CARE.COM INC, 10-Q filed on 5/6/2014
Quarterly Report
Document and Entity Information Document
3 Months Ended
Mar. 29, 2014
May 1, 2014
Document and Entity Information [Abstract]
 
 
Document Type
10-Q 
 
Amendment Flag
false 
 
Document Period End Date
Mar. 29, 2014 
 
Document Fiscal Year Focus
2014 
 
Document Fiscal Period Focus
Q1 
 
Entity Registrant Name
Care.com Inc 
 
Entity Central Index Key
0001412270 
 
Current Fiscal Year End Date
--12-27 
 
Entity Filer Category
Non-accelerated Filer 
 
Entity Common Stock, Shares Outstanding
 
30,976,634 
Entity Well-known Seasoned Issuer
No 
 
Entity Voluntary Filers
No 
 
Entity Current Reporting Status
Yes 
 
Condensed Consolidated Balance Sheets Statement (USD $)
In Thousands, unless otherwise specified
Mar. 29, 2014
Dec. 28, 2013
Current assets:
 
 
Cash and cash equivalents
$ 118,562 
$ 29,959 
Restricted cash
533 
246 
Accounts receivable (net of allowance of $56 and $56, respectively)
2,201 
1,609 
Unbilled accounts receivable
3,037 
2,477 
Prepaid expenses and other current assets
1,935 
1,731 
Total current assets
126,268 
36,022 
Property and equipment, net
1,512 
1,553 
Intangible assets, net
10,352 
11,418 
Goodwill
63,149 
62,686 
Other non-current assets
598 
2,150 
Total assets
201,879 
113,829 
Current liabilities:
 
 
Accounts payable
4,014 
2,031 
Accrued expenses and other current liabilities
9,993 
7,023 
Current contingent acquisition consideration
2,615 
5,463 
Deferred revenue
10,406 
8,304 
Total current liabilities
27,028 
22,821 
Contingent acquisition consideration
5,166 
Deferred tax liability
1,526 
1,112 
Other non-current liabilities
410 
785 
Total liabilities
28,964 
29,884 
Commitment and contingencies (see note 6)
   
   
Redeemable convertible preferred stock, $0.01 par value; 22,632 shares authorized at December 28, 2013; 21,299 shares issued and outstanding; aggregate liquidation value of $161,666 as of December 28, 2013
152,251 
Preferred stock, $0.001 par value; 5,000 shares authorized; no shares issued and outstanding
5,000 
22,632 
Stockholders' equity (deficit)
 
 
Common stock, $0.001 par value; 300,000 and 32,000 shares authorized; 30,966 and 3,197 shares issued and outstanding as of March 29, 2014 and December 28, 2013, respectively
31 
Additional paid-in capital
266,200 
9,311 
Accumulated deficit
(95,111)
(79,563)
Accumulated other comprehensive income
1,795 
1,943 
Total stockholders' equity (deficit)
172,915 
(68,306)
Total liabilities, redeemable convertible preferred stock and stockholders' equity (deficit)
$ 201,879 
$ 113,829 
Condensed Consolidated Balance Sheets Phantom (USD $)
In Thousands, except Per Share data, unless otherwise specified
Mar. 29, 2014
Dec. 28, 2013
Statement of Financial Position [Abstract]
 
 
Allowance for accounts receivables
$ 56 
$ 56 
Preferred stock, par value, dollars per share
$ 0.01 
$ 0.01 
Preferred stock, $0.001 par value; 5,000 shares authorized; no shares issued and outstanding
5,000 
22,632 
Preferred stock, shares issued
21,299 
Preferred stock, shares outstanding
21,299 
Preferred stock, liquidation preference
$ 0 
$ 161,666 
Common stock, par value, in dollars per share
$ 0.001 
$ 0.001 
Common stock, shares authorized
300,000 
32,000 
Common stock, shares issued
30,966 
3,197 
Common stock, shares outstanding
30,966 
3,197 
Condensed Consolidated Statements of Operations (USD $)
In Thousands, except Per Share data, unless otherwise specified
3 Months Ended
Mar. 29, 2014
Mar. 31, 2013
Income Statement [Abstract]
 
 
Revenue
$ 25,271 
$ 18,162 
Cost of revenue
5,771 
4,227 
Operating expenses:
 
 
Selling and marketing
20,449 
12,933 
Research and development
4,064 
2,667 
General and administrative
6,232 
3,701 
Depreciation and amortization
1,068 
1,019 
Total operating expenses
31,813 
20,320 
Operating loss
(12,313)
(6,385)
Other expense, net
(2,746)
(127)
Loss before income taxes
(15,059)
(6,512)
Provision for income taxes
485 
307 
Net loss
(15,544)
(6,819)
Accretion of preferred stock
(4)
(14)
Net loss attributable to common stockholders
$ (15,548)
$ (6,833)
Net loss per share attributable to common stockholders:
 
 
Basic and diluted, in dollars per share
$ (0.71)
$ (2.35)
Weighted-average shares used to compute net loss per share attributable to common stockholders:
 
 
Basic and diluted, in shares
21,899 
2,901 
Condensed Consolidated Statements of Comprehensive Loss (USD $)
In Thousands, unless otherwise specified
3 Months Ended
Mar. 29, 2014
Mar. 31, 2013
Statement of Comprehensive Income [Abstract]
 
 
Net loss
$ (15,544)
$ (6,819)
Other comprehensive income:
 
 
Foreign currency translation adjustments
(148)
(564)
Comprehensive loss
$ (15,692)
$ (7,383)
Condensed Consolidated Statements of Cash Flows (USD $)
In Thousands, unless otherwise specified
3 Months Ended
Mar. 29, 2014
Mar. 31, 2013
Cash flows from operating activities
 
 
Net loss
$ (15,544)
$ (6,819)
Adjustments to Reconcile Net Income (Loss) to Cash Provided by (Used in) Operating Activities [Abstract]
 
 
Stock-based compensation
1,099 
297 
Depreciation and amortization
1,261 
1,665 
Deferred taxes
415 
276 
Change in fair value of contingent consideration payable in preferred stock
2,258 
Contingent consideration expense
73 
135 
Change in fair value of stock warrants
606 
Changes in operating assets and liabilities, net of effects from acquisitions:
 
 
Restricted cash
(431)
Accounts receivable
(592)
(158)
Unbilled accounts receivable
(560)
(104)
Prepaid expenses and other current assets
(203)
(8)
Other non-current assets
(3)
Accounts payable
2,142 
762 
Accrued expenses and other current liabilities
3,266 
443 
Deferred revenue
2,103 
971 
Other non-current liabilities
(13)
42 
Net cash used in operating activities
(4,123)
(2,485)
Cash flows from investing activities
 
 
Purchases of property and equipment
(128)
(745)
Payments for acquisitions, net of cash acquired
(489)
Cash withheld for purchase consideration
(86)
Net cash used in investing activities
(703)
(745)
Cash flows from financing activities
 
 
Net proceeds from issuance of common stock upon initial public offering
96,242 
Proceeds from the issuance of common stock
157 
28 
Payments of contingent consideration previously established in purchase accounting
(2,845)
Net cash provided by financing activities
93,554 
28 
Effect of exchange rate changes on cash and cash equivalents
(125)
132 
Net increase (decrease) in cash and cash equivalents
88,603 
(3,070)
Cash and cash equivalents, beginning of the period
29,959 
44,776 
Cash and cash equivalents, end of the period
118,562 
41,706 
Supplemental disclosure of cash flow activities
 
 
Cash paid for taxes
33 
Supplemental disclosure of non-cash investing and financing activities
 
