Document And Entity Information
Document And Entity Information - shares | 6 Months Ended | |
Jun. 30, 2015 | Jul. 20, 2015 | |
Document and Entity Information [Abstract] | ||
Entity Registrant Name | Angie's List, Inc. | |
Entity Central Index Key | 1,491,778 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Large Accelerated Filer | |
Document Type | 10-Q | |
Document Period End Date | Jun. 30, 2015 | |
Document Fiscal Year Focus | 2,015 | |
Document Fiscal Period Focus | Q2 | |
Amendment Flag | false | |
Entity Common Stock, Shares Outstanding | 58,516,677 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) | Jun. 30, 2015 | Dec. 31, 2014 |
Assets | ||
Cash and cash equivalents | $ 47,315,000 | $ 39,991,000 |
Short-term investments | 22,436,000 | 24,268,000 |
Accounts receivable, net of allowance for doubtful accounts of $1,365 and $1,651 at June 30, 2015 and December 31, 2014, respectively | 15,308,000 | 15,141,000 |
Prepaid expenses and other current assets | 21,377,000 | 18,120,000 |
Total current assets | 106,436,000 | 97,520,000 |
Property, equipment and software, net | 64,601,000 | 51,264,000 |
Goodwill | 1,145,000 | 1,145,000 |
Amortizable intangible assets, net | 2,269,000 | 2,755,000 |
Other assets, noncurrent | 1,657,000 | 1,854,000 |
Total assets | 176,108,000 | 154,538,000 |
Liabilities and stockholders’ deficit | ||
Accounts payable | 15,248,000 | 5,490,000 |
Accrued liabilities | 32,743,000 | 23,189,000 |
Total current liabilities | 132,398,000 | 110,845,000 |
Long-term debt, net | 58,975,000 | 58,854,000 |
Other liabilities, noncurrent | 1,548,000 | 1,600,000 |
Total liabilities | 197,748,000 | 176,712,000 |
Commitments and contingencies (Note 9) | 0 | 0 |
Stockholders’ deficit: | ||
Preferred stock, $0.001 par value: 10,000,000 shares authorized, no shares issued or outstanding at June 30, 2015 and December 31, 2014 | 0 | 0 |
Common stock, $0.001 par value: 300,000,000 shares authorized, 67,075,389 and 67,075,389 shares issued and 58,516,677 and 58,516,677 shares outstanding at June 30, 2015 and December 31, 2014, respectively | 67,000 | 67,000 |
Additional paid-in-capital | 270,418,000 | 265,895,000 |
Treasury stock, at cost: 8,558,712 shares of common stock at June 30, 2015 and December 31, 2014 | (23,719,000) | (23,719,000) |
Accumulated deficit | (268,406,000) | (264,417,000) |
Total stockholders’ deficit | (21,640,000) | (22,174,000) |
Total liabilities and stockholders’ deficit | 176,108,000 | 154,538,000 |
Deferred membership revenue [Member] | ||
Liabilities and stockholders’ deficit | ||
Deferred revenue, current | 33,878,000 | 33,767,000 |
Deferred revenue, noncurrent | 4,326,000 | 4,744,000 |
Deferred advertising revenue [Member] | ||
Liabilities and stockholders’ deficit | ||
Deferred revenue, current | 50,529,000 | 48,399,000 |
Deferred revenue, noncurrent | $ 501,000 | $ 669,000 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parentheticals) - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 |
Statement of Financial Position [Abstract] | ||
Allowance for doubtful accounts | $ 1,365 | $ 1,651 |
Preferred stock, par value (in Dollars per share) | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized | 10,000,000 | 10,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value (in Dollars per share) | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 300,000,000 | 300,000,000 |
Common stock, shares issued | 67,075,389 | 67,075,389 |
Common stock, shares outstanding | 58,516,677 | 58,516,677 |
Treasury stock, at cost, shares of common stock | 8,558,712 | 8,558,712 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Revenue | ||||
Membership | $ 16,910 | $ 18,516 | $ 34,249 | $ 36,816 |
Service provider | 70,425 | 60,380 | 136,629 | 114,737 |
Total revenue | 87,335 | 78,896 | 170,878 | 151,553 |
Operating expenses | ||||
Operations and support | 15,456 | 13,746 | 29,454 | 25,294 |
Selling | 31,824 | 30,278 | 60,433 | 56,400 |
Marketing | 25,519 | 35,920 | 41,795 | 59,401 |
Product and technology | 9,571 | 8,090 | 17,987 | 15,547 |
General and administrative | 12,521 | 9,085 | 23,483 | 16,441 |
Operating loss | (7,556) | (18,223) | (2,274) | (21,530) |
Interest expense, net | 784 | 118 | 1,696 | 579 |
Loss before income taxes | (8,340) | (18,341) | (3,970) | (22,109) |
Income tax expense | 9 | 15 | 19 | 30 |
Net loss | $ (8,349) | $ (18,356) | $ (3,989) | $ (22,139) |
Net loss per common share—basic and diluted (in Dollars per share) | $ (0.14) | $ (0.31) | $ (0.07) | $ (0.38) |
Weighted average number of common shares outstanding—basic and diluted (in Shares) | 58,516,677 | 58,515,490 | 58,516,677 | 58,503,427 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2014 | |
Operating activities | ||
Net loss | $ (3,989) | $ (22,139) |
Adjustments to reconcile net loss to net cash provided by operating activities: | ||
Depreciation and amortization | 3,203 | 2,568 |
Amortization of debt discount, deferred financing fees and bond premium | 355 | 215 |
Non-cash stock-based compensation | 4,523 | 3,528 |
Non-cash long-lived asset impairment charge | 686 | 0 |
Non-cash loss on disposal of long-lived assets | 279 | 0 |
Changes in certain assets: | ||
Accounts receivable | (167) | (725) |
Prepaid expenses and other current assets | (3,257) | (4,691) |
Changes in certain liabilities: | ||
Accounts payable | 9,918 | 12,185 |
Accrued liabilities | 10,002 | 19,866 |
Net cash provided by operating activities | 23,208 | 17,519 |
Investing activities | ||
Purchases of investments | 9,200 | 11,524 |
Sales of investments | 10,995 | 11,080 |
Property, equipment and software | (3,516) | (7,531) |
Capitalized website and software development costs | (13,849) | (8,220) |
Intangible assets | (206) | (745) |
Net cash (used in) investing activities | (15,776) | (16,940) |
Financing activities | ||
Proceeds from exercise of stock options | 0 | 501 |
Payments on capital lease obligations | (108) | (17) |
Net cash (used in) provided by financing activities | (108) | 484 |
Net increase in cash and cash equivalents | 7,324 | 1,063 |
Cash and cash equivalents, beginning of period | 39,991 | 34,803 |
Cash and cash equivalents, end of period | 47,315 | 35,866 |
Supplemental cash flow disclosures | ||
Capital expenditures incurred but not yet paid | 1,643 | 2,669 |
Deferred advertising revenue [Member] | ||
Changes in certain liabilities: | ||
Deferred revenue | 1,962 | 5,918 |
Deferred membership revenue [Member] | ||
Changes in certain liabilities: | ||
Deferred revenue | $ (307) | $ 794 |
Description of Business, Basis
Description of Business, Basis of Presentation and Summary of Significant Accounting Policies | 6 Months Ended |
Jun. 30, 2015 | |
Accounting Policies [Abstract] | |
Description of Business, Basis of Presentation and Summary of Significant Accounting Policies [Text Block] | Description of Business, Basis of Presentation and Summary of Significant Accounting Policies Angie’s List, Inc. (collectively with its wholly owned subsidiaries, the “Company”, "we", "us" or "our") operates a national local services consumer review service and marketplace where consumers can research, shop for and purchase local services for critical needs, such as home, health and automotive services, as well as rate and review the providers of these services. Ratings and reviews, which are available only to the Company's members, assist members in identifying and hiring the best provider for their local service needs. Membership subscriptions are sold on a monthly, annual and multi-year basis. The consumer rating network "Angie's List" is maintained and updated based on consumer feedback. The Company also sells advertising in its monthly publication, on its website and mobile applications and through its call center to service providers that meet certain ratings criteria. In addition, the Company's e-commerce marketplace offerings provide consumers with the opportunity to purchase services directly through the Company's marketplace from highly-rated service providers. The Company's services are provided in markets located across the continental United States. Basis of Presentation The accompanying unaudited condensed consolidated financial statements were prepared