Document_And_Entity_Informatio
Document And Entity Information (USD $) | 12 Months Ended | ||
Dec. 31, 2014 | Feb. 12, 2015 | Jun. 30, 2014 | |
Document And Entity Information [Abstract] | |||
Document Type | 10-K | ||
Amendment Flag | FALSE | ||
Document Period End Date | 31-Dec-14 | ||
Document Fiscal Year Focus | 2014 | ||
Document Fiscal Period Focus | FY | ||
Trading Symbol | BLKB | ||
Entity Registrant Name | BLACKBAUD INC | ||
Entity Central Index Key | 1280058 | ||
Current Fiscal Year End Date | -19 | ||
Entity Filer Category | Large Accelerated Filer | ||
Entity Common Stock, Shares Outstanding | 46,310,092 | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Public Float | $1,073,739,250 |
Consolidated_Balance_Sheets
Consolidated Balance Sheets (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Current assets: | ||
Cash and cash equivalents | $14,735 | $11,889 |
Donor restricted cash | 140,709 | 107,362 |
Accounts receivable, net of allowance of $4,539 and $5,613 at December 31, 2014 and 2013, respectively | 77,523 | 66,969 |
Prepaid expenses and other current assets | 40,392 | 30,115 |
Deferred tax asset, current portion | 14,423 | 13,434 |
Total current assets | 287,782 | 229,769 |
Property and equipment, net | 50,402 | 49,550 |
Goodwill | 349,008 | 264,599 |
Intangible assets, net | 229,307 | 143,441 |
Other assets | 26,684 | 19,251 |
Total assets | 943,183 | 706,610 |
Current liabilities: | ||
Trade accounts payable | 11,436 | 10,244 |
Accrued expenses and other current liabilities | 52,201 | 40,443 |
Donations payable | 140,709 | 107,362 |
Debt, current portion | 4,375 | 17,158 |
Deferred revenue, current portion | 212,283 | 181,475 |
Total current liabilities | 421,004 | 356,682 |
Debt, net of current portion | 276,196 | 135,750 |
Deferred tax liability | 43,639 | 36,880 |
Deferred revenue, net of current portion | 8,991 | 9,099 |
Other liabilities | 7,437 | 6,655 |
Total liabilities | 757,267 | 545,066 |
Commitments and contingencies (see Note 13) | ||
Stockholders' equity: | ||
Preferred stock; 20,000,000 shares authorized, none outstanding | 0 | 0 |
Common stock, $0.001 par value; 180,000,000 shares authorized, 56,048,135 and 55,699,817 shares issued at December 31, 2014 and 2013, respectively | 56 | 56 |
Additional paid-in capital | 245,674 | 220,763 |
Treasury stock, at cost; 9,740,054 and 9,573,102 shares at December 31, 2014 and 2013, respectively | -190,440 | -183,288 |
Accumulated other comprehensive loss | -1,032 | -1,385 |
Retained earnings | 131,658 | 125,398 |
Total stockholders' equity | 185,916 | 161,544 |
Total liabilities and stockholders' equity | $943,183 | $706,610 |
Consolidated_Balance_Sheets_Pa
Consolidated Balance Sheets (Parenthetical) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, except Share data, unless otherwise specified | ||
Statement of Financial Position [Abstract] | ||
Accounts Receivable, allowance (in dollars) | $4,539 | $5,613 |
Preferred stock, shares authorized | 20,000,000 | 20,000,000 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value (in dollar per share) | $0.00 | $0.00 |
Common stock, shares authorized | 180,000,000 | 180,000,000 |
Common stock, shares issued | 56,048,135 | 55,699,817 |
Treasury stock, shares | 9,740,054 | 9,573,102 |
Consolidated_Statements_Of_Com
Consolidated Statements Of Comprehensive Income (USD $) | 12 Months Ended | ||
In Thousands, except Share data, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Revenue | |||
License fees | $16,216 | $16,715 | $20,551 |
Subscriptions | 263,435 | 212,656 | 162,102 |
Services | 128,371 | 126,548 | 119,626 |
Maintenance | 147,418 | 138,745 | 136,101 |
Other revenue | 8,981 | 9,153 | 9,039 |
Total revenue | 564,421 | 503,817 | 447,419 |
Cost of revenue | |||
Cost of license fees | 1,818 | 2,763 | 2,993 |
Cost of subscriptions | 133,221 | 93,649 | 68,773 |
Cost of services | 106,506 | 104,005 | 97,208 |
Cost of maintenance | 25,448 | 25,741 | 26,001 |
Cost of other revenue | 6,445 | 6,505 | 7,485 |
Total cost of revenue | 273,438 | 232,663 | 202,460 |
Gross profit | 290,983 | 271,154 | 244,959 |
Operating expenses | |||
Sales and marketing | 107,360 | 97,614 | 95,218 |
Research and development | 77,179 | 65,645 | 64,692 |
General and administrative | 58,277 | 50,320 | 63,133 |
Restructuring | 0 | 3,494 | 175 |
Amortization | 1,803 | 2,539 | 2,106 |
Impairment of cost method investment | 0 | 0 | 200 |
Total operating expenses | 244,619 | 219,612 | 225,524 |
Income from operations | 46,364 | 51,542 | 19,435 |
Interest income | 59 | 67 | 146 |
Interest expense | -6,011 | -5,818 | -5,864 |
Loss on debt extinguishment and termination of derivative instruments | -996 | 0 | 0 |
Other expense, net | -182 | -462 | -392 |
Income before provision for income taxes | 39,234 | 45,329 | 13,325 |
Income tax provision | 10,944 | 14,857 | 6,742 |
Net income | 28,290 | 30,472 | 6,583 |
Earnings per share | |||
Basic (in dollars per share) | $0.63 | $0.68 | $0.15 |
Diluted (in dollars per share) | $0.62 | $0.67 | $0.15 |
Common shares and equivalents outstanding | |||
Basic weighted average shares | 45,215,138 | 44,684,812 | 44,145,535 |
Diluted weighted average shares | 45,799,874 | 45,421,140 | 44,691,845 |
Dividends per share | $0.48 | $0.48 | $0.48 |
Other comprehensive income (loss) | |||
Foreign currency translation adjustment | 261 | 53 | -34 |
Unrealized gain (loss) on derivative instruments, net of tax | 92 | 535 | -791 |
Total other comprehensive income (loss) | 353 | 588 | -825 |
Comprehensive income | $28,643 | $31,060 | $5,758 |
Consolidated_Statements_Of_Cas
Consolidated Statements Of Cash Flows (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Cash flows from operating activities | |||
Net income | $28,290 | $30,472 | $6,583 |
Adjustments to reconcile net income to net cash provided by operating activities: | |||
Depreciation and amortization | 45,417 | 43,164 | 32,241 |
Provision for doubtful accounts and sales returns | 5,248 | 5,403 | 9,591 |
Stock-based compensation expense | 17,345 | 16,910 | 19,240 |
Excess tax benefits from stock-based compensation | -7,455 | 0 | -81 |
Deferred taxes | 3,050 | 13,873 | 7,585 |
Impairment of capitalized software development costs | 1,626 | 0 | 0 |
Loss on debt extinguishment and termination of derivative instruments | 996 | 0 | 0 |
Amortization of deferred financing costs | 734 | 613 | 678 |
Impairment of cost method investment | 0 | 0 | 200 |
Other non-cash adjustments | 1,163 | 1,261 | -293 |
Changes in operating assets and liabilities, net of acquisition of businesses: | |||
Accounts receivable | -5,750 | 3,161 | -9,397 |
Prepaid expenses and other assets | -8,464 | 2,977 | -8,817 |
Trade accounts payable | -948 | -218 | -1,363 |
Accrued expenses and other liabilities | 4,014 | -17,055 | -388 |
Donor restricted cash | -33,510 | -39,801 | -27,990 |
Donations payable | 33,510 | 39,801 | 27,990 |
Deferred revenue | 17,011 | 6,683 | 12,912 |
Net cash provided by operating activities | 102,277 | 107,244 | 68,691 |
Cash flows from investing activities | |||
Purchase of property and equipment | -13,911 | -20,086 | -20,557 |
Purchase of net assets of acquired companies, net of cash acquired | -188,918 | -876 | -280,687 |
Capitalized software development costs | -8,535 | -3,197 | -1,245 |
Net cash used in investing activities | -211,364 | -24,159 | -302,489 |
Cash flows from financing activities | |||
Proceeds from issuance of debt | 365,100 | 103,008 | 315,000 |
Payments on debt | -235,589 | -165,600 | -99,500 |
Debt issuance costs | -3,003 | 0 | -2,440 |
Proceeds from exercise of stock options | 188 | 385 | 3,146 |
Excess tax benefits from stock-based compensation | 7,455 | 0 | 81 |
Dividend payments to stockholders | -22,107 | -22,081 | -21,731 |
Net cash provided by (used in) financing activities | 112,044 | -84,288 | 194,556 |
Effect of exchange rate on cash and cash equivalents | -111 | -399 | 213 |
Net increase (decrease) in cash and cash equivalents | 2,846 | -1,602 | -39,029 |
Cash and cash equivalents, beginning of year | 11,889 | 13,491 | 52,520 |
Cash and cash equivalents, end of year | 14,735 | 11,889 | 13,491 |
Supplemental disclosure of cash flow information | |||
Cash (paid) received for interest | -4,894 | -5,108 | -5,098 |
Cash (paid) received for taxes, net of refunds | -9,581 | 4,132 | -3,456 |
Purchase of equipment and other assets included in accounts payable | ($3,300) | ($1,557) | ($4,641) |
Consolidated_Statements_Of_Sto
Consolidated Statements Of Stockholders' Equity (USD $) | Total | Common stock [Member] | Additional paid-in capital [Member] | Treasury stock [Member] | Accumulated other comprehensive loss [Member] | Retained earnings [Member] |
In Thousands, except Share data, unless otherwise specified | ||||||
Balance at Dec. 31, 2011 | $140,002 | $54 | $175,401 | ($166,226) | ($1,148) | $131,921 |
Balance, (in shares) at Dec. 31, 2011 | 53,959,532 | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Net income | 6,583 | 6,583 | ||||
Payment of dividends | -21,731 | -21,731 | ||||
Exercise of stock options, stock appreciation rights and restricted stock units (in shares) | 355,180 | |||||
Exercise of stock options, stock appreciation rights and restricted stock units | 3,146 | 0 | 3,146 | |||
Surrender of shares upon restricted stock vesting and exercise of stock appreciation rights | -4,672 | -4,672 | ||||
Tax impact of exercise of equity-based compensation | 81 | 81 | ||||
Stock-based compensation | 19,240 | 19,151 | 89 | |||
Equity-based awards assumed in business combination | 5,859 | 5,859 | ||||
Restricted stock grants (in shares) | 687,652 | |||||
Restricted stock grants | 1 | 1 | ||||
Restricted stock cancellations (in shares) | -142,760 | |||||
Other comprehensive income (loss) | -825 | -825 | ||||
Balance at Dec. 31, 2012 | 147,684 | 55 | 203,638 | -170,898 | -1,973 | 116,862 |
Balance, (in shares) at Dec. 31, 2012 | 54,859,604 | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Net income | 30,472 | 30,472 | ||||
Payment of dividends | -22,081 | -22,081 | ||||
Exercise of stock options, stock appreciation rights and restricted stock units (in shares) | 609,500 | |||||
Exercise of stock options, stock appreciation rights and restricted stock units | 385 | 0 | 385 | |||
Surrender of shares upon restricted stock vesting and exercise of stock appreciation rights | -12,390 | -12,390 | ||||
Tax impact of exercise of equity-based compensation | -25 | -25 | ||||
Stock-based compensation | 16,910 | 16,765 | 145 | |||
Restricted stock grants (in shares) | 458,462 | |||||
Restricted stock grants | 1 | 1 | ||||
Restricted stock cancellations (in shares) | -227,749 | |||||
Other comprehensive income (loss) | 588 | 588 | ||||
Balance at Dec. 31, 2013 | 161,544 | 56 | 220,763 | -183,288 | -1,385 | 125,398 |
Balance, (in shares) at Dec. 31, 2013 | 55,699,817 | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Net income | 28,290 | 28,290 | ||||
Payment of dividends | -22,107 | -22,107 | ||||
Exercise of stock options, stock appreciation rights and restricted stock units (in shares) | 186,473 | |||||
Exercise of stock options, stock appreciation rights and restricted stock units | 188 | 0 | 188 | |||
Surrender of shares upon restricted stock vesting and exercise of stock appreciation rights | -7,152 | -7,152 | ||||
Tax impact of exercise of equity-based compensation | 7,455 | 7,455 | ||||
Stock-based compensation | 17,345 | 17,268 | 77 | |||
Restricted stock grants (in shares) | 248,567 | |||||
Restricted stock grants | 0 | 0 | ||||
Restricted stock cancellations (in shares) | -86,722 | |||||
Other comprehensive income (loss) | 353 | 353 | ||||
Balance at Dec. 31, 2014 | $185,916 | $56 | $245,674 | ($190,440) | ($1,032) | $131,658 |
Balance, (in shares) at Dec. 31, 2014 | 56,048,135 |
Consolidated_Statements_Of_Sto1
Consolidated Statements Of Stockholders' Equity (Parenthetical) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Statement of Stockholders' Equity [Abstract] | |||
Surrender of shares upon restricted stock vesting and exercise of stock appreciation rights | 166,952 | 363,731 | 189,547 |
Organization_Notes
Organization (Notes) | 12 Months Ended |
Dec. 31, 2014 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization | 1. Organization |
We provide software and services for the nonprofit, charitable giving and education communities. Our offerings include a full spectrum of cloud-based and on-premise solutions, and related services for organizations of all sizes, including nonprofit fundraising and relationship management, marketing, advocacy, accounting, payments and analytics, as well as grant management, corporate social responsibility, education and other solutions. As of December 31, 2014, we had more than 30,000 active customers including nonprofits, K12 private and higher education institutions, healthcare organizations, foundations and other charitable giving entities, and corporations. |
Significant_Accounting_Policie
Significant Accounting Policies (Notes) | 12 Months Ended | ||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||
Accounting Policies [Abstract] | |||||||||||||||||
Summary Of Significant Accounting Policies | 2. Summary of significant accounting policies | ||||||||||||||||
Basis of presentation | |||||||||||||||||
The consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States (“GAAP”). | |||||||||||||||||
Basis of consolidation | |||||||||||||||||
The consolidated financial statements include the accounts of Blackbaud, Inc. and its wholly-owned subsidiaries. All significant intercompany balances and transactions have been eliminated in consolidation. | |||||||||||||||||
Use of estimates | |||||||||||||||||
The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions. These estimates and assumptions affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements, as well as the reported amounts of revenues and expenses during the reporting periods. On an ongoing basis, we reconsider and evaluate our estimates and assumptions, including those that impact revenue recognition, long-lived and intangible assets and goodwill, stock-based compensation, the provision for income taxes, capitalization of software development costs, our allowance for sales returns and doubtful accounts, deferred sales commissions and professional services costs, valuation of derivative instruments, accounting for business combinations and loss contingencies. Changes in the facts or circumstances underlying these estimates could result in material changes and actual results could materially differ from these estimates. | |||||||||||||||||
Revenue recognition | |||||||||||||||||
Our revenue is primarily generated from the following sources: (i) charging for the use of our software products in a hosted environment; (ii) providing software maintenance and support services; (iii) providing professional services including implementation, training, consulting, analytic, hosting and other services; and (iv) selling perpetual licenses of our software products. | |||||||||||||||||
We recognize revenue when all of the following conditions are met: | |||||||||||||||||
•Persuasive evidence of an arrangement exists; | |||||||||||||||||
•The products or services have been delivered; | |||||||||||||||||
•The fee is fixed or determinable; and | |||||||||||||||||
•Collection of the resulting receivable is probable. | |||||||||||||||||
Determining whether and when these criteria have been met can require significant judgment and estimates. We deem acceptance of an agreement to be evidence of an arrangement. Delivery of our services occurs when the services have been performed. Delivery of our products occurs when the product is shipped or transmitted, and title and risk of loss have transferred to the customers. Our typical agreements do not include customer acceptance provisions; however, if acceptance provisions are provided, delivery is deemed to occur upon acceptance. We consider the fee to be fixed or determinable unless the fee is subject to refund or adjustment or is not payable within our standard payment terms. Payment terms greater than 90 days are considered to be beyond our customary payment terms. Collection is deemed probable if we expect that the customer will be able to pay amounts under the arrangement as they become due. If we determine that collection is not probable, we defer revenue recognition until collection. Revenue is recognized net of sales returns and allowances. | |||||||||||||||||
We follow guidance provided in ASC 605-45, Principal Agent Considerations, which states that determining whether a company should recognize revenue based on the gross amount billed to a customer or the net amount retained is a matter of judgment that depends on the facts and circumstances of the arrangement and that certain factors should be considered in the evaluation. | |||||||||||||||||
Subscriptions | |||||||||||||||||
We provide hosting services to customers who have purchased perpetual rights to certain of our software products (“hosting services”). Revenue from hosting services, as well as data enrichment services, data management services and online training programs, is recognized ratably beginning on the activation date over the term of the agreement, which generally ranges from one to three years. Any related set-up fees are recognized ratably over the estimated period that the customer benefits from the related hosting service. The estimated period of benefit is evaluated on an annual basis using historical customer retention information by product or service. | |||||||||||||||||
We make certain of our software products available for use in hosted application arrangements without licensing perpetual rights to the software (“hosted applications”). Revenue from hosted applications is recognized ratably beginning on the activation date over the term of the agreement, which generally ranges from one to three years. Any revenue related to upfront activation or set-up fees is deferred and recognized ratably over the estimated period that the customer benefits from the related hosted application. Direct and incremental costs related to upfront activation or set-up activities for hosted applications are capitalized until the hosted application is deployed and in use, and then expensed ratably over the estimated period that the customer benefits from the related hosted application. | |||||||||||||||||
For arrangements that have multiple elements and do not include software licenses, we allocate arrangement consideration at the inception of the arrangement to those elements that qualify as separate units of accounting. The arrangement consideration is allocated to the separate units of accounting based on relative selling price method in accordance with the selling price hierarchy, which includes: (i) vendor specific objective evidence (“VSOE”) of fair value if available; (ii) third-party evidence (“TPE”) if VSOE is not available; and (iii) best estimate of selling price (“BESP”) if neither VSOE nor TPE is available. In general, we use VSOE to allocate the selling price to subscription and service deliverables. | |||||||||||||||||
We offer certain payment processing services with the assistance of third-party vendors. In general, when we are the principal in a transaction based on the predominant weighting of factors identified in ASC 605-45, we record the revenue and related costs on a gross basis. Otherwise, we net the cost of revenue associated with the service against the gross amount billed to the customer and record the net amount as revenue. | |||||||||||||||||
Revenue from transaction processing services is recognized when the service is provided and the amounts are determinable. Revenue directly associated with processing donations for customers are included in subscriptions revenue. | |||||||||||||||||
License fees | |||||||||||||||||
We sell perpetual software licenses with maintenance, varying levels of professional services and, in certain instances, with hosting services. We allocate revenue to each of the elements in these arrangements using the residual method under which we first allocate revenue to the undelivered elements, typically the non-software license components, based on VSOE of fair value of the various elements. We determine VSOE of fair value of the various elements using different methods. VSOE of fair value for maintenance services associated with software licenses is based upon renewal rates stated in the agreements with customers, which demonstrate a consistent relationship of maintenance pricing as a percentage of the contractual license fee. VSOE of fair value of professional services and other products and services is based on the average selling price of these same products and services to other customers when sold on a stand-alone basis. Any remaining revenue is allocated to the delivered elements, which is normally the software license in the arrangement. In general, revenue is recognized for software licenses upon delivery to our customers. | |||||||||||||||||
When a software license is sold with software customization services, generally the services are to provide the customer assistance in creating special reports and other enhancements that will improve operational efficiency and/or help to support business process improvements. These services are generally not essential to the functionality of the software and the related revenues are recognized either as the services are delivered or upon completion. However, when software customization services are considered essential to the functionality of the software, we recognize revenue for both the software license and the services using the percentage-of-completion method. | |||||||||||||||||
Services | |||||||||||||||||
We generally bill consulting, installation and implementation services based on hourly rates plus reimbursable travel-related expenses. Revenue is recognized for these services over the period the services are delivered. | |||||||||||||||||
We recognize analytic services revenue from donor prospect research engagements, the sale of lists of potential donors, benchmarking studies and data modeling service engagements upon delivery. In arrangements where we provide customers the right to updates to the lists during the contract period, revenue is recognized ratably over the contract period. | |||||||||||||||||
We sell training at a fixed rate for each specific class at a per attendee price or at a packaged price for several attendees, and recognize the related revenue upon the customer attending and completing training. Additionally, we sell fixed-rate programs, which permit customers to attend unlimited training over a specified contract period, typically one year, subject to certain restrictions, and revenue in those cases is recognized ratably over the contract period. | |||||||||||||||||
Maintenance | |||||||||||||||||
We recognize revenue from maintenance services ratably over the contract term, typically one year. Maintenance contracts are at rates that vary according to the level of the maintenance program associated with the software product and are generally renewable annually. Maintenance contracts may also include the right to unspecified product upgrades on an if-and-when available basis. Certain support services are sold in prepaid units of time and recognized as revenue upon their usage. | |||||||||||||||||
Deferred revenue | |||||||||||||||||
To the extent that our customers are billed for the above described services in advance of delivery, we record such amounts in deferred revenue. | |||||||||||||||||
Fair value measurements | |||||||||||||||||
We measure certain financial assets and liabilities at fair value on a recurring basis, including derivative instruments. Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability (an exit price) in an orderly transaction between market participants at the measurement date. An active market is defined as a market in which transactions for the asset or liability take place with sufficient frequency and volume to provide pricing information on an ongoing basis. We use a three-tier fair value hierarchy to measure fair value. This hierarchy prioritizes the inputs into three broad levels as follows: | |||||||||||||||||
• | Level 1 - Quoted prices for identical assets or liabilities in active markets; | ||||||||||||||||
• | Level 2 - Quoted prices for similar assets and liabilities in active markets, quoted prices for identical or similar assets in markets that are not active, and model-derived valuations in which all significant inputs and significant value drivers are observable in active markets; and | ||||||||||||||||
• | Level 3 - Valuations derived from valuation techniques in which one or more significant inputs are unobservable. | ||||||||||||||||
Our financial assets and liabilities are classified in their entirety within the hierarchy based on the lowest level of input that is significant to fair value measurement. Changes to a financial asset's or liability's level within the fair value hierarchy are determined as of the end of a reporting period. All methods of assessing fair value result in a general approximation of value, and such value may never actually be realized. | |||||||||||||||||
Derivative instruments | |||||||||||||||||
We use derivative instruments to manage interest rate risk. We view derivative instruments as risk management tools and do not use them for trading or speculative purposes. Our policy requires that derivatives used for hedging purposes be designated and effective as a hedge of the identified risk exposure at the inception of the contract. Accordingly, changes in fair value of the derivative contract must be highly correlated with changes in the fair value of the underlying hedged item at inception of the hedge and over the life of the hedge contract. | |||||||||||||||||
We record all derivative instruments on our consolidated balance sheets at fair value. If the derivative is designated as a fair value hedge, the changes in the fair value of the derivative and of the hedged item attributable to the hedged risk are recognized currently in earnings. If the derivative is designated as a cash flow hedge, the effective portions of the changes in fair value of the derivative are recorded in other comprehensive income and reclassified to earnings in a manner that matches the timing of the earnings impact of the hedged transactions. Ineffective portions of the changes in the fair value of cash flow hedges are recognized currently in earnings. See Note 12 of these consolidated financial statements for further discussion of our derivative instruments. | |||||||||||||||||
Reimbursable travel expense | |||||||||||||||||
We expense reimbursable travel costs as incurred and include them in cost of other revenue. The reimbursement of these costs by our customers is included in other revenue. | |||||||||||||||||
Sales taxes | |||||||||||||||||
We present sales taxes and other taxes collected from customers and remitted to governmental authorities on a net basis and, as such, exclude them from revenues. | |||||||||||||||||
Shipping and handling | |||||||||||||||||
We expense shipping and handling costs as incurred and include them in cost of other revenue. The reimbursement of these costs by our customers is included in other revenue. | |||||||||||||||||
Cash and cash equivalents | |||||||||||||||||
We consider all highly liquid investments purchased with a maturity of three months or less and cash items in transit to be cash equivalents. | |||||||||||||||||
Donor restricted cash and donations payable | |||||||||||||||||
Restricted cash consists of donations collected by us and payable to our customers, net of the associated transaction fees earned. Monies associated with donations payable are segregated in a separate bank account and used exclusively for the payment of donations payable. This usage restriction is either legally or internally imposed and reflects our intention with regard to such deposits. | |||||||||||||||||
Concentration of credit risk | |||||||||||||||||
Financial instruments that potentially subject us to concentrations of credit risk consist of cash and cash equivalents, donor restricted cash and accounts receivable. Our cash and cash equivalents and donor restricted cash are placed with high credit-quality financial institutions. Our accounts receivable are derived from sales to customers who primarily operate in the nonprofit sector. With respect to accounts receivable, we perform ongoing evaluations of our customers and maintain an allowance for doubtful accounts based on historical experience and our expectations of future losses. As of and for the years ended December 31, 2014, 2013 and 2012, there were no significant concentrations with respect to our consolidated revenues or accounts receivable. | |||||||||||||||||
Property and equipment | |||||||||||||||||
We record property and equipment at cost and depreciate them over their estimated useful lives using the straight-line method. Property and equipment subject to capital leases are depreciated over the lesser of the term of the lease or the estimated useful life of the asset. Upon retirement or sale, the cost of assets disposed of and the related accumulated depreciation are removed from the accounts and any resulting gain or loss is credited or charged to income. Repair and maintenance costs are expensed as incurred. | |||||||||||||||||
Construction-in-progress represents purchases of computer software and hardware associated with new internal system implementation projects which had not been placed in service at the respective balance sheet dates. We transferred these assets to the applicable property category on the date they are placed in service. There was no capitalized interest applicable to construction-in-progress for the years ended December 31, 2014 and 2013. | |||||||||||||||||
Business combinations | |||||||||||||||||
We are required to allocate the purchase price of acquired companies to the tangible and intangible assets acquired and liabilities assumed at the acquisition date based upon their estimated fair values. Goodwill as of the acquisition date represents the excess of the purchase consideration of an acquired business over the fair value of the underlying net tangible and intangible assets acquired and liabilities assumed. This allocation and valuation require management to make significant estimates and assumptions, especially with respect to long-lived and intangible assets. | |||||||||||||||||
Critical estimates in valuing intangible assets include, but are not limited to, estimates about: future expected cash flows from customer contracts, proprietary technology and non-compete agreements; the acquired company's brand awareness and market position, assumptions about the period of time the brand will continue to be valuable; as well as expected costs to develop the in-process research and development into commercially viable products and estimated cash flows from the projects when completed, and discount rates. Our estimates of fair value are based upon assumptions we believe to be reasonable, but which are inherently uncertain and unpredictable. Assumptions may be incomplete or inaccurate, and unanticipated events and circumstances may occur. | |||||||||||||||||
Goodwill | |||||||||||||||||
Goodwill represents the purchase price in excess of the net amount assigned to assets acquired and liabilities assumed by us in a business combination. Goodwill is allocated to reporting units and tested annually for impairment. Our reporting units are our four reportable segments as described in Note 18 of these consolidated financial statements. We will also test goodwill for impairment between annual impairment tests if indicators of potential impairment exist. We first assess qualitative factors to determine whether it is more likely than not that the fair value of a reporting unit is less than its carrying amount. Significant judgment is required in the assessment of qualitative factors including but not limited to an evaluation of macroeconomic conditions as they relate to our business, industry and market trends, as well as the overall future financial performance of our reporting units and future opportunities in the markets in which they operate. To the extent the qualitative factors indicate that there is more than 50% likelihood that the fair value is less than the carrying amount, we compare the fair value of the reporting unit with its carrying amount. If the carrying amount exceeds its fair value, impairment is indicated and we will recognize an impairment loss in an amount equal to the difference. As a result of our 2014 qualitative assessments of goodwill assigned to each of our reporting units, we concluded it was not more likely than not that the fair value of each reporting unit was less than its carrying value, respectively. There was no impairment of goodwill during 2014, 2013 or 2012. | |||||||||||||||||
Intangible assets | |||||||||||||||||
We amortize finite-lived intangible assets over their estimated useful lives as follows. | |||||||||||||||||
Basis of amortization | Amortization | ||||||||||||||||
period | |||||||||||||||||
(in years) | |||||||||||||||||
Customer relationships | Straight-line and accelerated (1) | 15-Apr | |||||||||||||||
Marketing assets | Straight-line | 8-Jan | |||||||||||||||
Acquired software and technology | Straight-line | 10-Jan | |||||||||||||||
Non-compete agreements | Straight-line | 5-Feb | |||||||||||||||
Database | Straight-line | 8 | |||||||||||||||
-1 | Certain of the customer relationships are amortized on an accelerated basis. | ||||||||||||||||
Indefinite-lived intangible assets consist of trade names. We evaluate the estimated useful lives and the potential for impairment of finite and indefinite-lived intangible assets on an annual basis, or more frequently if events or circumstances indicate revised estimates of useful lives may be appropriate or that the carrying amount may not be recoverable. If the carrying amount is no longer recoverable based upon the undiscounted cash flows of the asset, the amount of impairment is the difference between the carrying amount and the fair value of the asset. Substantially all of our intangible assets were acquired in business combinations. There was no impairment of acquired intangible assets during 2014, 2013 or 2012. | |||||||||||||||||
Cost method investments | |||||||||||||||||
Cost method investments consist of investments in privately held companies where we do not have the ability to exercise significant influence or have control over the investee. We record these investments at cost and periodically test them for other-than-temporary impairment. During the year ended December 31, 2012, we determined that our cost method investment had other-than-temporary impairment based on the projected liquidity of the investment. We used the income approach to determine the fair value of the investment in determining the impairment. An insignificant impairment loss was recorded in income from operations for the year ended December 31, 2012. There were no remaining cost method investments at December 31, 2014. | |||||||||||||||||
