TABLEAU SOFTWARE INC, 10-Q filed on 8/7/2015
Quarterly Report
Document and Entity Information Statement
6 Months Ended
Jun. 30, 2015
Aug. 4, 2015
Common Class A [Member]
Aug. 4, 2015
Common Class B [Member]
Document Information [Line Items]
 
 
 
Document Type
10-Q 
 
 
Amendment Flag
false 
 
 
Document Period End Date
Jun. 30, 2015 
 
 
Document Fiscal Year Focus
2015 
 
 
Document Fiscal Period Focus
Q2 
 
 
Entity Registrant Name
TABLEAU SOFTWARE INC 
 
 
Entity Central Index Key
0001303652 
 
 
Current Fiscal Year End Date
--12-31 
 
 
Entity Filer Category
Large Accelerated Filer 
 
 
Entity Common Stock, Shares Outstanding
 
51,273,560 
20,559,166 
Condensed Consolidated Balance Sheets (USD $)
In Thousands, unless otherwise specified
Jun. 30, 2015
Dec. 31, 2014
Current assets
 
 
Cash and cash equivalents
$ 729,506 
$ 680,613 
Accounts receivable, net of allowance for doubtful accounts of $1,006 and $1,111
97,998 
99,910 
Prepaid expenses and other current assets
15,594 
10,777 
Income taxes receivable
150 
229 
Deferred income taxes
21,752 
18,732 
Total current assets
865,000 
810,261 
Property and equipment, net
56,168 
45,627 
Deferred income taxes
6,371 
5,879 
Deposits and other assets
6,181 
3,895 
Total assets
933,720 
865,662 
Current liabilities
 
 
Accounts payable
4,582 
1,978 
Accrued compensation and employee related benefits
33,353 
40,164 
Other accrued Liabilities
28,126 
15,769 
Income taxes payable
413 
378 
Deferred revenue
139,435 
121,985 
Total current liabilities
205,909 
180,274 
Deferred revenue
11,381 
7,825 
Other long-term liabilities
8,868 
5,557 
Total liabilities
226,158 
193,656 
Commitments and contingencies (Note 6)
   
   
Stockholders' equity
 
 
Preferred stock
Additional paid-in capital
724,905 
660,668 
Accumulated other comprehensive income
465 
140 
Retained earnings (accumulated deficit)
(17,815)
11,191 
Total stockholders' equity
707,562 
672,006 
Total liabilities and stockholders' equity
933,720 
865,662 
Common Class B [Member]
 
 
Stockholders' equity
 
 
Common Stock
Common Class A [Member]
 
 
Stockholders' equity
 
 
Common Stock
$ 5 
$ 5 
Condensed Consolidated Balance Sheets Balance Sheet Parenthetical (USD $)
In Thousands, except Share data, unless otherwise specified
Jun. 30, 2015
Dec. 31, 2014
Preferred stock, par value (in USD per share)
$ 0.0001 
$ 0.0001 
Preferred Stock, Shares Authorized
10,000,000 
10,000,000 
Preferred stock, shares issued
Allowance for Doubtful Accounts Receivable
$ 1,006 
$ 1,111 
Common Class B [Member]
 
 
Common stock, par value (in USD per share)
$ 0.0001 
$ 0.0001 
Common Stock, shares authorized
75,000,000 
75,000,000 
Common Stock, shares issued
20,559,166 
22,620,509 
Common stock, shares outstanding
20,559,166 
22,620,509 
Common Class A [Member]
 
 
Common stock, par value (in USD per share)
$ 0.0001 
$ 0.0001 
Common Stock, shares authorized
750,000,000 
750,000,000 
Common Stock, shares issued
51,222,204 
47,247,710 
Common stock, shares outstanding
51,222,204 
47,247,710 
Condensed Consolidated Statements of Operations (USD $)
In Thousands, except Per Share data, unless otherwise specified
3 Months Ended 6 Months Ended
Jun. 30, 2015
Jun. 30, 2014
Jun. 30, 2015
Jun. 30, 2014
Revenues
 
 
 
 
License
$ 96,741 
$ 60,354 
$ 181,161 
$ 108,799 
Maintenance and services
53,119 
30,319 
98,844 
56,425 
Total revenues
149,860 
90,673 
280,005 
165,224 
Cost of revenues
 
 
 
 
License
477 
131 
1,349 
295 
Maintenance and services
16,276 
8,509 
30,825 
15,538 
Total cost of revenues
16,753 1
8,640 1
32,174 1
15,833 1
Gross profit
133,107 
82,033 
247,831 
149,391 
Operating expenses
 
 
 
 
Sales and marketing
85,061 1
50,050 1
157,251 1
89,371 1
Research and development
47,333 1
25,990 1
89,183 1
48,164 1
General and administrative
18,674 1
10,085 1
33,169 1
17,842 1
Total operating expenses
151,068 
86,125 
279,603 
155,377 
Operating loss
(17,961)
(4,092)
(31,772)
(5,986)
Other income (expense), net
(623)
(309)
1,187 
(516)
Loss before income tax expense (benefit)
(18,584)
(4,401)
(30,585)
(6,502)
Income tax expense (benefit)
395 
173 
(1,579)
3,701 
Net loss
$ (18,979)
$ (4,574)
$ (29,006)
$ (10,203)
Net loss per share:
 
 
 
 
Basic (in usd per share)
$ (0.27)
$ (0.07)
$ (0.41)
$ (0.15)
Diluted (in usd per share)
$ (0.27)
$ (0.07)
$ (0.41)
$ (0.15)
Weighted average shares used to compute net loss per share:
 
 
 