 
Issuance of preferred and common stock in connection with acquisitions
2,622 
Contingent acquisition consideration
Accretion of preferred stock to redemption value
14 
Conversion of preferred stock to common stock
154,856 
Reclassification of warrant liability to additional paid-in capital
968 
Reclassification of contingent consideration payable in common shares
4,878 
Unpaid deferred offering costs
$ 231 
$ 0 
Description of Business and Summary of Significant Accounting Policies
Description of Business and Summary of Significant Accounting Policies
Description of Business and Summary of Significant Accounting Policies
Care.com, Inc. (the “Company”, “we”, “us”, and “our”), a Delaware corporation, was incorporated on October 27, 2006. We are the world’s largest online marketplace for finding and managing family care. Our consumer matching solutions enable families to connect to caregivers and caregiving services in a reliable and easy way and our payment solutions enable families to pay caregivers electronically online or via their mobile device and to manage their household payroll and tax matters with Care.com HomePay. We also serve employers by providing access to our platform to employer-sponsored families and care-related businesses-such as day care centers, nanny agencies and home care agencies-who wish to market their services to our care-seeking families and recruit our caregiver members.
Certain Significant Risks and Uncertainties
We operate in a dynamic industry and, accordingly, can be affected by a variety of factors. For example, we believe that changes in any of the following areas could have a significant negative effect on us in terms of our future financial position, results of operations or cash flows: rates of revenue growth; engagement and usage of our products; scaling and adaptation of existing technology and network infrastructure; competition in our market; management of our growth; acquisitions and investments; qualified employees and key personnel; protection of our brand and intellectual property; protection of customers’ information and privacy concerns; and security measures related to our website, among other things.
Basis of Presentation
The accompanying unaudited condensed consolidated financial statements have 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 regarding interim financial reporting. Certain information and note disclosures normally included in the financial statements prepared in accordance with GAAP have been condensed or omitted pursuant to such rules and regulations. Therefore, these condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and notes included in our Annual Report on Form 10-K for the fiscal year ended December 28, 2013, filed on March 6, 2014.
The condensed consolidated balance sheet as of December 28, 2013, included herein was derived from the audited financial statements as of that date, but does not include all disclosures including notes required by GAAP on an annual reporting basis.
In the opinion of management, the accompanying unaudited condensed consolidated financial statements reflect all normal recurring adjustments necessary to present fairly the financial position, results of operations, and cash flows for the interim periods, and are not necessarily indicative of the results of operations to be anticipated for Fiscal 2014 or any future period.
Principles of Consolidation
The accompanying unaudited condensed consolidated financial statements include the accounts of the Company and our wholly owned subsidiaries, after elimination of all intercompany balances and transactions.
Fiscal Year-End
For periods prior to Fiscal 2013, we operated and reported on a calendar basis fiscal year. Beginning in the third quarter of Fiscal 2013, we operate and report using a 52 or 53 week fiscal year ending on the Saturday in December closest and prior to December 31. Accordingly, our fiscal quarters end on the Saturday that falls closest to the last day of the third month of each quarter.
Use of Estimates
The preparation of our unaudited condensed consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the condensed consolidated financial statements and the reported amounts of income and expenses during the reporting period. On an ongoing basis, we evaluate our estimates, including those related to accounts receivable and revenue allowances, the useful lives of long-lived assets including property and equipment, intangible assets, valuation of common and preferred stock and warrants to purchase preferred stock, fair value of stock-based awards, goodwill, income taxes, contingent consideration, and contingencies. We base our estimates of the carrying value of certain assets and liabilities on historical experience and on various other assumptions that are believed to be reasonable under the circumstances, when these carrying values are not readily available from other sources. These estimates are based on information available as of the date of the condensed consolidated financial statements; therefore, actual results could differ from the estimates.
Subsequent Events Consideration
The Company considers events or transactions that occur after the balance sheet date but prior to the issuance of the financial statements to provide additional evidence for certain estimates or to identify matters that require additional disclosure. Subsequent events have been evaluated as required. There were no material recognized subsequent events recorded in the unaudited condensed consolidated financial statements as of and for the three months ended March 29, 2014
Recently Issued and Adopted Accounting Pronouncements
In July 2013, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2013-11, "Income Taxes (Topic740): Presentation of an Unrecognized Tax Benefit When a Net Operating Loss Carry forward, a Similar Tax Loss, or a Tax Credit Carry forward Exists (a consensus of the FASB Emerging Issues Task Force)." This ASU states that an unrecognized tax benefit, or a portion of an unrecognized tax benefit, should be presented in the financial statements as a reduction to a deferred tax asset for a net operating loss carry forward, a similar tax loss, or a tax credit carry forward, except in certain situations. This ASU is effective for fiscal years, and interim periods within those years, beginning after December 15, 2013. Early adoption and retrospective application are permitted. The amendments should be applied prospectively to all unrecognized tax benefits that exist at the effective date. The adoption of this amendment did not have a material impact on our condensed consolidated financial statements.
In April 2014, the FASB issued ASU No. 2014-08, “Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity” to reduce diversity in practice for reporting discontinued operations. Under the previous guidance, any component of an entity that was a reportable segment, an operating segment, a reporting unit, a subsidiary, or an asset group was eligible for discontinued operations presentation. The revised guidance only allows disposals of components of an entity that represent a strategic shift (e.g., disposal of a major geographical area, a major line of business, a major equity method investment, or other major parts of an entity) and that have a major effect on a reporting entity’s operations and financial results to be reported as discontinued operations. The revised guidance also requires expanded disclosure in the financial statements for discontinued operations as well as for disposals of significant components of an entity that do not qualify for discontinued operations presentation. The updated guidance is effective for periods beginning after December 15, 2014. We currently do not have operations that are reported as discontinued operations and do not expect the adoption of this guidance to have a material effect on our financial position, results of operations, or cash flows.
Fair Value Measurements
Fair Value Measurements
Fair Value Measurements
Accounting Standards Codification (ASC) 820, Fair Value Measurements and Disclosures, establishes a three-level valuation hierarchy for disclosure of fair value measurements. The categorization within the valuation hierarchy is based upon the lowest level of input that is significant to the measurement of fair value. The three levels of the hierarchy are defined as follows:
Level 1 inputs - Unadjusted quoted prices in active markets for identical assets or liabilities that the reporting entity has the ability to access at the measurement date.
Level 2 inputs - Inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly or indirectly. These might include quoted prices for similar assets or liabilities in active markets, quoted prices for identical or similar assets or liabilities in markets that are not active, inputs other than quoted prices that are observable for the asset or liability (such as interest rates, volatilities, prepayment speeds, credit risks, etc.), or inputs that are derived principally from or corroborated by market data by correlation or other means.
Level 3 inputs - Unobservable inputs for determining the fair values of assets or liabilities that reflect an entity’s own assumptions about the assumptions that market participants would use in pricing the assets or liabilities.
Recurring Fair Value Measurements
Assets
Cash equivalents - Cash equivalents include money market mutual funds with original maturities of three months or less. The fair value measurement of these assets is based on quoted market prices in active markets for identical assets and, therefore, these assets are recorded at fair value on a recurring basis and classified as Level 1 in the fair value hierarchy.
Liabilities
Contingent Acquisition Consideration - Contingent acquisition consideration includes the fair value of the contingent consideration, based on the likelihood of issuing preferred stock and paying cash related to certain revenue milestones, as part of the consideration transferred. During the year ended December 28, 2013 we reassessed the probability of achievement on the PIAP contingent acquisition cash payment based on their meeting certain revenue milestones and the probability of reaching both the 2013 and 2014 milestones which resulted in $0.6 million of incremental expense. No incremental expense was recorded in the quarter ended March 29, 2014. For contingent consideration payable in preferred stock, we used a valuation of the Company based on both an income and market approach to determine the fair value of the preferred shares as of the acquisition date and on an-ongoing basis. We recorded our estimate of the fair value of this contingent consideration based on the evaluation of the likelihood of the achievement of the contractual conditions that would result in the payment of the contingent consideration and weighted probability assumptions of these outcomes. The fair value of the liability was estimated using a discounted cash flow technique with significant inputs that are not observable in the market and thus represents a Level 3 fair value measurement as defined in ASC 820, Fair Value Measurements and Disclosures . The significant inputs in the Level 3 measurement not supported by market activity included our probability assessments of expected future cash flows related to our acquisition of Breedlove during the earn-out period, appropriately discounted considering the uncertainties associated with the obligation, and calculated in accordance with the terms of the equity purchase agreement. There have been no changes in the probability of the earn-out payment through March 29, 2014. The cash portion of the contingent consideration liability has been discounted to reflect the time value of money, and therefore, as the milestone date approaches, the fair value of this liability will increase. This increase in fair value was recorded in general and administrative expenses in the accompanying consolidated statements of operations. The preferred stock portion of the contingent consideration represented a liability in accordance with ASC 480-10, Distinguishing Liabilities from Equity, and is marked to market each reporting period with changes in market value recognized in other expense, net in the accompanying consolidated statements of operations. Upon the closing of our initial public offering (“IPO”) in January 2014 the contingent consideration payable in preferred shares was automatically converted to the right to receive common shares. Contingent consideration payable in preferred shares was written up to fair value as of the closing date of the IPO and was reclassified to permanent equity as it will no longer need to be marked to market.
Preferred Stock Warrants - Preferred stock warrants consist of warrants issued in connection with debt financings. The fair value of the warrants was determined using the Black-Scholes option-pricing model. In conjunction with the closing of the IPO, the warrant exercisable for shares of our Series A-1 Preferred Stock was automatically converted into a warrant exercisable for shares of our common stock, resulting in the reclassification of the related convertible preferred stock warrant liability to additional paid-in capital as the warrant met the criteria for equity classification upon its conversion to a warrant for the purchase of common stock. The warrant liability was re-measured to fair value prior to reclassification to additional paid-in capital. As of March 29, 2014, we had no outstanding warrant liability. Refer to Note 7 - Stockholders’ Equity (Deficit) for a discussion of the methodology used and changes in the fair value of our preferred stock warrants.
The following table presents information about our assets and liabilities measured at fair value on a recurring basis as of March 29, 2014 and December 28, 2013 and indicates the fair value hierarchy of the valuation techniques we utilized to determine such fair value (in thousands):
 
March 29, 2014
 
December 28, 2013
 
Fair Value Measurements Using Input Types
 

 
Fair Value Measurements Using Input Types
 

 
Level 1
 
Level 2
 
Level 3
 
Total
 
Level 1
 
Level 2
 
Level 3
 
Total
Assets:

 

 

 

 

 

 

 

Money market mutual funds
$
102,338

 
$

 
$

 
$
102,338

 
$
15,085

 
$

 
$

 
$
15,085

Total assets
$
102,338

 
$

 
$

 
$
102,338

 
$
15,085

 
$

 
$

 
$
15,085

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Liabilities:


 


 


 


 


 


 


 


Contingent acquisition consideration
$

 
$

 
$
2,615

 
$
2,615

 
$

 
$

 
$
10,630

 
$
10,630

Preferred stock warrants

 

 

 

 

 