in conformity with accounting principles generally accepted in the United States ("U.S. GAAP") for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X of the Securities Exchange Act of 1934. Certain information and footnote disclosures normally included in financial statements prepared in accordance with U.S. GAAP were condensed or omitted pursuant to such rules and regulations. Accordingly, the accompanying unaudited condensed consolidated financial statements do not include all information and footnotes necessary for fair presentation of financial position, results of operations and cash flows in conformity with U.S. GAAP and should be read in conjunction with the audited consolidated financial statements and the notes thereto included in the Company's Annual Report on Form 10-K for the year ended December 31, 2014 . The accompanying unaudited condensed consolidated balance sheet as of December 31, 2014 was derived from the audited consolidated financial statements as of that date but does not include all disclosures required by U.S. GAAP, including certain notes thereto. For additional information, including a discussion of the Company’s significant accounting policies, refer to the audited consolidated financial statements and the notes thereto included in the Company's Annual Report on Form 10-K for the year ended December 31, 2014 . Operating Segments Operating segments are defined as components of an enterprise engaging in business activities for which discrete financial information is available and regularly reviewed by the chief operating decision maker in deciding how to allocate resources and in assessing performance. The Company manages its business on the basis of one operating segment. Principles of Consolidation The condensed consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries. All significant intercompany accounts and transactions are eliminated in consolidation. Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect amounts reported in the condensed consolidated financial statements and accompanying notes as well as the disclosure of contingent assets and liabilities and reported revenue and expenses. Actual results could differ from those estimates. The condensed consolidated financial statements reflect all adjustments of a normal recurring nature considered, in the opinion of management, necessary to fairly present the results for the periods. Operating results from interim periods are not necessarily indicative of results that may be expected for the fiscal year as a whole. Significant Accounting Policies There were no material changes to the Company's significant accounting policies from those described in the Company's Annual Report on Form 10-K for the year ended December 31, 2014 . Revenue Recognition The Company recognizes revenue when all of the following conditions are met: there is persuasive evidence of an arrangement, the service has been provided to the customer, the collection of the fees is reasonably assured and the amount of fees to be paid by the customer is fixed or determinable. Membership Revenue Revenue from the sale of membership subscriptions is recognized ratably over the term of the associated subscription. Prior to 2014, the Company also generally received a one-time, nonrefundable enrollment fee at the time a member joined. Enrollment fees are deferred and recognized on a straight-line basis over an estimated average membership life of 80 months for annual or multi-year members and 13 months for monthly members, which is based on historical membership experience. The Company reviews the estimated average membership lives on an annual basis, or more frequently if circumstances change. Changes in member behavior, performance, competition and economic conditions may cause attrition levels to change, which could impact the estimated average membership lives. The Company discontinued charging one-time nonrefundable enrollment fees in 2014. Service Provider Revenue Revenue from the sale of advertising in the Company’s Angie's List Magazine publication is recognized in the period in which the publication is published and distributed. Revenue from the sale of website, mobile and call center advertising is recognized ratably over the time period the advertisements run. Revenue from e-commerce vouchers is recognized on a net basis when the voucher is delivered to the purchaser. While the Company is not the merchant of record with respect to its customers for these transactions, it does offer customers refunds in certain circumstances. Accordingly, revenue from e-commerce transactions is recorded net of a reserve for estimated refunds. Deferred Revenue Deferred revenue includes the unamortized portion of revenue associated with membership and service provider fees for which the Company received payment in advance of services or advertising to be provided. Deferred revenue is recognized as revenue when the related services or advertising are actually provided. Income Taxes - Valuation Allowance The Company evaluates whether it will realize the benefits of its net deferred tax assets and establishes a valuation allowance to reduce the carrying value of its deferred tax assets to the amount considered more likely than not to be recognized. Deferred tax assets arise as a result of tax loss carryforwards and various differences between the book basis and the tax basis of such assets. The Company periodically reviews the deferred tax assets for recoverability based on historical taxable income, projected future taxable income and the expected timing of the reversals of existing temporary differences. Should there be a change in the ability to recover deferred tax assets, the tax provision would be adjusted in the period in which the assessment is changed. There was no change to the Company's assessment during the periods ended June 30, 2015 . Contractual Obligations The Company's contractual obligations primarily consist of long-term noncancellable operating leases expiring through 2020 and long-term debt comprised of a $60,000 term loan scheduled to mature on September 26, 2019. There have been no significant changes in the Company's contractual obligations from those disclosed in the Company's Annual Report on Form 10-K for the year ended December 31, 2014 . Total combined future minimum payment obligations under long-term noncancellable operating leases amounted to approximately $9,864 as of June 30, 2015 , while the Company had $58,975 in outstanding borrowings, net of fees paid to the lender, under the term loan as of the same date. Recent Accounting Pronouncements In April 2015, the Financial Accounting Standards Board (the "FASB") issued Accounting Standards Update No. 2015-05: Intangibles - Goodwill and Other - Internal-Use Software (Subtopic 350-40): Customer's Accounting for Fees Paid in a Cloud Computing Arrangement ("ASU 2015-05"). The amendments in this update provide guidance to customers about whether a cloud computing arrangement includes a software license. If a cloud computing arrangement includes a software license, the update specifies that the customer should account for the software license element of the arrangement consistent with the acquisition of other software licenses. The update further specifies that the customer should account for a cloud computing arrangement as a service contract if the arrangement does not include a software license. ASU 2015-05 will be effective for the Company in fiscal year 2016. The Company does not believe that the adoption of the guidance set forth in this update will have a material impact on the consolidated financial statements. In April 2015, the FASB issued Accounting Standards Update No. 2015-03: Interest - Imputation of Interest (Subtopic 835-30): Simplifying the Presentation of Debt Issuance Costs ("ASU 2015-03"). The update sets forth a requirement that debt issuance costs related to a recognized debt liability be presented in the balance sheet as a direct deduction from the carrying amount of that debt liability, consistent with debt discounts. The recognition and measurement guidance for debt issuance costs is not affected by the amendments in this update. ASU 