertible Term Loan | Series F Preferred Stock | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Debt instrument lenders to rights to purchase conversion price per share | $ / shares | $ 3.059 | |||||||||
Convertible Term Loan | Silicon Valley Bank | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Debt principal amount | $ 20,000,000 | |||||||||
Debt instrument, maturity date | Oct. 27, 2022 | |||||||||
Weighted average interest rate | 5.60% | 5.60% | 5.40% | |||||||
Quarterly principal payments | $ 125,000 | |||||||||
Credit facility, outstanding amount | $ 18,900,000 | $ 18,900,000 | $ 19,100,000 | |||||||
2020 Convertible Loan | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Derivative liability | 4,400,000 | 4,400,000 | ||||||||
Interest expense | 200,000 | 300,000 | ||||||||
2020 Convertible Loan | Silicon Valley Bank | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Debt principal amount | $ 35,000,000 | $ 35,000,000 | ||||||||
Debt instrument, maturity date | Feb. 28, 2025 | |||||||||
Credit facility, outstanding amount | 35,000,000 | 35,000,000 | ||||||||
2018 Term Loan | Silicon Valley Bank | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Credit facility, outstanding amount | $ 2,400,000 | $ 2,400,000 | $ 3,300,000 | |||||||
Credit facility maximum borrowing capacity | $ 5,000,000 | |||||||||
Credit facility, weighted-average effective interest rate | 3.90% | 3.90% | 5.30% | |||||||
Credit facility, maturity period | 36 months | |||||||||
Converted Within 18 Months | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Conversion of required minimum return | 1.25 | |||||||||
Converted Between 18 Months and 24 Months | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Conversion of required minimum return | 1.32 | |||||||||
Converted Between 24 Months and Maturity | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Conversion of required minimum return | 1.55 | |||||||||
Prime Rate | Mezzanine Facility | WestRiver | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Variable interest rate | 5.25% | |||||||||
Prime Rate | 2018 Term Loan | Silicon Valley Bank | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Variable interest rate | 0.25% | |||||||||
Prime Rate | After January 1, 2020 | Convertible Term Loan | Silicon Valley Bank | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Variable interest rate | 2.00% | |||||||||
Prime Rate | After January 1, 2021 | Convertible Term Loan | Silicon Valley Bank | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Variable interest rate | 4.00% | |||||||||
Prime Rate | After January 1, 2022 | Convertible Term Loan | Silicon Valley Bank | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Variable interest rate | 6.00% | |||||||||
Prime Rate | Prior to January 1, 2022 | 2020 Convertible Loan | Silicon Valley Bank | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Variable interest rate | 4.50% | |||||||||
Prime Rate | From January 1, 2022 and Prior to January 1, 2023 | 2020 Convertible Loan | Silicon Valley Bank | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Variable interest rate | 6.50% | |||||||||
Prime Rate | From January 1, 2023 and Prior to January 1, 2024 | 2020 Convertible Loan | Silicon Valley Bank | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Variable interest rate | 8.50% | |||||||||
Prime Rate | From and After January 1, 2024 | 2020 Convertible Loan | Silicon Valley Bank | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Variable interest rate | 10.50% |
Stockholders' Equity (Deficit_2
Stockholders' Equity (Deficit) - Additional Information (Details) - USD ($) | 1 Months Ended | 3 Months Ended | 6 Months Ended | |||||
May 31, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Jun. 30, 2019 | Mar. 31, 2019 | Jun. 30, 2020 | Jul. 24, 2020 | Dec. 31, 2019 | |
Class Of Stock [Line Items] | ||||||||
Stock options granted | 0 | 999,000 | ||||||
