TABLEAU SOFTWARE INC, 10-Q filed on 11/9/2015
Quarterly Report
Document and Entity Information Statement
9 Months Ended
Sep. 30, 2015
Nov. 4, 2015
Common Class A [Member]
Nov. 4, 2015
Common Class B [Member]
Document Information [Line Items]
 
 
 
Document Type
10-Q 
 
 
Amendment Flag
false 
 
 
Document Period End Date
Sep. 30, 2015 
 
 
Document Fiscal Year Focus
2015 
 
 
Document Fiscal Period Focus
Q3 
 
 
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
 
52,535,918 
19,895,750 
Condensed Consolidated Balance Sheets (USD $)
In Thousands, unless otherwise specified
Sep. 30, 2015
Dec. 31, 2014
Current assets
 
 
Cash and cash equivalents
$ 750,191 
$ 680,613 
Accounts receivable, net of allowance for doubtful accounts of $1,056 and $1,111
114,826 
99,910 
Prepaid expenses and other current assets
18,755 
10,777 
Income taxes receivable
207 
229 
Deferred income taxes
26,458 
18,732 
Total current assets
910,437 
810,261 
Property and equipment, net
66,587 
45,627 
Deferred income taxes
6,001 
5,879 
Deposits and other assets
9,756 
3,895 
Total assets
992,781 
865,662 
Current liabilities
 
 
Accounts payable
5,710 
1,978 
Accrued compensation and employee related benefits
41,268 
40,164 
Other accrued Liabilities
37,302 
15,769 
Income taxes payable
505 
378 
Deferred revenue
153,962 
121,985 
Total current liabilities
238,747 
180,274 
Deferred revenue
11,978 
7,825 
Other long-term liabilities
9,614 
5,557 
Total liabilities
260,339 
193,656 
Commitments and contingencies (Note 6)
   
   
Stockholders' equity
 
 
Preferred stock
Additional paid-in capital
763,742 
660,668 
Accumulated other comprehensive income (loss)
(119)
140 
Retained earnings (accumulated deficit)
(31,188)
11,191 
Total stockholders' equity
732,442 
672,006 
Total liabilities and stockholders' equity
992,781 
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
Sep. 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
$ 1,056 
$ 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
19,895,750 
22,620,509 
Common stock, shares outstanding
19,895,750 
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
52,526,259 
47,247,710 
Common stock, shares outstanding
52,526,259 
47,247,710 
Condensed Consolidated Statements of Operations (USD $)
In Thousands, except Per Share data, unless otherwise specified
3 Months Ended 9 Months Ended
Sep. 30, 2015
Sep. 30, 2014
Sep. 30, 2015
Sep. 30, 2014
Revenues
 
 
 
 
License
$ 109,468 
$ 69,763 
$ 290,629 
$ 178,562 
Maintenance and services
61,364 
34,706 
160,208 
91,131 
Total revenues
170,832 
104,469 
450,837 
269,693 
Cost of revenues
 
 
 
 
License
988 
273 
2,337 
568 
Maintenance and services
18,888 
9,268 
49,713 
24,806 
Total cost of revenues
19,876 1
9,541 1
52,050 1
25,374 1
Gross profit
150,956 
94,928 
398,787 
244,319 
Operating expenses
 
 
 
 
Sales and marketing
91,589 1
58,565 1
248,840 1
147,936 1
Research and development
54,960 1
29,022 1
144,143 1
77,186 1
General and administrative
17,584 1
11,111 1
50,753 1
28,953 1
Total operating expenses
164,133 
98,698 
443,736 
254,075 
Operating loss
(13,177)
(3,770)
(44,949)
(9,756)
Other income (expense), net
217 
353 
1,404 
(163)
Loss before income tax expense (benefit)
(12,960)
(3,417)
(43,545)
(9,919)
Income tax expense (benefit)
413 
1,214 
(1,166)
4,915 
Net loss
$ (13,373)
$ (4,631)
$ (42,379)
$ (14,834)
Net loss per share:
 
 
 
 
Basic (in usd per share)
$ (0.19)
$ (0.07)
$ (0.59)
$ (0.22)
Diluted (in usd per share)
$ (0.19)
$ (0.07)
$ (0.59)
$ (0.22)
Weighted average shares used to compute net loss per share:
 
