COVER PAGE
COVER PAGE - USD ($) | 12 Months Ended | ||
Dec. 31, 2019 | Feb. 10, 2020 | Jun. 28, 2019 | |
Cover page. | |||
Document Type | 10-K | ||
Document Annual Report | true | ||
Document Period End Date | Dec. 31, 2019 | ||
Document Transition Report | false | ||
Entity File Number | 001-36131 | ||
Entity Registrant Name | Endurance International Group Holdings, Inc. | ||
Entity Incorporation, State or Country Code | DE | ||
Entity Tax Identification Number | 46-3044956 | ||
Entity Address, Address Line One | 10 Corporate Drive, | ||
Entity Address, Address Line Two | Suite 300 | ||
Entity Address, City or Town | Burlington, | ||
Entity Address, State or Province | MA | ||
Entity Address, Postal Zip Code | 01803 | ||
City Area Code | 781 | ||
Local Phone Number | 852-3200 | ||
Title of 12(b) Security | Common Stock, $0.0001 par value | ||
Trading Symbol | EIGI | ||
Security Exchange Name | NASDAQ | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | Yes | ||
Entity Filer Category | Accelerated Filer | ||
Entity Emerging Growth Company | false | ||
Entity Small Business | false | ||
Entity Shell Company | false | ||
Entity Public Float | $ 354,539,270 | ||
Entity Common Stock, Shares Outstanding | 147,690,582 | ||
Documents Incorporated by Reference | Portions of the registrant’s definitive proxy statement for its 2020 Annual Meeting of Stockholders, which the registrant intends to file pursuant to Regulation 14A with the Securities and Exchange Commission not later than 120 days after the registrant’s fiscal year end of December 31, 2019 , are incorporated by reference into Part III of this Annual Report on Form 10-K. | ||
Entity Central Index Key | 0001237746 | ||
Current Fiscal Year End Date | --12-31 | ||
Document Fiscal Year Focus | 2019 | ||
Document Fiscal Period Focus | FY | ||
Amendment Flag | false |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Current assets: | ||
Cash and cash equivalents | $ 111,265 | $ 88,644 |
Restricted cash | 1,732 | 1,932 |
Accounts receivable | 10,224 | 12,205 |
Prepaid domain name registry fees | 55,237 | 56,779 |
Prepaid commissions | 38,435 | 41,458 |
Prepaid and refundable taxes | 6,810 | 7,235 |
Prepaid expenses and other current assets | 23,883 | 27,855 |
Total current assets | 247,586 | 236,108 |
Property and equipment—net | 85,925 | 92,275 |
Operating lease right-of-use assets | 90,519 | |
Goodwill | 1,835,310 | 1,849,065 |
Other intangible assets—net | 245,002 | 352,516 |
Deferred financing costs | 1,778 | 2,656 |
Investments | 15,000 | 15,000 |
Prepaid domain name registry fees, net of current portion | 11,107 | 11,207 |
Prepaid commissions, net of current portion | 48,780 | 42,472 |
Deferred tax asset | 64 | 0 |
Other assets | 3,015 | 5,208 |
Total assets | 2,584,086 | 2,606,507 |
Current liabilities: | ||
Accounts payable | 10,054 | 12,449 |
Accrued expenses | 64,560 | 79,279 |
Accrued taxes | 251 | 2,498 |
Accrued interest | 23,434 | 25,259 |
Deferred revenue | 369,475 | 371,758 |
Operating lease liabilities—short term | 21,193 | |
Current portion of notes payable | 31,606 | 31,606 |
Current portion of financed equipment | 8,379 | |
Current portion of financed equipment | 790 | |
Deferred consideration—short term | 2,201 | 2,425 |
Other current liabilities | 2,165 | 3,147 |
Total current liabilities | 525,729 | 536,800 |
Long-term deferred revenue | 99,652 | 96,140 |
Operating lease liabilities—long term | 78,151 | |
Notes payable—long term, net of original issue discounts of $21,349 and $16,859, and deferred financing costs of $31,992 and $25,690, respectively | 1,649,867 | 1,770,055 |
Deferred tax liability—long term | 27,097 | 16,457 |
Deferred consideration—long term | 0 | 1,364 |
Other liabilities | 6,636 | 11,237 |
Total liabilities | 2,387,132 | 2,432,053 |
Commitments and Contingencies (Note 18) | ||
Stockholders’ equity: | ||
Preferred Stock—par value $0.0001; 5,000,000 shares authorized; no shares issued or outstanding | 0 | 0 |
Common Stock—par value $0.0001; 500,000,000 shares authorized; 143,444,515 and 146,259,868 shares issued at December 31, 2018 and December 31, 2019, respectively; 143,444,178 and 146,259,868 outstanding at December 31, 2018 and December 31, 2019, respectively | 15 | 14 |
Additional paid-in capital | 996,958 | 961,235 |
Accumulated other comprehensive loss | (4,088) | (3,211) |
Accumulated deficit | (795,931) | (783,584) |
Total stockholders’ equity | 196,954 | 174,454 |
Total liabilities and stockholders’ equity | $ 2,584,086 | $ 2,606,507 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Statement of Financial Position [Abstract] | ||
Unamortized deferred financing costs | $ 16,859 | $ 21,349 |
Unamortized original issue discounts | $ 25,690 | $ 31,992 |
Preferred stock, par value (in usd per share) | $ 0.0001 | $ 0.0001 |
Preferred stock, shares authorized (in shares) | 5,000,000 | 5,000,000 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Preferred stock, shares outstanding (in shares) | 0 | 0 |
Common stock, par value (in usd per share) | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized (in shares) | 500,000,000 | 500,000,000 |
Common stock, shares issued (in shares) | 146,259,868 | 143,444,515 |
Common stock, shares outstanding (in shares) | 146,259,868 | 143,444,178 |
Consolidated Statements of Oper
Consolidated Statements of Operations and Comprehensive Income (Loss) - USD ($) | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Income Statement [Abstract] | |||
Revenue | $ 1,113,278,000 | $ 1,145,291,000 | $ 1,176,867,000 |
Cost of revenue (including impairment of $18,731 for the year ended December 21, 2017 and $25,207 for the year ended December 31, 2019) | 510,296,000 | 520,737,000 | 603,930,000 |
Gross profit | 602,982,000 | 624,554,000 | 572,937,000 |
Operating expense: | |||
Sales and marketing | 258,019,000 | 265,424,000 | 277,460,000 |
Engineering and development | 106,377,000 | 87,980,000 | 78,772,000 |
General and administrative | 117,967,000 | 124,204,000 | 163,972,000 |
Gain on sale of business | (40,700,000) | 0 | 0 |
Transaction costs | 0 | 0 | 773,000 |
Impairment of goodwill | 12,333,000 | 0 | 12,129,000 |
Total operating expense | 453,996,000 | 477,608,000 | 533,106,000 |
Income from operations | 148,986,000 | 146,946,000 | 39,831,000 |
Other income (expense): | |||
Other expense, net | 0 | 0 | (600,000) |
Interest income | 1,222,000 | 1,089,000 | 736,000 |
Interest expense | (144,676,000) | (149,480,000) | (157,142,000) |
Total other expense—net | (143,454,000) | (148,391,000) | (157,006,000) |
(Loss) income before income taxes and equity earnings of unconsolidated entities | 5,532,000 | (1,445,000) | (117,175,000) |
Income tax (benefit) expense | 17,879,000 | (6,246,000) | (17,281,000) |
(Loss) income before equity earnings of unconsolidated entities | (12,347,000) | 4,801,000 | (99,894,000) |
Equity (income) loss of unconsolidated entities, net of tax | 0 | 267,000 | (110,000) |
Net (loss) income | (12,347,000) | 4,534,000 | (99,784,000) |
Net loss attributable to non-controlling interest | 0 | 0 | 277,000 |
Excess accretion of non-controlling interest | 0 | 0 | 7,247,000 |
Total net loss attributable to non-controlling interest | 0 | 0 | 7,524,000 |
Net income (loss) attributable to Endurance International Group Holdings, Inc. | (12,347,000) | 4,534,000 | (107,308,000) |
Comprehensive (loss) income: | |||
Foreign currency translation adjustments | (598,000) | (2,233,000) | 3,091,000 |
Unrealized gain (loss) on cash flow hedge, net of taxes of $11, ($137) and $102 for the years ended December 31, 2017, 2018 and 2019 | (279,000) | (437,000) | 34,000 |
Total comprehensive (loss) income | $ (13,224,000) | $ 1,864,000 | $ (104,183,000) |
Net (loss) income per share attributable to Endurance International Group Holdings, Inc.: | |||
Net (loss) income per share attributable to Endurance International Group Holdings, Inc. - basic earnings per share (in usd per share) | $ (0.09) | $ 0.03 | $ (0.78) |
Net (loss) income per share attributable to Endurance International Group Holdings, Inc. - diluted earnings per share (in usd per share) | $ (0.09) | $ 0.03 | $ (0.78) |
Weighted-average number of common shares used in computing net (loss) income per share attributable to Endurance International Group Holdings, Inc. | |||
Basic (in shares) | 145,259,691 | 142,316,993 | 137,322,201 |
Diluted (in shares) | 145,259,691 | 145,669,760 | 137,322,201 |
Consolidated Statements of Op_2
Consolidated Statements of Operations and Comprehensive Loss (Parenthetical) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2017 | |
Income Statement [Abstract] | ||
Unrealized gain (loss) arising during period, tax | $ 102 | $ 11 |
Cost of revenue impairment | $ 25,207 | $ 18,731 |
Consolidated Statements of Chan
Consolidated Statements of Changes in Shareholders' Equity - USD ($) $ in Thousands | Total | Common Stock | Additional Paid-in Capital | Accumulated Other Comprehensive Income (Loss) | Accumulated Deficit |
Beginning balance, (in shares) at Dec. 31, 2016 | 134,793,857 | ||||
Beginning balance at Dec. 31, 2016 | $ 124,383 | $ 14 | $ 868,228 | $ (3,666) | $ (740,193) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Vesting of restricted shares (in shares) | 5,040,609 | ||||
Vesting of restricted shares | 0 | ||||
Exercise of stock options, (in shares) | 356,229 | ||||
Exercise of stock options | 2,049 | 2,049 | |||
Other comprehensive income | 3,125 | 3,125 | |||
Net income attributable to non-controlling interest | 277 | 277 | |||
Net (loss) income attributable to Endurance International Group Holdings, Inc. | (107,308) | (107,308) | |||
Stock-based compensation | 60,479 | 60,479 | |||
Ending balance, (in shares) at Dec. 31, 2017 | 140,190,695 | ||||
Ending balance at Dec. 31, 2017 | 83,005 | $ 14 | 931,033 | (541) | (847,501) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Vesting of restricted shares (in shares) | 3,122,079 | ||||
Vesting of restricted shares | 0 | ||||
Exercise of stock options, (in shares) | 131,404 | ||||
Exercise of stock options | 887 | 887 | |||
Other comprehensive income | (2,670) | (2,670) | |||
Net income attributable to non-controlling interest | 0 | ||||
Net (loss) income attributable to Endurance International Group Holdings, Inc. | 4,534 | 4,534 | |||
Stock-based compensation | 29,315 | 29,315 | |||
Ending balance, (in shares) at Dec. 31, 2018 | 143,444,178 | ||||
Ending balance at Dec. 31, 2018 | 174,454 | $ 14 | 961,235 | (3,211) | (783,584) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Vesting of restricted shares (in shares) | 2,808,897 | ||||
Vesting of restricted shares | 1 | $ 1 | |||
Exercise of stock options, (in shares) | 6,793 | ||||
Exercise of stock options | 31 | 31 | |||
Other comprehensive income | (877) | (877) | |||
Net income attributable to non-controlling interest | 0 | ||||
Net (loss) income attributable to Endurance International Group Holdings, Inc. | (12,347) | (12,347) | |||
Stock-based compensation | 35,692 | 35,692 | |||
Ending balance, (in shares) at Dec. 31, 2019 | 146,259,868 | ||||
Ending balance at Dec. 31, 2019 | $ 196,954 | $ 15 | $ 996,958 | $ (4,088) | $ (795,931) |
Consolidated Statements of Ch_2
Consolidated Statements of Changes in Shareholders' Equity (Parenthetical) $ in Millions | Jan. 01, 2018USD ($) |
Accounting Standards Update 2014-09 | |
Tax impact of topic 606 | $ 7 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Cash flows from operating activities: | |||
Net (loss) income | $ (12,347,000) | $ 4,534,000 | $ (99,784,000) |
Adjustments to reconcile net (loss) income to net cash provided by operating activities: | |||
Depreciation of property and equipment | 44,951,000 | 48,207,000 | 55,185,000 |
Amortization of other intangible assets from acquisitions | 85,183,000 | 103,148,000 | 140,354,000 |
Amortization of deferred financing costs | 7,179,000 | 6,454,000 | 7,316,000 |
Amortization of net present value of deferred consideration | 163,000 | 373,000 | 632,000 |
Amortization of original issuance discount | 4,490,000 | 4,305,000 | 3,860,000 |
Impairment of long-lived assets | 25,207,000 | 0 | 18,731,000 |
Impairment of investments | 0 | 0 | 600,000 |
Impairment of goodwill | 12,333,000 | 0 | 12,129,000 |
Stock-based compensation | 35,692,000 | 29,064,000 | 60,001,000 |
Deferred tax (benefit) expense | 10,669,000 | (10,438,000) | (22,807,000) |
Gain on sale of business | (40,700,000) | 0 | 0 |
(Gain) loss on sale of assets | 163,000 | 198,000 | (315,000) |
Gain from unconsolidated entities | 0 | 0 | (110,000) |
Loss of unconsolidated entities | 0 | 267,000 | 0 |
Financing costs expensed | 0 | 1,228,000 | 5,487,000 |
Loss on early extinguishment of debt | 0 | 331,000 | 992,000 |
Dividend from minority interest | 0 | 0 | 100,000 |
Changes in operating assets and liabilities, net of acquisitions and divestitures: | |||
Accounts receivable | 1,985,000 | 3,616,000 | (3,102,000) |
Prepaid and refundable taxes | 495,000 | (2,896,000) | (732,000) |
Prepaid expenses and other current assets | 3,857,000 | (4,564,000) | 6,150,000 |
Leases right-of-use asset, net | 656,000 | 0 | 0 |
Accounts payable and accrued expenses | (21,565,000) | 5,040,000 | 8,351,000 |
Deferred revenue | 3,562,000 | (6,315,000) | 8,235,000 |
Net cash provided by operating activities | 161,973,000 | 182,552,000 | 201,273,000 |
Cash flows from investing activities: | |||
Businesses acquired in purchase transaction, net of cash acquired | (8,875,000) | 0 | 0 |
Purchases of property and equipment | (39,126,000) | (45,880,000) | (43,062,000) |
Proceeds from sale of assets | 51,001,000 | 6,000 | 530,000 |
Purchases of intangible assets | 0 | (8,000) | (1,966,000) |
Net cash (used in) provided by investing activities | 3,000,000 | (45,882,000) | (44,498,000) |
Cash flows from financing activities: | |||
Proceeds from issuance of term loan | 0 | 1,580,305,000 | 1,693,007,000 |
Repayment of term loan | (130,980,000) | (1,681,094,000) | (1,797,634,000) |
Payment of financing costs | 0 | (1,580,000) | (6,304,000) |
Payment of deferred consideration | (2,500,000) | (4,500,000) | (5,433,000) |
Payment of redeemable non-controlling interest liability | 0 | 0 | (25,000,000) |
Principal payments on financed equipment | (8,189,000) | (7,439,000) | (7,390,000) |
Proceeds from exercise of stock options | 31,000 | 887,000 | 2,049,000 |
Net cash used in financing activities | (141,638,000) | (113,421,000) | (146,705,000) |
Net effect of exchange rate on cash and cash equivalents and restricted cash | (914,000) | (1,791,000) | 2,150,000 |
Net increase in cash and cash equivalents and restricted cash | 22,421,000 | 21,458,000 | 12,220,000 |
Cash and cash equivalents and restricted cash: | |||
Beginning of period | 90,576,000 | 69,118,000 | 56,898,000 |
End of period | 111,265,000 | 88,644,000 | |
Supplemental cash flow information: | |||
Interest paid | 132,805,000 | 134,145,000 | 141,157,000 |
Income taxes paid | 4,728,000 | 4,141,000 | 3,369,000 |
Supplemental disclosure of non-cash financing activities: | |||
Assets acquired under equipment financing | 0 | $ 1,179,000 | $ 15,536,000 |
Operating lease right-of-use assets | 114,942,000 | ||
Lease liability | $ 124,549,000 |
Nature of Business
Nature of Business | 12 Months Ended |
Dec. 31, 2019 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Nature of Business | Nature of Business Formation and Nature of Business Endurance International Group Holdings, Inc. (“Holdings”) is a Delaware corporation, which, together with its wholly owned subsidiary, EIG Investors Corp. (“EIG Investors”), its primary operating subsidiary, The Endurance International Group, Inc. (“EIG”), and other subsidiaries of EIG, collectively form the “Company.” The Company is a leading provider of cloud-based platform solutions designed to help small- and medium-sized businesses succeed online. EIG and EIG Investors were incorporated in April 1997 and May 2007, respectively, and Holdings was originally formed as a limited liability company in October 2011 in connection with the acquisition of a controlling interest in EIG Investors, EIG and EIG’s subsidiaries by investment funds and entities affiliated with Warburg Pincus and Goldman, Sachs & Co. ("Goldman") on December 22, 2011. On November 7, 2012, Holdings reorganized as a Delaware limited partnership and on June 25, 2013, Holdings converted into a Delaware C-corporation and changed its name to Endurance International Group Holdings, Inc. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2019 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies Basis of Preparation The accompanying consolidated financial statements, which include the accounts of Holdings and its subsidiaries, have been prepared using accounting principles generally accepted in the United States of America (“U.S. GAAP”). All intercompany transactions have been eliminated on consolidation. Segment Information Operating segments are defined as components of an enterprise that engage in business activities for which discrete financial information is available and regularly reviewed by the chief operating decision maker ("CODM"). The Company has determined that its chief executive officer is the Company's CODM. The Company has identified three operating segments: web presence, email marketing and domain. The Company has determined that it does not satisfy aggregation criteria for these operating segments, and that each segment meets the quantitative threshold of Financial Accounting Standards Board ("FASB") Accounting Standards Codification ("ASC") 280, Segment Reporting . Therefore, all three operating segments are reportable segments. The Company's segments share certain resources, primarily related to sales and marketing, engineering and development, and general and administrative functions. Management allocates these costs to each respective segment based on a consistently applied methodology, primarily based on a percentage of revenue. Use of Estimates U.S. GAAP requires management to make certain estimates, judgments and assumptions that affect the reported amounts of assets, liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenue and expenses during the reporting period. These estimates, judgments and assumptions used in preparing the accompanying consolidated financial statements are based on the relevant facts and circumstances as of the date of the consolidated financial statements. Although the Company regularly assesses these estimates, judgments and assumptions used in preparing the consolidated financial statements, actual results could differ from those estimates. Changes in estimates are recorded in the period in which they become known. The more significant estimates reflected in these consolidated financial statements include estimates of fair value of assets acquired and liabilities assumed under purchase accounting related to the Company’s acquisitions and when evaluating goodwill and long-lived assets for potential impairment, the estimated useful lives of intangible and depreciable assets, revenue recognition for multiple-element arrangements, stock-based compensation, derivative instruments, certain accruals, reserves and deferred taxes. Reclassification Certain amounts in the prior period financial statements have been reclassified to conform to the presentation of the current period financial statements. Cash Equivalents Cash and cash equivalents include all highly liquid investments with remaining maturities of three months or less at the date of purchase. Restricted Cash Restricted cash is composed of certificates of deposits and cash held by merchant banks and payment processors, which provide collateral against any chargebacks, fees, or other items that may be charged back to the Company by credit card companies and other merchants, and collateral for certain facility leases. Accounts Receivable Accounts receivable is primarily composed of cash due from credit card companies for unsettled transactions charged to customers’ credit cards. As these amounts reflect authenticated transactions that are fully collectible, the Company does not maintain an allowance for doubtful accounts. The Company also accrues for earned referral fees and commissions, which are governed by reseller or affiliate agreements, when the amount is reasonably estimable. Prepaid Domain Name Registry Fees Prepaid domain name registry fees represent amounts that are paid in full at the time a domain is registered by one of the Company’s registrars on behalf of a customer. The registry fees are recognized on a straight-line basis over the term of the domain registration period. Fair Value of Financial Instruments The carrying amounts of the Company’s financial instruments, which include cash equivalents, accounts receivable, accounts payable and certain accrued expenses, approximate their fair values due to their short maturities. The fair value of the Company’s notes payable is based on the borrowing rates currently available to the Company for debt with similar terms and average maturities and approximates their carrying value. Derivative Instruments and Hedging Activities FASB ASC 815, Derivatives and Hedging , or ASC 815, provides the disclosure requirements for derivatives and hedging activities with the intent to provide users of financial statements with an enhanced understanding of: (a) how and why an entity uses derivative instruments, (b) how the entity accounts for derivative instruments and related hedged items, and (c) how derivative instruments and related hedged items affect an entity’s financial position, financial performance, and cash flows. Further, qualitative disclosures are required that explain the Company’s objectives and strategies for using derivatives, as well as quantitative disclosures about the fair value of and gains and losses on derivative instruments, and disclosures about credit-risk-related contingent features in derivative instruments. As required by ASC 815, the Company records all derivatives on the balance sheet at fair value. The accounting for changes in the fair value of derivatives depends on the intended use of the derivative, whether the Company has elected to designate a derivative in a hedging relationship and apply hedge accounting and whether the hedging relationship has satisfied the criteria necessary to apply hedge accounting. Derivatives designated and qualifying as a hedge of the exposure to changes in the fair value of an asset, liability, or firm commitment attributable to a particular risk, such as interest rate risk, are considered fair value hedges. Derivatives designated and qualifying as a hedge of the exposure to variability in expected future cash flows, or other types of forecasted transactions, are considered cash flow hedges. Derivatives may also be designated as hedges of the foreign currency exposure of a net investment in a foreign operation. Hedge accounting generally provides for the matching of the timing of gain or loss recognition on the hedging instrument with the recognition of the changes in the fair value of the hedged asset or liability that are attributable to the hedged risk in a fair value hedge or the earnings effect of the hedged forecasted transactions in a cash flow hedge. The Company may enter into derivative contracts that are intended to economically hedge certain of its risks, even though hedge accounting does not apply or the Company elects not to apply hedge accounting. In accordance with the FASB’s fair value measurement guidance in Accounting Standard Update ("ASU") 2011-4, Fair Value Measurement (Topic 820): Amendments to Achieve Common Fair Value Measurement and Disclosure Requirements, the Company made an accounting policy election to measure the credit risk of its derivative financial instruments that are subject to master netting agreements on a net basis by counterparty portfolio. Concentrations of Credit and Other Risks Financial instruments which potentially subject the Company to concentrations of credit risk consist principally of cash and cash equivalents and accounts receivable. Cash and cash equivalents are maintained at accredited financial institutions, and PayPal balances are at times without and in excess of federally insured limits. The Company has never experienced any losses related to these balances and does not believe that it is subject to unusual credit risk beyond the normal credit risk associated with commercial banking relationships. For the years ended December 31, 2017 , 2018 and 2019 , no subscriber represented 10% or more of the Company’s total revenue. Additionally, as of December 31, 2018 and 2019 , no subscriber represented 10% or more of the Company’s total accounts receivable. Property and Equipment Property and equipment is recorded at cost or fair value if acquired in an acquisition. The Company also capitalizes the direct costs of constructing additional computer equipment for internal use, as well as upgrades to existing computer equipment which extend the useful life, capacity or operating efficiency of the equipment. Capitalized costs include the cost of materials, shipping and taxes. Materials used for repairs and maintenance of computer equipment are expensed and recorded as a cost of revenue. Materials on hand and construction-in-process are recorded as property and equipment. Assets recorded under property, plant and equipment financing are depreciated over the lease term. Depreciation is computed using the straight-line method over the estimated useful lives of the related assets as follows: Building Thirty-five years Software Two to three years Computers and office equipment Three years Furniture and fixtures Five years Leasehold improvements Shorter of useful life or remaining term of the lease Software Development Costs The Company accounts for software development costs for internal use software under the provisions of ASC 350-40, Internal-Use Software . Accordingly, certain costs to develop internal-use computer software are capitalized, provided these costs are expected to be recoverable. During the years ended December 31, 2017 , 2018 and 2019 , the Company capitalized internal-use software development costs of $10.2 million , $10.1 million and $13.4 million , respectively. Business Combinations The Company accounts for business acquisitions using the purchase method of accounting, in accordance with which assets acquired and liabilities assumed are recorded at their respective fair values at the acquisition date. The fair value of the consideration paid, including contingent consideration, is assigned to the assets acquired and liabilities assumed based on their respective fair values. Goodwill represents excess of the purchase price over the estimated fair values of the assets acquired and liabilities assumed. Significant judgments are used in determining fair values of assets acquired and liabilities assumed, as well as intangibles and their estimated useful lives. Fair value and useful life determinations are based on, among other factors, estimates of future expected cash flows, royalty cost savings and appropriate discount rates used in computing present values. These judgments may materially impact the estimates used in allocating acquisition date fair values to assets acquired and liabilities assumed, as well as the Company's current and future operating results. Actual results may vary from these estimates which may result in adjustments to goodwill and acquisition date fair values of assets and liabilities during a measurement period or upon a final determination of asset and liability fair values, whichever occurs first. Adjustments to fair values of assets and liabilities made after the end of the measurement period are recorded within the Company's operating results. Changes in the fair value of a contingent consideration resulting from a change in the underlying inputs are recognized in results of operations until the arrangement is settled. Goodwill Goodwill relates to amounts that arose in connection with various acquisitions and represents the difference between the purchase price and the fair value of the identifiable intangible and tangible net assets when accounted for using the purchase method of accounting. Goodwill is not amortized, but it is subject to periodic review for impairment. Events that would indicate impairment and trigger an interim impairment assessment include, but are not limited to, current economic and market conditions, a decline in the equity value of the business, a significant adverse change in certain agreements that would materially affect reported operating results, business climate or operational performance of the business and an adverse action or assessment by a regulator. In accordance with ASU No. 2011-08, Intangibles-Goodwill and Other (Topic 350) Testing Goodwill for Impairment , or ASU 2011-08, the Company is required to review goodwill by reporting unit for impairment at least annually or more often if there are indicators of impairment present. A reporting unit is either the equivalent of, or one level below, an operating segment. The Company early adopted the provisions in ASU 2017-04, which eliminates the second step of the goodwill impairment test. As a result, the Company's goodwill impairment tests include only one step, which is a comparison of the carrying value of each reporting unit to its fair value, and any excess carrying value, up to the amount of goodwill allocated to that reporting unit, is impaired. The carrying value of each reporting unit is based on the assignment of the appropriate assets and liabilities to each reporting unit. Assets and liabilities were assigned to each reporting unit if the assets or liabilities are employed in the operations of the reporting unit and the asset and liability is considered in the determination of the reporting unit fair value. Certain assets and liabilities are shared by multiple reporting units, and were allocated to each reporting unit based on the relative size of a reporting unit, primarily based on revenue. The Company's goodwill impairment test as of October 31, 2017 resulted in a $12.1 million impairment of goodwill to the Company's domain monetization reporting unit within the domain segment. The impairment was a direct result of a more rapid decline in domain parking revenue than originally expected, and to a lesser extent, reduced sales of premium domain names. Goodwill for this reporting unit was completely impaired. Goodwill allocated to the other six reporting units to which goodwill has been allocated was not impaired. As of the test date of October 31, 2018, the fair value for all reporting units was higher than their respective carrying values, and no impairment was recorded. For the annual impairment test as of October 31, 2019, the Company had a total of seven reporting units to which goodwill has been allocated. Additionally, the Company has three smaller reporting units to which no goodwill has been allocated, as they had been determined to have no material fair value, and one reporting unit which has no remaining goodwill allocated to it. The Company determines the fair value of each reporting unit by utilizing the income approach and the market approach. For the income approach, fair value is determined based on the present value of estimated future after-tax cash flows, discounted at an appropriate risk adjusted rate. The Company derives its discount rates by using a capital asset pricing model and analyzing published rates for industries relevant to its reporting units to estimate the weighted-average cost of capital. The Company uses discount rates that are commensurate with the risks and uncertainty inherent in its business and in its internally developed forecasts. For fiscal years 2017 and 2018, the Company used a discount rate of 10.0% for all but one of its reporting units. For fiscal year 2019, the Company used a discount rate of 10.5% for all but three of its reporting units. For two of the reporting units, which are experiencing declining cash flows, the Company used a discount rate of 13.0% and 13.5% , respectively, to adjust for the risk in the projected cash flows. For the remaining reporting unit, which had just been acquired in September 2019, the Company used a discount rate of 15.5% , to adjust for the risk in the projected cash flows. The Company also performed sensitivity analysis on its discount rates. The Company uses internal forecasts to estimate future after-tax cash flows, which include an estimate of long-term future growth rates based on the Company's view of the long-term outlook for each reporting unit. Actual results may differ from those assumed in the Company's forecasts. For the market approach, the Company uses a valuation technique in which values are derived based on valuation multiples from comparable public companies, and a valuation multiple from sales of comparable companies. For the fiscal 2017 goodwill impairment analysis, the Company compared the fair value from the income approach to the market approach based on multiples of comparable public companies and noted no material variances in the valuation techniques. For the fiscal 2018 goodwill impairment analysis, the Company compared the fair value from the income approach to two market approaches, which included a valuation multiple of comparable public companies and a valuation multiple from sales of comparable companies. For three of the Company's reporting units, which represented approximately 95% of the Company's goodwill at the time of the 2018 goodwill impairment analysis, the fair value derived from the income approach was consistent with the fair value derived from the two market approaches. The Company established the fair value for these reporting units based on the average fair value from all three valuation approaches. For the fiscal 2018 goodwill impairment analysis, for two of the Company's reporting units, which represented approximately 3% of the Company's goodwill, the Company based their fair value entirely upon the income approach, as these two reporting units were experiencing declining cash flows and were expected to continue to experience declines over time. The fair values from the income approach for these two reporting units were materially below the fair values derived from both market approaches. The goodwill allocated to these two reporting units was approximately $64.2 million as of December 31, 2018. For one of the Company's reporting units, which represented approximately 2% of the Company's goodwill, the fair values derived from the market approaches were much lower than the income approach using a discount rate of 10% . The Company determined that more risk was present in the projected future cash flows of this reporting unit as compared to the Company's other reporting units and determined that a discount rate of 17% was appropriate. The fair value of this reporting unit under the income approach at a discount rate of 17% was consistent with the fair values determined under the two market approaches. The Company established fair value for this reporting unit based on the average fair value from all three valuation approaches. For the fiscal 2019 goodwill impairment analysis, the Company compared the fair value from the income approach to two market approaches, which included a valuation multiple of comparable public companies and a valuation multiple from sales of comparable companies. For three of the reporting units, which represent approximately 97% of the Company's goodwill as of December 31, 2019, the Company established the fair value based on the average fair value from all three valuation approaches. For two of the remaining reporting units, which represent approximately 3% of the Company's goodwill as of December 31, 2019, the Company established fair value based on the income approach only, because these reporting units are experiencing declining cash flows. The Company calculated and recognized a partial impairment of $10.0 million for one of these reporting units and a full impairment of $2.3 million for the second of these reporting units, both of which were recorded as an operating expense in the consolidated statements of operations and other comprehensive income (loss). For the other two reporting units for which the income approach was used, the Company had just acquired one reporting unit in the three months ended September 30, 2019, and was in the process of disposing of the other reporting unit through a sale in December 2019. Goodwill as of December 31, 2019 was $1,835.3 million . The carrying value of goodwill that was allocated to the web presence, email marketing and domain segments was $1,202.0 million , $603.4 million and $29.9 million , respectively. The fair value of all but three of the reporting units with goodwill at December 31, 2019 exceeds each reporting unit's carrying value by at least 20% . Of the other three reporting units with less than 20% excess of fair value over carrying value, one reporting unit is forecast to experience continuing negative growth in both revenue and cash flows. Given this fact pattern, the Company relied upon the income approach in order to quantify the impact of persistent negative growth expectations and to develop a fair value for this reporting unit. The goodwill allocated to this reporting unit as of December 31, 2019 was $52.0 million . The Company expects that cash flows will continue to decline, which could result in goodwill impairment charges for this reporting unit at some point in the future. The second reporting unit with less than a 20% excess of fair value over carrying value was acquired in September 2019. Based on the short duration between the acquisition date and the testing date, and lacking indications of specific events that either positively or negatively impacted the carrying value, fair value on this reporting unit approximated the allocated goodwill. Goodwill for this reporting unit as of December 31, 2019 was approximately $ 7.0 million . The third reporting unit represents a combination of different hosting brands, which the Company will continue to monitor in the future. Though near term cash flows are projected to decline, growth in the cash flows is expected to return after further investments in engineering and development and sales and marketing are made. This reporting unit's fair value was established using three valuation methods, equally weighted. As the reporting unit passed the goodwill impairment test with equal weight given to the three approaches, the Company did not adjust the weight given to the three valuation approaches. As of December 31, 2019, the fair value of this reporting unit, as estimated based upon our future projections, exceeded its carrying value by less than 4% . In the event the Company's investments in engineering and development and sales and marketing do not generate the anticipated improvement in future operating performance, then future impairments may be recognized for this reporting unit. Goodwill for this reporting unit as of December 31, 2019 was approximately $1.2 billion . Long-Lived Assets The Company’s long-lived assets consist primarily of intangible assets, including acquired subscriber relationships, trade names, intellectual property, developed technology, and domain names available for sale. The Company also has long-lived tangible assets, primarily consisting of property and equipment. The majority of the Company’s intangible assets are recorded in connection with its various acquisitions. The Company’s intangible assets are recorded at fair value at the time of their acquisition. The Company amortizes intangible assets over their estimated useful lives. Determination of the estimated useful lives of the individual categories of intangible assets is based on the nature of the applicable intangible asset and the expected future cash flows to be derived from the intangible asset. Amortization of intangible assets with finite lives is recognized in accordance with their estimated projected cash flows. The Company evaluates long-lived intangible and tangible assets whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. If indicators of impairment are present and undiscounted future cash flows are less than the carrying amount, the fair value of the assets is determined and compared to the carrying value. If the fair value is less than the carrying value, then the carrying value of the asset is reduced to the estimated fair value and an impairment loss is charged to expense in the period the impairment is identified. Indefinite life intangible assets include domain names that are available for sale which are recorded at cost to acquire. These assets are not being amortized and are being tested for impairment annually and whenever events or changes in circumstance indicate that their carrying value may not be recoverable. When a domain name is sold, the Company records the cost of the domain in cost of revenue. During the year ended December 31, 2017, the Company recognized an impairment charge of $13.8 million relating to certain domain name intangible assets acquired in 2014, which was recorded in cost of revenue in the consolidated statements of operations and comprehensive income (loss). The impairment resulted from diminished cash flows associated with these intangible assets. Also during the year ended December 31, 2017, the Company recognized an impairment charge of $4.9 million primarily relating to developed technology and customer relationships associated with the acquisition of the Directi web presence business in 2014. This impairment was recorded in cost of revenue in the consolidated statements of operations and comprehensive income (loss). The impairment resulted from diminished cash flows associated with these intangible assets. All of the 2017 impairments described above were recognized in the domain segment. During the year ended December 31, 2018, the Company did not identify any impairments relating to its long-lived assets. During the year ended December 31, 2019, the Company recognized an aggregate impairment of $25.2 million , relating primarily to premium domain name intangible assets acquired in 2014, which was recorded in cost of revenue in the consolidated statements of operations and comprehensive income (loss). The impairment resulted from recent market conditions that have adversely impacted cash flows from these assets, and these market conditions are expected to continue. During the three months ended June 30, 2019, the Company recognized an impairment of $17.9 million . The Company valued its premium domain name assets included in its domain monetization reporting unit based on discounted projected cash flows from these assets using a discount rate of 11.6% , which resulted in an impairment of $16.2 million . The balance of the impairment charge was primarily related to developed technology intangible assets associated with the premium domain business, which were valued using a relief from royalty approach. During the annual goodwill impairment test as of October 31, 2019, the Company valued the domain monetization reporting unit based on discounted projected cash flows from its assets using a discount rate of 10.5% and recognized an additional impairment of $7.3 million , of which $4.6 million related to domain names and the balance related to developed technology and trademarks associated with this reporting unit. As of December 31, 2019, the intangible assets relating to our domain monetization reporting unit have been completely written off. Revenue Recognition In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers (Topic 606) , or ASU 2014-09 or ASC 606, which supersedes nearly all existing revenue recognition guidance under U.S. GAAP. Since then, the FASB has also issued ASU 2016-08, Revenue from Contracts with Customers (Topic 606), Principals versus Agent Considerations, ASU 2016-10, Revenue from Contracts with Customers (Topic 606), Identifying Performance Obligations and Licensing, and ASU 2017-13, Revenue Recognition (Topic 605), Revenue from Contracts with Customers (Topic 606) , and Amendments to SEC Paragraphs Pursuant to the Staff Announcement at the July 20, 2017 EITF Meeting and Rescission of Prior SEC Staff Announcements and Observer Comments, which further elaborate on the original ASU No. 2014-09. The Company adopted the guidance in ASC 606 on January 1, 2018. Revenue is recognized when control of the promised products or services is transferred to the Company’s customers, in an amount that reflects the consideration the Company expects to be entitled to for those products and services. In general, the Company determines revenue recognition through the following steps: • Identification of the contract, or contracts, with the customer • Identification of the performance obligations in the contract • Determination of the transaction price • Allocation of the transaction price to the performance obligations in the contract • Recognition of revenue when, or as, the Company satisfies a performance obligation The Company provides cloud-based subscription services, which include website hosting and related add-ons, search engine optimization ("SEO") services, domain registration services and email marketing. Website hosting gives subscribers access to an environment where the Company hosts a customer’s website. The related contract terms are generally for one year , but can range from 30 days to three years . Website hosting services are typically sold in bundled offerings that include website hosting, domain registration services and various add-ons. The Company recognizes revenue for website hosting and domain registration services over the term of the contract. The main add-on services related to website hosting are domain privacy, secure sockets layer ("SSL") security, site backup and restoration, and website builder tools. These services may be included in website hosting bundles, or they may be purchased on a standalone basis. Certain add-on services are provided by third parties. In cases where the Company is acting as an agent for the sale of third party add-on services, the Company recognizes revenue on a net basis at the time of sale. In cases where the Company is acting as a principal for the sale of third party add-on services (i.e., the Company has the primary responsibility to provide specific goods or services, it has discretion to establish prices and it may assume inventory risk), the Company recognizes revenue on a gross basis over the term of the contract. The revenue for Company-provided add-on services is primarily recognized over the term of the contract. SEO services are monthly subscriptions that provide a customer with increased traffic to their website over the term of the subscription. Revenue from SEO services is recognized over the monthly term of the contract. In the case of domain registration services, the Company is an accredited registrar and can provide registration services to the customer, or it can select an accredited third party registrar to perform these duties. Domain registration services are generally annual subscriptions, but can cover multiple years. Revenue for these services is recognized over time. Email marketing services provide subscribers with a cloud-based platform that can send broadcast emails to a customer list managed by the subscriber. Pricing is based on contract list volume from the prior monthly period, which determines the contractual billing price for the upcoming month. Revenue for this service is recognized over the monthly term of the contract. Inventory management and marketplace listing services provide customers with a cloud-based platform that integrates standard inventory management features with order management and shipping management capabilities across multiple channels. Pricing is primarily based on order volume from the prior monthly period. For inventory management customers who subscribe to an annual plan, revenue is recognized ratably over the term of the contract. Inventory management professional services are also provided to customers when requested, and are recognized into revenue upon completion. Non-subscription based services include certain professional services, primarily website design or re-design services, marketing development fund revenue ("MDF"), premium domain names and domain parking services. Website design and re-design services are recognized when the service is complete. Marketing development funds consist of commissions earned by the Company when a third party sells its products or services directly to the Company’s subscribers, and advertising revenue for third party ads placed on Company websites. The Company records revenue when the service is provided and calculates it based on the contractual revenue share arrangement or over the term of the advertisement. Domain parking allows the Company to moneti |
Acquisitions_ Divestitures
Acquisitions/ Divestitures | 12 Months Ended |
Dec. 31, 2019 | |
Business Combinations [Abstract] | |