2015-03 will be effective for the Company in fiscal year 2016. Retrospective application of the guidance set forth in this update is required, and as such, once effective, will result in a reclassification of the deferred financing fees currently recorded as a noncurrent asset within the consolidated balance sheet to a direct deduction from the carrying amount of long-term debt within noncurrent liabilities. In August 2014, the FASB issued Accounting Standards Update No. 2014-15: Presentation of Financial Statements - Going Concern (Subtopic 205-40): Disclosure of Uncertainties about an Entity's Ability to Continue as a Going Concern ("ASU 2014-15"). The update sets forth a requirement for management to evaluate whether there are conditions and events that raise substantial doubt about an entity's ability to continue as a going concern, a responsibility that did not previously exist in U.S. GAAP. The amendments included in this update require management to assess an entity’s ability to continue as a going concern by incorporating and expanding upon certain principles that are currently in U.S. auditing standards. Specifically, the amendments (1) provide a definition of the term substantial doubt, (2) require an evaluation every reporting period, including interim periods, (3) provide principles for considering the mitigating effect of management’s plans, (4) require certain disclosures when substantial doubt is alleviated as a result of consideration of management’s plans, (5) require an express statement and other disclosures when substantial doubt is not alleviated, and (6) require an assessment for a period of one year after the date that the financial statements are issued (or available to be issued). ASU 2014-15 will be effective for the Company in fiscal year 2016. The Company does not believe that the adoption of the guidance set forth in this update will have a material impact on the consolidated financial statements. In May 2014, the FASB issued Accounting Standards Update No. 2014-09: Revenue from Contracts with Customers (Topic 606) ("ASU 2014-09"). The update outlines a single comprehensive model for entities to use in accounting for revenue arising from contracts with customers and supersedes most current revenue recognition guidance, including industry-specific guidance. The core principle of the revenue model is that "an entity recognizes revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services." The update also requires significantly expanded disclosures related to revenue recognition. ASU 2014-09 will be effective for the Company in fiscal year 2017. The Company is currently evaluating the future impact and method of adoption of this update with respect to the consolidated financial statements. |
Net Loss Per Common Share
Net Loss Per Common Share | 6 Months Ended |
Jun. 30, 2015 | |
Earnings Per Share [Abstract] | |
Net Loss Per Common Share | Net Loss Per Common Share Basic and diluted net loss per common share is computed by dividing consolidated net loss by the weighted average number of common shares outstanding for the period. Basic and diluted net loss per common share was $(0.14) and $(0.31) for the three months ended June 30, 2015 and 2014 , respectively, and $(0.07) and $(0.38) for the six months ended June 30, 2015 and 2014 , respectively. The following potentially dilutive equity securities were not included in the diluted net loss per common share calculation as they would have an antidilutive effect for the periods presented: June 30, June 30, Stock options 7,535,129 5,126,178 Restricted stock units 879,393 — |
Fair Value Measurements
Fair Value Measurements | 6 Months Ended |
Jun. 30, 2015 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Fair Value Measurements Whenever possible, quoted prices in active markets are used to determine the fair value of the Company's financial instruments. The Company's financial instruments are not held for trading or other speculative purposes. The estimated fair value of financial instruments was determined using available market information and appropriate valuation methodologies. However, considerable judgment is required in interpreting market data to develop the estimates of fair value. Accordingly, the estimates presented herein are not necessarily indicative of the amounts the Company could realize in a current market exchange. The use of different market assumptions and/or estimation methodologies may materially impact the estimated fair value amounts. Fair Value Hierarchy Fair value is based on the price that would be received upon sale of an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. In accordance with Accounting Standards Codification ("ASC") 820, Fair Value Measurement , the Company categorized the financial assets and liabilities that are adjusted to fair value based on the priority of the inputs to the valuation technique, following the three-level fair value hierarchy prescribed by ASC 820, as follows: Level 1: Quoted prices (unadjusted) in active markets that are accessible at the measurement date for assets or liabilities. Level 2: Observable prices that are based on inputs not quoted on active markets but corroborated by market data. Level 3: Unobservable inputs that are used when little or no market data is available. Valuation Techniques The Company’s money market fund investments are classified as cash equivalents within Level 1 of the fair value hierarchy on the basis of valuations using quoted market prices. Short-term investments consist of corporate bonds and certificates of deposit with maturities of more than 90 days but less than one year. As many fixed income securities do not trade daily, fair values are often derived using recent trades of securities with similar features and characteristics. When recent trades are not available, pricing models are used to determine these prices. These models calculate fair values by discounting future cash flows at estimated market interest rates. Such market rates are derived by calculating the appropriate spreads over comparable U.S. Treasury securities, based on the credit quality, industry and structure of the asset. Typical inputs and assumptions to pricing models include, but are not limited to, a combination of benchmark yields, reported trades, issuer spreads, liquidity, benchmark securities, bids, offers, reference data and industry and economic events. The Company’s fixed income corporate bond investments and certificates of deposit with fixed maturities are valued using recent trades or pricing models and are therefore classified within Level 2 of the fair value hierarchy. Recurring Fair Value Measurements There were no movements between fair value measurement levels for the Company’s cash equivalents and investments to date during 2015 or in 2014 , and there were no material unrealized gains or losses as of June 30, 2015 or December 31, 2014 . The following tables summarize the Company's financial instruments at fair value based on the fair value hierarchy for each class of instrument as of June 30, 2015 and December 31, 2014 : Fair Value Measurement at June 30, 2015 Using Carrying Value at Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Cash equivalents: Money market funds $ 2,460 $ 2,460 $ — $ — Investments: Certificates of deposit 19,400 — 19,404 — Corporate bonds 3,036 — 3,033 — Total assets $ 24,896 $ 2,460 $ 22,437 $ — Fair Value Measurement at December 31, 2014 Using Carrying Value at Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Cash equivalents: Money market funds $ 365 $ 365 $ — $ — Certificates of deposit 240 — 240 — Investments: Certificates of deposit 21,235 — 21,211 — Corporate bonds 3,033 — 3,028 — Total assets $ 24,873 $ 365 $ 24,479 $ — The Company reviews its investment portfolio for other-than-temporary impairment whenever events or changes in circumstances indicate that the carrying amount of the investment may be impaired, considering such factors as the duration, severity and reason for the decline in value as well as the potential recovery period. During the three and six months ended June 30, 2015 and 2014 , the Company did not recognize any other-than-temporary impairment losses. The carrying amount of the term loan approximates fair value, using Level 2 inputs, as this borrowing bears interest at a variable (market) rate at June 30, 2015 and December 31, 2014 . Non-Recurring Fair Value Measurements The Company has certain assets that are measured at fair value on a non-recurring basis under circumstances and events, including those described in Note 6, "Goodwill and Amortizable Intangible Assets," that are adjusted to fair value only when the carrying values are more than the fair values. The categorization of the framework used to price the assets in the event of an impairment is considered a Level 3 measurement due to the subjective nature of the unobservable inputs used to determine the fair value. Assets and liabilities acquired in business combinations are recorded at their fair value as of the date of acquisition. The carrying amounts of accounts receivable and accounts payable reported in the condensed consolidated balance sheets approximate fair value. |
