Document and Entity Information
Document and Entity Information - USD ($) $ in Billions | 12 Months Ended | ||
Dec. 31, 2019 | Feb. 17, 2020 | Jun. 28, 2019 | |
Cover [Abstract] | |||
Document Type | 10-K | ||
Amendment Flag | false | ||
Document Period End Date | Dec. 31, 2019 | ||
Document Fiscal Year Focus | 2019 | ||
Document Fiscal Period Focus | FY | ||
Trading Symbol | SAIL | ||
Entity Registrant Name | SailPoint Technologies Holdings, Inc. | ||
Entity Central Index Key | 0001627857 | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Filer Category | Large Accelerated Filer | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Shell Company | false | ||
Entity Small Business | false | ||
Entity Emerging Growth Company | false | ||
Entity Common Stock, Shares Outstanding (in shares) | 89,736,026 | ||
Entity Public Float | $ 1.7 | ||
Entity File Number | 001-38297 | ||
Entity Tax Identification Number | 47-1628077 | ||
Entity Address, Address Line One | 11120 Four Points Drive | ||
Entity Address, Address Line Two | Suite 100 | ||
Entity Address, City or Town | Austin | ||
Entity Address, State or Province | TX | ||
Entity Address, Postal Zip Code | 78726 | ||
City Area Code | 512 | ||
Local Phone Number | 346-2000 | ||
Entity Incorporation, State or Country Code | DE | ||
Title of 12(b) Security | Common stock, par value $0.0001 per share | ||
Security Exchange Name | NYSE | ||
Document Annual Report | true | ||
Document Transition Report | false | ||
Entity Interactive Data Current | Yes | ||
Documents Incorporated by Reference | DOCUMENTS INCORPORATED BY REFERENCE Portions of the Registrant’s definitive proxy statement for its 2020 Annual Meeting of Stockholders (the “Proxy Statement”), to be filed within 120 days of the Registrant’s fiscal year ended December 31, 2019, are incorporated by reference in Part III of this Annual Report on Form 10-K (this “Form 10-K”). Except with respect to information specifically incorporated by reference in this Form 10-K, the Proxy Statement is not deemed to be filed as part of this Form 10-K. |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Current assets | ||
Cash and cash equivalents | $ 443,795 | $ 70,964 |
Restricted cash | 6,325 | 6,272 |
Accounts receivable | 106,428 | 101,469 |
Prepayments and other current assets | 27,870 | 21,850 |
Total current assets | 584,418 | 200,555 |
Property and equipment, net | 21,300 | 19,268 |
Right-of-use assets, net | 31,104 | |
Other non-current assets | 30,554 | 20,374 |
Goodwill | 241,051 | 219,377 |
Intangible assets, net | 81,651 | 74,860 |
Total assets | 990,078 | 534,434 |
Current liabilities | ||
Accounts payable | 3,224 | 4,636 |
Accrued expenses and other liabilities | 40,214 | 21,731 |
Income taxes payable | 1,994 | 2,143 |
Deferred revenue | 127,132 | 95,919 |
Total current liabilities | 172,564 | 124,429 |
Deferred tax liability - non-current | 8,900 | 4,142 |
Convertible senior notes, net | 309,051 | |
Long-term operating lease liabilities | 38,035 | 9,788 |
Other long-term liabilities | 2,500 | |
Deferred revenue - non-current | 24,901 | 18,382 |
Total liabilities | 555,951 | 156,741 |
Commitments and contingencies (Note 7) | ||
Stockholders’ equity | ||
Common stock, $0.0001 par value, authorized 300,000 shares, issued and outstanding 89,676 shares at December 31, 2019 and 87,512 shares at December 31, 2018 | 9 | 9 |
Preferred stock, $0.0001 par value, authorized 10,000 shares, no shares issued and outstanding at December 31, 2019 and 2018 | ||
Additional paid in capital | 442,407 | 377,473 |
(Accumulated deficit) retained earnings | (8,289) | 211 |
Total stockholders' equity | 434,127 | 377,693 |
Total liabilities and stockholders’ equity | $ 990,078 | $ 534,434 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | Dec. 31, 2019 | Dec. 31, 2018 |
Statement Of Financial Position [Abstract] | ||
Common stock, par value | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized | 300,000,000 | 300,000,000 |
Common stock, shares issued | 89,676,000 | 87,512,000 |
Common stock, shares outstanding | 89,676,000 | 87,512,000 |
Preferred stock, par value | $ 0.0001 | $ 0.0001 |
Preferred stock, shares authorized | 10,000,000 | 10,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Thousands, $ in Thousands | 12 Months Ended | |||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | [1] | |
Revenue | ||||
Total revenue | $ 288,515 | $ 248,920 | $ 186,056 | |
Cost of revenue | ||||
Total cost of revenue | 65,475 | 54,670 | 44,590 | |
Gross profit | 223,040 | 194,250 | 141,466 | |
Operating expenses | ||||
Research and development | 56,120 | 43,154 | 33,331 | |
General and administrative | 39,816 | 34,781 | 17,678 | |
Sales and marketing | 136,537 | 105,402 | 80,514 | |
Total operating expenses | 232,473 | 183,337 | 131,523 | |
Income (loss) from operations | (9,433) | 10,913 | 9,943 | |
Other expense, net: | ||||
Interest expense, net | (2,573) | (4,707) | (14,783) | |
Other, net | (1,082) | (1,446) | (459) | |
Total other expense, net | (3,655) | (6,153) | (15,242) | |
Income (loss) before income taxes | (13,088) | 4,760 | (5,299) | |
Income tax (expense) benefit | 4,588 | (1,090) | (2,293) | |
Net income (loss) | (8,500) | 3,670 | (7,592) | [2] |
Net income (loss) available to common stockholders | $ (8,500) | $ 3,641 | $ (28,721) | |
Net income (loss) per share | ||||
Basic | $ (0.10) | $ 0.04 | $ (0.55) | |
Diluted | $ (0.10) | $ 0.04 | $ (0.55) | |
Weighted average shares outstanding | ||||
Basic | 88,907 | 86,495 | 52,340 | |
Diluted | 88,907 | 90,003 | 52,340 | |
Licenses | ||||
Revenue | ||||
Total revenue | $ 102,800 | $ 105,000 | $ 79,209 | |
Cost of revenue | ||||
Total cost of revenue | 4,239 | 4,634 | 4,561 | |
Subscription | ||||
Revenue | ||||
Total revenue | 143,390 | 104,033 | 71,007 | |
Cost of revenue | ||||
Total cost of revenue | 26,877 | 20,734 | 16,406 | |
Services and other | ||||
Revenue | ||||
Total revenue | 42,325 | 39,887 | 35,840 | |
Cost of revenue | ||||
Total cost of revenue | $ 34,359 | $ 29,302 | $ 23,623 | |
[1] | The comparative information for 2017 has not been adjusted to reflect the adoption of the revised revenue recognition standard and is reported in accordance with Account Standards Codification 605 (“ASC 605”). See Note 3 “Revenue Recognition” of our Annual Report on Form 10-K for the year ended December 31, 2018, which was filed with the SEC on March 18, 2019 (the “2018 Annual Report”) for additional information related to our adoption of the revised revenue recognition standard (ASC 606). | |||
[2] | The comparative information for 2017 has not been adjusted to reflect the adoption of the revised revenue recognition standard and is reported on an ASC 605 basis. See Note 3 “Revenue Recognition” of our 2018 Annual Report for additional information related to our adoption of the revised standard (ASC 606). |
CONSOLIDATED STATEMENTS OF REDE
CONSOLIDATED STATEMENTS OF REDEEMABLE CONVERTIBLE PREFERRED STOCK AND STOCKHOLDERS' EQUITY (DEFICIT) - USD ($) shares in Thousands, $ in Thousands | Total | Redeemable Convertible Preferred Stock | Common Stock | Treasury Stock | Additional Paid-in Capital | Retained Earnings (Accumulated Deficit) | |
Stockholders' Equity Balance at Dec. 31, 2016 | $ (13,884) | $ 5 | $ 3,739 | $ (17,628) | |||
Temporary Equity Balance, Shares at Dec. 31, 2016 | 224 | ||||||
Temporary Equity Balance at Dec. 31, 2016 | $ 223,987 | ||||||
Stockholders' Equity Balance, shares at Dec. 31, 2016 | 46,397 | ||||||
Issuance of common stock | 171,980 | $ 1 | 171,979 | ||||
Issuance of preferred and common stock, shares | 15,800 | ||||||
Conversion of preferred stock to common stock upon initial public offering | 173,429 | $ 2 | 173,427 | ||||
Conversion of preferred stock to common stock upon initial public offering, shares | (224) | 20,500 | |||||
Conversion of preferred stock to common stock upon initial public offering | $ (173,429) | ||||||
Repurchase of preferred and common stock | (171) | ||||||
Repurchase of preferred and common stock | (487) | $ (487) | |||||
Repurchase of preferred and common stock, shares | 190 | ||||||
Exercise of stock options | 359 | 359 | |||||
Exercise of stock options, shares | 161 | ||||||
Preferred dividend payment | $ (50,387) | ||||||
Treasury stock activity | $ 487 | (487) | |||||
Treasury stock activity, shares | (113) | (190) | |||||
Stock-based compensation expense | 4,514 | 4,514 | |||||
Incentive units vested | 78 | 78 | |||||
Incentive units vested, shares | 2,203 | ||||||
Net Income (loss) | (7,592) | [1],[2] | (7,592) | ||||
Stockholders' Equity Balance at Dec. 31, 2017 | 328,397 | $ 8 | 353,609 | (25,220) | |||
Stockholders' Equity Balance, shares at Dec. 31, 2017 | 84,948 | ||||||
Exercise of stock options | 1,809 | 1,809 | |||||
Exercise of stock options, shares | 637 | ||||||
Stock-based compensation expense | 18,975 | 18,975 | |||||
Incentive units vested | 78 | $ 1 | 77 | ||||
Incentive units vested, shares | 1,503 | ||||||
Restricted stock units vested, net of tax settlement | (348) | (348) | |||||
Restricted stock units vested, net of tax settlement, shares | 256 | ||||||
Common stock issued under employee stock plan | 3,351 | 3,351 | |||||
Common stock issued under employee stock plan, shares | 168 | ||||||
Net Income (loss) | 3,670 | 3,670 | |||||
Stockholders' Equity Balance at Dec. 31, 2018 | 377,693 | $ 9 | 377,473 | 211 | |||
Stockholders' Equity Balance, shares at Dec. 31, 2018 | 87,512 | ||||||
Cumulative Effect Of New Accounting Principle In Period Of Adoption | Accounting Standards Update 2014-09 | 21,761 | 21,761 | |||||
Exercise of stock options | 3,053 | 3,053 | |||||
Exercise of stock options, shares | 730 | ||||||
Stock-based compensation expense | 18,714 | 18,714 | |||||
Incentive units vested | 37 | 37 | |||||
Incentive units vested, shares | 724 | ||||||
Restricted stock units vested, net of tax settlement | (351) | (351) | |||||
Restricted stock units vested, net of tax settlement, shares | 322 | ||||||
Common stock issued under employee stock plan | 5,649 | 5,649 | |||||
Common stock issued under employee stock plan, shares | 388 | ||||||
Equity component of convertible senior notes, net of issuance costs | 86,764 | 86,764 | |||||
Purchase of capped calls | (37,080) | (37,080) | |||||
Deferred tax liability related to issuance of convertible senior notes and capped calls | (11,852) | (11,852) | |||||
Net Income (loss) | (8,500) | (8,500) | |||||
Stockholders' Equity Balance at Dec. 31, 2019 | $ 434,127 | $ 9 | $ 442,407 | $ (8,289) | |||
Stockholders' Equity Balance, shares at Dec. 31, 2019 | 89,676 | ||||||
[1] | The comparative information for 2017 has not been adjusted to reflect the adoption of the revised revenue recognition standard and is reported in accordance with Account Standards Codification 605 (“ASC 605”). See Note 3 “Revenue Recognition” of our Annual Report on Form 10-K for the year ended December 31, 2018, which was filed with the SEC on March 18, 2019 (the “2018 Annual Report”) for additional information related to our adoption of the revised revenue recognition standard (ASC 606). | ||||||
[2] | The comparative information for 2017 has not been adjusted to reflect the adoption of the revised revenue recognition standard and is reported on an ASC 605 basis. See Note 3 “Revenue Recognition” of our 2018 Annual Report for additional information related to our adoption of the revised standard (ASC 606). |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) | 12 Months Ended | |||||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | ||||
Operating activities | ||||||
Net Income (loss) | $ (8,500,000) | $ 3,670,000 | $ (7,592,000) | [1],[2] | ||
Adjustments to reconcile net income (loss) to net cash provided by operating activities: | ||||||
Depreciation and amortization expense | 14,992,000 | 10,736,000 | 10,220,000 | [2] | ||
Amortization of debt discount and issuance costs | 4,691,000 | 238,000 | 746,000 | [2] | ||
Amortization of contract acquisition costs | 10,130,000 | 7,753,000 | 3,008,000 | [2] | ||
Loss on modification and extinguishment of debt | 1,848,000 | 1,702,000 | [2] | |||
Gain on disposal of fixed assets | (4,000) | (20,000) | (20,000) | [2] | ||
Bad debt expense | 178,000 | 2,332,000 | 0 | |||
Stock-based compensation expense | 18,714,000 | 18,975,000 | 4,514,000 | [2] | ||
Operating leases, net | 477,000 | |||||
Deferred taxes | (7,268,000) | (1,280,000) | 69,000 | [2] | ||
Net changes in operating assets and liabilities, net of assets acquired and liabilities assumed in business acquisitions | ||||||
Accounts receivable | (5,072,000) | (31,249,000) | (24,116,000) | [2] | ||
Prepayments and other current assets | (16,035,000) | (13,742,000) | (5,182,000) | [2] | ||
Other non-current assets | (9,485,000) | (3,599,000) | (2,453,000) | [2] | ||
Accounts payable | (1,630,000) | 2,406,000 | 1,443,000 | [2] | ||
Accrued expenses and other liabilities | 11,786,000 | (882,000) | 10,882,000 | [2] | ||
Income taxes | (149,000) | 455,000 | 614,000 | [2] | ||
Deferred revenue | 37,266,000 | 39,899,000 | 28,021,000 | [2] | ||
Net cash provided by operating activities | 50,091,000 | 37,540,000 | 21,856,000 | [2] | ||
Investing activities | ||||||
Purchase of property and equipment | (6,173,000) | (8,389,000) | (2,711,000) | [2] | ||
Proceeds from sale of property and equipment | 39,000 | 33,000 | 190,000 | [2] | ||
Purchase of intangibles | (379,000) | (2,500,000) | ||||
Business acquisitions, net of cash acquired | (32,393,000) | |||||
Net cash used in investing activities | (38,906,000) | (10,856,000) | (2,521,000) | [2] | ||
Financing activities | ||||||
Payment of debt issuance costs | (9,572,000) | (1,384,000) | [2] | |||
Proceeds from issuance of convertible senior notes | 400,000,000 | |||||
Purchases of capped calls | (37,080,000) | |||||
Proceeds from term loan | [2] | 50,000,000 | ||||
Repayment of debt | (70,000,000) | (90,000,000) | [2] | |||
Prepayment penalty and fees | (387,000) | (1,390,000) | [2] | |||
Repurchase of equity shares | [2] | (658,000) | ||||
Dividend payments | [2] | (50,387,000) | ||||
Proceeds from issuance of equity | 5,649,000 | 3,351,000 | 171,980,000 | [2] | ||
Taxes associated with net issuances of shares upon vesting of restricted stock units | (351,000) | (348,000) | ||||
Exercise of stock options | 3,053,000 | 1,809,000 | 359,000 | [2] | ||
Net cash provided by (used in) financing activities | 361,699,000 | (65,575,000) | 78,520,000 | [2] | ||
Net increase (decrease) in cash, cash equivalents and restricted cash | 372,884,000 | (38,891,000) | 97,855,000 | [2] | ||
Cash, cash equivalents and restricted cash, beginning of period | 77,236,000 | 116,127,000 | [2] | 18,272,000 | [2] | |
Cash, cash equivalents and restricted cash, end of period | 450,120,000 | 77,236,000 | 116,127,000 | [2] | ||
Supplemental disclosure of cash flow information: | ||||||
Cash paid for interest | 180,000 | 2,780,000 | 13,250,000 | [2] | ||
Cash paid for income taxes | 2,658,000 | 1,631,000 | 1,612,000 | [2] | ||
Tenant improvement allowance | 9,787,000 | |||||
Conversion of redeemable convertible preferred stock to common stock | [2] | 173,429,000 | ||||
Conversion of prepaid incentive units to common stock | $ 37,000 | $ 78,000 | $ 78,000 | [2] | ||
[1] | The comparative information for 2017 has not been adjusted to reflect the adoption of the revised revenue recognition standard and is reported in accordance with Account Standards Codification 605 (“ASC 605”). See Note 3 “Revenue Recognition” of our Annual Report on Form 10-K for the year ended December 31, 2018, which was filed with the SEC on March 18, 2019 (the “2018 Annual Report”) for additional information related to our adoption of the revised revenue recognition standard (ASC 606). | |||||
[2] | The comparative information for 2017 has not been adjusted to reflect the adoption of the revised revenue recognition standard and is reported on an ASC 605 basis. See Note 3 “Revenue Recognition” of our 2018 Annual Report for additional information related to our adoption of the revised standard (ASC 606). |
Organization and Description of
Organization and Description of Business | 12 Months Ended |
Dec. 31, 2019 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Organization and Description of Business | 1. Organization and Description of Business SailPoint Technologies Holdings, Inc., (“we”, “our” or “the Company”) was incorporated in the state of Delaware on August 8, 2014, in preparation for the purchase of SailPoint Technologies, Inc. The purchase occurred on September 8, 2014 and our certificate of incorporation was amended and restated as of such date. SailPoint Technologies, Inc. was formed July 14, 2004 as a Delaware corporation. The Company designs, develops, and markets identity governance software that helps organizations govern user access to critical systems and data. The Company currently markets its products and services worldwide. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2019 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | 2. Summary of Significant Accounting Policies Basis of Presentation The accompanying consolidated financial statements, which include the accounts of the Company and its wholly owned subsidiaries, have been prepared in conformity with accounting principles generally accepted in the United States of America (“GAAP”). The consolidated financial statements include the accounts of SailPoint Technologies Holdings, Inc. and its subsidiaries. All intercompany accounts and transactions have been eliminated in consolidation. The Company operates as one operating segment. The Company’s chief operating decision makers, who review financial information presented on a consolidated basis for purposes of making operating decisions, assess financial performance and allocate resources. Use of Estimates The preparation of consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Management periodically evaluates such estimates and assumptions for continued reasonableness. In particular, we make estimates with respect to the fair value allocation of multiple performance obligation in revenue recognition, the collectability of accounts receivable, valuation and estimated useful lives of long-lived assets, fair value of the liability and equity components of the Notes (as defined below), stock-based compensation expense and income taxes. Appropriate adjustments, if any, to the estimates used are made prospectively based upon such periodic evaluation. Actual results could differ from those estimates. Cash, Cash Equivalents and Restricted Cash We consider all highly liquid investments with an original maturity of three months or less from date of purchase to be cash equivalents. The Company is required to maintain a small amount of restricted cash to guarantee rent payments in a foreign subsidiary as well as $6.0 million of cash collateral for an unconditional standby letter of credit related to the Company’s corporate headquarters lease As of December 31, 2019 2018 (In thousands) Cash and cash equivalents per balance sheet $ 443,795 $ 70,964 Restricted cash per balance sheet 6,325 6,272 Cash, cash equivalents and restricted cash per cash flow $ 450,120 $ 77,236 Fair Value of Financial Instruments Assets and liabilities recorded at fair value in the financial statements are categorized based upon the level of judgment associated with the inputs used to measure their fair value. Hierarchical levels which are directly related to the amount of subjectivity associated with the inputs to the valuation of these assets or liabilities are as follows: • Level 1: Observable inputs that reflect quoted prices (unadjusted) for identical assets or liabilities in active markets. • Level 2: Observable inputs, other than Level 1 prices, such as quoted prices for similar assets or liabilities, quoted prices in markets that are not active or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. • Level 3: Unobservable inputs reflecting our own assumptions incorporated in valuation techniques used to determine fair value. These assumptions are required to be consistent with market participant assumptions that are reasonably available. Concentration of Credit and Other Risks Financial instruments that potentially subject the Company to concentrations of credit risk consist of cash and cash equivalents and accounts receivable. The Company maintains its cash in bank deposit accounts that, at times, may exceed federally insured limits. There was no concentration of credit risk for customers as of December 31, 2019 as no individual entity represented more than 10% of the balance in accounts receivable. As of December 31, 2018, approximately 11% of the Company’s accounts receivable was from one customer. Management considers concentration of credit risk to be minimal with respect to accounts receivable due to the positive historical collection experience of the Company despite the geographic concentrations related to the Company’s customers. No customer represented more than 10% of revenue in the years ended December 31, 2019, 2018 and 2017. The Company does not experience concentration of credit risk in foreign countries as no foreign country represents more than 10% of the Company’s consolidated revenues or net assets. The Company’s revenue by geographic region based on the customer’s location is presented in Note 16 “Geographic Information and Major Customers.” Accounts Receivable and Allowance for Doubtful Accounts The Company continuously assesses the collectability of outstanding customer invoices and in doing so, the Company assesses the need to maintain an allowance for estimated losses resulting from the non-collection of customer receivables. In estimating this allowance, the Company considers factors such as: historical collection experience, a customer’s current creditworthiness, customer concentrations, age of outstanding balances, both individually and in the aggregate, and existing economic conditions. Actual customer collections could differ from the Company’s estimates. The Company determined that an allowance for doubtful accounts was not required for the periods presented. The bad debt expense recognized for the years ended December 31, 2019 and 2018 was $0.2 million and $2.3 million, respectively. The bad debt expense recognized for the year ended December 31, 2017 was not material. Property and Equipment, Net Property and equipment, net, is stated at cost less accumulated depreciation. Depreciation is recorded using the straight-line method over the estimated useful lives of the respective assets, generally three to five years. Leasehold improvements are depreciated over the shorter of the estimated useful lives of the asset or the related lease term. Repairs and maintenance costs are expensed as incurred. Property and equipment are reviewed for impairment whenever events or circumstances indicate their carrying value may not be recoverable. When such events or circumstances arise, an estimate of future undiscounted cash flows produced by the asset, or the appropriate grouping of assets, is compared to the asset’s carrying value to determine if an impairment exists. If the asset is determined to be impaired, the impairment loss is measured based on the excess of the carrying value over the assets fair value. Assets to be disposed of are reported at the lower of carrying value or net realizable value. There were no impairments of property and equipment during the years ended December 31, 2019, 2018 and 2017. Goodwill Goodwill represents the excess of acquisition cost over the fair value of net tangible and identified net assets acquired. Goodwill and intangible assets that have indefinite lives are not amortized, but rather tested for impairment annually, or more often if and when events or circumstances indicate that the carrying value may not be recoverable. For purposes of assessing potential impairment, we estimate the fair value of the reporting unit, based on our market capitalization, and compare this amount to the carrying value of the reporting unit. If we determine that the carrying value of the reporting unit exceeds its fair value, an impairment charge would be required. We have determined that we operate as one reporting unit and may first assess qualitative factors to determine whether the existence of events or circumstances indicate impairment test on goodwill is required. Goodwill is tested on an annual basis as of October 31 st Intangible Assets Intangible assets are amortized on a straight-line basis over their estimated useful lives. The Company periodically reviews the estimated remaining useful life of our intangible assets and whether events or changes in circumstances warrant a revision to the remaining period of amortization. Periodically, the Company evaluates the recoverability of its long-lived assets including intangible assets, for possible impairment whenever events or circumstances indicate that the carrying amount of such assets may not be recoverable. Recoverability of these assets is measured by comparison of the carrying amount of each asset, or related asset group, to the future undiscounted cash flows the asset is expected to generate. If the undiscounted cash flows used in the test for recoverability are less than the carrying amount of these assets, the carrying amount of such assets is reduced to fair value. There were no impairments of intangible assets for the years ended December 31, 2019, 2018 and 2017. Business Combinations We allocate the fair value of purchase consideration to the tangible assets acquired, liabilities assumed, and intangible assets acquired based on their estimated fair values. The excess of the fair value of purchase consideration over the fair values of these identifiable assets and liabilities is recorded as goodwill. Such valuations require management to make significant estimates and assumptions, especially with respect to intangible assets. Significant estimates in valuing certain intangible assets may include, but are not limited to, future expected cash flows from acquired users, acquired technology, and trade names from a market participant perspective, useful lives and discount rates. Management’s estimates of fair value are based upon assumptions believed to be reasonable, but which are inherently uncertain and unpredictable and, as a result, actual results may differ from estimates. During the measurement period, which is one year from the acquisition date, we may record adjustments to the assets acquired and liabilities assumed, with the corresponding offset to goodwill. Upon the conclusion of the measurement period, any subsequent adjustments are recorded to earnings. Software Development Costs Software development costs for products intended to be sold, leased or otherwise marketed are expensed as incurred until technological feasibility has been established, at which time such costs are capitalized until the product is available for general release to customers. Technological feasibility is established when a product design and working model have been completed and the completeness of the working model and its consistency with the product design have been confirmed by testing. To date, the establishment of technological feasibility of the Company’s products and general release of such software have substantially coincided. As a result, we have not capitalized any software development costs through December 31, 2019 and all such costs have been recorded as research and development expenses as incurred in the consolidated statements of operations. Comprehensive Income (Loss) The Company has not entered into transactions that require presentation as other comprehensive income (loss). Total comprehensive income (loss) is equal to net income (loss) for all periods presented. Revenue Recognition ASC 606 Revenue consists of fees for perpetual and term licenses for the Company’s software products, post-contract customer support (referred to as maintenance), software as a service (“SaaS”) and professional services including training and other revenue. The following describes the nature of the Company’s primary types of revenues and the revenue recognition policies as they pertain to the types of transactions the Company enters into with its customers. License Revenue License revenue includes perpetual license fees and term license fees which provide customers with the same functionality and differ mainly in the duration over which the customer benefits from the use of software. Both revenues from perpetual license and term license performance obligations are generally recognized upfront at the point in time when the software license has been delivered. All license transactions generally include an amount for first-year maintenance at no additional charge, which we recognize as subscription revenue over the term. Subscription Revenue Our subscription revenue consists of (i) fees for ongoing maintenance and support of our licensed solutions and (ii) subscription fees for access to, and related support for, our SaaS offerings. We typically invoice subscription fees in advance in annual installments and recognize subscription revenue ratably over the term of the applicable agreement. Subscription revenue include arrangements for software maintenance and technical support for our products and subscription services. Maintenance contracts generally have a term of one year and SaaS contracts usually have a term of one to three years which is initially deferred and recognized ratably over the life of the contract. Maintenance services agreements consist of fees for providing software updates on a when and if available basis and for providing technical support for software products for a specified term. We believe that our when and if available software updates