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Share Name | Share Symbol | Market | Type |
---|---|---|---|
Five9 Inc | NASDAQ:FIVN | NASDAQ | Common Stock |
Price Change | % Change | Share Price | Bid Price | Offer Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|---|---|
0.67 | 1.16% | 58.24 | 58.31 | 60.50 | 60.22 | 57.68 | 57.92 | 902,174 | 00:51:54 |
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x
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QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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Delaware
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94- 3394123
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(State or Other Jurisdiction of
Incorporation or Organization)
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(I.R.S. Employer
Identification No.)
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Large Accelerated Filer
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o
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Accelerated Filer
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x
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Non-accelerated filer
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o
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(Do not check if a smaller reporting Company)
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Smaller Reporting Company
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o
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Emerging Growth Company
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x
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•
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our quarterly and annual results may fluctuate significantly, may not fully reflect the underlying performance of our business and may result in decreases in the price of our common stock;
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•
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if we are unable to attract new clients or sell additional services and functionality to our existing clients, our revenue and revenue growth will be harmed;
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•
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our recent rapid growth may not be indicative of our future growth, and even if we continue to grow rapidly, we may fail to manage our growth effectively;
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•
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failure to adequately expand our sales force could impede our growth;
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•
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if we fail to manage our technical operations infrastructure, our existing clients may experience service outages, our new clients may experience delays in the deployment of our solution and we could be subject to, among other things, claims for credits or damages;
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•
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security breaches and improper access to or disclosure of our data or our clients’ data or other cyber attacks on our systems, could result in litigation and regulatory risk, harm our reputation and adversely affect our business;
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the markets in which we participate are highly competitive, and if we do not compete effectively, our operating results could be harmed;
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if our existing clients terminate their subscriptions or reduce their subscriptions and related usage, our revenues and gross margins will be harmed and we will be required to spend more money to grow our client base;
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our growth depends in part on the success of our strategic relationships with third parties and our failure to successfully grow and manage these relationships could harm our business;
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we are establishing a network of master agents and resellers to sell our solution; our failure to effectively develop, manage, and maintain this network could materially harm our revenues;
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we sell our solution to larger organizations that require longer sales and implementation cycles and often demand more configuration and integration services or customized features and functions that we may not offer, any of which could delay or prevent these sales and harm our growth rates, business and operating results;
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•
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because a significant percentage of our revenue is derived from existing clients, downturns or upturns in new sales will not be immediately reflected in our operating results and may be difficult to discern;
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we rely on third-party telecommunications and internet service providers to provide our clients and their customers with telecommunication services and connectivity to our cloud contact center software and any failure by these service providers to provide reliable services could subject us to, among other things, claims for credits or damages;
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•
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we have a history of losses and we may be unable to achieve or sustain profitability;
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we may not be able to secure additional financing on favorable terms, or at all, to meet our future capital needs; and
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•
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failure to comply with laws and regulations could harm our business and our reputation.
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September 30, 2017
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December 31, 2016
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||||
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(Unaudited)
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||||
ASSETS