 
 
 
Weighted average shares used to compute net loss per share, basic and diluted
72,089 
68,966 
71,341 
66,923 
[1] Includes stock-based compensation expense as follows:Cost of revenues for the three months ended September 30, 2015 and 2014 were $1,856 and $614. Sales and marketing expenses for the three months ended September 30, 2015 and 2014 were $11,966 and $4,810. Research and development expenses for the three months ended September 30, 2015 and 2014 were $14,826 and $5,550. General and administrative expenses for the three months ended September 30, 2015 and 2014 were $2,925 and $1,539. Cost of revenues for the nine months ended September 30, 2015 and 2014 were $4,804 and $1,457. Sales and marketing expenses for the nine months ended September 30, 2015 and 2014 were $31,265 and $12,271. Research and development expenses for the nine months ended September 30, 2015 and 2014 were $37,374 and $13,771. General and administrative expenses for the nine months ended September 30, 2015 and 2014 were $8,834 and $4,025.
Condensed Consolidated Statements of Operations Parenthetical (USD $)
In Thousands, unless otherwise specified
3 Months Ended 9 Months Ended
Sep. 30, 2015
Sep. 30, 2014
Sep. 30, 2015
Sep. 30, 2014
Cost of revenues
 
 
 
 
Stock-based Compensation Expense
$ 1,856 
$ 614 
$ 4,804 
$ 1,457 
Sales and marketing
 
 
 
 
Stock-based Compensation Expense
11,966 
4,810 
31,265 
12,271 
Research and development
 
 
 
 
Stock-based Compensation Expense
14,826 
5,550 
37,374 
13,771 
General and administrative
 
 
 
 
Stock-based Compensation Expense
$ 2,925 
$ 1,539 
$ 8,834 
$ 4,025 
Condensed Consolidated Statements of Comprehensive Loss Statement (USD $)
In Thousands, unless otherwise specified
3 Months Ended 9 Months Ended
Sep. 30, 2015
Sep. 30, 2014
Sep. 30, 2015
Sep. 30, 2014
Statement of Comprehensive Income [Abstract]
 
 
 
 
Net loss
$ (13,373)
$ (4,631)
$ (42,379)
$ (14,834)
Other comprehensive income (loss):
 
 
 
 
Foreign currency translation, net
(584)
117 
(259)
220 
Comprehensive loss
$ (13,957)
$ (4,514)
$ (42,638)
$ (14,614)
Condensed Consolidated Statements of Cash Flows (USD $)
In Thousands, unless otherwise specified
9 Months Ended
Sep. 30, 2015
Sep. 30, 2014
Operating activities
 
 
Net loss
$ (42,379)
$ (14,834)
Adjustments to reconcile net loss to net cash provided by operating activities
 
 
Depreciation and amortization expense
16,221 
9,473 
Stock-based compensation expense
82,277 
31,524 
Excess tax benefit from stock-based compensation
(4,688)
(3,758)
Deferred income taxes
(3,132)
3,532 
Changes in operating assets and liabilities
 
 
Accounts receivable, net
(16,509)
(7,424)
Prepaid expenses, deposits and other assets
(13,166)
(2,910)
Income taxes receivable
21 
(61)
Deferred revenue
37,807 
32,232 
Accounts payable and accrued liabilities
26,612 
9,102 
Income taxes payable
157 
66 
Net cash provided by operating activities
83,221 
56,942 
Investing activities
 
 
Purchases of property and equipment
(32,792)
(26,588)
Sale of property and equipment
1,694 
Other investing activities
(1,000)
Net cash used in investing activities
(33,792)
(24,894)
Financing activities
 
 
Proceeds from public offering, net of underwriters' discount and offering costs
344,077 
Proceeds from exercise of stock options
16,110 
12,714 
Excess tax benefit from stock-based compensation
4,688 
3,758 
Net cash provided by financing activities
20,798 
360,549 
Effect of exchange rate changes on cash and cash equivalents
(649)
(755)
Net increase in cash and cash equivalents
69,578 
391,842 
Cash and cash equivalents
 
 
Beginning of period
680,613 
252,674 
End of period
750,191 
644,516 
Non-cash activities
 
