Delaware | 26-0359894 | |
(State of incorporation or organization) | (I.R.S. Employer Identification No.) |
50 Castilian Drive Goleta, California | 93117 | |
(Address of principal executive offices) | (Zip Code) |
Title of each class | Name of exchange on which registered | |
Class A common stock, par value $0.0001 per share | The NASDAQ Stock Market LLC |
Large accelerated filer | ¨ | Accelerated filer | ¨ | ||
Non-accelerated filer | x (Do not check if a smaller reporting company) | Smaller reporting company | ¨ |
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ITEM 1. | BUSINESS |
AppFolio Technology Platform. At the center of our AppFolio Business System is our modern, cloud-based technology platform, which encompasses a wide variety of reusable core functionality and Value+ services that can be leveraged to provide continuous updates across our software solutions in our targeted verticals. The functionality of our platform has been developed with a view to improving business efficiency and productivity for SMBs. |
Customer Service as a Partnership. Our customer service team partners with our customers to assist them with on-boarding and help ensure they are optimally using our software solution early in their relationship with us. We believe this process is critical to our customers’ success and plays an important role in customer retention. We also provide ongoing training and support, and regularly provide advice on best practices. Our customer service is an essential component of our AppFolio Business System, serving to deepen our relationships with our customers, maximize the value of our software solutions for their businesses, and encourage word-of-mouth referrals from satisfied customers. |
Customer Feedback Loop. We are committed to listening to and understanding our customers based on proactive customer dialogue and feedback about our software solutions. This provides valuable insight into the operations of SMBs in our targeted verticals. Our product management team routinely engages with our customer service and sales and marketing organizations, as well as our customers, partners and other industry participants, to provide guidance to our engineering team. Our agile, team-based engineering approach and continual integration of customer feedback allows us to release frequent updates to our software solutions quickly and seamlessly. |
All-in-One System. Our core solutions have been designed and developed to suit the specific workflows of SMBs in our targeted verticals. We believe that, by focusing on specific industries, we are better able to provide our customers with broad functionality that meets their key business needs and eliminates their need for a myriad of disparate point solutions. Our vision for each vertical software solution includes fully integrated functionality that provides a single system of record to automate routine processes and a system of engagement to optimize business interactions among our customers and their clients and vendors. |
Essential Value+ Services. Our software solutions include optional, but often mission-critical, Value+ services that our customers can adopt to enhance our core solutions. These services range from upfront professional website design to ongoing high-volume transactional services, such as electronic payment services, in addition to industry-specific services, such as resident screening, for our property manager customers. |
Ever-Evolving Functionality. We direct our investment in research and product development based on our market validation findings and customer feedback loop, which inform the development of new core functionality and Value+ services that are directly relevant to our customers’ businesses and foster best practices based on deep industry knowledge. |
Vertical Data Analytics. As a vertical cloud-based solution provider, we are uniquely positioned to capture data across our customer base, forming a new source of industry-specific business data. Our customers benefit from data analytics in the form of business performance management through a wide variety of customizable reports and business optimization through aggregated benchmarking data, which provides visibility across their industries. |
Benefits to Our SMB Customers. Our cloud-based business management software solutions enable our customers to eliminate manual processes and collapse a myriad of point solutions into a single system of record and system of engagement, all at a lower cost than an inflexible on-premise software product. Our software solutions facilitate the automation of recurring transactions to improve efficiency, vertical data analytics to provide visibility, and seamless communication, which combine to produce tangible time savings, reduced expenses and increased revenue. |
Powerful Accounting Software. APM provides integrated accounting software specifically designed for property managers, including accounts payable, accounts receivable, trust accounting, Form 1099 creation, check printing, automatic bank reconciliation and Ratio Utility Billing to calculate a resident’s share of monthly utility costs based on predetermined allocations. |
Effective Online Marketing. Our tenant vacancy tracking software capitalizes on property data centralized in APM to streamline the listing process. In just a few clicks, property managers can manage listings on their own websites and make automatic feeds available to a wide variety of third-party listing sites, dramatically increasing the visibility of listings. Our core functionality also improves the quality of listings by allowing property managers to embed YouTube videos and use our professionally formatted HTML code for listings on third-party websites. All vacancy listings and tasks are then consolidated in real time to reflect the status of a property manager’s current vacancies, with detailed metrics showing how vacancy rates are affected by changes in rent or marketing. |
Seamless End-to-End Lease Processing. APM provides a mobile-friendly online leasing solution that allows prospective residents to complete online rental applications from the vacancy listings and upload photographs of their drivers licenses and other important documents. If approved, the property manager can generate a lease agreement pre-populated with the applicant’s data that can be electronically signed by the new resident in real time. Our online lease template can be customized to create multiple lease agreements for different property types and requirements, including forms required by applicable law. We also recently introduced a lease renewal workflow, which automatically incorporates designated increases in rent into the relevant documentation. |
Streamlined Resident Communications. Mass emailing capability and text messaging functionality in APM streamline communications and social interactions with residents. Our messaging center facilitates a range of communications from move-in and move-out instructions to invitations to resident events, as well as short, time-sensitive |
Accessible Property Owner Reporting. APM enables property managers to post to private and secure online owner portals. These postings typically include owner statements, completed work orders and other reports to which owners have on-demand access. Our owner statements are designed to be easy to read and user friendly, providing a helpful overview of transactions affecting the property in the past month, and facilitating better service by property managers to their clients. |
Convenient Payments to Owners and Vendors. As an alternative to cash or checks, APM enables property managers to make payments to owners and vendors faster and more securely by depositing funds directly into their bank accounts. Like our other payment solutions, this functionality is built into APM so that payments are automatically entered into our accounting software. |
Variable Functionality for Different Property Types. APM allows property managers to manage single- and multi-family residences, student housing, commercial property or mixed real estate portfolios, as well as optional rentable items such as parking spaces or storage. We are continually adding new core functionality, including rent-by-the-bed for student housing and the ability to allocate common area maintenance charges. |
Professionally Designed Websites. We collaborate with our customers to deliver and maintain websites that showcase modern and mobile-optimized designs, with unique sites customized for individual properties, including image galleries and floor plans. Our websites are fully integrated with APM’s functionality, including vacancy postings, payment options, owner portals and maintenance requests. Property managers can track and analyze site traffic and lead generation and identify prospects by evaluating the guest cards on vacancy postings that are filled in by prospective residents. |
Electronic Payment Services. Our payments platform provides prospective and current residents with a number of convenient and secure payment options. Prospective residents can pay rental application fees through our secure online rental applications. APM supports ACH payment processing (e-Check) and credit or debit card payments of security deposits and rent through our secure online tenant portals. As a more secure alternative to cash and money orders, residents can make regular or last-minute Electronic Cash Payments at any 7-Eleven and ACE Cash Express location. |
24/7 Maintenance Contact Center. APM’s contact center is manned 24 hours a day, 7 days a week, by professionally trained agents. These agents can act as an extension of the property manager’s office to resolve or route incoming maintenance requests. Our answering service is designed to work seamlessly with APM’s property maintenance software. APM agents are equipped to enter non-emergency work orders directly into APM for the property manager’s approval and dispatch vendors immediately in case of an emergency. |
Flexible Legal Billing Software. MyCase’s legal billing software can be used to generate detailed trust account balances and a wide variety of reports to track productivity and other firm metrics. It can also quickly pull unbilled time and expenses or flat fee balances into a professionally formatted invoice, which can be customized with the law firm’s logo. Attorneys can use our Payment Plan Generator to easily define a payment schedule for a client with flexible due dates and balances. Our QuickBooks integration functionality provides a one-way sync of detailed accounting data into QuickBooks, ensuring consistency across accounting software. |
Automated Organizational Tasks. MyCase offers broad functionality to facilitate better organization of cases and matters, including centralized contacts, tasks, calendars and reminders accessible by the entire firm. Our workflow software allows lawyers to automate processes for routine tasks tailored to the type of case or matter. Calendars and reminders are synchronized in real time across all devices to assist the entire team with time management, and colleagues and clients receive notifications when calendar events are added. Practitioners can also link calendar events to the applicable case or matter to track associated billable hours. |
▪ | Simpler Is Better |
▪ | Great, Innovative Products Are Key To A Great Business |
▪ | Great People Make A Great Company |
▪ | Listening To Customers Is In Our DNA |
▪ | Small, Focused Teams, Keep Us Agile |
▪ | We Do The Right Thing Because It’s Good For Business |
▪ | our research and product development organization to enhance the ease of use and functionality of our software solutions by adding new core functionality, Value+ services and other improvements to address the evolving needs |
▪ | our customer service organization to deepen our relationships with our customers, assist our customers in achieving success through the use of our software solutions, and promote customer retention; |
▪ | our sales and marketing organization, including expansion of our direct sales organization and marketing programs, to increase the size of our customer base, increase adoption and utilization of Value+ services by our new and existing customers, and enter adjacent markets and new verticals; |
▪ | maintaining and expanding our technology infrastructure and operational support, including data center operations, to promote the security and availability of our software solutions, and support our growth |
▪ | our general and administrative functions, including hiring additional finance, IT, human resources and administrative personnel, to support our growth and assist us in achieving and maintaining compliance with public company reporting and compliance obligations; and |
▪ | the expansion of our existing facilities, including leasing and building out additional office space, to support our growth and strategic expansion. |
▪ | liability for customer costs related to disputed or fraudulent transactions if those costs exceed the amount of the customer reserves we have during the clearing period or after payments have been settled to our customers; |
▪ | electronic processing limits on the amounts that any single ODFI, or collectively all of our ODFIs, will underwrite; |
▪ | reliance on sponsoring clearing banks, card payment processors and other electronic payment partners to process electronic transactions; |
▪ | failure by us, our partners or our customers to adhere to applicable laws, regulations and standards that may legally or contractually apply to the provision of electronic payment services; |
▪ | continually evolving and developing laws and regulations governing money transmission and anti-money laundering, the application or interpretation of which is not clear in some jurisdictions; |
▪ | incidences of fraud, a security breach, an error, defect, failure, vulnerability or bug in our electronic payments platform, or our failure to comply with required external audit standards; and |
▪ | our inability to increase our fees at times when our electronic payment partners increase their transaction processing fees. |
▪ | our ability to retain our existing customers, and to expand adoption and utilization of our core solutions and Value+ services by our existing customers; |
▪ | our ability to attract new customers, the type of customers we are able to attract, the size and needs of their businesses, and the cost of acquiring these customers; |
▪ | the mix of our core solutions and Value+ services sold during the period; |
▪ | the timing and impact of security breaches, service outages or other performance problems with our technology infrastructure and software solutions; |
▪ | variations in the timing of sales of our core solutions and Value+ services as a result of trends impacting the verticals in which we sell our software solutions; |
▪ | the timing and market acceptance of new core functionality, Value+ services and other products introduced by us and our competitors; |
▪ | changes in our pricing policies or those of our competitors; |
▪ | the timing of our recognition of revenue; |
▪ | our ability to convert customers who start their accounts on a free trial into paying subscribers; |
▪ | the amount and timing of costs and operating expenses related to the maintenance and expansion of our business, infrastructure and operations; |
▪ | the amount and timing of costs and operating expenses associated with assessing or entering adjacent markets or new verticals; |
▪ | the amount and timing of costs and operating expenses related to the development or acquisition of businesses, services, technologies or intellectual property rights, and potential future charges for impairment of goodwill from these acquisitions; |
▪ | the timing and costs associated with legal or regulatory actions; |
▪ | changes in the competitive dynamics of our industry, including consolidation among competitors, strategic partners or customers; |
▪ | loss of our executive officers or other key employees; |
▪ | industry conditions and trends that are specific to the verticals in which we sell or intend to sell our software solutions; and |
▪ | general economic and market conditions. |
▪ | the cost and perceived value associated with cloud-based business management software relative to on-premise software applications and disparate point solutions; |
▪ | the ability of cloud-based solution providers to offer SMBs the functionality they need to operate and grow their businesses; |
▪ | the willingness of SMBs to transition from their existing software systems, or otherwise alter their existing businesses practices, to migrate their businesses to a vertical cloud-based business management software solution; and |
▪ | the ability of cloud-based solution providers to address security, privacy, availability and other concerns. |
▪ | the unique functionality of our software solutions and the extent to which our software solutions meet the business needs of our customers; |
▪ | the perceived benefits and security of our cloud-based business management software solutions relative to on-premise software applications or other competitive products; |
▪ | the pricing of our software solutions relative to competitive products; |
▪ | perceptions about the security, privacy and availability of our software solutions relative to competitive products; |
▪ | time-to-market of the updates and enhancements to our core functionality, Value+ services and new products; and |
▪ | perceptions about the quality and responsiveness of our customer service organization. |
▪ | the expiration or termination of subscription agreements; |
▪ | the introduction of competitive products or technologies; |
▪ | changes in pricing policies by us or our competitors; |
▪ | acquisitions or consolidations within the property management industry; |
▪ | bankruptcies or other financial difficulties facing our customers; and |
▪ | conditions or trends that are specific to the property management industry such as the economic factors that impact the rental market. |
▪ | incurrence of acquisition-related costs; |
▪ | difficulties integrating the assets, technologies, personnel or operations of the acquired business in a cost-effective manner, or inability to do so; |
▪ | difficulties and additional expenses associated with supporting legacy products and services of the acquired business; |
▪ | difficulties converting the customers of the acquired business to our software solutions and contract terms; |
▪ | diversion of management’s attention from our business to address acquisition and integration challenges; |
▪ | adverse effects on our existing business relationships with customers and strategic partners as a result of the acquisition; |
▪ | cultural challenges associated with integrating employees from the acquired organization into our company; |
▪ | the loss of key employees; |
▪ | use of resources that are needed in other parts of our business; |
▪ | use of substantial portions of our available cash to consummate the acquisition; and |
▪ | unanticipated costs or liabilities associated with the acquisition. |
▪ | an exemption from compliance with the auditor attestation requirement on the effectiveness of our internal control over financial reporting; |
▪ | an exemption from compliance with any requirement that the Public Company Accounting Oversight Board may adopt regarding mandatory audit firm rotation or a supplement to the auditor’s report providing additional information about the audit and the financial statements; |
▪ | reduced disclosure about our executive compensation arrangements; and |
▪ | exemptions from the requirements to obtain a non-binding advisory vote on executive compensation or stockholder approval of any golden parachute arrangements. |
▪ | price and volume fluctuations in the overall stock market from time to time; |
▪ | volatility in the market prices and trading volumes of securities issued by software companies; |
▪ | changes in operating performance and stock market valuations of other software companies generally, and of companies that sell cloud-based solutions within our targeted verticals in particular; |
▪ | sales of shares of our Class A common stock by us or our stockholders, or perceptions that such sales may occur; |
▪ | failure of securities analysts to maintain coverage of us, changes in financial estimates by securities analysts who follow us, or our failure to meet these estimates or the expectations of investors; |
▪ | the guidance we may provide to the public, any changes in that guidance, and our performance relative to that guidance; |
▪ | announcements by us or our competitors of new products or services; |
▪ | the public’s reaction to our press releases, filings with the SEC and other public announcements; |
▪ | rumors and market speculation involving us or other software companies; |
▪ | actual or anticipated changes in our operating results or fluctuations in our operating results; |
▪ | actual or anticipated developments in our business, our competitors’ businesses or the competitive landscape generally; |
▪ | litigation involving us, our industry or both, or investigations by regulators into our operations or those of our competitors; |
▪ | developments or disputes concerning our intellectual property or other proprietary rights; |
▪ | announced or completed acquisitions of businesses or technologies by us or our competitors; |
▪ | new laws or regulations or new interpretations of existing laws or regulations applicable to our business; |
▪ | changes in accounting standards, policies, guidelines, interpretations or principles; |
▪ | changes in our management; and |
▪ | general economic conditions and trends, including slow or negative growth of our markets. |
▪ | authorize the issuance of preferred stock with powers, preferences and rights that may be senior to our common stock, which can be created and issued by our board of directors without prior stockholder approval; |
▪ | provide for the adoption of a staggered board of directors whereby the board is divided into three classes, each of which has a different three-year term; |
▪ | provide that the number of directors will be fixed by the board; |
▪ | prohibit our stockholders from filling board vacancies; |
▪ | provide for the removal of a director only for cause and then only by the affirmative vote of the holders of a majority of the combined voting power of our outstanding capital stock; |
▪ | prohibit stockholders from calling special stockholder meetings; |
▪ | prohibit stockholders from acting by written consent without holding a meeting of stockholders; |
▪ | require the vote of at least two-thirds of the combined voting power of our outstanding capital stock to approve amendments to our certificate of incorporation or bylaws; |
▪ | require advance written notice of stockholder proposals and director nominations; |
▪ | provide for a dual-class common stock structure, as discussed above; and |
▪ | require the approval of the holders of at least a majority of the outstanding shares of our Class B common stock, voting as a separate class, prior to consummating a change-in-control transaction. |
ITEM 2. | PROPERTIES |
ITEM 3. | LEGAL PROCEEDINGS |
ITEM 5. | MARKET FOR REGISTRANT'S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES |
High | Low | ||||||
Year ended December 31, 2015: | |||||||
Second quarter (from June 26, 2015) | $ | 14.87 | $ | 12.11 | |||
Third quarter | $ | 18.48 | $ | 13.50 | |||
Fourth quarter | $ | 19.93 | $ | 14.51 |
Year Ended December 31, | |||||||||||||||
2015 | 2014 | 2013 | 2012 | ||||||||||||
(in thousands, except per share data) | |||||||||||||||
Consolidated Statements of Operations Data: | |||||||||||||||
Revenue | $ | 74,977 | $ | 47,671 | $ | 26,542 | $ | 12,706 | |||||||
Costs and operating expenses: | |||||||||||||||
Cost of revenue (exclusive of depreciation and amortization)(1) | 33,903 | 22,555 | 13,616 | 8,211 | |||||||||||
Sales and marketing(1) | 26,076 | 16,876 | 10,337 | 8,001 | |||||||||||
Research and product development(1) | 9,554 | 6,505 | 5,057 | 4,067 | |||||||||||
General and administrative(1) | 14,343 | 6,489 | 2,286 | 2,736 | |||||||||||
Depreciation and amortization | 6,104 | 3,805 | 2,850 | 2,079 | |||||||||||
Total costs and operating expenses | 89,980 | 56,230 | 34,146 | 25,094 | |||||||||||