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||||
Current assets:
|
|
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||||
Cash and cash equivalents
|
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$
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63,364
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|
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$
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58,122
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Accounts receivable, net
|
|
17,231
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|
|
13,881
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|
||
Prepaid expenses and other current assets
|
|
4,809
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|
|
3,008
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|
||
Total current assets
|
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85,404
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|
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75,011
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||
Property and equipment, net
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17,958
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14,688
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Intangible assets, net
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1,190
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|
|
1,539
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Goodwill
|
|
11,798
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11,798
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|
||
Other assets
|
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2,365
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|
|
2,203
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|
||
Total assets
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$
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118,715
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|
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$
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105,239
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||||
LIABILITIES AND STOCKHOLDERS’ EQUITY
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||||
Current liabilities:
|
|
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|
||||
Accounts payable
|
|
$
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4,787
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|
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$
|
3,366
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Accrued and other current liabilities
|
|
11,967
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|
|
9,604
|
|
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Accrued federal fees
|
|
1,146
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|
|
2,742
|
|
||
Sales tax liability
|
|
1,174
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|
|
1,347
|
|
||
Notes payable
|
|
486
|
|
|
742
|
|
||
Capital leases
|
|
6,057
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|
|
6,230
|
|
||
Deferred revenue
|
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13,699
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|
|
10,047
|
|
||
Total current liabilities
|
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39,316
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|
|
34,078
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|
||
Revolving line of credit
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|
32,594
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32,594
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|
||
Sales tax liability — less current portion
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|
1,207
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|
|
1,476
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|
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Notes payable — less current portion
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—
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|
|
318
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|
||
Capital leases — less current portion
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|
6,867
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|
|
5,915
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|
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Other long-term liabilities
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|
959
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|
|
530
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Total liabilities
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80,943
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74,911
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Commitments and contingencies (Note 9)
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Stockholders’ equity:
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Preferred stock, $0.001 par value; 5,000 shares authorized, no shares issued and outstanding at September 30, 2017 and December 31, 2016
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—
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—
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Common stock, $0.001 par value; 450,000 shares authorized, 55,631 shares and 53,363 shares issued and outstanding at September 30, 2017 and December 31, 2016, respectively
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56
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53
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Additional paid-in capital
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212,505
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196,555
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Accumulated deficit
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(174,789
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)
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(166,280
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)
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Total stockholders’ equity
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37,772
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30,328