and technical support each have the same pattern of transfer to the customer and are substantially the same. Therefore, we consider these to be a single distinct performance obligation. Revenue allocated to maintenance services are recognized ratably over the contract term beginning on the delivery date of each offering. Expenses related to maintenance and subscription are recognized as incurred. Unearned maintenance and SaaS revenue are included in deferred revenue. The Company’s subscription services arrangements are generally non-cancelable and do not contain refund-type provisions. In instances that subscription services arrangements are deemed cancellable, which is rare, the Company will adjust the transaction price and period for revenue recognition accordingly to be reflective of the contract term in accordance with Accounting Standards Codification (“ASC”) 606, Revenue from Contracts with Customers (“ASC 606”) . Services and Other Revenue Services and other revenue consist primarily of fees from professional services provided to our customers and partners to configure and optimize the use of our solutions as well as training services related to the configuration and operation of our platform. The Company’s professional services contracts are either on a time-and-materials or consumption-based on a fixed fee or prepaid basis. For services that are contracted for at a fixed price, progress is generally measured based on hours incurred as a percentage of the total estimated hours required for complete satisfaction of the related performance obligations. For services that are contracted on a time-and-materials or prepaid basis, progress is generally based on actual hours expended. These input methods (e.g. hours incurred or expended) are considered a faithful depiction of our efforts to satisfy services contracts as they represent the performance obligation consumed by the customer and performed by the entity and therefore reflect the transfer of services to a customer under such contracts. Services revenues are generally recognized over time as the services are performed. Revenues for fixed price services and prepaids are generally recognized over time applying input methods to estimate progress to completion. Revenues for consumption-based services are generally recognized as the services are performed. Training revenues are recognized as the services are performed over time. Deferred Contract Acquisition Costs Under ASC 606, sales commissions paid to our sales force and the related employer payroll taxes, collectively “ deferred contract acquisition costs The current portion of these capitalized costs are recorded in prepayments and other current assets and non-current portion is included in other non-current assets, in our consolidated balance sheets. Previously under ASC 605, the Company generally capitalized deferred contract costs associated with subscription revenues, which were subsequently amortized over the term of the subscription while deferred contract cost related to license revenues were previously recognized as incurred. We determined the period of benefit by taking into consideration our customer contracts, customer turnover rates, the life of our technology and other factors. In the adoption of ASC 606, the Company applied the practical expedient to expense costs as incurred if the expected amortization period is one year or less. Amortization of deferred contract acquisition costs is included in sales and marketing expenses in the accompanying consolidated statements of operations. There were no material impairments to deferred contract acquisition costs for all periods presented. Contract Balances Deferred revenue We typically invoice our customers for subscription fees in advance on either an annual, two- or three-year basis, with payment due at the start of the subscription term. For subscription fees, which includes maintenance and SaaS, the timing of payments is typically upfront. Therefore, a contract liability or deferred revenue, is created because payment is made in advance of performance and these performance obligations are satisfied over time. Timing may differ between the satisfaction of performance obligations and the invoicing and collection of amounts related to our contracts with customers. Liabilities are recorded for amounts that are collected in advance of the satisfaction of performance obligations. Invoice amounts for non-cancelable services starting in future periods are included in contract assets and deferred revenue. The portion of deferred revenue that we anticipate will be recognized within twelve months is recorded as current deferred revenue and the remaining portion is recorded as non-current deferred revenue in the consolidated balance sheets. Contract assets Contract assets relate to the Company’s rights to consideration for performance obligations satisfied but not billed at the reporting date on contracts. Contract assets are transferred to accounts receivable when the rights become unconditional. Contract assets are included in prepayments and other current assets and other non-current assets in the consolidated balance sheets. Revenue Recognition ASC 605 Our revenue recognition accounting policy for ASC 605 is shown below as amounts for the 2017 reporting period were presented under ASC 605. Revenue consists of fees for perpetual licenses for the Company’s software products, post-contract customer support (referred to as maintenance), professional services, SaaS and other revenue. The Company recognizes revenue in accordance with the provisions of the Financial Accounting Standards Board (“FASB”) authoritative guidance on software revenue recognition and multiple element arrangements. Revenue is recognized when: • Persuasive evidence of an arrangement exists • Delivery has occurred, or services have been rendered • The Company’s price to the buyer is fixed or determinable, and • Collectability is probable The Company frequently enters into sales arrangements that contain multiple elements or deliverables. For arrangements that include both software and non-software elements, the Company allocates revenue to the software deliverables as a group and separable non-software deliverables as a group based on their relative selling prices. In such circumstances, the accounting principles establish a hierarchy to determine the selling price used for allocating revenue to the deliverables as follows: (i) Vendor Specific Objective Evidence (“VSOE”), (ii) third-party evidence of selling price (“TPE”) and (iii) the best estimate of the selling price (“ESP”). Cloud-based services, and professional services related to cloud-based services, are considered to be non-software elements in the Company’s arrangements. VSOE of fair value for each element is based on the Company’s standard rates charged for the product or service when such product or service is sold separately or based upon the price established by the Company’s pricing committee when that product or service is not yet being sold separately. The Company establishes VSOE for maintenance and professional services using a “bell-shaped curve” approach. When applying the “bell-shaped curve” approach the Company analyzes all maintenance renewal transactions over the past twelve months for that category of license and plots those data points on a bell-shaped curve to ensure that a high percentage of the data points are within an acceptable margin of the established VSOE rate. This analysis is performed quarterly on a rolling 12-month basis. When the Company is unable to establish a selling price for non-software arrangements using VSOE or TPE, the Company uses ESP in the allocation of arrangement consideration. The objective of ESP is to determine the price at which the Company would transact a sale if the product or service were sold on a stand-alone basis. The determination of ESP is made through consultation with and formal approval by the Company’s management, taking into consideration the Company’s go-to-market strategy, pricing factors, and historical transactions. The Company recognizes revenue for software arrangements that include undelivered elements using the residual method. Under the residual method, the fair value of the undelivered elements is deferred and recognized as such elements are delivered to the customer and the remaining portion of the agreement fee is recognized as license revenue upon delivery. The determination of fair value of each undelivered element in software arrangements is based on VSOE. If VSOE has not been established for certain undelivered elements in an agreement, revenue is deferred until those elements have been delivered or their VSOE has been determined. Revenue from maintenance and SaaS services is recognized ratably over the relevant contract period. Service revenue includes consulting and training. The Company has determined that consulting and training services are not essential to the functionality of the Company’s software and SaaS offerings, and consulting and training services are typically listed separately in arrangements, are optional, and sold separately. As a result, the Company has established VSOE or ESP for consulting and training services and they therefore qualify for separate accounting. In order to account for deliverables in a multiple-deliverable arrangement as separate unit of accounting, delivered elements must have standalone value. In determining whether professional services have standalone value, we consider the following factors for each professional services agreement: availability of the services from other vendors, the nature of the professional services, the timing of when the professional services contract was signed in comparison to the software or SaaS arrangement and the contractual dependence of the arrangement on the customer’s satisfaction with the professional services. Professional services sold as part of arrangements generally qualify for separate accounting. Consulting and training service revenue that qualifies for separate accounting is recognized as the services are performed using the proportional performance method for fixed fee consulting contracts, or when the right to the service expires. The majority of the Company’s consulting contracts are billed on a time-and-materials basis. Cost of Revenue Cost of revenue for licenses consists of amortization expense for developed technology acquired and third-party royalties. Cost of subscription revenue consists primarily of employee costs of our customer support organization (including salaries, benefits, bonuses and stock-based compensation), contractor costs to supplement our staff levels, third-party cloud-hosting costs, allocated overhead and amortization expense for developed technology acquired. Cost of revenue for services and other revenue consists primarily of personnel-related costs of our services and training departments (including salaries, commissions, benefits, bonuses and stock-based compensation), contractor costs to supplement our staff levels and allocated overhead. Research and Development Expenses Research and development costs are expensed as incurred. Research and development expenses consist primarily of personnel-related costs for the design and development of our platform and technologies, contractor costs to supplement our staff levels, third-party web services, consulting services, allocated overhead and amortization expense for intangible assets acquired. Advertising Expenses The Company expenses advertising costs as incurred and are included in sales and marketing expense. Advertising expenses were approximately $11.3 million, $7.3 million and $6.0 million for the years ended December 31, 2019, 2018 and 2017, respectively. Stock-Based Compensation The Company measures stock-based compensation expense for equity instruments granted to employees and board members based upon the estimated fair value of the award at the date of grant adjusted for estimated forfeitures. The Company estimates the fair value of stock options granted using the Black-Scholes option-pricing model, which requires us to estimate the expected term, fair value of common stock, expected volatility, expected forfeitures, risk-free interest rate, and dividend yield. The risk-free interest rate is based on the U.S. treasury yield curve for the term consistent with the life of the stock options as of the date of grant. The Company has elected to apply the “shortcut approach” in developing the estimate of expected term for “plain vanilla” stock options by using the mid-point between the vesting date and contractual termination date. The Company has not paid and does not anticipate paying cash dividends on its common stock; therefore, the expected dividend yield is assumed to be zero. During 2019, the Company began to determine volatility by introducing the Company’s own historical volatility measurements once two years of historical data become available in the public market. The Company used a blend of the Company’s volatility and industry peers to arrive at a volatility consistent with the life of the options. The Company intends to increase the weighting factor of the Company’s own volatility going forward as additional time periods become available. Prior to 2019, the Company determined the volatility for stock options granted based on the average historical price volatility for industry peers over a period equivalent to the expected term of the stock option grants. The Company did not utilize its own historic volatility because, prior to November 2017, there was no public market for the Company’s common stock, and current time in the public market was not sufficiently long enough to provide representative historical data. Stock-based compensation expense resulting from this valuation is recognized in the consolidated statements of operations on a straight-line basis over the period during which an employee provides the requisite service in exchange for the award. The Company analyzes the facts and circumstances of each equity instrument to determine if modification accounting is required. When a modification is triggered, the revised fair value is calculated, and additional stock-based compensation is recognized over the remaining service period of the modified instrument. The Company estimates potential forfeitures of stock grants and adjust s recorded stock-based compensation expense accordingly . Based on historical experiences, the Company uses the simplified approach in estimating no forfeitures. The estimate of forfeitures is based on historical experience and is adjusted over the requisite service period to the extent that actual forfeitures differ, or are expected to differ, from the prior estimates. Changes in estimated forfeitures will be recognized in the period of change and will impact the amount of stock-based compensation expense to be recognized in future periods. Restricted stock units (“RSUs”) are generally subject to forfeiture if employment terminates prior to the vesting date. We expense the cost of the RSUs, which is determined to be the fair market value of the shares of common stock underlying the RSUs on the date of grant, ratably over the period during which the vesting restrictions lapse. In November 2017, the Company’s board of directors adopted the Employee Stock Purchase Plan (the "ESPP"). The ESPP became effective November of 2017, after the date our registration statement was declared effective by the SEC. ESPP purchase rights have an expected volatility consistent with our volatility estimates that are used to value our stock options. The expected term represents the period of time the ESPP purchase rights are expected to be outstanding and approximates the offering period. Foreign Currency Translation The functional currency of our non-U.S. subsidiaries is the U.S. dollar; therefore, all gains and losses on currency transactions are expensed as incurred. Income Taxes The Company uses the liability method of accounting for income taxes. Under this method, deferred tax assets and liabilities are recognized for expected future tax consequences of temporary differences between the carrying amounts and the tax bases of assets and liabilities. Valuation allowances are provided if it is more likely than not that some or all of the deferred tax assets will not be realized. The Company accounts for uncertainty of income taxes based on a “more-likely-than-not” threshold for the recognition and de-recognition of tax positions, which includes the accounting for interest and penalties relating to tax positions. Convertible Senior Notes Convertibles Senior Notes are accounted for in accordance with FASB ASC Subtopic 470-20, Debt with Conversion and Other Options. Pursuant to ASC Subtopic 470-20, issuers of certain convertible debt instruments, such as the Notes, that have a net settlement feature and may be settled wholly or partially in cash upon conversion are required to separately account for the liability and equity components of the instrument. The carrying amount of the liability component of the instrument is computed by estimating the fair value of a similar liability without the conversion option. The amount of the equity component is then calculated by deducting the fair value of the liability component from the principal amount of the instrument. The difference between the principal amount and the liability component represents a debt discount that is amortized to interest expense over the respective terms of the Notes using an effective interest rate method. The equity component is not remeasured as long as it continues to meet the conditions for equity classification. In accounting for the issuance costs related to the Notes, the allocation of issuance costs incurred between the liability and equity components were based on their relative values. Leases The Company accounts for a contract as a lease when it has the right to control the asset for a period of time while obtaining substantially all of the assets’ economic benefits. The Company’s leases are primarily for office space. In accordance with the adoption of ASC 842 (defined below) effective January 1, 2019, at the inception or modification of an arrangement, we determine whether the arrangement is or contains a lease based on the unique facts and circumstances present and if so, the classification of the lease. Right-of-use (“ROU”) assets and lease liabilities are recognized at the present value of future lease payments over the lease term. ROU assets represent the right to use an underlying asset for the lease term, and lease liabilities represent the obligation to make lease payments arising from the lease. The implicit rate s within our operating leases are generally not determinable and therefore we use the incremental borrowing rate at the lease commencement date to determine the present value of lease payments. The determination of our incremental borrowing rate requires judgment. We determine our incremental borrowing rate for each lease using our estimated borrowing rate, adjusted for various factors including level of collateralization and term to align with the terms of the lease. ROU assets include any upfront lease payments made and exclude lease incentives. The Company leases its facilities under non-cancelable operating lease agreements. Additionally, these leases often require the Company to pay property taxes, insurance and maintenanc |
Revenue Recognition
Revenue Recognition | 12 Months Ended |
Dec. 31, 2019 | |
Revenue Recognition [Abstract] | |
Revenue Recognition | 3. Revenue Recognition Disaggregation of revenue The Company’s revenue by geographic region based on the customer’s location is presented in Note 16 “Geographic Information and Major Customers.” The following table presents the Company’s revenue by timing of revenue recognition to understand the risks of timing of transfer of control and cash flows: Year Ended December 31, 2019 Year Ended December 31, 2018 License Subscription Services and other License Subscription Services and other (In thousands) Timing of revenue recognition Revenue recognized at a point in time $ 102,800 $ — $ — $ 105,000 $ — $ — Revenue recognized over time — 143,390 42,325 — 104,033 39,887 Total revenue $ 102,800 $ 143,390 $ 42,325 $ 105,000 $ 104,033 $ 39,887 Contract Balances A summary of the activity impacting our contract balances during the years ended December 31, 2019 and 2018 is presented below: Contract Acquisition Costs Year Ended December 31, 2019 2018 (In thousands) Beginning Balance $ 28,043 $ 5,949 Adoption of ASC 606 — 16,199 Additional deferred contract acquisition costs 17,239 13,648 Amortization of deferred contract acquisition costs (10,130 ) (7,753 ) Ending Balance $ 35,152 $ 28,043 Deferred contract acquisition costs, current 10,905 8,392 Deferred contract acquisition costs, non-current 24,247 19,651 Deferred contract acquisition costs, total $ 35,152 $ 28,043 There were no material impairments of deferred contract acquisition costs for the years ended December 31, 2019 and 2018. Deferred Revenue Year Ended December 31, 2019 2018 (In thousands) Beginning Balance $ 114,301 $ 83,125 Adoption of ASC 606 — (8,722 ) Increase, net 37,732 39,898 Ending Balance $ 152,033 $ 114,301 Deferred revenue, current 127,132 95,919 Deferred revenue, non-current 24,901 18,382 Deferred revenue, total $ 152,033 $ 114,301 Deferred revenue, which is a contract liability, consists primarily of payments received in advance of revenue recognition under the Company’s contracts with customers and is recognized as the revenue recognition criteria are met. Revenue recognized during the 2019 and 2018 reporting periods that were previously deferred was $113.0 million and $75.0 million, respectively. The difference between the opening and closing balances of the Company’s contract assets and deferred revenue primarily results from the timing difference between the Company’s performance and the customer billings. Contract assets primarily relate to unbilled amounts, which are netted with deferred revenue at contract level, and typically result from sales contracts when revenue recognized exceeds the amount billed to the customer, and the right to payment is subject to more than the passage of time. Contract assets are transferred to accounts receivable when the rights become unconditional and the customer is billed. Contract assets are included in prepayments and other current assets and other non-current assets in the consolidated balance sheets. During the years ended December 31, 2019 and 2018, amounts reclassified from contract assets to accounts receivable were approximately $4.1 million and $6.3 million, respectively, and there were Remaining performance obligations Our contracts with customers include amounts allocated to performance obligations that will be satisfied at a later date. Remaining performance obligations represent contracted revenue that has not yet been recognized and include deferred revenues, invoices that have been issued to customers but have not been recognized as revenues and amounts that will be invoiced and recognized as revenue in future periods. As of December 31, 2019, amounts allocated to these additional contractual obligations are $220.0 million $145.6 million |
Fair Value Measurements
Fair Value Measurements | 12 Months Ended |
Dec. 31, 2019 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | 4. Fair Value Measurements Assets and Liabilities Measured at Fair Value on a Recurring Basis The following table presents information about the Company’s financial assets that are measured at fair value on a recurring basis using the above input categories as of December 31, 2019. As of December 31, 2018, the Company did not have financial assets that are measured at fair value on a recurring basis. As of December 31, 2019 Level 1 Level 2 Level 3 Total (In thousands) Assets: Cash equivalents: Money market funds $ 364,127 — — $ 364,127 Total cash equivalents $ 364,127 — — $ 364,127 The Company’s carrying amounts of financial instruments, including cash, accounts receivable, accounts payable, and accrued expenses are considered Level 1 and approximate their fair values due to their short maturities as of December 31, 2019 and 2018 and are excluded from the fair value table above. See Note 9 “Convertible Senior Notes and Capped Call Transactions” for the carrying amount and estimated fair value of our Notes (as defined below) as of December 31, 2019. |
Business Combinations
Business Combinations | 12 Months Ended |
Dec. 31, 2019 | |
Business Combinations [Abstract] | |
Business Combinations | 5. Business Combinations 2019 Acquisitions Orkus On October 15, 2019, the Company acquired 100% of the equity interest in Orkus, Inc. (“Orkus”), a Delaware corporation engaged in the development and license of software products to assist customers in monitoring and controlling access and authorization across hybrid cloud assets. Total consideration related to the acquisition was $16.5 million in cash, of which $2.0 million is to be paid upon the lapse of an indemnification period of 12 months and 24 months of the acquisition date. As of December 31, 2019, $1.0 million of holdback amount is reflected within accrued expenses and other liabilities and $1.0 million is included in other long-term liabilities in the consolidated balance sheet. Preliminary purchase price is subject to certain adjustments with respect to Orkus’ debt, cash and net working capital balances at the closing. The following table summarizes the preliminary purchase price allocation as of the date of acquisition: As of October 15, 2019 (In thousands) Cash and cash equivalents $ — Prepayments and other current assets 34 Right-of-use assets 90 Goodwill 7,567 Intangible assets 9,830 Accounts payable (21 ) Accrued expenses and other liabilities (133 ) Deferred tax liability - non-current (861 ) Total fair value of assets acquired and liabilities assumed $ 16,506 The following table presents the estimated fair values and useful lives of the identifiable intangible assets acquired: Amount Estimated Useful Life (In thousands) (In years) Developed technology $ 9,830 5 Overwatch.ID On October 15, 2019, the Company acquired 100% of the equity interest in Overwatch.ID, Inc. (“Overwatch.ID”), a Delaware corporation engaged in the development and license of software products focused on access controls security for cloud applications, cloud computing, hybrid IT environments, and on-premises infrastructure. The preliminary aggregate consideration related to the acquisition was $20.9 million in cash, of which $3.0 million is to be paid upon the lapse of an indemnification period of 12 months and 18 months of the acquisition date. As of December 31, 2019, $1.5 million of holdback amount is reflected within accrued expenses and other current liabilities and $1.5 million is included in other long-term liabilities in the consolidated balance sheet. Preliminary purchase price is subject to certain adjustments with respect to Overwatch.ID’s debt, cash and net working capital balances at the closing. The following table summarizes the preliminary purchase price allocation as of the date of acquisition: As of October 15, 2019 (In thousands) Cash and cash equivalents $ 45 Accounts receivable 66 Prepayments and other current assets 103 Deferred tax asset - non-current 687 Right-of-use assets 175 Goodwill 14,107 Intangible assets 6,610 Accounts payable (256 ) Accrued expenses and other liabilities (185 ) Deferred revenue (466 ) Total fair value of assets acquired and liabilities assumed $ 20,886 The following table presents the estimated fair values and useful lives of the identifiable intangible assets acquired: Amount Estimated Useful Life (In thousands) (In years) Developed technology $ 6,610 5 Additional Acquisition Related Information The operating results of the acquired companies are included in our consolidated statements of income from the respective dates of acquisition. Pro forma results of operations have not been presented because the effects of these acquisitions, individually and in the aggregate, were not material to our consolidated statement of operations. During the year ended December 31, 2019, acquisition related costs were $1.0 million, which include legal, accounting and consulting professional service fees. Acquisition related expenses have been included primarily in general and administrative expenses in the consolidated statement of operations. These acquisitions have been accounted for as business combinations. Assets acquired and liabilities assumed have been recorded at their estimated fair values as of the respective acquisition date. The purchase price allocations are provisional pending final valuations and purchase accounting adjustments, which were not final as of December 31, 2019. The Company will finalize the purchase price within the required one-year measurement period as of the dates of acquisition. The fair value of developed technology was estimated using the replacement cost method (Level 3), which utilized assumptions for the cost to replace, such as the workforce, timing and resources required, as well as a theoretical developer’s profit margin and entrepreneurial incentive and opportunity cost. The Company believes that for each acquisition, the acquired companies will provide opportunities for growth through investing in additional products and capabilities, among other factors. This contributed to a purchase price in excess of the estimated fair value of each acquired company’s net identifiable assets acquired and, as a result, goodwill was recorded in connection with each acquisition. The excess of the purchase price over the tangible assets, identifiable intangible assets and assumed liabilities was recorded as goodwill. Goodwill arising from these acquisitions are not deductible for tax purposes. |
