Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Jun. 30, 2019 | Jul. 22, 2019 | |
Document Information [Line Items] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Jun. 30, 2019 | |
Document Transition Report | false | |
Entity File Number | 001-37468 | |
Entity Registrant Name | APPFOLIO INC | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 26-0359894 | |
Entity Address, Address Line One | 50 Castilian Drive | |
Entity Address, City or Town | Santa Barbara, | |
Entity Address, State or Province | CA | |
Entity Address, Postal Zip Code | 93117 | |
City Area Code | 805 | |
Local Phone Number | 364-6093 | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Title of each class | Class A Common Stock, $0.0001 par value | |
Trading Symbol | APPF | |
Security Exchange Name | NASDAQ | |
Entity Central Index Key | 0001433195 | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Year Focus | 2019 | |
Document Fiscal Period Focus | Q2 | |
Amendment Flag | false | |
Class A common stock | ||
Document Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 16,356,547 | |
Class B common stock | ||
Document Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 17,686,957 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Jun. 30, 2019 | Dec. 31, 2018 |
Current assets | ||
Cash and cash equivalents | $ 19,514 | $ 74,076 |
Investment securities—current | 19,425 | 16,631 |
Accounts receivable, net | 8,180 | 5,516 |
Prepaid expenses and other current assets | 16,945 | 11,775 |
Total current assets | 64,064 | 107,998 |
Investment securities—noncurrent | 3,586 | 11,256 |
Property and equipment, net | 7,930 | 6,871 |
Operating lease right-of-use assets | 15,440 | 0 |
Capitalized software, net | 24,658 | 20,485 |
Goodwill | 58,518 | 15,548 |
Intangible assets, net | 24,003 | 5,895 |
Deferred taxes | 21,704 | 0 |
Other long-term assets | 6,191 | 7,688 |
Total assets | 226,094 | 175,741 |
Current liabilities | ||
Accounts payable | 1,579 | 1,481 |
Accrued employee expenses | 13,626 | 12,377 |
Accrued expenses | 9,407 | 8,281 |
Deferred revenue | 3,929 | 3,414 |
Other current liabilities | 12,067 | 1,447 |
Long-term debt, net—current portion | 1,208 | 1,213 |
Total current liabilities | 41,816 | 28,213 |
Operating lease liabilities | 18,071 | |
Long-term debt, net | 47,979 | 48,602 |
Other long-term liabilities | 13 | 7,080 |
Total liabilities | 107,879 | 83,895 |
Commitments and contingencies (Note 9) | ||
Stockholders’ equity: | ||
Preferred stock, $0.0001 par value, 25,000 authorized and no shares issued and outstanding at June 30, 2019 and December 31, 2018 | 0 | 0 |
Additional paid-in capital | 157,195 | 157,898 |
Accumulated other comprehensive loss | 18 | (178) |
Treasury stock, at cost, 370 Class A shares at June 30, 2019 and December 31, 2018 | (21,562) | (21,562) |
Accumulated deficit | (17,440) | (44,316) |
Total stockholders’ equity | 118,215 | 91,846 |
Total liabilities and stockholders’ equity | 226,094 | 175,741 |
Class A common stock, $0.0001 par value, 250,000 shares authorized at June 30, 2019 and December 31, 2018; issued - 16,456 and 16,159, shares at June 30, 2019 and December 31, 2018; outstanding - 16,086 and 15,789 shares at June 30, 2019 and December 31, 2018, respectively; | ||
Stockholders’ equity: | ||
Common stock | 2 | 2 |
Class B common stock, $0.0001 par value, 50,000 shares authorized at June 30, 2019 and December 31, 2018; 17,952 and 18,109 shares issued and outstanding at June 30, 2019 and December 31, 2018, respectively; | ||
Stockholders’ equity: | ||
Common stock | $ 2 | $ 2 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares | Jun. 30, 2019 | Dec. 31, 2018 |
Preferred stock, par value (usd per share) | $ 0.0001 | $ 0.0001 |
Preferred stock, shares authorized | 25,000,000 | 25,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Treasury stock (in shares) | 370,000 | 370,000 |
Class A common stock | ||
Common stock, par value (usd per share) | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized | 250,000,000 | 250,000,000 |
Common stock, shares issued | 16,456,000 | 16,159,000 |
Common stock, shares outstanding | 16,086,000 | 15,789,000 |
Class B common stock | ||
Common stock, par value (usd per share) | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized | 50,000,000 | 50,000,000 |
Common stock, shares issued | 17,952,000 | 18,109,000 |
Common stock, shares outstanding | 17,952,000 | 18,109,000 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Income Statement [Abstract] | ||||
Revenue | $ 63,624 | $ 47,240 | $ 120,715 | $ 89,580 |
Costs and operating expenses: | ||||
Cost of revenue (exclusive of depreciation and amortization) | 25,128 | 17,729 | 49,309 | 34,342 |
Sales and marketing | 13,232 | 7,625 | 24,451 | 15,030 |
Research and product development | 9,339 | 5,750 | 17,820 | 11,083 |
General and administrative | 8,214 | 5,248 | 16,406 | 10,564 |
Depreciation and amortization | 5,415 | 3,579 | 10,491 | 7,079 |
Total costs and operating expenses | 61,328 | 39,931 | 118,477 | 78,098 |
Income from operations | 2,296 | 7,309 | 2,238 | 11,482 |
Other expense, net | (56) | (18) | (57) | (21) |
Interest income (expense), net | (427) | 226 | (924) | 402 |
Income before provision for (benefit from) income taxes | 1,813 | 7,517 | 1,257 | 11,863 |
Provision for (benefit from) income taxes | (21,338) | 43 | (25,619) | 69 |
Net income | $ 23,151 | $ 7,474 | $ 26,876 | $ 11,794 |
Net income per common share: | ||||
Basic (in dollars per share) | $ 0.68 | $ 0.22 | $ 0.79 | $ 0.35 |
Diluted (in dollars per share) | $ 0.65 | $ 0.21 | $ 0.76 | $ 0.33 |
Weighted average common shares outstanding: | ||||
Basic (in shares) | 34,010 | 34,173 | 33,962 | 34,122 |
Diluted (in shares) | 35,412 | 35,408 | 35,385 | 35,361 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Comprehensive Income - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Statement of Comprehensive Income [Abstract] | ||||
Net income | $ 23,151 | $ 7,474 | $ 26,876 | $ 11,794 |
Other comprehensive income (loss): | ||||
Changes in unrealized gains (losses) on investment securities | 67 | 68 | 196 | (80) |
Comprehensive income | $ 23,218 | $ 7,542 | $ 27,072 | $ 11,714 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Stockholders' Equity - USD ($) shares in Thousands, $ in Thousands | Total | Common StockClass A common stock | Common StockClass B common stock | Additional Paid-in Capital | Accumulated Other Comprehensive Loss | Treasury Stock | Accumulated Deficit |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Cumulative-effect adjustment resulting from adoption of ASU 2014-09 | $ 2,964 | $ 2,964 | |||||
Beginning balance at Dec. 31, 2017 | 85,079 | $ 1 | $ 3 | $ 152,531 | $ (209) | (67,247) | |
Beginning balance (in shares) at Dec. 31, 2017 | 14,879 | 19,102 | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Exercise of stock options | 470 | $ 0 | 470 | ||||
Exercise of stock options (in shares) | 98 | ||||||
Stock-based compensation | 1,495 | 1,495 | |||||
Vesting of restricted stock units, net of shares withheld for taxes | (1,650) | $ 0 | (1,650) | ||||
Vesting of restricted stock units, net of shares withheld for taxes (in shares) | 68 | ||||||
Vesting of early exercised shares | 9 | 9 | |||||
Conversion of Class B stock to Class A stock | 0 | $ 0 | $ 0 | ||||
Conversion of Class B stock to Class A stock (in shares) | 47 | 47 | |||||
Issuance of restricted stock awards | 0 | ||||||
Other comprehensive income (loss) | (148) | (148) | |||||
Net income | 4,320 | 4,320 | |||||
Ending balance at Mar. 31, 2018 | 92,539 | $ 1 | $ 3 | 152,855 | (357) | (59,963) | |
Ending balance (in shares) at Mar. 31, 2018 | 15,092 | 19,055 | |||||
Beginning balance at Dec. 31, 2017 | 85,079 | $ 1 | $ 3 | 152,531 | (209) | (67,247) | |
Beginning balance (in shares) at Dec. 31, 2017 | 14,879 | 19,102 | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Net income | 11,794 | ||||||
Ending balance at Jun. 30, 2018 | 100,978 | $ 2 | $ 2 | 153,752 | (289) | (52,489) | |
Ending balance (in shares) at Jun. 30, 2018 | 15,638 | 18,577 | |||||
Beginning balance at Mar. 31, 2018 | 92,539 | $ 1 | $ 3 | 152,855 | (357) | (59,963) | |
Beginning balance (in shares) at Mar. 31, 2018 | 15,092 | 19,055 | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Exercise of stock options | 188 | $ 0 | 188 | ||||
Exercise of stock options (in shares) | 35 | ||||||
Stock-based compensation | 1,544 | 1,544 | |||||
Vesting of restricted stock units, net of shares withheld for taxes | (844) | $ 0 | (844) | ||||
Vesting of restricted stock units, net of shares withheld for taxes (in shares) | 28 | ||||||
Vesting of early exercised shares | 9 | 9 | |||||
Conversion of Class B stock to Class A stock | 0 | $ 1 | $ (1) | ||||
Conversion of Class B stock to Class A stock (in shares) | 478 | 478 | |||||
Issuance of restricted stock awards | 0 | $ 0 | |||||
Issuance of restricted stock awards (in shares) | 5 | ||||||
Other comprehensive income (loss) | 68 | 68 | |||||
Net income | 7,474 | 7,474 | |||||
Ending balance at Jun. 30, 2018 | 100,978 | $ 2 | $ 2 | 153,752 | (289) | (52,489) | |
Ending balance (in shares) at Jun. 30, 2018 | 15,638 | 18,577 | |||||
Beginning balance at Dec. 31, 2018 | 91,846 | $ 2 | $ 2 | 157,898 | (178) | $ (21,562) | (44,316) |
Beginning balance (in shares) at Dec. 31, 2018 | 15,789 | 18,109 | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Exercise of stock options | 90 | 90 | |||||
Exercise of stock options (in shares) | 14 | ||||||
Stock-based compensation | 1,831 | 1,831 | |||||
Vesting of restricted stock units, net of shares withheld for taxes | (2,572) | (2,572) | |||||
Vesting of restricted stock units, net of shares withheld for taxes (in shares) | 58 | ||||||
Vesting of early exercised shares | 6 | 6 | |||||
Conversion of Class B stock to Class A stock | 0 | $ (38) | |||||
Conversion of Class B stock to Class A stock (in shares) | 38 | ||||||
Issuance of restricted stock awards | 0 | ||||||
Other comprehensive income (loss) | 129 | 129 | |||||
Net income | 3,725 | 3,725 | |||||
Ending balance at Mar. 31, 2019 | 95,055 | $ 2 | $ 2 | 157,253 | (49) | (21,562) | (40,591) |
Ending balance (in shares) at Mar. 31, 2019 | 15,899 | 18,071 | |||||
Beginning balance at Dec. 31, 2018 | $ 91,846 | $ 2 | $ 2 | 157,898 | (178) | (21,562) | (44,316) |
Beginning balance (in shares) at Dec. 31, 2018 | 15,789 | 18,109 | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Exercise of stock options (in shares) | 37 | ||||||
Net income | $ 26,876 | ||||||
Ending balance at Jun. 30, 2019 | 118,215 | $ 2 | $ 2 | 157,195 | 18 | (21,562) | (17,440) |
Ending balance (in shares) at Jun. 30, 2019 | 16,086 | 17,952 | |||||
Beginning balance at Mar. 31, 2019 | 95,055 | $ 2 | $ 2 | 157,253 | (49) | (21,562) | (40,591) |
Beginning balance (in shares) at Mar. 31, 2019 | 15,899 | 18,071 | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Exercise of stock options | 109 | 109 | |||||
Exercise of stock options (in shares) | 23 | ||||||
Stock-based compensation | 2,080 | 2,080 | |||||
Vesting of restricted stock units, net of shares withheld for taxes | (2,247) | (2,247) | |||||
Vesting of restricted stock units, net of shares withheld for taxes (in shares) | 42 | ||||||
Conversion of Class B stock to Class A stock | 0 | $ (119) | |||||
Conversion of Class B stock to Class A stock (in shares) | 119 | ||||||
Issuance of restricted stock awards | 0 | ||||||
Issuance of restricted stock awards (in shares) | 3 | ||||||
Other comprehensive income (loss) | 67 | 67 | |||||
Net income | 23,151 | 23,151 | |||||
Ending balance at Jun. 30, 2019 | $ 118,215 | $ 2 | $ 2 | $ 157,195 | $ 18 | $ (21,562) | $ (17,440) |
Ending balance (in shares) at Jun. 30, 2019 | 16,086 | 17,952 |
Condensed Consolidated Statem_4
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2019 | Jun. 30, 2018 | |
Cash from operating activities | ||
Net income | $ 26,876 | $ 11,794 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation and amortization | 10,491 | 7,079 |
Amortization of operating lease right-of-use assets | 1,928 | 0 |
Stock-based compensation | 3,239 | 2,655 |
Deferred income taxes | (25,643) | 0 |
Other | 108 | 146 |
Changes in operating assets and liabilities: | ||
Accounts receivable | (2,695) | (2,168) |
Prepaid expenses and other current assets | (5,199) | (559) |
Other long-term assets | 1,254 | (1,062) |
Accounts payable | 188 | 839 |
Accrued employee expenses | 680 | (2,040) |
Accrued expenses | 1,384 | 1,433 |
Deferred revenue | 581 | (3,289) |
Operating lease liabilities | (1,759) | 0 |
Other long-term liabilities | 380 | 226 |
Net cash provided by operating activities | 11,813 | 15,054 |
Cash from investing activities | ||
Purchases of property and equipment | (2,395) | (580) |
Additions to capitalized software | (9,420) | (5,505) |
Purchases of investment securities | (678) | (20,832) |
Sales of investment securities | 1,750 | 5 |
Maturities of investment securities | 4,000 | 15,595 |
Acquisition, net of cash acquired | (54,004) | 0 |
Purchases of intangible assets | (30) | 0 |
Net cash used in investing activities | (60,777) | (11,317) |
Cash from financing activities | ||
Proceeds from stock option exercises | 199 | 658 |
Tax withholding for net share settlement | (4,751) | (2,494) |
Proceeds from issuance of debt | 1,169 | 63 |
Principal payments on debt | (1,794) | (63) |
Payment of debt issuance costs | (420) | 0 |
Net cash used in financing activities | (5,597) | (1,836) |
Net (decrease) increase in cash, cash equivalents and restricted cash | (54,561) | 1,901 |
Cash, cash equivalents and restricted cash | ||
Beginning of period | 74,506 | 16,537 |
End of period | 19,945 | 18,438 |
Noncash investing and financing activities | ||
Purchases of property and equipment included in accounts payable and accrued expenses | 580 | 462 |
Additions of capitalized software included in accrued and accrued employee expenses | 865 | 476 |
Stock-based compensation capitalized for software development | 789 | 502 |
Tax withholding for net share settlement included in accrued employee expenses | 68 | 0 |
Purchase consideration for acquisitions included in other current liabilities | $ 6,000 | $ 0 |
Condensed Consolidated Statem_5
Condensed Consolidated Statements of Cash Flows - Cash Reconciliation - USD ($) $ in Thousands | Jun. 30, 2019 | Jun. 30, 2018 |
Statement of Cash Flows [Abstract] | ||
Cash and cash equivalents | $ 19,514 | $ 18,010 |
Restricted cash included in other assets | 431 | 428 |
Total cash, cash equivalents and restricted cash | $ 19,945 | $ 18,438 |
Nature of Business
Nature of Business | 6 Months Ended |
Jun. 30, 2019 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Nature of Business | Nature of Business AppFolio, Inc. (“we,” "us" or "our") provides industry-specific, cloud-based business software solutions, services and data analytics to the real estate market, which comprises a significant majority of our revenue, and, to a lesser extent, to the legal market. Our mission is to revolutionize vertical industry businesses by providing great software and services. We believe we accomplish this mission by providing our customers with a system of record to automate essential business processes, a system of engagement to enhance business interactions between our customers and their clients and other stakeholders, and a system of intelligence designed to leverage data to predict and optimize business workflows in order to enable superior customer experiences and increase efficiency across our customers' businesses. Customers in our real estate market directly and indirectly account for more than 90% of our annual revenue. Real estate customers include third-party property managers, owner-operators and real estate investment managers who manage and/or invest in single- and multi-family residences, commercial properties, community associations, student housing, as well as mixed real estate portfolios. Our legal customers are typically small law firms that directly and indirectly account for less than 10% of our annual revenue. Recent Developments Acquisition of Dynasty Marketplace, Inc. On January 7, 2019, we completed the acquisition of Dynasty Marketplace, Inc. ("Dynasty"), a provider of advanced artificial intelligence ("AI") solutions for the real estate market. Dynasty offers advanced conversational AI solutions that automate leasing communications, replace manual tasks and help customers grow their portfolios. Dynasty’s technology is designed to enable operational efficiency in the leasing process including consistent prospect experience, lead conversion, and improved market insights. For additional information regarding this acquisition, refer to Note 3, Business Combinations . |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 6 Months Ended |