 
Accrued purchases of property and equipment
8,937 
3,649 
Asset retirement obligations recognized
447 
667 
Property and equipment acquired under build-to-suit lease
11,600 
Property and equipment sold in sale-leaseback transaction
$ 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 five 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; Tableau Public, a free cloud-based platform for analyzing and sharing public data; and Vizable, a free iOS application used to easily analyze data on a tablet.
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 September 30, 2015 and December 31, 2014, no individual customer accounted for 10% or more of total accounts receivable. For the three and nine months ended September 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 plan to adopt this standard prospectively and 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 nine months ended September 30, 2015 follows:    
 
 
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
 
(1,964,101
)
 
8.20

 
 
 
 
Options canceled
 
(26
)
 
12.78

 
 
 
 
Options forfeited
 
(93,442
)
 
14.06

 
 
 
 
Balances at September 30, 2015
 
6,458,310

 
$
8.86

 
6.26
 
$
458,055

Vested and expected to vest at September 30, 2015
 
6,425,093

 
$
8.82

 
6.26
 
$
455,917

Exercisable at September 30, 2015
 
4,632,968

 
$
7.45

 
5.91
 
$
335,120


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 nine months ended September 30, 2015 follows:
 
 
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
 
2,887,906

 
103.68

RSUs vested
 
(589,689
)
 
76.30

RSUs forfeited
 
(144,097
)
 
84.19

Non-Vested outstanding at September 30, 2015
 
4,972,781

 
$
92.80


Stock-based compensation expense is amortized using the straight-line method over the requisite service period. As of September 30, 2015, total unrecognized compensation expense, adjusted for estimated forfeitures, related to stock options and non-vested RSUs was approximately $393.9 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 nine months ended September 30, 2015 is as follows:
 
 
Shares Available for Grant
Balance at December 31, 2014
 
6,229,892

Authorized
 
3,493,410

Granted
 
(2,887,906
)
Canceled
 
26

Forfeited
 
237,539

Balance at September 30, 2015
 
7,072,961

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 (3.2)% and (35.5)% for the three months ended September 30, 2015 and 2014, and 2.7% and (49.6)% for the nine months ended September 30, 2015 and 2014, respectively. The difference in the effective tax rates between the nine 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 nine months ended September 30, 2015, we recognized an income tax benefit of $1.2 million, which primarily includes $1.7 million of discrete tax benefits relating to disqualifying dispositions on incentive stock options. During the nine months ended September 30, 2014, we recognized an income tax expense of $4.9 million, which included $1.3 million of discrete tax benefits relating to disqualifying dispositions on incentive stock options.
As of September 30, 2015 we are under audit by the Internal Revenue Service ("IRS") for taxable years 2012 and 2013. Subsequent to the balance sheet date on October 27, 2015, the Company received a notice that the IRS has completed its examination for these tax years which resulted in no financial statement impact to the Company.
On July 27, 2015, the U.S. Tax Court issued an opinion related to litigation in Altera Corp v. Commissioner. This litigation relates to the treatment of stock-based compensation expense in an intercompany cost sharing arrangement with one of Altera's foreign subsidiaries. In its opinion, the U.S. Tax Court invalidated the portion of the Treasury regulations requiring the inclusion of stock-based compensation expense in such inter-company cost-sharing arrangements. The final resolution of this litigation remains uncertain as the IRS could appeal the U.S. Tax Court's decision. Therefore, for the nine months ended September 30, 2015, the Company has not recorded any potentially favorable benefit related to the current or prior periods. The Company will continue to monitor developments related to this case and the potential impact of those developments on our current and future financial statements.
Commitments and Contingencies
Commitments and Contingencies
Commitments and Contingencies
As of September 30, 2015, our principal obligations consisted of obligations outstanding under non-cancellable operating leases that expire at various dates through 2029. The following table represents our non-cancellable minimum lease payments remaining as of September 30, 2015 (in thousands):
Period Ending
 