Acquisitions/ Divestitures | Acquisitions/ Divestitures Acquisitions The Company accounts for the acquisitions of businesses using the purchase method of accounting. The Company allocates the purchase price to the tangible and identifiable intangible assets and liabilities assumed based on their estimated fair values. Purchased identifiable intangible assets typically include subscriber relationships, trade names, domain names held for sale, developed technology and in-process research and development. The methodologies used to determine the fair value assigned to subscriber relationships and domain names held for sale are typically based on the excess earnings method that considers the return received from the intangible asset and includes certain expenses and also considers an attrition rate based on the Company’s internal subscriber analysis and an estimate of the average life of the subscribers. The fair value assigned to trade names is typically based on the income approach using a relief from royalty methodology that assumes that the fair value of a trade name can be measured by estimating the cost of licensing and paying a royalty fee for the trade name that the owner of the trade name avoids. The fair value assigned to developed technology typically uses the cost approach. If applicable, the Company estimates the fair value of contingent consideration payments in determining the purchase price. The contingent consideration is then adjusted to fair value in subsequent periods as an increase or decrease in current earnings in general and administrative expense in the consolidated statements of operations and comprehensive income (loss). Acquisitions—2019 Ecomdash On September 13, 2019, the Company acquired substantially all of the assets of LTD Software LLC, doing business as Ecomdash (“Ecomdash”), which is a software provider that offers inventory management and marketplace listing solutions for small and mid-sized businesses selling online. The aggregate purchase price was $9.6 million , of which approximately $8.9 million was paid in cash at the closing. The Company retained the remainder of the purchase price as a holdback to fund any working capital adjustment, if applicable, and to serve as security for the indemnification obligations of the seller under the asset purchase agreement. Subject to any indemnification claims, the Company will release the holdback funds, less a small working capital adjustment, to the seller twelve months from the closing date. Transaction costs were expensed as incurred and were not material. The Company has accounted for this transaction as a business combination in accordance with the acquisition method of accounting, which requires, among other things, that assets acquired and liabilities assumed be recognized at their estimated fair values as of the acquisition date. The following table summarizes the preliminary allocation of the purchase consideration to the assets acquired and liabilities assumed at the date of acquisition: September 13, 2019 (in thousands) Working capital $ (187 ) Goodwill 6,973 Developed technology 2,445 Subscriber relationships 390 Total $ 9,621 Goodwill related to the acquisition is deductible for tax purposes. Divestitures—2019 On December 5, 2019, the Company completed the sale of substantially all assets of its SinglePlatform digital storefront business, including all of the membership interests of its subsidiary SinglePlatform, LLC, to TripAdvisor LLC for consideration of approximately $51.0 million in cash. The Company recognized a pre-tax gain on the sale of $40.7 million during the fourth quarter of 2019, which was recorded as an operating expense in the consolidated statements of operations and other comprehensive income (loss). SinglePlatform contributed $28.4 million and $25.4 million |
Fair Value Measurements
Fair Value Measurements | 12 Months Ended |
Dec. 31, 2019 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Fair Value Measurements The following valuation hierarchy is used for disclosure of the inputs to valuation used to measure fair value. This hierarchy prioritizes the inputs into three broad levels as follows: • Level 1 inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities. • Level 2 inputs are quoted prices for similar assets or liabilities in active markets or inputs that are observable for the asset or liability, either directly or indirectly through market corroboration, for substantially the full term of the financial instrument. • Level 3 inputs are unobservable inputs based on the Company’s own assumptions used to measure assets and liabilities at fair value. A financial asset or liability’s classification within the hierarchy is determined based on the lowest level input that is significant to the fair value measurement. As of December 31, 2018 and 2019 , the Company’s financial assets required to be measured on a recurring basis consist of the 2015 interest rate cap, the 2018 interest rate cap and certain cash equivalents, which include money market instruments and bank time deposits. The Company has classified these interest rate caps, which are discussed in Note 5. Derivatives and Hedging Activities below, within Level 2 of the fair value hierarchy. The Company has also classified these cash equivalents within Level 2 of the fair value hierarchy. Basis of Fair Value Measurements Balance Quoted Prices in Active Markets for Identical Items (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) (in thousands) Balance at December 31, 2018 Financial assets: Cash equivalents (included in cash and cash equivalents) $ 7,874 $ — $ 7,874 $ — Interest rate cap (included in other assets) 2,583 — 2,583 — Total financial assets $ 10,457 $ — $ 10,457 $ — Balance at December 31, 2019 Financial assets: Cash equivalents (included in cash and cash equivalents) $ 2,834 $ — $ 2,834 $ — Interest rate cap (included in other assets) 6 — 6 — Total financial assets $ 2,840 $ — $ 2,840 $ — The carrying amounts of the Company's other financial assets and liabilities including cash, accounts receivable, accounts payable and accrued liabilities approximate their respective fair values because of the relatively short period of time between their origination and their expected realization or settlement. |
Derivatives and Hedging Activit
Derivatives and Hedging Activities | 12 Months Ended |
Dec. 31, 2019 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivatives and Hedging Activities | 5. Derivatives and Hedging Activities Risk Management Objective of Using Derivatives The Company is exposed to certain risks arising from both its business operations and economic conditions. The Company principally manages its exposures to a wide variety of business and operational risks through management of its core business activities. The Company manages economic risks, including interest rate, liquidity, and credit risk primarily by managing the amount, sources, and duration of its debt funding and the use of derivative financial instruments. Specifically, the Company may enter into derivative financial instruments to manage exposures that arise from business activities that result in the receipt or payment of future known and uncertain cash amounts, the value of which are determined by interest rates. The Company’s derivative financial instruments are used to manage differences in the amount, timing, and duration of the Company’s known or expected cash receipts and its known or expected cash payments principally related to the Company’s investments and borrowings. Cash Flow Hedges of Interest Rate Risk The Company has entered into two three -year interest rate caps as part of its risk management strategy, of which the first one matured in the three months ended March 31, 2019. The interest rate caps, designated as cash flow hedges of interest rate risk, provide for the payment to the Company of variable amounts if interest rates rise above the strike rate on the contract in exchange for an upfront premium. Therefore, these derivatives limit the Company’s exposure if the interest rate rises, but also allow the Company to benefit when the interest rate falls. In December 2015, the Company entered into a three -year interest rate cap with a $500.0 million notional value outstanding. This interest rate cap was effective beginning on February 29, 2016 and matured on February 27, 2019. The fair value of this interest rate contract included in other assets on the consolidated balance sheet as of December 31, 2018 and 2019 was $0.5 million and $0.0 million , respectively. The Company recognized interest expense of $1.9 million and $0.4 million , respectively, in the Company’s consolidated statements of operations and comprehensive income (loss) for the years ended December 31, 2018 and 2019 , respectively. The Company recognized a $0.1 million loss in Accumulated Other Comprehensive Income ("AOCI") for the year ended December 31, 2019 . For the year ended December 31, 2018 , the Company recognized a $2.1 million gain in AOCI, net of a tax expense of $0.5 million . In June 2018, the Company entered into a three -year interest rate cap with an $800.0 million notional value outstanding. This interest rate cap was effective beginning on August 28, 2018. The fair value of this interest rate contract included in other assets on the consolidated balance sheet as of December 31, 2018 and 2019 was $2.0 million and $0.0 million , respectively, and the Company recognized $0.9 million and $1.8 million , respectively, of interest expense in the Company’s consolidated statements of operations and comprehensive income (loss) for the years ended December 31, 2018 and 2019 , respectively. The Company recognized a $2.7 million loss, net of a tax benefit of $0.6 million , in AOCI for the year ended December 31, 2018 . The Company recognized a $0.3 million loss, net of a tax benefit of $0.1 million , in AOCI for the year ended December 31, 2019 . The Company estimates that $1.8 million will be reclassified from AOCI to interest expense (as an increase to interest expense) in the next twelve months. The changes in the fair value of derivatives that qualify as cash flow hedges are recorded in AOCI, and are subsequently reclassified into earnings in the period that the hedged forecasted transaction affects earnings. Amounts reported in AOCI related to derivatives will be reclassified to interest expense as interest payments are made on the Company’s variable-rate debt. Any ineffective portion of the change in fair value of the derivatives is recognized directly in earnings. There was no ineffectiveness recorded in earnings for the year ended December 31, 2019 . |
Property, Plant and Equipment
Property, Plant and Equipment | 12 Months Ended |
Dec. 31, 2019 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment | Property, Plant and Equipment Components of property and equipment consisted of the following: December 31, 2018 December 31, 2019 (in thousands) Land $ 790 $ 790 Building 7,819 8,285 Software 102,259 109,546 Computers and office equipment 157,396 187,056 Furniture and fixtures 19,258 18,918 Leasehold improvements 20,215 20,469 Construction in process 12,314 5,850 Property and equipment—at cost 320,051 350,914 Less accumulated depreciation (227,776 ) (264,989 ) Property and equipment—net $ 92,275 $ 85,925 Depreciation expense related to property and equipment for the years ended December 31, 2017 , 2018 and 2019 was $55.2 million , $48.2 million , and $45.0 million , respectively. The Company evaluates long-lived assets such as property, plant and equipment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. If indicators of impairment are present and undiscounted future cash flows are less than the carrying amount, the fair value of the assets is determined and compared to the carrying value. If the fair value is less than the carrying value, then the carrying value of the asset is reduced to the estimated fair value and an impairment loss is charged to expense in the period the impairment is identified. During the years ended December 31, 2017, 2018 and 2019 , the Company did not recognize any impairments with respect to its property, plant and equipment. During the years ended December 31, 2018 and 2019 , the Company entered into agreements to finance software licenses for use on certain data center server equipment for terms ranging from twenty-four months to thirty-nine months . As of December 31, 2018 and 2019 , the Company’s software shown in the above table included the software assets under financed equipment was as follows: December 31, 2018 December 31, 2019 (in thousands) Software $ 16,715 $ 16,715 Less accumulated depreciation (6,221 ) (11,989 ) Financed equipment—net $ 10,494 $ 4,726 At December 31, 2019 , the expected future minimum lease payments under financed equipment discussed above were approximately as follows: Amount (in thousands) 2020 $ 828 2021 — Total minimum lease payments 828 Less amounts representing interest (38 ) Present value of financed equipment $ 790 Current portion 790 Long-term portion — |
Leases
Leases | 12 Months Ended |
Dec. 31, 2019 | |
Leases [Abstract] | |
Leases | Leases The Company has operating leases for data centers, corporate offices, data center equipment, and office equipment. The Company's leases have remaining lease terms of 1 year to 8 years , some of which include options to extend. The Company's lease expense for the year ended December 31, 2019 consisted entirely of operating leases and amounted to $28.8 million . Operating lease payments, which reduced operating cash flows for the year ended December 31, 2019 , amounted to $27.3 million . Supplemental balance sheet information related to leases was as follows: December 31, 2019 (in thousands) Operating lease right-of-use assets $ 90,519 Operating lease liabilities—short term 21,193 Operating lease liabilities—long term 78,151 Total operating lease liabilities $ 99,344 As of December 31, 2019 , the weighted-average remaining lease term was 5.32 years and the discount rate for the Company's leases was 6.77% . Maturities for leases were as follows: Operating Leases (in thousands) 2020 $ 27,098 2021 20,728 2022 18,882 2023 17,656 2024 13,832 Thereafter 20,693 Total lease payments 118,889 Less imputed interest 19,545 Total $ 99,344 Total net rent expense incurred under non-cancellable operating leases for the years ended December 31, 2017 , 2018 and 2019 , were $22.1 million , $20.8 million and $20.4 million , respectively. Total sublease income for the years ended December 31, 2017 , 2018 and 2019 was $0.5 million , $1.0 million and $1.4 million , respectively. |
Leases | Leases The Company has operating leases for data centers, corporate offices, data center equipment, and office equipment. The Company's leases have remaining lease terms of 1 year to 8 years , some of which include options to extend. The Company's lease expense for the year ended December 31, 2019 consisted entirely of operating leases and amounted to $28.8 million . Operating lease payments, which reduced operating cash flows for the year ended December 31, 2019 , amounted to $27.3 million . Supplemental balance sheet information related to leases was as follows: December 31, 2019 (in thousands) Operating lease right-of-use assets $ 90,519 Operating lease liabilities—short term 21,193 Operating lease liabilities—long term 78,151 Total operating lease liabilities $ 99,344 As of December 31, 2019 , the weighted-average remaining lease term was 5.32 years and the discount rate for the Company's leases was 6.77% . Maturities for leases were as follows: Operating Leases (in thousands) 2020 $ 27,098 2021 20,728 2022 18,882 2023 17,656 2024 13,832 Thereafter 20,693 Total lease payments 118,889 Less imputed interest 19,545 Total $ 99,344 Total net rent expense incurred under non-cancellable operating leases for the years ended December 31, 2017 , 2018 and 2019 , were $22.1 million , $20.8 million and $20.4 million , respectively. Total sublease income for the years ended December 31, 2017 , 2018 and 2019 was $0.5 million , $1.0 million and $1.4 million , respectively. |
Goodwill and Other Intangible A
Goodwill and Other Intangible Assets | 12 Months Ended |
Dec. 31, 2019 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Other Intangible Assets | Goodwill and Other Intangible Assets The following table summarizes the changes in the Company’s goodwill balances as of December 31, 2018 and 2019 : Web presence Email marketing Domain Total (in thousands) Goodwill balance at December 31, 2017 $ 1,216,419 $ 604,305 $ 29,858 $ 1,850,582 Foreign translation impact (1,517 ) — — (1,517 ) Goodwill balance at December 31, 2018 $ 1,214,902 $ 604,305 $ 29,858 $ 1,849,065 Goodwill related to 2019 acquisition — 6,973 — 6,973 Goodwill related to 2019 divestiture — (7,864 ) — (7,864 ) Foreign translation impact (531 ) — — (531 ) Impairment (12,333 ) — — (12,333 ) Goodwill balance at December 31, 2019 $ 1,202,038 $ 603,414 $ 29,858 $ 1,835,310 In accordance with ASC 350, the Company reviews goodwill and other indefinite-lived intangible assets for indicators of impairment on an annual basis, in addition to ad hoc reviews of goodwill if an event occurs or circumstances change that would more likely than not reduce the fair value of goodwill below its carrying amount. As of December 31, 2018 , other intangible assets consisted of the following: Gross Carrying Amount Accumulated Amortization Net Carrying Amount Weighted Average Useful Life (dollars in thousands) Developed technology $ 284,266 $ 180,914 $ 103,352 7 years Subscriber relationships 659,515 486,518 172,997 7 years Tradenames 134,048 84,617 49,431 8 years Intellectual property 34,263 28,954 5,309 5 years Domain names available for sale 30,981 9,554 21,427 Indefinite Total December 31, 2018 $ 1,143,073 $ 790,557 $ 352,516 As of December 31, 2019 , other intangible assets consisted of the following: Gross Carrying Amount Accumulated Amortization Net Carrying Amount Weighted Average Useful Life (dollars in thousands) Developed technology $ 280,330 $ 207,844 $ 72,486 7 years Subscriber relationships 659,837 529,276 130,561 7 years Tradenames 134,046 94,982 39,064 8 years Intellectual property 34,263 31,372 2,891 5 years Domain names available for sale 18,160 18,160 — Indefinite Total December 31, 2019 $ 1,126,636 $ 881,634 $ 245,002 During the year ended December 31, 2018 there were no impairment charges of intangible assets. During the year ended December 31, 2019 , the Company recorded an aggregate impairment charge of $25.2 million relating to premium domain name intangible assets acquired in 2014, consisting of an impairment charge of $17.9 million recognized in the three months ended June 30, 2019 and an impairment charge of $7.3 million in the three months ended December 31, 2019. Both of these impairment charges were recorded in cost of revenue in the consolidated statements of operations and comprehensive income (loss). The impairments resulted from recent market conditions that have adversely impacted cash flows from these assets, and these market conditions are expected to continue. The estimated useful lives of the individual categories of other intangible assets are based on the nature of the applicable intangible asset and the expected future cash flows to be derived from the intangible asset. Amortization of intangible assets with finite lives is recognized over the period of time the assets are expected to contribute to future cash flows. The Company amortizes finite-lived intangible assets over the period in which the economic benefits are expected to be realized based upon their estimated projected cash flows. The Company’s amortization expense is included in cost of revenue in the aggregate amounts of $140.4 million , $103.1 million , and $85.2 million for the years ended December 31, 2017 , 2018 and 2019 , respectively. As of December 31, 2019 , the expected future amortization of the other intangible assets, excluding indefinite life and in-process research and development intangibles, was approximately as follows: Amount Year Ending December 31, (in thousands) 2020 $ 71,321 2021 61,322 2022 37,699 2023 18,178 2024 13,935 Thereafter 42,547 Total $ 245,002 |
Investments
Investments | 12 Months Ended |
Dec. 31, 2019 | |
Investments, Debt and Equity Securities [Abstract] | |
Investments | Investments As of December 31, 2018 and 2019 , the Company’s carrying value of investments in privately-held companies was $15.0 million and $15.0 million , respectively. In May 2014, the Company made a strategic investment of $15.0 million in Automattic, Inc. (“Automattic”), which provides content management systems associated with WordPress. The investment represents less than 5.0% of the outstanding shares of Automattic. The investment is accounted for using the measurement alternative under ASU 2016-01 as fair value is not readily available. On March 3, 2016, the Company purchased a $0.6 million convertible promissory note from a business that provides web and mobile money management solutions, with the potential for subsequent purchases of additional convertible notes. During the year ended December 31, 2017, the Company recognized an impairment expense of $0.6 million in other expense in the consolidated statement of operations and comprehensive income (loss), as the carrying amount of the investment was deemed unrecoverable. This impairment was recognized in the Company's web presence segment. On April 8, 2016, the Company made an investment of $5.0 million for a 33.0% equity interest in Fortifico Limited, a company providing a billing, customer relationship management (CRM), and affiliate management solution to small and mid-sized businesses. During the year ended December 31, 2016, the Company incurred a charge of $4.7 million to impair the Company's 33% equity interest in Fortifico Limited, after determining that there were diminishing projected future cash flows on this investment. Investments in which the Company’s interest is less than 20.0% and which are not classified as available-for-sale securities are carried at the lower of cost or net realizable value unless it is determined that the Company exercises significant influence over the investee company, in which case the equity method of accounting is used. For those investments in which the Company’s voting interest is between 20.0% and 50.0% , the equity method of accounting is used. Under this method, the investment balance, originally recorded at cost, is adjusted to recognize the Company’s share of net earnings or losses of the investee company, as they occur, limited to the extent of the Company’s investment in, advances to and commitments for the investee. These adjustments are reflected in equity (income) loss of unconsolidated entities, net of tax in the Company’s consolidated statements of operations and comprehensive income (loss). The Company recognized net profit of $0.1 million and net loss of $0.3 million for the years ended December 31, 2017 and 2018 , respectively. The Company recorded no charges related to its investments during the year ended December 31, 2019 . From time to time, the Company may make new and follow-on investments and may receive distributions from investee companies. As of December 31, 2019 , the Company was not obligated to fund any follow-on investments in these investee companies. As of December 31, 2019 , the Company did not have an equity method investment in which the Company’s proportionate share exceeded 10% of the Company’s consolidated assets or income from continuing operations. As of December 31, 2019 , the Company did not have an equity method investment in which the Company’s proportionate share of net losses exceeded 20% of net loss of the Company’s consolidated statement of operations and comprehensive income (loss). |
Notes Payable
Notes Payable | 12 Months Ended |
Dec. 31, 2019 | |
Debt Disclosure [Abstract] | |
Notes Payable | Notes Payable As of December 31, 2018 and 2019 , notes payable, net of original issuance discounts (sometimes referred to as "OID") and deferred financing costs, consisted of the following: December 31, 2018 December 31, 2019 (in thousands) Term Loan $ 1,470,085 $ 1,347,056 Notes 331,576 334,417 Revolving credit facilities — — Total notes payable 1,801,661 1,681,473 Current portion of notes payable 31,606 31,606 Notes Payable—long term $ 1,770,055 $ 1,649,867 First Lien Term Loan Facility The first lien term loan (the "Term Loan") was issued at par and automatically bears interest at an alternate base rate unless the Company gives notice to opt for the LIBOR-based interest rate. The LIBOR-based interest rate for the Term Loan is 3.75% per annum plus the greater of an adjusted LIBOR or 1.00% . The alternate base rate for the Term Loan is 2.75% per annum plus the greatest of the prime rate, the federal funds effective rate plus 0.50% , an adjusted LIBOR for a one-month interest period plus 1.00% , and 2.00% . The Term Loan has a maturity date of February 9, 2023 and requires quarterly mandatory repayments of principal. During the year ended December 31, 2019 , the Company made four mandatory repayments of $7.9 million , three voluntary repayments of $17.1 million each, and one mandatory payment of $48.1 million (triggered by the sale of the SinglePlatform business during the fourth quarter), for a total repayment of $131.0 million . Interest is payable on maturity of the elected interest period for a term loan with LIBOR-based interest rate, which interest period can be one, two, three or six months. Interest is payable at the end of each fiscal quarter for a term loan with an alternate base rate. As of December 31, 2018 and 2019 , the Term Loan had an outstanding balance of: December 31, 2018 December 31, 2019 (in thousands) Term Loan $ 1,505,002 $ 1,374,022 Unamortized deferred financing costs (18,556 ) (14,331 ) Unamortized original issue discount (16,361 ) (12,635 ) Net Term Loan 1,470,085 1,347,056 Current portion of Term Loan 31,606 31,606 Term Loan—long term $ 1,438,479 $ 1,315,450 Revolving Credit Facility The Company has a revolving credit facility (the "Revolver"), which has an aggregate available amount of $165.0 million . As of December 31, 2018 and 2019 , the Company did not have any balances outstanding under the Revolver and the full amount of the facility was unused and available. The Revolver consists of a non-extended tranche of approximately $58.8 million and an extended tranche of approximately $106.2 million . The non-extended tranche has a maturity date of February 9, 2021. The extended tranche has a maturity date of June 20, 2023, with a "springing" maturity date of November 10, 2022 if the Term Loan has not been repaid in full or otherwise extended to September 19, 2023 or later prior to November 10, 2022. The Company has the ability to draw down against the Revolver using a LIBOR-based interest rate or an alternate based interest rate. The LIBOR-based interest rate for a non-extended revolving loan is 4.0% per annum (subject to a leverage-based step-down) and for an extended revolving loan is 3.25% per annum (subject to a leverage-based step-down), in each plus an adjusted LIBOR for a selected interest period. The alternate base rate for a non-extended revolving loan is 3.0% per annum (subject to a leverage-based step-down) and for an extended revolving loan is 2.25% per annum (subject to a leverage-based step down), in each case plus the greatest of the prime rate, the federal funds rate plus 0.50% and an adjusted LIBOR for a one-month interest period plus 1.00% . There is also a non-refundable commitment fee, equal to 0.50% per annum (subject to a leverage-based step-down) of the daily unused principal amount of the Revolver, which is payable in arrears on the last day of each fiscal quarter. Interest is payable on maturity of the elected interest period for a Revolver loan with a LIBOR-based interest rate, which interest period can be one, two, three or six months. Interest is payable at the end of each fiscal quarter for a Revolver loan with an alternate base rate. Senior Notes In connection with the acquisition of Constant Contact, Inc. ("Constant Contact") in February 2016, EIG Investors issued $350.0 million aggregate principal amount of Senior Notes (the “Senior Notes”) with a maturity date of February 1, 2024. The Senior Notes were issued at a price of 98.065% of par and bear interest at the rate of 10.875% per annum. The Senior Notes have been fully and unconditionally guaranteed, on a senior unsecured basis, by the Company and its subsidiaries that guarantee the Term Loan and the Revolver (including Constant Contact and certain of its subsidiaries). The Company has the right to redeem all or part of the Senior Notes at any time for a premium which is based on the applicable redemption date. As of December 31, 2018 and 2019 , the Senior Notes had an outstanding balance of: December 31, 2018 December 31, 2019 (in thousands) Senior Notes $ 350,000 $ 350,000 Unamortized deferred financing costs (13,436 ) (11,359 ) Unamortized original issue discounts (4,988 ) (4,224 ) Net Senior Notes 331,576 334,417 Current portion of Senior Notes — — Senior Notes—long term $ 331,576 $ 334,417 Interest on the Senior Notes is payable twice a year, on August 1 and February 1. On January 30, 2017, the Company completed a registered exchange offer for the Senior Notes, as required under the registration rights agreement it entered into with the initial purchasers of the Senior Notes. All of the $350.0 million aggregate principal amount of the Senior Notes was validly tendered for exchange as part of this exchange offer. Maturity of Notes Payable The maturity of the notes payable as of December 31, 2019 is as follows: Amounts Maturity date as of December 31, (in thousands) 2020 $ 31,606 2021 31,606 2022 31,606 2023 1,279,204 2024 350,000 Thereafter — Total $ 1,724,022 Interest The Company recorded $157.1 million , $149.5 million , and $144.7 million in interest expense for the years ended December 31, 2017 , 2018 and 2019 , respectively. The following table provides a summary of loan interest rates incurred and interest expense for the years ended December 31, 2017 , 2018 and 2019 : For the Year Ended December 31, 2017 2018 2019 (dollars in thousands) Interest rate—LIBOR 5.14%-6.68% 5.46%-6.44% 5.45%-6.44% Interest rate—alternate base * * * Interest rate—Notes 10.875 % 10.875 % 10.875 % Non-refundable fee—unused facility 0.50 % 0.50 % 0.50 % Interest expense and service fees $ 138,041 $ 136,094 $ 132,326 Loss on extinguishment of debt 992 331 — Deferred financing costs immediately expensed 5,487 1,228 — Amortization of deferred financing fees 7,316 6,454 7,179 Amortization of original issue discounts 3,860 4,305 4,490 Amortization of net present value of deferred consideration 632 373 163 Other interest expense 814 695 $ 518 Total interest expense $ 157,142 $ 149,480 $ 144,676 * The Company did not have debt bearing interest based on the alternate base rate for the years ended December 31, 2018 and 2019 . The Company concluded that the refinancing of its then-outstanding term loan in June 2018 (the "2018 Refinancing") was primarily a debt modification of the existing term loan in accordance with ASC 470-50, Debt: Modifications and Extinguishments , with extinguishment relating only to one existing lender that did not participate in the 2018 Refinancing. As a result, during the second quarter of 2018, the Company capitalized $0.4 million of deferred financing costs related to new lenders participating in the Term Loan. These capitalized costs will be amortized over the remaining life of the loan using the effective interest method. Additionally, in the second quarter of 2018, the Company recorded a charge of $0.3 million , included in interest expense, to write off OID and deferred financing costs related to the refinanced debt for the lender not participating in the Term Loan. Lastly, the Company recorded a charge of $1.2 million during the second quarter of 2018, included in interest expense, for deferred financing costs incurred for the Term Loan that related to existing lenders that carried over from the refinanced debt. Debt Covenants The Term Loan and the Revolver (together, the "Senior Credit Facilities") require that the Company complies with a financial covenant to maintain a maximum ratio of consolidated senior secured net indebtedness to an adjusted consolidated EBITDA measure. The Senior Credit Facilities also contain covenants that limit the Company's ability to, among other things, incur additional debt or issue certain preferred shares; pay dividends on or make other distributions in respect of capital stock; make other restricted payments; make certain investments; sell or transfer certain assets; create liens on certain assets to secure debt; consolidate, merge, sell or otherwise dispose of all or substantially all of its assets; and enter into certain transactions with affiliates. These covenants are subject to a number of important limitations and exceptions. Additionally, the Senior Credit Facilities require the Company to comply with certain negative covenants and specify certain events of default that could result in amounts becoming payable, in whole or in part, prior to their maturity dates. With the exception of certain equity interests and other excluded assets under the terms of the Senior Credit Facilities, substantially all of the Company's assets are pledged as collateral for the obligations under the Senior Credit Facilities. The indenture with respect to the Notes contains covenants that limit the Company's ability to, among other things, incur additional debt or issue certain preferred shares; pay dividends on or make other distributions in respect of capital stock; make other restricted payments; make certain investments; sell or transfer certain assets; create liens on certain assets to secure debt; consolidate, merge sell or otherwise dispose of all or substantially all of its assets; and enter into certain transactions with affiliates. Upon a change of control as defined in the indenture, the Company must offer to repurchase the Notes at 101% of the aggregate principal amount thereof, plus accrued and unpaid interest, if any, up to, but not including, the repurchase date. These covenants are subject to a number of important limitations and exceptions. The indenture also provides for events of default, which, if any of them occurs, may permit or, in certain circumstances, require the principal, premium, if any, interest and any other monetary obligations on all the then outstanding Notes to be due and payable immediately. The Company was in compliance with all covenants at December 31, 2019 . |
Stockholders' Equity
Stockholders' Equity | 12 Months Ended |
Dec. 31, 2019 | |
Equity [Abstract] | |
Stockholders' Equity | Stockholders’ Equity The Company’s restated certificate of incorporation authorizes the issuance of up to 500,000,000 shares of common stock and up to 5,000,000 shares of preferred stock, each having a par value of $0.0001 per share. All holders of common stock are entitled to one vote per share. Upon the issuance of preferred stock, if any, the voting, dividend and liquidation rights of the holders of the common stock will be subject to and qualified by the rights of the holders of the preferred stock. Preferred stock may be issued from time to time in one or more series. The Company's board of directors has the authority to establish voting powers, designations, preferences and other special rights, including dividend rights and liquidation preferences, to the full extent permitted by law for each series of preferred stock that may be issued. There were no shares of preferred stock issued or outstanding as of December 31, 2018 and 2019 . |
Stock-Based Compensation
Stock-Based Compensation | 12 Months Ended |
Dec. 31, 2019 | |
Share-based Payment Arrangement [Abstract] | |
Stock-Based Compensation | Stock-Based Compensation The Company follows the provisions of ASC 718, Compensation—Stock Compensation , or ASC 718, which requires employee stock-based payments to be accounted for under the fair value method. Under this method, the Company is required to record compensation cost based on the estimated fair value for stock-based awards granted over the requisite service periods for the individual awards, which generally equals the vesting periods. The Company uses the straight-line amortization method for recognizing stock-based compensation expense. The Company estimates the fair value of employee stock options on the date of grant using the Black-Scholes option-pricing model, which requires the use of highly subjective estimates and assumptions. For restricted stock awards and units granted, the Company estimates the fair value of each restricted stock award and unit based on the closing trading price of its common stock on the date of grant. The Company has two stock incentive plans, as described below. 2013 Stock Incentive Plan The Amended and Restated 2013 Stock Incentive Plan (the “2013 Plan”) of the Company became effective upon the closing of the Company's IPO. The 2013 Plan provides for the grant of options, stock appreciation rights, restricted stock, restricted stock units and other stock-based awards to employees, officers, directors, consultants and advisers of the Company. Under the 2013 Plan, the Company may issue up to 38,000,000 shares of the Company’s common stock. At December 31, 2019 , there were 12,959,690 shares available for grant under the 2013 Plan. 2011 Stock Incentive Plan As of February 9, 2016, the effective date of the acquisition of Constant Contact, the Company assumed and converted certain outstanding equity awards granted by Constant Contact under the Constant Contact 2011 Stock Incentive Plan (the “2011 Plan”) prior to the effective date of the acquisition (the “Assumed Awards”) into corresponding equity awards with respect to shares of the Company’s common stock. In addition, the Company assumed certain shares of Constant Contact common stock, par value $0.01 per share, available for issuance under the 2011 Plan (the “Available Shares”), which are available for future issuance under the 2011 Plan in satisfaction of the vesting, exercise or other settlement of options and other equity awards that may be granted by the Company following the effective date of the acquisition of Constant Contact in reliance on the prior approval of the 2011 Plan by the stockholders of Constant Contact. The Assumed Awards were converted into 2,143,987 stock options and 2,202,846 restricted stock units with respect to the Company’s common stock and the Available Shares were converted into 10,000,000 shares of the Company’s common stock reserved for future awards under the 2011 Plan. At December 31, 2019 , there were 8,835,205 shares available for grant under the 2011 Plan. The Company calculated the fair value of the exchanged awards in accordance with the provisions of ASC 718 as of the acquisition date. The Company allocated the fair value of these awards between the pre-acquisition and post-acquisition stock-based compensation expense. The Company determined that the value of the awards under this plan was $22.3 million , of which $5.4 million was attributed to the pre-acquisition period and recognized as part of the purchase consideration for Constant Contact. The balance of $16.9 million has been attributed to the post-acquisition period, and is being recognized in the Company’s consolidated statements of operations and comprehensive income (loss) over the vesting period of the awards. All Plans The following table presents total stock-based compensation expense recorded in the consolidated statements of operations and comprehensive income (loss) for all awards granted under the Company’s 2013 Plan and the 2011 Plan: For the Year Ended December 31, 2017 2018 2019 (in thousands) Cost of revenue $ 6,135 $ 3,823 $ 3,282 Sales and marketing 8,658 5,418 7,217 Engineering and development 6,090 4,495 4,908 General and administrative 39,118 15,328 20,285 Total stock-based compensation expense $ 60,001 $ 29,064 $ 35,692 Under both plans combined, as of December 31, 2019 , the Company has approximately $5.5 million of unrecognized stock-based compensation expense related to option awards that will be recognized over 1.6 years and approximately $45.3 million of unrecognized stock-based compensation expense related to restricted stock awards and units that will be recognized over approximately 1.9 years . 2013 Stock Incentive Plan For stock options issued under the 2013 Plan, the fair value of each option is estimated on the date of grant, and upon the adoption of ASU 2016-09, the Company accounts for forfeitures as they are incurred. Unless otherwise approved by the Company’s board of directors, stock options typically vest over a three - or four -year period and the Company recognizes compensation expense on a straight-line basis over the requisite service period of the award. The Company uses the Black-Scholes option pricing model to estimate the fair value of stock option awards and determine the related compensation expense. The weighted-average assumptions used to compute stock-based compensation expense for awards granted under the 2013 Plan during the years ended December 31, 2017 , 2018 and 2019 are as follows: 2017 2018 2019 Risk-free interest rate 2.2 % 2.9 % 2.6 % Expected volatility 50.5 % 47.8 % 44.6 % Expected life (in years) 6.25 6.00 6.00 Expected dividend yield — — — The risk-free interest rate assumption was based on the U.S. Treasury zero-coupon bonds with maturities similar to those of the expected term of the award being valued. The Company bases its estimate of expected volatility using blended volatility data from the Company's common stock and from comparable public companies in similar industries and markets because there is currently limited public history for the Company’s common stock, and therefore, a lack of market-based company-specific historical and implied volatility information. The weighted-average expected life for employee options reflects the application of the simplified method, which represents the average of the contractual term of the options and the weighted-average vesting period for all option tranches. The simplified method has been used since the Company does not have sufficient historical exercise data to provide a reasonable basis upon which to estimate expected term due to a limited history of stock option grants. The assumed dividend yield was based on the Company’s expectation of not paying dividends in the foreseeable future. The following table provides a summary of the Company’s stock options as of December 31, 2019 and the stock option activity for all stock options granted under the 2013 Plan during the year ended December 31, 2019 : Stock Options Weighted- Average Exercise Price Weighted- Average Remaining Contractual Term (in years) Aggregate Intrinsic Value (3) (in thousands) Outstanding at December 31, 2018 7,322,293 $ 11.62 Granted 1,215,789 $ 7.99 Exercised — $ — Forfeited (201,365 ) $ 8.04 Canceled (3,060,038 ) $ 12.23 Outstanding at December 31, 2019 5,276,679 $ 10.57 6.7 $ — Exercisable at December 31, 2019 3,688,733 $ 11.63 5.8 $ — Expected to vest after December 31, 2019 (1) 1,587,946 $ 8.12 8.6 $ — Exercisable as of December 31, 2019 and expected to vest thereafter (2) 5,276,679 $ 10.57 6.6 $ — (1) This represents the number of unvested options outstanding as of December 31, 2019 that are expected to vest in the future. (2) This represents the number of vested options as of December 31, 2019 plus the number of unvested options outstanding as of December 31, 2019 that are expected to vest in the future. (3) The aggregate intrinsic value was calculated based on the positive difference between the estimated fair value of the Company’s common stock on December 31, 2019 of $4.70 per share, or the date of exercise, as appropriate, and the exercise price of the underlying options. Restricted stock awards granted under the 2013 Plan generally vest annually over a four -year period, unless otherwise determined by the Company’s board of directors. Performance-based restricted stock awards are earned based on the achievement of performance criteria established by the Company’s compensation committee and board of directors. The following table provides a summary of the Company’s restricted stock award activity for the 2013 Plan during the year ended December 31, 2019 : Restricted Stock Awards Weighted- Average Grant Date Fair Value Non-vested at December 31, 2018 443,247 $ 11.67 Granted — $ — Vested (246,757 ) $ 12.57 Canceled (36,973 ) $ 9.87 Non-vested at December 31, 2019 159,517 $ 10.68 Restricted stock units granted under the 2013 Plan generally vest annually over a three -year period, unless otherwise determined by the Company’s board of directors. The following table provides a summary of the Company’s restricted stock unit activity for the 2013 Plan during the year ended December 31, 2019 : Restricted Stock Units Weighted- Average Grant Date Fair Value Non-vested at December 31, 2018 5,203,259 $ 7.69 Granted 7,426,877 $ 6.62 Vested (2,126,221 ) $ 7.70 Canceled (1,498,806 ) $ 7.12 Non-vested at December 31, 2019 9,005,109 $ 6.90 2015 Performance Based Award During fiscal year 2015, the Company granted a performance-based restricted stock award to the Company's chief executive officer at that time, Hari Ravichandran, which provided for the opportunity to earn up to 3,693,754 shares of the Company's common stock (the "Award Shares") over a three-year period beginning July 1, 2015 and ending on June 30, 2018 (the "Performance Period"). Award Shares could be earned based on the Company achieving pre-established threshold, target and maximum performance metrics. This performance-based award was evaluated quarterly to determine the probability of its vesting and to determine the amount of stock-based compensation to be recognized. In April 2017, the Company announced that its board of directors and Mr. Ravichandran adopted a transition plan. As a result of this transition, Mr. Ravichandran's employment with the Company ended during the fourth quarter of fiscal year 2017. Upon the end of his employment, in accordance with the terms of the award, Mr. Ravichandran received the Award Shares earned in the quarters completed prior to the separation, plus the number of Award Shares that would have been earned in the quarter in which the separation occurred, which amounted to an aggregate of 1,661,439 shares. The unearned 2,032,315 shares were forfeited. During the years ended December 31, 2015 and December 31, 2016, the Company recorded compensation expense of $5.9 million and $6.8 million , respectively, in connection with this award. The final compensation charges in connection with this award of $12.1 million were recorded during the year ended December 31, 2017. 2016 Performance Based Awards On February 16, 2016, the compensation committee of the board of directors of the Company approved the grant of performance-based restricted stock awards to the Company’s chief financial officer (“CFO”), chief operating officer (“COO”) at that time, and chief administrative officer (“CAO”) at that time. Based on the Company's achievement of Constant Contact revenue, adjusted EBITDA and cash flow metrics, each executive earned the maximum number of shares subject to his or her award. The CFO earned 223,214 shares of the Company’s stock, the COO earned 260,416 shares of the Company’s stock, and the CAO earned 148,810 shares of the Company’s stock. These earned shares vested on March 31, 2017. During the fiscal year ended December 31, 2016, the Company recognized $4.1 million of stock-based compensation expense related to these performance-based awards. During the year ended December 31, 2017, the Company recognized $1.2 million of stock-based compensation expense related to these performance-based awards. New CEO Award On August 11, 2017, the Company and Jeffrey H. Fox entered into an employment agreement (the "Employment Agreement") appointing Mr. Fox as the Company's president and chief executive officer effective upon his employment start date (the "Effective Date") of August 22, 2017. The Employment Agreement provides for Mr. Fox to receive, on the Effective Date, an equity award under the 2013 Plan with a total value of $10,375,000 as of August 11, 2017, split between and award of 1,032,500 restricted stock units (the "RSU Award") and an option to purchase 612,419 shares of the Company's common stock (the "Stock Option Grant"). 282,500 of the restricted stock units subject to the RSU Award vested immediately on the Effective Date, but are subject to a requirement that Mr. Fox hold the shares underlying such restricted stock units until the earlier of the third anniversary of the Effective Date, his death or disability (as defined in the Employment Agreement) or a change in control of the company (as defined in the Employment Agreement). The Company recorded a charge of $2.2 million for these immediately vested shares during the year ended December 31, 2017. The remaining 750,000 restricted stock units subject to the RSU Award will vest over a three -year period, with 250,000 of such restricted stock units vesting annually on the anniversary of the Effective Date. The Stock Option Grant will vest over a three -year period, with one-third of the total number of shares subject to the Stock Option Grant vesting on the first anniversary of the Effective Date and the remainder vesting in equally monthly installments thereafter. 2011 Stock Incentive Plan For stock options issued under the 2011 Plan, the fair value of each option is estimated on the date of grant. Unless otherwise approved by the Company’s board of directors, stock options typically vest over a three - or a four years period and the Company recognizes compensation expense on a straight-line basis over the requisite service period of the award. The Company uses the Black-Scholes option simplified pricing model to estimate the fair value of stock option awards and determine the related compensation expense. There were no stock options granted under the 2011 Plan for the years ended December 31, 2018 and 2019. The following table provides a summary of the Company’s stock options as of December 31, 2019 and the stock option activity for all stock options granted under the 2011 Plan during the year ended December 31, 2019 : Stock Options Weighted- Average Exercise Price Weighted- Average Remaining Contractual Term (in years) Aggregate Intrinsic Value (3) (in thousands) Outstanding at December 31, 2018 715,104 $ 9.00 Granted — $ — Exercised (6,793 ) $ 4.81 Forfeited (27,281 ) $ 9.53 Canceled (147,483 ) $ 9.75 Outstanding at December 31, 2019 533,547 $ 8.83 2.0 $ 19 Exercisable at December 31, 2019 512,265 $ 8.79 1.9 $ 19 Expected to vest after December 31, 2019 (1) 21,282 $ 9.71 3.6 $ — Exercisable as of December 31, 2019 and expected to vest thereafter (2) 533,547 $ 8.83 2.0 $ 19 (1) This represents the number of unvested options outstanding as of December 31, 2019 that are expected to vest in the future. (2) This represents the number of vested options as of December 31, 2019 plus the number of unvested options outstanding as of December 31, 2019 that are expected to vest in the future. (3) The aggregate intrinsic value was calculated based on the positive difference between the estimated fair value of the Company’s common stock on December 31, 2019 of $4.70 per share, or the date of exercise, as appropriate, and the exercise price of the underlying options. Unless otherwise determined by the Company’s board of directors, restricted stock units granted under the 2011 Plan generally vest annually over a three or four-year period. The following table provides a summary of the Company’s restricted stock unit activity for the 2011 Plan during the year ended December 31, 2019 : Restricted Stock Units Weighted- Average Grant Date Fair Value Non-vested at December 31, 2018 868,026 $ 8.26 Granted — $ — Vested (435,919 ) $ 8.20 Canceled (111,965 ) $ 8.26 Non-vested at December 31, 2019 320,142 $ 8.35 2016 Award Obligations For the year ended December 31, 2016, stock-based compensation expense included $0.7 million of equity award obligations pursuant to which the Company agreed to issue shares of common stock upon the achievement of certain conditions, of which $0.3 million was recorded in sales and marketing expense, $0.1 million was recorded in engineering and development expense, and $0.3 million was recorded in general and administrative expense within the consolidated statement of operations and comprehensive income (loss) for the year ended December 31, 2016. This amount was included in accrued expenses at December 31, 2017, and would be reclassified against additional paid in capital upon issuance of the shares. During the year ended December 31, 2017, the Company incurred stock-based compensation expense of $1.2 million |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Loss | 12 Months Ended |