Jun. 30, 2019 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies Basis of Presentation and Significant Accounting Policies The accompanying unaudited Condensed Consolidated Financial Statements were prepared in accordance with accounting principles generally accepted in the United States (“GAAP”) for interim financial information. Certain information and disclosures normally included in consolidated financial statements prepared in accordance with GAAP have been condensed or omitted. Accordingly, these Condensed Consolidated Financial Statements should be read in conjunction with our audited consolidated financial statements and the related notes included in our Annual Report filed with the Securities and Exchange Commission ("SEC") on February 28, 2019. The year-end condensed balance sheet was derived from our audited consolidated financial statements. Our unaudited interim Condensed Consolidated Financial Statements include, in the opinion of management, all adjustments, consisting of normal and recurring items, necessary for the fair statement of the Condensed Consolidated Financial Statements. The operating results for the six months ended June 30, 2019 are not necessarily indicative of the results expected for the full year ending December 31, 2019 . Changes in Accounting Policies On January 1, 2019, we adopted Financial Accounting Standards Board ("FASB") Accounting Standards Update ("ASU") No. 2016-02, Leases (as amended, "ASU 2016-02" or the "new lease standard"), and have revised certain related accounting policies as follows: Leases We determine if an arrangement is a lease at inception. Operating leases are included in operating lease right-of-use (“ROU”) assets, other current liabilities, and operating lease liabilities on our Condensed Consolidated Balance Sheets. Operating lease ROU assets and operating lease liabilities are recognized based on the present value of the future minimum lease payments over the lease term at commencement date. As none of our leases provide an implicit rate, we use our incremental borrowing rate based on the information available at commencement date in determining the present value of future payments. The operating lease ROU assets also include any lease payments made and excludes lease incentives and initial direct costs incurred. Our lease terms may include options to extend or terminate the lease when it is reasonably certain that we will exercise that option. Lease expense for minimum lease payments is recognized on a straight-line basis over the lease term. We have lease arrangements with lease and non-lease components, which are generally accounted for as a single lease component. Leases with an initial term of 12 months or less are not recorded on the balance sheet; we recognize lease expense for these leases on a straight-line basis over the lease term. Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the dates of the financial statements, and the reported amounts of revenues and expenses during the reporting period. Actual results could differ materially from those estimates. On an ongoing basis, management evaluates its estimates based on historical data and experience, as well as various other factors that management believes to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying value of assets and liabilities that are not readily apparent from other sources. Net Income per Common Share The net income per common share was the same for shares of our Class A and Class B common stock because they are entitled to the same liquidation and dividend rights and are therefore combined in the table below. The following table presents a reconciliation of our weighted average number of shares of our Class A and Class B common stock used to compute net income per common share (in thousands): Three Months Ended Six Months Ended 2019 2018 2019 2018 Weighted average common shares outstanding 34,015 34,186 33,967 34,136 Less: Weighted average unvested restricted shares subject to repurchase 5 13 5 14 Weighted average common shares outstanding; basic 34,010 34,173 33,962 34,122 Plus: Weighted average options, restricted stock units and restricted shares used to compute diluted net income per common share 1,402 1,235 1,423 1,239 Weighted average common shares outstanding; diluted 35,412 35,408 35,385 35,361 For the six months ended June 30, 2019 and 2018 , an aggregate of approximately 363,000 and 601,000 shares, respectively, underlying performance based options ("PSOs") and performance based restricted stock units ("PSUs"), are not included in the computations of diluted and anti-dilutive shares as they are considered contingently issuable upon the satisfaction of pre-defined performance measures and their respective performance measures have not been met. The following table presents the number of anti-dilutive common shares excluded from the calculation of weighted average number of shares used to compute diluted net income per common share for the three and six months ended June 30, 2019 and 2018 (in thousands): Three Months Ended Six Months Ended 2019 2018 2019 2018 Unvested restricted stock units 5 1 5 — Contingent restricted stock units (1) — 4 — 4 Total shares excluded from diluted net income per common share 5 5 5 4 (1) The reported shares are based on fixed price restricted stock unit (“RSU”) commitments for which the number of shares was not determined at the grant date. For the purposes of this table, the number of shares has been determined by dividing the fixed price commitment to issue shares in the future by the closing price of our common stock as of the applicable reporting period date. Recently Adopted Accounting Pronouncements In February 2016, the FASB issued ASU No. 2016-02, which requires an entity to recognize ROU assets and lease liabilities on its balance sheet and disclose key information about leasing arrangements. ASU 2016-02 offers specific accounting guidance for a lessee, a lessor and sale and leaseback transactions. Lessees and lessors are required to disclose qualitative and quantitative information about leasing arrangements to enable a user of the financial statements to assess the amount, timing and uncertainty of cash flows arising from leases. In July 2018, the FASB issued ASU No. 2018-11, Leases (Topic 842): Targeted Improvements ("ASU 2018-11"). Among other things, ASU 2018-11 provides administrative relief by allowing entities to implement the lease standard on a modified retrospective basis (the "Optional Transition Method"). Effectively, the Optional Transition Method permits us to adopt the lease standard through a cumulative effect adjustment to our opening balance sheet as of January 1, 2019, and report under the new lease standard on a post-adoption basis. We adopted ASU 2016-02 effective January 1, 2019 using the Optional Transition Method. We elected the package of practical expedients permitted under the transition guidance, which allows us to carry forward our historical lease classification, our assessment of whether a contract is or contains a lease, and our initial direct costs for any leases that existed prior to adoption of the new lease standard. The comparative information has not been restated and continues to be reported under the accounting standards in effect for those periods. We updated our accounting policies, processes, internal controls and information systems that were required to meet the new lease standard's reporting and disclosure requirements. The adoption of ASU 2016-02 had a material impact on our Condensed Consolidated Balance Sheets, but did not have an impact on our Condensed Consolidated Statements of Operations or our Condensed Consolidated Statements of Cash Flows. The most significant impact was the recognition of ROU assets and lease liabilities for operating leases. We also reclassified prepaid and deferred rent to the ROU asset balance as of January 1, 2019. The cumulative effect of the changes made to our Condensed Consolidated Balance Sheet at January 1, 2019 for the adoption of the new lease standard was as follows (in thousands): Balance at Adjustments Balance at Assets Prepaid expenses and other current assets $ 11,775 $ (317 ) $ 11,458 Operating lease right-of-use assets — 16,945 16,945 Liabilities and Stockholders’ Equity Other current liabilities $ 1,447 $ 3,493 $ 4,940 Operating lease liabilities — 20,056 20,056 Other long-term liabilities 7,080 (6,921 ) 159 In March 2017, the FASB issued ASU No. 2017-08, Receivables-Nonrefundable Fees and Other Costs (Subtopic 310-20), Premium Amortization on Purchased Callable Debt Securities (“ASU 2017-08”). ASU 2017-08 shortens the amortization period for certain callable debt securities held at a premium. Specifically, ASU 2017-08 requires the premium to be amortized to the earliest call date. ASU 2017-08 does not require an accounting change for securities held at a discount; the discount continues to be amortized to maturity. The amendments should be applied on a modified retrospective basis, with a cumulative-effect adjustment made directly to retained earnings at the beginning of the period of adoption. The adoption of this guidance did not have a material impact on our financial condition, results of operations, cash flows or disclosures. In June 2018, the FASB issued ASU No. 2018-07, Compensation - Stock Compensation (Topic 718): Improvements to Nonemployee Share-Based Payment Accounting ("ASU 2018-07"). This amendment expands the scope of Topic 718, Compensation—Stock Compensation (which only included share-based payments to employees) to include share-based payments issued to nonemployees for goods or services. Consequently, the accounting for share-based payments to nonemployees and employees will be substantially aligned. The adoption of this guidance did not have a material impact on our financial condition, results of operations, cash flows or disclosures. Recent Accounting Pronouncements Not Yet Adopted In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments ("ASU 2016-13"), which amends the current accounting guidance and requires the measurement of all expected losses based on historical experience, current conditions and reasonable and supportable forecasts. This guidance amends the accounting for credit losses for available-for-sale investment securities and purchased financial assets with credit deterioration. ASU 2016-13 is effective for annual periods beginning after December 15, 2019, and interim periods within those annual periods. Early adoption is permitted for any interim or annual period after December 15, 2018. We are currently evaluating the effect of the adoption of ASU 2016-13 on our Consolidated Financial Statements. The effect will largely depend on the composition and credit quality of our investment portfolio and the economic conditions at the time of adoption. In August 2018, the FASB issued ASU No. 2018-15, Intangibles—Goodwill and Other—Internal-Use Software (Subtopic 350-40): Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract ("ASU 2018-15"), a series of amendments which align the requirements for capitalizing implementation costs incurred in a hosting arrangement that is a service contract with the requirements for capitalizing implementation costs incurred to develop or obtain internal-use software (and hosting arrangements that include an internal use software license). The accounting for the service element of a hosting arrangement that is a service contract is not affected by these amendments. For public business entities, the amendments are effective for annual periods, including interim periods within those annual periods, beginning after December 15, 2019. We will adopt ASU 2018-15 on January 1, 2020, on a prospective basis for all implementation costs incurred after the date of adoption. We do not expect the adoption of this guidance will have a material impact on our financial condition, results of operations, cash flows or disclosures. |
Business Combinations
Business Combinations | 6 Months Ended |
Jun. 30, 2019 | |
Business Combinations [Abstract] | |
Business Combinations | Business Combinations Acquisition of Dynasty On January 7, 2019, we acquired 100% of the voting equity interest of Dynasty, a provider of advanced artificial intelligence ("AI") solutions for the real estate market. Dynasty offers advanced conversational AI solutions that automate leasing communications, replace manual tasks and help customers grow their portfolios. Dynasty’s technology is designed to enable operational efficiency in the leasing process including consistent prospect experience, lead conversion, and improved market insights. The total purchase consideration was $60.2 million , subject to certain adjustments, of which $6.0 million (the "Holdback Amount") was retained by the Company to satisfy any such adjustments, including without limitation certain indemnification claims. The balance of the Holdback Amount, less any amount retained (the “Retained Amount”) with respect to any unresolved indemnification claims (each, an “Unresolved Claim”), will be released to the stockholders of Dynasty, within three business days after the one-year anniversary of the Closing Date (the “Holdback Release Date”). If an Unresolved Claim is finally resolved after the Holdback Release Date, then, within three business days after the final resolution of such Unresolved Claim, the balance of the Retained Amount after satisfying such Unresolved Claim, less any amounts associated with all remaining Unresolved Claims, will be released to the stockholders of Dynasty. The Holdback Amount is recorded in other current liabilities on the Condensed Consolidated Balance Sheet as of June 30, 2019 . The transaction was accounted for using the acquisition method, and as a result, assets acquired and liabilities assumed were recorded at their estimated fair values as of the acquisition date. We are in the process of finalizing the valuation of the assets. Based on additional information obtained during the quarter ended June 30, 2019 , the initial fair value of backlog increased by $0.4 million and technology decreased by $1.7 million with a corresponding increase to goodwill. These changes did not have a material impact on amortization expense. The following table summarizes the preliminary purchase price allocation (in thousands) as well as the estimated useful lives of the acquired intangible assets over which they are amortized on a straight-line basis, as this approximates the pattern in which economic benefits are consumed: Amount Estimated Useful Life (in years) Total current assets $ 305 Identified intangible assets: Technology 5,730 4.0 Database 4,710 10.0 Customer relationships 1,110 5.0 Backlog 470 1.0 Trademark & trade name 1,390 10.0 Non-compete agreement 7,340 5.0 Total intangible assets subject to amortization 20,750 6.0 Goodwill 42,970 Indefinite Other noncurrent assets 35 Total assets acquired 64,060 Accrued and other liabilities 48 Deferred tax liability, net 3,781 Total liabilities assumed 3,829 Purchase consideration $ 60,231 Goodwill is mainly attributable to synergies expected from the acquisition and assembled workforce and is non-deductible for U.S. federal income tax purposes. We incurred a total of $291,000 in transaction costs related to the acquisition and expensed all transaction costs