Loss from operations | (15,003 | ) | (8,559 | ) | (7,604 | ) | (12,388 | ) | |||||||
Other income (expense), net | 5 | (121 | ) | 287 | — | ||||||||||
Interest income (expense), net | (595 | ) | 59 | 12 | 72 | ||||||||||
Loss before income taxes | (15,593 | ) | (8,621 | ) | (7,305 | ) | (12,316 | ) | |||||||
Provision for income taxes | 75 | — | — | — | |||||||||||
Net loss | $ | (15,668 | ) | $ | (8,621 | ) | $ | (7,305 | ) | $ | (12,316 | ) | |||
Net loss per share, basic and diluted | (0.73 | ) | (0.98 | ) | (0.87 | ) | (1.52 | ) | |||||||
Weighted average common shares outstanding, basic and diluted | 21,336 | 8,757 | 8,437 | 8,104 | |||||||||||
(1) Includes stock-based compensation expense as follows (in thousands): |
Year Ended December 31, | |||||||||||||||
2015 | 2014 | 2013 | 2012 | ||||||||||||
(in thousands, except per share data) | |||||||||||||||
Costs and operating expenses: | |||||||||||||||
Cost of revenue (exclusive of depreciation and amortization) | $ | 124 | $ | 68 | $ | 63 | $ | 49 | |||||||
Sales and marketing | 115 | 48 | 39 | 41 | |||||||||||
Research and product development | 41 | 19 | 49 | 48 | |||||||||||
General and administrative | 727 | 757 | 96 | 110 | |||||||||||
Total stock-based compensation expense | $ | 1,007 | $ | 892 | $ | 247 | $ | 248 |
December 31, | |||||||||||||||
2015 | 2014 | 2013 | 2012 | ||||||||||||
(in thousands, except per share data) | |||||||||||||||
Consolidated Balance Sheet Data: | |||||||||||||||
Cash and cash equivalents | $ | 12,063 | $ | 5,412 | $ | 11,269 | $ | 3,943 | |||||||
Total assets | 90,481 | 25,434 | 27,707 | 22,109 | |||||||||||
Deferred revenue | 4,953 | 3,780 | 2,943 | 2,289 | |||||||||||
Convertible preferred stock | — | 63,166 | 63,166 | 51,288 | |||||||||||
Total stockholders’ equity (deficit) | 72,697 | (51,467 | ) | (43,959 | ) | (36,984 | ) |
ITEM 7. | MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS |
As of December 31, | 2015 to 2014 | 2014 to 2013 | ||||||||||||
2015 | 2014 | 2013 | % Change | % Change | ||||||||||
Property manager | 8,218 | 5,885 | 3,993 | 40 | % | 47 | % | |||||||
Law firm | 6,145 | 3,663 | 1,744 | 68 | % | 110 | % |
Year Ended December 31, | 2014 to 2015 % Change | 2013 to 2014 % Change | |||||||||||||||
2015 | 2014 | 2013 | |||||||||||||||
(dollars in thousands) | |||||||||||||||||
Core solutions | $ | 32,119 | $ | 22,406 | $ | 14,413 | 43 | % | 55 | % | |||||||
Value+ services | 37,998 | 22,525 | 10,134 | 69 | % | 122 | % | ||||||||||
Other | 4,860 | 2,740 | 1,995 | 77 | % | 37 | % | ||||||||||
Total revenues | $ | 74,977 | $ | 47,671 | $ | 26,542 | 57 | % | 80 | % |
Year Ended December 31, | 2014 to 2015 % Change | 2013 to 2014 % Change | |||||||||||||||
2015 | 2014 | 2013 | |||||||||||||||
(dollars in thousands) | |||||||||||||||||
Cost of revenue (exclusive of depreciation and amortization) | $ | 33,903 | $ | 22,555 | $ | 13,616 | 50 | % | 66 | % | |||||||
Percentage of revenue | 45 | % | 47 | % | 51 | % |
Year Ended December 31, | 2014 to 2015 % Change | 2013 to 2014 % Change | |||||||||||||||
2015 | 2014 | 2013 | |||||||||||||||
(dollars in thousands) | |||||||||||||||||
Sales and marketing | $ | 26,076 | $ | 16,876 | $ | 10,337 | 55 | % | 63 | % | |||||||
Percentage of revenue | 35 | % | 35 | % | 39 | % |
Year Ended December 31, | 2014 to 2015 % Change | 2013 to 2014 % Change | |||||||||||||||
2015 | 2014 | 2013 | |||||||||||||||
(dollars in thousands) | |||||||||||||||||
Research and product development | $ | 9,554 | $ | 6,505 | $ | 5,057 | 47 | % | 29 | % | |||||||
Percentage of revenue | 13 | % | 14 | % | 19 | % |
Year Ended December 31, | 2014 to 2015 % Change | 2013 to 2014 % Change | |||||||||||||||
2015 | 2014 | 2013 | |||||||||||||||
(dollars in thousands) | |||||||||||||||||
General and administrative | $ | 14,343 | $ | 6,489 | $ | 2,286 | 121 | % | 184 | % | |||||||
Percentage of revenue | 19 | % | 14 | % | 9 | % |
Year Ended December 31, | 2014 to 2015 % Change | 2013 to 2014 % Change | |||||||||||||||
2015 | 2014 | 2013 | |||||||||||||||
(dollars in thousands) | |||||||||||||||||
Depreciation and amortization | $ | 6,104 | $ | 3,805 | $ | 2,850 | 60 | % | 34 | % | |||||||
Percentage of revenue | 8 | % | 8 | % | 11 | % |
Year Ended December 31, | 2014 to 2015 % Change | 2013 to 2014 % Change | |||||||||||||||
2015 | 2014 | 2013 | |||||||||||||||
(dollars in thousands) | |||||||||||||||||
Interest income (expense) | $ | (595 | ) | $ | 59 | $ | 12 | (1,108 | )% | 392 | % | ||||||
Percentage of revenue | (1 | )% | — | % | — | % |
Year Ended December 31, | 2014 to 2015 % Change | 2013 to 2014 % Change | ||||||||||||||
2015 | 2014 | 2013 | ||||||||||||||
(dollars in thousands) | ||||||||||||||||
Provision for income taxes | $ | 75 | $ | — | $ | — | N/A | — | % | |||||||
Percentage of revenue | — | % | — | % | — | % |
Quarter Ended | |||||||||||||||||||||||||||||||
2015 | 2014 | ||||||||||||||||||||||||||||||
December 31, | September 30, | June 30, | March 31, | December 31, | September 30, | June 30, | March 31, | ||||||||||||||||||||||||
(in thousands) | |||||||||||||||||||||||||||||||
Consolidated Statements of Operations Data: | |||||||||||||||||||||||||||||||
Revenue | $ | 20,399 | $ | 20,305 | $ | 18,425 | $ | 15,848 | $ | 13,219 | $ | 13,024 | $ | 11,594 | $ | 9,834 | |||||||||||||||
Costs and operating expenses: | |||||||||||||||||||||||||||||||
Cost of revenue (exclusive of depreciation and amortization)(1) | 9,465 | 9,264 | 8,109 | 7,065 | 6,443 | 5,979 | 5,447 | 4,686 | |||||||||||||||||||||||
Sales and marketing(1) | 7,100 | 7,028 | 6,239 | 5,709 | 5,357 | 4,312 | 3,717 | 3,490 | |||||||||||||||||||||||
Research and product development(1) | 2,594 | 2,797 | 2,154 | 2,009 | 1,946 | 1,838 | 1,576 | 1,145 | |||||||||||||||||||||||
General and administrative(1) | 3,356 | 3,888 | 3,707 | 3,392 | 2,925 | 1,180 | 1,485 | 899 | |||||||||||||||||||||||
Depreciation and amortization | 1,852 | 1,638 | 1,431 | 1,183 | 1,114 | 988 | 886 | 817 | |||||||||||||||||||||||
Total costs and operating expenses | 24,367 | 24,615 | 21,640 | 19,358 | 17,785 | 14,297 | 13,111 | 11,037 | |||||||||||||||||||||||
Operating loss | (3,968 | ) | (4,310 | ) | (3,215 | ) | (3,510 | ) | (4,566 | ) | (1,273 | ) | (1,517 | ) | (1,203 | ) | |||||||||||||||
Other income (expense), net | 13 | (1 | ) | (5 | ) | (2 | ) | (18 | ) | (6 | ) | (29 | ) | (68 | ) | ||||||||||||||||
Interest income (expense), net | 106 | (426 | ) | (243 | ) | (32 | ) | 11 | 11 | 11 | 26 | ||||||||||||||||||||
Loss before income taxes | (3,849 | ) | (4,737 | ) | (3,463 | ) | (3,544 | ) | (4,573 | ) | (1,268 | ) | (1,535 | ) | (1,245 | ) | |||||||||||||||
Provision for income taxes | 41 | 23 | (63 | ) | 74 | — | — | — | — | ||||||||||||||||||||||
Net loss | $ | (3,890 | ) | $ | (4,760 | ) | $ | (3,400 | ) | $ | (3,618 | ) | $ | (4,573 | ) | $ | (1,268 | ) | $ | (1,535 | ) | $ | (1,245 | ) | |||||||
Net loss per share, basic and diluted | $ | (0.12 | ) | $ | (0.14 | ) | $ | (0.36 | ) | $ | (0.41 | ) | $ | (0.52 | ) | $ | (0.14 | ) | $ | (0.18 | ) | $ | (0.14 | ) |
Quarter Ended | |||||||||||||||||||||||||||||||
2015 | 2014 | ||||||||||||||||||||||||||||||
December 31, | September 30, | June 30, | March 31, | December 31, | September 30, | June 30, | March 31, | ||||||||||||||||||||||||
(in thousands) | |||||||||||||||||||||||||||||||
Cost of revenue (exclusive of depreciation and amortization) | $ | 38 | $ | 35 | $ | 27 | $ | 24 | $ | 19 | $ | 17 | $ | 16 | $ | 16 | |||||||||||||||
Sales and marketing | 31 | 33 | 28 | 23 | 16 | 12 | 10 | 10 | |||||||||||||||||||||||
Research and product development | 19 | 10 | 7 | 5 | 2 | 3 | 7 | 7 | |||||||||||||||||||||||
General and administrative | 296 | 200 | 150 | 81 | 698 | 26 | 17 | 16 | |||||||||||||||||||||||
Total stock-based compensation expense | $ | 384 | $ | 278 | $ | 212 | $ | 133 | $ | 735 | $ | 58 | $ | 50 | $ | 49 |
Quarter Ended | |||||||||||||||||||||||
2015 | 2014 | ||||||||||||||||||||||
December 31, | September 30, | June 30, | March 31, | December 31, | September 30, | June 30, | March 31, | ||||||||||||||||
(in thousands) | |||||||||||||||||||||||
Consolidated Statements of Operations Data: | |||||||||||||||||||||||
Revenue | 100 | % | 100 | % | 100 | % | 100 | % | 100 | % | 100 | % | 100 | % | 100 | % | |||||||
Costs and operating expenses: | |||||||||||||||||||||||
Cost of revenue (exclusive of depreciation and amortization) | 46 | % | 46 | % | 44 | % | 45 | % | 49 | % | 46 | % | 47 | % | 48 | % | |||||||
Sales and marketing | 35 | % | 35 | % | 34 | % | 36 | % | 41 | % | 33 | % | 32 | % | 35 | % | |||||||
Research and product development | 13 | % | 14 | % | 12 | % | 13 | % | 15 | % | 14 | % | 14 | % | 12 | % | |||||||
General and administrative | 16 | % | 19 | % | 20 | % | 21 | % | 22 | % | 9 | % | 13 | % | 9 | % | |||||||
Depreciation and amortization | 9 | % | 8 | % | 8 | % | 7 | % | 8 | % | 8 | % | 8 | % | 8 | % | |||||||
Total costs and operating expenses | 119 | % | 121 | % | 117 | % | 122 | % | 135 | % | 110 | % | 113 | % | 112 | % | |||||||
Operating loss | (19 | )% | (21 | )% | (17 | )% | (22 | )% | (35 | )% | (10 | )% | (13 | )% | (12 | )% | |||||||
Other expense, net | — | % | — | % | — | % | — | % | — | % | — | % | — | % | (1 | )% | |||||||
Interest income (expense), net | 1 | % | (2 | )% | (1 | )% | — | % | — | % | — | % | — | % | — | % | |||||||
Loss before income taxes | (19 | )% | (23 | )% | (19 | )% | (22 | )% | (35 | )% | (10 | )% | (13 | )% | (13 | )% | |||||||
Provision for income taxes | — | % | — | % | — | % | — | % | — | % | — | % | — | % | — | % | |||||||
Net loss | (19 | )% | (23 | )% | (18 | )% | (23 | )% | (35 | )% | (10 | )% | (13 | )% | (13 | )% |
Years Ended December 31, | ||||||||||||
2015 | 2014 | 2013 | ||||||||||
Net cash (used in) provided by operating activities | $ | (6,844 | ) | $ | 475 | $ | (4,370 | ) | ||||
Net cash used in investing activities | (59,367 | ) | (6,476 | ) | (265 | ) | ||||||
Net cash provided by financing activities | 72,862 | 144 | 11,961 | |||||||||
Net increase (decrease) in cash and cash equivalents | $ | 6,651 | $ | (5,857 | ) | $ | 7,326 |
Payments Due by Period | |||||||||||||||||||
Total | Less than 1 year | 1 to 3 years | 3 to 5 years | More than 5 years | |||||||||||||||
(in thousands) | |||||||||||||||||||
Capital lease obligations | $ | 31 | $ | 31 | $ | — | $ | — | $ | — | |||||||||
Operating lease obligations | 7,365 | 1,758 | 2,913 | 2,021 | 673 | ||||||||||||||
$ | 7,396 | $ | 1,789 | $ | 2,913 | $ | 2,021 | $ | 673 |
Year Ended December 31, | ||||||||||||
2015 | 2014 | 2013 | ||||||||||
Stock options granted (in thousands) | 359 | 702 | 126 | |||||||||
Weighted average exercise price per share | $ | 9.53 | $ | 4.60 | $ | 1.80 | ||||||
Weighted average grant-date fair value per share | $ | 6.89 | $ | 2.20 | $ | 0.88 | ||||||
Weighted average Black-Scholes model assumptions: | ||||||||||||
Risk-free interest rate | 1.58 | % | 1.86 | % | 1.24 | % | ||||||
Expected term (in years) | 6.2 | 6.2 | 6.0 | |||||||||
Expected volatility | 46 | % | 48 | % | 51 | % | ||||||
Expected dividend yield | — | — | — |
Page | |
December 31, | ||||||||
2015 | 2014 | |||||||
Assets | ||||||||
Current assets | ||||||||
Cash and cash equivalents | $ | 12,063 | $ | 5,412 | ||||
Investment securities—current | 10,235 | — | ||||||
Accounts receivable, net | 2,048 | 1,191 | ||||||
Prepaid expenses and other current assets | 3,160 | 1,204 | ||||||
Total current assets | 27,506 | 7,807 | ||||||
Investment securities—noncurrent | 34,417 | — | ||||||
Property and equipment, net | 6,107 | 2,623 | ||||||
Capitalized software, net | 10,022 | 5,509 | ||||||
Goodwill | 6,737 | 4,998 | ||||||
Intangible assets, net | 4,516 | 3,615 | ||||||
Other assets | 1,176 | 882 | ||||||
Total assets | $ | 90,481 | $ | 25,434 | ||||
Liabilities, Convertible Preferred Stock and Stockholders’ Equity (Deficit) | ||||||||
Current liabilities | ||||||||
Accounts payable | $ | 2,369 | $ | 2,088 | ||||
Accrued employee expenses | 5,159 | 3,150 | ||||||
Accrued expenses | 3,340 | 1,721 | ||||||
Deferred revenue | 4,953 | 3,772 | ||||||
Other current liabilities | 1,084 | 2,797 | ||||||
Total current liabilities | 16,905 | 13,528 | ||||||
Deferred revenue | — | 8 | ||||||
Other liabilities | 879 | 199 | ||||||
Total liabilities | 17,784 | 13,735 | ||||||
Commitments and contingencies (Note 9) | ||||||||
Convertible preferred stock, Series A, B, B-1, B-2 and B-3, $0.0001 par value, 68,027 shares authorized, issued and outstanding as of December 31, 2014. Liquidation preference of $62,020 as of December 31, 2014. | — | 63,166 | ||||||
Stockholders’ equity (deficit): | ||||||||
Preferred stock, $0.0001 par value, 25,000 authorized and no shares issued and outstanding as of December 31, 2015 | — | — | ||||||
Class A common stock, $0.0001 par value, 250,000 shares authorized as of December 31, 2015; 9,005 shares issued and outstanding as of December 31, 2015 | 1 | — | ||||||
Class B common stock, $0.0001 par value, 50,000 shares authorized as of December 31, 2015; 24,541 and 9,042 shares issued and outstanding as of December 31, 2015 and December 31, 2014, respectively; | 3 | 1 | ||||||
Additional paid-in capital | 141,528 | 1,546 | ||||||
Accumulated other comprehensive loss | (153 | ) | — | |||||
Accumulated deficit | (68,682 | ) | (53,014 | ) | ||||
Total stockholders’ equity (deficit) | 72,697 | (51,467 | ) | |||||
Total liabilities, convertible preferred stock and stockholders’ equity (deficit) | $ | 90,481 | $ | 25,434 |
Year Ended December 31, | |||||||||||
2015 | 2014 | 2013 | |||||||||
Revenue | $ | 74,977 | $ | 47,671 | $ | 26,542 | |||||
Costs and operating expenses: | |||||||||||
Cost of revenue (exclusive of depreciation and amortization) | 33,903 | 22,555 | 13,616 | ||||||||
Sales and marketing | 26,076 | 16,876 | 10,337 | ||||||||
Research and product development | 9,554 | 6,505 | 5,057 | ||||||||
General and administrative | 14,343 | 6,489 | 2,286 | ||||||||
Depreciation and amortization | 6,104 | 3,805 | 2,850 | ||||||||
Total costs and operating expenses | 89,980 | 56,230 | 34,146 | ||||||||
Loss from operations | (15,003 | ) | (8,559 | ) | (7,604 | ) | |||||
Other income (expense), net | 5 | (121 | ) | 287 | |||||||
Interest income (expense), net | (595 | ) | 59 | 12 | |||||||
Loss before provision for income taxes | (15,593 | ) | (8,621 | ) | (7,305 | ) | |||||
Provision for income taxes | 75 | — | — | ||||||||
Net loss | $ | (15,668 | ) | $ | (8,621 | ) | $ | (7,305 | ) | ||
Net loss per share, basic and diluted | (0.73 | ) | (0.98 | ) | (0.87 | ) | |||||
Weighted average common shares outstanding, basic and diluted | 21,336 | 8,757 | 8,437 |
Year Ended December 31, | |||||||||||
2015 | 2014 | 2013 | |||||||||
Net loss | $ | (15,668 | ) | $ | (8,621 | ) | $ | (7,305 | ) | ||
Other comprehensive loss: | |||||||||||
Changes in unrealized losses on investment securities | (153 | ) | — | — | |||||||
Comprehensive loss | $ | (15,821 | ) | $ | (8,621 | ) | $ | (7,305 | ) |
Accumulated | |||||||||||||||||||||||||||||||||||||
Additional | Other | ||||||||||||||||||||||||||||||||||||
Convertible | Common Stock | Common Stock | Paid-in | Comprehensive | Accumulated | ||||||||||||||||||||||||||||||||
Preferred Stock | Class A | Class B | Capital | Loss | Deficit | Total | |||||||||||||||||||||||||||||||
Shares | Amount | Shares | Amount | Shares | Amount | ||||||||||||||||||||||||||||||||
Balance December 31, 2012 | 61,950 | $ | 51,288 | — | $ | — | 8,540 | $ | 1 | $ | 103 | $ | — | $ | (37,088 | ) | $ | (36,984 | ) | ||||||||||||||||||
Issuance of restricted stock | — | — | — | — | 224 | — | — | — | — | — | |||||||||||||||||||||||||||
Exercise of stock options | — | — | — | — | 120 | — | 83 | — | — | 83 | |||||||||||||||||||||||||||
Forfeiture of restricted stock | — | — | — | — | (13 | ) | — | — | — | — | — | ||||||||||||||||||||||||||
Issuance of preferred stock, net of issuance cost | 6,077 | 11,878 | — | — | — | — | — | — | — | — | |||||||||||||||||||||||||||
Stock-based compensation | — | — | — | — | — | — | 247 | — | — | 247 | |||||||||||||||||||||||||||
Net loss | — | — | — | — | — | — | — | — | (7,305 | ) | (7,305 | ) | |||||||||||||||||||||||||
Balance December 31, 2013 | 68,027 | 63,166 | — | — | 8,871 | 1 | 433 | — | (44,393 | ) | (43,959 | ) | |||||||||||||||||||||||||
Exercise of stock options | — | — | — | — | 171 | — | 168 | — | 168 | ||||||||||||||||||||||||||||
Stock-based compensation | — | — | — | — | — | — | 945 | — | 945 | ||||||||||||||||||||||||||||
Net loss | — | — | — | — | — | — | — | (8,621 | ) | (8,621 | ) | ||||||||||||||||||||||||||
Balance at December 31, 2014 | 68,027 | 63,166 | — | — | 9,042 | 1 | 1,546 | — | (53,014 | ) | (51,467 | ) | |||||||||||||||||||||||||
Exercise of stock options | — | — | 2 | — | 315 | 357 | — | — | 357 | ||||||||||||||||||||||||||||
Stock-based compensation | — | — | — | — | — | — | 1,103 | — | — | 1,103 | |||||||||||||||||||||||||||
Conversion of convertible preferred stock in connection with initial public offering | (68,027 | ) | (63,166 | ) | — | — | 17,007 | 2 | 63,164 | — | — | 63,166 | |||||||||||||||||||||||||
Issuance of common stock in connection with initial public offering, net of offering costs | — | — | 7,130 | 1 | — | — | 75,358 | — | — | 75,359 | |||||||||||||||||||||||||||
Conversion of Class B stock to Class A stock | — | — | 1,848 | — | (1,848 | ) | — | — | — | — | — | ||||||||||||||||||||||||||
Issuance of restricted stock | — | — | 25 | — | 25 | — | — | — | — | — | |||||||||||||||||||||||||||
Unrealized loss on investment securities | — | — | — | — | — | — | — | (153 | ) | — | (153 | ) | |||||||||||||||||||||||||
Net loss | — | — | — | — | — | — | — | — | (15,668 | ) | (15,668 | ) | |||||||||||||||||||||||||
Balance at December 31, 2015 | — | — | 9,005 | $ | 1 | 24,541 | $ | 3 | $ | 141,528 | $ | (153 | ) | $ | (68,682 | ) | $ | 72,697 |
Year Ended December 31, | |||||||||||
2015 | 2014 | 2013 | |||||||||
Cash from operating activities | |||||||||||
Net loss | $ | (15,668 | ) | $ | (8,621 | ) | $ | (7,305 | ) | ||
Adjustments to reconcile net loss to net cash provided by (used in) operating activities: | |||||||||||
Depreciation and amortization | 6,104 | 3,805 | 2,850 | ||||||||
Purchased investment premium, net of amortization | (865 | ) | — | — | |||||||
Amortization of deferred financing costs | 456 | — | — | ||||||||
Loss on disposal of property, equipment and intangibles | 67 | 116 | 47 | ||||||||
Stock-based compensation | 1,007 | 892 | 247 | ||||||||
Gain on sale to SecureDocs | — | — | (271 | ) | |||||||
Change in fair value of contingent consideration | — | 26 | (1,337 | ) | |||||||
Loss on equity-method investment | — | 19 | — | ||||||||
Changes in operating assets and liabilities, net of business acquisition: | |||||||||||
Accounts receivable | (746 | ) | (401 | ) | (490 | ) | |||||
Prepaid expenses and other current assets | (1,893 | ) | (549 | ) | (423 | ) | |||||
Other assets | (56 | ) | (5 | ) | 60 | ||||||
Accounts payable | (439 | ) | 1,831 | (146 | ) | ||||||
Accrued employee expenses | 1,887 | 1,088 | 1,168 | ||||||||
Accrued expenses | 1,135 | 1,011 | 308 | ||||||||
Deferred revenue | 1,173 | 837 | 766 | ||||||||
Other liabilities | 994 | 426 | 156 | ||||||||
Net cash (used in) provided by operating activities | (6,844 | ) | 475 | (4,370 | ) | ||||||
Cash from investing activities | |||||||||||
Purchases of property and equipment | (3,694 | ) | (1,878 | ) | (1,260 | ) | |||||
Additions to capitalized software | (7,677 | ) | (4,567 | ) | (2,370 | ) | |||||
Purchases of investment securities | (74,176 | ) | — | — | |||||||
Sales of investment securities | 10,977 | — | — | ||||||||
Maturities of investment securities | 19,259 | — | 3,423 | ||||||||
Cash paid in business acquisition, net of cash acquired | (4,039 | ) | — | — | |||||||
Purchases of intangible assets | (17 | ) | (31 | ) | (58 | ) | |||||
Net cash used in investing activities | (59,367 | ) | (6,476 | ) | (265 | ) | |||||
Cash from financing activities | |||||||||||
Proceeds from stock option exercises | 357 | 168 | 83 | ||||||||
Proceeds from issuance of restricted stock | 141 | — | — | ||||||||
Proceeds from issuance of options | 208 | — | — | ||||||||
Principal payments under capital lease obligations | (27 | ) | (24 | ) | — | ||||||
Proceeds from issuance of convertible preferred stock, net of issuance costs | — | — | 11,878 | ||||||||
Proceeds from initial public offering, net of underwriting discounts and commissions | 79,570 | — | — | ||||||||
Payments of initial public offering costs | (4,213 | ) | — | — | |||||||
Payment of contingent consideration | (2,429 | ) | — | — | |||||||
Proceeds from issuance of debt | 10,253 | — | — | ||||||||
Principal payments on debt | (10,241 | ) | — | — | |||||||
Payment of debt issuance costs | (757 | ) | — | — | |||||||
Net cash provided by financing activities | 72,862 | 144 | 11,961 |
APPFOLIO, INC. | |||||||||||
CONSOLIDATED STATEMENTS OF CASH FLOWS | |||||||||||
(in thousands) | |||||||||||
Year Ended December 31, | |||||||||||
2015 | 2014 | 2013 | |||||||||
Net cash increase (decrease) in cash and cash equivalents | 6,651 | (5,857 | ) | 7,326 | |||||||
Cash and cash equivalents | |||||||||||
Beginning of period | 5,412 | 11,269 | 3,943 | ||||||||
End of period | $ | 12,063 | $ | 5,412 | $ | 11,269 | |||||
Supplemental disclosure of cash flow Information | |||||||||||
Cash paid for interest | $ | 797 | $ | — | $ | — | |||||
Cash paid for taxes | 91 | — | — | ||||||||
Noncash investing and financing activities | |||||||||||
Purchases of property and equipment included in accounts payable and accrued expenses | $ | 1,220 | $ | 46 | $ | 6 | |||||
Additions of capitalized software included in accrued employee expenses | 290 | — | — | ||||||||
Stock-based compensation capitalized for software development | 166 | 53 | — | ||||||||
Assets acquired under capital lease | — | — | 82 | ||||||||
Notes and equity method investment received in exchange for property and intangible assets | — | — | 360 | ||||||||
Conversion of convertible preferred stock into common stock in connection with initial public offering | 63,166 | — | — |
▪ | On June 30, 2015, we completed an initial public offering ("IPO") of our Class A common stock, refer to Note 10, Stockholders' Equity (Deficit) for additional information. |
▪ | On June 4, 2015, we effected a one for four reverse stock split of our common and convertible preferred stock, refer to Note 10, Stockholders' Equity (Deficit) for additional information. |
▪ | On April 1, 2015, we completed the acquisition of RentLinx. LLC ("RentLinx"), refer to Note 3, Acquisition of RentLinx. |
Level 3-Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. |
Asset Type | Depreciation Period | |
Data center and computer equipment | 3 years | |
Furniture and fixtures | 7 years | |
Office equipment | 2 to 5 years | |
Leasehold improvements | Shorter of remaining life of lease or asset life |
Intangible Asset Type | Weighted Average Useful Life | |
Customer relationships | 5.0 | |
Technology | 6.0 | |
Trademarks | 9.0 | |
Partner relationships | 3.0 | |
Non-compete agreements | 3.0 | |
Domain names | 5.0 | |
Patents | 5.0 |
Year Ended December 31, | ||||||||
2015 | 2014 | 2013 | ||||||
Weighted average shares outstanding | 21,486 | 8,998 | 8,807 | |||||
Less: Weighted average unvested restricted shares subject to repurchase | 150 | 241 | 370 | |||||
Weighted average number of shares used to compute basic and diluted net loss per share | 21,336 | 8,757 | 8,437 |
December 31, | ||||||
2015 | 2014 | |||||
Options to purchase common stock | 1,171 | 1,217 | ||||
Conversion of convertible preferred stock | — | 17,007 | ||||
Unvested restricted stock awards | 120 | 173 | ||||
Unvested restricted stock units | 17 | — | ||||
Contingent restricted stock units (1) | 49 | — | ||||
Total shares excluded from net loss per share attributable to common stockholders | 1,357 | 18,397 |
Amount | Estimated Useful Life | ||||
Net current assets | $ | 114 | |||
Intangible assets: | |||||
Developed technology | 810 | 6 years | |||
Partner relationships | 680 | 3 years | |||
Customer and website relationships | 560 | 5 years | |||
Other intangible assets | 170 | 3 years | |||
Goodwill | 1,739 | Indefinite | |||
Purchase consideration, paid in cash | $ | 4,073 |
December 31, 2015 | |||||||||||||||
Amortized Cost | Gross Unrealized Gains | Gross Unrealized Losses | Estimated Fair Value | ||||||||||||