Goodwill and Intangible Assets
Goodwill and Intangible Assets | 12 Months Ended |
Dec. 31, 2019 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets | 6. Goodwill and Intangible Assets Goodwill Goodwill represents the excess of the purchase price over the identifiable tangible and intangible assets acquired less liabilities assumed arising from business combinations. The changes in the carrying amounts of goodwill for the year ended December 31, 2019 is due to the acquisitions of Orkus and Overwatch.ID. For additional information regarding the acquisitions, see Note 5 “Business Combinations.” The following table reflects goodwill activity for the year ended December 31, 2019: (In thousands) Balance, December 31, 2018 $ 219,377 Goodwill acquired 21,674 Balance, December 31, 2019 $ 241,051 All goodwill balances are subject to annual goodwill impairment testing. As of October 31, 2019 and 2018, the Company performed a qualitative analysis and concluded that no impairment for goodwill, including intangibles, was required. A quantitative impairment analysis was conducted in the year ended December 31, 2017. There were no impairments of goodwill during the years ended December 31, 2019, 2018 and 2017. Intangible Assets Total cost and amortization of intangible assets comprised of the following: As of December 31, Weighted Average Useful Life 2019 2018 Intangible assets, net (In years) (In thousands) Customer lists 15 $ 42,500 $ 42,500 Developed technology 8.9 58,440 42,000 Trade names and trademarks 17 24,500 24,500 Order backlog 1.5 — 1,100 Other 4.8 3,689 3,310 Total intangible assets 129,129 113,410 Less: Accumulated amortization (47,478 ) (38,550 ) Total intangible assets, net $ 81,651 $ 74,860 During the year ended December 31, 2019, the Company acquired businesses which involved the acquisition of developed technology. For more information, see Note 5 “Business Combinations.” During the year ended December 31, 2018, the Company purchased certain technology patents from an unrelated third party for approximately $2.5 million. These patents pertain to technology that the Company plans to use by incorporating into or expanding its current products and will be amortized on a straight-line basis over five years and is included in “Other” in the table above. Amortization expense is included in the consolidated statements of operations for each of the years ended December 31, 2019, 2018 and 2017, respectively, as follows: Year Ended December 31, 2019 2018 2017 (In thousands) Cost of revenue - licenses $ 4,032 $ 4,032 $ 4,032 Cost of revenue - subscription 1,076 384 384 Research and development 647 136 149 Sales and marketing 4,273 4,273 4,276 Total amortization of intangibles $ 10,028 $ 8,825 $ 8,841 The total estimated future amortization expense of these intangible assets as of December 31, 2019 is as follows: Year Ending December 31, (In thousands) 2020 $ 12,682 2021 12,599 2022 12,262 2023 11,759 2024 9,424 Thereafter 22,925 Total amortization expense $ 81,651 Periodically, the Company evaluates intangible assets for possible impairment. There were no impairments for intangible assets during the years ended December 31, 2019, 2018 and 2017. |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2019 | |
Commitments And Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 7. Commitments and Contingencies Operating Leases As of December 31, 2019, our leases, primarily relate to office leases, have remaining lease terms of less than one year to ten years. Certain leases include early termination and/or extension options; however, exercises of these options are at the Company’s sole discretion. As of December 31, 2019, the Company determined it is not reasonably certain it will exercise the options to extend its leases or terminate them early. Our lease agreements do not contain any material residual value guarantees or material restrictive covenants and as of December 31, 2019, the Company is not subleasing to any third parties. The rates implicit in the Company’s leases are not readily determinable. Therefore, in order to value the Company’s lease liabilities, the Company uses an incremental borrowing rate which reflects the fixed rate at which the Company could borrow a similar amount in the same currency, for the same term, and with similar collateral as in the lease at the commencement date. As of December 31, 2019, the Company measures its lease liabilities at the net present value of the remaining lease payments discounted at the weighted average discount rate of 4.14%. The Company's incremental borrowing rate is estimated to approximate the interest rate on similar terms and payments and in economic environments where the leased asset is located. The weighted average remaining term of the Company’s operating leases is 8.6 years. Operating lease costs during the period presented were as follows: Year Ended December 31, 2019 (In thousands) Lease cost Operating lease cost $ 4,720 Short-term lease cost 2,389 Total lease cost $ 7,109 Facilities costs (including rent and utilities) are considered shared costs and are allocated to departments based on headcount. As such, allocated shared costs are reflected in each cost of revenue and operating expense category. Total rent expense recognized prior to our adoption of ASC 842 was approximately $3.8 million and $2.9 million for the years ended December 31, 2018 and 2017, respectively. Other supplemental cash flow information related to operating leases is as follows: Year Ended December 31, 2019 (In thousands) Cash paid for amounts included in the measurement of lease liabilities Operating cash flows from operating leases $ 4,685 Right-of-use assets obtained in exchange for lease liabilities Operating leases $ 32,015 As of December 31, 2019, we have no financing leases and we have non-cancelable operating lease commitments, excluding variable consideration. The undiscounted annual future minimum lease payments are summarized by year in the table below: Year Ending December 31, (In thousands) 2020 $ 5,324 2021 5,791 2022 5,753 2023 5,266 2024 5,025 Thereafter 22,283 Total minimum lease payments $ 49,442 Less: interest (7,456 ) Total present value of operating lease liabilities $ 41,986 Less: operating lease liabilities - current (3,951 ) Long-term operating lease liabilities $ 38,035 Indemnification Arrangements In the ordinary course of business, the Company enters into contractual arrangements under which it agrees to provide indemnification of varying scope and terms to customers, business partners and other parties with respect to certain matters, including, losses arising out of the breach of such agreements, intellectual property infringement claims made by third parties, and other liabilities with respect to our products and services and business. In these circumstances, payment may be conditional on the other party making a claim pursuant to the procedures specified in a particular contract. The Company includes service level commitments to our cloud customers warranting certain levels of uptime reliability and performance and permitting those customers to receive credits in the event that we fail to meet those levels. To date, the Company has not incurred any material costs as a result of these commitments, and we expect the time between any potential claims and issuance of the credits to be short. As a result, we have not accrued any liabilities related to these commitments in our consolidated financial statements. Litigation Claims and Assessments The Company is subject to claims and suits that may arise from time to time in the ordinary course of business. In addition, some legal actions, claims and governmental inquiries may be instituted or asserted in the future against us and our subsidiaries. Although the outcome of our legal proceedings cannot be predicted with certainty and no assurances can be provided, based upon current information, we do not believe the liabilities, if any, which may ultimately result from the outcome of such matters, individually or in the aggregate, will have a material adverse impact on our consolidated financial statements. |
Line of Credit and Long-Term De
Line of Credit and Long-Term Debt | 12 Months Ended |
Dec. 31, 2019 | |
Debt Disclosure [Abstract] | |
Line of Credit and Long-Term Debt | 8. Line of Credit and Long-Term Debt Prior Credit Agreement In August 2016, the Company entered into a senior secured credit facility with a financial institution (as amended, the “Prior Credit Agreement”). The Prior Credit Agreement consisted of a term loan facility of $160.0 million and a revolving loan facility of up to $7.5 million. The Prior Credit Agreement established first security for the financial institution over all assets of the Company and is subject to certain financial covenants. Borrowings under this agreement bear interest based on the adjusted LIBOR rate, as defined in the agreement with a 1.0% floor, plus an applicable margin of 7.0%. The maturity date on the term loan was scheduled for August 16, 2021 with principal payment due in full on maturity date, and interest payments due quarterly. The agreement also required prepayments in the case of certain events including, asset sales, proceeds from an initial public offering (“IPO”), proceeds from an insurance settlement or proceeds from a new debt agreement. In 2017, the Company used a portion of its net proceeds from IPO to repay $90.0 million of borrowings outstanding under our term loan. The 2017 repayments were subject to a prepayment premium of 1.50%. For the year ended December 31, 2017, During 2018, the Company voluntarily prepaid the remaining $70.0 million outstanding under our term loan and terminated the credit facility. The 2018 repayments were subject to a prepayment premium of 0.50%. For the year ended December 31, 2018, the Company incurred prepayment premiums of approximately and a Both the prepayment premium and the loss on the modification and extinguishment of debt were recorded as interest expense in the accompanying consolidated statements of operations for the years ended December 31, 2018 and 2017. The Company incurred total debt issuance costs of $4.5 million in connection with the Prior Credit Agreement, of which $1.4 million relates to the modified agreement in 2017, which were to be amortized to interest expense over the life of the debt on a straight-line basis and approximates the effective interest rate method. Amortization of debt issuance costs for the Prior Credit Agreement for the years ended December 31, 2018 and 2017 were approximately $0.2 million and $0.7 million respectively and was recorded in interest expense in the accompanying consolidated statements of operations. On October 5, 2017, in connection with our corporate headquarters lease, a standby letter of credit in the amount of $6.0 million was executed. On November 29, 2018, as a result of the prepayment of the term loan, the standby letter of credit was cancelled and replaced by the 2018 Letter of Credit on behalf of the Company by U.S. Bank National Association. The 2018 Letter of Credit is an irrevocable, cash collateralized, unconditional standby letter of credit in an aggregate amount of $6.0 million under the Company’s corporate headquarters lease. The cash used as collateral is included as restricted cash on the balance sheets as of December 31, 2019 and 2018. Current Credit Agreement On March 11, 2019, SailPoint Technologies, Inc., as borrower, and certain of our other wholly owned subsidiaries entered into a credit agreement (as amended, the “Credit Agreement”). The Credit Agreement is guaranteed by SailPoint Technologies Intermediate Holdings, LLC, a wholly owned subsidiary, and the Borrower’s material domestic subsidiaries (the “Guarantors” and, together with the Borrower, the “Loan Parties”) and is supported by a security interest in substantially all of the Loan Parties’ personal property and assets. In September 2019, the Company amended the Credit Agreement in connection with the issuance and sale of the Notes (as defined below). Such amendment included a decrease in the commitments for revolving credit loans from $150.0 million to $75.0 million, with a $15.0 million letter of credit sublimit, which amount can be increased or decreased under certain circumstances and is subject to certain financial covenants. In addition, the Credit Agreement provides for the ability to incur uncommitted term loan facilities if, among other things, the Senior Secured Net Leverage Ratio (as defined in the Credit Agreement), calculated giving pro forma effect to the requested term loan facility, is no greater than 3.50 to 1.00. Borrowings pursuant to the Credit Agreement may be used for working capital and other general corporate purposes, including acquisitions permitted under the Credit Agreement. The Credit Agreement also contains certain customary representations and warranties and affirmative and negative covenants. The agreement has established priority for the lenders party over all assets of the Company. The interest rates applicable to revolving credit loans under the Credit Agreement are, at the borrower’s option, either (i) a base rate, which is equal to the greatest of (a) the Prime Rate (as defined in the Credit Agreement), (b) the Federal Funds Effective Rate (as defined in the Credit Agreement) plus 1/2 March 2024 The Company had no outstanding revolving credit loan balance under the Credit Agreement as of December 31, 2019. The Company was in compliance with all applicable covenants as of December 31, 2019. In 2019, the Company incurred total debt issuance costs of approximately $0.8 million in connection with the Credit Agreement, which is included in other non-current assets on the accompanying consolidated balance sheet as of December 31, 2019. These costs are being amortized to interest expense over the life of the Credit Agreement on a straight-line basis. Amortization of debt issuance costs during the year ended December 31, 2019 was approximately $0.1 million and was recorded in interest expense in the accompanying consolidated statement of operations. |
Convertible Senior Notes and Ca
Convertible Senior Notes and Capped Call Transactions | 12 Months Ended |
Dec. 31, 2019 | |
Convertible Senior Notes and Capped Call Transactions | |
Debt Instrument [Line Items] | |
Convertible Senior Notes and Capped Call Transactions | 9. Convertible Senior Notes and Capped Call Transactions In September 2019, the Company issued and sold $400.0 million aggregate principal amount of 0.125% Convertible Senior Notes due 2024 (the “Notes”) in a private offering (the “Offering”) to qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended (the “Securities Act”). The net proceeds from the Offering were approximately $391.2 million, after deducting discounts and commissions and other fees and expenses payable by the Company in connection with the Offering. The Company used approximately $37.1 million of the net proceeds from the Offering to pay the cost of the Capped Call Transactions (as defined below). The Notes were issued pursuant to an indenture (the “Indenture”), by and between the Company and U.S. Bank National Association, as trustee. The Notes are senior unsecured obligations of the Company and will mature on September 15, 2024, unless earlier redeemed, repurchased or converted. The Notes will bear interest at a fixed rate of 0.125% per year payable semiannually in arrears on March 15 and September 15 of each year, beginning on March 15, 2020. The Notes will be convertible at the option of the holders at any time prior to the close of business on the business day immediately preceding March 15, 2024, only under the following circumstances: • during any calendar quarter commencing after the calendar quarter ending on December 31, 2019 (and only during such calendar quarter), if the last reported sale price of the Company’s common stock, for at least 20 trading days (whether or not consecutive) during a period of 30 consecutive trading days ending on, and including, the last trading day of the immediately preceding calendar quarter is greater than or equal to 130% of the conversion price on each applicable trading day; • during the five business day period after any five consecutive trading day period (the “measurement period”) in which the trading price (as defined in the Indenture) per $1,000 principal amount of the Notes for each trading day of the measurement period was less than 98% of the product of the last reported sale price of common stock and the conversion rate for the Notes on each such trading day; • if the Company calls any or all of the Notes for redemption, at any time prior to the close of business on the scheduled trading day immediately preceding the redemption date; and • upon the occurrence of specified corporate events as set forth in the Indenture. On or after March 15, 2024 until the close of business on the second scheduled trading day immediately preceding the maturity date, holders may convert all or any portion of their Notes, in multiples of $1,000 principal amount, at the option of the holder regardless of the foregoing circumstances. Upon conversion, the Company may satisfy its conversion obligation by paying and/or delivering, as the case may be, cash, shares of common stock or a combination of cash and shares of common stock, at the Company’s election, in the manner and subject to the terms and conditions provided in the Indenture. It is the Company’s current intent to settle the principal amount of the Notes with cash. The Notes are convertible at an initial conversion rate of approximately 35.1849 shares of common stock per $1,000 principal amount of the Notes, which is equivalent to an initial conversion price of approximately $28.42 per share of common stock, subject to adjustment upon the occurrence of specified events. The conversion rate is subject to adjustment under certain circumstances in accordance with the terms of the Indenture. In addition, following certain corporate events that occur prior to the maturity date or if the Company delivers a notice of redemption, the Company will, in certain circumstances, increase the conversion rate for a holder who elects to convert its Notes in connection with such a corporate event or notice of redemption, as the case may be. For example, upon the occurrence of a make-whole fundamental change, as defined in the purchase agreement, the Company will, in certain circumstances, increase the conversion rate by a number of additional shares for a holder that elects to convert its Notes in connection with such make-whole fundamental change or during the relevant redemption period. The Company may not redeem the Notes prior to September 20, 2022. The Company may redeem for cash all or any portion of the Notes, at its option, on or after September 20, 2022, if the last reported sale price of common stock has been at least 130% of the conversion price then in effect for at least 20 trading days (whether or not consecutive) during any 30 consecutive trading day period (including the last trading day of such period) ending on, and including, the trading day preceding the date on which the Company provides notice of redemption at a redemption price equal to 100% of the principal amount of the Notes to be redeemed, plus any accrued and unpaid interest to, but excluding, the redemption date. No sinking fund is provided for the Notes, which means that the Company is not required to redeem or retire the Notes periodically. If the Company undergoes a fundamental change (as defined in the Indenture), holders may require the Company to repurchase for cash all or any portion of their Notes at a fundamental change repurchase price equal to 100% of the principal amount of the Notes to be repurchased, plus any accrued and unpaid interest to, but excluding, the fundamental change repurchase date. The Indenture includes customary covenants and sets forth certain events of default after which the Notes may be declared immediately due and payable and sets forth certain types of bankruptcy or insolvency events of default involving the Company after which the Notes become automatically due and payable. The Company was in compliance with all applicable covenants as of December 31, 2019. As of December 31, 2019, the conditions allowing holders of the Notes to convert have not been met, and therefore, the Notes were classified as long-term debt on our consolidated balance sheet. In accounting for the issuance of the Notes, we separated the Notes into liability and equity components. The carrying amounts of the liability components of the Notes were calculated by measuring the fair value of similar debt instruments that do not have an associated convertible feature. The carrying amounts of the equity components, representing the conversion option, were determined by deducting the fair value of the liability components from the par value of the Notes. This difference represents the debt discount that is amortized to interest expense over the terms of the Notes using the effective interest rate method. The carrying amount of the equity components representing the conversion options was approximately $88.8 million for the Notes and is recorded in additional paid in capital and are not remeasured as long as they continue to meet the conditions for equity classification. The Company allocates transaction costs related to the issuance of the Notes to the liability and equity components using the same proportions as the initial carrying value of the Notes. Transaction costs attributable to the liability component were approximately $6.8 million and are being amortized to interest expense at an effective interest method rate of 5.25% over the term of the Notes. Transaction costs attributable to the equity component were approximately $2.0 million and are netted with the equity component of the Notes in additional paid in capital. As of December 31, 2019, the Notes have a remaining life of approximately 57 months. The net carrying amount of the liability and equity components of the Notes as of December 31, 2019 was as follows: As of December 31, 2019 (In thousands) Liability component Principal $ 400,000 Unamortized discount (84,542 ) Unamortized issuance costs (6,407 ) Net carrying amount $ 309,051 Equity component, net of issuance costs $ 86,764 The interest expense recognized related to the Notes for the year ended December 31, 2019 was as follows: Year Ended December 31, 2019 (In thousands) Contractual interest expense $ 133 Amortization of debt discount 4,199 Amortization of debt issuance costs 359 Total $ 4,691 As of December 31, 2019, the total estimated fair value of the Notes was approximately $435.0 million. The fair value was determined based on the closing trading price per $100 of the Notes as of the last day of trading for the period. The fair value of the Notes is primarily affected by the trading price of our common stock and market interest rates. The fair value of the Notes is considered a Level 2 within the fair value hierarchy and was determined based on inputs that are observable in the market or that could be derived from, or corroborated with, observable market data, quoted price of the Notes in an over-the-counter market. Capped Call Transactions In September 2019, in connection with the pricing of the Notes and in connection with the initial purchasers’ exercise in full of their option to purchase additional Notes, the Company entered into privately negotiated capped call transactions (the “Capped Call Transactions”) with the initial purchasers or their respective affiliates and another financial institution. The Capped Call Transactions cover, subject to anti-dilution adjustments substantially similar to those applicable to the Notes, approximately 14.1 million shares of common stock. The Capped Call Transactions are generally expected to reduce potential dilution to common stock upon any conversion of the Notes and/or offset any potential cash payments the Company is required to make in excess of the principal amount of converted Notes, as the case may be, with such reduction and/or offset subject to a cap. The Capped Call Transactions have an initial strike price of approximately $28.42 per share, which corresponds to the initial conversion price of the Notes and is subject to certain adjustments. The cap price of the Capped Call Transactions is initially $41.34 per share, which is subject to certain adjustments. For accounting purposes, the Capped Call Transactions are separate transactions and not part of the terms of the Notes. As the Capped Call Transactions are considered indexed to our own stock and are considered equity classified, they are recorded in stockholders’ equity and are not accounted for as derivatives. The cost of approximately $37.1 million incurred in connection with the Capped Call Transactions was recorded as a reduction to additional paid in capital. |
Related Party Transactions
Related Party Transactions | 12 Months Ended |
Dec. 31, 2019 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | 10. Related Party Transactions In 2016, the Company entered into agreements totaling approximately $626,000 with certain non-executive employees related to their personal tax liabilities. These agreements will be forgiven over a three-year period, beginning in 2016, if the employees remain employed by the Company through the applicable dates. During the year ended December 31, 2016, approximately $0.2 million were forgiven related to the agreement. All the remaining balances related to these agreements were forgiven in 2017. No amounts were forgiven during the year ended December 31, 2019 or 2018. In September 2014, the Company entered into an advisory services agreement (the “Consulting Agreement”) with its controlling entity. The Consulting Agreement required quarterly payments from September 8, 2014 through December 31, 2018 for business consulting services provided by the controlling entity. Consulting fees from the Consulting Agreement totaled approximately $1.1 million in the year ended December 31, 2017 and are included in general and administrative expenses on the accompanying consolidated statement of operations. Upon completion of the Company’s initial public offering, the Consulting Agreement ceased, and the Company was no longer required to make future payments. Throughout 2017 the Company engaged in ordinary sales transactions of approximately $858,000 and purchase transactions of approximately $942,000 with entities affiliated with its controlling entity. As of August 13, 2018, Thoma Bravo is no longer considered a controlling entity. The Company did not have any related party balances or incur any related party transactions as of and during the year ended December 31, 2019. |
Stockholders' Equity
Stockholders' Equity | 12 Months Ended |
Dec. 31, 2019 | |
Equity [Abstract] | |
Stockholders' Equity | 11. Stockholders’ Equity In November 2017, the board of directors and stockholders approved the Amended and Restated Certificate of Incorporation to increase the authorized capital stock to 310,000,000 shares, consisting of 300,000,000 shares of common stock and 10,000,000 shares of preferred stock, each with par value of $0.0001 per share. Common S tock The Company’s Amended and Restated Certificate of Incorporation authorizes issuance of 300,000,000 shares of common stock with a par value of $0.0001 per share. The common stock confers upon its holders the right to participate in the general meetings of the Company, to vote at such meetings (each share represents one vote), to elect board members and to participate in any distribution of dividends, payments of the Company’s debts, other payments required by law, or other property and amounts payable upon shares of preferred stock, including the distribution of surplus assets upon liquidation equally on a per share basis. The rights of the holders of common stock will be subject to, and may be adversely affected by, the rights of holders of any preferred stock that may be issued in the future. Preferred Stock The company is authorized, subject to any limitations prescribed by law, without stockholder approval, to issue from up to an aggregate of 10,000,000 shares of preferred stock, in one or more series, each series to have such rights, preferences and limitations, including voting rights, dividend rights, conversion rights, redemption privileges and liquidation preferences as determined by the board of directors. As of December 31, 2019, the Company does not have any shares of preferred stock outstanding and currently has no plans to issue shares of preferred stock. Redeemable Convertible Preferred Stock Prior to the November 2017 Amended and Restated Certificate of Incorporation, the Company classified the redeemable convertible preferred stock outside of stockholders’ equity (deficit) as required by ASC 480-10-S99 since the shares possessed liquidation features which may have triggered a distribution that was not solely within the Company’s control. Pursuant to the Company’s Amended and Restated Certificate of Incorporation in effect prior to the IPO, a deemed liquidation event would have occurred upon the closing of the transfer of the Company’s securities to a person or a group of affiliated persons, in one or a series of related transactions, if immediately after such transaction, such person or group of affiliated persons would hold 50% or more of the outstanding voting stock of the Company. The holders of a majority of the outstanding preferred stock may elect to require that all or any portion of the preferred stock held by them be redeemed in connection with any of the following (each of which is defined as a “Fundamental Change”): (i) a change in control of the Company, (ii) a sale of 50% or more of the assets of the Company and its subsidiaries, and (iii) a merger or consolidation to which the Company is a party, except for a merger where the Company is the surviving corporation, the terms of the preferred stock are not changed and the preferred stock is not exchanged for cash, securities or other properties, and the holders of a majority of the voting power (with respect to election of directors) of the Company’s capital stock immediately prior to the merger shall continue to hold a majority of the voting power following the merger. Upon such election, each other holder of preferred stock may also require that all or any portion of the preferred stock held by them be redeemed in connection with such Fundamental Change. Upon the closing of the IPO on November 17, 2017, all shares of the Company’s outstanding redeemable convertible preferred stock automatically converted into shares of common stock. As of such date, no redeemable convertible preferred stock was authorized or issued and outstanding. Dividends Prior to November 2017, the holders of the Company’s redeemable convertible preferred stock were entitled to dividends when and if declared by the board of directors. Dividends were payable in preference and priority to any payment of any dividend on the Company’s common stock. Dividends on redeemable convertible preferred stock were cumulative and compounded daily at a rate of 9% per annum, equivalent to $90 per share of preferred stock. On June 27, 2017, the board of directors declared, and the Company paid, an aggregate cash dividend of approximately initial public offering in November 2017, approximately 224,000 shares of redeemable convertible preferred shares, with cumulative undeclared and unpaid dividends of approximately $22.2 million, were converted to 20,500,400 shares of common stock. Treasury Stock During 2014, the Company entered into “Employee Purchase Agreements” with certain of its employees. Pursuant to the Employee Purchase Agreements, shares issued to the employee can be repurchased when the employee leaves the Company, subject to certain pricing parameters. Any shares purchased have been held in the Company’s treasury. The Company accounts for treasury stock under the cost method and includes treasury stock as a component of stockholders’ equity (deficit). During the year ended December 31, 2017, the Company had repurchased share |