incurred during the period in which such service was received. The results of operations of Dynasty since the acquisition are included in our Condensed Consolidated Statements of Operations for the three and six months ended June 30, 2019 . Revenue and net loss attributable to Dynasty for the three months ended June 30, 2019 was $0.7 million and $2.2 million , respectively, and in the period from the acquisition date of January 7, 2019 through June 30, 2019 , was $1.2 million and $4.1 million , respectively. Acquisition of WegoWise On August 31, 2018, we completed the acquisition of substantially all of the assets of WegoWise, Inc. ("WegoWise"), a provider of cloud-based utility analytics software solutions serving the real estate market. The WegoWise platform empowers building owners and third-party property managers to better manage operating and capital expenditures relating to utilities, and we expect that the acquisition will provide enhanced functionality to our real estate customers over time, such as a future utility analytics and management Value+ services. The consideration paid in cash for the assets was $14.4 million , of which $2.0 million will be held in escrow for 12 months to satisfy WegoWise’s indemnity obligations. The transaction was accounted for using the acquisition method, and as a result, assets acquired and liabilities assumed were recorded at their estimated fair values as of the acquisition date. The following table summarizes the final purchase price allocation (in thousands) as well as the estimated useful lives of the acquired intangible assets over which they are amortized on a straight-line basis, as this approximates the pattern in which economic benefits are consumed: Amount Estimated Useful Life (in years) Net tangible assets $ 270 Identified intangible assets: Customer relationships 1,170 5.0 Database 3,620 10.0 Trademark and trade name 370 10.0 Non-compete agreement 60 5.0 Backlog 140 1.0 Total intangible assets subject to amortization 5,360 8.6 Goodwill 8,811 Indefinite Purchase consideration, paid in cash $ 14,441 Goodwill is mainly attributable to synergies expected from the acquisition and assembled workforce and is deductible for U.S. federal income tax purposes. We incurred a total of $240,000 in transaction costs related to the acquisition and expensed all transaction costs incurred during the period in which such service was received. Pro Forma Results of Acquisitions The following unaudited pro forma information has been prepared for illustrative purposes only, and assumes that the aforementioned Dynasty and WegoWise acquisitions occurred on January 1, 2018 and January 1, 2017, respectively, and includes pro forma adjustments related to the amortization of acquired intangible assets, elimination of historical interest and amortization expense, income taxes, compensation arrangements, and the transaction costs incurred. The unaudited pro forma results have been prepared based on estimates and assumptions, which we believe are reasonable; however, they are not necessarily indicative of the consolidated results of operations had the acquisitions occurred at the beginning of the periods presented, or of future results of operations. The unaudited pro forma results are as follows (in thousands): Three Months Ended Six Months Ended 2019 2018 2019 2018 Revenue $ 63,624 $ 48,550 $ 120,750 $ 91,608 Net income $ 23,479 $ 3,971 $ 22,933 $ 8,769 Net income per common share: Basic $ 0.69 $ 0.12 $ 0.68 $ 0.26 Diluted $ 0.66 $ 0.11 $ 0.65 $ 0.25 |
Investment Securities and Fair
Investment Securities and Fair Value Measurements | 6 Months Ended |
Jun. 30, 2019 | |
Fair Value Disclosures [Abstract] | |
Investment Securities and Fair Value Measurements | Investment Securities and Fair Value Measurements Investment Securities Investment securities classified as available-for-sale consisted of the following at June 30, 2019 and December 31, 2018 (in thousands): June 30, 2019 Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Estimated Fair Value Corporate bonds $ 18,609 $ 36 $ (30 ) $ 18,615 Agency securities 3,705 15 (3 ) 3,717 Treasury securities 679 — — 679 Total available-for-sale investment securities $ 22,993 $ 51 $ (33 ) $ 23,011 December 31, 2018 Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Estimated Fair Value Corporate bonds $ 23,720 $ — $ (163 ) $ 23,557 Agency securities 4,345 4 (19 ) 4,330 Total available-for-sale investment securities $ 28,065 $ 4 $ (182 ) $ 27,887 At June 30, 2019 , the unrealized losses on investment securities which have been in a net loss position for 12 months or greater were not material. These unrealized losses are considered temporary and there were no impairments considered to be "other-than-temporary" based on our evaluation of available evidence, which includes our intent to hold these investments to maturity or until a recovery of the cost basis. At June 30, 2019 and December 31, 2018 , the contractual maturities of our investments did not exceed 36 months . The fair values of available-for-sale investment securities, by remaining contractual maturity, are as follows (in thousands): June 30, 2019 December 31, 2018 Amortized Cost Estimated Fair Value Amortized Cost Estimated Fair Value Due in one year or less $ 19,435 $ 19,425 $ 16,738 $ 16,631 Due after one year through three years 3,558 3,586 11,327 11,256 Total available-for-sale investment securities $ 22,993 $ 23,011 $ 28,065 $ 27,887 During the six months ended June 30, 2019 and 2018 , we had sales and maturities (which include calls) of investment securities, as follows (in thousands): Six Months Ended June 30, 2019 Gross Realized Gains Gross Realized Losses Gross Proceeds from Sales Gross Proceeds from Maturities Corporate bonds $ — $ (1 ) $ 1,750 $ 3,350 Agency securities — — — 650 Total sales and maturities (including calls) of investment securities $ — $ (1 ) $ 1,750 $ 4,000 Six Months Ended June 30, 2018 Gross Realized Gains Gross Realized Losses Gross Proceeds from Sales Gross Proceeds from Maturities Corporate bonds $ — $ — $ — $ 10,350 Agency securities — — — 4,000 Certificates of deposit — — — 1,245 Treasury securities — — 5 — $ — $ — $ 5 $ 15,595 Interest income, net of the amortization and accretion of the premium and discount was $0.2 million and $0.3 million for the three months ended June 30, 2019 and 2018 , respectively and $0.3 million and $0.5 million for the six months ended June 30, 2019 and 2018 , respectively. Fair Value Measurements Recurring Fair Value Measurements Financial assets and financial liabilities are classified in their entirety based on the lowest level of input that is significant to the fair value measurement. The following tables summarize our financial assets measured at fair value on a recurring basis as of June 30, 2019 and December 31, 2018 by level within the fair value hierarchy (in thousands): June 30, 2019 Level 1 Level 2 Level 3 Total Fair Cash equivalents: Money market funds $ 3,165 $ — $ — $ 3,165 Treasury securities 639 — — 639 Available-for-sale investment securities: Corporate bonds — 18,615 — 18,615 Agency securities — 3,717 — 3,717 Treasury securities 679 — — 679 Total $ 4,483 $ 22,332 $ — $ 26,815 December 31, 2018 Level 1 Level 2 Level 3 Total Fair Cash equivalents: Money market funds $ 10,694 $ — $ — $ 10,694 Available-for-sale investment securities: Corporate bonds — 23,557 — 23,557 Agency securities — 4,330 — 4,330 Total $ 10,694 $ 27,887 $ — $ 38,581 The carrying amounts of cash equivalents, restricted cash, accounts receivable, accounts payable and accrued liabilities approximate fair value because of the short maturity of these items. The estimated fair value of the $50.0 million term loan made available to us with Wells Fargo Bank, National Association, as administrative agent, and the lenders that are parties thereto ("Term Loan") approximates its carrying value due to the variable interest rates. We consider the fair value of the Term Loan to be a Level 2 measurement as the Term Loan is not actively traded. We carry the Term Loan at face value less the unamortized discount on our Consolidated Balance Sheets. Refer to Note 8, Long-term Debt of our Condensed Consolidated Financial Statements for more information about the Term Loan. There were no changes to our valuation techniques used to measure financial asset and financial liability fair values on a recurring basis during the six months ended June 30, 2019 . The valuation techniques for the financial assets in the tables above are as follows: Cash Equivalents As of June 30, 2019 and December 31, 2018 , cash equivalents include cash invested in money market funds and treasury securities with a maturity of three months or less. Fair value is based on market prices for identical assets. Available-for-Sale Investment Securities Our Level 2 securities were priced by a pricing vendor. The pricing vendor utilizes the most recent observable market information in pricing these securities or, if specific prices are not available for these securities, use of other observable inputs like market transactions involving comparable securities. Non-Recurring Fair Value Measurements Certain assets, including goodwill, intangible assets and our note receivable with SecureDocs, are also subject to measurement at fair value on a non-recurring basis using Level 3 measurement, but only when they are deemed to be impaired as a result of an impairment review. For the six months ended June 30, 2019 and 2018 , no impairments were identified on those assets required to be measured at fair value on a non-recurring basis. |
Internal-Use Software Developme
Internal-Use Software Development Costs | 6 Months Ended |
Jun. 30, 2019 | |
Research and Development [Abstract] | |
Internal-Use Software Development Costs | Internal-Use Software Development Costs Internal-use software development costs as of June 30, 2019 and December 31, 2018 were as follows (in thousands): June 30, December 31, Internal use software development costs, gross $ 68,789 $ 58,237 Less: Accumulated amortization (44,131 ) (37,752 ) Internal use software development costs, net $ 24,658 $ 20,485 Capitalized software development costs for the three months ended June 30, 2019 and 2018 were $5.7 million and $3.1 million , respectively, and $10.6 million and $6.1 million for the six months ended June 30, 2019 and 2018 , respectively. Amortization expense with respect to software development costs totaled $3.4 million and $2.7 million for the three months ended June 30, 2019 and 2018 , respectively, and $6.4 million and $5.3 million for the six months ended June 30, 2019 and 2018 , respectively. Future amortization expense with respect to capitalized software development costs as of June 30, 2019 is estimated as follows (in thousands): Years Ending December 31, 2019 $ 6,556 2020 10,366 2021 6,480 2022 1,256 Total amortization expense $ 24,658 |
Intangible Assets and Goodwill
Intangible Assets and Goodwill | 6 Months Ended |
Jun. 30, 2019 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Intangible Assets and Goodwill | Intangible Assets and Goodwill Intangible assets consisted of the following as of June 30, 2019 and December 31, 2018 (in thousands): June 30, 2019 Gross Carrying Accumulated Net Carrying Weighted Customer relationships $ 3,070 $ (1,012 ) $ 2,058 5.0 Database 8,330 (537 ) 7,793 10.0 Technology 10,541 (5,290 ) 5,251 5.0 Trademarks and trade names 2,690 (770 ) 1,920 10.0 Partner relationships 680 (680 ) — 3.0 Non-compete agreements 7,440 (784 ) 6,656 5.0 Domain names 301 (273 ) 28 5.0 Patents 285 (246 ) 39 5.0 Backlog 610 (352 ) 258 1.0 $ 33,947 $ (9,944 ) $ 24,003 6.4 December 31, 2018 Gross Carrying Accumulated Net Carrying Weighted Average Useful Life in Years Customer relationships $ 1,960 $ (728 ) $ 1,232 5.0 Database 3,620 (121 ) 3,499 10.0 Technology 4,811 (4,506 ) 305 8.0 Trademarks & trade names 1,300 (642 ) 658 9.0 Partner relationships 680 (680 ) — 3.0 Non-compete agreements 100 (44 ) 56 4.0 Domain names 273 (273 ) — 5.0 Patents 285 (233 ) 52 5.0 Backlog 140 (47 ) 93 1.0 $ 13,169 $ (7,274 ) $ 5,895 7.0 Amortization expense with respect to intangible assets for the three months ended June 30, 2019 and 2018 was $1.3 million and $0.3 million , respectively, and $2.7 million and $0.6 million for the six months ended June 30, 2019 and 2018 , respectively. Future amortization expense with respect to intangible assets as of June 30, 2019 is estimated as follows (in thousands): Years Ending December 31, 2019 $ 2,626 2020 4,642 2021 4,507 2022 4,445 2023 2,869 Thereafter 4,914 Total amortization expense $ 24,003 Our goodwill balance is solely attributable to acquisitions. There have been no impairment charges recorded against goodwill. Goodwill recorded during the six months ended June 30, 2019 related to the acquisition of Dynasty was allocated to our one operating segment. The change in the carrying amount of goodwill is as follows (in thousands): Goodwill at December 31, 2018 $ 15,548 Goodwill from acquisition of Dynasty 42,970 Goodwill at June 30, 2019 $ 58,518 |
Leases
Leases | 6 Months Ended |
Jun. 30, 2019 | |
Leases [Abstract] | |
Leases | Leases We have operating leases for our corporate offices and data centers. Our leases have remaining lease terms ranging from one to nine years, with various term extensions available. Our lease agreements do not contain any residual value guarantees or material restrictive covenants. We have lease agreements with lease and non-lease components, which we have elected to combine for all asset classes. Leases with an initial term of 12 months or less are not recorded on the balance sheet; we recognize lease expense for these leases on a straight-line basis over the lease term. The total lease cost associated with our operating leases for the three and six months ended June 30, 2019 was $1.2 million and $2.4 million , respectively. Lease-related assets and liabilities were as follows at June 30, 2019 (in thousands): Assets Operating lease right-of-use assets $ 15,440 Liabilities Other current liabilities $ 4,404 Operating lease liabilities 18,071 Total lease liabilities $ 22,475 Weighted-average remaining lease term (years) 6.5 Weighted-average discount rate 4.1 % Supplemental cash flow information related to leases was as follows for the six months ended June 30, 2019 (in thousands): Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ 2,233 Right-of-use assets obtained in exchange for lease obligations: Operating leases $ 423 Future minimum lease payments under non-cancellable leases as of June 30, 2019 were as follows (in thousands): Years ending December 31, 2019 $ 2,537 2020 5,340 2021 4,207 2022 2,717 2023 2,053 Thereafter 9,128 Total future minimum lease payments 25,982 Less: imputed interest (3,507 ) Total $ 22,475 A summary of our future minimum payments for obligations under non-cancellable operating leases as of December 31, 2018 was as follows (in thousands): Years Ending December 31, 2019 $ 4,211 2020 4,889 2021 4,038 2022 2,717 2023 2,053 Thereafter 9,128 Total lease commitments $ 27,036 At June 30, 2019 , we have additional leases that have not yet commenced with a total commitment of $2.2 million . These leases will commence in 2019 with lease terms of two to five years. On January 22, 2019, we signed a new sublease for approximately 10,500 square feet of office space located at 130 Castilian Drive, Santa Barbara, California. The sublease is for 32 months commencing on April 1, 2019 and ending on February 28, 2021. The total commitment under this sublease is $0.5 million . On January 28, 2019, we signed an amendment to our existing lease at 9201 Spectrum Center Boulevard in San Diego, California which increased the square footage leased by approximately 4,500 square feet. The total commitment under this lease extension is $0.2 million . All other terms and conditions from the original lease remain the same. On April 1, 2019, we signed a new lease with Rose Studios, LLC to lease approximately 5,000 square feet of office space located at 215-221 Rose Avenue, Venice, California. The lease is for a five -year term commencing August 1, 2019 and ending on July 31, 2024. The total commitment under this lease is $2.0 million . |