Prepaid Expenses and Other Curr
Prepaid Expenses and Other Current Assets | 6 Months Ended |
Jun. 30, 2015 | |
Other Assets [Abstract] | |
Prepaid Expenses and Other Current Assets | Prepaid Expenses and Other Current Assets Prepaid expenses and other current assets was comprised of the following as of June 30, 2015 and December 31, 2014 : June 30, December 31, Prepaid and deferred commissions $ 10,193 $ 11,378 Other prepaid expenses and current assets 11,184 6,742 Total prepaid expenses and other current assets $ 21,377 $ 18,120 |
Property, Equipment and Softwar
Property, Equipment and Software | 6 Months Ended |
Jun. 30, 2015 | |
Property, Plant and Equipment [Abstract] | |
Property, Equipment and Software | Property, Equipment and Software Property, equipment and software was comprised of the following as of June 30, 2015 and December 31, 2014 : June 30, December 31, Furniture and equipment $ 13,250 $ 12,450 Land 3,105 3,101 Buildings and improvements 17,137 17,082 Software 6,030 4,696 Capitalized website and software development costs 36,454 23,214 Total property, equipment and software 75,976 60,543 Less accumulated depreciation (11,375 ) (9,279 ) Total property, equipment and software, net $ 64,601 $ 51,264 Included in the Company's net property, equipment and software balance at June 30, 2015 was approximately $35,131 in construction in progress, comprised of $58 for furniture and equipment, $149 for buildings and improvements, $1,251 for software and $33,673 for capitalized website and software development costs, which includes $2,264 of capitalized interest. At December 31, 2014 , the Company's construction in progress balance was $22,418 , consisting of $76 for furniture and equipment, $826 for buildings and improvements, $138 for software and $21,378 for capitalized website and software development costs, which included $1,410 of capitalized interest. Depreciation expense for the three months ended June 30, 2015 and 2014 was approximately $1,300 and $904 , respectively. Depreciation expense for the six months ended June 30, 2015 and 2014 was approximately $2,511 and $1,695 , respectively. During the second quarter of 2015 , the Company recorded a $686 long-lived asset impairment charge for certain assets categorized as buildings and improvements related to the Company's decision not to pursue its Indianapolis campus expansion plan. The long-lived asset impairment charge was recorded in the general and administrative expense line within the condensed consolidated statements of operations for the three and six months ended June 30, 2015 . |
Goodwill and Amortizable Intang
Goodwill and Amortizable Intangible Assets | 6 Months Ended |
Jun. 30, 2015 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Amortizable Intangible Assets | Goodwill and Amortizable Intangible Assets The Company has goodwill as well as certain amortizable intangible assets consisting of data acquisition costs, a member list, content, core technology and other intangible assets related to the purchase of a website domain name. Amortization of the intangible assets is computed using the straight-line method over the estimated lives of the assets, which are six years for the member list and three years for the content, core technology, data acquisition costs and other intangible assets. Amortizable intangible assets as of June 30, 2015 and December 31, 2014 were as follows: Cost Accumulated Amortization Net Carrying Amount Weighted-Average Remaining Amortization Period (in years) June 30, 2015 Member list $ 1,670 $ 534 $ 1,136 4.1 Content 140 90 50 1.1 Core technology 110 70 40 1.1 Data acquisition costs 1,864 988 876 1.5 Other intangible assets 300 133 167 1.7 Total amortizable intangible assets $ 4,084 $ 1,815 $ 2,269 Cost Accumulated Amortization Net Carrying Amount Weighted-Average Remaining Amortization Period (in years) December 31, 2014 Member list $ 1,670 $ 394 $ 1,276 4.6 Content 140 66 74 1.6 Core technology 110 52 58 1.6 Data acquisition costs 3,488 2,358 1,130 1.2 Other intangible assets 300 83 217 2.2 Total amortizable intangible assets $ 5,708 $ 2,953 $ 2,755 Amortization expense for the three months ended June 30, 2015 and 2014 was approximately $313 and $444 , respectively. Amortization expense for the six months ended June 30, 2015 and 2014 was approximately $692 and $873 , respectively. The Company’s recorded goodwill balance at June 30, 2015 and December 31, 2014 was $1,145 . |
Accrued Liabilities
Accrued Liabilities | 6 Months Ended |
Jun. 30, 2015 | |
Accrued Liabilities [Abstract] | |
Accrued Liabilities | Accrued Liabilities Accrued liabilities was comprised of the following as of June 30, 2015 and December 31, 2014 : June 30, December 31, Accrued sales commissions $ 1,923 $ 2,627 Sales and use tax 4,103 4,263 Accrued compensation 6,630 6,126 Uninvoiced accounts payable 10,762 2,749 Legal settlement accrual 1,157 2,183 Other accrued liabilities 8,168 5,241 Total accrued liabilities $ 32,743 $ 23,189 |
Debt and Credit Arrangements
Debt and Credit Arrangements | 6 Months Ended |
Jun. 30, 2015 | |
Debt Disclosure [Abstract] | |
Debt and Credit Arrangements | Debt and Credit Arrangements Long-term debt, net, was comprised of the following as of June 30, 2015 and December 31, 2014 : June 30, December 31, Term loan $ 60,000 $ 60,000 Unamortized fees paid to lender (1,025 ) (1,146 ) Total debt, net 58,975 58,854 Less current maturities — — Total long-term debt, net $ 58,975 $ 58,854 On September 26, 2014, the Company entered into a financing agreement for a $60,000 term loan and a $25,000 delayed draw term loan. Amounts outstanding under the financing agreement bear interest at a per annum rate, at the option of the Company, equal to (i) the LIBOR rate for the interest period in effect, subject to a floor of 0.5% , plus 6.75% or (ii) the reference rate, which is based on the prime rate as published by the Wall Street Journal, subject to a floor of 3.25% , plus 5.75% . The financing agreement requires monthly interest-only payments on the first business day of each month until maturity on any principal amounts outstanding under either debt facility. The financing agreement obligates the Company to make quarterly principal payments on the term loan of $750 on the last day of each calendar quarter, commencing with the quarter ending September 30, 2016, and to repay the remaining balance of the term loan at maturity. The Company is required to make principal payments on the outstanding balance of the delayed draw term loan equal to 1.25% of the amount of such loan funded at or prior to the last day of each calendar quarter, commencing with the quarter ending September 30, 2016, and to repay the remaining outstanding balance of the delayed draw term loan at maturity. From the effective date of the financing agreement through September 26, 2017, the Company is also required to pay a commitment fee equal to 0.75% per annum of the unborrowed amounts of the delayed draw term loan. The Company may prepay the amounts outstanding under the financing agreement at any time and is required to prepay the loans with (i) the net proceeds of certain asset sales, issuances of debt or equity, and certain