Stock Option Plans and Stock-Ba
Stock Option Plans and Stock-Based Compensation | 12 Months Ended |
Dec. 31, 2019 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Stock Option Plans and Stock-Based Compensation | 12. Stock Option Plans and Stock-Based Compensation 2015 Stock Option Plans In 2015, the Company adopted (i) the Amended and Restated 2015 Stock Option and Grant Plan and (ii) the 2015 Stock Incentive Plan (together the “2015 Stock Option Plans”) under which it may grant incentive stock options (“ISOs”), nonqualified stock options (“NSOs”) for the right to purchase shares of common stock and grant restricted stock units. The 2015 Stock Option Plans reserve 5.0 million shares of common stock for issuance as ISOs, 0.5 million shares of restricted stock and 0.25 million shares for issuance under the 2015 Stock Incentive Plan. Under the 2015 Stock Option Plan, ISOs may not be granted at less than fair market value on the date of the grant and generally vest over a four-year As of December 31, 2019, approximately 606,000 shares were available for issuance under the Amended and Restated 2015 Stock Option and Grant Plan. As of December 31, 2019, approximately 92,000 shares were available for issuance under the 2015 Stock Incentive Plan. The Company currently uses authorized and unissued shares to satisfy share award exercises. 2017 Long Term Incentive Plan In November 2017, the Company’s board of directors adopted the 2017 Long Term Incentive Plan (the “2017 Plan”) under which it may grant stock options, nonqualified stock options to purchase shares of common stock and restricted stock units. As of December 31, 2019, the Company had reserved 13.3 million shares of common stock available for issuance under the 2017 Plan to employees, directors, officers and consultants of the Company and its subsidiaries. The number of shares of common stock available for issuance under the 2017 Plan will be increased on each January 1 hereafter by 4.4 million shares of common stock. Options and RSUs granted under the 2017 Plan generally vest over four years. Common stock subject to an award that expires or is canceled, forfeited, exchanged, settled in cash or otherwise terminated without delivery of shares, and shares withheld or surrendered to pay the exercise price of, or to satisfy the withholding obligations with respect to an award, will become available for future grants under the 2017 Plan. As of December 31, 2019, 8.9 million shares were available for issuance under the 2017 Plan. The Company currently uses authorized and unissued shares to satisfy share award exercises. The fair value for the Company’s stock options granted and Employee Stock Purchase Plan (the "ESPP") purchase rights during the years ended December 31, 2019, 2018 and 2017 was estimated at grant date using a Black Scholes option-pricing model with the following assumptions: Time-Based Performance- Based Stock Options December 31, 2019 December 31, 2018 December 31, 2017 December 31, 2017 Expected dividend rate 0% 0% 0% 0% Expected volatility 38.8% - 46.0% 40.0% - 46.0% 40.9% - 49.0% 40.9% - 49.0% Risk-free interest rate 1.39% - 2.59% 2.63% - 2.97% 1.96% - 2.18% 1.96% - 2.18% Expected term (in years) 6.25 6.25 6.25 5.50 - 6.29 ESPP Expected dividend rate 0% 0% NA NA Expected volatility 39.8% - 48.1% 40.0% - 46.0% NA NA Risk-free interest rate 1.62% - 2.44% 2.00% - 2.56% NA NA Expected term (in years) 0.42 - 0.5 0.50 NA NA Stock Options The following table summarizes activity for time-based stock options during the years ended December 31, 2019, 2018 and 2017: Number of Options Weighted Average Exercise Price Weighted Average Remaining Contractual Term Aggregate Intrinsic Value (In thousands) (Per share) (Years) (In thousands) Balances at December 31, 2016 1,622 $ 2.21 8.9 $ 1,547 Granted 1,592 $ 9.54 Conversion of performance to time based 592 $ 2.53 Exercised (152 ) $ 2.22 Forfeited (154 ) $ 2.21 Balances at December 31, 2017 3,500 $ 5.43 8.8 $ 31,784 Options vested and expected to vest at December 31, 2017 3,500 $ 5.43 8.8 $ 31,784 Options vested and exercisable at December 31, 2017 927 $ 2.28 7.9 $ 11,325 Balances at December 31, 2017 3,500 $ 5.43 8.8 $ 31,784 Granted 82 $ 23.17 Exercised (637 ) $ 2.84 Forfeited (128 ) $ 3.20 Balances at December 31, 2018 2,817 $ 6.64 8.0 $ 47,589 Options vested and expected to vest at December 31, 2018 2,817 $ 6.64 8.0 $ 47,589 Options vested and exercisable at December 31, 2018 1,095 $ 4.72 7.4 $ 20,558 Balances at December 31, 2018 2,817 $ 6.64 8.0 $ 47,589 Granted 1,068 $ 26.63 Exercised (730 ) $ 4.18 Forfeited (369 ) $ 16.31 Balances at December 31, 2019 2,786 $ 13.67 7.7 $ 31,489 Options vested and expected to vest at December 31, 2019 2,786 $ 13.67 7.7 $ 31,489 Options vested and exercisable at December 31, 2019 1,143 $ 6.17 6.4 $ 19,964 The following table summarizes the status of the Company’s non-vested time-based vesting stock options for the years ended December 31, 2019, 2018 and 2017: Number of Shares Weighted Average Grant Date Fair Value (In thousands) (Per share) Non-vested at December 31, 2016 1,217 $ 1.05 Granted 1,592 $ 4.13 Conversion of performance to time based 323 $ 11.95 Vested (438 ) $ 1.04 Forfeited (111 ) $ 1.07 Non-vested at December 31, 2017 2,583 $ 4.32 Granted 83 $ 10.35 Vested (816 ) $ 2.99 Forfeited (122 ) $ 2.32 Non-vested at December 31, 2018 1,728 $ 5.47 Granted 1,068 $ 11.36 Vested (781 ) $ 5.35 Forfeited (370 ) $ 7.60 Non-vested at December 31, 2019 1,645 $ 8.88 The Company expects all outstanding stock options at December 31, 2019 to fully vest. During the year ended December 31, 2019, approximately $0.5 million of vested stock options were forfeited related to the resignations of key executives. The weighted average grant date fair value per share for options granted during the years ended December 31, 2019, 2018 and 2017 was $11.36, $10.35 and $4.32, respectively. The total fair value of shares vested during the years ended December 31, 2019, 2018 and 2017 was approximately $4.2 million, $2.4 million and $0.3 million, respectively. The total unrecognized compensation expense related to non-vested time-based vesting stock options granted is $11.9 million and is expected to be recognized over a weighted average period of 2.5 years as The following table summarizes activity of performance vesting stock options for the year ended December 31, 2017. There was no activity of performance vesting stock options for the year ended December 31, 2019 or 2018 as all performance vesting options were modified to become service-based vesting stock options during the fourth quarter of 2017. Number of Options Weighted Average Exercise Price Weighted Average Remaining Contractual Term Aggregate Intrinsic Value (In thousands) (Per share) (Years) (In thousands) Balances at December 31, 2016 413 $ 2.19 8.9 $ 402 Granted 187 $ 3.27 Exercised (8 ) $ 2.38 $ 101 Conversion of shares (592 ) $ 2.53 8.5 Options vested and expected to vest at December 31, 2017 — $ — — $ — Options vested and exercisable at December 31, 2017 — $ — — $ — The performance vesting stock options are subject to performance requirements, determined prior to the grant date, based on the Company meeting certain annual earnings before interest, taxes, depreciation and amortization, (“EBITDA”) targets as set by the board of directors for the applicable years. During the year ended December 31, 2017, the board of directors waived the EBITDA criteria associated with the annual tranche of performance vesting stock options resulting in a modification. These modifications resulted in an immaterial amount of incremental stock-based compensation expense for the year ended December 31, 2017. During the fourth quarter of 2017, all performance vesting options were modified to become time vesting stock options. No other terms of the options were modified. This modification resulted in an immaterial amount of incremental stock compensation expense for the year ended December 31, 2017. Incentive Unit Plan In 2014 and 2015, the Company granted shares of the Company’s common stock (the “incentive units”) to certain members of management pursuant to restricted stock agreements (the “RSAs”). The incentive units were granted with an exercise price equal to the fair market value on the date of grant, are subject to vesting, and if exercised in advance of vesting were subject to the Company’s right to repurchase until vested. Upon vesting, the incentive units automatically convert to common stock. 50% of incentive units granted to executives vest based on performance meeting or exceeding EBITDA targets, as defined in the RSAs. Incentive units granted to non-executives and the remaining 50% of incentive units granted to executives vest 25% on the first anniversary date of the grant, and ratably over the remaining three years. The graded-vesting attribution method is used by the Company to determine the monthly stock-based compensation expense over the applicable vesting periods. During the year ended December 31, 2017, the board of directors waived the EBITDA criteria and performance vesting criteria resulting in incremental stock-based compensation expense of $3.0 million. There were no material modifications during the year ended December 31, 2019 or 2018. The company did not grant any additional incentive units during the year ended December 31, 2019 or 2018. During the years ended December 31, 2018 and 2017, 1.5 million and 1.8 million incentive units were vested with a weighted average grant date fair value of $0.05 per share, respectively. During 2019, all of the remaining 0.7 million incentive units were vested with a weighted average grant date fair value of $0.05 per share. Restricted Stock Units The following provides a summary of the RSU activity for the Company for the years ended December 31, 2019, 2018 and 2017: Number of Shares Weighted Average Grant Date Fair Value Weighted Average Remaining Contractual Term Aggregate Intrinsic Value (In thousands) (Per share) (Years) (In thousands) Balances at December 31, 2016 — $ — — $ — Granted 897 $ 12.18 Vested — $ — Forfeited — $ — Balances at December 31, 2017 897 $ 12.18 9.9 $ 186 Units expected to vest at December 31, 2017 897 $ 12.18 9.9 $ 186 Balances at December 31, 2017 897 $ 12.18 9.9 $ 186 Granted 577 $ 19.30 Vested (271 ) $ 12.61 Forfeited (55 ) $ 17.58 Balances at December 31, 2018 1,148 $ 15.40 1.8 $ 26,967 Units expected to vest at December 31, 2018 1,148 $ 15.40 1.8 $ 26,967 Balances at December 31, 2018 1,148 $ 15.40 1.8 $ 26,967 Granted 1,363 $ 27.22 Vested (336 ) $ 15.94 Forfeited (294 ) $ 20.47 Balances at December 31, 2019 1,881 $ 23.08 1.6 $ 44,386 Units expected to vest at December 31, 2019 1,881 $ 23.08 1.6 $ 44,386 The Company expects all outstanding RSUs to fully vest. During the year ended December 31, 2019, approximately $0.4 million of vested RSUs were forfeited related to the resignations of key executives. Additionally, during the year ended December 31, 2019, the board of directors approved accelerated vesting of RSUs for an exiting board member that resulted in a modification and an immaterial decrease in stock-based compensation expense. The total unrecognized compensation expense related to RSUs was $35.3 million as of December 31, 2019 and is expected to be recognized over a weighted average period of 2.8 years. During the year ended December 31, 2019, approximately $2.2 million of unrecognized compensation expense related to non-vested RSUs was forfeited related to the resignations of key executives. Employee Stock Purchase Plan The Company initially reserved 1.8 million shares of common stock for issuance under the ESPP. The number of shares available for issuance under the ESPP will increase each January 1 beginning in 2019 by 0.9 million shares of common stock. The ESPP will continue in effect unless terminated prior thereto by the Company’s board of directors or compensation committee, each of which has the right to terminate the ESPP at any time. As of December 31, 2019, approximately 2.1 million shares were available for issuance under the ESPP Plan. During the years ended December 31, 2019 and 2018, approximately 0.4 million A summary of the Company’s s tock-based compensation expense, which includes stock options, incentive units, RSUs and the ESPP is presented below: Year Ended December 31, 2019 2018 2017 (In thousands) Stock options $ 4,958 $ 3,943 $ 1,011 Incentive units 351 8,582 3,185 RSUs 11,213 5,352 318 ESPP 2,192 1,098 — Total stock-based compensation expense $ 18,714 $ 18,975 $ 4,514 A summary of the Company’s stock-based compensation expense as recognized on the consolidated statements of operations is presented below: Year Ended December 31, 2019 2018 2017 (In thousands) Cost of revenue - subscription $ 1,142 $ 945 $ 133 Cost of revenue - services and other 1,379 1,504 458 Research and development 3,517 3,026 658 General and administrative 5,990 7,798 2,062 Sales and marketing 6,686 5,702 1,203 Total stock-based compensation expense $ 18,714 $ 18,975 $ 4,514 |
Balance Sheet Related Items
Balance Sheet Related Items | 12 Months Ended |
Dec. 31, 2019 | |
Balance Sheet Related Disclosures [Abstract] | |
Balance Sheet Related Items | 13. Balance Sheet Related Items Property and Equipment, Net The cost and accumulated depreciation of property and equipment are as follows: As of December 31, 2019 2018 (In thousands) Computer equipment $ 10,453 $ 6,968 Buildout in progress — 15,295 Furniture and fixtures 4,218 138 Leasehold improvements 13,807 726 Other 1,337 354 Total property and equipment 29,815 23,481 Less: accumulated depreciation (8,515 ) (4,213 ) Total property and equipment, net $ 21,300 $ 19,268 Depreciation expense was $5.0 million, $1.9 million and $1.4 million for the years ended December 31, 2019, 2018 and 2017, respectively. There were no impairments of our property and equipment for the years ended December 31, 2019, 2018 and 2017. During the year ended December 31, 2019, we completed the build out of our Company’s corporate headquarters resulting in material additions primarily to furniture and fixtures and leasehold improvements. Prepayments and Other Current Assets and Other Non-Current Assets Prepayments and other current assets and other non-current assets include the balance of prepaid expenses, deferred contract acquisition costs Prepayments and other current assets consisted of the following: As of December 31, 2019 2018 (In thousands) Deferred contract acquisition costs, current $ 10,905 $ 8,392 Prepaid expenses 11,874 9,437 Contract assets 2,955 2,464 Other 2,136 1,557 Total prepayments and other current assets $ 27,870 $ 21,850 Other non-current assets consisted of the following: As of December 31, 2019 2018 (In thousands) Deferred contract acquisition costs, non-current $ 24,247 $ 19,651 Prepaid expenses 350 276 Contract assets 4,996 84 Other 961 363 Total other non-current assets $ 30,554 $ 20,374 Accrued Expenses and Other Liabilities Accrued expenses and other liabilities consisted of the following: As of December 31, 2019 2018 (In thousands) Commissions $ 9,611 $ 7,731 Bonus 12,273 4,829 Operating lease liabilities - current 3,951 — Payroll and related benefits 3,421 2,209 Indemnification holdbacks 2,500 — Sales and other taxes 1,538 2,798 Other 6,920 4,164 Total accrued expenses and other liabilities $ 40,214 $ 21,731 |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2019 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 14. Income Taxes Tax Cuts and Jobs Act The Tax Cuts and Jobs Act (“TCJA”) was enacted in December 2017. The TCJA significantly changes U.S. tax law by, among other things, lowering U.S. corporate income tax rates. The TCJA reduces the U.S. federal corporate income tax rate from 35% to 21%, effective January 1, 2018. GILTI Tax While the Tax Act provides for a modified territorial tax system, beginning in 2018, global intangible low-taxed income (“GILTI”) provisions will be applied providing an incremental tax on low taxed foreign income. The GILTI provisions require us to include in our U.S. income tax return foreign subsidiary earnings in excess of an allowable return on the foreign subsidiary’s tangible assets. For the year ended December 31, 2019 and 2018, the Company determined it was in an aggregated net loss position with respect to its controlled foreign corporations. Thus, there is no GILTI tax liability as of December 31, 2019 or 2018. Income Taxes Provision for income taxes consists of U.S. and state income taxes and income taxes in certain foreign jurisdictions in which the Company conducts business. With the previous adoption of ASC 606 in 2018, the Company is in a deferred tax liability position and no longer requires a valuation allowance. The Company still maintains a full valuation allowance for our Israel tax position due to the lack of taxable earnings for the foreseeable future. The following table presents consolidated income (loss) before income taxes as follows: Year Ended December 31, 2019 2018 2017 (In thousands) Domestic $ (11,289 ) $ 6,951 $ (2,780 ) Foreign (1,799 ) (2,191 ) (2,519 ) Total income (loss) before income taxes $ (13,088 ) $ 4,760 $ (5,299 ) The provision (benefit) for income taxes consisted of: Year Ended December 31, 2019 2018 2017 (In thousands) Current Federal $ — $ — $ 293 State 845 630 189 Foreign 1,820 1,740 1,997 Total current 2,665 2,370 2,479 Deferred Federal (5,731 ) (699 ) (293 ) State (1,354 ) (581 ) 202 Foreign (168 ) — (95 ) Total deferred (7,253 ) (1,280 ) (186 ) Provision (benefit) for income taxes $ (4,588 ) $ 1,090 $ 2,293 Deferred income taxes reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. Significant components of the Company’s deferred taxes are as follows: As of December 31, 2019 2018 (In thousands) Deferred tax assets: Research and development and other credits $ 6,848 $ 4,461 Net operating loss carryforward 9,609 8,147 Deferred revenue 7,853 4,747 Stock compensation 2,826 1,046 Leases 2,300 — Accrued expenses 2,605 1,182 Depreciable and amortizable assets — 54 Other 528 95 Total deferred tax assets 32,569 19,732 Deferred tax liabilities: Depreciable and amortizable assets (2,973 ) — Prepaid expenses (7,382 ) (5,889 ) Convertible senior notes (9,975 ) — Intangibles (16,687 ) (15,280 ) Total deferred tax liability, net (4,448 ) (1,437 ) Less valuation allowance for deferred tax assets (4,452 ) (2,705 ) Net deferred tax liability $ (8,900 ) $ (4,142 ) As of December 31, 2019 and 2018, the Company had federal net operating loss carryforwards of approximately $24.2 million and $23.2 million, respectively, and research and development credits of approximately $7.7 million and $5.3 million, respectively, which will begin to expire beginning in 2034 and 2025, respectively, if not utilized prior to that time. While the TCJA changed the net operating loss carryforward from 20 years to indefinitely, the Company has pre-TCJA net operating losses that are subject to the 20-year limitation. Utilization of the net operating loss and research and development credit carryforwards is subject to an annual limitation due to the “change in ownership” provisions of the Internal Revenue Code. However, management has determined via a formal analysis that the annual limitation will not result in the expiration of net operating loss and research credit carryforwards prior to utilization. As of December 31, 2019 and 2018, the Company’s gross deferred tax assets exceeded the Company’s reversing taxable temporary differences in Israel. Given the Company’s lack of earnings history in Israel, management determined it was not more likely than not that the benefit of the Company’s gross deferred tax assets that exceeded its reversing taxable temporary differences would be realized. Thus, a valuation allowance totaling $4.5 million and $2.7 million was recorded as of December 31, 2019 and 2018, respectively. As of December 31, 2019 and 2018, the Company’s U.S. reversing taxable temporary differences exceeded the Company’s U.S. gross deferred tax assets. As a result, management determined at December 31, 2019 and 2018, that it was more likely than not that the benefit of the Company’s U.S. gross deferred tax assets would be realized. Thus, no valuation allowance was recorded as of December 31, 2019 or 2018 against the Company’s U.S. gross deferred tax assets. The following table reconciles the Company’s effective tax rate to the federal statutory tax rate: Year Ended December 31, 2019 2018 2017 U.S. federal taxes at statutory rate 21.0 % 21.0 % 34.0 % State taxes, net of federal benefit 3.6 9.6 (4.0 ) Foreign tax rate differentials (7.6 ) 16.7 (9.1 ) Research and development credit 18.7 (26.2 ) 17.8 Foreign tax credit — — 18.3 Amended federal return due to law change — (18.8 ) — Stock options 16.9 (0.1 ) (23.6 ) Permanent differences and other (5.2 ) 3.8 (14.4 ) Change in state rate — — (1.9 ) Change in valuation allowance due to operations (11.3 ) 21.1 (58.4 ) Other (1.0 ) (4.2 ) (2.0 ) Total 35.1 % 22.9 % (43.3 )% The reconciliation of unrecognized tax benefits is as follows: Year Ended December 31, 2019 2018 2017 (In thousands) Beginning Balance $ 2,287 $ 1,863 $ 883 Additions (reductions) based on tax positions related to prior year (204 ) (263 ) 507 Additions based on tax positions related to current year 224 687 473 Ending Balance $ 2,307 $ 2,287 $ 1,863 Included in the balance of unrecognized tax benefits as of December 31, 2019, 2018 and 2017 is $2.3 million, $2.3 million and $1.9 million, respectively, of tax benefits that, if recognized, would affect the Company’s effective tax rate. The Company’s practice is to recognize interest and/or penalties related to income tax matters in income tax expense. During the years ended December 31, 2019, 2018 and 2017 the Company did not record any material interest or penalties. The Company files income tax returns in the U.S. federal, states, and foreign jurisdictions. The Company is no longer subject to U.S. federal income tax examinations for years before 2016 and is no longer subject to state, local and foreign income tax examinations by tax authorities for years before 2015. The Company is not currently under audit for federal or state jurisdiction. |
Net Income (Loss) Per Share Att
Net Income (Loss) Per Share Attributable to Common Stockholders | 12 Months Ended |
Dec. 31, 2019 | |
Earnings Per Share [Abstract] | |
Net Income (Loss) Per Share Attributable to Common Stockholders | 15. Net Income (Loss) Per Share Attributable to Common Stockholders Basic and diluted net income (loss) per share is computed by dividing net income (loss) attributable to common stockholders by the weighted average number of common shares outstanding during the period. Diluted earnings per share is calculated using our weighted average outstanding common shares including the dilutive effect of stock awards. In periods when the Company recognizes a net loss, the Company excludes the impact of outstanding stock awards from the diluted loss per share calculation as their inclusion would have an anti-dilutive effect. The following table sets forth the calculation of basic and diluted net income (loss) per share during the periods presented: Year Ended December 31, 2019 2018 2017 (1) (In thousands, except per share data) Numerator: Net income (loss) $ (8,500 ) $ 3,670 $ (7,592 ) Deemed dividends to preferred stockholders — — (21,129 ) Earnings allocated to participating securities — (29 ) — Net income (loss) available to common stockholders $ (8,500 ) $ 3,641 $ (28,721 ) Denominator Weighted average shares outstanding Basic 88,907 86,495 52,340 Diluted 88,907 90,003 52,340 Net income (loss) attributable to common stockholders per share Basic $ (0.10 ) $ 0.04 $ (0.55 ) Diluted $ (0.10 ) $ 0.04 $ (0.55 ) (1) The comparative information for 2017 has not been adjusted to reflect the adoption of the revised revenue recognition standard and is reported on an ASC 605 basis. See Note 3 “Revenue Recognition” of our 2018 Annual Report for additional information related to our adoption of the revised revenue recognition standard (ASC 606). The following weighted average outstanding shares of common stock equivalents were excluded from the computation of the diluted net income (loss) per share attributable to common stockholders for the periods presented because their effect would have been anti-dilutive: Year Ended December 31, 2019 2018 2017 (In thousands) Stock options to purchase common stock 3,037 36 2,402 Non-vested incentive units — — 2,915 RSUs issued and outstanding 1,899 13 105 ESPP 15 — — Total 4,951 49 5,422 As we expect to settle the principal amount of the Notes in cash and any excess in shares of the Company’s common stock, the Company uses the treasury stock method for calculating any potential dilutive effect of the conversion spread on diluted net income per share, if applicable. The conversion spread of approximately 14.1 million shares will have a dilutive impact on diluted net income per share of common stock when the average market price of our common stock for a given period exceeds the conversion price of $28.42 per share. |
Geographic Information and Majo
Geographic Information and Major Customers | 12 Months Ended |
Dec. 31, 2019 | |
Segment Reporting [Abstract] | |
Geographic information and major customers | 16. Geographic Information and Major Customers ASC 280, “Segment Reporting”, establishes standards for reporting information about operating segments. Operating segments are defined as components of an enterprise about which separate financial information is available that is evaluated regularly by the chief operating decision makers in deciding how to allocate resources and in assessing performance. The Company manages its business on the basis of one reportable segment, and derives revenues from licensing of software, sale of professional services, maintenance and technical support. The following are a summary of consolidated revenues within geographic areas: Year Ended December 31, 2019 2018 2017 (1) (In thousands) United States $ 204,500 $ 171,497 $ 134,676 EMEA (2) 54,315 49,871 33,097 Rest of the World (2) 29,700 27,552 18,283 Total revenue $ 288,515 $ 248,920 $ 186,056 (1) The comparative information for 2017 has not been adjusted to reflect the adoption of the revised revenue recognition standard and is reported in accordance with ASC 605. See Note 3 “Revenue Recognition” of our 2018 Annual Report for additional information related to our adoption of the revised revenue recognition standard (ASC 606). (2) No single country represented more than 10% of our consolidated revenue. |
Employee Benefit Plans
Employee Benefit Plans | 12 Months Ended |
Dec. 31, 2019 | |
Postemployment Benefits [Abstract] | |