Weighted average exercise price of stock options granted | $ 9,210 | |||||||
Fair value assumptions, expected term | 6 years | |||||||
Fair value assumptions, expected volatility rate | 50.00% | |||||||
Fair value assumptions, risk-free interest rate | 0.83% | |||||||
Fair value assumptions, expected dividend yield | 0.00% | |||||||
Unamortized stock-based compensation cost related to unvested stock options | $ 9,880,000 | $ 9,880,000 | ||||||
Weighted-average period for recognition of unamortized stock-based compensation cost | 2 years 11 months 1 day | |||||||
Preferred stock dividend | 1,935,000 | $ 1,727,000 | $ 1,780,000 | $ 1,736,000 | ||||
Common stock dividend | $ 0 | |||||||
Maximum | ||||||||
Class Of Stock [Line Items] | ||||||||
Percentage of voting stock of stockholders | 50.00% | |||||||
Series A Stock | ||||||||
Class Of Stock [Line Items] | ||||||||
Dividend rate | 50.00% | |||||||
Dividend per share | $ 1 | |||||||
Preferred stock dividend | $ 0 | |||||||
Initial conversion price | $ 1 | |||||||
Series B Stock | ||||||||
Class Of Stock [Line Items] | ||||||||
Dividend rate | 50.00% | |||||||
Dividend per share | $ 1.8896 | |||||||
Preferred stock dividend | $ 0 | |||||||
Initial conversion price | $ 1.8896 | |||||||
Series C Stock | ||||||||
Class Of Stock [Line Items] | ||||||||
Dividend rate | 50.00% | |||||||
Dividend per share | $ 2.44 | |||||||
Preferred stock dividend | $ 0 | |||||||
Initial conversion price | $ 2.3793 | |||||||
Preferred stock conversion basis | Common stock on a greater than one-to-one basis | |||||||
Series D Stock | ||||||||
Class Of Stock [Line Items] | ||||||||
Dividend rate | 50.00% | |||||||
Dividend per share | $ 3.46 | |||||||
Preferred stock dividend | $ 0 | |||||||
Initial conversion price | $ 3.2794 | |||||||
Preferred stock conversion basis | Common stock on a greater than one-to-one basis | |||||||
Series D-1 Stock | ||||||||
Class Of Stock [Line Items] | ||||||||
Dividend rate | 50.00% | |||||||
Dividend per share | $ 3.46 | |||||||
Preferred stock dividend | $ 0 | |||||||
Initial conversion price | $ 3.2794 | |||||||
Preferred stock conversion basis | Common stock on a greater than one-to-one basis | |||||||
Series E Stock | ||||||||
Class Of Stock [Line Items] | ||||||||
Dividend rate | 50.00% | |||||||
Dividend per share | $ 1.9242 | |||||||
Preferred stock dividend | $ 0 | |||||||
Initial conversion price | $ 1.9242 | |||||||
Series E Stock | Minimum | ||||||||
Class Of Stock [Line Items] | ||||||||
Preferred stock mandatorily conversion percentage | 60.00% | |||||||
Series E-1 Stock | ||||||||
Class Of Stock [Line Items] | ||||||||
Dividend rate | 50.00% | |||||||
Dividend per share | $ 1.9242 | |||||||
Preferred stock dividend | $ 0 | |||||||
Initial conversion price | $ 1.9242 | |||||||
Series F Preferred Stock | ||||||||
Class Of Stock [Line Items] | ||||||||
Dividend rate | 10.00% | |||||||
Dividend per share | $ 2.7086 | |||||||
Dividend term | In the event that the holders of Series F Stock receive proceeds per share of Series F Stock as a result of any deemed liquidation event or any conversion to common stock at the option of the holder or a mandatory conversion event of at least: (a) $6.7715 per share of Series F Stock, then the Series F Dividend shall be reduced from 10% to 9% per annum effective as of the date of issuance, or (b) $8.1258, then the Series F Dividend shall be reduced from 10% to 8% per annum effective as of the date of issuance. | |||||||
Accrued dividends | $ 15,500,000 | $ 15,500,000 | $ 11,900,000 | |||||
Accrued dividends per share | $ 0.66 | $ 0.66 | $ 0.50 | |||||
Initial conversion price | 2.7086 | |||||||
Series F Preferred Stock | Minimum | Qualified IPO | ||||||||
Class Of Stock [Line Items] | ||||||||
Implied value per share | $ 4.0629 | $ 4.0629 | ||||||
Series F Preferred Stock | Subsequent Event | ||||||||
Class Of Stock [Line Items] | ||||||||