Corporate bonds | $ | 30,568 | $ | — | $ | (126 | ) | $ | 30,442 | ||||||
Agency securities | 8,012 | — | (12 | ) | 8,000 | ||||||||||
Certificates of deposit | $ | 6,225 | $ | — | $ | (15 | ) | 6,210 | |||||||
Total available-for-sale investment securities | $ | 44,805 | $ | — | $ | (153 | ) | $ | 44,652 |
December 31, 2015 | |||||||
Amortized Cost | Estimated Fair Value | ||||||
Due in 1 year or less | $ | 10,249 | $ | 10,235 | |||
Due after 1 year through 3 years | 34,557 | 34,417 | |||||
Total available-for-sale investment securities | $ | 44,806 | $ | 44,652 |
Year Ended December 31, 2015 | |||||||||||||||
Gross Realized Gains | Gross Realized Losses | Gross Proceeds from Sales | Gross Proceeds from Maturities | ||||||||||||
Corporate bonds | $ | 21 | — | $ | 3,977 | 17,259 | |||||||||
Agency securities | — | (2 | ) | 7,000 | 2,000 | ||||||||||
$ | 21 | $ | (2 | ) | $ | 10,977 | $ | 19,259 |
December 31, 2015 | |||||||||||||||
Level 1 | Level 2 | Level 3 | Total Fair Value | ||||||||||||
Cash equivalents: | |||||||||||||||
Money market funds | $ | 7,102 | $ | — | $ | — | $ | 7,102 | |||||||
Available-for-sale - investment securities: | |||||||||||||||
Corporate bonds | — | 30,442 | — | 30,442 | |||||||||||
Agency securities | — | 8,000 | — | 8,000 | |||||||||||
Certificates of deposit | 6,210 | — | — | 6,210 | |||||||||||
Total Assets | $ | 13,312 | $ | 38,442 | $ | — | $ | 51,754 |
December 31, 2014 | |||||||||||||||
Level 1 | Level 2 | Level 3 | Total Fair Value | ||||||||||||
Cash equivalents: | |||||||||||||||
Money market funds | $ | 3,696 | $ | — | $ | — | $ | 3,696 | |||||||
Total Assets | $ | 3,696 | $ | — | $ | — | $ | 3,696 | |||||||
Contingent consideration | $ | — | $ | — | $ | 2,429 | $ | 2,429 | |||||||
Total Liabilities | $ | — | $ | — | $ | 2,429 | $ | 2,429 |
Year Ended December 31, | ||||||||||||
2015 | 2014 | 2013 | ||||||||||
Fair value, at beginning of period | $ | 2,429 | $ | 2,403 | $ | 3,740 | ||||||
Change in fair value recorded in general and administrative expenses | — | 26 | (1,337 | ) | ||||||||
Payment of contingent consideration | (2,429 | ) | — | — | ||||||||
Fair value, at end of period | $ | — | $ | 2,429 | $ | 2,403 |
December 31, | ||||||||
2015 | 2014 | |||||||
Data center and computer equipment | $ | 3,923 | $ | 2,871 | ||||
Furniture and fixtures | 1,723 | 1,158 | ||||||
Office equipment | 434 | 215 | ||||||
Leasehold improvements | 878 | 333 | ||||||
Construction in process | 2,315 | — | ||||||
Gross property and equipment | 9,273 | 4,577 | ||||||
Less: Accumulated depreciation | (3,166 | ) | (1,954 | ) | ||||
Total property and equipment, net | $ | 6,107 | $ | 2,623 |
December 31, | ||||||||
2015 | 2014 | |||||||
Internal use software development costs, gross | $ | 21,894 | $ | 13,931 | ||||
Less: Accumulated amortization | (11,872 | ) | (8,422 | ) | ||||
Internal use software development costs, net | $ | 10,022 | $ | 5,509 |
Years Ending December 31, | ||||
2016 | $ | 4,688 | ||
2017 | 3,605 | |||
2018 | 1,723 | |||
2019 | 6 | |||
Total amortization expense | $ | 10,022 |
Goodwill as of December 31, 2014 | $ | 4,998 | |
Addition: | |||
Acquisition of RentLinx | 1,739 | ||
Goodwill as of December 31, 2015 | $ | 6,737 |
December 31, 2015 | ||||||||||||||
Gross Carrying Value | Accumulated Amortization | Net Carrying Value | Weighted Average Useful Life in Years | |||||||||||
Customer relationships | $ | 790 | $ | (234 | ) | $ | 556 | 5.0 | ||||||
Technology | 4,811 | (2,268 | ) | 2,543 | 6.0 | |||||||||
Trademarks | 930 | (293 | ) | 637 | 9.0 | |||||||||
Partner relationships | 680 | (170 | ) | 510 | 3.0 | |||||||||
Non-compete agreements | 40 | (10 | ) | 30 | 3.0 | |||||||||
Domain names | 274 | (199 | ) | 75 | 5.0 | |||||||||
Patents | 286 | (121 | ) | 165 | 5.0 | |||||||||
$ | 7,811 | $ | (3,295 | ) | $ | 4,516 | 5.9 |
December 31, 2014 | ||||||||||||||
Gross Carrying Value | Accumulated Amortization | Net Carrying Value | Weighted Average Useful Life in Years | |||||||||||
Customer relationships | $ | 230 | $ | (104 | ) | $ | 126 | 5.0 | ||||||
Technology | 4,000 | (1,500 | ) | 2,500 | 6.0 | |||||||||
Trademarks | 800 | (180 | ) | 620 | 10.0 | |||||||||
Domain names | 287 | (161 | ) | 126 | 5.0 | |||||||||
Patents | 324 | (81 | ) | 243 | 5.0 | |||||||||
$ | 5,641 | $ | (2,026 | ) | $ | 3,615 | 6.4 |
Intangible assets, net at December 31, 2014 | $ | 3,615 | ||
Additions from the acquisition of RentLinx (Note 3): | 2,220 | |||
Other additions | 17 | |||
Dispositions | (60 | ) | ||
Amortization | (1,276 | ) | ||
Intangible assets, net at December 31, 2015 | $ | 4,516 |
Years Ending December 31, | ||||
2016 | $ | 1,415 | ||
2017 | 1,383 | |||
2018 | 928 | |||
2019 | 352 | |||
2020 | 259 | |||
Thereafter | 179 | |||
Total amortization expense | $ | 4,516 |
Years Ending December 31, | |||
2016 | $ | 1,758 | |
2017 | 1,784 | ||
2018 | 1,129 | ||
2019 | 1,019 | ||
2020 | 1,002 | ||
Thereafter | 673 | ||
Total lease commitments | $ | 7,365 |
Number of Shares | Weighted Average Exercise Price per Share | Weighted Average Remaining Contractual Life in Years | |||||||
Options outstanding as of December 31, 2014 | 1,217 | $ | 3.12 | 8.2 | |||||
Options granted | 359 | 9.53 | |||||||
Options exercised | (317 | ) | 1.78 | ||||||
Options cancelled/forfeited | (88 | ) | 5.04 | ||||||
Options outstanding as of December 31, 2015 | 1,171 | $ | 5.30 | 8.0 | |||||
As of December 31, 2015: | |||||||||
Options vested or expected to vest | 1,100 | $ | 5.20 | 8.0 | |||||
Options exercisable (1) | 469 | $ | 3.12 | 6.8 |
Year Ended December 31, | ||||||||||||
2015 | 2014 | 2013 | ||||||||||
Stock options granted (in thousands) | 359 | 702 | 126 | |||||||||
Weighted average exercise price per share | $ | 9.53 | $ | 4.60 | $ | 1.80 | ||||||
Weighted average grant-date fair value per share | $ | 6.89 | $ | 2.20 | $ | 0.88 | ||||||
Weighted average Black-Scholes model assumptions: | ||||||||||||
Risk-free interest rate | 1.58 | % | 1.86 | % | 1.24 | % | ||||||
Expected term (in years) | 6.2 | 6.2 | 6.0 | |||||||||
Expected volatility | 46 | % | 48 | % | 51 | % | ||||||
Expected dividend yield | — | — | — |
Number of Shares | Weighted- Average Grant Date Fair Value per Share | ||||||
Unvested as of December 31, 2014 | 173 | $ | 1.64 | ||||
Granted | 50 | 8.78 | |||||
Vested | (103 | ) | 1.56 | ||||
Forfeited | — | — | |||||
Unvested as of December 31, 2015 | 120 | $ | 4.68 |
Year Ended December 31, | ||||||||
2015 | 2014 | 2013 | ||||||
Income tax benefit at the statutory rate | 34 | % | 34 | % | 34 | % | ||
Change in contingent consideration | — | — | 6 | |||||
Permanent differences | (3 | ) | (1 | ) | (2 | ) | ||
Change in valuation allowance | (35 | ) | (37 | ) | (43 | ) | ||
Research and development credits | 3 | 4 | 5 | |||||
Provision for income taxes | (1 | )% | — | % | — | % | ||
December 31, | |||||||
2015 | 2014 | ||||||
Deferred income tax assets: | |||||||
Net operating loss carryforwards | $ | 29,178 | $ | 22,579 | |||
Research and development tax credits | 2,867 | 2,014 | |||||
Other | 1,030 | 708 | |||||
Gross deferred tax assets | 33,075 | 25,301 | |||||
Valuation allowance | (25,926 | ) | (19,900 | ) | |||
Deferred tax assets, net of valuation allowance | 7,149 | 5,401 | |||||
Deferred tax liabilities: | |||||||
Property, equipment and software | (4,208 | ) | (2,351 | ) | |||
Intangible assets | (804 | ) | (1,282 | ) | |||
State taxes | (1,742 | ) | (1,450 | ) | |||
Other | (427 | ) | (318 | ) | |||
Total deferred tax liabilities | (7,181 | ) | (5,401 | ) | |||
Total net deferred tax assets (liabilities) | $ | (32 | ) | $ | — | ||
Year Ended December 31, | |||||||||||
2015 | 2014 | 2013 | |||||||||
Valuation allowance, at beginning of year | $ | 19,900 | $ | 16,358 | $ | 12,809 | |||||
Increase in valuation allowance | 6,026 | 3,542 | 3,549 | ||||||||
Valuation allowance, at end of year | $ | 25,926 | $ | 19,900 | $ | 16,358 | |||||
Year Ended December 31, | |||||||||||
2015 | 2014 | 2013 | |||||||||
Unrecognized tax benefit beginning of year | $ | 2,014 | $ | 1,600 | $ | 936 | |||||
Decreases-tax positions in prior year | — | (278 | ) | — | |||||||
Increases-tax positions in current year | 853 | 692 | 664 | ||||||||
Unrecognized tax benefit end of year | $ | 2,867 | $ | 2,014 | $ | 1,600 | |||||
Year Ended December 31, | ||||||||||||
2015 | 2014 | 2013 | ||||||||||
Core solutions | $ | 32,119 | $ | 22,406 | $ | 14,413 | ||||||
Value+ services | 37,998 | 22,525 | 10,134 | |||||||||
Other | 4,860 | 2,740 | 1,995 | |||||||||
Total revenues | $ | 74,977 | $ | 47,671 | $ | 26,542 |
ITEM 9. | CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE |
1. | We hired additional personnel in our accounting and finance department with extensive knowledge in accounting and financial reporting, a majority of which are Certified Public Accountants with experience addressing unusual, complex and non-routine transactions. |
2. | We organized and implemented a Disclosure Committee to review the Company’s transactions each quarter with key management and operational personnel which includes the review and discussion of unusual, complex and non-routine transactions. |
ITEM 12. | SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDERS MATTERS |
ITEM 13. | CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE |
1. | Consolidated Financial Statements |
2. | Financial Statement Schedules |
3. | Exhibits |
AppFolio, Inc. | ||||
Date: | February 29, 2016 | By: | /s/ Ida Kane | |
Ida Kane | ||||
Chief Financial Officer | ||||
(Principal Financial and Accounting Officer) |
SIGNATURE | TITLE | DATE | ||
/s/ Brian Donahoo | President, Chief Executive Officer and Director (Principal Executive Officer) | February 29, 2016 | ||
Brian Donahoo | ||||
/s/ Ida Kane | Chief Financial Officer (Principal Financial and Accounting Officer) | February 29, 2016 | ||
Ida Kane | ||||
/s/ Andreas von Blottnitz | Chairman of the Board | February 29, 2016 | ||
Andreas von Blottnitz | ||||
/s/ Timothy Bliss | Director | February 29, 2016 | ||
Timothy Bliss | ||||
/s/ Janet Kerr | Director | February 29, 2016 | ||
Janet Kerr | ||||
/s/ James Peters | Director | February 29, 2016 | ||
James Peters | ||||
/s/ William Rauth | Director | February 29, 2016 | ||
William Rauth | ||||
/s/ Klaus Schauser | Chief Strategist and Director | February 29, 2016 | ||
Klaus Schauser |
Incorporated by Reference | ||||||||||||
Exhibit Number | Exhibit Description | Form | File No. | Exhibit | Filing Date | Filed Herewith | ||||||
3.1 | Amended and Restated Certificate of Incorporation of the registrant as currently in effect. | 10-Q | 001-37468 | 3.1 | 8/6/2015 | |||||||
3.2 | Amended and Restated Bylaws of the registrant as currently in effect. | 10-Q | 001-37468 | 3.2 | 8/6/2015 | |||||||
4.1 | Specimen Certificate for Class A Common Stock. | S-1/A | 333-204262 | 4.1 | 6/4/2015 | |||||||
4.2 | Amended and Restated Investor Rights Agreement, by and among the registrant and the investors named therein, dated November 26, 2013. | S-1/A | 333-204262 | 4.2 | 6/4/2015 | |||||||
10.1 | Multi-Tenant Industrial Lease, by and between the registrant and Nassau Land Company, L.P., dated April 1, 2011, as amended. | S-1/A | 333-204262 | 10.1 | 6/4/2015 | |||||||
10.2 | Multi-Tenant Industrial Lease, by and between the registrant and Nassau Land Company, L.P., dated February 17, 2015. | S-1/A | 333-204262 | 10.2 | 6/4/2015 | |||||||
10.3 | First Amendment to Lease, by and between the registrant and Nassau Land Company, L.P., dated October 5, 2015. | 10-Q | 001-37468 | 10.2 | 11/9/2015 | |||||||
10.4 | Second Amendment to Lease, by and between the registrant and Nassau Land Company, L.P., dated February 25, 2016. | X | ||||||||||
10.5# | 2007 Stock Incentive Plan, as amended, and related form agreements. | S-1/A | 333-204262 | 10.3 | 6/4/2015 | |||||||
10.6# | 2015 Stock Incentive Plan and related form agreements. | S-1/A | 333-204262 | 10.4 | 6/4/2015 | |||||||
10.7# | 2015 Employee Stock Purchase Plan. | S-1/A | 333-204262 | 10.5 | 6/4/2015 | |||||||
10.8 | Form of Indemnification Agreement by and between the registrant and each of its executive officers and directors. | S-1 | 333-204262 | 10.6 | 5/18/2015 | |||||||
10.9 | Credit Agreement, by and among the registrant, Wells Fargo Bank, N.A., as administrative agent, and the lenders that are parties thereto, dated March 16, 2015. | S-1 | 333-204262 | 10.7 | 5/18/2015 | |||||||
10.10 | Amendment Number One to Credit Agreement, by and among the registrant, Wells Fargo Bank, N.A., as administrative agent, and the lenders that are parties thereto, dated October 9, 2015. | 10-Q | 001-37468 | 10.1 | 11/9/2015 | |||||||
21.1 | Subsidiaries of the registrant. | X | ||||||||||
23.1 | Consent of independent registered public accounting firm. | X | ||||||||||
24.1 | Power of Attorney (included on the signature page of this report). | X | ||||||||||
31.1 | Certification of Chief Executive Officer pursuant to Rule 13a-14(a) or Rule 15d-14(a) promulgated under the Securities Exchange Act of 1934, as amended. | X |
Incorporated by Reference | ||||||||||||
Exhibit Number | Exhibit Description | Form | File No. | Exhibit | Filing Date | Filed Herewith | ||||||
31.2 | Certification of Chief Financial Officer pursuant to Rule 13a-14(a) or Rule 15d-14(a) promulgated under the Securities Exchange Act of 1934, as amended. | X | ||||||||||
32.1* | Certifications of Chief Executive Officer and Chief Financial Officer, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. | X | ||||||||||
101.INS | XBRL Instance Document. | X | ||||||||||
101.SCH | XBRL Taxonomy Extension Schema Document. | X | ||||||||||
101.CAL | XBRL Taxonomy Extension Calculation Linkbase Document. | X | ||||||||||
101.DEF | XBRL Taxonomy Extension Definition Linkbase Document. | X | ||||||||||
101.LAB | XBRL Taxonomy Extension Label Linkbase Document. | X | ||||||||||
101.PRE | XBRL Taxonomy Extension Presentation Linkbase Document. | X |
# | Indicates a management contract or compensatory plan or arrangement |
* | The certifications attached as Exhibit 32.1 accompany this Annual Report pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, and shall not be deemed “filed” by the registrant for purposes of Section 18 of the Exchange Act and are not to be incorporated by reference into any of the registrant’s filings under the Securities Act or the Exchange Act, irrespective of any general incorporation language contained in any such filing. |
Subsidiary | Jurisdiction | |
MyCase, Inc. | California | |
Terra Mar Insurance Company, Inc. | Hawaii | |
RentLinx LLC | Michigan |
1. | I have reviewed this Annual Report on Form 10-K of AppFolio, Inc.; |
2. | Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report; |
3. | Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report; |
4. | The registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) for the registrant and have: |
a. | Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared; |
b. | Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and |
c. | Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and |
5. | The registrant's other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions): |
a. | All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and |
b. | Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting. |
Date: | February 29, 2016 | /s/ Brian Donahoo | |
Brian Donahoo | |||
President, Chief Executive Officer and Director |
1. | I have reviewed this Annual Report on Form 10-K of AppFolio, Inc.; |
2. | Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report; |
3. | Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report; |
4. | The registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) for the registrant and have: |
a. | Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared; |
b. | Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and |
c. | Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and |
5. | The registrant's other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions): |
a. | All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and |
b. | Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting. |
Date: | February 29, 2016 | /s/ Ida Kane | |
Ida Kane | |||
Chief Financial Officer |
Date: | February 29, 2016 | By: | /s/ Brian Donahoo |
Brian Donahoo | |||
President, Chief Executive Officer and Director | |||
Date: | February 29, 2016 | By: | /s/ Ida Kane |
Ida Kane | |||
Chief Financial Officer |
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Document and Entity Information Document - USD ($) $ in Millions |
12 Months Ended | ||
---|---|---|---|
Dec. 31, 2015 |
Feb. 19, 2016 |
Jun. 30, 2015 |
|
Document Information [Line Items] | |||
Entity Registrant Name | APPFOLIO INC | ||
Entity Central Index Key | 0001433195 | ||
Entity Current Reporting Status | Yes | ||
Entity Voluntary Filers | No | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Filer Category | Non-accelerated Filer | ||
Entity Well-known Seasoned Issuer | No | ||
Document Type | 10-K | ||
Document Period End Date | Dec. 31, 2015 | ||
Document Fiscal Year Focus | 2015 | ||
Document Fiscal Period Focus | FY | ||
Amendment Flag | false | ||
Entity Public Float | $ 151.1 | ||
Class A common stock | |||
Document Information [Line Items] | |||
Entity Common Stock, Shares Outstanding | 10,086,318 | ||
Class B common stock | |||
Document Information [Line Items] | |||
Entity Common Stock, Shares Outstanding | 23,485,197 |
Consolidated Statements of Operations - USD ($) shares in Thousands, $ in Thousands |
12 Months Ended | ||
---|---|---|---|
Dec. 31, 2015 |
Dec. 31, 2014 |
Dec. 31, 2013 |
|
Income Statement [Abstract] | |||
Revenue | $ 74,977 | $ 47,671 | $ 26,542 |
Costs and operating expenses: | |||
Cost of revenue (exclusive of depreciation and amortization) | 33,903 | 22,555 | 13,616 |
Sales and marketing | 26,076 | 16,876 | 10,337 |
Research and product development | 9,554 | 6,505 | 5,057 |
General and administrative | 14,343 | 6,489 | 2,286 |
Depreciation and amortization | 6,104 | 3,805 | 2,850 |
Total costs and operating expenses | 89,980 | 56,230 | 34,146 |
Loss from operations | (15,003) | (8,559) | (7,604) |
Other income (expense), net | 5 | (121) | 287 |
Interest income (expense), net | (595) | 59 | 12 |
Loss before provision for income taxes | (15,593) | (8,621) | (7,305) |
Provision for income taxes | 75 | 0 | 0 |
Net loss | $ (15,668) | $ (8,621) | $ (7,305) |
Net loss per share, basic and diluted (usd per share) | $ (0.73) | $ (0.98) | $ (0.87) |
Weighted average common shares outstanding, basic and diluted (shares) | 21,336 | 8,757 | 8,437 |
Consolidated Statements of Comprehensive Loss - USD ($) $ in Thousands |
12 Months Ended | ||
---|---|---|---|
Dec. 31, 2015 |
Dec. 31, 2014 |
Dec. 31, 2013 |
|
Statement of Comprehensive Income [Abstract] | |||
Net loss | $ (15,668) | $ (8,621) | $ (7,305) |
Other comprehensive loss: | |||
Changes in unrealized losses on investment securities | (153) | 0 | 0 |
Comprehensive loss | $ (15,821) | $ (8,621) | $ (7,305) |
Nature of Business |
12 Months Ended | ||||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|---|
Dec. 31, 2015 | |||||||||||||
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |||||||||||||
Nature of Business | Nature of Business Overview AppFolio, Inc. (“we” or “AppFolio”) provides industry-specific, cloud-based software solutions for small and medium-sized businesses (“SMBs”) in the property management and legal industries. Our platform is designed to be the system of record to automate essential business processes and the system of engagement to enhance business interactions between our customers and their clients and vendors. Our mobile-optimized software solutions have a user-friendly interface across multiple devices, enabling our customers to work at any time and from anywhere. Our property management software provides small and medium-sized property managers with an end-to-end solution to their business needs, enabling them to manage properties quickly and easily in a single, integrated environment. Our legal software provides solo practitioners and small law firms with a streamlined practice and case management solution, allowing them to manage their practices and case load within a flexible system. We also offer optional, but often mission-critical, Value+ services, such as our professionally designed websites and electronic payment services, which are seamlessly built into our core solutions. Recent Events
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Summary of Significant Accounting Policies |
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Dec. 31, 2015 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
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Summary of Significant Accounting Policies | Summary of Significant Accounting Policies Basis of Presentation and Significant Accounting Policies The accompanying Consolidated Financial Statements were prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”). Principles of Consolidation The accompanying Consolidated Financial Statements include the operations of AppFolio, Inc. and its wholly owned subsidiaries. All intercompany balances and transactions have been eliminated in consolidation. Our investment in SecureDocs, Inc. (“SecureDocs”) is accounted for under the equity method of accounting as we have the ability to exert significant influence, but do not control and are not the primary beneficiary of the entity. Our proportional share of earnings or losses of SecureDocs is included in other income (expense), net in the consolidated statements of operations. Our investment in SecureDocs and our share of its losses are not material individually or in the aggregate to our financial position, results of operations or cash flows for any period presented. 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 and the disclosure of contingent assets and liabilities at the dates of the financial statements, and the reported amounts of revenues and expenses during the reporting period. Actual results could differ materially from those estimates. On an ongoing basis, management evaluates its estimates based on historical data and experience, as well as various other factors that management believes to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying value of assets and liabilities that are not readily apparent from other sources. Segment Information Our chief operating decision maker (“CODM”) reviews financial information presented on an aggregated and consolidated basis, together with revenue information for our core solutions, Value+ and other service offerings, principally to make decisions about how to allocate resources and to measure our performance. Management has determined that it has one operating segment. Concentrations of Credit Risk Financial instruments that potentially subject us to credit risk consist principally of cash, accounts receivable, investment securities and notes receivable. At times, we maintain cash balances at financial institutions in excess of amounts insured by United States government agencies or payable by the United States government directly. We place our cash with high credit, quality financial institutions. We invest in investment securities with a minimum rating of A by Standard & Poor's and A-1 by Moody's and regularly monitor our investment security portfolio for changes in credit ratings. Concentrations of credit risk with respect to accounts receivable and revenue are limited due to a large, diverse customer base. No individual customer represented more than 10% of accounts receivable or revenue as of and for the years ended December 31, 2015, 2014 and 2013, respectively. Fair Value Measurements Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Valuation techniques used to measure fair value must maximize the use of observable inputs and minimize the use of unobservable inputs. Accounting Standard Codification (“ASC”) 820, Fair Value Measurements and Disclosures (“ASC 820”), describes a fair value hierarchy based on three levels of inputs, of which the first two are considered observable and the last unobservable, that may be used to measure fair value, which are the following: Level 1-Quoted prices in active markets for identical assets or liabilities or funds. Level 2-Inputs other than Level 1 that are observable, either directly or indirectly, such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities.