 
Weighted Average Number of Shares Outstanding, Basic and Diluted
71,426 
68,292 
70,961 
65,882 
[1] Includes stock-based compensation expense as follows:Cost of revenues for the three months ended June 30, 2015 and 2014 were $1,644 and $504. Sales and marketing expenses for the three months ended June 30, 2015 and 2014 were $10,790 and $4,302. Research and development expenses for the three months ended June 30, 2015 and 2014 were $12,462 and $4,817. General and administrative expenses for the three months ended June 30, 2015 and 2014 were $3,561 and $1,425. Cost of revenues for the six months ended June 30, 2015 and 2014 were $2,948 and $843. Sales and marketing expenses for the six months ended June 30, 2015 and 2014 were $19,299 and $7,461. Research and development expenses for the six months ended June 30, 2015 and 2014 were $22,548 and $8,221. General and administrative expenses for the six months ended June 30, 2015 and 2014 were $5,909 and $2,486.
Condensed Consolidated Statements of Operations Parenthetical (USD $)
In Thousands, unless otherwise specified
3 Months Ended 6 Months Ended
Jun. 30, 2015
Jun. 30, 2014
Jun. 30, 2015
Jun. 30, 2014
Cost of revenues
 
 
 
 
Allocated Share-based Compensation Expense
$ 1,644 
$ 504 
$ 2,948 
$ 843 
Sales and marketing
 
 
 
 
Allocated Share-based Compensation Expense
10,790 
4,302 
19,299 
7,461 
Research and development
 
 
 
 
Allocated Share-based Compensation Expense
12,462 
4,817 
22,548 
8,221 
General and administrative
 
 
 
 
Allocated Share-based Compensation Expense
$ 3,561 
$ 1,425 
$ 5,909 
$ 2,486 
Condensed Consolidated Statements of Comprehensive Loss Statement (USD $)
In Thousands, unless otherwise specified
3 Months Ended 6 Months Ended
Jun. 30, 2015
Jun. 30, 2014
Jun. 30, 2015
Jun. 30, 2014
Statement of Comprehensive Income [Abstract]
 
 
 
 
Net loss
$ (18,979)
$ (4,574)
$ (29,006)
$ (10,203)
Other comprehensive income (loss):
 
 
 
 
Foreign currency translation, net
(263)
88 
325 
103 
Comprehensive loss
$ (19,242)
$ (4,486)
$ (28,681)
$ (10,100)
Condensed Consolidated Statements of Cash Flows (USD $)
In Thousands, unless otherwise specified
6 Months Ended
Jun. 30, 2015
Jun. 30, 2014
Operating activities
 
 
Net loss
$ (29,006)
$ (10,203)
Adjustments to reconcile net loss to net cash provided by operating activities
 
 
Depreciation and amortization expense
10,146 
5,542 
Stock-based compensation expense
50,704 
19,011 
Excess tax benefit from stock-based compensation
(633)
(3,146)
Deferred income taxes
(2,884)
3,176 
Changes in operating assets and liabilities
 
 
Accounts receivable, net
605 
4,704 
Prepaid expenses, deposits and other assets
(7,173)
(455)
Income taxes receivable
77 
(36)
Deferred revenue
22,783 
14,036 
Accounts payable and accrued liabilities
10,383 
(212)
Income taxes payable
49 
53 
Net cash provided by operating activities
55,051 
32,470 
Investing activities
 
 
Purchase of property and equipment
(19,117)
(14,478)
Net cash used in investing activities
(19,117)
(14,478)
Financing activities
 
 
Proceeds from public offering, net of underwriters' discount and offering costs
344,097 
Proceeds from exercise of stock options
12,900 
9,388 
Excess tax benefit from stock-based compensation
633 
3,146 
Net cash provided by financing activities
13,533 
356,631 
Effect of exchange rate changes on cash and cash equivalents
(574)
17 
Net increase in cash and cash equivalents
48,893 
374,640 
Cash and cash equivalents
 
 
Beginning of period
680,613 
252,674 
End of period
729,506 
627,314 
Non-cash activities
 