Long-Term Debt
Long-Term Debt | 6 Months Ended |
Jun. 30, 2019 | |
Debt Disclosure [Abstract] | |
Long-Term Debt | Long-Term Debt The following is a summary of our long-term debt at June 30, 2019 (in thousands): Principal amounts due under term loan $ 49,375 Less: Debt financing costs (188 ) Long-term debt, net of unamortized debt financing costs 49,187 Less: Current portion of long-term debt (1,208 ) Total long-term debt, net of current portion $ 47,979 Scheduled principal payments for the Term Loan at June 30, 2019 are as follows (in thousands): Years Ending December 31, 2019 $ 625 2020 1,250 2021 2,500 2022 2,500 2023 42,500 Total principal payments $ 49,375 Credit Agreement On December 24, 2018, we amended our credit agreement (Amendment Number Two to the Credit Agreement, or "Second Amendment") with Wells Fargo Bank, National Association ("Wells Fargo"), as administrative agent, and the lenders that are parties thereto (as amended, the "Credit Agreement"). Under the terms of the Second Amendment, the lenders made available to us a $50.0 million Term Loan and increased the existing revolving line of credit from $25.0 million to $50.0 million ("Revolving Facility"). The maturity date of the Term Loan and Revolving Facility is December 24, 2023. In addition, the Second Amendment permits us to make certain restricted junior payments, including without limitation stock repurchases and enter into acquisitions in which we are the purchaser ("Acquisitions"), with no dollar cap on such Acquisitions, so long as we maintain certain specified liquidity requirements and leverage ratios. The Second Amendment also modifies certain financial covenants by, among other things, requiring us to maintain (i) an EBITDA to interest expense ratio of not less than 3.0 to 1.0, and (ii) a funded indebtedness to EBITDA ratio of not more than 3.5 :1.0 (the "Required Leverage Ratio") (decreasing by 0.25 per year until the Required Leverage Ratio is 2.5 to 1.0); provided, however, that we are not required to maintain the foregoing ratios if our liquidity (sum of remaining borrowing capacity and available cash) has equaled or exceeded the greater of $20.0 million and 20% of the sum of the outstanding principal amount of the Term Loan and commitments under the Revolving Facility. If we enter into an Acquisition with a purchase price greater than or equal to $20.0 million , then the Required Leverage Ratio will be increased by 0.5 for the 12-month period immediately following the consummation of such Acquisition. The Credit Agreement contains customary affirmative, negative and financial covenants. The affirmative covenants require us to, among other things, disclose financial and other information to the lenders, maintain our business and properties, and maintain adequate insurance. The negative covenants restrict us from, among other things, incurring additional indebtedness, prepaying certain types of indebtedness, encumbering or disposing of our assets, making fundamental changes to our corporate structure, and making certain dividends and distributions. At June 30, 2019 , we were in compliance with the financial covenants under the Credit Agreement. Under the terms of the Second Amendment, borrowings under the Credit Agreement bear interest at a fluctuating rate per annum equal to, at our option, (i) the adjusted London Interbank Offered Rate ("LIBOR") or (ii) an alternate base rate, in each case plus the applicable interest rate margin. The interest rate will fluctuate between adjusted LIBOR plus 1.5% per annum and adjusted LIBOR plus 2.0% per annum (or between the alternate base rate plus 0.5% per annum and the alternate base rate plus 1.0% per annum), based upon our leverage ratio. The average interest rate during the six months ended June 30, 2019 was 4.2% . Fees payable on the unused portion of the Revolving Facility are 25 basis points per annum, unless the average usage of the Revolving Facility is equal to or less than $30.0 million for the applicable period, in which case the fees on the unused portion of the Revolving Facility are 0.375% per annum. At June 30, 2019 and December 31, 2018 , there was no outstanding balance under the Revolving Facility. Debt Financing Costs As a result of the Second Amendment, we incurred $0.4 million in financing fees that were capitalized and will be amortized over the remaining life of the related debt, $0.2 million of which was related to the Term Loan and $0.2 million of which was related to the Revolving Facility. The Second Amendment is accounted for as a debt modification, and as a result, the unamortized deferred debt financing costs related to the Revolving Facility prior to the Second Amendment were added to the $0.2 million of deferred debt financing costs related to the Second Amendment and are amortized over the remaining life of the Revolving Facility. Debt financing costs are deferred and amortized using the straight-line method, which approximates the effective interest method, for costs related to the Term Loan and the straight-line method for costs related to the Revolving Facility over the term of the debt arrangement; such amortization is included in interest expense in the Condensed Consolidated Statements of Operations. Amortization of deferred debt financing costs was $30,000 and $16,000 for the three months ended June 30, 2019 and 2018, respectively, and $54,000 and $32,000 for the six months ended June 30, 2019 and 2018 , respectively. At June 30, 2019 and December 31, 2018 , the remaining unamortized deferred debt financing costs were $0.5 million , of which $0.2 million was offset against debt. At June 30, 2019 and December 31, 2018 , $0.3 million of the remaining unamortized deferred debt financing costs were recorded in Prepaid expenses and other current assets and Other assets on the Condensed Consolidated Balance Sheets, as they pertained to the Revolving Facility. |
Commitment and Contingencies
Commitment and Contingencies | 6 Months Ended |
Jun. 30, 2019 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Legal Liability to Landlord Insurance We have a wholly owned subsidiary, Terra Mar Insurance Company, Inc., which was established to provide our customers with the option to purchase legal liability to landlord insurance. If our customers choose to use this insurance service, they are issued an insurance policy underwritten by our third-party service provider. The policy has a limit of $100,000 per incident for each insured residence. We have entered into a reinsurance agreement with our third-party service provider and, as a result, we assume a 100% quota share of the legal liability to landlord insurance provided to our customers through our third-party service provider. We accrue for reported claims, and include an estimate of losses incurred but not reported by our property manager customers, in cost of revenue because we bear the risk related to all such claims. Our liability for reported claims and incurred but not reported claims as of June 30, 2019 and December 31, 2018 was $1.1 million and $0.6 million , respectively, and is included in Other current liabilities on the Condensed Consolidated Balance Sheets. Included in Prepaid expenses and o ther current assets as of June 30, 2019 and December 31, 2018 , are $2.6 million and $1.8 million , respectively, of deposits held with a third party related to requirements to maintain collateral for this insurance service. Litigation In July 2019, we received a Request for Information ("RFI") from the Civil Rights Division (Housing and Civil Enforcement Section) of the U.S. Department of Justice ("DOJ") requesting certain information relating to our compliance with the Servicemembers Civil Relief Act in connection with our tenant screening Value+ service. We are fully cooperating with the DOJ, and do not presently have sufficient information to predict the outcome of, or any potential costs or penalties associated with, the DOJ investigation. In December 2018, we received a Civil Investigative Demand ("CID") from the Federal Trade Commission ("FTC") requesting certain information relating to our compliance with the Fair Credit Reporting Act ("FCRA") in connection with our tenant screening Value+ service. We continue to fully cooperate with the FTC, and do not presently have sufficient information to predict the outcome of, or any potential costs or penalties associated with, the FTC investigation. In September 2017, a putative federal class action styled Leo v. AppFolio, Inc. (Civ. No. 3:17-cv-05771; W.D. Wash.) was filed naming us as a defendant and alleging certain violations of the FCRA in connection with our tenant screening Value+ service (the "Leo Litigation"). The parties reached an agreement to settle the Leo Litigation on a class-wide basis in the fourth quarter of 2018. The court entered its final approval order in connection with the settlement on July 18, 2019, and the parties continue to work through the class settlement process. We have not admitted and do not intend to admit any liability whatsoever in connection with the claims and allegations in the Leo Litigation. In addition, from time to time, we are involved in various other legal proceedings arising from or related to claims incident to the ordinary course of our business activities, including without limitation actions involving intellectual property, employment and contractual matters. Although the results of such legal proceedings and claims cannot be predicted with certainty, we believe that we are not currently a party to any such legal proceeding(s) which, if determined adversely to us, would, individually or taken together, have a material adverse effect on our business, operating results, financial condition or cash flows. Indemnification In the ordinary course of business, we may provide indemnification of varying scope and terms to customers, vendors, investors, directors and officers with respect to certain matters, including, but not limited to, losses arising out of our breach of any applicable agreements, services to be provided by us, or intellectual property infringement claims made by third parties. These indemnification provisions may survive termination of the underlying agreement and the maximum potential amount of future payments we could be required to make under these indemnification provisions may not be subject to maximum loss clauses and is indeterminable. We have never paid a material claim, nor have any legal claims been brought against us in connection with these indemnification arrangements. As of June 30, 2019 and December 31, 2018 , we had not accrued a liability for these indemnification arrangements because we determined that the likelihood of incurring any payment obligation, in connection with these indemnification arrangements is not probable or reasonably possible and the amount or range of amounts of any such liability is not reasonably estimable. |
Share Repurchase Program
Share Repurchase Program | 6 Months Ended |
Jun. 30, 2019 | |
Equity [Abstract] | |
Share Repurchase Program | Share Repurchase Program On February 20, 2019, the Board of Directors authorized a $100.0 million Share Repurchase Program (the "Program") of our outstanding Class A Common Stock. Under the Program, share repurchases may be made from time to time as directed by a Committee consisting of three Directors, in open market purchases or privately negotiated transactions at a repurchase price that the members of the Committee unanimously believe is below intrinsic value conservatively determined. The Program does not obligate us to repurchase any specific dollar amount or number of shares, there is no expiration date to the Program, and it may be modified, suspended or terminated at any time and for any reason. We did no t repurchase any Class A Common Stock under the Program during the six months ended June 30, 2019 . |
Stock-Based Compensation
Stock-Based Compensation | 6 Months Ended |
Jun. 30, 2019 | |
Share-based Payment Arrangement [Abstract] | |
Stock-Based Compensation | Stock-Based Compensation Stock Options A summary of our stock option activity for the six months ended June 30, 2019 , is as follows (number of shares in thousands): Number of Shares Weighted Average Exercise Price per Share Weighted Average Remaining Contractual Life in Years Options outstanding at December 31, 2018 1,513 $ 11.31 6.4 Options granted — — Options exercised (37 ) 5.35 Options cancelled/forfeited (50 ) 13.44 Options outstanding at June 30, 2019 1,426 $ 11.39 6.1 Included in the options outstanding as of June 30, 2019 are 172,000 PSOs granted in 2017. Vesting of these PSOs is based on the achievement of pre-established performance targets for the year ending December 31, 2019 and continued employment throughout the performance period. Of these PSOs, 132,000 shares vest based on the achievement of a pre-established free cash flow performance target for the year ending December 31, 2019, assuming achievement of the performance metric at the maximum level, which is 150% of the performance target, resulting in a maximum payout of 100% of the initial target award. The remaining 40,000 PSOs have a pre-established adjusted gross margin target for the year ending December 31, 2019. PSOs tied to the gross margin performance target have two levels of vesting, with 50% vesting based on the achievement of 110% of the targeted amount and the remaining 50% vesting based on the achievement of 115% of the targeted amount. During the six months ended June 30, 2019 , 200,000 PSOs vested based on the achievement of 120% of the pre-established free cash flow performance target for the year ended December 31, 2018. We recognize expense for the PSOs based on the grant date fair value of the PSOs that we determine are probable of vesting. Adjustments to compensation expense are made each period based on changes in our estimate of the number of PSOs that are probable of vesting. Our stock-based compensation expense for stock options, including the PSOs, for the three months ended June 30, 2019 and 2018 , was $0.1 million and $0.3 million , respectively, and $0.3 million and $0.6 million for the six months ended June 30, 2019 and 2018 , respectively. The fair value of stock options is estimated on their date of grant using the Black-Scholes option-pricing model. No stock options were granted during the six months ended June 30, 2019 and 2018 . At June 30, 2019 , the total estimated remaining stock-based compensation expense for unvested stock options, including the PSOs, was $0.3 million , which is expected to be recognized over a weighted average period of 0.7 years . Restricted Stock Units A summary of activity in connection with our RSUs for the six months ended June 30, 2019 is as follows (number of shares in thousands): Number of Shares Weighted Average Grant Date Fair Value per Share Unvested at December 31, 2018 674 $ 32.61 Granted 131 75.24 Vested (162 ) 21.30 Forfeited (18 ) 38.26 Unvested at June 30, 2019 625 $ 44.27 During the six months ended June 30, 2019 , we granted a total of 131,000 RSUs and PSUs: 120,000 RSUs are subject to time-based vesting in equal annual installments over four years ; 5,000 PSUs vest based on the achievement of a pre-established consolidated net revenue growth target for the year ending December 31, 2021 and continued employment throughout the performance period; and 6,000 PSUs were granted and vested as a result of the achievement of a pre-established free cash flow performance target for the year ended December 31, 2018. The number of PSUs granted, as included in the above table, assumes achievement of the performance metric at 100% of the performance target. The actual number of shares to be issued at the end of the performance period will range from 0% to 100% of the initial target awards. Achievement of the performance target between 100% and 150% of the performance