Dividends paid | $ 12,800,000 | |||||||
Series F Preferred Stock | $6.7715 Per Share of Series F Stock | Minimum | ||||||||
Class Of Stock [Line Items] | ||||||||
Dividend rate | 9.00% | |||||||
Dividend per share | $ 6.7715 | |||||||
Series F Preferred Stock | $8.1258 Per Share of Series F Stock | Minimum | ||||||||
Class Of Stock [Line Items] | ||||||||
Dividend rate | 8.00% | |||||||
Dividend per share | $ 8.1258 | |||||||
Preferred Stock (other than Series D-1 Stock and Series E-1 Stock) | Minimum | ||||||||
Class Of Stock [Line Items] | ||||||||
Net proceeds (after underwriting discount and commissions | $ 50,000,000 | |||||||
Restricted Stock Units (RSUs) | 2013 Stock Option Plan | ||||||||
Class Of Stock [Line Items] | ||||||||
Awards granted to officers and employees | 1,215,890 | |||||||
Awards granted to officers and employees, fair value per share | $ 15.51 | |||||||
Service condition for awards satisfied period | 4 years | |||||||
Aggregate expense expected to recognize | $ 19,000,000 | |||||||
Weighted-average period for recognition of unamortized stock-based compensation cost | 4 years |
Stockholders' Equity (Deficit_3
Stockholders' Equity (Deficit) - Summary of Stock-Based Compensation Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Total stock-based compensation expense | $ 1,144 | $ 821 | $ 2,170 | $ 1,416 |
Cost of Revenue | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Total stock-based compensation expense | 81 | 37 | 154 | 59 |
Sales and Marketing | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Total stock-based compensation expense | 352 | 198 | 641 | 331 |
Research and Development | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Total stock-based compensation expense | 330 | 158 | 634 | 229 |
General and Administrative | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Total stock-based compensation expense | $ 381 | $ 428 | $ 741 | $ 797 |
Stockholders' Equity (Deficit_4
Stockholders' Equity (Deficit) - Summary of Holders of Preferred Stock (Details) - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 |
Class Of Stock [Line Items] | ||
Total Preferred Stock, Shares authorized | 102,030,000 | 102,030,000 |
Total Preferred Stock, Shares outstanding | 102,030,000 | 102,030,000 |
Total Preferred Stock, Shares outstanding as converted to common stock | $ 34,442 | $ 34,442 |
Total Preferred Stock, Liquidation amounts | $ 238,178 | $ 238,178 |
Series A Stock | ||
Class Of Stock [Line Items] | ||
Total Preferred Stock, Shares authorized | 15,000,000 | 15,000,000 |
Total Preferred Stock, Shares outstanding | 15,000,000 | 15,000,000 |
Total Preferred Stock, Shares outstanding as converted to common stock | $ 5,000 | $ 5,000 |
Total Preferred Stock, Liquidation amounts | $ 15,000 | $ 15,000 |
Series B Stock | ||
Class Of Stock [Line Items] | ||
Total Preferred Stock, Shares authorized | 10,611,000 | 10,611,000 |
Total Preferred Stock, Shares outstanding | 10,611,000 | 10,611,000 |
Total Preferred Stock, Shares outstanding as converted to common stock | $ 3,537 | $ 3,537 |
Total Preferred Stock, Liquidation amounts | $ 20,116 | $ 20,116 |
Series C Stock | ||
Class Of Stock [Line Items] | ||
Total Preferred Stock, Shares authorized | 16,393,000 | 16,393,000 |
Total Preferred Stock, Shares outstanding | 16,393,000 | 16,393,000 |
Total Preferred Stock, Shares outstanding as converted to common stock | $ 5,604 | $ 5,604 |
Total Preferred Stock, Liquidation amounts | $ 40,000 | $ 40,000 |
Series D Stock | ||
Class Of Stock [Line Items] | ||
Total Preferred Stock, Shares authorized | 14,451,000 | 14,451,000 |
Total Preferred Stock, Shares outstanding | 14,451,000 | 14,451,000 |
Total Preferred Stock, Shares outstanding as converted to common stock | $ 5,082 | $ 5,082 |
Total Preferred Stock, Liquidation amounts | $ 50,000 | $ 50,000 |
Series D-1 Stock | ||
Class Of Stock [Line Items] | ||