 
Accrued purchases of property and equipment
6,002 
3,649 
Asset retirement obligations recognized
304 
Property and equipment acquired under build-to-suit lease
$ 0 
$ 11,600 
Description of Business
Description of Business
Description of Business
Tableau Software, Inc., a Delaware corporation, and its wholly-owned subsidiaries (the "Company," "we," "us" or "our") are headquartered in Seattle, Washington. Our software products put the power of data into the hands of everyday people, allowing a broad population of business users to engage with their data, ask questions, solve problems and create value. Based on innovative core technologies originally developed at Stanford University, our products dramatically reduce the complexity, inflexibility and expense associated with traditional business intelligence applications. We currently make four key products: Tableau Desktop, a self-service, powerful analytics product for anyone with data; Tableau Server, a business intelligence platform for organizations; Tableau Online, a cloud-based hosted version of Tableau Server; and Tableau Public, a free cloud-based platform for analyzing and sharing public data.
Summary of Significant Accounting Policies
Summary of Significant Accounting Policies
Summary of Significant Accounting Policies
Basis of Presentation
The accompanying unaudited condensed consolidated financial information has been prepared in accordance with generally accepted accounting principles in the United States ("GAAP") and applicable rules and regulations of the Securities and Exchange Commission ("SEC") regarding interim financial reporting. Certain information and note disclosures normally included in financial statements prepared in accordance with GAAP have been condensed or omitted pursuant to such rules and regulations. The condensed consolidated balance sheet data as of December 31, 2014 was derived from audited financial statements, but does not include all disclosures required by GAAP. The condensed consolidated financial information should be read in conjunction with the consolidated financial statements and notes included in the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 2014 filed with the SEC on February 27, 2015.
In the opinion of management, the accompanying unaudited condensed consolidated financial information includes all normal recurring adjustments necessary for a fair statement of the Company's financial position, results of operations, comprehensive loss and cash flows for the interim periods, but is not necessarily indicative of the results that may be expected for the year ending December 31, 2015. All intercompany accounts and transactions have been eliminated in consolidation.
Reclassification
In the condensed consolidated statement of cash flows, certain prior year amounts have been reclassified to conform to the current year presentation. There was no change to the net cash flows from operating, investing, or financing activities as a result of the reclassification.
Public Offering
In March 2014, we closed a follow-on public offering, in which we sold 4,000,000 shares of our Class A common stock at a price to the public of $89.25 per share. The aggregate offering price for shares sold in the offering was approximately $344.1 million, net of underwriters' discounts and commissions, and offering expenses.
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 date of the financial statements and the reported amounts of revenues and expenses during the reporting period. These estimates include depreciable lives for property and equipment, stock-based compensation, income taxes, accrued liabilities, and collectability of accounts receivable. Actual results could differ from those estimates.
Risks and Uncertainties
Inherent in our business are various risks and uncertainties, including our limited history operating our business at its current scale and development of advanced technologies in a rapidly changing industry. These risks include our ability to manage our rapid growth and our ability to attract new customers and expand sales to existing customers, as well as other risks and uncertainties. In the event that we do not successfully implement our business plan, certain assets may not be recoverable, certain liabilities may not be paid and investments in our capital stock may not be recoverable. Our success depends upon the acceptance of our technology, development of sales and distribution channels, and our ability to generate significant revenues from the sale of our technology.
Segments
We follow the authoritative literature that established annual and interim reporting standards for an enterprise’s operating segments and related disclosures about its products and services, geographic regions and major customers.
We operate our business as one operating segment. Our chief operating decision makers are our Chief Executive Officer and Chief Financial Officer, who review financial information presented on a consolidated basis for purposes of making operating decisions, assessing financial performance and allocating resources.
Concentrations of Risk
Financial instruments that potentially subject us to concentrations of credit risk consist primarily of cash and cash equivalents and accounts receivable. We extend credit to customers based upon an evaluation of the customer’s financial condition and generally collateral is not required. As of June 30, 2015 and December 31, 2014, no individual customer accounted for 10% or more of total accounts receivable. For the three and six months ended June 30, 2015 and 2014, no individual customer represented 10% or more of our total revenues.
Recent Accounting Pronouncements
In May 2014, as part of its ongoing efforts to assist in the convergence of GAAP and International Financial Reporting Standards ("IFRS"), the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2014-09 related to revenue recognition. The new guidance sets forth a new five-step revenue recognition model that replaces the prior revenue recognition guidance in its entirety and is intended to eliminate numerous industry-specific pieces of revenue recognition guidance that have historically existed in GAAP. The underlying principle of the new standard is that a business or other organization will recognize 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. ASU 2014-09 provides retrospective or modified prospective methods of initial adoption and is effective for annual periods beginning after December 15, 2017 and interim periods within those annual periods. Early adoption is permitted for annual periods beginning after December 15, 2016 and interim periods within those annual periods. We are currently evaluating the method of adoption and the impact that this standard will have on our consolidated financial statements.
In August 2014, the FASB issued ASU 2014-15 related to status as a going concern. The new guidance explicitly requires that management assess an entity's ability to continue as a going concern and may require additional detailed disclosures. ASU 2014-15 is effective for annual periods beginning after December 15, 2016 and interim periods within those annual periods. Though permitted, we do not plan to early adopt. We do not believe that this standard will have an impact on our consolidated financial statements.
In April 2015, the FASB issued ASU 2015-05 related to a customer's accounting for fees paid in a cloud computing arrangement. The new guidance requires that management evaluate each cloud computing arrangement in order to determine whether it includes a software license that must be accounted for separately from hosted services. ASU 2015-05 applies the same guidance cloud service providers use to make this determination and also eliminates the existing requirement for customers to account for software licenses they acquire by analogizing to the guidance on leases. ASU 2015-05 is effective for annual periods, including interim periods within those annual periods, beginning after December 15, 2015 and provides the option of applying the guidance prospectively to all arrangements entered into or materially modified after the effective date or on a retrospective basis. Early adoption is permitted. We are currently evaluating the impact that this standard will have on our consolidated financial statements.
Stockholders' Equity
Stockholders' Equity
Stockholders' Equity
Common Stock
Our certificate of incorporation, as amended and restated, authorizes us to issue 75,000,000 shares of Class B common stock, $0.0001 par value per share, and 750,000,000 shares of Class A common stock, $0.0001 par value per share. The rights of the holders of Class A and Class B common stock are identical, except with respect to voting and conversion. Each holder of Class B common stock is entitled to ten votes per share and each holder of Class A common stock is entitled to one vote per share. Shares of Class B common stock may be converted into Class A common stock at any time at the option of the stockholder, and are automatically converted upon sale or transfer to Class A common stock, subject to certain limited exceptions. At its discretion, the board of directors may declare dividends on shares of common stock, subject to the rights of our preferred stockholders, if any. Upon liquidation or dissolution, holders of common stock will receive distributions only after preferred stock preferences have been satisfied.
Preferred Stock
Our certificate of incorporation, as amended and restated, authorizes us to issue 10,000,000 shares of preferred stock at $0.0001 par value per share. Our board of directors has the authority to provide for the issuance of all the shares in one or more series. At its discretion, our board of directors may designate the voting rights and preferences of the preferred stock.
Stock-Based Compensation
Stock-Based Compensation
Stock-Based Compensation
Our 2004 Equity Incentive Plan (the "2004 Plan") authorizes the granting of options to purchase shares of our Class B common stock, restricted stock units ("RSUs") and other stock-based awards to our employees, consultants, officers and directors. Our 2013 Equity Incentive Plan (the "2013 Plan" and, together with the 2004 Plan, the "Plans"), which was a successor to our 2004 Plan, authorizes the granting of options to purchase shares of our Class A common stock, RSUs and other stock-based awards to our employees, consultants, officers and directors.
Options granted under the Plans may be incentive or nonstatutory stock options. Incentive stock options may only be granted to employees. The term of each option is stated in the award agreement, but shall be no more than ten years from the date of grant. Options typically vest over a period of four years.
A summary of the option activity under the Plans during the six months ended June 30, 2015 is presented below:    
 