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Total liabilities and stockholders’ equity
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$
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118,715
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$
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105,239
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Three Months Ended
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Nine Months Ended
|
||||||||||||
|
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September 30, 2017
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September 30, 2016
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September 30, 2017
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September 30, 2016
|
||||||||
Revenue
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$
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50,081
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$
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40,982
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$
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144,822
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$
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117,883
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Cost of revenue
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20,497
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17,790
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60,741
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51,164
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|
||||
Gross profit
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29,584
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23,192
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|
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84,081
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66,719
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|
||||
Operating expenses:
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||||||||
Research and development
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6,689
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6,041
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20,372
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17,642
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|
||||
Sales and marketing
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16,502
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12,925
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49,212
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38,268
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||||
General and administrative
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4,679
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6,143
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20,384
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18,561
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|
||||
Total operating expenses
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27,870
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25,109
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89,968
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74,471
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|
||||
Income (loss) from operations
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|
1,714
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|
|
(1,917
|
)
|
|
(5,887
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)
|
|
(7,752
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)
|
||||
Other income (expense), net:
|
|
|
|
|
|
|
|
|
||||||||
Extinguishment of debt
|
|
—
|
|
|
(1,026
|
)
|
|
—
|
|
|
(1,026
|
)
|
||||
Interest expense
|
|
(865
|
)
|
|
(961
|
)
|
|
(2,635
|
)
|
|
(3,357
|
)
|
||||
Interest income and other
|
|
118
|
|
|
12
|
|
|
326
|
|
|
(66
|
)
|
||||
Total other expense, net
|
|
(747
|
)
|
|
(1,975
|
)
|
|
(2,309
|
)
|
|
(4,449
|
)
|
||||
Income (loss) before income taxes
|
|
967
|
|
|
(3,892
|
)
|
|
(8,196
|
)
|
|
(12,201
|
)
|
||||
Provision for (benefit from) income taxes
|
|
43
|
|
|
(2
|
)
|
|
142
|
|
|
68
|
|
||||
Net income (loss)
|
|
$
|
924
|
|
|
$
|
(3,890
|
)
|
|
$
|
(8,338
|
)
|
|
$
|
(12,269
|
)
|
Net income (loss) per share:
|
|
|
|
|
|
|
|
|
||||||||
Basic
|
|
$
|
0.02
|
|
|
$
|
(0.07
|
)
|
|
$
|
(0.15
|
)
|
|
$
|
(0.24
|
)
|
Diluted
|
|
$
|
0.02
|
|
|
$
|
(0.07
|
)
|
|
$
|
(0.15
|
)
|
|
$
|
(0.24
|
)
|
Shares used in computing net income (loss) per share:
|
|
|
|
|
|
|
|
|
||||||||
Basic
|
|
55,310
|
|
|
52,708
|
|
|
54,579
|
|
|
52,078
|
|
||||
Diluted
|
|
59,441
|
|
|
52,708
|
|
|
54,579
|
|
|
52,078
|
|
||||
Comprehensive Income (Loss):
|
|
|
|
|
|
|
|
|
||||||||
Net income (loss) and comprehensive income (loss)
|
|
$
|
924
|
|
|
$
|
(3,890
|
)
|
|
$
|
(8,338
|
)
|
|
$
|
(12,269
|
)
|
|
|
Nine Months Ended
|
||||||
|
|
September 30, 2017
|
|
September 30, 2016
|
||||
Cash flows from operating activities:
|
|
|
|
|
||||
Net loss
|
|
$
|
(8,338
|
)
|
|
$
|
(12,269
|
)
|
Adjustments to reconcile net loss to net cash provided by operating activities:
|
|
|
|
|
||||
Depreciation and amortization
|
|
6,246
|
|
|
6,302
|
|
||
Provision for doubtful accounts
|
|
66
|
|
|
58
|
|
||
Stock-based compensation
|
|
10,703
|
|
|
6,927
|
|
||
Loss on extinguishment of debt
|
|
—
|
|
|
1,026
|
|
||
Reversal of interest and penalties on accrued federal fees
|
|
(2,133
|
)
|
|
—
|
|
||
Non-cash adjustment on investment
|
|
(233
|
)
|
|
—
|
|
||
Amortization of debt discount and issuance costs
|
|
60
|
|
|
221
|
|
||
Accretion of interest
|
|
16
|
|
|
11
|
|
||
Others
|
|
(50
|
)
|
|
(9
|
)
|
||
Changes in operating assets and liabilities:
|
|
|
|
|
||||
Accounts receivable
|
|
(3,406
|
)
|
|
(2,383
|
)
|
||
Prepaid expenses and other current assets
|
|
(1,861
|
)
|
|
(1,927
|
)
|
||
Other assets
|
|
71
|
|
|
(25
|
)
|
||
Accounts payable
|
|
1,409
|
|
|
1,039
|
|
||
Accrued and other current liabilities
|
|
1,774
|
|
|
2,749
|
|
||
Accrued federal fees and sales tax liability
|
|
95
|
|
|
(90
|
)
|
||
Deferred revenue
|
|
3,676
|
|
|
2,449
|
|
||
Other liabilities
|
|
131
|
|
|
(75
|
)
|
||