Deferred financing costs | |||||||||||||||||
Deferred financing costs included in other assets represent the direct costs of entering into our credit facility in February 2014 and portions of the unamortized deferred financing costs from prior facilities. These costs are amortized over the term of the credit facility as interest expense using the effective interest method. | |||||||||||||||||
Stock-based compensation | |||||||||||||||||
We measure stock-based compensation cost at the grant date based on the fair value of the award and recognize it as expense over the requisite service period, which is the vesting period. We determine the fair value of stock options and stock appreciation rights using a Black-Scholes option pricing model, which requires us to use significant judgment to make estimates regarding the life of the award, volatility of our stock price, the risk-free interest rate and the dividend yield of our stock over the life of the award. We determine the fair value of awards that contain market conditions using a Monte Carlo simulation model. Changes to these estimates would result in different fair values of awards. | |||||||||||||||||
We estimate the number of awards that will be forfeited and recognize expense only for those awards that we expect will ultimately vest. Significant judgment is required in determining the adjustment to compensation expense for estimated forfeitures. Compensation expense in a period could be impacted, favorably or unfavorably, by differences between estimated and actual forfeitures. | |||||||||||||||||
Income taxes | |||||||||||||||||
We make estimates and judgments in accounting for income taxes. The calculation of income tax provision requires estimates due to transactions, credits and calculations where the ultimate tax determination is uncertain. Uncertainties arise as a consequence of the actual source of taxable income between domestic and foreign locations, the outcome of tax audits and the ultimate utilization of tax credits. To the extent actual results differ from estimated amounts recorded, such differences will impact the income tax provision in the period in which the determination is made. | |||||||||||||||||
We make estimates in determining tax assets and liabilities, which arise from differences in the timing of recognition of revenue and expense for tax and financial statement purposes. We record valuation allowances to reduce our deferred tax assets to the amount expected to be realized. In assessing the adequacy of a recorded valuation allowance significant judgment is required. We consider all positive and negative evidence and a variety of factors including the scheduled reversal of deferred tax liabilities, historical and projected future taxable income, and prudent and feasible tax planning strategies. If we determine there is less than a 50% likelihood that we will be able to use a deferred tax asset in the future in excess of its net carrying value, then an adjustment to the deferred tax asset valuation allowance is made to increase income tax expense, thereby reducing net income in the period such determination was made. | |||||||||||||||||
We measure and recognize uncertain tax positions. To recognize such positions we must first determine if it is more likely than not that the position will be sustained upon audit. We must then measure the benefit as the largest amount that is more than 50% likely of being realized upon ultimate settlement. Significant judgment is required in the identification and measurement of uncertain tax positions. | |||||||||||||||||
Foreign currency | |||||||||||||||||
Net assets recorded in a foreign currency are translated at the exchange rate on the balance sheet date. Revenue and expense items are translated at the average exchange rate for the year. The resulting translation adjustments are recorded in accumulated other comprehensive income. | |||||||||||||||||
Gains and losses resulting from foreign currency transactions denominated in currency other than the functional currency are recorded at the approximate rate of exchange at the transaction date in other expense, net. For each of the years ended December 31, 2014, 2013 and 2012, we recorded insignificant net foreign currency losses. | |||||||||||||||||
Research and development | |||||||||||||||||
Research and development costs are expensed as incurred. These costs include human resource costs, stock-based compensation expense, third-party contractor expenses, software development tools and certain other expenses related to researching and developing new products, and allocated depreciation, facilities and IT support costs. | |||||||||||||||||
Software development costs | |||||||||||||||||
We incur certain costs associated with the development of internal-use software and software developed related to our cloud-based solutions, which are accounted for as internal-use software. The costs incurred in the preliminary stages of internal-use software development are expensed as incurred. Once an application has reached the development stage, internal and external costs, if direct and incremental, are capitalized until the software is substantially complete and ready for its intended use. Capitalization ceases upon completion of all substantial testing. We also capitalize costs related to specific upgrades and enhancements when it is probable the expenditures will result in additional functionality. Capitalized costs for internal-use software developed for our cloud-based solutions are recorded to other assets. Historically, we have also incurred and capitalized costs in connection with the development of certain of our software products licensed to customers on a perpetual basis, which are accounted for as costs of software to be sold, leased or otherwise marketed; however, costs capitalized related to those products were insignificant as of December 31, 2014 and as of December 31, 2013. Capitalized costs for internal-use software related to business processes are recorded as part of computer software costs within property and equipment and were $0.6 million as of December 31, 2014 and insignificant as of December 31, 2013. | |||||||||||||||||
Internal-use software is amortized on a straight line basis over its estimated useful life, which is generally three years. We evaluate the useful lives of these assets on an annual basis and test for impairment whenever events or changes in circumstances occur that could impact the recoverability of these assets. During the year ended December 31, 2014, we recorded impairment charges of $1.6 million against certain previously capitalized software development costs. The charges reduced the carrying value of the certain previously capitalized software development costs to zero and are reflected in research and development expense. The impairment charges resulted from obtaining software products through the acquisition of WhippleHill and determining that it was no longer probable that certain computer software that was being developed would be placed into service. There were no impairments during the years ended December 31, 2013 or 2012. | |||||||||||||||||
At December 31, 2014 and 2013, capitalized software development costs, net of accumulated amortization, were $8.9 million and $4.2 million, respectively. Amortization expense related to software development costs was $1.9 million and $1.0 million for the years ended December 31, 2014 and 2013, respectively, and is included in both cost of license fees and cost of subscriptions. For the year ended December 31, 2012, amortization expense related to software development costs was insignificant. | |||||||||||||||||
Sales returns and allowance for doubtful accounts | |||||||||||||||||
We maintain a reserve for returns and credits which is estimated based on several factors including historical experience, known credits yet to be issued, the aging of customer accounts and the nature of service level commitments. A considerable amount of judgment is required in assessing these factors. Provisions for sales returns and credits are charged against the related revenue items. | |||||||||||||||||
Accounts receivable are recorded at original invoice amounts less an allowance for doubtful accounts, an amount we estimate to be sufficient to provide adequate protection against losses resulting from extending credit to our customers. In judging the adequacy of the allowance for doubtful accounts, we consider multiple factors including historical bad debt experience, the general economic environment, the need for specific customer reserves and the aging of our receivables. A considerable amount of judgment is required in assessing these factors and if any receivables were to deteriorate, an additional provision for doubtful accounts could be required. Accounts are written off after all means of collection are exhausted and recovery is considered remote. Provisions for doubtful accounts are recorded in general and administrative expense. | |||||||||||||||||
Below is a summary of the changes in our allowance for sales returns. | |||||||||||||||||
Years ended December 31, | Balance at beginning of year | Provision/adjustment | Write-off | Balance at | |||||||||||||
(in thousands) | end of year | ||||||||||||||||
2014 | $ | 5,158 | $ | 4,407 | $ | (5,380 | ) | $ | 4,185 | ||||||||
2013 | 7,730 | 4,132 | (6,704 | ) | 5,158 | ||||||||||||
2012 | 3,652 | 8,914 | (4,836 | ) | 7,730 | ||||||||||||
Below is a summary of the changes in our allowance for doubtful accounts. | |||||||||||||||||
Years ended December 31, | Balance at beginning of year | Provision/adjustment | Write-off | Balance at | |||||||||||||
(in thousands) | end of year | ||||||||||||||||
2014 | $ | 455 | $ | 777 | $ | (878 | ) | $ | 354 | ||||||||
2013 | 816 | 775 | (1,136 | ) | 455 | ||||||||||||
2012 | 261 | 976 | (421 | ) | 816 | ||||||||||||
Sales commissions | |||||||||||||||||
We pay sales commissions at the time contracts with customers are signed or shortly thereafter, depending on the size and duration of the sales contract. To the extent that these commissions relate to revenue not yet recognized, the amounts are recorded as deferred sales commission costs. Subsequently, the commissions are recognized as expense as the revenue is recognized. | |||||||||||||||||
Below is a summary of the changes in our deferred sales commission costs included in prepaid expenses and other current assets. | |||||||||||||||||
Years ended December 31, | Balance at beginning of year | Additions | Expense | Balance at | |||||||||||||
(in thousands) | end of year | ||||||||||||||||
2014 | $ | 20,088 | $ | 24,615 | $ | (22,073 | ) | $ | 22,630 | ||||||||
2013 | 18,142 | 20,487 | (18,541 | ) | 20,088 | ||||||||||||
2012 | 16,452 | 19,693 | (18,003 | ) | 18,142 | ||||||||||||
Advertising costs | |||||||||||||||||
We expense advertising costs as incurred, which was $1.6 million, $1.1 million and $1.2 million for the years ended December 31, 2014, 2013 and 2012, respectively. | |||||||||||||||||
Restructuring costs | |||||||||||||||||
Restructuring costs include charges for the costs of exit or disposal activities. The liability for costs associated with exit or disposal activities is measured initially at fair value and only recognized when the liability is incurred. | |||||||||||||||||
Impairment of long-lived assets | |||||||||||||||||
We review long-lived assets for impairment when events change or circumstances indicate the carrying amount may not be recoverable. Events or changes in circumstances that indicate the carrying amount may not be recoverable include, but are not limited to, a significant decrease in the market value of the business or asset acquired, a significant adverse change in the extent or manner in which the business or asset acquired is used or significant adverse change in the business climate. If such events or changes in circumstances are present, the undiscounted cash flow method is used to determine whether the asset is impaired. No impairment of long-lived assets occurred in 2014 except for the impairment of previously capitalized software development costs discussed above. No impairment of long-lived assets occurred in 2013 or 2012. | |||||||||||||||||
Contingencies | |||||||||||||||||
We are subject to the possibility of various loss contingencies in the normal course of business. We record an accrual for a contingency when it is both probable that a liability has been incurred and the amount of the loss can be reasonably estimated. Often these issues are subject to substantial uncertainties and, therefore, the probability of loss and the estimation of damages are difficult to ascertain. These assessments can involve a series of complex judgments about future events and can rely heavily on estimates and assumptions that have been deemed reasonable by us. Although we believe we have substantial defenses in these matters, we could incur judgments or enter into settlements of claims that could have a material adverse effect on our consolidated financial position, results of operations or cash flows in any particular period. | |||||||||||||||||
Earnings per share | |||||||||||||||||
We compute basic earnings per share by dividing net income available to common stockholders by the weighted average number of common shares outstanding during the period. Diluted earnings per share is computed by dividing net income available to common stockholders by the weighted average number of common shares and dilutive potential common shares outstanding during the period. Diluted earnings per share reflect the assumed exercise, settlement and vesting of all dilutive securities using the “treasury stock method” except when the effect is anti-dilutive. Potentially dilutive securities consist of shares issuable upon the exercise of stock options, settlement of stock appreciation rights and vesting of restricted stock awards and units. | |||||||||||||||||
Recently adopted accounting pronouncements | |||||||||||||||||
Effective January 1, 2014, we adopted Accounting Standards Update (“ASU”) 2013-11, Income Taxes (Topic 740), Presentation of an Unrecognized Tax Benefit When a Net Operating Loss Carryforward, a Similar Tax Loss, or a Tax Credit Carryforward Exists. Under ASU 2013-11, an unrecognized tax benefit, or a portion of an unrecognized tax benefit, should be presented in the financial statements as a reduction to a deferred tax asset for a net operating loss carryforward or a similar tax loss, or a tax credit carryforward, except as follows. To the extent a net operating loss carryforward, a similar tax loss, or a tax credit carryforward is not available at the reporting date under the tax law of the applicable jurisdiction to settle any additional income taxes that would result from the disallowance of a tax position or the tax law of the applicable jurisdiction does not require the entity to use, and the entity does not intend to use, the deferred tax asset for such purpose, the unrecognized tax benefit should be presented in the financial statements as a liability and should not be combined with deferred tax assets. The adoption of ASU 2013-11 did not have a material impact on our consolidated financial statements. | |||||||||||||||||
Recently issued accounting pronouncements | |||||||||||||||||
In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers. ASU 2014-09 outlines a single comprehensive model for entities to use in accounting for revenue arising from contracts with customers and will replace most existing revenue recognition guidance in GAAP when it becomes effective. ASU 2014-09 is effective for fiscal years and interim periods within those years beginning after December 15, 2016. Early adoption is not permitted. An entity should apply ASU 2014-09 either retrospectively to each prior reporting period presented or retrospectively with the cumulative effect of initially applying the ASU recognized as an adjustment to the opening balance of retained earnings at the date of initial application. We expect the adoption of ASU 2014-09 will impact our consolidated financial statements. We are currently evaluating implementation methods and the extent of the impact that implementation of this standard will have upon adoption. |
Business_Combinations_Notes
Business Combinations (Notes) | 12 Months Ended | |||||||
Dec. 31, 2014 | ||||||||
Business Combinations [Abstract] | ||||||||
Business Combinations | 3. Business combinations | |||||||
2014 Acquisitions | ||||||||
MicroEdge | ||||||||
On October 1, 2014, we completed our acquisition of all of the outstanding equity, including all voting equity interests of MicroEdge Holdings, LLC (“MicroEdge”). MicroEdge is a provider of high-performance solutions that enable the worldwide giving community to organize, simplify and measure their acts of charitable giving. The acquisition of MicroEdge expands our offerings in the philanthropic giving sector with MicroEdge’s comprehensive technology solutions for grant-making, corporate social responsibility and foundation management. We acquired MicroEdge for an aggregate purchase price of $159.8 million in cash. As a result of the acquisition, MicroEdge has become a wholly-owned subsidiary of ours. The operating results of MicroEdge have been included in our consolidated financial statements from the date of acquisition within the Enterprise Customer Business Unit. From the date of acquisition through December 31, 2014, MicroEdge's total revenue was $5.8 million and and its loss from operations was insignificant. Acquisition-related costs of $2.1 million, which primarily consisted of legal and financial advisory services, were expensed as incurred in general and administrative expense during the year ended December 31, 2014. We financed the acquisition of MicroEdge through cash on hand and borrowings of $140 million under our existing credit facility. | ||||||||
The preliminary purchase price allocation is based upon a preliminary valuation of assets and liabilities and the estimates and assumptions are subject to change as we obtain additional information during the measurement period, which may be up to one year from the acquisition date. The assets and liabilities pending finalization include the valuation of acquired intangible assets, the assumed deferred revenue and the evaluation of deferred income taxes. Differences between the preliminary and final valuation could have a material impact on our future results of operations and financial position. The following table summarizes the allocation of the purchase price based on the estimated fair value of the assets acquired and the liabilities assumed: | ||||||||
(in thousands) | ||||||||
Net working capital, excluding deferred revenue | $ | 9,642 | ||||||
Property and equipment | 1,371 | |||||||
Other long term assets | 792 | |||||||
Deferred revenue | (11,670 | ) | ||||||
Deferred tax liability | (6,090 | ) | ||||||
Intangible assets and liabilities | 90,200 | |||||||
Goodwill | 75,541 | |||||||
$ | 159,786 | |||||||
The estimated fair value of accounts receivable acquired approximates the contractual value of $6.3 million. The estimated goodwill recognized is attributable primarily to the opportunities for expected synergies from combining operations and the assembled workforce of MicroEdge, all of which was assigned to our Enterprise Customer Business Unit reporting segment. Approximately $34.9 million of the goodwill arising in the acquisition is deductible for income tax purposes. | ||||||||
The MicroEdge acquisition resulted in the identification of the following identifiable intangible assets: | ||||||||
Intangible assets acquired | Weighted average amortization period | |||||||
MicroEdge | (in thousands) | (in years) | ||||||
Customer relationships | $ | 61,200 | 13 | |||||
Marketing assets | 2,500 | 6 | ||||||
Marketing assets | 1,600 | Indefinite | ||||||
Acquired technology | 24,300 | 6 | ||||||
Non-compete agreements | 600 | 3 | ||||||
Total intangible assets | $ | 90,200 | 11 | |||||
The fair value of the intangible assets was based on variations of the income approach, which estimates fair value based on the present value of cash flows that the assets are expected to generate which included the relief-from-royalty method, incremental cash flow method, excess earnings method and with and without method, depending on the intangibles asset being valued. Customer relationships are amortized on an accelerated basis. Marketing assets, acquired technology and non-compete agreements are amortized on a straight-line basis. | ||||||||
The following unaudited pro forma condensed combined consolidated results of operations assume that the acquisition of MicroEdge occurred on January 1, 2013. This unaudited pro forma financial information does not reflect any adjustments for anticipated synergies resulting from the acquisition and should not be relied upon as being indicative of the historical results that would have been attained had the transaction been consummated as of January 1, 2013, or of the results that may occur in the future. The unaudited pro forma information reflects adjustments for amortization of intangibles related to the fair value adjustments of the assets acquired, write-down of acquired deferred revenue to fair value, additional interest expense related to the financing of the transaction and the related tax effects of the adjustments. | ||||||||
Years ended December 31, | ||||||||
(in thousands, except per share amounts) | 2014 | 2013 | ||||||
Revenue | $ | 592,930 | $ | 528,095 | ||||
Net income | $ | 26,944 | $ | 25,300 | ||||
Basic earnings per share | $ | 0.6 | $ | 0.57 | ||||
Diluted earnings per share | $ | 0.59 | $ | 0.56 | ||||
WhippleHill | ||||||||
On June 16, 2014, we acquired all of the outstanding stock, including all voting equity interests of WhippleHill Communications, Inc. (“WhippleHill”), a privately held company based in New Hampshire, for $35.0 million in cash, subject to certain adjustments set forth in the stock purchase agreement. WhippleHill is a leading provider of cloud-based solutions designed exclusively to serve K12 private schools. The acquisition of WhippleHill expanded our offerings in the K12 technology sector. The operating results of WhippleHill have been included in our consolidated financial statements from the date of acquisition. From the date of acquisition through December 31, 2014, WhippleHill's total revenue was $4.5 million and its loss from operations was $1.7 million. Insignificant acquisition-related costs, which primarily consisted of legal and financial advisory services, were expensed as incurred in general and administrative expense during the year ended December 31, 2014. | ||||||||
We recorded $22.2 million of finite-lived intangible assets, $9.3 million of goodwill (all of which is deductible for income tax purposes) and $3.5 million of net tangible assets acquired and liabilities assumed associated with this acquisition based on our preliminary determination of estimated fair values. The estimated fair values of the finite-lived intangible assets were based on variations of the income approach which estimates fair value based upon the present value of cash flows that the assets are expected to generate and which included the relief-from-royalty method, incremental cash flow method and excess earnings method. Included in net tangible assets acquired and liabilities assumed was $4.6 million of acquired accounts receivable, for which fair value was estimated to approximate the contractual value. The assets and liabilities recorded for the acquisition of WhippleHill were based on preliminary valuations and the estimates and assumptions are subject to change as we obtain additional information during the measurement period, which may be up to one year from the acquisition date. The assets and liabilities pending finalization include the valuation of acquired intangible assets, the assumed deferred revenue and the evaluation of deferred income taxes. Differences between the preliminary and final valuation could have a material impact on our future results of operations and financial position. The estimated goodwill recognized is attributable primarily to the opportunities for expected synergies from combining operations and the assembled workforce of WhippleHill, all of which was assigned to our General Markets Business Unit reporting segment. During the three months ended December 31, 2014, we recorded insignificant measurement period adjustments to the estimated fair values of the assets acquired and liabilities assumed based on updated information. | ||||||||
The WhippleHill acquisition resulted in the identification of the following identifiable finite-lived intangible assets: | ||||||||
Intangible assets acquired | Weighted average amortization period | |||||||
WhippleHill | (in thousands) | (in years) | ||||||
Customer relationships | $ | 11,300 | 11 | |||||
Acquired technology | 8,500 | 6 | ||||||
Trade names | 2,300 | 8 | ||||||
Non-compete agreements | 100 | 3 | ||||||
Total intangible assets | $ | 22,200 | 9 | |||||
The fair value of the intangible assets was based on variations of the income approach, which estimates fair value based on the present value of cash flows that the assets are expected to generate which included the relief-from-royalty method, incremental cash flow method, excess earnings method and with and without method, depending on the intangibles asset being valued. Customer relationships are being amortized on an accelerated basis. Acquired technology, trade names and non-compete agreements are being amortized on a straight-line basis. | ||||||||
We determined that the WhippleHill acquisition was not a material business combination. As such, pro forma disclosures are not required and are not presented. | ||||||||
2012 Acquisition | ||||||||
Convio | ||||||||
In May 2012, we completed our acquisition of all of the outstanding equity, including all voting equity interests of Convio, Inc. (Convio), for approximately $329.8 million in cash consideration and the assumption of unvested equity awards valued at approximately $5.9 million, for a total of $335.7 million. Convio was a leading provider of on-demand constituent engagement solutions that enabled nonprofit organizations to more effectively raise funds, advocate for change and cultivate relationships. The acquisition of Convio expanded our subscription and online offerings and accelerated our evolution to a subscription-based revenue model. As a result of the acquisition, Convio has become a wholly-owned subsidiary of ours. The results of operations of Convio are included in our consolidated financial statements from the date of acquisition. Because we have integrated a substantial amount of the Convio operations and have made product rationalization decisions, it is not possible to determine the revenue and operating costs attributable solely to the acquired business. During the year ended December 31, 2012, we incurred $6.4 million of acquisition-related costs associated with the acquisition of Convio, which were recorded in general and administrative expense. | ||||||||
We financed the acquisition of Convio through cash on hand and borrowings of $312.0 million under our credit facility. In connection with closing the Convio acquisition, we designated Convio as a material domestic subsidiary under our credit facility. As a material domestic subsidiary, Convio guarantees amounts outstanding under the credit facility and pledges certain stock of its subsidiaries. | ||||||||
The following table summarizes the allocation of the purchase price based on the estimated fair value of the assets acquired and the liabilities assumed: | ||||||||
(in thousands) | ||||||||
Net working capital, excluding deferred revenue | $ | 57,062 | ||||||
Property and equipment | 6,591 | |||||||
Other long term assets | 75 | |||||||
Deferred revenue | (7,847 | ) | ||||||
Deferred tax liability | (33,181 | ) | ||||||
Intangible assets and liabilities | 139,650 | |||||||
Goodwill | 173,324 | |||||||
$ | 335,674 | |||||||
The estimated fair value of accounts receivable acquired approximated the contractual value of $12.8 million. The goodwill recognized was attributable primarily to the assembled workforce of Convio and the opportunities for expected synergies. None of the goodwill arising in the acquisition is deductible for income tax purposes. The estimated amount of goodwill assigned to the Enterprise Customer Business Unit and the General Markets Business Unit reporting segments was $124.8 million and $48.5 million, respectively. | ||||||||
The Convio acquisition resulted in the identification of the following identifiable intangible assets: | ||||||||
Intangible assets acquired | Weighted average amortization period | |||||||
Convio | (in thousands) | (in years) | ||||||
Customer relationships | $ | 53,000 | 15 | |||||
Marketing assets | 7,800 | 7 | ||||||
Acquired technology | 69,000 | 8 | ||||||
In-process research and development | 9,100 | 7 | ||||||
Non-compete agreements | 1,440 | 2 | ||||||
Unfavorable leasehold interests | (690 | ) | 7 | |||||
Total intangible assets | $ | 139,650 | 10 | |||||
The fair value of the intangible assets was based on the income approach, cost approach, relief of royalty rate method and excess earnings methods. Customer relationships are amortized on an accelerated basis. Marketing assets, acquired technology and non-compete agreements are amortized on a straight-line basis. In-process research and development related to proprietary technology was placed into service subsequent to the time of acquisition and is amortized on a straight-line basis since the time of being placed into service over a weighted average amortization period of seven years. | ||||||||
The following unaudited pro forma condensed consolidated results of operations assume that the acquisition of Convio occurred on January 1, 2011. This unaudited pro forma financial information does not reflect any adjustments for anticipated synergies resulting from the acquisition and should not be relied upon as being indicative of the historical results that would have been attained had the transaction been consummated as of January 1, 2011, or of the results that may occur in the future. | ||||||||
Year ended December 31, | ||||||||
(in thousands, except per share amounts) | 2012 | |||||||
Revenue | $ | 476,887 | ||||||
Net income | $ | 116 | ||||||
Basic earnings per share | $ | — | ||||||
Diluted earnings per share | $ | — | ||||||
Earnings_Per_Share_Earnings_Pe
Earnings Per Share Earnings Per Share (Notes) | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
Earnings Per Share [Abstract] | |||||||||||||
Earnings Per Share [Text Block] | 4. Earnings per share | ||||||||||||
The following table sets forth the computation of basic and diluted earnings per share: | |||||||||||||
Years ended December 31, | |||||||||||||
(in thousands, except share and per share amounts) | 2014 | 2013 | 2012 | ||||||||||
Numerator: | |||||||||||||
Net income | $ | 28,290 | $ | 30,472 | $ | 6,583 | |||||||
Denominator: | |||||||||||||
Weighted average common shares | 45,215,138 | 44,684,812 | 44,145,535 | ||||||||||
Add effect of dilutive securities: | |||||||||||||
Employee stock-based compensation | 584,736 | 736,328 | 546,310 | ||||||||||
Weighted average common shares assuming dilution | 45,799,874 | 45,421,140 | 44,691,845 | ||||||||||
Earnings per share: | |||||||||||||
Basic | $ | 0.63 | $ | 0.68 | $ | 0.15 | |||||||
Diluted | $ | 0.62 | $ | 0.67 | $ | 0.15 | |||||||
The following shares underlying stock-based awards were not included in diluted earnings per share because their inclusion would have been anti-dilutive: | |||||||||||||
Years ended December 31, | |||||||||||||
2014 | 2013 | 2012 | |||||||||||
Shares excluded from calculations of diluted EPS | 23,159 | 116,438 | 434,050 | ||||||||||
Fair_Value_Measurements_Fair_V
Fair Value Measurements Fair Value Measurements | 12 Months Ended | ||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||
Fair Value Disclosures [Abstract] | |||||||||||||||||
Fair Value Measurements | 5. Fair value measurements | ||||||||||||||||
Recurring fair value measurements | |||||||||||||||||
Financial liabilities measured at fair value on a recurring basis consisted of the following, as of: | |||||||||||||||||
Fair value measurement using | |||||||||||||||||
(in thousands) | Level 1 | Level 2 | Level 3 | Total | |||||||||||||
Fair value as of December 31, 2014 | |||||||||||||||||
Financial liabilities: | |||||||||||||||||
Derivative instruments(1) | $ | — | $ | 268 | $ | — | $ | 268 | |||||||||
Total financial liabilities | $ | — | $ | 268 | $ | — | $ | 268 | |||||||||
Fair value as of December 31, 2013 | |||||||||||||||||
Financial liabilities: | |||||||||||||||||
Derivative instruments(1) | $ | — | $ | 427 | $ | — | $ | 427 | |||||||||
Total financial liabilities | $ | — | $ | 427 | $ | — | $ | 427 | |||||||||
-1 | The fair value of our interest rate swaps was based on model-driven valuations using LIBOR rates, which are observable at commonly quoted intervals. Accordingly, our interest rate swaps are classified within Level 2 of the fair value hierarchy. | ||||||||||||||||
We believe the carrying amounts of our cash and cash equivalents, donor restricted cash, accounts receivable, trade accounts payable, accrued expenses and other current liabilities and donations payable approximate their fair values at December 31, 2014 and 2013, due to the immediate or short-term maturity of these instruments. | |||||||||||||||||
We believe the carrying amount of our debt approximates its fair value at December 31, 2014 and 2013, as the debt bears interest rates that approximate market value. As LIBOR rates are observable at commonly quoted intervals, it is classified within Level 2 of the fair value hierarchy. | |||||||||||||||||
Non-recurring fair value measurements | |||||||||||||||||
Assets and liabilities that are measured at fair value on a non-recurring basis include intangible assets and goodwill which are recognized at fair value during the period in which an acquisition is completed, from updated estimates and assumptions during the measurement period, or when they are considered to be impaired. These non-recurring fair value measurements, primarily for intangible assets acquired, were based on Level 3 unobservable inputs. In the event of an impairment, we determine the fair value of the goodwill and intangible assets using a discounted cash flow approach, which contains significant unobservable inputs and therefore is considered a Level 3 fair value measurement. The unobservable inputs in the analysis generally include future cash flow projections and a discount rate. | |||||||||||||||||
There were no non-recurring fair value adjustments recorded to intangible assets and goodwill during the years ended December 31, 2014 or 2013, except for certain business combination accounting adjustments to the initial fair value estimates of the assets acquired and liabilities assumed at the acquisition date from updated estimates and assumptions during the measurement period. The measurement period may be up to one year from the acquisition date. We record any measurement period adjustments to the fair value of assets acquired and liabilities assumed, with the corresponding offset to goodwill. |