 
Options Outstanding
 
 
Shares
 
Weighted Average Exercise Price Per Share
 
Weighted Average Remaining Contractual Term
 
Aggregate Intrinsic Value
 
 
 
 
 
 
(in years)
 
(in thousands)
Balances at December 31, 2014
 
8,515,879

 
$
8.76

 
 
 
 
Options exercised
 
(1,555,909
)
 
8.29

 
 
 
 
Options canceled
 
(10
)
 
9.30

 
 
 
 
Options forfeited
 
(56,715
)
 
16.13

 
 
 
 
Balances at June 30, 2015
 
6,903,245

 
$
8.81

 
6.51
 
$
735,146

Vested and expected to vest at June 30, 2015
 
6,853,506

 
$
8.76

 
6.50
 
$
730,143

Exercisable at June 30, 2015
 
4,510,114

 
$
7.16

 
6.06
 
$
487,705


RSUs entitle the holder to receive shares of Class A common stock as the award vests. RSUs typically vest over a period of four years. The fair value of an RSU is determined by using the closing price of our Class A common stock as reported on the New York Stock Exchange on the date of grant. The Company's non-vested RSUs do not have nonforfeitable rights to dividends or dividend equivalents.
A summary of the RSU activity under the 2013 Plan during the six months ended June 30, 2015 is presented below:
 
 
Number of Shares Underlying Outstanding RSUs
 
Weighted-Average Grant-Date Fair Value per RSU
 
 
 
 
 
Non-Vested outstanding at December 31, 2014
 
2,818,661

 
$
77.77

RSUs granted
 
2,041,106

 
102.12

RSUs vested
 
(357,242
)
 
82.42

RSUs forfeited
 
(79,987
)
 
82.48

Non-Vested outstanding at June 30, 2015
 
4,422,538

 
$
88.54


Stock-based compensation expense is amortized using the straight-line method over the requisite service period. As of June 30, 2015, total unrecognized compensation expense, adjusted for estimated forfeitures, related to stock options and non-vested RSUs was approximately $344.4 million which is expected to be recognized over a period of 3.2 years.
The summary of shares available for issuance of equity based awards (including stock options and RSUs) during the six months ended June 30, 2015 is as follows:
 
 
Shares Available for Grant
Balance at December 31, 2014
 
6,229,892

Authorized
 
3,493,410

Granted
 
(2,041,106
)
Canceled
 
10

Forfeited
 
136,702

Balance at June 30, 2015
 
7,818,908

Income Taxes
Income Taxes
Income Taxes
Our provision for income taxes for interim periods is determined using an estimate of our annual effective tax rate and adjusted for discrete items, if any, in the relevant period. Each quarter we update our estimate of the annual effective tax rate, and if our estimated tax rate changes, we make a cumulative adjustment.
Our effective tax rate is impacted by and differs from the federal statutory rate primarily due to non-deductible stock-based compensation and the adverse effect of losses incurred in certain foreign jurisdictions for which we do not realize a tax benefit. Our effective tax rate may also be adversely impacted by the amount of our income (loss) before income tax expense (benefit) relative to our income tax expense, non-deductible expenses and changes in tax law such as the expiration of the U.S. federal research and development credit at the end of 2014.
Our effective tax rate was (2.1)% and (3.9)% for the three months ended June 30, 2015 and 2014, and 5.2% and (56.9)% for the six months ended June 30, 2015 and 2014, respectively. The difference in the effective tax rates between the six month periods is attributable to the change in the relationship between non-deductible tax items and the loss before income tax expense (benefit). These non-deductible tax items primarily include stock-based compensation and meals and entertainment expenses. The impact of adjustments to our effective tax rate for discrete items and non-deductible expenses is greater in periods close to break-even.
During the six months ended June 30, 2015, we recognized an income tax benefit of $1.6 million, which includes $1.4 million of discrete tax benefits relating to disqualifying dispositions on incentive stock options. During the six months ended June 30, 2014, we recognized an income tax expense of $3.7 million, which included $1.0 million of discrete tax benefits relating to disqualifying dispositions on incentive stock options.
We are currently under audit by the Internal Revenue Service ("IRS") for taxable years 2012 and 2013, which may lead to proposed adjustments to our taxes or net operating losses with respect to the years under examination as well as in subsequent periods that utilize these net operating losses. To date, we have not received any notices of proposed adjustments from the IRS related to this or any other examination periods.
Commitments and Contingencies
Commitments and Contingencies
Commitments and Contingencies
As of June 30, 2015, our principal obligations consisted of obligations outstanding under non-cancellable operating leases that expire at various dates through 2026. The following table represents our non-cancellable minimum lease payments remaining as of June 30, 2015 (in thousands):
Period Ending
 
Amount
Remainder of 2015
 
$
8,101

2016
 
17,102

2017
 
17,655

2018
 
17,607

2019
 
16,415

Thereafter
 
76,410

Total
 
$
153,290


We are subject to certain routine legal proceedings, as well as demands and claims that arise in the normal course of our business. We make a provision for a liability relating to legal matters when it is both probable that a liability has been incurred and the amount of the loss can be reasonably estimated. These provisions are reviewed and adjusted to reflect the impacts of negotiations, estimated settlements, legal rulings, advice of legal counsel and other information and events pertaining to a particular matter.
We are not aware of any pending legal proceedings that we believe, individually or in the aggregate, would be expected to have a material adverse effect on our business, operating results, or financial condition. We may in the future be party to litigation arising in the ordinary course of business, including claims that we allegedly infringe upon third party intellectual property rights. Such claims, even if not meritorious, could result in the expenditure of significant financial and management resources.
Segments and Information about Revenues by Geographic Region
Segments and Information about Revenues by Geographic Area
Segments and Information about Revenues by Geographic Area
The following table presents our revenues by geographic region of end users who purchased products or services for the periods presented below:
 