Total Preferred Stock, Shares authorized | 1,445,000 | 1,445,000 |
Total Preferred Stock, Shares outstanding | 1,445,000 | 1,445,000 |
Total Preferred Stock, Shares outstanding as converted to common stock | $ 508 | $ 508 |
Total Preferred Stock, Liquidation amounts | $ 5,000 | $ 5,000 |
Series E Stock | ||
Class Of Stock [Line Items] | ||
Total Preferred Stock, Shares authorized | 20,307,000 | 20,307,000 |
Total Preferred Stock, Shares outstanding | 20,307,000 | 20,307,000 |
Total Preferred Stock, Shares outstanding as converted to common stock | $ 6,769 | $ 6,769 |
Total Preferred Stock, Liquidation amounts | $ 39,000 | $ 39,000 |
Series E-1 Stock | ||
Class Of Stock [Line Items] | ||
Total Preferred Stock, Shares authorized | 195,000 | 195,000 |
Total Preferred Stock, Shares outstanding | 195,000 | 195,000 |
Total Preferred Stock, Shares outstanding as converted to common stock | $ 65 | $ 65 |
Total Preferred Stock, Liquidation amounts | $ 400 | $ 400 |
Series F Stock | ||
Class Of Stock [Line Items] | ||
Total Preferred Stock, Shares authorized | 23,628,000 | 23,628,000 |
Total Preferred Stock, Shares outstanding | 23,628,000 | 23,628,000 |
Total Preferred Stock, Shares outstanding as converted to common stock | $ 7,877 | $ 7,877 |
Total Preferred Stock, Liquidation amounts | $ 68,662 | $ 68,662 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Details) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Income Tax Disclosure [Abstract] | ||||
U.S. statutory tax rate | 21.00% | |||
Effective tax rate | (0.04%) | (0.06%) | (0.16%) | (0.06%) |
Net Loss per Share - Additional
Net Loss per Share - Additional Information (Details) | 6 Months Ended |
Jun. 30, 2020USD ($) | |
Earnings Per Share Basic [Line Items] | |
Total undistributed loss is allocated to preferred stock, diluted | $ 0 |
Total undistributed loss is allocated to preferred stock, basic | $ 0 |
Series F Preferred Stock | |
Earnings Per Share Basic [Line Items] | |
Dividend rate | 10.00% |
Net Loss per Share - Schedule o
Net Loss per Share - Schedule of Antidilutive Securities Outstanding Excluded from Computation of Diluted Weighted-Average Shares Outstanding (Details) - shares shares in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||||
Antidilutive securities outstanding excluded from computation of diluted weighted-average shares outstanding | 49,328 | 46,462 | 49,328 | 46,462 |
Preferred Stock as-Converted | ||||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||||
Antidilutive securities outstanding excluded from computation of diluted weighted-average shares outstanding | 34,442 | 34,442 | 34,442 | 34,442 |
Stock Options Outstanding | ||||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||||
Antidilutive securities outstanding excluded from computation of diluted weighted-average shares outstanding | 9,267 | 9,476 | 9,267 | 9,476 |
Warrants to Purchase Common Stock | ||||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||||
Antidilutive securities outstanding excluded from computation of diluted weighted-average shares outstanding | 369 | 364 | 369 | 364 |
Convertible Debt | ||||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||||
Antidilutive securities outstanding excluded from computation of diluted weighted-average shares outstanding | 5,250 | 2,180 | 5,250 | 2,180 |
Subsequent Events - Additional
Subsequent Events - Additional Information (Detail) | Aug. 04, 2020USD ($)$ / sharesshares | Aug. 03, 2020USD ($)$ / sharesshares | Jul. 24, 2020USD ($)$ / sharesshares | Jun. 30, 2020$ / shares | Feb. 28, 2020$ / shares | Dec. 31, 2019$ / shares | Oct. 27, 2017$ / shares |
Subsequent Event [Line Items] | |||||||
Common stock, par value | $ / shares | $ 0.0001 | $ 0.0001 | |||||
Conversion price per share | $ / shares | $ 3.80 | ||||||
Subsequent Event | |||||||
Subsequent Event [Line Items] | |||||||
Initial public offering expected expenses incurred | $ | $ 3,900,000 | ||||||