Net cash provided by operating activities
|
|
8,226
|
|
|
4,004
|
|
||
Cash flows from investing activities:
|
|
|
|
|
||||
Purchases of property and equipment
|
|
(1,809
|
)
|
|
(973
|
)
|
||
Increase in restricted cash
|
|
—
|
|
|
(60
|
)
|
||
Net cash used in investing activities
|
|
(1,809
|
)
|
|
(1,033
|
)
|
||
Cash flows from financing activities:
|
|
|
|
|
||||
Proceeds from exercise of common stock options
|
|
3,280
|
|
|
4,050
|
|
||
Proceeds from sale of common stock under ESPP
|
|
1,800
|
|
|
792
|
|
||
Proceeds from revolving line of credit
|
|
—
|
|
|
32,594
|
|
||
Repayments on revolving line of credit
|
|
—
|
|
|
(12,500
|
)
|
||
Repayments of notes payable
|
|
(547
|
)
|
|
(23,866
|
)
|
||
Payments of capital leases
|
|
(5,708
|
)
|
|
(4,618
|
)
|
||
Payment of prepayment penalty and related fees
|
|
—
|
|
|
(368
|
)
|
||
Payments for debt issuance costs
|
|
—
|
|
|
(206
|
)
|
||
Net cash used in financing activities
|
|
(1,175
|
)
|
|
(4,122
|
)
|
||
Net increase (decrease) in cash and cash equivalents
|
|
5,242
|
|
|
(1,151
|
)
|
||
Cash and cash equivalents:
|
|
|
|
|
||||
Beginning of period
|
|
58,122
|
|
|
58,484
|
|
||
End of period
|
|
$
|
63,364
|
|
|
$
|
57,333
|
|
|
|
Nine Months Ended
|
||||||
|
|
September 30, 2017
|
|
September 30, 2016
|
||||
Supplemental disclosures of cash flow data:
|
|
|
|
|
||||
Cash paid for interest
|
|
$
|
2,588
|
|
|
$
|
3,430
|
|
Cash paid for income taxes
|
|
113
|
|
|
86
|
|
||
Non-cash investing and financing activities:
|
|
|
|
|
||||
Equipment obtained under capital lease
|
|
$
|
7,482
|
|
|
$
|
5,548
|
|
Equipment purchased and unpaid at period-end
|
|
22
|
|
|
13
|
|
|
|
September 30, 2017
|
|||||||||
|
|
Total
|
|
Level 1
|
Level 3
|
||||||
Assets
|
|
|
|
|
|
||||||
Cash equivalents
|
|
|
|
|
|
||||||
Money market funds
|
|
$
|
20,060
|
|
|
$
|
20,060
|
|
$
|
—
|
|
Other Assets
|
|
|
|
|
|
||||||
Embedded conversion option held for investment
|
|
$
|
946
|
|
|
$
|
—
|
|
$
|
946
|
|
|
|
|
|
|
|
||||||
|
|
December 31, 2016
|
|||||||||
|
|
Total
|
|
Level 1
|
Level 3
|
||||||
Assets
|
|
|
|
|
|
||||||
Cash equivalents
|
|
|
|
|
|
||||||
Money market funds
|
|
$
|
20,069
|
|
|
$
|
20,069
|
|
$
|
—
|
|
Other Assets
|
|
|
|
|
|
||||||
Embedded conversion option held for investment
|
|
$
|
873
|
|
|
$
|
—
|
|
$
|
873
|
|
|
|
|
|
|
|
|
September 30, 2017
|
||
Beginning balance
|
$
|
873
|
|
Total gains included in earnings
|
73
|
|
|
Ending balance
|
$
|
946
|
|
|
|
September 30,
2017 |
|
December 31,
2016 |
||||
Cash
|
|
$
|
43,304
|
|
|
$
|
38,053
|
|
Money market funds
|
|
20,060
|
|
|
20,069
|
|
||
Cash and cash equivalents
|
|
$
|
63,364
|
|
|
$
|
58,122
|
|
|
|
September 30,
2017 |
|
December 31,
2016 |
||||
Trade accounts receivable
|
|
$
|
16,096
|
|
|
$
|
12,640
|
|
Unbilled trade accounts receivable, net of advance client deposits
|
|
1,152
|
|
|
1,253
|
|
||
Allowance for doubtful accounts
|
|
(17
|
)
|
|
(12
|
)
|
||
Accounts receivable, net
|
|
$
|
17,231
|
|
|
$
|
13,881
|
|
|
|
September 30,
2017 |
|
December 31,
2016 |
||||
Prepaid expenses
|
|
$
|
3,034
|
|
|
$
|
2,199
|
|
Other current assets
|
|
1,775
|
|
|
809
|
|
||
Prepaid expenses and other current assets
|
|
$
|
4,809
|
|
|
$
|
3,008
|
|
|
|
September 30,
2017 |
|
December 31,
2016 |
||||
Computer and network equipment
|
|
$
|
44,517
|
|
|
$
|
37,664
|
|
Computer software
|
|
6,383
|
|
|
5,133
|
|
||
Internal-use software development costs
|
|
500
|
|
|
475
|
|
||
Furniture and fixtures
|
|
1,223
|
|
|
1,130
|
|
||
Leasehold improvements
|
|
641
|
|
|
624
|
|
||
Property and equipment
|
|
53,264
|
|
|
45,026
|
|
||
Accumulated depreciation and amortization
|
|
(35,306
|
)
|
|
(30,338
|
)
|
||
Property and equipment, net
|
|
$
|
17,958
|
|
|
$
|
14,688
|
|
|
|
September 30,
2017 |
|
December 31,
2016 |
||||
Gross
|
|
$
|
44,471
|
|
|
$
|
35,504
|
|
Less: accumulated depreciation and amortization
|
|
(29,072
|
)
|
|
(23,128
|
)
|
||
Total
|
|
$
|
15,399
|
|
|
$
|
12,376
|
|
|
|
September 30,
2017 |
|
December 31,
2016 |
||||
Accrued compensation and benefits
|
|
$
|
9,669
|
|
|
$
|
7,456
|
|
Accrued expenses
|
|
2,298
|
|
|
2,148
|
|
||
Accrued and other current liabilities
|
|
$
|
11,967
|
|
|
$
|
9,604
|
|
|
|
September 30, 2017
|
|
December 31, 2016
|
||||||||||||||||||||
|
|
Gross Carrying Amount
|
|
Accumulated Amortization
|
|
Net Carrying Amount
|
|
Gross Carrying Amount
|
|
Accumulated Amortization
|
|
Net Carrying Amount
|
||||||||||||
Developed technology
|
|
$
|
2,460
|
|
|
$
|
(1,390
|
)
|
|
$
|
1,070
|
|
|
$
|
2,460
|
|
|
$
|
(1,126
|
)
|
|
$
|
1,334
|
|
Customer relationships
|
|
520
|
|
|
(411
|
)
|
|
109
|
|
|
520
|
|
|
(333
|
)
|
|
187
|
|
||||||
Domain names
|
|
50
|
|
|
(39
|
)
|
|
11
|
|
|
50
|
|
|
(32
|
)
|
|
18
|
|
||||||
Non-compete agreements
|
|
140
|
|
|
(140
|
)
|
|
—
|
|
|
140
|
|
|
(140
|
)
|
|
—
|
|
||||||
Total
|
|
$
|
3,170
|
|
|
$
|
(1,980
|
)
|
|
$
|
1,190
|
|
|
$
|
3,170
|
|
|
$
|
(1,631
|
)
|
|
$
|
1,539
|
|
Period
|
|
Expected Future Amortization Expense
|
||
2017
|
|
$
|
117
|
|
2018
|
|
442
|
|
|
2019
|
|
351
|
|
|
2020
|
|
280
|
|
|
Total
|
|
$
|
1,190
|
|
Period
|
|
Amount to Mature
|
||
2017
|
|
$
|
167
|
|
2018
|
|
333
|
|
|
2019
|
|
32,594
|
|
|
Total
|
|
$
|
33,094
|
|
|
|
September 30, 2017
|
|
Stock options outstanding
|
|
4,597
|
|
Restricted stock units outstanding
|
|
2,133
|
|
Shares available for future grant under 2014 Plan
|
|
7,526
|
|
Shares available for future issuance under ESPP
|
|
1,495
|
|
Common stock warrants outstanding
|
|
13
|
|
Total shares of common stock reserved
|
|
15,764
|
|
|
|
Number of
Shares |
|
Weighted
Average Exercise Price |
|
Weighted
Average Remaining Contractual Life (Years) |
|
Aggregate
Intrinsic Value |
|||||
Outstanding as of December 31, 2016
|
|
5,556
|
|
|
$
|
5.23
|
|
|
|
|
|
||
Options granted (weighted average grant date fair value of $8.20 per share)
|
|
511
|
|
|
16.83
|
|
|
|
|
|
|||
Options exercised
|
|
(1,336
|
)
|
|
2.46
|
|
|
|
|
|
|||
Options forfeited or expired
|
|
(134
|
)
|
|
12.64
|
|
|
|
|
|
|||
Outstanding as of September 30, 2017
|
|
4,597
|
|
|
$
|
7.10
|
|
|
6.3
|
|
$
|
77,235
|
|
|
|
Number of Shares
|
|
Weighted Average Grant Date Fair Value Per Share
|
|||
Outstanding as of December 31, 2016
|
|
2,019
|