Dec. 31, 2019 | |
Equity [Abstract] | |
Accumulated Other Comprehensive Loss | Accumulated Other Comprehensive Loss The components of accumulated other comprehensive loss, net of tax were as follows: Foreign Currency Translation Adjustments Unrealized Losses on Cash Flow Hedges Total (in thousands) Balance at December 31, 2017 $ 696 $ (1,237 ) $ (541 ) Other comprehensive loss (2,233 ) (437 ) (2,670 ) Balance at December 31, 2018 (1,537 ) (1,674 ) (3,211 ) Other comprehensive loss (598 ) (279 ) (877 ) Balance at December 31, 2019 $ (2,135 ) $ (1,953 ) $ (4,088 ) |
Revenue
Revenue | 12 Months Ended |
Dec. 31, 2019 | |
Revenue from Contract with Customer [Abstract] | |
Revenue | Revenue During the year ended December 31, 2019 , the Company recognized $1,113.3 million of revenue, the majority of which was derived from contracts with customers. During the year ended December 31, 2019 , the Company did not incur any impairment losses on any receivables or contract assets arising from the Company’s contracts with customers. During the year ended December 31, 2019 , the Company did not incur any credit losses on any receivables or contract assets arising from the Company’s contracts with customers. In accordance with ASC 606, the Company disaggregates revenue from contracts with customers based on the timing of revenue recognition. The Company determined that disaggregating revenue into these categories depicts how the nature, amount, timing and uncertainty of revenue and cash flows are affected by economic factors. As discussed in Note 21 , Segment Information , the Company business consists of the web presence, email marketing and domain segments. The following table presents disaggregated revenues by category for the years ended December 31, 2018 and 2019 : Year Ended December 31, 2018 Web presence Email marketing Domain Total (in thousands) Subscription-based revenue Direct revenue from subscriptions $ 561,583 $ 404,533 $ 52,016 $ 1,018,132 Professional services 13,414 1,373 401 15,188 Reseller revenue 21,587 3,537 51,754 76,878 Total subscription-based revenue $ 596,584 $ 409,443 $ 104,171 $ 1,110,198 Non-subscription-based revenue MDF $ 7,842 $ 609 $ 789 $ 9,240 Premium domains 84 — 20,025 20,109 Domain parking and monetization 805 — 4,939 5,744 Total non-subscription-based revenue $ 8,731 $ 609 $ 25,753 $ 35,093 Total revenue $ 605,315 $ 410,052 $ 129,924 $ 1,145,291 Year Ended December 31, 2019 Web presence Email marketing Domain Total (in thousands) Subscription-based revenue Direct revenue from subscriptions $ 538,136 $ 404,722 $ 50,827 $ 993,685 Professional services 12,141 1,611 437 14,189 Reseller revenue 18,971 3,685 51,225 73,881 Total subscription-based revenue $ 569,248 $ 410,018 $ 102,489 $ 1,081,755 Non-subscription-based revenue MDF $ 6,642 $ 654 $ 1,228 $ 8,524 Premium domains 92 — 17,474 17,566 Domain parking and monetization 722 — 4,711 5,433 Total non-subscription-based revenue $ 7,456 $ 654 $ 23,413 $ 31,523 Total revenue $ 576,704 $ 410,672 $ 125,902 $ 1,113,278 Subscription-based revenue is primarily recognized over time, when the services are performed, except for third party products for which the Company acts as an agent. Revenue from third party products for which the Company acts as an agent is recognized at a point in time, when the revenue is earned. Revenue, classified by the major geographic areas in which the Company’s customers are located, was as follows for the years ended December 31, 2018 and 2019 : Year Ended December 31, 2018 Web presence Email marketing Domain Total (in thousands) Domestic $ 405,928 $ 376,974 $ 50,962 $ 833,864 International 199,387 33,078 78,962 311,427 Total $ 605,315 $ 410,052 $ 129,924 $ 1,145,291 Year Ended December 31, 2019 Web presence Email marketing Domain Total (in thousands) Domestic $ 386,072 $ 379,516 $ 47,282 $ 812,870 International 190,632 31,156 78,620 300,408 Total $ 576,704 $ 410,672 $ 125,902 $ 1,113,278 |
Redeemable Non-Controlling Inte
Redeemable Non-Controlling Interest | 12 Months Ended |
Dec. 31, 2019 | |
Noncontrolling Interest [Abstract] | |
Redeemable Non-Controlling Interest | Redeemable Non-Controlling Interest On January 6, 2016, the Company acquired a controlling interest in WZ UK. In connection with this acquisition, the Company recorded redeemable NCI of $10.8 million . In accordance with ASC 480-10-S99, Accounting for Redeemable Equity Securities, the difference between the $10.8 million fair value of the redeemable NCI and the $30 million value that was expected to be paid upon exercise of the put option was being accreted over the option period. Adjustments to the carrying amount of the redeemable non-controlling interest were charged to additional paid-in capital. Throughout the balance of fiscal year 2016, the Company acquired additional equity interests in WZ UK for an aggregate price of $33.4 million , which increased the Company's ownership from 57.5% to 86.4% . As part of the agreement to acquire these additional interests, the Company agreed to acquire the remaining 13.6% of WZ UK for $25.0 million , under certain circumstances. Based on the Company's fair value measurement of the NCI using market multiples and discounted cash flows, the Company determined that the estimated fair value of the non-controlling interest was below the expected redemption amount of $25.0 million , which resulted in $14.2 million of excess accretion that reduced income available to common shareholders for the period starting on the date of the restructuring through the redemption date of July 1, 2017. The Company recognized excess accretion of $6.8 million and $7.2 million during the years ended December 31, 2016 and 2017, respectively, which is reflected in net loss attributable to accretion of non-controlling interest in the Company’s consolidated statements of operations and comprehensive income (loss). On July 7, 2017, the Company redeemed the remaining redeemable non-controlling interest for $25.0 million |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2019 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes The following table presents domestic and foreign components of (loss) income before income taxes for the periods presented: Year Ended December 31, 2017 2018 2019 (in thousands) United States $ (117,715 ) $ (52,029 ) $ 2,773 Foreign 540 50,584 2,759 Total (loss) income before income taxes $ (117,175 ) $ (1,445 ) $ 5,532 The components of the (benefit) provision for income taxes consisted of the following: Year Ended December 31, 2017 2018 2019 Current: (in thousands) U.S. federal $ 319 $ (4,000 ) $ 1,409 State 2,610 2,772 2,776 Foreign 2,597 5,420 3,025 Total current provision 5,526 4,192 7,210 Deferred: U.S. federal (36,854 ) (4,671 ) 10,505 State (3,243 ) 236 (913 ) Foreign 9,377 10,435 (1,848 ) Change in valuation allowance 7,913 (16,438 ) 2,925 Total deferred (benefit) provision (22,807 ) (10,438 ) 10,669 Total (benefit) provision $ (17,281 ) $ (6,246 ) $ 17,879 The income tax expense for the year ended December 31, 2019 was primarily attributable to a $10.6 million federal and state deferred tax expense, a foreign deferred tax expense of $0.1 million , a federal and state current income tax expense of $4.2 million , and foreign current tax expense of $3.0 million . This aggregate tax expense of $17.9 million includes $1.4 million of reserves provided for unrecognized tax benefits. The income tax benefit for the year ended December 31, 2018 was primarily attributable to a $9.6 million federal and state deferred tax benefit, a foreign deferred tax benefit of $0.8 million , and a federal and state current income tax benefit of $1.3 million , offset by foreign current tax expense of $5.4 million . This aggregate tax benefit of $6.2 million includes $2.2 million of reserves provided for unrecognized tax benefits. The income tax benefit for the year ended December 31, 2017 was primarily attributable to a federal and state deferred tax benefit of $21.8 million (which includes a $16.9 million tax benefit pertaining to the federal tax rate change as a result of the Tax Cut and Jobs Act of 2017 and the identification and recognition of $1.2 million of U.S. federal and state tax credits) and a foreign deferred tax benefit of $1.0 million , offset by a provision for federal and state current income taxes of $2.9 million and foreign current tax expense of $2.6 million . This aggregate tax benefit of $17.3 million includes $1.1 million of reserves provided for unrecognized tax benefits. The following table presents a reconciliation of the Company's income tax (benefit) expense based on statutory income tax rates and the actual income tax (benefit) expense, for the periods presented: Year Ended December 31, 2017 2018 2019 (in thousands) U.S. federal taxes at statutory rate $ (40,973 ) $ (303 ) $ 582 State income taxes, net of federal benefit (749 ) 265 1,981 Non-deductible stock-based compensation 9,265 3,906 8,358 Goodwill related — — 4,242 Non-deductible transaction costs — 1,538 — Non-taxable loss on redemption of equity interest — 9,230 — Credits (1,247 ) (5,659 ) (4,484 ) Foreign rate differential (1,404 ) 369 (484 ) Change in valuation allowance—U.S. 18,777 (5,199 ) 985 Change in valuation allowance—foreign (10,864 ) (11,239 ) 1,940 Rate change (8,809 ) 694 30 Foreign attribute - write-off 9,261 — — Uncertain tax positions 1,129 2,195 1,367 Permanent differences and other 8,333 (2,043 ) 3,362 Total (benefit) expense $ (17,281 ) $ (6,246 ) $ 17,879 The (benefit) expense for income taxes shown on the consolidated statements of operations and other comprehensive income (loss) differs considerably from amounts that would result from applying the statutory tax rates to income before taxes primarily because of U.S. net operating losses historically incurred, which offset federal income taxes, but do not fully offset state or foreign income taxes. In addition, acquisitions and the recent changes in U.S. tax law that limit the deductibility of interest expenses have impacted the calculation of deferred tax liabilities and created variability in deferred income tax benefit from period to period. Lastly, the Company provides a valuation allowance against most of its deferred tax assets, which prevents recognition of certain deferred tax assets and results in further variability in deferred income tax benefit from period to period. The significant components of the Company’s deferred income tax assets and liabilities are as follows: As of December 31, 2018 2019 (in thousands) Deferred income tax assets: Net operating loss carry-forward $ 39,765 $ 15,806 Credit carry-forward 33,526 37,373 Interest expense limitation carry-forward 14,711 28,131 Deferred compensation 179 134 Deferred revenue 3,752 — Other reserves 2,549 — Stock-based compensation 11,673 7,891 Operating lease — 23,812 Other, net 977 — Total deferred income tax assets 107,132 113,147 Deferred income tax liabilities: Purchased intangible assets (29,855 ) (11,049 ) Goodwill (35,400 ) (43,075 ) Property and equipment (11,183 ) (12,000 ) Operating lease — (21,729 ) Deferred revenue — (553 ) Other reserves — (736 ) Other — (962 ) Total deferred income tax liabilities (76,438 ) (90,104 ) Valuation allowance (47,151 ) (50,076 ) Net deferred income tax liabilities $ (16,457 ) $ (27,033 ) The Company regularly assesses its ability to realize its deferred tax assets. Assessing the realization of deferred tax assets requires significant management judgment. In determining whether its deferred tax assets are more likely than not realizable, the Company evaluated all available positive and negative evidence, and weighted the evidence based on its objectivity. Evidence the Company considered included: • Net Operating Losses ("NOL") incurred from the Company's inception to December 31, 2019 • Expiration of various federal and state tax attributes • Reversals of existing temporary differences • Composition and cumulative amounts of existing temporary differences, and • Forecasted profit before tax The Company assessed its ability to realize its U.S. deferred tax assets as of December 31, 2019 and determined that it was more likely than not that the Company would not realize $44.1 million of net deferred tax assets. The Company assessed its ability to realize its foreign deferred tax assets as of December 31, 2019 and determined that it was more likely than not that the Company would not realize $6.0 million of net deferred tax assets, of which $3.5 million is in the Netherlands, $1.5 million in Brazil, and $1.0 million in various other foreign jurisdictions. As of December 31, 2019 , the Company recorded the following tax attributes available to be carried forward: Jurisdiction Amount Year Loss Carry-forwards Expire (in millions) Domestic Federal $ 26.9 2037 State 78.0 various dates through 2039 Foreign China 0.9 2021 Brazil 4.4 indefinite Netherlands 12.4 2022 India 0.6 2022 Singapore 0.4 indefinite Total NOL carry-forwards $ 123.6 Domestic Federal $ 25.2 2034 State 15.5 various dates Total tax credit carry-forwards $ 40.7 Total tax attributes available $ 164.3 Due to provisions of the Tax Cuts and Jobs Act of 2017, the Company has a carry-forward of disallowed interest expense of $114.9 million , which has an indefinite carry-forward period. Utilization of the NOL carry-forwards may be subject to an annual limitation due to the ownership percentage change limitations under Section 382 of the Internal Revenue Code (“Section 382 limitation”). Ownership changes can limit the amount of net operating loss and other tax attributes that a company can use each year to offset future taxable income and taxes payable. In connection with a change in control in 2011, the Company was subject to Section 382 annual limitation of $77.1 million , which was in excess of the actual NOLs available. Therefore, these NOLs were not impacted by this limitation. The Company performed additional Section 382 analysis following its IPO during the year ended December 31, 2013, and after additional offerings of its common stock during the years ended December 31, 2014 and 2015, and determined that no additional Section 382 limitations applied. The acquisition of Constant Contact during the year ended December 31, 2016 was considered a change of control under Section 382 for Constant Contact, however, the amount of the limitation exceeded the amount of NOLs and other tax attributes available at the time of the acquisition, therefore, these NOLs and tax attributes were not adversely impacted by these limitations. As a result, all unused NOL carry-forwards at December 31, 2019 are available for future use to offset taxable income. The Company recognizes, in its consolidated financial statements, the effect of a tax position when it is more likely than not, based on the technical merits, that the position will be sustained upon examination. The Company has unrecognized tax benefits for uncertain tax positions of $4.4 million and $4.7 million at December 31, 2018 and 2019 , respectively, that would affect its effective tax rate. The Company records interest related to unrecognized tax benefits in interest expense and penalties in operating expense. The Company recognized $0.1 million , $0.4 million and $0.5 million in interest and penalties related to unrecognized tax benefits during the years ended December 31, 2017, 2018 and 2019 , respectively. The Company does not expect a significant change in the liability for unrecognized tax benefits in the next 12 months. The following table presents a reconciliation of the total amounts of unrecognized tax benefits: For the Year Ended December 31, 2017 2018 2019 (in thousands) Unrecognized tax benefits at the beginning of the year $ — $ 1,129 $ 4,381 Additions for tax positions of prior years 734 887 493 Reductions for tax positions of prior years — $ — (1,057 ) Additions for tax positions of current year 395 2,365 881 Statute of limitation — — (7 ) Unrecognized tax benefits at the end of the year $ 1,129 $ 4,381 $ 4,691 The Company conducts business globally and, as a result, its subsidiaries file income tax returns in U.S. federal and state jurisdictions and various foreign jurisdictions. In the normal course of business, the Company may be subject to examination by taxing authorities throughout the world, including such major jurisdictions as Brazil, India, the United Kingdom, the Netherlands and the United States. In the normal course of business, the Company is subject to examination by tax authorities throughout the world. Since the Company is in a loss carry-forward position, the Company is generally subject to U.S. federal and state income tax examinations by tax authorities for all years for which a loss carry-forward is utilized. The Company's Constant Contact subsidiary was under an Internal Revenue Service audit in the United States for the periods ended December 31, 2015 and February 9, 2016 (short period), which is now concluded. The adjustments resulting from the audit were immaterial. Several of our U.S. subsidiaries are under income tax examinations in various states for tax years 2011 to 2018. Certain of our subsidiaries are under tax audits in India for fiscal years ended March 31, 2015, 2016, 2017 and 2018, and one of our Israel subsidiaries is under audit for the fiscal years ended December 31, 2012, 2013, 2014, 2015, 2016 and 2017. At this time, the Company does not expect material changes as a result of the audits. The statute of limitations in the Company’s other tax jurisdictions, in the United Kingdom and Brazil, remains open for various periods between 2014 and the present. However, carry-forward attributes from prior years may still be adjusted upon examination by tax authorities if they are used in an open period. Tax Cuts and Jobs Act On December 22, 2017, the United States enacted tax reform legislation through the Tax Cuts and Jobs Act, which significantly changed the existing U.S. tax laws, including a reduction in the corporate tax rate from 35% to 21%, a limitation on the deductibility of interest expenses, a move from a worldwide tax system to a territorial system, as well as other changes. As a result of enactment of the legislation, the Company incurred an additional one-time income tax benefit on the re-measurement of certain deferred tax assets and liabilities in the amount of $16.9 million . The legislation also introduced substantial international tax reform that moves the U.S. toward a territorial system, in which income earned in other countries will generally not be subject to U.S. taxation. The accumulated foreign earnings of U.S. shareholders of certain foreign corporations will be subject to a one-time transition tax. Amounts held in cash or cash equivalents will be subject to a 15.5% tax, while amounts held in illiquid assets will be subject to an eight percent tax. Due to an accumulated deficit in the undistributed earnings of its foreign subsidiaries, the one-time transition tax will not apply to the Company. Permanent Reinvestment of Foreign Earnings As of December 31, 2019 , the cumulative amount of undistributed earnings of the Company's foreign subsidiaries amounted to $14.8 million . The Company has not provided U.S. taxes on these undistributed earnings of its foreign subsidiaries that it considers indefinitely reinvested. This indefinite reinvestment determination is based on the future operational and capital requirements of the Company's domestic and foreign operations. The Company expects that the cash held by its foreign subsidiaries of $28.9 million will continue to be used for its foreign operations and therefore does not anticipate repatriating these funds. Included within the Tax Cuts and Jobs Act of 2017 were changes to Subpart F rules and a requirement for taxation of the aggregate net unrepatriated foreign earnings accumulated before January 1, 2018. These changes did not impact the Company in 2017 and the Company does not expect the Subpart F changes to have a material impact in the future. Except for Subpart F income, the Company has not provided taxes for the remaining $14.8 million of undistributed earnings of its profitable foreign subsidiaries because the Company plans to keep these amounts permanently reinvested overseas except for instances where it can remit such earnings to the U.S. without an associated net tax cost. If the Company decides to repatriate the foreign earnings, it would need to adjust its income tax provision in the period it determines that the earnings will no longer be indefinitely invested outside the United States. Due to the timing and circumstances of repatriation of such earnings, if any, it is not practicable to determine the unrecognized deferred tax liability relating to such amounts. |
Severance and Other Exit Costs
Severance and Other Exit Costs | 12 Months Ended |
Dec. 31, 2019 | |
Restructuring and Related Activities [Abstract] | |
Severance and Other Exit Costs | Severance and Other Exit Costs The Company evaluates its data center, sales and marketing, support and engineering operations and the general and administrative function on an ongoing basis in an effort to optimize its cost structure. As a result, the Company may incur charges for employee severance, exiting facilities and restructuring data center commitments and other related costs. 2019 Restructuring Plan In January 2019, the Company announced plans to eliminate approximately 40 positions located primarily in the southwest United States, and further consolidate a Massachusetts facility, in order to streamline operations and create operational efficiencies (the "2019 Restructuring Plan"). During the year ended December 31, 2019 , the Company incurred severance costs of $0.8 million and paid $0.8 million . The Company had a remaining accrued severance liability of $0.0 million at December 31, 2019 in connection with the 2019 Restructuring Plan. The Company completed severance charges related to the 2019 Restructuring Plan during the year ended December 31, 2019 . In connection with the 2019 Restructuring Plan, the Company reduced the amount of space leased for an office in Massachusetts. During the year ended December 31, 2019 , the Company incurred facility exit costs of $1.4 million and made payments of $0.2 million . The Company had a remaining facility exit cost accrual of $1.2 million as of December 31, 2019 in connection with the 2019 Restructuring Plan. 2018 Restructuring Plan In January 2018, the Company announced plans to eliminate approximately 71 positions, later increased to approximately 95 positions, primarily in the Asia Pacific region and to a lesser extent in the U.S., in order to streamline operations and create operational efficiencies (the "2018 Restructuring Plan"). During the year ended December 31, 2019 , the Company incurred no additional severance costs and paid $0.2 million . The Company had no remaining accrued severance liability at December 31, 2019 in connection with the 2018 Restructuring Plan. In connection with the 2018 Restructuring Plan, the Company closed offices in Ohio. During the year ended December 31, 2019 , the Company recorded a reduction to facility charges of $0.2 million related to the adoption of ASC 842. The Company made payments of $0.1 million during the year ended December 31, 2019 , and had a remaining accrued facility liability of $0.1 million as of December 31, 2019 . 2017 Restructuring Plan In January 2017, the Company announced plans to close certain offices as part of a plan to consolidate certain web presence customer support operations, resulting in severance costs. These severance charges were associated with the elimination of approximately 660 positions, primarily in customer support. Additionally, the Company implemented additional restructuring plans to create operational efficiencies and synergies related to the Constant Contact acquisition, which resulted in additional severance charges for the elimination of approximately 50 positions. For the year ended December 31, 2019 , in connection with these plans (together, the “2017 Restructuring Plan”), the Company incurred no additional severance costs and paid $0.2 million . The Company had no remaining accrued severance liability as of December 31, 2019 . In connection with the 2017 Restructuring Plan, the Company closed offices in Orem, Utah and relocated certain employees to its Tempe, Arizona office. The Company completed facility charges related to the 2017 Restructuring Plan during the year ended December 31, 2018. There is no remaining facility liability as of December 31, 2019. 2016 Restructuring Plan In connection with the Company’s acquisition of Constant Contact on February 9, 2016, the Company implemented a plan to create operational efficiencies and synergies resulting in severance costs and facility exit costs (the “2016 Restructuring Plan”). The severance charges were associated with eliminating approximately 265 positions across the business. The Company incurred all employee-related charges associated with the 2016 Restructuring Plan during the year ended December 31, 2016 and all severance payments were complete at December 31, 2017. There is no severance accrual remaining as of December 31, 2019 . The 2016 Restructuring Plan included a plan to close offices in San Francisco, California, Delray Beach, Florida, New York, New York, United Kingdom, Porto Alegre, Brazil and Miami, Florida, and a plan to relocate certain employees to its Austin Office. The Company also closed a portion of the Constant Contact offices in Waltham, Massachusetts. During the year ended December 31, 2019 , the Company recorded a reduction to facility charges of $0.2 million and a reduction of $1.3 million related to the adoption of ASC 842. The Company paid $1.5 million of facility costs related to the 2016 Restructuring Plan during the year ended December 31, 2019 and had a remaining accrued facility liability of $1.0 million as of December 31, 2019 . The Company expects to complete facility exit cost payments related to the 2016 Restructuring Plan during the year ended December 31, 2022. The following table provides a summary of the aggregate activity for the year ended December 31, 2019 related to the Company’s combined severance accrual for the 2019, 2018, 2017 and 2016 Restructuring Plans (together, the "Restructuring Plans"): Employee Severance (in thousands) Balance at December 31, 2018 $ 393 Severance charges 785 Cash paid (1,134 ) Balance at December 31, 2019 $ 44 The following table provides a summary of the aggregate activity for the year ended December 31, 2019 related to the Company’s combined Restructuring Plans facilities exit accrual: Facilities (in thousands) Balance at December 31, 2018 $ 4,100 Facility charges 1,207 Adjustment for adoption of ASC 842 (1,417 ) Sublease income 315 Cash paid (1,836 ) Balance at December 31, 2019 $ 2,369 The following table presents restructuring charges recorded in the consolidated statements of operations and comprehensive income (loss) for the periods presented: For the Year Ended December 31, 2017 2018 2019 (in thousands) Cost of revenue $ 4,100 $ 1,385 $ 1,424 Sales and marketing 3,586 110 239 Engineering and development 1,469 348 445 General and administrative 6,655 1,525 (116 ) Total restructuring charges $ 15,810 $ 3,368 $ 1,992 |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2019 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Total net rent expense incurred under non-cancellable operating leases for the years ended December 31, 2017 , 2018 and 2019 , were $22.1 million , $20.8 million and $20.4 million , respectively. Total sublease income for the years ended December 31, 2017 , 2018 and 2019 was $0.5 million , $1.0 million and $1.4 million , respectively. Contingencies From time to time, the Company is involved in legal proceedings or subject to claims arising in the ordinary course of its business. The Company is not presently involved in any such legal proceeding or subject to any such claim that, in the opinion of its management, would have a material adverse effect on its business, operating results or financial condition. However, the results of such legal proceedings or claims cannot be predicted with certainty, and regardless of the outcome, can have an adverse impact on the Company because of defense and settlement costs, diversion of management resources and other factors. As previously disclosed, the Company was named as a defendant in two shareholder litigation matters, which are discussed below. Endurance On May 4, 2015, Christopher Machado, a purported holder of the Company’s common stock, filed a civil action in the United States District Court for the District of Massachusetts against the Company and its former chief executive officer and former chief financial officer, captioned Machado v. Endurance International Group Holdings, Inc., et al., Civil Action No. 1:15-cv-11775-GAO. The plaintiff filed an amended complaint on December 8, 2015, a second amended complaint on March 18, 2016, and a third amended complaint on June 30, 2017. In the third amended complaint, plaintiffs Christopher Machado and Michael Rubin alleged claims for violations of Section 10(b) and 20(a) of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), and Sections 11, 12(a)(2), and 15 of the Securities Act of 1933, as amended, on behalf of a purported class of purchasers of the Company’s securities between October 25, 2013 and December 16, 2015, including persons or entities who purchased or acquired the Company's shares pursuant or traceable to the registration statement and prospectus issued in connection with the Company's October 25, 2013 initial public offering. The plaintiffs challenged as false or misleading certain of the Company’s disclosures about the total number of subscribers, average revenue per subscriber, the number of customers paying over $500 per year for the Company’s products and services, and the average number of products sold per subscriber. The parties subsequently agreed to settle the matter on a class wide basis. On September 13, 2019, the court certified a settlement class and approved the settlement. The period in which a settlement class member could appeal that order lapsed without any class members filing an appeal, and the court's order is now final. The Company's contribution to the settlement pool was equal to the $5.8 million it reserved for this matter during the year ended December 31, 2018. Constant Contact On February 9, 2016, the Company acquired all of the outstanding shares of common stock of Constant Contact. On August 7, 2015, a purported class action lawsuit, William McGee v. Constant Contact, Inc., et al., was filed in the United States District Court for the District of Massachusetts against Constant Contact and two of its former officers. An amended complaint, which named an additional former officer as a defendant, was filed December 19, 2016. The lawsuit asserts claims under Sections 10(b) and 20(a) of the Exchange Act, and is premised on allegedly false and/or misleading statements, and non-disclosure of material facts, regarding Constant Contact’s business, operations, prospects and performance during the proposed class period of October 23, 2014 to July 23, 2015. The parties mediated the claims on March 27, 2018, and as a result of that mediation reached an agreement in principle with the lead plaintiff to settle the action. The parties then negotiated the terms and conditions of a stipulation and agreement of settlement and related papers, which, among other things, provide for the release of all claims asserted against Constant Contact and its former officers. On May 18, 2018, the plaintiffs filed an unopposed motion seeking preliminary approval of the proposed settlement, certification of the proposed settlement class for settlement purposes only, and approval of notice to the settlement class. On November 26, 2019, the court entered an order preliminarily approving the settlement and scheduling a hearing for May 27, 2020 at which the court will determine whether the proposed settlement is fair, reasonable and adequate and whether the case should therefore be dismissed with prejudice. The Company's contribution to the settlement pool under the proposed settlement would be equal to the $1.5 million it reserved for this matter during the year ended December 31, 2018. The Company cannot make any assurances as to whether or when the McGee settlement will be approved by the court and the Company cannot assess the ultimate outcome of this matter or an estimate of any probable losses or any reasonably possible losses (other than the reserve specifically discussed above) at this time. |
Employee Benefit Plans
Employee Benefit Plans | 12 Months Ended |
Dec. 31, 2019 | |
Retirement Benefits [Abstract] | |
Employee Benefit Plans | Employee Benefit Plans The Company has a defined contribution plan established under Section 401(k) of the Internal Revenue Code (the “401(k) Plan”), which covers substantially all employees. Employees are eligible to participate in the 401(k) Plan beginning on the first day of the month following commencement of their employment. The 401(k) Plan includes a salary deferral arrangement pursuant to which participants may elect to reduce their current compensation by up to the statutorily prescribed limit, equal to $19,000 in 2019 , and have the amount of the reduction contributed to the 401(k) Plan. Beginning January 1, 2013, the Company matched 100% of each participant’s annual contribution to the 401(k) plan up to 3% of the participant’s salary and then 50% of each participant’s contribution up to 2% of each participant’s salary. The match immediately vests 100% . Matching contributions by the Company to the 401(k) Plan related to the 2017 , 2018 , and 2019 plan years were approximately $6.3 million , $5.9 million , and $7.3 million respectively. |
Related Party Transactions
Related Party Transactions | 12 Months Ended |
Dec. 31, 2019 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Related Party Transactions The Company has various agreements in place with related parties. Below are details of related party transactions that occurred during the years ended December 31, 2017 , 2018 and 2019 . Tregaron: The Company has contracts with Tregaron India Holdings, LLC and its affiliates, including Diya Systems (Mangalore) Private Limited, Glowtouch Technologies Pvt. Ltd. and Touchweb Designs, LLC, (collectively, “Tregaron”), for outsourced services, including email- and chat-based customer and technical support, network monitoring, engineering and development support, web design and web building services, and an office space lease. As of December 31, 2017 and 2018, these entities were owned directly or indirectly by family members of the Company’s former chief executive officer, who was also a holder of more than 5.0% of the Company's capital stock during fiscal year 2017 and the majority of fiscal year 2018. During the last quarter of fiscal year 2018, the former chief executive officer divested shares of the Company's capital stock, reducing his ownership to under 5% . As a result, Tregaron is not a related party as of January 1, 2019 and, therefore, no related party transactions are reported with Tregaron for the year ended December 31, 2019. The following table presents amounts of related party transactions recorded in the consolidated statements of operations and comprehensive income (loss) for years presented relating to services provided by Tregaron and its affiliates under these agreements for the periods in 2017 and 2018, during which Treragon was a related party: For the Year Ended December 31, 2017 2018 2019 (in thousands) Cost of revenue $ 12,100 $ 14,255 $ — Sales and marketing 1,200 755 — Engineering and development 1,300 1,260 — General and administrative 200 115 — Total related party transaction expense $ 14,800 $ 16,385 $ — As of December 31, 2018 , approximately $2.4 million was included in accounts payable and accrued expenses relating to services provided by Tregaron. Innovative Business Services, LLC and SiteLock, LLC: The Company also has an agreement with SiteLock, LLC ("SiteLock"), a subsidiary of Innovative Business Services, LLC, which provides multi-layered third-party security and website performance applications that are sold by the Company. During the year ended December 31, 2019 , a director of the Company continued to hold a material financial interest in IBS. The Company records revenue on the sale of SiteLock products on a net basis, since the Company views SiteLock as the primary obligor to deliver these services. As a result, the revenue share paid by the Company to SiteLock is recorded as contra-revenue. Further, SiteLock pays the Company a fee on sales made by SiteLock directly to customers of the Company. The Company records these fees as revenue. The following table presents the amounts of related party transactions recorded in the consolidated statements of operations and comprehensive income (loss) for the periods presented relating to the Company's agreement with SiteLock: For the Year Ended December 31, 2017 2018 2019 (in thousands) Revenue $ (4,250 ) $ (5,450 ) $ (5,220 ) Revenue (contra) 7,850 7,965 6,410 Total related party transaction impact to revenue $ 3,600 $ 2,515 $ 1,190 Cost of revenue 675 640 590 Total related party transaction expense, net $ 4,275 $ 3,155 $ 1,780 As of December 31, 2018 and 2019 , approximately $0.2 million and $0.0 million , respectively, was included in prepaid expenses and other current assets relating to the Company’s agreement with SiteLock. As of December 31, 2018 and 2019 , approximately $0.6 million and $0.4 million , respectively was included in accounts payable and accrued expenses relating to the Company’s agreement with SiteLock. As of December 31, 2018 and 2019 , approximately $0.9 million and $0.3 million , respectively, was included in accounts receivable relating to the Company’s agreement with SiteLock. Goldman, Sachs & Co.: Goldman Sachs Lending Partners LLC, a subsidiary of Goldman, was one of the joint bookrunners and joint lead arrangers for the refinancing of the Company's Term Loan in June 2018. In that capacity, Goldman Sachs Lending Partners LLC received an arrangement fee of $0.3 million |
Segment Information
Segment Information | 12 Months Ended |
Dec. 31, 2019 | |
Segment Reporting [Abstract] | |
Segment Information | Segment Information The Company has three reportable segments: web presence, email marketing and domain. The products and services included in each of the three reportable segments are as follows: Web Presence . The web presence segment consists primarily of the Company's web hosting brands, including Bluehost and HostGator. This segment also includes related products such as domain names, website security, website design tools and services, and e-commerce products. Email Marketing . The email marketing segment consists of Constant Contact email marketing tools and related products. This segment also generates revenue from sales of the Company's Constant Contact-branded website builder tool and Ecomdash inventory management and marketplace listing solution, or Ecomdash, which was acquired in the third quarter of 2019. For most of 2019, the email marketing segment also included the SinglePlatform digital storefront business, which was sold on December 5, 2019. Domain . The domain segment consists of domain-focused brands such as Domain.com, ResellerClub and LogicBoxes as well as certain web hosting brands that are under common management with domain-focused brands. This segment sells domain names and domain management services to resellers and end users, as well as premium domain names, and also generates advertising revenue from domain name parking. It also resells domain names and domain management services to the web presence segment. The Company measures profitability of these segments based on revenue, gross profit, and adjusted EBITDA. The Company's segments share certain resources, primarily related to sales and marketing, engineering and development, and general and administrative functions. Management allocates these costs to each respective segment based on a consistently applied methodology, primarily based on a percentage of revenue. The CODM does not use asset information to allocate resources or make operating decisions. The accounting policies of each segment are the same as those described in the summary of significant accounting policies. Refer to Note 2 , Summary of Significant Accounting Policies , for further details. The following tables contain financial information for each reportable segment for the years ended December 31, 2017 , 2018 and 2019 : Year Ended December 31, 2017 Web presence Email marketing Domain Total (in thousands) Revenue (1) $ 641,993 $ 401,250 $ 133,624 $ 1,176,867 Gross profit 305,588 254,941 12,408 572,937 Net loss $ (64,962 ) $ (10,615 ) $ (24,207 ) $ (99,784 ) Interest expense, net (2) 67,491 86,914 2,001 156,406 Income tax expense (benefit) 4,063 5,152 (26,496 ) (17,281 ) Depreciation 37,634 13,912 3,639 55,185 Amortization of other intangible assets 60,277 74,467 5,610 140,354 Stock-based compensation 46,641 6,934 6,426 60,001 Restructuring expenses 9,131 5,581 1,098 15,810 Transaction expenses and charges — 773 — 773 Gain of unconsolidated entities (3) (110 ) — — (110 ) Impairment of goodwill and other long-lived assets (4) 600 — 30,860 31,460 SEC investigations reserve 4,323 2,751 926 8,000 Shareholder litigations reserve — — — — Adjusted EBITDA $ 165,088 $ 185,869 $ (143 ) $ 350,814 Year Ended December 31, 2018 Web presence Email marketing Domain Total (in thousands) Revenue (1) $ 605,315 $ 410,052 $ 129,924 $ 1,145,291 Gross profit 297,590 288,023 38,941 624,554 Net (loss) income $ (22,534 ) $ 38,628 $ (11,560 ) $ 4,534 Interest expense, net (2) 70,956 68,317 9,118 148,391 Income tax (benefit) expense (4,961 ) 115 (1,400 ) (6,246 ) Depreciation 32,915 11,497 3,795 48,207 Amortization of other intangible assets 47,020 53,100 3,028 103,148 Stock-based compensation 16,000 9,638 3,426 29,064 Restructuring expenses 2,135 589 644 3,368 Transaction expenses and charges — — — — Loss of unconsolidated entities (3) 267 — — 267 Impairment of goodwill and other long-lived assets (4) — — — — SEC investigations reserve — — — — Shareholder litigation reserve 4,780 1,500 1,045 7,325 Adjusted EBITDA $ 146,578 $ 183,384 $ 8,096 $ 338,058 Year Ended December 31, 2019 Web presence Email marketing Domain Total (in thousands) Revenue (1) $ 576,704 $ 410,672 $ 125,902 $ 1,113,278 Gross profit 293,679 295,068 14,235 602,982 Net (loss) income $ (44,886 ) $ 67,412 $ (34,873 ) $ (12,347 ) Interest expense, net (2) 66,779 72,826 3,849 143,454 Income tax expense 9,261 6,600 2,018 17,879 Depreciation 32,344 9,027 3,580 44,951 Amortization of other intangible assets 36,906 45,876 2,401 85,183 Stock-based compensation 19,086 12,307 4,299 35,692 Restructuring expenses 752 1,207 33 1,992 Transaction expenses and charges — — — — Gain on sale of business — (40,700 ) — (40,700 ) Gain of unconsolidated entities (3) — — — — Impairment of goodwill and other long-lived assets (4) 12,333 — 25,207 37,540 SEC investigations reserve — — — — Shareholder litigation reserve — — — — Adjusted EBITDA $ 132,575 $ 174,555 $ 6,514 $ 313,644 (1) Revenue excludes intercompany sales of domain names and domain services from the domain segment to the web presence segment of $10.3 million , $10.0 million and $9.8 million , for fiscal years 2017 , 2018 and 2019 , respectively. (2) Interest expense includes impact of amortization of deferred financing costs, original issue discounts and interest income. For the years ended December 31, 2017 and 2018, it also includes $6.5 million and $1.2 million , respectively, of deferred financing costs and OID immediately expensed upon the 2017 and 2018 term loan refinancings. (3) The (gain) loss of unconsolidated entities is reported on a net basis for the years ended December 31, 2017 and 2018. (4) The impairment of goodwill and other long-lived assets for the year ended December 31, 2017 includes $13.8 million related to certain domain name intangible assets, $0.6 million to write off a debt investment in a privately held entity, $12.1 million related to impairment of goodwill associated with the domain segment, and $4.9 million related to developed technology and customer relationships associated with the Directi acquisition. The impairment of goodwill and other long-lived assets for the year ended December 31, 2019 includes $12.3 million of goodwill impairment relating to two non-strategic reporting units in the web presence segment and $25.2 million related to premium domain name intangible assets acquired in 2014, which was recorded in cost of revenue in the consolidated statements of comprehensive income (loss). Revenue, classified by the major geographic areas in which the Company's customers are located, was as follows: Year Ended December 31, 2017 2018 2019 (in thousands) United States $ 845,305 $ 833,864 $ 812,870 International 331,562 311,427 300,408 Total $ 1,176,867 $ 1,145,291 $ 1,113,278 The following table presents the amount of tangible long-lived assets by geographic area: Year Ended December 31, 2018 2019 (in thousands) United States $ 87,301 $ 80,967 International 4,974 4,958 Total $ 92,275 $ 85,925 The Company’s revenue is generated primarily from products and services delivered on a subscription basis, which include web hosting, domains, website builders, search engine marketing, email marketing and other similar services. The Company also generates non-subscription revenue through domain monetization and marketing development funds. Non-subscription revenue decreased from $39.4 million , or 3% of total revenue, for the year ended December 31, 2017 to $35.1 million , or 3% of total revenue, for the year ended December 31, 2018 , and decreased to $31.5 million , or 3% of total revenue for the year ended December 31, 2019 . The majority of the Company's non-subscription revenue is included in its domain segment. No individual international country represented more than 10% of total revenue in any period presented. Furthermore, substantially all of the Company's tangible long-lived assets are located in the United States. |
Geographic and Other Informatio
Geographic and Other Information | 12 Months Ended |
Dec. 31, 2019 | |
Segment Reporting [Abstract] | |