Cash and Cash Equivalents and Restricted Cash We consider all highly liquid investments, readily convertible to cash, and which have a remaining maturity date of three months or less at the date of purchase, to be cash equivalents. Cash and cash equivalents are recorded at fair value and consist primarily of bank deposits and money market funds. Restricted cash of $0.4 million as of December 31, 2015 and 2014, respectively is comprised of certificates of deposits relating to collateral requirements for customer automated clearing house (“ACH”) and credit card chargebacks and minimum collateral requirements for our insurance services, which are recorded in other long term assets. Investment Securities During 2015, we began investing a portion of the net proceeds from the IPO in investment securities. Our investment securities currently consist of corporate bonds, U.S. government agency securities (referred to as "Agency Securities") and certificates of deposit. We classify investment securities as available-for-sale at the time of purchase and reevaluate such classification as of each balance sheet date. All investments are recorded at estimated fair value. Unrealized gains and losses for available-for-sale securities are included in accumulated other comprehensive income (loss), a component of stockholders’ equity. We classify our investments as current when the period of time between the reporting date and the contractual maturity is twelve months or less and as noncurrent when the period of time between the reporting date and the contractual maturity is more than twelve months. We evaluate our investments to assess whether those with unrealized loss positions are other than temporarily impaired. We consider impairments to be other than temporary if they are related to deterioration in credit risk or if it is likely we will sell the securities before the recovery of their cost basis. Declines in value judged to be other than temporary are determined based on the specific identification method and are reported in other income (expense), net in the Consolidated Statements of Operations. For additional information regarding the investment securities, refer to Note 4, Investment Securities and Fair Value Measurements. Accounts Receivable Accounts receivable are recorded at the invoiced amount, net of allowance for doubtful accounts. The allowance for doubtful accounts is based on historical loss experience, the number of days that receivables are past due, and an evaluation of the potential risk of loss associated with delinquent accounts. Accounts receivable considered uncollectable are charged against the allowance for doubtful accounts when identified. We do not have any off-balance sheet credit exposure related to our customers. As of December 31, 2015, 2014 and 2013, our allowance for doubtful accounts was not material. Property and Equipment Property and equipment is stated at cost, less accumulated depreciation. Depreciation is calculated using the straight-line method over the estimated useful lives of assets. The estimated useful lives of our property and equipment are as follows:
Repair and maintenance costs are expensed as incurred. Renewals and improvements are capitalized. Assets disposed of or retired are removed from the cost and accumulated depreciation accounts and any resulting gain or loss is reflected in our results of operations. Leases Leases are evaluated and classified as either operating or capital leases. All of our office space leases are operating leases and we have one immaterial equipment capital lease which will expire in less than one year. Rent expense under operating leases is recognized on a straight-line basis over the lease term. The difference between recognized rent expense and the rent payment amount is recorded as an increase or decrease in deferred rent liability. If the lease has tenant allowances from the lessor for certain improvements made to the leased property, these allowances are capitalized as leasehold improvements. Tenant allowances and rent holidays in lease agreements are recognized as a deferred rent credit, which is amortized on a straight-line basis over the lease term as a reduction of rent expense. Internal-Use Software We account for the costs of computer software obtained or developed for internal use in accordance with ASC 350, Intangibles-Goodwill and Other (“ASC 350”). These include costs incurred in connection with the development of our internal-use software solutions when (i) the preliminary project stage is completed, (ii) management has authorized further funding for the completion of the project and (iii) it is probable that the project will be completed and performed as intended. These capitalized costs include personnel and related expenses for employees who are directly associated with and who devote time to internal-use software projects and, when material, interest costs incurred during the development. Capitalization of these costs ceases once the project is substantially complete and the software is ready for its intended purpose. Costs incurred for significant upgrades and enhancements to our software solutions are also capitalized. Costs incurred for post-configuration training, maintenance and minor modifications or enhancements are expensed as incurred. Capitalized software development costs are amortized using the straight-line method over an estimated useful life of three years. We do not transfer ownership of our software, or lease our software, to third parties. Intangible Assets Intangible assets primarily consist of customer and partner relationships, acquired technology, trademarks, domain names and patents, which are recorded at cost, less accumulated amortization. We determine the appropriate useful life of our intangible assets by performing an analysis of expected cash flows of the acquired assets. Intangible assets are amortized over their estimated useful lives using the straight-line method, which approximates the pattern in which the economic benefits are consumed. The weighted average estimated useful lives of our intangible assets are as follows:
Impairment of Long-Lived Assets We assess the recoverability of our long-lived assets when events or changes in circumstances indicate that the carrying value of an asset may not be recoverable. Such events or changes in circumstances may include a significant adverse change in the extent or manner in which a long-lived asset is being used, a significant adverse change in legal factors or in the business climate that could affect the value of a long-lived asset, an accumulation of costs significantly in excess of the amount originally expected for the acquisition or development of a long-lived asset, current or future operating or cash flow losses that demonstrate continuing losses associated with the use of a long-lived asset, or a current expectation that, more likely than not, a long-lived asset will be sold or otherwise disposed of significantly before the end of its previously estimated useful life. Impairment testing is performed at an asset level that represents the lowest level for which identifiable cash flows are largely independent of the cash flows of other assets and liabilities. We assess recoverability of long-lived assets by determining whether the carrying value of an asset can be recovered through projected undiscounted cash flows over its remaining life. If the carrying value of an asset exceeds the forecasted undiscounted cash flows, an impairment loss is recognized, measured as the amount by which the carrying value exceeds estimated fair value. An impairment loss is charged to operations in the period in which management determines such impairment. There were no impairment charges related to the identified long-lived assets for the years ended December 31, 2015, 2014 and 2013. Business Combinations The results of a business acquired in a business combination are included in our consolidated financial statements from the date of acquisition. We allocate the purchase price, including the fair value of contingent consideration, to the identifiable assets and liabilities of the acquired business at their acquisition date fair values. The excess of the purchase price over the amount allocated to the identifiable assets and liabilities, if any, is recorded as goodwill. Determining the fair value of assets acquired and liabilities assumed requires management to make significant judgments and estimates, including the selection of valuation methodologies, estimates of future revenue and cash flows, discount rates and selection of comparable companies. When we issue awards to an acquired company’s stockholders, we evaluate whether the awards are contingent consideration or compensation for post-acquisition services. The evaluation includes, among other things, whether the vesting of the awards is contingent on the continued employment of the selling stockholder beyond the acquisition date. If continued employment is required for vesting, the awards are treated as compensation for post-acquisition services and recognized as an expense over the requisite service period. Acquisition-related transaction costs are not included as a component of consideration transferred, but are accounted for as an expense in the period in which the costs are incurred. Goodwill Goodwill represents the excess of the purchase price over the fair value of net assets acquired in a business combination. We test goodwill for impairment in accordance with the provisions of ASC 350. Goodwill is tested for impairment at least annually at the reporting unit level or whenever events or changes in circumstances indicate that goodwill might be impaired. Events or changes in circumstances which could trigger an impairment review include a significant adverse change in legal factors or in the business climate, unanticipated competition, loss of key personnel, significant changes in the use of the acquired assets or our strategy, significant negative industry or economic trends, or significant underperformance relative to expected historical or projected future results of operations. ASC 350 provides that an entity has the option to first assess qualitative factors to determine whether the existence of events or circumstances leads to a determination that it is more likely than not that the fair value of a reporting unit is less than its carrying amount. If, after assessing the totality of events or circumstances, an entity determines it is not more likely than not that the fair value of a reporting unit is less than its carrying amount, then additional impairment testing is not required. However, if an entity concludes otherwise, then it is required to perform the first of a two-step impairment test. The first step involves comparing the estimated fair value of a reporting unit with its book value, including goodwill. If the estimated fair value exceeds book value, goodwill is considered not to be impaired and no additional steps are necessary. If, however, the fair value of the reporting unit is less than book value, then the carrying amount of the goodwill is compared with its implied fair value. The estimate of implied fair value of goodwill may require valuations of certain internally generated and unrecognized intangible assets. If the carrying amount of goodwill exceeds the implied fair value of that goodwill, an impairment loss is recognized in an amount equal to the excess. We have one reporting unit and we test for goodwill impairment annually during the fourth quarter of the calendar year. At December 31, 2015, we determined our goodwill was not impaired as the fair value of our reporting unit significantly exceeded its carrying value. Revenue Recognition We charge our customers on a subscription basis for our core solutions and many of our Value+ services. Our subscription fees are designed to scale to the size of our customers’ businesses. Our core solutions refer to the base subscriptions for our cloud-based property management and legal software solutions. Value+ services recognized on a subscription basis include website hosting, insurance and contact center services. Subscription fees for our core solutions are charged on a per-unit per-month basis for our property management software solution and on a per-user per-month basis for our legal software solution. Website hosting fees are charged based on the number of websites hosted per month. Insurance and contact center fees are charged on a per-unit per-month basis. We recognize subscription revenue ratably over the terms of the subscription agreements, which range from one month to one year. We offer customers a free-trial period to try our software. Revenue is not recognized until the free-trial period is complete and the customer has entered into a subscription agreement with us. We generally invoice our customers for subscription services in monthly, quarterly or annual installments, typically in advance of the subscription period. As a result, we do not have significant amount of long-term deferred revenue because our invoicing is generally for periods less than one year. We also charge our customers usage-based fees for using certain Value+ services, although fees for electronic payment processing are generally paid by the clients of our customers. Usage-based services include background and credit checks and electronic payment services. Usage-based fees are charged on a flat fee per transaction basis with no minimum usage commitments. We recognize revenue for usage-based services in the period the service is rendered. We generally invoice our customers for usage-based services on a monthly basis for services rendered in the preceding month. We also offer our customers assistance with on-boarding our core solutions, as well as website design services. These services are generally purchased as part of a subscription agreement, and are typically performed within the first several months of the arrangement. We recognize revenue for these one-time services upon completion of the related service. We generally invoice our customers for one-time services in advance of the services being completed. We recognize revenue when (i) there is persuasive evidence of an arrangement, (ii) our software solutions have been made available or delivered, or services have been performed, (iii) the amount of fees is fixed or determinable, and (iv) collectability is reasonably assured. Evidence of an arrangement generally consists of either a signed customer contract or an online click-through agreement. We consider that delivery of a solution or website has commenced once we provide the customer with access to use the solution or website. Fees are fixed based on rates specified in the subscription agreements, which do not provide for any refunds or adjustments. If collectability is not considered reasonably assured, revenue is deferred until the fees are collected. Some of our subscription agreements contain minimum cancellation fees in the event that the customer cancels the subscription early. As customers do not have the right to the underlying software code for our software solutions, our revenue arrangements are outside the scope of software revenue recognition guidance. Multiple-Deliverable Arrangements The majority of customer arrangements include multiple deliverables. We therefore recognize revenue in accordance with Accounting Standards Update (“ASU”) 2009-13, Revenue Recognition (Topic 605)-Multiple-Deliverable Revenue Arrangements-a Consensus of the Emerging Issues Task Force (“ASU 2009-13”). For multiple-deliverable arrangements, we first assess whether each deliverable has value to the customer on a standalone basis. We have determined that the subscription services related to our core solutions have value on a standalone basis because, once access is provided, they are fully functional and do not require additional development, modification or customization. Subscription services related to website hosting, insurance services and contact center services have value on a standalone basis as the services are sold separately by other vendors and are not essential to the functionality of the other deliverables. Usage-based services have value to the customer on a standalone basis as they are sold separately by other vendors and are not essential to the functionality of the other deliverables. The usage-based services are typically entered into subsequent to the initial customer arrangement. In multiple-deliverable arrangements that contain usage-based services, the customer has the option to purchase the services on an ad hoc basis, and payments are made when the services are rendered. The one-time services to assist our customers with on-boarding our core solutions, as well as website design services, have value on a standalone basis as these services do not require highly specialized or skilled individuals to perform them, are not essential to the functionality of our software solutions and may be performed by the customer or another vendor. Based on the standalone value of the deliverables, and since our customers do not have a general right of return, we allocate revenue among the separate non-contingent deliverables in a multiple-deliverable arrangement under the relative selling price method using the selling price hierarchy established in ASU 2009-13. Usage-based services are not included in the relative revenue allocation at the inception of the arrangement as they are contingent on the customer’s use of the applicable Value+ service. Usage-based services do not contain any significant incremental discounts. The ASU 2009-13 selling price hierarchy requires the selling price of each deliverable in a multiple-deliverable arrangement to be based on, in descending order, (i) vendor-specific objective evidence of fair value (“VSOE”), (ii) third-party evidence of fair value (“TPE”), or (iii) management’s best estimate of the selling price (“BESP”). For our core solutions, we have established VSOE based on our consistent historical pricing and discounting practices for customer renewals where the customer only subscribes to our core solutions. In establishing VSOE, the substantial majority of the selling prices for our core solutions fall within a reasonably narrow pricing range. For our Value+ services and services relating to on-boarding our core solutions, as well as website design services, we were not able to determine VSOE because they are not sold by us separately from other deliverables. In addition, we considered whether TPE existed for these services and determined TPE existed for our website hosting based on prices charged by other companies selling similar services separately. For our remaining services, the selling prices of other deliverables are based on BESP. The determination of BESP requires us to make significant judgments and estimates. We consider numerous factors, including the nature of the deliverables themselves, the market conditions and competitive landscape for the sale, internal costs, and our published pricing and discounting practices. We maintain pricing transparency and adhere to our published price lists in selling these services to our customers. We update our estimates of BESP on an ongoing basis as events and circumstances may require. After the contract value is allocated to each non-contingent deliverable in a multiple-deliverable arrangement based on the relative selling price, revenue is recognized for each deliverable based on the pattern in which the revenue is earned. For subscription services, revenue is recognized on a straight-line basis over the subscription period. For usage-based services, revenue is recognized as the services are rendered. For one-time services, revenue is recognized upon completion of the related services. We record amounts collected from our customers in advance of recognizing revenue as deferred revenue. Deferred revenue that will be recognized as revenue within one year from the respective balance sheet date is recorded as current deferred revenue and the remaining portion, if any, is recorded as noncurrent. Cost of Revenue Cost of revenue consists of personnel-related costs (including salaries, incentive-based compensation, benefits, and stock-based compensation) for our employees focused on customer service and the support of our operations, platform infrastructure costs (such as data center operations and hosting-related costs), fees paid to third-party service providers, payment processing fees, and allocated shared costs. We typically allocate shared costs across our organization based on headcount within the applicable part of our organization. Cost of revenue excludes depreciation of property and equipment, and amortization of capitalized software development costs and intangible assets. Sales and Marketing Sales and marketing expense consists of personnel-related costs (including salaries, sales commissions, incentive-based compensation, benefits, and stock-based compensation) for our employees focused on sales and marketing, costs associated with sales and marketing activities, and allocated shared costs. Marketing activities include advertising, online lead generation, lead nurturing, customer and industry events, industry-related content creation and collateral creation. Sales commissions and other incremental costs to acquire customers and grow adoption and utilization of our Value+ services by new and existing customers are expensed as incurred. We focus our sales and marketing efforts on generating awareness of our software solutions, creating sales leads, establishing and promoting our brands, and cultivating an educated community of successful and vocal customers. Advertising expenses were $3.6 million, $2.1 million and $1.3 million for the years ended December 31, 2015, 2014 and 2013, respectively, and are expensed as incurred. Research and Product Development Research and product development expense consists of personnel-related costs (including salaries, incentive-based compensation, benefits, and stock-based compensation) for our employees focused on research and product development, fees for third-party development resources, and allocated shared costs. Our research and product development efforts are focused on enhancing the ease of use and functionality of our existing software solutions by adding new core functionality, Value+ services and other improvements, as well as developing new products. We capitalize the portion of our software development costs that meets the criteria for capitalization. Amortization of software development costs is included in depreciation and amortization expense. General and Administrative General and administrative expense consists of personnel-related costs (including salaries, incentive-based compensation, benefits, and stock-based compensation) for employees in our executive, finance, information technology, or IT, human resources and administrative organizations. In addition, general and administrative expense includes fees for third-party professional services (including consulting, legal and audit services), other corporate expenses, and allocated shared costs. Depreciation and Amortization Depreciation and amortization expense includes depreciation of property and equipment, amortization of capitalized software development costs and amortization of intangible assets. We depreciate or amortize property and equipment, software development costs and intangible assets over their expected useful lives on a straight-line basis, which approximates the pattern in which the economic benefits of the assets are consumed. Stock-Based Compensation We account for stock-based compensation awards granted to employees and directors by recording compensation expense based on the awards’ grant-date estimated fair value, in accordance with ASC 718, Compensation-Stock Compensation (“ASC 718”). We estimate the fair value of restricted stock awards and restricted stock units ("RSU") based on the fair value of our common stock on the date of grant. We estimate the fair value of stock options using the Black-Scholes option-pricing model. Determining the fair value of stock options under this model requires highly subjective assumptions, including the fair value of the underlying common stock, the risk-free interest rate, the expected term of the award, the expected volatility of the price of our common stock, and the expected dividend yield of our common stock. These estimates involve inherent uncertainties and the application of management’s judgment. If we had made different assumptions, our stock-based compensation expense could have been materially different. These assumptions and estimates are as follows: Fair Value of Common Stock Prior to our IPO, there was no public market for our common stock and our board of directors determined the fair value of our common stock at the time of the grant of stock options and restricted stock awards by considering a number of objective and subjective factors, including our actual operating and financial performance, market conditions and performance of comparable publicly traded companies, developments and milestones in our company, the likelihood of achieving a liquidity event and transactions involving our convertible preferred stock, among other factors. The fair value of the underlying common stock was determined by our board of directors in accordance with applicable elements of the practice aid issued by the American Institute of Certified Public Accountants Valuation of Privately Held Company Equity Securities Issued as Compensation. In valuing our common stock at various dates, our board of directors determined our equity value generally using the income approach and the market comparable approach valuation methods. Once we determined our equity value, we used an option pricing method or the Probability Weighted Expected Return Method to allocate the equity value to preferred stock and common stock. Application of these approaches and methods involves the use of estimates, judgments and assumptions, such as future revenue, expenses and cash flows, selections of comparable companies, probabilities and timing of exit events, and other factors. Since our IPO in June 2015, the fair value of our common stock is based on the closing price of our common stock, as quoted on the NASDAQ Global Market, on the date of grant. Our board of directors grants stock options with exercise prices equal to the fair value of our common stock on the date of grant. Risk-Free Interest Rate The risk free interest rate assumption is based upon observed interest rates on United States government securities appropriate for the expected term of the stock option. Expected Term Given we do not have sufficient exercise history to develop reasonable expectations about future exercise patterns and post-vesting employment termination behavior, we determine the expected term using the simplified method, which is calculated as the midpoint of the stock option vesting term and the expiration date of the stock option. Expected Volatility We determine the expected volatility based on the historical average volatilities of publicly traded industry peers. We intend to continue to consistently apply this methodology using the same or similar public companies until a sufficient amount of historical information regarding the volatility of our own common stock price becomes available, unless circumstances change such that the identified companies are no longer similar to us, in which case, more suitable companies whose stock prices are publicly available would be utilized in the calculation. Expected Dividend Yield We have not paid and do not anticipate paying any cash dividends in the foreseeable future and, therefore, we use an expected dividend yield of zero. In addition to the assumptions used in the Black-Scholes option-pricing model, we also estimate a forfeiture rate to calculate our stock-based compensation expense for our awards. The forfeiture rate is based on an analysis of actual forfeitures. We will continue to evaluate the appropriateness of the forfeiture rate based on actual forfeiture experience, analysis of employee turnover, and other factors. Changes in the estimated forfeiture rate can have a significant impact on our stock-based compensation expense as the cumulative effect of adjusting the rate is recognized in the period the estimated forfeiture rate is changed. If a revised forfeiture rate is higher than the previously estimated forfeiture rate, an adjustment is made that will result in a decrease to our stock-based compensation expense recognized in our consolidated financial statements. If a revised forfeiture rate is lower than the previously estimated forfeiture rate, an adjustment is made that will result in an increase to our stock-based compensation expense recognized in our consolidated financial statements. Restricted Stock Units In September 2015, we began granting restricted stock units ("RSUs") with a total fixed dollar amount. The vesting of RSUs is in equal tranches over four annual periods. On the first day of each vesting period, the number of shares to be issued is determined by dividing the fixed dollar amount of the portion of the RSUs that vest in that tranche by the closing price of our Class A common stock on the vesting date. The fixed monetary amount is recognized as expense on a straight-line basis over the vesting period. The shares underlying the RSU grants are not issued and outstanding until the applicable vesting date. Income Taxes We account for income taxes in accordance with ASC 740, Income Taxes (“ASC 740”). ASC 740 requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of temporary differences between the carrying amounts and the tax bases of assets and liabilities. Deferred income tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect of a change in tax rates on deferred tax assets and liabilities is recognized in the consolidated statements of operations in the period that includes the enactment date. A valuation allowance is recorded when it is more likely than not that some of the deferred tax assets will not be realized. We recognize the tax benefit from an uncertain tax position only if it is more likely than not that the tax position will be sustained on examination by the taxing authorities, based on the technical merits of the position. The tax benefits recognized in our consolidated financial statements from such positions are then measured based on the largest benefit that has a greater than 50% likelihood of being realized. We recognize interest and penalties accrued with respect to uncertain tax positions, if any, in our provision for income taxes in the consolidated statements of operations. Net Loss per Share The following table presents a reconciliation of our weighted average number of Class A and Class B common shares used to compute net loss per share (in thousands):