Employee Benefit Plans | 17. Employee Benefit Plans The Company has established a defined contribution savings plan under Section 401(k) of the Internal Revenue Code (the “401(k) Plan”). The 401(k) Plan covers substantially all employees who meet minimum age and service requirements and allows participants to defer a percentage of their annual compensation as defined in the 401(k) Plan. To date, the Company has made no contributions to the 401(k) Plan. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2019 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying consolidated financial statements, which include the accounts of the Company and its wholly owned subsidiaries, have been prepared in conformity with accounting principles generally accepted in the United States of America (“GAAP”). The consolidated financial statements include the accounts of SailPoint Technologies Holdings, Inc. and its subsidiaries. All intercompany accounts and transactions have been eliminated in consolidation. The Company operates as one operating segment. The Company’s chief operating decision makers, who review financial information presented on a consolidated basis for purposes of making operating decisions, assess financial performance and allocate resources. |
Use of Estimates | Use of Estimates The preparation of consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Management periodically evaluates such estimates and assumptions for continued reasonableness. In particular, we make estimates with respect to the fair value allocation of multiple performance obligation in revenue recognition, the collectability of accounts receivable, valuation and estimated useful lives of long-lived assets, fair value of the liability and equity components of the Notes (as defined below), stock-based compensation expense and income taxes. Appropriate adjustments, if any, to the estimates used are made prospectively based upon such periodic evaluation. Actual results could differ from those estimates. |
Cash, Cash Equivalents and Restricted Cash | Cash, Cash Equivalents and Restricted Cash We consider all highly liquid investments with an original maturity of three months or less from date of purchase to be cash equivalents. The Company is required to maintain a small amount of restricted cash to guarantee rent payments in a foreign subsidiary as well as $6.0 million of cash collateral for an unconditional standby letter of credit related to the Company’s corporate headquarters lease As of December 31, 2019 2018 (In thousands) Cash and cash equivalents per balance sheet $ 443,795 $ 70,964 Restricted cash per balance sheet 6,325 6,272 Cash, cash equivalents and restricted cash per cash flow $ 450,120 $ 77,236 |
Fair Value of Financial Instruments | Fair Value of Financial Instruments Assets and liabilities recorded at fair value in the financial statements are categorized based upon the level of judgment associated with the inputs used to measure their fair value. Hierarchical levels which are directly related to the amount of subjectivity associated with the inputs to the valuation of these assets or liabilities are as follows: • Level 1: Observable inputs that reflect quoted prices (unadjusted) for identical assets or liabilities in active markets. • Level 2: Observable inputs, other than Level 1 prices, such as quoted prices for similar assets or liabilities, quoted prices in markets that are not active or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. • Level 3: Unobservable inputs reflecting our own assumptions incorporated in valuation techniques used to determine fair value. These assumptions are required to be consistent with market participant assumptions that are reasonably available. |
Concentration of Credit and Other Risks | Concentration of Credit and Other Risks Financial instruments that potentially subject the Company to concentrations of credit risk consist of cash and cash equivalents and accounts receivable. The Company maintains its cash in bank deposit accounts that, at times, may exceed federally insured limits. There was no concentration of credit risk for customers as of December 31, 2019 as no individual entity represented more than 10% of the balance in accounts receivable. As of December 31, 2018, approximately 11% of the Company’s accounts receivable was from one customer. Management considers concentration of credit risk to be minimal with respect to accounts receivable due to the positive historical collection experience of the Company despite the geographic concentrations related to the Company’s customers. No customer represented more than 10% of revenue in the years ended December 31, 2019, 2018 and 2017. The Company does not experience concentration of credit risk in foreign countries as no foreign country represents more than 10% of the Company’s consolidated revenues or net assets. The Company’s revenue by geographic region based on the customer’s location is presented in Note 16 “Geographic Information and Major Customers.” |
Accounts Receivable and Allowance for Doubtful Accounts | Accounts Receivable and Allowance for Doubtful Accounts The Company continuously assesses the collectability of outstanding customer invoices and in doing so, the Company assesses the need to maintain an allowance for estimated losses resulting from the non-collection of customer receivables. In estimating this allowance, the Company considers factors such as: historical collection experience, a customer’s current creditworthiness, customer concentrations, age of outstanding balances, both individually and in the aggregate, and existing economic conditions. Actual customer collections could differ from the Company’s estimates. The Company determined that an allowance for doubtful accounts was not required for the periods presented. The bad debt expense recognized for the years ended December 31, 2019 and 2018 was $0.2 million and $2.3 million, respectively. The bad debt expense recognized for the year ended December 31, 2017 was not material. |
Property and Equipment, Net | Property and Equipment, Net Property and equipment, net, is stated at cost less accumulated depreciation. Depreciation is recorded using the straight-line method over the estimated useful lives of the respective assets, generally three to five years. Leasehold improvements are depreciated over the shorter of the estimated useful lives of the asset or the related lease term. Repairs and maintenance costs are expensed as incurred. Property and equipment are reviewed for impairment whenever events or circumstances indicate their carrying value may not be recoverable. When such events or circumstances arise, an estimate of future undiscounted cash flows produced by the asset, or the appropriate grouping of assets, is compared to the asset’s carrying value to determine if an impairment exists. If the asset is determined to be impaired, the impairment loss is measured based on the excess of the carrying value over the assets fair value. Assets to be disposed of are reported at the lower of carrying value or net realizable value. There were no impairments of property and equipment during the years ended December 31, 2019, 2018 and 2017. |
Goodwill | Goodwill Goodwill represents the excess of acquisition cost over the fair value of net tangible and identified net assets acquired. Goodwill and intangible assets that have indefinite lives are not amortized, but rather tested for impairment annually, or more often if and when events or circumstances indicate that the carrying value may not be recoverable. For purposes of assessing potential impairment, we estimate the fair value of the reporting unit, based on our market capitalization, and compare this amount to the carrying value of the reporting unit. If we determine that the carrying value of the reporting unit exceeds its fair value, an impairment charge would be required. We have determined that we operate as one reporting unit and may first assess qualitative factors to determine whether the existence of events or circumstances indicate impairment test on goodwill is required. Goodwill is tested on an annual basis as of October 31 st |
Intangible Assets | Intangible Assets Intangible assets are amortized on a straight-line basis over their estimated useful lives. The Company periodically reviews the estimated remaining useful life of our intangible assets and whether events or changes in circumstances warrant a revision to the remaining period of amortization. Periodically, the Company evaluates the recoverability of its long-lived assets including intangible assets, for possible impairment whenever events or circumstances indicate that the carrying amount of such assets may not be recoverable. Recoverability of these assets is measured by comparison of the carrying amount of each asset, or related asset group, to the future undiscounted cash flows the asset is expected to generate. If the undiscounted cash flows used in the test for recoverability are less than the carrying amount of these assets, the carrying amount of such assets is reduced to fair value. There were no impairments of intangible assets for the years ended December 31, 2019, 2018 and 2017. |
Business Combinations | Business Combinations We allocate the fair value of purchase consideration to the tangible assets acquired, liabilities assumed, and intangible assets acquired based on their estimated fair values. The excess of the fair value of purchase consideration over the fair values of these identifiable assets and liabilities is recorded as goodwill. Such valuations require management to make significant estimates and assumptions, especially with respect to intangible assets. Significant estimates in valuing certain intangible assets may include, but are not limited to, future expected cash flows from acquired users, acquired technology, and trade names from a market participant perspective, useful lives and discount rates. Management’s estimates of fair value are based upon assumptions believed to be reasonable, but which are inherently uncertain and unpredictable and, as a result, actual results may differ from estimates. During the measurement period, which is one year from the acquisition date, we may record adjustments to the assets acquired and liabilities assumed, with the corresponding offset to goodwill. Upon the conclusion of the measurement period, any subsequent adjustments are recorded to earnings. |
Software Development Costs | Software Development Costs Software development costs for products intended to be sold, leased or otherwise marketed are expensed as incurred until technological feasibility has been established, at which time such costs are capitalized until the product is available for general release to customers. Technological feasibility is established when a product design and working model have been completed and the completeness of the working model and its consistency with the product design have been confirmed by testing. To date, the establishment of technological feasibility of the Company’s products and general release of such software have substantially coincided. As a result, we have not capitalized any software development costs through December 31, 2019 and all such costs have been recorded as research and development expenses as incurred in the consolidated statements of operations. |
Comprehensive Income (Loss) | Comprehensive Income (Loss) The Company has not entered into transactions that require presentation as other comprehensive income (loss). Total comprehensive income (loss) is equal to net income (loss) for all periods presented. |
Revenue Recognition | Revenue Recognition ASC 606 Revenue consists of fees for perpetual and term licenses for the Company’s software products, post-contract customer support (referred to as maintenance), software as a service (“SaaS”) and professional services including training and other revenue. The following describes the nature of the Company’s primary types of revenues and the revenue recognition policies as they pertain to the types of transactions the Company enters into with its customers. License Revenue License revenue includes perpetual license fees and term license fees which provide customers with the same functionality and differ mainly in the duration over which the customer benefits from the use of software. Both revenues from perpetual license and term license performance obligations are generally recognized upfront at the point in time when the software license has been delivered. All license transactions generally include an amount for first-year maintenance at no additional charge, which we recognize as subscription revenue over the term. Subscription Revenue Our subscription revenue consists of (i) fees for ongoing maintenance and support of our licensed solutions and (ii) subscription fees for access to, and related support for, our SaaS offerings. We typically invoice subscription fees in advance in annual installments and recognize subscription revenue ratably over the term of the applicable agreement. Subscription revenue include arrangements for software maintenance and technical support for our products and subscription services. Maintenance contracts generally have a term of one year and SaaS contracts usually have a term of one to three years which is initially deferred and recognized ratably over the life of the contract. Maintenance services agreements consist of fees for providing software updates on a when and if available basis and for providing technical support for software products for a specified term. We believe that our when and if available software updates and technical support each have the same pattern of transfer to the customer and are substantially the same. Therefore, we consider these to be a single distinct performance obligation. Revenue allocated to maintenance services are recognized ratably over the contract term beginning on the delivery date of each offering. Expenses related to maintenance and subscription are recognized as incurred. Unearned maintenance and SaaS revenue are included in deferred revenue. The Company’s subscription services arrangements are generally non-cancelable and do not contain refund-type provisions. In instances that subscription services arrangements are deemed cancellable, which is rare, the Company will adjust the transaction price and period for revenue recognition accordingly to be reflective of the contract term in accordance with Accounting Standards Codification (“ASC”) 606, Revenue from Contracts with Customers (“ASC 606”) . Services and Other Revenue Services and other revenue consist primarily of fees from professional services provided to our customers and partners to configure and optimize the use of our solutions as well as training services related to the configuration and operation of our platform. The Company’s professional services contracts are either on a time-and-materials or consumption-based on a fixed fee or prepaid basis. For services that are contracted for at a fixed price, progress is generally measured based on hours incurred as a percentage of the total estimated hours required for complete satisfaction of the related performance obligations. For services that are contracted on a time-and-materials or prepaid basis, progress is generally based on actual hours expended. These input methods (e.g. hours incurred or expended) are considered a faithful depiction of our efforts to satisfy services contracts as they represent the performance obligation consumed by the customer and performed by the entity and therefore reflect the transfer of services to a customer under such contracts. Services revenues are generally recognized over time as the services are performed. Revenues for fixed price services and prepaids are generally recognized over time applying input methods to estimate progress to completion. Revenues for consumption-based services are generally recognized as the services are performed. Training revenues are recognized as the services are performed over time. Deferred Contract Acquisition Costs Under ASC 606, sales commissions paid to our sales force and the related employer payroll taxes, collectively “ deferred contract acquisition costs The current portion of these capitalized costs are recorded in prepayments and other current assets and non-current portion is included in other non-current assets, in our consolidated balance sheets. Previously under ASC 605, the Company generally capitalized deferred contract costs associated with subscription revenues, which were subsequently amortized over the term of the subscription while deferred contract cost related to license revenues were previously recognized as incurred. We determined the period of benefit by taking into consideration our customer contracts, customer turnover rates, the life of our technology and other factors. In the adoption of ASC 606, the Company applied the practical expedient to expense costs as incurred if the expected amortization period is one year or less. Amortization of deferred contract acquisition costs is included in sales and marketing expenses in the accompanying consolidated statements of operations. There were no material impairments to deferred contract acquisition costs for all periods presented. Contract Balances Deferred revenue We typically invoice our customers for subscription fees in advance on either an annual, two- or three-year basis, with payment due at the start of the subscription term. For subscription fees, which includes maintenance and SaaS, the timing of payments is typically upfront. Therefore, a contract liability or deferred revenue, is created because payment is made in advance of performance and these performance obligations are satisfied over time. Timing may differ between the satisfaction of performance obligations and the invoicing and collection of amounts related to our contracts with customers. Liabilities are recorded for amounts that are collected in advance of the satisfaction of performance obligations. Invoice amounts for non-cancelable services starting in future periods are included in contract assets and deferred revenue. The portion of deferred revenue that we anticipate will be recognized within twelve months is recorded as current deferred revenue and the remaining portion is recorded as non-current deferred revenue in the consolidated balance sheets. Contract assets Contract assets relate to the Company’s rights to consideration for performance obligations satisfied but not billed at the reporting date on contracts. Contract assets are transferred to accounts receivable when the rights become unconditional. Contract assets are included in prepayments and other current assets and other non-current assets in the consolidated balance sheets. Revenue Recognition ASC 605 Our revenue recognition accounting policy for ASC 605 is shown below as amounts for the 2017 reporting period were presented under ASC 605. Revenue consists of fees for perpetual licenses for the Company’s software products, post-contract customer support (referred to as maintenance), professional services, SaaS and other revenue. The Company recognizes revenue in accordance with the provisions of the Financial Accounting Standards Board (“FASB”) authoritative guidance on software revenue recognition and multiple element arrangements. Revenue is recognized when: • Persuasive evidence of an arrangement exists • Delivery has occurred, or services have been rendered • The Company’s price to the buyer is fixed or determinable, and • Collectability is probable The Company frequently enters into sales arrangements that contain multiple elements or deliverables. For arrangements that include both software and non-software elements, the Company allocates revenue to the software deliverables as a group and separable non-software deliverables as a group based on their relative selling prices. In such circumstances, the accounting principles establish a hierarchy to determine the selling price used for allocating revenue to the deliverables as follows: (i) Vendor Specific Objective Evidence (“VSOE”), (ii) third-party evidence of selling price (“TPE”) and (iii) the best estimate of the selling price (“ESP”). Cloud-based services, and professional services related to cloud-based services, are considered to be non-software elements in the Company’s arrangements. VSOE of fair value for each element is based on the Company’s standard rates charged for the product or service when such product or service is sold separately or based upon the price established by the Company’s pricing committee when that product or service is not yet being sold separately. The Company establishes VSOE for maintenance and professional services using a “bell-shaped curve” approach. When applying the “bell-shaped curve” approach the Company analyzes all maintenance renewal transactions over the past twelve months for that category of license and plots those data points on a bell-shaped curve to ensure that a high percentage of the data points are within an acceptable margin of the established VSOE rate. This analysis is performed quarterly on a rolling 12-month basis. When the Company is unable to establish a selling price for non-software arrangements using VSOE or TPE, the Company uses ESP in the allocation of arrangement consideration. The objective of ESP is to determine the price at which the Company would transact a sale if the product or service were sold on a stand-alone basis. The determination of ESP is made through consultation with and formal approval by the Company’s management, taking into consideration the Company’s go-to-market strategy, pricing factors, and historical transactions. The Company recognizes revenue for software arrangements that include undelivered elements using the residual method. Under the residual method, the fair value of the undelivered elements is deferred and recognized as such elements are delivered to the customer and the remaining portion of the agreement fee is recognized as license revenue upon delivery. The determination of fair value of each undelivered element in software arrangements is based on VSOE. If VSOE has not been established for certain undelivered elements in an agreement, revenue is deferred until those elements have been delivered or their VSOE has been determined. Revenue from maintenance and SaaS services is recognized ratably over the relevant contract period. Service revenue includes consulting and training. The Company has determined that consulting and training services are not essential to the functionality of the Company’s software and SaaS offerings, and consulting and training services are typically listed separately in arrangements, are optional, and sold separately. As a result, the Company has established VSOE or ESP for consulting and training services and they therefore qualify for separate accounting. In order to account for deliverables in a multiple-deliverable arrangement as separate unit of accounting, delivered elements must have standalone value. In determining whether professional services have standalone value, we consider the following factors for each professional services agreement: availability of the services from other vendors, the nature of the professional services, the timing of when the professional services contract was signed in comparison to the software or SaaS arrangement and the contractual dependence of the arrangement on the customer’s satisfaction with the professional services. Professional services sold as part of arrangements generally qualify for separate accounting. Consulting and training service revenue that qualifies for separate accounting is recognized as the services are performed using the proportional performance method for fixed fee consulting contracts, or when the right to the service expires. The majority of the Company’s consulting contracts are billed on a time-and-materials basis. Cost of Revenue Cost of revenue for licenses consists of amortization expense for developed technology acquired and third-party royalties. Cost of subscription revenue consists primarily of employee costs of our customer support organization (including salaries, benefits, bonuses and stock-based compensation), contractor costs to supplement our staff levels, third-party cloud-hosting costs, allocated overhead and amortization expense for developed technology acquired. Cost of revenue for services and other revenue consists primarily of personnel-related costs of our services and training departments (including salaries, commissions, benefits, bonuses and stock-based compensation), contractor costs to supplement our staff levels and allocated overhead. |
Research and Development Expenses | Research and Development Expenses Research and development costs are expensed as incurred. Research and development expenses consist primarily of personnel-related costs for the design and development of our platform and technologies, contractor costs to supplement our staff levels, third-party web services, consulting services, allocated overhead and amortization expense for intangible assets acquired. |
Advertising Expenses | Advertising Expenses The Company expenses advertising costs as incurred and are included in sales and marketing expense. Advertising expenses were approximately $11.3 million, $7.3 million and $6.0 million for the years ended December 31, 2019, 2018 and 2017, respectively. |
Stock-Based Compensation | Stock-Based Compensation The Company measures stock-based compensation expense for equity instruments granted to employees and board members based upon the estimated fair value of the award at the date of grant adjusted for estimated forfeitures. The Company estimates the fair value of stock options granted using the Black-Scholes option-pricing model, which requires us to estimate the expected term, fair value of common stock, expected volatility, expected forfeitures, risk-free interest rate, and dividend yield. The risk-free interest rate is based on the U.S. treasury yield curve for the term consistent with the life of the stock options as of the date of grant. The Company has elected to apply the “shortcut approach” in developing the estimate of expected term for “plain vanilla” stock options by using the mid-point between the vesting date and contractual termination date. The Company has not paid and does not anticipate paying cash dividends on its common stock; therefore, the expected dividend yield is assumed to be zero. During 2019, the Company began to determine volatility by introducing the Company’s own historical volatility measurements once two years of historical data become available in the public market. The Company used a blend of the Company’s volatility and industry peers to arrive at a volatility consistent with the life of the options. The Company intends to increase the weighting factor of the Company’s own volatility going forward as additional time periods become available. Prior to 2019, the Company determined the volatility for stock options granted based on the average historical price volatility for industry peers over a period equivalent to the expected term of the stock option grants. The Company did not utilize its own historic volatility because, prior to November 2017, there was no public market for the Company’s common stock, and current time in the public market was not sufficiently long enough to provide representative historical data. Stock-based compensation expense resulting from this valuation is recognized in the consolidated statements of operations on a straight-line basis over the period during which an employee provides the requisite service in exchange for the award. The Company analyzes the facts and circumstances of each equity instrument to determine if modification accounting is required. When a modification is triggered, the revised fair value is calculated, and additional stock-based compensation is recognized over the remaining service period of the modified instrument. The Company estimates potential forfeitures of stock grants and adjust s recorded stock-based compensation expense accordingly . Based on historical experiences, the Company uses the simplified approach in estimating no forfeitures. The estimate of forfeitures is based on historical experience and is adjusted over the requisite service period to the extent that actual forfeitures differ, or are expected to differ, from the prior estimates. Changes in estimated forfeitures will be recognized in the period of change and will impact the amount of stock-based compensation expense to be recognized in future periods. Restricted stock units (“RSUs”) are generally subject to forfeiture if employment terminates prior to the vesting date. We expense the cost of the RSUs, which is determined to be the fair market value of the shares of common stock underlying the RSUs on the date of grant, ratably over the period during which the vesting restrictions lapse. In November 2017, the Company’s board of directors adopted the Employee Stock Purchase Plan (the "ESPP"). The ESPP became effective November of 2017, after the date our registration statement was declared effective by the SEC. ESPP purchase rights have an expected volatility consistent with our volatility estimates that are used to value our stock options. The expected term represents the period of time the ESPP purchase rights are expected to be outstanding and approximates the offering period. |
Foreign Currency Translation | Foreign Currency Translation The functional currency of our non-U.S. subsidiaries is the U.S. dollar; therefore, all gains and losses on currency transactions are expensed as incurred. |
Income Taxes | Income Taxes The Company uses the liability method of accounting for income taxes. Under this method, deferred tax assets and liabilities are recognized for expected future tax consequences of temporary differences between the carrying amounts and the tax bases of assets and liabilities. Valuation allowances are provided if it is more likely than not that some or all of the deferred tax assets will not be realized. The Company accounts for uncertainty of income taxes based on a “more-likely-than-not” threshold for the recognition and de-recognition of tax positions, which includes the accounting for interest and penalties relating to tax positions. |