Geographic and Other Information | Segment Information The Company has three reportable segments: web presence, email marketing and domain. The products and services included in each of the three reportable segments are as follows: Web Presence . The web presence segment consists primarily of the Company's web hosting brands, including Bluehost and HostGator. This segment also includes related products such as domain names, website security, website design tools and services, and e-commerce products. Email Marketing . The email marketing segment consists of Constant Contact email marketing tools and related products. This segment also generates revenue from sales of the Company's Constant Contact-branded website builder tool and Ecomdash inventory management and marketplace listing solution, or Ecomdash, which was acquired in the third quarter of 2019. For most of 2019, the email marketing segment also included the SinglePlatform digital storefront business, which was sold on December 5, 2019. Domain . The domain segment consists of domain-focused brands such as Domain.com, ResellerClub and LogicBoxes as well as certain web hosting brands that are under common management with domain-focused brands. This segment sells domain names and domain management services to resellers and end users, as well as premium domain names, and also generates advertising revenue from domain name parking. It also resells domain names and domain management services to the web presence segment. The Company measures profitability of these segments based on revenue, gross profit, and adjusted EBITDA. The Company's segments share certain resources, primarily related to sales and marketing, engineering and development, and general and administrative functions. Management allocates these costs to each respective segment based on a consistently applied methodology, primarily based on a percentage of revenue. The CODM does not use asset information to allocate resources or make operating decisions. The accounting policies of each segment are the same as those described in the summary of significant accounting policies. Refer to Note 2 , Summary of Significant Accounting Policies , for further details. The following tables contain financial information for each reportable segment for the years ended December 31, 2017 , 2018 and 2019 : Year Ended December 31, 2017 Web presence Email marketing Domain Total (in thousands) Revenue (1) $ 641,993 $ 401,250 $ 133,624 $ 1,176,867 Gross profit 305,588 254,941 12,408 572,937 Net loss $ (64,962 ) $ (10,615 ) $ (24,207 ) $ (99,784 ) Interest expense, net (2) 67,491 86,914 2,001 156,406 Income tax expense (benefit) 4,063 5,152 (26,496 ) (17,281 ) Depreciation 37,634 13,912 3,639 55,185 Amortization of other intangible assets 60,277 74,467 5,610 140,354 Stock-based compensation 46,641 6,934 6,426 60,001 Restructuring expenses 9,131 5,581 1,098 15,810 Transaction expenses and charges — 773 — 773 Gain of unconsolidated entities (3) (110 ) — — (110 ) Impairment of goodwill and other long-lived assets (4) 600 — 30,860 31,460 SEC investigations reserve 4,323 2,751 926 8,000 Shareholder litigations reserve — — — — Adjusted EBITDA $ 165,088 $ 185,869 $ (143 ) $ 350,814 Year Ended December 31, 2018 Web presence Email marketing Domain Total (in thousands) Revenue (1) $ 605,315 $ 410,052 $ 129,924 $ 1,145,291 Gross profit 297,590 288,023 38,941 624,554 Net (loss) income $ (22,534 ) $ 38,628 $ (11,560 ) $ 4,534 Interest expense, net (2) 70,956 68,317 9,118 148,391 Income tax (benefit) expense (4,961 ) 115 (1,400 ) (6,246 ) Depreciation 32,915 11,497 3,795 48,207 Amortization of other intangible assets 47,020 53,100 3,028 103,148 Stock-based compensation 16,000 9,638 3,426 29,064 Restructuring expenses 2,135 589 644 3,368 Transaction expenses and charges — — — — Loss of unconsolidated entities (3) 267 — — 267 Impairment of goodwill and other long-lived assets (4) — — — — SEC investigations reserve — — — — Shareholder litigation reserve 4,780 1,500 1,045 7,325 Adjusted EBITDA $ 146,578 $ 183,384 $ 8,096 $ 338,058 Year Ended December 31, 2019 Web presence Email marketing Domain Total (in thousands) Revenue (1) $ 576,704 $ 410,672 $ 125,902 $ 1,113,278 Gross profit 293,679 295,068 14,235 602,982 Net (loss) income $ (44,886 ) $ 67,412 $ (34,873 ) $ (12,347 ) Interest expense, net (2) 66,779 72,826 3,849 143,454 Income tax expense 9,261 6,600 2,018 17,879 Depreciation 32,344 9,027 3,580 44,951 Amortization of other intangible assets 36,906 45,876 2,401 85,183 Stock-based compensation 19,086 12,307 4,299 35,692 Restructuring expenses 752 1,207 33 1,992 Transaction expenses and charges — — — — Gain on sale of business — (40,700 ) — (40,700 ) Gain of unconsolidated entities (3) — — — — Impairment of goodwill and other long-lived assets (4) 12,333 — 25,207 37,540 SEC investigations reserve — — — — Shareholder litigation reserve — — — — Adjusted EBITDA $ 132,575 $ 174,555 $ 6,514 $ 313,644 (1) Revenue excludes intercompany sales of domain names and domain services from the domain segment to the web presence segment of $10.3 million , $10.0 million and $9.8 million , for fiscal years 2017 , 2018 and 2019 , respectively. (2) Interest expense includes impact of amortization of deferred financing costs, original issue discounts and interest income. For the years ended December 31, 2017 and 2018, it also includes $6.5 million and $1.2 million , respectively, of deferred financing costs and OID immediately expensed upon the 2017 and 2018 term loan refinancings. (3) The (gain) loss of unconsolidated entities is reported on a net basis for the years ended December 31, 2017 and 2018. (4) The impairment of goodwill and other long-lived assets for the year ended December 31, 2017 includes $13.8 million related to certain domain name intangible assets, $0.6 million to write off a debt investment in a privately held entity, $12.1 million related to impairment of goodwill associated with the domain segment, and $4.9 million related to developed technology and customer relationships associated with the Directi acquisition. The impairment of goodwill and other long-lived assets for the year ended December 31, 2019 includes $12.3 million of goodwill impairment relating to two non-strategic reporting units in the web presence segment and $25.2 million related to premium domain name intangible assets acquired in 2014, which was recorded in cost of revenue in the consolidated statements of comprehensive income (loss). Revenue, classified by the major geographic areas in which the Company's customers are located, was as follows: Year Ended December 31, 2017 2018 2019 (in thousands) United States $ 845,305 $ 833,864 $ 812,870 International 331,562 311,427 300,408 Total $ 1,176,867 $ 1,145,291 $ 1,113,278 The following table presents the amount of tangible long-lived assets by geographic area: Year Ended December 31, 2018 2019 (in thousands) United States $ 87,301 $ 80,967 International 4,974 4,958 Total $ 92,275 $ 85,925 The Company’s revenue is generated primarily from products and services delivered on a subscription basis, which include web hosting, domains, website builders, search engine marketing, email marketing and other similar services. The Company also generates non-subscription revenue through domain monetization and marketing development funds. Non-subscription revenue decreased from $39.4 million , or 3% of total revenue, for the year ended December 31, 2017 to $35.1 million , or 3% of total revenue, for the year ended December 31, 2018 , and decreased to $31.5 million , or 3% of total revenue for the year ended December 31, 2019 . The majority of the Company's non-subscription revenue is included in its domain segment. No individual international country represented more than 10% of total revenue in any period presented. Furthermore, substantially all of the Company's tangible long-lived assets are located in the United States. |
Quarterly Financial Data (unaud
Quarterly Financial Data (unaudited) | 12 Months Ended |
Dec. 31, 2019 | |
Quarterly Financial Information Disclosure [Abstract] | |
Quarterly Financial Data (unaudited) | Quarterly Financial Data (unaudited) The following table presents the Company’s unaudited quarterly financial data: For the three months ended March 31, June 30, Sept. 30, Dec. 31, March 31, June 30, Sept. 30, Dec. 31, (in thousands, except per share data) Revenue $ 291,356 $ 287,770 $ 283,770 $ 282,395 $ 280,683 $ 278,204 $ 277,193 $ 277,198 Gross profit 157,450 157,024 154,825 155,255 156,829 138,617 156,438 151,098 Income from operations 31,402 37,775 42,618 35,151 35,154 16,655 38,729 58,448 Net (loss) income attributable to Endurance International Group Holdings, Inc. (1) $ (2,528 ) $ 627 $ (6,335 ) $ 12,770 $ (3,488 ) $ (26,228 ) $ 7,816 $ 9,553 Basic net (loss) income per share attributable to Endurance International Group Holdings, Inc. $ (0.02 ) $ 0.00 $ (0.04 ) $ 0.09 $ (0.02 ) $ (0.18 ) $ 0.05 $ 0.07 Diluted net (loss) income per share attributable to Endurance International Group Holdings, Inc. $ (0.02 ) $ 0.00 $ (0.04 ) $ 0.09 $ (0.02 ) $ (0.18 ) $ 0.05 $ 0.07 During the three months ended June 30, 2019, the Company recognized an impairment charge of $17.9 million relating to the long-lived intangible assets of its premium domain business, which was recorded in cost of revenue in the consolidated statements of operations and comprehensive income (loss). During the three months ended December 31, 2019, the Company disposed of its SinglePlatform reporting unit for a net gain of $40.7 million , which was recorded as an operating expense in the consolidated statements of operations and other comprehensive income (loss). During the same quarter, the Company recognized an aggregate charge for goodwill impairment of $12.3 million , which related to two of its non-strategic reporting units and which was recorded as an operating expense in the consolidated statements of operations and comprehensive income (loss), and an impairment charge of $7.3 million |
Supplemental Guarantor Financia
Supplemental Guarantor Financial Information (Notes) | 12 Months Ended |
Dec. 31, 2019 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Supplemental Guarantor Financial Information | Supplemental Guarantor Financial Information In February 2016, EIG Investors Corp., a wholly-owned subsidiary of the Company (the “Issuer”), issued $350.0 million aggregate principal amount of its 10.875% Senior Notes due 2024 (refer to Note 10 , Notes Payable, for further details), which it exchanged for new 10.875% Senior Notes due 2024 pursuant to a registration statement on Form S-4. The registered exchange offer for the Senior Notes was completed on January 30, 2017. The Senior Notes are fully and unconditionally guaranteed, jointly and severally, on a senior unsecured basis by the Company and the Issuer, and the following wholly-owned subsidiaries: The Endurance International Group, Inc., Bluehost Inc., FastDomain Inc., Domain Name Holding Company, Inc., Endurance International Group – West, Inc., HostGator.com LLC, A Small Orange, LLC, and Constant Contact, Inc.(collectively, the “Subsidiary Guarantors”), subject to certain customary guarantor release conditions. The Company’s other domestic subsidiaries and its foreign subsidiaries (collectively, the “Non-Guarantor Subsidiaries”) have not guaranteed the Senior Notes. SinglePlatform, LLC ceased being a Subsidiary Guarantor on December 5, 2019 due to the Company's sale of the SinglePlatform business, including SinglePlatform, LLC. P.D.R Solutions (U.S.) LLC became a Subsidiary Guarantor on April 25, 2019. The condensed consolidated financial statements have been revised for all periods presented to reflect these changes. The following tables present supplemental condensed consolidating balance sheet information of the Company (“Parent”), the Issuer, the Subsidiary Guarantors and the Non-Guarantor Subsidiaries as of December 31, 2018 and December 31, 2019 , and supplemental condensed consolidating results of operations and cash flow information for the years ended December 31, 2017 , 2018 and 2019 : Condensed Consolidating Balance Sheets December 31, 2018 (in thousands) Parent Issuer Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated Assets: Current assets: Cash and cash equivalents $ 21 $ 2 $ 62,495 $ 26,126 $ — $ 88,644 Restricted cash — — 1,932 — — 1,932 Accounts receivable — — 11,219 986 — 12,205 Prepaid domain name registry fees — — 50,325 6,454 — 56,779 Prepaid commissions — — 40,804 654 — 41,458 Prepaid expenses & other current assets — 422 31,425 3,243 — 35,090 Total current assets 21 424 198,200 37,463 — 236,108 Intercompany receivables, net 34,595 401,342 (323,200 ) (112,737 ) — — Property and equipment, net — — 79,091 13,184 — 92,275 Goodwill — — 1,695,451 153,614 — 1,849,065 Other intangible assets, net — — 351,920 596 — 352,516 Investment in subsidiaries 139,838 1,559,256 57,749 — (1,756,843 ) — Prepaid commissions, net of current portion — — 41,746 726 — 42,472 Other assets — 5,239 27,463 1,369 — 34,071 Total assets $ 174,454 $ 1,966,261 $ 2,128,420 $ 94,215 $ (1,756,843 ) $ 2,606,507 Liabilities and stockholders' equity Current liabilities: Accounts payable $ — $ — $ 12,015 $ 434 — $ 12,449 Accrued expenses and other current liabilities — 25,373 77,316 7,494 — 110,183 Deferred revenue — — 347,703 24,055 — 371,758 Current portion of notes payable — 31,606 — — — 31,606 Current portion of financed equipment — — 8,379 — — 8,379 Deferred consideration, short-term — — 2,425 — — 2,425 Total current liabilities — 56,979 447,838 31,983 — 536,800 Deferred revenue, long-term — — 91,615 4,525 — 96,140 Notes payable — 1,770,055 — — — 1,770,055 Financed equipment—long term — — — — — — Deferred consideration — — 1,364 — — 1,364 Other long-term liabilities — (612 ) 28,349 (43 ) — 27,694 Total liabilities — 1,826,422 569,166 36,465 — 2,432,053 Equity 174,454 139,839 1,559,254 57,750 (1,756,843 ) 174,454 Total liabilities and equity $ 174,454 $ 1,966,261 $ 2,128,420 $ 94,215 $ (1,756,843 ) $ 2,606,507 Condensed Consolidating Balance Sheets December 31, 2019 (in thousands) Parent Issuer Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated Assets: Current assets: Cash and cash equivalents $ 195 $ 1 $ 80,642 $ 30,427 $ — $ 111,265 Restricted cash — — 1,732 — — 1,732 Accounts receivable — — 8,762 1,462 — 10,224 Prepaid domain name registry fees — — 48,943 6,294 — 55,237 Prepaid commissions — — 37,910 525 — 38,435 Prepaid expenses & other current assets — 90 26,847 3,756 — 30,693 Total current assets 195 91 204,836 42,464 — 247,586 Intercompany receivables, net 32,845 172,807 (87,398 ) (118,254 ) — — Property and equipment, net — — 72,751 13,174 — 85,925 Operating lease right-of-use assets — — 86,111 4,408 — 90,519 Goodwill — — 1,677,587 157,723 — 1,835,310 Other intangible assets, net — — 243,994 1,008 — 245,002 Investment in subsidiaries 163,934 1,693,565 61,023 — (1,918,522 ) — Prepaid commissions, net of current portion — — 48,289 491 — 48,780 Other assets — 1,784 27,215 1,965 — 30,964 Total assets $ 196,974 $ 1,868,247 $ 2,334,408 $ 102,979 $ (1,918,522 ) $ 2,584,086 Liabilities and stockholders' equity: Current liabilities: Accounts payable $ — $ — $ 9,474 $ 580 $ — $ 10,054 Accrued expenses and other current liabilities 20 23,554 59,695 7,141 — 90,410 Deferred revenue — — 345,116 24,359 — 369,475 Operating lease liabilities—short term — — 18,513 2,680 21,193 Current portion of notes payable — 31,606 — — — 31,606 Current portion of financed equipment — — 790 — — 790 Deferred consideration, short-term — — 2,201 — — 2,201 Total current liabilities 20 55,160 435,789 34,760 — 525,729 Deferred revenue, long-term — — 94,471 5,181 — 99,652 Operating lease liabilities—long term — — 76,166 1,985 — 78,151 Notes payable — 1,649,867 — — — 1,649,867 Financed equipment—long term — — — — — — Deferred consideration — — — — — — Other long-term liabilities — (714 ) 34,417 30 — 33,733 Total liabilities 20 1,704,313 640,843 41,956 — 2,387,132 Equity 196,954 163,934 1,693,565 61,023 (1,918,522 ) 196,954 Total liabilities and equity $ 196,974 $ 1,868,247 $ 2,334,408 $ 102,979 $ (1,918,522 ) $ 2,584,086 Condensed Consolidating Statements of Operations and Comprehensive Income (Loss) Year Ended December 31, 2017 (in thousands) Parent Issuer Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated Revenue $ — $ — $ 1,080,220 $ 107,385 $ (10,738 ) $ 1,176,867 Cost of revenue — — 540,965 72,425 (9,460 ) 603,930 Gross profit — — 539,255 34,960 (1,278 ) 572,937 Operating expense: Sales and marketing — — 260,516 16,947 (3 ) 277,460 Engineering and development — — 66,113 12,659 — 78,772 General and administrative — 207 159,251 5,142 (628 ) 163,972 Transaction expenses — — 773 — — 773 Impairment of goodwill — — 12,129 — — 12,129 Total operating expense — 207 498,782 34,748 (631 ) 533,106 (Loss) income from operations — (207 ) 40,473 212 (647 ) 39,831 Total other expense (income)—net — 156,144 1,336 (474 ) — 157,006 (Loss) income before income taxes and equity earnings of unconsolidated entities — (156,351 ) 39,137 686 (647 ) (117,175 ) Income tax (benefit) expense — (57,504 ) 39,233 990 — (17,281 ) (Loss) income before equity earnings of unconsolidated entities — (98,847 ) (96 ) (304 ) (647 ) (99,894 ) Net loss (income) attributable to non-controlling interest 106,661 7,814 194 (17 ) (114,762 ) (110 ) Net (loss) income $ (106,661 ) $ (106,661 ) $ (290 ) $ (287 ) $ 114,115 $ (99,784 ) Net loss attributable to non-controlling interest — — 7,524 — — 7,524 Net (loss) income attributable to Endurance International Group Holdings, Inc. $ (106,661 ) $ (106,661 ) $ (7,814 ) $ (287 ) $ 114,115 $ (107,308 ) Comprehensive (loss) income: Foreign currency translation adjustments — — — 3,091 — 3,091 Unrealized gain on cash flow hedge 34 — — — 34 Total comprehensive (loss) income $ (106,661 ) $ (106,627 ) $ (7,814 ) $ 2,804 $ 114,115 $ (104,183 ) Condensed Consolidating Statements of Operations and Comprehensive Income (Loss) Year Ended December 31, 2018 (in thousands) Parent Issuer Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated Revenue $ — $ — $ 1,094,463 $ 64,665 $ (13,837 ) $ 1,145,291 Cost of revenue — — 490,966 43,608 (13,837 ) 520,737 Gross profit — — 603,497 21,057 — 624,554 Operating expense: Sales and marketing — — 255,272 10,152 — 265,424 Engineering and development — — 80,095 7,885 — 87,980 General and administrative (12 ) 225 168,560 (44,569 ) — 124,204 Transaction expenses — — — — — — Impairment of goodwill — — — — — — Total operating expense (12 ) 225 503,927 (26,532 ) — 477,608 Income (loss) from operations 12 (225 ) 99,570 47,589 — 146,946 Total other expense (income)—net — 148,411 506 (526 ) — 148,391 Income (loss) before income taxes and equity earnings of unconsolidated entities 12 (148,636 ) 99,064 48,115 — (1,445 ) Income tax (benefit) expense — (35,381 ) 25,253 3,882 — (6,246 ) Income (loss) before equity earnings of unconsolidated entities 12 (113,255 ) 73,811 44,233 — 4,801 Net (income) loss attributable to non-controlling interest (4,522 ) (117,778 ) (43,967 ) 16 166,518 267 Net income (loss) $ 4,534 $ 4,523 $ 117,778 $ 44,217 $ (166,518 ) $ 4,534 Net income (loss) attributable to non-controlling interest — — — — — — Net income (loss) attributable to Endurance International Group Holdings, Inc. $ 4,534 $ 4,523 $ 117,778 $ 44,217 $ (166,518 ) $ 4,534 Comprehensive income (loss): Foreign currency translation adjustments — — — (2,233 ) — (2,233 ) Unrealized loss on cash flow hedge (437 ) — — — (437 ) Total comprehensive income (loss) $ 4,534 $ 4,086 $ 117,778 $ 41,984 $ (166,518 ) $ 1,864 Condensed Consolidating Statements of Operations and Comprehensive Income (Loss) Year Ended December 31, 2019 (in thousands) Parent Issuer Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated Revenue $ — $ — $ 1,064,510 $ 61,650 $ (12,882 ) $ 1,113,278 Cost of revenue — — 482,246 40,932 (12,882 ) 510,296 Gross profit — — 582,264 20,718 — 602,982 Operating expense: Sales and marketing — — 245,817 12,202 — 258,019 Engineering and development — — 96,778 9,599 — 106,377 General and administrative 1,628 238 113,983 2,118 — 117,967 Gain on sale of business — — (40,700 ) — — (40,700 ) Transaction expenses — — — — — — Impairment of goodwill 12,333 12,333 Total operating expense 1,628 238 428,211 23,919 — 453,996 (Loss) income from operations (1,628 ) (238 ) 154,053 (3,201 ) — 148,986 Total other expense (income)—net — 144,034 (18 ) (562 ) — 143,454 (Loss) income before income taxes and equity earnings of unconsolidated entities (1,628 ) (144,272 ) 154,071 (2,639 ) — 5,532 Income tax (benefit) expense — (34,336 ) 49,105 3,110 — 17,879 (Loss) income before equity earnings of unconsolidated entities (1,628 ) (109,936 ) 104,966 (5,749 ) — (12,347 ) Equity loss (income) of unconsolidated entities, net of tax 10,719 (99,216 ) 5,750 — 82,747 — Net (loss) income $ (12,347 ) $ (10,720 ) $ 99,216 $ (5,749 ) $ (82,747 ) $ (12,347 ) Net loss attributable to non-controlling interest — — — — — — Net (loss) income attributable to Endurance International Group Holdings, Inc. $ (12,347 ) $ (10,720 ) $ 99,216 $ (5,749 ) $ (82,747 ) $ (12,347 ) Comprehensive (loss) income: Foreign currency translation adjustments — — — (598 ) — (598 ) Unrealized loss on cash flow hedge (279 ) — — — (279 ) Total comprehensive (loss) income $ (12,347 ) $ (10,999 ) $ 99,216 $ (6,347 ) $ (82,747 ) $ (13,224 ) Condensed Consolidating Statements of Cash Flows Year Ended December 31, 2017 (in thousands) Parent Issuer Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated Net cash provided by (used in) operating activities $ 12 $ (82,189 ) $ 281,416 $ 2,034 $ — $ 201,273 Cash flows from investing activities: Businesses acquired in purchase transaction, net of cash acquired — — — — — — Purchases of property and equipment — — (38,731 ) (4,331 ) — (43,062 ) Cash paid for minority investments — — — — — — Proceeds from sale of property and equipment — — — — — — Proceeds from note receivable — — — — — — Proceeds from sale of assets — — 530 — — 530 Purchases of intangible assets — — (1,933 ) (33 ) — (1,966 ) Net cash used in investing activities — — (40,134 ) (4,364 ) — (44,498 ) Cash flows from financing activities: Proceeds from issuance of term loan and notes, net of original issue discounts — 1,693,007 — — — 1,693,007 Repayments of term loans — (1,797,634 ) — — — (1,797,634 ) Payment of financing costs — (6,304 ) — — — (6,304 ) Payment of deferred consideration — — (4,550 ) (883 ) — (5,433 ) Payment of redeemable non-controlling interest liability — — (25,000 ) — — (25,000 ) Principal payments on financed equipment — — (7,390 ) — — (7,390 ) Proceeds from exercise of stock options 2,049 — — — — 2,049 Capital investments from minority partner — — — — — — Intercompany loans and investments (1,972 ) 193,119 (188,367 ) (2,780 ) — — Net cash provided by (used in) financing activities 77 82,188 (225,307 ) (3,663 ) — (146,705 ) Net effect of exchange rate on cash and cash equivalents and restricted cash — — — 2,150 — 2,150 Net increase (decrease) in cash and cash equivalents and restricted cash 89 (1 ) 15,975 (3,843 ) — 12,220 Cash and cash equivalents and restricted cash: Beginning of period 3 4 41,654 15,237 — 56,898 End of period $ 92 $ 3 $ 57,629 $ 11,394 $ — $ 69,118 Condensed Consolidating Statements of Cash Flows Year Ended December 31, 2018 (in thousands) Parent Issuer Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated Net cash (used in) provided by operating activities $ — $ (103,123 ) $ 246,188 $ 39,487 $ — $ 182,552 Cash flows from investing activities: Businesses acquired in purchase transaction, net of cash acquired — — — — — — Purchases of property and equipment — — (45,694 ) (186 ) — (45,880 ) Cash paid for minority investments — — — — — — Proceeds from sale of property and equipment — — — — — — Proceeds from note receivable — — — — — — Proceeds from sale of assets — — 6 — — 6 Purchases of intangible assets — — (8 ) — — (8 ) Net cash used in investing activities — — (45,696 ) (186 ) — (45,882 ) Cash flows from financing activities: Proceeds from issuance of term loan and notes, net of original issue discounts — 1,580,305 — — — 1,580,305 Repayments of term loans — (1,681,094 ) — — — (1,681,094 ) Payment of financing costs — (1,580 ) — — — (1,580 ) Payment of deferred consideration — — (4,500 ) — — (4,500 ) Principal payments on financed equipment — — (7,439 ) — — (7,439 ) Proceeds from exercise of stock options 887 — — — — 887 Intercompany loans and investments (958 ) 205,491 (181,755 ) (22,778 ) — — Net cash (used in) provided by financing activities (71 ) 103,122 (193,694 ) (22,778 ) — (113,421 ) Net effect of exchange rate on cash and cash equivalents and restricted cash — — — (1,791 ) — (1,791 ) Net (decrease) increase in cash and cash equivalents and restricted cash (71 ) (1 ) 6,798 14,732 — 21,458 Cash and cash equivalents and restricted cash: Beginning of period 92 3 57,629 11,394 — 69,118 End of period $ 21 $ 2 $ 64,427 $ 26,126 $ — $ 90,576 Condensed Consolidating Statements of Cash Flows Year Ended December 31, 2019 (in thousands) Parent Issuer Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated Net cash (used in) provided by operating activities $ (1,609 ) $ (97,558 ) $ 261,442 $ (302 ) $ — $ 161,973 Cash flows from investing activities: Businesses acquired in purchase transaction, net of cash acquired — — (8,875 ) — — (8,875 ) Purchases of property and equipment — — (39,126 ) — — (39,126 ) Cash paid for minority investments — — — — — — Proceeds from sale of property and equipment — — — — — — Proceeds from note receivable — — — — — — Proceeds from sale of assets — — 51,000 1 — 51,001 Purchases of intangible assets — — — — — — Net cash provided by investing activities — — 2,999 1 — 3,000 Cash flows from financing activities: Proceeds from issuance of term loan and notes, net of original issue discounts — — — — — — Repayments of term loans — (130,980 ) — — — (130,980 ) Payment of financing costs — — — — — — Payment of deferred consideration — — (2,500 ) — — (2,500 ) Principal payments on financed equipment — — (8,189 ) — — (8,189 ) Proceeds from exercise of stock options 31 — — — — 31 Intercompany loans and investments 1,752 228,537 (235,805 ) 5,516 — — Net cash provided by (used in) financing activities 1,783 97,557 (246,494 ) 5,516 — (141,638 ) Net effect of exchange rate on cash and cash equivalents and restricted cash — — — (914 ) — (914 ) Net increase (decrease) in cash and cash equivalents and restricted cash 174 (1 ) 17,947 4,301 — 22,421 Cash and cash equivalents and restricted cash: Beginning of period 21 2 64,427 26,126 — 90,576 End of period $ 195 $ 1 $ 82,374 $ 30,427 $ — $ 112,997 |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2019 | |
Accounting Policies [Abstract] | |
Basis of Preparation | Basis of Preparation The accompanying consolidated financial statements, which include the accounts of Holdings and its subsidiaries, have been prepared using accounting principles generally accepted in the United States of America (“U.S. GAAP”). All intercompany transactions have been eliminated on consolidation. |
Segment Information | Segment Information Operating segments are defined as components of an enterprise that engage in business activities for which discrete financial information is available and regularly reviewed by the chief operating decision maker ("CODM"). The Company has determined that its chief executive officer is the Company's CODM. The Company has identified three operating segments: web presence, email marketing and domain. The Company has determined that it does not satisfy aggregation criteria for these operating segments, and that each segment meets the quantitative threshold of Financial Accounting Standards Board ("FASB") Accounting Standards Codification ("ASC") 280, Segment Reporting . Therefore, all three operating segments are reportable segments. The Company's segments share certain resources, primarily related to sales and marketing, engineering and development, and general and administrative functions. Management allocates these costs to each respective segment based on a consistently applied methodology, primarily based on a percentage of revenue. |
Use of Estimates | Use of Estimates U.S. GAAP requires management to make certain estimates, judgments and assumptions that affect the reported amounts of assets, liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenue and expenses during the reporting period. These estimates, judgments and assumptions used in preparing the accompanying consolidated financial statements are based on the relevant facts and circumstances as of the date of the consolidated financial statements. Although the Company regularly assesses these estimates, judgments and assumptions used in preparing the consolidated financial statements, actual results could differ from those estimates. Changes in estimates are recorded in the period in which they become known. The more significant estimates reflected in these consolidated financial statements include estimates of fair value of assets acquired and liabilities assumed under purchase accounting related to the Company’s acquisitions and when evaluating goodwill and long-lived assets for potential impairment, the estimated useful lives of intangible and depreciable assets, revenue recognition for multiple-element arrangements, stock-based compensation, derivative instruments, certain accruals, reserves and deferred taxes. |
Reclassification | Reclassification Certain amounts in the prior period financial statements have been reclassified to conform to the presentation of the current period financial statements. |
Cash Equivalents | Cash Equivalents Cash and cash equivalents include all highly liquid investments with remaining maturities of three months or less at the date of purchase. |
Restricted Cash | Restricted Cash Restricted cash is composed of certificates of deposits and cash held by merchant banks and payment processors, which provide collateral against any chargebacks, fees, or other items that may be charged back to the Company by credit card companies and other merchants, and collateral for certain facility leases. |
Accounts Receivable | Accounts Receivable Accounts receivable is primarily composed of cash due from credit card companies for unsettled transactions charged to customers’ credit cards. As these amounts reflect authenticated transactions that are fully collectible, the Company does not maintain an allowance for doubtful accounts. The Company also accrues for earned referral fees and commissions, which are governed by reseller or affiliate agreements, when the amount is reasonably estimable. |
Prepaid Domain Name Registry Fees | Prepaid Domain Name Registry Fees Prepaid domain name registry fees represent amounts that are paid in full at the time a domain is registered by one of the Company’s registrars on behalf of a customer. The registry fees are recognized on a straight-line basis over the term of the domain registration period. |
Fair Value of Financial Instruments | Fair Value of Financial Instruments The carrying amounts of the Company’s financial instruments, which include cash equivalents, accounts receivable, accounts payable and certain accrued expenses, approximate their fair values due to their short maturities. The fair value of the Company’s notes payable is based on the borrowing rates currently available to the Company for debt with similar terms and average maturities and approximates their carrying value. |
Derivative Instruments and Hedging Activities | Derivative Instruments and Hedging Activities FASB ASC 815, Derivatives and Hedging , or ASC 815, provides the disclosure requirements for derivatives and hedging activities with the intent to provide users of financial statements with an enhanced understanding of: (a) how and why an entity uses derivative instruments, (b) how the entity accounts for derivative instruments and related hedged items, and (c) how derivative instruments and related hedged items affect an entity’s financial position, financial performance, and cash flows. Further, qualitative disclosures are required that explain the Company’s objectives and strategies for using derivatives, as well as quantitative disclosures about the fair value of and gains and losses on derivative instruments, and disclosures about credit-risk-related contingent features in derivative instruments. As required by ASC 815, the Company records all derivatives on the balance sheet at fair value. The accounting for changes in the fair value of derivatives depends on the intended use of the derivative, whether the Company has elected to designate a derivative in a hedging relationship and apply hedge accounting and whether the hedging relationship has satisfied the criteria necessary to apply hedge accounting. Derivatives designated and qualifying as a hedge of the exposure to changes in the fair value of an asset, liability, or firm commitment attributable to a particular risk, such as interest rate risk, are considered fair value hedges. Derivatives designated and qualifying as a hedge of the exposure to variability in expected future cash flows, or other types of forecasted transactions, are considered cash flow hedges. Derivatives may also be designated as hedges of the foreign currency exposure of a net investment in a foreign operation. Hedge accounting generally provides for the matching of the timing of gain or loss recognition on the hedging instrument with the recognition of the changes in the fair value of the hedged asset or liability that are attributable to the hedged risk in a fair value hedge or the earnings effect of the hedged forecasted transactions in a cash flow hedge. The Company may enter into derivative contracts that are intended to economically hedge certain of its risks, even though hedge accounting does not apply or the Company elects not to apply hedge accounting. In accordance with the FASB’s fair value measurement guidance in Accounting Standard Update ("ASU") 2011-4, Fair Value Measurement (Topic 820): Amendments to Achieve Common Fair Value Measurement and Disclosure Requirements, the Company made an accounting policy election to measure the credit risk of its derivative financial instruments that are subject to master netting agreements on a net basis by counterparty portfolio. |
Concentrations of Credit and Other Risks | Concentrations of Credit and Other Risks Financial instruments which potentially subject the Company to concentrations of credit risk consist principally of cash and cash equivalents and accounts receivable. Cash and cash equivalents are maintained at accredited financial institutions, and PayPal balances are at times without and in excess of federally insured limits. The Company has never experienced any losses related to these balances and does not believe that it is subject to unusual credit risk beyond the normal credit risk associated with commercial banking relationships. |
Property and Equipment | Property and Equipment Property and equipment is recorded at cost or fair value if acquired in an acquisition. The Company also capitalizes the direct costs of constructing additional computer equipment for internal use, as well as upgrades to existing computer equipment which extend the useful life, capacity or operating efficiency of the equipment. Capitalized costs include the cost of materials, shipping and taxes. Materials used for repairs and maintenance of computer equipment are expensed and recorded as a cost of revenue. Materials on hand and construction-in-process are recorded as property and equipment. Assets recorded under property, plant and equipment financing are depreciated over the lease term. Depreciation is computed using the straight-line method over the estimated useful lives of the related assets as follows: Building Thirty-five years Software Two to three years Computers and office equipment Three years Furniture and fixtures Five years Leasehold improvements Shorter of useful life or remaining term of the lease |
Software Development Costs | Software Development Costs The Company accounts for software development costs for internal use software under the provisions of ASC 350-40, Internal-Use Software |
Business Combinations | Business Combinations The Company accounts for business acquisitions using the purchase method of accounting, in accordance with which assets acquired and liabilities assumed are recorded at their respective fair values at the acquisition date. The fair value of the consideration paid, including contingent consideration, is assigned to the assets acquired and liabilities assumed based on their respective fair values. Goodwill represents excess of the purchase price over the estimated fair values of the assets acquired and liabilities assumed. Significant judgments are used in determining fair values of assets acquired and liabilities assumed, as well as intangibles and their estimated useful lives. Fair value and useful life determinations are based on, among other factors, estimates of future expected cash flows, royalty cost savings and appropriate discount rates used in computing present values. These judgments may materially impact the estimates used in allocating acquisition date fair values to assets acquired and liabilities assumed, as well as the Company's current and future operating results. Actual results may vary from these estimates which may result in adjustments to goodwill and acquisition date fair values of assets and liabilities during a measurement period or upon a final determination of asset and liability fair values, whichever occurs first. Adjustments to fair values of assets and liabilities made after the end of the measurement period are recorded within the Company's operating results. Changes in the fair value of a contingent consideration resulting from a change in the underlying inputs are recognized in results of operations until the arrangement is settled. |
Goodwill | Goodwill Goodwill relates to amounts that arose in connection with various acquisitions and represents the difference between the purchase price and the fair value of the identifiable intangible and tangible net assets when accounted for using the purchase method of accounting. Goodwill is not amortized, but it is subject to periodic review for impairment. Events that would indicate impairment and trigger an interim impairment assessment include, but are not limited to, current economic and market conditions, a decline in the equity value of the business, a significant adverse change in certain agreements that would materially affect reported operating results, business climate or operational performance of the business and an adverse action or assessment by a regulator. In accordance with ASU No. 2011-08, Intangibles-Goodwill and Other (Topic 350) Testing Goodwill for Impairment , or ASU 2011-08, the Company is required to review goodwill by reporting unit for impairment at least annually or more often if there are indicators of impairment present. A reporting unit is either the equivalent of, or one level below, an operating segment. The Company early adopted the provisions in ASU 2017-04, which eliminates the second step of the goodwill impairment test. As a result, the Company's goodwill impairment tests include only one step, which is a comparison of the carrying value of each reporting unit to its fair value, and any excess carrying value, up to the amount of goodwill allocated to that reporting unit, is impaired. The carrying value of each reporting unit is based on the assignment of the appropriate assets and liabilities to each reporting unit. Assets and liabilities were assigned to each reporting unit if the assets or liabilities are employed in the operations of the reporting unit and the asset and liability is considered in the determination of the reporting unit fair value. Certain assets and liabilities are shared by multiple reporting units, and were allocated to each reporting unit based on the relative size of a reporting unit, primarily based on revenue. The Company's goodwill impairment test as of October 31, 2017 resulted in a $12.1 million impairment of goodwill to the Company's domain monetization reporting unit within the domain segment. The impairment was a direct result of a more rapid decline in domain parking revenue than originally expected, and to a lesser extent, reduced sales of premium domain names. Goodwill for this reporting unit was completely impaired. Goodwill allocated to the other six reporting units to which goodwill has been allocated was not impaired. As of the test date of October 31, 2018, the fair value for all reporting units was higher than their respective carrying values, and no impairment was recorded. For the annual impairment test as of October 31, 2019, the Company had a total of seven reporting units to which goodwill has been allocated. Additionally, the Company has three smaller reporting units to which no goodwill has been allocated, as they had been determined to have no material fair value, and one reporting unit which has no remaining goodwill allocated to it. The Company determines the fair value of each reporting unit by utilizing the income approach and the market approach. For the income approach, fair value is determined based on the present value of estimated future after-tax cash flows, discounted at an appropriate risk adjusted rate. The Company derives its discount rates by using a capital asset pricing model and analyzing published rates for industries relevant to its reporting units to estimate the weighted-average cost of capital. The Company uses discount rates that are commensurate with the risks and uncertainty inherent in its business and in its internally developed forecasts. For fiscal years 2017 and 2018, the Company used a discount rate of 10.0% for all but one of its reporting units. For fiscal year 2019, the Company used a discount rate of 10.5% for all but three of its reporting units. For two of the reporting units, which are experiencing declining cash flows, the Company used a discount rate of 13.0% and 13.5% , respectively, to adjust for the risk in the projected cash flows. For the remaining reporting unit, which had just been acquired in September 2019, the Company used a discount rate of 15.5% , to adjust for the risk in the projected cash flows. The Company also performed sensitivity analysis on its discount rates. The Company uses internal forecasts to estimate future after-tax cash flows, which include an estimate of long-term future growth rates based on the Company's view of the long-term outlook for each reporting unit. Actual results may differ from those assumed in the Company's forecasts. For the market approach, the Company uses a valuation technique in which values are derived based on valuation multiples from comparable public companies, and a valuation multiple from sales of comparable companies. For the fiscal 2017 goodwill impairment analysis, the Company compared the fair value from the income approach to the market approach based on multiples of comparable public companies and noted no material variances in the valuation techniques. For the fiscal 2018 goodwill impairment analysis, the Company compared the fair value from the income approach to two market approaches, which included a valuation multiple of comparable public companies and a valuation multiple from sales of comparable companies. For three of the Company's reporting units, which represented approximately 95% of the Company's goodwill at the time of the 2018 goodwill impairment analysis, the fair value derived from the income approach was consistent with the fair value derived from the two market approaches. The Company established the fair value for these reporting units based on the average fair value from all three valuation approaches. For the fiscal 2018 goodwill impairment analysis, for two of the Company's reporting units, which represented approximately 3% of the Company's goodwill, the Company based their fair value entirely upon the income approach, as these two reporting units were experiencing declining cash flows and were expected to continue to experience declines over time. The fair values from the income approach for these two reporting units were materially below the fair values derived from both market approaches. The goodwill allocated to these two reporting units was approximately $64.2 million as of December 31, 2018. For one of the Company's reporting units, which represented approximately 2% of the Company's goodwill, the fair values derived from the market approaches were much lower than the income approach using a discount rate of 10% . The Company determined that more risk was present in the projected future cash flows of this reporting unit as compared to the Company's other reporting units and determined that a discount rate of 17% was appropriate. The fair value of this reporting unit under the income approach at a discount rate of 17% was consistent with the fair values determined under the two market approaches. The Company established fair value for this reporting unit based on the average fair value from all three valuation approaches. For the fiscal 2019 goodwill impairment analysis, the Company compared the fair value from the income approach to two market approaches, which included a valuation multiple of comparable public companies and a valuation multiple from sales of comparable companies. For three of the reporting units, which represent approximately 97% of the Company's goodwill as of December 31, 2019, the Company established the fair value based on the average fair value from all three valuation approaches. For two of the remaining reporting units, which represent approximately 3% of the Company's goodwill as of December 31, 2019, the Company established fair value based on the income approach only, because these reporting units are experiencing declining cash flows. The Company calculated and recognized a partial impairment of $10.0 million for one of these reporting units and a full impairment of $2.3 million for the second of these reporting units, both of which were recorded as an operating expense in the consolidated statements of operations and other comprehensive income (loss). For the other two reporting units for which the income approach was used, the Company had just acquired one reporting unit in the three months ended September 30, 2019, and was in the process of disposing of the other reporting unit through a sale in December 2019. Goodwill as of December 31, 2019 was $1,835.3 million . The carrying value of goodwill that was allocated to the web presence, email marketing and domain segments was $1,202.0 million , $603.4 million and $29.9 million , respectively. The fair value of all but three of the reporting units with goodwill at December 31, 2019 exceeds each reporting unit's carrying value by at least 20% . Of the other three reporting units with less than 20% excess of fair value over carrying value, one reporting unit is forecast to experience continuing negative growth in both revenue and cash flows. Given this fact pattern, the Company relied upon the income approach in order to quantify the impact of persistent negative growth expectations and to develop a fair value for this reporting unit. The goodwill allocated to this reporting unit as of December 31, 2019 was $52.0 million . The Company expects that cash flows will continue to decline, which could result in goodwill impairment charges for this reporting unit at some point in the future. The second reporting unit with less than a 20% excess of fair value over carrying value was acquired in September 2019. Based on the short duration between the acquisition date and the testing date, and lacking indications of specific events that either positively or negatively impacted the carrying value, fair value on this reporting unit approximated the allocated goodwill. Goodwill for this reporting unit as of December 31, 2019 was approximately $ 7.0 million . The third reporting unit represents a combination of different hosting brands, which the Company will continue to monitor in the future. Though near term cash flows are projected to decline, growth in the cash flows is expected to return after further investments in engineering and development and sales and marketing are made. This reporting unit's fair value was established using three valuation methods, equally weighted. As the reporting unit passed the goodwill impairment test with equal weight given to the three approaches, the Company did not adjust the weight given to the three valuation approaches. As of December 31, 2019, the fair value of this reporting unit, as estimated based upon our future projections, exceeded its carrying value by less than 4% . In the event the Company's investments in engineering and development and sales and marketing do not generate the anticipated improvement in future operating performance, then future impairments may be recognized for this reporting unit. Goodwill for this reporting unit as of December 31, 2019 was approximately $1.2 billion |
Long-Lived Assets | Long-Lived Assets The Company’s long-lived assets consist primarily of intangible assets, including acquired subscriber relationships, trade names, intellectual property, developed technology, and domain names available for sale. The Company also has long-lived tangible assets, primarily consisting of property and equipment. The majority of the Company’s intangible assets are recorded in connection with its various acquisitions. The Company’s intangible assets are recorded at fair value at the time of their acquisition. The Company amortizes intangible assets over their estimated useful lives. Determination of the estimated useful lives of the individual categories of intangible assets is based on the nature of the applicable intangible asset and the expected future cash flows to be derived from the intangible asset. Amortization of intangible assets with finite lives is recognized in accordance with their estimated projected cash flows. The Company evaluates long-lived intangible and tangible assets whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. If indicators of impairment are present and undiscounted future cash flows are less than the carrying amount, the fair value of the assets is determined and compared to the carrying value. If the fair value is less than the carrying value, then the carrying value of the asset is reduced to the estimated fair value and an impairment loss is charged to expense in the period the impairment is identified. Indefinite life intangible assets include domain names that are available for sale which are recorded at cost to acquire. These assets are not being amortized and are being tested for impairment annually and whenever events or changes in circumstance indicate that their carrying value may not be recoverable. When a domain name is sold, the Company records the cost of the domain in cost of revenue. During the year ended December 31, 2017, the Company recognized an impairment charge of $13.8 million relating to certain domain name intangible assets acquired in 2014, which was recorded in cost of revenue in the consolidated statements of operations and comprehensive income (loss). The impairment resulted from diminished cash flows associated with these intangible assets. Also during the year ended December 31, 2017, the Company recognized an impairment charge of $4.9 million primarily relating to developed technology and customer relationships associated with the acquisition of the Directi web presence business in 2014. This impairment was recorded in cost of revenue in the consolidated statements of operations and comprehensive income (loss). The impairment resulted from diminished cash flows associated with these intangible assets. All of the 2017 impairments described above were recognized in the domain segment. During the year ended December 31, 2018, the Company did not identify any impairments relating to its long-lived assets. During the year ended December 31, 2019, the Company recognized an aggregate impairment of $25.2 million , relating primarily to premium domain name intangible assets acquired in 2014, which was recorded in cost of revenue in the consolidated statements of operations and comprehensive income (loss). The impairment resulted from recent market conditions that have adversely impacted cash flows from these assets, and these market conditions are expected to continue. During the three months ended June 30, 2019, the Company recognized an impairment of $17.9 million . The Company valued its premium domain name assets included in its domain monetization reporting unit based on discounted projected cash flows from these assets using a discount rate of 11.6% , which resulted in an impairment of $16.2 million . The balance of the impairment charge was primarily related to developed technology intangible assets associated with the premium domain business, which were valued using a relief from royalty approach. During the annual goodwill impairment test as of October 31, 2019, the Company valued the domain monetization reporting unit based on discounted projected cash flows from its assets using a discount rate of 10.5% and recognized an additional impairment of $7.3 million , of which $4.6 million related to domain names and the balance related to developed technology and trademarks associated with this reporting unit. As of December 31, 2019, the intangible assets relating to our domain monetization reporting unit have been completely written off. |