|
|
$
|
7.65
|
|
RSUs granted
|
|
1,022
|
|
|
17.31
|
|
|
RSUs vested and released
|
|
(745
|
)
|
|
8.68
|
|
|
RSUs forfeited
|
|
(163
|
)
|
|
10.92
|
|
|
Outstanding as of September 30, 2017
|
|
2,133
|
|
|
$
|
11.62
|
|
|
|
Three Months Ended
|
|
Nine Months Ended
|
||||||||||||
|
|
September 30, 2017
|
|
September 30, 2016
|
|
September 30, 2017
|
|
September 30, 2016
|
||||||||
Cost of revenue
|
|
$
|
599
|
|
|
$
|
357
|
|
|
$
|
1,608
|
|
|
$
|
951
|
|
Research and development
|
|
797
|
|
|
547
|
|
|
2,235
|
|
|
1,510
|
|
||||
Sales and marketing
|
|
1,084
|
|
|
626
|
|
|
3,236
|
|
|
1,604
|
|
||||
General and administrative
|
|
1,240
|
|
|
989
|
|
|
3,624
|
|
|
2,862
|
|
||||
Total stock-based compensation
|
|
$
|
3,720
|
|
|
$
|
2,519
|
|
|
$
|
10,703
|
|
|
$
|
6,927
|
|
|
|
Stock Option
|
|
RSU
|
|
ESPP
|
||||||
Unrecognized stock-based compensation expense
|
|
$
|
6,461
|
|
|
$
|
23,056
|
|
|
$
|
181
|
|
Weighted-average amortization period
|
|
2.8 years
|
|
|
2.9 years
|
|
|
0.1 years
|
|
Stock Options
|
|
Three Months Ended
|
|
Nine Months Ended
|
||||
|
|
September 30, 2017
|
|
September 30, 2016
|
|
September 30, 2017
|
|
September 30, 2016
|
Expected term (years)
|
|
6.1
|
|
6.1
|
|
6.2
|
|
6.0
|
Volatility
|
|
53%
|
|
48%
|
|
49%
|
|
48%
|
Risk-free interest rate
|
|
2.0%
|
|
1.2%
|
|
2.0%
|
|
1.5%
|
Dividend yield
|
|
—
|
|
—
|
|
—
|
|
—
|
|
|
Three Months Ended
|
|
Nine Months Ended
|
||||||||||||
|
|
September 30, 2017
|
|
September 30, 2016
|
|
September 30, 2017
|
|
September 30, 2016
|
||||||||
Net income (loss)
|
|
$
|
924
|
|
|
$
|
(3,890
|
)
|
|
$
|
(8,338
|
)
|
|
$
|
(12,269
|
)
|
Weighted-average shares of common stock outstanding
|
|
55,310
|
|
|
52,708
|
|
|
54,579
|
|
|
52,078
|
|
||||
Basic net income (loss) per share
|
|
$
|
0.02
|
|
|
$
|
(0.07
|
)
|
|
$
|
(0.15
|
)
|
|
$
|
(0.24
|
)
|
|
|
|
|
|
|
|
|
|
||||||||
Net income (loss)
|
|
$
|
924
|
|
|
$
|
(3,890
|
)
|
|
$
|
(8,338
|
)
|
|
$
|
(12,269
|
)
|
Weighted-average shares of common stock outstanding
|
|
55,310
|
|
|
52,708
|
|
|
54,579
|
|
|
52,078
|
|
||||
Effect of dilutive shares
|
|
4,131
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||
Weighted average shares of common stock outstanding
|
|
59,441
|
|
|
52,708
|
|
|
54,579
|
|
|
52,078
|
|
||||
Diluted net income (loss) per share
|
|
$
|
0.02
|
|
|
$
|
(0.07
|
)
|
|
$
|
(0.15
|
)
|
|
$
|
(0.24
|
)
|
|
|
Three Months Ended
|
|
Nine Months Ended
|
||||||||
|
|
September 30, 2017
|
|
September 30, 2016
|
|
September 30, 2017
|
|
September 30, 2016
|
||||
Stock options
|
|
471
|
|
|
5,626
|
|
|
4,597
|
|
|
5,626
|
|
Restricted stock units
|
|
29
|
|
|
2,096
|
|
|
2,133
|
|
|
2,096
|
|
Common stock warrants
|
|
—
|
|
|
132
|
|
|
13
|
|
|
132
|
|
Total
|
|
500
|
|
|
7,854
|
|
|
6,743
|
|
|
7,854
|
|
|
|
Three Months Ended
|
|
Nine Months Ended
|
||||||||||||
|
|
September 30, 2017
|
|
September 30, 2016
|
|
September 30, 2017
|
|
September 30, 2016
|
||||||||
United States
|
|
$
|
46,897
|
|
|
$
|
38,251
|
|
|
$
|
136,085
|
|
|
$
|
109,948
|
|
International
|
|
3,184
|
|
|
2,731
|
|
|
8,737
|
|
|
7,935
|
|
||||
Total revenue
|
|
$
|
50,081
|
|
|
$
|
40,982
|
|
|
$
|
144,822
|
|
|
$
|
117,883
|
|
|
|
September 30, 2017
|
|
December 31,
2016 |
||||
United States
|
|
$
|
16,585
|
|
|
$
|
13,025
|
|
International
|
|
1,373
|
|
|
1,663
|
|
||
Property and equipment, net
|
|
$
|
17,958
|
|
|
$
|
14,688
|
|
|
|
Twelve Months Ended
|
||
|
|
September 30, 2017
|
|
September 30, 2016
|
Annual Dollar-Based Retention Rate
|
|
98%
|
|
100%
|
|
|
Three Months Ended
|
|
Nine Months Ended
|
||||||||||||
|
|
September 30, 2017
|
|
September 30, 2016
|
|
September 30, 2017
|
|
September 30, 2016
|
||||||||
Net income (loss)
|
|
$
|
924
|
|
|
$
|
(3,890
|
)
|
|
$
|
(8,338
|
)
|
|
$
|
(12,269
|
)
|
Non-GAAP adjustments:
|
|
|
|
|
|
|
|
|
||||||||
Depreciation and amortization
(1)
|
|
1,881
|
|
|
2,140
|
|
|
6,246
|
|
|
6,302
|
|
||||
Stock-based compensation
(2)
|
|
3,720
|
|
|
2,519
|
|
|
10,703
|
|
|
6,927
|
|
||||
Extinguishment of debt
|
|
—
|
|
|
1,026
|
|
|
—
|
|
|
1,026
|
|
||||
Interest expense
|
|
865
|
|
|
961
|
|
|
2,635
|
|
|
3,357
|
|
||||
Interest income and other
|
|
(118
|
)
|
|
(12
|
)
|
|
(326
|
)
|
|
66
|
|
||||
Legal settlement
(3)
|
|
—
|
|
|
—
|
|
|
1,700
|
|
|
—
|
|
||||
Legal and indemnification fees related to settlement
(3)
|
|
—
|
|
|
—
|
|
|
135
|
|
|
—
|
|
||||
Reversal of interest and penalties on accrued federal fees
(4)
|
|
(2,133
|
)
|
|
—
|
|
|
(2,133
|
)
|
|
—
|
|
||||
Provision for (benefit from)
income taxes
|
|
43
|
|
|
(2
|
)
|
|
142
|
|
|
68
|
|
||||
Adjusted EBITDA
|
|
$
|
5,182
|
|
|
$
|
2,742
|
|
|
$
|
10,764
|
|
|
$
|
5,477
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended
|
|
Nine Months Ended
|
||||||||||||
|
|
September 30, 2017
|
|
September 30, 2016
|
|
September 30, 2017
|
|
September 30, 2016
|
||||||||
Cost of revenue
|
|
$
|
1,397
|
|
|
$
|
1,668
|
|
|
$
|
4,689
|
|
|
$
|
4,964
|
|
Research and development
|
|
182
|
|
|
204
|
|
|
625
|
|
|
513
|
|
||||
Sales and marketing
|
|
30
|
|
|
56
|
|
|
90
|
|
|
163
|
|
||||
General and administrative
|
|
272
|
|
|
212
|
|
|
842
|
|
|
662
|
|
||||
Total depreciation and amortization
|
|
$
|
1,881
|
|
|
$
|
2,140
|
|
|
$
|
6,246
|
|
|
$
|
6,302
|
|
(4)
|
Represents the reversal of accrued interest and penalties related to the Universal Services Fund ("USF") liability following a favorable ruling from the FCC's Wireline Competition Bureau. See Note
9
of the notes to condensed consolidated financial statements for additional information.
|
|
|
Three Months Ended
|
|
Nine Months Ended
|
||||||||
|
|
September 30, 2017
|
|
September 30, 2016
|
|
September 30, 2017
|
|
September 30, 2016
|
||||
Revenue
|
|
100
|
%
|
|
100
|
%
|
|
100
|
%
|
|
100
|
%
|
Cost of revenue
|
|
41
|
%
|
|
43
|
%
|
|
42
|
%
|
|
43
|
%
|
Gross profit
|
|
59
|
%
|
|
57
|
%
|
|
58
|
%
|
|
57
|
%
|
Operating expenses:
|
|
|
|
|
|
|
|
|
||||
Research and development
|
|
13
|
%
|
|
15
|
%
|
|
14
|
%
|
|
15
|
%
|
Sales and marketing
|
|
33
|
%
|
|
32
|
%
|
|
34
|
%
|
|
32
|
%
|
General and administrative
|
|
10
|
%
|
|
15
|
%
|
|
14
|
%
|
|
17
|
%
|
Total operating expenses
|
|
56
|
%
|
|
62
|
%
|
|
62
|
%
|
|
64
|
%
|
Income (loss) from operations
|
|
3
|
%
|