Amount
Remainder of 2015
 
$
4,816

2016
 
21,893

2017
 
26,307

2018
 
33,981

2019
 
32,847

Thereafter
 
204,403

Total
 
$
324,247


During the third quarter, we entered into long-term contractual obligations, in the ordinary course of business, for which we have not received the services. As of September 30, 2015 the commitment remaining was approximately $12.2 million, of which $8.4 million is due within one year and $3.8 million is due within one to three years.
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 September 30,
 
Nine Months Ended September 30,
 
2015
 
2014
 
2015
 
2014
 
(in thousands)
United States and Canada
$
128,667

 
$
80,360

 
$
340,229

 
$
208,730

International
42,165

 
24,109

 
110,608

 
60,963

Total revenues
$
170,832

 
$
104,469

 
$
450,837

 
$
269,693

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 September 30,
 
Nine Months Ended September 30,
 
2015
 
2014
 
2015
 
2014
 
(in thousands, except per share amounts)
Net loss per share - basic and diluted
 
 
 
 
 
 
 
Net loss
$
(13,373
)
 
$
(4,631
)
 
$
(42,379
)
 
$
(14,834
)
Weighted average shares used to compute basic and diluted net loss per share
72,089

 
68,966

 
71,341

 
66,923

Net loss per share - basic and diluted
$
(0.19
)
 
$
(0.07
)
 
$
(0.59
)
 
$
(0.22
)

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 September 30,
 
Nine Months Ended September 30,
 
2015
 
2014
 
2015
 
2014
 
(in thousands)
Shares subject to outstanding common stock awards
11,431

 
11,253

 
11,431

 
11,253

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:
 
 
September 30, 2015
Description
 
Level 1
 
Level 2
 
Level 3
 
Total
 
 
(in thousands)
Money market funds
 
$
698,773

 
$

 
$

 
$
698,773

 
 
 
 
 
 
 
 
 
 
 
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 Subsequent Events
Subsequent Events
Subsequent Events
In October 2015, the Company entered into three office lease agreements with additional aggregate annual minimum lease payments of approximately $8.8 million, subject to annual increases ranging from 0% to 4%. These office lease agreements include lease terms ranging from 4 to 11 years.
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 September 30, 2015 and December 31, 2014, no individual customer accounted for 10% or more of total accounts receivable. For the three and nine months ended September 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 plan to adopt this standard prospectively and 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 nine months ended September 30, 2015 follows:    
 
 
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
 
(1,964,101
)
 
8.20

 
 
 
 
Options canceled
 
(26
)
 
12.78

 
 
 
 
Options forfeited
 
(93,442
)
 
14.06

 
 
 
 
Balances at September 30, 2015
 
6,458,310

 
$
8.86

 
6.26
 
$
458,055

Vested and expected to vest at September 30, 2015
 
6,425,093

 
$
8.82

 
6.26
 
$
455,917

Exercisable at September 30, 2015
 
4,632,968

 
$
7.45

 
5.91
 
$
335,120

A summary of the RSU activity under the 2013 Plan during the nine months ended September 30, 2015 follows:
 
 
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
 
2,887,906

 
103.68

RSUs vested
 
(589,689
)
 
76.30

RSUs forfeited
 
(144,097
)
 
84.19

Non-Vested outstanding at September 30, 2015
 
4,972,781

 
$
92.80

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

Authorized
 
3,493,410

Granted
 
(2,887,906
)
Canceled
 
26

Forfeited
 
237,539

Balance at September 30, 2015
 
7,072,961

Commitments and Contigencies (Tables)
Future Minimum Lease Payments
The following table represents our non-cancellable minimum lease payments remaining as of September 30, 2015 (in thousands):
Period Ending
 
Amount
Remainder of 2015
 
$
4,816

2016
 
21,893

2017
 
26,307

2018
 
33,981

2019
 
32,847

Thereafter
 
204,403

Total
 
$
324,247

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 September 30,
 
Nine Months Ended September 30,
 
2015
 
2014
 
2015
 
2014
 
(in thousands)
United States and Canada
$
128,667

 
$
80,360

 
$
340,229

 
$
208,730

International
42,165

 
24,109

 
110,608

 
60,963

Total revenues
$
170,832

 
$
104,469

 
$
450,837

 
$
269,693

Net Income (Loss) Per Share (Tables)
The following table presents the computation of basic and diluted net loss per share:    
 