Revenue Recognition | Revenue Recognition In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers (Topic 606) , or ASU 2014-09 or ASC 606, which supersedes nearly all existing revenue recognition guidance under U.S. GAAP. Since then, the FASB has also issued ASU 2016-08, Revenue from Contracts with Customers (Topic 606), Principals versus Agent Considerations, ASU 2016-10, Revenue from Contracts with Customers (Topic 606), Identifying Performance Obligations and Licensing, and ASU 2017-13, Revenue Recognition (Topic 605), Revenue from Contracts with Customers (Topic 606) , and Amendments to SEC Paragraphs Pursuant to the Staff Announcement at the July 20, 2017 EITF Meeting and Rescission of Prior SEC Staff Announcements and Observer Comments, which further elaborate on the original ASU No. 2014-09. The Company adopted the guidance in ASC 606 on January 1, 2018. Revenue is recognized when control of the promised products or services is transferred to the Company’s customers, in an amount that reflects the consideration the Company expects to be entitled to for those products and services. In general, the Company determines revenue recognition through the following steps: • Identification of the contract, or contracts, with the customer • Identification of the performance obligations in the contract • Determination of the transaction price • Allocation of the transaction price to the performance obligations in the contract • Recognition of revenue when, or as, the Company satisfies a performance obligation The Company provides cloud-based subscription services, which include website hosting and related add-ons, search engine optimization ("SEO") services, domain registration services and email marketing. Website hosting gives subscribers access to an environment where the Company hosts a customer’s website. The related contract terms are generally for one year , but can range from 30 days to three years . Website hosting services are typically sold in bundled offerings that include website hosting, domain registration services and various add-ons. The Company recognizes revenue for website hosting and domain registration services over the term of the contract. The main add-on services related to website hosting are domain privacy, secure sockets layer ("SSL") security, site backup and restoration, and website builder tools. These services may be included in website hosting bundles, or they may be purchased on a standalone basis. Certain add-on services are provided by third parties. In cases where the Company is acting as an agent for the sale of third party add-on services, the Company recognizes revenue on a net basis at the time of sale. In cases where the Company is acting as a principal for the sale of third party add-on services (i.e., the Company has the primary responsibility to provide specific goods or services, it has discretion to establish prices and it may assume inventory risk), the Company recognizes revenue on a gross basis over the term of the contract. The revenue for Company-provided add-on services is primarily recognized over the term of the contract. SEO services are monthly subscriptions that provide a customer with increased traffic to their website over the term of the subscription. Revenue from SEO services is recognized over the monthly term of the contract. In the case of domain registration services, the Company is an accredited registrar and can provide registration services to the customer, or it can select an accredited third party registrar to perform these duties. Domain registration services are generally annual subscriptions, but can cover multiple years. Revenue for these services is recognized over time. Email marketing services provide subscribers with a cloud-based platform that can send broadcast emails to a customer list managed by the subscriber. Pricing is based on contract list volume from the prior monthly period, which determines the contractual billing price for the upcoming month. Revenue for this service is recognized over the monthly term of the contract. Inventory management and marketplace listing services provide customers with a cloud-based platform that integrates standard inventory management features with order management and shipping management capabilities across multiple channels. Pricing is primarily based on order volume from the prior monthly period. For inventory management customers who subscribe to an annual plan, revenue is recognized ratably over the term of the contract. Inventory management professional services are also provided to customers when requested, and are recognized into revenue upon completion. Non-subscription based services include certain professional services, primarily website design or re-design services, marketing development fund revenue ("MDF"), premium domain names and domain parking services. Website design and re-design services are recognized when the service is complete. Marketing development funds consist of commissions earned by the Company when a third party sells its products or services directly to the Company’s subscribers, and advertising revenue for third party ads placed on Company websites. The Company records revenue when the service is provided and calculates it based on the contractual revenue share arrangement or over the term of the advertisement. Domain parking allows the Company to monetize certain of its premium domain names by loaning them to specialized third parties that generate advertising revenue from these parked domains on a pay per click ("PPC") basis. Revenue is recognized when earned and calculated based on the revenue share arrangement with the third party. Revenue from the sale of premium domains is recognized when persuasive evidence of an arrangement to sell such domains exists and delivery of an authorization key to access the domain name has occurred. Premium domain names are paid for in advance prior to the delivery of the domain name. For most of the Company’s performance obligations, the customer simultaneously receives and consumes the service over a period of time as the Company performs the service, resulting in the recognition of revenue over the subscription period. This method provides an appropriate depiction of the timing of the transfer of services to the customer. In limited instances, the customer obtains control of the promised service at a point in time, with no future obligations on the part of the Company. In these instances, the Company recognizes revenue at the point in time control is transferred. The contracts that the Company enters into typically do not contain any variable or non-cash considerations. The Company maintains a reserve for refunds and chargebacks related to revenue that has been recognized and is expected to be refunded. The Company had a refund and chargeback reserve of $0.4 million and $0.3 million as of December 31, 2018 and 2019 , respectively. The portion of deferred revenue that is expected to be refunded at December 31, 2018 and 2019 was $2.2 million and $1.9 million , respectively. Based on refund history, a significant majority of refunds happen in the same fiscal month that the customer contract starts or renews. Approximately 84% of all refunds happen in the same fiscal month that the contract starts or renews, and approximately 95% of all refunds happen within 45 days of the contract start or renewal date. The Company did not apply any practical expedients during its adoption of ASC 606. The Company elected to use the portfolio method in the calculation of the deferred contract assets. Direct Costs of Revenue The Company’s direct costs of revenue include only those costs directly incurred in connection with the provision of its cloud-based products and services. The direct costs of registering domain names with registries are spread over the terms of the arrangement and the cost of reselling domains of other third-party registrars are expensed as incurred. Cost of revenue includes depreciation on data center equipment and support infrastructure and amortization expense related to the amortization of long-lived intangible assets. Contracts with Multiple Performance Obligations A considerable amount of the Company’s revenue is generated from transactions that are contracts with customers that may include web hosting plans, domain name registrations, and other cloud-based products and services. In these cases, the Company determines whether the products and services are distinct performance obligations that should be accounted for separately versus together. The Company allocates revenue to each performance obligation based on its relative standalone selling price ("SSP"), generally based on the price charged to customers. Web hosting services, domain name registrations, and other cloud-based products and services have distinct performance obligations and are often sold separately. If the promise is not distinct and therefore not a performance obligation, then the total transaction amount is allocated to the identified performance obligation based on a relative selling price hierarchy. When multiple performance obligations are included in a contract, the total transaction amount for the contract is allocated to the performance obligations based on a relative selling price hierarchy. The Company determines the relative selling price for a performance obligation based on SSP. The Company determines SSP by considering its observed SSPs, competitive prices in the marketplace and management judgment; these SSPs may vary depending upon the particular facts and circumstances related to each deliverable. The Company analyzes the SSPs used in its allocation of transaction amount, at a minimum, on a quarterly basis. Deferred Revenue The Company records deferred revenue when cash payments are received or are due in advance of the Company’s performance, including amounts that are refundable. The change in the deferred revenue balance for the year ended December 31, 2019 is primarily driven by cash payments received or due in advance of the Company satisfying its performance obligations, offset by $363.5 million of revenue recognized that were included in the deferred revenue balance at the beginning of the period. The following table provides a reconciliation of the Company's deferred revenue as of December 31, 2019 : Short-term Long-term (in thousands) Balance at December 31, 2018 $ 371,758 $ 96,140 Recognition of the beginning deferred revenue into revenue, as a result of performance obligations satisfied (363,454 ) — Cash received in advance during the period 805,697 311,336 Recognition of cash received in the period into revenue, as a result of performance obligations satisfied (749,823 ) — Deferred revenue derecognized due to the disposition of SinglePlatform (1,825 ) — Foreign translation impact (702 ) — Reclassification between short-term and long-term 307,824 (307,824 ) Balance at December 31, 2019 $ 369,475 $ 99,652 The difference between the opening and closing balances of the Company’s deferred liabilities primarily results from the timing difference between the Company’s performance and the customer’s payment. During the year ended December 31, 2019 , the Company recognized $363.5 million and $0.0 million , respectively, from beginning deferred revenue current and long-term balances existing at December 31, 2018 . The Company did not recognize any revenue from performance obligations satisfied in prior periods. The following table provides the remaining performance obligation amounts as of December 31, 2019 . These amounts are equivalent to the ending deferred revenue balance of $469.1 million , which includes both short and long-term amounts: Web presence Email marketing Domain Total (in thousands) Remaining performance obligation, short-term $ 257,051 $ 53,438 $ 58,986 $ 369,475 Remaining performance obligation, long-term 84,366 6 15,280 99,652 Total $ 341,417 $ 53,444 $ 74,266 $ 469,127 This backlog of revenue related to future performance obligations is prepaid by customers and supported by executed contracts with customers. The Company has established a reserve of $0.3 million for refunds and chargebacks, 95% of which is expected to materialize in the first 45 days after the contract start or renewal date. The remainder of the deferred revenue is expected to be recognized in future periods. Deferred Customer Acquisition Costs As a result of the implementation of ASC 606, the Company now capitalizes the incremental costs directly related to obtaining and fulfilling a contract (such as sales commissions and certain direct sales and marketing success based costs), if these costs are expected to be recovered. These costs are amortized over the period the services are transferred to the customer, which is estimated based on customer churn rates for various segments of the business. The Company includes only those incremental costs that would not have been incurred if the contracts had not been entered into: Short-term Long-term (in thousands) Balance at December 31, 2018 $ 41,458 $ 42,472 Deferred customer acquisition costs incurred in the period 23,938 36,936 Amounts recognized as expense in the period (55,479 ) — Foreign translation impact (115 ) 83 Reclassification between short-term and long-term 29,801 (29,801 ) Adjustment resulting from sale of SinglePlatform business (1,168 ) (910 ) Balance at December 31, 2019 $ 38,435 $ 48,780 As of December 31, 2019 , the Company has a total of $74.7 million , $10.6 million and $1.9 million in deferred assets relating to costs incurred to obtain or fulfill contracts in its web presence, email marketing and domain segments, respectively. During the year ended December 31, 2019 , the Company recognized total amortization costs related to the above items of $45.8 million , $6.3 million , and $3.4 million in its web presence, email marketing and domain segments, respectively, which were included in sales and marketing in the consolidated statements of operations and comprehensive income (loss). Significant Judgments The Company sells a number of third party cloud-based services to enhance a subscriber’s overall website hosting experience. The Company exercises considerable judgment to determine if it is the principal or agent in each of these arrangements, and in some instances, has concluded that it is an agent of the third party and recognizes revenue at time of subscriber purchase at an amount that is net of the revenue share payable to the third party. The Company exercises judgment to determine the SSP (standalone selling price) for each distinct performance obligation. In instances where the SSP is not directly observable, such as when the Company does not sell the product or service separately, the Company determines the SSP using information that may include a competitive market assessment approach and other observable inputs. The Company typically has more than one SSP for individual products and services. Judgment is required to determine whether particular types of sales and marketing costs incurred, including commissions, are incremental and recoverable costs incurred to obtain and fulfill the customer contract. In addition, judgment is required to determine the life of the customer over which deferred customer acquisition costs are amortized. |
Engineering and Development Costs | Engineering and Development Costs Engineering and development costs incurred in the development and maintenance of the Company’s technology infrastructure are expensed as incurred. |
Sales and Marketing Costs | Sales and Marketing Costs |
Foreign Currency | Foreign Currency The Company has sales in a number of foreign currencies. In 2013, the Company commenced operations in foreign locations which report in the local currency. The assets and liabilities of the Company’s foreign locations are translated into U.S. dollars at current exchange rates as of the balance sheet date, and revenue and expenses are translated at average monthly exchange rates. The resulting translation adjustments are recorded as a separate component of stockholders’ equity and have not been material. Foreign currency transaction gains and losses relate to the settlement of assets or liabilities in another currency. |
Income Taxes | Income Taxes Income taxes are accounted for in accordance with FASB ASC 740, Accounting for Income Taxes . Deferred tax assets and liabilities are recognized for the estimated future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases and operating loss and tax credit carry-forwards. Deferred tax assets and liabilities are measured using the enacted tax rates and laws that will be in effect when the Company expects the differences to reverse. The Company reduces the deferred tax assets by a valuation allowance if, based upon the weight of available evidence, it is more likely than not that the Company will not realize some portion or all of the deferred tax assets. The Company considers relevant evidence, both positive and negative, to determine the need for a valuation allowance. As part of the Tax Cut and Jobs Act of 2017, the Company is subject to a territorial tax system in which it is required to make an accounting policy in providing for tax on Global Intangible Low Taxed Income (“GILTI”) earned by certain foreign subsidiaries. The Company has elected to treat the impact of GILTI as a period cost, to be reported as a part of continuing operations, as a component of income tax expense. Under U.S. GAAP, in order to recognize an uncertain tax benefit, the taxpayer must determine it is more likely than not the position will be sustained, and the measurement of the benefit is calculated as the largest amount that is more than 50 percent likely to be realized upon resolution of the benefit. Although the Company believes that it has adequately provided for liabilities resulting from tax assessment by taxing authorities, positions taken by these tax authorities could have an impact on the Company’s results of operations, financial position and/or cash flows. The Company recognizes the interest and penalties related to income taxes as a part of interest expense and operating expenses, respectively, in continuing operations in its consolidated statements of operations and comprehensive income (loss). In addition, ASC 740 clarifies the accounting for income taxes by prescribing a minimum recognition threshold that a tax position is required to meet before being recognized in the financial statements. The Company recognizes the effect of income tax positions only if those positions are more likely than not to be sustained. Recognized income tax positions are measured at the largest amount that is more likely than not to be realized. Changes in recognition or measurement are reflected in the period in which the change in judgment occurs. The Company had $1.1 million unrecognized tax benefits as of December 31, 2017 , $4.4 million as of December 31, 2018 , and $4.7 million as of December 31, 2019 . |
Stock-Based Compensation | Stock-Based Compensation The Company may issue restricted stock units, restricted stock awards and stock options which vest upon the satisfaction of a performance condition and/or a service condition. The Company follows the provisions of ASC 718, Compensation—Stock Compensation , or ASC 718, which requires employee stock-based payments to be accounted for under the fair value method. Under this method, the Company is required to record compensation cost based on the estimated fair value for stock-based awards granted over the requisite service periods for the individual awards, which generally equals the vesting periods, net of estimated forfeitures. The Company uses the straight-line amortization method for recognizing stock-based compensation expense. In addition, for stock-based awards where vesting is dependent upon achieving certain performance goals, the Company estimates the likelihood of achieving the performance goals against established performance targets. The Company estimates the fair value of employee stock options on the date of grant using the Black-Scholes option-pricing model, which requires the use of highly subjective estimates and assumptions. For restricted stock awards granted, the Company estimates the fair value of each restricted stock award based on the closing trading price of its common stock on the date of grant. |
Net (Loss) Income per Share | Net (Loss) Income per Share The Company considered ASC 260-10, Earnings per Share , or ASC 260-10, which requires the presentation of both basic and diluted earnings per share in the consolidated statements of operations and comprehensive income (loss). The Company’s basic net (loss) income per share is computed by dividing net (loss) income by the weighted-average number of shares of common stock outstanding for the period, and, if there are dilutive securities, diluted net (loss) income per share is computed by including common stock equivalents which includes shares issuable upon the exercise of stock options, net of shares assumed to have been purchased with the proceeds, using the treasury stock method. The Company considered FASB ASC 260-10, Earnings per Share , which requires the presentation of both basic and diluted earnings per share in the consolidated statements of operations and comprehensive income (loss). The Company’s basic net (loss) income per share is computed by dividing net (loss) income by the weighted-average number of shares of common stock outstanding for the period, and, if there are dilutive securities, diluted income per share is computed by including common stock equivalents which includes shares issuable upon the exercise of stock options, net of shares assumed to have been purchased with the proceeds, using the treasury stock method. |
Guarantees | Guarantees The Company has the following guarantees and indemnifications: In connection with its acquisitions of companies and assets from third parties, the Company may provide indemnification or guarantees to the sellers in the event of damages for breaches or other claims covered by such agreements. In connection with various vendor contracts, including those by which a product or service of a third party is offered to subscribers of the Company, the Company may guarantee the obligations of its subsidiaries or provide indemnification to the vendors in the event of damages for breaches or other claims covered by the contracts. As permitted under Delaware and other applicable law, Holdings' charter and by-laws and those of its subsidiary companies provide that the Company shall indemnify its officers and directors for certain liabilities, including those incurred by reason of the fact that the officer or director is, was, or has agreed to serve as an officer or director of the Company. The maximum potential amount of future payments the Company could be required to make under these indemnification provisions is unlimited. The Company leases office space and equipment under various operating leases. The Company has standard indemnification arrangements under these leases that require the Company to indemnify the lessor against losses, liabilities and claims incurred in connection with the premises or equipment covered by the Company’s lease agreements, the Company’s use of the premises, property damage or personal injury and breach of the agreement. Through December 31, 2019 , the only losses incurred by the Company in connection with any of its indemnification obligations or guarantees relate to immaterial amounts incurred to indemnify officers in connection with SEC investigations settled by the Company in 2018. The Company does not expect material claims related to these indemnification obligations and consequently concluded that the fair value of these obligations is negligible. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements - Recently Adopted In February 2016, the FASB issued ASU No. 2016-02, Leases , or ASC 842. Since then, the FASB has also issued ASU No. 2018-10, Codification Improvements to Topic 842, Leases, which further clarifies ASU No. 2016-02 and corrects unintended application of guidance. The new standard establishes a right-of-use ("ROU") model that requires a lessee to record an ROU asset and a lease liability on the balance sheet for all leases with terms longer than 12 months. Leases will be classified as either finance or operating, with classification affecting the pattern of expense recognition in the income statement. The new standard is effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. A modified retrospective transition approach is required for capital and operating leases existing at, or entered into after, the beginning of the earliest comparative period presented in the financial statements, with certain practical expedients available. The Company adopted the new standard on January 1, 2019. The Company elected to utilize the available practical expedients and implemented internal controls and reporting systems to enable the preparation of the financial information on adoption and on an ongoing basis subsequent to adoption. Upon adoption, the Company recorded an ROU asset of $114.9 million , and a lease liability of $124.5 million , and reduced accrued facility exit costs by $1.7 million and deferred rent liabilities by $7.9 million . There was no impact to opening retained earnings as a result of the adoption of the new guidance. The impact of applying ASC 842 on the results for reporting periods and balance sheet beginning after January 1, 2019 is presented under ASC 842, while prior amounts are not adjusted and continue to be reported in accordance with the Company’s historic accounting under ASC 840, Leases. The Company's accounting for finance leases remained substantially unchanged. See Note 7 , Leases , for further details. In July 2018, the FASB issued ASU No. 2018-07, Compensation - Stock Compensation (Topic 718) . The new guidance expands the scope of Topic 718 to include share-based payment transactions for acquiring goods and services from nonemployees. The amendments in ASU No. 2018-07 specify that Topic 718 applies to all share-based payment transactions in which a grantor acquires goods or services to be used or consumed in a grantor's own operations by issuing share-based payment awards to a non-employee. The amendments also clarify that Topic 718 does not apply to share-based payments used to effectively provide (1) financing to the issuer or (2) awards granted in conjunction with selling goods or services to customers as part of a contract accounted for under Topic 606, Revenue from Contract with Customers . The new guidance is effective for public companies for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years and early adoption is permitted, provided the company has already adopted the guidance in Topic 606. A company should only remeasure liability-classified awards that have not been settled by the date of adoption and equity-classified awards for which a measurement date has not been established through a cumulative-effect adjustment to retained earnings as of the beginning of the fiscal year of adoption. Upon transition, the company is required to measure these nonemployee awards at fair value as of the adoption date. The Company adopted the guidance on January 1, 2019. The adoption of this guidance did not have a material impact on its consolidated financial statements. Recent Accounting Pronouncements - Recently Issued In August 2018, the FASB issued ASU No. 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 . The new guidance provides for the deferral of implementation costs for cloud computing arrangements and expensing those costs over the term of the cloud services arrangement. The new guidance is effective for fiscal years beginning after December 15, 2019. The Company is currently evaluating the timing of adoption and the expected impact of the new guidance. In December 2019, the FASB issued ASU No. 2019-12, Income Taxes (Topic 740), which amends the existing guidance relating to the accounting for income taxes. This ASU is intended to simplify the accounting for income taxes by removing certain exceptions to the general principles of accounting for income taxes and to improve the consistent application of GAAP for other areas of accounting for income taxes by clarifying and amending existing guidance. The new guidance is effective for fiscal years beginning after December 15, 2020. The Company does not expect that the adoption of this new guidance will have a material impact on its 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 Estimated Useful Lives | Depreciation is computed using the straight-line method over the estimated useful lives of the related assets as follows: Building Thirty-five years Software Two to three years Computers and office equipment Three years Furniture and fixtures Five years Leasehold improvements Shorter of useful life or remaining term of the lease |
Deferred Revenue | The following table provides a reconciliation of the Company's deferred revenue as of December 31, 2019 : Short-term Long-term (in thousands) Balance at December 31, 2018 $ 371,758 $ 96,140 Recognition of the beginning deferred revenue into revenue, as a result of performance obligations satisfied (363,454 ) — Cash received in advance during the period 805,697 311,336 Recognition of cash received in the period into revenue, as a result of performance obligations satisfied (749,823 ) — Deferred revenue derecognized due to the disposition of SinglePlatform (1,825 ) — Foreign translation impact (702 ) — Reclassification between short-term and long-term 307,824 (307,824 ) Balance at December 31, 2019 $ 369,475 $ 99,652 Short-term Long-term (in thousands) Balance at December 31, 2018 $ 41,458 $ 42,472 Deferred customer acquisition costs incurred in the period 23,938 36,936 Amounts recognized as expense in the period (55,479 ) — Foreign translation impact (115 ) 83 Reclassification between short-term and long-term 29,801 (29,801 ) Adjustment resulting from sale of SinglePlatform business (1,168 ) (910 ) Balance at December 31, 2019 $ 38,435 $ 48,780 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction | The following table provides the remaining performance obligation amounts as of December 31, 2019 . These amounts are equivalent to the ending deferred revenue balance of $469.1 million , which includes both short and long-term amounts: Web presence Email marketing Domain Total (in thousands) Remaining performance obligation, short-term $ 257,051 $ 53,438 $ 58,986 $ 369,475 Remaining performance obligation, long-term 84,366 6 15,280 99,652 Total $ 341,417 $ 53,444 $ 74,266 $ 469,127 |
Summary of Calculation of Basic and Diluted Net Loss Per Share | For the Year Ended December 31, 2017 2018 2019 (in thousands, except share amounts and per share data) Computation of basic and diluted net (loss) income per share: Net (loss) income attributable to Endurance International Group Holdings, Inc. $ (107,308 ) $ 4,534 $ (12,347 ) Net (loss) income per share attributable to Endurance International Group Holdings, Inc.: Basic $ (0.78 ) $ 0.03 $ (0.09 ) Diluted $ (0.78 ) $ 0.03 $ (0.09 ) Weighted-average number of common shares used in computing net (loss) income per share attributable to Endurance International Group Holdings, Inc.: Basic 137,322,201 142,316,993 145,259,691 Diluted 137,322,201 145,669,760 145,259,691 |
Summary of Weighted Average Potentially Dilutive Shares Excluded From Calculation of Diluted Loss Per Share | The following number of weighted-average potentially dilutive shares were excluded from the calculation of diluted (loss) income per share because the effect of including such potentially dilutive shares would have been anti-dilutive: For the Year Ended December 31, 2017 2018 2019 Restricted Stock Awards and Units 8,967,840 4,325,516 4,035,923 Options 10,728,795 8,443,928 8,570,215 Total 19,696,635 12,769,444 12,606,138 |
Acquisitions_ Divestitures (Tab
Acquisitions/ Divestitures (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Business Combinations [Abstract] | |
Schedule of Acquisition | The following table summarizes the preliminary allocation of the purchase consideration to the assets acquired and liabilities assumed at the date of acquisition: September 13, 2019 (in thousands) Working capital $ (187 ) Goodwill 6,973 Developed technology 2,445 Subscriber relationships 390 Total $ 9,621 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Fair Value Disclosures [Abstract] | |
Basis of Fair Value Measurements | Basis of Fair Value Measurements Balance Quoted Prices in Active Markets for Identical Items (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) (in thousands) Balance at December 31, 2018 Financial assets: Cash equivalents (included in cash and cash equivalents) $ 7,874 $ — $ 7,874 $ — Interest rate cap (included in other assets) 2,583 — 2,583 — Total financial assets $ 10,457 $ — $ 10,457 $ — Balance at December 31, 2019 Financial assets: Cash equivalents (included in cash and cash equivalents) $ 2,834 $ — $ 2,834 $ — Interest rate cap (included in other assets) 6 — 6 — Total financial assets $ 2,840 $ — $ 2,840 $ — |
Property, Plant and Equipment (
Property, Plant and Equipment (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Property, Plant and Equipment [Abstract] | |
Components of Property and Equipment | Components of property and equipment consisted of the following: December 31, 2018 December 31, 2019 (in thousands) Land $ 790 $ 790 Building 7,819 8,285 Software 102,259 109,546 Computers and office equipment 157,396 187,056 Furniture and fixtures 19,258 18,918 Leasehold improvements 20,215 20,469 Construction in process 12,314 5,850 Property and equipment—at cost 320,051 350,914 Less accumulated depreciation (227,776 ) (264,989 ) Property and equipment—net $ 92,275 $ 85,925 |
Summary of Software Assets under Financed Equipment | As of December 31, 2018 and 2019 , the Company’s software shown in the above table included the software assets under financed equipment was as follows: December 31, 2018 December 31, 2019 (in thousands) Software $ 16,715 $ 16,715 Less accumulated depreciation (6,221 ) (11,989 ) Financed equipment—net $ 10,494 $ 4,726 |
Summary of Future Minimum Lease Payments under Financed Equipment | At December 31, 2019 , the expected future minimum lease payments under financed equipment discussed above were approximately as follows: Amount (in thousands) 2020 $ 828 2021 — Total minimum lease payments 828 Less amounts representing interest (38 ) Present value of financed equipment $ 790 Current portion 790 Long-term portion — |
Leases (Tables)
Leases (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Leases [Abstract] | |
Assets and Liabilities of Leases | Supplemental balance sheet information related to leases was as follows: December 31, 2019 (in thousands) Operating lease right-of-use assets $ 90,519 Operating lease liabilities—short term 21,193 Operating lease liabilities—long term 78,151 Total operating lease liabilities $ 99,344 |
Operating Lease Maturity | Maturities for leases were as follows: Operating Leases (in thousands) 2020 $ 27,098 2021 20,728 2022 18,882 2023 17,656 2024 13,832 Thereafter 20,693 Total lease payments 118,889 Less imputed interest 19,545 Total $ 99,344 |
Goodwill and Other Intangible_2
Goodwill and Other Intangible Assets (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Changes in Goodwill Balances | The following table summarizes the changes in the Company’s goodwill balances as of December 31, 2018 and 2019 : Web presence Email marketing Domain Total (in thousands) Goodwill balance at December 31, 2017 $ 1,216,419 $ 604,305 $ 29,858 $ 1,850,582 Foreign translation impact (1,517 ) — — (1,517 ) Goodwill balance at December 31, 2018 $ 1,214,902 $ 604,305 $ 29,858 $ 1,849,065 Goodwill related to 2019 acquisition — 6,973 — 6,973 Goodwill related to 2019 divestiture — (7,864 ) — (7,864 ) Foreign translation impact (531 ) — — (531 ) Impairment (12,333 ) — — (12,333 ) Goodwill balance at December 31, 2019 $ 1,202,038 $ 603,414 $ 29,858 $ 1,835,310 |
Summary of Other Intangible Assets | As of December 31, 2018 , other intangible assets consisted of the following: Gross Carrying Amount Accumulated Amortization Net Carrying Amount Weighted Average Useful Life (dollars in thousands) Developed technology $ 284,266 $ 180,914 $ 103,352 7 years Subscriber relationships 659,515 486,518 172,997 7 years Tradenames 134,048 84,617 49,431 8 years Intellectual property 34,263 28,954 5,309 5 years Domain names available for sale 30,981 9,554 21,427 Indefinite Total December 31, 2018 $ 1,143,073 $ 790,557 $ 352,516 As of December 31, 2019 , other intangible assets consisted of the following: Gross Carrying Amount Accumulated Amortization Net Carrying Amount Weighted Average Useful Life (dollars in thousands) Developed technology $ 280,330 $ 207,844 $ 72,486 7 years Subscriber relationships 659,837 529,276 130,561 7 years Tradenames 134,046 94,982 39,064 8 years Intellectual property 34,263 31,372 2,891 5 years Domain names available for sale 18,160 18,160 — Indefinite Total December 31, 2019 $ 1,126,636 $ 881,634 $ 245,002 |
Summary of Expected Future Amortization of Other Intangible Assets | As of December 31, 2019 , the expected future amortization of the other intangible assets, excluding indefinite life and in-process research and development intangibles, was approximately as follows: Amount Year Ending December 31, (in thousands) 2020 $ 71,321 2021 61,322 2022 37,699 2023 18,178 2024 13,935 Thereafter 42,547 Total $ 245,002 |
Notes Payable (Tables)
Notes Payable (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Debt Disclosure [Abstract] | |
Schedule of Long-term Debt Instruments | As of December 31, 2018 and 2019 , the Term Loan had an outstanding balance of: December 31, 2018 December 31, 2019 (in thousands) Term Loan $ 1,505,002 $ 1,374,022 Unamortized deferred financing costs (18,556 ) (14,331 ) Unamortized original issue discount (16,361 ) (12,635 ) Net Term Loan 1,470,085 1,347,056 Current portion of Term Loan 31,606 31,606 Term Loan—long term $ 1,438,479 $ 1,315,450 December 31, 2018 and 2019 , the Senior Notes had an outstanding balance of: December 31, 2018 December 31, 2019 (in thousands) Senior Notes $ 350,000 $ 350,000 Unamortized deferred financing costs (13,436 ) (11,359 ) Unamortized original issue discounts (4,988 ) (4,224 ) Net Senior Notes 331,576 334,417 Current portion of Senior Notes — — Senior Notes—long term $ 331,576 $ 334,417 As of December 31, 2018 and 2019 , notes payable, net of original issuance discounts (sometimes referred to as "OID") and deferred financing costs, consisted of the following: December 31, 2018 December 31, 2019 (in thousands) Term Loan $ 1,470,085 $ 1,347,056 Notes 331,576 334,417 Revolving credit facilities — — Total notes payable 1,801,661 1,681,473 Current portion of notes payable 31,606 31,606 Notes Payable—long term $ 1,770,055 $ 1,649,867 |
Summary of Maturity of the Notes Payable | The maturity of the notes payable as of December 31, 2019 is as follows: Amounts Maturity date as of December 31, (in thousands) 2020 $ 31,606 2021 31,606 2022 31,606 2023 1,279,204 2024 350,000 Thereafter — Total $ 1,724,022 |
Summary of Interest Rates and Interest Expense | The following table provides a summary of loan interest rates incurred and interest expense for the years ended December 31, 2017 , 2018 and 2019 : For the Year Ended December 31, 2017 2018 2019 (dollars in thousands) Interest rate—LIBOR 5.14%-6.68% 5.46%-6.44% 5.45%-6.44% Interest rate—alternate base * * * Interest rate—Notes 10.875 % 10.875 % 10.875 % Non-refundable fee—unused facility 0.50 % 0.50 % 0.50 % Interest expense and service fees $ 138,041 $ 136,094 $ 132,326 Loss on extinguishment of debt 992 331 — Deferred financing costs immediately expensed 5,487 1,228 — Amortization of deferred financing fees 7,316 6,454 7,179 Amortization of original issue discounts 3,860 4,305 4,490 Amortization of net present value of deferred consideration 632 373 163 Other interest expense 814 695 $ 518 Total interest expense $ 157,142 $ 149,480 $ 144,676 * The Company did not have debt bearing interest based on the alternate base rate for the years ended December 31, 2018 and 2019 . |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Share-based Payment Arrangement [Abstract] | |
Summary of Total Stock-Based Compensation Expense | The following table presents total stock-based compensation expense recorded in the consolidated statements of operations and comprehensive income (loss) for all awards granted under the Company’s 2013 Plan and the 2011 Plan: For the Year Ended December 31, 2017 2018 2019 (in thousands) Cost of revenue $ 6,135 $ 3,823 $ 3,282 Sales and marketing 8,658 5,418 7,217 Engineering and development 6,090 4,495 4,908 General and administrative 39,118 15,328 20,285 Total stock-based compensation expense $ 60,001 $ 29,064 $ 35,692 |
Stock Incentive Plan | The weighted-average assumptions used to compute stock-based compensation expense for awards granted under the 2013 Plan during the years ended December 31, 2017 , 2018 and 2019 are as follows: 2017 2018 2019 Risk-free interest rate 2.2 % 2.9 % 2.6 % Expected volatility 50.5 % 47.8 % 44.6 % Expected life (in years) 6.25 6.00 6.00 Expected dividend yield — — — |
Summary of Stock Options | The following table provides a summary of the Company’s stock options as of December 31, 2019 and the stock option activity for all stock options granted under the 2011 Plan during the year ended December 31, 2019 : Stock Options Weighted- Average Exercise Price Weighted- Average Remaining Contractual Term (in years) Aggregate Intrinsic Value (3) (in thousands) Outstanding at December 31, 2018 715,104 $ 9.00 Granted — $ — Exercised (6,793 ) $ 4.81 Forfeited (27,281 ) $ 9.53 Canceled (147,483 ) $ 9.75 Outstanding at December 31, 2019 533,547 $ 8.83 2.0 $ 19 Exercisable at December 31, 2019 512,265 $ 8.79 1.9 $ 19 Expected to vest after December 31, 2019 (1) 21,282 $ 9.71 3.6 $ — Exercisable as of December 31, 2019 and expected to vest thereafter (2) 533,547 $ 8.83 2.0 $ 19 (1) This represents the number of unvested options outstanding as of December 31, 2019 that are expected to vest in the future. (2) This represents the number of vested options as of December 31, 2019 plus the number of unvested options outstanding as of December 31, 2019 that are expected to vest in the future. (3) The aggregate intrinsic value was calculated based on the positive difference between the estimated fair value of the Company’s common stock on December 31, 2019 of $4.70 The following table provides a summary of the Company’s stock options as of December 31, 2019 and the stock option activity for all stock options granted under the 2013 Plan during the year ended December 31, 2019 : Stock Options Weighted- Average Exercise Price Weighted- Average Remaining Contractual Term (in years) Aggregate Intrinsic Value (3) (in thousands) Outstanding at December 31, 2018 7,322,293 $ 11.62 Granted 1,215,789 $ 7.99 Exercised — $ — Forfeited (201,365 ) $ 8.04 Canceled (3,060,038 ) $ 12.23 Outstanding at December 31, 2019 5,276,679 $ 10.57 6.7 $ — Exercisable at December 31, 2019 3,688,733 $ 11.63 5.8 $ — Expected to vest after December 31, 2019 (1) 1,587,946 $ 8.12 8.6 $ — Exercisable as of December 31, 2019 and expected to vest thereafter (2) 5,276,679 $ 10.57 6.6 $ — (1) This represents the number of unvested options outstanding as of December 31, 2019 that are expected to vest in the future. (2) This represents the number of vested options as of December 31, 2019 plus the number of unvested options outstanding as of December 31, 2019 that are expected to vest in the future. (3) The aggregate intrinsic value was calculated based on the positive difference between the estimated fair value of the Company’s common stock on December 31, 2019 of $4.70 per share, or the date of exercise, as appropriate, and the exercise price of the underlying options. |
Summary of Restricted Stock Awards and Restricted Stock Units | The following table provides a summary of the Company’s restricted stock unit activity for the 2013 Plan during the year ended December 31, 2019 : Restricted Stock Units Weighted- Average Grant Date Fair Value Non-vested at December 31, 2018 5,203,259 $ 7.69 Granted 7,426,877 $ 6.62 Vested (2,126,221 ) $ 7.70 Canceled (1,498,806 ) $ 7.12 Non-vested at December 31, 2019 9,005,109 $ 6.90 December 31, 2019 : Restricted Stock Awards Weighted- Average Grant Date Fair Value Non-vested at December 31, 2018 443,247 $ 11.67 Granted — $ — Vested (246,757 ) $ 12.57 Canceled (36,973 ) $ 9.87 Non-vested at December 31, 2019 159,517 $ 10.68 December 31, 2019 : Restricted Stock Units Weighted- Average Grant Date Fair Value Non-vested at December 31, 2018 868,026 $ 8.26 Granted — $ — Vested (435,919 ) $ 8.20 Canceled (111,965 ) $ 8.26 Non-vested at December 31, 2019 320,142 $ 8.35 |
Accumulated Other Comprehensi_2
Accumulated Other Comprehensive Loss (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Equity [Abstract] | |
Components of Accumulated Other Comprehensive Loss, Net of Tax | The components of accumulated other comprehensive loss, net of tax were as follows: Foreign Currency Translation Adjustments Unrealized Losses on Cash Flow Hedges Total (in thousands) Balance at December 31, 2017 $ 696 $ (1,237 ) $ (541 ) Other comprehensive loss (2,233 ) (437 ) (2,670 ) Balance at December 31, 2018 (1,537 ) (1,674 ) (3,211 ) Other comprehensive loss (598 ) (279 ) (877 ) Balance at December 31, 2019 $ (2,135 ) $ (1,953 ) $ (4,088 ) |
Revenue (Tables)
Revenue (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Revenue from Contract with Customer [Abstract] | |
Disaggregation of Revenue | Revenue, classified by the major geographic areas in which the Company’s customers are located, was as follows for the years ended December 31, 2018 and 2019 : Year Ended December 31, 2018 Web presence Email marketing Domain Total (in thousands) Domestic $ 405,928 $ 376,974 $ 50,962 $ 833,864 International 199,387 33,078 78,962 311,427 Total $ 605,315 $ 410,052 $ 129,924 $ 1,145,291 Year Ended December 31, 2019 Web presence Email marketing Domain Total (in thousands) Domestic $ 386,072 $ 379,516 $ 47,282 $ 812,870 International 190,632 31,156 78,620 300,408 Total $ 576,704 $ 410,672 $ 125,902 $ 1,113,278 December 31, 2018 and 2019 : Year Ended December 31, 2018 Web presence Email marketing Domain Total (in thousands) Subscription-based revenue Direct revenue from subscriptions $ 561,583 $ 404,533 $ 52,016 $ 1,018,132 Professional services 13,414 1,373 401 15,188 Reseller revenue 21,587 3,537 51,754 76,878 Total subscription-based revenue $ 596,584 $ 409,443 $ 104,171 $ 1,110,198 Non-subscription-based revenue MDF $ 7,842 $ 609 $ 789 $ 9,240 Premium domains 84 — 20,025 20,109 Domain parking and monetization 805 — 4,939 5,744 Total non-subscription-based revenue $ 8,731 $ 609 $ 25,753 $ 35,093 Total revenue $ 605,315 $ 410,052 $ 129,924 $ 1,145,291 Year Ended December 31, 2019 Web presence Email marketing Domain Total (in thousands) Subscription-based revenue Direct revenue from subscriptions $ 538,136 $ 404,722 $ 50,827 $ 993,685 Professional services 12,141 1,611 437 14,189 Reseller revenue 18,971 3,685 51,225 73,881 Total subscription-based revenue $ 569,248 $ 410,018 $ 102,489 $ 1,081,755 Non-subscription-based revenue MDF $ 6,642 $ 654 $ 1,228 $ 8,524 Premium domains 92 — 17,474 17,566 Domain parking and monetization 722 — 4,711 5,433 Total non-subscription-based revenue $ 7,456 $ 654 $ 23,413 $ 31,523 Total revenue $ 576,704 $ 410,672 $ 125,902 $ 1,113,278 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Income Tax Disclosure [Abstract] | |
Components of Income (Loss) Before Income Taxes | The following table presents domestic and foreign components of (loss) income before income taxes for the periods presented: Year Ended December 31, 2017 2018 2019 (in thousands) United States $ (117,715 ) $ (52,029 ) $ 2,773 Foreign 540 50,584 2,759 Total (loss) income before income taxes $ (117,175 ) $ (1,445 ) $ 5,532 |
Components of Income Taxes Benefit and Expenses | The components of the (benefit) provision for income taxes consisted of the following: Year Ended December 31, 2017 2018 2019 Current: (in thousands) U.S. federal $ 319 $ (4,000 ) $ 1,409 State 2,610 2,772 2,776 Foreign 2,597 5,420 3,025 Total current provision 5,526 4,192 7,210 Deferred: U.S. federal (36,854 ) (4,671 ) 10,505 State (3,243 ) 236 (913 ) Foreign 9,377 10,435 (1,848 ) Change in valuation allowance 7,913 (16,438 ) 2,925 Total deferred (benefit) provision (22,807 ) (10,438 ) 10,669 Total (benefit) provision $ (17,281 ) $ (6,246 ) $ 17,879 |
Reconciliation of Statutory Federal Rate | The following table presents a reconciliation of the Company's income tax (benefit) expense based on statutory income tax rates and the actual income tax (benefit) expense, for the periods presented: Year Ended December 31, 2017 2018 2019 (in thousands) U.S. federal taxes at statutory rate $ (40,973 ) $ (303 ) $ 582 State income taxes, net of federal benefit (749 ) 265 1,981 Non-deductible stock-based compensation 9,265 3,906 8,358 Goodwill related — — 4,242 Non-deductible transaction costs — 1,538 — Non-taxable loss on redemption of equity interest — 9,230 — Credits (1,247 ) (5,659 ) (4,484 ) Foreign rate differential (1,404 ) 369 (484 ) Change in valuation allowance—U.S. 18,777 (5,199 ) 985 Change in valuation allowance—foreign (10,864 ) (11,239 ) 1,940 Rate change (8,809 ) 694 30 Foreign attribute - write-off 9,261 — — Uncertain tax positions 1,129 2,195 1,367 Permanent differences and other 8,333 (2,043 ) 3,362 Total (benefit) expense $ (17,281 ) $ (6,246 ) $ 17,879 |