 
362

 
362

Total liabilities
$

 
$

 
$
2,615

 
$
2,615

 
$

 
$

 
$
10,992

 
$
10,992


The following table sets forth a summary of changes in the fair value of our contingent acquisition consideration and preferred stock warrants which represent recurring measurements that are classified within Level 3 of the fair value hierarchy wherein fair value is estimated using significant unobservable inputs (in thousands):
 
March 29, 2014
 
December 28, 2013
 
Contingent Acquisition
Consideration
 
Preferred Stock Warrants
 
Contingent Acquisition
Consideration
 
Preferred Stock Warrants
Beginning balance
$
10,630

 
$
362

 
$
9,288

 
$
247

Increase in fair value included in earnings
2,331

 
606

 
1,342

 
115

Reclassification to permanent equity
(4,878
)
 
(968
)
 

 

Contingent acquisition consideration payments
(5,468
)
 

 

 

Ending balance
$
2,615

 
$

 
$
10,630

 
$
362


Non-Recurring Fair Value Measurements
We remeasure the fair value of certain assets and liabilities upon the occurrence of certain events. Such assets are comprised of long-lived assets, including property and equipment, intangible assets and goodwill. No remeasurement of such assets occurred at March 29, 2014 and December 28, 2013. Other financial instruments not measured or recorded at fair value in the accompanying unaudited condensed consolidated balance sheets principally consist of accounts receivable, accounts payable, and accrued liabilities. The estimated fair values of these instruments approximate their carrying values due to their short-term nature.
Business Acquisitions
Business Acquisitions
Business Acquisitions
Consmr
On March 3, 2014, we entered into an agreement with Consmr, Inc. (“Consmr”), the developer of a mobile application for ratings and reviews of consumer products, pursuant to which we acquired the right to hire all employees of Consmr for total consideration of $0.6 million. Approximately $0.1 million of the purchase price was held back and is payable in one year subject to the continuing employment of the employees. Such amount is being recognized as compensation expense over the required employment period. The transaction is presented as an acquisition of a business and the consideration transferred, except for the amount held back, was recorded as goodwill.
As a result of this transaction, on March 4, 2014 all former employees of Consmr became employees of Care.com.
Supplemental Balance Sheet Information
Supplemental Balance Sheet Information
Supplemental Balance Sheet Information
The following table presents the detail of property and equipment, net for the periods presented (in thousands):
 
March 29,
2014
 
December 28,
2013
Computer equipment
$
1,533

 
$
1,444

Furniture and fixtures
1,211

 
1,154

Software
199

 
199

Leasehold improvements
225

 
183

Total
3,168

 
2,980

Less accumulated depreciation
(1,656
)
 
(1,427
)
Property and equipment, net
$
1,512

 
$
1,553


Depreciation expense for the quarters ended March 29, 2014 and March 31, 2013 was $0.2 million and $0.2 million, respectively.
The following table presents the detail of accrued expenses and other current liabilities for the periods presented (in thousands):
 
March 29,
2014
 
December 28,
2013
Payroll and compensation
$
1,537

 
$
3,134

Tax-related expense
729

 
372

Marketing expenses
5,022

 
1,028

Other accrued expenses
2,705

 
2,489

Total accrued expenses and other current liabilities
$
9,993

 
$
7,023

Goodwill and Intangible Assets
Goodwill and Intangible Assets
Goodwill and Intangible Assets
The following table presents the change in goodwill for the periods presented (in thousands):
Balance as of December 28, 2013
$
62,686

Acquisition
489

Effect of currency translation
(26
)
Balance as of March 29, 2014
$
63,149


The following table presents the detail of intangible assets for the periods presented (dollars in thousands):
 
Gross Carrying Value
 
Accumulated Amortization
 
Net Carrying Value
 
Weighted-Average Remaining Life (Years)
March 29, 2014:
 
 
 
 
 
 
 
Indefinite lived intangibles
$
242

 
$

 
$
242

 
N/A
Trademarks and trade names
4,561

 
(2,424
)
 
2,137

 
2.3
Proprietary software
5,182

 
(3,109
)
 
2,073

 
3.3
Website
50

 
(23
)
 
27

 
2.1
Training materials
30

 
(12
)
 
18

 
1.8
Non-compete agreements
147

 
(71
)
 
76

 
2.4
Leasehold interests
170

 
(42
)
 
128

 
5.1
Caregiver relationships
345

 
(193
)
 
152

 
1.4
Customer relationships
8,952

 
(3,453
)
 
5,499

 
3.4
Total
$
19,679

 
$
(9,327
)
 
$
10,352

 

 
 
 
 
 
 
 
 
December 28, 2013:
 
 
 
 
 
 
 
Indefinite lived intangibles
$
242

 
$

 
$
242

 
N/A
Trademarks and trade names
4,561

 
(2,096
)
 
2,465

 
2.5
Proprietary software
5,184

 
(2,952
)
 
2,232

 
3.5
Website
50

 
(19
)
 
31

 
2.3
Training materials
30

 
(10
)
 
20

 
2.0
Non-compete agreements
148

 
(61
)
 
87

 
2.6
Leasehold interests
170

 
(36
)
 
134

 
5.4
Caregiver relationships
346

 
(164
)
 
182

 
1.6
Customer relationships
8,953

 
(2,928
)
 
6,025

 
3.5
Total
$
19,684

 
$
(8,266
)
 
$
11,418

 
 


Amortization expense was $1.1 million and $1.5 million for the quarters ended March 29, 2014 and March 31, 2013, respectively. Of these amounts $0.9 million and $0.9 million was classified as a component of depreciation and amortization, and $0.2 million and $0.6 million was classified as a component of cost of revenue in the unaudited condensed consolidated statements of operations for the quarters ended March 29, 2014 and March 31, 2013, respectively. As of March 29, 2014, the estimated future amortization expense related to current intangible assets for future fiscal years was as follows (in thousands):
2014 (remaining)
$
3,193

2015
3,677

2016
1,994

2017
567

2018
222

Thereafter
457

Total
$
10,110

Commitments and Contingencies
Commitments and Contingencies
Commitments and Contingencies
Legal matters
From time to time we may be party to litigation arising in the ordinary course of our business. We were not subject to any material legal proceedings during the quarter ended March 29, 2014, and to the best of our knowledge, no material legal proceedings are currently pending or threatened.
Stockholders' Equity (Deficit)
Stockholders' Equity (Deficit)
Stockholders’ Equity (Deficit)
Initial Public Offering
On January 29, 2014, we closed our IPO in which we sold and issued 6,152,500 shares of common stock, including 802,500 shares of common stock pursuant to the exercise of the underwriters’ option to purchase additional shares, which were sold to the public at a price of $17.00 per share. We received net proceeds of approximately $95.2 million from the IPO, including the exercise of the underwriters’ over-allotment option, net of underwriters’ discounts and commissions, and after deducting offering expenses of approximately $2.1 million.
Upon the closing of the IPO, all shares of our outstanding redeemable convertible preferred stock automatically converted into 21,490,656 shares of common stock and our outstanding warrant to purchase redeemable convertible preferred stock automatically converted into a warrant to purchase 40,697 shares of common stock at $1.72 per share.
Common Stock
As of March 29, 2014 and December 28, 2013, we had reserved the following shares of common stock for future issuance in connection with the following (in thousands):
 
March 29, 2014
 
December 28, 2013
Conversion of preferred stock

 
21,299

Contingent consideration payable in Series E convertible preferred stock

 
383

Contingent consideration payable in common stock
191

 