Property_And_Equipment_Notes
Property And Equipment (Notes) | 12 Months Ended | |||||||||
Dec. 31, 2014 | ||||||||||
Property, Plant and Equipment [Abstract] | ||||||||||
Property, Plant and Equipment Disclosure | 6. Property and equipment | |||||||||
Property and equipment consisted of the following, as of: | ||||||||||
Estimated | December 31, | |||||||||
useful life | ||||||||||
(in thousands) | (years) | 2014 | 2013 | |||||||
Equipment | 5-Mar | $ | 3,680 | $ | 3,710 | |||||
Computer hardware | 5-Mar | 67,145 | 59,394 | |||||||
Computer software | 5-Mar | 24,126 | 19,989 | |||||||
Construction in progress | - | 587 | 93 | |||||||
Furniture and fixtures | 7-May | 7,182 | 6,987 | |||||||
Leasehold improvements | Term of lease | 14,528 | 11,375 | |||||||
Total property and equipment | 117,248 | 101,548 | ||||||||
Less: accumulated depreciation | (66,846 | ) | (51,998 | ) | ||||||
Property and equipment, net of depreciation | $ | 50,402 | $ | 49,550 | ||||||
Depreciation expense was $17.3 million, $17.5 million and $14.5 million for the years ended December 31, 2014, 2013 and 2012, respectively. | ||||||||||
Property and equipment, net of depreciation, under capital leases at December 31, 2014 and 2013 was not significant. |
Goodwill_And_Other_Intangible_
Goodwill And Other Intangible Assets (Notes) | 12 Months Ended | |||||||||||||||||||||||
Dec. 31, 2014 | ||||||||||||||||||||||||
Goodwill and Intangible Assets Disclosure [Abstract] | ||||||||||||||||||||||||
Goodwill and Intangible Assets Disclosure | 7. Goodwill and other intangible assets | |||||||||||||||||||||||
The change in goodwill for each reportable segment (as defined in Note 18 of these consolidated financial statements) during the year ended December 31, 2014, consisted of the following: | ||||||||||||||||||||||||
(in thousands) | ECBU | GMBU | IBU | Target Analytics | Other(1) | Total | ||||||||||||||||||
Balance at December 31, 2013 | $ | 147,828 | $ | 74,956 | $ | 6,542 | $ | 33,177 | $ | 2,096 | $ | 264,599 | ||||||||||||
Additions related to business combinations | 75,541 | 9,257 | — | — | — | 84,798 | ||||||||||||||||||
Adjustments related to prior year business combinations | — | — | 140 | — | — | 140 | ||||||||||||||||||
Effect of foreign currency translation | — | — | (529 | ) | — | — | (529 | ) | ||||||||||||||||
Balance at December 31, 2014 | $ | 223,369 | $ | 84,213 | $ | 6,153 | $ | 33,177 | $ | 2,096 | $ | 349,008 | ||||||||||||
-1 | Other includes goodwill not assigned to one of our four reportable segments. | |||||||||||||||||||||||
We have no accumulated impairment losses as of December 31, 2014 and 2013. Additions to goodwill for ECBU and GMBU during the year ended December 31, 2014, related to our acquisitions of MicroEdge and WhippleHill, respectively, as described in Note 3 of these consolidated financial statements. The addition to goodwill for IBU during the year ended December 31, 2014 was the result of measurement period adjustments to the estimated fair values of the assets acquired and liabilities assumed based on updated information for the entity we acquired during the year ended December 31, 2013. | ||||||||||||||||||||||||
We have recorded intangible assets acquired in various business combinations based on their fair values at the date of acquisition. The table below sets forth the balances of each class of intangible asset and related amortization as of: | ||||||||||||||||||||||||
December 31, | ||||||||||||||||||||||||
(in thousands) | 2014 | 2013 | ||||||||||||||||||||||
Finite-lived gross carrying amount | ||||||||||||||||||||||||
Customer relationships | $ | 174,239 | $ | 102,030 | ||||||||||||||||||||
Marketing assets | 15,158 | 10,384 | ||||||||||||||||||||||
Acquired software and technology | 126,650 | 94,144 | ||||||||||||||||||||||
Non-compete agreements | 1,158 | 2,128 | ||||||||||||||||||||||
Database | 4,275 | 4,275 | ||||||||||||||||||||||
Total finite-lived gross carrying amount | 321,480 | 212,961 | ||||||||||||||||||||||
Accumulated amortization | ||||||||||||||||||||||||
Customer relationships | (43,671 | ) | (33,442 | ) | ||||||||||||||||||||
Marketing assets | (6,137 | ) | (4,529 | ) | ||||||||||||||||||||
Acquired software and technology | (40,801 | ) | (27,671 | ) | ||||||||||||||||||||
Non-compete agreements | (389 | ) | (1,739 | ) | ||||||||||||||||||||
Database | (3,867 | ) | (3,332 | ) | ||||||||||||||||||||
Total accumulated amortization | (94,865 | ) | (70,713 | ) | ||||||||||||||||||||
Indefinite-lived gross carrying amount | ||||||||||||||||||||||||
Marketing assets | 2,692 | 1,193 | ||||||||||||||||||||||
Total intangible assets, net | $ | 229,307 | $ | 143,441 | ||||||||||||||||||||
Changes to the gross carrying amounts of intangible asset classes during 2014 were related to our business acquisitions as described in Note 3 of these financial statements, the write-off of certain non-compete agreements that expired and the effect of foreign currency translation. | ||||||||||||||||||||||||
Amortization expense | ||||||||||||||||||||||||
Amortization expense related to finite-lived intangible assets acquired in business combinations is allocated to cost of revenue and operating expenses on the consolidated statements of comprehensive income based on the revenue stream to which the asset contributes. The following table summarizes amortization expense: | ||||||||||||||||||||||||
Year ended December 31, | ||||||||||||||||||||||||
(in thousands) | 2014 | 2013 | 2012 | |||||||||||||||||||||
Included in cost of revenue: | ||||||||||||||||||||||||
Cost of license fees | $ | 349 | $ | 421 | $ | 485 | ||||||||||||||||||
Cost of subscriptions | 20,239 | 18,578 | 11,969 | |||||||||||||||||||||
Cost of services | 2,910 | 2,528 | 1,992 | |||||||||||||||||||||
Cost of maintenance | 772 | 457 | 722 | |||||||||||||||||||||
Cost of other revenue | 75 | 75 | 75 | |||||||||||||||||||||
Total included in cost of revenue | 24,345 | 22,059 | 15,243 | |||||||||||||||||||||
Included in operating expenses | 1,803 | 2,539 | 2,106 | |||||||||||||||||||||
Total | $ | 26,148 | $ | 24,598 | $ | 17,349 | ||||||||||||||||||
The following table outlines the estimated future amortization expense for each of the next five years for our finite-lived intangible assets as of December 31, 2014: | ||||||||||||||||||||||||
Year ended December 31, | Amortization expense | |||||||||||||||||||||||
(in thousands) | ||||||||||||||||||||||||
2015 | $ | 32,828 | ||||||||||||||||||||||
2016 | 35,282 | |||||||||||||||||||||||
2017 | 32,760 | |||||||||||||||||||||||
2018 | 30,582 | |||||||||||||||||||||||
2019 | 27,430 | |||||||||||||||||||||||
Total | $ | 158,882 | ||||||||||||||||||||||
Prepaid_Expenses_And_Other_Ass
Prepaid Expenses And Other Assets (Notes) | 12 Months Ended | |||||||
Dec. 31, 2014 | ||||||||
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | ||||||||
Prepaid Expenses And Other Assets | 8. Prepaid expenses and other assets | |||||||
Prepaid expenses and other assets consisted of the following as of: | ||||||||
(in thousands) | December 31, 2014 | December 31, 2013 | ||||||
Deferred sales commissions | $ | 22,630 | $ | 20,088 | ||||
Prepaid software maintenance | 9,480 | 6,875 | ||||||
Taxes, prepaid and receivable | 8,991 | 1,112 | ||||||
Deferred professional services costs | 5,753 | 7,445 | ||||||
Software development costs | 8,914 | 4,172 | ||||||
Prepaid royalties | 3,192 | 2,813 | ||||||
Other assets | 8,116 | 6,861 | ||||||
Total prepaid expenses and other assets | 67,076 | 49,366 | ||||||
Less: Long-term portion | 26,684 | 19,251 | ||||||
Total prepaid expenses and other current assets | $ | 40,392 | $ | 30,115 | ||||
Accrued_Expenses_And_Other_Lia
Accrued Expenses And Other Liabilities (Notes) | 12 Months Ended | |||||||
Dec. 31, 2014 | ||||||||
Accrued Expenses and Other Liabilities [Abstract] | ||||||||
Accrued Expenses And Other Liabilities | 9. Accrued expenses and other liabilities | |||||||
Accrued expenses and other liabilities consisted of the following as of: | ||||||||
(in thousands) | December 31, 2014 | December 31, 2013 | ||||||
Taxes payable | $ | 4,285 | $ | 5,430 | ||||
Accrued commissions and salaries | 8,712 | 7,127 | ||||||
Accrued bonuses | 19,480 | 9,258 | ||||||
Lease incentive obligations | 4,099 | 2,636 | ||||||
Deferred rent liabilities | 4,200 | 2,706 | ||||||
Customer credit balances | 2,573 | 3,281 | ||||||
Accrued health care costs | 2,707 | 2,459 | ||||||
Unrecognized tax benefit | 3,791 | 3,698 | ||||||
Other liabilities | 9,791 | 10,503 | ||||||
Total accrued expenses and other liabilities | 59,638 | 47,098 | ||||||
Less: Long-term portion | 7,437 | 6,655 | ||||||
Total accrued expenses and other current liabilities | $ | 52,201 | $ | 40,443 | ||||
Deferred_Revenue_Notes
Deferred Revenue (Notes) | 12 Months Ended | |||||||
Dec. 31, 2014 | ||||||||
Deferred Revenue Disclosure [Abstract] | ||||||||
Deferred Revenue Disclosure | 10. Deferred revenue | |||||||
Deferred revenue consisted of the following as of: | ||||||||
(in thousands) | 31-Dec-14 | 31-Dec-13 | ||||||
Maintenance | $ | 92,823 | $ | 85,219 | ||||
Subscriptions | 98,225 | 72,480 | ||||||
Services | 29,457 | 32,153 | ||||||
License fees and other | 769 | 722 | ||||||
Total deferred revenue | 221,274 | 190,574 | ||||||
Less: Deferred revenue, net of current portion | 8,991 | 9,099 | ||||||
Deferred revenue, current portion | $ | 212,283 | $ | 181,475 | ||||
Debt_Notes
Debt (Notes) | 12 Months Ended | |||||||||||||
Dec. 31, 2014 | ||||||||||||||
Debt Disclosure [Abstract] | ||||||||||||||
Debt | 11. Debt | |||||||||||||
The following table summarizes our debt balances and the related weighted average effective interest rates, which includes the effect of interest rate swap agreements. | ||||||||||||||
Debt balance at | Weighted average effective interest rate at | |||||||||||||
(in thousands, except percentages) | December 31, 2014 | December 31, 2013 | December 31, 2014 | December 31, 2013 | ||||||||||
Credit facility: | ||||||||||||||
Revolving credit loans | $ | 110,700 | $ | 70,408 | 1.56 | % | 1.95 | % | ||||||
Term loans | 171,719 | 82,500 | 2.03 | % | 2.39 | % | ||||||||
Total debt | 282,419 | 152,908 | 1.85 | % | 2.14 | % | ||||||||
Less: Unamortized debt discount | 1,848 | — | ||||||||||||
Less: Debt, current portion | 4,375 | 17,158 | 1.39 | % | 2.39 | % | ||||||||
Debt, net of current portion | $ | 276,196 | $ | 135,750 | 1.85 | % | 2.11 | % | ||||||
We were previously party to a $325.0 million five-year credit facility entered into during February 2012. The credit facility included: a dollar and a designated currency revolving credit facility with sublimits for letters of credit and swingline loans (the “2012 Revolving Facility”) and a delayed draw term loan (the “2012 Term Loan”) together, (the “2012 Credit Facility”). | ||||||||||||||
2014 Refinancing | ||||||||||||||
In February 2014, we entered into a five-year $325.0 million credit facility (the “2014 Credit Facility”) and drew $175.0 million on a term loan upon closing, which was used to repay all amounts outstanding under the 2012 Credit Facility. | ||||||||||||||
The 2014 Credit Facility includes the following facilities: (i) a dollar and a designated currency revolving credit facility with sublimits for letters of credit and swingline loans (the “2014 Revolving Facility”) and (ii) a term loan facility (the “2014 Term Loan”). | ||||||||||||||
Certain participants of the 2012 Term Loan participated in the 2014 Term Loan and the change in the present value of our future cash flows to these participants under the 2012 Term Loan and under the 2014 Term Loan was less than 10%. Accordingly, we accounted for the refinancing event for these participants as a debt modification. Certain participants of the 2012 Term Loan did not participate in the 2014 Term Loan. Accordingly, we accounted for the refinancing event for these participants as a debt extinguishment. Certain participants of the 2012 Revolving Facility participated in the 2014 Revolving Facility and provided increased borrowing capacities. Accordingly, we accounted for the refinancing event for these participants as a debt modification. Certain participants of the 2012 Revolving Facility did not participate in the 2014 Revolving Facility. Accordingly, we accounted for the refinancing event for these participants as a debt extinguishment. | ||||||||||||||
We recorded a $0.4 million loss on debt extinguishment related to the write-off of deferred financing costs for the portions of the 2012 Credit Facility considered to be extinguished. This loss was recognized in the consolidated statements of comprehensive income within loss on debt extinguishment and termination of derivative instruments. | ||||||||||||||
In connection with our entry into the 2014 Credit Facility, we paid $2.5 million in financing costs, of which $1.1 million were capitalized and, together with a portion of the unamortized deferred financing costs from the 2012 Credit Facility and prior facilities, are being amortized into interest expense over the term of the new facility using the effective interest method. As of December 31, 2014 and 2013, deferred financing costs totaling $1.7 million and $1.9 million, respectively, were included in other assets on the consolidated balance sheet. | ||||||||||||||
Summary of the 2014 Credit Facility | ||||||||||||||
The 2014 Credit Facility is secured by the stock and limited liability company interests of certain of our subsidiaries and is guaranteed by our material domestic subsidiaries. | ||||||||||||||
Amounts borrowed under the dollar tranche revolving credit loans and term loan under the 2014 Credit Facility bear interest at a rate per annum equal to, at our option, (a) a base rate equal to the highest of (i) the prime rate, (ii) federal funds rate plus 0.50% and (iii) one month LIBOR plus 1.00% (the “Base Rate”), in addition to a margin of 0.00% to 0.50%, or (b) LIBOR rate plus a margin of 1.00% to 1.50%. Swingline loans bear interest at a rate per annum equal to the Base Rate plus a margin of 0.00% to 0.50% or such other rate agreed to between the Swingline lender and us. Designated currency tranche revolving credit loans bear interest at a rate per annum equal to the LIBOR rate for the applicable currency plus a margin of 1.00% to 1.50%. The exact amount of any margin depends on the nature of the loan (Base Rate or LIBOR) and our net leverage ratio (as defined in the 2014 Credit Facility). | ||||||||||||||
We also pay a quarterly commitment fee on the unused portion of the revolving credit facility from 0.15% to 0.225% per annum, depending on our leverage ratio. At December 31, 2014, the commitment fee was 0.175%. | ||||||||||||||
The term loan under the 2014 Credit Facility requires periodic principal payments. The balance of the term loan and any amounts drawn on the revolving credit loans are due upon maturity of the 2014 Credit Facility in February 2019. We evaluate the classification of our debt as current or non-current based on the required annual maturities of the 2014 Credit Facility. | ||||||||||||||
The 2014 Credit Facility includes financial covenants related to the net leverage ratio and interest coverage ratio, as well as restrictions on our ability to declare and pay dividends and our ability to repurchase shares of our common stock. At December 31, 2014, we were in compliance with our debt covenants under the 2014 Credit Facility. | ||||||||||||||
Financing for MicroEdge Acquisition | ||||||||||||||
The 2014 Credit Facility included a right to increase the revolving commitments and/or request additional term loans in a principal amount of up to $200 million. On October 1, 2014, we exercised our right, and certain lenders agreed, to increase the revolving credit commitments by $100 million such that currently and for the period commencing October 1, 2014, the aggregate revolving credit commitments are $250 million. The additional revolving credit commitments have the same terms as the existing revolving credit commitments. | ||||||||||||||
On October 1, 2014, we drew down $140 million in revolving credit commitments under the 2014 Credit Facility to finance the acquisition of MicroEdge. | ||||||||||||||
As of December 31, 2014, the required annual maturities related to the 2014 Credit Facility were as follows: | ||||||||||||||
Year ending December 31, | Annual maturities | |||||||||||||
(in thousands) | ||||||||||||||
2015 | $ | 4,375 | ||||||||||||
2016 | 4,375 | |||||||||||||
2017 | 4,375 | |||||||||||||
2018 | 4,375 | |||||||||||||
2019 | $ | 264,919 | ||||||||||||
Thereafter | $ | — | ||||||||||||
Total required maturities | $ | 282,419 | ||||||||||||
Derivative_Instruments
Derivative Instruments | 12 Months Ended | |||||||||
Dec. 31, 2014 | ||||||||||
Derivative Instruments and Hedging Activities Disclosure [Abstract] | ||||||||||
Derivatives and Fair Value | 12. Derivative instruments | |||||||||
We use derivative instruments to manage interest rate risk. In February 2014, in connection with the refinancing of our debt, we terminated the two interest rate swap agreements associated with the 2012 Credit Facility. As part of the settlement of our swap liabilities, we recorded a loss of $0.6 million, which was recognized in the consolidated statements of comprehensive income within loss on debt extinguishment and termination of derivative instruments. This loss resulted in the recognition of an insignificant tax benefit. | ||||||||||
In March 2014, we entered into an interest rate swap agreement (the “March 2014 Swap Agreement”), which effectively converts portions of our variable rate debt under the 2014 Credit Facility to a fixed rate for the term of the swap agreement. The initial notional value of the March 2014 Swap Agreement was $125.0 million with an effective date beginning in March 2014. In March 2017, the notional value of the March 2014 Swap Agreement will decrease to $75.0 million for the remaining term through February 2018. We designated the March 2014 Swap Agreement as a cash flow hedge at the inception of the contract. | ||||||||||
In October 2014, we entered into an additional interest rate swap agreement (the “October 2014 Swap Agreement”), which effectively converts portions of our variable rate debt under the 2014 Credit Facility to a fixed rate for the term of the swap agreement. The initial notional value of the October 2014 Swap Agreement was $75.0 million with an effective date beginning in October 2014. In September 2015, the notional value of the October 2014 Swap Agreement will decrease to $50.0 million for the remaining term through June 2016. We designated the October 2014 Swap Agreement as a cash flow hedge at the inception of the contract. | ||||||||||
The fair values of our derivative instruments were as follows as of: | ||||||||||
Liability fair value at | ||||||||||
(in thousands) | Balance sheet location | December 31, 2014 | 31-Dec-13 | |||||||
Derivative instruments designated as hedging instruments: | ||||||||||
Interest rate swaps, current portion | Accrued expenses and other current liabilities | $ | — | $ | 46 | |||||
Interest rate swaps, long-term portion | Other liabilities | 268 | 381 | |||||||
Total derivative instruments designated as hedging instruments | $ | 268 | $ | 427 | ||||||
The effects of derivative instruments in cash flow hedging relationships were as follows: | ||||||||||
Loss recognized in accumulated other comprehensive loss as of | Location of loss reclassified from accumulated other comprehensive loss into income | Amount reclassified from accumulated other comprehensive loss into income | ||||||||
31-Dec-14 | Year ended December 31, | |||||||||
(in thousands) | 2014 | |||||||||
Interest rate swaps | $ | (268 | ) | Interest expense | $ | 1,215 | ||||
Year ended December 31, | ||||||||||
31-Dec-13 | 2013 | |||||||||
Interest rate swaps | $ | (427 | ) | Interest expense | $ | 794 | ||||
Year ended December 31, | ||||||||||
31-Dec-12 | 2012 | |||||||||
Interest rate swaps | $ | (1,296 | ) | Interest expense | $ | 466 | ||||
Our policy requires that derivatives used for hedging purposes be designated and effective as a hedge of the identified risk exposure at the inception of the contract. Accumulated other comprehensive income (loss) includes unrealized gains or losses from the change in fair value measurement of our derivative instruments each reporting period and the related income tax expense or benefit. Changes in the fair value measurements of the derivative instruments and the related income tax expense or benefit are reflected as adjustments to accumulated other comprehensive income (loss) until the actual hedged expense is incurred or until the hedge is terminated at which point the unrealized gain (loss) is reclassified from accumulated other comprehensive income (loss) to current earnings. There were no ineffective portions of our interest rate swap derivatives during years ended December 31, 2014, 2013 and 2012. See Note 16 of these consolidated financial statements for a summary of other changes in accumulated other comprehensive income (loss) by component. |
Commitments_And_Contingencies_
Commitments And Contingencies (Notes) | 12 Months Ended | |||
Dec. 31, 2014 | ||||
Commitments and Contingencies Disclosure [Abstract] | ||||
Commitments And Contingencies | 13. Commitments and contingencies | |||
Leases | ||||
We lease our headquarters facility under a 15-year lease agreement, which was entered into in October 2008, and has two five-year renewal options. The current annual base rent of the lease is $4.1 million, payable in equal monthly installments. The base rent escalates annually at a rate equal to the change in the consumer price index, as defined in the agreement, but not to exceed 5.5% in any year. | ||||
We have a lease for office space in Austin, Texas that terminates on September 30, 2023, and has two five-year renewal options. Under the terms of the lease, we will increase our leased space by approximately 20,000 square feet on July 31, 2016. The current annual base rent of the lease is $2.3 million. The base rent that escalates annually between 2% and 4% based on the terms of the agreement. The related rent expense is recorded on a straight-line basis over the length of the lease term. At December 31, 2014, we had a standby letter of credit of $2.0 million for a security deposit for this lease. | ||||
We have provisions in our leases that entitle us to aggregate remaining leasehold improvement allowances of $5.7 million. These amounts are being recorded as a reduction to rent expense ratably over the terms of the leases. Rent expense was reduced related to these lease provisions by $0.7 million and $0.6 million during the years ended December 31, 2014 and 2013, respectively. The reduction in rent expense related to these lease provisions during the year ended December 31, 2012 was insignificant. The leasehold improvement allowances have been included in the table of operating lease commitments below as a reduction in our lease commitments ratably over the then remaining terms of the leases. The timing of the reimbursements for the actual leasehold improvements may vary from the amounts reflected in the table below. | ||||
We have also received, and expect to receive through 2016, quarterly South Carolina state incentive payments as a result of locating our headquarters facility in Berkeley County, South Carolina. These amounts are recorded as a reduction of rent expense and were $2.2 million, $2.4 million and $2.2 million for the years ended December 31, 2014, 2013 and 2012, respectively. | ||||
Total rent expense was $9.4 million, $9.0 million and $7.6 million for the years ended December 31, 2014, 2013 and 2012, respectively. | ||||
As of December 31, 2014, the future minimum lease commitments related to lease agreements, net of related lease incentives, were as follows: | ||||
Year ended December 31, | Operating | |||
(in thousands) | leases | |||
2015 | $ | 12,425 | ||
2016 | 11,807 | |||
2017 | 10,995 | |||
2018 | 11,205 | |||
2019 | 10,537 | |||
Thereafter | 33,882 | |||
Total minimum lease payments | $ | 90,851 | ||
Other commitments | ||||
As discussed in Note 11 of these consolidated financial statements, the term loans under the 2014 Credit Facility require periodic principal payments. The balance of the term loans and any amounts drawn on the revolving credit loans are due upon maturity of the 2014 Credit Facility in February 2019. | ||||
We utilize third-party technology in conjunction with our products and services, with contractual arrangements varying in length from one to three years. In certain cases, these arrangements require a minimum annual purchase commitment. As of December 31, 2014, the remaining aggregate minimum purchase commitment under these arrangements was approximately $13.0 million through 2018. We incurred expense under these arrangements of $6.1 million for the year ended December 31, 2014. | ||||
Legal contingencies | ||||
We are subject to legal proceedings and claims that arise in the ordinary course of business. We record an accrual for a contingency when it is both probable that a liability has been incurred and the amount of the loss can be reasonably estimated. We do not believe the amount of potential liability with respect to these actions will have a material adverse effect upon our consolidated financial position, results of operations or cash flows. | ||||
Guarantees and indemnification obligations | ||||
We enter into agreements in the ordinary course of business with, among others, customers, creditors, vendors and service providers. Pursuant to certain of these agreements we have agreed to indemnify the other party for certain matters, such as property damage, personal injury, acts or omissions of ours, or our employees, agents or representatives, or third-party claims alleging that the activities of its contractual partner pursuant to the contract infringe a patent, trademark or copyright of such third party. | ||||
We assess the fair value of our liability on the above indemnities to be immaterial based on historical experience and information known at December 31, 2014. |
Income_Taxes_Notes
Income Taxes (Notes) | 12 Months Ended | |||||||||||||||
Dec. 31, 2014 | ||||||||||||||||
Income Tax Disclosure [Abstract] | ||||||||||||||||
Income Taxes | 14. Income taxes | |||||||||||||||
Prior to October 13, 1999, we were organized as an S corporation under the Internal Revenue Code and, therefore, were not subject to federal income taxes. We historically made distributions to our stockholders to cover the stockholders' anticipated tax liability. In connection with our 1999 recapitalization, we converted our U.S. taxable status from an S corporation to a C corporation and, accordingly, since October 14, 1999, have been subject to federal and state income taxes. We file income tax returns in the U.S. for federal and various state jurisdictions as well as in foreign jurisdictions including Canada, United Kingdom, Australia, the Netherlands and Ireland. We are generally subject to U.S. federal income tax examination for calendar tax years 2011 through 2014 as well as state and foreign income tax examinations for various years depending on statutes of limitations of those jurisdictions. | ||||||||||||||||
The following summarizes the components of income tax expense: | ||||||||||||||||
Year ended December 31, | ||||||||||||||||
(in thousands) | 2014 | 2013 | 2012 | |||||||||||||
Current taxes: | ||||||||||||||||
U.S. Federal | $ | 5,757 | $ | 78 | $ | (1,764 | ) | |||||||||
U.S. State and local | 2,158 | 1,127 | 410 | |||||||||||||
International | (21 | ) | (221 | ) | 511 | |||||||||||
Total current taxes | 7,894 | 984 | (843 | ) | ||||||||||||
Deferred taxes: | ||||||||||||||||
U.S. Federal | 4,725 | 14,394 | 8,943 | |||||||||||||
U.S. State and local | (1,329 | ) | (694 | ) | (796 | ) | ||||||||||
International | (346 | ) | 173 | (562 | ) | |||||||||||
Total deferred taxes | 3,050 | 13,873 | 7,585 | |||||||||||||
Total income tax provision | $ | 10,944 | $ | 14,857 | $ | 6,742 | ||||||||||
The following summarizes the components of income before provision for income taxes: | ||||||||||||||||
Year ended December 31, | ||||||||||||||||
(in thousands) | 2014 | 2013 | 2012 | |||||||||||||
U.S. | $ | 39,638 | $ | 48,137 | $ | 16,793 | ||||||||||
International | (404 | ) | (2,808 | ) | (3,468 | ) | ||||||||||
Income before provision for income taxes | $ | 39,234 | $ | 45,329 | $ | 13,325 | ||||||||||
A reconciliation between the effect of applying the federal statutory rate and the effective income tax rate used to calculate our income tax provision is as follows: | ||||||||||||||||
Year ended December 31, | ||||||||||||||||
2014 | 2013 | 2012 | ||||||||||||||
Federal statutory rate | 35 | % | 35 | % | 35 | % | ||||||||||
Effect of: | ||||||||||||||||
State income taxes, net of federal benefit | 3.2 | 5.2 | 8.3 | |||||||||||||
Change in state income tax rate applied to deferred tax balances | (1.1 | ) | (2.5 | ) | (2.2 | ) | ||||||||||
Fixed assets | (0.3 | ) | (1.0 | ) | (7.6 | ) | ||||||||||
Unrecognized tax benefit | (2.9 | ) | 0.3 | 2.9 | ||||||||||||
State credits, net of federal benefit | (1.0 | ) | (2.9 | ) | (1.7 | ) | ||||||||||
Change in valuation reserve | 1.3 | 0.7 | 4.1 | |||||||||||||
Federal credits generated | (4.7 | ) | (5.1 | ) | — | |||||||||||
Foreign tax rate | (0.1 | ) | 0.6 | 2.3 | ||||||||||||
Acquisition costs | 0.6 | — | 10.8 | |||||||||||||
Foreign tax credits | (1.5 | ) | (0.5 | ) | (3.0 | ) | ||||||||||
Section 162(m) limitation | 0.4 | 1.8 | 0.1 | |||||||||||||
Other | (1.0 | ) | 1.2 | 1.6 | ||||||||||||
Income tax provision effective rate | 27.9 | % | 32.8 | % | 50.6 | % | ||||||||||
We recorded net excess tax benefits attributable to stock option and stock appreciation right exercises and restricted stock vesting of $7.5 million in stockholders’ equity during the year ended December 31, 2014. No excess tax benefits from stock-based compensation were recorded during the year ended December 31, 2013 and the amount recorded during the year ended December 31, 2012 was insignificant. | ||||||||||||||||
The U.S. federal and state research and development tax credits, which had previously expired on December 31, 2011, were reinstated as part of the American Taxpayer Relief Act of 2012 enacted in January 2013. This legislation retroactively reinstated and extended the credits from the previous expiration date through December 31, 2013. The 2014 research and development credits were reinstated in December 2014 as part of the Tax Increase Prevention Act of 2014. The benefit of the federal and state credits for 2013 and 2012 was included in 2013 tax expense, representing a $1.6 million and $1.8 million benefit, respectively. The benefit of the federal and state credits for 2014 of $2.6 million was included in 2014 tax expense. | ||||||||||||||||
The significant components of our deferred tax assets and liabilities were as follows: | ||||||||||||||||
December 31, | ||||||||||||||||
(in thousands) | 2014 | 2013 | ||||||||||||||
Deferred tax assets relating to: | ||||||||||||||||
Federal and state and foreign net operating loss carryforwards | $ | 15,428 | $ | 18,144 | ||||||||||||
Federal, state and foreign tax credits | 14,792 | 18,947 | ||||||||||||||
Intangible assets | 562 | 5,849 | ||||||||||||||
Stock-based compensation | 4,072 | 3,818 | ||||||||||||||
Accrued bonuses | 7,177 | 3,286 | ||||||||||||||
Deferred revenue | 7,332 | 3,850 | ||||||||||||||
Allowance for doubtful accounts | 1,655 | 1,938 | ||||||||||||||
Other | 5,790 | 4,286 | ||||||||||||||
Total deferred tax assets | 56,808 | 60,118 | ||||||||||||||
Deferred tax liabilities relating to: | ||||||||||||||||
Intangible assets | (54,794 | ) | (55,018 | ) | ||||||||||||
Fixed assets | (10,715 | ) | (11,557 | ) | ||||||||||||
Other | (7,593 | ) | (5,752 | ) | ||||||||||||
Total deferred tax liabilities | (73,102 | ) | (72,327 | ) | ||||||||||||
Valuation allowance | (11,161 | ) | (11,042 | ) | ||||||||||||
Net deferred tax liability | $ | (27,455 | ) | $ | (23,251 | ) | ||||||||||
As of December 31, 2014, our federal, foreign and state net operating loss carryforwards for income tax purposes were approximately $32.0 million, $6.9 million and $49.7 million, respectively. The federal and state net operating loss carryforwards are subject to various Internal Revenue Code limitations and applicable state tax laws. If not utilized, the federal net operating loss carryforwards will begin to expire in 2032 and the state net operating loss carryforwards will expire over various periods beginning in 2015. A portion of the foreign and state net operating loss carryforwards have a valuation reserve due to management's uncertainty regarding the future ability to use such carryforwards. Our federal, foreign and state tax credit carryforwards for income tax purposes were approximately $1.9 million, $0.4 million and $12.5 million, net of federal tax, respectively. If not utilized, the federal tax credit carryforwards will begin to expire in 2030 and the state tax credit carryforwards will begin to expire in 2015. The state tax credits had a valuation reserve of approximately $8.0 million, net of federal tax, as of December 31, 2014. | ||||||||||||||||
The following table illustrates the change in our deferred tax asset valuation allowance: | ||||||||||||||||
(in thousands) | Balance | Acquisition | Charges to | Balance at | ||||||||||||
at beginning | related | expense | end of | |||||||||||||
Year ended December 31, | of year | change | year | |||||||||||||
2014 | $ | 11,042 | $ | — | $ | 119 | $ | 11,161 | ||||||||
2013 | 10,651 | 635 | (244 | ) | 11,042 | |||||||||||
2012 | 10,079 | 286 | 286 | 10,651 | ||||||||||||
The following table sets forth the change to our unrecognized tax benefit for the years ended December 31, 2014, 2013 and 2012: | ||||||||||||||||
December 31, | ||||||||||||||||
(in thousands) | 2014 | 2013 | 2012 | |||||||||||||
Balance at beginning of year | $ | 3,698 | $ | 3,846 | $ | 1,777 | ||||||||||
Increases from prior period positions | 195 | 1,254 | 2,766 | |||||||||||||
Decreases in prior year positions | (102 | ) | (813 | ) | (93 | ) | ||||||||||
Increases from current period positions | 1,046 | 224 | — | |||||||||||||
Lapse of statute of limitations | (1,273 | ) | (813 | ) | (604 | ) | ||||||||||
Balance at end of year | $ | 3,564 | $ | 3,698 | $ | 3,846 | ||||||||||
The total amount of unrecognized tax benefit that, if recognized, would favorably affect the effective tax rate was $2.8 million at December 31, 2014. Included in the increases for current and prior period positions is $0.8 million as a result of our 2014 acquisitions. These amounts are covered under an indemnification agreement and, therefore, we have recorded a corresponding indemnification asset. We recognize accrued interest and penalties, if any, related to unrecognized tax benefits as a component of income tax expense. The total amount of accrued interest and penalties included in the consolidated balance sheet as of December 31, 2014 was insignificant and the total amount included in the consolidated balance sheet as of December 31, 2013 was $0.6 million. The total amount of interest and penalties included in the consolidated statements of comprehensive income as an increase or decrease in income tax expense for 2014, 2013 and 2012 was insignificant. | ||||||||||||||||