target will result in a performance based cash bonus payment between 100% and 165% of the initial target awards. During the six months ended June 30, 2019 , 29,000 of the PSUs vested and an additional 6,000 PSUs were granted and vested based on the achievement of 120% of the pre-established free cash flow performance target for the year ended December 31, 2018. Included in the unvested RSUs as of June 30, 2019 are 103,000 and 88,000 PSUs granted in 2018 and 2017, respectively. Of the PSUs granted in 2018, 54,000 vest based on the achievement of a pre-established consolidated net revenue growth target for the year ending December 31, 2020 and 49,000 vest based on the achievement of a pre-established consolidated net revenue growth target for the year ending December 31, 2021. Vesting of the PSUs granted in 2017 is based on the achievement of pre-established free cash flow performance targets for the year ending December 31, 2019, and continued employment throughout the performance period. The number of PSUs granted assumes achievement of the performance metric at 100% of the performance target. For the PSUs granted in 2018, the actual number of shares to be issued at the end of the performance period will range from 0% to 100% of the initial target awards. Achievement of the performance target between 100% and 150% of the performance target will result in a performance based cash bonus payment between 100% and 165% of the initial target awards. For the PSUs granted in 2017, the actual number of shares to be issued at the end of the performance period will range from 0% to 165% of the initial target award. We recognize expense for the PSUs based on the grant date fair value of the PSUs that we determine are probable of vesting. Adjustments to compensation expense are made each period based on changes in our estimate of the number of PSUs that are probable of vesting. Our stock-based compensation expense for the RSUs and PSUs for the three months ended June 30, 2019 and 2018 was $2.0 million and $1.2 million , respectively, and $3.6 million and $2.4 million for the six months ended June 30, 2019 and 2018 , respectively. As of June 30, 2019 , the total estimated remaining stock-based compensation expense for the RSUs and PSUs was $18.7 million , which is expected to be recognized over a weighted average period of 2.2 years . Restricted Stock Awards A summary of activity in connection with our restricted stock awards for the six months ended June 30, 2019 , is as follows (number of shares in thousands): Number of Weighted Average Unvested at December 31, 2018 6 $ 51.36 Granted 3 100.29 Vested (6 ) 51.36 Forfeited — — Unvested at June 30, 2019 3 $ 100.29 We have the right to repurchase any unvested restricted stock awards subject to certain conditions. Restricted stock awards vest over a four -year period for employees and a one -year period for non-employee directors. We recognized stock-based compensation expense for restricted stock awards of $0.1 million for each of the three months ended June 30, 2019 and 2018 , and $0.2 million for each of the six months ended June 30, 2019 and 2018 . As of June 30, 2019 , the total estimated remaining stock-based compensation expense for unvested restricted stock awards with a repurchasing right was $0.3 million which is expected to be recognized over a weighted average period of 1.0 years . |
Income Taxes
Income Taxes | 6 Months Ended |
Jun. 30, 2019 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes For the three and six months ended June 30, 2019 , we recorded an income tax benefit of $21.3 million and $25.6 million , respectively. During the second quarter of 2019, the Company evaluated all available positive and negative evidence, including the Company's sustained profitability in 2018 and 2019, the impact of recent acquisitions and future projections of profitability. As a result, the Company determined that all of its deferred tax assets were more likely than not to be realized and reversed the valuation allowance against those deferred tax assets accordingly. For the three and six months ended June 30, 2018 , we recorded income tax expense of $43,000 and $69,000 on pre-tax income of $7.5 million and $11.9 million , respectively, for an effective tax rate of 0.6% for both periods. The income tax expense was based on state minimum and franchise taxes, and the amortization of tax deductible goodwill that was not an available source of income to realize the deferred tax asset. |
Revenue and Other Information
Revenue and Other Information | 6 Months Ended |
Jun. 30, 2019 | |
Segment Reporting [Abstract] | |
Revenue and Other Information | Revenue and Other Information The following table presents our revenue categories for the three and six months ended June 30, 2019 and 2018 (in thousands): Three Months Ended Six Months Ended 2019 2018 2019 2018 Core solutions $ 21,609 $ 16,988 $ 42,431 $ 33,193 Value+ services 39,056 28,752 72,754 53,392 Other 2,959 1,500 5,530 2,995 Total revenue $ 63,624 $ 47,240 $ 120,715 $ 89,580 During the six months ended June 30, 2019 and 2018 , we recognized $2.5 million and $5.5 million of revenues, respectively, that were included in the deferred revenue balances at December 31, 2018 and 2017 , respectively. Our revenue is generated primarily from customers in the United States. All of our property and equipment is located in the United States. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 6 Months Ended |
Jun. 30, 2019 | |
Accounting Policies [Abstract] | |
Basis of Presentation and Significant Accounting Policies | Basis of Presentation and Significant Accounting Policies |
Leases | Leases We determine if an arrangement is a lease at inception. Operating leases are included in operating lease right-of-use (“ROU”) assets, other current liabilities, and operating lease liabilities on our Condensed Consolidated Balance Sheets. Operating lease ROU assets and operating lease liabilities are recognized based on the present value of the future minimum lease payments over the lease term at commencement date. As none of our leases provide an implicit rate, we use our incremental borrowing rate based on the information available at commencement date in determining the present value of future payments. The operating lease ROU assets also include any lease payments made and excludes lease incentives and initial direct costs incurred. Our lease terms may include options to extend or terminate the lease when it is reasonably certain that we will exercise that option. Lease expense for minimum lease payments is recognized on a straight-line basis over the lease term. We have lease arrangements with lease and non-lease components, which are generally accounted for as a single lease component. Leases with an initial term of 12 months or less are not recorded on the balance sheet; we recognize lease expense for these leases on a straight-line basis over the lease term. |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the dates of the financial statements, and the reported amounts of revenues and expenses during the reporting period. Actual results could differ materially from those estimates. On an ongoing basis, management evaluates its estimates based on historical data and experience, as well as various other factors that management believes to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying value of assets and liabilities that are not readily apparent from other sources. |
Net Income per Common Share | Net Income per Common Share |
Recent Accounting Pronouncements | Recently Adopted Accounting Pronouncements In February 2016, the FASB issued ASU No. 2016-02, which requires an entity to recognize ROU assets and lease liabilities on its balance sheet and disclose key information about leasing arrangements. ASU 2016-02 offers specific accounting guidance for a lessee, a lessor and sale and leaseback transactions. Lessees and lessors are required to disclose qualitative and quantitative information about leasing arrangements to enable a user of the financial statements to assess the amount, timing and uncertainty of cash flows arising from leases. In July 2018, the FASB issued ASU No. 2018-11, Leases (Topic 842): Targeted Improvements ("ASU 2018-11"). Among other things, ASU 2018-11 provides administrative relief by allowing entities to implement the lease standard on a modified retrospective basis (the "Optional Transition Method"). Effectively, the Optional Transition Method permits us to adopt the lease standard through a cumulative effect adjustment to our opening balance sheet as of January 1, 2019, and report under the new lease standard on a post-adoption basis. We adopted ASU 2016-02 effective January 1, 2019 using the Optional Transition Method. We elected the package of practical expedients permitted under the transition guidance, which allows us to carry forward our historical lease classification, our assessment of whether a contract is or contains a lease, and our initial direct costs for any leases that existed prior to adoption of the new lease standard. The comparative information has not been restated and continues to be reported under the accounting standards in effect for those periods. We updated our accounting policies, processes, internal controls and information systems that were required to meet the new lease standard's reporting and disclosure requirements. The adoption of ASU 2016-02 had a material impact on our Condensed Consolidated Balance Sheets, but did not have an impact on our Condensed Consolidated Statements of Operations or our Condensed Consolidated Statements of Cash Flows. The most significant impact was the recognition of ROU assets and lease liabilities for operating leases. We also reclassified prepaid and deferred rent to the ROU asset balance as of January 1, 2019. The cumulative effect of the changes made to our Condensed Consolidated Balance Sheet at January 1, 2019 for the adoption of the new lease standard was as follows (in thousands): Balance at Adjustments Balance at Assets Prepaid expenses and other current assets $ 11,775 $ (317 ) $ 11,458 Operating lease right-of-use assets — 16,945 16,945 Liabilities and Stockholders’ Equity Other current liabilities $ 1,447 $ 3,493 $ 4,940 Operating lease liabilities — 20,056 20,056 Other long-term liabilities 7,080 (6,921 ) 159 In March 2017, the FASB issued ASU No. 2017-08, Receivables-Nonrefundable Fees and Other Costs (Subtopic 310-20), Premium Amortization on Purchased Callable Debt Securities (“ASU 2017-08”). ASU 2017-08 shortens the amortization period for certain callable debt securities held at a premium. Specifically, ASU 2017-08 requires the premium to be amortized to the earliest call date. ASU 2017-08 does not require an accounting change for securities held at a discount; the discount continues to be amortized to maturity. The amendments should be applied on a modified retrospective basis, with a cumulative-effect adjustment made directly to retained earnings at the beginning of the period of adoption. The adoption of this guidance did not have a material impact on our financial condition, results of operations, cash flows or disclosures. In June 2018, the FASB issued ASU No. 2018-07, Compensation - Stock Compensation (Topic 718): Improvements to Nonemployee Share-Based Payment Accounting ("ASU 2018-07"). This amendment expands the scope of Topic 718, Compensation—Stock Compensation (which only included share-based payments to employees) to include share-based payments issued to nonemployees for goods or services. Consequently, the accounting for share-based payments to nonemployees and employees will be substantially aligned. The adoption of this guidance did not have a material impact on our financial condition, results of operations, cash flows or disclosures. Recent Accounting Pronouncements Not Yet Adopted In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments ("ASU 2016-13"), which amends the current accounting guidance and requires the measurement of all expected losses based on historical experience, current conditions and reasonable and supportable forecasts. This guidance amends the accounting for credit losses for available-for-sale investment securities and purchased financial assets with credit deterioration. ASU 2016-13 is effective for annual periods beginning after December 15, 2019, and interim periods within those annual periods. Early adoption is permitted for any interim or annual period after December 15, 2018. We are currently evaluating the effect of the adoption of ASU 2016-13 on our Consolidated Financial Statements. The effect will largely depend on the composition and credit quality of our investment portfolio and the economic conditions at the time of adoption. In August 2018, the FASB issued ASU No. 2018-15, Intangibles—Goodwill and Other—Internal-Use Software (Subtopic 350-40): Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Accounting Policies [Abstract] | |
Schedule of Weighted Average Number of Shares | The following table presents a reconciliation of our weighted average number of shares of our Class A and Class B common stock used to compute net income per common share (in thousands): Three Months Ended Six Months Ended 2019 2018 2019 2018 Weighted average common shares outstanding 34,015 34,186 33,967 34,136 Less: Weighted average unvested restricted shares subject to repurchase 5 13 5 14 Weighted average common shares outstanding; basic 34,010 34,173 33,962 34,122 Plus: Weighted average options, restricted stock units and restricted shares used to compute diluted net income per common share 1,402 1,235 1,423 1,239 Weighted average common shares outstanding; diluted 35,412 35,408 35,385 35,361 |
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share | The following table presents the number of anti-dilutive common shares excluded from the calculation of weighted average number of shares used to compute diluted net income per common share for the three and six months ended June 30, 2019 and 2018 (in thousands): Three Months Ended Six Months Ended 2019 2018 2019 2018 Unvested restricted stock units 5 1 5 — Contingent restricted stock units (1) — 4 — 4 Total shares excluded from diluted net income per common share 5 5 5 4 (1) The reported shares are based on fixed price restricted stock unit (“RSU”) commitments for which the number of shares was not determined at the grant date. For the purposes of this table, the number of shares has been determined by dividing the fixed price commitment to issue shares in the future by the closing price of our common stock as of the applicable reporting period date. |
Schedule of Impact of Adoption of New Revenue Standard Impact on Financial Statements | The cumulative effect of the changes made to our Condensed Consolidated Balance Sheet at January 1, 2019 for the adoption of the new lease standard was as follows (in thousands): Balance at Adjustments Balance at Assets Prepaid expenses and other current assets $ 11,775 $ (317 ) $ 11,458 Operating lease right-of-use assets — 16,945 16,945 Liabilities and Stockholders’ Equity Other current liabilities $ 1,447 $ 3,493 $ 4,940 Operating lease liabilities — 20,056 20,056 Other long-term liabilities 7,080 (6,921 ) 159 |
Business Combinations (Tables)
Business Combinations (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Business Combinations [Abstract] | |
Schedule of Purchase Price Allocation | The following table summarizes the final purchase price allocation (in thousands) as well as the estimated useful lives of the acquired intangible assets over which they are amortized on a straight-line basis, as this approximates the pattern in which economic benefits are consumed: Amount Estimated Useful Life (in years) Net tangible assets $ 270 Identified intangible assets: Customer relationships 1,170 5.0 Database 3,620 10.0 Trademark and trade name 370 10.0 Non-compete agreement 60 5.0 Backlog 140 1.0 Total intangible assets subject to amortization 5,360 8.6 Goodwill 8,811 Indefinite Purchase consideration, paid in cash $ 14,441 Amount Estimated Useful Life (in years) Total current assets $ 305 Identified intangible assets: Technology 5,730 4.0 Database 4,710 10.0 Customer relationships 1,110 5.0 Backlog 470 1.0 Trademark & trade name 1,390 10.0 Non-compete agreement 7,340 5.0 Total intangible assets subject to amortization 20,750 6.0 Goodwill 42,970 Indefinite Other noncurrent assets 35 Total assets acquired 64,060 Accrued and other liabilities 48 Deferred tax liability, net 3,781 Total liabilities assumed 3,829 Purchase consideration $ 60,231 |