casualty events, and (ii) up to 50% of consolidated excess cash flow, as defined in the financing agreement, for each fiscal year during the term of the financing agreement, commencing with the year ended December 31, 2015. The Company must pay a 1% premium on prepayments made on or before September 26, 2015, subject to certain exceptions set forth in the financing agreement. The Company’s obligations under the financing agreement are guaranteed by each of its subsidiaries and are secured by first priority security interests in all of their respective assets and a pledge of the equity interests of the Company’s subsidiaries. The term loan and the delayed draw term loan mature on September 26, 2019. As of June 30, 2015 , the Company had $58,975 in outstanding borrowings, net of fees paid to the lender of $1,025 , under the term loan and availability of $25,000 under the delayed draw term loan. The financing agreement contains various restrictive covenants, including restrictions on the Company's ability to dispose of assets, make acquisitions or investments, incur debt or liens, make distributions to stockholders or repurchase outstanding stock, enter into related-party transactions and make capital expenditures, other than upon satisfaction of the conditions set forth in the financing agreement. The Company is also required to comply with certain financial covenants, including minimum consolidated EBITDA as defined in the financing agreement, minimum liquidity, maximum consolidated capital expenditures and minimum membership revenue. Upon an event of default, which includes certain customary events such as, among other things, a failure to make required payments when due, a failure to comply with covenants, certain bankruptcy and insolvency events, defaults under other material indebtedness, or a change in control, the lenders may accelerate amounts outstanding, terminate the agreement and foreclose on all collateral. The Company was in compliance with all financial and non-financial covenants at June 30, 2015 . As a result of its entry into the financing agreement in September 2014, the Company incurred financing costs of $1,957 that were capitalized as a deferred financing fee asset and are being amortized into interest expense over the term of the financing agreement. Deferred financing fees, net of accumulated amortization, totaled $1,657 and $1,854 at June 30, 2015 and December 31, 2014 , respectively. |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Jun. 30, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Legal Matters The Company is regularly involved in litigation, both as a plaintiff and as a defendant, relating to its business and operations. The Company assesses the likelihood of any judgments or outcomes with respect to these matters and determines loss contingency assessments on a gross basis after assessing the probability of incurrence of a loss and whether a loss is reasonably estimable. In addition, the Company considers other relevant factors that could impact its ability to reasonably estimate a loss. A determination of the amount of reserves required, if any, for these contingencies is made after analyzing each matter. The Company’s reserves may change in the future due to new developments or changes in strategy in handling these matters. Although the results of litigation and claims cannot be predicted with certainty, the Company currently believes that the final outcome of the matters listed below will not have a material adverse effect on its business, consolidated financial position, results of operations or cash flows. Regardless of the outcome, litigation can adversely impact the Company as a result of defense and settlement costs, diversion of management resources and other factors. Putative Securities Class Action Litigation. Two putative securities class action complaints were filed in the United States District Court for the Southern District of Indiana, naming the Company and several of its current and former directors and officers as defendants. Baron v. Angie’s List, Inc. et al. , 1:13-cv-2032, filed on December 23, 2013, and Bartolone v. Angie’s List, Inc., et al, 1:14-cv-0023, filed on January 9, 2014, allege that the defendants violated Section 10(b) of the Securities Exchange Act of 1934 by making material misstatements in, and omitting material information from, the Company’s public disclosures concerning its paid membership model. The two cases were consolidated on June 16, 2014. The Court granted the defendants' motion to dismiss without prejudice on June 18, 2015. The plaintiff did not file an amended complaint within the time prescribed by the Court. Korda v. Oesterle, et al., 1:14-cv-00004. On January 3, 2014, a derivative complaint was filed in the United States District Court for the Southern District of Indiana, naming the Company’s Board of Directors and various current and former officers as individual defendants. The complaint asserts that the individual defendants breached their fiduciary duty based on their knowledge that the Company’s public statements during 2013 concerning the Company’s business prospects were allegedly misleading. The complaint also alleges that certain defendants breached their fiduciary duty by selling shares of Angie’s List common stock between December 2012 and December 2013. The Court issued an order staying the action pending a ruling on the motion to dismiss in the Putative Securities Class Action Litigation described above. Clark v. Oesterle, et al., C.A. No. 10255. On October 17, 2014, a derivative complaint was filed in the Court of Chancery of the State of Delaware, naming members of the Company’s Board of Directors and various current and former officers as individual defendants. The complaint alleges that the individual defendants breached their fiduciary duties by making misleading representations regarding, among other things, the Company’s business prospects. The complaint also alleges that certain individual defendants breached their fiduciary duties by selling shares of Angie’s List common stock between February 2013 and October 2013. The Court issued an order staying the action pending a ruling on the motion to dismiss in the Putative Securities Class Action Litigation described above. Moore v. Angie’s List, Inc., 2:15cv-01243-SD. On March 11, 2015, a lawsuit seeking class action status was filed against the Company in the U.S. District Court for the Eastern District of Pennsylvania. The lawsuit alleges claims of breaches of contract and covenants of good faith and fair dealing, fraud and fraudulent inducement, unjust enrichment and violation of Pennsylvania’s Unfair Trade Practices and Consumer Protection Law. On May 13, 2015, the Company filed a motion to dismiss, which has yet to be ruled upon by the Court. |
Accounting Policies, by Policy
Accounting Policies, by Policy (Policies) | 6 Months Ended |
Jun. 30, 2015 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying unaudited condensed consolidated financial statements were prepared in conformity with accounting principles generally accepted in the United States ("U.S. GAAP") for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X of the Securities Exchange Act of 1934. Certain information and footnote disclosures normally included in financial statements prepared in accordance with U.S. GAAP were condensed or omitted pursuant to such rules and regulations. Accordingly, the accompanying unaudited condensed consolidated financial statements do not include all information and footnotes necessary for fair presentation of financial position, results of operations and cash flows in conformity with U.S. GAAP and should be read in conjunction with the audited consolidated financial statements and the notes thereto included in the Company's Annual Report on Form 10-K for the year ended December 31, 2014 . The accompanying unaudited condensed consolidated balance sheet as of December 31, 2014 was derived from the audited consolidated financial statements as of that date but does not include all disclosures required by U.S. GAAP, including certain notes thereto. For additional information, including a discussion of the Company’s significant accounting policies, refer to the audited consolidated financial statements and the notes thereto included in the Company's Annual Report on Form 10-K for the year ended December 31, 2014 . |