We have taken federal and state tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits might decrease within the next twelve months. This possible decrease could result from the expiration of statutes of limitations. The reasonably possible decrease at December 31, 2014 was insignificant. | ||||||||||||||||
We concluded that a portion of the undistributed earnings of our foreign subsidiaries, as related solely to Canada, are not permanently reinvested and as a result we recorded a tax liability and applicable foreign tax credits for the effect of repatriating those foreign earnings. For the remaining undistributed earnings, which we do not consider to be significant, we concluded that these earnings would be permanently reinvested in the local jurisdictions and not repatriated to the United States. Accordingly, we have not provided for U.S. federal income taxes and foreign withholding taxes on those undistributed earnings of our foreign subsidiaries. It is not practicable to estimate the amount that might be payable if some or all of such earnings were to be remitted. |
StockBased_Compensation_Notes
Stock-Based Compensation (Notes) | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |||||||||||||
Stock-Based Compensation | 15. Stock-based compensation | ||||||||||||
Employee stock-based compensation plans | |||||||||||||
Under the Blackbaud, Inc. 2008 Equity Incentive Plan (the “2008 Equity Plan”), we may grant incentive stock options, non-statutory stock options, restricted stock awards, restricted stock unit awards, stock appreciation rights, performance stock awards and other stock awards to eligible employees, directors and consultants. We maintain other stock-based compensation plans including the 2004 Stock Plan, under which no additional grants may be made, and the 2009 Equity Compensation Plan for Employees from Acquired Companies, under which we may grant shares of common stock to employees pursuant to employment contracts or other arrangements entered into in connection with past and future acquisitions. | |||||||||||||
In connection with the acquisition of Kintera in July 2008, we maintain the Kintera, Inc. Amended and Restated 2003 Equity Incentive Plan, as amended (the “Kintera 2003 Plan”), which we assumed upon the acquisition of Kintera. In connection with the acquisition of Convio in May 2012, we maintain the Convio, Inc. 1999 Stock Option/Stock Issuance Plan, as amended (the “Convio 1999 Plan”) and Convio, Inc. 2009 Stock Incentive Plan, as amended (the “Convio 2009 Plan”), which we assumed upon the acquisition of Convio. Our Compensation Committee of the Board of Directors administers all of these plans and the stock-based awards are granted under terms determined by them. | |||||||||||||
The total number of authorized stock-based awards available under our plans was 5,086,698 as of December 31, 2014. We issue common stock from our pool of authorized stock upon exercise of stock options and stock appreciation rights, vesting of restricted stock units or upon granting of restricted stock. | |||||||||||||
Historically, we have issued four types of awards under these plans: stock options, restricted stock awards, restricted stock units and stock appreciation rights. The following table sets forth the number of awards outstanding for each award type as of: | |||||||||||||
Outstanding at December 31, | |||||||||||||
Award type | 2014 | 2013 | |||||||||||
Stock options | 7,547 | 24,158 | |||||||||||
Restricted stock awards | 812,451 | 1,015,934 | |||||||||||
Restricted stock units | 274,733 | 130,512 | |||||||||||
Stock appreciation rights | 983,473 | 1,292,996 | |||||||||||
The majority of the stock-based awards granted under these plans have a 10-year contractual term. Stock appreciation rights (“SARs”) have contractual lives of 7 years. Awards granted to our executive officers and certain members of management are subject to accelerated vesting upon a change in control as defined in the employees’ retention agreement. | |||||||||||||
We recognize compensation expense associated with stock options and awards with performance or market based vesting conditions on an accelerated basis over the requisite service period of the individual grantees, which generally equals the vesting period. We recognize compensation expense associated with restricted stock awards and SARs on a straight-line basis over the requisite service period of the individual grantees, which generally equals the vesting period. Compensation expense is recognized net of estimated forfeitures such that expense is recognized only for those stock-based awards that are expected to vest. A forfeiture rate is estimated at the time of grant and revised, if necessary, in subsequent periods if actual forfeitures differ from initial estimates. | |||||||||||||
Stock-based compensation expense is allocated to cost of revenue and operating expenses on the consolidated statements of comprehensive income based on where the associated employee’s compensation is recorded. The following table summarizes stock-based compensation expense: | |||||||||||||
Year ended December 31, | |||||||||||||
(in thousands) | 2014 | 2013 | 2012 | ||||||||||
Included in cost of revenue: | |||||||||||||
Cost of subscriptions | $ | 687 | $ | 1,032 | $ | 860 | |||||||
Cost of services | 2,229 | 2,464 | 2,786 | ||||||||||
Cost of maintenance | 689 | 545 | 538 | ||||||||||
Total included in cost of revenue | 3,605 | 4,041 | 4,184 | ||||||||||
Included in operating expenses: | |||||||||||||
Sales and marketing | 2,147 | 2,351 | 2,527 | ||||||||||
Research and development | 3,264 | 3,731 | 3,556 | ||||||||||
General and administrative | 8,329 | 6,787 | 8,973 | ||||||||||
Total included in operating expenses | 13,740 | 12,869 | 15,056 | ||||||||||
Total | $ | 17,345 | $ | 16,910 | $ | 19,240 | |||||||
The total amount of compensation cost related to non-vested awards not recognized was $31.2 million at December 31, 2014. It is expected that this amount will be recognized over a weighted average period of 1.7 years. | |||||||||||||
Stock options | |||||||||||||
The following table summarizes the options outstanding under each of our stock-based compensation plans as of December 31, 2014. | |||||||||||||
Plan | Date of adoption | Options | Range of | ||||||||||
outstanding | exercise prices | ||||||||||||
Kintera 2003 Plan | July 8, 2008 | -1 | 3,353 | $10.59-$19.26 | |||||||||
Convio 1999 Plan | 5-May-12 | -1 | 3,213 | $9.10-$12.55 | |||||||||
Convio 2009 Plan | 5-May-12 | -1 | 981 | $15.62-$18.20 | |||||||||
Total | 7,547 | ||||||||||||
-1 | In connection with the acquisitions of Kintera and Convio, we assumed certain stock options issued and outstanding at the date of acquisition. | ||||||||||||
The following table summarizes our outstanding stock options as of December 31, 2014, and changes during the year then ended: | |||||||||||||
Stock options | Share | Weighted | Weighted | Aggregate | |||||||||
options | average | average | intrinsic value | ||||||||||
exercise | remaining | (in thousands) | |||||||||||
price | contractual | ||||||||||||
term | |||||||||||||
(in years) | |||||||||||||
Outstanding at January 1, 2014 | 24,158 | $ | 11.49 | ||||||||||
Exercised | (16,278 | ) | 11.53 | ||||||||||
Forfeited | (29 | ) | 17.85 | ||||||||||
Expired | (304 | ) | 8.89 | ||||||||||
Outstanding at December 31, 2014 | 7,547 | $ | 11.49 | 4 | $ | 240 | |||||||
Vested and exercisable at December 31, 2014 | 7,547 | $ | 11.49 | 4 | $ | 240 | |||||||
There have been no new stock option awards granted since 2005. The total intrinsic value of options exercised during the year ended December 31, 2014 was insignificant. The total intrinsic value of options exercised during the years ended December 31, 2013 and 2012 was $0.8 million and $3.2 million, respectively. The total fair value of options that vested during the years ended December 31, 2014, 2013 and 2012 was insignificant. All outstanding options granted had a fair market value assigned at the grant date based on the use of the Black-Scholes option pricing model. | |||||||||||||
Restricted stock awards | |||||||||||||
We have also granted shares of common stock subject to certain restrictions under the 2008 Equity Plan and the 2004 Stock Plan. Restricted stock awards granted to employees vest in equal annual installments generally over four years from the grant date subject to the recipient’s continued employment with us. Restricted stock awards granted to non-employee directors vest after one year from the date of grant or, if earlier, immediately prior to the next annual election of directors, provided the non-employee director is serving as a director at that time. The fair market value of the stock at the time of the grant is amortized on a straight-line basis to expense over the period of vesting. Recipients of restricted stock awards have the right to vote such shares and receive dividends. | |||||||||||||
The following table summarizes our unvested restricted stock awards as of December 31, 2014, and changes during the year then ended: | |||||||||||||
Restricted stock awards | Restricted | Weighted | Weighted | Aggregate | |||||||||
stock awards | average | average | intrinsic value | ||||||||||
grant-date | remaining | (in thousands) | |||||||||||
fair value | contractual | ||||||||||||
term | |||||||||||||
(in years) | |||||||||||||
Unvested at January 1, 2014 | 1,015,934 | $ | 29.3 | ||||||||||
Granted | 248,567 | 37.89 | |||||||||||
Vested | (365,328 | ) | 28.76 | ||||||||||
Forfeited | (86,722 | ) | 28.34 | ||||||||||
Unvested at December 31, 2014 | 812,451 | $ | 32.28 | 8.5 | $ | 35,147 | |||||||
Unvested and expected to vest at December 31, 2014 | 761,951 | $ | 32.25 | 8.5 | $ | 32,962 | |||||||
The total fair value of restricted stock awards that vested during the years ended December 31, 2014, 2013 and 2012 was $10.5 million, $10.4 million and $9.6 million, respectively. The weighted average grant-date fair value of restricted stock awards granted during the years ended December 31, 2013 and 2012 was $35.31 and $22.77, respectively. | |||||||||||||
Restricted stock units | |||||||||||||
We have also granted restricted stock units subject to certain restrictions under the 2008 Equity Plan and assumed restricted stock units in connection with the Convio acquisition. Restricted stock units granted to employees vest in equal annual installments generally over three years from the grant date subject to the recipient’s continued employment with us. We have also granted restricted stock units for which vesting is subject to meeting certain performance and/or market conditions. Restricted stock units granted with a market condition had a fair market value assigned at the grant date based on the use of a Monte Carlo simulation model. The fair market value of the stock at the time of the grant is amortized to expense on a straight-line basis over the period of vesting except for awards with market or performance conditions, which are amortized on an accelerated basis over the period of vesting. Income tax benefits resulting from the vesting of restricted stock units are recognized in the period the unit is exercised to the extent expense has been recognized. | |||||||||||||
The following table summarizes our unvested restricted stock units as of December 31, 2014, and changes during the year then ended: | |||||||||||||
Restricted stock units | Restricted | Weighted | Weighted | Aggregate | |||||||||
stock units | average | average | intrinsic value | ||||||||||
grant-date | remaining | (in thousands) | |||||||||||
fair value | contractual | ||||||||||||
term | |||||||||||||
(in years) | |||||||||||||
Unvested at January 1, 2014 | 130,512 | $ | 28.84 | ||||||||||
Granted | 232,596 | 33.38 | |||||||||||
Forfeited | (16,897 | ) | 29.36 | ||||||||||
Expired | (21,842 | ) | 26.82 | ||||||||||
Vested | (49,636 | ) | 28.58 | ||||||||||
Unvested at December 31, 2014 | 274,733 | $ | 32.86 | 3.6 | $ | 11,885 | |||||||
Unvested and expected to vest at December 31, 2014 | 240,652 | $ | 32.83 | 3.7 | $ | 10,411 | |||||||
The total fair value of restricted stock units that vested during the years ended December 31, 2014, 2013 and 2012 was $1.4 million, $5.4 million and $2.1 million, respectively. The weighted average grant date fair value of restricted stock units granted for the years ended December 31, 2013 and 2012 was $35.70 and $21.41, respectively. | |||||||||||||
Stock appreciation rights | |||||||||||||
We have granted SARs under the 2008 Equity Plan and the 2004 Stock Plan to certain members of management. The SARs will be settled in stock at the time of exercise and vest in equal annual installments generally over four years from the date of grant subject to the recipient’s continued employment with us. The number of shares issued upon the exercise of the SARs is calculated as the difference between the share price of our stock on the date of exercise and the date of grant multiplied by the number of SARs divided by the share price on the exercise date. | |||||||||||||
The following table summarizes our outstanding SARs as of December 31, 2014, and changes during the year then ended: | |||||||||||||
Stock appreciation rights | Stock | Weighted | Weighted | Aggregate | |||||||||
appreciation | average | average | intrinsic value | ||||||||||
rights | exercise | remaining | (in thousands) | ||||||||||
price | contractual | ||||||||||||
term | |||||||||||||
(in years) | |||||||||||||
Outstanding at January 1, 2014 | 1,292,996 | $ | 24.21 | ||||||||||
Exercised | (286,189 | ) | 23.83 | ||||||||||
Forfeited | (23,334 | ) | 23.96 | ||||||||||
Outstanding at December 31, 2014 | 983,473 | $ | 24.33 | 4.2 | $ | 18,617 | |||||||
Unvested and expected to vest at December 31, 2014 | 476,043 | $ | 23.82 | 4.7 | $ | 9,256 | |||||||
Vested and exercisable at December 31, 2014 | 489,718 | $ | 24.82 | 3.7 | $ | 9,031 | |||||||
There have been no new SARs granted since 2013. The total intrinsic value of SARs exercised during the year ended December 31, 2014, 2013 and 2012 was $5.0 million, $12.9 million and $2.4 million, respectively. The total fair value of SARs that vested during the year ended December 31, 2014, 2013 and 2012 was $2.5 million, $3.4 million and $3.9 million, respectively. The weighted average grant date fair value of SARs granted for the years ended December 31, 2013 and 2012 was $6.59 and $6.36, respectively. All outstanding SARs granted had a fair market value assigned at the grant date based on the use of the Black-Scholes option pricing model. All SARs granted with a market condition had a fair market value assigned at the grant date based on the use of a Monte Carlo simulation model. Significant assumptions used in the Black-Scholes option pricing model for SARs granted in 2013 and 2012 were as follows: | |||||||||||||
Assumptions | 2013 | 2012 | |||||||||||
Volatility | 32% to 35% | 35% to 41% | |||||||||||
Dividend yield | 1.70% | 1.70% | |||||||||||
Risk-free interest rate | 0.6% to 0.8% | 0.5% to 0.6% | |||||||||||
Expected SAR life in years | 4 | 4 | |||||||||||
The expected volatility assumption is based on the volatility derived from prices of our stock over a historical term consistent with the expected life of the SAR at the time of grant. The dividend yield is based on the adopted dividend policy in effect at the time of grant and the expectation of future dividends. The risk-free interest rate is based on a United States Treasury instrument with a term consistent with the expected life of the SAR at the time of grant. The expected life of the SAR represents the period that the award is expected to be outstanding based on historical experience. In determining the appropriate expected life of the SAR, we segregate our grantees into categories based upon employee levels that are expected to be indicative of similar award-related behavior. |
Stockholders_Equity_Notes
Stockholders' Equity (Notes) | 12 Months Ended | |||||||||||
Dec. 31, 2014 | ||||||||||||
Equity [Abstract] | ||||||||||||
Stockholders' Equity | 16. Stockholders' equity | |||||||||||
Preferred stock | ||||||||||||
Our Board of Directors may fix the relative rights and preferences of each series of preferred stock in a resolution of the Board of Directors. | ||||||||||||
Dividends | ||||||||||||
Our Board of Directors has adopted a dividend policy, which provides for the distribution to stockholders a portion of cash generated by us that is in excess of operational needs and capital expenditures. The 2014 Credit Facility limits the amount of dividends payable and certain state laws restrict the amount of dividends distributed. | ||||||||||||
The following table provides information with respect to quarterly dividends paid on common stock during the year ended December 31, 2014. | ||||||||||||
Declaration Date | Dividend per Share | Record Date | Payable Date | |||||||||
Feb-14 | $ | 0.12 | 28-Feb | 14-Mar | ||||||||
Apr-14 | 0.12 | 28-May | 13-Jun | |||||||||
Jul-14 | 0.12 | 28-Aug | 15-Sep | |||||||||
Oct-14 | 0.12 | 28-Nov | 15-Dec | |||||||||
In February 2015, our Board of Directors declared a first quarter dividend of $0.12 per share payable on March 13, 2015 to stockholders of record on February 27, 2015. | ||||||||||||
Stock repurchase program | ||||||||||||
In August 2010, our Board of Directors approved a stock repurchase program that authorized us to purchase up to $50.0 million of our outstanding shares of common stock. The program does not have an expiration date. The shares can be purchased from time to time on the open market or in privately negotiated transactions depending upon market conditions and other factors. | ||||||||||||
We account for purchases of treasury stock under the cost method. The remaining amount available to purchase stock under the stock repurchase program was $50.0 million as of December 31, 2014. | ||||||||||||
Changes in accumulated other comprehensive loss by component | ||||||||||||
The changes in accumulated other comprehensive loss by component, consisted of the following: | ||||||||||||
Year ended December 31, | ||||||||||||
(in thousands) | 2014 | 2013 | 2012 | |||||||||
Accumulated other comprehensive loss, beginning of period | $ | (1,385 | ) | $ | (1,973 | ) | $ | (1,148 | ) | |||
By component: | ||||||||||||
Gains and losses on cash flow hedges: | ||||||||||||
Accumulated other comprehensive loss balance, beginning of period | $ | (256 | ) | $ | (791 | ) | $ | — | ||||
Other comprehensive (loss) income before reclassifications, net of tax effects of $644, $(30) and $687 | (999 | ) | 46 | (1,075 | ) | |||||||
Amounts reclassified from accumulated other comprehensive loss to interest expense | 1,215 | 794 | 466 | |||||||||
Amounts reclassified from accumulated other comprehensive loss to loss on debt extinguishment and termination of derivative instruments | 587 | — | — | |||||||||
Tax benefit included in provision for income taxes | (711 | ) | (305 | ) | (182 | ) | ||||||
Total amounts reclassified from accumulated other comprehensive loss | 1,091 | 489 | 284 | |||||||||
Net current-period other comprehensive income (loss), net of tax | 92 | 535 | (791 | ) | ||||||||
Accumulated other comprehensive loss balance, end of period | $ | (164 | ) | $ | (256 | ) | $ | (791 | ) | |||
Foreign currency translation adjustment: | ||||||||||||
Accumulated other comprehensive loss balance, beginning of period | $ | (1,129 | ) | $ | (1,182 | ) | $ | (1,148 | ) | |||
Translation adjustments | 261 | 53 | (34 | ) | ||||||||
Accumulated other comprehensive loss balance, end of period | (868 | ) | (1,129 | ) | (1,182 | ) | ||||||
Accumulated other comprehensive loss, end of period | $ | (1,032 | ) | $ | (1,385 | ) | $ | (1,973 | ) |
Employee_ProfitSharing_Plan_No
Employee Profit-Sharing Plan (Notes) | 12 Months Ended |
Dec. 31, 2014 | |
Employee profit-sharing plan [Abstract] | |
Compensation and Employee Benefit Plans [Text Block] | 17. Defined contribution plan |
We have a defined contribution plan 401(k) (the 401K Plan) covering substantially all employees. Employees can contribute between 1% and 30% of their salaries in 2014, 2013 and 2012, and we match 50% of qualified employees’ contributions up to 6% of their salary. The 401K Plan also provides for additional employer contributions to be made at our discretion. Total matching contributions to the 401K Plan for the years ended December 31, 2014, 2013 and 2012 were $5.6 million, $5.1 million and $4.6 million, respectively. There was no discretionary contribution by us to the 401K Plan in 2014, 2013 and 2012. |
Segment_Information_Notes
Segment Information (Notes) | 12 Months Ended | |||||||||||||||||||||||
Dec. 31, 2014 | ||||||||||||||||||||||||
Segment Reporting [Abstract] | ||||||||||||||||||||||||
Segment Information | 18. Segment information | |||||||||||||||||||||||
As of December 31, 2014, our reportable segments were as follows: the Enterprise Customer Business Unit (the “ECBU”), the General Markets Business Unit, (the “GMBU”), the International Business Unit, (the “IBU”), and Target Analytics. Following is a description of each reportable segment: | ||||||||||||||||||||||||
• | The ECBU is focused on marketing, sales, delivery and support to large and/or strategic prospects and customers in North America; | |||||||||||||||||||||||
• | The GMBU is focused on marketing, sales, delivery and support to all emerging and mid-sized prospects and customers in North America; | |||||||||||||||||||||||
• | The IBU is focused on marketing, sales, delivery and support to all prospects and customers outside of North America; and | |||||||||||||||||||||||
• | Target Analytics is focused on marketing, sales and delivery of analytics services to all prospects and customers globally. | |||||||||||||||||||||||
Our chief operating decision maker is our chief executive officer, or CEO. The CEO reviews financial information presented on an operating segment basis for the purposes of making certain operating decisions and assessing financial performance. The CEO uses internal financial reports that provide segment revenues and operating income, excluding stock-based compensation expense, amortization expense, depreciation expense, research and development expense and certain corporate sales, marketing, general and administrative expenses. Currently, the CEO believes that the exclusion of these costs allows for a better understanding of the operating performance of the operating units and management of other operating expenses and cash needs. The CEO does not review any segment balance sheet information. | ||||||||||||||||||||||||
We have recast our segment disclosures for 2013 and 2012 to present them on a consistent basis with the current year. During 2014, we refined our methodology for allocating expenses to our reportable segments to provide further precision in those allocations. Summarized reportable segment financial results were as follows: | ||||||||||||||||||||||||
Year ended December 31, | ||||||||||||||||||||||||
(in thousands) | 2014 | 2013 | 2012 | |||||||||||||||||||||
Revenue by segment: | ||||||||||||||||||||||||
ECBU | $ | 219,909 | $ | 195,570 | $ | 165,161 | ||||||||||||||||||
GMBU | 254,689 | 225,352 | 203,178 | |||||||||||||||||||||
IBU | 46,475 | 41,488 | 40,068 | |||||||||||||||||||||
Target Analytics | 41,751 | 39,845 | 37,453 | |||||||||||||||||||||
Other(1) | 1,597 | 1,562 | 1,559 | |||||||||||||||||||||
Total revenue | $ | 564,421 | $ | 503,817 | $ | 447,419 | ||||||||||||||||||
Segment operating income(2): | ||||||||||||||||||||||||
ECBU | $ | 111,810 | $ | 102,915 | $ | 74,131 | ||||||||||||||||||
GMBU | 132,176 | 130,650 | 121,120 | |||||||||||||||||||||
IBU | 4,167 | 8,536 | 5,755 | |||||||||||||||||||||
Target Analytics | 17,043 | 16,378 | 17,451 | |||||||||||||||||||||
Other(1) | 1,781 | 1,447 | 1,295 | |||||||||||||||||||||
266,977 | 259,926 | 219,752 | ||||||||||||||||||||||
Less: | ||||||||||||||||||||||||
Corporate unallocated costs(3) | 177,120 | 166,876 | 163,728 | |||||||||||||||||||||
Stock-based compensation costs | 17,345 | 16,910 | 19,240 | |||||||||||||||||||||
Amortization expense | 26,148 | 24,598 | 17,349 | |||||||||||||||||||||
Interest expense, net | 5,952 | 5,751 | 5,718 | |||||||||||||||||||||
Loss on debt extinguishment and termination of derivative instruments | 996 | — | — | |||||||||||||||||||||
Other expense, net | 182 | 462 | 392 | |||||||||||||||||||||
Income before provision for income taxes | $ | 39,234 | $ | 45,329 | $ | 13,325 | ||||||||||||||||||
-1 | Other includes revenue and the related costs from the sale of products and services not directly attributable to an operating segment. | |||||||||||||||||||||||
-2 | Segment operating income includes direct, controllable costs related to the sale of products and services by the reportable segment. | |||||||||||||||||||||||
-3 | Corporate unallocated costs include research and development, depreciation expense, and certain corporate sales, marketing, general and administrative expenses. | |||||||||||||||||||||||
Revenue by product and service group for each of our reportable segments were as follows: | ||||||||||||||||||||||||
Year ended December 31, | ||||||||||||||||||||||||
(in thousands) | 2014 | 2013 | 2012 | |||||||||||||||||||||
ECBU revenue: | ||||||||||||||||||||||||
License fees | $ | 8,122 | $ | 7,374 | $ | 7,888 | ||||||||||||||||||
Subscriptions | 114,789 | 97,392 | 73,246 | |||||||||||||||||||||
Services | 49,385 | 48,471 | 44,882 | |||||||||||||||||||||
Maintenance | 44,948 | 39,503 | 35,905 | |||||||||||||||||||||
Other | 2,665 | 2,830 | 3,240 | |||||||||||||||||||||
Total ECBU revenue | $ | 219,909 | $ | 195,570 | $ | 165,161 | ||||||||||||||||||
GMBU revenue: | ||||||||||||||||||||||||
License fees | $ | 6,017 | $ | 6,718 | $ | 9,068 | ||||||||||||||||||
Subscriptions | 116,676 | 88,766 | 65,482 | |||||||||||||||||||||
Services | 41,938 | 41,228 | 39,036 | |||||||||||||||||||||
Maintenance | 86,665 | 84,763 | 86,026 | |||||||||||||||||||||
Other | 3,393 | 3,877 | 3,566 | |||||||||||||||||||||
Total GMBU revenue | $ | 254,689 | $ | 225,352 | $ | 203,178 | ||||||||||||||||||
IBU revenue: | ||||||||||||||||||||||||
License fees | $ | 1,744 | $ | 2,510 | $ | 3,476 | ||||||||||||||||||
Subscriptions | 16,700 | 12,743 | 10,038 | |||||||||||||||||||||
Services | 11,212 | 11,337 | 12,230 | |||||||||||||||||||||
Maintenance | 15,509 | 14,056 | 13,673 | |||||||||||||||||||||
Other | 1,310 | 842 | 651 | |||||||||||||||||||||
Total IBU revenue | $ | 46,475 | $ | 41,488 | $ | 40,068 | ||||||||||||||||||
Target Analytics revenue: | ||||||||||||||||||||||||
License fees | $ | 333 | $ | 113 | $ | 119 | ||||||||||||||||||
Subscriptions | 15,245 | 13,755 | 13,320 | |||||||||||||||||||||
Services | 25,836 | 25,495 | 23,452 | |||||||||||||||||||||
Maintenance | 296 | 423 | 497 | |||||||||||||||||||||
Other | 41 | 59 | 65 | |||||||||||||||||||||
Total Target Analytics revenue | $ | 41,751 | $ | 39,845 | $ | 37,453 | ||||||||||||||||||
Other revenue: | ||||||||||||||||||||||||
License fees | $ | — | $ | — | $ | — | ||||||||||||||||||
Subscriptions | 25 | — | 16 | |||||||||||||||||||||
Services | — | 17 | 26 | |||||||||||||||||||||
Maintenance | — | — | — | |||||||||||||||||||||
Other | 1,572 | 1,545 | 1,517 | |||||||||||||||||||||
Total Other revenue | $ | 1,597 | $ | 1,562 | $ | 1,559 | ||||||||||||||||||
Total consolidated revenue | $ | 564,421 | $ | 503,817 | $ | 447,419 | ||||||||||||||||||
We derive a portion of our revenue from our foreign operations. The following table presents revenue by geographic region based on country of invoice origin and identifiable, long-lived assets by geographic region based on the location of the assets. | ||||||||||||||||||||||||
(in thousands) | United | Canada | Europe | Australia | Total Foreign | Total | ||||||||||||||||||
States | ||||||||||||||||||||||||
Revenue from external customers: | ||||||||||||||||||||||||
2014 | $ | 491,731 | $ | 26,944 | $ | 27,411 | $ | 18,335 | $ | 72,690 | $ | 564,421 | ||||||||||||
2013 | 439,887 | 23,344 | 24,107 | 16,479 | 63,930 | 503,817 | ||||||||||||||||||
2012 | 386,376 | 22,770 | 23,022 | 15,251 | 61,043 | 447,419 | ||||||||||||||||||
Property and equipment: | ||||||||||||||||||||||||
December 31, 2014 | $ | 47,925 | $ | 34 | $ | 1,869 | $ | 574 | $ | 2,477 | $ | 50,402 | ||||||||||||
December 31, 2013 | 47,367 | 72 | 1,694 | 417 | 2,183 | 49,550 | ||||||||||||||||||
It is impractical for us to identify our total assets by segment. |
Quarterly_Results_Notes
Quarterly Results (Notes) | 12 Months Ended | |||||||||||||||
Dec. 31, 2014 | ||||||||||||||||
Quarterly Results [Abstract] | ||||||||||||||||
Quarterly Financial Information [Text Block] | 19. Quarterly results (unaudited) | |||||||||||||||
(in thousands, except per share data) | December 31, | September 30, | June 30, | March 31, | ||||||||||||
2014 | 2014 | 2014 | 2014 | |||||||||||||
Total revenue | $ | 152,813 | $ | 144,598 | $ | 139,388 | $ | 127,622 | ||||||||
Gross profit | 75,549 | 76,450 | 74,692 | 64,292 | ||||||||||||
Income from operations | 7,589 | 13,502 | 15,996 | 9,277 | ||||||||||||
Income before provision for income taxes | 5,450 | 12,276 | 14,906 | 6,602 | ||||||||||||
Net income | 4,816 | 10,380 | 9,280 | 3,814 | ||||||||||||
Earnings per share | ||||||||||||||||
Basic | $ | 0.11 | $ | 0.23 | $ | 0.21 | $ | 0.08 | ||||||||
Diluted | $ | 0.1 | $ | 0.23 | $ | 0.2 | $ | 0.08 | ||||||||
(in thousands, except per share data) | December 31, | September 30, | June 30, | March 31, | ||||||||||||
2013 | 2013 | 2013 | 2013 | |||||||||||||
Total revenue | $ | 134,872 | $ | 127,854 | $ | 125,468 | $ | 115,623 | ||||||||
Gross profit | 68,514 | 71,740 | 68,855 | 62,045 | ||||||||||||
Income from operations | 14,622 | 18,008 | 14,318 | 4,594 | ||||||||||||
Income before provision for income taxes | 13,287 | 16,490 | 12,532 | 3,020 | ||||||||||||
Net income | 11,790 | 9,393 | 6,623 | 2,666 | ||||||||||||
Earnings per share | ||||||||||||||||
Basic | $ | 0.26 | $ | 0.21 | $ | 0.15 | $ | 0.06 | ||||||||
Diluted | $ | 0.26 | $ | 0.21 | $ | 0.15 | $ | 0.06 | ||||||||
Included in the fourth quarter 2013 was $8.5 million of subscription revenue which was attributable to a prospective change in presentation from net to gross for revenues and costs associated with certain of our payment processing services effective October 2013. Earnings per common share are computed independently for each of the periods presented and, therefore, may not add up to the total for the year. The results of operations of acquired companies are included in the consolidated results of operations from the date of their respective acquisition as described in Note 3 of these consolidated financial statements. |
Restructuring_Notes
Restructuring (Notes) | 12 Months Ended |
Dec. 31, 2014 | |
Restructuring and Related Activities [Abstract] | |
Restructuring | 20. Restructuring |
During 2012, in an effort to consolidate our operating locations, we decided not to renew our lease for office space in San Diego, CA, which matured on June 30, 2013. As a result, we initiated a plan to transition most of our operations based in San Diego, CA to our Austin, TX location, which we substantially completed in June 2013 when the lease ended. The amounts we incurred in before-tax restructuring charges related to our San Diego office transition during the years ended December 31, 2013 and 2012 were insignificant. | |
In January 2013, we implemented a realignment of our workforce in response to changes in the nonprofit industry and global economy. The realignment included a reduction in workforce of approximately 135 positions. The cost associated with this realignment was substantially incurred during 2013. We incurred $3.2 million in before-tax restructuring charges related to the realignment of our workforce during the year ended December 31, 2013. |
Significant_Accounting_Policie1
Significant Accounting Policies (Policy) | 12 Months Ended | ||||
Dec. 31, 2014 | |||||
Accounting Policies [Abstract] | |||||
Basis of presentation | Basis of presentation | ||||
The consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States (“GAAP”). | |||||
Basis of consolidation | Basis of consolidation | ||||
The consolidated financial statements include the accounts of Blackbaud, Inc. and its wholly-owned subsidiaries. All significant intercompany balances and transactions have been eliminated in consolidation. | |||||
Use of estimates | Use of estimates | ||||
The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions. These estimates and assumptions affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements, as well as the reported amounts of revenues and expenses during the reporting periods. On an ongoing basis, we reconsider and evaluate our estimates and assumptions, including those that impact revenue recognition, long-lived and intangible assets and goodwill, stock-based compensation, the provision for income taxes, capitalization of software development costs, our allowance for sales returns and doubtful accounts, deferred sales commissions and professional services costs, valuation of derivative instruments, accounting for business combinations and loss contingencies. Changes in the facts or circumstances underlying these estimates could result in material changes and actual results could materially differ from these estimates. | |||||
Revenue recognition | Revenue recognition | ||||
Our revenue is primarily generated from the following sources: (i) charging for the use of our software products in a hosted environment; (ii) providing software maintenance and support services; (iii) providing professional services including implementation, training, consulting, analytic, hosting and other services; and (iv) selling perpetual licenses of our software products. | |||||
We recognize revenue when all of the following conditions are met: | |||||
•Persuasive evidence of an arrangement exists; | |||||
•The products or services have been delivered; | |||||
•The fee is fixed or determinable; and | |||||
•Collection of the resulting receivable is probable. | |||||
Determining whether and when these criteria have been met can require significant judgment and estimates. We deem acceptance of an agreement to be evidence of an arrangement. Delivery of our services occurs when the services have been performed. Delivery of our products occurs when the product is shipped or transmitted, and title and risk of loss have transferred to the customers. Our typical agreements do not include customer acceptance provisions; however, if acceptance provisions are provided, delivery is deemed to occur upon acceptance. We consider the fee to be fixed or determinable unless the fee is subject to refund or adjustment or is not payable within our standard payment terms. Payment terms greater than 90 days are considered to be beyond our customary payment terms. Collection is deemed probable if we expect that the customer will be able to pay amounts under the arrangement as they become due. If we determine that collection is not probable, we defer revenue recognition until collection. Revenue is recognized net of sales returns and allowances. | |||||