Schedule of Pro Forma Information | The unaudited pro forma results are as follows (in thousands): Three Months Ended Six Months Ended 2019 2018 2019 2018 Revenue $ 63,624 $ 48,550 $ 120,750 $ 91,608 Net income $ 23,479 $ 3,971 $ 22,933 $ 8,769 Net income per common share: Basic $ 0.69 $ 0.12 $ 0.68 $ 0.26 Diluted $ 0.66 $ 0.11 $ 0.65 $ 0.25 |
Investment Securities and Fai_2
Investment Securities and Fair Value Measurements (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Fair Value Disclosures [Abstract] | |
Schedule of Available-for-sale Securities | Investment securities classified as available-for-sale consisted of the following at June 30, 2019 and December 31, 2018 (in thousands): June 30, 2019 Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Estimated Fair Value Corporate bonds $ 18,609 $ 36 $ (30 ) $ 18,615 Agency securities 3,705 15 (3 ) 3,717 Treasury securities 679 — — 679 Total available-for-sale investment securities $ 22,993 $ 51 $ (33 ) $ 23,011 December 31, 2018 Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Estimated Fair Value Corporate bonds $ 23,720 $ — $ (163 ) $ 23,557 Agency securities 4,345 4 (19 ) 4,330 Total available-for-sale investment securities $ 28,065 $ 4 $ (182 ) $ 27,887 |
Available-for-sale Investments, by Remaining Contract Maturity | The fair values of available-for-sale investment securities, by remaining contractual maturity, are as follows (in thousands): June 30, 2019 December 31, 2018 Amortized Cost Estimated Fair Value Amortized Cost Estimated Fair Value Due in one year or less $ 19,435 $ 19,425 $ 16,738 $ 16,631 Due after one year through three years 3,558 3,586 11,327 11,256 Total available-for-sale investment securities $ 22,993 $ 23,011 $ 28,065 $ 27,887 |
Schedule of Sales, Calls, and Maturities | During the six months ended June 30, 2019 and 2018 , we had sales and maturities (which include calls) of investment securities, as follows (in thousands): Six Months Ended June 30, 2019 Gross Realized Gains Gross Realized Losses Gross Proceeds from Sales Gross Proceeds from Maturities Corporate bonds $ — $ (1 ) $ 1,750 $ 3,350 Agency securities — — — 650 Total sales and maturities (including calls) of investment securities $ — $ (1 ) $ 1,750 $ 4,000 Six Months Ended June 30, 2018 Gross Realized Gains Gross Realized Losses Gross Proceeds from Sales Gross Proceeds from Maturities Corporate bonds $ — $ — $ — $ 10,350 Agency securities — — — 4,000 Certificates of deposit — — — 1,245 Treasury securities — — 5 — $ — $ — $ 5 $ 15,595 |
Fair Value, Assets Measured on Recurring Basis | The following tables summarize our financial assets measured at fair value on a recurring basis as of June 30, 2019 and December 31, 2018 by level within the fair value hierarchy (in thousands): June 30, 2019 Level 1 Level 2 Level 3 Total Fair Cash equivalents: Money market funds $ 3,165 $ — $ — $ 3,165 Treasury securities 639 — — 639 Available-for-sale investment securities: Corporate bonds — 18,615 — 18,615 Agency securities — 3,717 — 3,717 Treasury securities 679 — — 679 Total $ 4,483 $ 22,332 $ — $ 26,815 December 31, 2018 Level 1 Level 2 Level 3 Total Fair Cash equivalents: Money market funds $ 10,694 $ — $ — $ 10,694 Available-for-sale investment securities: Corporate bonds — 23,557 — 23,557 Agency securities — 4,330 — 4,330 Total $ 10,694 $ 27,887 $ — $ 38,581 |
Internal-Use Software Develop_2
Internal-Use Software Development Costs (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Research and Development [Abstract] | |
Schedule of Capitalized Computer Software | Internal-use software development costs as of June 30, 2019 and December 31, 2018 were as follows (in thousands): June 30, December 31, Internal use software development costs, gross $ 68,789 $ 58,237 Less: Accumulated amortization (44,131 ) (37,752 ) Internal use software development costs, net $ 24,658 $ 20,485 |
Schedule of Capitalized Computer Software Future Amortization Expense | Future amortization expense with respect to capitalized software development costs as of June 30, 2019 is estimated as follows (in thousands): Years Ending December 31, 2019 $ 6,556 2020 10,366 2021 6,480 2022 1,256 Total amortization expense $ 24,658 |
Intangible Assets and Goodwill
Intangible Assets and Goodwill (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Finite-Lived Intangible Assets | Intangible assets consisted of the following as of June 30, 2019 and December 31, 2018 (in thousands): June 30, 2019 Gross Carrying Accumulated Net Carrying Weighted Customer relationships $ 3,070 $ (1,012 ) $ 2,058 5.0 Database 8,330 (537 ) 7,793 10.0 Technology 10,541 (5,290 ) 5,251 5.0 Trademarks and trade names 2,690 (770 ) 1,920 10.0 Partner relationships 680 (680 ) — 3.0 Non-compete agreements 7,440 (784 ) 6,656 5.0 Domain names 301 (273 ) 28 5.0 Patents 285 (246 ) 39 5.0 Backlog 610 (352 ) 258 1.0 $ 33,947 $ (9,944 ) $ 24,003 6.4 December 31, 2018 Gross Carrying Accumulated Net Carrying Weighted Average Useful Life in Years Customer relationships $ 1,960 $ (728 ) $ 1,232 5.0 Database 3,620 (121 ) 3,499 10.0 Technology 4,811 (4,506 ) 305 8.0 Trademarks & trade names 1,300 (642 ) 658 9.0 Partner relationships 680 (680 ) — 3.0 Non-compete agreements 100 (44 ) 56 4.0 Domain names 273 (273 ) — 5.0 Patents 285 (233 ) 52 5.0 Backlog 140 (47 ) 93 1.0 $ 13,169 $ (7,274 ) $ 5,895 7.0 |
Schedule of Finite-Lived Intangible Assets, Future Amortization Expense | Future amortization expense with respect to intangible assets as of June 30, 2019 is estimated as follows (in thousands): Years Ending December 31, 2019 $ 2,626 2020 4,642 2021 4,507 2022 4,445 2023 2,869 Thereafter 4,914 Total amortization expense $ 24,003 |
Schedule of Goodwill | The change in the carrying amount of goodwill is as follows (in thousands): Goodwill at December 31, 2018 $ 15,548 Goodwill from acquisition of Dynasty 42,970 Goodwill at June 30, 2019 $ 58,518 |
Leases (Tables)
Leases (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Leases [Abstract] | |
Schedule of Components of Lease Expense | Lease-related assets and liabilities were as follows at June 30, 2019 (in thousands): Assets Operating lease right-of-use assets $ 15,440 Liabilities Other current liabilities $ 4,404 Operating lease liabilities 18,071 Total lease liabilities $ 22,475 Weighted-average remaining lease term (years) 6.5 Weighted-average discount rate 4.1 % Supplemental cash flow information related to leases was as follows for the six months ended June 30, 2019 (in thousands): Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ 2,233 Right-of-use assets obtained in exchange for lease obligations: Operating leases $ 423 |
Schedule of Minimum Lease Payments Under Leases | Future minimum lease payments under non-cancellable leases as of June 30, 2019 were as follows (in thousands): Years ending December 31, 2019 $ 2,537 2020 5,340 2021 4,207 2022 2,717 2023 2,053 Thereafter 9,128 Total future minimum lease payments 25,982 Less: imputed interest (3,507 ) Total $ 22,475 |
Summary of Future Minimum Payments for Obligations | A summary of our future minimum payments for obligations under non-cancellable operating leases as of December 31, 2018 was as follows (in thousands): Years Ending December 31, 2019 $ 4,211 2020 4,889 2021 4,038 2022 2,717 2023 2,053 Thereafter 9,128 Total lease commitments $ 27,036 |
Long-Term Debt (Tables)
Long-Term Debt (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Debt Disclosure [Abstract] | |
Summary of Long-term Debt | The following is a summary of our long-term debt at June 30, 2019 (in thousands): Principal amounts due under term loan $ 49,375 Less: Debt financing costs (188 ) Long-term debt, net of unamortized debt financing costs 49,187 Less: Current portion of long-term debt (1,208 ) Total long-term debt, net of current portion $ 47,979 |
Schedule of Principal payments for Term Loan | Scheduled principal payments for the Term Loan at June 30, 2019 are as follows (in thousands): Years Ending December 31, 2019 $ 625 2020 1,250 2021 2,500 2022 2,500 2023 42,500 Total principal payments $ 49,375 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Share-based Payment Arrangement [Abstract] | |
Summary of Stock Option Activity | A summary of our stock option activity for the six months ended June 30, 2019 , is as follows (number of shares in thousands): Number of Shares Weighted Average Exercise Price per Share Weighted Average Remaining Contractual Life in Years Options outstanding at December 31, 2018 1,513 $ 11.31 6.4 Options granted — — Options exercised (37 ) 5.35 Options cancelled/forfeited (50 ) 13.44 Options outstanding at June 30, 2019 1,426 $ 11.39 6.1 |
Schedule of Restricted Stock Units Activity | A summary of activity in connection with our RSUs for the six months ended June 30, 2019 is as follows (number of shares in thousands): Number of Shares Weighted Average Grant Date Fair Value per Share Unvested at December 31, 2018 674 $ 32.61 Granted 131 75.24 Vested (162 ) 21.30 Forfeited (18 ) 38.26 Unvested at June 30, 2019 625 $ 44.27 |
Schedule of Restricted Stock Awards Activity | A summary of activity in connection with our restricted stock awards for the six months ended June 30, 2019 , is as follows (number of shares in thousands): Number of Weighted Average Unvested at December 31, 2018 6 $ 51.36 Granted 3 100.29 Vested (6 ) 51.36 Forfeited — — Unvested at June 30, 2019 3 $ 100.29 |
Revenue and Other Information (
Revenue and Other Information (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Segment Reporting [Abstract] | |
Schedule of Product Information by Revenue Categories | The following table presents our revenue categories for the three and six months ended June 30, 2019 and 2018 (in thousands): Three Months Ended Six Months Ended 2019 2018 2019 2018 Core solutions $ 21,609 $ 16,988 $ 42,431 $ 33,193 Value+ services 39,056 28,752 72,754 53,392 Other 2,959 1,500 5,530 2,995 Total revenue $ 63,624 $ 47,240 $ 120,715 $ 89,580 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies - Net Income per Share Schedule of Weighted Average Number of Shares (Details) - shares shares in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Weighted average common shares outstanding (in shares) | 34,015 | 34,186 | 33,967 | 34,136 |
Less: Weighted average unvested restricted shares subject to repurchase (in shares) | 5 | 13 | 5 | 14 |
Weighted average common shares outstanding; basic (in shares) | 34,010 | 34,173 | 33,962 | 34,122 |
Plus: Weighted average options, restricted stock units and restricted shares used to compute diluted net income per common share (in shares) | 1,402 | 1,235 | 1,423 | 1,239 |
Weighted average common shares outstanding; diluted (in shares) | 35,412 | 35,408 | 35,385 | 35,361 |
Shares excluded from net loss per share computation (in shares) | 5 | 5 | 5 | 4 |
PSUs and PSOs | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Shares excluded from net loss per share computation (in shares) | 363 | 601 |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies - Net (Income) Loss Schedule of Antidilutive Securities (Details) - shares shares in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Total shares excluded from diluted net income per common share (in shares) | 5 | 5 | 5 | 4 |
Unvested restricted stock units | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Total shares excluded from diluted net income per common share (in shares) | 5 | 1 | 5 | 0 |
Contingent restricted stock units | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Total shares excluded from diluted net income per common share (in shares) | 0 | 4 | 0 | 4 |
Summary of Significant Accoun_6
Summary of Significant Accounting Policies - Impact of Adoption of New Revenue Standard on the Condensed Consolidated Balance Sheet and Statement of Operations (Details) - USD ($) $ in Thousands | Jun. 30, 2019 | Jan. 01, 2019 | Dec. 31, 2018 |
Assets | |||
Prepaid expenses and other current assets | $ 16,945 | $ 11,458 | $ 11,775 |
Operating lease right-of-use assets | 15,440 | 16,945 | 0 |
Liabilities and Stockholders’ Equity | |||
Other current liabilities | 12,067 | 4,940 | 1,447 |
Operating lease liabilities | 22,475 | 20,056 | 0 |
Other long-term liabilities | $ 13 | 159 | $ 7,080 |
ASU 2016-02 | |||
Assets | |||
Prepaid expenses and other current assets | (317) | ||
Operating lease right-of-use assets | 16,945 | ||
Liabilities and Stockholders’ Equity | |||
Other current liabilities | 3,493 | ||
Operating lease liabilities | 20,056 | ||
Other long-term liabilities | $ (6,921) |
Business Combinations - Narrati
Business Combinations - Narrative (Details) - USD ($) $ in Thousands | Jan. 07, 2019 | Aug. 31, 2018 | Jun. 30, 2019 | Jun. 30, 2019 |
Dynasty | ||||
Business Acquisition [Line Items] | ||||
Percentage of voting equity interest | 100.00% | |||
Total purchase consideration | $ 60,200 | |||
Amount retained to satisfy adjustments | 6,000 | |||
Transaction costs | $ 291 | |||
Revenue | $ 700 | $ 1,200 | ||
Net loss | 2,200 | 4,100 | ||
Dynasty | Backlog | ||||
Business Acquisition [Line Items] | ||||
Acquired intangible assets, increase (decrease) | 400 | |||
Dynasty | Technology | ||||
Business Acquisition [Line Items] | ||||
Acquired intangible assets, increase (decrease) | (1,700) | |||
WegoWise | ||||
Business Acquisition [Line Items] | ||||
Total purchase consideration | $ 14,400 | |||
Amount retained to satisfy adjustments | $ 2,000 | |||
Transaction costs | $ 240 | $ 240 |
Business Combinations - Purchas
Business Combinations - Purchase Price Allocation (Details) - USD ($) $ in Thousands | Jan. 07, 2019 | Aug. 31, 2018 | Jun. 30, 2019 | Dec. 31, 2018 |
Business Acquisition [Line Items] | ||||
Goodwill | $ 58,518 | $ 15,548 | ||
Dynasty | ||||
Business Acquisition [Line Items] | ||||
Net tangible assets | $ 305 | |||
Identified intangible assets | 20,750 | |||
Goodwill | 42,970 | |||
Other noncurrent assets | 35 | |||
Total assets acquired | $ 64,060 | |||
Estimated Useful Life (in years) | 6 years | |||
Accrued and other liabilities | $ 48 | |||
Deferred tax liability, net | 3,781 | |||
Total liabilities assumed | 3,829 | |||
Purchase consideration | 60,231 | |||
Dynasty | Technology | ||||
Business Acquisition [Line Items] | ||||
Identified intangible assets | $ 5,730 | |||
Estimated Useful Life (in years) | 4 years | |||
Dynasty | Database | ||||
Business Acquisition [Line Items] | ||||
Identified intangible assets | $ 4,710 | |||
Estimated Useful Life (in years) | 10 years | |||
Dynasty | Customer relationships | ||||
Business Acquisition [Line Items] | ||||
Identified intangible assets | $ 1,110 | |||
Estimated Useful Life (in years) | 5 years | |||
Dynasty | Backlog | ||||
Business Acquisition [Line Items] | ||||
Identified intangible assets | $ 470 | |||
Estimated Useful Life (in years) | 1 year | |||
Dynasty | Trademark and trade name | ||||
Business Acquisition [Line Items] | ||||
Identified intangible assets | $ 1,390 | |||
Estimated Useful Life (in years) | 10 years | |||
Dynasty | Non-compete agreement | ||||
Business Acquisition [Line Items] | ||||
Identified intangible assets | $ 7,340 | |||
Estimated Useful Life (in years) | 5 years | |||
WegoWise | ||||
Business Acquisition [Line Items] | ||||
Net tangible assets | $ 270 | |||
Identified intangible assets | 5,360 | |||
Goodwill | $ 8,811 | |||
Estimated Useful Life (in years) | 8 years 7 months 6 days | |||
Purchase consideration | $ 14,441 | |||
WegoWise | Database | ||||
Business Acquisition [Line Items] | ||||
Identified intangible assets | $ 3,620 | |||