Because we reported net losses for all periods presented, all potentially dilutive common stock equivalents are antidilutive for those periods and have been excluded from the calculation of net loss per share. The diluted net loss per a common share were the same for Class A and Class B common shares because they are entitled to the same liquidation and dividend rights. The following table presents the number of anti-dilutive shares excluded from the calculation of diluted net loss per share as of December 31, 2015 and 2014 (in thousands):
(1) The reported shares are based on a fixed price RSU commitment for which the number of shares has not been determined at the grant date. The shares disclosed in the table above are based on the closing price of our stock at December 31, 2015 divided by the future fixed price commitment to issue shares in the future. For additional information regarding the RSUs granted refer to Note 11, Stock-Based Compensation. Recent Accounting Pronouncements Under the Jumpstart our Business Startups Act (the “JOBS Act”), we meet the definition of an emerging growth company. We have irrevocably elected to opt out of the extended transition period for complying with new or revised accounting standards pursuant to Section 107(b) of the JOBS Act. In May 2014, the Financial Accounting Standards Board (“FASB”) issued ASU No. 2014-09, Revenue from Contracts with Customers (“ASU 2014-09”), which requires an entity to recognize the amount of revenue to which it expects to be entitled for the transfer of promised goods or services to customers. ASU 2014-09 will replace most existing revenue recognition guidance in GAAP when it becomes effective. ASU 2014-09 is effective on January 1, 2018. Early adoption is permitted as of January 1, 2017. The standard permits the use of either a retrospective or cumulative effect transition method. We have not determined which transition method we will adopt, nor have we determined the effect of this guidance on our financial condition, results of operations, cash flows or disclosures. In April 2015, the FASB issued ASU No. 2015-03, Interest— Imputation of Interest—Simplifying the Presentation of Debt Issuance Costs (“ASU 2015-03”), which requires an entity to record debt issuance costs in the balance sheet as a direct deduction of a recognized debt liability. ASU 2015-03 is effective for accounting periods beginning after December 15, 2015; however, early adoption is permitted. During the year ended December 31, 2015, we elected to adopt this guidance. The impact of the early adoption of this guidance was to record $0.4 million of third-party debt financing costs as a reduction in the outstanding amount of our prior term loan from Wells Fargo Bank, N.A. (“Wells Fargo”) in March 2015. The adoption of this guidance did not impact prior period financial statements as we had no debt outstanding. For additional information regarding the prior term loan with Wells Fargo, refer to Note 8, Long-term Debt. In May 2015, the FASB issued ASU 2015-09, Financial Services-Insurance (Topic 944): Disclosures about Short-Duration Contracts ("ASU 2015-09"), requires insurance entities to disclose for annual reporting periods information about the liability for unpaid claims and claim adjustment expenses. ASU 2015-09 is effective for public business entities for annual periods beginning after December 15, 2015, and interim periods within annual periods beginning after December 15, 2016. Early adoption is permitted. Management is assessing this guidance's impact to our disclosures within our financial statements as the guidance is disclosure related. In August 2015, the FASB issued ASU 2015-15, Interest - Imputation of Interest (Subtopic 835-30) - Presentation and Subsequent Measurement of Debt Issuance Costs Associated with Line of Credit Arrangements (Amendments to SEC Paragraphs Pursuant to Staff Announcement at June 18, 2015 EITF Meeting) (“ASU 2015-15”), which simplifies the presentation of debt issuance costs for line of credit arrangements since ASU 2015-03 did not address line of credit arrangements. ASU 2015-15 provides an update to ASU 2015-03 and allows for the debt issuance costs for line of credit arrangements to be classified as an asset. At December 31, 2015, we had an asset of $0.3 million remaining on our balance sheet for debt issuance costs associated with our line of credit with Wells Fargo. In September 2015, the FASB issued Accounting Standard Update (“ASU”) No. 2015-16, Business Combinations (Topic 805): Simplifying the Accounting for Measurement-Period Adjustments (“ASU 2015-16”). The amendments in ASU 2015-16 require that an acquirer recognize adjustments to estimated amounts that are identified during the measurement period in the reporting period in which the adjustment amounts are determined. The amendments require that the acquirer record, in the same period’s financial statements, the effect on earnings of changes in depreciation, amortization, or other income effects, if any, as a result of the change to the estimated amounts, calculated as if the accounting had been completed at the acquisition date. This ASU is effective for fiscal years beginning after December 15, 2015, including interim periods within those fiscal years and should be applied prospectively to adjustments to provisional amounts that occur after the effective date of this Update with earlier application permitted for financial statements that have not been issued. Management will apply this guidance should we have a measurement-period adjustment for the acquisition that occurred in April 2015. In November 2015, the FASB issued ASU No. 2015-17, Income Taxes (Topic 740): Balance Sheet Classification of Deferred Taxes. The amendments in ASU 2015-17 eliminates the current requirement for organizations to present deferred tax liabilities and assets as current and noncurrent in a classified balance sheet. Instead, organizations will be required to classify all deferred tax assets and liabilities as noncurrent. This ASU is effective for public business entities for financial statements issued for annual periods beginning after December 15, 2016, and interim periods within those annual periods. The amendments may be applied prospectively to all deferred tax liabilities and assets or retrospectively to all periods presented. If an entity applies the guidance retrospectively, the entity should disclose in the first interim and first annual period of change the nature of and reason for the change in accounting principle and quantitative information about the effects of the accounting change on prior periods. At December 31, 2015, we early adopted ASU 2015-17 and classified all of our deferred tax assets and liabilities as noncurrent, prospectively. The adoption of ASU 2015-17 did not impact our 2014 Consolidated Balance Sheet since we had a full valuation on our deferred tax assets and liabilities. In February of 2016, the FASB issued ASU No. 2016-02, "Leases (Topic 842)" ("ASU 2016-02"). Under ASU 2016-02, an entity will be required to recognize right-of-use assets and lease liabilities on its balance sheet and disclose key information about leasing arrangements. ASU 2016-02 offers specific accounting guidance for a lessee, a lessor and sale and leaseback transactions. Lessees and lessors are required to disclose qualitative and quantitative information about leasing arrangements to enable a user of the financial statements to assess the amount, timing and uncertainty of cash flows arising from leases. For public companies, ASU 2016-02 is effective for annual reporting periods beginning after December 15, 2018, including interim periods within that reporting period, and requires a modified retrospective adoption, with early adoption permitted. The Company will adopt this guidance beginning with its first quarter ending March 31, 2019. We are in the process of evaluating the future impact of ASU 2016-02 on its consolidated financial position, results of operations and cash flows. |
Acquisition of Rentlinx |
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Business Combinations [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Acquisition of RentLinx | Acquisition of RentLinx On April 1, 2015, we completed the acquisition of all of the membership interests of RentLinx, LLC (“RentLinx”), a San Diego, California-based company focused on developing a software platform that allows customers to advertise rental houses and apartments online. We acquired RentLinx to expand the Value+ services offered to our property manager customers, giving them the ability to better spend, track and optimize their marketing investments. We paid the sellers $4.1 million, of which $0.5 million was placed into escrow to cover potential indemnification claims relating to breaches of representations, warranties and covenants. We also agreed to pay an additional amount of approximately $1.1 million to certain individuals subject to their continued employment with us, which was recorded as an expense over the service period and was paid in October 2015. All transaction costs were expensed in the period incurred and were approximately $0.3 million. The goodwill related to our RentLinx acquisition is attributable to synergies expected from the acquisition and assembled workforce. The goodwill is deductible for income tax purposes. The following table summarizes the purchase price allocation (in thousands):
We are not providing pro forma and current period financial information for this acquisition as it is not material to our Consolidated Financial Statements. |
Investment Securities and Fair Value Measurements |
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Fair Value Disclosures [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Investment Securities and Fair Value Measurements | Investment Securities and Fair Value Measurements Investment Securities Investment securities classified as available-for-sale consist of the following at December 31, 2015 (in thousands):
We did not have investment securities at December 31, 2014. We had certain investment securities in an unrealized loss position at December 31, 2015, and we have held these securities for less than six months. These unrealized loss positions are considered temporary and there were no impairments considered "other-than-temporary" as it is more likely than not we will hold the securities until maturity or a recovery of the cost basis. At December 31, 2015, the contractual maturities of our investments did not exceed 36 months. The fair values of available-for-sale investments, by remaining contractual maturity, are as follows (in thousands):
During the year ended December 31, 2015, we had sales and maturities of (in thousands):
For the year ended December 31, 2015, we received interest income net of the amortization and accretion of the premium and discount of $217,000. Fair Value Measurements The following table summarizes our financial assets and liabilities measured at fair value on a recurring basis as of December 31, 2015 and 2014 by level within the fair value hierarchy. Financial assets and financial liabilities are classified in their entirety based on the lowest level of input that is significant to the fair value measurement (in thousands):
Cash Equivalents As of December 31, 2015 and 2014, cash equivalents include cash invested in money market funds. Market prices are based on market prices for identical assets. Available-for-Sale - Investment Securities The fair value of our investment securities is based on pricing determined using inputs other than quoted prices that are observable either directly or indirectly such as yield curve, volatility factors, credit spreads, default rates, loss severity, current market and contractual prices for the underlying instruments or debt, broker and dealer quotes, as well as other relevant economic measures. Contingent Consideration Contingent consideration payable in connection with acquisitions is measured at fair value each period and is based on significant inputs not observable in the market, which represents a Level 3 measurement within the fair value hierarchy. The valuation of contingent consideration uses assumptions we believe would be made by a market participant. We assessed these estimates on an on-going basis as additional data impacting the assumptions become available. Changes in the fair value of contingent consideration related to updated assumptions and estimates were recognized within general and administrative expense in the Consolidated Statements of Operations. We determined the fair value of the contingent consideration using the probability weighted discounted cash flow method. The significant inputs used in the fair value measurement of contingent consideration were the probability of achieving revenue thresholds and determining discount rates. The following table summarizes the changes in contingent consideration liability (in thousands):
The contingent consideration liability was recorded in other current liabilities on the accompanying Consolidated Balance Sheets as of December 31, 2014. On May 6, 2015, we paid the final earn-out payment in the amount of $2.4 million. There were no changes to our valuation techniques used to measure asset and liability fair values on a recurring basis during the years ended December 31, 2015, 2014 and 2013. The carrying amounts of cash equivalents, restricted cash, accounts receivable, accounts payable and accrued liabilities approximate fair value because of the short maturity of these items. The carrying value of our SecureDocs’ note receivable approximates its fair value based on a discounted cash flow analysis and is a level 3 measurement. Certain assets, including goodwill and intangible assets, are also subject to measurement at fair value on a non-recurring basis if they are deemed to be impaired as a result of an impairment review. For the year ended December 31, 2015, no impairments were identified on those assets required to be measured at fair value on a non-recurring basis. |
Property and Equipment |
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Property, Plant and Equipment [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Property and Equipment | Property and Equipment Property and equipment consists of the following as of December 31, 2015 and 2014 (in thousands):
Depreciation expense for property and equipment totaled $1.4 million, $0.9 million, and $0.5 million for the years ended December 31, 2015, 2014 and 2013, respectively. As of December 31, 2015 and 2014, capital leases are included in property and equipment with a cost basis of $82,000. Accumulated depreciation on property and equipment under capital leases as of December 31, 2015 and 2014 was $57,000 and $21,000, respectively. |
Internal-Use Software Development Costs |
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Research and Development [Abstract] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Internal-Use Software Development Costs | Internal-Use Software Development Costs Internal-use software development costs were as follows (in thousands):
Capitalized software development costs were $8.0 million, $4.6 million and $2.4 million for the years ended December 31, 2015, 2014 and 2013, respectively. Amortization expense with respect to software development costs totaled $3.5 million, $2.0 million and $1.5 million for the years ended December 31, 2015, 2014, and 2013, respectively. Future amortization expense with respect to capitalized software development costs as of December 31, 2015 is estimated as follows (in thousands):
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Goodwill and Intangible Assets |
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Goodwill and Intangible Assets Disclosure [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Goodwill and Intangible Assets | Goodwill and Intangible Assets Goodwill activity for the year ended December 31, 2015 is as follows (in thousands):
Intangible assets consisted of the following as of December 31, 2015 and 2014 (in thousands, except years):
A summary of the activity within our intangible assets since December 31, 2014 is as follows (in thousands):
Amortization expense totaled $1.3 million, $0.9 million and $0.9 million for the twelve months ended December 31, 2015, 2014 and 2013, respectively. Amortization expense for each of the five fiscal years through December 31, 2020 and thereafter is estimated as follows (in thousands):
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Long-term Debt |
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Dec. 31, 2015 | |
Debt Disclosure [Abstract] | |
Long-term Debt | Long-term Debt Credit Agreement On March 16, 2015, we entered into a credit facility (the “Credit Facility”) comprised of a $10.0 million term loan (the “Term Loan”), and a $2.5 million revolving line of credit (the “Revolving Facility”) with Wells Fargo. In March 2015, we borrowed $10.0 million under the Term Loan. On July 16, 2015, we made an optional prepayment in full of the Term Loan and we became obligated to pay the related $0.2 million prepayment premium. Wells Fargo agreed with us that the prepayment premium would not be payable until the earlier of September 1, 2015 (which was subsequently extended to October 9, 2015) and the date we terminated the Revolving Facility in full (the earliest of those dates being referred to as the “Due Date”). Wells Fargo further agreed with us that if we entered into an amended revolving credit facility with them by October 9, 2015, and we agreed to pay them a closing fee of at least $0.1 million in connection with the new credit facility before the Due Date, they would waive the $0.2 million prepayment premium. On October 9, 2015, we entered into Amendment Number One to Credit Agreement, which amended the terms of that certain Credit Agreement, dated March 16, 2015, entered into by and among us, Wells Fargo, as administrative agent, and the lenders that are parties thereto (as amended, the “Credit Agreement”). Under the terms of the Credit Agreement, the lenders made available to us a $25.0 million revolving line of credit (the “New Revolving Facility”). Subject to customary terms and conditions, we can seek to increase the principal amount of indebtedness available under the Credit Agreement by up to $10.0 million, in the form of revolving commitments or term loan debt, although the lenders are under no obligation to make additional amounts available to us. Borrowings under the Revolving Facility are subject to the satisfaction of customary conditions. Borrowings under the New Revolving Facility bear interest at a fluctuating rate per annum equal to, at our option, (i) a base rate equal to the highest of (a) the federal funds rate plus 1/2 of 1%, (b) the London Interbank Offered Rate (“LIBOR”) for a one-month interest period plus 1% and (c) the rate of interest in effect for such day as publicly announced from time to time by Wells Fargo as its prime rate, in each case plus an applicable margin of 1.5%, or (ii) LIBOR for the applicable interest period plus an applicable margin of 2.5%. Interest is due and payable monthly. We are also required to pay a commitment fee equal to 0.25% per annum of the unused portion of the New Revolving Facility if revolver usage is above $10.0 million, or 0.375% per annum of the unused portion of the New Revolving Facility if revolver usage is less than or equal to $10.0 million. The New Revolving Facility matures on October 9, 2020. However, we can make payments on, and cancel in full, the New Revolving Facility at any time without premium or penalty. The Credit Agreement contains customary affirmative, negative and financial covenants. The affirmative covenants require us to, among other things, disclose financial and other information to the lenders, maintain its business and properties, and maintain adequate insurance. The negative covenants restrict us from, among other things, incurring additional indebtedness, prepaying certain types of indebtedness, encumbering or disposing of its assets, making fundamental changes to its corporate structure, and making certain dividends and distributions. The financial covenants require us to maintain liquidity of not less than $12.5 million and, to the extent liquidity is determined to be below $25.0 million, to comply with a maximum senior leverage ratio. At December 31, 2015, we were in compliance with the affirmative and financial covenants of the Credit Agreement. As of December 31, 2015, there was an outstanding balance of $12,000 under the Credit Agreement. Debt Financing Costs Debt financing costs are deferred and amortized, using the effective interest method for costs related to the Term Loan and the straight-line method for costs related to the Revolving Facility. We incurred fees to Wells Fargo attributable to the Term Loan of $0.3 million and other third-party debt financing costs of $0.1 million, which were recorded as a reduction of the carrying amount of the Term Loan. Amortization of such costs is included in interest expense. When the Term Loan was repaid prior to the maturity date, the unamortized debt financing costs related to the Term Loan of $0.4 million were expensed as interest expense. Total interest expense for the year ended December 31, 2015 was $0.8 million. In conjunction with the amendment to our Credit Agreement for the New Revolving Facility, we incurred costs to process the amendment and we capitalized additional costs of $0.2 million. These additional costs were added to the unamortized debt financing costs from the original Revolving Facility of $0.1 million and are amortized using a straight-line method over the term of the Revolving Facility's commitment. The total unamortized debt financing costs for the amended Revolving Facility of $0.3 million were recorded within Other assets at December 31, 2015. |
Commitment and Contingencies |
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Commitments and Contingencies Disclosure [Abstract] | |||||||||||||||||||||||||||||||||||||||||
Commitments and Contingencies | Commitments and Contingencies Lease Obligations As of December 31, 2015, we had operating lease obligations of approximately $7.4 million through 2022. A summary of our future minimum payments for obligations under non-cancellable operating leases were as follows (in thousands):
We recorded rent expense of $1.2 million, $1.0 million and $0.8 million for the twelve months ended December 31, 2015, 2014 and 2013, respectively. In January 2016, we signed a new lease for 14,478 square feet that will replace our existing office in San Diego. The aggregate annual payments under the new lease will be approximately $0.4 million and are subject to annual increases over the lease term, which expires in February 2021, approximately. In February 2016, we signed an amendment to our existing lease at 90 Castilian Drive in Santa Barbara, California which increased the square footage leased by approximately 9,449 square feet. With this amendment, our total leased square feet at this location increased to 35,949. The aggregate annual lease payments under this lease increased our annual commitments by approximately, $164,000, and are subject to annual increases over the term of the lease, which expires in November 2020. Insurance We have a wholly owned subsidiary, Terra Mar Insurance Company, Inc. (“Terra Mar”), which was established to provide our customers with the option to purchase tenant liability insurance. If our customers choose to use our insurance services, they are issued an insurance policy underwritten by our third-party service provider. The policy has a limit of $100,000 per incident for each insured residence. We have entered into a reinsurance agreement with our third-party service provider and, as a result, we assume a 100% quota share of the tenant liability insurance provided to our customers through our third-party service provider. Included in cost of revenue we accrue for reported claims and an estimate of losses incurred but not reported by our property manager customers, as we bear the risk related to claims. Our liability for reported claims and incurred but not reported claims as of December 31, 2015 and 2014 was $0.5 million and $0.3 million, respectively, and is included in other current liabilities on the Consolidated Balance Sheets. Included in other current assets as of December 31, 2015 and 2014 are $1.0 million and $0.6 million, respectively, of deposits held with a third party related to requirements to maintain collateral for our insurance services. Litigation From time to time, we may become subject to legal proceedings, claims and litigation arising in the ordinary course of business. We are not currently a party to any legal proceedings, nor are we aware of any pending or threatened litigation, that would have a material adverse effect on our business, operating results, cash flows or financial condition should such litigation be resolved unfavorably. In May 2015, we paid the final earn-out payment relating to the acquisition of MyCase, Inc. of $2.4 million. On May 26, 2015, we received a letter from counsel for a former shareholder of MyCase alleging that we failed to make commercially reasonable efforts to cause the maximum earn-out of $6.6 million to be earned. This amount represents the maximum earn-out that could potentially have been earned by all former MyCase shareholders. The former shareholder also stated that he intends to pursue punitive damages. We believe the allegations are without merit and we plan to vigorously defend against them. Based on information currently available, we have determined that a loss is not probable, and the amount of any possible loss or range of possible loss is not reasonably estimable and we have therefore not established a reserve or a range of possible loss. Indemnification In the ordinary course of business, we may provide indemnification of varying scope and terms to customers, investors, directors and officers with respect to certain matters, including, but not limited to, losses arising out of our breach of any applicable agreements, services to be provided by us, or intellectual property infringement claims made by third parties. These indemnification provisions may survive termination of the underlying agreement and the maximum potential amount of future payments we could be required to make under these indemnification provisions may not be subject to maximum loss clauses. The maximum potential amount of future payments we could be required to make under these indemnification provisions is indeterminable. We have never paid a material claim, nor have we been sued in connection with these indemnification arrangements. As of December 31, 2015 and 2014, we had not accrued a liability for these indemnification arrangements because we have determined that the likelihood of incurring a payment obligation, if any, in connection with these indemnification arrangements is not probable or reasonably possible and the amount or range of amounts of any such liability is not reasonably estimable. |
Stockholders' Equity (Deficit) |
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Dec. 31, 2015 | |
Equity [Abstract] | |