Subsequent Event | 2017 Convertible Term Loan and 2020 Convertible Term Loan | |||||||
Subsequent Event [Line Items] | |||||||
Reduction in principal of outstanding long-term debt | $ | $ 53,900,000 | ||||||
Subsequent Event | Initial Public Offering | |||||||
Subsequent Event [Line Items] | |||||||
Reverse stock split description | one-for-three | ||||||
Reverse stock split, conversion ratio | 0.3333 | ||||||
Preferred stock, authorized shares | 109,030,573 | ||||||
Common stock, par value | $ / shares | $ 0.0001 | ||||||
Proceeds from issuance of stock | $ | 0 | ||||||
Conversion price per share | $ / shares | $ 11.40 | ||||||
Series 1 Common Stock | Subsequent Event | |||||||
Subsequent Event [Line Items] | |||||||
Net proceeds after deducting underwriting discounts and commissions | $ | $ 175,800,000 | ||||||
Series 1 Common Stock | Subsequent Event | 2017 Convertible Term Loan | |||||||
Subsequent Event [Line Items] | |||||||
Conversion of stock, converted into aggregate shares | 29,390,733 | ||||||
Series 1 Common Stock | Subsequent Event | 2017 Convertible Term Loan | Purchase Right | |||||||
Subsequent Event [Line Items] | |||||||
Conversion of stock, converted into aggregate shares | 2,179,360 | ||||||
Series 1 Common Stock | Subsequent Event | 2020 Convertible Loan | |||||||
Subsequent Event [Line Items] | |||||||
Conversion of stock, converted into aggregate shares | 3,070,174 | ||||||
Conversion price per share | $ / shares | $ 11.40 | ||||||
Series 1 Common Stock | Subsequent Event | Initial Public Offering | |||||||
Subsequent Event [Line Items] | |||||||
Common stock, shares authorized | 205,000,000 | ||||||
Stock issued and sold | 7,877,500 | ||||||
Stock sold at underwriters option | 1,027,500 | ||||||
Stock issued price per share | $ / shares | $ 24 | ||||||
Series 1 Common Stock | Subsequent Event | Underwriters’ Option to Purchase Additional Shares | |||||||
Subsequent Event [Line Items] | |||||||
Stock sold at underwriters option | 325,435 | ||||||
Stock issued price per share | $ / shares | $ 24 | ||||||
Additional shares sold by existing shareholders | 2,495,000 | ||||||
Series 2 Common Stock | Subsequent Event | 2017 Convertible Term Loan | |||||||
Subsequent Event [Line Items] | |||||||
Conversion of stock, converted into aggregate shares | 5,050,555 | ||||||
Series 2 Common Stock | Subsequent Event | Initial Public Offering | |||||||
Subsequent Event [Line Items] | |||||||
Common stock, shares authorized | 45,000,000 | ||||||
Series F Preferred Stock | |||||||
Subsequent Event [Line Items] | |||||||
Conversion price per share | $ / shares | $ 3.059 | ||||||
Series F Preferred Stock | Subsequent Event | |||||||
Subsequent Event [Line Items] | |||||||
Accumulated dividends paid | $ | $ 12,800,000 | ||||||
Series F Preferred Stock | Subsequent Event | 2017 Convertible Term Loan | |||||||
Subsequent Event [Line Items] | |||||||
Reverse stock split description | one-for-three | ||||||
Reverse stock split, conversion ratio | 0.3333 | ||||||
Conversion of stock, converted into aggregate shares | 6,170,316 | ||||||
Conversion price per share | $ / shares | $ 3.059 | ||||||
Series F Preferred Stock | Subsequent Event | 2017 Convertible Term Loan | Purchase Right | |||||||
Subsequent Event [Line Items] | |||||||
Reverse stock split description | one-for-three | ||||||
Reverse stock split, conversion ratio | 0.3333 | ||||||
Conversion of stock, converted into aggregate shares | 367,766 | ||||||
Conversion price per share | $ / shares | $ 3.059 | ||||||
Series F Preferred Stock | Subsequent Event | 2017 Convertible Term Loan | Common Stock | |||||||
Subsequent Event [Line Items] | |||||||
Conversion price per share | $ / shares | 9.177 | ||||||
Series F Preferred Stock | Subsequent Event | 2017 Convertible Term Loan | Common Stock | Purchase Right | |||||||
Subsequent Event [Line Items] | |||||||
Conversion price per share | $ / shares | $ 9.177 |