|
(5
|
)%
|
|
(4
|
)%
|
|
(7
|
)%
|
Other income (expense), net:
|
|
|
|
|
|
|
|
|
||||
Extinguishment of debt
|
|
—
|
%
|
|
(3
|
)%
|
|
—
|
%
|
|
(1
|
)%
|
Interest expense
|
|
(2
|
)%
|
|
(2
|
)%
|
|
(2
|
)%
|
|
(3
|
)%
|
Interest income and other
|
|
1
|
%
|
|
1
|
%
|
|
—
|
%
|
|
1
|
%
|
Total other income (expense), net
|
|
(1
|
)%
|
|
(4
|
)%
|
|
(2
|
)%
|
|
(3
|
)%
|
Income (loss) before income taxes
|
|
2
|
%
|
|
(9
|
)%
|
|
(6
|
)%
|
|
(10
|
)%
|
Provision for (benefit from) income taxes
|
|
—
|
%
|
|
—
|
%
|
|
—
|
%
|
|
—
|
%
|
Net income (loss)
|
|
2
|
%
|
|
(9
|
)%
|
|
(6
|
)%
|
|
(10
|
)%
|
|
|
Three Months Ended
|
|
Nine Months Ended
|
||||||||||||
|
|
September 30, 2017
|
|
September 30, 2016
|
|
$
Change |
|
%
Change |
|
September 30, 2017
|
|
September 30, 2016
|
|
$
Change |
|
%
Change |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(in thousands, except percentages)
|
||||||||||||||
Revenue
|
|
$50,081
|
|
$40,982
|
|
$9,099
|
|
22%
|
|
$144,822
|
|
$117,883
|
|
$26,939
|
|
23%
|
|
|
Three Months Ended
|
|
Nine Months Ended
|
||||||||||||
|
|
September 30, 2017
|
|
September 30, 2016
|
|
$
Change |
|
%
Change |
|
September 30, 2017
|
|
September 30, 2016
|
|
$
Change |
|
%
Change |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(in thousands, except percentages)
|
||||||||||||||
Cost of revenue
|
|
$20,497
|
|
$17,790
|
|
$2,707
|
|
15%
|
|
$60,741
|
|
$51,164
|
|
$9,577
|
|
19%
|
% of Revenue
|
|
41%
|
|
43%
|
|
|
|
|
|
42%
|
|
43%
|
|
|
|
|
|
|
Three Months Ended
|
|
Nine Months Ended
|
||||||||||||
|
|
September 30, 2017
|
|
September 30, 2016
|
|
$
Change |
|
%
Change |
|
September 30, 2017
|
|
September 30, 2016
|
|
$
Change |
|
%
Change |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(in thousands, except percentages)
|
||||||||||||||
Gross profit
|
|
$29,584
|
|
$23,192
|
|
$6,392
|
|
28%
|
|
$84,081
|
|
$66,719
|
|
$17,362
|
|
26%
|
% of Revenue
|
|
59%
|
|
57%
|
|
|
|
|
|
58%
|
|
57%
|
|
|
|
|
|
|
Three Months Ended
|
|
Nine Months Ended
|
||||||||||||
|
|
September 30, 2017
|
|
September 30, 2016
|
|
$
Change |
|
%
Change |
|
September 30, 2017
|
|
September 30, 2016
|
|
$
Change |
|
%
Change |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(in thousands, except percentages)
|
||||||||||||||
Research and development
|
|
$6,689
|
|
$6,041
|
|
$648
|
|
11%
|
|
$20,372
|
|
$17,642
|
|
$2,730
|
|
15%
|
% of Revenue
|
|
13%
|
|
15%
|
|
|
|
|
|
14%
|
|
15%
|
|
|
|
|
|
|
Three Months Ended
|
|
Nine Months Ended
|
||||||||||||
|
|
September 30, 2017
|
|
September 30, 2016
|
|
$
Change |
|
%
Change |
|
September 30, 2017
|
|
September 30, 2016
|
|
$
Change |
|
%
Change |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(in thousands, except percentages)
|
||||||||||||||
Sales and marketing
|
|
$16,502
|
|
$12,925
|
|
$3,577
|
|
28%
|
|
$49,212
|
|
$38,268
|
|
$10,944
|
|
29%
|
% of Revenue
|
|
33%
|
|
32%
|
|
|
|
|
|
34%
|
|
32%
|
|
|
|
|
|
|
Three Months Ended
|
|
Nine Months Ended
|
||||||||||||
|
|
September 30, 2017
|
|
September 30, 2016
|
|
$
Change |
|
%
Change |
|
September 30, 2017
|
|
September 30, 2016
|
|
$
Change |
|
%
Change |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(in thousands, except percentages)
|
||||||||||||||
General and administrative
|
|
$4,679
|
|
$6,143
|
|
$(1,464)
|
|
(24)%
|
|
$20,384
|
|
$18,561
|
|
$1,823
|
|
10%
|
% of Revenue
|
|
10%
|
|
15%
|
|
|
|
|
|
14%
|
|
17%
|
|
|
|
|
|
|
Three Months Ended
|
|
Nine Months Ended
|
||||||||||||||||||||||||||
|
|
September 30, 2017
|
|
September 30, 2016
|
|
$
Change |
|
%
Change |
|
September 30, 2017
|
|
September 30, 2016
|
|
$
Change |
|
%
Change |
||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
|
|
(in thousands, except percentages)
|
||||||||||||||||||||||||||||
Extinguishment of debt
|
|
$
|
—
|
|
|
$
|
(1,026
|
)
|
|
$
|
1,026
|
|
|
100
|
%
|
|
$
|
—
|
|
|
$
|
(1,026
|
)
|
|
$
|
1,026
|
|
|
100
|
%
|
Interest expense
|
|
(865
|
)
|
|
(961
|
)
|
|
96
|
|
|
10
|
%
|
|
(2,635
|
)
|
|
(3,357
|
)
|
|
722
|
|
|
22
|
%
|
||||||
Interest income and other
|
|
118
|
|
|
12
|
|
|
106
|
|
|
883
|
%
|
|
326
|
|
|
(66
|
)
|
|
392
|
|
|
594
|
%
|
||||||
Total other expense, net
|
|
$
|
(747
|
)
|
|
$
|
(1,975
|
)
|
|
$
|
1,228
|
|
|
62
|
%
|
|
$
|
(2,309
|
)
|
|
$
|
(4,449
|
)
|
|
$
|
2,140
|
|
|
48
|
%
|
% of Revenue
|
|
(1
|
)%
|
|
(4
|
)%
|
|
|
|
|
|
(2
|
)%
|
|
(3
|
)%
|
|
|
|
|
|
|
Nine Months Ended
|
|||||||||||||
|
|
September 30, 2017
|
|
September 30, 2016
|
|
$ Change
|
|
% Change
|
|||||||
Net cash provided by operating activities
|
|
$
|
8,226
|
|
|
$
|
4,004
|
|
|
$
|
4,222
|
|
|
105
|
%
|
Net cash used in investing activities
|
|
(1,809
|
)
|
|
(1,033
|
)
|
|
(776
|
)
|
|
(75
|
)%
|
|||
Net cash used in financing activities
|
|
(1,175
|
)
|
|
(4,122
|
)
|
|
2,947
|
|
|
71
|
%
|
|||
Net increase (decrease) in cash and cash equivalents
|
|
$
|
5,242
|
|
|
$
|
(1,151
|
)
|
|
$
|
6,393
|
|
|
555
|
%
|
•
|
market acceptance of our solution;
|
•
|
our ability to attract new clients and grow our business with existing clients;
|
•
|
client renewal rates;
|
•
|
our ability to adequately expand our sales and service team;
|
•
|
our ability to acquire and maintain strategic and client relationships;
|
•
|
the amount and timing of costs and expenses related to the maintenance and expansion of our business, operations and infrastructure;
|
•
|
the timing and success of new product and feature introductions by us or our competitors or any other change in the competitive dynamics of our industry, including consolidation among competitors, clients or strategic partners;
|
•
|
network outages or security incidents, which may result in additional expenses or losses, the loss of clients, the provision of client credits, and harm to our reputation;
|
•
|
seasonal factors that may cause our revenues in the first half of a year to be relatively lower than our revenues in the second half of a year;
|
•
|
inaccessibility or failure of our cloud contact center software due to failures in the products or services provided by third parties;
|
•
|
our ability to expand, and effectively utilize our network of master agents and resellers;
|
•
|
the timing of recognition of revenues under current and future GAAP;
|
•
|