Operating Segments | Operating Segments Operating segments are defined as components of an enterprise engaging in business activities for which discrete financial information is available and regularly reviewed by the chief operating decision maker in deciding how to allocate resources and in assessing performance. The Company manages its business on the basis of one operating segment. |
Principles of Consolidation | Principles of Consolidation The condensed consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries. All significant intercompany accounts and transactions are eliminated in consolidation. |
Estimates | Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect amounts reported in the condensed consolidated financial statements and accompanying notes as well as the disclosure of contingent assets and liabilities and reported revenue and expenses. Actual results could differ from those estimates. The condensed consolidated financial statements reflect all adjustments of a normal recurring nature considered, in the opinion of management, necessary to fairly present the results for the periods. Operating results from interim periods are not necessarily indicative of results that may be expected for the fiscal year as a whole. |
Revenue Recognition | Revenue Recognition The Company recognizes revenue when all of the following conditions are met: there is persuasive evidence of an arrangement, the service has been provided to the customer, the collection of the fees is reasonably assured and the amount of fees to be paid by the customer is fixed or determinable. |
Membership Revenue | Membership Revenue Revenue from the sale of membership subscriptions is recognized ratably over the term of the associated subscription. Prior to 2014, the Company also generally received a one-time, nonrefundable enrollment fee at the time a member joined. Enrollment fees are deferred and recognized on a straight-line basis over an estimated average membership life of 80 months for annual or multi-year members and 13 months for monthly members, which is based on historical membership experience. The Company reviews the estimated average membership lives on an annual basis, or more frequently if circumstances change. Changes in member behavior, performance, competition and economic conditions may cause attrition levels to change, which could impact the estimated average membership lives. The Company discontinued charging one-time nonrefundable enrollment fees in 2014. |
Service Provider Revenue | Service Provider Revenue Revenue from the sale of advertising in the Company’s Angie's List Magazine publication is recognized in the period in which the publication is published and distributed. Revenue from the sale of website, mobile and call center advertising is recognized ratably over the time period the advertisements run. Revenue from e-commerce vouchers is recognized on a net basis when the voucher is delivered to the purchaser. While the Company is not the merchant of record with respect to its customers for these transactions, it does offer customers refunds in certain circumstances. Accordingly, revenue from e-commerce transactions is recorded net of a reserve for estimated refunds. |
Deferred Revenue | Deferred Revenue Deferred revenue includes the unamortized portion of revenue associated with membership and service provider fees for which the Company received payment in advance of services or advertising to be provided. Deferred revenue is recognized as revenue when the related services or advertising are actually provided. |
Income Taxes- Valuation Allowance | Income Taxes - Valuation Allowance The Company evaluates whether it will realize the benefits of its net deferred tax assets and establishes a valuation allowance to reduce the carrying value of its deferred tax assets to the amount considered more likely than not to be recognized. Deferred tax assets arise as a result of tax loss carryforwards and various differences between the book basis and the tax basis of such assets. The Company periodically reviews the deferred tax assets for recoverability based on historical taxable income, projected future taxable income and the expected timing of the reversals of existing temporary differences. Should there be a change in the ability to recover deferred tax assets, the tax provision would be adjusted in the period in which the assessment is changed. There was no change to the Company's assessment during the periods ended June 30, 2015 . |
Recent Accounting Pronouncements | Recent Accounting Pronouncements In April 2015, the Financial Accounting Standards Board (the "FASB") issued Accounting Standards Update No. 2015-05: Intangibles - Goodwill and Other - Internal-Use Software (Subtopic 350-40): Customer's Accounting for Fees Paid in a Cloud Computing Arrangement ("ASU 2015-05"). The amendments in this update provide guidance to customers about whether a cloud computing arrangement includes a software license. If a cloud computing arrangement includes a software license, the update specifies that the customer should account for the software license element of the arrangement consistent with the acquisition of other software licenses. The update further specifies that the customer should account for a cloud computing arrangement as a service contract if the arrangement does not include a software license. ASU 2015-05 will be effective for the Company in fiscal year 2016. The Company does not believe that the adoption of the guidance set forth in this update will have a material impact on the consolidated financial statements. In April 2015, the FASB issued Accounting Standards Update No. 2015-03: Interest - Imputation of Interest (Subtopic 835-30): Simplifying the Presentation of Debt Issuance Costs ("ASU 2015-03"). The update sets forth a requirement that debt issuance costs related to a recognized debt liability be presented in the balance sheet as a direct deduction from the carrying amount of that debt liability, consistent with debt discounts. The recognition and measurement guidance for debt issuance costs is not affected by the amendments in this update. ASU 2015-03 will be effective for the Company in fiscal year 2016. Retrospective application of the guidance set forth in this update is required, and as such, once effective, will result in a reclassification of the deferred financing fees currently recorded as a noncurrent asset within the consolidated balance sheet to a direct deduction from the carrying amount of long-term debt within noncurrent liabilities. In August 2014, the FASB issued Accounting Standards Update No. 2014-15: Presentation of Financial Statements - Going Concern (Subtopic 205-40): Disclosure of Uncertainties about an Entity's Ability to Continue as a Going Concern ("ASU 2014-15"). The update sets forth a requirement for management to evaluate whether there are conditions and events that raise substantial doubt about an entity's ability to continue as a going concern, a responsibility that did not previously exist in U.S. GAAP. The amendments included in this update require management to assess an entity’s ability to continue as a going concern by incorporating and expanding upon certain principles that are currently in U.S. auditing standards. Specifically, the amendments (1) provide a definition of the term substantial doubt, (2) require an evaluation every reporting period, including interim periods, (3) provide principles for considering the mitigating effect of management’s plans, (4) require certain disclosures when substantial doubt is alleviated as a result of consideration of management’s plans, (5) require an express statement and other disclosures when substantial doubt is not alleviated, and (6) require an assessment for a period of one year after the date that the financial statements are issued (or available to be issued). ASU 2014-15 will be effective for the Company in fiscal year 2016. The Company does not believe that the adoption of the guidance set forth in this update will have a material impact on the consolidated financial statements. In May 2014, the FASB issued Accounting Standards Update No. 2014-09: Revenue from Contracts with Customers (Topic 606) ("ASU 2014-09"). The update outlines a single comprehensive model for entities to use in accounting for revenue arising from contracts with customers and supersedes most current revenue recognition guidance, including industry-specific guidance. The core principle of the revenue model is that "an entity recognizes revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services." The update also requires significantly expanded disclosures related to revenue recognition. ASU 2014-09 will be effective for the Company in fiscal year 2017. The Company is currently evaluating the future impact and method of adoption of this update with respect to the consolidated financial statements. |