Options issued and outstanding
3,963

 
3,632

Options available for grant under stock option plans
3,526

 
193

Convertible preferred stock warrants

 
41

Common stock warrants

 
40

Total
7,680

 
25,588


Preferred Stock Warrants
In connection with a debt financing in 2007, we issued Lighthouse Capital Partners a warrant to purchase 40,697 shares of our Series A-1 convertible preferred stock at an exercise price of $1.72 per share, expiring October 2014, which were fully exercisable upon issuance. In conjunction with the closing of our IPO in January 2014, the warrant was automatically converted into a warrant exercisable for 40,697 shares of common stock at a purchase price of $1.72 per share, which resulted in the reclassification of the related convertible preferred stock warrant liability to additional paid-in capital as the warrant met the criteria for equity classification upon conversion to a warrant to purchase common stock. In accordance with ASC 480-10 (Distinguishing Liabilities from Equity) the freestanding warrant for our preferred stock was recognized as a liability and recorded at fair value in all periods prior to its conversion into a warrant to purchase common stock. The warrant liability was re-measured to fair value prior to reclassification to additional paid-in capital. As of March 29, 2014, we had no outstanding warrant liability. The warrant was exercised during the three months ended March 29, 2014 using a net exercise method which resulted in the issuance of 38,142 shares of common stock. There were no proceeds received by us related to this transaction.
Common Stock Warrants
In connection with a 2010 Loan and Security Agreement, we issued a warrant to purchase a maximum of 40,000 shares of our common stock at an exercise price of $1.65 per share. The warrant was exercised during the three months ended March 29, 2014 using a net exercise method which resulted in the issuance of 37,591 shares of common stock. There were no proceeds received by us related to this transaction.
Stock Option Plans
On November 15, 2006, we adopted our 2006 Stock Incentive Plan (‘‘the 2006 Plan’’), which provides for the issuance of incentive and non-qualified stock options, restricted stock and other stock-based awards to employees and non-employees of the Company. We reserved 4,567,500 shares of common stock for issuance under the 2006 Plan. Options generally vest over four years, with 25% vesting upon the one-year anniversary of the date of hire, and the remaining 75% vesting quarterly over the next three years. Options granted to consultants or other non-employees generally vest over the expected service period to the Company. The options expire ten years from the date of grant. We issue new shares to satisfy stock option exercises. Only stock options have been issued under the 2006 Plan. No grants have been made under the 2006 Plan since our IPO, and no further awards will be granted under the 2006 Plan. However, the 2006 Plan will continue to govern outstanding awards granted under the 2006 Plan.
During 2010, we granted our Chief Executive Officer a performance-based option to purchase 150,000 shares, which vests in tranches if defined corporate goals are achieved during fiscal years 2011 through 2014. We recorded a share-based compensation expense related to this award of less than $0.1 million and $0.2 million during the quarters ended March 29, 2014, and March 31, 2013, respectively.
On January 23, 2014, we adopted the 2014 Incentive Award Plan (‘‘the 2014 Plan’’), which provides for the issuance of incentive and non-qualified stock options, restricted stock and other stock-based awards to employees, directors and non-employees of the Company and our subsidiaries. We initially reserved 4,112,048 shares of common stock for issuance under the 2014 Plan. The number of shares initially available for issuance will be increased by (i) the number of shares represented by awards outstanding under the 2006 Plan that are forfeited, lapse unexercised or are settled in cash and which following the effective date of the 2014 Plan are not issued under the 2006 Plan and (ii) an annual increase on January 1 of each calendar year beginning in 2015 and ending in 2019, equal to the lesser of (A) 4% of the shares of common stock outstanding (on an as-converted basis) on the final day of the immediately preceding calendar year and (B) an amount as determined by our board of directors. No more than 5,002,935 shares of common stock may be issued upon the exercise of incentive stock options. Options generally vest over four years, with 25% vesting upon the one-year anniversary of the date of hire, and the remaining 75% vesting quarterly over the next three years. Options granted to consultants or other non-employees generally vest over the expected service period to the Company. The options expire ten years from the date of grant. To date only stock options have been issued under the 2014 Plan.
Stock-Based Compensation
A summary of stock option activity for the quarter ended March 29, 2014 is as follows (in thousands for shares and intrinsic value):
 
 
Number of Shares
 
Weighted-Average Remaining Contractual Term (Years)
 
Weighted-Average Exercise Price
 
Aggregate Intrinsic Value
Outstanding as of December 28, 2013
3,439

 
7.98
 
$
4.28

 
$
27,148

Granted
587

 
 
 
19.64

 
 
Canceled and forfeited
(12
)
 
 
 
6.30

 
 
Exercised
(51
)
 
 
 
3.08

 
 
Outstanding as of March 29, 2014
3,963

 
8.1
 
$
6.57

 
$
40,767

Options vested and exercisable as of March 29, 2014
1,673

 
7.2
 
$
3.42

 
$
21,667

Options vested and expected to vest as of March 29, 2014 (1)
3,789

 
8.1
 
$
6.50

 
$
39,213

 
 
 
 
 
 
 
 
 
(1) Options expected to vest reflect an estimated forfeiture rate

Aggregate intrinsic value represents the difference between the closing stock price of our common stock and the exercise price of outstanding, in-the-money options. Our closing stock price as reported on the NYSE as of March 29, 2014 was $16.37. The total intrinsic value of options exercised was approximately $1.0 million and $0.1 million for the quarters ended March 29, 2014 and March 31, 2013, respectively. The weighted-average grant-date fair value of options granted was $9.37 and $2.68 for the quarters ended March 29, 2014 and March 31, 2013, respectively. The aggregate fair value of the options that vested during the quarters ended March 29, 2014 and March 31, 2013 was $1.3 million and $0.5 million, respectively.
As of March 29, 2014, total unrecognized compensation cost, adjusted for estimated forfeitures, related to non-vested stock options was approximately $9.7 million, which is expected to be recognized over the next 3.1 years. As of March 29, 2014, we had 3,525,790, shares available for grant under the 2014 Plan.
The following table presents the weighted-average assumptions used to estimate the fair value of options granted during the periods presented:
 
Fiscal Quarter Ended
 
March 29,
2014
 
March 31,
2013
Risk-free interest rate
1.85 - 2.88 %
 
1.23 - 2.04 %
Expected term (years)
4.88 - 10
 
6 - 9.55
Volatility
47.1 - 47.3 %
 
44.6%
Expected dividend yield
 

The following table summarizes stock-based compensation in our accompanying unaudited condensed consolidated statements of operations (in thousands):
 
Fiscal Quarter Ended
 
March 29,
2014
 
March 31,
2013
Cost of revenue
$
47

 
$
38

Selling and marketing
146

 
75

Research and development
89

 
49

General and administrative
817

 
135

Total stock-based compensation
$
1,099

 
$
297

Net Loss per Share
Net Loss Per Share
Net Loss Per Share
Basic net loss per share is computed by dividing net loss attributable to common shareholders by the weighted-average number of common shares outstanding during the period. In the period ended March 31, 2013, the holders of our Series A, A-1, B, C, D, D-1and E redeemable convertible preferred stock did not have contractual obligations to share in or fund our losses. Diluted net loss per share attributable to common shareholders is computed by dividing net loss by the weighted-average number of common shares outstanding during the period and potentially dilutive common stock equivalents, except in cases where the effect of common stock equivalent would be anti-dilutive. Potential common stock equivalents consist of common stock issuable upon exercise of stock options and common stock issuable upon conversion of our redeemable convertible preferred stock and warrants to purchase our redeemable convertible preferred stock.
The following table presents the calculation of basic and diluted net loss per share (in thousands, except per share data):
 
Fiscal Quarter Ended
 
March 29,
2014
 
March 31,
2013
Net Loss
$
(15,544
)
 
$
(6,819
)
Accretion of preferred stock
(4
)
 
(14
)
Net loss attributable to common stockholders
$
(15,548
)
 
$
(6,833
)
Net loss per share attributable to common stockholders:
 
 
 
Basic and diluted
$
(0.71
)
 
$
(2.35
)
Weighted-average shares used to compute net loss per share attributable to common stockholders:
 
 
 
Basic and diluted
21,899

 
2,901


The following equity shares were excluded from the calculation of diluted net loss per share attributable to common stockholders because their effect would have been anti-dilutive for the periods presented (in thousands):
 
Fiscal Quarter Ended
 
March 29,
2014
 
March 31,
2013
Redeemable convertible preferred stock

 
21,299

Stock options
3,963

 
2,706

Preferred stock warrants

 
41

Common stock warrants

 
40

Income Taxes
Income Taxes
Income Taxes
We recorded income tax expense of $0.5 million and $0.3 million for the quarters ended March 29, 2014 and March 31, 2013, respectively. The tax provision increased in the quarter ended March 29, 2014 compared to the corresponding period of the prior fiscal year, primarily due to the income tax expense related to the amortization of Breedlove goodwill for tax purposes for which there is no corresponding book deduction and certain state taxes based on operating income that are payable without regard to our tax loss carry forwards.
Segment and Geographical Information
Segment and Geographical Information
Segment and Geographical Information
We consider operating segments to be components of the Company in which separate financial information is available that is evaluated regularly by our chief operating decision maker in deciding how to allocate resources and in assessing performance. Our chief operating decision maker is the Chief Executive Officer (‘‘CEO’’). The CEO reviews financial information presented on a consolidated basis for purposes of allocating resources and evaluating financial performance. Accordingly, we have determined that we have a single operating and reportable segment. No country outside of the United States provided greater than 10% of our total revenue. Revenue is classified by the major geographic areas in which our customers are located. The following table summarizes total revenue generated by our geographic locations (dollars in thousands):
 
Fiscal Quarter Ended
 
March 29,
2014
 
March 31,
2013
United States
$
23,492

 
$
16,573

International
1,779

 
1,589

Total revenue
$
25,271

 
$
18,162

 
Fiscal Quarter Ended
 
March 29,
2014
 
March 31,
2013
 
(As a percentage of revenue)
United States
93
%
 
91
%
International
7

 
9

Total revenue
100
%
 
100
%

Our long-lived assets are primarily located in the United States and not allocated to any specific region. Therefore, geographic information is presented only for total revenue.
Other Expense, Net
Other Expense, Net
Other Expense, Net
Other expense, net consisted of the following (in thousands):
 
Fiscal Quarter Ended
 
March 29,
2014
 
March 31,
2013
Interest income
$
20

 
$
21

Interest expense
(7
)
 
(10
)
Other expense, net
(2,759
)
 
(138
)
Total other expense, net
$
(2,746
)
 