Components of the Company's Deferred Income Tax Assets and Liabilities | The significant components of the Company’s deferred income tax assets and liabilities are as follows: As of December 31, 2018 2019 (in thousands) Deferred income tax assets: Net operating loss carry-forward $ 39,765 $ 15,806 Credit carry-forward 33,526 37,373 Interest expense limitation carry-forward 14,711 28,131 Deferred compensation 179 134 Deferred revenue 3,752 — Other reserves 2,549 — Stock-based compensation 11,673 7,891 Operating lease — 23,812 Other, net 977 — Total deferred income tax assets 107,132 113,147 Deferred income tax liabilities: Purchased intangible assets (29,855 ) (11,049 ) Goodwill (35,400 ) (43,075 ) Property and equipment (11,183 ) (12,000 ) Operating lease — (21,729 ) Deferred revenue — (553 ) Other reserves — (736 ) Other — (962 ) Total deferred income tax liabilities (76,438 ) (90,104 ) Valuation allowance (47,151 ) (50,076 ) Net deferred income tax liabilities $ (16,457 ) $ (27,033 ) |
Tax Attributes Available to be Carried Forward | As of December 31, 2019 , the Company recorded the following tax attributes available to be carried forward: Jurisdiction Amount Year Loss Carry-forwards Expire (in millions) Domestic Federal $ 26.9 2037 State 78.0 various dates through 2039 Foreign China 0.9 2021 Brazil 4.4 indefinite Netherlands 12.4 2022 India 0.6 2022 Singapore 0.4 indefinite Total NOL carry-forwards $ 123.6 Domestic Federal $ 25.2 2034 State 15.5 various dates Total tax credit carry-forwards $ 40.7 Total tax attributes available $ 164.3 |
Schedule of Unrecognized Tax Benefits Roll Forward | The following table presents a reconciliation of the total amounts of unrecognized tax benefits: For the Year Ended December 31, 2017 2018 2019 (in thousands) Unrecognized tax benefits at the beginning of the year $ — $ 1,129 $ 4,381 Additions for tax positions of prior years 734 887 493 Reductions for tax positions of prior years — $ — (1,057 ) Additions for tax positions of current year 395 2,365 881 Statute of limitation — — (7 ) Unrecognized tax benefits at the end of the year $ 1,129 $ 4,381 $ 4,691 |
Severance and Other Exit Costs
Severance and Other Exit Costs (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Restructuring and Related Activities [Abstract] | |
Summary of Activity Related to Company's Facilities Exit Costs Accrual | The following table provides a summary of the aggregate activity for the year ended December 31, 2019 related to the Company’s combined severance accrual for the 2019, 2018, 2017 and 2016 Restructuring Plans (together, the "Restructuring Plans"): Employee Severance (in thousands) Balance at December 31, 2018 $ 393 Severance charges 785 Cash paid (1,134 ) Balance at December 31, 2019 $ 44 The following table provides a summary of the aggregate activity for the year ended December 31, 2019 related to the Company’s combined Restructuring Plans facilities exit accrual: Facilities (in thousands) Balance at December 31, 2018 $ 4,100 Facility charges 1,207 Adjustment for adoption of ASC 842 (1,417 ) Sublease income 315 Cash paid (1,836 ) Balance at December 31, 2019 $ 2,369 |
Summary of Severance Charges | The following table presents restructuring charges recorded in the consolidated statements of operations and comprehensive income (loss) for the periods presented: For the Year Ended December 31, 2017 2018 2019 (in thousands) Cost of revenue $ 4,100 $ 1,385 $ 1,424 Sales and marketing 3,586 110 239 Engineering and development 1,469 348 445 General and administrative 6,655 1,525 (116 ) Total restructuring charges $ 15,810 $ 3,368 $ 1,992 |
Related Party Transactions (Tab
Related Party Transactions (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Related Party Transactions [Abstract] | |
Summary of Related Party Transactions | The following table presents amounts of related party transactions recorded in the consolidated statements of operations and comprehensive income (loss) for years presented relating to services provided by Tregaron and its affiliates under these agreements for the periods in 2017 and 2018, during which Treragon was a related party: For the Year Ended December 31, 2017 2018 2019 (in thousands) Cost of revenue $ 12,100 $ 14,255 $ — Sales and marketing 1,200 755 — Engineering and development 1,300 1,260 — General and administrative 200 115 — Total related party transaction expense $ 14,800 $ 16,385 $ — For the Year Ended December 31, 2017 2018 2019 (in thousands) Revenue $ (4,250 ) $ (5,450 ) $ (5,220 ) Revenue (contra) 7,850 7,965 6,410 Total related party transaction impact to revenue $ 3,600 $ 2,515 $ 1,190 Cost of revenue 675 640 590 Total related party transaction expense, net $ 4,275 $ 3,155 $ 1,780 |
Segment Information (Tables)
Segment Information (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Segment Reporting [Abstract] | |
Schedule of Segment Reporting Information, by Segment | The following tables contain financial information for each reportable segment for the years ended December 31, 2017 , 2018 and 2019 : Year Ended December 31, 2017 Web presence Email marketing Domain Total (in thousands) Revenue (1) $ 641,993 $ 401,250 $ 133,624 $ 1,176,867 Gross profit 305,588 254,941 12,408 572,937 Net loss $ (64,962 ) $ (10,615 ) $ (24,207 ) $ (99,784 ) Interest expense, net (2) 67,491 86,914 2,001 156,406 Income tax expense (benefit) 4,063 5,152 (26,496 ) (17,281 ) Depreciation 37,634 13,912 3,639 55,185 Amortization of other intangible assets 60,277 74,467 5,610 140,354 Stock-based compensation 46,641 6,934 6,426 60,001 Restructuring expenses 9,131 5,581 1,098 15,810 Transaction expenses and charges — 773 — 773 Gain of unconsolidated entities (3) (110 ) — — (110 ) Impairment of goodwill and other long-lived assets (4) 600 — 30,860 31,460 SEC investigations reserve 4,323 2,751 926 8,000 Shareholder litigations reserve — — — — Adjusted EBITDA $ 165,088 $ 185,869 $ (143 ) $ 350,814 Year Ended December 31, 2018 Web presence Email marketing Domain Total (in thousands) Revenue (1) $ 605,315 $ 410,052 $ 129,924 $ 1,145,291 Gross profit 297,590 288,023 38,941 624,554 Net (loss) income $ (22,534 ) $ 38,628 $ (11,560 ) $ 4,534 Interest expense, net (2) 70,956 68,317 9,118 148,391 Income tax (benefit) expense (4,961 ) 115 (1,400 ) (6,246 ) Depreciation 32,915 11,497 3,795 48,207 Amortization of other intangible assets 47,020 53,100 3,028 103,148 Stock-based compensation 16,000 9,638 3,426 29,064 Restructuring expenses 2,135 589 644 3,368 Transaction expenses and charges — — — — Loss of unconsolidated entities (3) 267 — — 267 Impairment of goodwill and other long-lived assets (4) — — — — SEC investigations reserve — — — — Shareholder litigation reserve 4,780 1,500 1,045 7,325 Adjusted EBITDA $ 146,578 $ 183,384 $ 8,096 $ 338,058 Year Ended December 31, 2019 Web presence Email marketing Domain Total (in thousands) Revenue (1) $ 576,704 $ 410,672 $ 125,902 $ 1,113,278 Gross profit 293,679 295,068 14,235 602,982 Net (loss) income $ (44,886 ) $ 67,412 $ (34,873 ) $ (12,347 ) Interest expense, net (2) 66,779 72,826 3,849 143,454 Income tax expense 9,261 6,600 2,018 17,879 Depreciation 32,344 9,027 3,580 44,951 Amortization of other intangible assets 36,906 45,876 2,401 85,183 Stock-based compensation 19,086 12,307 4,299 35,692 Restructuring expenses 752 1,207 33 1,992 Transaction expenses and charges — — — — Gain on sale of business — (40,700 ) — (40,700 ) Gain of unconsolidated entities (3) — — — — Impairment of goodwill and other long-lived assets (4) 12,333 — 25,207 37,540 SEC investigations reserve — — — — Shareholder litigation reserve — — — — Adjusted EBITDA $ 132,575 $ 174,555 $ 6,514 $ 313,644 (1) Revenue excludes intercompany sales of domain names and domain services from the domain segment to the web presence segment of $10.3 million , $10.0 million and $9.8 million , for fiscal years 2017 , 2018 and 2019 , respectively. (2) Interest expense includes impact of amortization of deferred financing costs, original issue discounts and interest income. For the years ended December 31, 2017 and 2018, it also includes $6.5 million and $1.2 million , respectively, of deferred financing costs and OID immediately expensed upon the 2017 and 2018 term loan refinancings. (3) The (gain) loss of unconsolidated entities is reported on a net basis for the years ended December 31, 2017 and 2018. (4) The impairment of goodwill and other long-lived assets for the year ended December 31, 2017 includes $13.8 million related to certain domain name intangible assets, $0.6 million to write off a debt investment in a privately held entity, $12.1 million related to impairment of goodwill associated with the domain segment, and $4.9 million related to developed technology and customer relationships associated with the Directi acquisition. The impairment of goodwill and other long-lived assets for the year ended December 31, 2019 includes $12.3 million of goodwill impairment relating to two non-strategic reporting units in the web presence segment and $25.2 million related to premium domain name intangible assets acquired in 2014, which was recorded in cost of revenue in the consolidated statements of comprehensive income (loss). Revenue, classified by the major geographic areas in which the Company's customers are located, was as follows: Year Ended December 31, 2017 2018 2019 (in thousands) United States $ 845,305 $ 833,864 $ 812,870 International 331,562 311,427 300,408 Total $ 1,176,867 $ 1,145,291 $ 1,113,278 |
Geographic and Other Informat_2
Geographic and Other Information (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Segment Reporting [Abstract] | |
Revenues Classified by Major Geographic Areas | The following tables contain financial information for each reportable segment for the years ended December 31, 2017 , 2018 and 2019 : Year Ended December 31, 2017 Web presence Email marketing Domain Total (in thousands) Revenue (1) $ 641,993 $ 401,250 $ 133,624 $ 1,176,867 Gross profit 305,588 254,941 12,408 572,937 Net loss $ (64,962 ) $ (10,615 ) $ (24,207 ) $ (99,784 ) Interest expense, net (2) 67,491 86,914 2,001 156,406 Income tax expense (benefit) 4,063 5,152 (26,496 ) (17,281 ) Depreciation 37,634 13,912 3,639 55,185 Amortization of other intangible assets 60,277 74,467 5,610 140,354 Stock-based compensation 46,641 6,934 6,426 60,001 Restructuring expenses 9,131 5,581 1,098 15,810 Transaction expenses and charges — 773 — 773 Gain of unconsolidated entities (3) (110 ) — — (110 ) Impairment of goodwill and other long-lived assets (4) 600 — 30,860 31,460 SEC investigations reserve 4,323 2,751 926 8,000 Shareholder litigations reserve — — — — Adjusted EBITDA $ 165,088 $ 185,869 $ (143 ) $ 350,814 Year Ended December 31, 2018 Web presence Email marketing Domain Total (in thousands) Revenue (1) $ 605,315 $ 410,052 $ 129,924 $ 1,145,291 Gross profit 297,590 288,023 38,941 624,554 Net (loss) income $ (22,534 ) $ 38,628 $ (11,560 ) $ 4,534 Interest expense, net (2) 70,956 68,317 9,118 148,391 Income tax (benefit) expense (4,961 ) 115 (1,400 ) (6,246 ) Depreciation 32,915 11,497 3,795 48,207 Amortization of other intangible assets 47,020 53,100 3,028 103,148 Stock-based compensation 16,000 9,638 3,426 29,064 Restructuring expenses 2,135 589 644 3,368 Transaction expenses and charges — — — — Loss of unconsolidated entities (3) 267 — — 267 Impairment of goodwill and other long-lived assets (4) — — — — SEC investigations reserve — — — — Shareholder litigation reserve 4,780 1,500 1,045 7,325 Adjusted EBITDA $ 146,578 $ 183,384 $ 8,096 $ 338,058 Year Ended December 31, 2019 Web presence Email marketing Domain Total (in thousands) Revenue (1) $ 576,704 $ 410,672 $ 125,902 $ 1,113,278 Gross profit 293,679 295,068 14,235 602,982 Net (loss) income $ (44,886 ) $ 67,412 $ (34,873 ) $ (12,347 ) Interest expense, net (2) 66,779 72,826 3,849 143,454 Income tax expense 9,261 6,600 2,018 17,879 Depreciation 32,344 9,027 3,580 44,951 Amortization of other intangible assets 36,906 45,876 2,401 85,183 Stock-based compensation 19,086 12,307 4,299 35,692 Restructuring expenses 752 1,207 33 1,992 Transaction expenses and charges — — — — Gain on sale of business — (40,700 ) — (40,700 ) Gain of unconsolidated entities (3) — — — — Impairment of goodwill and other long-lived assets (4) 12,333 — 25,207 37,540 SEC investigations reserve — — — — Shareholder litigation reserve — — — — Adjusted EBITDA $ 132,575 $ 174,555 $ 6,514 $ 313,644 (1) Revenue excludes intercompany sales of domain names and domain services from the domain segment to the web presence segment of $10.3 million , $10.0 million and $9.8 million , for fiscal years 2017 , 2018 and 2019 , respectively. (2) Interest expense includes impact of amortization of deferred financing costs, original issue discounts and interest income. For the years ended December 31, 2017 and 2018, it also includes $6.5 million and $1.2 million , respectively, of deferred financing costs and OID immediately expensed upon the 2017 and 2018 term loan refinancings. (3) The (gain) loss of unconsolidated entities is reported on a net basis for the years ended December 31, 2017 and 2018. (4) The impairment of goodwill and other long-lived assets for the year ended December 31, 2017 includes $13.8 million related to certain domain name intangible assets, $0.6 million to write off a debt investment in a privately held entity, $12.1 million related to impairment of goodwill associated with the domain segment, and $4.9 million related to developed technology and customer relationships associated with the Directi acquisition. The impairment of goodwill and other long-lived assets for the year ended December 31, 2019 includes $12.3 million of goodwill impairment relating to two non-strategic reporting units in the web presence segment and $25.2 million related to premium domain name intangible assets acquired in 2014, which was recorded in cost of revenue in the consolidated statements of comprehensive income (loss). Revenue, classified by the major geographic areas in which the Company's customers are located, was as follows: Year Ended December 31, 2017 2018 2019 (in thousands) United States $ 845,305 $ 833,864 $ 812,870 International 331,562 311,427 300,408 Total $ 1,176,867 $ 1,145,291 $ 1,113,278 |
Schedule of Tangible Long-Lived Assets | The following table presents the amount of tangible long-lived assets by geographic area: Year Ended December 31, 2018 2019 (in thousands) United States $ 87,301 $ 80,967 International 4,974 4,958 Total $ 92,275 $ 85,925 |
Quarterly Financial Data (una_2
Quarterly Financial Data (unaudited) (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Quarterly Financial Information Disclosure [Abstract] | |
Schedule of Condensed Income Statement | The following table presents the Company’s unaudited quarterly financial data: For the three months ended March 31, June 30, Sept. 30, Dec. 31, March 31, June 30, Sept. 30, Dec. 31, (in thousands, except per share data) Revenue $ 291,356 $ 287,770 $ 283,770 $ 282,395 $ 280,683 $ 278,204 $ 277,193 $ 277,198 Gross profit 157,450 157,024 154,825 155,255 156,829 138,617 156,438 151,098 Income from operations 31,402 37,775 42,618 35,151 35,154 16,655 38,729 58,448 Net (loss) income attributable to Endurance International Group Holdings, Inc. (1) $ (2,528 ) $ 627 $ (6,335 ) $ 12,770 $ (3,488 ) $ (26,228 ) $ 7,816 $ 9,553 Basic net (loss) income per share attributable to Endurance International Group Holdings, Inc. $ (0.02 ) $ 0.00 $ (0.04 ) $ 0.09 $ (0.02 ) $ (0.18 ) $ 0.05 $ 0.07 Diluted net (loss) income per share attributable to Endurance International Group Holdings, Inc. $ (0.02 ) $ 0.00 $ (0.04 ) $ 0.09 $ (0.02 ) $ (0.18 ) $ 0.05 $ 0.07 |
Supplemental Guarantor Financ_2
Supplemental Guarantor Financial Information (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Condensed Consolidated Balance Sheets | The following tables present supplemental condensed consolidating balance sheet information of the Company (“Parent”), the Issuer, the Subsidiary Guarantors and the Non-Guarantor Subsidiaries as of December 31, 2018 and December 31, 2019 , and supplemental condensed consolidating results of operations and cash flow information for the years ended December 31, 2017 , 2018 and 2019 : Condensed Consolidating Balance Sheets December 31, 2018 (in thousands) Parent Issuer Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated Assets: Current assets: Cash and cash equivalents $ 21 $ 2 $ 62,495 $ 26,126 $ — $ 88,644 Restricted cash — — 1,932 — — 1,932 Accounts receivable — — 11,219 986 — 12,205 Prepaid domain name registry fees — — 50,325 6,454 — 56,779 Prepaid commissions — — 40,804 654 — 41,458 Prepaid expenses & other current assets — 422 31,425 3,243 — 35,090 Total current assets 21 424 198,200 37,463 — 236,108 Intercompany receivables, net 34,595 401,342 (323,200 ) (112,737 ) — — Property and equipment, net — — 79,091 13,184 — 92,275 Goodwill — — 1,695,451 153,614 — 1,849,065 Other intangible assets, net — — 351,920 596 — 352,516 Investment in subsidiaries 139,838 1,559,256 57,749 — (1,756,843 ) — Prepaid commissions, net of current portion — — 41,746 726 — 42,472 Other assets — 5,239 27,463 1,369 — 34,071 Total assets $ 174,454 $ 1,966,261 $ 2,128,420 $ 94,215 $ (1,756,843 ) $ 2,606,507 Liabilities and stockholders' equity Current liabilities: Accounts payable $ — $ — $ 12,015 $ 434 — $ 12,449 Accrued expenses and other current liabilities — 25,373 77,316 7,494 — 110,183 Deferred revenue — — 347,703 24,055 — 371,758 Current portion of notes payable — 31,606 — — — 31,606 Current portion of financed equipment — — 8,379 — — 8,379 Deferred consideration, short-term — — 2,425 — — 2,425 Total current liabilities — 56,979 447,838 31,983 — 536,800 Deferred revenue, long-term — — 91,615 4,525 — 96,140 Notes payable — 1,770,055 — — — 1,770,055 Financed equipment—long term — — — — — — Deferred consideration — — 1,364 — — 1,364 Other long-term liabilities — (612 ) 28,349 (43 ) — 27,694 Total liabilities — 1,826,422 569,166 36,465 — 2,432,053 Equity 174,454 139,839 1,559,254 57,750 (1,756,843 ) 174,454 Total liabilities and equity $ 174,454 $ 1,966,261 $ 2,128,420 $ 94,215 $ (1,756,843 ) $ 2,606,507 Condensed Consolidating Balance Sheets December 31, 2019 (in thousands) Parent Issuer Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated Assets: Current assets: Cash and cash equivalents $ 195 $ 1 $ 80,642 $ 30,427 $ — $ 111,265 Restricted cash — — 1,732 — — 1,732 Accounts receivable — — 8,762 1,462 — 10,224 Prepaid domain name registry fees — — 48,943 6,294 — 55,237 Prepaid commissions — — 37,910 525 — 38,435 Prepaid expenses & other current assets — 90 26,847 3,756 — 30,693 Total current assets 195 91 204,836 42,464 — 247,586 Intercompany receivables, net 32,845 172,807 (87,398 ) (118,254 ) — — Property and equipment, net — — 72,751 13,174 — 85,925 Operating lease right-of-use assets — — 86,111 4,408 — 90,519 Goodwill — — 1,677,587 157,723 — 1,835,310 Other intangible assets, net — — 243,994 1,008 — 245,002 Investment in subsidiaries 163,934 1,693,565 61,023 — (1,918,522 ) — Prepaid commissions, net of current portion — — 48,289 491 — 48,780 Other assets — 1,784 27,215 1,965 — 30,964 Total assets $ 196,974 $ 1,868,247 $ 2,334,408 $ 102,979 $ (1,918,522 ) $ 2,584,086 Liabilities and stockholders' equity: Current liabilities: Accounts payable $ — $ — $ 9,474 $ 580 $ — $ 10,054 Accrued expenses and other current liabilities 20 23,554 59,695 7,141 — 90,410 Deferred revenue — — 345,116 24,359 — 369,475 Operating lease liabilities—short term — — 18,513 2,680 21,193 Current portion of notes payable — 31,606 — — — 31,606 Current portion of financed equipment — — 790 — — 790 Deferred consideration, short-term — — 2,201 — — 2,201 Total current liabilities 20 55,160 435,789 34,760 — 525,729 Deferred revenue, long-term — — 94,471 5,181 — 99,652 Operating lease liabilities—long term — — 76,166 1,985 — 78,151 Notes payable — 1,649,867 — — — 1,649,867 Financed equipment—long term — — — — — — Deferred consideration — — — — — — Other long-term liabilities — (714 ) 34,417 30 — 33,733 Total liabilities 20 1,704,313 640,843 41,956 — 2,387,132 Equity 196,954 163,934 1,693,565 61,023 (1,918,522 ) 196,954 Total liabilities and equity $ 196,974 $ 1,868,247 $ 2,334,408 $ 102,979 $ (1,918,522 ) $ 2,584,086 |
Condensed Consolidated Statements of Operations and Comprehensive Loss | Condensed Consolidating Statements of Operations and Comprehensive Income (Loss) Year Ended December 31, 2017 (in thousands) Parent Issuer Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated Revenue $ — $ — $ 1,080,220 $ 107,385 $ (10,738 ) $ 1,176,867 Cost of revenue — — 540,965 72,425 (9,460 ) 603,930 Gross profit — — 539,255 34,960 (1,278 ) 572,937 Operating expense: Sales and marketing — — 260,516 16,947 (3 ) 277,460 Engineering and development — — 66,113 12,659 — 78,772 General and administrative — 207 159,251 5,142 (628 ) 163,972 Transaction expenses — — 773 — — 773 Impairment of goodwill — — 12,129 — — 12,129 Total operating expense — 207 498,782 34,748 (631 ) 533,106 (Loss) income from operations — (207 ) 40,473 212 (647 ) 39,831 Total other expense (income)—net — 156,144 1,336 (474 ) — 157,006 (Loss) income before income taxes and equity earnings of unconsolidated entities — (156,351 ) 39,137 686 (647 ) (117,175 ) Income tax (benefit) expense — (57,504 ) 39,233 990 — (17,281 ) (Loss) income before equity earnings of unconsolidated entities — (98,847 ) (96 ) (304 ) (647 ) (99,894 ) Net loss (income) attributable to non-controlling interest 106,661 7,814 194 (17 ) (114,762 ) (110 ) Net (loss) income $ (106,661 ) $ (106,661 ) $ (290 ) $ (287 ) $ 114,115 $ (99,784 ) Net loss attributable to non-controlling interest — — 7,524 — — 7,524 Net (loss) income attributable to Endurance International Group Holdings, Inc. $ (106,661 ) $ (106,661 ) $ (7,814 ) $ (287 ) $ 114,115 $ (107,308 ) Comprehensive (loss) income: Foreign currency translation adjustments — — — 3,091 — 3,091 Unrealized gain on cash flow hedge 34 — — — 34 Total comprehensive (loss) income $ (106,661 ) $ (106,627 ) $ (7,814 ) $ 2,804 $ 114,115 $ (104,183 ) Condensed Consolidating Statements of Operations and Comprehensive Income (Loss) Year Ended December 31, 2018 (in thousands) Parent Issuer Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated Revenue $ — $ — $ 1,094,463 $ 64,665 $ (13,837 ) $ 1,145,291 Cost of revenue — — 490,966 43,608 (13,837 ) 520,737 Gross profit — — 603,497 21,057 — 624,554 Operating expense: Sales and marketing — — 255,272 10,152 — 265,424 Engineering and development — — 80,095 7,885 — 87,980 General and administrative (12 ) 225 168,560 (44,569 ) — 124,204 Transaction expenses — — — — — — Impairment of goodwill — — — — — — Total operating expense (12 ) 225 503,927 (26,532 ) — 477,608 Income (loss) from operations 12 (225 ) 99,570 47,589 — 146,946 Total other expense (income)—net — 148,411 506 (526 ) — 148,391 Income (loss) before income taxes and equity earnings of unconsolidated entities 12 (148,636 ) 99,064 48,115 — (1,445 ) Income tax (benefit) expense — (35,381 ) 25,253 3,882 — (6,246 ) Income (loss) before equity earnings of unconsolidated entities 12 (113,255 ) 73,811 44,233 — 4,801 Net (income) loss attributable to non-controlling interest (4,522 ) (117,778 ) (43,967 ) 16 166,518 267 Net income (loss) $ 4,534 $ 4,523 $ 117,778 $ 44,217 $ (166,518 ) $ 4,534 Net income (loss) attributable to non-controlling interest — — — — — — Net income (loss) attributable to Endurance International Group Holdings, Inc. $ 4,534 $ 4,523 $ 117,778 $ 44,217 $ (166,518 ) $ 4,534 Comprehensive income (loss): Foreign currency translation adjustments — — — (2,233 ) — (2,233 ) Unrealized loss on cash flow hedge (437 ) — — — (437 ) Total comprehensive income (loss) $ 4,534 $ 4,086 $ 117,778 $ 41,984 $ (166,518 ) $ 1,864 Condensed Consolidating Statements of Operations and Comprehensive Income (Loss) Year Ended December 31, 2019 (in thousands) Parent Issuer Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated Revenue $ — $ — $ 1,064,510 $ 61,650 $ (12,882 ) $ 1,113,278 Cost of revenue — — 482,246 40,932 (12,882 ) 510,296 Gross profit — — 582,264 20,718 — 602,982 Operating expense: Sales and marketing — — 245,817 12,202 — 258,019 Engineering and development — — 96,778 9,599 — 106,377 General and administrative 1,628 238 113,983 2,118 — 117,967 Gain on sale of business — — (40,700 ) — — (40,700 ) Transaction expenses — — — — — — Impairment of goodwill 12,333 12,333 Total operating expense 1,628 238 428,211 23,919 — 453,996 (Loss) income from operations (1,628 ) (238 ) 154,053 (3,201 ) — 148,986 Total other expense (income)—net — 144,034 (18 ) (562 ) — 143,454 (Loss) income before income taxes and equity earnings of unconsolidated entities (1,628 ) (144,272 ) 154,071 (2,639 ) — 5,532 Income tax (benefit) expense — (34,336 ) 49,105 3,110 — 17,879 (Loss) income before equity earnings of unconsolidated entities (1,628 ) (109,936 ) 104,966 (5,749 ) — (12,347 ) Equity loss (income) of unconsolidated entities, net of tax 10,719 (99,216 ) 5,750 — 82,747 — Net (loss) income $ (12,347 ) $ (10,720 ) $ 99,216 $ (5,749 ) $ (82,747 ) $ (12,347 ) Net loss attributable to non-controlling interest — — — — — — Net (loss) income attributable to Endurance International Group Holdings, Inc. $ (12,347 ) $ (10,720 ) $ 99,216 $ (5,749 ) $ (82,747 ) $ (12,347 ) Comprehensive (loss) income: Foreign currency translation adjustments — — — (598 ) — (598 ) Unrealized loss on cash flow hedge (279 ) — — — (279 ) Total comprehensive (loss) income $ (12,347 ) $ (10,999 ) $ 99,216 $ (6,347 ) $ (82,747 ) $ (13,224 ) |
Condensed Consolidated Statements of Cash Flows | Condensed Consolidating Statements of Cash Flows Year Ended December 31, 2017 (in thousands) Parent Issuer Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated Net cash provided by (used in) operating activities $ 12 $ (82,189 ) $ 281,416 $ 2,034 $ — $ 201,273 Cash flows from investing activities: Businesses acquired in purchase transaction, net of cash acquired — — — — — — Purchases of property and equipment — — (38,731 ) (4,331 ) — (43,062 ) Cash paid for minority investments — — — — — — Proceeds from sale of property and equipment — — — — — — Proceeds from note receivable — — — — — — Proceeds from sale of assets — — 530 — — 530 Purchases of intangible assets — — (1,933 ) (33 ) — (1,966 ) Net cash used in investing activities — — (40,134 ) (4,364 ) — (44,498 ) Cash flows from financing activities: Proceeds from issuance of term loan and notes, net of original issue discounts — 1,693,007 — — — 1,693,007 Repayments of term loans — (1,797,634 ) — — — (1,797,634 ) Payment of financing costs — (6,304 ) — — — (6,304 ) Payment of deferred consideration — — (4,550 ) (883 ) — (5,433 ) Payment of redeemable non-controlling interest liability — — (25,000 ) — — (25,000 ) Principal payments on financed equipment — — (7,390 ) — — (7,390 ) Proceeds from exercise of stock options 2,049 — — — — 2,049 Capital investments from minority partner — — — — — — Intercompany loans and investments (1,972 ) 193,119 (188,367 ) (2,780 ) — — Net cash provided by (used in) financing activities 77 82,188 (225,307 ) (3,663 ) — (146,705 ) Net effect of exchange rate on cash and cash equivalents and restricted cash — — — 2,150 — 2,150 Net increase (decrease) in cash and cash equivalents and restricted cash 89 (1 ) 15,975 (3,843 ) — 12,220 Cash and cash equivalents and restricted cash: Beginning of period 3 4 41,654 15,237 — 56,898 End of period $ 92 $ 3 $ 57,629 $ 11,394 $ — $ 69,118 Condensed Consolidating Statements of Cash Flows Year Ended December 31, 2018 (in thousands) Parent Issuer Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated Net cash (used in) provided by operating activities $ — $ (103,123 ) $ 246,188 $ 39,487 $ — $ 182,552 Cash flows from investing activities: Businesses acquired in purchase transaction, net of cash acquired — — — — — — Purchases of property and equipment — — (45,694 ) (186 ) — (45,880 ) Cash paid for minority investments — — — — — — Proceeds from sale of property and equipment — — — — — — Proceeds from note receivable — — — — — — Proceeds from sale of assets — — 6 — — 6 Purchases of intangible assets — — (8 ) — — (8 ) Net cash used in investing activities — — (45,696 ) (186 ) — (45,882 ) Cash flows from financing activities: Proceeds from issuance of term loan and notes, net of original issue discounts — 1,580,305 — — — 1,580,305 Repayments of term loans — (1,681,094 ) — — — (1,681,094 ) Payment of financing costs — (1,580 ) — — — (1,580 ) Payment of deferred consideration — — (4,500 ) — — (4,500 ) Principal payments on financed equipment — — (7,439 ) — — (7,439 ) Proceeds from exercise of stock options 887 — — — — 887 Intercompany loans and investments (958 ) 205,491 (181,755 ) (22,778 ) — — Net cash (used in) provided by financing activities (71 ) 103,122 (193,694 ) (22,778 ) — (113,421 ) Net effect of exchange rate on cash and cash equivalents and restricted cash — — — (1,791 ) — (1,791 ) Net (decrease) increase in cash and cash equivalents and restricted cash (71 ) (1 ) 6,798 14,732 — 21,458 Cash and cash equivalents and restricted cash: Beginning of period 92 3 57,629 11,394 — 69,118 End of period $ 21 $ 2 $ 64,427 $ 26,126 $ — $ 90,576 Condensed Consolidating Statements of Cash Flows Year Ended December 31, 2019 (in thousands) Parent Issuer Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated Net cash (used in) provided by operating activities $ (1,609 ) $ (97,558 ) $ 261,442 $ (302 ) $ — $ 161,973 Cash flows from investing activities: Businesses acquired in purchase transaction, net of cash acquired — — (8,875 ) — — (8,875 ) Purchases of property and equipment — — (39,126 ) — — (39,126 ) Cash paid for minority investments — — — — — — Proceeds from sale of property and equipment — — — — — — Proceeds from note receivable — — — — — — Proceeds from sale of assets — — 51,000 1 — 51,001 Purchases of intangible assets — — — — — — Net cash provided by investing activities — — 2,999 1 — 3,000 Cash flows from financing activities: Proceeds from issuance of term loan and notes, net of original issue discounts — — — — — — Repayments of term loans — (130,980 ) — — — (130,980 ) Payment of financing costs — — — — — — Payment of deferred consideration — — (2,500 ) — — (2,500 ) Principal payments on financed equipment — — (8,189 ) — — (8,189 ) Proceeds from exercise of stock options 31 — — — — 31 Intercompany loans and investments 1,752 228,537 (235,805 ) 5,516 — — Net cash provided by (used in) financing activities 1,783 97,557 (246,494 ) 5,516 — (141,638 ) Net effect of exchange rate on cash and cash equivalents and restricted cash — — — (914 ) — (914 ) Net increase (decrease) in cash and cash equivalents and restricted cash 174 (1 ) 17,947 4,301 — 22,421 Cash and cash equivalents and restricted cash: Beginning of period 21 2 64,427 26,126 — 90,576 End of period $ 195 $ 1 $ 82,374 $ 30,427 $ — $ 112,997 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies - Additional Information (Details) | Oct. 31, 2019reporting_unit | Oct. 31, 2017USD ($) | Dec. 31, 2019USD ($) | Jun. 30, 2019USD ($) | Oct. 31, 2019USD ($) | Dec. 31, 2019USD ($)reporting_unitsegment | Dec. 31, 2018USD ($) | Dec. 31, 2017USD ($)reporting_unit | Jan. 01, 2019USD ($) | Dec. 31, 2016USD ($) |
Goodwill [Line Items] | ||||||||||
Number of reportable segments | segment | 3 | |||||||||
Capitalized computer software | $ 13,400,000 | $ 10,100,000 | $ 10,200,000 | |||||||
Number of reporting units | reporting_unit | 7 | |||||||||
Impairment of goodwill | 12,333,000 | 0 | 12,129,000 | |||||||
Goodwill | $ 1,835,310,000 | 1,835,310,000 | 1,849,065,000 | 1,850,582,000 | ||||||
Impairment of long lived assets | $ 17,900,000 | 25,207,000 | 0 | 18,731,000 | ||||||
Impairment of intangible assets | 7,300,000 | $ 17,900,000 | 25,200,000 | 0 | ||||||
Reserves for refunds and chargebacks | 300,000 | 300,000 | 400,000 | |||||||
Deferred revenue expected to be refunded | 1,900,000 | $ 1,900,000 | 2,200,000 | |||||||
Percentage of deferred revenue refunded within same fiscal month | 84.00% | |||||||||
Percentage of deferred revenue refunded within 45 days | 95.00% | |||||||||
Recognition of the beginning deferred revenue into revenue, as a result of performance obligations satisfied | $ 363,454,000 | |||||||||
Recognition of the beginning deferred revenue into revenue, as a result of performance obligations satisfied | 0 | |||||||||
Remaining performance obligation | 469,127,000 | 469,127,000 | ||||||||
Sales and marketing costs | 258,019,000 | 265,424,000 | 277,460,000 | |||||||
Foreign currency transaction gains (losses) | 1,500,000 | 500,000 | 800,000 | |||||||
Unrecognized tax benefits | 4,691,000 | 4,691,000 | 4,381,000 | 1,129,000 | $ 0 | |||||
Penalties and interest expense | 500,000 | 400,000 | 100,000 | |||||||
Operating lease right-of-use assets | 90,519,000 | 90,519,000 | ||||||||
Lease liability | 99,344,000 | 99,344,000 | ||||||||
Domain Name Intangible Assets | ||||||||||
Goodwill [Line Items] | ||||||||||
Impairment of goodwill | 12,300,000 | 12,333,000 | ||||||||
Impairment of long lived assets | 13,800,000 | |||||||||
Developed technology and customer relationships | ||||||||||
Goodwill [Line Items] | ||||||||||
Impairment of long lived assets | 4,900,000 | |||||||||
Email marketing | ||||||||||
Goodwill [Line Items] | ||||||||||
Impairment of goodwill | 0 | |||||||||
Goodwill | 603,414,000 | 603,414,000 | 604,305,000 | 604,305,000 | ||||||
Contract with customer, asset | 10,600,000 | 10,600,000 | ||||||||
Capitalized contract cost amortization | 6,300,000 | |||||||||
Domain | ||||||||||
Goodwill [Line Items] | ||||||||||
Impairment of goodwill | 0 | 12,100,000 | ||||||||
Goodwill | 29,858,000 | 29,858,000 | 29,858,000 | 29,858,000 | ||||||
Discount rate (as a percent) | 10.50% | 11.60% | 10.50% | |||||||
Impairment of intangible assets | $ 16,200,000 | $ 4,600,000 | ||||||||
Contract with customer, asset | 1,900,000 | 1,900,000 | ||||||||
Capitalized contract cost amortization | 3,400,000 | |||||||||
Web presence | ||||||||||
Goodwill [Line Items] | ||||||||||
Impairment of goodwill | 12,333,000 | |||||||||
Goodwill | 1,202,038,000 | 1,202,038,000 | $ 1,214,902,000 | $ 1,216,419,000 | ||||||
Contract with customer, asset | $ 74,700,000 | 74,700,000 | ||||||||
Capitalized contract cost amortization | $ 45,800,000 | |||||||||
Accounting Standards Update 2016-02 | ||||||||||
Goodwill [Line Items] | ||||||||||
Operating lease right-of-use assets | $ 114,900,000 | |||||||||
Lease liability | 124,500,000 | |||||||||
Reduction of accrued facility exit costs | 1,700,000 | |||||||||
Reduction of deferred rent liabilities | $ 7,900,000 | |||||||||
Domain Monetization | Domain | ||||||||||
Goodwill [Line Items] | ||||||||||
Impairment of goodwill | $ 12,100,000 | |||||||||
Measurement Input, Discount Rate | ||||||||||
Goodwill [Line Items] | ||||||||||
Discount rate | 0.105 | 0.105 | 0.100 | 0.100 | ||||||
Web Hosting | Minimum | ||||||||||
Goodwill [Line Items] | ||||||||||
Contract term | 30 days | |||||||||
Web Hosting | Maximum | ||||||||||
Goodwill [Line Items] | ||||||||||
Contract term | 3 years | |||||||||
Web Hosting | Weighted Average | ||||||||||
Goodwill [Line Items] | ||||||||||
Contract term | 1 year | |||||||||
Reporting Units With Goodwill Allocated | ||||||||||
Goodwill [Line Items] | ||||||||||
Number of reporting units | reporting_unit | 3 | |||||||||
Reporting Unit 1 Using Other Discount Rate | Measurement Input, Discount Rate | ||||||||||
Goodwill [Line Items] | ||||||||||
Discount rate | 0.130 | 0.130 | ||||||||
Reporting Unit 2 Using Other Discount Rate | Measurement Input, Discount Rate | ||||||||||
Goodwill [Line Items] | ||||||||||
Discount rate | 0.135 | 0.135 | ||||||||
Reporting Unit 3 Using Other Discount Rate | Measurement Input, Discount Rate | ||||||||||
Goodwill [Line Items] | ||||||||||
Discount rate | 0.155 | 0.155 | ||||||||
Reporting Units Representing 95% Of Goodwill | ||||||||||
Goodwill [Line Items] | ||||||||||
Number of reporting units | reporting_unit | 3 | |||||||||
Reporting Units With Goodwill And No Impairment | ||||||||||
Goodwill [Line Items] | ||||||||||
Number of reporting units | reporting_unit | 6 | |||||||||
Reporting Units Representing 3% Of Goodwill | ||||||||||
Goodwill [Line Items] | ||||||||||
Number of reporting units | reporting_unit | 2 | |||||||||
Goodwill | $ 64,200,000 | |||||||||
Reporting Units Representing 3% Of Goodwill, Unit 1 | ||||||||||
Goodwill [Line Items] | ||||||||||
Impairment of goodwill | $ 10,000,000 | |||||||||
Reporting Units Representing 3% Of Goodwill, Unit 2 | ||||||||||
Goodwill [Line Items] | ||||||||||
Impairment of goodwill | $ 2,300,000 | |||||||||
Reporting Units Representing 2% Of Goodwill | ||||||||||
Goodwill [Line Items] | ||||||||||
Number of reporting units | reporting_unit | 1 | |||||||||
Reporting Units Representing 2% Of Goodwill | Measurement Input, Discount Rate | ||||||||||
Goodwill [Line Items] | ||||||||||
Discount rate | 0.17 | 0.17 | ||||||||
Reporting Units Representing 97% Of Goodwill | ||||||||||
Goodwill [Line Items] | ||||||||||
Number of reporting units | reporting_unit | 3 | |||||||||
Reporting Units Whose Fair Value Exceeds Carrying Value By 20% | ||||||||||
Goodwill [Line Items] | ||||||||||
Fair value in excess of carrying value | 20.00% | |||||||||
Reporting Units Whose Fair Value Does Not Exceed Carrying Value By 20%, Unit 1 | ||||||||||
Goodwill [Line Items] | ||||||||||
Goodwill | $ 52,000,000 | $ 52,000,000 | ||||||||
Ecomdash | ||||||||||
Goodwill [Line Items] | ||||||||||
Goodwill | 7,000,000 | 7,000,000 | ||||||||
Combination of Different Legacy Brands | ||||||||||
Goodwill [Line Items] | ||||||||||
Goodwill | $ 1,200,000,000 | $ 1,200,000,000 | ||||||||
Fair value in excess of carrying value | 4.00% |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies - Summary of Estimated Useful Lives (Details) | 12 Months Ended |
Dec. 31, 2019 | |
Building | |
Property, Plant and Equipment [Line Items] | |
Property, plant and equipment useful life | 35 years |
Software | Minimum | |
Property, Plant and Equipment [Line Items] | |
Property, plant and equipment useful life | 2 years |
Software | Maximum | |
Property, Plant and Equipment [Line Items] | |
Property, plant and equipment useful life | 3 years |
Computers and office equipment | |
Property, Plant and Equipment [Line Items] | |
Property, plant and equipment useful life | 3 years |
Furniture and fixtures | |
Property, Plant and Equipment [Line Items] | |
Property, plant and equipment useful life | 5 years |
Summary of Significant Accoun_6
Summary of Significant Accounting Policies - Summary of Changes in Deferred Income (Details) $ in Thousands | 12 Months Ended |
Dec. 31, 2019USD ($) | |
Short-term | |
Balance at December 31, 2018 | $ 371,758 |
Recognition of the beginning deferred revenue into revenue, as a result of performance obligations satisfied | (363,454) |
Cash received in advance during the period | 805,697 |
Recognition of cash received in the period into revenue, as a result of performance obligations satisfied | (749,823) |
Deferred revenue derecognized due to the disposition of SinglePlatform | (1,825) |
Foreign translation impact | (702) |
Reclassification between short-term and long-term | 307,824 |
Balance at December 31, 2019 | 369,475 |
Long-term | |
Balance at December 31, 2018 | 96,140 |
Recognition of the beginning deferred revenue into revenue, as a result of performance obligations satisfied | 0 |
Cash received in advance during the period | 311,336 |
Recognition of cash received in the period into revenue, as a result of performance obligations satisfied | 0 |
Deferred revenue derecognized due to the disposition of SinglePlatform | 0 |
Foreign translation impact | 0 |
Reclassification between short-term and long-term | (307,824) |
Balance at December 31, 2019 | $ 99,652 |
Summary of Significant Accoun_7
Summary of Significant Accounting Policies - Remaining Performance Obligation (Details) $ in Thousands | Dec. 31, 2019USD ($) |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligation | $ 469,127 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2020-01-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligation | $ 369,475 |
Expected timing of performance obligation satisfaction | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2021-01-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligation | $ 99,652 |
Expected timing of performance obligation satisfaction | |
Web presence | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2020-01-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligation | $ 257,051 |
Expected timing of performance obligation satisfaction | 1 year |
Web presence | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2021-01-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligation | $ 84,366 |
Expected timing of performance obligation satisfaction | |
Web presence | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: (nil) | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligation | $ 341,417 |
Email marketing | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2020-01-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligation | $ 53,438 |
Expected timing of performance obligation satisfaction | 1 year |
Email marketing | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2021-01-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligation | $ 6 |
Expected timing of performance obligation satisfaction | |
Email marketing | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: (nil) | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligation | $ 53,444 |
Domain | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2020-01-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligation | $ 58,986 |
Expected timing of performance obligation satisfaction | 1 year |
Domain | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2021-01-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligation | $ 15,280 |
Expected timing of performance obligation satisfaction | |
Domain | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: (nil) | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligation | $ 74,266 |
Summary of Significant Accoun_8
Summary of Significant Accounting Policies - Deferred Customer Acquisition Costs (Details) $ in Thousands | 12 Months Ended |
Dec. 31, 2019USD ($) | |
Short-term | |
Balance at December 31, 2018 | $ 41,458 |
Deferred customer acquisition costs incurred in the period | 23,938 |
Amounts recognized as expense in the period | (55,479) |
Foreign translation impact | (115) |
Reclassification between short-term and long-term | 29,801 |
Balance at December 31, 2019 | 38,435 |
Long-term | |
Balance at December 31, 2018 | 42,472 |
Deferred customer acquisition costs incurred in the period | 36,936 |
Amounts recognized as expense in the period | 0 |
Foreign translation impact | 83 |
Reclassification between short-term and long-term | (29,801) |
Balance at December 31, 2019 | 48,780 |
Accounting Standards Update 2014-09 | Effect of adoption of ASC 606 to balances at December 31, 2017 | |
Short-term | |
Adjustment resulting from sale of SinglePlatform business | (1,168) |
Long-term | |
Adjustment resulting from sale of SinglePlatform business | $ (910) |
Summary of Significant Accoun_9
Summary of Significant Accounting Policies - Computation of Basic and Diluted Net Loss per Share (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Accounting Policies [Abstract] | |||||||||||
Net (loss) income attributable to Endurance International Group Holdings, Inc. | $ 9,553 | $ 7,816 | $ (26,228) | $ (3,488) | $ 12,770 | $ (6,335) | $ 627 | $ (2,528) | $ (12,347) | $ 4,534 | $ (107,308) |
Net (loss) income per share attributable to Endurance International Group Holdings, Inc.: | |||||||||||
Basic (in usd per share) | $ 0.07 | $ 0.05 | $ (0.18) | $ (0.02) | $ 0.09 | $ (0.04) | $ 0 | $ (0.02) | $ (0.09) | $ 0.03 | $ (0.78) |
Diluted (in usd per share) | $ 0.07 | $ 0.05 | $ (0.18) | $ (0.02) | $ 0.09 | $ (0.04) | $ 0 | $ (0.02) | $ (0.09) | $ 0.03 | $ (0.78) |
Weighted-average number of common shares used in computing net (loss) income per share attributable to Endurance International Group Holdings, Inc. | |||||||||||
Basic (in shares) | 145,259,691 | 142,316,993 | 137,322,201 | ||||||||
Diluted (in shares) | 145,259,691 | 145,669,760 | 137,322,201 |
Summary of Significant Accou_10
Summary of Significant Accounting Policies - Antidilutive Securities (Details) - shares | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Antidilutive securities excluded from computation of earnings per share (in shares) | 12,606,138 | 12,769,444 | 19,696,635 |
Restricted Stock Awards and Units | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Antidilutive securities excluded from computation of earnings per share (in shares) | 4,035,923 | 4,325,516 | 8,967,840 |
Options | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Antidilutive securities excluded from computation of earnings per share (in shares) | 8,570,215 | 8,443,928 | 10,728,795 |
Acquisitions_ Divestitures - Ad
Acquisitions/ Divestitures - Additional Information (Detail) - USD ($) $ in Thousands | Dec. 05, 2019 | Sep. 13, 2019 | Dec. 31, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 |
Business Acquisition [Line Items] | ||||||
Pre-tax gain on sale of business | $ (40,700) | $ 0 | $ 0 | |||
SinglePlatform | Disposal Group, Disposed of by Sale, Not Discontinued Operations | ||||||
Business Acquisition [Line Items] | ||||||
Cash consideration received | $ 51,000 | |||||
Pre-tax gain on sale of business | $ (40,700) | |||||
Revenues | $ 25,400 | $ 28,400 | ||||
Ecomdash | ||||||
Business Acquisition [Line Items] | ||||||
Aggregate purchase price | $ 9,600 | |||||
Cash payment for acquisition at closing | $ 8,900 |
Acquisitions_ Divestitures - Sc
Acquisitions/ Divestitures - Schedule of Acquisition (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Sep. 13, 2019 | Dec. 31, 2018 | Dec. 31, 2017 |
Business Acquisition [Line Items] | ||||
Goodwill | $ 1,835,310 | $ 1,849,065 | $ 1,850,582 | |
Ecomdash | ||||
Business Acquisition [Line Items] | ||||
Working capital | $ (187) | |||
Goodwill | 6,973 | |||
Total | 9,621 | |||
Developed Technology | Ecomdash | ||||
Business Acquisition [Line Items] | ||||
Finite-lived intangibles | 2,445 | |||
Subscriber Relationships | Ecomdash | ||||
Business Acquisition [Line Items] | ||||
Finite-lived intangibles | $ 390 |
Fair Value Measurements - Basis
Fair Value Measurements - Basis of Fair Value Measurements (Detail) - Fair Value, Measurements, Recurring - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Financial assets: | ||
Cash equivalents (included in cash and cash equivalents) | $ 2,834 | $ 7,874 |
Interest rate cap (included in other assets) | 6 | 2,583 |
Total financial assets | 2,840 | 10,457 |
Quoted Prices in Active Markets for Identical Items (Level 1) | ||
Financial assets: | ||
Cash equivalents (included in cash and cash equivalents) | 0 | 0 |
Interest rate cap (included in other assets) | 0 | 0 |
Total financial assets | 0 | 0 |
Significant Other Observable Inputs (Level 2) | ||
Financial assets: | ||
Cash equivalents (included in cash and cash equivalents) | 2,834 | 7,874 |
Interest rate cap (included in other assets) | 6 | 2,583 |
Total financial assets | 2,840 | 10,457 |
Significant Unobservable Inputs (Level 3) | ||
Financial assets: | ||
Cash equivalents (included in cash and cash equivalents) | 0 | 0 |
Interest rate cap (included in other assets) | 0 | 0 |
Total financial assets | $ 0 | $ 0 |
Derivatives And Hedging Activ_2
Derivatives And Hedging Activities - Additional Information (Detail) | 1 Months Ended | 12 Months Ended | |||
Jun. 30, 2018USD ($) | Dec. 31, 2015USD ($) | Dec. 31, 2019USD ($)agreement | Dec. 31, 2018USD ($) | Dec. 31, 2017USD ($) | |
Derivative Instruments, Gain (Loss) [Line Items] | |||||
Interest expense | $ 144,676,000 | $ 149,480,000 | $ 157,142,000 | ||
Unrealized gain (loss) on cash flow hedge | 279,000 | 437,000 | (34,000) | ||
Unrealized gain (loss) arising during period, tax | (102,000) | 137,000 | $ (11,000) | ||
Ineffectiveness recorded in earnings | 0 | ||||
Interest Rate Cap Entered Into December 2015 | |||||
Derivative Instruments, Gain (Loss) [Line Items] | |||||
Interest rate cap agreement period | 3 years | ||||
Interest Rate Cap Entered Into June 2018 | |||||
Derivative Instruments, Gain (Loss) [Line Items] | |||||
Interest rate cap agreement period | 3 years | ||||
Derivative asset at fair value | 0 | 2,000,000 | |||
Interest Rate Cap Entered Into June 2018 | Reclassification out of Accumulated Other Comprehensive Income | |||||
Derivative Instruments, Gain (Loss) [Line Items] | |||||
Derivative gain to be reclassified as increase to interest expense in the next twelve months | $ 1,800,000 | ||||
Cash Flow Hedging | |||||
Derivative Instruments, Gain (Loss) [Line Items] | |||||
Interest rate cap agreement period | 3 years | ||||
Cash Flow Hedging | Interest Rate Cap | |||||
Derivative Instruments, Gain (Loss) [Line Items] | |||||
Number of interest rate cap agreements | agreement | 2 | ||||
Cash Flow Hedging | Interest Rate Cap Entered Into December 2015 | |||||
Derivative Instruments, Gain (Loss) [Line Items] | |||||
Derivative notional value | $ 500,000,000 | ||||
Interest expense | $ 400,000 | 1,900,000 | |||
Cash Flow Hedging | Interest Rate Cap Entered Into December 2015 | Designated as Hedging Instrument | |||||
Derivative Instruments, Gain (Loss) [Line Items] | |||||
Unrealized gain (loss) on cash flow hedge | 100,000 | (2,100,000) | |||
Unrealized gain (loss) arising during period, tax | (500,000) | ||||
Cash Flow Hedging | Interest Rate Cap Entered Into June 2018 | |||||
Derivative Instruments, Gain (Loss) [Line Items] | |||||
Derivative notional value | $ 800,000,000 | ||||
Cash Flow Hedging | Interest Rate Cap Entered Into June 2018 | Designated as Hedging Instrument | |||||
Derivative Instruments, Gain (Loss) [Line Items] | |||||
Unrealized gain (loss) on cash flow hedge | 300,000 | 2,700,000 | |||
Unrealized gain (loss) arising during period, tax | 100,000 | 600,000 | |||
Cash Flow Hedging | Interest Rate Cap Entered Into June 2018 | Reclassification out of Accumulated Other Comprehensive Income | Designated as Hedging Instrument | |||||
Derivative Instruments, Gain (Loss) [Line Items] | |||||