We follow guidance provided in ASC 605-45, Principal Agent Considerations, which states that determining whether a company should recognize revenue based on the gross amount billed to a customer or the net amount retained is a matter of judgment that depends on the facts and circumstances of the arrangement and that certain factors should be considered in the evaluation. | |||||
Subscriptions | |||||
We provide hosting services to customers who have purchased perpetual rights to certain of our software products (“hosting services”). Revenue from hosting services, as well as data enrichment services, data management services and online training programs, is recognized ratably beginning on the activation date over the term of the agreement, which generally ranges from one to three years. Any related set-up fees are recognized ratably over the estimated period that the customer benefits from the related hosting service. The estimated period of benefit is evaluated on an annual basis using historical customer retention information by product or service. | |||||
We make certain of our software products available for use in hosted application arrangements without licensing perpetual rights to the software (“hosted applications”). Revenue from hosted applications is recognized ratably beginning on the activation date over the term of the agreement, which generally ranges from one to three years. Any revenue related to upfront activation or set-up fees is deferred and recognized ratably over the estimated period that the customer benefits from the related hosted application. Direct and incremental costs related to upfront activation or set-up activities for hosted applications are capitalized until the hosted application is deployed and in use, and then expensed ratably over the estimated period that the customer benefits from the related hosted application. | |||||
For arrangements that have multiple elements and do not include software licenses, we allocate arrangement consideration at the inception of the arrangement to those elements that qualify as separate units of accounting. The arrangement consideration is allocated to the separate units of accounting based on relative selling price method in accordance with the selling price hierarchy, which includes: (i) vendor specific objective evidence (“VSOE”) of fair value if available; (ii) third-party evidence (“TPE”) if VSOE is not available; and (iii) best estimate of selling price (“BESP”) if neither VSOE nor TPE is available. In general, we use VSOE to allocate the selling price to subscription and service deliverables. | |||||
We offer certain payment processing services with the assistance of third-party vendors. In general, when we are the principal in a transaction based on the predominant weighting of factors identified in ASC 605-45, we record the revenue and related costs on a gross basis. Otherwise, we net the cost of revenue associated with the service against the gross amount billed to the customer and record the net amount as revenue. | |||||
Revenue from transaction processing services is recognized when the service is provided and the amounts are determinable. Revenue directly associated with processing donations for customers are included in subscriptions revenue. | |||||
License fees | |||||
We sell perpetual software licenses with maintenance, varying levels of professional services and, in certain instances, with hosting services. We allocate revenue to each of the elements in these arrangements using the residual method under which we first allocate revenue to the undelivered elements, typically the non-software license components, based on VSOE of fair value of the various elements. We determine VSOE of fair value of the various elements using different methods. VSOE of fair value for maintenance services associated with software licenses is based upon renewal rates stated in the agreements with customers, which demonstrate a consistent relationship of maintenance pricing as a percentage of the contractual license fee. VSOE of fair value of professional services and other products and services is based on the average selling price of these same products and services to other customers when sold on a stand-alone basis. Any remaining revenue is allocated to the delivered elements, which is normally the software license in the arrangement. In general, revenue is recognized for software licenses upon delivery to our customers. | |||||
When a software license is sold with software customization services, generally the services are to provide the customer assistance in creating special reports and other enhancements that will improve operational efficiency and/or help to support business process improvements. These services are generally not essential to the functionality of the software and the related revenues are recognized either as the services are delivered or upon completion. However, when software customization services are considered essential to the functionality of the software, we recognize revenue for both the software license and the services using the percentage-of-completion method. | |||||
Services | |||||
We generally bill consulting, installation and implementation services based on hourly rates plus reimbursable travel-related expenses. Revenue is recognized for these services over the period the services are delivered. | |||||
We recognize analytic services revenue from donor prospect research engagements, the sale of lists of potential donors, benchmarking studies and data modeling service engagements upon delivery. In arrangements where we provide customers the right to updates to the lists during the contract period, revenue is recognized ratably over the contract period. | |||||
We sell training at a fixed rate for each specific class at a per attendee price or at a packaged price for several attendees, and recognize the related revenue upon the customer attending and completing training. Additionally, we sell fixed-rate programs, which permit customers to attend unlimited training over a specified contract period, typically one year, subject to certain restrictions, and revenue in those cases is recognized ratably over the contract period. | |||||
Maintenance | |||||
We recognize revenue from maintenance services ratably over the contract term, typically one year. Maintenance contracts are at rates that vary according to the level of the maintenance program associated with the software product and are generally renewable annually. Maintenance contracts may also include the right to unspecified product upgrades on an if-and-when available basis. Certain support services are sold in prepaid units of time and recognized as revenue upon their usage. | |||||
Deferred revenue | |||||
To the extent that our customers are billed for the above described services in advance of delivery, we record such amounts in deferred revenue. | |||||
Fair value measurements | Fair value measurements | ||||
We measure certain financial assets and liabilities at fair value on a recurring basis, including derivative instruments. Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability (an exit price) in an orderly transaction between market participants at the measurement date. An active market is defined as a market in which transactions for the asset or liability take place with sufficient frequency and volume to provide pricing information on an ongoing basis. We use a three-tier fair value hierarchy to measure fair value. This hierarchy prioritizes the inputs into three broad levels as follows: | |||||
• | Level 1 - Quoted prices for identical assets or liabilities in active markets; | ||||
• | Level 2 - Quoted prices for similar assets and liabilities in active markets, quoted prices for identical or similar assets in markets that are not active, and model-derived valuations in which all significant inputs and significant value drivers are observable in active markets; and | ||||
• | Level 3 - Valuations derived from valuation techniques in which one or more significant inputs are unobservable. | ||||
Our financial assets and liabilities are classified in their entirety within the hierarchy based on the lowest level of input that is significant to fair value measurement. Changes to a financial asset's or liability's level within the fair value hierarchy are determined as of the end of a reporting period. All methods of assessing fair value result in a general approximation of value, and such value may never actually be realized. | |||||
Derivative instruments | Derivative instruments | ||||
We use derivative instruments to manage interest rate risk. We view derivative instruments as risk management tools and do not use them for trading or speculative purposes. Our policy requires that derivatives used for hedging purposes be designated and effective as a hedge of the identified risk exposure at the inception of the contract. Accordingly, changes in fair value of the derivative contract must be highly correlated with changes in the fair value of the underlying hedged item at inception of the hedge and over the life of the hedge contract. | |||||
We record all derivative instruments on our consolidated balance sheets at fair value. If the derivative is designated as a fair value hedge, the changes in the fair value of the derivative and of the hedged item attributable to the hedged risk are recognized currently in earnings. If the derivative is designated as a cash flow hedge, the effective portions of the changes in fair value of the derivative are recorded in other comprehensive income and reclassified to earnings in a manner that matches the timing of the earnings impact of the hedged transactions. Ineffective portions of the changes in the fair value of cash flow hedges are recognized currently in earnings. | |||||
Reimbursable travel expense | Reimbursable travel expense | ||||
We expense reimbursable travel costs as incurred and include them in cost of other revenue. The reimbursement of these costs by our customers is included in other revenue. | |||||
Sales taxes | Sales taxes | ||||
We present sales taxes and other taxes collected from customers and remitted to governmental authorities on a net basis and, as such, exclude them from revenues. | |||||
Shipping and handling | Shipping and handling | ||||
We expense shipping and handling costs as incurred and include them in cost of other revenue. The reimbursement of these costs by our customers is included in other revenue. | |||||
Cash and cash equivalents | Cash and cash equivalents | ||||
We consider all highly liquid investments purchased with a maturity of three months or less and cash items in transit to be cash equivalents. | |||||
Donor restricted cash and donations payable | Donor restricted cash and donations payable | ||||
Restricted cash consists of donations collected by us and payable to our customers, net of the associated transaction fees earned. Monies associated with donations payable are segregated in a separate bank account and used exclusively for the payment of donations payable. This usage restriction is either legally or internally imposed and reflects our intention with regard to such deposits. | |||||
Concentration of credit risk | Concentration of credit risk | ||||
Financial instruments that potentially subject us to concentrations of credit risk consist of cash and cash equivalents, donor restricted cash and accounts receivable. Our cash and cash equivalents and donor restricted cash are placed with high credit-quality financial institutions. Our accounts receivable are derived from sales to customers who primarily operate in the nonprofit sector. With respect to accounts receivable, we perform ongoing evaluations of our customers and maintain an allowance for doubtful accounts based on historical experience and our expectations of future losses. As of and for the years ended December 31, 2014, 2013 and 2012, there were no significant concentrations with respect to our consolidated revenues or accounts receivable. | |||||
Property and equipment | Property and equipment | ||||
We record property and equipment at cost and depreciate them over their estimated useful lives using the straight-line method. Property and equipment subject to capital leases are depreciated over the lesser of the term of the lease or the estimated useful life of the asset. Upon retirement or sale, the cost of assets disposed of and the related accumulated depreciation are removed from the accounts and any resulting gain or loss is credited or charged to income. Repair and maintenance costs are expensed as incurred. | |||||
Construction-in-progress represents purchases of computer software and hardware associated with new internal system implementation projects which had not been placed in service at the respective balance sheet dates. We transferred these assets to the applicable property category on the date they are placed in service. There was no capitalized interest applicable to construction-in-progress for the years ended December 31, 2014 and 2013. | |||||
Business combinations | Business combinations | ||||
We are required to allocate the purchase price of acquired companies to the tangible and intangible assets acquired and liabilities assumed at the acquisition date based upon their estimated fair values. Goodwill as of the acquisition date represents the excess of the purchase consideration of an acquired business over the fair value of the underlying net tangible and intangible assets acquired and liabilities assumed. This allocation and valuation require management to make significant estimates and assumptions, especially with respect to long-lived and intangible assets. | |||||
Critical estimates in valuing intangible assets include, but are not limited to, estimates about: future expected cash flows from customer contracts, proprietary technology and non-compete agreements; the acquired company's brand awareness and market position, assumptions about the period of time the brand will continue to be valuable; as well as expected costs to develop the in-process research and development into commercially viable products and estimated cash flows from the projects when completed, and discount rates. Our estimates of fair value are based upon assumptions we believe to be reasonable, but which are inherently uncertain and unpredictable. Assumptions may be incomplete or inaccurate, and unanticipated events and circumstances may occur. | |||||
Goodwill and intangible assets | Goodwill | ||||
Goodwill represents the purchase price in excess of the net amount assigned to assets acquired and liabilities assumed by us in a business combination. Goodwill is allocated to reporting units and tested annually for impairment. Our reporting units are our four reportable segments as described in Note 18 of these consolidated financial statements. We will also test goodwill for impairment between annual impairment tests if indicators of potential impairment exist. We first assess qualitative factors to determine whether it is more likely than not that the fair value of a reporting unit is less than its carrying amount. Significant judgment is required in the assessment of qualitative factors including but not limited to an evaluation of macroeconomic conditions as they relate to our business, industry and market trends, as well as the overall future financial performance of our reporting units and future opportunities in the markets in which they operate. To the extent the qualitative factors indicate that there is more than 50% likelihood that the fair value is less than the carrying amount, we compare the fair value of the reporting unit with its carrying amount. If the carrying amount exceeds its fair value, impairment is indicated and we will recognize an impairment loss in an amount equal to the difference. As a result of our 2014 qualitative assessments of goodwill assigned to each of our reporting units, we concluded it was not more likely than not that the fair value of each reporting unit was less than its carrying value, respectively. There was no impairment of goodwill during 2014, 2013 or 2012. | |||||
Intangible assets | |||||
We amortize finite-lived intangible assets over their estimated useful lives as follows. | |||||
Basis of amortization | Amortization | ||||
period | |||||
(in years) | |||||
Customer relationships | Straight-line and accelerated (1) | 15-Apr | |||
Marketing assets | Straight-line | 8-Jan | |||
Acquired software and technology | Straight-line | 10-Jan | |||
Non-compete agreements | Straight-line | 5-Feb | |||
Database | Straight-line | 8 | |||
-1 | Certain of the customer relationships are amortized on an accelerated basis. | ||||
Indefinite-lived intangible assets consist of trade names. We evaluate the estimated useful lives and the potential for impairment of finite and indefinite-lived intangible assets on an annual basis, or more frequently if events or circumstances indicate revised estimates of useful lives may be appropriate or that the carrying amount may not be recoverable. If the carrying amount is no longer recoverable based upon the undiscounted cash flows of the asset, the amount of impairment is the difference between the carrying amount and the fair value of the asset. Substantially all of our intangible assets were acquired in business combinations. There was no impairment of acquired intangible assets during 2014, 2013 or 2012. | |||||
Cost method investments | Cost method investments | ||||
Cost method investments consist of investments in privately held companies where we do not have the ability to exercise significant influence or have control over the investee. We record these investments at cost and periodically test them for other-than-temporary impairment. During the year ended December 31, 2012, we determined that our cost method investment had other-than-temporary impairment based on the projected liquidity of the investment. We used the income approach to determine the fair value of the investment in determining the impairment. An insignificant impairment loss was recorded in income from operations for the year ended December 31, 2012. There were no remaining cost method investments at December 31, 2014. | |||||
Deferred financing costs | Deferred financing costs | ||||
Deferred financing costs included in other assets represent the direct costs of entering into our credit facility in February 2014 and portions of the unamortized deferred financing costs from prior facilities. These costs are amortized over the term of the credit facility as interest expense using the effective interest method. | |||||
Stock-based compensation | Stock-based compensation | ||||
We measure stock-based compensation cost at the grant date based on the fair value of the award and recognize it as expense over the requisite service period, which is the vesting period. We determine the fair value of stock options and stock appreciation rights using a Black-Scholes option pricing model, which requires us to use significant judgment to make estimates regarding the life of the award, volatility of our stock price, the risk-free interest rate and the dividend yield of our stock over the life of the award. We determine the fair value of awards that contain market conditions using a Monte Carlo simulation model. Changes to these estimates would result in different fair values of awards. | |||||
We estimate the number of awards that will be forfeited and recognize expense only for those awards that we expect will ultimately vest. Significant judgment is required in determining the adjustment to compensation expense for estimated forfeitures. Compensation expense in a period could be impacted, favorably or unfavorably, by differences between estimated and actual forfeitures. | |||||
Income taxes | Income taxes | ||||
We make estimates and judgments in accounting for income taxes. The calculation of income tax provision requires estimates due to transactions, credits and calculations where the ultimate tax determination is uncertain. Uncertainties arise as a consequence of the actual source of taxable income between domestic and foreign locations, the outcome of tax audits and the ultimate utilization of tax credits. To the extent actual results differ from estimated amounts recorded, such differences will impact the income tax provision in the period in which the determination is made. | |||||
We make estimates in determining tax assets and liabilities, which arise from differences in the timing of recognition of revenue and expense for tax and financial statement purposes. We record valuation allowances to reduce our deferred tax assets to the amount expected to be realized. In assessing the adequacy of a recorded valuation allowance significant judgment is required. We consider all positive and negative evidence and a variety of factors including the scheduled reversal of deferred tax liabilities, historical and projected future taxable income, and prudent and feasible tax planning strategies. If we determine there is less than a 50% likelihood that we will be able to use a deferred tax asset in the future in excess of its net carrying value, then an adjustment to the deferred tax asset valuation allowance is made to increase income tax expense, thereby reducing net income in the period such determination was made. | |||||
We measure and recognize uncertain tax positions. To recognize such positions we must first determine if it is more likely than not that the position will be sustained upon audit. We must then measure the benefit as the largest amount that is more than 50% likely of being realized upon ultimate settlement. Significant judgment is required in the identification and measurement of uncertain tax positions. | |||||
Foreign currency | Foreign currency | ||||
Net assets recorded in a foreign currency are translated at the exchange rate on the balance sheet date. Revenue and expense items are translated at the average exchange rate for the year. The resulting translation adjustments are recorded in accumulated other comprehensive income. | |||||
Gains and losses resulting from foreign currency transactions denominated in currency other than the functional currency are recorded at the approximate rate of exchange at the transaction date in other expense, net. For each of the years ended December 31, 2014, 2013 and 2012, we recorded insignificant net foreign currency losses. | |||||
Research and development | Research and development | ||||
Research and development costs are expensed as incurred. These costs include human resource costs, stock-based compensation expense, third-party contractor expenses, software development tools and certain other expenses related to researching and developing new products, and allocated depreciation, facilities and IT support costs. | |||||
Software development costs, software for internal use | Software development costs | ||||
We incur certain costs associated with the development of internal-use software and software developed related to our cloud-based solutions, which are accounted for as internal-use software. The costs incurred in the preliminary stages of internal-use software development are expensed as incurred. Once an application has reached the development stage, internal and external costs, if direct and incremental, are capitalized until the software is substantially complete and ready for its intended use. Capitalization ceases upon completion of all substantial testing. We also capitalize costs related to specific upgrades and enhancements when it is probable the expenditures will result in additional functionality. Capitalized costs for internal-use software developed for our cloud-based solutions are recorded to other assets. Historically, we have also incurred and capitalized costs in connection with the development of certain of our software products licensed to customers on a perpetual basis, which are accounted for as costs of software to be sold, leased or otherwise marketed; however, costs capitalized related to those products were insignificant as of December 31, 2014 and as of December 31, 2013. | |||||
Software development costs, software to be sold | Internal-use software is amortized on a straight line basis over its estimated useful life, which is generally three years. We evaluate the useful lives of these assets on an annual basis and test for impairment whenever events or changes in circumstances occur that could impact the recoverability of these assets. | ||||
Sales returns and allowance for doubtful accounts | Sales returns and allowance for doubtful accounts | ||||
We maintain a reserve for returns and credits which is estimated based on several factors including historical experience, known credits yet to be issued, the aging of customer accounts and the nature of service level commitments. A considerable amount of judgment is required in assessing these factors. Provisions for sales returns and credits are charged against the related revenue items. | |||||
Accounts receivable | Accounts receivable are recorded at original invoice amounts less an allowance for doubtful accounts, an amount we estimate to be sufficient to provide adequate protection against losses resulting from extending credit to our customers. In judging the adequacy of the allowance for doubtful accounts, we consider multiple factors including historical bad debt experience, the general economic environment, the need for specific customer reserves and the aging of our receivables. A considerable amount of judgment is required in assessing these factors and if any receivables were to deteriorate, an additional provision for doubtful accounts could be required. Accounts are written off after all means of collection are exhausted and recovery is considered remote. Provisions for doubtful accounts are recorded in general and administrative expense. | ||||
Sales commissions | Sales commissions | ||||
We pay sales commissions at the time contracts with customers are signed or shortly thereafter, depending on the size and duration of the sales contract. To the extent that these commissions relate to revenue not yet recognized, the amounts are recorded as deferred sales commission costs. Subsequently, the commissions are recognized as expense as the revenue is recognized. | |||||
Advertising costs | Advertising costs | ||||
We expense advertising costs as incurred, which was $1.6 million, $1.1 million and $1.2 million for the years ended December 31, 2014, 2013 and 2012, respectively. | |||||
Restructuring costs | Restructuring costs | ||||
Restructuring costs include charges for the costs of exit or disposal activities. The liability for costs associated with exit or disposal activities is measured initially at fair value and only recognized when the liability is incurred. | |||||
Impairment of long-lived assets | Impairment of long-lived assets | ||||
We review long-lived assets for impairment when events change or circumstances indicate the carrying amount may not be recoverable. Events or changes in circumstances that indicate the carrying amount may not be recoverable include, but are not limited to, a significant decrease in the market value of the business or asset acquired, a significant adverse change in the extent or manner in which the business or asset acquired is used or significant adverse change in the business climate. If such events or changes in circumstances are present, the undiscounted cash flow method is used to determine whether the asset is impaired. No impairment of long-lived assets occurred in 2014 except for the impairment of previously capitalized software development costs discussed above. No impairment of long-lived assets occurred in 2013 or 2012. | |||||
Contingencies | Contingencies | ||||
We are subject to the possibility of various loss contingencies in the normal course of business. We record an accrual for a contingency when it is both probable that a liability has been incurred and the amount of the loss can be reasonably estimated. Often these issues are subject to substantial uncertainties and, therefore, the probability of loss and the estimation of damages are difficult to ascertain. These assessments can involve a series of complex judgments about future events and can rely heavily on estimates and assumptions that have been deemed reasonable by us. Although we believe we have substantial defenses in these matters, we could incur judgments or enter into settlements of claims that could have a material adverse effect on our consolidated financial position, results of operations or cash flows in any particular period. | |||||
Earnings per share | Earnings per share | ||||
We compute basic earnings per share by dividing net income available to common stockholders by the weighted average number of common shares outstanding during the period. Diluted earnings per share is computed by dividing net income available to common stockholders by the weighted average number of common shares and dilutive potential common shares outstanding during the period. Diluted earnings per share reflect the assumed exercise, settlement and vesting of all dilutive securities using the “treasury stock method” except when the effect is anti-dilutive. Potentially dilutive securities consist of shares issuable upon the exercise of stock options, settlement of stock appreciation rights and vesting of restricted stock awards and units. | |||||
Recently adopted accounting pronouncements | Recently adopted accounting pronouncements | ||||
Effective January 1, 2014, we adopted Accounting Standards Update (“ASU”) 2013-11, Income Taxes (Topic 740), Presentation of an Unrecognized Tax Benefit When a Net Operating Loss Carryforward, a Similar Tax Loss, or a Tax Credit Carryforward Exists. Under ASU 2013-11, an unrecognized tax benefit, or a portion of an unrecognized tax benefit, should be presented in the financial statements as a reduction to a deferred tax asset for a net operating loss carryforward or a similar tax loss, or a tax credit carryforward, except as follows. To the extent a net operating loss carryforward, a similar tax loss, or a tax credit carryforward is not available at the reporting date under the tax law of the applicable jurisdiction to settle any additional income taxes that would result from the disallowance of a tax position or the tax law of the applicable jurisdiction does not require the entity to use, and the entity does not intend to use, the deferred tax asset for such purpose, the unrecognized tax benefit should be presented in the financial statements as a liability and should not be combined with deferred tax assets. The adoption of ASU 2013-11 did not have a material impact on our consolidated financial statements. | |||||
Recently issued accounting pronouncements | Recently issued accounting pronouncements | ||||
In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers. ASU 2014-09 outlines a single comprehensive model for entities to use in accounting for revenue arising from contracts with customers and will replace most existing revenue recognition guidance in GAAP when it becomes effective. ASU 2014-09 is effective for fiscal years and interim periods within those years beginning after December 15, 2016. Early adoption is not permitted. An entity should apply ASU 2014-09 either retrospectively to each prior reporting period presented or retrospectively with the cumulative effect of initially applying the ASU recognized as an adjustment to the opening balance of retained earnings at the date of initial application. We expect the adoption of ASU 2014-09 will impact our consolidated financial statements. We are currently evaluating implementation methods and the extent of the impact that implementation of this standard will have upon adoption. |
Significant_Accounting_Policie2
Significant Accounting Policies (Tables) | 12 Months Ended | ||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||
Accounting Policies [Abstract] | |||||||||||||||||
Schedule of Finite-lived Intangible Assets, Estimated Useful Life [Table Text Block] | We amortize finite-lived intangible assets over their estimated useful lives as follows. | ||||||||||||||||
Basis of amortization | Amortization | ||||||||||||||||
period | |||||||||||||||||
(in years) | |||||||||||||||||
Customer relationships | Straight-line and accelerated (1) | 15-Apr | |||||||||||||||
Marketing assets | Straight-line | 8-Jan | |||||||||||||||
Acquired software and technology | Straight-line | 10-Jan | |||||||||||||||
Non-compete agreements | Straight-line | 5-Feb | |||||||||||||||
Database | Straight-line | 8 | |||||||||||||||
-1 | Certain of the customer relationships are amortized on an accelerated basis. | ||||||||||||||||
Schedule of Changes in Allowance for Sales Returns and Doubtful Accounts [Table Text Block] | Below is a summary of the changes in our allowance for sales returns. | ||||||||||||||||
Years ended December 31, | Balance at beginning of year | Provision/adjustment | Write-off | Balance at | |||||||||||||
(in thousands) | end of year | ||||||||||||||||
2014 | $ | 5,158 | $ | 4,407 | $ | (5,380 | ) | $ | 4,185 | ||||||||
2013 | 7,730 | 4,132 | (6,704 | ) | 5,158 | ||||||||||||
2012 | 3,652 | 8,914 | (4,836 | ) | 7,730 | ||||||||||||
Below is a summary of the changes in our allowance for doubtful accounts. | |||||||||||||||||
Years ended December 31, | Balance at beginning of year | Provision/adjustment | Write-off | Balance at | |||||||||||||
(in thousands) | end of year | ||||||||||||||||
2014 | $ | 455 | $ | 777 | $ | (878 | ) | $ | 354 | ||||||||
2013 | 816 | 775 | (1,136 | ) | 455 | ||||||||||||
2012 | 261 | 976 | (421 | ) | 816 | ||||||||||||
Schedule of Changes in Deferred Sales Commission Costs [Table Text Block] | Below is a summary of the changes in our deferred sales commission costs included in prepaid expenses and other current assets. | ||||||||||||||||
Years ended December 31, | Balance at beginning of year | Additions | Expense | Balance at | |||||||||||||
(in thousands) | end of year | ||||||||||||||||
2014 | $ | 20,088 | $ | 24,615 | $ | (22,073 | ) | $ | 22,630 | ||||||||
2013 | 18,142 | 20,487 | (18,541 | ) | 20,088 | ||||||||||||
2012 | 16,452 | 19,693 | (18,003 | ) | 18,142 | ||||||||||||
Business_Combinations_Tables
Business Combinations (Tables) | 12 Months Ended | |||||||
Dec. 31, 2014 | ||||||||
MicroEdge [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Purchase Price Allocation | The following table summarizes the allocation of the purchase price based on the estimated fair value of the assets acquired and the liabilities assumed: | |||||||
(in thousands) | ||||||||
Net working capital, excluding deferred revenue | $ | 9,642 | ||||||