$
(127
)
Description of Business and Summary of Significant Accounting Policies (Policies)
Certain Significant Risks and Uncertainties
We operate in a dynamic industry and, accordingly, can be affected by a variety of factors. For example, we believe that changes in any of the following areas could have a significant negative effect on us in terms of our future financial position, results of operations or cash flows: rates of revenue growth; engagement and usage of our products; scaling and adaptation of existing technology and network infrastructure; competition in our market; management of our growth; acquisitions and investments; qualified employees and key personnel; protection of our brand and intellectual property; protection of customers’ information and privacy concerns; and security measures related to our website, among other things.
Basis of Presentation
The accompanying unaudited condensed consolidated financial statements have 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 regarding interim financial reporting. Certain information and note disclosures normally included in the financial statements prepared in accordance with GAAP have been condensed or omitted pursuant to such rules and regulations. Therefore, these condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and notes included in our Annual Report on Form 10-K for the fiscal year ended December 28, 2013, filed on March 6, 2014.
The condensed consolidated balance sheet as of December 28, 2013, included herein was derived from the audited financial statements as of that date, but does not include all disclosures including notes required by GAAP on an annual reporting basis.
In the opinion of management, the accompanying unaudited condensed consolidated financial statements reflect all normal recurring adjustments necessary to present fairly the financial position, results of operations, and cash flows for the interim periods, and are not necessarily indicative of the results of operations to be anticipated for Fiscal 2014 or any future period.
Principles of Consolidation
The accompanying unaudited condensed consolidated financial statements include the accounts of the Company and our wholly owned subsidiaries, after elimination of all intercompany balances and transactions.
Fiscal Year-End
For periods prior to Fiscal 2013, we operated and reported on a calendar basis fiscal year. Beginning in the third quarter of Fiscal 2013, we operate and report using a 52 or 53 week fiscal year ending on the Saturday in December closest and prior to December 31. Accordingly, our fiscal quarters end on the Saturday that falls closest to the last day of the third month of each quarter.
Use of Estimates
The preparation of our unaudited condensed consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the condensed consolidated financial statements and the reported amounts of income and expenses during the reporting period. On an ongoing basis, we evaluate our estimates, including those related to accounts receivable and revenue allowances, the useful lives of long-lived assets including property and equipment, intangible assets, valuation of common and preferred stock and warrants to purchase preferred stock, fair value of stock-based awards, goodwill, income taxes, contingent consideration, and contingencies. We base our estimates of the carrying value of certain assets and liabilities on historical experience and on various other assumptions that are believed to be reasonable under the circumstances, when these carrying values are not readily available from other sources. These estimates are based on information available as of the date of the condensed consolidated financial statements; therefore, actual results could differ from the estimates.
Subsequent Events Consideration
The Company considers events or transactions that occur after the balance sheet date but prior to the issuance of the financial statements to provide additional evidence for certain estimates or to identify matters that require additional disclosure. Subsequent events have been evaluated as required. There were no material recognized subsequent events recorded in the unaudited condensed consolidated financial statements as of and for the three months ended March 29, 2014
Recently Issued and Adopted Accounting Pronouncements
In July 2013, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2013-11, "Income Taxes (Topic740): Presentation of an Unrecognized Tax Benefit When a Net Operating Loss Carry forward, a Similar Tax Loss, or a Tax Credit Carry forward Exists (a consensus of the FASB Emerging Issues Task Force)." This ASU states that an unrecognized tax benefit, or a portion of an unrecognized tax benefit, should be presented in the financial statements as a reduction to a deferred tax asset for a net operating loss carry forward, a similar tax loss, or a tax credit carry forward, except in certain situations. This ASU is effective for fiscal years, and interim periods within those years, beginning after December 15, 2013. Early adoption and retrospective application are permitted. The amendments should be applied prospectively to all unrecognized tax benefits that exist at the effective date. The adoption of this amendment did not have a material impact on our condensed consolidated financial statements.
In April 2014, the FASB issued ASU No. 2014-08, “Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity” to reduce diversity in practice for reporting discontinued operations. Under the previous guidance, any component of an entity that was a reportable segment, an operating segment, a reporting unit, a subsidiary, or an asset group was eligible for discontinued operations presentation. The revised guidance only allows disposals of components of an entity that represent a strategic shift (e.g., disposal of a major geographical area, a major line of business, a major equity method investment, or other major parts of an entity) and that have a major effect on a reporting entity’s operations and financial results to be reported as discontinued operations. The revised guidance also requires expanded disclosure in the financial statements for discontinued operations as well as for disposals of significant components of an entity that do not qualify for discontinued operations presentation. The updated guidance is effective for periods beginning after December 15, 2014. We currently do not have operations that are reported as discontinued operations and do not expect the adoption of this guidance to have a material effect on our financial position, results of operations, or cash flows.
Fair Value Measurements (Tables)
The following table presents information about our assets and liabilities measured at fair value on a recurring basis as of March 29, 2014 and December 28, 2013 and indicates the fair value hierarchy of the valuation techniques we utilized to determine such fair value (in thousands):
 
March 29, 2014
 
December 28, 2013
 
Fair Value Measurements Using Input Types
 

 
Fair Value Measurements Using Input Types
 

 
Level 1
 
Level 2
 
Level 3
 
Total
 
Level 1
 
Level 2
 
Level 3
 
Total
Assets:

 

 

 

 

 

 

 

Money market mutual funds
$
102,338

 
$

 
$

 
$
102,338

 
$
15,085

 
$

 
$

 
$
15,085

Total assets
$
102,338

 
$

 
$

 
$
102,338

 
$
15,085

 
$

 
$

 
$
15,085

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Liabilities:


 


 


 


 


 


 


 


Contingent acquisition consideration
$

 
$

 
$
2,615

 
$
2,615

 
$

 
$

 
$
10,630

 
$
10,630

Preferred stock warrants

 

 

 

 

 

 
362

 
362

Total liabilities
$

 
$

 
$
2,615

 
$
2,615

 
$

 
$

 
$
10,992

 
$
10,992

The following table sets forth a summary of changes in the fair value of our contingent acquisition consideration and preferred stock warrants which represent recurring measurements that are classified within Level 3 of the fair value hierarchy wherein fair value is estimated using significant unobservable inputs (in thousands):
 
March 29, 2014
 
December 28, 2013
 
Contingent Acquisition
Consideration
 
Preferred Stock Warrants
 
Contingent Acquisition
Consideration
 
Preferred Stock Warrants
Beginning balance
$
10,630

 
$
362

 
$
9,288

 
$
247

Increase in fair value included in earnings
2,331

 
606

 
1,342

 
115

Reclassification to permanent equity
(4,878
)
 
(968
)
 

 

Contingent acquisition consideration payments
(5,468
)
 

 

 

Ending balance
$
2,615

 
$

 
$
10,630

 
$
362

Supplemental Balance Sheet Information (Tables)
The following table presents the detail of property and equipment, net for the periods presented (in thousands):
 
March 29,
2014
 
December 28,
2013
Computer equipment
$
1,533

 
$
1,444

Furniture and fixtures
1,211

 
1,154

Software
199

 
199

Leasehold improvements
225

 
183

Total
3,168

 
2,980

Less accumulated depreciation
(1,656
)
 
(1,427
)
Property and equipment, net
$
1,512

 
$
1,553

The following table presents the detail of accrued expenses and other current liabilities for the periods presented (in thousands):
 
March 29,
2014
 
December 28,
2013
Payroll and compensation
$
1,537

 
$
3,134

Tax-related expense
729

 
372

Marketing expenses
5,022

 
1,028

Other accrued expenses
2,705

 
2,489

Total accrued expenses and other current liabilities
$
9,993

 
$
7,023

Goodwill and Intangible Assets (Tables)
The following table presents the change in goodwill for the periods presented (in thousands):
Balance as of December 28, 2013
$
62,686

Acquisition
489

Effect of currency translation
(26
)
Balance as of March 29, 2014
$
63,149

The following table presents the detail of intangible assets for the periods presented (dollars in thousands):
 
Gross Carrying Value
 
Accumulated Amortization
 
Net Carrying Value
 
Weighted-Average Remaining Life (Years)
March 29, 2014:
 
 
 
 
 
 
 
Indefinite lived intangibles
$
242

 
$

 
$
242

 
N/A
Trademarks and trade names
4,561

 
(2,424
)
 
2,137

 
2.3
Proprietary software
5,182

 
(3,109
)
 
2,073

 
3.3
Website
50

 
(23
)
 
27

 
2.1
Training materials
30

 
(12
)
 
18

 
1.8
Non-compete agreements
147

 
(71
)
 
76

 
2.4
Leasehold interests
170

 
(42
)
 
128

 
5.1
Caregiver relationships
345

 
(193
)
 
152

 
1.4
Customer relationships
8,952

 
(3,453
)
 
5,499

 
3.4
Total
$
19,679

 
$
(9,327
)
 
$
10,352

 

 
 
 
 
 
 
 
 
December 28, 2013:
 
 
 
 
 
 
 
Indefinite lived intangibles
$
242

 
$

 
$
242

 
N/A
Trademarks and trade names
4,561

 
(2,096
)
 
2,465

 
2.5
Proprietary software
5,184

 
(2,952
)
 
2,232

 
3.5
Website
50

 
(19
)
 
31

 
2.3
Training materials
30

 
(10
)
 
20

 
2.0
Non-compete agreements
148

 
(61
)
 
87

 
2.6
Leasehold interests
170

 
(36
)
 
134

 
5.4
Caregiver relationships
346

 
(164
)
 
182

 
1.6
Customer relationships
8,953

 
(2,928
)
 
6,025

 
3.5
Total
$
19,684

 
$
(8,266
)
 
$
11,418

 
 
The following table presents the detail of intangible assets for the periods presented (dollars in thousands):
 
Gross Carrying Value
 
Accumulated Amortization
 
Net Carrying Value
 
Weighted-Average Remaining Life (Years)
March 29, 2014:
 
 
 
 
 
 
 