Stockholders' Equity (Deficit) | Stockholders’ Equity (Deficit) Amended and Restated Certificate of Incorporation Upon the effectiveness of the Amended and Restated Certificate of Incorporation of the Company on June 25, 2015, the number of shares of capital stock that is authorized to be issued was increased to 325,000,000 shares, of which 250,000,000 shares are Class A common stock, 50,000,000 shares are Class B common stock and 25,000,000 are undesignated preferred stock. The Class A common stock, Class B common stock and preferred stock have a par value of $0.0001 per share. At December 31, 2015, there were 9,005,000 of Class A common shares outstanding, 24,541,000 of Class B shares outstanding and no preferred shares outstanding. Class A Common Stock and Class B Common Stock Except for voting rights, or as otherwise required by applicable law, the shares of our Class A common stock and Class B common stock have the same powers, preferences and rights and rank equally, share ratably and are identical in all respects as to all matters. The rights and preferences are as follows: Dividend Rights. Subject to preferences that may apply to any shares of preferred stock outstanding at the time, the holders of outstanding shares of our Class A common stock and Class B common stock are entitled to receive dividends out of funds legally available at the times and in the amounts that our board of directors may determine. Voting Rights. The holders of our Class A common stock are entitled to one vote per share, and holders of our Class B common stock are entitled to 10 votes per share. The holders of our Class A common stock and Class B common stock will vote together as a single class on all matters submitted to a vote of our stockholders, unless otherwise required by Delaware law or our amended and restated certificate of incorporation. Delaware law could require either holders of our Class A common stock or holders of our Class B common stock to vote separately. In addition, our amended and restated certificate of incorporation requires the approval of the holders of at least a majority of the outstanding shares of our Class B common stock, voting as a separate class to approve a change-in-control transaction. Conversion. Each share of our Class B common stock is convertible at any time at the option of the holder into one share of our Class A common stock. In addition, each share of our Class B common stock will convert into one share of our Class A common stock upon any transfer, whether or not for value, except for certain transfers described in our amended and restated certificate of incorporation, including, without limitation, (i) a transfer by a partnership or limited liability company that was a registered holder of our Class B common stock at the “effective time,” as defined in our amended and restated certificate of incorporation, to a partner or member thereof at the effective time or (ii) a transfer to a “qualified recipient,” as defined in our amended and restated certificate of incorporation. All the outstanding shares of our Class B common stock will convert automatically into shares of our Class A common stock upon the date when the number of outstanding shares of our Class B common stock represents less than 10% of all outstanding shares of our Class A common stock and Class B common stock. Once converted into our Class A common stock, our Class B common stock may not be reissued. Right to Receive Liquidation Distributions. Upon our dissolution, liquidation or winding-up, the assets legally available for distribution to our stockholders are distributable ratably among the holders of our Class A common stock and Class B common stock, subject to prior satisfaction of all outstanding debt and liabilities and the preferential rights and payment of liquidation preferences, if any, on any outstanding shares of preferred stock. Reverse Stock Split On June 4, 2015, we effected a one-for-four reverse split of our common stock and a proportional adjustment to the conversion ratio of our convertible preferred stock. The par value and the number of authorized shares of our common stock and convertible preferred stock were not adjusted as a result of the reverse split. All share, per share and related information presented in these Consolidated Financial Statements and accompanying notes has been retroactively adjusted, where applicable, to reflect the impact of the reverse stock split, including an adjustment to the preferred stock conversion ratio. Initial Public Offering - Class A Common Stock On June 30, 2015, we completed an initial public offering (“IPO”) of our Class A common stock. In connection with the offering, we sold 6,200,000 shares of common stock at $12.00 per share for aggregate net proceeds of $65.1 million after underwriting discounts and commissions and offering expenses. Upon the closing of the offering, all shares of our convertible preferred stock and common stock held prior to the offering were converted into shares of Class B common stock. On July 8, 2015, in connection with the exercise of an overallotment option granted to the underwriters, we sold 930,000 additional shares of our Class A common stock to the underwriters at the public offering price of $12.00 per share, resulting in an additional $10.4 million in net proceeds, after deducting underwriting discounts and commissions. As a result, the aggregate net proceeds to us from the sale of shares in the IPO were approximately $75.4 million. Preferred Stock Effective upon the filing of our amended and restated certificate of incorporation in June 2015, no shares of preferred stock were outstanding because all outstanding shares of our convertible preferred stock converted into our Class B common stock. Pursuant to the terms of our amended and restated certificate of incorporation, our board of directors will be authorized, subject to limitations prescribed by Delaware law, to issue up to 25,000,000 shares of our preferred stock in one or more series, to establish from time to time the number of shares to be included in each series, and to fix the designation, powers, preferences and rights of the shares of each series and any of its qualifications, limitations or restrictions, in each case without further action by our stockholders. The number of authorized shares of any series of preferred stock may be increased or decreased, but not below the number of shares of that series then outstanding, by the affirmative vote of the holders of a majority of the voting power of our outstanding capital stock entitled to vote thereon, or such other vote as may be required by the certificate of designation establishing the series. Convertible Preferred Stock Prior to IPO Up until our IPO, we had authorized preferred stock consists of Series A convertible preferred stock (“Series A”), Series B convertible preferred stock (“Series B”), Series B-1 convertible preferred stock (“Series B-1”), Series B-2 convertible preferred stock (“Series B-2”) and Series B-3 convertible preferred stock (“Series B-3”) (collectively the “preferred stock prior to IPO”). Each preferred stockholder was entitled to the number of votes equal to the number of shares of common stock into which each preferred share was convertible at the time of such vote. The preferred stock was also entitled to receive non-cumulative dividends, when and if declared by our board of directors. No dividends were declared by our board of directors. In the event of a liquidation, the preferred stock was entitled to receive prior to payment of any amounts to the common stockholders the greater of (i) the original issuance price plus any declared but unpaid dividends or (ii) such amount per share as would have been payable had all shares of preferred stock been converted into common stock immediately prior to such liquidation, dissolution or winding up. The preferred stock was convertible into common stock at the option of the holder or automatically upon a qualified initial public offering. The preferred stock automatically converted to Class B common upon the Company's initial public offering. The liquidation preference provisions of the convertible preferred stock prior to IPO are considered contingent redemption provisions because there are certain elements that were not solely within our control, such as a change in control. Accordingly, we presented the convertible preferred stock prior to IPO within the mezzanine portion of the consolidated balance sheets. |
Stock-Based Compensation |
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Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Stock-Based Compensation | Stock-Based Compensation Stock Options 2015 Stock Incentive Plan In conjunction with our IPO, our board of directors and stockholders adopted the 2015 Stock Incentive Plan or "2015 Plan." We have reserved an aggregate of 2,000,000 shares of our Class A common stock for issuance under the 2015 Plan. The number of shares reserved for issuance will increase automatically on January 1 of each calendar year beginning in 2016 and continuing through 2025 by the lesser of (i) the number of shares of our Class A common stock subject to awards granted under the 2015 Plan during the preceding calendar year, or (ii) the number of shares of our Class A common stock determined by our board of directors. The number of shares of our Class A common stock is also subject to adjustment in the event of a recapitalization, stock split, reclassification, stock dividend or other change in our capitalization. The 2015 Plan authorizes the award of stock options, stock appreciation rights ("SARs"), restricted stock awards ("RSAs"), restricted stock units ("RSUs"), performance awards and stock bonuses. The 2015 Plan provides for the grant of awards to our employees, directors, consultants and independent contractors, subject to certain exceptions. Under the 2015 Plan, stock options, RSAs and RSUs have been issued during 2015. Stock options may vest based on the passage of time or the achievement of performance conditions in the discretion of our compensation committee. Our compensation committee may provide for stock options to be exercised only as they vest or to be immediately exercisable with any shares issued on exercise being subject to our right of repurchase that lapses as the shares vest. The maximum term of stock options granted under the 2015 Plan is 10 years. We have not issued any stock option grants with performance conditions. RSUs represent the right on the part of the holder to receive shares of our Class A common stock at a specified date in the future, subject to forfeiture of that right due to termination of employment. If an RSU has not been forfeited, then, on the specified date, we will deliver to the holder of the RSU shares of our Class A common stock, cash or a combination of cash and shares of our Class A common stock. 2007 Stock Incentive Plan On February 14, 2007, our board of directors adopted the 2007 Stock Incentive Plan (the “2007 Plan”) as an amendment and restatement to an original 2006 Equity Incentive Plan and was most recently amended in July 2014. Under the 2007 Plan, the number of shares of our common stock to be granted or subject to options or rights may not exceed 4.3 million. The 2007 Plan was administered by our board of directors, which determines the terms and conditions of each grant. Employees, officers, directors and consultants are eligible to receive stock options and stock awards under the 2007 Plan. The aggregate number of shares available under the 2007 Plan and the number of shares subject to outstanding options automatically adjusts for any changes in the outstanding common stock by reason of any recapitalization, spin-off, reorganization, reclassification, stock dividend, stock split, reverse stock split, or similar transaction. The exercise price of incentive stock options may not be less than the fair value of our common stock at the date of grant. The exercise price of incentive stock options granted to individuals that own greater than 10% of our voting stock may not be less than 110% of the fair value of our common stock at the date of grant. The term of each stock option cannot exceed ten years. Our board of directors will determine the vesting terms of all stock options. Generally, our board of directors has granted options with vesting terms of four years and contractual terms of ten years. A summary of our stock option activity for the year ended December 31, 2015 is as follows (number of shares in thousands):
(1) Included in the options exercisable are 101,000 shares which have an early exercise option. The weighted average exercise price of these options are $5.64 per share and the weighted average contractual life in years are 9.1 years. The fair value of stock options granted is estimated on the date of grant using the Black-Scholes option-pricing model. Our stock-based compensation expense for stock options for the years ended December 31, 2015, 2014 and 2013 was $723,000, $141,000 and $84,000, respectively. The following table summarizes information relating to our stock options granted during the years ended December 31, 2015, 2014 and 2013:
As of December 31, 2015, the total remaining stock-based compensation expense for unvested stock options was $2.6 million, which is expected to be recognized over a weighted average period of 3.2 years. The total intrinsic value of options exercised in 2015, 2014 and 2013 was $3.1 million, $0.4 million and $0.2 million, respectively. This intrinsic value represents the difference between the fair market value of our common stock on the date of exercise and the exercise price of each option. Based on the fair value of our common stock as of December 31, 2015, the total intrinsic value of all outstanding options was $11.0 million. The total intrinsic value of exercisable options as of December 31, 2015 was $5.4 million. The total intrinsic value of options vested and expected to vest as of December 31, 2015 was $10.5 million. There were no excess tax benefits realized for the tax deductions from stock options exercised during the years ended December 31, 2015, 2014 and 2013. Restricted Stock Awards A summary of activity in connection with our restricted stock awards for the year ended December 31, 2015 is as follows (number of shares in thousands):
We have the right to repurchase any unvested restricted stock granted upon termination of employment. Restricted stock vests over a four-year period for employees and over a one-year period for non-employee directors. For the years ended December 31, 2015, 2014 and 2013, we recognized stock-based compensation expense for restricted stock awards of $381,000, $804,000 and $163,000, respectively. The fair value of the shares vested during 2015 was $160,000. As of December 31, 2015, the total remaining stock-based compensation expense for unvested restricted stock awards was $0.4 million, which is expected to be recognized over a weighted average period of 1.5 years. Certain key employees, including officers, purchased shares of restricted stock in exchange for promissory notes in our favor, bearing interest at rates ranging from 0.87% to 5.09% per annum. The principal amounts of certain notes were automatically forgiven under the terms of the notes over the vesting period of the restricted stock, provided the employee continued providing services to us through the forgiveness dates. For accounting purposes, these notes were considered non-substantive and the notes were not reflected in our Consolidated Financial Statements. Other notes were considered nonrecourse notes, as the notes were in substance collateralized only by the shares of our common stock underlying the restricted stock awards. The notes were considered stock options for accounting purposes, and were not recorded in the consolidated balance sheets. Total notes receivable as of December 31, 2013 were $1.1 million. In 2014, the nonrecourse notes were in substance forgiven as we paid a bonus plus applicable tax withholdings to the employees and the employees used the bonus to repay the notes in full. The forgiveness of the nonrecourse notes during the year ended December 31, 2014 was considered a modification to the underlying terms of the stock options, which resulted in additional stock-based compensation expense of $0.7 million, which was recorded in the year ended December 31, 2014, and $0.1 million, which will be recorded over the remaining vesting period of the restricted stock awards. As of December 31, 2015 and 2014, no employee notes were outstanding. Restricted Stock Units During 2015, we began granting restricted stock units ("RSUs") with a total fixed monetary amount of $970,000 that vest in equal tranches over four annual periods. On the first day of each vesting period, the number of shares to be issued in respect of the RSUs is determined by dividing the value of the portion of the RSUs that vest in that tranche by the closing price of our Class A common stock on the vesting date. The shares underlying this grant are not issued and outstanding until the applicable vesting date. During 2015, 17,000 shares of RSUs were awarded with a weighted average grant date fair value of $15.45 per a share. Of the 17,000 shares awarded, we expect 16,000 shares to vest. We recognized stock-based compensation expense for these RSUs of $70,000 for the year ended December 31, 2015. As of December 31, 2015, the total remaining stock-based compensation expense for these RSUs was $0.9 million, which is expected to be recognized over a weighted average period of 3.7 years. |
Business Disposition |
12 Months Ended |
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Dec. 31, 2015 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Business Disposition | Business Disposition In December 2013, we sold and licensed certain assets of our secure data room product to SecureDocs, a newly formed C-corporation led by our former employees. As consideration, we received a (i) 20% nondilutive common stock interest in SecureDocs, (ii) $2.0 million promissory note payable upon the earlier of (a) a sale of SecureDocs, (b) the ninth anniversary of the transaction, or (c) bankruptcy, insolvency or other liquidation or dissolution of SecureDocs, and (iii) the right of first refusal to purchase SecureDocs in the event that an offer to purchase SecureDocs is made by a third party. The disposition of this business was accounted for as a change in interest due to our loss of control over SecureDocs. We derecognized the carrying value of the SecureDocs’ net assets and liabilities of $0.1 million and recognized the fair value of the consideration received of approximately $0.4 million resulting in a gain of $0.3 million, which is included in other income (expense), net in the consolidated statements of operations. The fair value of the consideration received was estimated using a discounted cash flow analysis. At December 31, 2015, the note receivable of $0.3 million (net of allowance of $1.7 million) was reflected in Other assets in our Consolidated Balance Sheets and the carrying value of the equity-method investment in SecureDocs is $0. |
Income Taxes |
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Income Tax Disclosure [Abstract] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Income Taxes | Income Taxes For the year ended December 31, 2015, we recorded income tax expense of $75,000 associated with state minimum taxes and the amortization of tax deductible goodwill that is not an available source of income to realize the deferred tax asset. We had no provision for income taxes for the years ended December 31, 2014 and 2013, because we have incurred losses and maintain a full valuation allowance against our net deferred tax assets. Our effective tax rate differs from the U.S. Federal statutory rate of 34% primarily because our losses have been offset by a valuation allowance due to uncertainty as to the realization of those losses. Set forth below is a reconciliation of the components that caused our provision for income taxes to differ from amounts computed by applying the U.S. Federal statutory rate of 34% for the years ended December 31, 2015, 2014 and 2013:
The components of deferred tax assets (liabilities) were as follows (in thousands):
As of December 31, 2015, we had federal net operating losses of $74.2 million, which will begin to expire in 2027. As of December 31, 2015, we had state net operating losses of $47.2 million, which will begin to expire in 2017. As of December 31, 2015, we also had federal and state research and development credit carryforwards of $2.8 million and $2.9 million, respectively. The federal credit carryforwards will begin to expire in 2027, while the state credit carry forwards will begin to expire in 2035. The Internal Revenue Code of 1986, as amended (“IRC”), imposes substantial restrictions on the utilization of net operating losses and other tax attributes in the event of an “ownership change” of a corporation. Accordingly, a company’s ability to use pre-change net operating loss and research tax credits may be limited as prescribed under IRC Section 382. Events which may cause limitation in the amount of the net operating losses and credits that we utilize in any one year include, but are not limited to, a cumulative ownership change of more than 50% over a three-year period. Due to the effects of historical equity issuances and the current year IPO, utilization of our net operating losses may be limited pursuant to IRC Section 382. The IRC Section 382 limitation is not expected to have a material effect on our financial statements. Management assesses the available positive and negative evidence to estimate if sufficient future taxable income will be generated to use the existing deferred tax assets. A significant piece of objective negative evidence evaluated was the cumulative loss incurred through December 31, 2015. Such objective evidence limits the ability to consider other subjective positive evidence such as its future income projections. On the basis of this evaluation, as of December 31, 2015, a valuation allowance of $25.9 million has been recorded since it is more likely than not that the deferred tax assets will not be realized. The change in the valuation allowance for the years ended December 31, 2015, 2014 and 2013 was as follows (in thousands):
The following is a reconciliation of the total amounts of unrecognized tax benefits (in thousands):
The unrecognized tax benefits are recorded as a reduction to the deferred tax assets. Since there is a full valuation allowance recorded against the deferred tax assets, the recognition of previously unrecognized tax benefits on uncertain positions would result in no impact to the effective tax rate. As of December 31, 2015 and 2014, we had no accrued interest and penalties related to uncertain income tax positions. We do not anticipate that the amount of unrecognized tax benefits will significantly increase or decrease within the next 12 months. We are subject to taxation in the United States and various states. Due to the presence of net operating loss carryforwards, the years ended December 31, 2012 through 2015 remain open to examination by the Internal Revenue Service (“IRS”) and the years ended December 31, 2011 through 2015 remain open to examination by state taxing authorities. We are not currently under audit by any taxing authorities. |
Revenue and Other Information |
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Segment Reporting [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Revenue and Other Information | Revenue and Other Information Our chief operating decision maker reviews separate revenue information for our core solutions, Value+ and other service offerings as a measure of growth in the number of our customers and growth in the adoption and utilization of our core solutions and Value+ services by new and existing customers. The following table presents our revenue categories for the years ended December 31, 2015, 2014 and 2013 (in thousands):
Value+ services presented in the table above include subscriptions to website hosting services and contact center services. Other services included above are for one-time services related to on-boarding our core solutions, website design services and revenue related to RentLinx online marketing services. Our revenue is generated primarily from U.S. customers. All of our property and equipment is located in the U.S. |
Retirement Plans |
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Dec. 31, 2015 | |
Compensation and Retirement Disclosure [Abstract] | |
Retirement Plans | Retirement Plans We have a 401(k) retirement and savings plan made available to all employees. The 401(k) plan allows each participant to contribute up to an amount not to exceed an annual statutory maximum. We may, at our discretion, make matching contributions to the 401(k) plan. We are responsible for the administrative costs of the 401(k) plan. We have not made any contributions to the 401(k) plan since inception. |
Subsequent Events |
12 Months Ended |
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Dec. 31, 2015 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent Events On January 25, 2016, we signed a new lease for offices located in San Diego, California and on February 25, 2016, we signed an amendment to our existing lease in Santa Barbara, California. For additional information regarding these lease amendments, refer to Note 9, Commitments and Contingencies. |
Summary of Significant Accounting Policies (Policies) |
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Accounting Policies [Abstract] | ||||||||||||||||||||||
Principles of Consolidation | Principles of Consolidation The accompanying Consolidated Financial Statements include the operations of AppFolio, Inc. and its wholly owned subsidiaries. All intercompany balances and transactions have been eliminated in consolidation. Our investment in SecureDocs, Inc. (“SecureDocs”) is accounted for under the equity method of accounting as we have the ability to exert significant influence, but do not control and are not the primary beneficiary of the entity. Our proportional share of earnings or losses of SecureDocs is included in other income (expense), net in the consolidated statements of operations. Our investment in SecureDocs and our share of its losses are not material individually or in the aggregate to our financial position, results of operations or cash flows for any period presented. |
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Use of Estimates | Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the dates of the financial statements, and the reported amounts of revenues and expenses during the reporting period. Actual results could differ materially from those estimates. On an ongoing basis, management evaluates its estimates based on historical data and experience, as well as various other factors that management believes to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying value of assets and liabilities that are not readily apparent from other sources. |
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Segment Information | Segment Information Our chief operating decision maker (“CODM”) reviews financial information presented on an aggregated and consolidated basis, together with revenue information for our core solutions, Value+ and other service offerings, principally to make decisions about how to allocate resources and to measure our performance. Management has determined that it has one operating segment. |
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Concentrations of Credit Risk | Concentrations of Credit Risk Financial instruments that potentially subject us to credit risk consist principally of cash, accounts receivable, investment securities and notes receivable. At times, we maintain cash balances at financial institutions in excess of amounts insured by United States government agencies or payable by the United States government directly. We place our cash with high credit, quality financial institutions. We invest in investment securities with a minimum rating of A by Standard & Poor's and A-1 by Moody's and regularly monitor our investment security portfolio for changes in credit ratings. Concentrations of credit risk with respect to accounts receivable and revenue are limited due to a large, diverse customer base. |
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Fair Value Measurements | Fair Value Measurements Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Valuation techniques used to measure fair value must maximize the use of observable inputs and minimize the use of unobservable inputs. Accounting Standard Codification (“ASC”) 820, Fair Value Measurements and Disclosures (“ASC 820”), describes a fair value hierarchy based on three levels of inputs, of which the first two are considered observable and the last unobservable, that may be used to measure fair value, which are the following: Level 1-Quoted prices in active markets for identical assets or liabilities or funds. Level 2-Inputs other than Level 1 that are observable, either directly or indirectly, such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities.