Interest expense | 1,800,000 | 900,000 | |||
Fair Value, Measurements, Recurring | Interest Rate Cap Entered Into December 2015 | |||||
Derivative Instruments, Gain (Loss) [Line Items] | |||||
Derivative asset at fair value | $ 0 | $ 500,000 |
Property, Plant and Equipment -
Property, Plant and Equipment - Components of Property and Equipment (Detail) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Property, Plant and Equipment [Line Items] | ||
Property and equipment—at cost | $ 350,914 | $ 320,051 |
Less accumulated depreciation | (264,989) | (227,776) |
Property and equipment—net | 85,925 | 92,275 |
Land | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment—at cost | 790 | 790 |
Building | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment—at cost | 8,285 | 7,819 |
Software | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment—at cost | 109,546 | 102,259 |
Computers and office equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment—at cost | 187,056 | 157,396 |
Furniture and fixtures | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment—at cost | 18,918 | 19,258 |
Leasehold improvements | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment—at cost | 20,469 | 20,215 |
Construction in process | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment—at cost | $ 5,850 | $ 12,314 |
Property, Plant and Equipment_2
Property, Plant and Equipment - Additional Information (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Property, Plant and Equipment [Line Items] | |||
Depreciation | $ 44,951 | $ 48,207 | $ 55,185 |
Minimum | |||
Property, Plant and Equipment [Line Items] | |||
Term of lease | 24 months | 24 months | |
Maximum | |||
Property, Plant and Equipment [Line Items] | |||
Term of lease | 39 months | 39 months |
Property, Plant and Equipment_3
Property, Plant and Equipment - Summary of Software Assets under Capital Lease (Detail) - Software - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Property, Plant and Equipment [Line Items] | ||
Software | $ 16,715 | |
Software | $ 16,715 | |
Less accumulated depreciation | (6,221) | |
Less accumulated depreciation | (11,989) | |
Financed equipment—net | $ 10,494 | |
Financed equipment—net | $ 4,726 |
Property, Plant and Equipment_4
Property, Plant and Equipment - Summary of Future Minimum Lease Payments under Financed Equipment (Details) $ in Thousands | Dec. 31, 2019USD ($) |
Property, Plant and Equipment [Abstract] | |
2020 | $ 828 |
2021 | 0 |
Total minimum lease payments | 828 |
Less amounts representing interest | (38) |
Present value of financed equipment | 790 |
Current portion | 790 |
Long-term portion | $ 0 |
Leases (Details)
Leases (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Lessee, Lease, Description [Line Items] | |||
Lease expense | $ 28.8 | ||
Operating lease payments | $ 27.3 | ||
Weighted-average remaining lease term (in years) | 5 years 3 months 25 days | ||
Discount rate for leases (as a percent) | 6.77% | ||
Total net rent expense | $ 20.8 | $ 22.1 | |
Total net rent expense | $ 20.4 | ||
Total sublease income | $ 1 | $ 0.5 | |
Total sublease income | $ 1.4 | ||
Minimum | |||
Lessee, Lease, Description [Line Items] | |||
Remaining lease terms (in years) | 1 year | ||
Maximum | |||
Lessee, Lease, Description [Line Items] | |||
Remaining lease terms (in years) | 8 years |
Leases - Assets and Liabilities
Leases - Assets and Liabilities of Leases (Details) $ in Thousands | Dec. 31, 2019USD ($) |
Leases [Abstract] | |
Operating lease right-of-use assets | $ 90,519 |
Operating lease liabilities—short term | 21,193 |
Operating lease liabilities—long term | 78,151 |
Total operating lease liabilities | $ 99,344 |
Leases - Operating Lease Maturi
Leases - Operating Lease Maturity (Details) $ in Thousands | Dec. 31, 2019USD ($) |
Leases [Abstract] | |
2020 | $ 27,098 |
2021 | 20,728 |
2022 | 18,882 |
2023 | 17,656 |
2024 | 13,832 |
Thereafter | 20,693 |
Total lease payments | 118,889 |
Less imputed interest | 19,545 |
Total | $ 99,344 |
Goodwill and Other Intangible_3
Goodwill and Other Intangible Assets - Changes in Goodwill Balances (Detail) - USD ($) | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Goodwill [Roll Forward] | |||
Goodwill, beginning balance | $ 1,849,065,000 | $ 1,850,582,000 | |
Foreign translation impact | (531,000) | (1,517,000) | |
Goodwill related to 2019 acquisition | 6,973,000 | ||
Goodwill related to 2019 divestiture | (7,864,000) | ||
Impairment | (12,333,000) | 0 | $ (12,129,000) |
Goodwill, ending balance | 1,835,310,000 | 1,849,065,000 | 1,850,582,000 |
Web presence | |||
Goodwill [Roll Forward] | |||
Goodwill, beginning balance | 1,214,902,000 | 1,216,419,000 | |
Foreign translation impact | (531,000) | (1,517,000) | |
Goodwill related to 2019 acquisition | 0 | ||
Goodwill related to 2019 divestiture | 0 | ||
Impairment | (12,333,000) | ||
Goodwill, ending balance | 1,202,038,000 | 1,214,902,000 | 1,216,419,000 |
Email marketing | |||
Goodwill [Roll Forward] | |||
Goodwill, beginning balance | 604,305,000 | 604,305,000 | |
Foreign translation impact | 0 | 0 | |
Goodwill related to 2019 acquisition | 6,973,000 | ||
Goodwill related to 2019 divestiture | (7,864,000) | ||
Impairment | 0 | ||
Goodwill, ending balance | 603,414,000 | 604,305,000 | 604,305,000 |
Domain | |||
Goodwill [Roll Forward] | |||
Goodwill, beginning balance | 29,858,000 | 29,858,000 | |
Foreign translation impact | 0 | 0 | |
Goodwill related to 2019 acquisition | 0 | ||
Goodwill related to 2019 divestiture | 0 | ||
Impairment | 0 | (12,100,000) | |
Goodwill, ending balance | $ 29,858,000 | $ 29,858,000 | $ 29,858,000 |
Goodwill and Other Intangible_4
Goodwill and Other Intangible Assets - Summary of Other Intangible Assets (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | $ 1,126,636 | $ 1,143,073 |
Accumulated Amortization | 881,634 | 790,557 |
Net Carrying Amount | 245,002 | 352,516 |
Domain names available for sale | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 18,160 | 30,981 |
Accumulated Amortization | 18,160 | 9,554 |
Net Carrying Amount | $ 0 | 21,427 |
Weighted Average Useful Life | Indefinite | |
Developed technology | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | $ 280,330 | 284,266 |
Accumulated Amortization | 207,844 | 180,914 |
Net Carrying Amount | $ 72,486 | $ 103,352 |
Weighted Average Useful Life | 7 years | 7 years |
Subscriber relationships | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | $ 659,837 | $ 659,515 |
Accumulated Amortization | 529,276 | 486,518 |
Net Carrying Amount | $ 130,561 | $ 172,997 |
Weighted Average Useful Life | 7 years | 7 years |
Tradenames | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | $ 134,046 | $ 134,048 |
Accumulated Amortization | 94,982 | 84,617 |
Net Carrying Amount | $ 39,064 | $ 49,431 |
Weighted Average Useful Life | 8 years | 8 years |
Intellectual property | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | $ 34,263 | $ 34,263 |
Accumulated Amortization | 31,372 | 28,954 |
Net Carrying Amount | $ 2,891 | $ 5,309 |
Weighted Average Useful Life | 5 years | 5 years |
Goodwill and Other Intangible_5
Goodwill and Other Intangible Assets - Additional Information (Detail) - USD ($) | 3 Months Ended | 12 Months Ended | |||
Dec. 31, 2019 | Jun. 30, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |||||
Impairment of intangible assets | $ 7,300,000 | $ 17,900,000 | $ 25,200,000 | $ 0 | |
Amortization of other intangible assets from acquisitions | $ 85,183,000 | $ 103,148,000 | $ 140,354,000 |
Goodwill and Other Intangible_6
Goodwill and Other Intangible Assets - Summary of Expected Future Amortization of Other Intangible Assets (Detail) $ in Thousands | Dec. 31, 2019USD ($) |
Goodwill and Intangible Assets Disclosure [Abstract] | |
2020 | $ 71,321 |
2021 | 61,322 |
2022 | 37,699 |
2023 | 18,178 |
2024 | 13,935 |
Thereafter | 42,547 |
Total | $ 245,002 |
Investments - Additional Inform
Investments - Additional Information (Detail) - USD ($) | 1 Months Ended | 12 Months Ended | |||||
May 31, 2014 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | Apr. 08, 2016 | Mar. 03, 2016 | |
Schedule of Investments [Line Items] | |||||||
Investments | $ 15,000,000 | $ 15,000,000 | |||||
Impairment on the remaining investment | $ 0 | ||||||
Voting interest | 20.00% | ||||||
Loss of unconsolidated entities | $ 0 | $ 267,000 | $ (110,000) | ||||
Proportionate share exceed of the company's consolidated assets or income | 10.00% | ||||||
Web and Money Management Solution | |||||||
Schedule of Investments [Line Items] | |||||||
Interest note receivable | $ 600,000 | ||||||
Impairment on the remaining investment | $ 600,000 | ||||||
Fortifico Limited | |||||||
Schedule of Investments [Line Items] | |||||||
Impairment on the remaining investment | $ 4,700,000 | ||||||
Investments | $ 5,000,000 | ||||||
Ownership interest | 33.00% | 33.00% | |||||
Minimum | |||||||
Schedule of Investments [Line Items] | |||||||
Voting interest | 20.00% | ||||||
Minimum | WZ UK Ltd. | |||||||
Schedule of Investments [Line Items] | |||||||
Proportionate share of company's income from continuing operations | 20.00% | ||||||
Maximum | |||||||
Schedule of Investments [Line Items] | |||||||
Voting interest | 50.00% | ||||||
Automattic | |||||||
Schedule of Investments [Line Items] | |||||||
Investment made on asset | $ 15,000,000 | ||||||
Percentage of outstanding shares invested | 5.00% |
Notes Payable - Schedule of Lon
Notes Payable - Schedule of Long Term Debt (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Long-Term Debt [Line Items] | ||
Total notes payable | $ 1,681,473 | $ 1,801,661 |
Current portion of notes payable | 31,606 | 31,606 |
Notes Payable—long term | 1,649,867 | 1,770,055 |
Term Loan | ||
Long-Term Debt [Line Items] | ||
Total notes payable | 1,347,056 | 1,470,085 |
Current portion of notes payable | 31,606 | 31,606 |
Notes Payable—long term | 1,315,450 | 1,438,479 |
Notes | ||
Long-Term Debt [Line Items] | ||
Total notes payable | 334,417 | 331,576 |
Current portion of notes payable | 0 | 0 |
Notes Payable—long term | 334,417 | 331,576 |
Revolving credit facilities | ||
Long-Term Debt [Line Items] | ||
Total notes payable | $ 0 | $ 0 |
Notes Payable - Additional Info
Notes Payable - Additional Information (Detail) | Feb. 09, 2016USD ($) | Jun. 30, 2018USD ($) | Dec. 31, 2019USD ($)repayment | Dec. 31, 2018USD ($) | Dec. 31, 2017USD ($) | Jan. 30, 2017USD ($) | Feb. 29, 2016USD ($) |
Long-Term Debt [Line Items] | |||||||
Mandatory repayments on term loan | $ 130,980,000 | $ 1,681,094,000 | $ 1,797,634,000 | ||||
Interest expense, net (including impact of amortization of deferred financing costs and original issuance discount) | 144,676,000 | 149,480,000 | 157,142,000 | ||||
Interest expense and service fees | 132,326,000 | 136,094,000 | 138,041,000 | ||||
Financing costs expensed | $ 0 | $ 1,228,000 | $ 5,487,000 | ||||
Revolving Credit Facility | |||||||
Long-Term Debt [Line Items] | |||||||
Aggregate principal amount not to exceed | $ 165,000,000 | ||||||
Line of credit facility, commitment fee percent | 0.50% | ||||||
2018 First Lien Term Loan | |||||||
Long-Term Debt [Line Items] | |||||||
LIBOR based interest rate reduced | 3.75% | ||||||
Debt instrument reference rate | 2.75% | ||||||
Greater of the LIBOR rate | 1.00% | ||||||
Adjusted LIBOR rate | 2.00% | ||||||
Number of mandatory repayments | repayment | 4 | ||||||
Mandatory repayment amount | $ 7,900,000 | ||||||
Mandatory repayments on term loan | $ 131,000,000 | ||||||
Term Loan | |||||||
Long-Term Debt [Line Items] | |||||||
Deferred financing costs | $ 400,000 | ||||||
Interest expense and service fees | 300,000 | ||||||
Financing costs expensed | 1,200,000 | ||||||
LIBOR Based Interest Rate Loan | Revolving Credit Facility | |||||||
Long-Term Debt [Line Items] | |||||||
Basis spread on variable rate | 0.50% | ||||||
Debt instrument reference rate | 4.00% | ||||||
Greater of the LIBOR rate | 3.00% | ||||||
LIBOR Based Interest Rate Loan | Extended Revolving Loan | |||||||
Long-Term Debt [Line Items] | |||||||
Debt instrument reference rate | 3.25% | ||||||
Alternate Base Rate Loan | Extended Revolving Loan | |||||||
Long-Term Debt [Line Items] | |||||||
Greater of the LIBOR rate | 2.25% | ||||||
Notes | |||||||
Long-Term Debt [Line Items] | |||||||
Original loan balance | $ 350,000,000 | ||||||
Debt instrument issue price as percent of par value | 98.065% | ||||||
Interest rate—notes (as a percent) | 10.875% | 10.875% | 10.875% | 10.875% | |||
Senior notes | $ 350,000,000 | $ 350,000,000 | |||||
Debt instrument issue price | 101.00% | ||||||
2016 Revolver Commitments Maturing February 2021 | Revolving Credit Facility | |||||||
Long-Term Debt [Line Items] | |||||||
Aggregate principal amount not to exceed | 58,800,000 | ||||||
2016 Revolver Commitments Maturing June 2023 | Revolving Credit Facility | |||||||
Long-Term Debt [Line Items] | |||||||
Aggregate principal amount not to exceed | $ 106,200,000 | ||||||
London Interbank Offered Rate (LIBOR) | 2018 First Lien Term Loan | |||||||
Long-Term Debt [Line Items] | |||||||
Basis spread on variable rate | 1.00% | ||||||
London Interbank Offered Rate (LIBOR) | LIBOR Based Interest Rate Loan | Revolving Credit Facility | |||||||
Long-Term Debt [Line Items] | |||||||
Greater of the LIBOR rate | 1.00% | ||||||
Federal Funds Effective Swap Rate | 2018 First Lien Term Loan | |||||||
Long-Term Debt [Line Items] | |||||||
Basis spread on variable rate | 0.50% | ||||||
Voluntary Prepayment Number One | 2018 First Lien Term Loan | |||||||
Long-Term Debt [Line Items] | |||||||
Number of voluntary prepayments | repayment | 3 | ||||||
Voluntary repayment amount | $ 17,100,000 | ||||||
One Mandatory Payment | 2018 First Lien Term Loan | |||||||
Long-Term Debt [Line Items] | |||||||
Number of mandatory repayments | repayment | 1 | ||||||
Mandatory repayment amount | $ 48,100,000 |
Notes Payable - Schedule of Fir
Notes Payable - Schedule of First Lien Term Loan (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Long-Term Debt [Line Items] | ||
Notes payable, gross | $ 1,724,022 | |
Unamortized deferred financing costs | (16,859) | $ (21,349) |
Unamortized original issue discount | (25,690) | (31,992) |
Net notes payable | 1,681,473 | 1,801,661 |
Current portion of notes payable | 31,606 | 31,606 |
Notes Payable - long-term | 1,649,867 | 1,770,055 |
Term Loan | ||
Long-Term Debt [Line Items] | ||
Notes payable, gross | 1,374,022 | 1,505,002 |
Unamortized deferred financing costs | (14,331) | (18,556) |
Unamortized original issue discount | (12,635) | (16,361) |
Net notes payable | 1,347,056 | 1,470,085 |
Current portion of notes payable | 31,606 | 31,606 |
Notes Payable - long-term | $ 1,315,450 | $ 1,438,479 |
Notes Payable - Schedule of Sen
Notes Payable - Schedule of Senior Notes (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Long-Term Debt [Line Items] | ||
Notes payable, gross | $ 1,724,022 | |
Unamortized deferred financing costs | (16,859) | $ (21,349) |
Unamortized original issue discount | (25,690) | (31,992) |
Net notes payable | 1,681,473 | 1,801,661 |
Current portion of notes payable | 31,606 | 31,606 |
Notes Payable - long-term | 1,649,867 | 1,770,055 |
Notes | ||
Long-Term Debt [Line Items] | ||
Notes payable, gross | 350,000 | 350,000 |
Unamortized deferred financing costs | (11,359) | (13,436) |
Unamortized original issue discount | (4,224) | (4,988) |
Net notes payable | 334,417 | 331,576 |
Current portion of notes payable | 0 | 0 |
Notes Payable - long-term | $ 334,417 | $ 331,576 |
Notes Payable - Summary of Matu
Notes Payable - Summary of Maturity of the Notes Payable (Detail) $ in Thousands | Dec. 31, 2019USD ($) |
Debt Disclosure [Abstract] | |
2020 | $ 31,606 |
2021 | 31,606 |
2022 | 31,606 |
2023 | 1,279,204 |
2024 | 350,000 |
Thereafter | 0 |
Total | $ 1,724,022 |
Notes Payable - Schedule of Int
Notes Payable - Schedule of Interest Rates and Interest Expense (Detail) - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | Feb. 09, 2016 | |
Long-Term Debt [Line Items] | ||||
Non-refundable fee—unused facility | 0.50% | 0.50% | 0.50% | |
Interest expense and service fees | $ 132,326 | $ 136,094 | $ 138,041 | |
Loss on extinguishment of debt | 0 | 331 | 992 | |
Deferred financing costs immediately expensed | 0 | 1,228 | 5,487 | |
Amortization of deferred financing fees | 7,179 | 6,454 | 7,316 | |
Amortization of original issue discounts | 4,490 | 4,305 | 3,860 | |
Amortization of net present value of deferred consideration | 163 | 373 | 632 | |
Other interest expense | 518 | 695 | 814 | |
Total interest expense | $ 144,676 | $ 149,480 | $ 157,142 | |
Minimum | ||||
Long-Term Debt [Line Items] | ||||
Interest rate—LIBOR | 5.45% | 5.46% | 5.14% | |
Interest rate—alternate base | 6.75% | |||
Maximum | ||||
Long-Term Debt [Line Items] | ||||
Interest rate—LIBOR | 6.44% | 6.44% | 6.68% | |
Interest rate—alternate base | 8.75% | |||
Notes | ||||
Long-Term Debt [Line Items] | ||||
Interest rate—Notes | 10.875% | 10.875% | 10.875% | 10.875% |
Stockholders' Equity - Addition
Stockholders' Equity - Additional Information (Detail) | 12 Months Ended | |
Dec. 31, 2019vote$ / sharesshares | Dec. 31, 2018$ / sharesshares | |
Equity [Abstract] | ||
Preferred stock, shares authorized (in shares) | 5,000,000 | 5,000,000 |
Preferred stock, par value (in usd per share) | $ / shares | $ 0.0001 | $ 0.0001 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Preferred stock, shares outstanding (in shares) | 0 | 0 |
Common stock, shares authorized (in shares) | 500,000,000 | 500,000,000 |
Common stock, par value (in usd per share) | $ / shares | $ 0.0001 | $ 0.0001 |
Number of vote per share | vote | 1 |
Stock-Based Compensation - Addi
Stock-Based Compensation - Additional Information (Detail) | Aug. 22, 2017shares | Aug. 11, 2017USD ($) | Feb. 09, 2016USD ($)$ / sharesshares | Mar. 31, 2017shares | Dec. 31, 2019USD ($)plan$ / sharesshares | Dec. 31, 2018$ / sharesshares | Dec. 31, 2017USD ($) | Dec. 31, 2016USD ($) | Dec. 31, 2015USD ($)shares |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Number of stock incentive plans | plan | 2 | ||||||||
Common stock, par value (in usd per share) | $ / shares | $ 0.0001 | $ 0.0001 | |||||||
Restricted Stock Awards and Units | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Unrecognized stock-based compensation expense | $ | $ 45,300,000 | ||||||||
Stock Option Awards | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Unrecognized stock-based compensation expense | $ | $ 5,500,000 | ||||||||
Chief Financial Officer | Performance-Based Award | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Granted (in shares) | 223,214 | ||||||||
Chief Executive Officer | 2015 Performance Based Award | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Aggregate stock-based compensation expense | $ | $ 12,100,000 | $ 6,800,000 | $ 5,900,000 | ||||||
Expected to vest (in shares) | 1,661,439 | ||||||||
Canceled (in shares) | 2,032,315 | ||||||||
Chief Operating Officer | Performance-Based Award | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Granted (in shares) | 260,416 | ||||||||
Chief Administrative Officer | Performance-Based Award | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Granted (in shares) | 148,810 | ||||||||
2013 Stock Incentive Plan | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Common stock shares issued (in shares) | 38,000,000 | ||||||||
Shares available for grant (in shares) | 12,959,690 | ||||||||
Aggregate intrinsic value, outstanding | $ | $ 0 | ||||||||
Stock options, granted (in shares) | 1,215,789 | ||||||||
2013 Stock Incentive Plan | Restricted Stock Awards and Units | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Granted (in shares) | 0 | ||||||||
Vested (in shares) | 246,757 | ||||||||
Canceled (in shares) | 36,973 | ||||||||
Weighted average period to be recognized | 1 year 10 months 24 days | ||||||||
2013 Stock Incentive Plan | Performance-Based Award | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Aggregate stock-based compensation expense | $ | 1,200,000 | 4,100,000 | |||||||
2013 Stock Incentive Plan | Stock Option Awards | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Weighted average period to be recognized | 1 year 7 months 6 days | ||||||||
2013 Stock Incentive Plan | Chief Executive Officer | Performance-Based Award | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Granted (in shares) | 3,693,754 | ||||||||
Vested period of award shares | 3 years | ||||||||
2017 CEO Award | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Compensation cost | $ | $ 10,375,000 | 2,200,000 | |||||||
2017 CEO Award | Stock Option Awards | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Award options expected to vest | 33.30% | ||||||||
2017 CEO Award | Chief Executive Officer | Restricted Stock Awards and Units | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Granted (in shares) | 1,032,500 | ||||||||
Vested period of award shares | 3 years | ||||||||
Vested (in shares) | 282,500 | ||||||||
Number expected to vest (in shares) | 750,000 | ||||||||
2017 CEO Award | Chief Executive Officer | Stock Option Awards | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Granted (in shares) | 612,419 | ||||||||
Vested period of award shares | 3 years | ||||||||
2017 CEO Award | Chief Executive Officer | Tranche One | Restricted Stock Awards and Units | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Number expected to vest (in shares) | 250,000 | ||||||||
2017 CEO Award | Chief Executive Officer | Tranche Two | Restricted Stock Awards and Units | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Number expected to vest (in shares) | 250,000,000 | ||||||||
2017 CEO Award | Chief Executive Officer | Tranche Three | Restricted Stock Awards and Units | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Number expected to vest (in shares) | 250,000,000 | ||||||||
Constant Contact 2011 Stock Plan | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Common stock shares issued (in shares) | 10,000,000 | ||||||||
Shares available for grant (in shares) | 8,835,205 | ||||||||
Aggregate intrinsic value, outstanding | $ | $ 22,300,000 | $ 19,000 | |||||||
Business acquisition, estimated aggregate purchase price | $ | $ 5,400,000 | ||||||||
Stock options, granted (in shares) | 0 | 0 | |||||||
Constant Contact 2011 Stock Plan | Restricted Stock Awards and Units | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Options outstanding, period increase (decrease) (in shares) | 2,202,846 | ||||||||
Granted (in shares) | 0 | ||||||||
Vested (in shares) | 435,919 | ||||||||
Canceled (in shares) | 111,965 | ||||||||
Constant Contact 2011 Stock Plan | Stock Option Awards | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Options outstanding, period increase (decrease) (in shares) | 2,143,987 | ||||||||
Aggregate stock-based compensation expense | $ | $ 16,900,000 | ||||||||
Combined 2016 Liability Awards | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Aggregate stock-based compensation expense | $ | $ 1,200,000 | 700,000 | |||||||
Sales and marketing | Combined 2016 Liability Awards | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Aggregate stock-based compensation expense | $ | 300,000 | ||||||||
Engineering and development | Combined 2016 Liability Awards | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Aggregate stock-based compensation expense | $ | 100,000 | ||||||||
General and administrative | Combined 2016 Liability Awards | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Aggregate stock-based compensation expense | $ | $ 300,000 | ||||||||
Constant Contact, Inc. | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Common stock, par value (in usd per share) | $ / shares | $ 0.01 | ||||||||
Minimum | 2013 Stock Incentive Plan | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Stock options vesting period | 3 years | ||||||||
Minimum | 2013 Stock Incentive Plan | Restricted Stock Awards and Units | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Stock options vesting period | 3 years | ||||||||
Minimum | Constant Contact 2011 Stock Plan | Restricted Stock Awards and Units | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Vested period of award shares | 3 years | ||||||||
Maximum | 2013 Stock Incentive Plan | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Stock options vesting period | 4 years | ||||||||
Maximum | 2013 Stock Incentive Plan | Restricted Stock Awards and Units | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Stock options vesting period | 4 years | ||||||||
Maximum | Constant Contact 2011 Stock Plan | Restricted Stock Awards and Units | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Vested period of award shares | 4 years |
Stock-Based Compensation - Summ
Stock-Based Compensation - Summary of Total Stock-Based Compensation Expense (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Common Stock Options Restricted Stock Warrants And Changes In Capitalization [Line Items] | |||
Stock-based compensation expense | $ 35,692 | $ 29,064 | $ 60,001 |
Cost of revenue | |||
Common Stock Options Restricted Stock Warrants And Changes In Capitalization [Line Items] | |||
Stock-based compensation expense | 3,282 | 3,823 | 6,135 |
Sales and marketing | |||
Common Stock Options Restricted Stock Warrants And Changes In Capitalization [Line Items] | |||
Stock-based compensation expense | 7,217 | 5,418 | 8,658 |
Engineering and development | |||
Common Stock Options Restricted Stock Warrants And Changes In Capitalization [Line Items] | |||
Stock-based compensation expense | 4,908 | 4,495 | 6,090 |
General and administrative | |||
Common Stock Options Restricted Stock Warrants And Changes In Capitalization [Line Items] | |||
Stock-based compensation expense | $ 20,285 | $ 15,328 | $ 39,118 |
Stock-Based Compensation - Weig
Stock-Based Compensation - Weighted Average Assumptions (Detail) - 2013 Stock Incentive Plan | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Risk-free interest rate | 2.60% | 2.90% | 2.20% |
Expected volatility | 44.60% | 47.80% | 50.50% |
Expected life (in years) | 6 years | 6 years | 6 years 3 months |
Expected dividend yield | 0.00% | 0.00% | 0.00% |
Stock-Based Compensation - Su_2
Stock-Based Compensation - Summary of Stock Options (Detail) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Feb. 09, 2016 | |
2013 Stock Incentive Plan | |||
Stock Options | |||
Beginning balance, stock options, outstanding (in shares) | 7,322,293 | ||
Stock options, granted (in shares) | 1,215,789 | ||
Exercise of stock options, (in shares) | 0 | ||
Stock options, forfeited (in shares) | (201,365) | ||
Stock options, canceled (in shares) | (3,060,038) | ||
Ending balance, stock options, outstanding (in shares) | 5,276,679 | 7,322,293 | |
Weighted- Average Exercise Price | |||
Beginning balance, weighted - average exercise price, outstanding (in usd per share) | $ 11.62 | ||
Weighted - average exercise price, granted (in usd per share) | 7.99 | ||
Weighted - average exercise price, exercised (in usd per share) | 0 | ||
Weighted - average exercise price, forfeited (in usd per share) | 8.04 | ||
Weighted - average exercise price, canceled (in usd per share) | 12.23 | ||
Ending balance, weighted - average exercise price, outstanding (in usd per share) | $ 10.57 | $ 11.62 | |
Stock Option Activity, Additional Disclosures | |||
Weighted - average remaining contractual term, outstanding | 6 years 8 months 12 days | ||
Aggregate intrinsic value, outstanding | $ 0 | ||
Stock options, exercisable at December 31, 2019 (in shares) | 3,688,733 | ||
Weighted - average exercise price, exercisable at December 31, 2019 (in usd per share) | $ 11.63 | ||
Weighted - average remaining contractual term, exercisable at December 31, 2019 | 5 years 9 months 18 days | ||
Aggregate intrinsic value, exercisable at December 31, 2019 | $ 0 | ||
Stock options, expected to vest after December 31, 2019 (in shares) | 1,587,946 | ||
Weighted - average exercise price, expected to vest after December 31, 2019 (in usd per share) | $ 8.12 | ||
Weighted - average remaining contractual term, expected to vest after December 31, 2019 | 8 years 7 months 6 days | ||
Aggregate intrinsic value, expected to vest after December 31, 2019 | $ 0 | ||
Stock options, exercisable as of December 31, 2019 and expected to vest thereafter (in shares) | 5,276,679 | ||
Weighted - average exercise price, exercisable as of December 31, 2019 and expected to vest thereafter (in usd per share) | $ 10.57 | ||
Weighted - average remaining contractual term, exercisable as of December 31, 2019 and expected to vest thereafter | 6 years 7 months 6 days | ||
Aggregate intrinsic value, exercisable as of December 31, 2019 and expected to vest thereafter | $ 0 | ||
Estimated fair value of the Company's common stock (in dollars per share) | $ 4.70 | ||
Constant Contact 2011 Stock Plan | |||
Stock Options | |||
Beginning balance, stock options, outstanding (in shares) | 715,104 | ||
Stock options, granted (in shares) | 0 | 0 | |
Exercise of stock options, (in shares) | (6,793) | ||
Stock options, forfeited (in shares) | (27,281) | ||
Stock options, canceled (in shares) | (147,483) | ||
Ending balance, stock options, outstanding (in shares) | 533,547 | 715,104 | |
Weighted- Average Exercise Price | |||
Beginning balance, weighted - average exercise price, outstanding (in usd per share) | $ 9 | ||
Weighted - average exercise price, granted (in usd per share) | 0 | ||
Weighted - average exercise price, exercised (in usd per share) | 4.81 | ||
Weighted - average exercise price, forfeited (in usd per share) | 9.53 | ||
Weighted - average exercise price, canceled (in usd per share) | 9.75 | ||
Ending balance, weighted - average exercise price, outstanding (in usd per share) | $ 8.83 | $ 9 | |
Stock Option Activity, Additional Disclosures | |||
Weighted - average remaining contractual term, outstanding | 2 years | ||
Aggregate intrinsic value, outstanding | $ 19 | $ 22,300 | |
Stock options, exercisable at December 31, 2019 (in shares) | 512,265 | ||
Weighted - average exercise price, exercisable at December 31, 2019 (in usd per share) | $ 8.79 | ||
Weighted - average remaining contractual term, exercisable at December 31, 2019 | 1 year 10 months 24 days | ||
Aggregate intrinsic value, exercisable at December 31, 2019 | $ 19 | ||
Stock options, expected to vest after December 31, 2019 (in shares) | 21,282 | ||
Weighted - average exercise price, expected to vest after December 31, 2019 (in usd per share) | $ 9.71 | ||
Weighted - average remaining contractual term, expected to vest after December 31, 2019 | 3 years 7 months 6 days | ||
Aggregate intrinsic value, expected to vest after December 31, 2019 | $ 0 | ||
Stock options, exercisable as of December 31, 2019 and expected to vest thereafter (in shares) | 533,547 | ||
Weighted - average exercise price, exercisable as of December 31, 2019 and expected to vest thereafter (in usd per share) | $ 8.83 | ||
Weighted - average remaining contractual term, exercisable as of December 31, 2019 and expected to vest thereafter | 2 years | ||
Aggregate intrinsic value, exercisable as of December 31, 2019 and expected to vest thereafter | $ 19 |
Stock-Based Compensation - Su_3
Stock-Based Compensation - Summary of Restricted Stock Awards and Restricted Stock Units (Detail) | 12 Months Ended |
Dec. 31, 2019$ / sharesshares | |
Restricted Stock Awards and Units | Constant Contact 2011 Stock Plan | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | |
Non-vested, beginning balance (in shares) | shares | 868,026 |
Granted (in shares) | shares | 0 |
Vested (in shares) | shares | (435,919) |
Canceled (in shares) | shares | (111,965) |
Non-vested, ending balance (in shares) | shares | 320,142 |
Weighted Average Grant Date Fair Value | |
Weighted average grant date fair value, non-vested, beginning balance (in usd per share) | $ / shares | $ 8.26 |
Weighted average grant date fair value, granted (in usd per share) | $ / shares | 0 |
Weighted average grant date fair value, vested and unissued (in usd per share) | $ / shares | 8.20 |
Weighted average grant date fair value, canceled (in usd per share) | $ / shares | 8.26 |
Weighted average grant date fair value, non-vested, ending balance (in usd per share) | $ / shares | $ 8.35 |
Restricted Stock Awards and Units | 2013 Stock Incentive Plan | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | |
Non-vested, beginning balance (in shares) | shares | 443,247 |
Granted (in shares) | shares | 0 |
Vested (in shares) | shares | (246,757) |
Canceled (in shares) | shares | (36,973) |
Non-vested, ending balance (in shares) | shares | 159,517 |
Weighted Average Grant Date Fair Value | |
Weighted average grant date fair value, non-vested, beginning balance (in usd per share) | $ / shares | $ 11.67 |
Weighted average grant date fair value, granted (in usd per share) | $ / shares | 0 |
Weighted average grant date fair value, vested and unissued (in usd per share) | $ / shares | 12.57 |
Weighted average grant date fair value, canceled (in usd per share) | $ / shares | 9.87 |
Weighted average grant date fair value, non-vested, ending balance (in usd per share) | $ / shares | $ 10.68 |
Restricted Stock Units | 2013 Stock Incentive Plan | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | |
Non-vested, beginning balance (in shares) | shares | 5,203,259 |
Granted (in shares) | shares | 7,426,877 |
Vested (in shares) | shares | (2,126,221) |
Canceled (in shares) | shares | (1,498,806) |
Non-vested, ending balance (in shares) | shares | 9,005,109 |
Weighted Average Grant Date Fair Value | |
Weighted average grant date fair value, non-vested, beginning balance (in usd per share) | $ / shares | $ 7.69 |
Weighted average grant date fair value, granted (in usd per share) | $ / shares | 6.62 |
Weighted average grant date fair value, vested and unissued (in usd per share) | $ / shares | 7.70 |
Weighted average grant date fair value, canceled (in usd per share) | $ / shares | 7.12 |
Weighted average grant date fair value, non-vested, ending balance (in usd per share) | $ / shares | $ 6.90 |
Accumulated Other Comprehensi_3
Accumulated Other Comprehensive Loss - Components of Accumulated Other Comprehensive Loss, Net of Tax (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||
Beginning balance | $ 174,454 | $ 83,005 |
Other comprehensive income (loss) | (877) | (2,670) |
Ending balance | 196,954 | 174,454 |
Foreign Currency Translation Adjustments | ||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||
Beginning balance | (1,537) | 696 |
Other comprehensive income (loss) | (598) | (2,233) |
Ending balance | (2,135) | (1,537) |
Unrealized Losses on Cash Flow Hedges | ||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||
Beginning balance | (1,674) | (1,237) |
Other comprehensive income (loss) | (279) | (437) |
Ending balance | (1,953) | (1,674) |
AOCI Attributable to Parent | ||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||
Beginning balance | (3,211) | (541) |
Ending balance | $ (4,088) | $ (3,211) |
Revenue - Narrative (Details)
Revenue - Narrative (Details) - USD ($) | 3 Months Ended | 12 Months Ended | ||||||||||
Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | Jan. 01, 2018 | |
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | ||||||||||||
Adjustment to beginning retained earnings resulting from adoption of ASC 606, net of tax impact of $7.0 million | $ 59,383,000 | |||||||||||
Revenue | $ 277,198,000 | $ 277,193,000 | $ 278,204,000 | $ 280,683,000 | $ 282,395,000 | $ 283,770,000 | $ 287,770,000 | $ 291,356,000 | $ 1,113,278,000 | $ 1,145,291,000 | $ 1,176,867,000 | |
Contract impairment loss | 0 | |||||||||||
Credit loss expense | $ 0 |
Revenue - Disaggregation of Rev
Revenue - Disaggregation of Revenue (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Disaggregation of Revenue [Line Items] | ||
Revenue from contract with customer | $ 1,113,278 | $ 1,145,291 |
Subscriber revenue | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from contract with customer | 1,081,755 | 1,110,198 |
Non-subscriber revenue | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from contract with customer | 31,523 | 35,093 |
United States | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from contract with customer | 812,870 | 833,864 |
International | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from contract with customer | 300,408 | 311,427 |
Direct revenue from subscribers | Subscriber revenue | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from contract with customer | 993,685 | 1,018,132 |
Professional services | Subscriber revenue | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from contract with customer | 14,189 | 15,188 |
Reseller revenue | Subscriber revenue | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from contract with customer | 73,881 | 76,878 |
MDF | Non-subscriber revenue | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from contract with customer | 8,524 | 9,240 |
Premium domains | Non-subscriber revenue | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from contract with customer | 17,566 | 20,109 |
Domain parking and monetization | Non-subscriber revenue | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from contract with customer | 5,433 | 5,744 |
Web presence | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from contract with customer | 576,704 | 605,315 |
Web presence | Subscriber revenue | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from contract with customer | 569,248 | 596,584 |
Web presence | Non-subscriber revenue | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from contract with customer | 7,456 | 8,731 |
Web presence | United States | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from contract with customer | 386,072 | 405,928 |
Web presence | International | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from contract with customer | 190,632 | 199,387 |
Web presence | Direct revenue from subscribers | Subscriber revenue | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from contract with customer | 538,136 | 561,583 |
Web presence | Professional services | Subscriber revenue | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from contract with customer | 12,141 | 13,414 |
Web presence | Reseller revenue | Subscriber revenue | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from contract with customer | 18,971 | 21,587 |
Web presence | MDF | Non-subscriber revenue | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from contract with customer | 6,642 | 7,842 |
Web presence | Premium domains | Non-subscriber revenue | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from contract with customer | 92 | 84 |
Web presence | Domain parking and monetization | Non-subscriber revenue | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from contract with customer | 722 | 805 |
Email marketing | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from contract with customer | 410,672 | 410,052 |
Email marketing | Subscriber revenue | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from contract with customer | 410,018 | 409,443 |
Email marketing | Non-subscriber revenue | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from contract with customer | 654 | 609 |
Email marketing | United States | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from contract with customer | 379,516 | 376,974 |
Email marketing | International | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from contract with customer | 31,156 | 33,078 |
Email marketing | Direct revenue from subscribers | Subscriber revenue | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from contract with customer | 404,722 | 404,533 |
Email marketing | Professional services | Subscriber revenue | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from contract with customer | 1,611 | 1,373 |
Email marketing | Reseller revenue | Subscriber revenue | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from contract with customer | 3,685 | 3,537 |
Email marketing | MDF | Non-subscriber revenue | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from contract with customer | 654 | 609 |
Email marketing | Premium domains | Non-subscriber revenue | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from contract with customer | 0 | 0 |
Email marketing | Domain parking and monetization | Non-subscriber revenue | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from contract with customer | 0 | 0 |
Domain Name Business | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from contract with customer | 125,902 | 129,924 |
Domain Name Business | Subscriber revenue | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from contract with customer | 102,489 | 104,171 |
Domain Name Business | Non-subscriber revenue | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from contract with customer | 23,413 | 25,753 |
Domain Name Business | United States | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from contract with customer | 47,282 | 50,962 |
Domain Name Business | International | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from contract with customer | 78,620 | 78,962 |
Domain Name Business | Direct revenue from subscribers | Subscriber revenue | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from contract with customer | 50,827 | 52,016 |
Domain Name Business | Professional services | Subscriber revenue | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from contract with customer | 437 | 401 |
Domain Name Business | Reseller revenue | Subscriber revenue | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from contract with customer | 51,225 | 51,754 |
Domain Name Business | MDF | Non-subscriber revenue | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from contract with customer | 1,228 | 789 |
Domain Name Business | Premium domains | Non-subscriber revenue | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from contract with customer | 17,474 | 20,025 |
Domain Name Business | Domain parking and monetization | Non-subscriber revenue | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from contract with customer | $ 4,711 | $ 4,939 |
Redeemable Non-Controlling In_2
Redeemable Non-Controlling Interest - Additional Information (Detail) - USD ($) $ in Thousands | Jul. 07, 2017 | Jul. 01, 2017 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2016 | Jan. 06, 2016 |
Redeemable Noncontrolling Interest [Line Items] | ||||||||
Noncontrolling interest, change in redemption value | $ 14,200 | |||||||
Excess accretion of non-controlling interest | $ 0 | $ 0 | $ 7,247 | $ 6,800 | ||||
WZ (UK) Ltd. | ||||||||
Redeemable Noncontrolling Interest [Line Items] | ||||||||
Redeemable noncontrolling interest, equity, fair value | $ 10,800 | |||||||
Exercised call option | $ 30,000 | |||||||
Business acquisition, estimated aggregate purchase price | $ 25,000 | $ 25,000 | $ 33,400 | |||||
Ownership interest | 86.40% | 57.50% | ||||||
WZ (UK) Ltd. | ||||||||
Redeemable Noncontrolling Interest [Line Items] | ||||||||
Noncontrolling interest, ownership percentage | 13.60% |
Income Taxes - Components of In
Income Taxes - Components of Income (Loss) Before Income Taxes (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Income Tax Disclosure [Abstract] | |||
United States | $ 2,773 | $ (52,029) | $ (117,715) |
Foreign | 2,759 | 50,584 | 540 |
Total (loss) income before income taxes | $ 5,532 | $ (1,445) | $ (117,175) |
Income Taxes - Components of _2
Income Taxes - Components of Income Taxes Benefit and Expenses (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Current: | |||
U.S. federal | $ 1,409 | $ (4,000) | $ 319 |
State | 2,776 | 2,772 | 2,610 |
Foreign | 3,025 | 5,420 | 2,597 |
Total current provision | 7,210 | 4,192 | 5,526 |
Deferred: | |||
U.S. federal | 10,505 | (4,671) | (36,854) |
State | (913) | 236 | (3,243) |
Foreign | (1,848) | 10,435 | 9,377 |
Change in valuation allowance | 2,925 | (16,438) | 7,913 |
Total deferred (benefit) provision | 10,669 | (10,438) | (22,807) |
Total (benefit) provision | $ 17,879 | $ (6,246) | $ (17,281) |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Operating Loss Carryforwards [Line Items] | |||
Deferred federal and state tax expense (benefit) | $ (10,600) | $ 9,600 | $ 21,800 |
Foreign deferred tax expense (benefit) | (100) | 800 | 1,000 |
Federal and state current income taxes | (4,200) | 1,300 | 2,900 |
Foreign current tax expense | 3,025 | 5,420 | 2,597 |
Tax expense (benefit) | (17,879) | 6,246 | 17,281 |
Unrecognized tax benefits period increase (decrease) | 1,400 | 2,200 | 1,100 |
Tax benefit pertaining to federal tax rate change | 16,900 | ||
Tax credits | 4,484 | 5,659 | 1,247 |
Valuation allowance, deferred tax asset, increase (decrease) | 6,000 | ||
Disallowed interest carryforwards | 114,900 | ||
Net operating loss carry-forwards annual limitations | 77,100 | ||
Credit carry-forward | 37,373 | 33,526 | |
Unrecognized tax positions | 4,700 | 4,400 | |
Penalties and interest expense | 500 | $ 400 | 100 |
One-time income tax benefit on re-measurement of certain deferred tax assets and liabilities | (16,900) | ||
Undistributed earnings | 14,800 | ||
Cumulatively profitable foreign jurisdiction | 14,800 | ||
Federal | |||
Operating Loss Carryforwards [Line Items] | |||
Valuation allowance, deferred tax asset, increase (decrease) | 44,100 | ||
Federal And State | |||
Operating Loss Carryforwards [Line Items] | |||
Tax credits | $ 1,200 | ||
NETHERLANDS | |||
Operating Loss Carryforwards [Line Items] | |||
Valuation allowance, deferred tax asset, increase (decrease) | 3,500 | ||
BRAZIL | |||
Operating Loss Carryforwards [Line Items] | |||
Valuation allowance, deferred tax asset, increase (decrease) | 1,500 | ||
CHINA | |||
Operating Loss Carryforwards [Line Items] | |||
Valuation allowance, deferred tax asset, increase (decrease) | 1,000 | ||
Subsidiaries | Non-US | |||
Operating Loss Carryforwards [Line Items] | |||
Cash | $ 28,900 |
Income Taxes - Reconciliation o
Income Taxes - Reconciliation of Statutory Federal Rate (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Income Tax Benefit [Line Items] | |||
U.S. federal taxes at statutory rate | $ 582 | $ (303) | $ (40,973) |
State income taxes, net of federal benefit | 1,981 | 265 | (749) |
Non-deductible stock-based compensation | 8,358 | 3,906 | 9,265 |
Goodwill related | 4,242 | 0 | 0 |
Non-deductible transaction costs | 0 | 1,538 | 0 |
Non-taxable loss on redemption of equity interest | 0 | 9,230 | 0 |
Credits | (4,484) | (5,659) | (1,247) |
Foreign rate differential | (484) | 369 | (1,404) |
Change in valuation allowance | 2,925 | (16,438) | 7,913 |
Rate change | 30 | 694 | (8,809) |
Uncertain tax positions | 1,367 | 2,195 | 1,129 |
Permanent differences and other | 3,362 | (2,043) | 8,333 |
Total (benefit) provision | 17,879 | (6,246) | (17,281) |
Federal | |||
Income Tax Benefit [Line Items] | |||
Change in valuation allowance | 985 | (5,199) | 18,777 |
Foreign Tax Authority | |||
Income Tax Benefit [Line Items] | |||
Change in valuation allowance | 1,940 | (11,239) | (10,864) |
Foreign attribute - write-off | $ 0 | $ 0 | $ 9,261 |
Income Taxes - Components of th
Income Taxes - Components of the Company's Deferred Income Tax Assets and Liabilities (Detail) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Deferred income tax assets: | ||
Net operating loss carry-forward | $ 15,806 | $ 39,765 |
Credit carry-forward | 37,373 | 33,526 |
Interest expense limitation carry-forward | 28,131 | 14,711 |
Deferred compensation | 134 | 179 |
Deferred revenue | 0 | 3,752 |
Other reserves | 0 | 2,549 |
Stock-based compensation | 7,891 | 11,673 |
Operating lease | 23,812 | |
Other, net | 0 | 977 |
Total deferred income tax assets | 113,147 | 107,132 |
Deferred income tax liabilities: | ||
Purchased intangible assets | (11,049) | (29,855) |
Goodwill | (43,075) | (35,400) |
Property and equipment | (12,000) | (11,183) |
Operating lease | (21,729) | |
Deferred revenue | (553) | 0 |
Other reserves | (736) | 0 |
Other | (962) | 0 |
Total deferred income tax liabilities | (90,104) | (76,438) |
Valuation allowance | (50,076) | (47,151) |
Net deferred income tax liabilities | $ (27,033) | $ (16,457) |
Income Taxes - Tax Attributes A
Income Taxes - Tax Attributes Available For Carry Forward (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Operating Loss Carryforwards [Line Items] | ||
Operating loss carry-forwards | $ 123,600 | |
Tax credit carry-forward | 37,373 | $ 33,526 |
Total tax attributes available | 164,300 | |
Federal | ||
Operating Loss Carryforwards [Line Items] | ||
Operating loss carry-forwards | 26,900 | |
State | ||
Operating Loss Carryforwards [Line Items] | ||
Operating loss carry-forwards | 78,000 | |
China | ||
Operating Loss Carryforwards [Line Items] | ||
Operating loss carry-forwards | 900 | |
Brazil | ||
Operating Loss Carryforwards [Line Items] | ||
Operating loss carry-forwards | 4,400 | |
Netherlands | ||
Operating Loss Carryforwards [Line Items] | ||
Operating loss carry-forwards | 12,400 | |
India | ||
Operating Loss Carryforwards [Line Items] | ||
Operating loss carry-forwards | 600 | |
Singapore | ||
Operating Loss Carryforwards [Line Items] | ||
Operating loss carry-forwards | 400 | |
Research Tax Credit Carryforward | ||
Operating Loss Carryforwards [Line Items] | ||
Tax credit carry-forward | 40,700 | |
Research Tax Credit Carryforward | Federal | ||
Operating Loss Carryforwards [Line Items] | ||
Tax credit carry-forward | 25,200 | |
Research Tax Credit Carryforward | State | ||
Operating Loss Carryforwards [Line Items] | ||
Tax credit carry-forward | $ 15,500 |
Income Taxes Unrecognized Tax B
Income Taxes Unrecognized Tax Benefits Rollforward (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward] | |||
Unrecognized tax benefits at the beginning of the year | $ 4,381 | $ 1,129 | $ 0 |
Additions for tax positions of prior years | 493 | 887 | 734 |
Reductions for tax positions of prior years | (1,057) | 0 | 0 |
Additions for tax positions of current year | 881 | 2,365 | 395 |
Statute of limitation | (7) | 0 | 0 |
Unrecognized tax benefits at the end of the year | $ 4,691 | $ 4,381 | $ 1,129 |
Severance and Other Exit Cost_2
Severance and Other Exit Costs - Additional Information (Detail) | 1 Months Ended | 11 Months Ended | 12 Months Ended | ||
Jan. 31, 2019position | Jan. 31, 2018position | Jan. 31, 2017position | Dec. 31, 2018USD ($)position | Dec. 31, 2019USD ($)position | |