Three Months Ended June 30,
 
Six Months Ended June 30,
 
2015
 
2014
 
2015
 
2014
 
(in thousands)
United States and Canada
$
113,119

 
$
70,604

 
$
211,562

 
$
128,370

International
36,741

 
20,069

 
68,443

 
36,854

Total revenues
$
149,860

 
$
90,673

 
$
280,005

 
$
165,224

Net Income (Loss) Per Share
Net Income (Loss) Per Share
Net Income (Loss) Per Share
The following table presents the computation of basic and diluted net loss per share:    
 
Three Months Ended June 30,
 
Six Months Ended June 30,
 
2015
 
2014
 
2015
 
2014
 
(in thousands, except per share amounts)
Net loss per share - basic and diluted
 
 
 
 
 
 
 
Net loss
$
(18,979
)
 
$
(4,574
)
 
$
(29,006
)
 
$
(10,203
)
Weighted average shares used to compute basic and diluted net loss per share
71,426

 
68,292

 
70,961

 
65,882

Net loss per share - basic and diluted
$
(0.27
)
 
$
(0.07
)
 
$
(0.41
)
 
$
(0.15
)

The following shares subject to outstanding awards were excluded from the computation of diluted net loss per share for the periods presented as their effect would have been antidilutive:    
 
Three Months Ended June 30,
 
Six Months Ended June 30,
 
2015
 
2014
 
2015
 
2014
 
(in thousands)
Shares subject to outstanding common stock awards
11,326

 
11,430

 
11,326

 
11,430

Fair Value Measurements
Fair Value Measurements
Fair Value Measurements
We categorize assets and liabilities recorded at fair value based upon the level of judgment associated with inputs used to measure their fair value. The levels of the fair value hierarchy are as follows:
Level 1—Inputs are unadjusted quoted prices in active markets for identical assets or liabilities.
Level 2—Inputs are quoted prices for similar assets and liabilities in active markets or quoted prices for identical or similar instruments in markets that are not active and model-derived valuations in which all significant inputs and significant value drivers are observable in active markets.
Level 3—Inputs are unobservable inputs based on our own assumptions and valuation techniques used to measure assets and liabilities at fair value. The inputs require significant management judgment or estimation.
Our assessment of the significance of a particular input to the fair value measurement requires judgment and may affect the valuation of fair value assets and liabilities and their placement within the fair value hierarchy levels.
The following table presents the fair value of our financial assets using the fair value hierarchy:
 
 
June 30, 2015
Description
 
Level 1
 
Level 2
 
Level 3
 
Total
 
 
(in thousands)
Money market funds
 
$
698,608

 
$

 
$

 
$
698,608

 
 
 
 
 
 
 
 
 
 