Convertible Senior Notes | Convertible Senior Notes Convertibles Senior Notes are accounted for in accordance with FASB ASC Subtopic 470-20, Debt with Conversion and Other Options. Pursuant to ASC Subtopic 470-20, issuers of certain convertible debt instruments, such as the Notes, that have a net settlement feature and may be settled wholly or partially in cash upon conversion are required to separately account for the liability and equity components of the instrument. The carrying amount of the liability component of the instrument is computed by estimating the fair value of a similar liability without the conversion option. The amount of the equity component is then calculated by deducting the fair value of the liability component from the principal amount of the instrument. The difference between the principal amount and the liability component represents a debt discount that is amortized to interest expense over the respective terms of the Notes using an effective interest rate method. The equity component is not remeasured as long as it continues to meet the conditions for equity classification. In accounting for the issuance costs related to the Notes, the allocation of issuance costs incurred between the liability and equity components were based on their relative values. |
Leases | Leases The Company accounts for a contract as a lease when it has the right to control the asset for a period of time while obtaining substantially all of the assets’ economic benefits. The Company’s leases are primarily for office space. In accordance with the adoption of ASC 842 (defined below) effective January 1, 2019, at the inception or modification of an arrangement, we determine whether the arrangement is or contains a lease based on the unique facts and circumstances present and if so, the classification of the lease. Right-of-use (“ROU”) assets and lease liabilities are recognized at the present value of future lease payments over the lease term. ROU assets represent the right to use an underlying asset for the lease term, and lease liabilities represent the obligation to make lease payments arising from the lease. The implicit rate s within our operating leases are generally not determinable and therefore we use the incremental borrowing rate at the lease commencement date to determine the present value of lease payments. The determination of our incremental borrowing rate requires judgment. We determine our incremental borrowing rate for each lease using our estimated borrowing rate, adjusted for various factors including level of collateralization and term to align with the terms of the lease. ROU assets include any upfront lease payments made and exclude lease incentives. The Company leases its facilities under non-cancelable operating lease agreements. Additionally, these leases often require the Company to pay property taxes, insurance and maintenance costs, which are not recorded on the balance sheets and are generally expensed as incurred. Certain of these facility leases contain predetermined fixed escalations of the minimum rentals, and the Company recognizes expense for these leases on a straight-line basis over the full term of the lease arrangement. Certain of our leases include options to extend or terminate the lease. An option to extend the lease is considered in connection with determining the ROU asset and lease liability when it is reasonably certain we will exercise that option. An option to terminate is considered unless it is reasonably certain we will not exercise the option. Leases with an initial term of 12 months or less are not recorded on the balance sheet. The depreciable life of related leasehold improvements is based on the lease term. We have lease agreements with lease and non-lease components which we account for as a single lease component. The Company’s non-lease components are primarily related to maintenance related costs, which are typically variable in nature and are expensed in the period incurred. For periods prior to the adoption of ASC 842, we recorded rent expense on a straight-line basis over the term of the related lease. The difference between the straight-line rent expense and the payments made in accordance with the operating lease agreements were recognized as a deferred rent liability on the accompanying consolidated balance sheets. |
Net Income (Loss) Per Share | Net Income (Loss) Per Share Basic net income (loss) per share attributable to common stockholders is calculated by dividing the net income (loss) attributable to common stockholders for the period, defined as net income (loss) minus the deemed dividends on redeemable convertible preferred stock and |
Recently Adopted Accounting Pronouncements | Recently Adopted Accounting Pronouncements In February 2016, the FASB issued ASU 2016-02 and subsequent updates thereafter in ASU 2017-13, ASU 2018-10 and ASU 2018-11, Leases (collectively, Accounting Standards Codification 842 or ASC 842). This standard requires lessees to recognize right-of-use (“ROU”) assets and lease liabilities for all leases, including operating leases, with a term greater than 12 months on its balance sheet. The standard also expands the required quantitative and qualitative disclosures surrounding leases. On January 1, 2019, we adopted ASC 842 using the modified retrospective transition method with certain practical expedients available for leases existing at, or entered into after, the beginning of the earliest comparative period presented in the consolidated financial statements. SailPoint evaluated whether any cumulative adjustment is required to be recorded to retained earnings as a result of applying the provisions set forth under ASC 842 for any existing arrangements not yet completed as of January 1, 2019. Adoption of ASC 842 did not result in a cumulative adjustment to retained earnings as of January 1, 2019. In addition, it is important to note that under the modified retrospective transition method, our prior period results were not recast to reflect the new standard. We elected the package of practical expedients permitted under the transition guidance, which allowed us to waive reassessing the lease classification for any expired or existing leases, the initial direct costs for any existing leases and whether any expired or existing contracts contained leases. We have lease agreements with lease and non-lease components which we have elected to account for as a single lease component. We implemented internal controls and key system functionality to enable the preparation of financial information upon adoption. The adoption of the new standard represents a change in accounting principle with the intent to increase transparency and comparability among organizations by requiring the recognition of ROU assets and lease liabilities on the balance sheet. Most prominent among the changes in the standard is the recognition of ROU assets and lease liabilities by lessees for those leases classified as operating leases. Under the standard, disclosures are required to meet the objective of enabling users of financial statements to assess the amount, timing, and uncertainty of cash flows arising from leases. We have made an accounting policy election not to recognize ROU assets and lease liabilities that arise from short-term leases for any class of underlying asset. The standard did not have a material impact on our consolidated statements of operations or statements of cash flows. Upon adoption of ASC 842, the opening impact on our consolidated balance sheets was not material, but it resulted in recording ROU assets and an increase in total lease liabilities of $3.5 million for operating leases for physical office space. In June 2018, the FASB issued ASU 2018-07, Compensation—Stock Compensation (ASC 718): Improvements to Nonemployee Share-Based Payment Accounting (ASU 2018-07), which simplifies the accounting for share-based payments to nonemployees by aligning it with the accounting for share-based payments to employees, with certain exceptions. ASU 2018-07 is effective for public companies for fiscal years beginning after December 15, 2018, including interim periods within that fiscal year. We adopted the standard effective January 1, 2019, using the prospective approach. This adoption resulted in no material impact on the Company’s consolidated financial statements. Recently Issued Accounting Standards Not Yet Adopted In August 2018, the Financial Accounting Standards Board (FASB) issued Accounting Standard Update (ASU) 2018-15, Intangibles—Goodwill and Other—Internal-Use Software (Subtopic 350-40): Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That is a Service Contract (ASU 2018-15), which clarifies the accounting for implementation costs in cloud computing arrangements. ASU 2018-15 is effective for public entities for annual periods, including interim periods within those annual periods beginning after December 15, 2019 and earlier adoption is permitted. The Company does not plan to early adopt, and therefore plans to adopt for the annual period beginning after December 15, 2019 on a prospective basis. The Company does not anticipate this standard will have a material impact upon adoption of ASU 2018-15 on our consolidated financial statements. In June 2016, the FASB issued ASU 2016-13, “Financial Instruments—Credit Losses (Topic 326).” This standard requires the measurement and recognition of expected credit losses for financial assets held at amortized cost. The standard replaces the existing incurred loss impairment model with an expected loss methodology, which will result in more timely recognition of credit losses. ASU 2016-13 is effective for public entities for annual periods, including interim periods within those annual periods beginning after December 15, 2019 and earlier adoption is permitted. The Company does not plan to early adopt, and therefore plans to adopt for the annual period beginning after December 15, 2019 on a modified retrospective basis. The Company does not anticipate this standard will have a material impact on our consolidated financial statements. In December 2019, the FASB issued ASU 2019-12, “Income Taxes – Simplifying the Accounting for Income Taxes.” The guidance removes exceptions to the general principles in Topic 740 for allocating tax expense between financial statement components, accounting basis differences stemming from an ownership change in foreign investments and interim period income tax accounting for year-to-date losses that exceed projected losses. The guidance becomes effective for annual reporting periods beginning after December 15, 2020 and interim periods within those fiscal years with early adoption permitted. Early adoption is permitted in the first period of the year this guidance is adopted. The Company plans to early adopt ASU 2019-12 for the annual period beginning after December 15, 2019. The Company is currently evaluating the impact of ASU 2019-12, although it does not anticipate this standard will have a material effect on the consolidated financial statements. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Accounting Policies [Abstract] | |
Summary of Cash, Cash Equivalents and Restricted Cash | The Company is required to maintain a small amount of restricted cash to guarantee rent payments in a foreign subsidiary as well as $6.0 million of cash collateral for an unconditional standby letter of credit related to the Company’s corporate headquarters lease As of December 31, 2019 2018 (In thousands) Cash and cash equivalents per balance sheet $ 443,795 $ 70,964 Restricted cash per balance sheet 6,325 6,272 Cash, cash equivalents and restricted cash per cash flow $ 450,120 $ 77,236 |
Revenue Recognition (Tables)
Revenue Recognition (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Revenue Recognition [Abstract] | |
Schedule of Timing of Transfer of Control and Cash Flows | The following table presents the Company’s revenue by timing of revenue recognition to understand the risks of timing of transfer of control and cash flows: Year Ended December 31, 2019 Year Ended December 31, 2018 License Subscription Services and other License Subscription Services and other (In thousands) Timing of revenue recognition Revenue recognized at a point in time $ 102,800 $ — $ — $ 105,000 $ — $ — Revenue recognized over time — 143,390 42,325 — 104,033 39,887 Total revenue $ 102,800 $ 143,390 $ 42,325 $ 105,000 $ 104,033 $ 39,887 |
Summary of Contract Balances | A summary of the activity impacting our contract balances during the years ended December 31, 2019 and 2018 is presented below: Contract Acquisition Costs Year Ended December 31, 2019 2018 (In thousands) Beginning Balance $ 28,043 $ 5,949 Adoption of ASC 606 — 16,199 Additional deferred contract acquisition costs 17,239 13,648 Amortization of deferred contract acquisition costs (10,130 ) (7,753 ) Ending Balance $ 35,152 $ 28,043 Deferred contract acquisition costs, current 10,905 8,392 Deferred contract acquisition costs, non-current 24,247 19,651 Deferred contract acquisition costs, total $ 35,152 $ 28,043 Deferred Revenue Year Ended December 31, 2019 2018 (In thousands) Beginning Balance $ 114,301 $ 83,125 Adoption of ASC 606 — (8,722 ) Increase, net 37,732 39,898 Ending Balance $ 152,033 $ 114,301 Deferred revenue, current 127,132 95,919 Deferred revenue, non-current 24,901 18,382 Deferred revenue, total $ 152,033 $ 114,301 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Fair Value Disclosures [Abstract] | |
Summary of Financial Assets that are Measured at Fair Value on a Recurring Basis | The following table presents information about the Company’s financial assets that are measured at fair value on a recurring basis using the above input categories as of December 31, 2019. As of December 31, 2019 Level 1 Level 2 Level 3 Total (In thousands) Assets: Cash equivalents: Money market funds $ 364,127 — — $ 364,127 Total cash equivalents $ 364,127 — — $ 364,127 |
Business Combinations (Tables)
Business Combinations (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Orkus | |
Business Acquisition [Line Items] | |
Summary of Preliminary Purchase Price Allocation | The following table summarizes the preliminary purchase price allocation as of the date of acquisition: As of October 15, 2019 (In thousands) Cash and cash equivalents $ — Prepayments and other current assets 34 Right-of-use assets 90 Goodwill 7,567 Intangible assets 9,830 Accounts payable (21 ) Accrued expenses and other liabilities (133 ) Deferred tax liability - non-current (861 ) Total fair value of assets acquired and liabilities assumed $ 16,506 |
Summary of Estimated Fair Values and Useful Lives of Identifiable Intangible Assets Acquired | The following table presents the estimated fair values and useful lives of the identifiable intangible assets acquired: Amount Estimated Useful Life (In thousands) (In years) Developed technology $ 9,830 5 |
Overwatch.ID | |
Business Acquisition [Line Items] | |
Summary of Preliminary Purchase Price Allocation | The following table summarizes the preliminary purchase price allocation as of the date of acquisition: As of October 15, 2019 (In thousands) Cash and cash equivalents $ 45 Accounts receivable 66 Prepayments and other current assets 103 Deferred tax asset - non-current 687 Right-of-use assets 175 Goodwill 14,107 Intangible assets 6,610 Accounts payable (256 ) Accrued expenses and other liabilities (185 ) Deferred revenue (466 ) Total fair value of assets acquired and liabilities assumed $ 20,886 |
Summary of Estimated Fair Values and Useful Lives of Identifiable Intangible Assets Acquired | The following table presents the estimated fair values and useful lives of the identifiable intangible assets acquired: Amount Estimated Useful Life (In thousands) (In years) Developed technology $ 6,610 5 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Schedule of Goodwill Activity | The following table reflects goodwill activity for the year ended December 31, 2019: (In thousands) Balance, December 31, 2018 $ 219,377 Goodwill acquired 21,674 Balance, December 31, 2019 $ 241,051 |
Schedule of Cost and Amortization of Intangible Assets | Total cost and amortization of intangible assets comprised of the following: As of December 31, Weighted Average Useful Life 2019 2018 Intangible assets, net (In years) (In thousands) Customer lists 15 $ 42,500 $ 42,500 Developed technology 8.9 58,440 42,000 Trade names and trademarks 17 24,500 24,500 Order backlog 1.5 — 1,100 Other 4.8 3,689 3,310 Total intangible assets 129,129 113,410 Less: Accumulated amortization (47,478 ) (38,550 ) Total intangible assets, net $ 81,651 $ 74,860 |
Summary of Amortization Expense Included in Consolidated Statements of Operations | Amortization expense is included in the consolidated statements of operations for each of the years ended December 31, 2019, 2018 and 2017, respectively, as follows: Year Ended December 31, 2019 2018 2017 (In thousands) Cost of revenue - licenses $ 4,032 $ 4,032 $ 4,032 Cost of revenue - subscription 1,076 384 384 Research and development 647 136 149 Sales and marketing 4,273 4,273 4,276 Total amortization of intangibles $ 10,028 $ 8,825 $ 8,841 |
Schedule of Estimated Future Amortization Expense of Intangible Assets | The total estimated future amortization expense of these intangible assets as of December 31, 2019 is as follows: Year Ending December 31, (In thousands) 2020 $ 12,682 2021 12,599 2022 12,262 2023 11,759 2024 9,424 Thereafter 22,925 Total amortization expense $ 81,651 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Commitments And Contingencies Disclosure [Abstract] | |
Summary of Operating Lease Costs and Other Supplemental Cash Flow Information Related to Operating Leases | Operating lease costs during the period presented were as follows: Year Ended December 31, 2019 (In thousands) Lease cost Operating lease cost $ 4,720 Short-term lease cost 2,389 Total lease cost $ 7,109 Other supplemental cash flow information related to operating leases is as follows: Year Ended December 31, 2019 (In thousands) Cash paid for amounts included in the measurement of lease liabilities Operating cash flows from operating leases $ 4,685 Right-of-use assets obtained in exchange for lease liabilities Operating leases $ 32,015 |
Summary of Future Minimum Lease Payments | As of December 31, 2019, we have no financing leases and we have non-cancelable operating lease commitments, excluding variable consideration. The undiscounted annual future minimum lease payments are summarized by year in the table below: Year Ending December 31, (In thousands) 2020 $ 5,324 2021 5,791 2022 5,753 2023 5,266 2024 5,025 Thereafter 22,283 Total minimum lease payments $ 49,442 Less: interest (7,456 ) Total present value of operating lease liabilities $ 41,986 Less: operating lease liabilities - current (3,951 ) Long-term operating lease liabilities $ 38,035 |
Convertible Senior Notes and _2
Convertible Senior Notes and Capped Call Transactions (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Debt Disclosure [Abstract] | |
Summary of Net Carrying Amount of Liability and Equity Components of Notes | The net carrying amount of the liability and equity components of the Notes as of December 31, 2019 was as follows: As of December 31, 2019 (In thousands) Liability component Principal $ 400,000 Unamortized discount (84,542 ) Unamortized issuance costs (6,407 ) Net carrying amount $ 309,051 Equity component, net of issuance costs $ 86,764 |
Summary of Interest Expense Recognized Related to Notes | The interest expense recognized related to the Notes for the year ended December 31, 2019 was as follows: Year Ended December 31, 2019 (In thousands) Contractual interest expense $ 133 Amortization of debt discount 4,199 Amortization of debt issuance costs 359 Total $ 4,691 |
Stock Option Plans and Stock-_2
Stock Option Plans and Stock-Based Compensation (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Summary of Fair Value of Stock Options Estimated by Using Weighted Average Assumptions | The fair value for the Company’s stock options granted and Employee Stock Purchase Plan (the "ESPP") purchase rights during the years ended December 31, 2019, 2018 and 2017 was estimated at grant date using a Black Scholes option-pricing model with the following assumptions: Time-Based Performance- Based Stock Options December 31, 2019 December 31, 2018 December 31, 2017 December 31, 2017 Expected dividend rate 0% 0% 0% 0% Expected volatility 38.8% - 46.0% 40.0% - 46.0% 40.9% - 49.0% 40.9% - 49.0% Risk-free interest rate 1.39% - 2.59% 2.63% - 2.97% 1.96% - 2.18% 1.96% - 2.18% Expected term (in years) 6.25 6.25 6.25 5.50 - 6.29 ESPP Expected dividend rate 0% 0% NA NA Expected volatility 39.8% - 48.1% 40.0% - 46.0% NA NA Risk-free interest rate 1.62% - 2.44% 2.00% - 2.56% NA NA Expected term (in years) 0.42 - 0.5 0.50 NA NA |
Summary of Restricted Stock Unit Activity | The following provides a summary of the RSU activity for the Company for the years ended December 31, 2019, 2018 and 2017: Number of Shares Weighted Average Grant Date Fair Value Weighted Average Remaining Contractual Term Aggregate Intrinsic Value (In thousands) (Per share) (Years) (In thousands) Balances at December 31, 2016 — $ — — $ — Granted 897 $ 12.18 Vested — $ — Forfeited — $ — Balances at December 31, 2017 897 $ 12.18 9.9 $ 186 Units expected to vest at December 31, 2017 897 $ 12.18 9.9 $ 186 Balances at December 31, 2017 897 $ 12.18 9.9 $ 186 Granted 577 $ 19.30 Vested (271 ) $ 12.61 Forfeited (55 ) $ 17.58 Balances at December 31, 2018 1,148 $ 15.40 1.8 $ 26,967 Units expected to vest at December 31, 2018 1,148 $ 15.40 1.8 $ 26,967 Balances at December 31, 2018 1,148 $ 15.40 1.8 $ 26,967 Granted 1,363 $ 27.22 Vested (336 ) $ 15.94 Forfeited (294 ) $ 20.47 Balances at December 31, 2019 1,881 $ 23.08 1.6 $ 44,386 Units expected to vest at December 31, 2019 1,881 $ 23.08 1.6 $ 44,386 |
Summary of Stock-Based Compensation Expense By Underlying Equity Instrument | A summary of the Company’s s tock-based compensation expense, which includes stock options, incentive units, RSUs and the ESPP is presented below: Year Ended December 31, 2019 2018 2017 (In thousands) Stock options $ 4,958 $ 3,943 $ 1,011 Incentive units 351 8,582 3,185 RSUs 11,213 5,352 318 ESPP 2,192 1,098 — Total stock-based compensation expense $ 18,714 $ 18,975 $ 4,514 |
Summary of Stock-Based Compensation Expense | A summary of the Company’s stock-based compensation expense as recognized on the consolidated statements of operations is presented below: Year Ended December 31, 2019 2018 2017 (In thousands) Cost of revenue - subscription $ 1,142 $ 945 $ 133 Cost of revenue - services and other 1,379 1,504 458 Research and development 3,517 3,026 658 General and administrative 5,990 7,798 2,062 Sales and marketing 6,686 5,702 1,203 Total stock-based compensation expense $ 18,714 $ 18,975 $ 4,514 |
Time Based | |
Summary of Stock Option Activity | Stock Options The following table summarizes activity for time-based stock options during the years ended December 31, 2019, 2018 and 2017: Number of Options Weighted Average Exercise Price Weighted Average Remaining Contractual Term Aggregate Intrinsic Value (In thousands) (Per share) (Years) (In thousands) Balances at December 31, 2016 1,622 $ 2.21 8.9 $ 1,547 Granted 1,592 $ 9.54 Conversion of performance to time based 592 $ 2.53 Exercised (152 ) $ 2.22 Forfeited (154 ) $ 2.21 Balances at December 31, 2017 3,500 $ 5.43 8.8 $ 31,784 Options vested and expected to vest at December 31, 2017 3,500 $ 5.43 8.8 $ 31,784 Options vested and exercisable at December 31, 2017 927 $ 2.28 7.9 $ 11,325 Balances at December 31, 2017 3,500 $ 5.43 8.8 $ 31,784 Granted 82 $ 23.17 Exercised (637 ) $ 2.84 Forfeited (128 ) $ 3.20 Balances at December 31, 2018 2,817 $ 6.64 8.0 $ 47,589 Options vested and expected to vest at December 31, 2018 2,817 $ 6.64 8.0 $ 47,589 Options vested and exercisable at December 31, 2018 1,095 $ 4.72 7.4 $ 20,558 Balances at December 31, 2018 2,817 $ 6.64 8.0 $ 47,589 Granted 1,068 $ 26.63 Exercised (730 ) $ 4.18 Forfeited (369 ) $ 16.31 Balances at December 31, 2019 2,786 $ 13.67 7.7 $ 31,489 Options vested and expected to vest at December 31, 2019 2,786 $ 13.67 7.7 $ 31,489 Options vested and exercisable at December 31, 2019 1,143 $ 6.17 6.4 $ 19,964 |
Summary of Non-vested Stock Options | The following table summarizes the status of the Company’s non-vested time-based vesting stock options for the years ended December 31, 2019, 2018 and 2017: Number of Shares Weighted Average Grant Date Fair Value (In thousands) (Per share) Non-vested at December 31, 2016 1,217 $ 1.05 Granted 1,592 $ 4.13 Conversion of performance to time based 323 $ 11.95 Vested (438 ) $ 1.04 Forfeited (111 ) $ 1.07 Non-vested at December 31, 2017 2,583 $ 4.32 Granted 83 $ 10.35 Vested (816 ) $ 2.99 Forfeited (122 ) $ 2.32 Non-vested at December 31, 2018 1,728 $ 5.47 Granted 1,068 $ 11.36 Vested (781 ) $ 5.35 Forfeited (370 ) $ 7.60 Non-vested at December 31, 2019 1,645 $ 8.88 |
Performance Shares | |
Summary of Stock Option Activity | The following table summarizes activity of performance vesting stock options for the year ended December 31, 2017. There was no activity of performance vesting stock options for the year ended December 31, 2019 or 2018 as all performance vesting options were modified to become service-based vesting stock options during the fourth quarter of 2017. Number of Options Weighted Average Exercise Price Weighted Average Remaining Contractual Term Aggregate Intrinsic Value (In thousands) (Per share) (Years) (In thousands) Balances at December 31, 2016 413 $ 2.19 8.9 $ 402 Granted 187 $ 3.27 Exercised (8 ) $ 2.38 $ 101 Conversion of shares (592 ) $ 2.53 8.5 Options vested and expected to vest at December 31, 2017 — $ — — $ — Options vested and exercisable at December 31, 2017 — $ — — $ — |
Balance Sheet Related Items (Ta
Balance Sheet Related Items (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Balance Sheet Related Disclosures [Abstract] | |
Schedule of Cost and Accumulated Depreciation of Property and Equipment | The cost and accumulated depreciation of property and equipment are as follows: As of December 31, 2019 2018 (In thousands) Computer equipment $ 10,453 $ 6,968 Buildout in progress — 15,295 Furniture and fixtures 4,218 138 Leasehold improvements 13,807 726 Other 1,337 354 Total property and equipment 29,815 23,481 Less: accumulated depreciation (8,515 ) (4,213 ) Total property and equipment, net $ 21,300 $ 19,268 |
Schedule of Prepayments and Other Current Assets | Prepayments and other current assets consisted of the following: As of December 31, 2019 2018 (In thousands) Deferred contract acquisition costs, current $ 10,905 $ 8,392 Prepaid expenses 11,874 9,437 Contract assets 2,955 2,464 Other 2,136 1,557 Total prepayments and other current assets $ 27,870 $ 21,850 |
Schedule of Other Non-current Assets | Other non-current assets consisted of the following: As of December 31, 2019 2018 (In thousands) Deferred contract acquisition costs, non-current $ 24,247 $ 19,651 Prepaid expenses 350 276 Contract assets 4,996 84 Other 961 363 Total other non-current assets $ 30,554 $ 20,374 |
Schedule of Accrued Expenses and Other Liabilities | Accrued expenses and other liabilities consisted of the following: As of December 31, 2019 2018 (In thousands) Commissions $ 9,611 $ 7,731 Bonus 12,273 4,829 Operating lease liabilities - current 3,951 — Payroll and related benefits 3,421 2,209 Indemnification holdbacks 2,500 — Sales and other taxes 1,538 2,798 Other 6,920 4,164 Total accrued expenses and other liabilities $ 40,214 $ 21,731 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Income Tax Disclosure [Abstract] | |
Summary of Consolidated Income (Loss) Before Provision for Income Taxes | The following table presents consolidated income (loss) before income taxes as follows: Year Ended December 31, 2019 2018 2017 (In thousands) Domestic $ (11,289 ) $ 6,951 $ (2,780 ) Foreign (1,799 ) (2,191 ) (2,519 ) Total income (loss) before income taxes $ (13,088 ) $ 4,760 $ (5,299 ) |
Summary of Provision (Benefit) for Income Taxes | The provision (benefit) for income taxes consisted of: Year Ended December 31, 2019 2018 2017 (In thousands) Current Federal $ — $ — $ 293 State 845 630 189 Foreign 1,820 1,740 1,997 Total current 2,665 2,370 2,479 Deferred Federal (5,731 ) (699 ) (293 ) State (1,354 ) (581 ) 202 Foreign (168 ) — (95 ) Total deferred (7,253 ) (1,280 ) (186 ) Provision (benefit) for income taxes $ (4,588 ) $ 1,090 $ 2,293 |
Reconciliation of Significant Components of Deferred Tax Assets and Deferred Tax Liabilities | Deferred income taxes reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. Significant components of the Company’s deferred taxes are as follows: As of December 31, 2019 2018 (In thousands) Deferred tax assets: Research and development and other credits $ 6,848 $ 4,461 Net operating loss carryforward 9,609 8,147 Deferred revenue 7,853 4,747 Stock compensation 2,826 1,046 Leases 2,300 — Accrued expenses 2,605 1,182 Depreciable and amortizable assets — 54 Other 528 95 Total deferred tax assets 32,569 19,732 Deferred tax liabilities: Depreciable and amortizable assets (2,973 ) — Prepaid expenses (7,382 ) (5,889 ) Convertible senior notes (9,975 ) — Intangibles (16,687 ) (15,280 ) Total deferred tax liability, net (4,448 ) (1,437 ) Less valuation allowance for deferred tax assets (4,452 ) (2,705 ) Net deferred tax liability $ (8,900 ) $ (4,142 ) |