Property and equipment | 1,371 | |||||||
Other long term assets | 792 | |||||||
Deferred revenue | (11,670 | ) | ||||||
Deferred tax liability | (6,090 | ) | ||||||
Intangible assets and liabilities | 90,200 | |||||||
Goodwill | 75,541 | |||||||
$ | 159,786 | |||||||
Acquired Intangible Assets | The MicroEdge acquisition resulted in the identification of the following identifiable intangible assets: | |||||||
Intangible assets acquired | Weighted average amortization period | |||||||
MicroEdge | (in thousands) | (in years) | ||||||
Customer relationships | $ | 61,200 | 13 | |||||
Marketing assets | 2,500 | 6 | ||||||
Marketing assets | 1,600 | Indefinite | ||||||
Acquired technology | 24,300 | 6 | ||||||
Non-compete agreements | 600 | 3 | ||||||
Total intangible assets | $ | 90,200 | 11 | |||||
Pro Forma Condensed Consolidated Results of Operations | The following unaudited pro forma condensed combined consolidated results of operations assume that the acquisition of MicroEdge occurred on January 1, 2013. This unaudited pro forma financial information does not reflect any adjustments for anticipated synergies resulting from the acquisition and should not be relied upon as being indicative of the historical results that would have been attained had the transaction been consummated as of January 1, 2013, or of the results that may occur in the future. The unaudited pro forma information reflects adjustments for amortization of intangibles related to the fair value adjustments of the assets acquired, write-down of acquired deferred revenue to fair value, additional interest expense related to the financing of the transaction and the related tax effects of the adjustments. | |||||||
Years ended December 31, | ||||||||
(in thousands, except per share amounts) | 2014 | 2013 | ||||||
Revenue | $ | 592,930 | $ | 528,095 | ||||
Net income | $ | 26,944 | $ | 25,300 | ||||
Basic earnings per share | $ | 0.6 | $ | 0.57 | ||||
Diluted earnings per share | $ | 0.59 | $ | 0.56 | ||||
WhippleHill [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Acquired Intangible Assets | The WhippleHill acquisition resulted in the identification of the following identifiable finite-lived intangible assets: | |||||||
Intangible assets acquired | Weighted average amortization period | |||||||
WhippleHill | (in thousands) | (in years) | ||||||
Customer relationships | $ | 11,300 | 11 | |||||
Acquired technology | 8,500 | 6 | ||||||
Trade names | 2,300 | 8 | ||||||
Non-compete agreements | 100 | 3 | ||||||
Total intangible assets | $ | 22,200 | 9 | |||||
Convio, Inc [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Purchase Price Allocation | The following table summarizes the allocation of the purchase price based on the estimated fair value of the assets acquired and the liabilities assumed: | |||||||
(in thousands) | ||||||||
Net working capital, excluding deferred revenue | $ | 57,062 | ||||||
Property and equipment | 6,591 | |||||||
Other long term assets | 75 | |||||||
Deferred revenue | (7,847 | ) | ||||||
Deferred tax liability | (33,181 | ) | ||||||
Intangible assets and liabilities | 139,650 | |||||||
Goodwill | 173,324 | |||||||
$ | 335,674 | |||||||
Acquired Intangible Assets | The Convio acquisition resulted in the identification of the following identifiable intangible assets: | |||||||
Intangible assets acquired | Weighted average amortization period | |||||||
Convio | (in thousands) | (in years) | ||||||
Customer relationships | $ | 53,000 | 15 | |||||
Marketing assets | 7,800 | 7 | ||||||
Acquired technology | 69,000 | 8 | ||||||
In-process research and development | 9,100 | 7 | ||||||
Non-compete agreements | 1,440 | 2 | ||||||
Unfavorable leasehold interests | (690 | ) | 7 | |||||
Total intangible assets | $ | 139,650 | 10 | |||||
Pro Forma Condensed Consolidated Results of Operations | The following unaudited pro forma condensed consolidated results of operations assume that the acquisition of Convio occurred on January 1, 2011. This unaudited pro forma financial information does not reflect any adjustments for anticipated synergies resulting from the acquisition and should not be relied upon as being indicative of the historical results that would have been attained had the transaction been consummated as of January 1, 2011, or of the results that may occur in the future. | |||||||
Year ended December 31, | ||||||||
(in thousands, except per share amounts) | 2012 | |||||||
Revenue | $ | 476,887 | ||||||
Net income | $ | 116 | ||||||
Basic earnings per share | $ | — | ||||||
Diluted earnings per share | $ | — | ||||||
Earnings_Per_Share_Earnings_Pe1
Earnings Per Share Earnings Per Share (Tables) | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
Earnings Per Share [Abstract] | |||||||||||||
Computation Of Basic And Diluted Earnings Per Share | The following table sets forth the computation of basic and diluted earnings per share: | ||||||||||||
Years ended December 31, | |||||||||||||
(in thousands, except share and per share amounts) | 2014 | 2013 | 2012 | ||||||||||
Numerator: | |||||||||||||
Net income | $ | 28,290 | $ | 30,472 | $ | 6,583 | |||||||
Denominator: | |||||||||||||
Weighted average common shares | 45,215,138 | 44,684,812 | 44,145,535 | ||||||||||
Add effect of dilutive securities: | |||||||||||||
Employee stock-based compensation | 584,736 | 736,328 | 546,310 | ||||||||||
Weighted average common shares assuming dilution | 45,799,874 | 45,421,140 | 44,691,845 | ||||||||||
Earnings per share: | |||||||||||||
Basic | $ | 0.63 | $ | 0.68 | $ | 0.15 | |||||||
Diluted | $ | 0.62 | $ | 0.67 | $ | 0.15 | |||||||
Anti-Dilutive Securities | The following shares underlying stock-based awards were not included in diluted earnings per share because their inclusion would have been anti-dilutive: | ||||||||||||
Years ended December 31, | |||||||||||||
2014 | 2013 | 2012 | |||||||||||
Shares excluded from calculations of diluted EPS | 23,159 | 116,438 | 434,050 | ||||||||||
Fair_Value_Measurements_Fair_V1
Fair Value Measurements Fair Value Measurements (Tables) | 12 Months Ended | ||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||
Fair Value Disclosures [Abstract] | |||||||||||||||||
Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis | Financial liabilities measured at fair value on a recurring basis consisted of the following, as of: | ||||||||||||||||
Fair value measurement using | |||||||||||||||||
(in thousands) | Level 1 | Level 2 | Level 3 | Total | |||||||||||||
Fair value as of December 31, 2014 | |||||||||||||||||
Financial liabilities: | |||||||||||||||||
Derivative instruments(1) | $ | — | $ | 268 | $ | — | $ | 268 | |||||||||
Total financial liabilities | $ | — | $ | 268 | $ | — | $ | 268 | |||||||||
Fair value as of December 31, 2013 | |||||||||||||||||
Financial liabilities: | |||||||||||||||||
Derivative instruments(1) | $ | — | $ | 427 | $ | — | $ | 427 | |||||||||
Total financial liabilities | $ | — | $ | 427 | $ | — | $ | 427 | |||||||||
-1 | The fair value of our interest rate swaps was based on model-driven valuations using LIBOR rates, which are observable at commonly quoted intervals. Accordingly, our interest rate swaps are classified within Level 2 of the fair value hierarchy. |
Property_And_Equipment_Propert
Property And Equipment Property And Equipment (Tables) | 12 Months Ended | |||||||||
Dec. 31, 2014 | ||||||||||
Property, Plant and Equipment [Abstract] | ||||||||||
Property, Plant and Equipment | Property and equipment consisted of the following, as of: | |||||||||
Estimated | December 31, | |||||||||
useful life | ||||||||||
(in thousands) | (years) | 2014 | 2013 | |||||||
Equipment | 5-Mar | $ | 3,680 | $ | 3,710 | |||||
Computer hardware | 5-Mar | 67,145 | 59,394 | |||||||
Computer software | 5-Mar | 24,126 | 19,989 | |||||||
Construction in progress | - | 587 | 93 | |||||||
Furniture and fixtures | 7-May | 7,182 | 6,987 | |||||||
Leasehold improvements | Term of lease | 14,528 | 11,375 | |||||||
Total property and equipment | 117,248 | 101,548 | ||||||||
Less: accumulated depreciation | (66,846 | ) | (51,998 | ) | ||||||
Property and equipment, net of depreciation | $ | 50,402 | $ | 49,550 | ||||||
Goodwill_And_Other_Intangible_1
Goodwill And Other Intangible Assets (Tables) | 12 Months Ended | |||||||||||||||||||||||
Dec. 31, 2014 | ||||||||||||||||||||||||
Goodwill and Intangible Assets Disclosure [Abstract] | ||||||||||||||||||||||||
Schedule of Goodwill | The change in goodwill for each reportable segment (as defined in Note 18 of these consolidated financial statements) during the year ended December 31, 2014, consisted of the following: | |||||||||||||||||||||||
(in thousands) | ECBU | GMBU | IBU | Target Analytics | Other(1) | Total | ||||||||||||||||||
Balance at December 31, 2013 | $ | 147,828 | $ | 74,956 | $ | 6,542 | $ | 33,177 | $ | 2,096 | $ | 264,599 | ||||||||||||
Additions related to business combinations | 75,541 | 9,257 | — | — | — | 84,798 | ||||||||||||||||||
Adjustments related to prior year business combinations | — | — | 140 | — | — | 140 | ||||||||||||||||||
Effect of foreign currency translation | — | — | (529 | ) | — | — | (529 | ) | ||||||||||||||||
Balance at December 31, 2014 | $ | 223,369 | $ | 84,213 | $ | 6,153 | $ | 33,177 | $ | 2,096 | $ | 349,008 | ||||||||||||
-1 | Other includes goodwill not assigned to one of our four reportable segments. | |||||||||||||||||||||||
Schedule of Acquired Finite-Lived Intangible Assets by Major Class | We have recorded intangible assets acquired in various business combinations based on their fair values at the date of acquisition. The table below sets forth the balances of each class of intangible asset and related amortization as of: | |||||||||||||||||||||||
December 31, | ||||||||||||||||||||||||
(in thousands) | 2014 | 2013 | ||||||||||||||||||||||
Finite-lived gross carrying amount | ||||||||||||||||||||||||
Customer relationships | $ | 174,239 | $ | 102,030 | ||||||||||||||||||||
Marketing assets | 15,158 | 10,384 | ||||||||||||||||||||||
Acquired software and technology | 126,650 | 94,144 | ||||||||||||||||||||||
Non-compete agreements | 1,158 | 2,128 | ||||||||||||||||||||||
Database | 4,275 | 4,275 | ||||||||||||||||||||||
Total finite-lived gross carrying amount | 321,480 | 212,961 | ||||||||||||||||||||||
Accumulated amortization | ||||||||||||||||||||||||
Customer relationships | (43,671 | ) | (33,442 | ) | ||||||||||||||||||||
Marketing assets | (6,137 | ) | (4,529 | ) | ||||||||||||||||||||
Acquired software and technology | (40,801 | ) | (27,671 | ) | ||||||||||||||||||||
Non-compete agreements | (389 | ) | (1,739 | ) | ||||||||||||||||||||
Database | (3,867 | ) | (3,332 | ) | ||||||||||||||||||||
Total accumulated amortization | (94,865 | ) | (70,713 | ) | ||||||||||||||||||||
Indefinite-lived gross carrying amount | ||||||||||||||||||||||||
Marketing assets | 2,692 | 1,193 | ||||||||||||||||||||||
Total intangible assets, net | $ | 229,307 | $ | 143,441 | ||||||||||||||||||||
Schedule Of Amortization Expense | The following table summarizes amortization expense: | |||||||||||||||||||||||
Year ended December 31, | ||||||||||||||||||||||||
(in thousands) | 2014 | 2013 | 2012 | |||||||||||||||||||||
Included in cost of revenue: | ||||||||||||||||||||||||
Cost of license fees | $ | 349 | $ | 421 | $ | 485 | ||||||||||||||||||
Cost of subscriptions | 20,239 | 18,578 | 11,969 | |||||||||||||||||||||
Cost of services | 2,910 | 2,528 | 1,992 | |||||||||||||||||||||
Cost of maintenance | 772 | 457 | 722 | |||||||||||||||||||||
Cost of other revenue | 75 | 75 | 75 | |||||||||||||||||||||
Total included in cost of revenue | 24,345 | 22,059 | 15,243 | |||||||||||||||||||||
Included in operating expenses | 1,803 | 2,539 | 2,106 | |||||||||||||||||||||
Total | $ | 26,148 | $ | 24,598 | $ | 17,349 | ||||||||||||||||||
Schedule of Finite-Lived Intangible Assets, Future Amortization Expense | The following table outlines the estimated future amortization expense for each of the next five years for our finite-lived intangible assets as of December 31, 2014: | |||||||||||||||||||||||
Year ended December 31, | Amortization expense | |||||||||||||||||||||||
(in thousands) | ||||||||||||||||||||||||
2015 | $ | 32,828 | ||||||||||||||||||||||
2016 | 35,282 | |||||||||||||||||||||||
2017 | 32,760 | |||||||||||||||||||||||
2018 | 30,582 | |||||||||||||||||||||||
2019 | 27,430 | |||||||||||||||||||||||
Total | $ | 158,882 | ||||||||||||||||||||||
Prepaid_Expenses_And_Other_Ass1
Prepaid Expenses And Other Assets (Tables) | 12 Months Ended | |||||||
Dec. 31, 2014 | ||||||||
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | ||||||||
Components Of Prepaid Expenses And Other Assets | Prepaid expenses and other assets consisted of the following as of: | |||||||
(in thousands) | December 31, 2014 | December 31, 2013 | ||||||
Deferred sales commissions | $ | 22,630 | $ | 20,088 | ||||
Prepaid software maintenance | 9,480 | 6,875 | ||||||
Taxes, prepaid and receivable | 8,991 | 1,112 | ||||||
Deferred professional services costs | 5,753 | 7,445 | ||||||
Software development costs | 8,914 | 4,172 | ||||||
Prepaid royalties | 3,192 | 2,813 | ||||||
Other assets | 8,116 | 6,861 | ||||||
Total prepaid expenses and other assets | 67,076 | 49,366 | ||||||
Less: Long-term portion | 26,684 | 19,251 | ||||||
Total prepaid expenses and other current assets | $ | 40,392 | $ | 30,115 | ||||
Accrued_Expenses_And_Other_Lia1
Accrued Expenses And Other Liabilities (Tables) | 12 Months Ended | |||||||
Dec. 31, 2014 | ||||||||
Accrued Expenses and Other Liabilities [Abstract] | ||||||||
Schedule Of Accrued Expenses And Other Liabilities | Accrued expenses and other liabilities consisted of the following as of: | |||||||
(in thousands) | December 31, 2014 | December 31, 2013 | ||||||
Taxes payable | $ | 4,285 | $ | 5,430 | ||||
Accrued commissions and salaries | 8,712 | 7,127 | ||||||
Accrued bonuses | 19,480 | 9,258 | ||||||
Lease incentive obligations | 4,099 | 2,636 | ||||||
Deferred rent liabilities | 4,200 | 2,706 | ||||||
Customer credit balances | 2,573 | 3,281 | ||||||
Accrued health care costs | 2,707 | 2,459 | ||||||
Unrecognized tax benefit | 3,791 | 3,698 | ||||||
Other liabilities | 9,791 | 10,503 | ||||||
Total accrued expenses and other liabilities | 59,638 | 47,098 | ||||||
Less: Long-term portion | 7,437 | 6,655 | ||||||
Total accrued expenses and other current liabilities | $ | 52,201 | $ | 40,443 | ||||
Deferred_Revenue_Tables
Deferred Revenue (Tables) | 12 Months Ended | |||||||
Dec. 31, 2014 | ||||||||
Deferred Revenue Disclosure [Abstract] | ||||||||
Deferred Revenue, by Arrangement, Disclosure | Deferred revenue consisted of the following as of: | |||||||
(in thousands) | 31-Dec-14 | 31-Dec-13 | ||||||
Maintenance | $ | 92,823 | $ | 85,219 | ||||
Subscriptions | 98,225 | 72,480 | ||||||
Services | 29,457 | 32,153 | ||||||
License fees and other | 769 | 722 | ||||||
Total deferred revenue | 221,274 | 190,574 | ||||||
Less: Deferred revenue, net of current portion | 8,991 | 9,099 | ||||||
Deferred revenue, current portion | $ | 212,283 | $ | 181,475 | ||||
Debt_Tables
Debt (Tables) | 12 Months Ended | |||||||||||||
Dec. 31, 2014 | ||||||||||||||
Debt Disclosure [Abstract] | ||||||||||||||
Schedule of Long-term Debt Instruments | The following table summarizes our debt balances and the related weighted average effective interest rates, which includes the effect of interest rate swap agreements. | |||||||||||||
Debt balance at | Weighted average effective interest rate at | |||||||||||||
(in thousands, except percentages) | December 31, 2014 | December 31, 2013 | December 31, 2014 | December 31, 2013 | ||||||||||
Credit facility: | ||||||||||||||
Revolving credit loans | $ | 110,700 | $ | 70,408 | 1.56 | % | 1.95 | % | ||||||
Term loans | 171,719 | 82,500 | 2.03 | % | 2.39 | % | ||||||||
Total debt | 282,419 | 152,908 | 1.85 | % | 2.14 | % | ||||||||
Less: Unamortized debt discount | 1,848 | — | ||||||||||||
Less: Debt, current portion | 4,375 | 17,158 | 1.39 | % | 2.39 | % | ||||||||
Debt, net of current portion | $ | 276,196 | $ | 135,750 | 1.85 | % | 2.11 | % | ||||||
Schedule of Maturities of Long-term Debt | As of December 31, 2014, the required annual maturities related to the 2014 Credit Facility were as follows: | |||||||||||||
Year ending December 31, | Annual maturities | |||||||||||||
(in thousands) | ||||||||||||||
2015 | $ | 4,375 | ||||||||||||
2016 | 4,375 | |||||||||||||
2017 | 4,375 | |||||||||||||
2018 | 4,375 | |||||||||||||
2019 | $ | 264,919 | ||||||||||||
Thereafter | $ | — | ||||||||||||
Total required maturities | $ | 282,419 | ||||||||||||
Derivative_Instruments_Tables
Derivative Instruments (Tables) | 12 Months Ended | |||||||||
Dec. 31, 2014 | ||||||||||
Derivative Instruments and Hedging Activities Disclosure [Abstract] | ||||||||||
Fair values of derivative instruments | The fair values of our derivative instruments were as follows as of: | |||||||||
Liability fair value at | ||||||||||
(in thousands) | Balance sheet location | December 31, 2014 | 31-Dec-13 | |||||||
Derivative instruments designated as hedging instruments: | ||||||||||
Interest rate swaps, current portion | Accrued expenses and other current liabilities | $ | — | $ | 46 | |||||
Interest rate swaps, long-term portion | Other liabilities | 268 | 381 | |||||||
Total derivative instruments designated as hedging instruments | $ | 268 | $ | 427 | ||||||
Effects of derivative instruments in cash flow hedging relationships | The effects of derivative instruments in cash flow hedging relationships were as follows: | |||||||||
Loss recognized in accumulated other comprehensive loss as of | Location of loss reclassified from accumulated other comprehensive loss into income | Amount reclassified from accumulated other comprehensive loss into income | ||||||||
31-Dec-14 | Year ended December 31, | |||||||||
(in thousands) | 2014 | |||||||||
Interest rate swaps | $ | (268 | ) | Interest expense | $ | 1,215 | ||||
Year ended December 31, | ||||||||||
31-Dec-13 | 2013 | |||||||||
Interest rate swaps | $ | (427 | ) | Interest expense | $ | 794 | ||||
Year ended December 31, | ||||||||||
31-Dec-12 | 2012 | |||||||||
Interest rate swaps | $ | (1,296 | ) | Interest expense | $ | 466 | ||||
Commitments_And_Contingencies_1
Commitments And Contingencies (Tables) | 12 Months Ended | |||
Dec. 31, 2014 | ||||
Commitments and Contingencies Disclosure [Abstract] | ||||
Schedule Of Future Minimum Lease Commitments Related To Operating And Capital Leases [Table Text Block] | As of December 31, 2014, the future minimum lease commitments related to lease agreements, net of related lease incentives, were as follows: | |||
Year ended December 31, | Operating | |||
(in thousands) | leases | |||
2015 | $ | 12,425 | ||
2016 | 11,807 | |||
2017 | 10,995 | |||
2018 | 11,205 | |||
2019 | 10,537 | |||
Thereafter | 33,882 | |||
Total minimum lease payments | $ | 90,851 | ||
Income_Taxes_Tables
Income Taxes (Tables) | 12 Months Ended | |||||||||||||||
Dec. 31, 2014 | ||||||||||||||||
Income Tax Disclosure [Abstract] | ||||||||||||||||
Schedule of Components of Income Tax Expense (Benefit) | The following summarizes the components of income tax expense: | |||||||||||||||
Year ended December 31, | ||||||||||||||||
(in thousands) | 2014 | 2013 | 2012 | |||||||||||||
Current taxes: | ||||||||||||||||
U.S. Federal | $ | 5,757 | $ | 78 | $ | (1,764 | ) | |||||||||
U.S. State and local | 2,158 | 1,127 | 410 | |||||||||||||
International | (21 | ) | (221 | ) | 511 | |||||||||||
Total current taxes | 7,894 | 984 | (843 | ) | ||||||||||||
Deferred taxes: | ||||||||||||||||
U.S. Federal | 4,725 | 14,394 | 8,943 | |||||||||||||
U.S. State and local | (1,329 | ) | (694 | ) | (796 | ) | ||||||||||
International | (346 | ) | 173 | (562 | ) | |||||||||||
Total deferred taxes | 3,050 | 13,873 | 7,585 | |||||||||||||
Total income tax provision | $ | 10,944 | $ | 14,857 | $ | 6,742 | ||||||||||
Schedule of Income before Income Tax, Domestic and Foreign | The following summarizes the components of income before provision for income taxes: | |||||||||||||||
Year ended December 31, | ||||||||||||||||
(in thousands) | 2014 | 2013 | 2012 | |||||||||||||
U.S. | $ | 39,638 | $ | 48,137 | $ | 16,793 | ||||||||||
International | (404 | ) | (2,808 | ) | (3,468 | ) | ||||||||||
Income before provision for income taxes | $ | 39,234 | $ | 45,329 | $ | 13,325 | ||||||||||
Schedule of Effective Income Tax Rate Reconciliation | A reconciliation between the effect of applying the federal statutory rate and the effective income tax rate used to calculate our income tax provision is as follows: | |||||||||||||||
Year ended December 31, | ||||||||||||||||
2014 | 2013 | 2012 | ||||||||||||||
Federal statutory rate | 35 | % | 35 | % | 35 | % | ||||||||||
Effect of: | ||||||||||||||||
State income taxes, net of federal benefit | 3.2 | 5.2 | 8.3 | |||||||||||||
Change in state income tax rate applied to deferred tax balances | (1.1 | ) | (2.5 | ) | (2.2 | ) | ||||||||||
Fixed assets | (0.3 | ) | (1.0 | ) | (7.6 | ) | ||||||||||
Unrecognized tax benefit | (2.9 | ) | 0.3 | 2.9 | ||||||||||||
State credits, net of federal benefit | (1.0 | ) | (2.9 | ) | (1.7 | ) | ||||||||||
Change in valuation reserve | 1.3 | 0.7 | 4.1 | |||||||||||||
Federal credits generated | (4.7 | ) | (5.1 | ) | — | |||||||||||
Foreign tax rate | (0.1 | ) | 0.6 | 2.3 | ||||||||||||
Acquisition costs | 0.6 | — | 10.8 | |||||||||||||
Foreign tax credits | (1.5 | ) | (0.5 | ) | (3.0 | ) | ||||||||||
Section 162(m) limitation | 0.4 | 1.8 | 0.1 | |||||||||||||
Other | (1.0 | ) | 1.2 | 1.6 | ||||||||||||
Income tax provision effective rate | 27.9 | % | 32.8 | % | 50.6 | % | ||||||||||
Schedule of Deferred Tax Assets and Liabilities | The significant components of our deferred tax assets and liabilities were as follows: | |||||||||||||||
December 31, | ||||||||||||||||
(in thousands) | 2014 | 2013 | ||||||||||||||
Deferred tax assets relating to: | ||||||||||||||||
Federal and state and foreign net operating loss carryforwards | $ | 15,428 | $ | 18,144 | ||||||||||||
Federal, state and foreign tax credits | 14,792 | 18,947 | ||||||||||||||
Intangible assets | 562 | 5,849 | ||||||||||||||
Stock-based compensation | 4,072 | 3,818 | ||||||||||||||
Accrued bonuses | 7,177 | 3,286 | ||||||||||||||
Deferred revenue | 7,332 | 3,850 | ||||||||||||||
Allowance for doubtful accounts | 1,655 | 1,938 | ||||||||||||||
Other | 5,790 | 4,286 | ||||||||||||||
Total deferred tax assets | 56,808 | 60,118 | ||||||||||||||
Deferred tax liabilities relating to: | ||||||||||||||||
Intangible assets | (54,794 | ) | (55,018 | ) | ||||||||||||
Fixed assets | (10,715 | ) | (11,557 | ) | ||||||||||||
Other | (7,593 | ) | (5,752 | ) | ||||||||||||
Total deferred tax liabilities | (73,102 | ) | (72,327 | ) | ||||||||||||
Valuation allowance | (11,161 | ) | (11,042 | ) | ||||||||||||
Net deferred tax liability | $ | (27,455 | ) | $ | (23,251 | ) | ||||||||||
Summary of Valuation Allowance | The following table illustrates the change in our deferred tax asset valuation allowance: | |||||||||||||||
(in thousands) | Balance | Acquisition | Charges to | Balance at | ||||||||||||
at beginning | related | expense | end of | |||||||||||||
Year ended December 31, | of year | change | year | |||||||||||||
2014 | $ | 11,042 | $ | — | $ | 119 | $ | 11,161 | ||||||||
2013 | 10,651 | 635 | (244 | ) | 11,042 | |||||||||||
2012 | 10,079 | 286 | 286 | 10,651 | ||||||||||||
Summary of Income Tax Contingencies | The following table sets forth the change to our unrecognized tax benefit for the years ended December 31, 2014, 2013 and 2012: | |||||||||||||||
December 31, | ||||||||||||||||
(in thousands) | 2014 | 2013 | 2012 | |||||||||||||
Balance at beginning of year | $ | 3,698 | $ | 3,846 | $ | 1,777 | ||||||||||
Increases from prior period positions | 195 | 1,254 | 2,766 | |||||||||||||
Decreases in prior year positions | (102 | ) | (813 | ) | (93 | ) | ||||||||||
Increases from current period positions | 1,046 | 224 | — | |||||||||||||
Lapse of statute of limitations | (1,273 | ) | (813 | ) | (604 | ) | ||||||||||
Balance at end of year | $ | 3,564 | $ | 3,698 | $ | 3,846 | ||||||||||
StockBased_Compensation_Tables
Stock-Based Compensation (Tables) | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |||||||||||||
Schedule of Stock-based Compensation, Activity | The following table sets forth the number of awards outstanding for each award type as of: | ||||||||||||
Outstanding at December 31, | |||||||||||||
Award type | 2014 | 2013 | |||||||||||
Stock options | 7,547 | 24,158 | |||||||||||
Restricted stock awards | 812,451 | 1,015,934 | |||||||||||
Restricted stock units | 274,733 | 130,512 | |||||||||||
Stock appreciation rights | 983,473 | 1,292,996 | |||||||||||
Summary of Stock-based Compensation, Expense | The following table summarizes stock-based compensation expense: | ||||||||||||
Year ended December 31, | |||||||||||||
(in thousands) | 2014 | 2013 | 2012 | ||||||||||
Included in cost of revenue: | |||||||||||||
Cost of subscriptions | $ | 687 | $ | 1,032 | $ | 860 | |||||||
Cost of services | 2,229 | 2,464 | 2,786 | ||||||||||
Cost of maintenance | 689 | 545 | 538 | ||||||||||
Total included in cost of revenue | 3,605 | 4,041 | 4,184 | ||||||||||
Included in operating expenses: | |||||||||||||
Sales and marketing | 2,147 | 2,351 | 2,527 | ||||||||||
Research and development | 3,264 | 3,731 | 3,556 | ||||||||||
General and administrative | 8,329 | 6,787 | 8,973 | ||||||||||
Total included in operating expenses | 13,740 | 12,869 | 15,056 | ||||||||||
Total | $ | 17,345 | $ | 16,910 | $ | 19,240 | |||||||
Schedule of Stock-based Compensation, Stock Options, Vested and Expected to Vest, Outstanding | The following table summarizes the options outstanding under each of our stock-based compensation plans as of December 31, 2014. | ||||||||||||
Plan | Date of adoption | Options | Range of | ||||||||||
outstanding | exercise prices | ||||||||||||
Kintera 2003 Plan | July 8, 2008 | -1 | 3,353 | $10.59-$19.26 | |||||||||
Convio 1999 Plan | 5-May-12 | -1 | 3,213 | $9.10-$12.55 | |||||||||
Convio 2009 Plan | 5-May-12 | -1 | 981 | $15.62-$18.20 | |||||||||
Total | 7,547 | ||||||||||||
-1 | In connection with the acquisitions of Kintera and Convio, we assumed certain stock options issued and outstanding at the date of acquisition. | ||||||||||||
Schedule of Stock-based Compensation, Stock Options, Activity | The following table summarizes our outstanding stock options as of December 31, 2014, and changes during the year then ended: | ||||||||||||
Stock options | Share | Weighted | Weighted | Aggregate | |||||||||
options | average | average | intrinsic value | ||||||||||
exercise | remaining | (in thousands) | |||||||||||
price | contractual | ||||||||||||
term | |||||||||||||
(in years) | |||||||||||||
Outstanding at January 1, 2014 | 24,158 | $ | 11.49 | ||||||||||
Exercised | (16,278 | ) | 11.53 | ||||||||||
Forfeited | (29 | ) | 17.85 | ||||||||||
Expired | (304 | ) | 8.89 | ||||||||||
Outstanding at December 31, 2014 | 7,547 | $ | 11.49 | 4 | $ | 240 | |||||||
Vested and exercisable at December 31, 2014 | 7,547 | $ | 11.49 | 4 | $ | 240 | |||||||
Schedule of Stock-based Compensation, Restricted Stock and Restricted Stock Units, Activity | The following table summarizes our unvested restricted stock units as of December 31, 2014, and changes during the year then ended: | ||||||||||||
Restricted stock units | Restricted | Weighted | Weighted | Aggregate | |||||||||
stock units | average | average | intrinsic value | ||||||||||
grant-date | remaining | (in thousands) | |||||||||||
fair value | contractual | ||||||||||||
term | |||||||||||||
(in years) | |||||||||||||
Unvested at January 1, 2014 | 130,512 | $ | 28.84 | ||||||||||
Granted | 232,596 | 33.38 | |||||||||||
Forfeited | (16,897 | ) | 29.36 | ||||||||||
Expired | (21,842 | ) | 26.82 | ||||||||||
Vested | (49,636 | ) | 28.58 | ||||||||||
Unvested at December 31, 2014 | 274,733 | $ | 32.86 | 3.6 | $ | 11,885 | |||||||
Unvested and expected to vest at December 31, 2014 | 240,652 | $ | 32.83 | 3.7 | $ | 10,411 | |||||||
The following table summarizes our unvested restricted stock awards as of December 31, 2014, and changes during the year then ended: | |||||||||||||
Restricted stock awards | Restricted | Weighted | Weighted | Aggregate | |||||||||
stock awards | average | average | intrinsic value | ||||||||||
grant-date | remaining | (in thousands) | |||||||||||
fair value | contractual | ||||||||||||
term | |||||||||||||
(in years) | |||||||||||||
Unvested at January 1, 2014 | 1,015,934 | $ | 29.3 | ||||||||||
Granted | 248,567 | 37.89 | |||||||||||
Vested | (365,328 | ) | 28.76 | ||||||||||
Forfeited | (86,722 | ) | 28.34 | ||||||||||
Unvested at December 31, 2014 | 812,451 | $ | 32.28 | 8.5 | $ | 35,147 | |||||||
Unvested and expected to vest at December 31, 2014 | 761,951 | $ | 32.25 | 8.5 | $ | 32,962 | |||||||
Schedule of Stock-based Compensation, Stock Appreciation Rights, Activity | The following table summarizes our outstanding SARs as of December 31, 2014, and changes during the year then ended: | ||||||||||||
Stock appreciation rights | Stock | Weighted | Weighted | Aggregate | |||||||||
appreciation | average | average | intrinsic value | ||||||||||
rights | exercise | remaining | (in thousands) | ||||||||||
price | contractual | ||||||||||||
term | |||||||||||||
(in years) | |||||||||||||
Outstanding at January 1, 2014 | 1,292,996 | $ | 24.21 | ||||||||||
Exercised | (286,189 | ) | 23.83 | ||||||||||
Forfeited | (23,334 | ) | 23.96 | ||||||||||
Outstanding at December 31, 2014 | 983,473 | $ | 24.33 | 4.2 | $ | 18,617 | |||||||
Unvested and expected to vest at December 31, 2014 | 476,043 | $ | 23.82 | 4.7 | $ | 9,256 | |||||||
Vested and exercisable at December 31, 2014 | 489,718 | $ | 24.82 | 3.7 | $ | 9,031 | |||||||
Schedule of Stock-based Payment Award, Stock Options, Valuation Assumptions | Significant assumptions used in the Black-Scholes option pricing model for SARs granted in 2013 and 2012 were as follows: | ||||||||||||
Assumptions | 2013 | 2012 | |||||||||||
Volatility | 32% to 35% | 35% to 41% | |||||||||||
Dividend yield | 1.70% | 1.70% | |||||||||||
Risk-free interest rate | 0.6% to 0.8% | 0.5% to 0.6% | |||||||||||
Expected SAR life in years | 4 | 4 | |||||||||||
Stockholders_Equity_Tables
Stockholders' Equity (Tables) | 12 Months Ended | |||||||||||
Dec. 31, 2014 | ||||||||||||
Equity [Abstract] | ||||||||||||
Schedule Of Dividends Payable | The following table provides information with respect to quarterly dividends paid on common stock during the year ended December 31, 2014. | |||||||||||
Declaration Date | Dividend per Share | Record Date | Payable Date | |||||||||
Feb-14 | $ | 0.12 | 28-Feb | 14-Mar | ||||||||
Apr-14 | 0.12 | 28-May | 13-Jun | |||||||||
Jul-14 | 0.12 | 28-Aug | 15-Sep | |||||||||
Oct-14 | 0.12 | 28-Nov | 15-Dec | |||||||||
In February 2015, our Board of Directors declared a first quarter dividend of $0.12 per share payable on March 13, 2015 to stockholders of record on February 27, 2015. | ||||||||||||
Schedule of Accumulated Other Comprehensive Loss | The changes in accumulated other comprehensive loss by component, consisted of the following: | |||||||||||
Year ended December 31, | ||||||||||||
(in thousands) | 2014 | 2013 | 2012 | |||||||||
Accumulated other comprehensive loss, beginning of period | $ | (1,385 | ) | $ | (1,973 | ) | $ | (1,148 | ) | |||
By component: | ||||||||||||
Gains and losses on cash flow hedges: | ||||||||||||
Accumulated other comprehensive loss balance, beginning of period | $ | (256 | ) | $ | (791 | ) | $ | — | ||||
Other comprehensive (loss) income before reclassifications, net of tax effects of $644, $(30) and $687 | (999 | ) | 46 | (1,075 | ) | |||||||
Amounts reclassified from accumulated other comprehensive loss to interest expense | 1,215 | 794 | 466 | |||||||||
Amounts reclassified from accumulated other comprehensive loss to loss on debt extinguishment and termination of derivative instruments | 587 | — | — | |||||||||
Tax benefit included in provision for income taxes | (711 | ) | (305 | ) | (182 | ) | ||||||
Total amounts reclassified from accumulated other comprehensive loss | 1,091 | 489 | 284 | |||||||||
Net current-period other comprehensive income (loss), net of tax | 92 | 535 | (791 | ) | ||||||||
Accumulated other comprehensive loss balance, end of period | $ | (164 | ) | $ | (256 | ) | $ | (791 | ) | |||
Foreign currency translation adjustment: | ||||||||||||
Accumulated other comprehensive loss balance, beginning of period | $ | (1,129 | ) | $ | (1,182 | ) | $ | (1,148 | ) | |||
Translation adjustments | 261 | 53 | (34 | ) | ||||||||
Accumulated other comprehensive loss balance, end of period | (868 | ) | (1,129 | ) | (1,182 | ) | ||||||
Accumulated other comprehensive loss, end of period | $ | (1,032 | ) | $ | (1,385 | ) | $ | (1,973 | ) |
Segment_Information_Tables
Segment Information (Tables) | 12 Months Ended | |||||||||||||||||||||||
Dec. 31, 2014 | ||||||||||||||||||||||||
Segment Reporting [Abstract] | ||||||||||||||||||||||||
Reportable Segment Financial Results | Summarized reportable segment financial results were as follows: | |||||||||||||||||||||||
Year ended December 31, | ||||||||||||||||||||||||
(in thousands) | 2014 | 2013 | 2012 | |||||||||||||||||||||
Revenue by segment: | ||||||||||||||||||||||||
ECBU | $ | 219,909 | $ | 195,570 | $ | 165,161 | ||||||||||||||||||
GMBU | 254,689 | 225,352 | 203,178 | |||||||||||||||||||||
IBU | 46,475 | 41,488 | 40,068 | |||||||||||||||||||||
Target Analytics | 41,751 | 39,845 | 37,453 | |||||||||||||||||||||
Other(1) | 1,597 | 1,562 | 1,559 | |||||||||||||||||||||
Total revenue | $ | 564,421 | $ | 503,817 | $ | 447,419 | ||||||||||||||||||
Segment operating income(2): | ||||||||||||||||||||||||
ECBU | $ | 111,810 | $ | 102,915 | $ | 74,131 | ||||||||||||||||||
GMBU | 132,176 | 130,650 | 121,120 | |||||||||||||||||||||
IBU | 4,167 | 8,536 | 5,755 | |||||||||||||||||||||
Target Analytics | 17,043 | 16,378 | 17,451 | |||||||||||||||||||||
Other(1) | 1,781 | 1,447 | 1,295 | |||||||||||||||||||||
266,977 | 259,926 | 219,752 | ||||||||||||||||||||||
Less: | ||||||||||||||||||||||||
Corporate unallocated costs(3) | 177,120 | 166,876 | 163,728 | |||||||||||||||||||||
Stock-based compensation costs | 17,345 | 16,910 | 19,240 | |||||||||||||||||||||
Amortization expense | 26,148 | 24,598 | 17,349 | |||||||||||||||||||||
Interest expense, net | 5,952 | 5,751 | 5,718 | |||||||||||||||||||||
Loss on debt extinguishment and termination of derivative instruments | 996 | — | — | |||||||||||||||||||||
Other expense, net | 182 | 462 | 392 | |||||||||||||||||||||
Income before provision for income taxes | $ | 39,234 | $ | 45,329 | $ | 13,325 | ||||||||||||||||||
-1 | Other includes revenue and the related costs from the sale of products and services not directly attributable to an operating segment. | |||||||||||||||||||||||
-2 | Segment operating income includes direct, controllable costs related to the sale of products and services by the reportable segment. | |||||||||||||||||||||||