Employee Severance | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Severance costs incurred | $ 785,000 | ||||
Severance costs paid | (1,134,000) | ||||
Restructuring reserve | $ 393,000 | 44,000 | |||
Facility closing | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Severance costs paid | (1,836,000) | ||||
Facilities charge | 1,207,000 | ||||
Restructuring reserve | $ 4,100,000 | 2,369,000 | |||
2019 Restructuring Plan | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Number of positions eliminated | position | 40 | ||||
Severance costs incurred | 800,000 | ||||
2019 Restructuring Plan | Employee Severance | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Severance costs paid | (800,000) | ||||
Restructuring reserve | 0 | ||||
2019 Restructuring Plan | Facility closing | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Severance costs paid | (200,000) | ||||
Facilities charge | 1,400,000 | ||||
Restructuring reserve | 1,200,000 | ||||
2018 Restructuring Plan | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Number of positions eliminated | position | 71 | 95 | |||
Severance costs incurred | 0 | ||||
2018 Restructuring Plan | Employee Severance | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Severance costs paid | (200,000) | ||||
Restructuring reserve | 0 | ||||
2018 Restructuring Plan | Facility closing | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Severance costs paid | (100,000) | ||||
Facilities charge | (200,000) | ||||
Restructuring reserve | 100,000 | ||||
2017 Restructuring Plan | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Number of positions eliminated | position | 660 | ||||
Severance costs incurred | 0 | ||||
2017 Restructuring Plan | Employee Severance | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Severance costs paid | (200,000) | ||||
Restructuring reserve | 0 | ||||
2017 Restructuring Plan | Facility closing | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring reserve | $ 0 | ||||
2016 Restructuring Plan | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Number of positions eliminated | position | 265 | ||||
2016 Restructuring Plan | Employee Severance | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring and related cost, expected cost remaining | $ 0 | ||||
2016 Restructuring Plan | Facility closing | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Severance costs paid | (1,500,000) | ||||
Facilities charge | (200,000) | ||||
Restructuring reserve | $ 1,000,000 | ||||
Constant Contact, Inc. | 2017 Restructuring Plan | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Number of positions eliminated | position | 50 |
Severance and Other Exit Cost_3
Severance and Other Exit Costs - Summary of Activity Related to Company's Exit Costs Accrual (Detail) $ in Thousands | 12 Months Ended |
Dec. 31, 2019USD ($) | |
Employee Severance | |
Restructuring Reserve [Roll Forward] | |
Beginning balance | $ 393 |
Severance charges | 785 |
Cash paid | (1,134) |
Ending balance | 44 |
Facility closing | |
Restructuring Reserve [Roll Forward] | |
Beginning balance | 4,100 |
Facility charges | 1,207 |
Sublease income | 315 |
Cash paid | (1,836) |
Ending balance | 2,369 |
Accounting Standards Update 2016-02 | Facility closing | |
Restructuring Reserve [Roll Forward] | |
Adjustment for adoption of ASC 842 | $ (1,417) |
Severance and Other Exit Cost_4
Severance and Other Exit Costs - Summary of Severance Costs (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Restructuring Cost and Reserve [Line Items] | |||
Severance costs incurred | $ 1,992 | $ 3,368 | $ 15,810 |
Cost of revenue | |||
Restructuring Cost and Reserve [Line Items] | |||
Severance costs incurred | 1,424 | 1,385 | 4,100 |
Sales and marketing | |||
Restructuring Cost and Reserve [Line Items] | |||
Severance costs incurred | 239 | 110 | 3,586 |
Engineering and development | |||
Restructuring Cost and Reserve [Line Items] | |||
Severance costs incurred | 445 | 348 | 1,469 |
General and administrative | |||
Restructuring Cost and Reserve [Line Items] | |||
Severance costs incurred | $ (116) | $ 1,525 | $ 6,655 |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Detail) | Aug. 07, 2015defendant | May 04, 2015USD ($) | Dec. 31, 2019USD ($) | Dec. 31, 2018USD ($) | Dec. 31, 2017USD ($) |
Loss Contingencies [Line Items] | |||||
Total net rent expense | $ 20,800,000 | $ 22,100,000 | |||
Total net rent expense | $ 20,400,000 | ||||
Total sublease income | 1,000,000 | $ 500,000 | |||
Total sublease income | $ 1,400,000 | ||||
Machado | |||||
Loss Contingencies [Line Items] | |||||
Disclosure of customer payment threshold | $ 500 | ||||
Loss contingency accrual | 5,800,000 | ||||
McGee vs Constant Contact | |||||
Loss Contingencies [Line Items] | |||||
Loss contingency accrual | $ 1,500,000 | ||||
Constant Contact, Inc. | McGee vs Constant Contact | |||||
Loss Contingencies [Line Items] | |||||
Number of defendants | defendant | 2 |
Employee Benefit Plans (Details
Employee Benefit Plans (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Defined Contribution Plan Disclosure [Line Items] | |||
Maximum annual contributions per employee (in usd) | $ 19 | ||
Employers matching contribution, annual vesting percentage | 100.00% | ||
Cost recognized | $ 7,300 | $ 5,900 | $ 6,300 |
Defined Contribution Plan, Tranche One | |||
Defined Contribution Plan Disclosure [Line Items] | |||
Employer matching contribution, percent of match | 100.00% | ||
Employer matching contribution, percent of employees' gross pay | 3.00% | ||
Defined Contribution Plan, Tranche Two | |||
Defined Contribution Plan Disclosure [Line Items] | |||
Employer matching contribution, percent of match | 50.00% | ||
Employer matching contribution, percent of employees' gross pay | 2.00% |
Related Party Transactions - Ad
Related Party Transactions - Additional Information (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Related Party Transaction [Line Items] | ||
Prepaid expenses and other current assets | $ 30,693 | $ 35,090 |
Amount included in accounts receivable | 10,224 | $ 12,205 |
Former Chief Executive Officer | ||
Related Party Transaction [Line Items] | ||
Common stock outstanding ownership percentage | 5.00% | |
Immediate Family Member of Management or Principal Owner | ||
Related Party Transaction [Line Items] | ||
Amount included in accounts payable and accrued expense | $ 2,400 | |
Chief Executive Officer and a Director | ||
Related Party Transaction [Line Items] | ||
Amount included in accounts payable and accrued expense | 400 | 600 |
Prepaid expenses and other current assets | 0 | 200 |
Amount included in accounts receivable | 300 | 900 |
Loan Lending Commitment Arrangement Fees | Goldman Sachs Lending Partners LLC | ||
Related Party Transaction [Line Items] | ||
Related party transaction amount | $ 300 | 500 |
Expense Reimbursement | Goldman Sachs Lending Partners LLC | ||
Related Party Transaction [Line Items] | ||
Related party transaction amount | $ 0 | |
Maximum | Former Chief Executive Officer | ||
Related Party Transaction [Line Items] | ||
Common stock outstanding ownership percentage | 5.00% |
Related Party Transactions - Su
Related Party Transactions - Summary of Related Party Transactions (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Related Party Transaction [Line Items] | |||||||||||
Revenue | $ (277,198) | $ (277,193) | $ (278,204) | $ (280,683) | $ (282,395) | $ (283,770) | $ (287,770) | $ (291,356) | $ (1,113,278) | $ (1,145,291) | $ (1,176,867) |
Sales and marketing | 258,019 | 265,424 | 277,460 | ||||||||
Engineering and development | 106,377 | 87,980 | 78,772 | ||||||||
General and administrative | 117,967 | 124,204 | 163,972 | ||||||||
Immediate Family Member of Management or Principal Owner | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Cost of revenue | 0 | 14,255 | 12,100 | ||||||||
Sales and marketing | 0 | 755 | 1,200 | ||||||||
Engineering and development | 0 | 1,260 | 1,300 | ||||||||
General and administrative | 0 | 115 | 200 | ||||||||
Total related party transaction expense, net | 0 | 16,385 | 14,800 | ||||||||
Chief Executive Officer and a Director | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Revenue | (5,220) | (5,450) | (4,250) | ||||||||
Revenue (contra) | 6,410 | 7,965 | 7,850 | ||||||||
Total related party transaction impact to revenue | 1,190 | 2,515 | 3,600 | ||||||||
Cost of revenue | 590 | 640 | 675 | ||||||||
Total related party transaction expense, net | $ 1,780 | $ 3,155 | $ 4,275 |
Segment Information (Details)
Segment Information (Details) | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2019USD ($) | Sep. 30, 2019USD ($) | Jun. 30, 2019USD ($) | Mar. 31, 2019USD ($) | Dec. 31, 2018USD ($) | Sep. 30, 2018USD ($) | Jun. 30, 2018USD ($) | Mar. 31, 2018USD ($) | Dec. 31, 2019USD ($)segment | Dec. 31, 2018USD ($) | Dec. 31, 2017USD ($) | |
Segment Reporting Information [Line Items] | |||||||||||
Number of reportable segments | segment | 3 | ||||||||||
Revenue | $ 277,198,000 | $ 277,193,000 | $ 278,204,000 | $ 280,683,000 | $ 282,395,000 | $ 283,770,000 | $ 287,770,000 | $ 291,356,000 | $ 1,113,278,000 | $ 1,145,291,000 | $ 1,176,867,000 |
Gross profit | 151,098,000 | $ 156,438,000 | $ 138,617,000 | $ 156,829,000 | $ 155,255,000 | $ 154,825,000 | $ 157,024,000 | $ 157,450,000 | 602,982,000 | 624,554,000 | 572,937,000 |
Net (loss) income | (12,347,000) | 4,534,000 | (99,784,000) | ||||||||
Interest expense, net | 143,454,000 | 148,391,000 | 156,406,000 | ||||||||
Income tax (benefit) expense | 17,879,000 | (6,246,000) | (17,281,000) | ||||||||
Depreciation | 44,951,000 | 48,207,000 | 55,185,000 | ||||||||
Amortization of other intangible assets | 85,183,000 | 103,148,000 | 140,354,000 | ||||||||
Stock-based compensation | 35,692,000 | 29,064,000 | 60,001,000 | ||||||||
Restructuring expenses | 1,992,000 | 3,368,000 | 15,810,000 | ||||||||
Transaction costs | 0 | 0 | 773,000 | ||||||||
Gain on sale of business | (40,700,000) | 0 | 0 | ||||||||
(Gain) loss of unconsolidated entities | 0 | 267,000 | (110,000) | ||||||||
Impairment of goodwill and other long-lived assets | 37,540,000 | 0 | 31,460,000 | ||||||||
SEC investigations reserve | 0 | 0 | 8,000,000 | ||||||||
Shareholder litigations reserve | 0 | 7,325,000 | 0 | ||||||||
Adjusted EBITDA | 313,644,000 | 338,058,000 | 350,814,000 | ||||||||
Intercompany revenue | 9,800,000 | 10,000,000 | 10,300,000 | ||||||||
Loss on extinguishment of debt, before write off of debt issuance cost | 1,200,000 | 6,500,000 | |||||||||
Impairment of goodwill | 12,333,000 | 0 | 12,129,000 | ||||||||
Web presence | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Revenue | 576,704,000 | 605,315,000 | 641,993,000 | ||||||||
Gross profit | 293,679,000 | 297,590,000 | 305,588,000 | ||||||||
Net (loss) income | (44,886,000) | (22,534,000) | (64,962,000) | ||||||||
Interest expense, net | 66,779,000 | 70,956,000 | 67,491,000 | ||||||||
Income tax (benefit) expense | 9,261,000 | (4,961,000) | 4,063,000 | ||||||||
Depreciation | 32,344,000 | 32,915,000 | 37,634,000 | ||||||||
Amortization of other intangible assets | 36,906,000 | 47,020,000 | 60,277,000 | ||||||||
Stock-based compensation | 19,086,000 | 16,000,000 | 46,641,000 | ||||||||
Restructuring expenses | 752,000 | 2,135,000 | 9,131,000 | ||||||||
Transaction costs | 0 | 0 | 0 | ||||||||
Gain on sale of business | 0 | ||||||||||
(Gain) loss of unconsolidated entities | 0 | 267,000 | (110,000) | ||||||||
Impairment of goodwill and other long-lived assets | 0 | 600,000 | |||||||||
SEC investigations reserve | 0 | 0 | 4,323,000 | ||||||||
Shareholder litigations reserve | 0 | 4,780,000 | 0 | ||||||||
Adjusted EBITDA | 132,575,000 | 146,578,000 | 165,088,000 | ||||||||
Impairment of goodwill | 12,333,000 | ||||||||||
Email marketing | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Revenue | 410,672,000 | 410,052,000 | 401,250,000 | ||||||||
Gross profit | 295,068,000 | 288,023,000 | 254,941,000 | ||||||||
Net (loss) income | 67,412,000 | 38,628,000 | (10,615,000) | ||||||||
Interest expense, net | 72,826,000 | 68,317,000 | 86,914,000 | ||||||||
Income tax (benefit) expense | 6,600,000 | 115,000 | 5,152,000 | ||||||||
Depreciation | 9,027,000 | 11,497,000 | 13,912,000 | ||||||||
Amortization of other intangible assets | 45,876,000 | 53,100,000 | 74,467,000 | ||||||||
Stock-based compensation | 12,307,000 | 9,638,000 | 6,934,000 | ||||||||
Restructuring expenses | 1,207,000 | 589,000 | 5,581,000 | ||||||||
Transaction costs | 0 | 0 | 773,000 | ||||||||
Gain on sale of business | (40,700,000) | ||||||||||
(Gain) loss of unconsolidated entities | 0 | 0 | 0 | ||||||||
Impairment of goodwill and other long-lived assets | 0 | 0 | 0 | ||||||||
SEC investigations reserve | 0 | 0 | 2,751,000 | ||||||||
Shareholder litigations reserve | 0 | 1,500,000 | 0 | ||||||||
Adjusted EBITDA | 174,555,000 | 183,384,000 | 185,869,000 | ||||||||
Impairment of goodwill | 0 | ||||||||||
Domain | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Revenue | 125,902,000 | 129,924,000 | 133,624,000 | ||||||||
Gross profit | 14,235,000 | 38,941,000 | 12,408,000 | ||||||||
Net (loss) income | (34,873,000) | (11,560,000) | (24,207,000) | ||||||||
Interest expense, net | 3,849,000 | 9,118,000 | 2,001,000 | ||||||||
Income tax (benefit) expense | 2,018,000 | (1,400,000) | (26,496,000) | ||||||||
Depreciation | 3,580,000 | 3,795,000 | 3,639,000 | ||||||||
Amortization of other intangible assets | 2,401,000 | 3,028,000 | 5,610,000 | ||||||||
Stock-based compensation | 4,299,000 | 3,426,000 | 6,426,000 | ||||||||
Restructuring expenses | 33,000 | 644,000 | 1,098,000 | ||||||||
Transaction costs | 0 | 0 | 0 | ||||||||
Gain on sale of business | 0 | ||||||||||
(Gain) loss of unconsolidated entities | 0 | 0 | 0 | ||||||||
Impairment of goodwill and other long-lived assets | 25,207,000 | 0 | 30,860,000 | ||||||||
SEC investigations reserve | 0 | 0 | 926,000 | ||||||||
Shareholder litigations reserve | 0 | 1,045,000 | 0 | ||||||||
Adjusted EBITDA | 6,514,000 | $ 8,096,000 | (143,000) | ||||||||
Impairment of goodwill | 0 | 12,100,000 | |||||||||
Domain Name Intangible Assets | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Impairment of intangible assets, finite-lived | 13,800,000 | ||||||||||
Impairment of goodwill | $ 12,300,000 | $ 12,333,000 | |||||||||
Developed technology and customer relationships | Directi And Buy Domains | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Impairment of intangible assets, finite-lived | 4,900,000 | ||||||||||
Debt investment | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Impairment losses on investments | $ 600,000 |
Geographic and Other Informat_3
Geographic and Other Information - Revenues Classified by Major Geographical Areas (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Segment Reporting Information [Line Items] | |||||||||||
Revenue | $ 277,198 | $ 277,193 | $ 278,204 | $ 280,683 | $ 282,395 | $ 283,770 | $ 287,770 | $ 291,356 | $ 1,113,278 | $ 1,145,291 | $ 1,176,867 |
United States | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Revenue | 812,870 | 833,864 | 845,305 | ||||||||
International | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Revenue | $ 300,408 | $ 311,427 | $ 331,562 |
Geographic and Other Informat_4
Geographic and Other Information - Schedule of Tangible Long-Lived Assets (Detail) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Geographic Information [Line Items] | ||
Long lived assets | $ 85,925 | $ 92,275 |
United States | ||
Geographic Information [Line Items] | ||
Long lived assets | 80,967 | 87,301 |
International | ||
Geographic Information [Line Items] | ||
Long lived assets | $ 4,958 | $ 4,974 |
Geographic and Other Informat_5
Geographic and Other Information - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Disaggregation of Revenue [Line Items] | |||||||||||
Revenue | $ 277,198 | $ 277,193 | $ 278,204 | $ 280,683 | $ 282,395 | $ 283,770 | $ 287,770 | $ 291,356 | $ 1,113,278 | $ 1,145,291 | $ 1,176,867 |
Non-subscription Revenue | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenue | $ 31,500 | $ 35,100 | $ 39,400 | ||||||||
Percentage of revenue | 3.00% | 3.00% | 3.00% |
Quarterly Financial Data - Sche
Quarterly Financial Data - Schedule of Condensed Income Statement (Detail) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Quarterly Financial Information Disclosure [Abstract] | |||||||||||
Revenue | $ 277,198 | $ 277,193 | $ 278,204 | $ 280,683 | $ 282,395 | $ 283,770 | $ 287,770 | $ 291,356 | $ 1,113,278 | $ 1,145,291 | $ 1,176,867 |
Gross profit | 151,098 | 156,438 | 138,617 | 156,829 | 155,255 | 154,825 | 157,024 | 157,450 | 602,982 | 624,554 | 572,937 |
Income from operations | 58,448 | 38,729 | 16,655 | 35,154 | 35,151 | 42,618 | 37,775 | 31,402 | 148,986 | 146,946 | 39,831 |
Net (loss) income attributable to Endurance International Group Holdings, Inc. | $ 9,553 | $ 7,816 | $ (26,228) | $ (3,488) | $ 12,770 | $ (6,335) | $ 627 | $ (2,528) | $ (12,347) | $ 4,534 | $ (107,308) |
Net (loss) income per share attributable to Endurance International Group Holdings, Inc. - basic earnings per share (in usd per share) | $ 0.07 | $ 0.05 | $ (0.18) | $ (0.02) | $ 0.09 | $ (0.04) | $ 0 | $ (0.02) | $ (0.09) | $ 0.03 | $ (0.78) |
Net (loss) income per share attributable to Endurance International Group Holdings, Inc. - diluted earnings per share (in usd per share) | $ 0.07 | $ 0.05 | $ (0.18) | $ (0.02) | $ 0.09 | $ (0.04) | $ 0 | $ (0.02) | $ (0.09) | $ 0.03 | $ (0.78) |
Quarterly Financial Data - (Det
Quarterly Financial Data - (Details) - USD ($) | 3 Months Ended | 12 Months Ended | |||
Dec. 31, 2019 | Jun. 30, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Impairment of long lived assets | $ 17,900,000 | $ 25,207,000 | $ 0 | $ 18,731,000 | |
Gain on sale of business | (40,700,000) | 0 | 0 | ||
Impairment of goodwill | 12,333,000 | 0 | 12,129,000 | ||
Impairment of intangible assets | $ 7,300,000 | $ 17,900,000 | 25,200,000 | $ 0 | |
Disposal Group, Disposed of by Sale, Not Discontinued Operations | SinglePlatform | |||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Gain on sale of business | (40,700,000) | ||||
Domain Name Intangible Assets | |||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Impairment of long lived assets | $ 13,800,000 | ||||
Impairment of goodwill | $ 12,300,000 | $ 12,333,000 |
Supplemental Guarantor Financ_3
Supplemental Guarantor Financial Information (Details) - Notes - USD ($) | Jan. 30, 2017 | Feb. 29, 2016 |
Guarantor Obligations [Line Items] | ||
Senior notes | $ 350,000,000 | $ 350,000,000 |
Interest rate | 10.875% |
Supplemental Guarantor Financ_4
Supplemental Guarantor Financial Information - Condensed Consolidated Balance Sheets (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 |
Current assets: | |||
Cash and cash equivalents | $ 111,265 | $ 88,644 | |
Restricted cash | 1,732 | 1,932 | |
Accounts receivable | 10,224 | 12,205 | |
Prepaid domain name registry fees | 55,237 | 56,779 | |
Prepaid commissions | 38,435 | 41,458 | |
Prepaid expenses and other current assets | 30,693 | 35,090 | |
Total current assets | 247,586 | 236,108 | |
Intercompany receivables, net | 0 | 0 | |
Property and equipment—net | 85,925 | 92,275 | |
Operating lease right-of-use assets | 90,519 | ||
Goodwill | 1,835,310 | 1,849,065 | $ 1,850,582 |
Other intangible assets—net | 245,002 | 352,516 | |
Investment in subsidiaries | 0 | 0 | |
Prepaid commissions, net of current portion | 48,780 | 42,472 | |
Prepaid commissions, net of current portion | 30,964 | 34,071 | |
Total assets | 2,584,086 | 2,606,507 | |
Current liabilities: | |||
Accounts payable | 10,054 | 12,449 | |
Accrued expenses and other current liabilities | 90,410 | 110,183 | |
Deferred revenue | 369,475 | 371,758 | |
Operating lease liabilities—short term | 21,193 | ||
Current portion of notes payable | 31,606 | 31,606 | |
Current portion of financed equipment | 8,379 | ||
Current portion of financed equipment | 790 | ||
Deferred consideration, short-term | 2,201 | 2,425 | |
Total current liabilities | 525,729 | 536,800 | |
Long-term deferred revenue | 99,652 | 96,140 | |
Operating lease liabilities—long term | 78,151 | ||
Notes payable | 1,649,867 | 1,770,055 | |
Financed equipment—long term | 0 | ||
Financed equipment—long term | 0 | ||
Deferred consideration | 0 | 1,364 | |
Other long-term liabilities | 33,733 | 27,694 | |
Total liabilities | 2,387,132 | 2,432,053 | |
Equity | 196,954 | 174,454 | |
Total liabilities and stockholders’ equity | 2,584,086 | 2,606,507 | |
Eliminations | |||
Current assets: | |||
Cash and cash equivalents | 0 | 0 | |
Restricted cash | 0 | 0 | |
Accounts receivable | 0 | 0 | |
Prepaid domain name registry fees | 0 | 0 | |
Prepaid commissions | 0 | 0 | |
Prepaid expenses and other current assets | 0 | 0 | |
Total current assets | 0 | 0 | |
Intercompany receivables, net | 0 | 0 | |
Property and equipment—net | 0 | 0 | |
Operating lease right-of-use assets | 0 | ||
Goodwill | 0 | 0 | |
Other intangible assets—net | 0 | 0 | |
Investment in subsidiaries | (1,918,522) | (1,756,843) | |
Prepaid commissions, net of current portion | 0 | 0 | |
Prepaid commissions, net of current portion | 0 | 0 | |
Total assets | (1,918,522) | (1,756,843) | |
Current liabilities: | |||
Accounts payable | 0 | 0 | |
Accrued expenses and other current liabilities | 0 | 0 | |
Deferred revenue | 0 | 0 | |
Current portion of notes payable | 0 | 0 | |
Current portion of financed equipment | 0 | ||
Current portion of financed equipment | 0 | ||
Deferred consideration, short-term | 0 | 0 | |
Total current liabilities | 0 | 0 | |
Long-term deferred revenue | 0 | 0 | |
Operating lease liabilities—long term | 0 | ||
Notes payable | 0 | 0 | |
Financed equipment—long term | 0 | ||
Financed equipment—long term | 0 | ||
Deferred consideration | 0 | 0 | |
Other long-term liabilities | 0 | 0 | |
Total liabilities | 0 | 0 | |
Equity | (1,918,522) | (1,756,843) | |
Total liabilities and stockholders’ equity | (1,918,522) | (1,756,843) | |
Parent | Reportable Legal Entities | |||
Current assets: | |||
Cash and cash equivalents | 195 | 21 | |
Restricted cash | 0 | 0 | |
Accounts receivable | 0 | 0 | |
Prepaid domain name registry fees | 0 | 0 | |
Prepaid commissions | 0 | 0 | |
Prepaid expenses and other current assets | 0 | 0 | |
Total current assets | 195 | 21 | |
Intercompany receivables, net | 32,845 | 34,595 | |
Property and equipment—net | 0 | 0 | |
Operating lease right-of-use assets | 0 | ||
Goodwill | 0 | 0 | |
Other intangible assets—net | 0 | 0 | |
Investment in subsidiaries | 163,934 | 139,838 | |
Prepaid commissions, net of current portion | 0 | 0 | |
Prepaid commissions, net of current portion | 0 | 0 | |
Total assets | 196,974 | 174,454 | |
Current liabilities: | |||
Accounts payable | 0 | 0 | |
Accrued expenses and other current liabilities | 20 | 0 | |
Deferred revenue | 0 | 0 | |
Operating lease liabilities—short term | 0 | ||
Current portion of notes payable | 0 | 0 | |
Current portion of financed equipment | 0 | ||
Current portion of financed equipment | 0 | ||
Deferred consideration, short-term | 0 | 0 | |
Total current liabilities | 20 | 0 | |
Long-term deferred revenue | 0 | 0 | |
Operating lease liabilities—long term | 0 | ||
Notes payable | 0 | 0 | |
Financed equipment—long term | 0 | ||
Financed equipment—long term | 0 | ||
Deferred consideration | 0 | 0 | |
Other long-term liabilities | 0 | 0 | |
Total liabilities | 20 | 0 | |
Equity | 196,954 | 174,454 | |
Total liabilities and stockholders’ equity | 196,974 | 174,454 | |
Issuer | Reportable Legal Entities | |||
Current assets: | |||
Cash and cash equivalents | 1 | 2 | |
Restricted cash | 0 | 0 | |
Accounts receivable | 0 | 0 | |
Prepaid domain name registry fees | 0 | 0 | |
Prepaid commissions | 0 | 0 | |
Prepaid expenses and other current assets | 90 | 422 | |
Total current assets | 91 | 424 | |
Intercompany receivables, net | 172,807 | 401,342 | |
Property and equipment—net | 0 | 0 | |
Operating lease right-of-use assets | 0 | ||
Goodwill | 0 | 0 | |
Other intangible assets—net | 0 | 0 | |
Investment in subsidiaries | 1,693,565 | 1,559,256 | |
Prepaid commissions, net of current portion | 0 | 0 | |
Prepaid commissions, net of current portion | 1,784 | 5,239 | |
Total assets | 1,868,247 | 1,966,261 | |
Current liabilities: | |||
Accounts payable | 0 | 0 | |
Accrued expenses and other current liabilities | 23,554 | 25,373 | |
Deferred revenue | 0 | 0 | |
Operating lease liabilities—short term | 0 | ||
Current portion of notes payable | 31,606 | 31,606 | |
Current portion of financed equipment | 0 | ||
Current portion of financed equipment | 0 | ||
Deferred consideration, short-term | 0 | 0 | |
Total current liabilities | 55,160 | 56,979 | |
Long-term deferred revenue | 0 | 0 | |
Operating lease liabilities—long term | 0 | ||
Notes payable | 1,649,867 | 1,770,055 | |
Financed equipment—long term | 0 | ||
Financed equipment—long term | 0 | ||
Deferred consideration | 0 | 0 | |
Other long-term liabilities | (714) | (612) | |
Total liabilities | 1,704,313 | 1,826,422 | |
Equity | 163,934 | 139,839 | |
Total liabilities and stockholders’ equity | 1,868,247 | 1,966,261 | |
Guarantor Subsidiaries | Reportable Legal Entities | |||
Current assets: | |||
Cash and cash equivalents | 80,642 | 62,495 | |
Restricted cash | 1,732 | 1,932 | |
Accounts receivable | 8,762 | 11,219 | |
Prepaid domain name registry fees | 48,943 | 50,325 | |
Prepaid commissions | 37,910 | 40,804 | |
Prepaid expenses and other current assets | 26,847 | 31,425 | |
Total current assets | 204,836 | 198,200 | |
Intercompany receivables, net | (87,398) | (323,200) | |
Property and equipment—net | 72,751 | 79,091 | |
Operating lease right-of-use assets | 86,111 | ||
Goodwill | 1,677,587 | 1,695,451 | |
Other intangible assets—net | 243,994 | 351,920 | |
Investment in subsidiaries | 61,023 | 57,749 | |
Prepaid commissions, net of current portion | 48,289 | 41,746 | |
Prepaid commissions, net of current portion | 27,215 | 27,463 | |
Total assets | 2,334,408 | 2,128,420 | |
Current liabilities: | |||
Accounts payable | 9,474 | 12,015 | |
Accrued expenses and other current liabilities | 59,695 | 77,316 | |
Deferred revenue | 345,116 | 347,703 | |
Operating lease liabilities—short term | 18,513 | ||
Current portion of notes payable | 0 | 0 | |
Current portion of financed equipment | 8,379 | ||
Current portion of financed equipment | 790 | ||
Deferred consideration, short-term | 2,201 | 2,425 | |
Total current liabilities | 435,789 | 447,838 | |
Long-term deferred revenue | 94,471 | 91,615 | |
Operating lease liabilities—long term | 76,166 | ||
Notes payable | 0 | 0 | |
Financed equipment—long term | 0 | ||
Financed equipment—long term | 0 | ||
Deferred consideration | 0 | 1,364 | |
Other long-term liabilities | 34,417 | 28,349 | |
Total liabilities | 640,843 | 569,166 | |
Equity | 1,693,565 | 1,559,254 | |
Total liabilities and stockholders’ equity | 2,334,408 | 2,128,420 | |
Non-Guarantor Subsidiaries | Reportable Legal Entities | |||
Current assets: | |||
Cash and cash equivalents | 30,427 | 26,126 | |
Restricted cash | 0 | 0 | |
Accounts receivable | 1,462 | 986 | |
Prepaid domain name registry fees | 6,294 | 6,454 | |
Prepaid commissions | 525 | 654 | |
Prepaid expenses and other current assets | 3,756 | 3,243 | |
Total current assets | 42,464 | 37,463 | |
Intercompany receivables, net | (118,254) | (112,737) | |
Property and equipment—net | 13,174 | 13,184 | |
Operating lease right-of-use assets | 4,408 | ||
Goodwill | 157,723 | 153,614 | |
Other intangible assets—net | 1,008 | 596 | |
Investment in subsidiaries | 0 | 0 | |
Prepaid commissions, net of current portion | 491 | 726 | |
Prepaid commissions, net of current portion | 1,965 | 1,369 | |
Total assets | 102,979 | 94,215 | |
Current liabilities: | |||
Accounts payable | 580 | 434 | |
Accrued expenses and other current liabilities | 7,141 | 7,494 | |
Deferred revenue | 24,359 | 24,055 | |
Operating lease liabilities—short term | 2,680 | ||
Current portion of notes payable | 0 | 0 | |
Current portion of financed equipment | 0 | ||
Current portion of financed equipment | 0 | ||
Deferred consideration, short-term | 0 | 0 | |
Total current liabilities | 34,760 | 31,983 | |
Long-term deferred revenue | 5,181 | 4,525 | |
Operating lease liabilities—long term | 1,985 | ||
Notes payable | 0 | 0 | |
Financed equipment—long term | 0 | ||
Financed equipment—long term | 0 | ||
Deferred consideration | 0 | 0 | |
Other long-term liabilities | 30 | (43) | |
Total liabilities | 41,956 | 36,465 | |
Equity | 61,023 | 57,750 | |
Total liabilities and stockholders’ equity | $ 102,979 | $ 94,215 |
Supplemental Guarantor Financ_5
Supplemental Guarantor Financial Information Consolidated Statements of Operations and Comprehensive Income (Loss) (Details) - USD ($) | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Income Statement [Abstract] | |||||||||||
Revenue | $ 277,198,000 | $ 277,193,000 | $ 278,204,000 | $ 280,683,000 | $ 282,395,000 | $ 283,770,000 | $ 287,770,000 | $ 291,356,000 | $ 1,113,278,000 | $ 1,145,291,000 | $ 1,176,867,000 |
Cost of revenue | 510,296,000 | 520,737,000 | 603,930,000 | ||||||||
Gross profit | 151,098,000 | 156,438,000 | 138,617,000 | 156,829,000 | 155,255,000 | 154,825,000 | 157,024,000 | 157,450,000 | 602,982,000 | 624,554,000 | 572,937,000 |
Operating expense: | |||||||||||
Sales and marketing | 258,019,000 | 265,424,000 | 277,460,000 | ||||||||
Engineering and development | 106,377,000 | 87,980,000 | 78,772,000 | ||||||||
General and administrative | 117,967,000 | 124,204,000 | 163,972,000 | ||||||||
Gain on sale of business | (40,700,000) | 0 | 0 | ||||||||
Transaction expenses | 0 | 0 | 773,000 | ||||||||
Impairment of goodwill | 12,333,000 | 0 | 12,129,000 | ||||||||
Total operating expense | 453,996,000 | 477,608,000 | 533,106,000 | ||||||||
Income from operations | 58,448,000 | 38,729,000 | 16,655,000 | 35,154,000 | 35,151,000 | 42,618,000 | 37,775,000 | 31,402,000 | 148,986,000 | 146,946,000 | 39,831,000 |
Total other expense (income)—net | 143,454,000 | 148,391,000 | 157,006,000 | ||||||||
(Loss) income before income taxes and equity earnings of unconsolidated entities | 5,532,000 | (1,445,000) | (117,175,000) | ||||||||
Income tax (benefit) expense | 17,879,000 | (6,246,000) | (17,281,000) | ||||||||
(Loss) income before equity earnings of unconsolidated entities | (12,347,000) | 4,801,000 | (99,894,000) | ||||||||
Equity (income) loss of unconsolidated entities, net of tax | 0 | 267,000 | (110,000) | ||||||||
Net (loss) income | (12,347,000) | 4,534,000 | (99,784,000) | ||||||||
Net income (loss) attributable to non-controlling interest | 0 | 0 | 7,524,000 | ||||||||
Net (loss) income attributable to Endurance International Group Holdings, Inc. | $ 9,553,000 | $ 7,816,000 | $ (26,228,000) | $ (3,488,000) | $ 12,770,000 | $ (6,335,000) | $ 627,000 | $ (2,528,000) | (12,347,000) | 4,534,000 | (107,308,000) |
Net income (loss) attributable to Endurance International Group Holdings, Inc. | |||||||||||
Foreign currency translation adjustments | (598,000) | (2,233,000) | 3,091,000 | ||||||||
Unrealized loss on cash flow hedge | (279,000) | (437,000) | 34,000 | ||||||||
Total comprehensive (loss) income | (13,224,000) | 1,864,000 | (104,183,000) | ||||||||
Eliminations | |||||||||||
Income Statement [Abstract] | |||||||||||
Revenue | (12,882,000) | (13,837,000) | (10,738,000) | ||||||||
Cost of revenue | (12,882,000) | (13,837,000) | (9,460,000) | ||||||||
Gross profit | 0 | 0 | (1,278,000) | ||||||||
Operating expense: | |||||||||||
Sales and marketing | 0 | 0 | (3,000) | ||||||||
Engineering and development | 0 | 0 | 0 | ||||||||
General and administrative | 0 | 0 | (628,000) | ||||||||
Gain on sale of business | 0 | ||||||||||
Transaction expenses | 0 | 0 | 0 | ||||||||
Impairment of goodwill | 0 | 0 | |||||||||
Total operating expense | 0 | 0 | (631,000) | ||||||||
Income from operations | 0 | 0 | (647,000) | ||||||||
Total other expense (income)—net | 0 | 0 | 0 | ||||||||
(Loss) income before income taxes and equity earnings of unconsolidated entities | 0 | 0 | (647,000) | ||||||||
Income tax (benefit) expense | 0 | 0 | 0 | ||||||||
(Loss) income before equity earnings of unconsolidated entities | 0 | 0 | (647,000) | ||||||||
Equity (income) loss of unconsolidated entities, net of tax | 82,747,000 | 166,518,000 | (114,762,000) | ||||||||
Net (loss) income | (82,747,000) | (166,518,000) | 114,115,000 | ||||||||
Net income (loss) attributable to non-controlling interest | 0 | 0 | 0 | ||||||||
Net (loss) income attributable to Endurance International Group Holdings, Inc. | (82,747,000) | (166,518,000) | 114,115,000 | ||||||||
Net income (loss) attributable to Endurance International Group Holdings, Inc. | |||||||||||
Foreign currency translation adjustments | 0 | 0 | 0 | ||||||||
Unrealized loss on cash flow hedge | 0 | 0 | 0 | ||||||||
Total comprehensive (loss) income | (82,747,000) | (166,518,000) | 114,115,000 | ||||||||
Parent | Reportable Legal Entities | |||||||||||
Income Statement [Abstract] | |||||||||||
Revenue | 0 | 0 | 0 | ||||||||
Cost of revenue | 0 | 0 | 0 | ||||||||
Gross profit | 0 | 0 | 0 | ||||||||
Operating expense: | |||||||||||
Sales and marketing | 0 | 0 | 0 | ||||||||
Engineering and development | 0 | 0 | 0 | ||||||||
General and administrative | 1,628,000 | (12,000) | 0 | ||||||||
Gain on sale of business | 0 | ||||||||||
Transaction expenses | 0 | 0 | 0 | ||||||||
Impairment of goodwill | 0 | 0 | |||||||||
Total operating expense | 1,628,000 | (12,000) | 0 | ||||||||
Income from operations | (1,628,000) | 12,000 | 0 | ||||||||
Total other expense (income)—net | 0 | 0 | 0 | ||||||||
(Loss) income before income taxes and equity earnings of unconsolidated entities | (1,628,000) | 12,000 | 0 | ||||||||
Income tax (benefit) expense | 0 | 0 | 0 | ||||||||
(Loss) income before equity earnings of unconsolidated entities | (1,628,000) | 12,000 | 0 | ||||||||
Equity (income) loss of unconsolidated entities, net of tax | 10,719,000 | (4,522,000) | 106,661,000 | ||||||||
Net (loss) income | (12,347,000) | 4,534,000 | (106,661,000) | ||||||||
Net income (loss) attributable to non-controlling interest | 0 | 0 | 0 | ||||||||
Net (loss) income attributable to Endurance International Group Holdings, Inc. | (12,347,000) | 4,534,000 | (106,661,000) | ||||||||
Net income (loss) attributable to Endurance International Group Holdings, Inc. | |||||||||||
Foreign currency translation adjustments | 0 | 0 | 0 | ||||||||
Unrealized loss on cash flow hedge | |||||||||||
Total comprehensive (loss) income | (12,347,000) | 4,534,000 | (106,661,000) | ||||||||
Issuer | Reportable Legal Entities | |||||||||||
Income Statement [Abstract] | |||||||||||
Revenue | 0 | 0 | 0 | ||||||||
Cost of revenue | 0 | 0 | 0 | ||||||||
Gross profit | 0 | 0 | 0 | ||||||||
Operating expense: | |||||||||||
Sales and marketing | 0 | 0 | 0 | ||||||||
Engineering and development | 0 | 0 | 0 | ||||||||
General and administrative | 238,000 | 225,000 | 207,000 | ||||||||
Gain on sale of business | 0 | ||||||||||
Transaction expenses | 0 | 0 | 0 | ||||||||
Impairment of goodwill | 0 | 0 | |||||||||
Total operating expense | 238,000 | 225,000 | 207,000 | ||||||||
Income from operations | (238,000) | (225,000) | (207,000) | ||||||||
Total other expense (income)—net | 144,034,000 | 148,411,000 | 156,144,000 | ||||||||
(Loss) income before income taxes and equity earnings of unconsolidated entities | (144,272,000) | (148,636,000) | (156,351,000) | ||||||||
Income tax (benefit) expense | (34,336,000) | (35,381,000) | (57,504,000) | ||||||||
(Loss) income before equity earnings of unconsolidated entities | (109,936,000) | (113,255,000) | (98,847,000) | ||||||||
Equity (income) loss of unconsolidated entities, net of tax | (99,216,000) | (117,778,000) | 7,814,000 | ||||||||
Net (loss) income | (10,720,000) | 4,523,000 | (106,661,000) | ||||||||
Net income (loss) attributable to non-controlling interest | 0 | 0 | 0 | ||||||||
Net (loss) income attributable to Endurance International Group Holdings, Inc. | (10,720,000) | 4,523,000 | (106,661,000) | ||||||||
Net income (loss) attributable to Endurance International Group Holdings, Inc. | |||||||||||
Foreign currency translation adjustments | 0 | 0 | 0 | ||||||||
Unrealized loss on cash flow hedge | (279,000) | (437,000) | 34,000 | ||||||||
Total comprehensive (loss) income | (10,999,000) | 4,086,000 | (106,627,000) | ||||||||
Guarantor Subsidiaries | Reportable Legal Entities | |||||||||||
Income Statement [Abstract] | |||||||||||
Revenue | 1,064,510,000 | 1,094,463,000 | 1,080,220,000 | ||||||||
Cost of revenue | 482,246,000 | 490,966,000 | 540,965,000 | ||||||||
Gross profit | 582,264,000 | 603,497,000 | 539,255,000 | ||||||||
Operating expense: | |||||||||||
Sales and marketing | 245,817,000 | 255,272,000 | 260,516,000 | ||||||||
Engineering and development | 96,778,000 | 80,095,000 | 66,113,000 | ||||||||
General and administrative | 113,983,000 | 168,560,000 | 159,251,000 | ||||||||
Gain on sale of business | (40,700,000) | ||||||||||
Transaction expenses | 0 | 0 | 773,000 | ||||||||
Impairment of goodwill | 12,333,000 | 0 | 12,129,000 | ||||||||
Total operating expense | 428,211,000 | 503,927,000 | 498,782,000 | ||||||||
Income from operations | 154,053,000 | 99,570,000 | 40,473,000 | ||||||||
Total other expense (income)—net | (18,000) | 506,000 | 1,336,000 | ||||||||
(Loss) income before income taxes and equity earnings of unconsolidated entities | 154,071,000 | 99,064,000 | 39,137,000 | ||||||||
Income tax (benefit) expense | 49,105,000 | 25,253,000 | 39,233,000 | ||||||||
(Loss) income before equity earnings of unconsolidated entities | 104,966,000 | 73,811,000 | (96,000) | ||||||||
Equity (income) loss of unconsolidated entities, net of tax | 5,750,000 | (43,967,000) | 194,000 | ||||||||
Net (loss) income | 99,216,000 | 117,778,000 | (290,000) | ||||||||
Net income (loss) attributable to non-controlling interest | 0 | 0 | 7,524,000 | ||||||||
Net (loss) income attributable to Endurance International Group Holdings, Inc. | 99,216,000 | 117,778,000 | (7,814,000) | ||||||||
Net income (loss) attributable to Endurance International Group Holdings, Inc. | |||||||||||
Foreign currency translation adjustments | 0 | 0 | 0 | ||||||||
Unrealized loss on cash flow hedge | 0 | 0 | 0 | ||||||||
Total comprehensive (loss) income | 99,216,000 | 117,778,000 | (7,814,000) | ||||||||
Non-Guarantor Subsidiaries | Reportable Legal Entities | |||||||||||
Income Statement [Abstract] | |||||||||||
Revenue | 61,650,000 | 64,665,000 | 107,385,000 | ||||||||
Cost of revenue | 40,932,000 | 43,608,000 | 72,425,000 | ||||||||
Gross profit | 20,718,000 | 21,057,000 | 34,960,000 | ||||||||
Operating expense: | |||||||||||
Sales and marketing | 12,202,000 | 10,152,000 | 16,947,000 | ||||||||
Engineering and development | 9,599,000 | 7,885,000 | 12,659,000 | ||||||||
General and administrative | 2,118,000 | (44,569,000) | 5,142,000 | ||||||||
Gain on sale of business | 0 | ||||||||||
Transaction expenses | 0 | 0 | 0 | ||||||||
Impairment of goodwill | 0 | 0 | |||||||||
Total operating expense | 23,919,000 | (26,532,000) | 34,748,000 | ||||||||
Income from operations | (3,201,000) | 47,589,000 | 212,000 | ||||||||
Total other expense (income)—net | (562,000) | (526,000) | (474,000) | ||||||||
(Loss) income before income taxes and equity earnings of unconsolidated entities | (2,639,000) | 48,115,000 | 686,000 | ||||||||
Income tax (benefit) expense | 3,110,000 | 3,882,000 | 990,000 | ||||||||
(Loss) income before equity earnings of unconsolidated entities | (5,749,000) | 44,233,000 | (304,000) | ||||||||
Equity (income) loss of unconsolidated entities, net of tax | 0 | 16,000 | (17,000) | ||||||||
Net (loss) income | (5,749,000) | 44,217,000 | (287,000) | ||||||||
Net income (loss) attributable to non-controlling interest | 0 | 0 | 0 | ||||||||
Net (loss) income attributable to Endurance International Group Holdings, Inc. | (5,749,000) | 44,217,000 | (287,000) | ||||||||
Net income (loss) attributable to Endurance International Group Holdings, Inc. | |||||||||||
Foreign currency translation adjustments | (598,000) | (2,233,000) | 3,091,000 | ||||||||
Unrealized loss on cash flow hedge | 0 | 0 | 0 | ||||||||
Total comprehensive (loss) income | $ (6,347,000) | $ 41,984,000 | $ 2,804,000 |
Supplemental Guarantor Financ_6
Supplemental Guarantor Financial Information - Consolidated Statements of Cash Flows (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Condensed Financial Statements, Captions [Line Items] | |||
Net cash provided by (used in) operating activities | $ 161,973 | $ 182,552 | $ 201,273 |
Cash flows from investing activities: | |||
Businesses acquired in purchase transaction, net of cash acquired | (8,875) | 0 | 0 |
Purchases of property and equipment | (39,126) | (45,880) | (43,062) |
Cash paid for minority investments | 0 | 0 | 0 |
Proceeds from sale of property and equipment | 0 | 0 | 0 |
Proceeds from note receivable | 0 | 0 | 0 |
Proceeds from sale of assets | 51,001 | 6 | 530 |
Purchases of intangible assets | 0 | (8) | (1,966) |
Net cash (used in) provided by investing activities | 3,000 | (45,882) | (44,498) |
Cash flows from financing activities: | |||
Proceeds from issuance of term loan and notes, net of original issue discounts | 0 | 1,580,305 | 1,693,007 |
Repayments of term loans | (130,980) | (1,681,094) | (1,797,634) |
Payment of financing costs | 0 | (1,580) | (6,304) |
Payment of deferred consideration | (2,500) | (4,500) | (5,433) |
Payment of redeemable non-controlling interest liability | 0 | 0 | (25,000) |
Principal payments on financed equipment | (8,189) | (7,439) | (7,390) |
Proceeds from exercise of stock options | 31 | 887 | 2,049 |
Capital investments from minority partner | 0 | ||
Intercompany loans and investments | 0 | 0 | 0 |
Net cash used in financing activities | (141,638) | (113,421) | (146,705) |
Net effect of exchange rate on cash and cash equivalents and restricted cash | (914) | (1,791) | 2,150 |
Net increase (decrease) in cash and cash equivalents and restricted cash | 22,421 | 21,458 | 12,220 |
Cash and cash equivalents and restricted cash: | |||
Beginning of period | 90,576 | 69,118 | 56,898 |
End of period | 112,997 | 90,576 | 69,118 |
Eliminations | |||
Condensed Financial Statements, Captions [Line Items] | |||
Net cash provided by (used in) operating activities | 0 | 0 | 0 |
Cash flows from investing activities: | |||
Businesses acquired in purchase transaction, net of cash acquired | 0 | 0 | 0 |
Purchases of property and equipment | 0 | 0 | 0 |
Cash paid for minority investments | 0 | 0 | 0 |
Proceeds from sale of property and equipment | 0 | 0 | 0 |
Proceeds from note receivable | 0 | 0 | 0 |
Proceeds from sale of assets | 0 | 0 | 0 |
Purchases of intangible assets | 0 | 0 | 0 |
Net cash (used in) provided by investing activities | 0 | 0 | 0 |
Cash flows from financing activities: | |||
Proceeds from issuance of term loan and notes, net of original issue discounts | 0 | 0 | 0 |
Repayments of term loans | 0 | 0 | 0 |
Payment of financing costs | 0 | 0 | 0 |
Payment of deferred consideration | 0 | 0 | 0 |
Payment of redeemable non-controlling interest liability | 0 | ||
Principal payments on financed equipment | 0 | 0 | 0 |
Proceeds from exercise of stock options | 0 | 0 | 0 |
Capital investments from minority partner | 0 | ||
Intercompany loans and investments | 0 | 0 | 0 |
Net cash used in financing activities | 0 | 0 | 0 |
Net effect of exchange rate on cash and cash equivalents and restricted cash | 0 | 0 | 0 |
Net increase (decrease) in cash and cash equivalents and restricted cash | 0 | 0 | 0 |
Cash and cash equivalents and restricted cash: | |||
Beginning of period | 0 | 0 | 0 |
End of period | 0 | 0 | 0 |
Parent | Reportable Legal Entities | |||
Condensed Financial Statements, Captions [Line Items] | |||
Net cash provided by (used in) operating activities | (1,609) | 0 | 12 |
Cash flows from investing activities: | |||
Businesses acquired in purchase transaction, net of cash acquired | 0 | 0 | 0 |
Purchases of property and equipment | 0 | 0 | 0 |
Cash paid for minority investments | 0 | 0 | 0 |
Proceeds from sale of property and equipment | 0 | 0 | 0 |
Proceeds from note receivable | 0 | 0 | 0 |
Proceeds from sale of assets | 0 | 0 | 0 |
Purchases of intangible assets | 0 | 0 | 0 |
Net cash (used in) provided by investing activities | 0 | 0 | 0 |
Cash flows from financing activities: | |||
Proceeds from issuance of term loan and notes, net of original issue discounts | 0 | 0 | 0 |
Repayments of term loans | 0 | 0 | 0 |
Payment of financing costs | 0 | 0 | 0 |
Payment of deferred consideration | 0 | 0 | 0 |
Payment of redeemable non-controlling interest liability | 0 | ||
Principal payments on financed equipment | 0 | 0 | 0 |
Proceeds from exercise of stock options | 31 | 887 | 2,049 |
Capital investments from minority partner | 0 | ||
Intercompany loans and investments | 1,752 | (958) | (1,972) |
Net cash used in financing activities | 1,783 | (71) | 77 |
Net effect of exchange rate on cash and cash equivalents and restricted cash | 0 | 0 | 0 |
Net increase (decrease) in cash and cash equivalents and restricted cash | 174 | (71) | 89 |
Cash and cash equivalents and restricted cash: | |||
Beginning of period | 21 | 92 | 3 |
End of period | 195 | 21 | 92 |
Issuer | Reportable Legal Entities | |||
Condensed Financial Statements, Captions [Line Items] | |||
Net cash provided by (used in) operating activities | (97,558) | (103,123) | (82,189) |
Cash flows from investing activities: | |||
Businesses acquired in purchase transaction, net of cash acquired | 0 | 0 | 0 |
Purchases of property and equipment | 0 | 0 | 0 |
Cash paid for minority investments | 0 | 0 | 0 |
Proceeds from sale of property and equipment | 0 | 0 | 0 |
Proceeds from note receivable | 0 | 0 | 0 |
Proceeds from sale of assets | 0 | 0 | 0 |
Purchases of intangible assets | 0 | 0 | 0 |
Net cash (used in) provided by investing activities | 0 | 0 | 0 |
Cash flows from financing activities: | |||
Proceeds from issuance of term loan and notes, net of original issue discounts | 0 | 1,580,305 | 1,693,007 |
Repayments of term loans | (130,980) | (1,681,094) | (1,797,634) |
Payment of financing costs | 0 | (1,580) | (6,304) |
Payment of deferred consideration | 0 | 0 | 0 |
Payment of redeemable non-controlling interest liability | 0 | ||
Principal payments on financed equipment | 0 | 0 | 0 |
Proceeds from exercise of stock options | 0 | 0 | 0 |
Capital investments from minority partner | 0 | ||
Intercompany loans and investments | 228,537 | 205,491 | 193,119 |
Net cash used in financing activities | 97,557 | 103,122 | 82,188 |
Net effect of exchange rate on cash and cash equivalents and restricted cash | 0 | 0 | 0 |
Net increase (decrease) in cash and cash equivalents and restricted cash | (1) | (1) | (1) |
Cash and cash equivalents and restricted cash: | |||
Beginning of period | 2 | 3 | 4 |
End of period | 1 | 2 | 3 |
Guarantor Subsidiaries | Reportable Legal Entities | |||
Condensed Financial Statements, Captions [Line Items] | |||
Net cash provided by (used in) operating activities | 261,442 | 246,188 | 281,416 |
Cash flows from investing activities: | |||
Businesses acquired in purchase transaction, net of cash acquired | (8,875) | 0 | 0 |
Purchases of property and equipment | (39,126) | (45,694) | (38,731) |
Cash paid for minority investments | 0 | 0 | 0 |
Proceeds from sale of property and equipment | 0 | 0 | 0 |
Proceeds from note receivable | 0 | 0 | 0 |
Proceeds from sale of assets | 51,000 | 6 | 530 |
Purchases of intangible assets | 0 | (8) | (1,933) |
Net cash (used in) provided by investing activities | 2,999 | (45,696) | (40,134) |
Cash flows from financing activities: | |||
Proceeds from issuance of term loan and notes, net of original issue discounts | 0 | 0 | 0 |
Repayments of term loans | 0 | 0 | 0 |
Payment of financing costs | 0 | 0 | 0 |
Payment of deferred consideration | (2,500) | (4,500) | (4,550) |
Payment of redeemable non-controlling interest liability | (25,000) | ||
Principal payments on financed equipment | (8,189) | (7,439) | (7,390) |
Proceeds from exercise of stock options | 0 | 0 | 0 |
Capital investments from minority partner | 0 | ||
Intercompany loans and investments | (235,805) | (181,755) | (188,367) |
Net cash used in financing activities | (246,494) | (193,694) | (225,307) |
Net effect of exchange rate on cash and cash equivalents and restricted cash | 0 | 0 | 0 |
Net increase (decrease) in cash and cash equivalents and restricted cash | 17,947 | 6,798 | 15,975 |
Cash and cash equivalents and restricted cash: | |||
Beginning of period | 64,427 | 57,629 | 41,654 |
End of period | 82,374 | 64,427 | 57,629 |
Non-Guarantor Subsidiaries | Reportable Legal Entities | |||
Condensed Financial Statements, Captions [Line Items] | |||
Net cash provided by (used in) operating activities | (302) | 39,487 | 2,034 |
Cash flows from investing activities: | |||
Businesses acquired in purchase transaction, net of cash acquired | 0 | 0 | 0 |
Purchases of property and equipment | 0 | (186) | (4,331) |
Cash paid for minority investments | 0 | 0 | 0 |
Proceeds from sale of property and equipment | 0 | 0 | 0 |
Proceeds from note receivable | 0 | 0 | 0 |
Proceeds from sale of assets | 1 | 0 | 0 |
Purchases of intangible assets | 0 | 0 | (33) |
Net cash (used in) provided by investing activities | 1 | (186) | (4,364) |
Cash flows from financing activities: | |||
Proceeds from issuance of term loan and notes, net of original issue discounts | 0 | 0 | 0 |
Repayments of term loans | 0 | 0 | 0 |
Payment of financing costs | 0 | 0 | 0 |
Payment of deferred consideration | 0 | 0 | (883) |
Payment of redeemable non-controlling interest liability | 0 | ||
Principal payments on financed equipment | 0 | 0 | 0 |
Proceeds from exercise of stock options | 0 | 0 | 0 |
Capital investments from minority partner | 0 | ||
Intercompany loans and investments | 5,516 | (22,778) | (2,780) |
Net cash used in financing activities | 5,516 | (22,778) | (3,663) |
Net effect of exchange rate on cash and cash equivalents and restricted cash | (914) | (1,791) | 2,150 |
Net increase (decrease) in cash and cash equivalents and restricted cash | 4,301 | 14,732 | (3,843) |
Cash and cash equivalents and restricted cash: | |||
Beginning of period | 26,126 | 11,394 | 15,237 |
End of period | $ 30,427 | $ 26,126 | $ 11,394 |