changes in our pricing policies or those of our competitors;
|
•
|
the level of professional services and support we provide our clients;
|
•
|
the components of our revenue;
|
•
|
the addition or loss of key clients, including through acquisitions or consolidations;
|
•
|
general economic, industry and market conditions;
|
•
|
the timing of costs and expenses related to the development or acquisition of technologies or businesses and potential future charges for impairment of goodwill from acquired companies;
|
•
|
compliance with, or changes in, the current and future domestic and international regulatory environment;
|
•
|
the hiring, training and retention of key employees;
|
•
|
litigation or other claims against us;
|
•
|
the ability to expand internationally, and to do so profitability;
|
•
|
our ability to obtain additional financing;
|
•
|
advances and trends in new technologies and industry standards; and
|
•
|
increases or decreases in the costs to provide our solution or pricing changes upon any renewals of client agreements.
|
•
|
compete with other vendors of cloud-based enterprise contact center systems to capture market share, including from providers of legacy on-premise systems;
|
•
|
increase our existing clients’ use of our solution and further develop our partner ecosystem;
|
•
|
strengthen and improve our solution through significant investments in research and development and the introduction of new and enhanced solutions;
|
•
|
introduce our solution to new markets outside of the United States and increase global awareness of our brand; and
|
•
|
selectively pursue acquisitions.
|
•
|
sales and marketing, including a significant expansion of our sales and professional services organization;
|
•
|
our technology infrastructure, including systems architecture, management tools, scalability, availability, performance and security, as well as disaster recovery measures;
|
•
|
solution development, including investments in our solution development team and the development of new solutions, as well as new applications and features for existing solutions;
|
•
|
international expansion; and
|
•
|
general administration, including legal, regulatory compliance and accounting expenses.
|
•
|
cause our clients to seek credits or damages for losses incurred;
|
•
|
cause existing clients to cancel their contracts and move to a competitor;
|
•
|
affect our reputation as a reliable service provider;
|
•
|
make it more difficult for us to attract new clients or expand our business with existing clients; or
|
•
|
require us to replace existing equipment.
|
•
|
clients are not satisfied with our services, prices or the functionality of our solution;
|
•
|
the stability, performance or security of our hosting infrastructure and hosting services are not satisfactory;
|
•
|
our clients’ business declines due to industry cycles, seasonality, business difficulties or other reasons;
|
•
|
competition increases from other contact center providers;
|
•
|
fewer clients purchase usage from us;
|
•
|
alternative technologies, products or features emerge that we do not provide;
|
•
|
our clients or potential clients experience financial difficulties; or
|
•
|
the U.S. or global economy declines.
|
•
|
damage to third-party and our infrastructure and data centers, related equipment and surrounding properties caused by earthquakes, hurricanes, tornadoes, floods, fires and other natural disasters, explosions and acts of terrorism;
|
•
|
security breaches resulting in loss or disclosure of confidential client and customer data and potential liability to clients and non-client third parties for such disclosures;
|
•
|
inadvertent damage from third parties; and
|
•
|
other hazards that could also result in suspension of operations, personal injury and even loss of life.
|
•
|
the need to establish and protect our brand in international markets;
|
•
|
the need to localize and adapt our solution for specific countries, including translation into foreign languages and associated costs and expenses;
|
•
|
difficulties in staffing and managing foreign operations, particularly hiring and training qualified sales and service personnel;
|
•
|
the need to make implementations, and offer customer care, in various native languages;
|
•
|
different pricing environments, longer sales and accounts receivable payment cycles and collections issues;
|
•
|
weaker protection for intellectual property and other legal rights than in the U.S. and practical difficulties in enforcing intellectual property and other rights outside of the U.S.;
|
•
|
increased risk of piracy, counterfeiting and other misappropriation of our intellectual property in our locations outside the U.S.;
|
•
|
new and different sources of competition;
|
•
|
general economic conditions in international markets;
|
•
|
fluctuations in the value of the U.S. dollar and foreign currencies, which may make our solution more expensive in other countries or may increase our costs, impacting our operating results when translated into U.S. dollars;
|
•
|
compliance with customs duties, tariffs and other international trade complexities;
|
•
|
compliance challenges related to the complexity of multiple, conflicting and changing governmental laws and regulations, including employment, tax, telecommunications and telemarketing laws and regulations;
|
•
|
privacy and data protection laws and regulations that are complex, expensive to comply with and may require that client data be stored and processed in a designated territory;
|
•
|
increased risk of international telecom fraud;
|
•
|
laws and business practices favoring local competitors;
|
•
|
compliance with laws and regulations for foreign operations, including the Foreign Corrupt Practices Act, the U.K. Bribery Act and other anti-corruption laws, import and export control laws, tariffs, trade barriers, economic sanctions and regulatory or contractual limitations on our ability to sell our solution in certain foreign markets, and the risks and costs of non-compliance;
|
•
|
increased financial accounting and reporting burdens and complexities;
|
•
|
restrictions or taxes on the transfer of funds;
|
•
|
adverse tax consequences; and
|
•
|
unstable economic and political conditions.