Indefinite lived intangibles
$
242

 
$

 
$
242

 
N/A
Trademarks and trade names
4,561

 
(2,424
)
 
2,137

 
2.3
Proprietary software
5,182

 
(3,109
)
 
2,073

 
3.3
Website
50

 
(23
)
 
27

 
2.1
Training materials
30

 
(12
)
 
18

 
1.8
Non-compete agreements
147

 
(71
)
 
76

 
2.4
Leasehold interests
170

 
(42
)
 
128

 
5.1
Caregiver relationships
345

 
(193
)
 
152

 
1.4
Customer relationships
8,952

 
(3,453
)
 
5,499

 
3.4
Total
$
19,679

 
$
(9,327
)
 
$
10,352

 

 
 
 
 
 
 
 
 
December 28, 2013:
 
 
 
 
 
 
 
Indefinite lived intangibles
$
242

 
$

 
$
242

 
N/A
Trademarks and trade names
4,561

 
(2,096
)
 
2,465

 
2.5
Proprietary software
5,184

 
(2,952
)
 
2,232

 
3.5
Website
50

 
(19
)
 
31

 
2.3
Training materials
30

 
(10
)
 
20

 
2.0
Non-compete agreements
148

 
(61
)
 
87

 
2.6
Leasehold interests
170

 
(36
)
 
134

 
5.4
Caregiver relationships
346

 
(164
)
 
182

 
1.6
Customer relationships
8,953

 
(2,928
)
 
6,025

 
3.5
Total
$
19,684

 
$
(8,266
)
 
$
11,418

 
 
As of March 29, 2014, the estimated future amortization expense related to current intangible assets for future fiscal years was as follows (in thousands):
2014 (remaining)
$
3,193

2015
3,677

2016
1,994

2017
567

2018
222

Thereafter
457

Total
$
10,110

Stockholders' Equity (Deficit) (Tables)
As of March 29, 2014 and December 28, 2013, we had reserved the following shares of common stock for future issuance in connection with the following (in thousands):
 
March 29, 2014
 
December 28, 2013
Conversion of preferred stock

 
21,299

Contingent consideration payable in Series E convertible preferred stock

 
383

Contingent consideration payable in common stock
191

 

Options issued and outstanding
3,963

 
3,632

Options available for grant under stock option plans
3,526

 
193

Convertible preferred stock warrants

 
41

Common stock warrants

 
40

Total
7,680

 
25,588

A summary of stock option activity for the quarter ended March 29, 2014 is as follows (in thousands for shares and intrinsic value):
 
 
Number of Shares
 
Weighted-Average Remaining Contractual Term (Years)
 
Weighted-Average Exercise Price
 
Aggregate Intrinsic Value
Outstanding as of December 28, 2013
3,439

 
7.98
 
$
4.28

 
$
27,148

Granted
587

 
 
 
19.64

 
 
Canceled and forfeited
(12
)
 
 
 
6.30

 
 
Exercised
(51
)
 
 
 
3.08

 
 
Outstanding as of March 29, 2014
3,963

 
8.1
 
$
6.57

 
$
40,767

Options vested and exercisable as of March 29, 2014
1,673

 
7.2
 
$
3.42

 
$
21,667

Options vested and expected to vest as of March 29, 2014 (1)
3,789

 
8.1
 
$
6.50

 
$
39,213

 
 
 
 
 
 
 
 
 
(1) Options expected to vest reflect an estimated forfeiture rate
The following table presents the weighted-average assumptions used to estimate the fair value of options granted during the periods presented:
 
Fiscal Quarter Ended
 
March 29,
2014
 
March 31,
2013
Risk-free interest rate
1.85 - 2.88 %
 
1.23 - 2.04 %
Expected term (years)
4.88 - 10
 
6 - 9.55
Volatility
47.1 - 47.3 %
 
44.6%
Expected dividend yield
 
The following table summarizes stock-based compensation in our accompanying unaudited condensed consolidated statements of operations (in thousands):
 
Fiscal Quarter Ended
 
March 29,
2014
 
March 31,
2013
Cost of revenue
$
47

 
$
38

Selling and marketing
146

 
75

Research and development
89

 
49

General and administrative
817

 
135

Total stock-based compensation
$
1,099

 
$
297

Net Loss per Share (Tables)
The following table presents the calculation of basic and diluted net loss per share (in thousands, except per share data):
 
Fiscal Quarter Ended
 
March 29,
2014
 
March 31,
2013
Net Loss
$
(15,544
)
 
$
(6,819
)
Accretion of preferred stock
(4
)
 
(14
)
Net loss attributable to common stockholders
$
(15,548
)
 
$
(6,833
)
Net loss per share attributable to common stockholders:
 
 
 
Basic and diluted
$
(0.71
)
 
$
(2.35
)
Weighted-average shares used to compute net loss per share attributable to common stockholders:
 
 
 
Basic and diluted
21,899

 
2,901

The following equity shares were excluded from the calculation of diluted net loss per share attributable to common stockholders because their effect would have been anti-dilutive for the periods presented (in thousands):
 
Fiscal Quarter Ended
 
March 29,
2014
 
March 31,
2013
Redeemable convertible preferred stock

 
21,299

Stock options
3,963

 
2,706

Preferred stock warrants

 
41

Common stock warrants

 
40

Segment and Geographical Information (Tables)
Schedule of Revenue by Geographic Location
The following table summarizes total revenue generated by our geographic locations (dollars in thousands):
 
Fiscal Quarter Ended
 
March 29,
2014
 
March 31,
2013
United States
$
23,492

 
$
16,573

International
1,779

 
1,589

Total revenue
$
25,271

 
$
18,162

 
Fiscal Quarter Ended
 
March 29,
2014
 
March 31,
2013
 
(As a percentage of revenue)
United States
93
%
 
91
%
International
7

 
9

Total revenue
100
%
 
100
%
Other Expense, Net (Tables)
Schedule of Other Expense, Net
Other expense, net consisted of the following (in thousands):
 
Fiscal Quarter Ended
 
March 29,
2014
 
March 31,
2013
Interest income
$
20

 
$
21

Interest expense
(7
)
 
(10
)
Other expense, net
(2,759
)
 
(138
)
Total other expense, net
$
(2,746
)
 
$
(127
)
Description of Business and Summary of Significant Accounting Policies (Details)
3 Months Ended
Mar. 29, 2014
Minimum
 
Entity Information [Line Items]
 
Document Fiscal Period
364 days 
Maximum
 
Entity Information [Line Items]
 
Document Fiscal Period
371 days 
Fair Value Measurements - Additional Information (Details) (USD $)
In Thousands, unless otherwise specified
3 Months Ended 12 Months Ended
Mar. 29, 2014
Mar. 31, 2013
Mar. 29, 2014
PIAP [Member]
Dec. 28, 2013
PIAP [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
 
 
 
 
Incremental expense
$ 73 
$ 135 
$ 0 
$ 600 
Fair Value Measurements - Schedule of Assets and Liabilities Measured at Fair Value on a Recurring Basis (Details) (USD $)
In Thousands, unless otherwise specified
Mar. 29, 2014
Dec. 28, 2013
Level 1
 
 
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
 
 
Total assets
$ 102,338 
$ 15,085 
Total liabilities
Level 1 |
Contingent acquisition consideration
 
 
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
 
 
Contingent acquisition consideration
Level 1 |
Preferred stock warrants
 
 
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
 
 
Preferred stock warrants
Level 1 |
Money market mutual funds
 
 
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
 
 
Money market mutual funds
102,338 
15,085 
Level 2
 
 
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
 
 
Total assets
Total liabilities
Level 2 |
Contingent acquisition consideration
 
 
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
 
 
Contingent acquisition consideration
Level 2 |
Preferred stock warrants
 
 
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
 
 
Preferred stock warrants
Level 2 |
Money market mutual funds
 
 
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
 
 
Money market mutual funds
Level 3
 
 
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
 
 
Total assets
Total liabilities
2,615 
10,992 
Level 3 |
Contingent acquisition consideration
 
 
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
 
 
Contingent acquisition consideration
2,615 
10,630 
Level 3 |
Preferred stock warrants
 
 
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
 
 
Preferred stock warrants
362 
Level 3 |
Money market mutual funds
 
 
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
 
 
Money market mutual funds
Total
 
 
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
 
 
Total assets
102,338 
15,085 
Total liabilities
2,615 
10,992 
Total |
Contingent acquisition consideration
 
 
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
 
 
Contingent acquisition consideration
2,615 
10,630 
Total |
Preferred stock warrants
 
 
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
 
 
Preferred stock warrants
362 
Total |
Money market mutual funds
 
 
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
 
 
Money market mutual funds
$ 102,338 
$ 15,085 
Fair Value Measurements - Schedule of Changes in Fair Value of Plan Assets (Details) (USD $)
In Thousands, unless otherwise specified
3 Months Ended
Mar. 29, 2014
Dec. 28, 2013
Contingent acquisition consideration
 
 
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
 
 
Beginning balance
$ 10,630 
$ 9,288 
Increase in fair value included in earnings
2,331 
1,342 
Reclassification to permanent equity
(4,878)
Contingent acquisition consideration payments
(5,468)
 
Ending balance
2,615 
10,630 
Preferred stock warrants
 
 
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
 
 
Beginning balance
362 
247 
Increase in fair value included in earnings
606 
115 
Reclassification to permanent equity
(968)
Ending balance
$ 0 
$ 362 
Business Acquisitions (Details) (Consumr, USD $)
In Millions, unless otherwise specified
0 Months Ended
Mar. 3, 2014
Consumr
 