Three Months Ended September 30,
 
Nine Months Ended September 30,
 
2015
 
2014
 
2015
 
2014
 
(in thousands, except per share amounts)
Net loss per share - basic and diluted
 
 
 
 
 
 
 
Net loss
$
(13,373
)
 
$
(4,631
)
 
$
(42,379
)
 
$
(14,834
)
Weighted average shares used to compute basic and diluted net loss per share
72,089

 
68,966

 
71,341

 
66,923

Net loss per share - basic and diluted
$
(0.19
)
 
$
(0.07
)
 
$
(0.59
)
 
$
(0.22
)
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 September 30,
 
Nine Months Ended September 30,
 
2015
 
2014
 
2015
 
2014
 
(in thousands)
Shares subject to outstanding common stock awards
11,431

 
11,253

 
11,431

 
11,253

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:
 
 
September 30, 2015
Description
 
Level 1
 
Level 2
 
Level 3
 
Total
 
 
(in thousands)
Money market funds
 
$
698,773

 
$

 
$

 
$
698,773

 
 
 
 
 
 
 
 
 
 
 
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)
Sep. 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 9 Months Ended 3 Months Ended 9 Months Ended 1 Months Ended
Mar. 31, 2014
Sep. 30, 2015
segment
Sep. 30, 2014
Sep. 30, 2015
Accounts Receivable [Member]
Customer Concentration Risk [Member]
customer
Dec. 31, 2014
Accounts Receivable [Member]
Customer Concentration Risk [Member]
customer
Sep. 30, 2015
Sales Revenue, Net [Member]
Customer Concentration Risk [Member]
customer
Sep. 30, 2014
Sales Revenue, Net [Member]
Customer Concentration Risk [Member]
customer
Sep. 30, 2015
Sales Revenue, Net [Member]
Customer Concentration Risk [Member]
customer
Sep. 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 
$ 344,077 
 
 
 
 
 
 
 
 
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 $)
9 Months Ended
Sep. 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
9 Months Ended
Sep. 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
(1,964,101)
Options Outstanding, Shares, Options canceled
(26)
Options Outstanding, Shares, Options Forfeited
(93,442)
Options Outstanding, Shares, End of Period
6,458,310 
Options Outstanding, Shares, Vested and Expected to Vest
6,425,093 
Options Outstanding, Shares, Exercisable
4,632,968 
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
$ 8.20 
Options Outstanding, Weighted Average Exercise Price, Options canceled, USD per share
$ 12.78 
Options Outstanding, Weighted Average Exercise Price, Options forfeited, USD per share
$ 14.06 
Options Outstanding, Weighted Average Exercise Price, End of Period, USD per share
$ 8.86 
Options Outstanding, Weighted Average Exercise Price Per Share, Vested and Expected to Vest, USD per share
$ 8.82 
Options Outstanding, Weighted Average Exercise Price Per Share, Exercisable, USD per share
$ 7.45 
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 3 months 3 days 
Options Outstanding, Weighted Average Remaining Contractual Term, Vested and Expected to Vest (in years)
6 years 3 months 3 days 
Options Outstanding, Weighted Average Remaining Contractual Term, Exercisable (in years)
5 years 10 months 27 days 
Options Outstanding, Aggregate Intrinsic Value, End of Period
$ 458,055 
Options Outstanding, Aggregate Intrinsic Value, Vested and Expected to Vest
455,917 
Options Outstanding, Aggregate Intrinsic Value, Exercisable
$ 335,120 
Stock-Based Compensation Stock Based Compensation (RSU) Details 2 (Details) (USD $)
9 Months Ended
Sep. 30, 2015
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Outstanding [Roll Forward]
 
RSUs granted
2,887,906 
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
2,887,906 
RSUs vested
(589,689)
RSUs forfeited
(144,097)
RSU Shares Outstanding, End of Period
4,972,781 
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
$ 103.68 
Weighted Average Fair Value, RSUs vested, USD per share
$ 76.30 
Weighted Average Fair Value, RSUs forfeited, USD per share
$ 84.19 
Weighted Average Fair Value, End of Period, USD per share
$ 92.80 
Stock-Based Compensation (Narrative) (Details) (USD $)
In Millions, unless otherwise specified
9 Months Ended
Sep. 30, 2015
Share-based Compensation [Abstract]
 