 
December 31, 2014
Description
 
Level 1
 
Level 2
 
Level 3
 
Total
 
 
(in thousands)
Money market funds
 
$
667,210

 
$

 
$

 
$
667,210


We have no material financial assets or liabilities measured using Level 2 or Level 3 inputs.
Subsequent Events (Notes)
Subsequent Events
Subsequent Events
On July 2, 2015, the Company entered into an office lease agreement with an annual minimum lease payment of approximately $7.5 million, subject to annual increases of 3%. The initial term of the lease agreement is approximately 11 years, which includes a twelve month rent free period and other lease incentives.
Summary of Significant Accounting Policies (Policies)
Basis of Presentation
The accompanying unaudited condensed consolidated financial information has been prepared in accordance with generally accepted accounting principles in the United States ("GAAP") and applicable rules and regulations of the Securities and Exchange Commission ("SEC") regarding interim financial reporting. Certain information and note disclosures normally included in financial statements prepared in accordance with GAAP have been condensed or omitted pursuant to such rules and regulations. The condensed consolidated balance sheet data as of December 31, 2014 was derived from audited financial statements, but does not include all disclosures required by GAAP. The condensed consolidated financial information should be read in conjunction with the consolidated financial statements and notes included in the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 2014 filed with the SEC on February 27, 2015.
In the opinion of management, the accompanying unaudited condensed consolidated financial information includes all normal recurring adjustments necessary for a fair statement of the Company's financial position, results of operations, comprehensive loss and cash flows for the interim periods, but is not necessarily indicative of the results that may be expected for the year ending December 31, 2015. All intercompany accounts and transactions have been eliminated in consolidation.
Reclassification
In the condensed consolidated statement of cash flows, certain prior year amounts have been reclassified to conform to the current year presentation. There was no change to the net cash flows from operating, investing, or financing activities as a result of the reclassification.
Public Offering
In March 2014, we closed a follow-on public offering, in which we sold 4,000,000 shares of our Class A common stock at a price to the public of $89.25 per share. The aggregate offering price for shares sold in the offering was approximately $344.1 million, net of underwriters' discounts and commissions, and offering expenses.
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 date of the financial statements and the reported amounts of revenues and expenses during the reporting period. These estimates include depreciable lives for property and equipment, stock-based compensation, income taxes, accrued liabilities, and collectability of accounts receivable. Actual results could differ from those estimates.
Risks and Uncertainties
Inherent in our business are various risks and uncertainties, including our limited history operating our business at its current scale and development of advanced technologies in a rapidly changing industry. These risks include our ability to manage our rapid growth and our ability to attract new customers and expand sales to existing customers, as well as other risks and uncertainties. In the event that we do not successfully implement our business plan, certain assets may not be recoverable, certain liabilities may not be paid and investments in our capital stock may not be recoverable. Our success depends upon the acceptance of our technology, development of sales and distribution channels, and our ability to generate significant revenues from the sale of our technology.
Segments
We follow the authoritative literature that established annual and interim reporting standards for an enterprise’s operating segments and related disclosures about its products and services, geographic regions and major customers.
We operate our business as one operating segment. Our chief operating decision makers are our Chief Executive Officer and Chief Financial Officer, who review financial information presented on a consolidated basis for purposes of making operating decisions, assessing financial performance and allocating resources.
Concentrations of Risk
Financial instruments that potentially subject us to concentrations of credit risk consist primarily of cash and cash equivalents and accounts receivable. We extend credit to customers based upon an evaluation of the customer’s financial condition and generally collateral is not required. As of June 30, 2015 and December 31, 2014, no individual customer accounted for 10% or more of total accounts receivable. For the three and six months ended June 30, 2015 and 2014, no individual customer represented 10% or more of our total revenues.
Recent Accounting Pronouncements
In May 2014, as part of its ongoing efforts to assist in the convergence of GAAP and International Financial Reporting Standards ("IFRS"), the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2014-09 related to revenue recognition. The new guidance sets forth a new five-step revenue recognition model that replaces the prior revenue recognition guidance in its entirety and is intended to eliminate numerous industry-specific pieces of revenue recognition guidance that have historically existed in GAAP. The underlying principle of the new standard is that a business or other organization will recognize 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. ASU 2014-09 provides retrospective or modified prospective methods of initial adoption and is effective for annual periods beginning after December 15, 2017 and interim periods within those annual periods. Early adoption is permitted for annual periods beginning after December 15, 2016 and interim periods within those annual periods. We are currently evaluating the method of adoption and the impact that this standard will have on our consolidated financial statements.
In August 2014, the FASB issued ASU 2014-15 related to status as a going concern. The new guidance explicitly requires that management assess an entity's ability to continue as a going concern and may require additional detailed disclosures. ASU 2014-15 is effective for annual periods beginning after December 15, 2016 and interim periods within those annual periods. Though permitted, we do not plan to early adopt. We do not believe that this standard will have an impact on our consolidated financial statements.
In April 2015, the FASB issued ASU 2015-05 related to a customer's accounting for fees paid in a cloud computing arrangement. The new guidance requires that management evaluate each cloud computing arrangement in order to determine whether it includes a software license that must be accounted for separately from hosted services. ASU 2015-05 applies the same guidance cloud service providers use to make this determination and also eliminates the existing requirement for customers to account for software licenses they acquire by analogizing to the guidance on leases. ASU 2015-05 is effective for annual periods, including interim periods within those annual periods, beginning after December 15, 2015 and provides the option of applying the guidance prospectively to all arrangements entered into or materially modified after the effective date or on a retrospective basis. Early adoption is permitted. We are currently evaluating the impact that this standard will have on our consolidated financial statements.
Stock-Based Compensation (Tables)
A summary of the option activity under the Plans during the six months ended June 30, 2015 is presented below:    
 
 
Options Outstanding
 
 
Shares
 
Weighted Average Exercise Price Per Share
 
Weighted Average Remaining Contractual Term
 
Aggregate Intrinsic Value
 
 
 
 
 
 
(in years)
 
(in thousands)
Balances at December 31, 2014
 
8,515,879

 
$
8.76

 
 
 
 
Options exercised
 
(1,555,909
)
 
8.29

 
 
 
 
Options canceled
 
(10
)
 
9.30

 
 
 
 
Options forfeited
 
(56,715
)
 
16.13

 
 
 
 
Balances at June 30, 2015
 
6,903,245

 
$
8.81

 
6.51
 
$
735,146

Vested and expected to vest at June 30, 2015
 
6,853,506

 
$
8.76

 
6.50
 
$
730,143

Exercisable at June 30, 2015
 
4,510,114

 
$
7.16

 
6.06
 
$
487,705

A summary of the RSU activity under the 2013 Plan during the six months ended June 30, 2015 is presented below:
 
 
Number of Shares Underlying Outstanding RSUs
 
Weighted-Average Grant-Date Fair Value per RSU
 
 
 
 
 
Non-Vested outstanding at December 31, 2014
 
2,818,661

 
$
77.77

RSUs granted
 
2,041,106

 
102.12

RSUs vested
 
(357,242
)
 
82.42

RSUs forfeited
 
(79,987
)
 
82.48

Non-Vested outstanding at June 30, 2015
 
4,422,538

 
$
88.54

The summary of shares available for issuance of equity based awards (including stock options and RSUs) during the six months ended June 30, 2015 is as follows:
 
 
Shares Available for Grant
Balance at December 31, 2014
 
6,229,892

Authorized
 
3,493,410

Granted
 
(2,041,106
)
Canceled
 
10

Forfeited
 
136,702

Balance at June 30, 2015
 
7,818,908

Commitments and Contigencies (Tables)
Future Minimum Lease Payments
The following table represents our non-cancellable minimum lease payments remaining as of June 30, 2015 (in thousands):
Period Ending
 
Amount
Remainder of 2015
 
$
8,101

2016
 
17,102

2017
 
17,655

2018
 
17,607

2019
 
16,415

Thereafter
 
76,410

Total
 
$
153,290

Segments and Information about Revenues by Geographic Region (Tables)
Reconciliation of Revenue from Segments to Consolidated
The following table presents our revenues by geographic region of end users who purchased products or services for the periods presented below:
 
Three Months Ended June 30,
 
Six Months Ended June 30,
 
2015
 
2014
 
2015
 
2014
 
(in thousands)
United States and Canada
$
113,119

 
$
70,604

 
$
211,562

 
$
128,370

International
36,741

 
20,069

 
68,443

 
36,854

Total revenues
$
149,860

 
$
90,673

 
$
280,005

 
$
165,224

Net Income (Loss) Per Share (Tables)
The following table presents the computation of basic and diluted net loss per share:    
 