Net Loss Per Common Share (Tabl
Net Loss Per Common Share (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Earnings Per Share [Abstract] | |
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share | The following potentially dilutive equity securities were not included in the diluted net loss per common share calculation as they would have an antidilutive effect for the periods presented: June 30, June 30, Stock options 7,535,129 5,126,178 Restricted stock units 879,393 — |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Fair Value Disclosures [Abstract] | |
Fair Value, Assets Measured on Recurring Basis | The following tables summarize the Company's financial instruments at fair value based on the fair value hierarchy for each class of instrument as of June 30, 2015 and December 31, 2014 : Fair Value Measurement at June 30, 2015 Using Carrying Value at Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Cash equivalents: Money market funds $ 2,460 $ 2,460 $ — $ — Investments: Certificates of deposit 19,400 — 19,404 — Corporate bonds 3,036 — 3,033 — Total assets $ 24,896 $ 2,460 $ 22,437 $ — Fair Value Measurement at December 31, 2014 Using Carrying Value at Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Cash equivalents: Money market funds $ 365 $ 365 $ — $ — Certificates of deposit 240 — 240 — Investments: Certificates of deposit 21,235 — 21,211 — Corporate bonds 3,033 — 3,028 — Total assets $ 24,873 $ 365 $ 24,479 $ — |
Prepaid Expenses and Other Cu18
Prepaid Expenses and Other Current Assets (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Other Assets [Abstract] | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure | Prepaid expenses and other current assets was comprised of the following as of June 30, 2015 and December 31, 2014 : June 30, December 31, Prepaid and deferred commissions $ 10,193 $ 11,378 Other prepaid expenses and current assets 11,184 6,742 Total prepaid expenses and other current assets $ 21,377 $ 18,120 |
Property, Equipment and Softw19
Property, Equipment and Software (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Property, Plant and Equipment [Abstract] | |
Property, Equipment and Software | Property, equipment and software was comprised of the following as of June 30, 2015 and December 31, 2014 : June 30, December 31, Furniture and equipment $ 13,250 $ 12,450 Land 3,105 3,101 Buildings and improvements 17,137 17,082 Software 6,030 4,696 Capitalized website and software development costs 36,454 23,214 Total property, equipment and software 75,976 60,543 Less accumulated depreciation (11,375 ) (9,279 ) Total property, equipment and software, net $ 64,601 $ 51,264 |
Goodwill and Amortizable Inta20
Goodwill and Amortizable Intangible Assets (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Intangible Assets and Goodwill | Amortizable intangible assets as of June 30, 2015 and December 31, 2014 were as follows: Cost Accumulated Amortization Net Carrying Amount Weighted-Average Remaining Amortization Period (in years) June 30, 2015 Member list $ 1,670 $ 534 $ 1,136 4.1 Content 140 90 50 1.1 Core technology 110 70 40 1.1 Data acquisition costs 1,864 988 876 1.5 Other intangible assets 300 133 167 1.7 Total amortizable intangible assets $ 4,084 $ 1,815 $ 2,269 Cost Accumulated Amortization Net Carrying Amount Weighted-Average Remaining Amortization Period (in years) December 31, 2014 Member list $ 1,670 $ 394 $ 1,276 4.6 Content 140 66 74 1.6 Core technology 110 52 58 1.6 Data acquisition costs 3,488 2,358 1,130 1.2 Other intangible assets 300 83 217 2.2 Total amortizable intangible assets $ 5,708 $ 2,953 $ 2,755 |
Accrued Liabilities (Tables)
Accrued Liabilities (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Accrued Liabilities [Abstract] | |
Schedule of Accrued Liabilities | Accrued liabilities was comprised of the following as of June 30, 2015 and December 31, 2014 : June 30, December 31, Accrued sales commissions $ 1,923 $ 2,627 Sales and use tax 4,103 4,263 Accrued compensation 6,630 6,126 Uninvoiced accounts payable 10,762 2,749 Legal settlement accrual 1,157 2,183 Other accrued liabilities 8,168 5,241 Total accrued liabilities $ 32,743 $ 23,189 |
Debt and Credit Arrangements De
Debt and Credit Arrangements Debt and Credit Arrangements (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Debt Disclosure [Abstract] | |
Schedule of Long-term Debt Instruments | Long-term debt, net, was comprised of the following as of June 30, 2015 and December 31, 2014 : June 30, December 31, Term loan $ 60,000 $ 60,000 Unamortized fees paid to lender (1,025 ) (1,146 ) Total debt, net 58,975 58,854 Less current maturities — — Total long-term debt, net $ 58,975 $ 58,854 |
Description of Business, Basi23
Description of Business, Basis of Presentation and Summary of Significant Accounting Policies (Details) | 6 Months Ended | ||
Jun. 30, 2015USD ($)segment | Dec. 31, 2014USD ($) | Sep. 26, 2014USD ($) | |
Summary of Significant Accounting Policies [Line Items] | |||
Number of operating segments | segment | 1 | ||
Total combined future minimum payment obligations | $ 9,864,000 | ||
Long-term debt, net | $ 58,975,000 | $ 58,854,000 | |
Annual or Multi Year Members [Member] | |||
Summary of Significant Accounting Policies [Line Items] | |||
Estimated average membership life | 80 months | ||
Monthly Members [Member] | |||
Summary of Significant Accounting Policies [Line Items] | |||
Estimated average membership life | 13 months | ||
Term Loan [Member] | |||
Summary of Significant Accounting Policies [Line Items] | |||
Face amount of term loan | $ 60,000,000 |
Net Loss Per Common Share - Ant
Net Loss Per Common Share - Antidilutive securities (Details) - $ / shares | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Net loss per common share—basic and diluted (in Dollars per share) | $ (0.14) | $ (0.31) | $ (0.07) | $ (0.38) |
Equity Option [Member] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive securities | 7,535,129 | 5,126,178 | ||
Restricted Stock Units (RSUs) [Member] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive securities | 879,393 | 0 |
Fair Value Measurements - Summa
Fair Value Measurements - Summary of the financial instruments of the company at fair value (Details) - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Carrying value | $ 24,896 | $ 24,873 |
Money Market Funds [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Carrying value | 2,460 | 365 |
Certificates of Deposit [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Carrying value | 240 | |
Fair Value, Inputs, Level 1 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair market value | 2,460 | 365 |
Fair Value, Inputs, Level 1 [Member] | Money Market Funds [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair market value | 2,460 | 365 |
Fair Value, Inputs, Level 2 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair market value | 22,437 | 24,479 |
Fair Value, Inputs, Level 2 [Member] | Money Market Funds [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair market value | 0 | 0 |
Fair Value, Inputs, Level 2 [Member] | Certificates of Deposit [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair market value | 240 | |
Fair Value, Inputs, Level 3 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair market value | 0 | 0 |