Business Acquisition [Line Items]
 
Consideration transferred
$ 0.6 
Purchase Price held back
$ 0.1 
Period for Recognition
1 year 
Supplemental Balance Sheet Information (Property, Plant and Equipment) (Details) (USD $)
3 Months Ended
Mar. 29, 2014
Mar. 31, 2013
Dec. 28, 2013
Property, Plant and Equipment [Line Items]
 
 
 
Total
$ 3,168,000 
 
$ 2,980,000 
Less accumulated depreciation
(1,656,000)
 
(1,427,000)
Property and equipment, net
1,512,000 
 
1,553,000 
Depreciation expense
200,000 
200,000 
 
Computer equipment
 
 
 
Property, Plant and Equipment [Line Items]
 
 
 
Total
1,533,000 
 
1,444,000 
Furniture and fixtures
 
 
 
Property, Plant and Equipment [Line Items]
 
 
 
Total
1,211,000 
 
1,154,000 
Software
 
 
 
Property, Plant and Equipment [Line Items]
 
 
 
Total
199,000 
 
199,000 
Leasehold improvements
 
 
 
Property, Plant and Equipment [Line Items]
 
 
 
Total
$ 225,000 
 
$ 183,000 
Supplemental Balance Sheet Information (Accrued Liabilities) (Details) (USD $)
In Thousands, unless otherwise specified
Mar. 29, 2014
Dec. 28, 2013
Statement of Financial Position [Abstract]
 
 
Payroll and compensation
$ 1,537 
$ 3,134 
Tax-related expense
729 
372 
Marketing expenses
5,022 
1,028 
Other accrued expenses
2,705 
2,489 
Accrued expenses and other current liabilities
$ 9,993 
$ 7,023 
Goodwill and Intangible Assets (Change in Goodwill) (Details) (USD $)
In Thousands, unless otherwise specified
3 Months Ended
Mar. 29, 2014
Goodwill and Intangible Assets Disclosure [Abstract]
 
Acquisition Costs, Period Cost
$ 489 
Goodwill [Roll Forward]
 
Balance as of December 28, 2013
62,686 
Effect of currency translation
(26)
Balance as of March 29, 2014
$ 63,149 
Goodwill and Intangible Assets (Intangible Assets) (Details) (USD $)
3 Months Ended 3 Months Ended 12 Months Ended 3 Months Ended 12 Months Ended 3 Months Ended 12 Months Ended 3 Months Ended 12 Months Ended 3 Months Ended 12 Months Ended 3 Months Ended 12 Months Ended 3 Months Ended 12 Months Ended 3 Months Ended 12 Months Ended
Mar. 29, 2014
Mar. 31, 2013
Dec. 28, 2013
Mar. 29, 2014
Depreciation and Amortization
Mar. 31, 2013
Depreciation and Amortization
Mar. 29, 2014
Cost of Sales
Mar. 31, 2013
Cost of Sales
Mar. 29, 2014
Trademarks and trade names
Dec. 28, 2013
Trademarks and trade names
Mar. 29, 2014
Proprietary software
Dec. 28, 2013
Proprietary software
Mar. 29, 2014
Website
Dec. 28, 2013
Website
Mar. 29, 2014
Training materials
Dec. 28, 2013
Training materials
Mar. 29, 2014
Non-compete agreements
Dec. 28, 2013
Non-compete agreements
Mar. 29, 2014
Leasehold interests
Dec. 28, 2013
Leasehold interests
Mar. 29, 2014
Caregiver relationships
Dec. 28, 2013
Caregiver relationships
Mar. 29, 2014
Customer relationships
Dec. 28, 2013
Customer relationships
Goodwill and Intangible Assets Disclosure [Abstract]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Indefinite lived intangibles
$ 242,000 
 
$ 242,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Finite-Lived Intangible Assets [Line Items]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Gross Carrying Value
 
 
 
 
 
 
 
4,561,000 
4,561,000 
5,182,000 
5,184,000 
50,000 
50,000 
30,000 
30,000 
147,000 
148,000 
170,000 
170,000 
345,000 
346,000 
8,952,000 
8,953,000 
Accumulated Amortization
(9,327,000)
 
(8,266,000)
 
 
 
 
(2,424,000)
(2,096,000)
(3,109,000)
(2,952,000)
(23,000)
(19,000)
(12,000)
(10,000)
(71,000)
(61,000)
(42,000)
(36,000)
(193,000)
(164,000)
(3,453,000)
(2,928,000)
Net Carrying Value
10,110,000 
 
 
 
 
 
 
2,137,000 
2,465,000 
2,073,000 
2,232,000 
27,000 
31,000 
18,000 
20,000 
76,000 
87,000 
128,000 
134,000 
152,000 
182,000 
5,499,000 
6,025,000 
Total Gross Carrying Value
19,679,000 
 
19,684,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Total Accumulated Amortization
(9,327,000)
 
(8,266,000)
 
 
 
 
(2,424,000)
(2,096,000)
(3,109,000)
(2,952,000)
(23,000)
(19,000)
(12,000)
(10,000)
(71,000)
(61,000)
(42,000)
(36,000)
(193,000)
(164,000)
(3,453,000)
(2,928,000)
Total Net Carrying Value
10,352,000 
 
11,418,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Weighted-Average Remaining Life
 
 
 
 
 
 
 
2 years 3 months 19 days 
2 years 6 months 
3 years 3 months 19 days 
3 years 6 months 
2 years 1 month 6 days 
2 years 3 months 18 days 
1 year 9 months 22 days 
2 years 
2 years 4 months 24 days 
2 years 7 months 6 days 
5 years 1 month 6 days 
5 years 4 months 24 days 
1 year 4 months 24 days 
1 year 7 months 6 days 
3 years 4 months 24 days 
3 years 6 months 
Amortization of Intangible Assets
$ 1,100,000 
$ 1,500,000 
 
$ 900,000 
$ 900,000 
$ 200,000 
$ 600,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Goodwill and Intangible Assets (Intangible Assets - Future Amoritzation) (Details) (USD $)
In Thousands, unless otherwise specified
Mar. 29, 2014
Goodwill and Intangible Assets Disclosure [Abstract]
 
2014 (remaining)
$ 3,193 
2015
3,677 
2016
1,994 
2017
567 
2018
222 
Thereafter
457 
Net Carrying Value
$ 10,110 
Stockholders' Equity (Deficit) Stockholders' Equity Narrative (Details) (USD $)
0 Months Ended 3 Months Ended 12 Months Ended 0 Months Ended 3 Months Ended 0 Months Ended 0 Months Ended 1 Months Ended 0 Months Ended 3 Months Ended 1 Months Ended
Jan. 29, 2014
Mar. 29, 2014
Mar. 31, 2013
Dec. 28, 2013
Jan. 29, 2014
Common Stock
Jan. 29, 2014
Preferred Stock
Jan. 29, 2014
Common Stock
Mar. 29, 2014
2014 Plan
Jan. 23, 2014
2014 Plan
Mar. 29, 2014
Employee Stock Option
Nov. 15, 2006
Employee Stock Option
2006 plan
Jan. 23, 2014
Employee Stock Option
2014 Plan
Mar. 29, 2014
Employee Stock Option
2014 Plan
Maximum
Nov. 15, 2006
Share-based Compensation Award, Tranche One
Employee Stock Option
2006 plan
Jan. 23, 2014
Share-based Compensation Award, Tranche One
Employee Stock Option
2014 Plan
Nov. 15, 2006
Share-based Compensation Award, Tranche Two
Employee Stock Option
2006 plan
Jan. 23, 2014
Share-based Compensation Award, Tranche Two
Employee Stock Option
2014 Plan
Feb. 28, 2014
Lighthouse Capital Partners
Convertible Preferred stock series A-1
Mar. 29, 2014
Lighthouse Capital Partners
Convertible Preferred stock series A-1
Jan. 29, 2014
Chief Executive Officer
Employee Stock Option
2006 plan
Mar. 29, 2014
Chief Executive Officer
Employee Stock Option
2006 plan
Mar. 31, 2013
Chief Executive Officer
Employee Stock Option
2006 plan
Feb. 28, 2014
Loan and Security Agreement, 2010
Lighthouse Capital Partners
Common Stock
Mar. 29, 2014
Loan and Security Agreement, 2010
Lighthouse Capital Partners
Common Stock
Mar. 29, 2014
Loan and Security Agreement, 2010
Lighthouse Capital Partners
Maximum
Common Stock
Class of Stock [Line Items]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Shares of Common Stock
 
 
 
 
6,152,500 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Shares of common stock sold, underwriters Issued
 
 
 
 
802,500 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Share Price
 
$ 16.37 
 
 
$ 17.00 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Net proceeds from issuance of common stock from IPO
$ 95,200,000 
$ 96,242,000 
$ 0 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Offering Expenses
2,100,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Convertible preferred stock warrants
 
 
 
 
 
21,490,656 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Series A-1 Convertible preferred stock
 
 
 
 
 
 
40,697 
 
 
 
 
 
 
 
 
 
 
 
40,697 
 
 
 
 
 
40,000 
Common Stock, Exercise Price
 
 
 
 
 
 
1.72 
 
 
 
 
 
 
 
 
 
 
 
1.72 
 
 
 