Three Months Ended June 30,
 
Six Months Ended June 30,
 
2015
 
2014
 
2015
 
2014
 
(in thousands, except per share amounts)
Net loss per share - basic and diluted
 
 
 
 
 
 
 
Net loss
$
(18,979
)
 
$
(4,574
)
 
$
(29,006
)
 
$
(10,203
)
Weighted average shares used to compute basic and diluted net loss per share
71,426

 
68,292

 
70,961

 
65,882

Net loss per share - basic and diluted
$
(0.27
)
 
$
(0.07
)
 
$
(0.41
)
 
$
(0.15
)
The following shares subject to outstanding awards were excluded from the computation of diluted net loss per share for the periods presented as their effect would have been antidilutive:    
 
Three Months Ended June 30,
 
Six Months Ended June 30,
 
2015
 
2014
 
2015
 
2014
 
(in thousands)
Shares subject to outstanding common stock awards
11,326

 
11,430

 
11,326

 
11,430

Fair Value Measurements (Tables)
Fair Value of Financial Assets
The following table presents the fair value of our financial assets using the fair value hierarchy:
 
 
June 30, 2015
Description
 
Level 1
 
Level 2
 
Level 3
 
Total
 
 
(in thousands)
Money market funds
 
$
698,608

 
$

 
$

 
$
698,608

 
 
 
 
 
 
 
 
 
 
 
December 31, 2014
Description
 
Level 1
 
Level 2
 
Level 3
 
Total
 
 
(in thousands)
Money market funds
 
$
667,210

 
$

 
$

 
$
667,210

Description of Business Narrative (Details)
Jun. 30, 2015
product
Organization, Consolidation and Presentation of Financial Statements [Abstract]
 
Number of Products
Summary of Significant Accounting Policies (Details) (USD $)
In Thousands, except Share data, unless otherwise specified
1 Months Ended 6 Months Ended 3 Months Ended 6 Months Ended 1 Months Ended
Mar. 31, 2014
Jun. 30, 2015
segment
Jun. 30, 2014
Jun. 30, 2015
Accounts Receivable [Member]
Customer Concentration Risk [Member]
customer
Dec. 31, 2014
Accounts Receivable [Member]
Customer Concentration Risk [Member]
customer
Jun. 30, 2015
Sales Revenue, Net [Member]
Customer Concentration Risk [Member]
customer
Jun. 30, 2014
Sales Revenue, Net [Member]
Customer Concentration Risk [Member]
customer
Jun. 30, 2015
Sales Revenue, Net [Member]
Customer Concentration Risk [Member]
customer
Jun. 30, 2014
Sales Revenue, Net [Member]
Customer Concentration Risk [Member]
customer
Mar. 31, 2014
Common Class A [Member]
Mar. 21, 2014
Common Class A [Member]
Class of Stock [Line Items]
 
 
 
 
 
 
 
 
 
 
 
New share issues
 
 
 
 
 
 
 
 
 
4,000,000 
 
Price of new shares issued (in dollars per share)
 
 
 
 
 
 
 
 
 
 
$ 89.25 
Proceeds from public offering, net of underwriters' discount and offering costs
$ 344,100 
$ 0 
$ 344,097 
 
 
 
 
 
 
 
 
Number of Operating Segments
 
 
 
 
 
 
 
 
 
 
Number of Customers with more than 10% of Period Receivables
 
 
 
 
 
 
 
 
 
Number of Customers with More than 10% of Period Revenue
 
 
 
 
 
 
 
Stockholders' Equity (Details) (USD $)
6 Months Ended
Jun. 30, 2015
votes
Dec. 31, 2014
Class of Stock [Line Items]
 
 
Preferred Stock, Shares Authorized
10,000,000 
10,000,000 
Preferred stock, par value (in USD per share)
$ 0.0001 
$ 0.0001 
Common Class B [Member]
 
 
Class of Stock [Line Items]
 
 
Common Stock, shares authorized
75,000,000 
75,000,000 
Common stock, par value (in USD per share)
$ 0.0001 
$ 0.0001 
Votes per share entitled to share holder
10 
 
Common Class A [Member]
 
 
Class of Stock [Line Items]
 
 
Common Stock, shares authorized
750,000,000 
750,000,000 
Common stock, par value (in USD per share)
$ 0.0001 
$ 0.0001 
Votes per share entitled to share holder
 
Stock-Based Compensation (Details 1) (Details) (USD $)
In Thousands, except Share data, unless otherwise specified
6 Months Ended
Jun. 30, 2015
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward]
 
Options Outstanding, Shares, Beginning of Period
8,515,879 
Options Outstanding, Shares, Options exercised
(1,555,909)
Options Outstanding, Shares, Options canceled
(10)
Options Outstanding, Shares, forfeited
(56,715)
Options Outstanding, Shares, End of Period
6,903,245 
Options Outstanding, Shares, Vested and Expected to Vest
6,853,506 
Options Outstanding, Shares, Exercisable
4,510,114 
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price [Roll Forward]
 
Options Outstanding, Weighted Average Exercise Price, Beginning of Period, USD per share
$ 8.76 
Options Outstanding, Weighted Average Exercise Price, Options exercised, USD per share
$ 8.29 
Options Outstanding, Weighted Average Exercise Price, Options canceled, USD per share
$ 9.30 
Options Outstanding, Weighted Average Exercise Price, Options forfeited, USD per share
$ 16.13 
Options Outstanding, Weighted Average Exercise Price, End of Period, USD per share
$ 8.81 
Options Outstanding, Weighted Average Exercise Price Per Share, Vested and Expected to Vest, USD per share
$ 8.76 
Options Outstanding, Weighted Average Exercise Price Per Share, Exercisable, USD per share
$ 7.16 
Share-based Compensation Arrangement by Share-based Payment Award, Options, Additional Disclosures [Abstract]
 