Reconciliation of Federal Income Tax Rate and Effective Income Tax Rate | The following table reconciles the Company’s effective tax rate to the federal statutory tax rate: Year Ended December 31, 2019 2018 2017 U.S. federal taxes at statutory rate 21.0 % 21.0 % 34.0 % State taxes, net of federal benefit 3.6 9.6 (4.0 ) Foreign tax rate differentials (7.6 ) 16.7 (9.1 ) Research and development credit 18.7 (26.2 ) 17.8 Foreign tax credit — — 18.3 Amended federal return due to law change — (18.8 ) — Stock options 16.9 (0.1 ) (23.6 ) Permanent differences and other (5.2 ) 3.8 (14.4 ) Change in state rate — — (1.9 ) Change in valuation allowance due to operations (11.3 ) 21.1 (58.4 ) Other (1.0 ) (4.2 ) (2.0 ) Total 35.1 % 22.9 % (43.3 )% |
Reconciliation of Unrecognized Tax Benefits | The reconciliation of unrecognized tax benefits is as follows: Year Ended December 31, 2019 2018 2017 (In thousands) Beginning Balance $ 2,287 $ 1,863 $ 883 Additions (reductions) based on tax positions related to prior year (204 ) (263 ) 507 Additions based on tax positions related to current year 224 687 473 Ending Balance $ 2,307 $ 2,287 $ 1,863 |
Net Income (Loss) Per Share A_2
Net Income (Loss) Per Share Attributable to Common Stockholders (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Earnings Per Share [Abstract] | |
Schedule of Calculation of Basic and Diluted Net Income (Loss) Per Share | The following table sets forth the calculation of basic and diluted net income (loss) per share during the periods presented: Year Ended December 31, 2019 2018 2017 (1) (In thousands, except per share data) Numerator: Net income (loss) $ (8,500 ) $ 3,670 $ (7,592 ) Deemed dividends to preferred stockholders — — (21,129 ) Earnings allocated to participating securities — (29 ) — Net income (loss) available to common stockholders $ (8,500 ) $ 3,641 $ (28,721 ) Denominator Weighted average shares outstanding Basic 88,907 86,495 52,340 Diluted 88,907 90,003 52,340 Net income (loss) attributable to common stockholders per share Basic $ (0.10 ) $ 0.04 $ (0.55 ) Diluted $ (0.10 ) $ 0.04 $ (0.55 ) (1) The comparative information for 2017 has not been adjusted to reflect the adoption of the revised revenue recognition standard and is reported on an ASC 605 basis. See Note 3 “Revenue Recognition” of our 2018 Annual Report for additional information related to our adoption of the revised revenue recognition standard (ASC 606). |
Schedule of Antidilutive Securities Excluded From Computation of Earnings Per Share | The following weighted average outstanding shares of common stock equivalents were excluded from the computation of the diluted net income (loss) per share attributable to common stockholders for the periods presented because their effect would have been anti-dilutive: Year Ended December 31, 2019 2018 2017 (In thousands) Stock options to purchase common stock 3,037 36 2,402 Non-vested incentive units — — 2,915 RSUs issued and outstanding 1,899 13 105 ESPP 15 — — Total 4,951 49 5,422 |
Geographic Information and Ma_2
Geographic Information and Major Customers (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Segment Reporting [Abstract] | |
Summary of Consolidated Total Revenue by Geography | The following are a summary of consolidated revenues within geographic areas: Year Ended December 31, 2019 2018 2017 (1) (In thousands) United States $ 204,500 $ 171,497 $ 134,676 EMEA (2) 54,315 49,871 33,097 Rest of the World (2) 29,700 27,552 18,283 Total revenue $ 288,515 $ 248,920 $ 186,056 (1) The comparative information for 2017 has not been adjusted to reflect the adoption of the revised revenue recognition standard and is reported in accordance with ASC 605. See Note 3 “Revenue Recognition” of our 2018 Annual Report for additional information related to our adoption of the revised revenue recognition standard (ASC 606). (2) No single country represented more than 10% of our consolidated revenue. |
Organization and Description _2
Organization and Description of Business - Additional Information (Details) | 12 Months Ended |
Dec. 31, 2019 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Date of incorporation | Aug. 8, 2014 |
Entity Incorporation, State or Country Code | DE |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies - Additional Information (Details) | Jan. 01, 2019USD ($) | Dec. 31, 2019USD ($)Segment | Dec. 31, 2018USD ($) | Dec. 31, 2017USD ($) |
Summary Of Significant Accounting Policies [Line Items] | ||||
Number of operating segments | Segment | 1 | |||
Bad debt expense | $ 178,000 | $ 2,332,000 | $ 0 | |
Impairment of goodwill | 0 | 0 | 0 | |
Impairment of intangible assets | 0 | 0 | 0 | |
Capitalized software and development costs | 0 | |||
Impairment of deferred contract acquisition costs | $ 0 | 0 | 0 | |
Captalized contract costs, expected period of benefit | 5 years | |||
Advertising expenses | $ 11,300,000 | 7,300,000 | 6,000,000 | |
ASC 842 | ||||
Summary Of Significant Accounting Policies [Line Items] | ||||
Recording of ROU assets and increase in total lease liabilities | $ 3,500,000 | |||
Employee Stock Purchase Plan | ||||
Summary Of Significant Accounting Policies [Line Items] | ||||
Maximum stock value of shares purchased by employees | $ 25,000 | |||
Percentage of closing price of shares used to purchase shares | 85.00% | |||
Property and Equipment | ||||
Summary Of Significant Accounting Policies [Line Items] | ||||
Impairment of property and equipment | $ 0 | $ 0 | $ 0 | |
Minimum | ||||
Summary Of Significant Accounting Policies [Line Items] | ||||
Property and equipment, useful life | 3 years | |||
Minimum | Employee Stock Purchase Plan | ||||
Summary Of Significant Accounting Policies [Line Items] | ||||
Percentage of employee compensation for employee payroll deduction | 1.00% | |||
Maximum | ||||
Summary Of Significant Accounting Policies [Line Items] | ||||
Property and equipment, useful life | 5 years | |||
Maximum | Employee Stock Purchase Plan | ||||
Summary Of Significant Accounting Policies [Line Items] | ||||
Percentage of employee compensation for employee payroll deduction | 15.00% | |||
Credit Concentration Risk | Accounts Receivable | ||||
Summary Of Significant Accounting Policies [Line Items] | ||||
Concentration risk, percentage | 11.00% | |||
Credit Concentration Risk | Revenue | ||||
Summary Of Significant Accounting Policies [Line Items] | ||||
Concentration risk, percentage | 10.00% | 10.00% | 10.00% | |
Credit Concentration Risk | Net Assets | ||||
Summary Of Significant Accounting Policies [Line Items] | ||||
Concentration risk, percentage | 10.00% | 10.00% | 10.00% | |
Standby Letter of Credit | ||||
Summary Of Significant Accounting Policies [Line Items] | ||||
Cash collateral | $ 6,000,000 |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies - Summary of Cash, Cash Equivalents and Restricted Cash (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | [1] | Dec. 31, 2016 | [1] |
Accounting Policies [Abstract] | ||||||
Cash and cash equivalents per balance sheet | $ 443,795 | $ 70,964 | ||||
Restricted cash per balance sheet | 6,325 | 6,272 | ||||
Cash, cash equivalents and restricted cash per cash flow | $ 450,120 | $ 77,236 | $ 116,127 | $ 18,272 | ||
[1] | The comparative information for 2017 has not been adjusted to reflect the adoption of the revised revenue recognition standard and is reported on an ASC 605 basis. See Note 3 “Revenue Recognition” of our 2018 Annual Report for additional information related to our adoption of the revised standard (ASC 606). |
Revenue Recognition - Schedule
Revenue Recognition - Schedule of Timing of Transfer of Control and Cash Flows (Details) - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | [1] | |
Disaggregation Of Revenue [Line Items] | ||||
Total revenue | $ 288,515 | $ 248,920 | $ 186,056 | |
Licenses | ||||
Disaggregation Of Revenue [Line Items] | ||||
Total revenue | 102,800 | 105,000 | 79,209 | |
Subscription | ||||
Disaggregation Of Revenue [Line Items] | ||||
Total revenue | 143,390 | 104,033 | 71,007 | |
Services and other | ||||
Disaggregation Of Revenue [Line Items] | ||||
Total revenue | 42,325 | 39,887 | $ 35,840 | |
Revenue Recognized At a Point in Time | Licenses | ||||
Disaggregation Of Revenue [Line Items] | ||||
Total revenue | 102,800 | 105,000 | ||
Revenue Recognized Over Time | Subscription | ||||
Disaggregation Of Revenue [Line Items] | ||||
Total revenue | 143,390 | 104,033 | ||
Revenue Recognized Over Time | Services and other | ||||
Disaggregation Of Revenue [Line Items] | ||||
Total revenue | $ 42,325 | $ 39,887 | ||
[1] | The comparative information for 2017 has not been adjusted to reflect the adoption of the revised revenue recognition standard and is reported in accordance with Account Standards Codification 605 (“ASC 605”). See Note 3 “Revenue Recognition” of our Annual Report on Form 10-K for the year ended December 31, 2018, which was filed with the SEC on March 18, 2019 (the “2018 Annual Report”) for additional information related to our adoption of the revised revenue recognition standard (ASC 606). |
Revenue Recognition - Summary o
Revenue Recognition - Summary of Activity Impacting Contract Balances (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Revenue From Contract With Customer [Abstract] | ||
Contract Acquisition Costs, Balances | $ 28,043 | $ 5,949 |
Adoption of ASC 606 | 16,199 | |
Additional deferred contract acquisition costs | 17,239 | 13,648 |
Amortization of deferred contract acquisition costs | (10,130) | (7,753) |
Contract Acquisition Costs, Balances | 35,152 | 28,043 |
Deferred contract acquisition costs, current | 10,905 | 8,392 |
Deferred contract acquisition costs, non-current | $ 24,247 | $ 19,651 |
Revenue Recognition - Additiona
Revenue Recognition - Additional Information (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Revenue Recognition [Abstract] | |||
Impairment losses recognized on contract assets | $ 0 | $ 0 | $ 0 |
Revenue recognized that was previously deferred | 113,000,000 | 75,000,000 | |
Contract asset, reclassified to receivable | 4,100,000 | $ 6,300,000 | |
Remaining performance obligation | $ 220,000,000 |
Revenue Recognition - Summary_2
Revenue Recognition - Summary of Contract Balances With Deferred Revenue Current and NonCurrent (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Revenue From Contract With Customer [Abstract] | ||
Deferred revenue, Balances | $ 114,301 | $ 83,125 |
Adoption of ASC 606 | (8,722) | |
Increase, net | 37,732 | 39,898 |
Deferred revenue, Balances | 152,033 | 114,301 |
Deferred revenue, current | 127,132 | 95,919 |
Deferred revenue - non-current | $ 24,901 | $ 18,382 |
Revenue Recognition - Additio_2
Revenue Recognition - Additional Information (Details1) $ in Millions | Dec. 31, 2019USD ($) |
Disaggregation Of Revenue [Line Items] | |
Revenue expected to recognize | $ 220 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2020-01-01 | |
Disaggregation Of Revenue [Line Items] | |
Revenue expected to recognize | $ 145.6 |
Remaining performance obligations, expected timing of Satisfaction, period | 12 months |
Fair Value Measurements - Addit
Fair Value Measurements - Additional Information (Details) | Dec. 31, 2018USD ($) |
Fair Value on Recurring Basis | |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |
Money market funds | $ 0 |
Fair Value Measurements - Summa
Fair Value Measurements - Summary of Financial Assets that are Measured at Fair Value on a Recurring Basis (Details) $ in Thousands | Dec. 31, 2019USD ($) |
Assets: | |
Total cash equivalents | $ 364,127 |
Level 1 | |
Assets: | |
Total cash equivalents | 364,127 |
Money Market Funds | |
Assets: | |
Total cash equivalents | 364,127 |
Money Market Funds | Level 1 | |
Assets: | |
Total cash equivalents | $ 364,127 |
Business Combinations - Additio
Business Combinations - Additional Information (Details) - USD ($) $ in Thousands | Oct. 15, 2019 | Dec. 31, 2019 |
Business Acquisition [Line Items] | ||
Business combination, contingent consideration, liability, current | $ 2,500 | |
Business combination, acquisition related costs | 1,000 | |
Orkus | ||
Business Acquisition [Line Items] | ||
Acquisition date | Oct. 15, 2019 | |
Aggregate consideration paid | $ 16,500 | |
Business combination, holdback amount | $ 2,000 | |
Business combination, indemnification period | 12 months and 24 months | |
Orkus | Accrued Expenses and Other Liabilities | ||
Business Acquisition [Line Items] | ||
Business combination, contingent consideration, liability, current | 1,000 | |
Orkus | Other Long-term Liabilities | ||
Business Acquisition [Line Items] | ||
Business combination, contingent consideration, liability, noncurrent | 1,000 | |
Overwatch.ID | ||
Business Acquisition [Line Items] | ||
Acquisition date | Oct. 15, 2019 | |
Aggregate consideration paid | $ 20,900 | |
Business combination, holdback amount | $ 3,000 | |
Business combination, indemnification period | 12 months and 18 months | |
Overwatch.ID | Accrued Expenses and Other Liabilities | ||
Business Acquisition [Line Items] | ||
Business combination, contingent consideration, liability, current | 1,500 | |
Overwatch.ID | Other Long-term Liabilities | ||
Business Acquisition [Line Items] | ||
Business combination, contingent consideration, liability, noncurrent | $ 1,500 |
Business Combinations - Summary
Business Combinations - Summary of Preliminary Purchase Price Allocation (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Oct. 15, 2019 | Dec. 31, 2018 |
Business Acquisition [Line Items] | |||
Goodwill | $ 241,051 | $ 219,377 | |
Orkus | |||
Business Acquisition [Line Items] | |||
Prepayments and other current assets | $ 34 | ||
Right-of-use assets | 90 | ||
Goodwill | 7,567 | ||
Intangible assets | 9,830 | ||
Accounts payable | (21) | ||
Accrued expenses and other liabilities | (133) | ||
Deferred tax liability - non-current | (861) | ||
Total fair value of assets acquired and liabilities assumed | 16,506 | ||
Overwatch.ID | |||
Business Acquisition [Line Items] | |||
Cash and cash equivalents | 45 | ||
Accounts receivable | 66 | ||
Prepayments and other current assets | 103 | ||
Deferred tax asset - non-current | 687 | ||
Right-of-use assets | 175 | ||
Goodwill | 14,107 | ||
Intangible assets | 6,610 | ||
Accounts payable | (256) | ||
Accrued expenses and other liabilities | (185) | ||
Deferred revenue | (466) | ||
Total fair value of assets acquired and liabilities assumed | $ 20,886 |
Business Combinations - Summa_2
Business Combinations - Summary of Estimated Fair Values and Useful Lives of Identifiable Intangible Assets Acquired (Details) $ in Thousands | Oct. 15, 2019USD ($) |
Orkus | |
Acquired Finite Lived Intangible Assets [Line Items] | |
Intangible assets | $ 9,830 |
Orkus | Developed Technology | |
Acquired Finite Lived Intangible Assets [Line Items] | |
Intangible assets | $ 9,830 |
Estimated Useful Life | 5 years |
Overwatch.ID | |
Acquired Finite Lived Intangible Assets [Line Items] | |
Intangible assets | $ 6,610 |
Overwatch.ID | Developed Technology | |
Acquired Finite Lived Intangible Assets [Line Items] | |
Intangible assets | $ 6,610 |
Estimated Useful Life | 5 years |
Goodwill and Intangible Asset_2
Goodwill and Intangible Assets - Schedule of Goodwill Activity (Details) $ in Thousands | 12 Months Ended |
Dec. 31, 2019USD ($) | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Balance, December 31, 2018 | $ 219,377 |
Goodwill acquired | 21,674 |
Balance, December 31, 2019 | $ 241,051 |
Goodwill and Intangible Asset_3
Goodwill and Intangible Assets - Additional Information (Details) - USD ($) | 1 Months Ended | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Finite Lived Intangible Assets [Line Items] | ||||
Impairment of goodwill | $ 0 | $ 0 | $ 0 | |
Impairment of intangible assets | $ 0 | $ 0 | $ 0 | |
Technology Patents | ||||
Finite Lived Intangible Assets [Line Items] | ||||
Finite-lived intangible assets, amortized on straight line method | 5 years | |||
Finite-lived intangible assets, purchased from an unrelated third party | $ 2,500,000 |
Goodwill and Intangible Asset_4
Goodwill and Intangible Assets - Schedule of Cost and Amortization of Intangible Assets (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Finite Lived Intangible Assets [Line Items] | ||
Intangible assets, gross | $ 129,129 | $ 113,410 |
Less: Accumulated amortization | (47,478) | (38,550) |
Total intangible assets, net | $ 81,651 | 74,860 |
Customer Lists | ||
Finite Lived Intangible Assets [Line Items] | ||
Weighted Average Useful Life | 15 years | |
Intangible assets, gross | $ 42,500 | 42,500 |
Developed Technology | ||
Finite Lived Intangible Assets [Line Items] | ||
Weighted Average Useful Life | 8 years 10 months 24 days | |
Intangible assets, gross | $ 58,440 | 42,000 |
Trade Names and Trademarks | ||
Finite Lived Intangible Assets [Line Items] | ||
Weighted Average Useful Life | 17 years | |
Intangible assets, gross | $ 24,500 | $ 24,500 |
Order Backlog | ||
Finite Lived Intangible Assets [Line Items] | ||
Weighted Average Useful Life | 1 year 6 months | |
Intangible assets, gross | $ 1,100 | |
Other | ||
Finite Lived Intangible Assets [Line Items] | ||
Weighted Average Useful Life | 4 years 9 months 18 days | |
Intangible assets, gross | $ 3,689 | $ 3,310 |
Goodwill and Intangible Asset_5
Goodwill and Intangible Assets - Summary of Amortization Expense Included in Consolidated Statements of Operations (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Finite Lived Intangible Assets [Line Items] | |||
Total amortization of acquired intangibles | $ 10,028 | $ 8,825 | $ 8,841 |
Licenses | |||
Finite Lived Intangible Assets [Line Items] | |||
Total amortization of acquired intangibles | 4,032 | 4,032 | 4,032 |
Subscription | |||
Finite Lived Intangible Assets [Line Items] | |||
Total amortization of acquired intangibles | 1,076 | 384 | 384 |
Research and Development | |||
Finite Lived Intangible Assets [Line Items] | |||
Total amortization of acquired intangibles | 647 | 136 | 149 |
Sales and Marketing | |||
Finite Lived Intangible Assets [Line Items] | |||
Total amortization of acquired intangibles | $ 4,273 | $ 4,273 | $ 4,276 |
Goodwill and Intangible Asset_6
Goodwill and Intangible Assets - Schedule of Estimated Future Amortization Expense of Intangible Assets (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Goodwill And Intangible Assets Disclosure [Abstract] | ||
2020 | $ 12,682 | |
2021 | 12,599 | |
2022 | 12,262 | |
2023 | 11,759 | |
2024 | 9,424 | |
Thereafter | 22,925 | |
Total intangible assets, net | $ 81,651 | $ 74,860 |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Commitments And Contingencies Disclosure [Line Items] | |||
Operating lease, residual value guarantee description | Our lease agreements do not contain any material residual value guarantees or material restrictive covenants and as of December 31, 2019, the Company is not subleasing to any third parties. | ||
Weighted-average discount rate - operating leases | 4.14% | ||
Operating lease, weighted average remaining lease term | 8 years 7 months 6 days | ||
Operating leases, rent expense | $ 3,800,000 | $ 2,900,000 | |
Financing leases | $ 0 | ||
Minimum | |||
Commitments And Contingencies Disclosure [Line Items] | |||
Remaining lease terms | 1 year | ||
Maximum | |||
Commitments And Contingencies Disclosure [Line Items] | |||
Remaining lease terms | 10 years |
Commitments and Contingencies_2
Commitments and Contingencies - Summary of Operating Lease Costs (Details) $ in Thousands | 12 Months Ended |
Dec. 31, 2019USD ($) | |
Lease cost | |
Operating lease cost | $ 4,720 |
Short-term lease cost | 2,389 |
Total lease cost | $ 7,109 |
Commitments and Contingencies_3
Commitments and Contingencies - Summary of Supplemental Cash Flow Information Related to Operating Leases (Details) $ in Thousands | 12 Months Ended |
Dec. 31, 2019USD ($) | |
Leases [Abstract] | |
Operating cash flows from operating leases | $ 4,685 |
Right-of-use assets obtained in exchange for lease liabilities | |
Operating leases | $ 32,015 |
Commitments and Contingencies_4
Commitments and Contingencies - Summary of Future Minimum Lease Payments (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Leases [Abstract] | ||
2020 | $ 5,324 | |
2021 | 5,791 | |
2022 | 5,753 | |
2023 | 5,266 | |
2024 | 5,025 | |
Thereafter | 22,283 | |
Total minimum lease payments | 49,442 | |
Less: interest | (7,456) | |
Total present value of operating lease liabilities | 41,986 | |
Less: operating lease liabilities - current | (3,951) | |
Long-term operating lease liabilities | $ 38,035 | $ 9,788 |
Line of Credit and Long-Term _2
Line of Credit and Long-Term Debt - Additional Information (Details) - USD ($) | Mar. 11, 2019 | Aug. 31, 2016 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | Oct. 05, 2017 | |
Line Of Credit Facility [Line Items] | |||||||
Repayment/prepaid of borrowings outstanding | $ 70,000,000 | $ 90,000,000 | [1] | ||||
Prepayment premium amount | 387,000 | 1,390,000 | [1] | ||||
Loss on modification and partial extinguishment of debt | $ 1,848,000 | $ 1,702,000 | [1] | ||||
Prior Credit Agreement | |||||||
Line Of Credit Facility [Line Items] | |||||||
Line of credit facility, principal prepayment conditions | The agreement also required prepayments in the case of certain events including, asset sales, proceeds from an initial public offering (“IPO”), proceeds from an insurance settlement or proceeds from a new debt agreement. | ||||||
Prepayment premium percentage | 0.50% | 1.50% | |||||
Prepayment premium amount | $ 400,000 | $ 1,400,000 | |||||
Loss on modification and partial extinguishment of debt | 1,800,000 | 1,700,000 | |||||
Total debt issuance costs | 4,500,000 | ||||||
Amortization of debt issuance costs | 200,000 | 700,000 | |||||
Prior Credit Agreement | Letter of Credit | |||||||
Line Of Credit Facility [Line Items] | |||||||
Line of credit maximum borrowing capacity | 6,000,000 | ||||||
Prior Credit Agreement | London Interbank Offered Rate (LIBOR) | |||||||
Line Of Credit Facility [Line Items] | |||||||
Debt instrument, interest rate plus | 1.00% | ||||||
Applicable margin rate | 7.00% | ||||||
Prior Credit Agreement | Term Loan | |||||||
Line Of Credit Facility [Line Items] | |||||||
Line of credit maximum borrowing capacity | $ 160,000,000 | ||||||
Debt instrument, maturity date | Aug. 16, 2021 | ||||||
Debt Instrument, interest payments | quarterly | ||||||
Repayment/prepaid of borrowings outstanding | $ 70,000,000 | 90,000,000 | |||||
Prior Credit Agreement | Revolving Line of Credit | |||||||
Line Of Credit Facility [Line Items] | |||||||
Debt instrument, unused borrowing capacity, amount | $ 7,500,000 | ||||||
Prior Credit Agreement | Modified Prior Credit Agreement | |||||||
Line Of Credit Facility [Line Items] | |||||||
Total debt issuance costs | $ 1,400,000 | ||||||
Prior Credit Agreement | Standby Letters of Credit | |||||||
Line Of Credit Facility [Line Items] | |||||||
Line of credit outstanding balance | $ 6,000,000 | ||||||
Current Credit Agreement | |||||||
Line Of Credit Facility [Line Items] | |||||||
Total debt issuance costs | $ 800,000 | ||||||
Amortization of debt issuance costs | $ 100,000 | ||||||
Debt instrument, description of variable rate basis | one-month Adjusted LIBO Rate | ||||||
Credit agreement mature date | Mar. 31, 2024 | ||||||
Current Credit Agreement | Maximum | |||||||
Line Of Credit Facility [Line Items] | |||||||
Applicable margin rate | 0.75% | ||||||
Senior secured net leverage ratio | 3.50% | ||||||
Payment of unused commitment fee under credit agreement based on senior secured net leverage ratio | 0.30% | ||||||
Current Credit Agreement | Minimum | |||||||
Line Of Credit Facility [Line Items] | |||||||
Applicable margin rate | 0.25% | ||||||
Payment of unused commitment fee under credit agreement based on senior secured net leverage ratio | 0.20% | ||||||
Current Credit Agreement | London Interbank Offered Rate (LIBOR) | |||||||
Line Of Credit Facility [Line Items] | |||||||
Debt instrument, interest rate plus | 1.00% | ||||||
Current Credit Agreement | London Interbank Offered Rate (LIBOR) | Maximum | |||||||
Line Of Credit Facility [Line Items] | |||||||
Applicable margin rate | 1.75% | ||||||
Current Credit Agreement | London Interbank Offered Rate (LIBOR) | Minimum | |||||||
Line Of Credit Facility [Line Items] | |||||||
Applicable margin rate | 1.25% | ||||||
Current Credit Agreement | Federal Funds Effective Rate | |||||||
Line Of Credit Facility [Line Items] | |||||||
Debt instrument, interest rate plus | 0.50% | ||||||
Current Credit Agreement | Revolving Line of Credit | |||||||
Line Of Credit Facility [Line Items] | |||||||
Line of credit outstanding balance | $ 0 | ||||||
Current Credit Agreement | Letter of Credit | |||||||
Line Of Credit Facility [Line Items] | |||||||
Line of credit maximum borrowing capacity | $ 150,000,000 | 75,000,000 | |||||
Letter of credit sublimit | $ 15,000,000 | ||||||
[1] | The comparative information for 2017 has not been adjusted to reflect the adoption of the revised revenue recognition standard and is reported on an ASC 605 basis. See Note 3 “Revenue Recognition” of our 2018 Annual Report for additional information related to our adoption of the revised standard (ASC 606). |
Convertible Senior Notes and _3
Convertible Senior Notes and Capped Call Transactions - Additional Information (Details) $ / shares in Units, shares in Millions | 1 Months Ended | 12 Months Ended |
Sep. 30, 2019USD ($)Day$ / sharesshares | Dec. 31, 2019USD ($)$ / shares | |
Debt Instrument [Line Items] | ||
Proceeds from offering after deducting the Initial Purchaser's discounts and commissions and other fees and expenses | $ 400,000,000 | |
Payments for purchase of capped calls | $ 37,080,000 | |
Debt Instrument, conversion price per share | $ / shares | $ 28.42 | |
Capped Call Transactions | ||
Debt Instrument [Line Items] | ||
Payments for purchase of capped calls | $ 37,100,000 | |
Debt Instrument, conversion price per share | $ / shares | $ 28.42 | |
Estimated fair values of debt instrument | shares | 14.1 | |
Cap price per share | $ / shares | $ 41.34 | |
Convertible Senior Notes due 2024 | ||
Debt Instrument [Line Items] | ||
Debt instrument principal amount | $ 400,000,000 | $ 400,000,000 |
Debt instrument interest rate | 0.125% | 0.125% |
Proceeds from offering after deducting the Initial Purchaser's discounts and commissions and other fees and expenses | $ 391,200,000 | |
Payments for purchase of capped calls | $ 37,100,000 | |
Debt instrument maturity date | Sep. 15, 2024 | |
Number of trading days for convertible debt | Day | 20 | |
Number of consecutive trading days for convertible debt | Day | 30 | |
Percentage of stock price trigger for convertible debt | 130.00% | |
Number of business days for convertible debt | Day | 5 | |
Measurement period for convertible debt | Day | 5 | |
Percentage of stock price trigger in measurement period | 98.00% | |
Debt instrument, redemption price, percentage | 100.00% | |
Carrying amount of equity components in debt conversion | $ 88,800,000 | |
Debt instrument remaining life | 57 months | |
Estimated fair values of debt instrument | $ 435,000,000 | |
Convertible Senior Notes due 2024 | Liability Component | ||
Debt Instrument [Line Items] | ||
Debt issuance costs | $ 6,800,000 | |
Effective interest rate percentage | 5.25% | |
Convertible Senior Notes due 2024 | Equity Component | ||
Debt Instrument [Line Items] | ||
Debt issuance costs | $ 2,000,000 | |
Convertible Senior Notes due 2024 | Common Stock | ||
Debt Instrument [Line Items] | ||
Initial conversion ratio | 35.1849 | |
Debt Instrument, conversion price per share | $ / shares | $ 28.42 |
Convertible Senior Notes and _4
Convertible Senior Notes and Capped Call Transactions - Summary of Net Carrying Amount of Liability and Equity Components of Notes (Details) - USD ($) | Dec. 31, 2019 | Sep. 30, 2019 |
Debt Instrument [Line Items] | ||
Net carrying amount | $ 309,051,000 | |
Convertible Senior Notes due 2024 | ||
Debt Instrument [Line Items] | ||
Debt instrument principal amount | 400,000,000 | $ 400,000,000 |
Unamortized discount | (84,542,000) | |
Unamortized issuance costs | (6,407,000) | |
Net carrying amount | 309,051,000 | |
Equity component, net of issuance costs | $ 86,764,000 |
Convertible Senior Notes and _5
Convertible Senior Notes and Capped Call Transactions - Summary of Interest Expense Recognized Related to Notes (Details) - Convertible Senior Notes due 2024 $ in Thousands | 12 Months Ended |
Dec. 31, 2019USD ($) | |
Interest Expense Debt [Line Items] | |
Contractual interest expense | $ 133 |
Amortization of debt discount | 4,199 |
Amortization of debt issuance costs | 359 |
Total | $ 4,691 |
Related Party Transactions - Ad
Related Party Transactions - Additional Information (Details) - USD ($) | 12 Months Ended | |||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Related Party Transaction [Line Items] | ||||
Related party transactions | $ 0 | |||
General and Administrative Expenses | ||||
Related Party Transaction [Line Items] | ||||
Consulting fees | $ 1,100,000 | |||
Non-Executive Employees | ||||
Related Party Transaction [Line Items] | ||||
Personal tax liabilities | $ 626,000 | |||
Personal tax liabilities, forgiven period | three-year | |||
Personal tax liabilities, forgiven amount | $ 0 | $ 0 | $ 200,000 | |
Affiliated Entity | ||||
Related Party Transaction [Line Items] | ||||
Ordinary sales transactions with affiliate | 858,000 | |||
Purchase transactions with affiliate | $ 942,000 |
Stockholders' Equity - Addition
Stockholders' Equity - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Thousands | Nov. 17, 2017 | Nov. 16, 2017 | Oct. 31, 2017 | Jun. 27, 2017 | Dec. 31, 2017 | Dec. 31, 2019 | Dec. 31, 2018 | Nov. 30, 2017 |
Class Of Stock [Line Items] | ||||||||
Shares authorized | 310,000,000 | |||||||
Common stock, shares authorized | 300,000,000 | 300,000,000 | 300,000,000 | |||||
Preferred stock, shares authorized | 10,000,000 | 10,000,000 | 10,000,000 | |||||