 
1.65 
 
Stock Issued During Period, Shares, Warrant Exercises
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
38,142 
 
 
 
 
37,591 
 
 
Reserved, Common Stock
 
 
 
 
 
 
 
 
4,112,048 
 
4,567,500 
 
5,002,935 
 
 
 
 
 
 
 
 
 
 
 
 
Annual Increase, percent
 
 
 
 
 
 
 
 
 
 
 
4.00% 
 
 
 
 
 
 
 
 
 
 
 
 
 
Vesting Rights, Percentage
 
 
 
 
 
 
 
 
 
 
 
 
 
25.00% 
25.00% 
75.00% 
75.00% 
 
 
 
 
 
 
 
 
Award Requisite Service Period
 
 
 
 
 
 
 
 
 
 
 
 
 
1 year 
 
3 years 
 
 
 
 
 
 
 
 
 
Expiration Period
 
 
 
 
 
 
 
 
 
 
10 years 
10 years 
 
 
 
 
 
 
 
 
 
 
 
 
 
Options available for grant under stock options plans
 
 
 
587,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
150,000 
 
 
 
 
 
Stock-based compensation
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
100,000 
200,000 
 
 
 
Award Vesting Period
 
 
 
 
 
 
 
 
 
 
4 years 
4 years 
 
 
1 year 
 
3 years 
 
 
 
 
 
 
 
 
Intrinsic Value
 
1,000,000 
100,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Weighted Average Grant Date Fair Value
 
$ 9.37 
$ 2.68 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Aggregate Fair Value
 
1,300,000 
500,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Unrecognized Compensation Cost
 
 
 
 
 
 
 
 
 
$ 9,700,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Unrecognized Compensation Cost, Period for Recognition
 
 
 
 
 
 
 
 
 
3 years 1 month 13 days 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Number of Shares Available for Grant
 
 
 
 
 
 
 
3,525,790 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Stockholders' Equity (Deficit) - Shares Reserved for Issuance (Details)
12 Months Ended 0 Months Ended 3 Months Ended
Dec. 28, 2013
Mar. 29, 2014
Jan. 29, 2014
Preferred Stock
Mar. 29, 2014
Preferred Stock
Dec. 28, 2013
Preferred Stock
Mar. 29, 2014
Contingent acquisition consideration
Convertible Preferred Stock, Series E
Dec. 28, 2013
Contingent acquisition consideration
Convertible Preferred Stock, Series E
Mar. 29, 2014
Contingent acquisition consideration
Convertible Common Stock, Series E
Dec. 28, 2013
Contingent acquisition consideration
Convertible Common Stock, Series E
Mar. 29, 2014
Employee Stock Options, Available for Issuance
Dec. 28, 2013
Employee Stock Options, Available for Issuance
Mar. 29, 2014
Employee Stock Option
Dec. 28, 2013
Employee Stock Option
Mar. 29, 2014
Preferred Stock Warrants
Dec. 28, 2013
Preferred Stock Warrants
Mar. 29, 2014
Common Stock
Dec. 28, 2013
Common Stock
Class of Stock [Line Items]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Conversion of Stock, Shares Converted
 
 
 
21,299,000 
 
 
 
 
 
 
 
 
 
 
 
 
Conversion of Series, Convertible Preferred Stock
25,588,000 
7,680,000 
 
 
 
383,000 
191,000 
3,526,000 
193,000 
3,963,000 
3,632,000 
41,000 
40,000 
Options Issued and Outstanding
3,439,000 
3,963,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Options available for grant under stock options plans
587,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Convertible Securities
 
 
21,490,656 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Stockholders' Equity (Deficit) - Option Activity (Details) (USD $)
In Thousands, except Per Share data, unless otherwise specified
3 Months Ended 12 Months Ended
Mar. 29, 2014
Dec. 28, 2013
Equity [Abstract]
 
 
Options Issued and Outstanding
3,963 
3,439 
Options, Outstanding, Weighted Average Remaining Contractual Term
8 years 1 month 6 days 
7 years 11 months 23 days 
Options, Outstanding, Weighted Average Exercise Price
$ 6.57 
$ 4.28 
Options, Outstanding, Intrinsic Value
$ 40,767 
$ 27,148 
Options available for grant under stock options plans
 
587 
Options granted, Weighted Average Exercise Price
 
$ 19.64 
Options Canceled and Forfeited
 
(12)
Options canceled and forfeited, Weighted Average Exercise Price
 
$ 6.30 
Options Exercised
 
(51)
Options Exercised, Weighted Average Exercise Price
 
$ 3.08 
Options vested and exercisable as of March 29, 2014
1,673 
 
Options Exercised, Weighted Average Remaining Contractual Term
7 years 2 months 3 days 
 
Options Vested and Expected to Vest, Aggregate Intrinsic Value
39,213 1
 
Options vested and expected to vest as of March 29, 2014 (1)
3,789 1
 
Options, Vested and Expected to Vest, Outstanding, Weighted Average Remaining Contractual Term
8 years 0 months 29 days 1
 
Options vested and expected to vest as March 29th, 2014, Weighted Average Exercise Price
$ 3.42 
 
Options vested and Expected to vest as of March 29th, 2014, Exercisable, Aggregate Intrinsic Value
$ 21,667 
 
Options, Vested and Expected to Vest, Outstanding, Weighted Average Exercise Price
$ 6.50 1
 
Stockholders' Equity (Deficit) - Fair Value Assumptions (Details) (Employee Stock Option)
3 Months Ended
Mar. 29, 2014
Mar. 31, 2013
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
 
Volatility
47.30% 
 
Expected Dividend Rate
0.00% 
0.00% 
Minimum
 
 
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
 
Risk-free interest rate
1.85% 
1.23% 
Expected Term (years)
4 years 10 months 17 days 
6 years 
Volatility
47.10% 
44.60% 
Maximum
 
 
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
 
Risk-free interest rate
2.88% 
2.04% 
Expected Term (years)
10 years 
9 years 6 months 18 days 
Stockholders' Equity (Deficit) - Allocated Share-based Compensation Expense (Details) (USD $)
In Thousands, unless otherwise specified
3 Months Ended
Mar. 29, 2014
Mar. 31, 2013
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items]
 
 
Stock-based compensation
$ 1,099 
$ 297 
Cost of Sales
 
 
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items]
 
 
Stock-based compensation
47 
38 
Selling and Marketing Expense
 
 
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items]
 
 
Stock-based compensation
146 
75 
Research and Development Expense
 
 
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items]
 
 
Stock-based compensation
89 
49 
General and Administrative Expense
 
 
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items]
 
 
Stock-based compensation
$ 817 
$ 135 
Net Loss per Share - Reconciliation (Details) (USD $)
In Thousands, except Per Share data, unless otherwise specified
3 Months Ended
Mar. 29, 2014
Mar. 31, 2013
Earnings Per Share [Abstract]
 
 
Net loss
$ (15,544)
$ (6,819)
Accretion of preferred stock
14 
Net loss attributable to common stockholders
$ (15,548)
$ (6,833)
Net loss per share attributable to common stockholders:
 
 
Basic and diluted, in dollars per share
$ (0.71)
$ (2.35)
Weighted-average shares used to compute net loss per share attributable to common stockholders:
 
 
Basic and diluted, in shares
21,899 
2,901 
Net Loss per Share - Antidilutive Securities (Details)
In Thousands, unless otherwise specified
3 Months Ended
Mar. 29, 2014
Mar. 31, 2013
Redeemable Convertible Preferred Stock
 
 
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
 
 
Antidilutive securities
21,299 
Stock Options
 
 
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
 
 
Antidilutive securities
3,963 
2,706 
Warrant |
Preferred Stock
 
 
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
 
 
Antidilutive securities
41 
Warrant |
Common Stock
 
 
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
 
 
Antidilutive securities
40 
Income Taxes (Details) (USD $)
In Thousands, unless otherwise specified
3 Months Ended
Mar. 29, 2014
Mar. 31, 2013
Income Tax Disclosure [Abstract]
 
 
Provision for income taxes
$ 485 
$ 307 
Segment and Geographical Information (Details) (USD $)
In Thousands, unless otherwise specified
3 Months Ended
Mar. 29, 2014
Mar. 31, 2013
Segment Reporting Information [Line Items]
 
 
Revenue
$ 25,271 
$ 18,162 
Geographic Concentration |
Revenue
 
 
Segment Reporting Information [Line Items]
 
 
Percentage of total revenue
100.00% 
100.00% 
United States
 
 
Segment Reporting Information [Line Items]
 
 
Revenue
23,492 
16,573 
United States |
Geographic Concentration |
Revenue
 
 
Segment Reporting Information [Line Items]
 
 
Percentage of total revenue
93.00% 
91.00% 
International
 
 
Segment Reporting Information [Line Items]
 
 
Revenue
$ 1,779 
$ 1,589 
International |
Geographic Concentration |
Revenue
 
 
Segment Reporting Information [Line Items]
 
 
Percentage of total revenue
7.00% 
9.00% 
Other Expense, Net (Details) (USD $)
In Thousands, unless otherwise specified
3 Months Ended
Mar. 29, 2014
Mar. 31, 2013
Other Income and Expenses [Abstract]
 
 
Interest income
$ 20 
$ 21 
Interest expense
(7)
(10)
Other expense, net
(2,759)
(138)
Total other expense, net
$ (2,746)
$ (127)