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Cash and Cash Equivalents | We consider all highly liquid investments, readily convertible to cash, and which have a remaining maturity date of three months or less at the date of purchase, to be cash equivalents. Cash and cash equivalents are recorded at fair value and consist primarily of bank deposits and money market funds. |
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Restricted Cash | Restricted cash of $0.4 million as of December 31, 2015 and 2014, respectively is comprised of certificates of deposits relating to collateral requirements for customer automated clearing house (“ACH”) and credit card chargebacks and minimum collateral requirements for our insurance services, which are recorded in other long term assets. |
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Investment Securities | Investment Securities During 2015, we began investing a portion of the net proceeds from the IPO in investment securities. Our investment securities currently consist of corporate bonds, U.S. government agency securities (referred to as "Agency Securities") and certificates of deposit. We classify investment securities as available-for-sale at the time of purchase and reevaluate such classification as of each balance sheet date. All investments are recorded at estimated fair value. Unrealized gains and losses for available-for-sale securities are included in accumulated other comprehensive income (loss), a component of stockholders’ equity. We classify our investments as current when the period of time between the reporting date and the contractual maturity is twelve months or less and as noncurrent when the period of time between the reporting date and the contractual maturity is more than twelve months. We evaluate our investments to assess whether those with unrealized loss positions are other than temporarily impaired. We consider impairments to be other than temporary if they are related to deterioration in credit risk or if it is likely we will sell the securities before the recovery of their cost basis. Declines in value judged to be other than temporary are determined based on the specific identification method and are reported in other income (expense), net in the Consolidated Statements of Operations. |
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Accounts Receivable | Accounts Receivable Accounts receivable are recorded at the invoiced amount, net of allowance for doubtful accounts. The allowance for doubtful accounts is based on historical loss experience, the number of days that receivables are past due, and an evaluation of the potential risk of loss associated with delinquent accounts. Accounts receivable considered uncollectable are charged against the allowance for doubtful accounts when identified. We do not have any off-balance sheet credit exposure related to our customers. |
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Property and Equipment | Property and Equipment Property and equipment is stated at cost, less accumulated depreciation. Depreciation is calculated using the straight-line method over the estimated useful lives of assets. The estimated useful lives of our property and equipment are as follows:
Repair and maintenance costs are expensed as incurred. Renewals and improvements are capitalized. Assets disposed of or retired are removed from the cost and accumulated depreciation accounts and any resulting gain or loss is reflected in our results of operations. |
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Leases | Leases Leases are evaluated and classified as either operating or capital leases. All of our office space leases are operating leases and we have one immaterial equipment capital lease which will expire in less than one year. Rent expense under operating leases is recognized on a straight-line basis over the lease term. The difference between recognized rent expense and the rent payment amount is recorded as an increase or decrease in deferred rent liability. If the lease has tenant allowances from the lessor for certain improvements made to the leased property, these allowances are capitalized as leasehold improvements. Tenant allowances and rent holidays in lease agreements are recognized as a deferred rent credit, which is amortized on a straight-line basis over the lease term as a reduction of rent expense. |
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Internal-Use Software | Internal-Use Software We account for the costs of computer software obtained or developed for internal use in accordance with ASC 350, Intangibles-Goodwill and Other (“ASC 350”). These include costs incurred in connection with the development of our internal-use software solutions when (i) the preliminary project stage is completed, (ii) management has authorized further funding for the completion of the project and (iii) it is probable that the project will be completed and performed as intended. These capitalized costs include personnel and related expenses for employees who are directly associated with and who devote time to internal-use software projects and, when material, interest costs incurred during the development. Capitalization of these costs ceases once the project is substantially complete and the software is ready for its intended purpose. Costs incurred for significant upgrades and enhancements to our software solutions are also capitalized. Costs incurred for post-configuration training, maintenance and minor modifications or enhancements are expensed as incurred. Capitalized software development costs are amortized using the straight-line method over an estimated useful life of three years. We do not transfer ownership of our software, or lease our software, to third parties. |
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Intangible Assets | Intangible Assets Intangible assets primarily consist of customer and partner relationships, acquired technology, trademarks, domain names and patents, which are recorded at cost, less accumulated amortization. We determine the appropriate useful life of our intangible assets by performing an analysis of expected cash flows of the acquired assets. Intangible assets are amortized over their estimated useful lives using the straight-line method, which approximates the pattern in which the economic benefits are consumed. |
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Impairment of Long-Lived Assets | Impairment of Long-Lived Assets We assess the recoverability of our long-lived assets when events or changes in circumstances indicate that the carrying value of an asset may not be recoverable. Such events or changes in circumstances may include a significant adverse change in the extent or manner in which a long-lived asset is being used, a significant adverse change in legal factors or in the business climate that could affect the value of a long-lived asset, an accumulation of costs significantly in excess of the amount originally expected for the acquisition or development of a long-lived asset, current or future operating or cash flow losses that demonstrate continuing losses associated with the use of a long-lived asset, or a current expectation that, more likely than not, a long-lived asset will be sold or otherwise disposed of significantly before the end of its previously estimated useful life. Impairment testing is performed at an asset level that represents the lowest level for which identifiable cash flows are largely independent of the cash flows of other assets and liabilities. We assess recoverability of long-lived assets by determining whether the carrying value of an asset can be recovered through projected undiscounted cash flows over its remaining life. If the carrying value of an asset exceeds the forecasted undiscounted cash flows, an impairment loss is recognized, measured as the amount by which the carrying value exceeds estimated fair value. An impairment loss is charged to operations in the period in which management determines such impairment. |
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Business Combinations | Business Combinations The results of a business acquired in a business combination are included in our consolidated financial statements from the date of acquisition. We allocate the purchase price, including the fair value of contingent consideration, to the identifiable assets and liabilities of the acquired business at their acquisition date fair values. The excess of the purchase price over the amount allocated to the identifiable assets and liabilities, if any, is recorded as goodwill. Determining the fair value of assets acquired and liabilities assumed requires management to make significant judgments and estimates, including the selection of valuation methodologies, estimates of future revenue and cash flows, discount rates and selection of comparable companies. When we issue awards to an acquired company’s stockholders, we evaluate whether the awards are contingent consideration or compensation for post-acquisition services. The evaluation includes, among other things, whether the vesting of the awards is contingent on the continued employment of the selling stockholder beyond the acquisition date. If continued employment is required for vesting, the awards are treated as compensation for post-acquisition services and recognized as an expense over the requisite service period. Acquisition-related transaction costs are not included as a component of consideration transferred, but are accounted for as an expense in the period in which the costs are incurred. |
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Goodwill | Goodwill Goodwill represents the excess of the purchase price over the fair value of net assets acquired in a business combination. We test goodwill for impairment in accordance with the provisions of ASC 350. Goodwill is tested for impairment at least annually at the reporting unit level or whenever events or changes in circumstances indicate that goodwill might be impaired. Events or changes in circumstances which could trigger an impairment review include a significant adverse change in legal factors or in the business climate, unanticipated competition, loss of key personnel, significant changes in the use of the acquired assets or our strategy, significant negative industry or economic trends, or significant underperformance relative to expected historical or projected future results of operations. ASC 350 provides that an entity has the option to first assess qualitative factors to determine whether the existence of events or circumstances leads to a determination that it is more likely than not that the fair value of a reporting unit is less than its carrying amount. If, after assessing the totality of events or circumstances, an entity determines it is not more likely than not that the fair value of a reporting unit is less than its carrying amount, then additional impairment testing is not required. However, if an entity concludes otherwise, then it is required to perform the first of a two-step impairment test. The first step involves comparing the estimated fair value of a reporting unit with its book value, including goodwill. If the estimated fair value exceeds book value, goodwill is considered not to be impaired and no additional steps are necessary. If, however, the fair value of the reporting unit is less than book value, then the carrying amount of the goodwill is compared with its implied fair value. The estimate of implied fair value of goodwill may require valuations of certain internally generated and unrecognized intangible assets. If the carrying amount of goodwill exceeds the implied fair value of that goodwill, an impairment loss is recognized in an amount equal to the excess. We have one reporting unit and we test for goodwill impairment annually during the fourth quarter of the calendar year. At December 31, 2015, we determined our goodwill was not impaired as the fair value of our reporting unit significantly exceeded its carrying value. |
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Revenue Recognition | Revenue Recognition We charge our customers on a subscription basis for our core solutions and many of our Value+ services. Our subscription fees are designed to scale to the size of our customers’ businesses. Our core solutions refer to the base subscriptions for our cloud-based property management and legal software solutions. Value+ services recognized on a subscription basis include website hosting, insurance and contact center services. Subscription fees for our core solutions are charged on a per-unit per-month basis for our property management software solution and on a per-user per-month basis for our legal software solution. Website hosting fees are charged based on the number of websites hosted per month. Insurance and contact center fees are charged on a per-unit per-month basis. We recognize subscription revenue ratably over the terms of the subscription agreements, which range from one month to one year. We offer customers a free-trial period to try our software. Revenue is not recognized until the free-trial period is complete and the customer has entered into a subscription agreement with us. We generally invoice our customers for subscription services in monthly, quarterly or annual installments, typically in advance of the subscription period. As a result, we do not have significant amount of long-term deferred revenue because our invoicing is generally for periods less than one year. We also charge our customers usage-based fees for using certain Value+ services, although fees for electronic payment processing are generally paid by the clients of our customers. Usage-based services include background and credit checks and electronic payment services. Usage-based fees are charged on a flat fee per transaction basis with no minimum usage commitments. We recognize revenue for usage-based services in the period the service is rendered. We generally invoice our customers for usage-based services on a monthly basis for services rendered in the preceding month. We also offer our customers assistance with on-boarding our core solutions, as well as website design services. These services are generally purchased as part of a subscription agreement, and are typically performed within the first several months of the arrangement. We recognize revenue for these one-time services upon completion of the related service. We generally invoice our customers for one-time services in advance of the services being completed. We recognize revenue when (i) there is persuasive evidence of an arrangement, (ii) our software solutions have been made available or delivered, or services have been performed, (iii) the amount of fees is fixed or determinable, and (iv) collectability is reasonably assured. Evidence of an arrangement generally consists of either a signed customer contract or an online click-through agreement. We consider that delivery of a solution or website has commenced once we provide the customer with access to use the solution or website. Fees are fixed based on rates specified in the subscription agreements, which do not provide for any refunds or adjustments. If collectability is not considered reasonably assured, revenue is deferred until the fees are collected. Some of our subscription agreements contain minimum cancellation fees in the event that the customer cancels the subscription early. As customers do not have the right to the underlying software code for our software solutions, our revenue arrangements are outside the scope of software revenue recognition guidance. |
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Multiple-Deliverable Arrangements | Multiple-Deliverable Arrangements The majority of customer arrangements include multiple deliverables. We therefore recognize revenue in accordance with Accounting Standards Update (“ASU”) 2009-13, Revenue Recognition (Topic 605)-Multiple-Deliverable Revenue Arrangements-a Consensus of the Emerging Issues Task Force (“ASU 2009-13”). For multiple-deliverable arrangements, we first assess whether each deliverable has value to the customer on a standalone basis. We have determined that the subscription services related to our core solutions have value on a standalone basis because, once access is provided, they are fully functional and do not require additional development, modification or customization. Subscription services related to website hosting, insurance services and contact center services have value on a standalone basis as the services are sold separately by other vendors and are not essential to the functionality of the other deliverables. Usage-based services have value to the customer on a standalone basis as they are sold separately by other vendors and are not essential to the functionality of the other deliverables. The usage-based services are typically entered into subsequent to the initial customer arrangement. In multiple-deliverable arrangements that contain usage-based services, the customer has the option to purchase the services on an ad hoc basis, and payments are made when the services are rendered. The one-time services to assist our customers with on-boarding our core solutions, as well as website design services, have value on a standalone basis as these services do not require highly specialized or skilled individuals to perform them, are not essential to the functionality of our software solutions and may be performed by the customer or another vendor. Based on the standalone value of the deliverables, and since our customers do not have a general right of return, we allocate revenue among the separate non-contingent deliverables in a multiple-deliverable arrangement under the relative selling price method using the selling price hierarchy established in ASU 2009-13. Usage-based services are not included in the relative revenue allocation at the inception of the arrangement as they are contingent on the customer’s use of the applicable Value+ service. Usage-based services do not contain any significant incremental discounts. The ASU 2009-13 selling price hierarchy requires the selling price of each deliverable in a multiple-deliverable arrangement to be based on, in descending order, (i) vendor-specific objective evidence of fair value (“VSOE”), (ii) third-party evidence of fair value (“TPE”), or (iii) management’s best estimate of the selling price (“BESP”). For our core solutions, we have established VSOE based on our consistent historical pricing and discounting practices for customer renewals where the customer only subscribes to our core solutions. In establishing VSOE, the substantial majority of the selling prices for our core solutions fall within a reasonably narrow pricing range. For our Value+ services and services relating to on-boarding our core solutions, as well as website design services, we were not able to determine VSOE because they are not sold by us separately from other deliverables. In addition, we considered whether TPE existed for these services and determined TPE existed for our website hosting based on prices charged by other companies selling similar services separately. For our remaining services, the selling prices of other deliverables are based on BESP. The determination of BESP requires us to make significant judgments and estimates. We consider numerous factors, including the nature of the deliverables themselves, the market conditions and competitive landscape for the sale, internal costs, and our published pricing and discounting practices. We maintain pricing transparency and adhere to our published price lists in selling these services to our customers. We update our estimates of BESP on an ongoing basis as events and circumstances may require. After the contract value is allocated to each non-contingent deliverable in a multiple-deliverable arrangement based on the relative selling price, revenue is recognized for each deliverable based on the pattern in which the revenue is earned. For subscription services, revenue is recognized on a straight-line basis over the subscription period. For usage-based services, revenue is recognized as the services are rendered. For one-time services, revenue is recognized upon completion of the related services. We record amounts collected from our customers in advance of recognizing revenue as deferred revenue. Deferred revenue that will be recognized as revenue within one year from the respective balance sheet date is recorded as current deferred revenue and the remaining portion, if any, is recorded as noncurrent. |
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Cost of Revenue | Cost of Revenue Cost of revenue consists of personnel-related costs (including salaries, incentive-based compensation, benefits, and stock-based compensation) for our employees focused on customer service and the support of our operations, platform infrastructure costs (such as data center operations and hosting-related costs), fees paid to third-party service providers, payment processing fees, and allocated shared costs. We typically allocate shared costs across our organization based on headcount within the applicable part of our organization. Cost of revenue excludes depreciation of property and equipment, and amortization of capitalized software development costs and intangible assets. |
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Sales and Marketing | General and Administrative General and administrative expense consists of personnel-related costs (including salaries, incentive-based compensation, benefits, and stock-based compensation) for employees in our executive, finance, information technology, or IT, human resources and administrative organizations. In addition, general and administrative expense includes fees for third-party professional services (including consulting, legal and audit services), other corporate expenses, and allocated shared costs. Sales and Marketing Sales and marketing expense consists of personnel-related costs (including salaries, sales commissions, incentive-based compensation, benefits, and stock-based compensation) for our employees focused on sales and marketing, costs associated with sales and marketing activities, and allocated shared costs. Marketing activities include advertising, online lead generation, lead nurturing, customer and industry events, industry-related content creation and collateral creation. Sales commissions and other incremental costs to acquire customers and grow adoption and utilization of our Value+ services by new and existing customers are expensed as incurred. We focus our sales and marketing efforts on generating awareness of our software solutions, creating sales leads, establishing and promoting our brands, and cultivating an educated community of successful and vocal customers. |
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Research and Product Development | Research and Product Development Research and product development expense consists of personnel-related costs (including salaries, incentive-based compensation, benefits, and stock-based compensation) for our employees focused on research and product development, fees for third-party development resources, and allocated shared costs. Our research and product development efforts are focused on enhancing the ease of use and functionality of our existing software solutions by adding new core functionality, Value+ services and other improvements, as well as developing new products. We capitalize the portion of our software development costs that meets the criteria for capitalization. Amortization of software development costs is included in depreciation and amortization expense. |
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General and Administrative | General and Administrative General and administrative expense consists of personnel-related costs (including salaries, incentive-based compensation, benefits, and stock-based compensation) for employees in our executive, finance, information technology, or IT, human resources and administrative organizations. In addition, general and administrative expense includes fees for third-party professional services (including consulting, legal and audit services), other corporate expenses, and allocated shared costs. Sales and Marketing Sales and marketing expense consists of personnel-related costs (including salaries, sales commissions, incentive-based compensation, benefits, and stock-based compensation) for our employees focused on sales and marketing, costs associated with sales and marketing activities, and allocated shared costs. Marketing activities include advertising, online lead generation, lead nurturing, customer and industry events, industry-related content creation and collateral creation. Sales commissions and other incremental costs to acquire customers and grow adoption and utilization of our Value+ services by new and existing customers are expensed as incurred. We focus our sales and marketing efforts on generating awareness of our software solutions, creating sales leads, establishing and promoting our brands, and cultivating an educated community of successful and vocal customers. |
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Depreciation and Amortization | Depreciation and Amortization Depreciation and amortization expense includes depreciation of property and equipment, amortization of capitalized software development costs and amortization of intangible assets. We depreciate or amortize property and equipment, software development costs and intangible assets over their expected useful lives on a straight-line basis, which approximates the pattern in which the economic benefits of the assets are consumed. |
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Stock-Based Compensation | Stock-Based Compensation We account for stock-based compensation awards granted to employees and directors by recording compensation expense based on the awards’ grant-date estimated fair value, in accordance with ASC 718, Compensation-Stock Compensation (“ASC 718”). We estimate the fair value of restricted stock awards and restricted stock units ("RSU") based on the fair value of our common stock on the date of grant. We estimate the fair value of stock options using the Black-Scholes option-pricing model. Determining the fair value of stock options under this model requires highly subjective assumptions, including the fair value of the underlying common stock, the risk-free interest rate, the expected term of the award, the expected volatility of the price of our common stock, and the expected dividend yield of our common stock. These estimates involve inherent uncertainties and the application of management’s judgment. If we had made different assumptions, our stock-based compensation expense could have been materially different. These assumptions and estimates are as follows: Fair Value of Common Stock Prior to our IPO, there was no public market for our common stock and our board of directors determined the fair value of our common stock at the time of the grant of stock options and restricted stock awards by considering a number of objective and subjective factors, including our actual operating and financial performance, market conditions and performance of comparable publicly traded companies, developments and milestones in our company, the likelihood of achieving a liquidity event and transactions involving our convertible preferred stock, among other factors. The fair value of the underlying common stock was determined by our board of directors in accordance with applicable elements of the practice aid issued by the American Institute of Certified Public Accountants Valuation of Privately Held Company Equity Securities Issued as Compensation. In valuing our common stock at various dates, our board of directors determined our equity value generally using the income approach and the market comparable approach valuation methods. Once we determined our equity value, we used an option pricing method or the Probability Weighted Expected Return Method to allocate the equity value to preferred stock and common stock. Application of these approaches and methods involves the use of estimates, judgments and assumptions, such as future revenue, expenses and cash flows, selections of comparable companies, probabilities and timing of exit events, and other factors. Since our IPO in June 2015, the fair value of our common stock is based on the closing price of our common stock, as quoted on the NASDAQ Global Market, on the date of grant. Our board of directors grants stock options with exercise prices equal to the fair value of our common stock on the date of grant. Risk-Free Interest Rate The risk free interest rate assumption is based upon observed interest rates on United States government securities appropriate for the expected term of the stock option. Expected Term Given we do not have sufficient exercise history to develop reasonable expectations about future exercise patterns and post-vesting employment termination behavior, we determine the expected term using the simplified method, which is calculated as the midpoint of the stock option vesting term and the expiration date of the stock option. Expected Volatility We determine the expected volatility based on the historical average volatilities of publicly traded industry peers. We intend to continue to consistently apply this methodology using the same or similar public companies until a sufficient amount of historical information regarding the volatility of our own common stock price becomes available, unless circumstances change such that the identified companies are no longer similar to us, in which case, more suitable companies whose stock prices are publicly available would be utilized in the calculation. Expected Dividend Yield We have not paid and do not anticipate paying any cash dividends in the foreseeable future and, therefore, we use an expected dividend yield of zero. In addition to the assumptions used in the Black-Scholes option-pricing model, we also estimate a forfeiture rate to calculate our stock-based compensation expense for our awards. The forfeiture rate is based on an analysis of actual forfeitures. We will continue to evaluate the appropriateness of the forfeiture rate based on actual forfeiture experience, analysis of employee turnover, and other factors. Changes in the estimated forfeiture rate can have a significant impact on our stock-based compensation expense as the cumulative effect of adjusting the rate is recognized in the period the estimated forfeiture rate is changed. If a revised forfeiture rate is higher than the previously estimated forfeiture rate, an adjustment is made that will result in a decrease to our stock-based compensation expense recognized in our consolidated financial statements. If a revised forfeiture rate is lower than the previously estimated forfeiture rate, an adjustment is made that will result in an increase to our stock-based compensation expense recognized in our consolidated financial statements. Restricted Stock Units In September 2015, we began granting restricted stock units ("RSUs") with a total fixed dollar amount. The vesting of RSUs is in equal tranches over four annual periods. On the first day of each vesting period, the number of shares to be issued is determined by dividing the fixed dollar amount of the portion of the RSUs that vest in that tranche by the closing price of our Class A common stock on the vesting date. The fixed monetary amount is recognized as expense on a straight-line basis over the vesting period. The shares underlying the RSU grants are not issued and outstanding until the applicable vesting date. |