Options Outstanding, Weighted Average Remaining Contractual Term, End of Period (in years)
6 years 6 months 3 days 
Options Outstanding, Weighted Average Remaining Contractual Term, Vested and Expected to Vest (in years)
6 years 6 months 
Options Outstanding, Weighted Average Remaining Contractual Term, Exercisable (in years)
6 years 0 months 21 days 
Options Outstanding, Aggregate Intrinsic Value, End of Period
$ 735,146 
Options Outstanding, Aggregate Intrinsic Value, Vested and Expected to Vest
730,143 
Options Outstanding, Aggregate Intrinsic Value, Exercisable
$ 487,705 
Stock-Based Compensation Stock Based Compensation (RSU) Details 2 (Details) (USD $)
6 Months Ended
Jun. 30, 2015
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Outstanding [Roll Forward]
 
RSUs granted
2,041,106 
Restricted Stock Units (RSUs) [Member]
 
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Outstanding [Roll Forward]
 
RSU Shares Outstanding, Beginning of Period
2,818,661 
RSUs granted
2,041,106 
RSUs vested
(357,242)
RSUs forfeited
(79,987)
RSU Shares Outstanding, End of Period
4,422,538 
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Weighted Average Exercise Price [Roll Forward]
 
Weighted Average Fair Value, Beginning of Period, USD per share
$ 77.77 
Weighted Average Fair Value, RSUs granted, USD per share
$ 102.12 
Weighted Average Fair Value, RSUs vested, USD per share
$ 82.42 
Weighted Average Fair Value, RSUs forfeited, USD per share
$ 82.48 
Weighted Average Fair Value, End of Period, USD per share
$ 88.54 
Stock-Based Compensation (Narrative) (Details) (USD $)
In Millions, unless otherwise specified
6 Months Ended
Jun. 30, 2015
Share-based Compensation [Abstract]
 
Option expiration period (in years)
10 years 
Option vesting period (in years)
4 years 
Unrecognized compensation expense
$ 344.4 
Recognition period
3 years 2 months 12 days 
Stock-Based Compensation Stock-Based Compensation (Details 3) (Details)
6 Months Ended
Jun. 30, 2015
Share-based Compensation Arrangement by Share-based Payment Award, Equity Awards, Outstanding [Roll Forward]
 
Equity based awards, beginning of period
6,229,892 
Authorized
3,493,410 
Granted
(2,041,106)
Canceled
10 
Forfeited
136,702 
Equity based awards, end of period
7,818,908 
Income Taxes - Narrative (Details) (USD $)
3 Months Ended 6 Months Ended
Jun. 30, 2015
Jun. 30, 2014
Jun. 30, 2015
Jun. 30, 2014
Income Tax Disclosure [Abstract]
 
 
 
 
Effective tax rate
(2.10%)
(3.90%)
5.20% 
(56.90%)
Income tax expense (benefit)
$ 395,000 
$ 173,000 
$ (1,579,000)
$ 3,701,000 
Discrete tax benefit related to dispositions on incentive stock options
 
 
$ (1,400,000)
$ (1,000,000)
Commitments and Contingencies Commitments and Contingencies - Obligations (Details) (USD $)
In Thousands, unless otherwise specified
Jun. 30, 2015
Commitments and Contingencies Disclosure [Abstract]
 
Remainder of 2015
$ 8,101 
2016
17,102 
2017
17,655 
2018
17,607 
2019
16,415 
Thereafter
76,410 
Total
$ 153,290 
Segments and Information about Revenues by Geographic Region (Details) (USD $)
In Thousands, unless otherwise specified
3 Months Ended 6 Months Ended
Jun. 30, 2015
Jun. 30, 2014
Jun. 30, 2015
Jun. 30, 2014
Segment Reporting Information [Line Items]
 
 
 
 
Revenues
$ 149,860 
$ 90,673 
$ 280,005 
$ 165,224 
United States and Canada
 
 
 
 
Segment Reporting Information [Line Items]
 
 
 
 
Revenues
113,119 
70,604 
211,562 
128,370 
International
 
 
 
 
Segment Reporting Information [Line Items]
 
 
 
 
Revenues
$ 36,741 
$ 20,069 
$ 68,443 
$ 36,854 
Net Income (Loss) Per Share (Details) (USD $)
In Thousands, except Per Share data, unless otherwise specified
3 Months Ended 6 Months Ended
Jun. 30, 2015
Jun. 30, 2014
Jun. 30, 2015
Jun. 30, 2014
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items]
 
 
 
 
Net loss
$ (18,979)
$ (4,574)
$ (29,006)
$ (10,203)
Weighted Average Number of Shares Outstanding, Basic and Diluted
71,426 
68,292 
70,961 
65,882 
Net loss per share - basic and diluted (in USD per share)
$ (0.27)
$ (0.07)
$ (0.41)
$ (0.15)
Employee Stock Option [Member]
 
 
 
 
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items]
 
 
 
 
Antidilutive shares excluded from computation of diluted net loss
11,326 
11,430 
11,326 
11,430 
Fair Value Measurements (Details) (Money Market Funds [Member], USD $)
In Thousands, unless otherwise specified
Jun. 30, 2015
Dec. 31, 2014
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
 
 
Investments fair value
$ 698,608 
$ 667,210 
Level 1 [Member]
 
 
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
 
 
Investments fair value
698,608 
667,210 
Level 2 [Member]
 
 
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
 
 
Investments fair value
Level 3 [Member]
 
 
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
 
 
Investments fair value
$ 0 
$ 0 
Subsequent Events Narrative (Details) (Subsequent event, USD $)
In Millions, unless otherwise specified
0 Months Ended
Jul. 2, 2015
Subsequent event
 
Subsequent Event [Line Items]
 
Operating lease, minimum lease payment
$ 7.5 
Operating lease, annual rent increase percentage
3.00% 
Operating lease, inital term (in years)
11 years 
Operating lease, rent abatement period (in months)
12 months