Fair Value, Inputs, Level 3 [Member] | Money Market Funds [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair market value | 0 | 0 |
Corporate Bond Securities [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Carrying value | 3,036 | 3,033 |
Corporate Bond Securities [Member] | Fair Value, Inputs, Level 1 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair market value | 0 | 0 |
Corporate Bond Securities [Member] | Fair Value, Inputs, Level 2 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair market value | 3,033 | 3,028 |
Corporate Bond Securities [Member] | Fair Value, Inputs, Level 3 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair market value | 0 | 0 |
Certificates of Deposit [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Carrying value | 19,400 | 21,235 |
Certificates of Deposit [Member] | Fair Value, Inputs, Level 1 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair market value | 0 | 0 |
Certificates of Deposit [Member] | Fair Value, Inputs, Level 2 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair market value | 19,404 | 21,211 |
Certificates of Deposit [Member] | Fair Value, Inputs, Level 3 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair market value | $ 0 | $ 0 |
Prepaid Expenses and Other Cu26
Prepaid Expenses and Other Current Assets (Details) - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 |
Other Assets [Abstract] | ||
Prepaid and deferred commissions | $ 10,193 | $ 11,378 |
Other | 11,184 | 6,742 |
Total prepaid expenses and other current assets | $ 21,377 | $ 18,120 |
Property, Equipment and Softw27
Property, Equipment and Software (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | Dec. 31, 2014 | |
Property, Plant and Equipment [Line Items] | |||||
Property, equipment and software, Gross | $ 75,976 | $ 75,976 | $ 60,543 | ||
Less accumulated depreciation | (11,375) | (11,375) | (9,279) | ||
Property, equipment and software, Net | 64,601 | 64,601 | 51,264 | ||
Depreciation | 1,300 | $ 904 | 2,511 | $ 1,695 | |
Non-cash long-lived asset impairment charge | 686 | $ 0 | |||
Construction in Progress [Member] | |||||
Property, Plant and Equipment [Line Items] | |||||
Construction in Progress, Gross | 35,131 | 35,131 | 22,418 | ||
Furniture and Fixtures [Member] | |||||
Property, Plant and Equipment [Line Items] | |||||
Property, equipment and software, Gross | 13,250 | 13,250 | 12,450 | ||
Construction in Progress, Gross | 58 | 58 | 76 | ||
Land [Member] | |||||
Property, Plant and Equipment [Line Items] | |||||
Property, equipment and software, Gross | 3,105 | 3,105 | 3,101 | ||
Building and improvements [Member] | |||||
Property, Plant and Equipment [Line Items] | |||||
Property, equipment and software, Gross | 17,137 | 17,137 | 17,082 | ||
Construction in Progress, Gross | 149 | 149 | 826 | ||
Software [Member] | |||||
Property, Plant and Equipment [Line Items] | |||||
Property, equipment and software, Gross | 6,030 | 6,030 | 4,696 | ||
Construction in Progress, Gross | 1,251 | 1,251 | 138 | ||
Capitalized website and software development costs [Member] | |||||
Property, Plant and Equipment [Line Items] | |||||
Property, equipment and software, Gross | 36,454 | 36,454 | 23,214 | ||
Construction in Progress, Gross | 33,673 | 33,673 | 21,378 | ||
Other Capitalized Property Plant and Equipment [Member] | |||||
Property, Plant and Equipment [Line Items] | |||||
Construction in Progress, Gross | $ 2,264 | $ 2,264 | $ 1,410 |
Goodwill and Amortizable Inta28
Goodwill and Amortizable Intangible Assets - Intangible Assets (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | Dec. 31, 2014 | |
Finite-Lived Intangible Assets [Line Items] | |||||
Amortization of Intangible Assets | $ 313 | $ 444 | $ 692 | $ 873 | |
Cost | 4,084 | 4,084 | $ 5,708 | ||
Accumulated Amortization | 1,815 | 1,815 | 2,953 | ||
Amortizable intangible assets, net | 2,269 | 2,269 | 2,755 | ||
Member List [Member] | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Cost | 1,670 | 1,670 | 1,670 | ||
Accumulated Amortization | 534 | 534 | 394 | ||
Amortizable intangible assets, net | 1,136 | $ 1,136 | $ 1,276 | ||
Finite-Lived Intangible Assets, Remaining Amortization Period | 4 years 37 days | 4 years 219 days | |||
Content [Member] | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Cost | 140 | $ 140 | $ 140 | ||
Accumulated Amortization | 90 | 90 | 66 | ||
Amortizable intangible assets, net | 50 | $ 50 | $ 74 | ||
Finite-Lived Intangible Assets, Remaining Amortization Period | 1 year 37 days | 1 year 219 days | |||
Core Technology [Member] | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Cost | 110 | $ 110 | $ 110 | ||
Accumulated Amortization | 70 | 70 | 52 | ||
Amortizable intangible assets, net | 40 | $ 40 | $ 58 | ||
Finite-Lived Intangible Assets, Remaining Amortization Period | 1 year 37 days | 1 year 219 days | |||
Data Acquisition Costs [Member] | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Cost | 1,864 | $ 1,864 | $ 3,488 | ||
Accumulated Amortization | 988 | 988 | 2,358 | ||
Amortizable intangible assets, net | 876 | $ 876 | $ 1,130 | ||
Finite-Lived Intangible Assets, Remaining Amortization Period | 1 year 183 days | 1 year 73 days | |||
Other Intangible Assets [Member] | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Cost | 300 | $ 300 | $ 300 | ||
Accumulated Amortization | 133 | 133 | 83 | ||
Amortizable intangible assets, net | $ 167 | $ 167 | $ 217 | ||
Finite-Lived Intangible Assets, Remaining Amortization Period | 1 year 256 days | 2 years 73 days |
Goodwill and Amortizable Inta29
Goodwill and Amortizable Intangible Assets (Details) - USD ($) $ in Thousands | 6 Months Ended | 12 Months Ended |
Jun. 30, 2015 | Dec. 31, 2014 | |
Business Acquisition [Line Items] | ||
Goodwill | $ 1,145 | $ 1,145 |
Finite-Lived Intangible Assets [Member] | ||
Business Acquisition [Line Items] | ||
Finite-Lived Intangible Asset, Useful Life | 3 years | 3 years |
Member List [Member] | ||
Business Acquisition [Line Items] | ||
Finite-Lived Intangible Asset, Useful Life | 6 years | 6 years |
Accrued Liabilities - Accrued l
Accrued Liabilities - Accrued liabilities (Details) - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 |
Accrued Liabilities [Abstract] | ||
Accrued sales commissions | $ 1,923 | $ 2,627 |
Sales and use tax | 4,103 | 4,263 |
Accrued compensation | 6,630 | 6,126 |
Uninvoiced accounts payable | 10,762 | 2,749 |
Legal settlement accrual | 1,157 | 2,183 |
Other accrued liabilities | 8,168 | 5,241 |
Total accrued liabilities | $ 32,743 | $ 23,189 |
Debt and Credit Arrangements (D
Debt and Credit Arrangements (Details) - USD ($) | Sep. 26, 2014 | Jun. 30, 2015 | Dec. 31, 2014 |
Debt Instrument [Line Items] | |||
Term loan | $ 60,000,000 | $ 60,000,000 | |
Unamortized fees paid to lender | 1,025,000 | 1,146,000 | |
Total debt, net | 58,975,000 | 58,854,000 | |
Less current maturities | 0 | 0 | |
Long-term debt, net | $ 58,975,000 | 58,854,000 | |
Percent of excess cash flow to be used for loan prepayment, maximum | 50.00% | ||
Premium to be paid on prepayment | 1.00% | ||
Deferred Finance Costs, Gross | $ 1,957,000 | ||
Deferred Finance Costs, Noncurrent, Net | $ 1,657,000 | $ 1,854,000 | |
Term Loan [Member] | |||
Debt Instrument [Line Items] | |||
Unamortized fees paid to lender | 1,025,000 | ||
Face amount of term loan | 60,000,000 | ||
Periodic principal payments on term loan | $ 750,000 | ||
Term Loan [Member] | LIBOR [Member] | |||
Debt Instrument [Line Items] | |||
Floor rate | 0.50% | ||
Basis spread | 6.75% | ||
Term Loan [Member] | Prime Rate [Member] | |||
Debt Instrument [Line Items] | |||
Floor rate | 3.25% | ||
Basis spread | 5.75% | ||
Delayed Draw Term Loan [Member] | |||
Debt Instrument [Line Items] | |||
Face amount of term loan | $ 25,000,000 | ||
Periodic payment as a percent of amount funded | 1.25% | ||
Commitment fee as a percent of unborrowed amounts | 0.75% | ||
Debt Instrument, Unused Borrowing Capacity, Amount | $ 25,000,000 |
Commitments and Contingencies (
Commitments and Contingencies (Details) | Dec. 23, 2013claim |
Putative Securities Class Action Litigation [Member] | |
Loss Contingencies [Line Items] | |
Number of claims | 2 |