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Income Taxes | Income Taxes We account for income taxes in accordance with ASC 740, Income Taxes (“ASC 740”). ASC 740 requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of temporary differences between the carrying amounts and the tax bases of assets and liabilities. Deferred income tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect of a change in tax rates on deferred tax assets and liabilities is recognized in the consolidated statements of operations in the period that includes the enactment date. A valuation allowance is recorded when it is more likely than not that some of the deferred tax assets will not be realized. We recognize the tax benefit from an uncertain tax position only if it is more likely than not that the tax position will be sustained on examination by the taxing authorities, based on the technical merits of the position. The tax benefits recognized in our consolidated financial statements from such positions are then measured based on the largest benefit that has a greater than 50% likelihood of being realized. We recognize interest and penalties accrued with respect to uncertain tax positions, if any, in our provision for income taxes in the consolidated statements of operations. |
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Recent Accounting Pronouncements | Recent Accounting Pronouncements Under the Jumpstart our Business Startups Act (the “JOBS Act”), we meet the definition of an emerging growth company. We have irrevocably elected to opt out of the extended transition period for complying with new or revised accounting standards pursuant to Section 107(b) of the JOBS Act. In May 2014, the Financial Accounting Standards Board (“FASB”) issued ASU No. 2014-09, Revenue from Contracts with Customers (“ASU 2014-09”), which requires an entity to recognize the amount of revenue to which it expects to be entitled for the transfer of promised goods or services to customers. ASU 2014-09 will replace most existing revenue recognition guidance in GAAP when it becomes effective. ASU 2014-09 is effective on January 1, 2018. Early adoption is permitted as of January 1, 2017. The standard permits the use of either a retrospective or cumulative effect transition method. We have not determined which transition method we will adopt, nor have we determined the effect of this guidance on our financial condition, results of operations, cash flows or disclosures. In April 2015, the FASB issued ASU No. 2015-03, Interest— Imputation of Interest—Simplifying the Presentation of Debt Issuance Costs (“ASU 2015-03”), which requires an entity to record debt issuance costs in the balance sheet as a direct deduction of a recognized debt liability. ASU 2015-03 is effective for accounting periods beginning after December 15, 2015; however, early adoption is permitted. During the year ended December 31, 2015, we elected to adopt this guidance. The impact of the early adoption of this guidance was to record $0.4 million of third-party debt financing costs as a reduction in the outstanding amount of our prior term loan from Wells Fargo Bank, N.A. (“Wells Fargo”) in March 2015. The adoption of this guidance did not impact prior period financial statements as we had no debt outstanding. For additional information regarding the prior term loan with Wells Fargo, refer to Note 8, Long-term Debt. In May 2015, the FASB issued ASU 2015-09, Financial Services-Insurance (Topic 944): Disclosures about Short-Duration Contracts ("ASU 2015-09"), requires insurance entities to disclose for annual reporting periods information about the liability for unpaid claims and claim adjustment expenses. ASU 2015-09 is effective for public business entities for annual periods beginning after December 15, 2015, and interim periods within annual periods beginning after December 15, 2016. Early adoption is permitted. Management is assessing this guidance's impact to our disclosures within our financial statements as the guidance is disclosure related. In August 2015, the FASB issued ASU 2015-15, Interest - Imputation of Interest (Subtopic 835-30) - Presentation and Subsequent Measurement of Debt Issuance Costs Associated with Line of Credit Arrangements (Amendments to SEC Paragraphs Pursuant to Staff Announcement at June 18, 2015 EITF Meeting) (“ASU 2015-15”), which simplifies the presentation of debt issuance costs for line of credit arrangements since ASU 2015-03 did not address line of credit arrangements. ASU 2015-15 provides an update to ASU 2015-03 and allows for the debt issuance costs for line of credit arrangements to be classified as an asset. At December 31, 2015, we had an asset of $0.3 million remaining on our balance sheet for debt issuance costs associated with our line of credit with Wells Fargo. In September 2015, the FASB issued Accounting Standard Update (“ASU”) No. 2015-16, Business Combinations (Topic 805): Simplifying the Accounting for Measurement-Period Adjustments (“ASU 2015-16”). The amendments in ASU 2015-16 require that an acquirer recognize adjustments to estimated amounts that are identified during the measurement period in the reporting period in which the adjustment amounts are determined. The amendments require that the acquirer record, in the same period’s financial statements, the effect on earnings of changes in depreciation, amortization, or other income effects, if any, as a result of the change to the estimated amounts, calculated as if the accounting had been completed at the acquisition date. This ASU is effective for fiscal years beginning after December 15, 2015, including interim periods within those fiscal years and should be applied prospectively to adjustments to provisional amounts that occur after the effective date of this Update with earlier application permitted for financial statements that have not been issued. Management will apply this guidance should we have a measurement-period adjustment for the acquisition that occurred in April 2015. In November 2015, the FASB issued ASU No. 2015-17, Income Taxes (Topic 740): Balance Sheet Classification of Deferred Taxes. The amendments in ASU 2015-17 eliminates the current requirement for organizations to present deferred tax liabilities and assets as current and noncurrent in a classified balance sheet. Instead, organizations will be required to classify all deferred tax assets and liabilities as noncurrent. This ASU is effective for public business entities for financial statements issued for annual periods beginning after December 15, 2016, and interim periods within those annual periods. The amendments may be applied prospectively to all deferred tax liabilities and assets or retrospectively to all periods presented. If an entity applies the guidance retrospectively, the entity should disclose in the first interim and first annual period of change the nature of and reason for the change in accounting principle and quantitative information about the effects of the accounting change on prior periods. At December 31, 2015, we early adopted ASU 2015-17 and classified all of our deferred tax assets and liabilities as noncurrent, prospectively. The adoption of ASU 2015-17 did not impact our 2014 Consolidated Balance Sheet since we had a full valuation on our deferred tax assets and liabilities. In February of 2016, the FASB issued ASU No. 2016-02, "Leases (Topic 842)" ("ASU 2016-02"). Under ASU 2016-02, an entity will be required to recognize right-of-use assets and lease liabilities on its balance sheet and disclose key information about leasing arrangements. ASU 2016-02 offers specific accounting guidance for a lessee, a lessor and sale and leaseback transactions. Lessees and lessors are required to disclose qualitative and quantitative information about leasing arrangements to enable a user of the financial statements to assess the amount, timing and uncertainty of cash flows arising from leases. For public companies, ASU 2016-02 is effective for annual reporting periods beginning after December 15, 2018, including interim periods within that reporting period, and requires a modified retrospective adoption, with early adoption permitted. The Company will adopt this guidance beginning with its first quarter ending March 31, 2019. We are in the process of evaluating the future impact of ASU 2016-02 on its consolidated financial position, results of operations and cash flows. |
Summary of Significant Accounting Policies (Tables) |
12 Months Ended | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
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Dec. 31, 2015 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Accounting Policies [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Schedule of Estimated Useful Lives of Property and Equipment | The estimated useful lives of our property and equipment are as follows:
Property and equipment consists of the following as of December 31, 2015 and 2014 (in thousands):
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Schedule of Finite-Lived Intangible Assets | The weighted average estimated useful lives of our intangible assets are as follows:
Intangible assets consisted of the following as of December 31, 2015 and 2014 (in thousands, except years):
A summary of the activity within our intangible assets since December 31, 2014 is as follows (in thousands):
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Schedule of Weighted Average Number of Shares | The following table presents a reconciliation of our weighted average number of Class A and Class B common shares used to compute net loss per share (in thousands):
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Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share | The following table presents the number of anti-dilutive shares excluded from the calculation of diluted net loss per share as of December 31, 2015 and 2014 (in thousands):
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Acquisition of Rentlinx (Tables) |
12 Months Ended | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
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Dec. 31, 2015 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Business Combinations [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Schedule of Purchase Price Allocation | The following table summarizes the purchase price allocation (in thousands):
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Investment Securities and Fair Value Measurements (Tables) |
12 Months Ended | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
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Dec. 31, 2015 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Fair Value Disclosures [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Schedule of Available-for-sale Securities | Investment securities classified as available-for-sale consist of the following at December 31, 2015 (in thousands):
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Available-for-sale Investments, by Remaining Contract Maturity | At December 31, 2015, the contractual maturities of our investments did not exceed 36 months. The fair values of available-for-sale investments, by remaining contractual maturity, are as follows (in thousands):
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Schedule of Sales and Maturities | During the year ended December 31, 2015, we had sales and maturities of (in thousands):
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Fair Value, Assets Measured on Recurring Basis | The following table summarizes our financial assets and liabilities measured at fair value on a recurring basis as of December 31, 2015 and 2014 by level within the fair value hierarchy. Financial assets and financial liabilities are classified in their entirety based on the lowest level of input that is significant to the fair value measurement (in thousands):
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Fair Value, Liabilities Measured on Recurring Basis | The following table summarizes our financial assets and liabilities measured at fair value on a recurring basis as of December 31, 2015 and 2014 by level within the fair value hierarchy. Financial assets and financial liabilities are classified in their entirety based on the lowest level of input that is significant to the fair value measurement (in thousands):
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Schedule of Changes in Contingent Consideration Liability | The following table summarizes the changes in contingent consideration liability (in thousands):
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Property and Equipment (Tables) |
12 Months Ended | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
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Dec. 31, 2015 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Property, Plant and Equipment [Abstract] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Property and Equipment | The estimated useful lives of our property and equipment are as follows:
Property and equipment consists of the following as of December 31, 2015 and 2014 (in thousands):
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Internal-Use Software Development Costs (Tables) |
12 Months Ended | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
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Dec. 31, 2015 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Research and Development [Abstract] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Schedule of Capitalized Computer Software | Internal-use software development costs were as follows (in thousands):
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Capitalized Computer Software | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Finite-Lived Intangible Assets [Line Items] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Scheduled of Future Amortization Expense | Future amortization expense with respect to capitalized software development costs as of December 31, 2015 is estimated as follows (in thousands):
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Goodwill and Intangible Assets (Tables) |
12 Months Ended | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
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Dec. 31, 2015 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Goodwill and Intangible Assets Disclosure [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Schedule of Goodwill Activity | Goodwill activity for the year ended December 31, 2015 is as follows (in thousands):
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Schedule of Finite-Lived Intangible Assets | The weighted average estimated useful lives of our intangible assets are as follows:
Intangible assets consisted of the following as of December 31, 2015 and 2014 (in thousands, except years):
A summary of the activity within our intangible assets since December 31, 2014 is as follows (in thousands):
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Schedule of Finite-Lived Intangible Assets Amortization Expense | Amortization expense totaled $1.3 million, $0.9 million and $0.9 million for the twelve months ended December 31, 2015, 2014 and 2013, respectively. Amortization expense for each of the five fiscal years through December 31, 2020 and thereafter is estimated as follows (in thousands):
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Commitment and Contingencies (Tables) |
12 Months Ended | ||||||||||||||||||||||||||||||||||||||||
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Dec. 31, 2015 | |||||||||||||||||||||||||||||||||||||||||
Commitments and Contingencies Disclosure [Abstract] | |||||||||||||||||||||||||||||||||||||||||
Schedule of Future Minimum Payments for Operating Leases | A summary of our future minimum payments for obligations under non-cancellable operating leases were as follows (in thousands):
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Stock-Based Compensation (Tables) |
12 Months Ended | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
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Dec. 31, 2015 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Summary of Stock Option Activity | A summary of our stock option activity for the year ended December 31, 2015 is as follows (number of shares in thousands):
(1) Included in the options exercisable are 101,000 shares which have an early exercise option. The weighted average exercise price of these options are $5.64 per share and the weighted average contractual life in years are 9.1 years. |
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Schedule of Valuation Assumptions, Stock Options | The following table summarizes information relating to our stock options granted during the years ended December 31, 2015, 2014 and 2013:
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Schedule of Restricted Stock Activity | A summary of activity in connection with our restricted stock awards for the year ended December 31, 2015 is as follows (number of shares in thousands):
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Income Taxes (Tables) |
12 Months Ended | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
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Dec. 31, 2015 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Income Tax Disclosure [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Schedule of Effective Income Tax Rate Reconciliation | Set forth below is a reconciliation of the components that caused our provision for income taxes to differ from amounts computed by applying the U.S. Federal statutory rate of 34% for the years ended December 31, 2015, 2014 and 2013:
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Schedule of Deferred Tax Assets and Liabilities | The components of deferred tax assets (liabilities) were as follows (in thousands):
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Summary of Valuation Allowance | The change in the valuation allowance for the years ended December 31, 2015, 2014 and 2013 was as follows (in thousands):
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Schedule of Unrecognized Tax Benefits Roll Forward | The following is a reconciliation of the total amounts of unrecognized tax benefits (in thousands):
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Revenue and Other Information (Tables) |
12 Months Ended | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
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Dec. 31, 2015 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Segment Reporting [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Schedule of Product Information by Revenue Categories | The following table presents our revenue categories for the years ended December 31, 2015, 2014 and 2013 (in thousands):
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Nature of Business (Details) |
Jun. 04, 2015 |
---|---|
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Reverse stock split conversion ratio | 0.25 |
Summary of Significant Accounting Policies - Additional Information (Details) |
12 Months Ended | ||
---|---|---|---|
Dec. 31, 2015
USD ($)
operating_segment
reporting_unit
|
Dec. 31, 2014
USD ($)
|
Dec. 31, 2013
USD ($)
|
|
Accounting Policies [Abstract] | |||
Number of operating segments | operating_segment | 1 | ||
Restricted cash | $ 400,000 | ||
Finite-Lived Intangible Assets [Line Items] | |||
Impairment charges related to the identified long-lived assets | $ 0 | 0 | $ 0 |
Number of reporting units | reporting_unit | 1 | ||
Advertising expense | $ 3,600,000 | $ 2,100,000 | $ 1,300,000 |
Expected dividend yield | 0.00% | ||
Capitalized Software Development Costs | |||
Finite-Lived Intangible Assets [Line Items] | |||
Estimated useful lives | 3 years |
Summary of Significant Accounting Policies - Property and Equipment (Details) |
12 Months Ended |
---|---|
Dec. 31, 2015 | |
Data center and computer equipment | |
Property, Plant and Equipment [Line Items] | |
Property and equipment, useful life | 3 years |
Furniture and fixtures | |
Property, Plant and Equipment [Line Items] | |
Property and equipment, useful life | 7 years |
Office equipment | Minimum | |
Property, Plant and Equipment [Line Items] | |
Property and equipment, useful life | 2 years |
Office equipment | Maximum | |
Property, Plant and Equipment [Line Items] | |
Property and equipment, useful life | 5 years |
Summary of Significant Accounting Policies - Restricted Stock Units (Details) |
1 Months Ended | 12 Months Ended |
---|---|---|
Sep. 30, 2015 |
Dec. 31, 2015 |
|
RSUs | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Vesting period | 4 years | 4 years |
Summary of Significant Accounting Policies - Recent Accounting Pronouncements (Details) $ in Millions |
Dec. 31, 2015
USD ($)
|
---|---|
Early Adoption Effect | Accounting Standards Update 2015-03 | Credit Facility | |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |
Debt financing costs recorded as a reduction to the outstanding amount | $ 0.4 |
Investment Securities and Fair Value Measurements - Sales and Maturities (Details) - USD ($) $ in Thousands |
12 Months Ended | ||
---|---|---|---|
Dec. 31, 2015 |
Dec. 31, 2014 |
Dec. 31, 2013 |
|
Schedule of Available-for-sale Securities [Line Items] | |||
Gross Realized Gains | $ 21 | ||
Gross Realized Losses | (2) | ||
Gross Proceeds from Sales | 10,977 | $ 0 | $ 0 |
Gross Proceeds from Maturities | 19,259 | $ 0 | $ 3,423 |
Corporate Bonds | |||
Schedule of Available-for-sale Securities [Line Items] | |||
Gross Realized Gains | 21 | ||
Gross Realized Losses | 0 | ||
Gross Proceeds from Sales | 3,977 | ||
Gross Proceeds from Maturities | 17,259 | ||
Agency Securities | |||
Schedule of Available-for-sale Securities [Line Items] | |||
Gross Realized Gains | 0 | ||
Gross Realized Losses | (2) | ||
Gross Proceeds from Sales | 7,000 | ||
Gross Proceeds from Maturities | $ 2,000 |
Internal-Use Software Development Costs (Details) - USD ($) $ in Thousands |
12 Months Ended | ||
---|---|---|---|
Dec. 31, 2015 |
Dec. 31, 2014 |
Dec. 31, 2013 |
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Research and Development [Abstract] | |||
Internal use software development costs, gross | $ 21,894 | $ 13,931 | |
Less: Accumulated amortization | (11,872) | (8,422) | |
Internal use software development costs, net | 10,022 | 5,509 | |
Capitalized software development costs during the period | 8,000 | 4,600 | $ 2,400 |
Amortization expense with respect to software development costs during the period | 3,500 | 2,000 | $ 1,500 |
Finite-Lived Intangible Assets, Net, Amortization Expense, Fiscal Year Maturity [Abstract] | |||
Net Carrying Value | 4,516 | $ 3,615 | |
Capitalized Computer Software | |||
Finite-Lived Intangible Assets, Net, Amortization Expense, Fiscal Year Maturity [Abstract] | |||
2016 | 4,688 | ||
2017 | 3,605 | ||
2018 | 1,723 | ||
2019 | 6 | ||
Net Carrying Value | $ 10,022 |
Goodwill and Intangible Assets - Goodwill Activity (Details) $ in Thousands |
12 Months Ended |
---|---|
Dec. 31, 2015
USD ($)
| |
Goodwill [Roll Forward] | |
Goodwill as of December 31, 2014 | $ 4,998 |
Acquisition of RentLinx | 1,739 |
Goodwill as of December 31, 2015 | $ 6,737 |
Goodwill and Intangible Assets - Intangible Asset Activity (Details) - USD ($) $ in Thousands |
12 Months Ended | ||
---|---|---|---|
Dec. 31, 2015 |
Dec. 31, 2014 |
Dec. 31, 2013 |
|
Finite-lived Intangible Assets [Roll Forward] | |||
Intangible assets, net at December 31, 2014 | $ 3,615 | ||
Additions from the acquisition of RentLinx | 2,220 | ||
Other additions | 17 | ||
Dispositions | (60) | ||
Amortization | (1,276) | $ (900) | $ (900) |
Intangible assets, net at December 31, 2015 | $ 4,516 | $ 3,615 |
Goodwill and Intangible Assets - Amortization Expense (Details) - USD ($) $ in Thousands |
12 Months Ended | ||
---|---|---|---|
Dec. 31, 2015 |
Dec. 31, 2014 |
Dec. 31, 2013 |
|
Goodwill and Intangible Assets Disclosure [Abstract] | |||
Amortization expense | $ 1,276 | $ 900 | $ 900 |
2016 | 1,415 | ||
2017 | 1,383 | ||
2018 | 928 | ||
2019 | 352 | ||
2020 | 259 | ||
Thereafter | 179 | ||
Total amortization expense | $ 4,516 |
Commitment and Contingencies - Future Minimum Operating Lease Payments (Details) $ in Thousands |
Dec. 31, 2015
USD ($)
|
---|---|
Operating Leases, Future Minimum Payments Due, Fiscal Year Maturity [Abstract] | |
2016 | $ 1,758 |
2017 | 1,784 |
2018 | 1,129 |
2019 | 1,019 |
2020 | 1,002 |
Thereafter | 673 |
Total lease commitments | $ 7,365 |
Stockholders' Equity (Deficit) - Amended and Restated Certificate of Incorporation (Details) - $ / shares |
Dec. 31, 2015 |
Jun. 25, 2015 |
Dec. 31, 2014 |
---|---|---|---|
Class of Stock [Line Items] | |||
Capital stock, shares authorized | 325,000,000 | ||
Preferred stock, shares authorized | 25,000,000 | 25,000,000 | 0 |
Preferred stock, par value (usd per share) | $ 0.0001 | $ 0.0001 | $ 0.0001 |
Preferred stock, shares outstanding | 0 | 0 | 0 |
Class A common stock | |||
Class of Stock [Line Items] | |||
Common stock, shares authorized | 250,000,000 | 250,000,000 | 0 |
Common stock, par value (usd per share) | $ 0.0001 | $ 0.0001 | $ 0.0001 |
Shares, Outstanding | 9,005,000 | ||
Common stock, shares outstanding | 9,005,000 | 0 | |
Class B common stock | |||
Class of Stock [Line Items] | |||
Common stock, shares authorized | 50,000,000 | 50,000,000 | 123,000,000 |
Common stock, par value (usd per share) | $ 0.0001 | $ 0.0001 | $ 0.0001 |
Shares, Outstanding | 24,541,000 | ||
Common stock, shares outstanding | 24,541,000 | 9,042,000 |
Stockholders' Equity (Deficit) - Class A Common Stock and Class B Common Stock, Reverse Stock Split (Details) |
12 Months Ended | |
---|---|---|
Jun. 04, 2015 |
Dec. 31, 2015
vote
|
|
Class of Stock [Line Items] | ||
Reverse stock split conversion ratio | 0.25 | |
Class B common stock to Class A common stock | ||
Class of Stock [Line Items] | ||
Number of shares to be issued per share upon conversion | 1 | |
Number of shares to be issued per share upon automatic conversion | 1 | |
Automatic conversion threshold as a percent of Class B common stock | 10.00% | |
Class A common stock | ||
Class of Stock [Line Items] | ||
Number of votes per share | 1 | |
Class B common stock | ||
Class of Stock [Line Items] | ||
Number of votes per share | 10 |
Stock-Based Compensation - Restricted Stock Units (Details) - RSUs - USD ($) $ / shares in Units, shares in Thousands |
1 Months Ended | 12 Months Ended |
---|---|---|
Sep. 30, 2015 |
Dec. 31, 2015 |
|
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Fixed monetary value of RSUs granted | $ 970,000 | |
Vesting period | 4 years | 4 years |
Granted (shares) | 17 | |
Granted (usd per share) | $ 15.45 | |
Expected to vest (shares) | 16 | |
Stock-based compensation expense | $ 70,000 | |
Remaining stock-based compensation expense for unvested shares, not yet recognized | $ 900,000 | |
Stock-based compensation expense, weighted average recognition period | 3 years 8 months 12 days |
Business Disposition (Details) - USD ($) |
1 Months Ended | 12 Months Ended | ||
---|---|---|---|---|
Dec. 31, 2013 |
Dec. 31, 2015 |
Dec. 31, 2014 |
Dec. 31, 2013 |
|
Schedule of Equity Method Investments [Line Items] | ||||
Promissory note received for divestiture | $ 0 | $ 0 | $ 360,000 | |
SecureDocs | ||||
Schedule of Equity Method Investments [Line Items] | ||||
Ownership percentage | 20.00% | 20.00% | ||
Promissory note received for divestiture | $ 2,000,000 | |||
Carrying value of derecognized net assets and liabilities | 100,000 | |||
Fair value of consideration received | 400,000 | |||
SecureDocs | Other Assets | ||||
Schedule of Equity Method Investments [Line Items] | ||||
Note receivable, net | 300,000 | |||
Allowance | (1,700,000) | |||
Investment amount | $ 0 | |||
SecureDocs | Other Expense | ||||
Schedule of Equity Method Investments [Line Items] | ||||
Gain from deconsolidation | $ 300,000 |
Income Taxes - Effective Income Tax Reconciliation (Details) - USD ($) $ in Thousands |
12 Months Ended | ||
---|---|---|---|
Dec. 31, 2015 |
Dec. 31, 2014 |
Dec. 31, 2013 |
|
Income Tax Disclosure [Abstract] | |||
Income tax expense | $ 75 | $ 0 | $ 0 |
Income tax benefit at the statutory rate | 34.00% | 34.00% | 34.00% |
Change in contingent consideration | 0.00% | 0.00% | 6.00% |
Permanent differences | (3.00%) | (1.00%) | (2.00%) |
Change in valuation allowance | (35.00%) | (37.00%) | (43.00%) |
Research and development credits | 3.00% | 4.00% | 5.00% |
Provision for income taxes | (1.00%) | 0.00% | 0.00% |
Income Taxes - Changes in Valuation Allowance (Details) - USD ($) $ in Thousands |
12 Months Ended | ||
---|---|---|---|
Dec. 31, 2015 |
Dec. 31, 2014 |
Dec. 31, 2013 |
|
Changes In Valuation Allowance [Roll Forward] | |||
Valuation allowance, at beginning of year | $ 19,900 | $ 16,358 | $ 12,809 |
Increase in valuation allowance | 6,026 | 3,542 | 3,549 |
Valuation allowance, at end of year | $ 25,926 | $ 19,900 | $ 16,358 |
Income Taxes - Unrecognized Tax Benefits (Details) - USD ($) $ in Thousands |
12 Months Ended | ||
---|---|---|---|
Dec. 31, 2015 |
Dec. 31, 2014 |
Dec. 31, 2013 |
|
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward] | |||
Unrecognized tax benefit beginning of year | $ 2,014 | $ 1,600 | $ 936 |
Decreases-tax positions in prior year | 0 | (278) | 0 |
Increases-tax positions in current year | 853 | 692 | 664 |
Unrecognized tax benefit end of year | $ 2,867 | $ 2,014 | $ 1,600 |
Revenue and Other Information (Details) - USD ($) $ in Thousands |
12 Months Ended | ||
---|---|---|---|
Dec. 31, 2015 |
Dec. 31, 2014 |
Dec. 31, 2013 |
|
Product Information [Line Items] | |||
Revenue | $ 74,977 | $ 47,671 | $ 26,542 |
Core solutions | |||
Product Information [Line Items] | |||
Revenue | 32,119 | 22,406 | 14,413 |
Value plus services | |||
Product Information [Line Items] | |||
Revenue | 37,998 | 22,525 | 10,134 |
Other | |||
Product Information [Line Items] | |||
Revenue | $ 4,860 | $ 2,740 | $ 1,995 |
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