|
•
|
inability to integrate or benefit from acquisitions in a profitable manner;
|
•
|
unanticipated costs or liabilities associated with the acquisition, including legal claims arising from the activities of companies we acquire;
|
•
|
acquisition-related costs;
|
•
|
difficulty converting the clients of the acquired business to our solution and contract terms, including due to disparities in the revenue, licensing, support or professional services model of the acquired company;
|
•
|
difficulty integrating the accounting systems, operations and personnel of the acquired business;
|
•
|
difficulties and additional costs and expenses associated with supporting legacy products and the hosting infrastructure of the acquired business;
|
•
|
diversion of management’s attention from other business concerns;
|
•
|
harm to our existing relationships with our partners and clients as a result of the acquisition;
|
•
|
the loss of our or the acquired business’s key employees;
|
•
|
diversion of resources that could have been more effectively deployed in other parts of our business; and
|
•
|
use of substantial portions of our available cash to consummate the acquisition.
|
•
|
the Communications Assistance for Law Enforcement Act, or CALEA, which requires covered entities to assist law enforcement in undertaking electronic surveillance;
|
•
|
contributions to the USF, which requires that we pay a percentage of our revenues resulting from the provision of interstate telecommunications services to support certain federal programs;
|
•
|
payment of annual FCC regulatory fees based on our interstate and international revenues;
|
•
|
rules pertaining to access to our services by people with disabilities and contributions to the Telecommunications Relay Services fund; and
|
•
|
FCC rules regarding Customer Proprietary Network Information, or CPNI, which prohibit us from using such information without client approval, subject to certain exceptions.
|
•
|
actual or anticipated fluctuations in our operating results;
|
•
|
the financial projections we provide to the public, any changes in these projections or our failure to meet these projections;
|
•
|
failure of securities analysts to initiate or maintain coverage of our company, changes in financial estimates by any securities analysts who follow our company, or our failure to meet these estimates or the expectations of investors;
|
•
|
ratings changes by any securities analysts who follow our company;
|
•
|
sales of our common stock by us or our significant stockholders, or the public announcement of same;
|
•
|
the assessment of our business or position in our market published in research and other reports;
|
•
|
announcements by us or our competitors of significant technical innovations, acquisitions, strategic partnerships, joint ventures or capital commitments;
|
•
|
changes in operating performance and stock market valuations of other technology companies generally, or those in the software as a service industry in particular;
|
•
|
price and volume fluctuations in the overall stock market, including as a result of trends in the U.S. or global economy;
|
•
|
any major change in our board of directors or management;
|
•
|
lawsuits threatened or filed against us;
|
•
|
security breaches or incidents impacting our clients or their customers;
|
•
|
legislation or regulation of our business, the internet and/or contact centers;
|
•
|
loss of key personnel;
|
•
|
new entrants into the contact center market, including the transition by providers of legacy on-premise contact center systems to cloud solutions, as well as cable and incumbent telephone companies and other well-capitalized competitors;
|
•
|
new products or new sales by us or our competitors;
|
•
|
the perceived or real impact of events that harm our direct competitors;
|
•
|
developments with respect to patents or proprietary rights;
|
•
|
general market conditions;
|
•
|
distributions to limited partners, or block sales, by original venture capital investors; and
|
•
|
other events or factors, including those resulting from war, incidents of terrorism or responses to these events, which could be unrelated to, or outside of, our control.
|
•
|
provide that our board of directors is classified into three classes of directors;
|
•
|
provide that stockholders may remove directors only for cause and only with the approval of holders of at least 66
2
⁄
3
% of our then outstanding capital stock;
|
•
|
provide that the authorized number of directors may be changed only by resolution of the board of directors;
|
•
|
provide that all vacancies, including newly created directorships, may, except as otherwise required by law, be filled by the affirmative vote of a majority of directors then in office, even if less than a quorum;
|
•
|
provide that our stockholders may not take action by written consent, and may only take action at annual or special meetings of our stockholders;
|
•
|
provide that stockholders seeking to present proposals before a meeting of stockholders or to nominate candidates for election as directors at a meeting of stockholders must provide notice in writing in a timely manner, and also specify requirements as to the form and content of a stockholder’s notice;
|
•
|
restrict the forum for certain litigation against us to Delaware;
|
•
|
do not provide for cumulative voting rights (therefore allowing the holders of a majority of the shares of common stock entitled to vote in any election of directors to elect all of the directors standing for election);
|
•
|
provide that special meetings of our stockholders may be called only by the chairman of the board, our chief executive officer or the board of directors pursuant to a resolution adopted by a majority of the total number of authorized directors; and
|
•
|
provide that stockholders will be permitted to amend our amended and restated bylaws only upon receiving at least 66
2
/
3
% of the votes entitled to be cast by holders of all outstanding shares then entitled to vote generally in the election of directors, voting together as a single class.
|
Exhibit
Number
|
|
Description
|
|
|
|
|
||
|
||
|
||
101.INS*
|
|
XBRL Instance Document
|
101.SCH*
|
|
XBRL Taxonomy Schema Linkbase Document
|
101.CAL*
|
|
XBRL Taxonomy Calculation Linkbase Document
|
101.DEF*
|
|
XBRL Taxonomy Definition Linkbase Document
|
101.LAB*
|
|
XBRL Taxonomy Labels Linkbase Document
|
101.PRE*
|
|
XBRL Taxonomy Presentation Linkbase Document
|
|
|
|
|
|
|
Five9, Inc.
|
|
|
|
|
Date:
|
November 8, 2017
|
By:
|
/s/ Michael Burkland
|
|
|
|
Michael Burkland
|
|
|
|
Chief Executive Officer and President
|
|
|
|
(Duly Authorized Officer)
|
|
|
|
|
Date:
|
November 8, 2017
|
By:
|
/s/ Barry Zwarenstein
|
|
|
|
Barry Zwarenstein
|
|
|
|
Chief Financial Officer
|
|
|
|
(Principal Financial Officer)
|
1 Year Five9 Chart |
1 Month Five9 Chart |
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