Option expiration period (in years)
10 years 
Vesting period (in years)
4 years 
Unrecognized compensation expense
$ 393.9 
Recognition period (in years)
3 years 2 months 12 days 
Stock-Based Compensation Stock-Based Compensation (Details 3) (Details)
9 Months Ended
Sep. 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
(2,887,906)
Canceled
26 
Forfeited
237,539 
Equity based awards, end of period
7,072,961 
Income Taxes - Narrative (Details) (USD $)
3 Months Ended 9 Months Ended
Sep. 30, 2015
Sep. 30, 2014
Sep. 30, 2015
Sep. 30, 2014
Income Tax Disclosure [Abstract]
 
 
 
 
Effective tax rate
(3.20%)
(35.50%)
2.70% 
(49.60%)
Income tax expense (benefit)
$ 413,000 
$ 1,214,000 
$ (1,166,000)
$ 4,915,000 
Discrete tax benefit related to dispositions on incentive stock options
 
 
$ 1,700,000 
$ (1,300,000)
Commitments and Contingencies Commitments and Contingencies - Obligations (Details) (USD $)
In Thousands, unless otherwise specified
Sep. 30, 2015
Commitments and Contingencies Disclosure [Abstract]
 
Remainder of 2015
$ 4,816 
2016
21,893 
2017
26,307 
2018
33,981 
2019
32,847 
Thereafter
204,403 
Total
$ 324,247 
Commitments and Contingencies Commitments and Contingencies Disclosure - Narrative (Details) (USD $)
In Millions, unless otherwise specified
9 Months Ended
Sep. 30, 2015
Commitments and Contingencies [Abstract]
 
Long-term Purchase Commitment
$ 12.2 
Long-term Purchase Commitment, Due in next 12 months
8.4 
Long-term Purchase Commitment, Due in second year
$ 3.8 
Segments and Information about Revenues by Geographic Region (Details) (USD $)
In Thousands, unless otherwise specified
3 Months Ended 9 Months Ended
Sep. 30, 2015
Sep. 30, 2014
Sep. 30, 2015
Sep. 30, 2014
Segment Reporting Information [Line Items]
 
 
 
 
Revenues
$ 170,832 
$ 104,469 
$ 450,837 
$ 269,693 
United States and Canada [Member]
 
 
 
 
Segment Reporting Information [Line Items]
 
 
 
 
Revenues
128,667 
80,360 
340,229 
208,730 
International [Member}
 
 
 
 
Segment Reporting Information [Line Items]
 
 
 
 
Revenues
$ 42,165 
$ 24,109 
$ 110,608 
$ 60,963 
Net Income (Loss) Per Share (Details) (USD $)
In Thousands, except Per Share data, unless otherwise specified
3 Months Ended 9 Months Ended
Sep. 30, 2015
Sep. 30, 2014
Sep. 30, 2015
Sep. 30, 2014
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items]
 
 
 
 
Net loss
$ (13,373)
$ (4,631)
$ (42,379)
$ (14,834)
Weighted average shares used to compute net loss per share, basic and diluted
72,089 
68,966 
71,341 
66,923 
Net loss per share - basic and diluted (in USD per share)
$ (0.19)
$ (0.07)
$ (0.59)
$ (0.22)
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
11,431 
11,253 
11,431 
11,253 
Fair Value Measurements (Details) (Money Market Funds [Member], USD $)
In Thousands, unless otherwise specified
Sep. 30, 2015
Dec. 31, 2014
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
 
 
Investments fair value
$ 698,773 
$ 667,210 
Level 1 [Member]
 
 
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
 
 
Investments fair value
698,773 
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
1 Months Ended
Oct. 31, 2015
Subsequent Event [Line Items]
 
Operating lease, minimum lease payment
$ 8.8 
Minimum [Member]
 
Subsequent Event [Line Items]
 
Operating lease, annual rent increase percentage
0.00% 
Operating lease, inital term (in years)
4 years 
Maximum [Member]
 
Subsequent Event [Line Items]
 
Operating lease, annual rent increase percentage
4.00% 
Operating lease, inital term (in years)
11 years