Estimated Useful Life (in years) | 10 years | |||
WegoWise | Customer relationships | ||||
Business Acquisition [Line Items] | ||||
Identified intangible assets | $ 1,170 | |||
Estimated Useful Life (in years) | 5 years | |||
WegoWise | Backlog | ||||
Business Acquisition [Line Items] | ||||
Identified intangible assets | $ 140 | |||
Estimated Useful Life (in years) | 1 year | |||
WegoWise | Trademark and trade name | ||||
Business Acquisition [Line Items] | ||||
Identified intangible assets | $ 370 | |||
Estimated Useful Life (in years) | 10 years | |||
WegoWise | Non-compete agreement | ||||
Business Acquisition [Line Items] | ||||
Identified intangible assets | $ 60 | |||
Estimated Useful Life (in years) | 5 years |
Business Combinations - Pro For
Business Combinations - Pro Forma Information (Details) - WegoWise - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Business Acquisition [Line Items] | ||||
Revenue | $ 63,624 | $ 48,550 | $ 120,750 | $ 91,608 |
Net income | $ 23,479 | $ 3,971 | $ 22,933 | $ 8,769 |
Net income per common share: | ||||
Basic (in dollars per share) | $ 0.69 | $ 0.12 | $ 0.68 | $ 0.26 |
Diluted (in dollars per share) | $ 0.66 | $ 0.11 | $ 0.65 | $ 0.25 |
Investment Securities and Fai_3
Investment Securities and Fair Value Measurements - Schedule of Available-for-sale Securities (Details) - USD ($) $ in Thousands | 6 Months Ended | 12 Months Ended |
Jun. 30, 2019 | Dec. 31, 2018 | |
Debt Securities, Available-for-sale [Line Items] | ||
Total available-for-sale investment securities | $ 22,993 | $ 28,065 |
Gross Unrealized Gains | 51 | 4 |
Gross Unrealized Losses | (33) | (182) |
Estimated Fair Value | $ 23,011 | $ 27,887 |
Maximum contractual maturity period | 36 months | 36 months |
Corporate bonds | ||
Debt Securities, Available-for-sale [Line Items] | ||
Total available-for-sale investment securities | $ 18,609 | $ 23,720 |
Gross Unrealized Gains | 36 | 0 |
Gross Unrealized Losses | (30) | (163) |
Estimated Fair Value | 18,615 | 23,557 |
Agency securities | ||
Debt Securities, Available-for-sale [Line Items] | ||
Total available-for-sale investment securities | 3,705 | 4,345 |
Gross Unrealized Gains | 15 | 4 |
Gross Unrealized Losses | (3) | (19) |
Estimated Fair Value | 3,717 | $ 4,330 |
Treasury securities | ||
Debt Securities, Available-for-sale [Line Items] | ||
Total available-for-sale investment securities | 679 | |
Gross Unrealized Gains | 0 | |
Gross Unrealized Losses | 0 | |
Estimated Fair Value | $ 679 |
Investment Securities and Fai_4
Investment Securities and Fair Value Measurements - Available-for-sale Investments, by Remaining Contract Maturity (Details) - USD ($) $ in Thousands | Jun. 30, 2019 | Dec. 31, 2018 |
Amortized Cost | ||
Due in 1 year or less | $ 19,435 | $ 16,738 |
Due after 1 year through 3 years | 3,558 | 11,327 |
Total available-for-sale investment securities | 22,993 | 28,065 |
Estimated Fair Value | ||
Due in one year or less | 19,425 | 16,631 |
Due after one year through three years | 3,586 | 11,256 |
Total available-for-sale investment securities | $ 23,011 | $ 27,887 |
Investment Securities and Fai_5
Investment Securities and Fair Value Measurements - Schedule of Sales, Calls and Maturities (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Debt Securities, Available-for-sale [Line Items] | ||||
Gross Realized Gains | $ 0 | $ 0 | ||
Gross Realized Losses | (1) | 0 | ||
Gross Proceeds from Sales | 1,750 | 5 | ||
Gross Proceeds from Maturities | 4,000 | 15,595 | ||
Interest income, net of amortization and accretion of premium and discount | $ 200 | $ 300 | 300 | 500 |
Corporate bonds | ||||
Debt Securities, Available-for-sale [Line Items] | ||||
Gross Realized Gains | 0 | 0 | ||
Gross Realized Losses | (1) | 0 | ||
Gross Proceeds from Sales | 1,750 | 0 | ||
Gross Proceeds from Maturities | 3,350 | 10,350 | ||
Agency securities | ||||
Debt Securities, Available-for-sale [Line Items] | ||||
Gross Realized Gains | 0 | 0 | ||
Gross Realized Losses | 0 | 0 | ||
Gross Proceeds from Sales | 0 | 0 | ||
Gross Proceeds from Maturities | $ 650 | 4,000 | ||
Certificates of deposit | ||||
Debt Securities, Available-for-sale [Line Items] | ||||
Gross Realized Gains | 0 | |||
Gross Realized Losses | 0 | |||
Gross Proceeds from Sales | 0 | |||
Gross Proceeds from Maturities | 1,245 | |||
Treasury securities | ||||
Debt Securities, Available-for-sale [Line Items] | ||||
Gross Realized Gains | 0 | |||
Gross Realized Losses | 0 | |||
Gross Proceeds from Sales | 5 | |||
Gross Proceeds from Maturities | $ 0 |
Investment Securities and Fai_6
Investment Securities and Fair Value Measurements - Fair Value, Assets Measured on Recurring Basis (Details) - USD ($) $ in Thousands | Jun. 30, 2019 | Dec. 31, 2018 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Available-for-sale investment securities | $ 23,011 | $ 27,887 |
Corporate bonds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Available-for-sale investment securities | 18,615 | 23,557 |
Agency securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Available-for-sale investment securities | 3,717 | 4,330 |
Treasury securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Available-for-sale investment securities | 679 | |
Level 2 | Credit Facility | Term Loan | Fair Value Measurement | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Line of credit, amount outstanding | 50,000 | |
Fair value, recurring measurements | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total | 26,815 | 38,581 |
Fair value, recurring measurements | Corporate bonds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Available-for-sale investment securities | 18,615 | 23,557 |
Fair value, recurring measurements | Agency securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Available-for-sale investment securities | 3,717 | 4,330 |
Fair value, recurring measurements | Treasury securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Available-for-sale investment securities | 679 | |
Fair value, recurring measurements | Money market funds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash equivalents | 3,165 | 10,694 |
Fair value, recurring measurements | Treasury securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash equivalents | 639 | |
Fair value, recurring measurements | Level 1 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total | 4,483 | 10,694 |
Fair value, recurring measurements | Level 1 | Corporate bonds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Available-for-sale investment securities | 0 | 0 |
Fair value, recurring measurements | Level 1 | Agency securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Available-for-sale investment securities | 0 | 0 |
Fair value, recurring measurements | Level 1 | Treasury securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Available-for-sale investment securities | 679 | |
Fair value, recurring measurements | Level 1 | Money market funds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash equivalents | 3,165 | 10,694 |
Fair value, recurring measurements | Level 1 | Treasury securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash equivalents | 639 | |
Fair value, recurring measurements | Level 2 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total | 22,332 | 27,887 |
Fair value, recurring measurements | Level 2 | Corporate bonds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Available-for-sale investment securities | 18,615 | 23,557 |
Fair value, recurring measurements | Level 2 | Agency securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Available-for-sale investment securities | 3,717 | 4,330 |
Fair value, recurring measurements | Level 2 | Treasury securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Available-for-sale investment securities | 0 | |
Fair value, recurring measurements | Level 2 | Money market funds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash equivalents | 0 | 0 |
Fair value, recurring measurements | Level 2 | Treasury securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash equivalents | 0 | |
Fair value, recurring measurements | Level 3 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total | 0 | 0 |
Fair value, recurring measurements | Level 3 | Corporate bonds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Available-for-sale investment securities | 0 | 0 |
Fair value, recurring measurements | Level 3 | Agency securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Available-for-sale investment securities | 0 | 0 |
Fair value, recurring measurements | Level 3 | Treasury securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Available-for-sale investment securities | 0 | |
Fair value, recurring measurements | Level 3 | Money market funds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash equivalents | 0 | $ 0 |
Fair value, recurring measurements | Level 3 | Treasury securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash equivalents | $ 0 |
Internal-Use Software Develop_3
Internal-Use Software Development Costs - Capitalized Computer Software (Details) - USD ($) $ in Thousands | Jun. 30, 2019 | Dec. 31, 2018 |
Research and Development [Abstract] | ||
Internal use software development costs, gross | $ 68,789 | $ 58,237 |
Less: Accumulated amortization | (44,131) | (37,752) |
Internal use software development costs, net | $ 24,658 | $ 20,485 |
Internal-Use Software Develop_4
Internal-Use Software Development Costs - Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Research and Development [Abstract] | ||||
Capitalized software development costs | $ 5.7 | $ 3.1 | $ 10.6 | $ 6.1 |
Amortization expense | $ 3.4 | $ 2.7 | $ 6.4 | $ 5.3 |
Internal-Use Software Develop_5
Internal-Use Software Development Costs - Capitalized Computer Software Future Amortization Expense (Details) - USD ($) $ in Thousands | Jun. 30, 2019 | Dec. 31, 2018 |
Years Ending December 31, | ||
2019 | $ 6,556 | |
2020 | 10,366 | |
2021 | 6,480 | |
2022 | 1,256 | |
Internal use software development costs, net | $ 24,658 | $ 20,485 |
Intangible Assets and Goodwil_2
Intangible Assets and Goodwill - Schedule of Finite-Lived Intangible Assets (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | Dec. 31, 2018 | |
Finite-Lived Intangible Assets [Line Items] | |||||
Gross Carrying Value | $ 33,947 | $ 33,947 | $ 13,169 | ||
Accumulated Amortization | (9,944) | (9,944) | (7,274) | ||
Net Carrying Value | 24,003 | 24,003 | $ 5,895 | ||
Amortization expense | 1,300 | $ 300 | $ 2,700 | $ 600 | |
Weighted Average Useful Life in Years | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Weighted Average Useful Life | 6 years 4 months 24 days | 7 years | |||
Customer relationships | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Gross Carrying Value | 3,070 | $ 3,070 | $ 1,960 | ||
Accumulated Amortization | (1,012) | (1,012) | (728) | ||
Net Carrying Value | 2,058 | $ 2,058 | $ 1,232 | ||
Customer relationships | Weighted Average Useful Life in Years | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Weighted Average Useful Life | 5 years | 5 years | |||
Database | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Gross Carrying Value | 8,330 | $ 8,330 | $ 3,620 | ||
Accumulated Amortization | (537) | (537) | (121) | ||
Net Carrying Value | 7,793 | $ 7,793 | $ 3,499 | ||
Database | Weighted Average Useful Life in Years | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Weighted Average Useful Life | 10 years | 10 years | |||
Technology | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Gross Carrying Value | 10,541 | $ 10,541 | $ 4,811 | ||
Accumulated Amortization | (5,290) | (5,290) | (4,506) | ||
Net Carrying Value | 5,251 | $ 5,251 | $ 305 | ||
Technology | Weighted Average Useful Life in Years | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Weighted Average Useful Life | 5 years | 8 years | |||
Trademarks and trade names | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Gross Carrying Value | 2,690 | $ 2,690 | $ 1,300 | ||
Accumulated Amortization | (770) | (770) | (642) | ||
Net Carrying Value | 1,920 | $ 1,920 | $ 658 | ||
Trademarks and trade names | Weighted Average Useful Life in Years | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Weighted Average Useful Life | 10 years | 9 years | |||
Partner relationships | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Gross Carrying Value | 680 | $ 680 | $ 680 | ||
Accumulated Amortization | (680) | (680) | (680) | ||
Net Carrying Value | 0 | $ 0 | $ 0 | ||
Partner relationships | Weighted Average Useful Life in Years | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Weighted Average Useful Life | 3 years | 3 years | |||
Non-compete agreements | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Gross Carrying Value | 7,440 | $ 7,440 | $ 100 | ||
Accumulated Amortization | (784) | (784) | (44) | ||
Net Carrying Value | 6,656 | $ 6,656 | $ 56 | ||
Non-compete agreements | Weighted Average Useful Life in Years | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Weighted Average Useful Life | 5 years | 4 years | |||
Domain names | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Gross Carrying Value | 301 | $ 301 | $ 273 | ||
Accumulated Amortization | (273) | (273) | (273) | ||
Net Carrying Value | 28 | $ 28 | $ 0 | ||
Domain names | Weighted Average Useful Life in Years | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Weighted Average Useful Life | 5 years | 5 years | |||
Patents | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Gross Carrying Value | 285 | $ 285 | $ 285 | ||
Accumulated Amortization | (246) | (246) | (233) | ||
Net Carrying Value | 39 | $ 39 | $ 52 | ||
Patents | Weighted Average Useful Life in Years | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Weighted Average Useful Life | 5 years | 5 years | |||
Backlog | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Gross Carrying Value | 610 | $ 610 | $ 140 | ||
Accumulated Amortization | (352) | (352) | (47) | ||
Net Carrying Value | $ 258 | $ 258 | $ 93 | ||
Backlog | Weighted Average Useful Life in Years | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Weighted Average Useful Life | 1 year | 1 year |
Intangible Assets and Goodwil_3
Intangible Assets and Goodwill - Schedule of Finite-Lived Intangible Assets, Future Amortization Expense (Details) - USD ($) $ in Thousands | Jun. 30, 2019 | Dec. 31, 2018 |
Finite-Lived Intangible Assets, Net, Amortization Expense, Fiscal Year Maturity [Abstract] | ||
2019 | $ 2,626 | |
2020 | 4,642 | |
2021 | 4,507 | |
2022 | 4,445 | |
2023 | 2,869 | |
Thereafter | 4,914 | |
Net Carrying Value | $ 24,003 | $ 5,895 |
Intangible Assets and Goodwil_4
Intangible Assets and Goodwill - Schedule of Goodwill (Details) $ in Thousands | 6 Months Ended |
Jun. 30, 2019USD ($)operating_segment | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Number of operating segments | operating_segment | 1 |
Goodwill [Roll Forward] | |
Beginning balance | $ 15,548 |
Goodwill from acquisition of Dynasty | 42,970 |
Ending balance | $ 58,518 |
Leases - Narrative (Details)
Leases - Narrative (Details) $ in Thousands | Apr. 01, 2019USD ($)ft² | Jan. 28, 2019USD ($)ft² | Jan. 22, 2019USD ($)ft² | Jun. 30, 2019USD ($) | Jun. 30, 2019USD ($) | Jan. 01, 2019USD ($) | Dec. 31, 2018USD ($) |
Lessee, Lease, Description [Line Items] | |||||||
Total lease cost associated with operating leases | $ 1,200 | $ 2,400 | |||||
Total commitment for additional leases that have not yet commenced | 2,200 | ||||||
Total commitment under lease | $ 22,475 | $ 22,475 | $ 20,056 | $ 0 | |||
130 Castilian Drive Santa Barbara, California | |||||||
Lessee, Lease, Description [Line Items] | |||||||
Lease term | 32 months | ||||||
Leased area (sq ft) | ft² | 10,500 | ||||||
Total commitment under lease | $ 500 | ||||||
9201 Spectrum Center Boulevard in San Diego, California | |||||||
Lessee, Lease, Description [Line Items] | |||||||
Leased area (sq ft) | ft² | 4,500 | ||||||
Total commitment under lease | $ 200 | ||||||
215-221 Rose Avenue, Venice, California | |||||||
Lessee, Lease, Description [Line Items] | |||||||