-3 | Corporate unallocated costs include research and development, depreciation expense, and certain corporate sales, marketing, general and administrative expenses. | |||||||||||||||||||||||
Revenue from External Customers by Products and Services | Revenue by product and service group for each of our reportable segments were as follows: | |||||||||||||||||||||||
Year ended December 31, | ||||||||||||||||||||||||
(in thousands) | 2014 | 2013 | 2012 | |||||||||||||||||||||
ECBU revenue: | ||||||||||||||||||||||||
License fees | $ | 8,122 | $ | 7,374 | $ | 7,888 | ||||||||||||||||||
Subscriptions | 114,789 | 97,392 | 73,246 | |||||||||||||||||||||
Services | 49,385 | 48,471 | 44,882 | |||||||||||||||||||||
Maintenance | 44,948 | 39,503 | 35,905 | |||||||||||||||||||||
Other | 2,665 | 2,830 | 3,240 | |||||||||||||||||||||
Total ECBU revenue | $ | 219,909 | $ | 195,570 | $ | 165,161 | ||||||||||||||||||
GMBU revenue: | ||||||||||||||||||||||||
License fees | $ | 6,017 | $ | 6,718 | $ | 9,068 | ||||||||||||||||||
Subscriptions | 116,676 | 88,766 | 65,482 | |||||||||||||||||||||
Services | 41,938 | 41,228 | 39,036 | |||||||||||||||||||||
Maintenance | 86,665 | 84,763 | 86,026 | |||||||||||||||||||||
Other | 3,393 | 3,877 | 3,566 | |||||||||||||||||||||
Total GMBU revenue | $ | 254,689 | $ | 225,352 | $ | 203,178 | ||||||||||||||||||
IBU revenue: | ||||||||||||||||||||||||
License fees | $ | 1,744 | $ | 2,510 | $ | 3,476 | ||||||||||||||||||
Subscriptions | 16,700 | 12,743 | 10,038 | |||||||||||||||||||||
Services | 11,212 | 11,337 | 12,230 | |||||||||||||||||||||
Maintenance | 15,509 | 14,056 | 13,673 | |||||||||||||||||||||
Other | 1,310 | 842 | 651 | |||||||||||||||||||||
Total IBU revenue | $ | 46,475 | $ | 41,488 | $ | 40,068 | ||||||||||||||||||
Target Analytics revenue: | ||||||||||||||||||||||||
License fees | $ | 333 | $ | 113 | $ | 119 | ||||||||||||||||||
Subscriptions | 15,245 | 13,755 | 13,320 | |||||||||||||||||||||
Services | 25,836 | 25,495 | 23,452 | |||||||||||||||||||||
Maintenance | 296 | 423 | 497 | |||||||||||||||||||||
Other | 41 | 59 | 65 | |||||||||||||||||||||
Total Target Analytics revenue | $ | 41,751 | $ | 39,845 | $ | 37,453 | ||||||||||||||||||
Other revenue: | ||||||||||||||||||||||||
License fees | $ | — | $ | — | $ | — | ||||||||||||||||||
Subscriptions | 25 | — | 16 | |||||||||||||||||||||
Services | — | 17 | 26 | |||||||||||||||||||||
Maintenance | — | — | — | |||||||||||||||||||||
Other | 1,572 | 1,545 | 1,517 | |||||||||||||||||||||
Total Other revenue | $ | 1,597 | $ | 1,562 | $ | 1,559 | ||||||||||||||||||
Total consolidated revenue | $ | 564,421 | $ | 503,817 | $ | 447,419 | ||||||||||||||||||
Schedule of Revenues from External Customers and Long-Lived Assets by Geographical Areas | The following table presents revenue by geographic region based on country of invoice origin and identifiable, long-lived assets by geographic region based on the location of the assets. | |||||||||||||||||||||||
(in thousands) | United | Canada | Europe | Australia | Total Foreign | Total | ||||||||||||||||||
States | ||||||||||||||||||||||||
Revenue from external customers: | ||||||||||||||||||||||||
2014 | $ | 491,731 | $ | 26,944 | $ | 27,411 | $ | 18,335 | $ | 72,690 | $ | 564,421 | ||||||||||||
2013 | 439,887 | 23,344 | 24,107 | 16,479 | 63,930 | 503,817 | ||||||||||||||||||
2012 | 386,376 | 22,770 | 23,022 | 15,251 | 61,043 | 447,419 | ||||||||||||||||||
Property and equipment: | ||||||||||||||||||||||||
December 31, 2014 | $ | 47,925 | $ | 34 | $ | 1,869 | $ | 574 | $ | 2,477 | $ | 50,402 | ||||||||||||
December 31, 2013 | 47,367 | 72 | 1,694 | 417 | 2,183 | 49,550 | ||||||||||||||||||
Quarterly_Results_Tables
Quarterly Results (Tables) | 12 Months Ended | |||||||||||||||
Dec. 31, 2014 | ||||||||||||||||
Quarterly Results [Abstract] | ||||||||||||||||
Schedule of Quarterly Financial Information | ||||||||||||||||
(in thousands, except per share data) | December 31, | September 30, | June 30, | March 31, | ||||||||||||
2014 | 2014 | 2014 | 2014 | |||||||||||||
Total revenue | $ | 152,813 | $ | 144,598 | $ | 139,388 | $ | 127,622 | ||||||||
Gross profit | 75,549 | 76,450 | 74,692 | 64,292 | ||||||||||||
Income from operations | 7,589 | 13,502 | 15,996 | 9,277 | ||||||||||||
Income before provision for income taxes | 5,450 | 12,276 | 14,906 | 6,602 | ||||||||||||
Net income | 4,816 | 10,380 | 9,280 | 3,814 | ||||||||||||
Earnings per share | ||||||||||||||||
Basic | $ | 0.11 | $ | 0.23 | $ | 0.21 | $ | 0.08 | ||||||||
Diluted | $ | 0.1 | $ | 0.23 | $ | 0.2 | $ | 0.08 | ||||||||
(in thousands, except per share data) | December 31, | September 30, | June 30, | March 31, | ||||||||||||
2013 | 2013 | 2013 | 2013 | |||||||||||||
Total revenue | $ | 134,872 | $ | 127,854 | $ | 125,468 | $ | 115,623 | ||||||||
Gross profit | 68,514 | 71,740 | 68,855 | 62,045 | ||||||||||||
Income from operations | 14,622 | 18,008 | 14,318 | 4,594 | ||||||||||||
Income before provision for income taxes | 13,287 | 16,490 | 12,532 | 3,020 | ||||||||||||
Net income | 11,790 | 9,393 | 6,623 | 2,666 | ||||||||||||
Earnings per share | ||||||||||||||||
Basic | $ | 0.26 | $ | 0.21 | $ | 0.15 | $ | 0.06 | ||||||||
Diluted | $ | 0.26 | $ | 0.21 | $ | 0.15 | $ | 0.06 | ||||||||
Organization_Details
Organization (Details) | Dec. 31, 2014 |
Customers | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Number of active customers distributed across verticals | 30,000 |
Significant_Accounting_Policie3
Significant Accounting Policies (Narrative) (Details) (USD $) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Significant Accounting Policies [Line Items] | |||
Period to exceed for customary payment terms (days) | 90 days | ||
Contract term of the maintenance services (years) | 1 year | ||
Impairment of capitalized software development costs | $1,626,000 | $0 | $0 |
Capitalized software development costs, net | 8,900,000 | 4,200,000 | |
Capitalized software development costs, amortization | 1,900,000 | 1,000,000 | |
Advertising costs | $1,600,000 | $1,100,000 | $1,200,000 |
Minimum [Member] | |||
Significant Accounting Policies [Line Items] | |||
Recognition period of revenue from hosted services (years) | 1 year | ||
Recognition period of revenue from hosted applications (years) | 1 year | ||
Maximum [Member] | |||
Significant Accounting Policies [Line Items] | |||
Recognition period of revenue from hosted services (years) | 3 years | ||
Recognition period of revenue from hosted applications (years) | 3 years |
Significant_Accounting_Policie4
Significant Accounting Policies (Finite-Lived Intangible Assets by Major Class) (Details) | 12 Months Ended | |
Dec. 31, 2014 | ||
Customer relationships [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Finite-Lived Intangible Assets, Amortization Method | Straight-lineB andB accelerated (1) | [1] |
Customer relationships [Member] | Minimum [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Finite-Lived Intangible Asset, Useful Life | 4 years | |
Customer relationships [Member] | Maximum [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Finite-Lived Intangible Asset, Useful Life | 15 years | |
Marketing assets [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Finite-Lived Intangible Assets, Amortization Method | Straight-line | |
Marketing assets [Member] | Minimum [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Finite-Lived Intangible Asset, Useful Life | 1 year | |
Marketing assets [Member] | Maximum [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Finite-Lived Intangible Asset, Useful Life | 8 years | |
Acquired software and technology [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Finite-Lived Intangible Assets, Amortization Method | Straight-line | |
Acquired software and technology [Member] | Minimum [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Finite-Lived Intangible Asset, Useful Life | 1 year | |
Acquired software and technology [Member] | Maximum [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Finite-Lived Intangible Asset, Useful Life | 10 years | |
Non-compete agreements [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Finite-Lived Intangible Assets, Amortization Method | Straight-line | |
Non-compete agreements [Member] | Minimum [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Finite-Lived Intangible Asset, Useful Life | 2 years | |
Non-compete agreements [Member] | Maximum [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Finite-Lived Intangible Asset, Useful Life | 5 years | |
Database [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Finite-Lived Intangible Assets, Amortization Method | Straight-line | |
Finite-Lived Intangible Asset, Useful Life | 8 years | |
[1] | (1)Certain of the customer relationships are amortized on an accelerated basis. |
Significant_Accounting_Policie5
Significant Accounting Policies (Changes in Allowance for Sales Returns and Doubtful Accounts) (Details) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Allowance for sales returns [Member] | |||
Allowance for Sales Returns and Doubtful Accounts [Roll Forward] | |||
Balance at beginning of year | $5,158 | $7,730 | $3,652 |
Provision/adjustment | 4,407 | 4,132 | 8,914 |
Write-off | -5,380 | -6,704 | -4,836 |
Balance at end of year | 4,185 | 5,158 | 7,730 |
Allowance for doubtful accounts [Member] | |||
Allowance for Sales Returns and Doubtful Accounts [Roll Forward] | |||
Balance at beginning of year | 455 | 816 | 261 |
Provision/adjustment | 777 | 775 | 976 |
Write-off | -878 | -1,136 | -421 |
Balance at end of year | $354 | $455 | $816 |
Significant_Accounting_Policie6
Significant Accounting Policies (Changes in Deferred Sales Commision Costs) (Details) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Deferred sales commissions [Roll Forward] | |||
Balance at beginning of year | $20,088 | $18,142 | $16,452 |
Additions | 24,615 | 20,487 | 19,693 |
Expense | -22,073 | -18,541 | -18,003 |
Balance at end of year | $22,630 | $20,088 | $18,142 |
Business_Combinations_Details
Business Combinations (Details) (USD $) | 3 Months Ended | 12 Months Ended | 0 Months Ended | |||||||||||
Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Oct. 01, 2014 | Jun. 16, 2014 | 4-May-12 | |
Business Acquisition [Line Items] | ||||||||||||||
Total revenue | $152,813,000 | $144,598,000 | $139,388,000 | $127,622,000 | $134,872,000 | $127,854,000 | $125,468,000 | $115,623,000 | $564,421,000 | $503,817,000 | $447,419,000 | |||
Income from operations | 7,589,000 | 13,502,000 | 15,996,000 | 9,277,000 | 14,622,000 | 18,008,000 | 14,318,000 | 4,594,000 | 46,364,000 | 51,542,000 | 19,435,000 | |||
Goodwill additions related to business combinations | 84,798,000 | |||||||||||||
ECBU [Member] | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Total revenue | 219,909,000 | 195,570,000 | 165,161,000 | |||||||||||
Goodwill additions related to business combinations | 75,541,000 | |||||||||||||
GMBU [Member] | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Total revenue | 254,689,000 | 225,352,000 | 203,178,000 | |||||||||||
Goodwill additions related to business combinations | 9,257,000 | |||||||||||||
IBU [Member] | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Total revenue | 46,475,000 | 41,488,000 | 40,068,000 | |||||||||||
Goodwill additions related to business combinations | 0 | |||||||||||||
MicroEdge [Member] | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Total cash consideration paid for the acquisitions | 159,800,000 | |||||||||||||
Total revenue | 5,800,000 | |||||||||||||
Acquisition-related costs | 2,100,000 | |||||||||||||
Proceeds from lines of credit | 140,000,000 | |||||||||||||
Estimated fair value of accounts receivable acquired | 6,300,000 | |||||||||||||
Goodwill additions related to business combinations | 34,900,000 | |||||||||||||
Finite-lived intangible assets acquired | 90,200,000 | |||||||||||||
WhippleHill [Member] | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Total cash consideration paid for the acquisitions | 35,000,000 | |||||||||||||
Total revenue | 4,500,000 | |||||||||||||
Income from operations | -1,700,000 | |||||||||||||
Estimated fair value of accounts receivable acquired | 4,600,000 | |||||||||||||
Finite-lived intangible assets acquired | 22,200,000 | |||||||||||||
Net tangible assets acquired and liabilities assumed | 3,500,000 | |||||||||||||
WhippleHill [Member] | GMBU [Member] | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Goodwill additions related to business combinations | 9,300,000 | |||||||||||||
Convio, Inc [Member] | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Total cash consideration paid for the acquisitions | 329,800,000 | |||||||||||||
Acquisition-related costs | 6,400,000 | |||||||||||||
Proceeds from lines of credit | 312,000,000 | |||||||||||||
Estimated fair value of accounts receivable acquired | 12,800,000 | |||||||||||||
Finite-lived intangible assets acquired | 139,650,000 | |||||||||||||
Fair value of unvested equity awards assumed in acquisition | 5,900,000 | |||||||||||||
Total paid for the acquisitions | 335,700,000 | |||||||||||||
Convio, Inc [Member] | ECBU [Member] | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Goodwill additions related to business combinations | 124,800,000 | |||||||||||||
Convio, Inc [Member] | GMBU [Member] | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Goodwill additions related to business combinations | 48,500,000 | |||||||||||||
Acquired technology [Member] | MicroEdge [Member] | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Finite-lived intangible assets acquired | 24,300,000 | |||||||||||||
Acquired technology [Member] | WhippleHill [Member] | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Finite-lived intangible assets acquired | 8,500,000 | |||||||||||||
Acquired technology [Member] | Convio, Inc [Member] | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Finite-lived intangible assets acquired | 69,000,000 | |||||||||||||
Customer relationships [Member] | MicroEdge [Member] | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Finite-lived intangible assets acquired | 61,200,000 | |||||||||||||
Customer relationships [Member] | WhippleHill [Member] | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Finite-lived intangible assets acquired | 11,300,000 | |||||||||||||
Customer relationships [Member] | Convio, Inc [Member] | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Finite-lived intangible assets acquired | $53,000,000 |
Business_Combinations_Purchase
Business Combinations (Purchase Price Allocation) (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 | Oct. 01, 2014 | 4-May-12 |
In Thousands, unless otherwise specified | ||||
Business Acquisition [Line Items] | ||||
Goodwill | $349,008 | $264,599 | ||
MicroEdge [Member] | ||||
Business Acquisition [Line Items] | ||||
Net working capital, excluding deferred revenue | 9,642 | |||
Property and equipment | 1,371 | |||
Other long term assets | 792 | |||
Deferred revenue | -11,670 | |||
Deferred tax liability | -6,090 | |||
Intangible assets and liabilities | 90,200 | |||
Goodwill | 75,541 | |||
Total paid for acquisition | 159,786 | |||
Convio, Inc [Member] | ||||
Business Acquisition [Line Items] | ||||
Net working capital, excluding deferred revenue | 57,062 | |||
Property and equipment | 6,591 | |||
Other long term assets | 75 | |||
Deferred revenue | -7,847 | |||
Deferred tax liability | -33,181 | |||
Intangible assets and liabilities | 139,650 | |||
Goodwill | 173,324 | |||
Total paid for acquisition | $335,674 |
Business_Combinations_Acquired
Business Combinations (Acquired Intangible Assets) (Details) (USD $) | 0 Months Ended | ||
In Thousands, unless otherwise specified | Oct. 01, 2014 | Jun. 16, 2014 | 4-May-12 |
MicroEdge [Member] | |||
Finite and Indefinite-lived Intangible Assets Acquired as Part of Business Combination [Line Items] | |||
Intangible assets acquired | $90,200 | ||
Weighted average amortization period (in years) | 11 years | ||
MicroEdge [Member] | Indefinite-lived marketing assets [Member] | |||
Finite and Indefinite-lived Intangible Assets Acquired as Part of Business Combination [Line Items] | |||
Indefinite-lived intangible assets acquired | 1,600 | ||
MicroEdge [Member] | Customer relationships [Member] | |||
Finite and Indefinite-lived Intangible Assets Acquired as Part of Business Combination [Line Items] | |||
Intangible assets acquired | 61,200 | ||
Weighted average amortization period (in years) | 13 years | ||
MicroEdge [Member] | Marketing assets [Member] | |||
Finite and Indefinite-lived Intangible Assets Acquired as Part of Business Combination [Line Items] | |||
Intangible assets acquired | 2,500 | ||
Weighted average amortization period (in years) | 6 years | ||
MicroEdge [Member] | Acquired technology [Member] | |||
Finite and Indefinite-lived Intangible Assets Acquired as Part of Business Combination [Line Items] | |||
Intangible assets acquired | 24,300 | ||
Weighted average amortization period (in years) | 6 years | ||
MicroEdge [Member] | Non-compete agreements [Member] | |||
Finite and Indefinite-lived Intangible Assets Acquired as Part of Business Combination [Line Items] | |||
Intangible assets acquired | 600 | ||
Weighted average amortization period (in years) | 3 years | ||
WhippleHill [Member] | |||
Finite and Indefinite-lived Intangible Assets Acquired as Part of Business Combination [Line Items] | |||
Intangible assets acquired | 22,200 | ||
Weighted average amortization period (in years) | 9 years | ||
WhippleHill [Member] | Customer relationships [Member] | |||
Finite and Indefinite-lived Intangible Assets Acquired as Part of Business Combination [Line Items] | |||
Intangible assets acquired | 11,300 | ||
Weighted average amortization period (in years) | 11 years | ||
WhippleHill [Member] | Acquired technology [Member] | |||
Finite and Indefinite-lived Intangible Assets Acquired as Part of Business Combination [Line Items] | |||
Intangible assets acquired | 8,500 | ||
Weighted average amortization period (in years) | 6 years | ||
WhippleHill [Member] | Non-compete agreements [Member] | |||
Finite and Indefinite-lived Intangible Assets Acquired as Part of Business Combination [Line Items] | |||
Intangible assets acquired | 100 | ||
Weighted average amortization period (in years) | 3 years | ||
WhippleHill [Member] | Trade names [Member] | |||
Finite and Indefinite-lived Intangible Assets Acquired as Part of Business Combination [Line Items] | |||
Intangible assets acquired | 2,300 | ||
Weighted average amortization period (in years) | 8 years | ||
Convio, Inc [Member] | |||
Finite and Indefinite-lived Intangible Assets Acquired as Part of Business Combination [Line Items] | |||
Intangible assets acquired | 139,650 | ||
Weighted average amortization period (in years) | 10 years | ||
Convio, Inc [Member] | Customer relationships [Member] | |||
Finite and Indefinite-lived Intangible Assets Acquired as Part of Business Combination [Line Items] | |||
Intangible assets acquired | 53,000 | ||
Weighted average amortization period (in years) | 15 years | ||
Convio, Inc [Member] | Marketing assets [Member] | |||
Finite and Indefinite-lived Intangible Assets Acquired as Part of Business Combination [Line Items] | |||
Intangible assets acquired | 7,800 | ||
Weighted average amortization period (in years) | 7 years | ||
Convio, Inc [Member] | Acquired technology [Member] | |||
Finite and Indefinite-lived Intangible Assets Acquired as Part of Business Combination [Line Items] | |||
Intangible assets acquired | 69,000 | ||
Weighted average amortization period (in years) | 8 years | ||
Convio, Inc [Member] | Non-compete agreements [Member] | |||
Finite and Indefinite-lived Intangible Assets Acquired as Part of Business Combination [Line Items] | |||
Intangible assets acquired | 1,440 | ||
Weighted average amortization period (in years) | 2 years | ||
Convio, Inc [Member] | In-process research and development [Member] | |||
Finite and Indefinite-lived Intangible Assets Acquired as Part of Business Combination [Line Items] | |||
Intangible assets acquired | 9,100 | ||
Weighted average amortization period (in years) | 7 years | ||
Convio, Inc [Member] | Unfavorable leasehold interests [Member] | |||
Finite and Indefinite-lived Intangible Assets Acquired as Part of Business Combination [Line Items] | |||
Intangible assets acquired | ($690) | ||
Weighted average amortization period (in years) | 7 years |
Business_Combinations_Pro_Form
Business Combinations (Pro Forma Financial Information) (Details) (USD $) | 12 Months Ended | ||
In Thousands, except Per Share data, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
MicroEdge [Member] | |||
Business Acquisition [Line Items] | |||
Revenue | $592,930 | $528,095 | |
Net income (loss) | 26,944 | 25,300 | |
Basic earnings (loss) per share | $0.60 | $0.57 | |
Diluted earnings (loss) per share | $0.59 | $0.56 | |
Convio, Inc [Member] | |||
Business Acquisition [Line Items] | |||
Revenue | 476,887 | ||
Net income (loss) | $116 | ||
Basic earnings (loss) per share | $0 | ||
Diluted earnings (loss) per share | $0 |
Earnings_Per_Share_Earnings_Pe2
Earnings Per Share Earnings Per Share (Computation Of Basic And Diluted Earnings Per Share) (Details) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Thousands, except Share data, unless otherwise specified | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Earnings Per Share [Abstract] | |||||||||||
Net income | $4,816 | $10,380 | $9,280 | $3,814 | $11,790 | $9,393 | $6,623 | $2,666 | $28,290 | $30,472 | $6,583 |
Weighted average common shares | 45,215,138 | 44,684,812 | 44,145,535 | ||||||||
Employee stock-based compensation | 584,736 | 736,328 | 546,310 | ||||||||
Weighted average common shares assuming dilution | 45,799,874 | 45,421,140 | 44,691,845 | ||||||||
Earnings Per Share, Basic and Diluted [Abstract] | |||||||||||
Basic (in dollars per share) | $0.11 | $0.23 | $0.21 | $0.08 | $0.26 | $0.21 | $0.15 | $0.06 | $0.63 | $0.68 | $0.15 |
Diluted (in dollars per share) | $0.10 | $0.23 | $0.20 | $0.08 | $0.26 | $0.21 | $0.15 | $0.06 | $0.62 | $0.67 | $0.15 |
Earnings_Per_Share_Earnings_Pe3
Earnings Per Share Earnings Per Share (Anti-Dilutive Securities) (Details) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Earnings Per Share [Abstract] | |||
Shares excluded from calculations of diluted EPS | 23,159 | 116,438 | 434,050 |
Fair_Value_Measurements_Fair_V2
Fair Value Measurements Fair Value Measurements (Assets and Liabilities Measured at Fair Value on a Recurring Basis) (Details) (Fair Value, Measurements, Recurring [Member], USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative liabilities | $268 | $427 |
Total financial liabilities | 268 | 427 |
Fair Value, Inputs, Level 1 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative liabilities | 0 | 0 |
Total financial liabilities | 0 | 0 |
Fair Value, Inputs, Level 2 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative liabilities | 268 | 427 |
Total financial liabilities | 268 | 427 |
Fair Value, Inputs, Level 3 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative liabilities | 0 | 0 |
Total financial liabilities | $0 | $0 |
Property_And_Equipment_Details
Property And Equipment (Details) (USD $) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Property, Plant and Equipment [Line Items] | |||
Property and equipment, gross | $117,248,000 | $101,548,000 | |
Less: accumulated depreciation | -66,846,000 | -51,998,000 | |
Property and equipment, net of depreciation | 50,402,000 | 49,550,000 | |
Depreciation | 17,300,000 | 17,500,000 | 14,500,000 |
Equipment [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment, gross | 3,680,000 | 3,710,000 | |
Computer hardware [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment, gross | 67,145,000 | 59,394,000 | |
Computer software [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment, gross | 24,126,000 | 19,989,000 | |
Construction in progress [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment, gross | 587,000 | 93,000 | |
Estimated useful life (years) | - | ||
Furniture and fixtures [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment, gross | 7,182,000 | 6,987,000 | |
Leasehold improvements [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment, gross | $14,528,000 | $11,375,000 | |
Estimated useful life (years) | TermB ofB lease | ||
Minimum [Member] | Equipment [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Estimated useful life (years) | 3 | ||
Minimum [Member] | Computer hardware [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Estimated useful life (years) | 3 | ||
Minimum [Member] | Software Development [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Estimated useful life (years) | 3 | ||
Minimum [Member] | Furniture and fixtures [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Estimated useful life (years) | 5 | ||
Maximum [Member] | Equipment [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Estimated useful life (years) | 5 | ||
Maximum [Member] | Computer hardware [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Estimated useful life (years) | 5 | ||
Maximum [Member] | Software Development [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Estimated useful life (years) | 5 | ||
Maximum [Member] | Furniture and fixtures [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Estimated useful life (years) | 7 |
Goodwill_And_Other_Intangible_2
Goodwill And Other Intangible Assets (Change In Goodwill By Reportable Segment) (Details) (USD $) | 12 Months Ended | |
Dec. 31, 2014 | ||
Goodwill [Line Items] | ||
Balance at December 31, 2013 | $264,599,000 | |
Goodwill additions related to business combinations | 84,798,000 | |
Additions related to prior year business combinations | 140,000 | |
Effect of foreign currency translation | -529,000 | |
Balance at December 31, 2014 | 349,008,000 | |
ECBU [Member] | ||
Goodwill [Line Items] | ||
Balance at December 31, 2013 | 147,828,000 | |
Goodwill additions related to business combinations | 75,541,000 | |
Additions related to prior year business combinations | 0 | |
Effect of foreign currency translation | 0 | |
Balance at December 31, 2014 | 223,369,000 | |
GMBU [Member] | ||
Goodwill [Line Items] | ||
Balance at December 31, 2013 | 74,956,000 | |
Goodwill additions related to business combinations | 9,257,000 | |
Additions related to prior year business combinations | 0 | |
Effect of foreign currency translation | 0 | |
Balance at December 31, 2014 | 84,213,000 | |
IBU [Member] | ||
Goodwill [Line Items] | ||
Balance at December 31, 2013 | 6,542,000 | |
Goodwill additions related to business combinations | 0 | |
Additions related to prior year business combinations | 140,000 | |
Effect of foreign currency translation | -529,000 | |
Balance at December 31, 2014 | 6,153,000 | |
Target Analytics [Member] | ||
Goodwill [Line Items] | ||
Balance at December 31, 2013 | 33,177,000 | |
Goodwill additions related to business combinations | 0 | |
Additions related to prior year business combinations | 0 | |
Effect of foreign currency translation | 0 | |
Balance at December 31, 2014 | 33,177,000 | |
Other [Member] | ||
Goodwill [Line Items] | ||
Balance at December 31, 2013 | 2,096,000 | [1] |
Goodwill additions related to business combinations | 0 | |
Additions related to prior year business combinations | 0 | |
Effect of foreign currency translation | 0 | |
Balance at December 31, 2014 | $2,096,000 | [1] |
[1] | (1)Other includes goodwill not assigned to one of our four reportable segments. |
Goodwill_And_Other_Intangible_3
Goodwill And Other Intangible Assets (Fair Values Of Intangible Assets Acquired In Various Business Combinations By Class) (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Schedule of Acquired Intangible Assets by Major Class [Line Items] | ||
Finite-Lived Intangible Assets, Gross | $321,480 | $212,961 |
Finite-Lived Intangible Assets, Accumulated Amortization | -94,865 | -70,713 |
Intangible Assets, Net (Excluding Goodwill) | 229,307 | 143,441 |
Customer relationships [Member] | ||
Schedule of Acquired Intangible Assets by Major Class [Line Items] | ||
Finite-Lived Intangible Assets, Gross | 174,239 | 102,030 |
Finite-Lived Intangible Assets, Accumulated Amortization | -43,671 | -33,442 |
Marketing assets [Member] | ||
Schedule of Acquired Intangible Assets by Major Class [Line Items] | ||
Finite-Lived Intangible Assets, Gross | 15,158 | 10,384 |
Finite-Lived Intangible Assets, Accumulated Amortization | -6,137 | -4,529 |
Acquired software and technology [Member] | ||
Schedule of Acquired Intangible Assets by Major Class [Line Items] | ||
Finite-Lived Intangible Assets, Gross | 126,650 | 94,144 |
Finite-Lived Intangible Assets, Accumulated Amortization | -40,801 | -27,671 |
Non-compete agreements [Member] | ||
Schedule of Acquired Intangible Assets by Major Class [Line Items] | ||
Finite-Lived Intangible Assets, Gross | 1,158 | 2,128 |
Finite-Lived Intangible Assets, Accumulated Amortization | -389 | -1,739 |
Database [Member] | ||
Schedule of Acquired Intangible Assets by Major Class [Line Items] | ||
Finite-Lived Intangible Assets, Gross | 4,275 | 4,275 |
Finite-Lived Intangible Assets, Accumulated Amortization | -3,867 | -3,332 |
Marketing assets [Member] | ||
Schedule of Acquired Intangible Assets by Major Class [Line Items] | ||
Indefinite-Lived Intangible Assets (Excluding Goodwill) | $2,692 | $1,193 |
Goodwill_And_Other_Intangible_4
Goodwill And Other Intangible Assets (Summary Of Amortization Expense) (Details) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Amortization Of Intangible Assets Acquired By Income Statement Location [Line Items] | |||
Amortization expense | $26,148 | $24,598 | $17,349 |
Cost of license fees [Member] | |||
Amortization Of Intangible Assets Acquired By Income Statement Location [Line Items] | |||
Amortization expense | 349 | 421 | 485 |
Cost of subscriptions [Member] | |||
Amortization Of Intangible Assets Acquired By Income Statement Location [Line Items] | |||
Amortization expense | 20,239 | 18,578 | 11,969 |
Cost of services [Member] | |||
Amortization Of Intangible Assets Acquired By Income Statement Location [Line Items] | |||
Amortization expense | 2,910 | 2,528 | 1,992 |
Cost of maintenance [Member] | |||
Amortization Of Intangible Assets Acquired By Income Statement Location [Line Items] | |||
Amortization expense | 772 | 457 | 722 |
Cost of other revenue [Member] | |||
Amortization Of Intangible Assets Acquired By Income Statement Location [Line Items] | |||
Amortization expense | 75 | 75 | 75 |
Total included in cost of revenue [Member] | |||
Amortization Of Intangible Assets Acquired By Income Statement Location [Line Items] | |||
Amortization expense | 24,345 | 22,059 | 15,243 |
Total Included In Operating Expenses [Member] | |||
Amortization Of Intangible Assets Acquired By Income Statement Location [Line Items] | |||
Amortization expense | $1,803 | $2,539 | $2,106 |
Goodwill_And_Other_Intangible_5
Goodwill And Other Intangible Assets (Estimated Future Amortization For Finite-Lived Intangible Assets) (Details) (USD $) | Dec. 31, 2014 |
In Thousands, unless otherwise specified | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
2015 | $32,828 |
2016 | 35,282 |
2017 | 32,760 |
2018 | 30,582 |
2019 | 27,430 |
Total | $158,882 |
Prepaid_Expenses_And_Other_Ass2
Prepaid Expenses And Other Assets (Components Of Prepaid Expenses And Other Assets) (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | ||
Deferred sales commissions | $22,630 | $20,088 |
Prepaid software maintenance | 9,480 | 6,875 |
Taxes, prepaid and receivable | 8,991 | 1,112 |
Deferred professional services costs | 5,753 | 7,445 |
Software development costs | 8,914 | 4,172 |
Prepaid royalties | 3,192 | 2,813 |
Other assets | 8,116 | 6,861 |
Total prepaid expenses and other assets | 67,076 | 49,366 |
Less: Long-term portion | 26,684 | 19,251 |
Total prepaid expenses and other current assets | $40,392 | $30,115 |
Accrued_Expenses_And_Other_Lia2
Accrued Expenses And Other Liabilities (Components Of Accrued Expenses And Other Liabilities) (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Accrued Expenses and Other Liabilities [Abstract] | ||
Taxes payable | $4,285 | $5,430 |
Accrued commissions and salaries | 8,712 | 7,127 |
Accrued bonuses | 19,480 | 9,258 |
Lease incentive obligations | 4,099 | 2,636 |
Deferred rent liabilities | 4,200 | 2,706 |
Customer credit balances | 2,573 | 3,281 |
Accrued health care costs | 2,707 | 2,459 |
Unrecognized tax benefit | 3,791 | 3,698 |
Other liabilities | 9,791 | 10,503 |
Total accrued expenses and other liabilities | 59,638 | 47,098 |
Less: Long-term portion | 7,437 | 6,655 |
Total accrued expenses and other current liabilities | $52,201 | $40,443 |
Deferred_Revenue_Details
Deferred Revenue (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Deferred Revenue Arrangement [Line Items] | ||
Total deferred revenue | $221,274 | $190,574 |
Less: Deferred revenue, net of current portion | 8,991 | 9,099 |
Deferred revenue, current portion | 212,283 | 181,475 |
Maintenance [Member] | ||
Deferred Revenue Arrangement [Line Items] | ||
Total deferred revenue | 92,823 | 85,219 |
Subscriptions [Member] | ||
Deferred Revenue Arrangement [Line Items] | ||
Total deferred revenue | 98,225 | 72,480 |
Services [Member] | ||
Deferred Revenue Arrangement [Line Items] | ||
Total deferred revenue | 29,457 | 32,153 |
License fees and other [Member] | ||
Deferred Revenue Arrangement [Line Items] | ||
Total deferred revenue | $769 | $722 |
Debt_Details
Debt (Details) (USD $) | 1 Months Ended | 12 Months Ended | ||||
Feb. 28, 2014 | Feb. 29, 2012 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Oct. 01, 2014 | |
Line of Credit Facility [Line Items] | ||||||
Revolving credit facility, maximum borrowing capacity | $325,000,000 | $325,000,000 | ||||
Revolving credit facility, term | 5 years | 5 years | ||||
Debt, gross | 282,419,000 | 152,908,000 | ||||
Change in present value of future cash flows to financing investors | 10.00% | |||||
Loss on debt extinguishment related to write-off of deferred financing costs | 400,000 | |||||
Payment of financing costs | 2,500,000 | 3,003,000 | 0 | 2,440,000 | ||
Capitalized financing costs to be amortized over term of facility | 1,100,000 | |||||
Total deferred financing costs included in other assets | 1,700,000 | 1,900,000 | ||||
Commitment fee on unused portion of revolving credit facility | 0.18% | |||||
Line of credit facility, available increase capacity, amount | 200,000,000 | |||||
Minimum [Member] | ||||||
Line of Credit Facility [Line Items] | ||||||
Commitment fee on unused portion of revolving credit facility | 0.15% | |||||
Maximum [Member] | ||||||
Line of Credit Facility [Line Items] | ||||||
Commitment fee on unused portion of revolving credit facility | 0.23% | |||||
Revolving Credit Loans Bear Interest Rate [Member] | Base Rate Option Federal Funds Rate Plus [Member] | ||||||
Line of Credit Facility [Line Items] | ||||||
Revolving credit facility, variable interest rate | 0.50% | |||||
Revolving Credit Loans Bear Interest Rate [Member] | Variable Rate One Month Libor Plus [Member] | ||||||
Line of Credit Facility [Line Items] | ||||||
Revolving credit facility, variable interest rate | 1.00% | |||||