Common stock, par value | $ 0.0001 | $ 0.0001 | $ 0.0001 | |||||
Preferred stock, par value | $ 0.0001 | $ 0.0001 | $ 0.0001 | |||||
Minimum percentage of redeemable convertible preferred stock owned by person or group to trigger liquidation event | 50.00% | |||||||
Minimum percentage of assets sold to trigger majority holders to require redemption of preferred stock | 50.00% | |||||||
Dividend rate, percentage | 9.00% | |||||||
Dividend rate, Per share amount | $ 90 | |||||||
Stock repurchased and retired | $ 487 | |||||||
Redeemable Convertible Preferred Stock | ||||||||
Class Of Stock [Line Items] | ||||||||
Dividend declared and paid | $ 50,400 | |||||||
Dividends payable, date of record | Dec. 15, 2016 | |||||||
Stock issued, conversion of shares | (224,000) | |||||||
Common Stock | ||||||||
Class Of Stock [Line Items] | ||||||||
Stock issued, conversion of shares | 20,500,000 | |||||||
Treasury Stock | ||||||||
Class Of Stock [Line Items] | ||||||||
Repurchase of preferred and common stock, shares | 190,000 | |||||||
Stock repurchased and retired | $ 487 | |||||||
Share price | $ 2.56 | |||||||
IPO | Redeemable Convertible Preferred Stock | ||||||||
Class Of Stock [Line Items] | ||||||||
Redeemable convertible preferred shares converted | 224,000 | |||||||
Cumulative undeclared and unpaid dividends | $ 22,200 | |||||||
IPO | Common Stock | ||||||||
Class Of Stock [Line Items] | ||||||||
Stock issued, conversion of shares | 20,500,400 |
Stock Option Plans and Stock-_3
Stock Option Plans and Stock-Based Compensation - Additional Information (Details) - USD ($) $ / shares in Units, $ in Millions | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Stock-based compensation expense, vested stock options forfeited due to resignation of executives | $ 0.5 | ||
Weighted average grant date fair value per share for options granted | $ 11.36 | $ 10.35 | $ 4.32 |
Total fair value of shares vested | $ 4.2 | $ 2.4 | $ 0.3 |
Total unrecognized compensation expense related to non-vested time-based stock options granted | $ 11.9 | ||
Unrecognized compensation expense, weighted-average period of recognition | 2 years 6 months | ||
Unrecognized compensation expense related to non-vested stock option due to resignation of executives | $ 1.9 | ||
Employee Stock Purchase Plan | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Shares of common stock reserve for issuance | 1,800,000 | ||
Increase in common stock reserved | 900,000 | ||
Shares available for issuance under ESPP Plan | 2,100,000 | ||
Shares of common stock purchased or distributed | 400,000 | 200,000 | |
2015 Stock Incentive Plan | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Shares of common stock reserve for issuance | 250,000 | ||
Shares available for issuance | 92,000 | ||
2015 Stock Option and Grant Plan | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Shares available for issuance | 606,000 | ||
2017 Long Term Incentive Plan | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Shares of common stock reserve for issuance | 13,300,000 | ||
Vesting period | 4 years | ||
Shares available for issuance | 8,900,000 | ||
Number of additional shares authorized annually | 4,400,000 | ||
Incentive Unit Plan | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Share-based Compensation Arrangement by Share-based Payment Award, Plan Modification, Incremental Compensation Cost | $ 3 | ||
Number of Shares, Granted | 0 | 0 | |
Number of Shares, Vested | 700,000 | 1,500,000 | 1,800,000 |
Weighted-average exercise price (per share), Vested | $ 0.05 | ||
Aggregate intrinsic value, non-vested | $ 17 | $ 32.5 | |
Weighted average grant date fair value | $ 0.05 | $ 0.05 | |
Incentive Unit Plan | Executive | Vest Based On Performance Meeting Or Exceeding EBITDA Targets | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Vesting percentage | 50.00% | ||
Incentive Unit Plan | Executive | Vest 25% On First Anniversary Date of Grant, and Ratably Over Remaining Three Years | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Vesting percentage | 50.00% | ||
Incentive Unit Plan | Executive | First Anniversary Date Of Grant | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Vesting percentage | 25.00% | ||
Incentive Stock Options and Nonqualified Stock Options | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Shares of common stock reserve for issuance | 5,000,000 | ||
Expiration period | 10 years | ||
Incentive Stock Options and Nonqualified Stock Options | Maximum | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Vesting period | 4 years | ||
Restricted Stock | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Shares of common stock reserve for issuance | 500,000 | ||
Restricted Stock Units | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Total unrecognized compensation expense related to non-vested time-based stock options granted | $ 35.3 | ||
Unrecognized compensation expense, weighted-average period of recognition | 2 years 9 months 18 days | ||
Number of Shares, Granted | 1,363,000 | 577,000 | 897,000 |
Weighted average grant date fair value | $ 23.08 | $ 15.40 | $ 12.18 |
Restricted Stock Units | Key Executives | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Vested RSUs forfeited due to resignation of executives | $ 0.4 | ||
Unrecognized compensation expense related to non-vested RSUs forfeited due to resignation of executives | $ 2.2 |
Stock Option Plans and Stock-_4
Stock Option Plans and Stock-Based Compensation - Summary of Fair Value of Stock Options Estimated by Using Weighted Average Assumptions (Detail) | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Time Based | Stock Options | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Expected dividend rate | 0.00% | 0.00% | 0.00% |
Expected volatility, Minimum | 38.80% | 40.00% | 40.90% |
Expected volatility, Maximum | 46.00% | 46.00% | 49.00% |
Risk-free interest rate, Minimum | 1.39% | 2.63% | 1.96% |
Risk-free interest rate, Maximum | 2.59% | 2.97% | 2.18% |
Expected term (in years) | 6 years 3 months | 6 years 3 months | 6 years 3 months |
Time Based | Employee Stock Purchase Plan | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Expected dividend rate | 0.00% | 0.00% | |
Expected volatility, Minimum | 39.80% | 40.00% | |
Expected volatility, Maximum | 48.10% | 46.00% | |
Risk-free interest rate, Minimum | 1.62% | 2.00% | |
Risk-free interest rate, Maximum | 2.44% | 2.56% | |
Expected term (in years) | 6 months | ||
Time Based | Employee Stock Purchase Plan | Minimum | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Expected term (in years) | 5 months 1 day | ||
Time Based | Employee Stock Purchase Plan | Maximum | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Expected term (in years) | 6 months | ||
Performance Shares | Stock Options | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Expected dividend rate | 0.00% | ||
Expected volatility, Minimum | 40.90% | ||
Expected volatility, Maximum | 49.00% | ||
Risk-free interest rate, Minimum | 1.96% | ||
Risk-free interest rate, Maximum | 2.18% | ||
Performance Shares | Stock Options | Minimum | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Expected term (in years) | 5 years 6 months | ||
Performance Shares | Stock Options | Maximum | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Expected term (in years) | 6 years 3 months 14 days |
Stock Option Plans and Stock-_5
Stock Option Plans and Stock-Based Compensation - Summary of Time-Based Stock Option Activity (Details) - Time Based - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 12 Months Ended | |||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Number of Options, Beginning balances | 2,817 | 3,500 | 1,622 | |
Number of Options, Granted | 1,068 | 82 | 1,592 | |
Number of Options, conversion of performance to time based | 592 | |||
Number of Options, Exercised | (730) | (637) | (152) | |
Number of Options, Forfeited | (369) | (128) | (154) | |
Number of Options, Ending balances | 2,786 | 2,817 | 3,500 | 1,622 |
Number of Options, Options vested and expected to vest | 2,786 | 2,817 | 3,500 | |
Number of Options, Options vested and exercisable | 1,143 | 1,095 | 927 | |
Weighted Average Exercise Price Per share, Beginning balances | $ 6.64 | $ 5.43 | $ 2.21 | |
Weighted Average Exercise Price (per share), Granted | 26.63 | 23.17 | 9.54 | |
Weighted Average Exercise Price (per share), Conversion of performance to time based | 2.53 | |||
Weighted Average Exercise Price (per share), Exercised | 4.18 | 2.84 | 2.22 | |
Weighted Average Exercise Price (per share), Forfeited | 16.31 | 3.20 | 2.21 | |
Weighted Average Exercise Price (per share), Ending balances | 13.67 | 6.64 | 5.43 | $ 2.21 |
Weighted Average Exercise Price (per share), Options vested and expected to vest | 13.67 | 6.64 | 5.43 | |
Weighted Average Exercise Price (Per share), Options vested and exercisable | $ 6.17 | $ 4.72 | $ 2.28 | |
Weighted Average Remaining Contractual Term (years) | 7 years 8 months 12 days | 8 years | 8 years 9 months 18 days | 8 years 10 months 24 days |
Weighted Average Remaining Contractual Term (years), Options vested and expected to vest | 7 years 8 months 12 days | 8 years | 8 years 9 months 18 days | |
Weighted Average Remaining Contractual Term (years), Options vested and exercisable | 6 years 4 months 24 days | 7 years 4 months 24 days | 7 years 10 months 24 days | |
Aggregate Intrinsic Value, Balances | $ 31,489 | $ 47,589 | $ 31,784 | $ 1,547 |
Aggregate Intrinsic Value, Options vested and expected to vest | 31,489 | 47,589 | 31,784 | |
Aggregate Intrinsic Value, Options vested and exercisable | $ 19,964 | $ 20,558 | $ 11,325 |
Stock Option Plans and Stock-_6
Stock Option Plans and Stock-Based Compensation - Summary of Non-vested Time-Based Vesting Stock Options (Detail) - Time Based - $ / shares shares in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Number of Shares | |||
Number of Shares, Beginning Balance | 1,728 | 2,583 | 1,217 |
Number of Shares, Granted | 1,068 | 83 | 1,592 |
Number of Shares, Conversion of performance to time based | 323 | ||
Number of Shares, Vested | (781) | (816) | (438) |
Number of Shares, Forfeited | (370) | (122) | (111) |
Non-vested number of shares, Ending Balance | 1,645 | 1,728 | 2,583 |
Weighted average grant date Fair Value | |||
Weighted average grant date fair value, Beginning balance | $ 5.47 | $ 4.32 | $ 1.05 |
Weighted average grant date fair value, Granted | 11.36 | 10.35 | 4.13 |
Weighted average grant date fair value, Granted, Conversion of performance to time based | 11.95 | ||
Weighted average grant date fair value, Vested | 5.35 | 2.99 | 1.04 |
Weighted average grant date fair value, Forfeited | 7.60 | 2.32 | 1.07 |
Weighted average grant date fair value, Ending balance | $ 8.88 | $ 5.47 | $ 4.32 |
Stock Option Plans and Stock-_7
Stock Option Plans and Stock-Based Compensation - Summary of Performance Vesting Stock Option Activity (Detail) - Performance Shares - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Number of Shares | ||
Number of Options, Beginning balances | 413 | |
Number of Options, Granted | 187 | |
Number of Options, Exercised | (8) | |
Number of options, Conversion of shares | (592) | |
Number of Options, Beginning balances | 413 | |
Number of Options, Granted | 187 | |
Number of Options, Exercised | (8) | |
Number of options, Conversion of shares | (592) | |
Number of Options, Ending balances | 413 | |
Weighted average grant date Fair Value | ||
Weighted Average Exercise Price Per share, Beginning balances | $ 2.19 | |
Weighted Average Exercise Price (per share), Granted | 3.27 | |
Weighted Average Exercise Price (per share), Exercised | 2.38 | |
Weighted Average Exercise Price, Conversion of shares | $ 2.53 | |
Weighted Average Exercise Price (per share), Ending balances | $ 2.19 | |
Weighted-Average Remaining Contractual Term (In years) | ||
Weighted Average Remaining Contractual Term (years) | 8 years 6 months | 8 years 10 months 24 days |
Weighted Average Remaining Contractual Term (years), Options vested and expected to vest | 0 years | |
Weighted Average Remaining Contractual Term (years), Options vested and exercisable | 0 years | |
Aggregate intrinsic value | ||
Aggregate Intrinsic Value, Balances | $ 402 | |
Aggregate Intrinsic Value, Exercised | $ 101 |
Stock Option Plans and Stock-_8
Stock Option Plans and Stock-Based Compensation - Summary of Restricted Stock Unit Activity (Detail) - Restricted Stock Units - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Number of Shares | |||
Number of Shares, Beginning Balance | 1,148 | 897 | 0 |
Number of Shares, Granted | 1,363 | 577 | 897 |
Number of Shares, Vested | (336) | (271) | |
Number of Shares, Forfeited | (294) | (55) | |
Non-vested number of shares, Ending Balance | 1,881 | 1,148 | 897 |
Units expected to vest at December 31, 2017 | 1,881 | 1,148 | 897 |
Weighted-Average Remaining Contractual Term (In years) | |||
Weighted-Average Remaining Contractual Term, Balances | 1 year 7 months 6 days | 1 year 9 months 18 days | 9 years 10 months 24 days |
Weighted-Average Remaining Contractual Term, Units expected to vest | 1 year 7 months 6 days | 1 year 9 months 18 days | 9 years 10 months 24 days |
Aggregate intrinsic value | |||
Aggregate intrinsic value, Balances | $ 44,386 | $ 26,967 | $ 186 |
Aggregate intrinsic value, Units expected to vest | $ 44,386 | $ 26,967 | $ 186 |
Weighted average grant date Fair Value | |||
Weighted average grant date fair value, Beginning balance | $ 15.40 | $ 12.18 | |
Weighted average grant date fair value, Granted | 27.22 | 19.30 | $ 12.18 |
Weighted average grant date fair value, Vested | 15.94 | 12.61 | |
Weighted average grant date fair value, Forfeited | 20.47 | 17.58 | |
Weighted average grant date fair value, Ending balance | 23.08 | 15.40 | 12.18 |
Weighted average grant date fair value, Units expected to vest | $ 23.08 | $ 15.40 | $ 12.18 |
Stock Option Plans and Stock-_9
Stock Option Plans and Stock-Based Compensation - Summary of Stock-Based Compensation Expense By Underlying Equity Instrument (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Total stock-based compensation expense | $ 18,714 | $ 18,975 | $ 4,514 |
Employee Stock Purchase Plan | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Total stock-based compensation expense | 2,192 | 1,098 | |
Incentive Unit Plan | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Total stock-based compensation expense | 351 | 8,582 | 3,185 |
Stock Options | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Total stock-based compensation expense | 4,958 | 3,943 | 1,011 |
Restricted Stock | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Total stock-based compensation expense | $ 11,213 | $ 5,352 | $ 318 |
Stock Option Plans and Stock_10
Stock Option Plans and Stock-Based Compensation - Summary of Stock-Based Compensation Expense (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Total stock-based compensation expense | $ 18,714 | $ 18,975 | $ 4,514 |
Subscription | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Total stock-based compensation expense | 1,142 | 945 | 133 |
Services and other | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Total stock-based compensation expense | 1,379 | 1,504 | 458 |
Research and Development | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Total stock-based compensation expense | 3,517 | 3,026 | 658 |
General and Administrative | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Total stock-based compensation expense | 5,990 | 7,798 | 2,062 |
Sales and Marketing | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Total stock-based compensation expense | $ 6,686 | $ 5,702 | $ 1,203 |
Cost and Accumulated Depreciati
Cost and Accumulated Depreciation of Property and Equipment (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Property Plant And Equipment [Line Items] | ||
Property and equipment, gross | $ 29,815 | $ 23,481 |
Less: accumulated depreciation | (8,515) | (4,213) |
Total property and equipment, net | 21,300 | 19,268 |
Computer equipment | ||
Property Plant And Equipment [Line Items] | ||
Property and equipment, gross | 10,453 | 6,968 |
Buildout in progress | ||
Property Plant And Equipment [Line Items] | ||
Property and equipment, gross | 15,295 | |
Furniture and Fixtures | ||
Property Plant And Equipment [Line Items] | ||
Property and equipment, gross | 4,218 | 138 |
Leasehold Improvements | ||
Property Plant And Equipment [Line Items] | ||
Property and equipment, gross | 13,807 | 726 |
Other | ||
Property Plant And Equipment [Line Items] | ||
Property and equipment, gross | $ 1,337 | $ 354 |
Balance Sheet Related Items - A
Balance Sheet Related Items - Additional Information (Detail) - USD ($) | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Property Plant And Equipment [Abstract] | |||
Depreciation expense | $ 5,000,000 | $ 1,900,000 | $ 1,400,000 |
Impairment of long-lived assets including intangible assets | $ 0 | $ 0 | $ 0 |
Balance Sheet Related Items - S
Balance Sheet Related Items - Schedule of Prepayments and Other Current Assets (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Prepaid Expense And Other Assets Current [Abstract] | ||
Deferred contract acquisition costs, current | $ 10,905 | $ 8,392 |
Prepaid expenses | 11,874 | 9,437 |
Contract assets | 2,955 | 2,464 |
Other | 2,136 | 1,557 |
Total prepayments and other current assets | $ 27,870 | $ 21,850 |
Balance Sheet Related Items -_2
Balance Sheet Related Items - Schedule of Other Non-current Assets (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Assets Noncurrent [Abstract] | ||
Deferred contract acquisition costs, non-current | $ 24,247 | $ 19,651 |
Prepaid expenses | 350 | 276 |
Contract assets | 4,996 | 84 |
Other | 961 | 363 |
Total other non-current assets | $ 30,554 | $ 20,374 |
Balance Sheet Related Items -_3
Balance Sheet Related Items - Accrued Expenses and Other Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Payables And Accruals [Abstract] | ||
Commissions | $ 9,611 | $ 7,731 |
Bonus | 12,273 | 4,829 |
Operating lease liabilities - current | 3,951 | |
Payroll and related benefits | 3,421 | 2,209 |
Indemnification holdbacks | 2,500 | |
Sales and other taxes | 1,538 | 2,798 |
Other | 6,920 | 4,164 |
Total accrued expenses and other liabilities | $ 40,214 | $ 21,731 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Details) - USD ($) | 12 Months Ended | |||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Income Tax Examination [Line Items] | ||||
U.S. federal corporate tax rate | 21.00% | 21.00% | 34.00% | |
Federal net operating loss carryforwards | $ 24,200,000 | $ 23,200,000 | ||
Research and development credits of approximately | $ 7,700,000 | 5,300,000 | ||
Net operating loss carry forwards expiration year | 2034 | |||
Research and development credits expiration year | 2025 | |||
Net operating loss carry forwards, limitations on use | While the TCJA changed the net operating loss carryforward from 20 years to indefinitely, the Company has pre-TCJA net operating losses that are subject to the 20-year limitation. Utilization of the net operating loss and research and development credit carryforwards is subject to an annual limitation due to the “change in ownership” provisions of the Internal Revenue Code. | |||
Unrecognized tax benefits | $ 2,307,000 | 2,287,000 | $ 1,863,000 | $ 883,000 |
Interest or penalties expense | 0 | 0 | $ 0 | |
Foreign Tax Authority | ||||
Income Tax Examination [Line Items] | ||||
Valuation allowance | 4,500,000 | 2,700,000 | ||
U.S. Federal | ||||
Income Tax Examination [Line Items] | ||||
Valuation allowance | $ 0 | $ 0 | ||
Income tax examination description | no longer subject to U.S. federal income tax examinations for years before 2016 | |||
State, Local and Foreign | ||||
Income Tax Examination [Line Items] | ||||
Income tax examination description | no longer subject to state, local and foreign income tax examinations by tax authorities for years before 2015 | |||
Maximum | ||||
Income Tax Examination [Line Items] | ||||
U.S. federal corporate tax rate | 35.00% |
Income Taxes - Summary of Conso
Income Taxes - Summary of Consolidated Income (Loss) Before Provision for Income Taxes (Details) - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | ||
Income Tax Disclosure [Abstract] | ||||
Domestic | $ (11,289) | $ 6,951 | $ (2,780) | |
Foreign | (1,799) | (2,191) | (2,519) | |
Income (loss) before income taxes | $ (13,088) | $ 4,760 | $ (5,299) | [1] |
[1] | The comparative information for 2017 has not been adjusted to reflect the adoption of the revised revenue recognition standard and is reported in accordance with Account Standards Codification 605 (“ASC 605”). See Note 3 “Revenue Recognition” of our Annual Report on Form 10-K for the year ended December 31, 2018, which was filed with the SEC on March 18, 2019 (the “2018 Annual Report”) for additional information related to our adoption of the revised revenue recognition standard (ASC 606). |
Income Taxes - Summary of Provi
Income Taxes - Summary of Provision (Benefit) for Income Taxes Consisted (Details) - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | ||
Current | ||||
State | $ 845 | $ 630 | ||
Foreign | 1,820 | 1,740 | ||
Total current | 2,665 | 2,370 | ||
Deferred | ||||
Federal | (5,731) | (699) | ||
State | (1,354) | (581) | ||
Foreign | (168) | |||
Total deferred | (7,253) | (1,280) | ||
Provision (benefit) for income taxes | $ (4,588) | $ 1,090 | $ 2,293 | [1] |
ASC 605 | ||||
Current | ||||
Federal | 293 | |||
State | 189 | |||
Foreign | 1,997 | |||
Total current | 2,479 | |||
Deferred | ||||
Federal | (293) | |||
State | 202 | |||
Foreign | (95) | |||
Total deferred | (186) | |||
Provision (benefit) for income taxes | $ 2,293 | |||
[1] | The comparative information for 2017 has not been adjusted to reflect the adoption of the revised revenue recognition standard and is reported in accordance with Account Standards Codification 605 (“ASC 605”). See Note 3 “Revenue Recognition” of our Annual Report on Form 10-K for the year ended December 31, 2018, which was filed with the SEC on March 18, 2019 (the “2018 Annual Report”) for additional information related to our adoption of the revised revenue recognition standard (ASC 606). |
Income Taxes - Reconciliation o
Income Taxes - Reconciliation of Significant Components of Deferred Tax Assets and Deferred Tax Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Deferred tax assets: | ||
Research and development and other credits | $ 6,848 | $ 4,461 |
Net operating loss carryforward | 9,609 | 8,147 |
Deferred revenue | 7,853 | 4,747 |
Stock compensation | 2,826 | 1,046 |
Leases | 2,300 | |
Accrued expenses | 2,605 | 1,182 |
Depreciable and amortizable assets | 54 | |
Other | 528 | 95 |
Total deferred tax assets | 32,569 | 19,732 |
Deferred tax liabilities: | ||
Depreciable and amortizable assets | (2,973) | |
Prepaid expenses | (7,382) | (5,889) |
Convertible senior notes | (9,975) | |
Intangibles | (16,687) | (15,280) |
Total deferred tax liability, net | (4,448) | (1,437) |
Less valuation allowance for deferred tax assets | (4,452) | (2,705) |
Net deferred tax liability | $ (8,900) | $ (4,142) |
Income Taxes - Reconciliation_2
Income Taxes - Reconciliation of Federal Income Tax Rate and Effective Income Tax Rate (Details) | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Income Tax Disclosure [Abstract] | |||
U.S. federal taxes at statutory rate | 21.00% | 21.00% | 34.00% |
State taxes, net of federal benefit | 3.60% | 9.60% | (4.00%) |
Foreign tax rate differentials | (7.60%) | 16.70% | (9.10%) |
Research and development credit | 18.70% | (26.20%) | 17.80% |
Foreign tax credit | 18.30% | ||
Amended federal return due to law change | (18.80%) | ||
Stock options | 16.90% | (0.10%) | (23.60%) |
Permanent differences and other | (5.20%) | 3.80% | (14.40%) |
Change in state rate | (1.90%) | ||
Change in valuation allowance due to operations | (11.30%) | 21.10% | (58.40%) |
Other | (1.00%) | (4.20%) | (2.00%) |
Total | 35.10% | 22.90% | (43.30%) |
Income Taxes - Reconciliation_3
Income Taxes - Reconciliation of Unrecognized Tax Benefits (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Income Tax Disclosure [Abstract] | |||
Beginning Balance | $ 2,287 | $ 1,863 | $ 883 |
Additions (reductions) based on tax positions related to prior year | (204) | (263) | 507 |
Additions based on tax positions related to current year | 224 | 687 | 473 |
Ending Balance | $ 2,307 | $ 2,287 | $ 1,863 |
Net Income (Loss) Per Share A_3
Net Income (Loss) Per Share Attributable to Common Stockholders - Schedule of Calculation of Basic and Diluted Net Income (Loss) Per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 12 Months Ended | |||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | ||
Numerator: | ||||
Net Income (loss) | $ (8,500) | $ 3,670 | $ (7,592) | [1],[2] |
Deemed dividends to preferred stockholders | (21,129) | |||
Earnings allocated to participating securities | (29) | |||
Net income (loss) available to common stockholders | $ (8,500) | $ 3,641 | $ (28,721) | |
Denominator | ||||
Basic | 88,907 | 86,495 | 52,340 | [1] |
Diluted | 88,907 | 90,003 | 52,340 | [1] |
Net income (loss) attributable to common stockholders per share | ||||
Basic | $ (0.10) | $ 0.04 | $ (0.55) | [1] |
Diluted | $ (0.10) | $ 0.04 | $ (0.55) | [1] |
[1] | The comparative information for 2017 has not been adjusted to reflect the adoption of the revised revenue recognition standard and is reported in accordance with Account Standards Codification 605 (“ASC 605”). See Note 3 “Revenue Recognition” of our Annual Report on Form 10-K for the year ended December 31, 2018, which was filed with the SEC on March 18, 2019 (the “2018 Annual Report”) for additional information related to our adoption of the revised revenue recognition standard (ASC 606). | |||
[2] | The comparative information for 2017 has not been adjusted to reflect the adoption of the revised revenue recognition standard and is reported on an ASC 605 basis. See Note 3 “Revenue Recognition” of our 2018 Annual Report for additional information related to our adoption of the revised standard (ASC 606). |
Net Income (Loss) Per Share A_4
Net Income (Loss) Per Share Attributable to Common Stockholders - Schedule of Antidilutive Securities Excluded From Computation of Earnings Per Share (Details) - shares shares in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | |||
Weighted average outstanding shares of common stock equivalents excluded from the computation of diluted net loss per share | 4,951 | 49 | 5,422 |
Stock Options | |||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | |||
Weighted average outstanding shares of common stock equivalents excluded from the computation of diluted net loss per share | 3,037 | 36 | 2,402 |
Incentive Units | |||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | |||
Weighted average outstanding shares of common stock equivalents excluded from the computation of diluted net loss per share | 2,915 | ||
Restricted Stock Units | |||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | |||
Weighted average outstanding shares of common stock equivalents excluded from the computation of diluted net loss per share | 1,899 | 13 | 105 |
ESPP | |||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | |||
Weighted average outstanding shares of common stock equivalents excluded from the computation of diluted net loss per share | 15 |
Net Income (Loss) Per Share A_5
Net Income (Loss) Per Share Attributable to Common Stockholders - Additional Information (Details) shares in Millions | 12 Months Ended |
Dec. 31, 2019$ / sharesshares | |
Earnings Per Share [Abstract] | |
Conversion spread | shares | 14.1 |
Debt Instrument, conversion price per share | $ / shares | $ 28.42 |
Geographic Information and Ma_3
Geographic Information and Major Customers - Additional Information (Details) | 12 Months Ended |
Dec. 31, 2019Segment | |
Segment Reporting [Abstract] | |
Number of reportable segments | 1 |
Geographic Information and Ma_4
Geographic Information and Major Customers - Summary of Consolidated Total Revenue by Geography (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Revenues From External Customers And Long Lived Assets [Line Items] | |||
Total revenue | $ 288,515 | $ 248,920 | |
ASC 605 | |||
Revenues From External Customers And Long Lived Assets [Line Items] | |||
Total revenue | $ 186,056 | ||
United States | |||
Revenues From External Customers And Long Lived Assets [Line Items] | |||
Total revenue | 204,500 | 171,497 | |
United States | ASC 605 | |||
Revenues From External Customers And Long Lived Assets [Line Items] | |||
Total revenue | 134,676 | ||
EMEA | |||
Revenues From External Customers And Long Lived Assets [Line Items] | |||
Total revenue | 54,315 | 49,871 | |
EMEA | ASC 605 | |||
Revenues From External Customers And Long Lived Assets [Line Items] | |||
Total revenue | 33,097 | ||
Rest of the World | |||
Revenues From External Customers And Long Lived Assets [Line Items] | |||
Total revenue | $ 29,700 | $ 27,552 | |
Rest of the World | ASC 605 | |||
Revenues From External Customers And Long Lived Assets [Line Items] | |||
Total revenue | $ 18,283 |
Geographic Information and Ma_5
Geographic Information and Major Customers - Summary of Consolidated Total Revenue by Geography (Parenthetical) (Details) | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Credit Concentration Risk | Revenue | |||
Revenues From External Customers And Long Lived Assets [Line Items] | |||
Concentration risk, percentage | 10.00% | 10.00% | 10.00% |
Employee Benefit Plans - Additi
Employee Benefit Plans - Additional Information (Details) | 12 Months Ended |
Dec. 31, 2019USD ($) | |
Postemployment Benefits [Abstract] | |
Company contributions | $ 0 |
Defined contribution plan name | 401(k) Plan |