Lease term | 5 years | ||||||
Leased area (sq ft) | ft² | 5,000 | ||||||
Total commitment under lease | $ 2,000 | ||||||
Minimum | |||||||
Lessee, Lease, Description [Line Items] | |||||||
Lease term | 1 year | 1 year | |||||
Term of leases not yet commenced | 2 years | 2 years | |||||
Maximum | |||||||
Lessee, Lease, Description [Line Items] | |||||||
Lease term | 9 years | 9 years | |||||
Term of leases not yet commenced | 5 years | 5 years |
Leases - Schedule of Components
Leases - Schedule of Components of Lease Expense (Details) - USD ($) $ in Thousands | 6 Months Ended | ||
Jun. 30, 2019 | Jan. 01, 2019 | Dec. 31, 2018 | |
Leases [Abstract] | |||
Operating lease right-of-use assets | $ 15,440 | $ 16,945 | $ 0 |
Other current liabilities | 4,404 | ||
Operating lease liabilities | 18,071 | ||
Total lease liabilities | $ 22,475 | $ 20,056 | $ 0 |
Weighted-average remaining lease term (years) | 6 years 6 months | ||
Weighted-average discount rate | 4.10% | ||
Operating cash flows from operating leases | $ 2,233 | ||
Right-of-Use Asset obtained in exchange for lease obligations: Operating leases | $ 423 |
Leases - Schedule of Minimum Le
Leases - Schedule of Minimum Lease Payments Under Leases (Details) - USD ($) $ in Thousands | Jun. 30, 2019 | Jan. 01, 2019 | Dec. 31, 2018 |
Years ending December 31, | |||
2019 | $ 2,537 | ||
2020 | 5,340 | ||
2021 | 4,207 | ||
2022 | 2,717 | ||
2023 | 2,053 | ||
Thereafter | 9,128 | ||
Total future minimum lease payments | 25,982 | ||
Less: imputed interest | (3,507) | ||
Total | $ 22,475 | $ 20,056 | $ 0 |
Leases - Summary of Future Mini
Leases - Summary of Future Minimum Payments for Obligations (Details) $ in Thousands | Dec. 31, 2018USD ($) |
Years Ending December 31, | |
2019 | $ 4,211 |
2020 | 4,889 |
2021 | 4,038 |
2022 | 2,717 |
2023 | 2,053 |
Thereafter | 9,128 |
Total lease commitments | $ 27,036 |
Long-Term Debt - Summary of Lon
Long-Term Debt - Summary of Long-term Debt (Details) - USD ($) $ in Thousands | Jun. 30, 2019 | Dec. 31, 2018 |
Debt Instrument [Line Items] | ||
Less: Current portion of long-term debt | $ (1,208) | $ (1,213) |
Total long-term debt, net of current portion | 47,979 | $ 48,602 |
Term Loan | Credit Facility | ||
Debt Instrument [Line Items] | ||
Principal amounts due under term loan | 49,375 | |
Less: Debt financing costs | (188) | |
Long-term debt, net of unamortized debt financing costs | 49,187 | |
Less: Current portion of long-term debt | (1,208) | |
Total long-term debt, net of current portion | $ 47,979 |
Long-Term Debt - Schedule of Pr
Long-Term Debt - Schedule of Principal Payments for Term Loan (Details) - Term Loan - Credit Facility $ in Thousands | Jun. 30, 2019USD ($) |
Debt Instrument [Line Items] | |
2019 | $ 625 |
2020 | 1,250 |
2021 | 2,500 |
2022 | 2,500 |
2023 | 42,500 |
Total principal payments | $ 49,375 |
Long-Term Debt - Narrative (Det
Long-Term Debt - Narrative (Details) | Dec. 24, 2018USD ($) | Jun. 30, 2019USD ($) | Jun. 30, 2018USD ($) | Jun. 30, 2019USD ($) | Jun. 30, 2018USD ($) | Dec. 31, 2018USD ($) | Dec. 23, 2018USD ($) |
Other Assets | |||||||
Debt Instrument [Line Items] | |||||||
Capitalized deferred financing costs | $ 300,000 | $ 300,000 | $ 300,000 | ||||
Credit Facility | |||||||
Debt Instrument [Line Items] | |||||||
EBITDA to interest expense ratio | 3 | ||||||
Funded indebtedness to EBITDA ratio | 3.5 | ||||||
Annual decrease in required leverage ratio | 0.25 | ||||||
Required leverage ratio | 2.5 | ||||||
Floor plus 20% of the sum of the combined outstanding principal amounts | $ 20,000,000 | ||||||
Acquisition purchase price floor for 0.5 increase in required leverage ratio for 12 month period following the close date | 20,000,000 | ||||||
Average interest rate | 4.20% | ||||||
Capitalized deferred financing costs | $ 400,000 | ||||||
Credit Facility | Minimum | LIBOR | |||||||
Debt Instrument [Line Items] | |||||||
Variable rate, basis spread percent | 1.50% | ||||||
Credit Facility | Minimum | Federal Funds Rate | |||||||
Debt Instrument [Line Items] | |||||||
Variable rate, basis spread percent | 0.50% | ||||||
Credit Facility | Maximum | LIBOR | |||||||
Debt Instrument [Line Items] | |||||||
Variable rate, basis spread percent | 2.00% | ||||||
Credit Facility | Maximum | Federal Funds Rate | |||||||
Debt Instrument [Line Items] | |||||||
Variable rate, basis spread percent | 1.00% | ||||||
Credit Facility | Term Loan | |||||||
Debt Instrument [Line Items] | |||||||
Line of credit, amount outstanding | $ 50,000,000 | ||||||
Capitalized deferred financing costs | $ 200,000 | 500,000 | $ 500,000 | 200,000 | |||
Amortization of deferred debt financing costs | 30,000 | $ 16,000 | 54,000 | $ 32,000 | |||
Credit Facility | Revolving Credit Facility | |||||||
Debt Instrument [Line Items] | |||||||
Line of credit, amount outstanding | $ 0 | $ 0 | $ 0 | ||||
Commitment fee percentage | 0.25% | ||||||
Commitment fee (percent) | $ 30,000,000 | ||||||
Unused portion of the Revolving Facility, percentage | 0.375% | ||||||
Capitalized deferred financing costs | $ 200,000 | ||||||
Credit Facility | Wells Fargo | Revolving Credit Facility | |||||||
Debt Instrument [Line Items] | |||||||
Maximum borrowing capacity | $ 50,000,000 | $ 25,000,000 |
Commitment and Contingencies (D
Commitment and Contingencies (Details) - USD ($) | 6 Months Ended | |
Jun. 30, 2019 | Dec. 31, 2018 | |
Loss Contingencies [Line Items] | ||
Per incident policy limit | $ 100,000 | |
Quota share of tenant liability insurance provided, percent | 100.00% | |
Other current liabilities | ||
Loss Contingencies [Line Items] | ||
Liability for reported claims and claims incurred but not reported | $ 1,100,000 | $ 600,000 |
Other current assets | ||
Loss Contingencies [Line Items] | ||
Deposits held with a third party related to insurance services collateral | $ 2,600,000 | $ 1,800,000 |
Share Repurchase Program (Detai
Share Repurchase Program (Details) - USD ($) | 6 Months Ended | |
Jun. 30, 2019 | Feb. 20, 2019 | |
Equity [Abstract] | ||
Share repurchase program, authorized amount | $ 100,000,000 | |
Repurchases during period (in shares) | 0 |
Stock-Based Compensation - Stoc
Stock-Based Compensation - Stock Option Activity (Details) - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | Dec. 31, 2018 | |
Number of Shares | |||||
Options outstanding, beginning balance (in shares) | 1,513,000 | ||||
Options granted (in shares) | 0 | 0 | |||
Options exercised (in shares) | (37,000) | ||||
Options cancelled/forfeited (in shares) | (50,000) | ||||
Options outstanding, ending balance (in shares) | 1,426,000 | 1,426,000 | 1,513,000 | ||
Weighted Average Exercise Price per Share | |||||
Options outstanding, weighted average exercise price, beginning balance (in dollars per share) | $ 11.31 | ||||
Options granted, weighted average exercise price (in dollars per share) | 0 | ||||
Options exercised, weighted average exercise price (in dollars per share) | 5.35 | ||||
Options cancelled/forfeited, weighted average exercise price (in dollars per share) | 13.44 | ||||
Options outstanding, weighted average exercise price, ending balance (in dollars per share) | $ 11.39 | $ 11.39 | $ 11.31 | ||
Weighted average remaining contractual life, in years | 6 years 1 month 6 days | 6 years 4 months 24 days | |||
Stock Options and PSOs | |||||
Weighted Average Exercise Price per Share | |||||
Stock-based compensation expense | $ 0.1 | $ 0.3 | $ 0.3 | $ 0.6 | |
PSOs | 2019 and 2018 Performance Metric Granted in 2017 | |||||
Number of Shares | |||||
Options outstanding, ending balance (in shares) | 172,000 | 172,000 | |||
PSOs | 2019 Performance Metric, Targeted Free Cash Flow Performance Metric | |||||
Number of Shares | |||||
Options granted (in shares) | 132,000 | ||||
Weighted Average Exercise Price per Share | |||||
Percent of targeted awards that will vest | 150.00% | 150.00% | |||
Percent of targeted performance metric | 100.00% | 100.00% | |||
PSOs | 2019 Performance Metric, Adjusted Gross Margin Target | |||||
Number of Shares | |||||
Options granted (in shares) | 40,000 | ||||
PSOs | 2019 Performance Metric, Adjusted Gross Margin Target | Vesting Tranche One | |||||
Weighted Average Exercise Price per Share | |||||
Percent of targeted awards that will vest | 110.00% | 110.00% | |||
Percent of targeted performance metric | 50.00% | 50.00% | |||
PSOs | 2019 Performance Metric, Adjusted Gross Margin Target | Vesting Tranche Two | |||||
Weighted Average Exercise Price per Share | |||||
Percent of targeted awards that will vest | 115.00% | 115.00% | |||
Percent of targeted performance metric | 50.00% | 50.00% | |||
PSOs | 2017 Performance Metric, Targeted Free Cash Flow Performance Metric | |||||
Weighted Average Exercise Price per Share | |||||
Share-based compensation options vested (in shares) | 200,000 | ||||
Percent of achievement of award target performance metric | 120.00% | 120.00% |
Stock-Based Compensation - Valu
Stock-Based Compensation - Valuation Assumptions (Details) - USD ($) $ in Millions | 6 Months Ended | |
Jun. 30, 2019 | Jun. 30, 2018 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Options granted (in shares) | 0 | 0 |
Stock Options and PSOs | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Remaining stock-based compensation expense for unvested options, not yet recognized | $ 0.3 | |
Stock-based compensation expense, weighted average recognition period | 8 months 12 days |
Stock-Based Compensation - Rest
Stock-Based Compensation - Restricted Stock Units Activity (Details) - RSUs and PSUs shares in Thousands | 6 Months Ended |
Jun. 30, 2019$ / sharesshares | |
Number of Shares | |
Unvested, beginning balance (in shares) | shares | 674 |
Granted (in shares) | shares | 131 |
Vested (in shares) | shares | (162) |
Forfeited (in shares) | shares | (18) |
Unvested, ending balance (in shares) | shares | 625 |
Weighted- Average Grant Date Fair Value per Share | |
Unvested, beginning balance (in dollars per share) | $ / shares | $ 32.61 |
Granted (in dollars per share) | $ / shares | 75.24 |
Vested (in dollars per share) | $ / shares | 21.30 |
Forfeited (in dollars per share) | $ / shares | 38.26 |
Unvested, ending balance (in dollars per share) | $ / shares | $ 44.27 |
Stock-Based Compensation - Re_2
Stock-Based Compensation - Restricted Stock Units (Details) - USD ($) shares in Thousands, $ in Millions | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | Dec. 31, 2018 | |
RSUs and PSUs | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Shares granted in period (in shares) | 131 | ||||
Share-based compensation options vested in period (in shares) | 162 | ||||
Stock-based compensation expense | $ 2 | $ 1.2 | $ 3.6 | $ 2.4 | |
Remaining stock-based compensation expense for unvested shares, not yet recognized | $ 18.7 | $ 18.7 | |||
Stock-based compensation expense, weighted average recognition period | 2 years 2 months 12 days | ||||
Restricted Stock Units (RSUs) | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Shares granted in period (in shares) | 120 | ||||
Vesting period | 4 years | ||||
PSUs | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Shares granted in period (in shares) | 5 | ||||
Percent of targeted performance metric | 100.00% | 100.00% | |||
Share-based compensation options vested in period (in shares) | 29 | ||||
Percent of achievement of award target performance metric | 120.00% | ||||
PSUs | Minimum | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Percent of targeted performance metric | 0.00% | 0.00% | |||
PSUs | Maximum | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Percent of targeted performance metric | 100.00% | 100.00% | |||
PSUs | Vesting Tranche One | Minimum | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Percent of targeted performance metric | 100.00% | 100.00% | |||
Performance based cash bonus payment percent | 100.00% | ||||
PSUs | Vesting Tranche One | Maximum | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Percent of targeted performance metric | 150.00% | 150.00% | |||
Performance based cash bonus payment percent | 165.00% | ||||
PSUs | 2017 Performance Metric | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Shares granted in period (in shares) | 6 | ||||
PSUs | 2016 Performance Metric | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Shares granted in period (in shares) | 6 | ||||
PSUs Granted in 2018 | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Shares granted in period (in shares) | 103 | ||||
Percent of targeted performance metric | 100.00% | 100.00% | |||
PSUs Granted in 2018 | Minimum | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Percent of targeted performance metric | 0.00% | 0.00% | |||
Percent of cash bonus payments on initial targets, percent | 100.00% | ||||
PSUs Granted in 2018 | Maximum | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Percent of targeted performance metric | 100.00% | 100.00% | |||
Percent of cash bonus payments on initial targets, percent | 165.00% | ||||
PSUs Granted in 2018 | Vesting Tranche One | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Share-based compensation options vested in period (in shares) | 54 | ||||
PSUs Granted in 2018 | Vesting Tranche Two | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Share-based compensation options vested in period (in shares) | 49 | ||||
PSUs Granted in 2017 | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Shares granted in period (in shares) | 88 | ||||
PSUs Granted in 2017 | Minimum | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Percent of targeted performance metric | 0.00% | 0.00% | |||
PSUs Granted in 2017 | Maximum | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Percent of targeted performance metric | 165.00% | 165.00% | |||
PSUs Granted in 2019 | Minimum | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Percent of targeted performance metric | 100.00% | 100.00% | |||
PSUs Granted in 2019 | Maximum | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Percent of targeted performance metric | 150.00% | 150.00% |
Stock-Based Compensation - Re_3
Stock-Based Compensation - Restricted Stock Awards (Details) - Restricted Stock Awards - USD ($) $ / shares in Units, shares in Thousands, $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Number of Shares | ||||
Unvested, beginning balance (in shares) | 6 | |||
Granted (in shares) | 3 | |||
Vested (in shares) | (6) | |||
Forfeited (in shares) | 0 | |||
Unvested, ending balance (in shares) | 3 | 3 | ||
Weighted Average Grant Date Fair Value per Share | ||||
Unvested, beginning balance (in dollars per share) | $ 51.36 | |||
Granted (in dollars per share) | 100.29 | |||
Vested (in dollars per share) | 51.36 | |||
Forfeited (in dollars per share) | 0 | |||
Unvested, ending balance (in dollars per share) | $ 100.29 | $ 100.29 | ||
Stock-based compensation expense | $ 0.1 | $ 0.1 | $ 0.2 | $ 0.2 |
Remaining stock-based compensation expense for unvested shares, not yet recognized | $ 0.3 | $ 0.3 | ||
Stock-based compensation expense, weighted average recognition period | 1 year | |||
Employee | ||||
Weighted Average Grant Date Fair Value per Share | ||||
Vesting period | 4 years | |||
Non-Employee Director | ||||
Weighted Average Grant Date Fair Value per Share | ||||
Vesting period | 1 year |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Income Tax Disclosure [Abstract] | ||||
Income tax expense | $ (21,338) | $ 43 | $ (25,619) | $ 69 |
Pre-tax income | $ 1,813 | $ 7,517 | $ 1,257 | $ 11,863 |
Effective tax rate | 0.60% | 0.60% |
Revenue and Other Information_2
Revenue and Other Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Disaggregation of Revenue [Line Items] | ||||
Revenue | $ 63,624 | $ 47,240 | $ 120,715 | $ 89,580 |
Revenue recognized in deferred revenue | 2,500 | 5,500 | ||
Core solutions | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 21,609 | 16,988 | 42,431 | 33,193 |
Value plus services | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 39,056 | 28,752 | 72,754 | 53,392 |
Other | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | $ 2,959 | $ 1,500 | $ 5,530 | $ 2,995 |