Revolving Credit Loans Bear Interest Rate [Member] | Base Rate [Member] | Minimum [Member] | ||||||
Line of Credit Facility [Line Items] | ||||||
Debt instrument, basis spread on variable rate | 0.00% | |||||
Revolving Credit Loans Bear Interest Rate [Member] | Base Rate [Member] | Maximum [Member] | ||||||
Line of Credit Facility [Line Items] | ||||||
Debt instrument, basis spread on variable rate | 0.50% | |||||
Revolving Credit Loans Bear Interest Rate [Member] | London Interbank Offered Rate (LIBOR) [Member] | Minimum [Member] | ||||||
Line of Credit Facility [Line Items] | ||||||
Debt instrument, basis spread on variable rate | 1.00% | |||||
Revolving Credit Loans Bear Interest Rate [Member] | London Interbank Offered Rate (LIBOR) [Member] | Maximum [Member] | ||||||
Line of Credit Facility [Line Items] | ||||||
Debt instrument, basis spread on variable rate | 1.50% | |||||
Swingline Loans Bear Interest Rate [Member] | Base Rate [Member] | Minimum [Member] | ||||||
Line of Credit Facility [Line Items] | ||||||
Debt instrument, basis spread on variable rate | 0.00% | |||||
Swingline Loans Bear Interest Rate [Member] | Base Rate [Member] | Maximum [Member] | ||||||
Line of Credit Facility [Line Items] | ||||||
Debt instrument, basis spread on variable rate | 0.50% | |||||
Term loans [Member] | ||||||
Line of Credit Facility [Line Items] | ||||||
Debt, gross | 175,000,000 | 171,719,000 | 82,500,000 | |||
Revolving Credit Loans [Member] | ||||||
Line of Credit Facility [Line Items] | ||||||
Debt, gross | 110,700,000 | 70,408,000 | ||||
Line of credit facility, exercised capacity increase, amount | 100,000,000 | |||||
Aggregate revolving credit commitments, amount | $250,000,000 |
Debt_Summary_of_Debt_Details
Debt (Summary of Debt) (Details) (USD $) | Dec. 31, 2014 | Feb. 28, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | |||
Line of Credit Facility [Line Items] | |||
Debt, gross | $282,419 | $152,908 | |
Less: Unamortized debt discount | 1,848 | 0 | |
Less: Debt, current portion | 4,375 | 17,158 | |
Debt, net of current portion | 276,196 | 135,750 | |
Weighted average effective interest rate | 1.85% | 2.14% | |
Revolving Credit Loans [Member] | |||
Line of Credit Facility [Line Items] | |||
Debt, gross | 110,700 | 70,408 | |
Weighted average effective interest rate | 1.56% | 1.95% | |
Term loans [Member] | |||
Line of Credit Facility [Line Items] | |||
Debt, gross | $171,719 | $175,000 | $82,500 |
Weighted average effective interest rate | 2.03% | 2.39% | |
Short-term Debt [Member] | |||
Line of Credit Facility [Line Items] | |||
Weighted average effective interest rate | 1.39% | 2.39% | |
Long-term Debt [Member] | |||
Line of Credit Facility [Line Items] | |||
Weighted average effective interest rate | 1.85% | 2.11% |
Debt_Annual_Maturities_Related
Debt (Annual Maturities Related to Cedit Facility) (Details) (USD $) | Dec. 31, 2014 |
In Thousands, unless otherwise specified | |
Debt Disclosure [Abstract] | |
2015 | $4,375 |
2016 | 4,375 |
2017 | 4,375 |
2018 | 4,375 |
2019 | 264,919 |
Thereafter | 0 |
Total debt | $282,419 |
Derivative_Instruments_Narrati
Derivative Instruments (Narrative) (Details) (USD $) | 1 Months Ended | 12 Months Ended | ||||
Feb. 28, 2014 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Oct. 09, 2014 | Mar. 06, 2014 | |
Derivative [Line Items] | ||||||
Loss related to termination of derivative instruments | $600,000 | |||||
Ineffective portion of interest rate swap(s) | 0 | 0 | 0 | |||
Interest rate swap [Member] | ||||||
Derivative [Line Items] | ||||||
Notional value of the swap agreement | 75,000,000 | 125,000,000 | ||||
Future notional value of the swap agreement | $50,000,000 | $75,000,000 |
Derivative_Instruments_Fair_Va
Derivative Instruments (Fair Value of Derivative Instruments) (Details) (Designated as hedging instrument [Member], Interest rate swap [Member], USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Derivatives, Fair Value [Line Items] | ||
Total derivative instruments designated as hedging instruments | $268 | $427 |
Accrued expenses and other current liabilities [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Interest rate swaps, current portion | 0 | 46 |
Other liabilities [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Interest rate swaps, long-term portion | $268 | $381 |
Derivative_Instruments_Effects
Derivative Instruments (Effects of Derivative Instruments in Cash Flow Hedging Relationships) (Details) (Interest rate swap [Member], Cash Flow Hedging [Member], USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Derivative Instruments, Gain (Loss) [Line Items] | |||
Loss recognized in accumulated other comprehensive loss | ($268) | ($427) | ($1,296) |
Interest Expense [Member] | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Amount reclassified from accumulated other comprehensive loss into income | $1,215 | $794 | $466 |
Commitments_And_Contingencies_2
Commitments And Contingencies (Narrative) (Details) (USD $) | 12 Months Ended | |||
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | 4-May-12 |
sqft | ||||
Operating Leased Assets [Line Items] | ||||
Total rent expense | $9.40 | $9 | $7.60 | |
Third-party technology [Member] | ||||
Long-term Purchase Commitment [Line Items] | ||||
Remaining aggregate minimum purchase commitment | 13 | |||
Purchase commitment expense | 6.1 | |||
Minimum [Member] | Third-party technology [Member] | ||||
Long-term Purchase Commitment [Line Items] | ||||
Contractual arrangements length, minimum (in years) | 1 year | |||
Maximum [Member] | Third-party technology [Member] | ||||
Long-term Purchase Commitment [Line Items] | ||||
Contractual arrangements length, minimum (in years) | 3 years | |||
South Carolina [Member] | ||||
Operating Leased Assets [Line Items] | ||||
Reduction in rent expense | 2.2 | 2.4 | 2.2 | |
Building [Member] | South Carolina [Member] | ||||
Operating Leased Assets [Line Items] | ||||
Lease agreement term | 15 years | |||
Number of renewal options (leases) | 2 | |||
Lease agreement renewal term | 5 years | |||
Annual base rent of operating lease | 4.1 | |||
Percentage of maximum change in base rent | 5.50% | |||
Building [Member] | Texas [Member] | ||||
Operating Leased Assets [Line Items] | ||||
Number of renewal options (leases) | 2 | |||
Lease agreement renewal term | 5 years | |||
Annual base rent of operating lease | 2.3 | |||
Percentage of maximum change in base rent | 4.00% | |||
Increase in square feet of leased space (square foot) | 20,000 | |||
Percentage of minimum change in base rent | 2.00% | |||
Standby letter of credit for security deposit | 2 | |||
Leasehold improvements [Member] | ||||
Operating Leased Assets [Line Items] | ||||
Aggregate remaining leasehold improvement allowance | 5.7 | |||
Reduction in rent expense | $0.70 | $0.60 |
Commitments_And_Contingencies_3
Commitments And Contingencies (Future Minimum Lease Commitments Related To Lease Agreements, Net Of Related Sublease Commitments And Lease Incentives) (Details) (USD $) | Dec. 31, 2014 |
In Thousands, unless otherwise specified | |
Commitments and Contingencies Disclosure [Abstract] | |
2015 | $12,425 |
2016 | 11,807 |
2017 | 10,995 |
2018 | 11,205 |
2019 | 10,537 |
Thereafter | 33,882 |
Total minimum lease payments | $90,851 |
Income_Taxes_Narrative_Details
Income Taxes (Narrative) (Details) (USD $) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Income Taxes [Line Items] | |||
Net excess tax benefits from equity-based compensation recorded in stockholder's equity | $7,455,000 | ($25,000) | $81,000 |
Research and development tax credit | 2,600,000 | 1,600,000 | 1,800,000 |
Unrecognized tax benefit that, if recognized, would favorably affect the effective tax rate | 2,800,000 | ||
Unrecognized tax benefits, increase resulting from acquisition | 800,000 | ||
Total amount of accrued interest and penalties | 600,000 | ||
Domestic tax authority [Member] | |||
Income Taxes [Line Items] | |||
Operating loss carryforwards | 32,000,000 | ||
Tax credit carryforwards | 1,900,000 | ||
Foreign tax authority [Member] | |||
Income Taxes [Line Items] | |||
Operating loss carryforwards | 6,900,000 | ||
Tax credit carryforwards | 400,000 | ||
State and local jurisdiction [Member] | |||
Income Taxes [Line Items] | |||
Operating loss carryforwards | 49,700,000 | ||
Tax credit carryforwards | 12,500,000 | ||
Tax credit carryforward, valuation allowance | $8,000,000 |
Income_Taxes_Components_Of_Inc
Income Taxes (Components Of Income Tax Expense) (Details) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Income Tax Disclosure [Abstract] | |||
U.S. Federal | $5,757 | $78 | ($1,764) |
U.S. State and local | 2,158 | 1,127 | 410 |
International | -21 | -221 | 511 |
Total current taxes | 7,894 | 984 | -843 |
U.S. Federal | 4,725 | 14,394 | 8,943 |
U.S. State and local | -1,329 | -694 | -796 |
International | -346 | 173 | -562 |
Total deferred taxes | 3,050 | 13,873 | 7,585 |
Total income tax provision | $10,944 | $14,857 | $6,742 |
Recovered_Sheet1
Income Taxes (Components of Income Before Provision For Income Taxes) (Details) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Income Tax Disclosure [Abstract] | |||||||||||
U.S. | $39,638 | $48,137 | $16,793 | ||||||||
International | -404 | -2,808 | -3,468 | ||||||||
Income before provision for income taxes | $5,450 | $12,276 | $14,906 | $6,602 | $13,287 | $16,490 | $12,532 | $3,020 | $39,234 | $45,329 | $13,325 |
Income_Taxes_Reconciliation_Be
Income Taxes (Reconciliation Between Federal Statutory Rate And Effective Income Tax Rate Used To Calculate Income Tax Provision) (Details) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Operating Loss Carryforwards [Line Items] | |||
Federal statutory rate | 35.00% | 35.00% | 35.00% |
State income taxes, net of federal benefit | 3.20% | 5.20% | 8.30% |
Change in state income tax rate applied to deferred tax asset | -1.10% | -2.50% | -2.20% |
Fixed assets | -0.30% | -1.00% | -7.60% |
Unrecognized tax benefits | -2.90% | 0.30% | 2.90% |
State credits, net of federal benefit | -1.00% | -2.90% | -1.70% |
Change in valuation reserve | 1.30% | 0.70% | 4.10% |
Federal credits generated | -4.70% | -5.10% | 0.00% |
Foreign tax rate | -0.10% | 0.60% | 2.30% |
Aquisition costs | 0.60% | 0.00% | 10.80% |
Foreign tax credits | -1.50% | -0.50% | -3.00% |
Section 162(m) limitation | 0.40% | 1.80% | 0.10% |
Other | -1.00% | 1.20% | 1.60% |
Income tax provision effective rate | 27.90% | 32.80% | 50.60% |
Income_Taxes_Components_Of_Def
Income Taxes (Components Of Deferred Tax Assets And Liabilities) (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
In Thousands, unless otherwise specified | ||||
Federal, state and foreign net operating loss carryforwards | $15,428 | $18,144 | ||
Federal, state and foreign tax credits | 14,792 | 18,947 | ||
Intangible assets | 562 | 5,849 | ||
Stock-based compensation | 4,072 | 3,818 | ||
Accrued bonuses | 7,177 | 3,286 | ||
Deferred revenue | 7,332 | 3,850 | ||
Allowance for doubtful accounts | 1,655 | 1,938 | ||
Other | 5,790 | 4,286 | ||
Total deferred tax assets | 56,808 | 60,118 | ||
Intangible assets | -54,794 | -55,018 | ||
Fixed assets | -10,715 | -11,557 | ||
Other | -7,593 | -5,752 | ||
Total deferred tax liabilities | -73,102 | -72,327 | ||
Valuation allowance | -11,161 | -11,042 | -10,651 | -10,079 |
Net deferred tax assets (liabilities) | ($27,455) | ($23,251) |
Income_Taxes_Changes_In_Deferr
Income Taxes (Changes In Deferred Tax Asset Valuation Allowance) (Details) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Change In Deferred Tax Asset Valuation Allowance | |||
Balance at beginning of year | $11,042 | $10,651 | $10,079 |
Acquisition related change | 0 | 635 | 286 |
Charges to expense | 119 | -244 | 286 |
Balance at end of year | $11,161 | $11,042 | $10,651 |
Income_Taxes_Changes_In_Unreco
Income Taxes (Changes In Unrecognized Tax Benefit) (Details) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Changes In Unrecognized Tax Benefits | |||
Balance at beginning of year | $3,698 | $3,846 | $1,777 |
Increases from prior period positions | 195 | 1,254 | 2,766 |
Decreases in prior year positions | -102 | -813 | -93 |
Increases from current period positions | 1,046 | 224 | 0 |
Lapse of statute of limitations | -1,273 | -813 | -604 |
Balance at end of year | $3,564 | $3,698 | $3,846 |
StockBased_Compensation_Narrat
Stock-Based Compensation (Narrative) (Details) (USD $) | 12 Months Ended | ||
In Millions, except Share data, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Employee Service Stock-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||
Total number of authorized stock-based awards available (in shares) | 5,086,698 | ||
Unvested awards, compensation cost not yet recognized | 31.2 | ||
Compensation cost, period of recognition (in years) | 1 year 8 months 7 days | ||
Stock options [Member] | |||
Employee Service Stock-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||
Contractual term (in years) | 10 years | ||
Options exercised, total intrinsic value | 0.8 | 3.2 | |
Restricted stock awards [Member] | |||
Employee Service Stock-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||
Contractual term (in years) | 10 years | ||
Awards vested, total fair value | 10.5 | 10.4 | 9.6 |
Granted, weighted average grant date fair value | 37.89 | $35.31 | $22.77 |
Restricted stock units [Member] | |||
Employee Service Stock-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||
Contractual term (in years) | 10 years | ||
Awards vested, total fair value | 1.4 | 5.4 | 2.1 |
Granted, weighted average grant date fair value | 33.38 | $35.70 | $21.41 |
Stock appreciation rights (SARs) [Member] | |||
Employee Service Stock-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||
Contractual term (in years) | 7 years | ||
Options exercised, total intrinsic value | 5 | 12.9 | 2.4 |
Granted, weighted average grant date fair value | $6.59 | $6.36 | |
Options vested, total fair value | 2.5 | $3.40 | $3.90 |
StockBased_Compensation_Outsta
Stock-Based Compensation (Outstanding By Each Award Type) (Details) | Dec. 31, 2014 | Dec. 31, 2013 |
Stock options [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Outstanding, number | 7,547 | 24,158 |
Restricted stock awards [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Outstanding, number | 812,451 | 1,015,934 |
Restricted stock units [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Outstanding, number | 274,733 | 130,512 |
Stock appreciation rights (SARs) [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Outstanding, number | 983,473 | 1,292,996 |
StockBased_Compensation_Summar
Stock-Based Compensation (Summary Of Stock-Based Compensation Expense) (Details) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Employee Service Stock-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||
Allocated share-based compensation expense | $17,345 | $16,910 | $19,240 |
Cost of subscriptions [Member] | |||
Employee Service Stock-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||
Allocated share-based compensation expense | 687 | 1,032 | 860 |
Cost of services [Member] | |||
Employee Service Stock-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||
Allocated share-based compensation expense | 2,229 | 2,464 | 2,786 |
Cost of maintenance [Member] | |||
Employee Service Stock-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||
Allocated share-based compensation expense | 689 | 545 | 538 |
Total included in cost of revenue [Member] | |||
Employee Service Stock-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||
Allocated share-based compensation expense | 3,605 | 4,041 | 4,184 |
Sales and marketing [Member] | |||
Employee Service Stock-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||
Allocated share-based compensation expense | 2,147 | 2,351 | 2,527 |
Research and development [Member] | |||
Employee Service Stock-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||
Allocated share-based compensation expense | 3,264 | 3,731 | 3,556 |
General and administrative [Member] | |||
Employee Service Stock-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||
Allocated share-based compensation expense | 8,329 | 6,787 | 8,973 |
Operating expense [Member] | |||
Employee Service Stock-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||
Allocated share-based compensation expense | $13,740 | $12,869 | $15,056 |
StockBased_Compensation_Schedu
Stock-Based Compensation (Schedule of Options Outstanding) (Details) (Stock options [Member], USD $) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Outstanding, number | 7,547 | 24,158 | |
Outstanding, weighted average exercise price | 11.49 | $11.49 | |
Kintera 2003 Plan [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Date of Adoption | 8-Jul-08 | ||
Outstanding, number | 3,353 | [1] | |
Kintera 2003 Plan [Member] | Minimum [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Outstanding, weighted average exercise price | 10.59 | ||
Kintera 2003 Plan [Member] | Maximum [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Outstanding, weighted average exercise price | 19.26 | ||
Convio 1999 Plan [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Date of Adoption | 5-May-12 | ||
Outstanding, number | 3,213 | [1] | |
Convio 1999 Plan [Member] | Minimum [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Outstanding, weighted average exercise price | 9.1 | ||
Convio 1999 Plan [Member] | Maximum [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Outstanding, weighted average exercise price | 12.55 | ||
Convio 2009 Plan [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Date of Adoption | 5-May-12 | ||
Outstanding, number | 981 | [1] | |
Convio 2009 Plan [Member] | Minimum [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Outstanding, weighted average exercise price | 15.62 | ||
Convio 2009 Plan [Member] | Maximum [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Outstanding, weighted average exercise price | 18.2 | ||
[1] | (1)In connection with the acquisitions of Kintera and Convio, we assumed certain stock options issued and outstanding at the date of acquisition. |
StockBased_Compensation_Schedu1
Stock-Based Compensation (Schedule Of Outstanding Options And Changes During The Year (Details) (Stock options [Member], USD $) | 12 Months Ended | |
In Thousands, except Share data, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 |
Stock options [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Outstanding, number | 7,547 | 24,158 |
Outstanding, weighted average exercise price | $11.49 | $11.49 |
Exercised, number | -16,278 | |
Exercised, weighted average exercise price | $11.53 | |
Forfeited, number | -29 | |
Forfeited, weighted average exercise price | $17.85 | |
Expired, number | -304 | |
Expired, weighted average exercise price | $8.89 | |
Outstanding, weighted average remaining contractual term | 4 years | |
Outstanding, aggregate intrinsic value | $240 | |
Vested and exercisable, number | 7,547 | |
Vested and exercisable, weighted average exercise price | $11.49 | |
Vested and exercisable, weighted average remaining contractual term | 4 years | |
Vested and exercisable, aggregate intrinsic value | $240 |
StockBased_Compensation_Summar1
Stock-Based Compensation (Summary of Unvested Restricted Stock Awards and Restricted Stock Units) (Details) (USD $) | 12 Months Ended | ||
In Thousands, except Share data, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Restricted stock awards [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Unvested, number | 812,451 | 1,015,934 | |
Unvested, weighted average grant date fair value | $32.28 | $29.30 | |
Granted | 248,567 | ||
Granted, weighted average grant date fair value | $37.89 | $35.31 | $22.77 |
Forfeited | -86,722 | ||
Forfeitures, weighted average grant date fair value | $28.34 | ||
Vested | -365,328 | ||
Vested, weighted average grant date fair value | $28.76 | ||
Unvested, weighted average remaining contractual terms | 8 years 6 months | ||
Unvested, aggregate intrinsic value | $35,147 | ||
Unvested and expected to vest, number | 761,951 | ||
Unvested and expected to vest, weighted average grant date fair value | $32.25 | ||
Unvested and expected to vest, weighted average remaining contractual term | 8 years 6 months | ||
Unvested and expected to vest, aggregate intrinsic value | 32,962 | ||
Restricted stock units [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Unvested, number | 274,733 | 130,512 | |
Unvested, weighted average grant date fair value | $32.86 | $28.84 | |
Granted | 232,596 | ||
Granted, weighted average grant date fair value | $33.38 | $35.70 | $21.41 |
Forfeited | -16,897 | ||
Forfeitures, weighted average grant date fair value | $29.36 | ||
Expired | -21,842 | ||
Expired, weighted average grant date fair value | $26.82 | ||
Vested | -49,636 | ||
Vested, weighted average grant date fair value | $28.58 | ||
Unvested, weighted average remaining contractual terms | 3 years 7 months 6 days | ||
Unvested, aggregate intrinsic value | 11,885 | ||
Unvested and expected to vest, number | 240,652 | ||
Unvested and expected to vest, weighted average grant date fair value | $32.83 | ||
Unvested and expected to vest, weighted average remaining contractual term | 3 years 8 months 12 days | ||
Unvested and expected to vest, aggregate intrinsic value | $10,411 |
StockBased_Compensation_Summar2
Stock-Based Compensation (Summary of Stock Appreciation Rights Awards) (Details) (Stock appreciation rights (SARs) [Member], USD $) | 12 Months Ended | |
In Thousands, except Share data, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 |
Stock appreciation rights (SARs) [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Outstanding, number | 983,473 | 1,292,996 |
Outstanding, weighted average exercise price | $24.33 | $24.21 |
Exercised, number | -286,189 | |
Exercised, weighted average exercise price | $23.83 | |
Forfeited, number | -23,334 | |
Forfeited, weighted average exercise price | $23.96 | |
Outstanding, weighted average remaining contractual term | 4 years 2 months 12 days | |
Outstanding, aggregate intrinsic value | $18,617 | |
Unvested and expected to vest, number (in shares) | 476,043 | |
Unvested and expected to vest, weighted average exercise price | $23.82 | |
Unvested and expected to vest, weighted average remaining contractual term | 4 years 8 months 12 days | |
Unvested and expected to vest, aggregate intrinsic value | 9,256 | |
Vested and exercisable, number | 489,718 | |
Vested and exercisable, weighted average exercise price | $24.82 | |
Vested and exercisable, weighted average remaining contractual term | 3 years 8 months 12 days | |
Vested and exercisable, aggregate intrinsic value | $9,031 |
StockBased_Compensation_Signif
Stock-Based Compensation (Significant Assumptions Used In Option Pricing Model) (Details) (Stock appreciation rights (SARs) [Member]) | 12 Months Ended | |
Dec. 31, 2013 | Dec. 31, 2012 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Option Fair Value Assumptions, Expected Dividend Rate | 1.70% | 1.70% |
Option Fair Value Assumptions, Expected Term | 4 years | 4 years |
Minimum [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Option Fair Value Assumptions, Expected Volatility Rate | 32.00% | 35.00% |
Option Fair Value Assumptions, Risk Free Interest Rate | 0.60% | 0.50% |
Maximum [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Option Fair Value Assumptions, Expected Volatility Rate | 35.00% | 41.00% |
Option Fair Value Assumptions, Risk Free Interest Rate | 0.80% | 0.60% |
Stockholders_Equity_Narrative_
Stockholders' Equity (Narrative) (Details) (USD $) | 3 Months Ended | 12 Months Ended | ||||||
In Millions, except Per Share data, unless otherwise specified | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Feb. 28, 2015 |
Equity [Abstract] | ||||||||
Dividend per Share | $0.12 | $0.12 | $0.12 | $0.12 | $0.48 | $0.48 | $0.48 | |
Stock Repurchase Program, Authorized Amount | $50 | $50 | ||||||
Stock Repurchase Program, Remaining Authorized Repurchase Amount | $50 | $50 | ||||||
Dividend Declared [Member] | ||||||||
Dividends Payable [Line Items] | ||||||||
Dividends Payable, Amount Per Share | $0.12 |
Stockholders_Equity_Changes_in
Stockholders' Equity (Changes in accumulated other comprehensive loss by component) (Details) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Accumulated Other Comprehensive Income [Roll Forward] | |||
Accumulated other comprehensive loss, beginning of period | ($1,385) | ($1,973) | ($1,148) |
Translation adjustments | 261 | 53 | -34 |
Accumulated other comprehensive loss, end of period | -1,032 | -1,385 | -1,973 |
Gains and losses on cash flow hedges [Member] | |||
Accumulated Other Comprehensive Income [Roll Forward] | |||
Accumulated other comprehensive loss, beginning of period | -256 | -791 | 0 |
Other comprehensive (loss) income before reclassifications | -999 | 46 | -1,075 |
Amounts reclassified from accumulated other comprehensive loss to interest expense | 1,215 | 794 | 466 |
Amounts reclassified from accumulated other comprehensive loss to loss on debt extinguishment and termination of derivative instruments | 587 | 0 | 0 |
Tax benefit included in provision for income taxes | -711 | -305 | -182 |
Total amounts reclassified from accumulated other comprehensive loss | 1,091 | 489 | 284 |
Net current-period other comprehensive income (loss), net of tax | 92 | 535 | -791 |
Accumulated other comprehensive loss, end of period | -164 | -256 | -791 |
Foreign currency translation adjustment [Member] | |||
Accumulated Other Comprehensive Income [Roll Forward] | |||
Accumulated other comprehensive loss, beginning of period | -1,129 | -1,182 | -1,148 |
Translation adjustments | 261 | 53 | -34 |
Accumulated other comprehensive loss, end of period | ($868) | ($1,129) | ($1,182) |
Employee_ProfitSharing_Plan_Na
Employee Profit-Sharing Plan (Narrative) (Details) (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Defined Benefit Plan Disclosure [Line Items] | |||
Employer matching percentage of qualified employees contribution | 50.00% | ||
Defined Contribution Plan, Employer Contribution Amount | $5.60 | $5.10 | $4.60 |
Minimum [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Salary contribution percentage by employees | 1.00% | ||
Maximum [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Salary contribution percentage by employees | 30.00% | ||
Qualified employees salary matching percentage | 6.00% |
Segment_Information_Reportable
Segment Information (Reportable Segment Financial Results) (Details) (USD $) | 3 Months Ended | 12 Months Ended | ||||||||||||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |||
Segment Reporting Information [Line Items] | ||||||||||||||
Total revenue | $152,813 | $144,598 | $139,388 | $127,622 | $134,872 | $127,854 | $125,468 | $115,623 | $564,421 | $503,817 | $447,419 | |||
Total segment operating income | 266,977 | 259,926 | 219,752 | |||||||||||
Corporate unallocated costs | 177,120 | [1] | 166,876 | [1] | 163,728 | [1] | ||||||||
Stock-based compensation costs | 17,345 | 16,910 | 19,240 | |||||||||||
Amortization expense | 26,148 | 24,598 | 17,349 | |||||||||||
Interest expense, net | 5,952 | 5,751 | 5,718 | |||||||||||
Loss on debt extinguishment and termination of derivative instruments | 996 | 0 | 0 | |||||||||||
Other expense, net | 182 | 462 | 392 | |||||||||||
Income before provision for income taxes | 5,450 | 12,276 | 14,906 | 6,602 | 13,287 | 16,490 | 12,532 | 3,020 | 39,234 | 45,329 | 13,325 | |||
ECBU [Member] | ||||||||||||||
Segment Reporting Information [Line Items] | ||||||||||||||
Total revenue | 219,909 | 195,570 | 165,161 | |||||||||||
Total segment operating income | 111,810 | [2] | 102,915 | [2] | 74,131 | [2] | ||||||||
GMBU [Member] | ||||||||||||||
Segment Reporting Information [Line Items] | ||||||||||||||
Total revenue | 254,689 | 225,352 | 203,178 | |||||||||||
Total segment operating income | 132,176 | [2] | 130,650 | [2] | 121,120 | [2] | ||||||||
IBU [Member] | ||||||||||||||
Segment Reporting Information [Line Items] | ||||||||||||||
Total revenue | 46,475 | 41,488 | 40,068 | |||||||||||
Total segment operating income | 4,167 | [2] | 8,536 | [2] | 5,755 | [2] | ||||||||
Target Analytics [Member] | ||||||||||||||
Segment Reporting Information [Line Items] | ||||||||||||||
Total revenue | 41,751 | 39,845 | 37,453 | |||||||||||
Total segment operating income | 17,043 | [2] | 16,378 | [2] | 17,451 | [2] | ||||||||
Other [Member] | ||||||||||||||
Segment Reporting Information [Line Items] | ||||||||||||||
Total revenue | 1,597 | [3] | 1,562 | [3] | 1,559 | [3] | ||||||||
Total segment operating income | $1,781 | [2],[3] | $1,447 | [2],[3] | $1,295 | [2],[3] | ||||||||
[1] | (3)Corporate unallocated costs include research and development, depreciation expense, and certain corporate sales, marketing, general and administrative expenses. | |||||||||||||
[2] | (2)Segment operating income includes direct, controllable costs related to the sale of products and services by the reportable segment. | |||||||||||||
[3] | (1)Other includes revenue and the related costs from the sale of products and services not directly attributable to an operating segment. |
Segment_Information_Revenue_by
Segment Information (Revenue by Product and Service Group by Reportable Segment) (Details) (USD $) | 3 Months Ended | 12 Months Ended | ||||||||||||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |||
Revenue from External Customer [Line Items] | ||||||||||||||
License fees | $16,216 | $16,715 | $20,551 | |||||||||||
Subscriptions | 263,435 | 212,656 | 162,102 | |||||||||||
Services | 128,371 | 126,548 | 119,626 | |||||||||||
Maintenance | 147,418 | 138,745 | 136,101 | |||||||||||
Other revenue | 8,981 | 9,153 | 9,039 | |||||||||||
Total revenue | 152,813 | 144,598 | 139,388 | 127,622 | 134,872 | 127,854 | 125,468 | 115,623 | 564,421 | 503,817 | 447,419 | |||
ECBU [Member] | ||||||||||||||
Revenue from External Customer [Line Items] | ||||||||||||||
License fees | 8,122 | 7,374 | 7,888 | |||||||||||
Subscriptions | 114,789 | 97,392 | 73,246 | |||||||||||
Services | 49,385 | 48,471 | 44,882 | |||||||||||
Maintenance | 44,948 | 39,503 | 35,905 | |||||||||||
Other revenue | 2,665 | 2,830 | 3,240 | |||||||||||
Total revenue | 219,909 | 195,570 | 165,161 | |||||||||||
GMBU [Member] | ||||||||||||||
Revenue from External Customer [Line Items] | ||||||||||||||
License fees | 6,017 | 6,718 | 9,068 | |||||||||||
Subscriptions | 116,676 | 88,766 | 65,482 | |||||||||||
Services | 41,938 | 41,228 | 39,036 | |||||||||||
Maintenance | 86,665 | 84,763 | 86,026 | |||||||||||
Other revenue | 3,393 | 3,877 | 3,566 | |||||||||||
Total revenue | 254,689 | 225,352 | 203,178 | |||||||||||
IBU [Member] | ||||||||||||||
Revenue from External Customer [Line Items] | ||||||||||||||
License fees | 1,744 | 2,510 | 3,476 | |||||||||||
Subscriptions | 16,700 | 12,743 | 10,038 | |||||||||||
Services | 11,212 | 11,337 | 12,230 | |||||||||||
Maintenance | 15,509 | 14,056 | 13,673 | |||||||||||
Other revenue | 1,310 | 842 | 651 | |||||||||||
Total revenue | 46,475 | 41,488 | 40,068 | |||||||||||
Target Analytics [Member] | ||||||||||||||
Revenue from External Customer [Line Items] | ||||||||||||||
License fees | 333 | 113 | 119 | |||||||||||
Subscriptions | 15,245 | 13,755 | 13,320 | |||||||||||
Services | 25,836 | 25,495 | 23,452 | |||||||||||
Maintenance | 296 | 423 | 497 | |||||||||||
Other revenue | 41 | 59 | 65 | |||||||||||
Total revenue | 41,751 | 39,845 | 37,453 | |||||||||||
Other [Member] | ||||||||||||||
Revenue from External Customer [Line Items] | ||||||||||||||
License fees | 0 | 0 | 0 | |||||||||||
Subscriptions | 25 | 0 | 16 | |||||||||||
Services | 0 | 17 | 26 | |||||||||||
Maintenance | 0 | 0 | 0 | |||||||||||
Other revenue | 1,572 | 1,545 | 1,517 | |||||||||||
Total revenue | $1,597 | [1] | $1,562 | [1] | $1,559 | [1] | ||||||||
[1] | (1)Other includes revenue and the related costs from the sale of products and services not directly attributable to an operating segment. |
Segment_Information_Revenue_An
Segment Information (Revenue And Long-Lived Assets By Geographic Region) (Details) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||||||||
Revenues | $152,813 | $144,598 | $139,388 | $127,622 | $134,872 | $127,854 | $125,468 | $115,623 | $564,421 | $503,817 | $447,419 |
Property and equipment | 50,402 | 49,550 | 50,402 | 49,550 | |||||||
United States [Member] | |||||||||||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||||||||
Revenues | 491,731 | 439,887 | 386,376 | ||||||||
Property and equipment | 47,925 | 47,367 | 47,925 | 47,367 | |||||||
Total Foreign [Member] | |||||||||||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||||||||
Revenues | 72,690 | 63,930 | 61,043 | ||||||||
Property and equipment | 2,477 | 2,183 | 2,477 | 2,183 | |||||||
Canada [Member] | |||||||||||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||||||||
Revenues | 26,944 | 23,344 | 22,770 | ||||||||
Property and equipment | 34 | 72 | 34 | 72 | |||||||
Europe [Member] | |||||||||||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||||||||
Revenues | 27,411 | 24,107 | 23,022 | ||||||||
Property and equipment | 1,869 | 1,694 | 1,869 | 1,694 | |||||||
Australia [Member] | |||||||||||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||||||||
Revenues | 18,335 | 16,479 | 15,251 | ||||||||
Property and equipment | $574 | $417 | $574 | $417 |
Quarterly_Results_Details
Quarterly Results (Details) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Quarterly Results [Abstract] | |||||||||||
Total revenue | $152,813,000 | $144,598,000 | $139,388,000 | $127,622,000 | $134,872,000 | $127,854,000 | $125,468,000 | $115,623,000 | $564,421,000 | $503,817,000 | $447,419,000 |
Gross profit | 75,549,000 | 76,450,000 | 74,692,000 | 64,292,000 | 68,514,000 | 71,740,000 | 68,855,000 | 62,045,000 | 290,983,000 | 271,154,000 | 244,959,000 |
Income from operations | 7,589,000 | 13,502,000 | 15,996,000 | 9,277,000 | 14,622,000 | 18,008,000 | 14,318,000 | 4,594,000 | 46,364,000 | 51,542,000 | 19,435,000 |
Income before provision for income taxes | 5,450,000 | 12,276,000 | 14,906,000 | 6,602,000 | 13,287,000 | 16,490,000 | 12,532,000 | 3,020,000 | 39,234,000 | 45,329,000 | 13,325,000 |
Net income | 4,816,000 | 10,380,000 | 9,280,000 | 3,814,000 | 11,790,000 | 9,393,000 | 6,623,000 | 2,666,000 | 28,290,000 | 30,472,000 | 6,583,000 |
Earnings per share, basic (in dollars per share) | $0.11 | $0.23 | $0.21 | $0.08 | $0.26 | $0.21 | $0.15 | $0.06 | $0.63 | $0.68 | $0.15 |
Earnings per share, diluted (in dollars per share) | $0.10 | $0.23 | $0.20 | $0.08 | $0.26 | $0.21 | $0.15 | $0.06 | $0.62 | $0.67 | $0.15 |
Subscription revenue attributable to presentation change from net to gross | $8,500,000 |
Restructuring_Narrative_Detail
Restructuring (Narrative) (Details) (USD $) | 12 Months Ended | 1 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Jan. 31, 2013 |
position | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring charges | $0 | $3,494 | $175 | |
Plan to realign company's workforce [Member] | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Reduction in workforce, number of positions | 135 | |||
Restructuring charges | $3,200 |